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DocuSign Envelope ID:3EC52891-FE1A-4181-9C9B-6ADF674328A7 MTC/City of Pleasanton Innovative Deployments to Enhance Arterials(IDEA)Category 1 Page 2 The AGREEMENT is funded in whole, or in part, by Congestion Mitigation/Air Quality (CMAQ)Funds allocated to MTC by the Federal Highway Administration(FHWA), funds from which have been awarded to RECIPIENT by MTC. RECIPIENT shall comply with any and all applicable laws, statutes, ordinances,rules, regulations, and procedural requirements of any national, state, or local government, and of any agency of any such government, including but not limited to MTC that relate to or in any manner affect the performance of the AGREEMENT. Those laws, statutes, ordinances, rules, regulations and procedural requirements that are imposed on MTC as a recipient of federal or state funds are hereby in turn imposed on RECIPIENT. The Provisions in Attachment C,Terms and Conditions,Attachment D,Fair Employment Practices Addendum,Attachment E,Non- discrimination Assurances,and Attachment F, State Department of Transportation Requirements, are attached hereto and incorporated by this reference. To the extent that they conflict with any of the provisions of this AGREEMENT,they superseded such provisions. RECIPIENT agrees to provide MTC with documentation establishing compliance with the material terms of this AGREEMENT. RECIPIENT agrees to submit invoices to MTC. RECIPIENT shall only be permitted to invoice or receive reimbursement for actual Project costs incurred,based on the actual contract bid price. The invoice for these payments shall be supported by the required supporting reporting data as indicated in this AGREEMENT. RECIPIENT shall provide a brief progress report with each invoice. MTC reserves the right to request further information to the extent necessary or required to obtain reimbursement from Caltrans. Payment shall be made within ninety(90)days after receipt by MTC of an acceptable invoice, which shall be subject to the review and approval of MTC's Project Manager.RECIPIENT shall deliver,mail or email invoices to MTC, as follows: Accounting Department Metropolitan Transportation Commission Bay Area Metro Center 375 Beale Street, Suite 800 San Francisco, CA 94105 If RECIPIENT elects to email rather than mail invoices,the delivery address is acctpay@bayareametro.gov. RECIPIENT's Project Manager shall be Cedric Novenario. MTC Project Manager and RECIPIENT's Project Manager will be responsible for all day-to-day communications between the Parties at any time. Either Party may designate another individual to serve as Project Manager, and shall give the other Party due notice. All notices and communications regarding interpretation of the terms of this AGREEMENT and changes thereto shall be given to the other Party in writing and shall be deemed given when made in writing, and hand-delivered,mailed, or emailed,to such party at their respective addresses as follows: