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20140902 Regular City Council Meeting - Agenda California Public Records Act ("PRA"): In compliance with the PRA, the documents pertaining to agenda items, including attachments, which are presented to the City Council in open session are available for public inspection. They may be inspected during regular business hours in the City Clerk's Office at Vernon City Hall, 4305 Santa Fe Avenue; Vernon, California 90058, no appointment necessary, and on the City's website at www.cityofvemon.org. Americans with Disabilities Act("ADA"): In compliance with the ADA, if you need special assistance to participate in the meeting, please contact the City Clerk's office at(323) 583-8811. Notification of at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service. Agenda City of Vernon Regular City Council Meeting Tuesday, September 2, 2014, 9:00 a.m. Council Chamber 4305 Santa Fe Avenue Vernon, California 05 � 'ID os�¢ W. Michael McCormick, Mayor sl� LY pro William J. Davis, Mayor Pro-Tem Richard J. Maisano, Council Member Michael Ybarra, Council Member Luz Martinez, Council Member CALL TO ORDER& FLAG SALUTE CHANGES TO THE AGENDA PUBLIC COMMENT -At this time the public is encouraged to address the City Council on any matter that is within the subject matter jurisdiction of the City Council. The public will also be given a chance to comment on matters which are on the posted agenda during City Council deliberation on those specific matters. PRESENTATIONS 1. Presentation by the Muscular Dystrophy Association (MDA) recognizing the Vernon Firefighter's participation in the 2014 Fill the Boot fundraising event. Regular City Council Meeting Agenda September 2, 2014 CONSENT CALENDAR-All matters listed on the Consent Calendar are to be approved with one motion. Items may be removed from the Consent Calendar by any member of the Council. Those items removed will be considered immediately after the Consent Calendar. Claims Against the City—Received and Filed 2. None. Minutes—To be Received and Filed 3. Minutes of the Regular City Council Meeting held August 19, 2014. Warrant Registers 4. Approval of City Warrant Register No. 1407, totaling $319,642.79,which covers the period of August 12, through August 25, 2014, and consists of the following: a. Ratification of wire transfers totaling $56,533.67; and b. Ratification of the issuance of early checks totaling $160,992.60; and c. Authorization to issue pending checks totaling $102,116.52. 5. Approval of Light & Power Warrant Register No. 372,totaling $3,672,645.57,which covers the period of August 12, through August 25, 2014, and consists of the following: a. Ratification of wire transfers totaling $3,589,289.84; and b. Ratification of the issuance of early checks totaling $43,882.09; and c. Authorization to issue pending checks totaling $39,473.64. 6. Approval of Gas Warrant Register No. 160, totaling $716.91,which covers the period of August 12, through August 25, 2014, and consists of the following: a. Ratification of the issuance of early checks totaling $500.00; and b. Authorization to issue pending checks totaling $216.91. City Administration Department 7. Exemption of Services Agreement with Vironex, Inc., from the Competitive Bidding Requirements for Remediation Activities Conducted at 5119-5309 District Blvd. Recommendation: (1) Find that the City Administrator's decision to award an agreement to Vironex, Inc., to conduct remediation related services at the City owned property located at 5119-5309 District Blvd. was exempt from the California Environmental Quality Act("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and Page 2 of 7 Regular City Council Meeting Agenda September 2, 2014 (2) Ratify the City Administrator's determination to exempt the services agreement with Vironex, Inc., ("Vironex") from the competitive bidding/selection process pursuant to Vernon Municipal Code Sections 2.17.12(A)(3), 2.17.12(A)(10), and 2.17.12(B)(2). Fire Department 8. Activity Report for the period of August 1, through August 15, 2014, to be received and filed. Police Department 9. Activity Log and Statistical Summary of Arrest and Activities for the period of August 1, through August 15, 2014,to be received and filed. NEW BUSINESS City Administration Department 10. A Resolution of the City Council of the City of Vernon amending Resolution No. 2012-173 regarding the reimbursement of certain costs incurred by current Vernon City personnel in connection with a review by the California Public Employees' Retirement System ("CALPERS"). Recommendation: (1) Find that the approval of the resolution proposed in the staff report is exempt under the California Environmental Quality Act ("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Adopt the resolution to authorize up to an additional $30,000 in reimbursable legal expenses for Michael McCormick relating to his ongoing appeal of Ca1PERS' determination arising out of the Report findings (Ca1PERS Case No. 2013-0899). 11. A Resolution of the City Council of the City of Vernon amending Exhibit A of Resolution No. 2013-57 regarding the compensation, costs and benefits of its employees ("Citywide Personnel and Salary Resolution") (Amendment No. 12). Recommendation: (1) Find that approval of the proposed resolution in the staff report is exempt under the California Environmental Quality Act ("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Approve and adopt the resolution amending Exhibit A—Classification and Compensation Plan, of the Citywide Personnel and Salary Resolution, to be effective September 2, 2014, to add the new job classification of Business License Clerk with salary grade 4230 at $2,539 —$4,201 per month - Teamsters Miscellaneous Group,update the salary grade for City Attorney to E47, and update Facilities Maintenance Worker Job Code to 7720. Page 3 of 7 Regular City Council Meeting Agenda September 2, 2014 12. A Resolution of the City Council of the City of Vernon approving Amendment No. 1 to the Memorandum of Understanding by and between the City of Vernon and the International Brotherhood of Electrical Workers Local 47 for the period of July 1, 2014 through June 30, 2016. Recommendation: (1) Find that approval of the resolution proposed in the staff report is exempt under the California Environmental Quality Act ("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Adopt the proposed resolution approving Amendment No. 1 to the 2014-2016 Memorandum of Understanding by and between the City of Vernon and the International Brotherhood of Electrical Workers Local 47 as it relates to the DuPont work schedule. City Attorney Department 13. Approval of an attorney services agreement between the City of Vernon and Liebert Cassidy Whitmore for personnel and labor law attorney services. Recommendation: (1) Find that approval of the proposed Attorney Services Agreement with Liebert Cassidy Whitmore is exempt under the California Environmental Quality Act("CEQA") in accordance with CEQA Guidelines section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Authorize the City Administrator to enter into an Attorney Services Agreement between the City of Vernon and Liebert Cassidy Whitmore, in substantially the same form as submitted herewith, for a one-year period in an amount not to exceed $150,000.00. Gas and Electric Department 14. A Resolution of the City Council of the City of Vernon establishing energy procurement targets of zero megawatt hours by December 31, 2016, and December 31, 2020. Recommendation: (1) Find that the approval requested in the staff report (a) is not a"project"under the California Environmental Quality Act ("CEQA"), because the proposal is to maintain the status quo; and (b) even if it were a project, it would be exempt under CEQA in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Approve the resolution to adopt energy storage procurement targets of zero megawatt hours by the end of 2016 and 2020 on the grounds that procurement of energy storage systems is not cost- effective. 15. Approval of a services agreement with Power Engineers, Inc., in response to the Request for Proposals for Distributed Generation Impact Study. Page 4 of 7 Regular City Council Meeting Agenda September 2, 2014 Recommendation: (1) Find that awarding the agreement as outlined in the staff report is exempt under the California Environmental Quality Act ("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Approve and authorize the execution of a services agreement with Power Engineers, Inc. ("PEI"), for services regarding a distributed generation impact study, in substantially the same form as submitted with the staff report, for a grand total compensation amount not-to-exceed $218,780.00 over the one year term of the agreement. Public Works, Water and Development Services Department 16. Contract No.CS-0025 to Purchase Slurry Material for the Citywide Slurry Seal,Phase III Proiect. Recommendation: (1) Find that the approval of the proposed Citywide Slurry Seal, Phase III Project is exempt under the California Environmental Quality Act("CEQA") in accordance with Section 15301, Existing Facilities, part(c), existing highways and streets; and (2) Authorize the City Administrator to approve an agreement with Petrochem Manufacturing, Inc. for the Material and Delivery for the Citywide Slurry Seal Phase III Project, Contract CS-0025 provided that the contract is substantially similar to the form included with the staff report, and includes a not to exceed amount of$ 138,000.00. It is further recommended that the City Council find that awarding the contract is exempt from Competitive Bidding pursuant to Vernon Municipal Code § 2.17.12(A)(5)(b), because it is a contract for supplies with a vendor that provided the same supplies to the City of Los Angeles at the same price reflected in the contract. 17. Bid Award for Contract No. CS-0448 -Refuse Collection, Recycling and Disposal Services. Recommendation: (1) Find that entering into the proposed contract for Refuse Collection, Recycling and Disposal Services is exempt under the California Environmental Quality Act("CEQA") in accordance with(a) CEQA Guidelines Section 15061 (b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment and(b) Section 15301, because the proposed service is simply the maintenance of existing facilities by removing refuse from those facilities and there would be no expansion of use beyond that currently existing; and (2) Accept the bid from Haul-Away Rubbish Service Company, Inc., as the lowest responsive and responsible bidder and authorize the City Administrator to enter into a contract with Haul-Away Rubbish Service Company, Inc.,provided that the contract is approved by the City Attorney and is substantially similar to the attached Labor and Materials Contract submitted with the staff report. The contract would be for a three (3) year period at an amount not to exceed $120,000.00, for Refuse Collection, Recycling and Disposal Services, Contract No. CS-0448. 18. Bid Award for Contract No.CS-0487: Labor and Equipment for Placement of Type II(REAS) Slurry Seal for the Citywide Rubberized Slurry Seal Phase III Proiect. Page 5 of 7 Regular City Council Meeting Agenda September 2, 2014 Recommendation: (1) Find that the approval of the proposed Citywide Slurry Seal, Phase III Project is exempt under the California Environmental Quality Act("CEQA") in accordance with Section 15301, Existing Facilities, part(c), existing highways and streets; and (2) Accept the bid from All American Asphalt as the lowest responsive and responsible bidder and authorize the City Administrator to enter into a contract in a form substantially similar to the contract attached to the staff report, in an amount not to exceed$66,123.00, for the Labor and Equipment for Placement of Type II, Rubberized Emulsion Aggregate Slurry("REAS") Seal, Contract No. CS-0487. Further authorize a contingency of$6,612.00 in the event of an unexpected changed condition in the project and grant authority to the City Administrator to issue a change order for an amount up to the contingency amount. ORDINANCES 19. Ordinance No. 1225 -An Ordinance of the City Council of the City of Vernon amending Section 2.174(a)(3) of the Vernon Municipal Code to modify the qualifications of one of the appointment categories for the Vernon Business and Industry Commission. (second reading) Recommendation: (1) Find that approval, and subsequent adoption, of the proposed ordinance is exempt under the California Environmental Quality Act("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Adopt the proposed ordinance to modify the qualifications of the "Labor" appointment category for the Vernon Business and Industry Commission ORAL REPORTS 20. City Administrator Reports—brief reports on activities and other brief announcements by the City Administrator and Department Heads. 21. City Council Reports—brief report on activities, announcements, or directives to staff. CLOSED SESSION 1. CITY COUNCIL CONFERENCE WITH LABOR NEGOTIATORS Government Code Section 54957.6 Agency Designated Representatives: Mark Whitworth and Teresa McAllister Employee Organization: Vernon Police Officers' Benefit Association Page 6 of 7 Regular City Council Meeting Agenda September 2, 2014 2. CONFERENCE WITH LEGAL COUNSEL -EXISTING LITIGATION (7) Government Code Section 54956.9(d)(1) In the Matter of the Calculation of Final Compensation of Bruce Malkenhorst, Sr. Office of Administrative Hearings Case No. 2013080917 Ca1PERS Case No. 2012-0671 Bruce Malkenhorst, Sr. v. City of Vernon, et al. Los Angeles Superior Court Case No. BC516321 Bruce Malkenhorst, Sr. v. California Public Employees' Retirement System, Board of Administration of California Public Employees' Retirement System, et al. California Court of Appeal Case No. G047959 Bruce Malkenhorst, Sr. v. State of California, et al. United States District Court Case No. SACV 14-00269 Jurupa Avenue Limited Partnership v. City of Vernon, et al. Los Angeles Superior Court Case No. BC516913 Ortiz v. Los Angeles County Metropolitan Transportation Authority, et al. Los Angeles County Superior Court Case No. BC525587 AFA Investment Inc., et al. vs. City of Vernon Utilities U.S. Bankruptcy Court for the District of Delaware, Case No. 14-50130 ADJOURNMENT I hereby certify under penalty of perjury under the laws of the State of California, that the foregoing agenda was posted on the bulletin board at the main entrance of the City of Vernon City Hall, located at 4305 Santa Fe Avenue, Vernon, California, and on the City's website,not less than 72 hours prior to the meeting set forth on this agenda. Dated this 28th day of August 2014. By: Ana Barcia Deputy City Clerk Page 7 of 7 ISO RECEIVED 6 �!� �� STAFF REPORT AUG 2 12014 G 0`' ` 0505 FIRE DEPARTMENT CITY ADMINE TION DATE: September 2,2014 11// TO: Honorable Mayor and City Council FROM: Michael A. Wilson,Fire Chief RE: Muscular Dystrophy Association (MDA) Presentation Recommended Presentation Ms. Emily Harvey, Fundraising Coordinator for the Muscular Dystrophy Association ("MDA"), to present a plaque in appreciation of the Vernon Firefighters' participation in the Vernon Firefighter's 2014 Fill the Boot fundraiser and provide a brief overview of the event. Background The MDA is the world's leading nonprofit health agency dedicated to finding treatments and cures for muscular dystrophy, amyotrophic lateral sclerosis (ALS) and other neuromuscular diseases. MDA funds worldwide research, provides comprehensive health care services and support to MDA families nationwide, and rallies communities to fight back through advocacy, fundraising and local engagement. This past May, a number of Vernon Firefighters volunteered their off-duty time to participate in the MDA's Fill the Boot fundraising event, raising $18,470.57. Fiscal Impact There is no cost associated with this item. MINUTES OF THE REGULAR CITY COUNCIL MEETING OF THE CITY OF VERNON HELD TUESDAY, AUGUST 19, 2014, IN THE COUNCIL CHAMBER OF THE CITY HALL LOCATED AT 4305 SANTA FE AVENUE, VERNON, CALIFORNIA MEMBERS PRESENT: McCormick, Davis, Maisano, Martinez, and Ybarra MEMBERS ABSENT: None The meeting was called to order at 9:00 a.m. by Mayor McCormick; Councilmember Maisano led the flag salute. CHANGES TO THE AGENDA Mayor McCormick announced that there are no changes to the agenda. PUBLIC COMMENT Mayor McCormick announced that this was the time allotted for public comment, and inquired whether anyone in the audience wished to address the City Council. The public will also be given an opportunity to comment on matters on the posted agenda during Council deliberation. Abraham Hakimi owner of Princess Paper expressed his concerns regarding new fire inspection related fees and questioned the billing process. He is concerned that it is no longer advantageous to conduct business in Vernon, and that the businesses' concerns are not being heard. PRESENTATIONS 1. Personnel Matters - Service Pin Awards July 2014 Anniversary Employee Name Job Title Years 1. Sergio Canales Assistant Planner 15 2. Jeremy Cross Police Officer 10 3. Paul Hallenberg Firefighter/Paramedic 10 4. Corey Hernandez Firefighter 10 5. Jonathan Sudduth Firefighter/Paramedic 10 6. Jonathan Van Oeffelen Firefighter 10 7. Andrei Yermakov Information Technology Manager 5 Mayor McCormick presented service pins to those in attendance; the City council recognized those that were not in attendance. 2. Present certificates of appreciation to former members of the Ad Hoc Advisory Committee for Electric Rates and the Ad Hoc Advisory Committee for Business Development in recognition of their service to the City of Vernon. Mayor McCormick presented certificates of appreciation to former Committee Members who were in attendance at that time. Mayor Pro-Tem Davis presented Mayor McCormick with his certificate of appreciation. 3. Presentation by Independent Reform Monitor John Van De Kamp on his July 31, 2014 Report on the City of Vernon. Regular City Council Meeting Minutes August 19, 2014 Independent Reform Monitor John Van de Kamp reported on his July 31, 2014, Report. He highlighted the City's accomplishments during the last six months. As he summarized the report, Van de Kamp reported on his recommendations. He indicated the need to get residents involved and knowledgeable about City government as there will soon be a need for successors with the establishment of term limits. Each of the Council Members were asked by Van de Kamp to comment on items that are important to them and on their priorities for the City. In response, Councilmember Ybarra advised that his concern is the City's finances. Ensuring that costs are controlled, funds are spent wisely, fees are properly communicated and explained, and that efforts are being made to keep costs to the businesses down. In response to Van de Kamp, Maisano advised that it is important maintaining an open dialog with the business community in order to mitigate dissatisfaction. He is concerned about the City's infrastructure and need for financial stability. Van de Kamp acknowledged the public comment heard earlier. The business community has a right to express their concerns and City should respond back, further explain and provide information. In response to Van de Kamp, Mayor McCormick advised that his focus is the City's financial stability, reform efforts and remaining business friendly. In response to Van de Kamp, Mayor Pro-Tern Davis expressed his desire to encouraging residents to get involved in Vernon government and the importance of welcoming new residents to the City. In response to Van de Kamp, Councilmember Martinez expressed her desire for the City to continue on a good path, and continue with reforms. As part of her learning process, as a fairly new councilmember, Martinez wants to ensure that the City remains business friendly. 4. Financial Update Presentation by the Finance Director on 2014 Fiscal Year End Financial results and investment and policy discussion. Finance Director William Fox presented a financial update of the City's financial condition. Fox discussed four(4) major topics with respect to the 2014 financial results; investment portfolio highlights, investments derivatives contracts, accomplishments and future challenges. 2. Revisited - Present certificates of appreciation to former members of the Ad Hoc Advisory Committee for Electric Rates and the Ad Hoc Advisory Committee for Business Development in recognition of their service to the City of Vernon. Mayor McCormick continued the presentation of certificates of appreciation to former member of the Ad Hoc Advisory Committee for Electric Rates and the Ad Hoc Advisory Committee for Business Development for members that were not recognized during the earlier presentation but are now in attendance. A special recognition was presented to former Electric Rates Committee Chairperson Greg Longstreet for his leadership and dedication to the Committee. Former Chairperson Longstreet thanked the City advising that the Vernon Chamber of Commerce has strong leadership that will help "carry the torch." CONSENT CALENDAR It was moved by Maisano and seconded by Davis to approve all matters listed under the Consent Calendar under one motion. Motion carried, 5-0. Claims Against the City—Received and Filed 5. None. Page 2 of 8 Regular City Council Meeting Minutes August 19, 2014 Minutes—To be Received and Filed 6. Minutes of the Regular City Council Meeting held August 5, 2014. Warrant Registers 7. Ratification of City Warrant Register No. 1404 to record voided Check No. 344667 in the amount of$3,059.00. 8. Ratification of Light & Power Warrant Register No. 362 to record voided Check No. 510658 in the amount of$554.63. 9. Approval of City Payroll Warrant Register No. 698, totaling $2,758,329.39, which covers the period of July 1, through July 31, 2014 and consists of the following: a. Ratification of direct deposits, checks and taxes totaling $2,082,448.59; and b. Checks and electronic fund transfers totaling $675,880.80. 10. Approval of City Warrant Register No. 1406, totaling $1,751,854.25, which covers the period of July 29, through August 11, 2014, and consists of the following: a. Ratification of wire transfers totaling $1,375,213.49; and b. Ratification of the issuance of early checks totaling $170,445.75; and c. Authorization to issue pending checks totaling $206,195.01. 11. Approval of Light & Power Warrant Register No. 371, totaling $1,182,383.66, which covers the period of July 29, through August 11, 2014, and consists of the following: a. Ratification of wire transfers totaling $1,058,352.20; and b. Ratification of the issuance of early checks totaling $123,330.42; and c. Authorization to issue pending checks totaling $701.04. 12. Approval of Gas Warrant Register No.159, totaling $253,112.13,which covers the period of July 29, through August 11, 2014, and consists of the following: a. Ratification of wire transfers totaling $233,618.54; and b. Ratification of the issuance of early checks totaling $19,307.89; and c. Authorization to issue pending checks totaling $185.70. City Administration Department 13. A Proclamation of the City Council of the City of Vernon declaring the month of September 2014 as "Childhood Cancer Awareness Month". Fire Department 14. Activity Report for the period of July 16, through July 31, 2014, to be received and filed. Health and Environmental Control Department 15. July 2014 Monthly Report, to be received and filed. Human Resources Department 16. Resolution No. 2014-52 -A Resolution of the City Council of the City of Vernon approving the industrial disability retirement application of Steve Wiles, a local safety member formerly employed by the City Of Vernon (Government Code Sections 21154 and 21156). Page 3 of 8 Regular City Council Meeting Minutes August 19, 2014 Recommendation: (1) Find that approving an Industrial Disability Retirement Application is exempt under the California Environmental Quality Act("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Re-consider the previous decision(Resolution No. 2014-04) denying an Industrial Disability Retirement Application for Steve Wiles based on lack of medical evidence, and based on a re-evaluation of this case, adopt the resolution approving Mr. Wiles' Industrial Disability Retirement Application as the findings and determinations pertaining to Mr. Wiles' Application,pursuant to Government Code section 21156, based on further medical evidence that Mr. Wiles is substantially incapacitated from the performance of his usual and customary duties as a Police Officer for the City of Vernon. Gas and Electric Department 17. Authorization to execute the Base Contract with ConocoPhillips for Sale and Purchase of Natural Gas (the "NAESB Contract"). Recommendation: (1) Find that the approval requested in the staff report is exempt under the California Environmental Quality Act ("CEQA") in accordance with CEQA Guidelines Section 15301(b), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Authorize the Director of Gas &Electric to execute the North American Energy Standards Board("NAESB") contract by and between the City of Vernon ("City") and ConocoPhillips in substantially the same form as attached to the staff report, for the purpose of buying and selling natural gas to or from ConocoPhillips, in compliance with the general terms established in the agreement. It is further recommended that the City Council find that,pursuant to Vernon Municipal Code § 2.17.12(A)(6), competitive bidding is not required because these are contracts for gas and/or electrical power for the city's power utility, and that it would be commercially unreasonable to procure the gas or electricity through standard bidding or request for proposal procedures. Police Department 18. Activity Log and Statistical Summary of Arrest and Activities for the period of July 16, through July 31,2014,to be received and filed. 19. Authorize the donation of unused First Aid Responder Kits to the Los Angeles School Police Department(LASPD) Explorers Program. Recommendation: (1) Find that approval of the proposed donation to the Los Angeles School Police Department("LASPD") Explorers Program is exempt under the California Environmental Quality Act ("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Authorize the donation of unused First Aid Responder Kits to the LASPD Explorers Program that will be used for educational and training purposes. It is further recommended that the City Council find that the donation serves a municipal purpose. Public Works,Water and Development Services Department 20. Building Department Report for the month of July 2014, to be received and filed. 21. Approve Encroachment License Agreement No. 417 for Univar USA, Inc. Page 4 of 8 Regular City Council Meeting Minutes August 19, 2014 Recommendation: (1) Find that the approval of the Encroachment License Agreement is exempt under the California Environmental Quality Act("CEQA"), in accordance with(a) CEQA Guidelines Section 15061 (b)(3), the general rule that CEQA only applies to projects, which have the potential for causing a significant effect on the environment. Also find that this project is categorically exempt under CEQA Guidelines Section 15308, "Actions by Regulatory Agencies for the Protection of the Environment"; Class 8 consists of actions taken by Regulatory Agencies, as authorized by state of local ordinance, to assure the maintenance, restoration, enhancement, or protection of the environment where the regulatory process involves procedures for protection of the environment; and (2) Approve Encroachment License Agreement No. 417 between the City of Vernon and Univar USA, Inc. in substantially the same form as submitted with the Staff Report. NEW BUSINESS Police Department 22. Authorization to approve the Drug Enforcement Administration Agreement. Recommendation: (1) Find that the proposed agreement with the Drug Enforcement Administration for continued participation in the Southwest Border Initiative ("SWBI") taskforce as detailed in the staff report is exempt under the California Environmental Quality Act("CEQA"). In accordance with Section 15061(b) (3), the general rule is that CEQA only applies to projects that may have an effect on the environment; and (2) Authorize the Police Chief to execute an agreement with the Drug Enforcement Administration("DEA"), in substantially the same form as submitted with the Staff Report, for continued participation in the Southwest Border Initiative taskforce. Police Chief Daniel Calleros reported on the importance to execute the agreement with the Drug Enforcement Administration as it is a benefit to the Department. It was moved by Ybarra and seconded by Martinez to approve the authorization to execute the Drug Enforcement Administration Agreement. Motion carried, 5-0 23. Authorize the Police Chief and City Administrator to execute the Federal Asset Forfeiture Equitable Share Agreement and Annual Certification Report on behalf of the City of Vernon. Recommendation: (1) Find that granting authority to execute and submit the agreement and related documents at issue in the staff report constitute administrative activities that do not constitute a"project"under the California Environmental Quality Act ("CEQA"), and would also be exempt in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Authorize the Police Chief and City Administrator to execute the Federal Equitable Share Agreement and Annual Certification Report on behalf of the City of Vernon, in substantially the same form as submitted in the Staff Report. Police Chief Daniel Calleros conducted the oral report on the recommendation. It was moved by Davis and seconded by Maisano to approve the authorization to execute the Federal Equitable Share Agreement and Annual Certification Report. Motion carried, 5-0 Page 5 of 8 Regular City Council Meeting Minutes August 19, 2014 Public Works,Water, and Development Services Department 24. Authorization to permit Meta Housing to record the Maintenance Covenant& Agreement for City owned property located at 4675 52nd Drive. Recommendation: (1) Find that authorizing the recordation of a Maintenance Covenant&Agreement by META Housing is exempt from the California Environmental Quality Act ("CEQA") in accordance with(a) CEQA Guidelines section 15061 (b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and(b) Section 15307,because it is an action taken by the City(a regulatory agency) to assure the "maintenance, restoration, or enhancement" of natural resources and includes procedures to protect the environment; and (2) Authorize staff to ensure that META Housing records a fully executed "Maintenance Covenant &Agreement Regarding On-Site BMP Maintenance" for the City owned property located at 4675 52nd Drive (Vernon Village Park). Director of Public Works, Water and Development Services Kevin Wilson conducted the oral report. It was moved by Ybarra and seconded by Maisano to approve the authorization to permit META Housing to record the Maintenance Covenant &Agreement for City owned property. Motion carried, 5-0 25. Ratify the Advertisement for Contract No. CS-0487: Labor and Equipment for Placement of Type II (REAS) Slurry Seal. Recommendation: (1) Find that the approval of the proposed Citywide Slurry Seal, Phase III Project is exempt under the California Environmental Quality Act("CEQA") in accordance with Section 15301, Existing Facilities, part (c), existing highways and streets; and (2) Ratify the advertising for bids for the Labor and Equipment for Placement of Type II, Rubberized Emulsion Aggregate Slurry(REAS) Seal, Contract No. CS- 0487. Director of Public Works, Water and Development Services Kevin Wilson explained the request to ratify the bid request. It was moved by Maisano and seconded by Martinez to ratify the advertisement for bids for Contract CS-0487, labor and equipment. Motion carried, 5-0 ORDINANCES 26. Ordinance No. 1225 -An Ordinance of the City Council of the City of Vernon amending Section 2.174(a)(3) of the Vernon Municipal Code to modify the qualifications of one of the appointment categories for the Vernon Business and Industry Commission. (First Reading) Recommendation: (1) Find that approval, and subsequent adoption, of the proposed ordinance is exempt under the California Environmental Quality Act("CEQA") in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and (2) Hold the first reading of the ordinance to modify the qualifications of the "Labor" appointment category for the Vernon Business and Industry Commission. Mayor McCormick introduced the proposed ordinance by title. Deputy City Administrator Kristen Enomoto provided the oral report on the proposed ordinance. Page 6 of 8 Regular City Council Meeting Minutes August 19, 2014 It was moved by Ybarra and seconded by Maisano to approve the first reading of Ordinance No. 1225. Motion carried, 5-0. ORAL REPORTS 27. City Administrator Reports—brief reports on activities and other brief announcements by the City Administrator and Department Heads. 28. City Council Reports—brief report on activities, announcements, or directives to staff. Police Chief Daniel Calleros reported on officers' responses to recent incidents. Calleros announced the Farm Animal Rights Movements upcoming demonstration and reported on the donation of unused First Aid responder rescue bags to the Los Angeles School Police Explorers Program. Captain Michael Gillman reported on vandalism. Mayor Pro-Tern Davis and Councilmember Ybarra reported on vandalism they have observed within the City. In response to Mr. Hakimi's public comment, Fire Chief Michael Wilson clarified and explained the fee schedule and the department's intent to communicate the information. Wilson reported on the firefighter recruitment process, recent Fire Department activities, training, responses to incidents, and District Attorney's notification requirements for certain types of incidents. In response to Independent Reform Monitor John Van de Kamp's concerns, Chief Wilson clarified Mr. Hakimi's concerns and explained how fees are calculated. Van de Kamp commented on the benefit to the District Attorney's involvement in certain incidents response. Director of Public Works, Water and Development Services Kevin Wilson provided an update on the Fruitland capital improvement project and the new housing development project. Director of Gas and Electric Carlos Fandino provided an update on the power outage at U.S. Growers, and reported on a power pole copper theft incident. Fandino reported on regulatory issues impacting the enterprise including the implementation of AB2514 for energy storage, the increase to renewable portfolio standards for publicly owned utilities, pending SB1139, and the Environmental Protection Agency's proposal to reduce carbon pollution from power plants. Finance Director William Fox on the ongoing audit of the financial statement for fiscal year 2014, and reported on the IT assessment and risk audit. Senior Human Resources Analyst Lisette Michel provided an update on the Firefighter recruitment, and announced upcoming employee events and activities. Economic Development Manager/Successor Agency Staff Alex Kung announced the September 4, 2014 Oversight Board to the Successor Agency meeting. Kung reported on efforts to continue to be business friendly. He noted a potential hiring and training tax credit that could potentially be applicable to Vernon businesses. Senior Strategic Policy Advisor and Director of Communications Advisor Fred MacFarlane provided an update on the grand opening of the artificial turf soccer field at Salt Lake Park on September 6, 2014. City Administrator Mark Whitworth reported on his and staffs attendance to various community events. City Administration will be meeting with California Consulting to receive grant status updates. Page 7 of 8 Regular City Council Meeting Minutes August 19, 2014 CLOSED SESSION With no public comment on the closed session item, at 11:26 a.m., it was moved by Maisano and seconded by Davis to go into closed session to discuss the agendized item. Motion carried, 5-0. 29. CITY COUNCIL CONFERENCE WITH LABOR NEGOTIATORS Government Code Section 54957.6 Agency Designated Representatives: Mark Whitworth and Teresa McAllister Employee Organizations: Vernon Police Officers' Benefit Association At 11:31 a.m., the Council exited closed session. City Attorney Hema Patel announced that there is no reportable action. With no further business, at 11:31 a.m., Mayor McCormick adjourned the meeting. W. Michael McCormick Mayor ATTEST: Ana Barcia Deputy City Clerk Page 8 of 8 0 o 0) UJ ` N � a)_/ ti E ♦ N Z cm W a Q 0 U � 0 Z N > Em 0 U E fB _0 ~ CL N O a n � E W O co N O W y- d E Z N L C U O N N i, L L z CLO W �- � 0) w U N .. +-1 a) ONLcm> MOW NO U) Y E t0U CO 'O rn V 2:1 co O 'Q d 4 r c O O Z V + O 4- O O �, Q � L (� U O N 0- i O � N U ++ Z Z3 O '� 7 O m � 4 O ® v O = +�'' a O O 0O tY Q = V N OL oO O p Q N -0.- N N en (�j U U 'p CA W O - L v O M M LL1 cm 0 4.1 r N v (n U - M I�- ƒ / ¥ � e@ c .% > / . o m � . . . . . T E . ` > 0m _ f % / ± . . 0 . . : / 2 . . / m .§ . \ /� \ 4 n CD \ m w . . ./ 3 � / . 0 q . f / M / cq \ ® E LU � W � Lu . f LU W R L 2 L % m . � $ R -aw % _ % / \ 0 . . \ m ƒ J . .r a % / § . . L) M k .E w m M :3 0 . k � �� a. : . c s £ o m . m 'e E U) 3 » m . . �E � 7 2 . 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Z� 7 to. Q 0 7 o cp, 2 a N 2 N O Zo c a � N g 4 W N O Z p N v O 7J p r W 0 m a rn. L � N N a co �m uz w Z U c9 W o o o, a 1-0 � O, a Y 0- O r Ua 0 � 7 � Z t cao� 3 74 00 17, � o ct 0 N rn, 7 � O N 'La 0 0 0 N � � 4 OU a o s aZ V_ N 7 N W (Jj N Y Wa rg u o o i a 0 a t- 4 O r" Y ,fl cfl � o? r N N O a v ki Z U 0 o, v C >' 4 0 0 dr 40 N 00 � o 0 o, o 4 0 O Y �4 Wr- r .a N O- N Q r � rm r2 a'cL o °t � r �pE VgR� G� �a VSLT iN9J ,�����'� STAFF REPORT C CITY ADMINISTRATION DATE: September 2,2014 TO: Honorable Mayor and City Council FROM: Mark C. Whitworth, City AdministratorVonex, RE: Exemption of Services Agreement withc., from the Competitive Bidding Requirements for Remediation Activities Conducted at 5119-5309 District Blvd. Recommendations It is recommended that the City Council: 1. Find that the City Administrator's decision to award an agreement to Vironex,Inc.,to conduct remediation related services at the City owned property located at 5119-5309 District Blvd. was exempt from the California Environmental Quality Act(CEQA) in accordance with Section 15061(b)(3),the general rule that CEQA only applies to projects that may have an effect on the environment; and 2. Ratify the City Administrator's determination to exempt the services agreement with Vironex, Inc., ("Vironex") from the competitive bidding/selection process pursuant to Vernon Municipal Code Sections 2.17.12(A)(3), 2.17.12(A)(10), and 2.17.12(B)(2). Background On November 20, 2012, the City Council adopted Resolution No. 2012-223 approving and authorizing the execution of a twenty-fifth amendment to the standard offer, agreement and escrow instructions for the purchase of real estate by and between the City of Vernon and Xebec Realty Partners (Bon Appetite) Inc., for property located at 5119, 5201 and 5241 District Boulevard and 4601 East 52"d Drive (the former Thermador site). Also in November, 2012, the City Council authorized funds for the remediation and closure efforts recommended in the work plan submitted by PIC Environmental Services ("PIC") not to exceed $275,000.00. The approved work included vapor extraction, perched ground water investigation, and contaminated soil removal. An additional $128,000.00 was approved by the City council on March 3, 2014 to amend the existing contract with PIC to increase the expenditure cap from $275,000 to $403,000. The proposed sale of the property to Xebec includes language for the remediation and clean-up of contaminated areas by the City at various locations on the subject site. Funds for the subject clean-up were set aside in a special remediation fund for this purpose. On April 15, 2014, the City Council terminated the standard offer, agreement and escrow instructions, including all related amendments, with Xebec, and approved a new standard offer, agreement and escrow instructions with a new buyer, Pacific Industrial, LLC. The former Thermador Site was issued a closure letter on July 251h 2005, and the city hired PIC to conduct a Phase I and Phase II investigation in September 2005. Subsequent work was approved on the site in the form of a Health Risk Assessment, and Remedial Action Plan and a perched ground water investigation plan. All of this work has been through PIC because of the company's familiarity with the issues and history of the site. Award of Services Agreement to Vironex To expedite the remediation and closure of the site to facilitate the redevelopment of the site, PIC recommended the City promptly hire a firm to complete potassium permanganate injection services. After receiving quotes from three different firms (one was unavailable for work during our window of opportunity, the other more expensive), upon the recommendation of the Director of Health & Environmental Control, the City Administrator approved a services agreement with Vironex for potassium permanganate injection services at an amount not to exceed $88,243. Vironex was the least expensive firm. Vironex had also been recommended as a highly qualified firm and was available on short notice. In addition, further project savings were obtained by eliminating the middle-man mark-up, and the purchasing of the raw materials was handled by the City's purchasing department at a savings of over$10,000. Pursuant to the agreement, Vironex injected 14,560 pounds of potassium permanganate into the soils at the City's property for remediation purposes during the last two weeks of August, 2014. PIC was involved with the project and was responsible for receiving delivery of the materials to the site, and conducting final soil sampling in order to prepare the closure report. Exemption from Competitive Bidding and Competitive Selection The agreement with Vironex was determined to be exempt from public bidding requirements for two reasons. First, Vernon Municipal Code section 2.17.12(A)(3) exempts"[c]ontracts for the acquisition of real property or relating to the acquisition of real property." Until the remediation is completed, the acquisition of the property by Xebec will not close. Second, Vernon Municipal Code §2.17.12(A)(10) exempts contracts for professional services from competitive bidding. Further, the agreement is exempt from competitive selection based on a determination that "the best interests of the City [were] served by a direct award of the contract without a competitive selection process" pursuant to Vernon Municipal Code §2.17.12(B)(2). Pursuant to Vernon Municipal Code §2.17.12(B)(3), when making such a finding, the City Administrator is required to submit a written report to the City Council detailing the reasons for the finding. This constitutes that report. Fiscal Impact The agreement is valued at an amount not to exceed $88,243 for the chemical injection project. The amount is within the Health Department's 2014-2015 budget. RECEIVED AUG 2 7 2014 CITY ADMINISTRATION FIRE DEPARTMENT Michael A.Wilson,Fire Chief 4305 Santa Fe Avenue,Vernon,California 90058 Telephone (323)583-8811 Fax(323)826-1407 August 27, 2014 Honorable Mayor and City Council City of Vernon Honorable Members: Attached is a copy of the Vernon Fire Department Activity Report which covers the period of August 1, 2014 through August 15, 2014. Respectfully Submitted, Michael A. Wilson Fire Chief MAW:ar Fireletnow ExcCusiveCy IndustriaC VERNON FIRE DEPARTMENT COMPANY ACTIVITIES n' August 1, 2014 to August 15, 2014 This Period Last Year This This Year Last Year To Date Period To Date ACTIVITY TYPE FIRE PREVENTION: Regular Inspections (#): 49 906 60 853 Re-Inspections (#): 10 101 7 138 Spec. Haz. Inspections (#): 0 17 0 30 Total Inspections: 59 1024 67 1021 Total Man Hours: 78 1250 76 1234 TRAINING(HOURS): Firefighting 83 1035 90 1272 Hazardous Materials 39 421 42 453 Safety 121 1879 126 1721 Apparatus Operations 117 1910 128 1741 Equipment Operations 120 1909 124 1723 CPR 0 20 0 56 First Aid 46 341 29 434 Total Hours: 526 7515 539 7400 PRE-INCIDENT(HOURS): Planning 86 866 87 1125 District Familiarization 78 904 89 1206 Total Hours: 164 1770 176 2331 PERIODIC TEST(HOURS: Hose Testing 0 0 0 8 Pump Testing 0 0 0 3 Total Hours: 0 0 0 11 Page 1 This Period Last Year This This Ye-x Last Year To Date Period To Date PUBLIC SERVICE PROGRAMS (HOURS) School Programs 0 19 1 13 Fire Brigades 0 6 0 6 Emergency Preparedness 3 84 6 153 Total Hours: 3 109 7 172 ROUTINE MAINTENANCE (HOURS) Station 129 1840 125 1704 Apparatus 129 1864 128 1777 Equipment 126 1862 123 1770 Total Hours: 384 5566 376 5251 Grand Total Hours: 1155 16210 1174 16399 Fireactivity Page 2 v 0 N n m O w CL Lnl aN 0 � V � r . . o NEW 1— a z a O z wN e- M N M IT N so IT •— M M V- V- • • a.r a.+ •.r Viz `-- ? 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N1 N Incident Type Incident Date PREVENTION FOLLOW-UP? )Shift 311 Medical assist, assist EMS crew 08/01/2014 13:22:26 No 700 False alarm or false call; other 08/01/2014 13:36:42 No 700 False alarm or false call, other 08/01/2014 17:47:46 No 321 EMS call, excluding vehicle accident with inju 08/01/2014 20:34:24 No 08/02/2014 01:27:18 No 111 Building fire 08/02/2014 15:23:48 No 571 Cover assignment, standby, moveup 08/02/2014 15:36:51 No 700 False alarm or false call, other 08/02/2014 20:05:21 No 550 Public service assistance, other 08/03/2014 13:54:15 No 08/03/201415:58:43 No 321 EMS call, excluding vehicle accident with inju 08/04/2014 14:10:38 No 700 False alarm or false call, other 08/04/2014 18:10:58 No 311 Medical assist, assist EMS crew 08/05/2014 06:44:39 No 08/05/2014 07:56:42 No 700 False alarm or false call, other 08/05/2014 09:09:07 No 324 Motor vehicle accident with no injuries 08/05/2014 11:01:42 No 321 EMS call, excluding vehicle accident with inju 08/05/2014 11:44:10 No 611 Dispatched&canceled en route 08/05/2014 12:07:44 No 550 Public service assistance, other 08/06/2014 11:12:36 No 321 EMS call, excluding vehicle accident with inju 08/06/2014 12:32:27 No 08/06/2014 22:40:23 No 745 Alarm system activation,no fire,unintentional 08/07/2014 11:12:50 No 112 Fires in structures other than in a building 08/07/2014 12:37:05 No 740 Unintentional transmission of alarm, other 08/08/2014 12:42:54 No 324 Motor vehicle accident with no injuries 08/08/2014 14:50:34 No 400 Hazardous condition, other 08/09/2014 00:53:27 No 321 EMS call, excluding vehicle accident with inju 08/09/2014 09:34:00 No 322 Motor vehicle accident with injuries 08/09/2014 20:46:22 No 745 Alarm system activation,no fire,unintentional 08/10/2014 07:50:35 No 321 EMS call, excluding vehicle accident with inju 08/10/2014 21:26:56 No 311 Medical assist, assist EMS crew 08/11/2014 07:06:19 No 112 Fires in structures other than in a building 08/11/2014 09:43:17 No 321 EMS call, excluding vehicle accident with inju 08/11/2014 10:08:19 No 700 False alarm or false call, other 08/1 11201 4 1 0:36:46 No 324 Motor vehicle accident with no injuries 08/11/2014 16:43:29 No 322 Motor vehicle accident with injuries 08/12/2014 07:37:54 No 321 EMS call, excluding vehicle accident with inju 08/12/2014 08:31:25 No 321 EMS call, excluding vehicle accident with inju 08/12/2014 10:13:32 No 611 Dispatched&canceled en route 08/12/2014 20:26:08 No 611 Dispatched&canceled en route 08/13/2014 07:59:20 No 300 Rescue, EMS incident, other 08/13/20141 10:28:05 No 321 EMS call, excluding vehicle accident with inju 08/13/2014 11:22:07 No 154 Dumpster or other outside trash receptacle fir 08/13/2014 11:31:22 No 323 Motor vehicle/pedestrian accident(MV Ped) 08/13/2014 15:17:51 No 745 Alarm system activation,no fire,unintentional 08/13/2014 17:16:28 No 321 EMS call, excluding vehicle accident with inju 08/13/2014 17:48:43 No 321 EMS call, excluding vehicle accident with inju 08/13/2014 17:55:22 No 324 Motor vehicle accident with no injuries 08/14/2014 00:19:18 No 521 Water evacuation 08/14/2014 04:32:34 No 740 Unintentional transmission of alarm, other 08/14/2014 07:19:08 No 740 Unintentional transmission of alarm, other 08/14/2014 09:40:40 No 740 Unintentional transmission of alarm, other 08/14/2014 11:02:04 No 900 Special type of incident, other 08/15/2014 01:07:55 No 322 Motor vehicle accident with injuries 08/15/2014 07:19:32 No 700 False alarm or false call, other 08/15/2014 10:49:21 No 321 EMS call, excluding vehicle accident with inju 08/15/2014 11:47:16 No 611 Dispatched &canceled en route 08/15/2014 14:03:12 No 730 System malfunction, other 08/15/2014 17:47:29 No Q N N O � c N VA o s r at CA M M e^ 'r `, rn N V4 N swo � d o Od- 3 N d 0 a o' a d te,. �C, �E uo �� '" `�+ Obk,A UA Qul U ti 0 NLn NLn N M �•- N Ln M mw M N V h 0% r '� "N� M r� r r 0 0 W w41n N W; ad Jc o C E E w W a r -Z; � '° cc c E t7 U- ° a 10 C L ,, E Li �' A a, 3 3 0 '� M .c O H b 17 C7 4 {y = v N ii J O ° p `a W N vuf� p W O Z b an A A C � ~ a=d a � L w � d d � a a c, //•�� �" m �y >i ° .'a YC t s c i' �p Z > y o .o ro vai vai LIB L 10 > A A T7 0! 7 y 0) d W O O > o a u tax Ezz0 atALAknvi » > 333 � � oaa. 3 » a N N w 1i/ O M fV co N CDM r M1 -,o r N N r r M r N M N Ul r N N N C � w � a • O a C N a°.. 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Nam aJ c � q o. `, i% uF � rz3 m o c O rVI > Op LO t� VLmU- LL. +' ; c i� L+- to t E F. �- u H >_ W to F- �° y b E o o 0 W aaYan x � Y > u E tiCA. > > c E ny ¢ aaa'c � A 0u oOc O Q m O u u 'c c� tc ° ° c E E w a L '^ '" >i u in LA nEn � � » » =)< -PC ouc � i,_ L� i� 00 — � z ? W W W W W W W W W W W W W W W W W W LL W W W W LL LL U- U. W W W G C N to N N N C C poop � 7�'�` • � � LL1 � Z Z � O � � O.N $ V V pIA < F muW uHL uGJ u�tU Wup �mQ LuZt.. LLvWL U. .• aaU = ff- u}�>= r.N »NW °2° ` g Z i5 Y W IL a � 9 ol ? Ez c ci > a cz � Ls WW aWNt t Yaaa�o+ vYaua0 WE - ¢ pOs° ��> a > L �u oQz °o ~ OwW F p :3a aaa c xWcocQ x = ? aLWn "vv �Li Z W W W W W W W W W W W W W W W W W W W W W W W W W W W W W W l RECEIVEDf i AUG 18 2014 CITY ADMINISTRATION POLICE DEPARTMENT Daniel Calleros, Chief of Police .4305 Santa Fe Avenue,Vernon, California 90058 Telephone (323)587-5171 Fax(323)826-1481 August 18, 2014 Honorable City Council City of Vernon Vernon, California Honorable Members: Attached are copies of the Vernon Police Department Activity Log and Statistical Summary of Arrest and Activities which cover the period from 12:01 a.m., August 1, 2014 up to and including midnight of August 15, 2014. Respectfully submitted, VERNON POLICE DEPARTMENT DANIEL CALLEROS CHIEF OF POLICE DC/dr F,cfusivefy Industrial VERNON POLICE DEPARTMENT Department Activity Report First Date: 08/01/2014 Jurisdiction: VERNON Last Date: 08/15/2014 Department Complaint All Units Primary Unit Type Description gap � r- a; �'�,'d�f$-a�Fw�,4';r = V'P� 1 t� �sF�^ r�& ahL%['a ice. ryq� _ ,r:JI'� '_ f dt�, . �. a �i.. 106 1 1 10-6 OFFICER IS 10-6 C7,961,962,10-10,WASH,EQUIPI\ 139 121 10-96H PICK UP THE JAIL PAPER WORK FROM HP JAIL 2 2 10-96M 10-96 MARY(MAIL DETAIL) 5 5 140 SUPPLEMENTAL REPORT 1 1 20001 IN 1lJRY HIT AND RUN 3 1 20002 NON-INJURY HIT AND RUN 4 1 20002R NON=INJURY HIT'AND,'RUN REPORT 7 4 242R BATTERY REPORT 1 1 245 ASSAULT WITH A DEADLY WEAPON 4 1 273.5 DOMESTIC VIOLENCE 4 1 314 INDECENT EXPOSURE 3 1 415 .DISTURBING THE PEACE._ _ _ 11 4 417 BRANDISHING A WEAPON 5 1 422R TERRORIST THREATS REPORT 3 2 459A" AUDIBLE BURGLARY ALARM 150 84 _459R BURGLARY REPORT------- 10 3 459S SILENT BURGLARY ALARM 2 1 459VR BURGLARY TO A VEHICLE REPORT 2 2 47OR FORGERYREPORT'< 2 1 476R FRAUDREPORT' 484` < PETTY THEFT 4 1 484R PETTY THEFT REPORT 6 4 s 487 GRAND THEFT 4 1 487R GRAND THEFT REPORT ` 2 1 586 PARICING'PROBLEM' 28 24 586E PARKING ENFORCEMENT 1 1 594 VANDALISM 11 3 594R VANDALISM REPORT 3 1 602 TRESPASS 3 1 602R _ . TRESPASS REPORT 1 _1 901 t,UNKNOWN INJURY TRAFFIC COLLISION 3 2 901T INJl,RY TRAFFIC COLLISION ' 3 2 901TR INJURY TRAFFIC COLLISION REPORT 6 1 902T NON=INJURY TRAFFIC COLLISION 44 23 902TR NON=INJURY TRAFFIC COLLISION REPORT 1 1 909E TRAFFIC ENFORCEMENT 19 17 909T TRAFFIC'HAZARD 13 6 911' 911''MISUSE/HANGUP 11 5 WA CONTACT THE REPORTING PARTY 7 5 911NR 911 CALL NO RESPONSE REQUIRED 1 1 917A ABANDONED VEHICLE 2 2 925 SUSPICIOUS CIRCUMSTANCES 19 g ASTVFD ASSIST VERNON FIRE DEPARTMENT 32 16 BOVEH BROKEN DOWN VEHICLE 13 11 CITCK CITATION CHECK 7 7 CIVIL CIVIL MATTER 5 4 CODE5 SURVEILLANCE/STAKE-OUT 4 1 0811812014 05:23:27 Page I of 2 VERNON POLICE DEPARTMENT Department Activity Report First Date: 08/01/2014 Jurisdiction: VERNON Last Dater 08/15/2014 Department Complaint All Units Primary Unit Type Description irk"iPl, �ih" J� il11 —i y�he�k;�,bI��..�+ Iii�a�,�i�il� r I.-Ii:�i�' �„dl , . .� a= .a'IFisli!�� i .•"H 4�'�'I�ii(h" (�t��.;ih;l,�i�i�; ,.Ii u'xe`� .�. „:�y1�, COP COP DETAIL 2 2 DET DETECTIVE INVESTIGATION 26 12 DETAIL DETAIL 8 5 DPTAST DEPARTMENTAL ASSIST 18 7 DUI DRIVING UNDER THE INFLUENCE 7 3 FILING OFFICER IS 10-6 REPORT WRITING 35 34 FOUND FOUND PROPERTY REPORT 2 2 FU FOLLOW UP 16 12 GTAR GRAND THEFT AUTO REPORT 9 6 HBC HAILED BY A CITIZEN 2 2 JAILPANIC TEST THE JAIL PANIC ALARM BUTTON 8 8 KTP KEEP THE PEACE ;+.; 2 1 - LOCATE - - LOCATED VERNON STOLEN VEHICLE - - 3 3 LPR t : ,,,L!�,ENSE PLATE READER 7 2 PANIC ALARM PANIC ALARM/DURESS ALARM 11 3 r:-t PAPD PUBLIC ASSIST-POLICE 2 1 PATCK PATROLCHECK _.._. 57 44 PEDCK PEDESTRIAN CHECK 28 17 PRSTRAN PRISONER TRANSPORTED 10 10 REC RECOVERED STOLEN VEHICLE 9 3 RECKLESS DF `RECKLESS DRIVING(23103) 11 5 REPO REPOSSESSION 5 5 RR RAIL'ROAD'PROBLEM 1 1 SPEED SPEED CONTEST OR SPEEDING(23109) 2 1 SUBPOENA SUBPOENA SERVICE 1 1 TRAFFIC STOI TRAFFIC STOP 283 223 VCK VEHICLE CHECK 52 39 VEH RELEASE VEHICLE RELEASE : 17 15 WARRANT WARRANT ARREST 1 1 WELCK WELFARE CHECK 18 6 WRNTSVC WARRANT SERVICE 4 1 Department: 1270 864 f, _. . ":. Overall: 1270 864 0811812014 05:23:27 Page 2 of 2 VERNON POLICE DEPARTMENT Police Activity Report Period Ending: 08/15/14 TRAFFIC COLLISIONS NO. PROPERTY RECOVERED TOTAL 9 VEHICLES: $35,500.00 NON-INJURY 8 INJURY 1 Pedestrian Fatalities City Property Damage 1 Hit&Run(Misdemeanor) 3 Hit& Run(Felony) Persons Injured 1 VEHICLES STORED PROPERTY RECOVERED FOR Unlicensed Driver 37 OTHER DEPARTMENTS Traffic Hazards 1 VEHICLES: $12,000.00 Abandoned/Stored Vehicle 15 CITATIONS Citations Iss (Prisoner Release) 8 Citations Iss (Moving) 146 Citations Iss (Parking) 32 Citations Iss (Total) 178 Hazardous 91 Non-Hazardous 55 Other Violations CASES CLEARED BY ARREST AR14-242 CR141377 11377(A) HS AR14-243 CR141392 484(A)PC AR14-244 CR141404 10851(A)VC AR14-247 CR141424 11350(A) HS AR14-249 CR141430 10851(A)VC AR14-251 CR141433 602 PC AR14-252 CR141435 273.5(A) PC AR14-253 CR141462 245(A)(1) PC VERNON POLICE DEPARTMENT REPORT FOR PERSONS ARRESTED PERIOD ENDING 08/15/14 ADULT FELONY ARRESTS AND DISPOSITIONS MALE FEMALE TOTAL ASSAULT WITH A DEADLY WEAPON 1 1 BURGLARY DOMESTIC VIOLENCE 1 1 EMBEZZLEMENT GRAND THEFT IDENTITY THEFT POSS. CONTROLLED SUBS. 2 2 POSS. STOLEN PROPERTY RAPE ROBBERY STALKING VEHICLE THEFT 2 2 TOTAL FELONY ARRESTS 6 0 6 ADULT MISDEMEANOR ARRESTS AND DISPOSITIONS MALE FEMALE TOTAL ASSAULT/BATTERY DRIVING W/SUSPENDED DL 1 1 DRUNK DRIVING 1 1 DRUNK IN PUBLIC PETTY THEFT 1 1 POSS. NARC. PARAPHERNALIA 1 1 RECKLESS DRIVING TRESPASSING 1 1 VANDALISM WARRANTS (BENCH/TRFC) 4 4 WARRANTS (FOREIGN) 1 1 TOTAL MISD. ARRESTS 10 0 10 JUVENILES DETAINED --- FELONY AND MISDEMEANOR MALE FEMALE TOTAL CURFEW VMC PETTY THEFT POSS. STOLEN PROPERTY VANDALISM VEHICLE THEFT TOTAL JUVENILES DET. 0 0 0 TOTAL FELONY ARRESTS (ADULT)TO DATE: 86 TOTAL MISDEMEANOR ARRESTS (ADULT)TO DATE: 166 TOTAL JUVENILES DETAINED (FELONY AND MISDEMEANOR)TO DATE: 4 TOTAL ARRESTS AND DETAINED JUVENILES (FELONY AND MISDEMEANOR)TO DATE: 256 i a s'G � M M k o iT O lips V v AM `M ZI MORR bi tk7a fr •N ow k a, 4 Y r rCA z� O`;'v . N M OD O lit nkin v O 45 Q> lit z 0 ilk sm �Y Z J N N N J fn C *? 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LO N M M M M � , � r M Cl) U O N N d a� G6 14) O O �N N to Lb co. � B r€ 19 f� 1_ •� R � �S'T y N r N O i j N V M Lo V' M 'Z' N u Cl) M M Al) O O �* 1 O Cp � C1 _ It LO Cl n N � i `N N N `� - O O W � .� N N N N rV rs W W � ZTo- �-' Q �T W � v' Z Z N }mil Z X JN J Cl)(Cl) LL ='n > �l W N N U > 'G y > Z w Q Q U U) Q LL Y W J Z a J a' IV W WN N h M V U N m J } U •�j r r" ti d Z N N Q m 0 F -� ¢o d W o O tl (� wnm Z m R Q } H Z rn g Q r V Q� O i as Q N. d 2 ; V N Q N h O r* - Lun LO �N 2 A „ • 2,It I� •? 4 R Cl o W o LO Lo QMOIR d Q "-5 l; C) € O V L.O V �,o J �C)O U , � VHIM-- . OEM Z N A "' ibL - atoO o V d • MollO o �'"acr ax4� STAFF REPORT xf�o��tc� CITY ADMINISTRATION �� CO DATE: September 2,2014 TO: Honorable Mayor and City Council FROM: Mark C. Whitworth, City Administrator RE: A Resolution of the City Council of the City of Vernon Amending Resolution No. 2012-173 Regarding the Reimbursement of Certain Costs Incurred by Current Vernon City Personnel in Connection with a Review by the California Public Employees' Retirement System ("CalPERS") Recommendations It is recommended that the City Council: 1) Find that the approval of the resolution proposed in this staff report is exempt under the California Environmental Quality Act (CEQA) in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment. 2) Adopt the attached resolution to authorize up to an additional $30,000 in reimbursable legal expenses for Michael McCormick relating to his ongoing appeal of CalPERS' determination arising out of the Report findings (CalPERS Case No. 2013-0899). Background In April 2012, CalPERS issued an audit report on the City of Vernon that contained certain findings. Based on the findings in the report, CalPERS issued determination letters to certain current employees regarding their pension benefits. Some of these employees, including Mayor Michael McCormick, retained independent legal counsel to assist in responding to and/or appealing their CalPERS' determinations, and requested reimbursement from the City for said costs. In September 2012, City Council adopted Resolution No. 2012-173, which authorized up to $25,000 per current employee of reimbursable legal expenses incurred in connection with responses to and/or appeals of the CalPERS' determinations arising out of the April 2012 audit report findings. In July 2012, Mr. McCormick received a formal compensation determination letter from Ca1PERS. On August 28, 2012, Mr. McCormick's timely filed an appeal of said determination. After some delay, an Administrative Hearing was ultimately set for and held on May 22, 2014. Closing briefs in the Administrative Hearing were filed on June 6, 2014. On June 13, 2014, the Administrative Law Judge ("ALF) who conducted the hearing submitted his Proposed Decision to the Ca1PERS Board of Administration ("Board"), recommending the Board deny Mr. McCormick's appeal. On August 20, 2014, the Board upheld the ALJ's decision to deny the appeal. Given the recent Board decision, Mr. McCormick's remaining option is to appeal the decision to the Superior Court through a writ of administrative mandamus. The writ process will include substantial legal research and analysis, as well as the preparation of written briefs in support of Mr. McCormick's appeal. Mr. McCormick's current legal counsel has submitted a proposed budget of$24,750 for this process,which is attached hereto. As of August 19, 2014, Mr. McCormick has incurred and received reimbursement for legal expenses totaling $27,374.99. This exceeds the currently authorized legal expense reimbursement amount by $2,374.99. However, the additional reimbursement authorization proposed in this staff report and the attached Resolution is inclusive of this amount. If the City Council does not approve the proposed additional reimbursement authorization, staff will submit a request for ratification of the $2,374.99 at a subsequent meeting. Fiscal Impact The $30,000 requested in this staff report was not included in the budget for fiscal year 2014- 2015,however, staff believes the cost can absorbed within the existing budget. Attachment RECEIVED LAW OFFICE OF MICHAEL A. CONGER AUG 2 6 2014 Post Office Box 9374 16236 San Dieguito Road,Suite 4-14 Rancho Santa Fe,CA 92067 CITY ADMINISTRATION (858)759-0200 (858)759-1906(fax) web site:www.lawconger.com email:congermike@aol.com Michael A.Conger Civil Lidsation Employment Law Business Law Governmental Law PROPOSED BUDGET McCormick v. CaIPERS Prepared: August 26, 2014 Legal Fees: 65 hours @ $350 per hour $22,750 Costs: Filing fees, copies, postage, delivery, travel, etc. $2,000 Total: 2� Note: This is an estimate only based on prior experience in a similar case. Actual costs may vary and shall be governed by the retention agreement dated July 14, 2014. 113VI3J3A RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON AMENDING RESOLUTION NO. 2012-173 REGARDING THE REIMBURSEMENT OF CERTAIN COSTS INCURRED BY CURRENT VERNON CITY PERSONNEL IN CONNECTION WITH A REVIEW BY THE CALIFORNIA PUBLIC EMPLOYEES' RETIREMENT SYSTEM ("CALPERS" ) WHEREAS, the California Public Employees' Retirement System ("CalPERS" ) Office of Audit Services conducted a public agency review of the City of Vernon, the results and findings of which were outlined in a report dated April 27, 2012 (the "Report" ) ; and WHEREAS, CalPERS notified certain current City of Vernon personnel of preliminary and final determinations related to their pension benefits based on the Report findings; and WHEREAS, certain current City of Vernon personnel retained independent legal counsel to assist in responding to and/or appealing the CalPERS determinations, and requested reimbursement from the City for such costs; and WHEREAS, on September 4, 2012, the City Council of the City of Vernon adopted Resolution No. 2012-173 (the "Resolution" ) authorizing the reimbursement of certain costs incurred by current Vernon City personnel in connection with responding to and/or appealing the CalPERS' determinations; and WHEREAS, Section 3 of the Resolution authorizes the expenditure of General Fund monies to pay any costs, expenses, interest and attorney' s fees, not to exceed twenty-five thousand dollars ($25, 000) per current employee, arising out of the hiring of legal counsel to respond to and/or appeal the preliminary and final determinations arising out of the Report findings; and WHEREAS, by memorandum dated September 2, 2014 , City staff has requested authorization for up to an additional thirty thousand dollars ($30, 000 . 00) in reimbursable legal expenses for W. Michael McCormick relating to his ongoing appeal of Ca1PERS' determination arising out of the Report findings (CaIPERS Case No. 2013-0899) ; and WHEREAS, the City Council of the City of Vernon desires to authorize the additional $30 , 000 . 00 in reimbursable legal expenses for W. Michael McCormick. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1 : The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct . SECTION 2 : The City Council of the City of Vernon finds that this action is exempt under the California Environmental Quality Act (CEQA) , in accordance with Section 15061 (b) (3) , the general rule that CEQA only applies to projects that may have an effect on the environment. SECTION 3 : The City Council of the City of Vernon hereby approves and authorizes the additional $30, 000 . 00 expenditure of General Fund monies to pay any costs, expenses, interest and attorney' s fees, not to exceed a total of fifty-five thousand dollars ($55, 000 . 00) , in the matter of CalPERS Case No. 2013-0899 . 2 - SECTION 4 : The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 2nd day of September, 2014 . Name : Title: Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVED AS TO FORM: Zay oussa, Deputy City Attorney - 3 - STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, September 2, 2014 , and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of September, 2014, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) - 4 Jso STAFF REPORT CITY ADMINISTRATION DATE: September 2,2014 TO: Honorable Mayor and City Council FROM: Mark C. Whitworth, City Administrator RE: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON AMENDING EXHIBIT A OF RESOLUTION NO. 2013-57 REGARDING THE COMPENSATION, COSTS AND BENEFITS OF ITS EMPLOYEES ("CITYWIDE PERSONNEL AND SALARY RESOLUTION") TO ADD BUSINESS LICENSE CLERK CLASSIFICATION (AMENDMENT NO. 12) Recommendation It is recommended that the City Council: 1) Find that approval of the proposed resolution in this staff report is exempt under the California Environmental Quality Act (CEQA) in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment. 2) Approve and adopt the attached resolution amending Exhibit A Classification and Compensation Plan, of the Citywide Personnel and Salary Resolution, to be effective September 2, 2014, to add the new job classification of Business License Clerk with salary grade 4230 at $2,539 - $4,201 per month - Teamsters Miscellaneous Group, update the salary grade for City Attorney to E47, and update Facilities Maintenance Worker Job Code to 7720. Background' On March 18, 2014, City Council adopted the City-wide Classification Plan pursuant to the recommendations of the citywide classification study conducted by Public Sector Personnel Consultants. Analysis. An organizational need was identified when the Human Resources Director conducted a re-review of the Account Clerk classification series. After an additional review of the Account Clerk series, it is recommended that one incumbent be reclassified from Account Clerk to Business License Clerk. The Business License Clerk classification is more appropriately aligned and consistent with the job duties performed in the comparable labor market for this classification. The new classification specification reflects current duties and minimum requirements of the position, including physical requirements and essential functions that are in compliance with the Americans with Disability Act. The focus of the Business License Clerk classification is to perform a variety of specialized clerical accounting functions in business license tax, business franchise tax, City-owned housing rent billing, business security and fire alarms permitting and false alarm billing, building permits collection, occupancy permits collection, health permits collection,renewal of taxes and permits, and associated tax and permit work ensuring compliance with the City business license and permit regulations; operates City's cashiering system and records cash collection on City-wide services, enters and reconciles various data, processes documents and transactions, responds to customer inquiries/concerns, and processes City-wide mail In circumstances such as these where the City's and individual department's needs have evolved, the Human Resources department conducts classification and compensation studies for positions, either as requested by City departments or based on periodic review in response to the City's broad operational needs. To this end, staff conducted a survey of the Business License Clerk classification from the twelve local jurisdictions considered comparable to the City of Vernon. At this time, it is recommended that the assignment of pay grade for this classification remain equivalent to the incumbent's current salary grade and salary steps as follows pending current negotiations with the Teamsters bargaining unit: Classification Job Exempt Salary Monthly Salary Code FLSA Grade Business License Clerk 1248 N 4230 $2,539 $4,201 In line with the City's good governance reforms, the attached job classification reflects the essential functions of the classification as they currently exist and establishes the minimum qualifications for the classification. City staff recommends that the updated classification be implemented and become effective September 2, 2014. In accordance with Personnel Policy and Procedures,Classification Plan Administration II-1, classification revisions recommended by the Human Resources Director (including reclassification actions and the creation of new or abolition of existing classes) which affect individual positions, classes, class series, or all classes in the Classification Plan require approval of the City Administrator and City Council, and become effective upon the effective date approved by City Council. In accordance with the Meyers-Milias Brown Act, City staff presented the Business License Clerk classification and corresponding salary range to Teamsters Union representatives on July 31, 2014. As of August 14, 2014, there have been no additional requests received to meet and confer regarding the classification. Additionally, the proposed Amendment to Exhibit A of the Classification and Compensation Plan includes minor updates to the City of Vernon Compensation Schedule to correct the Salary Grade for City Attorney to E47(no change in compensation) and correct the job code number for Facilities Maintenance Worker from 7120 to 7720. Next steps in the process include action items for future consideration by the City Council to ensure a comprehensive classification and compensation system. These action items include staff recommendations to adopt the compensation plan after final review of impact related matters with affected bargaining units and mandatory bargaining; a further need for staff to analyze the organizational structure of the City in order to review and assess the workflow, departmental and cross-functional work processes, and the overall efficiency and effectiveness of the processes in supporting the City's operations and services. Over the past three years,the City has eliminated several positions, resulting in the need to reorganize several departments including but not limited to the Public Works, Water and Development Services, Gas & Electric, City Clerk and Industrial Development Departments. Recommendations for organizational structure amendments would be brought forward at a later date for City Council consideration. Fiscal Impact There is no additional cost at this time to add the new classification of Business License Clerk at the incumbent's current salary grade. The Business License Clerk compensation remains under negotiation with the Teamsters bargaining unit. RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON AMENDING EXHIBIT A OF RESOLUTION NO. 2013-57 REGARDING THE COMPENSATION, COSTS AND BENEFITS OF ITS EMPLOYEES ("CITYWIDE PERSONNEL AND SALARY RESOLUTION") (AMENDMENT NO. 12) WHEREAS, on June 18, 2013, the City Council of the City of Vernon adopted Resolution No. 2013-57, regarding the compensation, costs and benefits of its employees, which has subsequently been amended by Resolution Nos . 2013-66, 2013-90, 2014-07, 2014-12, 2014-14, 2014-25, 2014-27, 2014-33, 2014-43, 2014-46 and 2014-48 (the "Citywide Personnel and Salary Resolution") ; and WHEREAS, Exhibit A of the Citywide Personnel and Salary Resolution provides for positions and salary scales of positions within the City Departments; and WHEREAS, by memorandum dated September 2, 2014, the City Administrator has recommended that Exhibit A be amended to (i) add the new job classification of Business License Clerk, (ii) update the salary grade for City Attorney, and (iii) update the Facilities Maintenance Worker job code; and WHEREAS, the City Council of the City of Vernon desires to amend Exhibit A of the Citywide Personnel and Salary Resolution. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS : SECTION 1: The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct. SECTION 2 : The City Council of the City of Vernon finds that this action is exempt under the California Environmental Quality Act (CEQA) , in accordance with Section 15061 (b) (3) , the general rule that CEQA only applies to projects that may have an effect on the environment. SECTION 3 : Effective September 2, 2014, Exhibit A of the Citywide Personnel and Salary Resolution is hereby amended to revise the Citywide personnel classifications and compensation, a copy of which is attached hereto as Exhibit A. SECTION 4 : The provisions of Resolution No. 2013-57, as amended by Resolution Nos . 2013-66, 2013-90, 2014-07, 2014-12, 2014-14, 2014-25, 2014-27, 2014-33, 2014-43, 2014-46 and 2014-48 not consistent with or in conflict with this resolution are hereby repealed; in all other respects, Resolution Nos . 2013-57, 2013-66, 2013-90, 2014-07, 2014-12, 2014-14, 2014-25, 2014-27, 2014-33, 2014-43, 2014-46 and 2014-48 shall remain in full force and effect . 2 - SECTION 5 : The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 2nd day of September, 2014 . Name: Title: Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVED AS TO FORM: Zayna Moussa, Deputy City Attorney - 3 - STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, September 2, 2014, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of September, 2014, at Vernon, California . City Clerk / Deputy City Clerk (SEAL) 4 _ EXHIBIT A A City of Vernon 1 of 20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk ELECTED OFFICIALS 1025 Council Member E 5000 $24,996 $2,083 n/a $961.38 1030 Mayor E 5000 $24,996 $2,083 n/a $961.38 CITY ADMINISTRATION GROUP 1010 City Administrator E 4001 Min $267,000 $22,250 $128.3654 $10,269.23 Max $267,000 $22,250 $128.3654 $10,269.23 1015 Deputy City Administrator E M40 Step 1 $143,856 $11,988 $69.1615 $5,532.92 Step 2 $151,044 $12,587 $72.6173 $5,809.38 Step 3 $158,604 $13,217 $76.2519 $6,100.15 Step 4 $166,536 $13,878 $80.0654 $6,405.23 Step 5 $174,864 $14,572 $84.0692 $6,725.54 1020 Economic Development Manager E M36 Step 1 $118,356 $9,863 $56.9019 $4,552.15 Step 2 $124,272 $10,356 $59.7462 $4,779.69 Step 3 $130,488 $10,874 $62.7346 $5,018.77 Step 4 $137,004 $11,417 $65.8673 $5,269.38 Step 5 $143,856 $11,988 $69.1615 $5,532.92 ATTORNEYCITY -• 1110 City Attorney E `7 ' Min $202,572 $16,881 $97.3904 $7,791.23 Max $252,000 $21,000 $121.1538 $9,692.31 1115 Deputy City Attorney E M38 Step 1 $130,488 $10,874 $62.7346 $5,019 Step 2 $137,004 $11,417 $65.8673 $5,269 Step 3 $143,856 $11,988 $69.1615 $5,533 Step 4 $151,044 $12,587 $72.6173 $5,809 Step 5 $158,604 $13,217 $76.2519 $6,100 1525 Legal Secretary NE C21 Step 1 $56,928 $4,744 $27.3692 $2,190 Step 2 $59,772 $4,981 $28.7365 $2,299 Step 3 $62,760 $5,230 $30.1731 $2,414 Step 4 $65,904 $5,492 $31.6846 $2,535 Step 5 $69,192 $5,766 $33.2654 $2,661 OFFICEiCITY CLERK'S 1310 City Clerk E 9851 Min $150,000 $12,500 $72.1154 $5,769.23 Max $150,000 $12,500 $72.1154 $5,769.23 City of Vernon 2 of 20 Classification and Compensation Plan Effective September 2, 2014 o• D • • r e `Business License Clerk 1315 Deputy City Clerk NE C25 Step 1 $69,192 $5,766 $33.2654 $2,661.23 Step 2 $72,660 $6,055 $34.9327 $2,794.62 Step 3 $76,296 $6,358 $36.6808 $2,934.46 Step 4 $80,100 $6,675 $38.5096 $3,080.77 Step 5 $84,108 $7,009 $40.4365 $3,234.92 1320 Records Management Assistant NE C20 Step 1 $54,216 $4,518 $26.0654 $2,085.23 Step 2 $56,928 $4,744 $27.3692 $2,189.54 Step 3 $59,772 $4,981 $28.7365 $2,298.92 Step 4 $62,760 $5,230 $30.1731 $2,413.85 Step 5 $65,904 $5,492 $31.6846 $2,534.77 Y1 $69,840 $5,820 $33.5769 $2,686.15 � AND CLERICAL GROUP 1505 Administrative Aide(part-time hourly) C5 Step 1 ------ ------ $40.0000 ------ 1530 Administrative Assistant NE 4280 Step 1 $48,012 $4,001 $23.0827 $1,846.62 Step 2 $45,504 $3,792 $21.8769 $1,750.15 Step 3 $43,128 $3,594 $20.7346 $1,658,77 Step 4 $40,884 $3,407 $19.6558 $1,572.46 Step 5 $38,748 $3,229 $18.6288 $1,490.31 Step 6 $36,732 $3,061 $17.6596 $1,412.77 Step 7 $34,812 $2,901 $16.7365 $1,338.92 Step 8 $33,000 $2,750 $15.8654 $1,269.23 Step 9 $31,284 $2,607 $15.0404 $1,203.23 Step 10 $29,652 $2,471 $14.2558 $1,140.46 1530 Administrative Assistant, (Confidential) NE C13 Step 1 $38,532 $3,211 $18.5250 $1,482.00 Step 2 $40,464 $3,372 $19.4538 $1,556.31 Step 3 $42,480 $3,540 $20.4231 $1,633.85 Step 4 $44,604 $3,717 $21.4442 $1,715.54 Step 5 $46,836 $3,903 $22.5173 $1,801.38 1520 Administrative Assistant, Senior NE 4520 Step 1 $59,484 $4,957 $28.5981 $2,287.85 Step 2 $56,388 $4,699 $27.1096 $2,168.77 Step 3 $53,448 $4,454 $25.6962 $2,055.69 Step 4 $50,664 $4,222 $24.3577 $1,948.62 Step 5 $48,024 $4,002 $23.0885 $1,847.08 Step 6 $45,516 $3,793 $21.8827 $1,750.62 Step 7 $43,140 $3,595 $20.7404 $1,659.23 Step 8 $40,896 $3,408 $19.6615 $1,572.92 Step 9 $38,760 $3,230 $18.6346 $1,490.77 City of Vernon 3 of 20 Classification and Compensation Plan Effective September 2, 2014 P s License Clerk 1510 Administrative Secretary NE C20 Step 1 $54,216 $4,518 $26.0654 $2,085.23 Step 2 $56,928 $4,744 $27.3692 $2,189.54 Step 3 $59,772 $4,981 $28.7365 $2,298.92 Step 4 $62,760 $5,230 $30.1731 $2,413.85 Step 5 $65,904 $5,492 $31.6846 $2,534.77 Y1 $66,216 $5,518 $31.8346 $2,546.77 1500 Executive Assistant to the City Administrator NE C24 Step 1 $65,904 $5,492 $31.6846 $2,534.77 Step 2 $69,192 $5,766 $33.2654 $2,661.23 Step 3 $72,660 $6,055 $34.9327 $2,794.62 Step 4 $76,296 $6,358 $36.6808 $2,934.46 Step 5 $80,100 $6,675 $38.5096 $3,080.77 GROUPFINANCE 1250 Account Clerk NE 4230 Step 1 $50,412 $4,201 $24.2365 $1,938.92 Step 2 $47,784 $3,982 $22.9731 $1,837.85 Step 3 $45,288 $3,774 $21.7731 $1,741.85 Step $42,924 $3,577 $20.6365 $1,650.92 Step 5 $40,692 $3,391 $19.5635 $1,565.08 Step 6 $38,568 $3,214 $18.5423 $1,483.38 Step 7 $36,552 $3,046 $17.5731 $1,405.85 Step 8 $34,644 $2,887 $16.6558 $1,332.46 Step 9 $32,832 $2,736 $15.7846 $1,262.77 Step 10 $31,116 $2,593 $14.9596 $1,196.77 1247 Account Clerk, Senior NE 4225 Step 1 $59,244 $4,937 $28.4827 $2,278.62 Step 2 $56,160 $4,680 $27.0000 $2,160.00 Step 3 $53,232 $4,436 $25.5923 $2,047.38 Step 4 $50,460 $4,205 $24.2596 $1,940.77 Step 5 $47,832 $3,986 $22.9962 $1,839.69 Step 6 $45,336 $3,778 $21.7962 $1,743.69 Step 7 $42,972 $3,581 $20.6596 $1,652.77 Step 8 $40,728 $3,394 $19.5808 $1,566.46 Step 9 $38,604 $3,217 $18.5596 $1,484.77 Step 10 $36,588 $3,049 $17.5904 $1,407.23 1240 Accountant NE C22 Step 1 $59,772 $4,981 $28.7365 $2,298.92 Step 2 $62,760 $5,230 $30.1731 $2,413.85 Step 3 $65,904 $5,492 $31.6846 $2,534.77 Step 4 $69,192 $5,766 $33.2654 $2,661.23 Step 5 $72,660 $6,055 $34.9327 $2,794.62 1230 Accountant, Senior NE C26 Step 1 $72,660 $6,055 $34.9327 $2,794.62 Step 2 $76,296 $6,358 $36.6808 $2,934.46 City of Vernon 4 of 20 Classification and Compensation Plan Effective September 2, 2014 P s License Clerk Step 3 $80,100 $6,675 $38.5096 $3,080.77 Step 4 $84,108 $7,009 $40.4365 $3,234.92 Step 5 $88,320 $7,360 $42.4615 $3,396.92 1220 Assistant Finance Director E M36 Step 1 $118,356 $9,863 $56.9019 $4,552.15 Step 2 $124,272 $10,356 $59.7462 $4,779.69 Step 3 $130,488 $10,874 $62.7346 $5,018.77 Step 4 $137,004 $11,417 $65.8673 $5,269.38 Step 5 $143,856 $11,988 $69.1615 $5,532.92 �7 4$�.#B� �.•,a $`�'�C". ns `S' '"i z���A„s;, �;r�s YFS°-s��r`��}">�"k3F„�$- CC ,,rx"as,:.. � ro. �� aij'$�w`?�..•xti..#` a 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'a ea••t:. *�4�' av `� ���� '4 xi a;7 c�,.,.t..z.f .>r,::.,v.i,,r"•,'k* a:�t, .� 5,,:.�-,.,�-, tr ,t a ;< '�� � ,�.e,<a`'t;-�, ..&r„� � t" �' ��'-: ?4' *r., ,�" ,?�_,`# ,.,�,, •a,. a#'..c �.t�,�' �+ L t:�.,,'nt"�, :.. ;' k�r� zf�xt ,n.'.. t.,,t^..=� 2! s; ,":�,+. `• tz€.' �i;#;=£k �� ,s }n gx, r �> �, .has 1225 Deputy City Treasurer E M34 Step 1 $107,352 $8,946 $51.6115 $4,128.92 Step 2 $112,716 $9,393 $54.1904 $4,335.23 Step 3 $118,356 $9,863 $56.9019 $4,552.15 Step 4 $124,272 $10,356 $59.7462 $4,779.69 Step 5 $130,488 $10,874 $62.7346 $5,018.77 1210 Director of Finance/City Treasurer E 4100 Min $210,000 $17,500 $100.9615 $8,076.92 Max $210,000 $17,500 $100.9615 $8,076.92 1245 Payroll Specialist NE C19 Step 1 $51,636 $4,303 $24.8250 $1,986.00 Step 2 $54,216 $4,518 $26.0654 $2,085.23 Step 3 $56,928 $4,744 $27.3692 $2,189.54 Step 4 $59,772 $4,981 $28.7365 $2,298.92 Step 5 $62,760 $5,230 $30.1731 $2,413.85 1248 Public Housing Property Coordinator NE C16 Step 1 $44,604 $3,717 $21.4442 $1,715.54 Step 2 $46,836 $3,903 $22.5173 $1,801.38 Step 3 $49,176 $4,098 $23.6423 $1,891.38 Step 4 $51,636 $4,303 $24.8250 $1,986.00 Step 5 $54,216 $4,518 $26.0654 $2,085.23 1235 Purchasing Assistant NE 4910 Step 1 $65,340 $5,445 $31.4135 $2,513.08 City of Vernon 5 of 20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk Step 2 $61,932 $5,161 $29.7750 $2,382.00 Step 3 $58,704 $4,892 $28.2231 $2,257.85 Step 4 $55,644 $4,637 $26.7519 $2,140.15 Step 5 $52,740 $4,395 $25.3558 $2,028.46 Step 6 $49,992 $4,166 $24.0346 $1,922.77 Step 7 $47,388 $3,949 $22.7827 $1,822.62 Step 8 $44,916 $3,743 $21.5942 $1,727.54 1215 Risk Manager E M34 Step 1 $107,352 $8,946 $51.6115 $4,128.92 Step 2 $112,716 $9,393 $54.1904 $4,335.23 Step 3 $118,356 $9,863 $56.9019 $4,552.15 Step 4 $124,272 $10,356 $59.7462 $4,779.69 Step 5 $130,488 $10,874 $62.7346 $5,018.77 Y1 $131,112 $10,926 $63.0346 $5,042.77 FIRE GROUP 5015 Assistant Fire Chief E FM41 Step 1 $151,044 $12,587 $72.6173 $5,809.38 Step 2 $158,604 $13,217 $76.2519 $6,100.15 Step 3 $166,536 $13,878 $80.0654 $6,405.23 Step 4 $174,864 $14,572 $84.0692 $6,725.54 Step 5 $183,600 $15,300 $88.2692 $7,061.54 5025 Fire Battalion Chief(P) NE FM38 Step 1 $130,488 $10,874 $44.8104 $5,018.77 Step 2 $137,004 $11,417 $47.0481 $5,269.38 Step 3 $143,856 $11,988 $49.4011 $5,532.92 Step $151,044 $12,587 $51.8695 $5,809.38 Step 5 $158,604 $13,217 $54.4657 $6,100.15 5030 Fire Captain (P) NE 7130 Step 1 $105,240 $8,770 $36.1401 $4,048 Step 2 $99,756 $8,313 $34.2569 $3,837 Step 3 $94,560 $7,880 $32.4725 $3,637 5010 Fire Chief E 1100 Min $205,164 $17,097 $98.6365 $7,891 Max $205,164 $17,097 $98.6365 $7,891 5050 Fire Code Inspector NE 2150 Step 1 $82,128 $6,844 $39.4846 $3,159 Step 2 $77,844 $6,487 $37.4250 $2,994 Step 3 $73,788 $6,149 $35.4750 $2,838 Step 4 $69,936 $5,828 $33.6231 $2,690 Step 5 $66,288 $5,524 $31.8692 $2,550 5040 Fire Engineer(P) NE 7150 Step 1 $88,356 $7,363 $30.3420 $3,398 0 City of Vernon 6 of 20 Classification and Compensation Plan ^ 1 Effective September 2, 2014 as ® • • ea *Business License Clerk Step 2 $83,748 $6,979 $28.7596 $3,221 Step 3 $79,392 $6,616 $27.2637 ($3,054 5020 Fire Marshall NE FM33 Step 1 $102,240 $8,520 $49.1538 $3,932 Step 2 $107,352 $8,946 $51.6115 $4,129 Step 3 $112,716 $9,393 $54.1904 $4,335 Step 4 $118,356 $9,863 $56.9019 $4,552 Step 5 $124,272 $10,356 $59.7462 $4,780 5060 Firefighter(P) NE 7180 Step 1 $75,348 $6,279 $25.8750 $2,898 Step 2 $71,412 $5,951 $24.5234 $2,747 Step 3 $67,692 $5,641 $23.2459 $2,604 Step 4 $64,164 $5,347 $22.0343 $2,468 5045 Firefighter/Paramedic(P) NE 7270 Step 1 $88,356 $7,363 $30.3420 $3,398 Step 2 $83,748 $6,979 $28.7596 $3,221 Step 3 $79,392 $6,616 $27.2637 $3,054 5035 Firefighter/Paramedic Coordinator(P) NE 7260 Step 1 $92,784 $7,732 $31.8626 $3,569 Step 2 $87,948 $7,329 $30.2019 $3,383 Step 3 $83,364 $6,947 $28.6277 $3,206 GAS AND ELECTRIC DEPARTMENT 8010 Director of Gas and Electric E 2101 Step 1 $261,996 $21,833 $125.9596 $10,077 Step 2 $240,000 $20,000 $115.3846 $9,231 Business • 8710 Business and Account Supervisor E M31 Step 1 $92,736 $7,728 $44.5846 $3,567 Step 2 $97,368 $8,114 $46.8115 $3,745 Step 3 $102,240 $8,520 $49,1538 $3,932 Step 4 $107,352 $8,946 $51.6115 $4,129 Step 5 $112,716 $9,393 $54.1904 $4,335 ComplianceQup 8615 Utilities Compliance Analyst NE G27 Step 1 $76,296 $6,358 $36.6808 $2,934 Step 2 $80,100 $6,675 $38.5096 $3,081 Step 3 $84,108 $7,009 $40.4365 $3,235 Step 4 $88,320 $7,360 $42.4615 $3,397 Step 5 $92,736 $7,728 $44.5846 $3,567 8610 Utilities Compliance Manager E M35 Step 1 $112,716 $9,393 $54.1904 $4,335 City of Vernon 7 of 20 Classification and Compensation Plan Effective September 2, 2014 .. . . . .. *Business License Clerk Step 2 $118,356 $9,863 $56.9019 $4,552 Step 3 $124,272 $10,356 $59.7462 $4,780 Step 4 $130,488 $10,874 $62.7346 $5,019 Step 5 $137,004 $11,417 $65.8673 $5,269 Customer Servicg Group 8530 Utilities Customer Service Representative NE 4111 Step 1 $56,316 $4,693 $27.0750 $2,166 Step 2 $53,376 $4,448 $25.6615 $2,053 Step 3 $50,592 $4,216 $24.3231 $1,946 Step 4 $47,952 $3,996 $23.0538 $1,844 Step 5 $45,456 $3,788 $21.8538 $1,748 Step 6 $43,092 $3,591 $20.7173 $1,657 Step 7 $40,848 $3,404 $19.6385 $1,571 Step 8 $38,724 $3,227 $18.6173 $1,489 Step 9 $36,708 $3,059 $17.6481 $1,412 Step 10 $34,800 $2,900 $16.7308 $1,338 8510 Utilities Customer Service Supervisor NE M25 Step 1 $69,192 $5,766 $33.2654 $2,661 Step 2 $72,660 $6,055 $34.9327 $2,795 Step 3 $76,296 $6,358 $36.6808 $2,934 Step 4 $80,100 $6,675 $38.5096 $3,081 Step 5 $84,108 $7,009 $40.4365 $3,235 Electric Operatioq§Group 8040 Electric Operations Supervisor E M35 Step 1 $112,716 $9,393 $54.1904 $4,335 Step 2 $118,356 $9,863 $56.9019 $4,552 Step 3 $124,272 $10,356 $59.7462 $4,780 Step 4 $130,488 $10,874 $62.7346 $5,019 Step 5 $137,004 $11,417 $65.8673 $5,269 8035 Electric Operator NE 130 Step 1 $88,320 $7,360 $42.4615 $3,397 Step 2 $92,736 $7,728 $44.5846 $3,567 Step 3 $97,368 $8,114 $46.8115 $3,745 Step 4 $102,240 $8,520 $49.1538 $3,932 Step 5 $107,352 $8,946 $51.6115 $4,129 8050 Metering Technician NE 129 Step 1 $84,108 $7,009 $40.4365 $3,235 Step 2 $88,320 $7,360 $42.4615 $3,397 Step 3 $92,736 $7,728 $44.5846 $3,567 Step 4 $97,368 $8,114 $46.8115 $3,745 Step 5 $102,240 $8,520 $49.1538 $3,932 8045 Power Plant Operator NE 128 Step 1 $80,100 $6,675 $38.5096 $3,081 City of Vernon 8 of 20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk Step 2 $84,108 $7,009 $40.4365 $3,235 Step 3 $88,320 $7,360 $42.4615 $3,397 Step 4 $92,736 $7,728 $44.5846 $3,567 Step 5 $97,368 $8,114 $46.8115 $3,745 8055 Substation Technician NE 129 Step 1 $84,108 $7,009 $40.4365 $3,235 Step 2 $88,320 $7,360 $42.4615 $3,397 Step 3 $92,736 $7,728 $44.5846 $3,567 Step 4 $97,368 $8,114 $46.8115 $3,745 Step 5 $102,240 $8,520 $49.1538 $3,932 8030 Utilities Dispatcher NE 133 Step 1 $102,240 $8,520 $49.1538 $3,932 Step 2 $107,352 $8,946 $51.6115 $4,129 Step 3 $112,716 $9,393 $54.1904 $4,335 Step 4 $118,356 $9,863 $56.9019 $4,552 Step 5 $124,272 $10,356 $59.7462 $4,780 8025 Utilities Dispatcher, Senior NE 134 Step 1 $107,352 $8,946 $51.6115 $4,129 Step 2 $112,716 $9,393 $54.1904 $4,335 Step 3 $118,356 $9,863 $56.9019 $4,552 Step 4 $124,272 $10,356 $59.7462 $4,780 Step 5 $130,488 $10,874 $62.7346 $5,019 8015 Utilities Operations Manager E M38 Step 1 $130,488 $10,874 $62.7346 $5,019 Step 2 $137,004 $11,417 $65.8673 $5,269 Step 3 $143,856 $11,988 $69.1615 $5,533 Step 4 $151,044 $12,587 $72.6173 $5,809 Step 5 $158,604 $13,217 $76.2519 $6,100 GroupEngineerin . Electripj 8130 Associate Electrical Engineer NE 129 Step 1 $84,108 $7,009 $40.4365 $3,235 Step 2 $88,320 $7,360 $42.4615 $3,397 Step 3 $92,736 $7,728 $44.5846 $3,567 Step 4 $97,368 $8,114 $46.8115 $3,745 Step 5 $102,240 $8,520 $49.1538 $3,932 8140 Computer Aided Drafting Technician NE 5305 Step 1 $62,772 $5,231 $30.1788 $2,414 Step 2 $59,496 $4,958 $28.6038 $2,288 Step 3 $56,400 $4,700 $27.1154 $2,169 Step 4 $53,460 $4,455 $25.7019 $2,056 Step 5 $50,676 $4,223 $24.3635 $1,949 Step 6 $48,036 $4,003 $23.0942 $1,848 Step 7 $45,528 $3,794 $21.8885 $1,751 Step 8 $43,152 $3,596 $20.7462 $1,660 City of Vernon 9 of 20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk Step 9 $40,908 $3,409 $19.6673 $1,573 Y1 $70,860 $5,905 $34.0700 $2,725 8125 Electrical Engineer NE 131 Step 1 $92,736 $7,728 $44.5846 $3,567 Step 2 $97,368 $8,114 $46.8115 $3,745 Step 3 $102,240 $8,520 $49.1538 $3,932 Step 4 $107,352 $8,946 $51.6115 $4,129 Step 5 $112,716 $9,393 $54.1904 $4,335 8115 Supervising Electrical Engineer NE M33 Step 1 $102,240 $8,520 $49.1538 $3,932 Step 2 $107,352 $8,946 $51.6115 $4,129 Step 3 $112,716 $9,393 $54.1904 $4,335 Step 4 $118,356 $9,863 $56.9019 $4,552 Step 5 $124,272 $10,356 $59.7462 $4,780 8110 Utilities Engineering Manager E M40 Step 1 $143,856 $11,988 $69.1615 $5,533 Step 2 $151,044 $12,587 $72.6173 $5,809 Step 3 $158,604 $13,217 $76.2519 $6,100 Step 4 $166,536 $13,878 $80.0654 $6,405 Step 5 $174,864 $14,572 $84.0692 $6,726 Gas GrouD 8215 Gas Systems Specialist NE 130 Step 1 $88,320 $7,360 $42.4615 $3,397 Step 2 $92,736 $7,728 $44.5846 $3,567 Step 3 $97,368 $8,114 $46.8115 $3,745 Step 4 $102,240 $8,520 $49.1538 $3,932 Step 5 $107,352 $8,946 $51.6115 $4,129 Y1 $108,036 $9,003 $51.9404 $4,155 8210 Gas Systems Superintendent E M34 Step 1 $107,352 $8,946 $51.6115 $4,129 Step 2 $112,716 $9,393 $54.1904 $4,335 Step 3 $118,356 $9,863 $56.9019 $4,552 Step 4 $124,272 $10,356 $59.7462 $4,780 Step 5 $130,488 $10,874 $62.7346 $5,019 8220 Gas Systems Technician NE 126 Step 1 $72,660 $6,055 $34.9327 $2,795 Step 2 $76,296 $6,358 $36.6808 $2,934 Step 3 $80,100 $6,675 $38.5096 $3,081 Step 4 $84,108 $7,009 $40.4365 $3,235 Step 5 $88,320 $7,360 $42.4615 $3,397 . City of Vernon 10 of 20 Classification and Compensation Plan Effective September 2, 2014 ® e, • • e a • e *Business License Clerk 1625 Information Technology Analyst NE C26 Step 1 $72,660 $6,055 $34.9327 $2,795 Step 2 $76,296 $6,358 $36.6808 $2,934 Step 3 $80,100 $6,675 $38.5096 $3,081 Step 4 $84,108 $7,009 $40.4365 $3,235 Step 5 $88,320 $7,360 $42.4615 $3,397 1620 Information Technology Analyst, Senior NE C29 Step 1 $84,108 $7,009 $40.4365 $3,235 Step 2 $88,320 $7,360 $42.4615 $3,397 Step 3 $92,736 $7,728 $44.5846 $3,567 Step 4 $97,368 $8,114 $46.8115 $3,745 Step 5 $102,240 $8,520 $49.1538 $3,932 1610 Information Technology Manager E M37 Step 1 $124,272 $10,356 $59.7462 $4,780 Step 2 $130,488 $10,874 $62.7346 $5,019 Step 3 $137,004 $11,417 $65.8673 $5,269 Step 4 $143,856 $11,988 $69.1615 $5,533 Step 5 $151,044 $12,587 $72.6173 $5,809 1630 Information Technology Technician NE C21 Step 1 $56,928 $4,744 $27.3692 $2,190 Step 2 $59,772 $4,981 $28.7365 $2,299 Step 3 $62,760 $5,230 $30.1731 $2,414 Step 4 $65,904 $5,492 $31.6846 $2,535 Step 5 $69,192 $5,766 $33.2654 $2,661 1615 Programmer/Analyst E C30 Step 1 $88,320 $7,360 $42.4615 $3,397 Step 2 $92,736 $7,728 $44.5846 $3,567 Step 3 $97,368 $8,114 $46.8115 $3,745 Step 4 $102,240 $8,520 $49.1538 $3,932 Step 5 $107,352 $8,946 $51.6115 $4,129 Y1 $114,444 $9,537 $55.0212 $4,402 PlanningResource and Scheduling Grg.!1p 8435 Assistant Resource Scheduler NE 128 Step 1 $80,100 $6,675 $38,5096 $3,081 Step 2 $84,108 $7,009 $40.4365 $3,235 Step 3 $88,320 $7,360 $42.4615 $3,397 Step 4 $92,736 $7,728 $44.5846 $3,567 Step 5 $97,368 $8,114 $46.8115 $3,745 8430 