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SBE DEFINITIONS AND COMMERCIALLY USEFUL FUNCTION DEFINITION

1.0 SBE DEFINITIONS

a. Small Business Attainment: Represents Prime Contractor

subcontracting dollars paid to SBEs (in accordance with Commercially Useful Function and SBE Crediting Provisions)

b. Small Business Commitment: Represents Prime Contractor

subcontracting dollar commitments made to SBEs (in accordance with Commercially Useful Function and SBE Crediting Provisions)

c. Small Business Enterprise (SBE): A firm certified as a Small Busines concern by one of the following entities:

(1) California Department of General Services (DGS) SBE – Procurement Division (PD) – Office of Small Business and Disabled Veterans Business Enterprise Services (OSDS)

(2) Eligibility: A business with 100 or fewer employees and average annual gross receipts of $14,000,000 or less over the previous three (3) tax years or a manufacturer with 100 or fewer employees.

(2) Los Angeles County Metropolitan Transportation Authority

(Metro) SBE Eligibility: A business that meets the size standards set by the Small Business Administration by primary NAICS Code and whose owners have a Personal Net Worth of $250,000 or less.

(3) Firms certified as a Disadvantaged Business Enterprises

(DBEs) by a California Unified Certification Program (CUCP) certifying agency. Eligibility: A business with average annual gross receipts of

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$22,410,000 or less over the previous three (3) years, that meets the size standards set by the SBA by primary NAICS Code, and whose owners have a Personal Net Worth of $750,000 or less and meet DBE Social and Economic Disadvantage criteria.

Certifying Agency

Certification Type

Social and Economic

Disadvantaged

Personal Net Worth

Requirement

Business Size Standard

State of California Department of General Services

Small Business Enterprise (SBE)

No

No

A business with 100 or fewer employees, and an average annual gross receipts of $14 million or less over the previous 3 tax years; or

A manufacturer with 100 or fewer employees.

Los Angeles County Metropolitan Transportation Authority (Metro)

Small Business Enterprise (SBE)

No

$250,000

SBA size standards by primary NAICS Code.

Ex: NAICS 237310: Highway, Street and Bridge Construction = currently $33.5 million.

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Certifying Agency

Certification Type

Social and Economic

Disadvantaged

Personal Net Worth

Requirement

Business Size Standard

California Unified Certification Program (CUCP)

Disadvantaged Business Enterprise (DBE)

Yes

$750,000

$22,410,000 Average Annual Gross Receipts Cap in the previous 3 years (SBE size standards additionally apply by primary NAICS Code).

The Authority is a non-certifying agency; however, the Authority recognizes the SBE certifications from the above-noted certifying entities. SBE Firms listed by the Prime Contractor with its proposal submittal must be certified prior to award of the Prime Contract to be eligible to be credited towards the SBE goal. SBE firms added after award of the Prime Contract must be certified prior to execution of their subcontract/purchase order/agreement in order to be eligible for crediting. Prime Contractors are encouraged to contact the respective certifying entity directly to obtain detailed information certification requirements (certification requirements are subject to change).

2.0 COMMERCIALLY USEFUL FUNCTION DEFINITION (CUF)

Work performed by an SBE in a particular transaction that, consistent with industry practices and other relevant considerations, has a necessary and useful role in the transaction (i.e., the firm’s role is not a superfluous step added in an attempt to obtain credit toward goals). An SBE performs a commercially useful function when the SBE firm is responsible for the execution of the work of the contract and is carrying out its responsibility by actually performing, managing and supervising the work involved. To perform a commercially useful function, the SBE must also be responsible, with respect to materials and supplies used on the contract, for negotiating price, determining quality and quantity, ordering the materials and installing (where applicable) and paying for the material itself. If, in the Authority’s judgment, the SBE (even though an eligible SBE) does not perform a commercially useful function in the transaction, no credit toward the goal may be awarded.

SECTION III - SBE GOAL DEVELOPMENT PROCESS AND GOAL

1.0 GOAL DEVELOPMENT PROCESS

The Authority utilized a methodology in establishing the SBE goal for the Exposition Corridor Phase 2 Design-Build Contract that established the relative

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availability of SBEs to all comparable firms (SBEs and Non-SBEs) available to propose on the Exposition Corridor Project Phase 2.

2.0 SBE GOAL

Based on the goal development process, a goal of 20% has been set for the Design-Build Contract for the Phase 2 project.

SECTION IV - SBE CREDITING PROVISIONS (Crediting and Participation of Certified SBEs)

1.0 SBE VENDOR PARTICIPATION

Participation of certified SBE vendors of materials and supplies is credited as follows:

a. Sixty percent (60%) of expenditure(s) for equipment, materials and supplies obtained from a regular dealer.

b. One-hundred percent (100%) of expenditure(s) for materials and supplies obtained from a SBE Supplier who substantially alters the material before resale.

2.0 SBE BROKERS PARTICIPATION

Participation of certified SBE Brokers of materials and supplies and/or services is credited as follows:

a. The fees or commission paid to SBE consultants, brokers, and packagers

may be counted toward the goal, provided that the fee or commission is reasonable (consistent with industry standards). Proposer’s are required to submit documentation to justify fees and commissions customarily allowed for similar services with proposals on the proposal due date. Post-award the Selected Prime Contractor will need to provide such documentation to the Authority with their request to add an SBE.

b. The fees or commissions charged for providing bona fide services such as professional and technical, or procurement of essential personnel, facilities, equipment, materials, or supplies required for performance of the contract.

c. The fees charged for delivery of materials and supplies required on a Work

site (but not the cost of the materials of supplies themselves) when the hauler, trucker or delivery service is licensed and is not also the manufacturer of, or a regular dealer, in the materials and supplies.

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3.0 SBE TRUCKERS PARTICIPATION

Participation of certified SBE Truckers who perform a Commercially Useful Function will be credited in accordance with the following provisions:

a. The SBE must be responsible for the management and supervision of the

entire trucking operation for which it is responsible on a particular contract, and there cannot be a contrived arrangement for the purpose of meeting SBE goals.

b. The SBE must itself own and operate at least one fully licensed, insured and

operational truck used on the contract.

c. The SBE receives credit for the total value of the transportation services it provides on the contract using trucks it owns, insures, and operates using drivers it employs.

d. The SBE may lease trucks from another SBE firm, including an owner-

operator who is certified as a SBE. The SBE who leases trucks from another SBE receives credit for the total value of the transportation services the lessee SBE provides on the contract.

e. The SBE may also lease trucks from a non-SBE firm, including from an

owner-operator. The SBE who leases trucks from a non-SBE is entitled to credit for the total value of transportation services provided by non-SBE lessees not-to-exceed the value of transportation services provided by SBE- owned trucks on the contract. Additional participation by non-SBE lessees receives credit only for the fee or commission it receives as a result of the lease arrangement.

SECTION V - GOOD FAITH EFFORTS (INCLUDING POST-AWARD GOOD FAITH EFFORTS)

1.0 PROPOSER GOOD FAITH EFFORTS

The Proposer and subsequently selected Prime Contractor shall exercise good faith efforts sufficient to achieve the overall SBE project goal and other requirements of the SBE Program which, by their scope, intensity, and appropriateness to the objective, can reasonably be expected to fulfill the SBE goal. The Good Faith Efforts identified below include those that shall be undertaken by the Proposer’s prior to their proposal submission to the Authority and by the selected Prime Contractor throughout the Life of the Project:

a. Requesting SBE Referrals from the Authority via the corresponding Appendix

1, “Small Business Prime Contractor Referral Form.”

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b. Researching databases of certified SBE firms.

c. Conducting Outreach to SBEs, including contacting SBE firms provided by the Authority via the Referral Listing or located by the Proposer and/or the Prime Contractor on the DGS, CUCP DBE and Metro SBE Certified firm directories.

d. Negotiating in Good Faith with Small Business Enterprises.

e. Providing certification assistance to non-certified Small Business firms.

f. Advertising in general circulation, small business and trade papers and other

media to solicit SBEs for specific subcontracting/vendor opportunities.

g. Selecting portions of the work to be performed by SBEs in order to increase the likelihood that the SBE goals will be achieved. This includes, where appropriate, breaking out contract work items into economically feasible units to facilitate SBE participation, even when the Prime Contractor might otherwise prefer to perform these work items with its own forces.

h. Making efforts to assist interested SBEs in obtaining bonding, lines of credit,

or insurance as required by the recipient or Prime Contractor.

i. Other Good Faith Efforts performed by the Prime Contractor to facilitate the participation of and successful performance of Small Business Certified firms.

2.0 PRIME CONTRACTOR GOOD FAITH EFFORTS

The selected Prime Contractor shall ensure that the SBEs it has committed to in its proposal have maximum opportunity to successfully perform their contract responsibilities. The selected Prime Contractor must also continue to meet the Authority’s Small Business goals and objectives by performing on-going Good Faith Efforts. These efforts shall include, but are not limited to the following:

a. Negotiate in good faith to attempt to finalize Subcontract/Subconsultant

agreements with SBEs listed in the proposal. The Prime Contractor proposing to utilize additional SBEs after award, in addition to fulfilling all other requirements for adding firms to the Agreement, shall notify the Authority in writing for verification of SBE certification and crediting provisions. Notification must include proposed SBE firm’s name(s), scope of work and proof of certification.

b. Continue to provide assistance to SBE Subcontractors/ Subconsultants or

suppliers in obtaining insurance, lines of credit, other capital financing and other technical assistance areas.

c. Make additional documented good faith efforts throughout the duration of the Agreement to seek out and utilize additional first-tier and lower-tier SBE Subcontractors/Subconsultants and suppliers to increase its SBE participation.

d. Immediately inform the Authority of any problems anticipated in attaining the

SBE commitment agreed to at the time of award, including the Prime Contractor’s Plan to remedy any projected shortfalls.

e. Make timely payments of all monies due and owing to SBE firms as per

the contract and Prompt Payment Provisions of the Public Contract Code.

SECTION VI - NON-DISCRIMINATION The Prime Contractor shall not exclude any person from participation in, deny any person the benefits of, or otherwise discriminate against anyone in connection with the award and performance of any contract governed by this Program on the basis of race, color, sex, or national origin.

In administering its SBE Program, the Prime Contractor will not, directly or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing accomplishment of the objectives of the SBE Program with respect to individuals of a particular race, color, sex or national origin.

SECTION VII - PRE-AWARD REQUIREMENTS / BID SUBMITTALS: For a Proposer to be deemed responsive to the SBE requirements of the Design-Build Phase 2 Contract solicitation, the Proposer must:

a. Commit to meet and/or exceed the SBE goal set forth in the solicitation and

submit the corresponding Appendix 2 “SBE Goal Declaration” Form.

b. Submit a Appendix 3 “Summary of Proposed SBE Participation” Form.

c. Submit a Performance Plan as described in 1.0 below, which details how the Proposer intends to meet the SBE Participation goal.

d. Submit evidence of applicable SBE certification for each proposed SBE.

1.0 SBE PERFORMANCE PLAN

Each Proposer is required to submit with their Proposal a SBE Performance Plan containing a detailed description of the Proposer’s planned methodology for

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achieving the established SBE goal, including a description of the good faith efforts the Proposer intends to undertake to achieve the SBE goal. The SBE Performance Plan at minimum shall include the following components:

a. Proposers acknowledgement of SBE goal commitment and statement of

compliance in meeting the contract SBE requirements – including the proposed Team.

b. Identification of viable subcontracting opportunities (items of work), including

suppliers, for which SBEs will be solicited throughout the project.

c. Timeline or Project Schedule, detailing anticipated SBE participation/ attainment, including scope of work. The Plan should also include a total summary of anticipated SBE attainment per year.

d. Identification of roles and responsibilities of the designated SBE Compliance

Administrator for the project, including all contact information.

e. Ongoing Good Faith efforts procedures, including specific outreach efforts and methodology in soliciting SBEs.

f. Protocols to address compliance with SBE contract provisions, including

substitution of SBE Subcontractors; addition of any new SBE Subcontractors not previously identified by the design-build Prime Contractor; post-award good faith efforts documentation, and records management.

g. Reporting Procedures, including specific timeline of submittals

h. Provisions of ongoing technical assistance to SBEs which may include, but

not be limited to, technical training, administrative assistance in preparing invoices, payroll submissions, assistance in obtaining bonding, lines of credit, and/or insurance.

i. The contractor is encouraged to submit a goal for local business enterprise

participation (which is part of the overall 20% SBE goal) for utilization of small business firms based on Los Angeles County. These goals will be considered and evaluated as part of the best value procurement for the design build contract. Any l proposed by the selected contractor will be included as a term of the Design-Build contract.

After the Prime Contractor is selected, the SBE Performance Plan shall be subject to approval by the Authority. If requested by the Authority, the Prime Contractor shall revise its SBE Performance Plan to incorporate the Authority’s comments, as applicable. The SBE Performance Plan shall be updated by the Prime Contractor quarterly (by the 15th of the month following the end of the quarter) and submitted to the Authority for approval.

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2.0 ACCURACY OF SUBMITTALS

The Proposers shall ensure all information provided to the Authority in response to the SBE program requirements is current, complete and accurate. The Authority will perform an independent review and assessment of the data and information provided.

Any error, omission, ambiguity or conflict that may arise between these Small Business Enterprise requirements and California Law shall be resolved first in favor of California law and then in favor of the Authority’s Small Business Enterprise requirements. Failure by a Proposer or its Subcontractors, consultants or other sources to carry out these requirements may be grounds for a finding of non-responsiveness or for the Authority to resort to such other remedies as the Authority deems appropriate.

3.0 SUBMITTAL OF SBE CERTIFICATIONS

Participating SBE firms must be certified in order for their participation to count toward the contract’s SBE commitment. SBE firms listed by the Prime Contractor with its proposal submittal must be certified prior to award of the Prime Contract to be eligible to be credited toward the SBE goal. SBE firms added after award of the Prime Contract must be certified prior to execution of their subcontract/ purchase order/agreement in order to be eligible for crediting. In order to get credit towards meeting the goal, Proposers must verify that each business it represents to be a certified SBE, does hold up-to date and current SBE certification. Proposers are to include evidence of corresponding certification for each SBE firm proposed to perform on the contract.

Proposers are cautioned against knowingly and willfully using “fronts” to meet the SBE goal. Only legitimate certified SBEs are eligible to be credited towards the SBE goal. The use of “fronts” and “pass-through” subcontracts to non-SBE firms may constitute criminal violations. Any indication of fraud, waste, abuse or mismanagement of these funds shall be immediately reported to the appropriate entities.

SECTION VIII – OVERSIGHT AND MONITORING

1.0 DUTIES AND RESPONSIBILITIES OF THE EXPOSITION METRO LINE

CONSTRUCTION AUTHORITY

a. Monitor the Compliance of the Prime Contractor with the Authority’s SBE program, goals and other related requirements to ensure full compliance is effectuated at all times.

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b. Validate that only firms who have been certified as eligible SBE firms are permitted to participate for SBE credit towards the goals on this Contract.

c. Review Proposer SBE proposal submittals to determine responsiveness to

the SBE requirements.

d. Perform SBE Good Faith Effort Reviews (Pre and Post Award).

e. Provide reports to the Expo Board of Directors on compliance with this SBE

Program.

f. Perform Prompt Payment and other SBE Audits to confirm SBE Program compliance.

g. Recordkeeping and Monitoring

(1) The Authority will develop a detailed recordkeeping system as a

mechanism for monitoring and tracking SBE contract awards and Prime Contractor’s progress towards attaining SBE goals throughout the performance of the contract.

(2) The Authority will also develop and maintain a hard-copy of a contract-

specific project management file which includes all SBE-related compliance monitoring and enforcement activities.

h. Monitoring Payments to SBEs

The Authority’s will monitor Prime Contractor’s performance towards meeting the overall SBE project goal commitments to ensure that work committed to SBEs is actually performed by SBEs. Such monitoring and tracking mechanisms will provide a running tally of actual SBE attainments (based on payments actually made to SBE firms) in contrast to their commitments.

The Authority may, at its discretion, perform interim audits of the Prime Contractor’s payments to SBEs, including prompt payment compliance audits in accordance with the public contract code. The audit will review payments to SBE Subcontractors to ensure that the actual amount paid to SBE Subcontractors equals or exceeds the dollar amounts committed and that payments are made within regulatory required timelines.

i. Review Prime Contractor’s request to add SBE Subcontractors and/or SBE

substitution requests.

j. The Authority will provide Prime Contractor’s with a canvassed list of certified SBEs within the authority’s market area by impacted industry (Refer to

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Appendix 1 “Small Business Prime Contractor Referral Form) to facilitate the utilization of SBEs by the Prime Contractor and its Subcontractors at all tiers.

2.0 DUTIES AND RESPONSIBILITIES OF THE PRIME CONTRACTOR

a. The Prime Contractor shall undertake on-going good faith efforts to meet the

goals and objectives of the Authority’s SBE program.

b. The Prime Contractor shall submit “Monthly SBE Commitment and Utilization” reports to the Authority (by the 15th of the month for the previous month’s activity) beginning with the first month after work commences. The form for the reports is entitled “Monthly Report – Utilization of Small Business Enterprises” (refer to Appendix 4) and the “Monthly On-Going Good Faith Efforts Narrative Report.” The Narrative Summary must state whether the Prime Contractor is on target with meeting the overall SBE goal and their respective comments, including whether the goal has been exceeded (stating the amount of the excess), or whether the Prime Contractor is behind target (stating the amount of the deficit).

If any progress report shows that the Prime Contractor is behind target, or if it anticipates being behind target, the report must include satisfactory evidence of past good faith efforts undertaken and must specify additional good faith efforts planned to be taken to remedy deficiencies towards meeting the approved SBE Goal, changes to planned SBE participation and any other efforts to attain the contract SBE goal in accordance with the Authority’s SBE Program. Following review and approval of such proposed additional good faith efforts by the Authority, the Prime Contractor shall modify its SBE Performance Plan accordingly. The awarded Prime Contractor shall not credit the participation of SBE Subcontractors towards the Prime Contractor’s SBE attainment until the amount being credited toward the goal has been paid to the SBE. The final report submittal shall be clearly marked “FINAL.” The Authority, at its discretion, may designate an alternate Monthly reporting schedule and format.

c. Board of Directors Small Business Participation Report

The Prime Contractor shall compile and submit to the Authority a “Small Business Participation Monthly Report” for issuance to the Authority’s Board of Directors on a submittal schedule designated by the Authority which will also include utilization of local business enterprises. The Authority will review the Prime Contractor’s initial report submittal(s) and may request modifications, as necessary, including modifications to the reporting format.

d. The Prime Contractor shall submit ad-hoc reports, at the request of the

Authority.

e. When a SBE Subcontractor/Subconsultant is terminated or fails to complete its designated scope of work on the contract for any reason, the Prime Contractor must make Good Faith Efforts to identify another certified SBE Subcontractor/Subconsultant to substitute for the original SBE. These Good Faith Efforts shall be directed at finding another SBE to perform at least the same amount of work under the contract as the SBE that was terminated, to the extent needed to meet the contract goal established for the procurement/contract.

f. Procurement of New Subcontracts

The following procedures shall apply to procurement of Subcontracts hereunder, excluding (a) Subcontracts with Listed Subcontractors as described in the Proposal, and (b) Subcontracts with Affiliates. For all Subcontracts subject to this Section, Prime Contractor shall (a) provide public notice of the availability of work to be subcontracted in accordance with the publication requirements applicable to the competitive bidding process of the Authority; and (b) provide a fixed date and time on which the subcontracted work will be awarded.

The Prime Contractor shall use a competitive process approved by the Authority in selecting Major Subcontractors pursuant to this Section. Prior to soliciting any bids for Major Subcontracts, the Prime Contractor shall submit to the Authority for its review and approval a reasonable procedure for the conduct of the bidding and approval process applicable to Major Subcontracts. Such procedure shall include times for each step of the process and shall provide for a competitive process to be used. The Prime Contractor may use the competitive bid procedures used by the Authority.

The Prime Contractor is responsible for establishing subsequent contract goals, as appropriate, for the Subcontracts it lets. The Authority will maintain oversight of the Prime Contractor’s activities, including those identified within the SBE Performance Plan, to ensure full compliance with SBE program and goal requirements.

The Prime Contractor shall not be required to follow the procurement procedures established pursuant to this Section in negotiating Subcontracts with Affiliates. However, any Affiliate that wishes to enter into a lower tier Major Subcontract shall follow such procedures. The Prime Contractor shall promptly notify the Authority in writing of the identity of each Subcontractor selected.

g. Request for Additional SBE Subcontractor

If the Prime Contractor requests to award additional work to a SBE firm beyond the original list of SBEs provided with their respective bid or proposal, the Prime Contractor must complete and submit to the Authority the

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corresponding Appendix 5 “Request for Additional SBE Subcontractor/ Supplier” for review and approval by the Authority.

3.0 SBE SUBSTITUTION PROVISIONS

In addition to all other Subconsultant/Subcontractor substitution provisions required by law and contained with the master contract, the Prime Contractor electing to substitute a certified SBE must comply with the SBE program substitution provision set forth below and submit a “Request for SBE Subcontractor/Supplier Substitution” form Appendix 6 and documented evidence that it undertook sufficient good faith efforts to replace the SBE with another SBE firm to the Authority for approval prior to effecting the substitution.

The Authority will consider authorizing the substitution of a SBE Subcontractor/ Subconsultant for the below reasons listed below:

a. The listed SBE, after having had a reasonable opportunity to do so, fails or

refuses to execute a written contract, when such written contract is based upon the general terms, conditions, plans and specifications for the Project, or on the terms of such Subcontractor’s or suppliers written bid, is presented by the Prime Contractor.

b. The listed SBE becomes bankrupt or insolvent.

c. The listed SBE fails or refuses to perform his subcontract or furnish the listed

materials.

d. The listed SBE Subcontractor fails or refused to meet the insurance requirements of the Contract.

e. The listed Subcontractor is not duly licensed as required by California law, as

applicable.

f. The Authority determines that the work performed by the listed SBE Subcontractor/Subconsultant is substantially unsatisfactory and is not in accordance with the plans and specifications or the contractual scope of services, or that the Subcontractor/Subconsultant is substantially delaying or disrupting the progress of the work.

4.0 SUBMIT COPIES OF SBE SUBCONTRACTS/PURCHASE ORDERS/

AGREEMENTS

The Prime Contractor shall submit to the Authority copies of all executed SBE subcontracts within fourteen (14) working days after the Prime Contractor executes the contract with the SBE firm.

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The Prime Contractor shall incorporate these Small Business Enterprise provisions into each Agreement, Purchase/Task Order (P/TO), or subcontract, issued under this contract, and each Subcontractor/Subconsultant, vendor, consultant, dealer, broker or other source (at all tiers) shall agree to the terms and conditions thereof.

Listed first-tier Subcontractors/Subconsultants shall enter into subcontract agreements with the Prime Contractor within fourteen (14) days of the date the Prime Contractor executes the Agreement with the Authority. Failure to execute subcontract agreements in a timely manner shall be considered a violation of the SBE Provisions.

SECTION IX - ENFORCEMENT Failure of the Prime Contractor to comply with the requirements of the SBE Program constitutes a material breach of the Design-Build Contract. The provisions of this Section IX are not exclusive, and shall not preclude the Authority from any remedy authorized by law, including without limitation the recovery of any and all damages suffered by the Authority as a result of the Prime Contractor’s failure to comply.

In the event that (1) the Prime Contractor fails to submit any required report (including all required supporting documents) or other required information in a timely manner, (2) the Prime Contractor provides information to the Authority, whether in a report or otherwise, indicating that the Prime Contractor is not on target to meet the overall SBE goal and the local business enterprise goal or is not making sufficient/satisfactory progress towards meeting the SBE goal and local business enterprise goal, or (3) the Prime Contractor is failing to engage in Good Faith Efforts or other circumstances exist which indicate that the Prime Contractor may not meet the overall SBE goal or local business enterprise goal, then the Authority may, in its sole discretion, issue to the Prime Contractor a Notice of Non-Compliance, which shall specify the respects in which the Prime Contractor is failing to comply with the requirements of the SBE Program, and may include any of the following measures:

a. A requirement that the Prime Contractor submit to the Authority, for the

Authority’s review and approval, a Small Business Work Plan/Corrective Action Plan, clearly delineating actions that will be taken to remedy any deficiencies in meeting the SBE Participations Goals, and the schedule for all such actions. This Plan shall be incorporated into the Prime Contractor’s Performance Plan;

b. A requirement that the Prime Contractor participate in meetings with Authority

designated representatives to discuss the Small Business Work Plan/ Corrective Action Plan and other SBE requirements;

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c. A requirement that the Prime Contractor participate in a mandatory SBE Program training session;

d. In the event the Prime Contractor is not in compliance with any requirement of

the SBE Program, a withholding or assessment by the Authority in an amount up to $500 per day for each failure to comply, commencing on the 30th day following the date of the Notice and continuing until the date compliance is achieved;

e. The issuance of a Cure Notice under the provisions of the Design-Build

Contract; or

f. Any other remedy or measure authorized by law.

The Notice of Non-Compliance shall specify the deadline for the performance of any actions to be taken by the Prime Contractor, and shall advise the Prime Contractor of its right to appeal any withholding or assessment by submitting to Authority a notice of appeal within 5 days following the date of the Notice of Non-Compliance. Any such appeal shall be considered by the Chief Executive Officer of the Authority, and a decision communicated to the Prime Contractor within 10 days following submission of the appeal. The decision of the Chief Executive Officer shall be final and binding.

The Prime Contractor shall ensure full compliance of its Subcontractors/Subconsultants at all tiers with the Small Business provisions governing record keeping and reporting requirements.

The Authority reserves the right to audit the records and inspect the facilities of the Prime Contractor, its contractors and any Subcontractors/Subconsultants of any tier for the purpose of verifying SBE participation and/or adherence to SBE provisions. The Prime Contractor and Subcontractors/Subconsultants/Vendors shall permit access to their records at the request of the Authority.

SECTION X - LIMITATIONS The terms of this SBE Program are not intended to alter, amend, or rescind any provisions of State or Federal law. Any provision of this SBE Program, which conflicts with State or Federal law, will be null and void.

APPENDICES

Appendix 1: Small Business Prime Contractor Referral Form

Appendix 2: SBE Goal Declaration Form

Appendix 3: Summary of Proposed SBE Participation

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Appendix 4: Monthly Report – Utilization of Small Business Enterprises (SBEs)

Appendix 5: Request for Additional SBE Subcontractor/Supplier Form

Appendix 6: Request for SBE Subcontractor/Supplier Substitution Form

Canvassed List2

Uncanvassed List3

YES NO

APPENDIX 1

Exposition Metro Line Construction Authority

SMALL BUSINESS ENTERPRISE CONTRACTOR REFERRAL FORM

Request Date:

Prime Contractor: 1st Tier Contractor Name:

Project Name and No.: (if applicable)

Seeking Firms Certified as: Place a next to all that apply Type of List Requested: Place a next to one

(SB)1

Scope of Services/Bid Items Requested

Bid Items Description Quantities Estimated Value

Anticipated Schedule for Bid

Release/Advertisement Work Anticipated to Begin (Date)

Staff Available for Job Walk

Contractor Point of

Contact

Name/Title:

Telephone:

Detailed Specification(s) Available Fax:

(Please attach specifications/scope/plans, if available) Email:

Other Desired Firm Qualifications/Requirements (i.e. years of experience, licensing):

Internal Use Only

1 Small Business

Date Request Received

Date List Issued:

Emergency Work: YES NO

2 Canvassed: Represents a listing of firm(s) expressing interest and capacity to bid Comments:

3 Uncanvassed: All certified firm(s) meeting corresponding NACIS codes and requested bid items

APPENDIX 2


SBE GOAL DECLARATION FORM

The Offeror declares that it has committed to achieve a level of participation equal to or greater than the SBE 20% goal

established by the Authority for the Phase II Design-Build Contract. The Offeror shall additionally include with its submittal

information how the Offeror plans to comply with the Authority’s Small Business policy, goal and related Small Business

requirements. The Performance Plan shall also include the names and addresses of the Offeror’s proposed Small Businesses

and the name of the corresponding Small Business Certifying Agency, the SBEs certification number and the proposed scope of

work.

Prior to Award and at the Authority’s request, Offeror’s shall submit additional details of the Offeror’s commitment to Small

Business Enterprises, including, but not limited to SB commitment dollar values demonstrating participation greater than or equal

to the 20% goal.

Executed on: _, 20 at, ,

Date City State

Offeror Name:

By:

Authorized Signature Printed Name

Title:

Bid Item No.(s) Proposed SBE

Subconsultant/Subcontractor/Supplier1

Description of Work To Be Performed or

Provided2

Subcontractor Status (For Purposes

of Crediting SBE Participation)3

% of Proposed SBE

Participation3

Firm Name: Subcontractor Manufacturer

Supplier Broker

Regular Dealer Trucker

Address:

Contact (Name and Phone):

Firm Name: Subcontractor Manufacturer

Supplier Broker

Regular Dealer Trucker

Address:

Contact (Name and Phone):

%

APPENDIX 3


SUMMARY OF PROPOSED SBE PARTICIPATION

Contract Name: Bidder Name:

Contract No: Address:

Proposed Bid Amt:

Proposal Due Date: Offeror's SBE Goal Commitment (%):

SUPPLEMENTAL INFORMATION REQUIRED IN CONJUNCTION WITH COMPLETION AND SUBMISSION OF THIS FORM: Offerors are required to submit a copy of the applicable SBE certification letter for each

proposed SBE, regardless of tier.

Total Proposed DBE Participation:

1. Proposed SBE firms must be certified as eligible SBEs at the time of bid submission. Only participation by SBEs certified as noted in Expo's SBE Program may be

credited towards meeting the established SBE goal. The SBE name listed should match the name on the SBE certification letter. 2. Description of work should be provided for all proposed SBEs regardless of tier, i.e. first and lower tiers. In the event that a lower tier SBE is proposed, please

indicate the tier and primary subcontractor/subconsultant. 3. For purposes of crediting SBE participation, Bidders are to ensure that the SBE Participation credited toward their respective SBE commitment is calculated in

accordance with instructions delineated in the Authority's SBE Program. For example, 100% of the value of the work performed by the SBEs own workforce; 100% for a Manufacturer; 60% for a Regular Dealer; and Fees or commisions for Brokers.

IMPORTANT: This form may be expanded as necessary. However all information requested must be provided.

Signature of Offeror Date Telephone No.

Contact Name

Title

(Please type or print)

* Refer to the Authority's SBE Program for detail of acceptable SBE Certifications and Certifying Agencies.

PROPOSED SBE PARTICIPATION (DETAIL)

Contract Name: Bidder Name:

Contract No: Address:

LIST ALL PROPOSED SBE FIRMS (USE ADDITIONAL SHEETS IF NECESSARY)

Firm Name: Scope of Work to be Performed:

Address: Telephone:

Contact Person:

Fax:

E-Mail: Percentage (%) of the

Total Contract Value:

Certifying Agency: SBE Certification No.:

SBE Certification Letter Enclosed with proposal

(required for responsiveness) Yes No

Firm Name: Scope of Work to be Performed:

Address: Telephone:

Contact Person:

Fax:

E-Mail: Percentage (%) of the

Total Contract Value:

Certifying Agency: SBE Certification No.:

6 Percent Attainment based on Current Contract Value against $ paid to SBs to date.

SBE Certification Letter Enclosed with proposal

(required for responsiveness) Yes No


MONTH

LY REPORT - UTILIZATION OF SMALL BUSINESS ENTERPRISES (SBE)

6 Percent Attainment based on Current Contract Value against $ paid to SBs to date.

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APPENDIX 4

SBE CONTRACT GOAL: 20%

CONTRACT NO: PROJECT NAME: REPORT NO.: REPORTING PERIOD: ORIGINAL CONTRACT AWARD AMOUNT: CURRENT CONTRACT VALUE:1

$ CURRENT PRIME CONTRACTOR TOTAL SBE

COMMITMENT

$ %:

PRIME CONTRACTOR NAME / ADDRESS: CONTRACT AWARD DATE: % OF PROJECT COMPLETE:2

PAID TO DATE: $

REPORT PREPARED BY (NAME/TITLE):

ITEM NO.

(as applicable)

DESCRIPTION OF

WORK

PERFORMED (Item

of work, Service, or

Materials Supplied

SBE FIRM NAME / BUSINESS ADDRESS / CERTIFICATION

NUMBER (List All Small Business Enterprises Regardless of

Subcontract Tier, including Suppliers/Vendors and Truckers)

LA

LOCAL3

(X)

ONLY ELIGIBLE $ VALUE TO BE REPORTED IN ACCORDANCE WITH SBE CREDITING PROVISIONS

SUBCONTRACT / PO

VALUE AT AWARD

CURRENT

SUBCONTRACT / PO

VALUE

SB(s) DOLLAR AMOUNT

PAID THIS PERIOD / DATE

PAID

DOLLAR AMOUNT

PAID TO DATE

START DATE /

TARGET

COMPLETION

DATE

% OF WORK

COMPLETED4

COMMENTS

------------------------

------------------------------

--------------

------------------------

------------------------------

--------------

------------------------

------------------------------

--------------

TOTAL NO. OF SB FIRMS:

TOTAL SB

$ VALUE

$

$

Based on Dollars

Expended5

Based on Current

Contract Value6

SBE ATTAINMENT %

TOTAL NO. OF LOCAL SB FIRMS3:

TOTAL LOCAL

SB $ VALUE

$

$

LOCAL SBE ATTAINMENT

I CERTIFY UNDER PENALTY OF PERJURY THAT THE ABOVE INFORMATION IS COMPLETE AND CORRECT AND THAT THE FIRM HAS FULLY COMPLIED WITH ALL SMALL BUSINESS REQUIREMENTS, INCLUDING ALL REGULATIONS AND PROMPT PAYMENT PROVISIONS

OF THE PUBLIC CONTRACT CODE AND EXPO SBE PROGRAM.

CONTRACTOR REPRESENTATIVE SIGNATURE TYPE/PRINT NAME OF CONTRACTOR REPRESENTATIVE / TITLE BUSINESS PHONE NUMBER DATE

1 Current value includes approved change orders and contract amendments.

2 Based on dollars paid to Prime to date in contrast to current contract value.

3 Local Contractors, identified with an 'X', are defined as having an office wthin Los Angeles County

4 Based on dollars paid to SBE firm in contrast to firms current subcontract/PO value.

5 Percent Attainment based on Dollars Paid to date to prime against $ paid to SB(s) to date.

APPENDIX 5


REQUEST FOR ADDITIONAL SBE SUBCONTRACTOR/SUPPLIER

Request for additional SBE(s) shall be in accordance with the Contract specifications and the Expo Small Business Program and is subject to approval by the Authority. The Design-Builder shall provide the Authority with the information requested below upon identification of any SBE subcontractor/subconsultant/supplier firm not previously listed to perform under the Contract. The Design-Builder shall also provide a written confirmation from the SBE that it is participating in the contract for a specified value, including the corresponding scope of work (a subcontract agreement can serve in lieu of the written confirmation).

Contract No.: Contract Name:

Design-Builder:

Business Address:

Please provide the following information for the proposed additional SBE subcontractor/subconsultant/supplier firm:

SBE Firm Name: SBE Certification Number/Certified by:

Business Address:

Contact Person: Phone Number: ( )

Email Address:

Description of Work (Scope):

Contract Item Number(s): Proposed SBE Subcontract Value:

Copy of SBE Certification Letter attached (Required)? □ Yes □ No

Design-Builder Representative Signature Title

Business Phone Number Date

FOR AUTHORITY USE ONLY:

Date Request Received:

If no, please state reason:

Reviewed by:

Signature:

Approve Request for Additional SBE? □ Yes □ No

Title:

Date:

Page 1 of 1

APPENDIX 6


REQUEST FOR SBE SUBCONTRACTOR/SUPPLIER SUBSTITUTION

Substitution of subcontractors shall be in accordance with the Contract Specifications and the Small Business Program. If a listed or approved SBE Subcontractor is unable to perform the work in accordance with the Contract Specifications, the Design-Builder shall replace the Subcontractor/Supplier with another SBE Subcontractor, or make good faith efforts to do so in accordance with the Contract Specifications and the Authority’s SBE Program. Such request for substitution is subject to approval by the Authority.

Project No.: Project Name:

Prime Contractor:

Business Address:

Please Provide the Following Information for the Listed or Approved SBE Subcontractor:

Subcontractor Name: SB Certification No/Certified by:

Address:

Contact Person: Phone:

Description of work:

Original Contract Value: Current Contract Value:

Reason for Substitution:

Prime Contractor to select either Option A or B to meet substitution requirements:

A. Please provide the following information if Contractor elects to substitute a SBE subcontractor with another SBE subcontractor. Please attach a copy of the firm’s SBE Certificate (required).

Subcontractor Name: SBE Certification No/Certified by:

Address:

Contact Person: Phone:

Description of work:

Bid Item Number(s): Proposed Subcontractor Bid Amount:

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B. Please provide Good Faith Efforts undertaken to replace the originally proposed SBE subcontractor with another SBE subcontractor by attaching supporting documentation.

I certify under penalty of perjury that the above information is complete and correct.

Contract Representative Signature Title

Business Phone Number Date

CONCURRENCE BY ORIGINALLY PROPOSED SBE FIRM:

Signature Title

Print Name Date

FOR AUTHORITY USE ONLY:

Date Request Received:

Approve Request for Additional SBE?

If no, please state reason:

Reviewed by:

Signature:

Date Letter Sent to Original SBE Subcontractor:

□ Yes □ No

Title:

Date:

Page 2 of 2

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