Associate Resource Scheduler NE 130 Step 1 $88,320 $7,360 $42.4615 $3,397 Step 2 $92,736 $7,728 $44.5846 $3,567 Step 3 $97,368 $8,114 $46.8115 $3,745 Step 4 $102,240 $8,520 $49.1538 $3,932 Step 5 $107,352 $8,946 $51.6115 $4,129 City of Vernon 11 of20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk 8410 Electric Resources Planning& Dev. Mngr E M41 Step 1 $151,044 $12,587 $72.6173 $5,809 Step 2 $158,604 $13,217 $76.2519 $6,100 Step 3 $166,536 $13,878 $80.0654 $6,405 Step 4 $174,864 $14,572 $84.0692 $6,726 Step 5 $183,600 $15,300 $88.2692 $7,062 8425 Electric Service Planner NE 5204 Step 1 $82,128 $6,844 $39.4846 $3,159 Step 2 $77,844 $6,487 $37.4250 $2,994 Step 3 $73,788 $6,149 $35.4750 $2,838 Step 4 $69,936 $5,828 $33.6231 $2,690 Step 5 $66,288 $5,524 $31.8692 $2,550 Step 6 $62,832 $5,236 $30.2077 $2,417 Step 7 $59,556 $4,963 $28.6327 $2,291 Step 8 $56,448 $4,704 $27.1385 $2,171 8415 Resource Planner NE 135 Step 1 $112,716 $9,393 $54.1904 $4,335 Step 2 $118,356 $9,863 $56.9019 $4,552 Step 3 $124,272 $10,356 $59.7462 $4,780 Step 4 $130,488 $10,874 $62.7346 $5,019 Step 5 $137,004 $11,417 $65.8673 $5,269 8420 Resource Scheduler NE 132 Step 1 $97,368 $8,114 $46.8115 $3,745 Step 2 $102,240 $8,520 $49.1538 $3,932 Step 3 $107,352 $8,946 $51.6115 $4,129 Step 4 $112,716 $9,393 $54.1904 $4,335 Step 5 $118,356 $9,863 $56.9019 $4,552 8315 Telecommunications Specialist NE 5320 Step 1 $79,992 $6,666 $38.4577 $3,077 Step 2 $75,816 $6,318 $36.4500 $2,916 Step 3 $71,868 $5,989 $34.5519 $2,764 Step 4 $68,124 $5,677 $32.7519 $2,620 Step 5 $64,572 $5,381 $31.0442 $2,484 Step 6 $61,200 $5,100 $29.4231 $2,354 Step 7 $58,008 $4,834 $27.8885 $2,231 Step 8 $54,984 $4,582 $26.4346 $2,115 8310 Telecommunications Systems Engineer NE 5330 Step 1 $108,036 $9,003 $51.9404 $4,155 Step 2 $102,408 $8,534 $49.2346 $3,939 Step 3 $97,068 $8,089 $46.6673 $3,733 Step 4 $92,004 $7,667 $44.2327 $3,539 Step 5 $87,204 $7,267 $41.9250 $3,354 Step 6 $82,656 $6,888 $39.7385 $3,179 Step 7 $78,348 $6,529 $37.6673 $3,013 City of Vernon 12of20 Classification and Compensation Plan Effective September 2, 2014 es - g e e ae *Business License Clerk Step 8 $74,268 $6,189 $35.7058 $2,856 2015 Deputy Dir. of Health&Environmental Control E M35 Step 1 $112,716 $9,393 $54.1904 $4,335 Step 2 $118,356 $9,863 $56.9019 $4,552 Step 3 $124,272 $10,356 $59.7462 $4,780 Step 4 $130,488 $10,874 $62.7346 $5,019 Step 5 $137,004 $11,417 $65.8673 $5,269 2010 Director of Health and Environmental Control E 4310 Min $193,440 $16,120 $93.0000 $7,440 Max $193,440 $16,120 $93.0000 $7,440 2030 Environmental Specialist NE 4340 Step 1 $95,208 $7,934 $45.7731 $3,662 Step 2 $90,240 $7,520 $43.3846 $3,471 Step 3 $85,536 $7,128 $41.1231 $3,290 Step 4 $81,072 $6,756 $38.9769 $3,118 Step 5 $76,848 $6,404 $36.9462 $2,956 Step 6 $72,840 $6,070 $35.0192 $2,802 Step 7 $69,048 $5,754 $33.1962 $2,656 Step 8 $65,448 $5,454 $31.4654 $2,517 2025 Environmental Specialist, Senior NE 4440 Step 1 $112,632 $9,386 $54.1500 $4,332 Step 2 $106,764 $8,897 $51.3288 $4,106 Step 3 $101,196 $8,433 $48.6519 $3,892 Step 4 $95,916 $7,993 $46.1135 $3,689 Step 5 $90,912 $7,576 $43.7077 $3,497 Step 6 $86,172 $7,181 $41.4288 $3,314 Step 7 $81,684 $6,807 $39.2712 $3,142 RESOURCESHUMAN -• 1410 Director of Human Resources E 9852 Min $195,996 $16,333 $94.2288 $7,538.31 Max $195,996 $16,333 $94.2288 $7,538.31 1420 Human Resources Analyst NE C26 Step 1 $72,660 $6,055 $34.9327 $2,794.62 Step 2 $76,296 $6,358 $36.6808 $2,934.46 Step 3 $80,100 $6,675 $38.5096 $3,080.77 Step 4 $84,108 $7,009 $40.4365 $3,234.92 Step 5 $88,320 $7,360 $42.4615 $3,396.92 1415 Human Resources Analyst, Senior E M32 Step 1 $97,368 $8,114 $46.8115 $3,744.92 Step 2 $102,240 $8,520 $49.1538 $3,932.31 Step 3 $107,352 $8,946 $51.6115 $4,128.92 10" City of Vernon 13 of 20 Classification and Compensation Plan ,R Effective September 2, 2014 "Business License Clerk Step 4 $112,716 $9,393 $54.1904 $4,335.23 Step 5 $118,356 $9,863 $56.9019 $4,552.15 1425 Human Resources Assistant NE C17 Step 1 $46,836 $3,903 $22.5173 $1,801.38 Step $49,176 $4,098 $23.6423 $1,891.38 Step 3 $51,636 $4,303 $24.8250 $1,986.00 Step 4 $54,216 $4,518 $26.0654 $2,085.23 Step 5 $56,928 $4,744 $27.3692 $2,189.54 POLICE GROUP 4035 Police Cadet NE 3180 Step 1 $37,008 $3,084 $17.7923 $1,423 Step 2 $35,076 $2,923 $16.8635 $1,349 Step 3 $33,252 $2,771 $15.9865 $1,279 Step 4 $31,524 $2,627 $15.1558 $1,212 Step 5 $29,880 $2,490 $14.3654 $1,149 Step 6 $28,320 $2,360 $13.6154 $1,089 Step 7 $26,844 $2,237 $12.9058 $1,032 Step 8 $25,440 $2,120 $12.2308 $978 4015 Police Captain E PM39 Step 1 $137,004 $11,417 $65.8673 $5,269 Step 2 $143,856 $11,988 $69.1615 $5,533 Step 3 $151,044 $12,587 $72.6173 $5,809 Step 4 $158,604 $13,217 $76.2519 $6,100 Step 5 $166,536 $13,878 $80.0654 $6,405 4010 Police Chief E 3100 Min $196,644 $16,387 $94.5404 $7,563 Max $196,644 $16,387 $94.5404 $7,563 4020 Police Lieutenant NE PM36 Step 1 $118,356 $9,863 $56.9019 $4,552 Step 2 $124,272 $10,356 $59.7462 $4,780 Step 3 $130,488 $10,874 $62.7346 $5,019 Step 4 $137,004 $11,417 $65.8673 $5,269 Step 5 $143,856 $11,988 $69.1615 $5,533 4030 Police Officer NE 3340 Step 1 $93,252 $7,771 $44.8327 $3,587 Step 2 $88,404 $7,367 $42.5019 $3,400 Step 3 $83,784 $6,982 $40.2808 $3,222 Step 4 $79,428 $6,619 $38.1865 $3,055 Step 5 $75,288 $6,274 $36.1962 $2,896 Step 6 $71,352 $5,946 $34.3038 $2,744 4025 Police Sergeant NE 3130 Step 1 $113,544 $9,462 $54.5885 $4,367 Step 2 $107,616 $8,968 $51.7385 $4,139 City of Vernon 14 of 20 Classification and Compensation Plan Effective September 2, 2014 • a, o ao a ea A a a - � s • •a *Business License Clerk Step 3 $102,012 $8,501 $49.0442 $3,924 Step 4 $96,696 $8,058 $46.4885 $3,719 Step 5 $91,644 $7,637 $44.0596 $3,525 Step 6 $86,868 $7,239 $41.7635 $3,341 Police SupportGroup 4125 Civilian Court Officer NE 4370 Step 1 $57,324 $4,777 $27.5596 $2,205 Step 2 $54,336 $4,528 $26.1231 $2,090 Step 3 $51,504 $4,292 $24.7615 $1,981 Step 4 $48,816 $4,068 $23.4692 $1,878 Step 5 $46,272 $3,856 $22.2462 $1,780 Step 6 $43,860 $3,655 $21.0865 $1,687 Step 7 $41,568 $3,464 $19.9846 $1,599 Step 8 $39,396 $3,283 $18.9404 $1,515 4130 Police Dispatcher NE 4500 Step 1 $51,540 $4,295 $24.7788 $1,982 Step 2 $48,852 $4,071 $23.4865 $1,879 Step 3 $46,308 $3,859 $22.2635 $1,781 Step 4 $43,896 $3,658 $21.1038 $1,688 Step 5 $41,604 $3,467 $20.0019 $1,600 4115 Police Dispatcher, Lead NE 4600 Step 1 $68,736 $5,728 $33.0462 $2,644 Step 2 $65,148 $5,429 $31.3212 $2,506 Step 3 $61,752 $5,146 $29.6885 $2,375 Step 4 $58,536 $4,878 $28.1423 $2,251 Step 5 $55,488 $4,624 $26.6769 $2,134 4110 Police Records Manager NE M27 Step 1 $76,296 $6,358 $36.6808 $2,934 Step 2 $80,100 $6,675 $38.5096 $3,081 Step 3 $84,108 $7,009 $40.4365 $3,235 Step 4 $88,320 $7,360 $42.4615 $3,397 Step 5 $92,736 $7,728 $44.5846 $3,567 4135 Police Records Technician NE 3160 Step 1 $51,540 $4,295 $24.7788 $1,982 Step 2 $48,852 $4,071 $23.4865 $1,879 Step 3 $46,308 $3,859 $22.2635 $1,781 Step 4 $43,896 $3,658 $21.1038 $1,688 Step 5 $41,604 $3,467 $20.0019 $1,600 4120 Police Records Technician, Lead NE 3150 Step 1 $59,484 $4,957 $28.5981 $2,288 Step 2 $56,388 $4,699 $27.1096 $2,169 Step 3 $53,448 $4,454 $25.6962 $2,056 Step 4 $50,664 $4,222 $24.3577 $1,949 Step 5 $48,024 $4,002 $23.0885 $1,847 Step 6 $45,516 $3,793 $21.8827 $1,751 w City of Vernon 15 of 20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk Step 7 $43,140 $3,595 $20.7404 $1,659 Step 8 $40,896 $3,408 $19.6615 $1,573 Step 9 $38,760 $3,230 $18.6346 $1,491 7015 Deputy Director of PW,Water and Dev. Sery E M38 Step 1 $130,488 $10,874 $62.7346 $5,019 Step 2 $137,004 $11,417 $65.8673 $5,269 Step 3 $143,856 $11,988 $69.1615 $5,533 Step 4 $151,044 $12,587 $72.6173 $5,809 Step 5 $158,604 $13,217 $76.2519 $6,100 7010 Director of PW,Water and Development Sery E 2100 Min $220,128 $18,344 $105.8308 $8,466 Max $220,128 $18,344 $105.8308 $8,466 Building and Planning Group 7215 Building Inspector, Senior NE 2190 Step 1 $96,612 $8,051 $46.4481 $3,716 Step 2 $91,572 $7,631 $44.0250 $3,522 Step 3 $86,796 $7,233 $41.7288 $3,338 Step 4 $82,272 $6,856 $39.5538 $3,164 Step 5 $77,988 $6,499 $37.4942 $3,000 7225 Electrical Inspector NE 2900 Step 1 $82,128 $6,844 $39.4846 $3,159 Step 2 $77,844 $6,487 $37.4250 $2,994 Step 3 $73,788 $6,149 $35.4750 $2,838 Step 4 $69,936 $5,828 $33.6231 $2,690 Step 5 $66,288 $5,524 $31.8692 $2,550 7250 Permit Technician NE 4280 Step 1 $48,012 $4,001 $23.0827 $1,847 Step 2 $45,504 $3,792 $21.8769 $1,750 Step 3 $43,128 $3,594 $20.7346 $1,659 Step 4 $40,884 $3,407 $19.6558 $1,572 Step 5 $38,748 $3,229 $18.6288 $1,490 Step 6 $36,732 $3,061 $17.6596 $1,413 Step 7 $34,812 $2,901 $16.7365 $1,339 Step 8 $33,000 $2,750 $15.8654 $1,269 Step 9 $31,284 $2,607 $15.0404 $1,203 Step 10 $29,652 $2,471 $14.2558 $1,140 7220 Assistant Planner NE 2330 Step 1 $73,704 $6,142 $35.4346 $2,835 Step 2 $69,864 $5,822 $33.5885 $2,687 Step 3 $66,216 $5,518 $31.8346 $2,547 Step 4 $62,760 $5,230 $30.1731 $2,414 Step 5 $59,484 $4,957 $28.5981 $2,288 7235 Plumbing and Mechanical Inspector NE 2800 Step 1 $82,128 $6,844 $39.4846 $3,159 `4'-F' City of Vernon 16 of 20 - Classification and Compensation Plan Effective September 2, 2014 "Business License Clerk Step 2 $77,844 $6,487 $37.4250 $2,994 Step 3 $73,788 $6,149 $35.4750 $2,838 Step 4 $69,936 $5,828 $33.6231 $2,690 Step 5 $66,288 $5,524 $31.8692 $2,550 Group . 7140 Assistant Engineer NE 2180 Step 1 $79,056 $6,588 $38.0077 $3,041 Step $74,940 $6,245 $36.0288 $2,882 Step 3 $71,028 $5,919 $34.1481 $2,732 Step 4 $67,320 $5,610 $32.3654 $2,589 Step 5 $63,816 $5,318 $30.6808 $2,454 7135 Associate Engineer NE 2120 Step 1 $92,088 $7,674 $44.2731 $3,542 Step 2 $87,288 $7,274 $41.9654 $3,357 Step 3 $82,740 $6,895 $39.7788 $3,182 Step 4 $78,432 $6,536 $37.7077 $3,017 Step 5 $74,340 $6,195 $35.7404 $2,859 7118 Civil Engineer NE M32 Step 1 $97,368 $8,114 $46.8115 $3,745 Step 2 $102,240 $8,520 $49.1538 $3,932 Step 3 $107,352 $8,946 $51.6115 $4,129 Step 4 $112,716 $9,393 $54.1904 $4,335 Step 5 $118,356 $9,863 $56.9019 $4,552 7145 Engineering Aide NE 2300 Step 1 $59,484 $4,957 $28.5981 $2,288 Step 2 $56,388 $4,699 $27.1096 $2,169 Step 3 $53,448 $4,454 $25.6962 $2,056 Step 4 $50,664 $4,222 $24.3577 $1,949 Step 5 $48,024 $4,002 $23.0885 $1,847 7115 Principal Civil Engineer E M36 Step 1 $118,356 $9,863 $56.9019 $4,552 Step 2 $124,272 $10,356 $59.7462 $4,780 Step 3 $130,488 $10,874 $62.7346 $5,019 Step 4 $137,004 $11,417 $65.8673 $5,269 Step 5 $143,856 $11,988 $69.1615 $5,533 7120 Project Engineer NE 2130 Step 1 $96,612 $8,051 $46.4481 $3,716 Step 2 $91,572 $7,631 $44.0250 $3,522 Step 3 $86,796 $7,233 $41.7288 $3,338 Step 4 $82,272 $6,856 $39.5538 $3,164 Step 5 $77,988 $6,499 $37.4942 $3,000 7125 Stormwater and Special Projects Analyst NE 2130 Step 1 $96,612 $8,051 $46.4481 $3,716 A City of Vernon 17 of 20 f Classification and Compensation Plan Effective September 2, 2014 P 0 s License Clerk Step 2 $91,572 $7,631 $44.0250 $3,522 Step 3 $86,796 $7,233 $41.7288 $3,338 Step 4 $82,272 $6,856 $39.5538 $3,164 Step 5 $77,988 $6,499 $37.4942 $3,000 Facilities Maintenance Grou P g7720 Facilities Maintenance Worker NE 2380 Step 1 $38,772 $3,231 $18.6404 $1,491 Step 2 $36,756 $3,063 $17.6712 $1,414 Step 3 $34,836 $2,903 $16.7481 $1,340 Step 4 $33,024 $2,752 $15.8769 $1,270 Step 5 $31,308 $2,609 $15.0519 $1,204 7735 Facilities Maintenance Worker, Lead NE 2290 Step 1 $73,704 $6,142 $35.4346 $2,835 Step 2 $69,864 $5,822 $33.5885 $2,687 Step 3 $66,216 $5,518 $31.8346 $2,547 Step 4 $62,760 $5,230 $30.1731 $2,414 Step 5 $59,484 $4,957 $28.5981 $2,288 7730 Facilities Maintenance Worker, Senior NE 2310 Step 1 $59,484 $4,957 $28.5981 $2,288 Step 2 $56,388 $4,699 $27.1096 $2,169 Step 3 $53,448 $4,454 $25.6962 $2,056 Step 4 $50,664 $4,222 $24.3577 $1,949 Step 5 $48,024 $4,002 $23.0885 $1,847 . . 7530 Mechanic NE 2380 Step 1 $38,772 $3,231 $18.6404 $1,491 Step 2 $36,756 $3,063 $17.6712 $1,414 Step 3 $34,836 $2,903 $16.7481 $1,340 Step 4 $33,024 $2,752 $15.8769 $1,270 Step 5 $31,308 $2,609 $15.0519 $1,204 7520 Mechanic, Lead NE 2290 Step 1 $73,704 $6,142 $35.4346 $2,835 Step 2 $69,864 $5,822 $33.5885 $2,687 Step 3 $66,216 $5,518 $31.8346 $2,547 Step 4 $62,760 $5,230 $30.1731 $2,414 Step 5 $59,484 $4,957 $28.5981 $2,288 7525 Mechanic, Senior NE 2310 Step 1 $59,484 $4,957 $28.5981 $2,288 Step 2 $56,388 $4,699 $27.1096 $2,169 Step 3 $53,448 $4,454 $25.6962 $2,056 Step 4 $50,664 $4,222 $24.3577 $1,949 Step 5 $48,024 $4,002 $23.0885 $1,847 City of Vernon 18 of 20 Classification and Compensation Plan Effective September 2, 2014 e a ' y • • r• *Business License Clerk Meter Reading Group 7830 Meter Reader NE 5205 Step 1 $55,032 $4,586 $26.4577 $2,117 Step 2 $52,164 $4,347 $25.0788 $2,006 Step 3 $49,440 $4,120 $23.7692 $1,902 Step 4 $46,860 $3,905 $22.5288 $1,802 Step 5 $44,412 $3,701 $21.3519 $1,708 7820 Meter Reader, Lead NE 5206 Step 1 $59,412 $4,951 $28.5635 $2,285 Step 2 $56,316 $4,693 $27.0750 $2,166 Step 3 $53,376 $4,448 $25.6615 $2,053 Step 4 $50,592 $4,216 $24.3231 $1,946 Step 5 $47,952 $3,996 $23.0538 $1,844 Street Maintenangg • . 7430 Street Maintenance Worker NE 2380 Step 1 $38,772 $3,231 $18.6404 $1,491 Step 2 $36,756 $3,063 $17.6712 $1,414 Step 3 $34,836 $2,903 $16.7481 $1,340 Step 4 $33,024 $2,752 $15.8769 $1,270 Step 5 $31,308 $2,609 $15.0519 $1,204 7425 Street Maintenance Worker, Senior NE 2310 Step 1 $59,484 $4,957 $28.5981 $2,288 Step 2 $56,388 $4,699 $27.1096 $2,169 Step 3 $53,448 $4,454 $25.6962 $2,056 Step 4 $50,664 $4,222 $24.3577 $1,949 Step 5 $48,024 $4,002 $23.0885 $1,847 Warehouse 7630 Warehouse Worker NE 2340 Step 1 $48,012 $4,001 $23.0827 $1,847 Step 2 $45,504 $3,792 $21.8769 $1,750 Step 3 $43,,128 $3,594 $20.7346 $1,659 Step 4 $40,884 $3,407 $19.6558 $1,572 Step 5 $38,748 $3,229 $18.6288 $1,490 7620 Warehouse Worker, Lead NE 2290 Step 1 $73,704 $6,142 $35.4346 $2,835 Step 2 $69,864 $5,822 $33.5885 $2,687 Step 3 $66,216 $5,518 $31.8346 $2,547 Step 4 $62,760 $5,230 $30.1731 $2,414 Step 5 $59,484 $4,957 $28.5981 $2,288 7625 Warehouse Worker, Senior NE 2310 Step 1 $59,484 $4,957 $28.5981 $2,288 Step 2 $56,388 $4,699 $27.1096 $2,169 Step 3 $53,448 $4,454 $25.6962 $2,056 Step 4 $50,664 $4,222 $24.3577 $1,949 City of Vernon 19 of 20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk Step 5 $48,024 $4,002 $23.0885 $1,847 Public Works • Water Operations G • • 7330 Public Works Foreman E M26 Step 1 $72,660 $6,055 $34.9327 $2,795 Step 2 $76,296 $6,358 $36.6808 $2,934 Step 3 $80,100 $6,675 $38.5096 $3,081 Step 4 $84,108 $7,009 $40.4365 $3,235 Step 5 $88,320 $7,360 $42.4615 $3,397 7320 Public Works and Water Foreman E M28 Step 1 $80,100 $6,675 $38.5096 $3,081 Step 2 $84,108 $7,009 $40.4365 $3,235 Step 3 $88,320 $7,360 $42.4615 $3,397 Step 4 $92,736 $7,728 $44.5846 $3,567 Step 5 $97,368 $8,114 $46.8115 $3,745 7310 Public Works and Water Superintendent E M33 Step 1 $102,240 $8,520 $49.1538 $3,932 Step 2 $107,352 $8,946 $51.6115 $4,129 Step 3 $112,716 $9,393 $54.1904 $4,335 Step 4 $118,356 $9,863 $56.9019 $4,552 Step 5 $124,272 $10,356 $59.7462 $4,780 7130 Public Works Project Coordinator NE 2130 Step 1 $96,612 $8,051 $46.4481 $3,716 Step 2 $91,572 $7,631 $44.0250 $3,522 Step 3 $86,796 $7,233 $41.7288 $3,338 Step 4 $82,272 $6,856 $39.5538 $3,164 Step 5 $77,988 $6,499 $37.4942 $3,000 7132 Public Works Water Project Coordinator NE 2130 Step 1 $96,612 $8,051 $46.4481 $3,716 Step 2 $91,572 $7,631 $44.0250 $3,522 Step 3 $86,796 $7,233 $41.7288 $3,338 Step 4 $82,272 $6,856 $39.5538 $3,164 Step 5 $77,988 $6,499 $37.4942 $3,000 7325 Street and Water Crew Leader NE 2290 Step 1 $73,704 $6,142 $35.4346 $2,835 Step 2 $69,864 $5,822 $33.5885 $2,687 Step 3 $66,216 $5,518 $31.8346 $2,547 Step 4 $62,760 $5,230 $30.1731 $2,414 Step 5 $59,484 $4,957 $28.5981 $2,288 Water Maintenangg-proup 7930 Water Maintenance Worker NE 2380 Step 1 $38,772 $3,231 $18.6404 $1,491 Step 2 $36,756 $3,063 $17.6712 $1,414 Step 3 $34,836 $2,903 $16.7481 $1,340 City of Vernon 20 of 20 Classification and Compensation Plan Effective September 2, 2014 *Business License Clerk Step 4 $33,024 $2,752 $15.8769 $1,270 Step 5 $31,308 $2,609 $15.0519 $1,204 7925 Water Maintenance Worker, Senior NE 2310 Step 1 $59,484 $4,957 $28.5981 $2,288 Step 2 $56,388 $4,699 $27.1096 $2,169 Step 3 $53,448 $4,454 $25.6962 $2,056 Step 4 $50,664 $4,222 $24.3577 $1,949 Step 5 $48,024 $4,002 $23.0885 $1,847 4�. STAFF REPORT CITY ADMINISTRATION DATE: September 2,2014 TO: Honorable Mayor and City Council FROM: Mark C. Whitworth, City Administrator RE: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AMENDMENT NO 1 TO THE MEMORANDUM OF UNDERSTANDING BY AND BETWEEN THE CITY OF VERNON AND THE INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS LOCAL 47 Recommendation It is recommended that the City Council: 1) Find that approval of the resolution proposed in this staff report is exempt under the California Environmental Quality Act (CEQA) in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment. 2) Adopt the attached resolution approving Amendment No. 1 to the 2014--2016 Memorandum of Understanding by and between the City of Vernon and the International Brotherhood of Electrical Workers Local 47 as it relates to the DuPont work schedule. Background The City and the International Brotherhood of Electrical Workers Local 47 ("IBEW") concluded labor negotiations on June 18, 2014, regarding wages, benefits and working conditions for the 2014-2016 Memorandum of Understanding ("MOU"). On July 15, 2014, City Council adopted Resolution No. 2014-45 approving the MOU by and between the City of Vernon and IBEW for the period of July 1, 2014 through June 30,2016. Pursuant to California Code of Regulations (CCR) 571(a) and (CCR) 571(b), the Fair Labor Standards Act (FLSA), overtime compensation paid regularly as part of an FLSA-exempt employee's "normal work schedule" is a statutory item and therefore must be considered part of the normal work schedule for employees assigned to DuPont shifts. The "normal work schedule" for DuPont Schedule employees is an average of 42 hours per week, with eight (8) hours of overtime built into each pay period. The FLSA premium pay (.50 overtime) portion of the eight (8) overtime-hours must be reported as the normal full-time work schedule for CalPERS classic members working the DuPont Schedule (under current CalPERS regulations, no special compensation can be reported for new/PEPRA members). The additional premium pay compensation is reportable to CalPERS as "Special Compensation". Pursuant to CCR 571(b), items reportable to CalPERS as "Special Compensation" must be contained in a written labor contract or policy. The agreement reached by both parties relative to the DuPont Schedule is recommended to be incorporated into the MOU to comply with California Code of Regulations (CCR) 571(a) and (CCR) 571(b). All other items in the MOU shall remain in full force and effect. The proposed amendment to the MOU covers the period of IBEW's current MOU term, which is effective July 1, 2014 through June 30, 2016. Fiscal Impact The approximate cost for the additional CalPERS employer contributions for the remainder of this fiscal year to adopt Amendment No. 1 to the 2014-2016 Memorandum of Understanding between the City and the International Brotherhood of Electrical Workers Local 47 is approximately $41,000 ($20,500 per fiscal year) and can be absorbed within the Gas and Electric Department's current budget. RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AMENDMENT NO. 1 TO THE MEMORANDUM OF UNDERSTANDING BY AND BETWEEN THE CITY OF VERNON AND THE INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS LOCAL 47 FOR THE PERIOD OF JULY 1, 2014 THROUGH JUNE 30, 2016 WHEREAS, the International Brotherhood of Electrical Workers Local 47 ("IBEW") has been recognized as an employee organization pursuant to the City of Vernon Employer-Employee Relations Resolution (Resolution No. 4027) ; and WHEREAS, on July 15, 2014, the City Council of the City of Vernon adopted Resolution No. 2014-45 approving a Memorandum of Understanding ("MOU") setting forth certain terms and conditions for employment of City of Vernon employees in classifications represented by the IBEW, for the period of July 1, 2014 through June 30, 2016; and WHEREAS, representative members of the IBEW and the City have agreed to execute an Amendment No. 1 to the MOU (the "Amendment") relating to the DuPont schedule; and WHEREAS, the City Council desires to approve the Amendment. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1 : The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct. SECTION 2 : The City Council of the City ,of Vernon finds that this action is exempt under the California Environmental Quality Act (CEQA) , in accordance with Section 15061 (b) (3) , the general rule that CEQA only applies to projects that may have an effect on the environment . SECTION 3 : The City Council of the City of Vernon hereby approves the Amendment No. 1 to the Memorandum of Understanding between the City of Vernon and the International Brotherhood of Electrical Workers Local 47, in substantially the same form as attached hereto as Exhibit A. SECTION 4 : The City Council of the City of Vernon hereby instructs the City Administrator, or his designee, to take whatever action is deemed necessary or desirable for the purpose of implementing and carrying out the purposes of this Resolution and the transactions herein approved or authorized, including but not limited to, any nonsubstantive changes to the Amendment attached herein. SECTION 5 : The City Council of the City of Vernon hereby directs the City Clerk, or the City Clerk' s designee, to send a fully executed Amendment to Stan Stosel, IBEW Local 47 Senior Assistant Business Manager. 111 / 1 / 2 - SECTION 6: The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 2nd day of September, 2014 . Name: Title: Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVED AS TO FORM: Zayna o ssa, Deputy City Attorney 3 - STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, , City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, September 2, 2014, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of September, 2014, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) - 4 - EXHIBIT A AMENDMENT NO. 1 TO MEMORANDUM OF UNDERSTANDING BETWEEN CITY OF VERNON AND INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS LOCAL 47 July 1, 2014 through June 30, 2016 ulA I i f a AMENDMENT NO. I TO MEMORANDUM OF UNDERSTANDING BETWEEN CITY OF VERNON AND INTERNATIONAL BROTHERHOOD OF ELECTRICAL WORKERS LOCAL 47 Parties to the_Memorandum_of Understanding_ Pursuant to Chapter 10 (section 3500 et seq) of Division 4, Title 1 of the Government Code and Resolution No. 4027, the Resolution for the administration of Employer-Employee relations, the matters within the scope of representation that are set forth in this memorandum of Understanding (MOU) have been discussed by and between representatives of the City of Vernon and the representatives of the International Brotherhood of Electrical Workers Local 47 (hereinafter"IBEW"). This Amendment to the MOU constitutes a joint agreement by the Municipal Employee Relations Representative ("MERR") and the IBEW, to be submitted to the City Council of Vernon for its determination and approval by one or more Resolutions or Ordinances as the City Council may deem fit and proper. The MERR and the Representative of the IBEW have agreed that they will jointly urge the City Council of Vernon to adopt one or more Resolutions or Ordinances reflecting the changes in wages, hours, and other conditions of employment agreed upon in this Amendment. If approved, the terms agreed upon by this Amendment to the MOU shall take effect on July 1, 2014 and shall expire at midnight on June 30, 2016. The terms agreed upon by this Amendment to the MOU are pursuant to California Code of Regulations (CCR) 571(a) and (CCR) 571 (b). CCR 571 (a) regulations state that the Fair Labor Standards Act (FLSA) overtime compensation paid as "normal work schedules" is a statutory 1 item and therefore must be considered as the normal work schedule for employees assigned to DuPont shifts. The "normal work schedule" for DuPont Schedule employees is an average of 42 hours per week, with eight (8) hours of overtime built into each pay period. The FLSA premium pay (.50 overtime) portion of the eight (8) overtime-hours must be reported as the normal full- time work schedule for CalPERS classic members on the DuPont Schedule (under current CalPERS regulations, no special compensation can be reported for new/PEPRA members). The additional premium pay compensation is reportable to CalPERS as special compensation. Pursuant to CCR 571 (b), items reportable to Ca1PERS as "Special Compensation" must be contained in a written labor contract or policy. The agreement reached by both parties relative to this specific section is now being incorporated into the MOU. All other items in the MOU shall remain in full force and effect. IN CONSIDERATION OF THE TERMS AND CONDITIONS HEREIN STATED, the IBEW and the City of Vernon agree as follows: ARTICLE THIRTEEN WORK SCHEDULE AND WORKING CONDITIONS Section 3: DuPont Schedule The DuPont rotating shift plan provides 24/7 coverage of critical operational positions. This type of schedule has been utilized successfully in several United States industries in order to enhance workplace safety, provide sufficient rest for staff, decrease call backs and allow for more efficient shift coverage. 24-hour operational staff shall work a 12-hour shift. Employees assigned to the DuPont Schedule work an average of 42 hours per week and 84 hours per pay period. In each pay period, employees work 36 hours one week and 48 hours the other week. • The DuPont schedule consists of 4 two-person crews assigned to 12-hour shifts in accordance with the following 4-week cycle: • 4 consecutive night shifts, followed by 3 consecutive days off duty; • 3 consecutive day shifts, followed by 1 day off duty; • 3 consecutive night shifts, followed by 3 consecutive days off duty; • 4 consecutive day shifts, followed by 7 consecutive days off duty. • Day 1 typically begins on a Monday,but it can be any day of the week. At the end of the 2 cycle, the entire sequence starts over. • Crews are able to review schedules in advance for planning. • Vernon Gas &Electric Utilities Dispatchers &Electric Operators are assigned to these shifts. • For CalPERS Classic Member employees assigned to the DuPont Schedule, up to 2,184 base annual hours worked shall be compensable hours reported to CalPERS. Within the 2,184 annual hours, compensation associated with FLSA premium pay (0.5 overtime portion) shall be reported as Special Compensation. • For CalPERS New/PEPRA Member employees assigned to the DuPont Schedule,up to 2,184 base annual hours worked shall be compensable hours reported to CalPERS. 3 SIGNATURE PAGE CITY OF VERNON IBEW LOCAL 47 Mark Whitworth Pat Lavin City Administrator/"MERR" Business Manager/Financial Secretary Teresa McAllister Stan Stosel Director of Human Resources Senior Assistant Business Manager Kristen Enomoto John Baca Deputy City Administrator IBEW Business Representative Alex Kung Willie Carrara Economic Development Manager Committee Member APPROVED AS TO FORM: Jorrie Estrada Committee Member Hema Patel, City Attorney Michael Hendrickson Committee Member APPROVED AND ADOPTED BY CITY COUNCIL ON PER RESOLUTION NO. ATTEST: Dated: Ana Barcia, Deputy City Clerk 4 RECEIVED STAFF REPORT Aug 2 5 2014 CITY ATTORNEY'S OFFICE CITY ADMINISTRATION DATE: September 2, 2014 TO: Honorable Mayor and City Council PREPARED BY: Za nah N. Moussa, Deputy City Attorney APPROVED BY: Hema P. Patel, City Attorney RE: Approval of an Attorney Services Agreement between the City of Vernon and Liebert Cassidy Whitmore to provide personnel and labor law attorney services Recommendation: It is recommended that the City Council: 1. Find that approval of the proposed Attorney Services Agreement with Liebert Cassidy Whitmore is exempt under the California Environmental Quality Act (CEQA) in .accordance with CEQA Guidelines section 15061(b)(3), the genera( rule that CEQA only applies to projects that may have an effect on the environment. 2 Authorize the City Administrator to enter into an Attorney Services Agreement between the City of Vernon and Liebert Cassidy Whitmore, in substantially the same form as submitted herewith, for a one-year period in an amount not to exceed $150,000 00. Background Liebert Cassidy Whitmore ("Liebert Cassidy") was initially retained by the City Council in October 2008 (Resolution No. 9730, reaffirmed in 2010 by Resolution. No. 2010-160) to assist with legal services pertaining to employment and labor relations. On April 12, 2013, in accordance with the City's good governance reforms and updated competitive selection procedures, the City Attorney's Office issued a Request forProposals for legal services regarding employment and labor law. The City received proposals from 22 Tabor and employment firms throughout the state, including Liebert Cassidy. The proposals were subject to an initial screening and written evaluation process by the City Attorney's Office, the Human Resources Director, and the Chief of Police, and top firms were interviewed by the selection panel. Based on the foregoing process, the selection panel concurred that Liebert Cassidy was a top contender, and should continue to assist the City on employment legal matters on an as-needed basis. In addition to providing legal advice on specialized employment issues, Liebert Cassidy has also. been assisting the City Attorney's Office in the defense of several ongoing pension-related lawsuits brought by former City Administrator Bruce Malkenhorst, Sr. The strength of Liebert Cassidy in the areas of employment law and employment litigation is evidenced by the firm's top ranking-in the City's RFP process, as well as its historical knowledge of the City's employment issues and pension structure. In addition, Liebert Cassidy has defended the City vigorously and provided expert legal strategy during ongoing litigation matters: Liebert Cassidy offers competitive billing rates, with partners billing at $325.00 per hour, and associates billing at $19.0.00-265.00 per hour. Fiscal Impact _ The maximum fiscal impact to the City under the proposed contract term is $150,000.00, which takes into account the continued litigation of at least three ongoing employment-related lawsuits. This amount has been.included in the budget for the City Attorney's Office for fiscal year 2014-2015. ATTORNEY SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND LIEBERT CASSIDY WHITMORE FOR PERSONNEL AND LABOR LAW ATTORNEY SERVICES - COVER PAGE Associate Counsel: Liebert Cassidy Whitmore Responsible Principal of Associate Counsel: J. Scott Tiedemann, Managing Partner Notice Information -Associate Counsel: Liebert Cassidy Whitmore 6033 West Century Boulevard, 51'Floor Los Angeles, CA 90045 Attention: J. Scott Tiedemann, Managing Partner Phone: (310) 981-2000 Facsimile; (310) 337-0837 Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Zaynah N. Moussa, Deputy City Attorney Telephone (323) 583-8811 ext. 839 Email: zmoussa@ci.vernon.ca.us Commencement Date: August 1, 2014 Termination Date: July 31, 2015 Consideration: Total not to exceed $150,000.00 (includes all applicable sales tax) Records Retention Period Three (3)years, pursuant to Section 12.2 - 1 - ATTORNEY SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND LIEBERT CASSIDY WHITMORE FOR PERSONNEL AND LABOR LAW ATTORNEY SERVICES This AGREEMENT is entered as of August 1, 2014, between the City of Vernon ("City"), a California charter City and California municipal corporation("City"),and Liebert Cassidy Whitmore, a California corporation ("Associate Counsel"). City and Associate Counsel are collectively referred to herein as the"Parties." RECITALS WHEREAS, the City, acting through its City Attorney, desires to engage Associate Counsel, in association with the City Attorney, to provide advice and assistance in personnel. and labor law matters and related litigation matters, as assigned and;on an as-needed basis; and WHEREAS, Associate Counsel possesses the skills, qualifications and experience necessary to assist as Associate Counsel in said matters; and WHEREAS, the City Attorney of the City of Vernon, herein referred to as "City Attorney,'" is the Chief Legal Advisor for the City and is charged.with the responsibility of protecting the interest of the City, its Council, officers, employees and agents, as provided for by California law and the Charter and ordinances of the City. NOW, THEREFORE, the Parties agree as follows: 1.0 Scope of Services, Associate Counsel hereby is associated as Counsel of Record in association with the City Attorney to perform legal services as may be required from time to time in connection with specific personnel and labor law transactional matters, and assigned litigation matters, including, but not limited to,the following pending cases. In the Matter of the Calculation of Final Com gnsation of Bruc@ V. Malkenhorst. Sr. (CaIPERS Case No. 2012-0671); Bruce V. Malkenhorst. Sr. v. City of Vernon, et al. (Los Angeles Superior Court Case No. BC516321); and Bruce Malkenhorst.Sr, v. State of California. et al. (United States District Court Case No. SACV14-00269). J. Scott Tiedemann, of counsel to Associate Counsel, shall be responsible for the performance of services hereunder, and shall supervise any services performed by other members of Associate Counsel's firm and by its employees. It is understood that the City Attorney is chief counsel of record for all purposes, and Associate Counsel's performance hereunder shall be under the direction and supervision of the City Attorney, that Associate Counsel shall coordinate its services hereunder with the City Attorney to the extent required by -2- said City Attorney, and that all performances required hereunder by Associate Counsel shall be performed to the satisfaction of said City Attorney. 2.0 Time of Performance and Term. The services of Associate Counsel are to commence upon August 1, 2014 ("Effective Date"), and the written assignment of particular matters, and shall be undertaken and completed in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care. This Agreement shall terminate on July 31, 2015. There is one additional, one-year renewal term which the City may elect to exercise according to the terms of this Agreement. There are no further renewal terms beyond that additional and final one-year term. 3.0 Budgeting. - Associate Counsel handling specific City matters will be expected to institute and to adhere to budgeting and planning procedures in the sole discretion of the City Attorney. The general framework of the litigation budgeting and planning procedures is as follows: 3.1 Bud et: 3.1.1 Associate Counsel shall, if requested by the City Attorney, provide a plan and a Budget, or revisions thereof, which will include a projection of recommended steps to be taken in the assigned matter and a range of costs for each step. The Plan and Budget will be reviewed and updated as necessary, at least every`twelve months, or as more frequently requested by the City Attorney. 3.1.2 The budget shall include an estimate of the attorney's hours, fees and disbursements during each phase and activity. 3.1.3 The budget should include the anticipated cost of each line item, the time allotted to complete it and the professional level of the person handling it. 3.1.4 Each line item should be given a code number that can be used in the billing process and in preparation of updated progress reports. 3.1.5. The budget is not a fixed fee agreement and is subject to revision. However, Associate Counsel understands and agrees that failure to timely submits budget or major unjustified deviations therefrom may constitute a breach and result in termination of this Agreement with Associate Counsel. -3- 3.2 Plana 3.2.1 In addition to the budget,Associate Counsel shall prepare a plan, at least every twelve months, or as more frequently requested. The plan will start as an initial evaluation (before substantial costs are incurred) and shall include, with a discussion: a) anticipated total costs; b)the primary issues, and c)tasks toward completion. 3.2.2 The City Attorney shall be consulted by Associate Counsel regarding the component parts of projects/cases handled so that the City Attorney can determine, or secure a determination from the City Council, as appropriate, tactics, strategy and whether a particular activity makes sense from an economic standpoint or can be done more economically in another fashion. 3.2.3 The City Attorney is to be consulted regarding staffing of litigation and is to be advised of any significant shift in staffing. 3.2.4 The City Attorney is to be provided with copies of any billing manuals or directions for billing practices in use by Associate Counsel within thirty (30)days of signing this.Agreement. 4.0 Compensation, Reimbursement and Methods of Payments: 4.1 Compensation. Associate Counsel has established rates for the City of Vernon which are comparable to and do not exceed the best rates offered to other governmental entities in and around Los Angeles County for the same services. Fees for all services provided hereunder by all billers shall be charged in accordance with Exhibit"A", which is attached hereto and fully incorporated herein by reference. Associate Counsel's grand total, not-to-exceed compensation for the term of this Contract shall not exceed the amount of$150,000.00, without prior approval of the City Council and written amendment of this Contract. 4.2 Reimbursement. In addition to the compensation provided above, the City will reimburse Associate Counsel only for the following expenses: printing, copying costs (not to exceed 15 cents a page), long distance telephone calls, faxes, transcription fees, reporter's fees and ground transportation (in the amount set forth by the Internal Revenue Service standard mileage rate). Any other expense (e.g., travel expenses or travel time beyond Southern California) must be approved by the City Attorney in writing and in advance. No compensation shall be allowed for general overhead or support services such as typing, word processing, secretarial time of any nature (normal, overflow or overtime), clerical work, Lexis or Westlaw, equipment rental, -4- calendaring, setting up files, updating files, computer time or service, nor any other expense not itemized in the approved Case Budget or otherwise approved by the City Attorney. There shall be no markups on outside services, 4.3 The City Attorney must approve in advance any single disbursement item in excess of$500.00, including, but not limited to, investigators, copying and experts. Requests for costs exceeding $500.00 shall contain a recommendation of alternative information services, including use of City employees. Associate Counsel will use City Staff in lieu of outside experts whenever feasible. 4.4 The City expects moderation with regard to all expenses. 4.5 Method of Billing. Unless otherwise agreed, Associate Counsel shall provide monthly bills unless charges for a particular month are insignificant. The following information must be provided in monthly bills: A. A detailed description of work, in time increments of A hour (one tenth of an hour)for and by each and every individual billing services. Associate Counsel shall keep the City advised regarding the identity and the billing rates of those people who work on the litigation account or legal matter. B. Identification of the lawyer who is in charge of the matter. C. Detailed disbursement breakdowns, including the nature and purpose of each disbursement. D. Each billing item will be separately stated on a separate line identifying the biller, the time spent and the exact nature of the service rendered. Narrative billing and block billing are unacceptable. For example, if numerous tasks are undertaken in one day, each should be identified with a specified time for performing that task, i.e. a telephone call,a court appearance, a meeting or legal research. All tasks performed on the same day should be entered as separate entries, identifying the time spent on each. Telephone conferences should specify the participants and the subject matter discussed. The City will not pay for vague descriptions for services which do not state the precise nature of the work performed and the need for the work. Words such as "research", "strategy", "analysis", "discovery" "conference"', "preparation", "case management", "memorandum", "correspondence" "telephone call" or "meeting", without an explanation of(1) the specific topic or subject matter, (2) the persons involved, and (3) the need therefor, do not allow accountability and are therefore unreimbursable. - 5- E. The City will not,pay for interoffice conferences among attorneysfbillers unless a conference is a necessary strategy meeting relating to some significant legal issue or event; such as an upcoming trial, and then only one attorney may be billed. Where charges are made for conferences, the specific reason and need for each conference must be stated in detail, and the participants identified, F. Where charges are made for research time, the specific issue being researched and the need must be identified. City has retained Associate Counsel for its expertise, and therefore expects not to be billed for introductory or background research; The City will not pay for attorneys, law clerks and paralegals educating themselves or doing work of a transient nature on the case. G. The City expects the attorney assigned to the case to handle all significant matters in the case. If other attorneys are assigned to assist the primary attorney, the City must be notified. The City may request that the assigned work be instead handled by the primary attorney. Thus, only those attorneys or persons approved in advance by the City may bill on the case. Resumes will be provided for all persons (other than clerical or secretarial) working on the<case. H. No more than two support staff may bill on a particular case without the prior approval of the City. I. One paralegal may be used. Assignment of work to such paralegal should not result in duplicative work by the;attorneys, or reworking of paralegal's work. Paralegal shall not perform clerical work,such as filing, indexing, date- stamping, organizing, etc., but shall perform work such as research, summarizing depositions, investigation, interviews of witnesses, etc. J. Upon request, each item billed must be coded to a specific budget line item, so a bill may be easily compared with the approved budget. K. A tracking system must be set up to periodically, at least every six months, compare the amount of work completed to a percentage of the budget absorbed. L. The City Attorney reserves the right to request various levels of detail and specific formats (such as columnar comparisons with established budgets). M. The City will not pay for more than one biller doing any task (e.g. two or more attorneys attending the same depositions or the same court appearances, a biller redoing the work of another biller, or duplicative entries for reviewing -6- and analyzing documentation and legal research). However, reasonable time spent by supervising attorneys reviewing the work of associate attorneys is allowed N. Photocopies of deposition transcripts shall be made whenever possible to reduce deposition expenses, O. No finance charge or interest will be paid by the City, nor billed by Associate Counsel. 4.6 Timing of Payment. The City shall pay Associate Counsel for services rendered and costs incurred hereunder, at the rates and in the amounts provided hereunder, on a monthly basis. S:tJ En aagement of Other Counsel, Specialists or Experts. Associate Counsel shall not engage or otherwise incur an obligation to pay other counsel, specialists or experts for services in connection with this Agreement without the prior written approval of the City Attorney: 6.0 Termination of Agreement and Legal Services. Subject to the applicable provisions of the Rules of Professional Conduct of the State Bar of California,this Agreement and all legal services to be rendered hereunder may be terminated at any time by written notice from either party with or without cause. In such event, all finished or unfinished documents, project data and reports, both originals and all duplicate copies, in all forms and media requested by the City, shall immediately be turned over to the possession of City, which owns all such materials. In the event of such termination, Associate Counsel shall be paid for all satisfactory work, unless such termination is made for cause, in which event compensation; if any, shall be adjusted, in the City's sole discretion, in light of the particular facts and circumstances involved in such termination. 7.0 Interest of Members of Local Public Agengy. No member of the governing body of the City, and no other officer, employee or agent of the City who exercises any discretion,function or responsibility in connection with the carrying out of any project to which this Agreement pertains, shall have any personal interest, direct or indirect, in this Agreement. 8.0 Interest of Counsel. Associate Counsel agrees to secure the informed written consent of the City Attorney before accepting any representation adverse to the City (actual or apparent) during the -7- term of this Agreement, and to forego such representation if the City Attorney, in his/her sole discretion, objects for any reason. 9.0 General Procedures: 9.1 Copies of major documents, correspondence and periodic status reports shall be submitted to keep the City Attorney advised of any major developments in the matter. Once the plan is approved, the firm need not advise the City of each and every step being taken, As long as the firm is complying with the plan, the firm should provide periodic reviews and information on significant matters. The City does not, however, want boilerplate routine letters announcing each and every procedural step being taken. 92 All correspondence to the City shall reference the case number and/or subject matter. 10.0 Policy for Investigation and Discoyery Assistance. A copy of the City Attorneys Policy for Investigation and Discovery Assistance is attached hereto as Exhibit"C"which is attached hereto and fully incorporated herein by reference. 11.0. Conflict of Interest. Associate Counsel certifies that no member, officer or employee of the Associate Counsel is an officer or employee of the City of Vernon except to the extent permitted by law. 12.0 Maintenance and Inspection of Records. 12.1 The City and any other Federal, State or local governmental agency, and any of their authorized auditors or representatives, shall have access to, and the right to audit and reproduce any of Associate Counsel's records to the extent the City or such other governmental,agency deems necessary to ensure that City is paying only the amounts to which Associate Counsel is properly entitled or for other purposes relating to the Agreement. 12.2 Associate Counsel shall maintain and preserve all such records for at least three (3)years after termination of the Agreement or until an audit has been completed and accepted in writing by City. Upon written notice by the City, the Associate Counsel shall -8- promptly make all such records available to auditors or other representatives of the City or other governmental agencies. 12.3 If Associate Counsel does not maintain such records in the City of Vernon, Associate Counsel shall either deliver said records at its expense to Vernon or shall promptly reimburse City for all reasonable costs incurred in conducting the audit at a location other than the City of Vernon, including,but not limited to, expenses for personnel, salaries, private auditors, lodging, meals and overhead. 13.0 Indemnity: 13.1 Associate Counsel shall hold harmless, indemnify and defend, and covenants not to sue, the City, its officers, employees, servants, agents, successors and assigns from and against any and all claims, demands,judgments, awards, liability, loss, cost or expense, including attorneys"fees, or any damage whatsoever, including but not limited to death or injury to any person and damage to any property, resulting from the misconduct, negligent. acts, errors or omissions of Associate Counsel or any of its officers, employees or agents arising out of the performance of this Agreement, except such damage as is caused by the sole negligence of the City or any of its officers, employees, servants, agents, successors or assigns. 13.2 This Agreement to indemnify includes, but is not limited to, personal injury (including death at any time) and property or other damage(including, but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to,companies, or corporations, Associate Counsel and its employees or agents, and members of the general public). 14.0 Enforcement of Wage and Hour laws. Eight hours labor constitutes a legal days work. The Associate Counsel, or subcontractor, if any, shall forfeit twenty-five dollars ($25)for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 _g_ hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1'/2 times the basic rate of pay. Livina Wages. In addition, Associate Counsel working on City service contracts of any amount, as to all employees spending time on City contracts shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City contracts. The Current Living Wage Standards are set forth in Exhibit"13 Upon request, certified payroll shelf be provided to the City. 15.0 INSURANCE. Associate Counsel shall, at its own expense, procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Agreement, including any extensions thereto. 15.1 Automobile Liability with minimum limits of at least $100,000/300,000/500,000 if written on a personal automobile liability form, for using a personal vehicle; or an amount,of $500,000 including owned, hired, and non-owned liability coverage if written on a Commercial automobile liability form. 15.2 General Liability with minimum limits of at least$1,000,000 combined single limits written on an Insurance Services Office (ISO) Comprehensive General Liability"occurrence"form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its Council, commissioners, officers, employees, agents and volunteers registered with the City of Vernon must be endorsed on the policy as additional insureds as respects liability arising out of the Associate Counsel's performance of this Agreement. 15.3 Professional Errors and Omissions coverage in a sum of at least $1,000,000. If a claims-made policy is obtained, a "tail"of at least three years shall be purchased if non-renewed within three (3) years of completion:of performance under this Agreement. Applicable aggregates must be identified and claims history provided to determine amounts remaining under the aggregate. 15.4 Associate Counsel shall comply with the applicable sections of the California Labor Code concerning workers" compensation for injuries on the job. Compliance is accomplished in one of the following manners: - 10- 15.4.1 Provide copy of permissive self-insurance certificate approved by the State of California; or 15.4.2 Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with-a minimal limit of$1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its Council, commissioners, officers, employees, and volunteers for losses arising from performance of this Agreement or 15.4.3 Provide an insurance exemption form certifying that no employees subject to workers' compensation law will be used in performance of this Agreement. 15.4.4 Each insurance policy included in this clause shall be endorsed to state that coverage shall not be canceled except after thirty (30)days' prior written notice to City. 15.4.5 Insurance shall be placed with insurers with a Best's rating of no less than B:VIII. 154.6 Prior to commencement of performance, Associate Counsel shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. 15.4.7 Failure to maintain required insurance at all times shall constitute a default and material breach. in such event, Associate Counsel shall immediately notify City and cease all performance under this Agreement until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option (a) procure insurance with collection rights for premiums, attorney's fees and costs against Associate Counsel by way of set-off - 11 - orrecoupment from sums due Associate Counsel, at City's option; (b) immediately terminate this Agreement; or(c)self insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorneys fees and costs, being collectible from Associate Counsel, by way of set-off or recoupment from any sums due Associate Counsel. 16.0 Choice of Forum. The parties hereby agree that this Agreement is to be enforced in accordance with the laws of the State of California, is entered into and/or is to be performed in the City of Vernon and that all claims or controversies arising out of or related to performance under this Agreement shall be submitted to and resolved in a forum within the County of Los Angeles at a place to be determined by the rules of the forum. 17.0 lncoraoration by Reference, This contract incorporates by reference the Request for Proposal and specifications therein, and all attachments, and the Proposal by Associate Counsel, and all attachments; 18.0 Order of Precedence. In case of conflict between the terms of this Agreement and the terms in any document attached as an exhibit or otherwise incorporated by reference, the terms of this Agreement shall strictly prevail. 19.0 E ual Em to ment OpRgrtgnity Practices, Associate Counsel certifies and represents that, during the performance of this Agreement, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital' status. Associate Counsel further certifies that it will not maintain any segregated facilities. The Equal Employment Opportunity Practices provisions are set forth in Exhibit "B". [Signatures Begin on Next Page], - 12 - IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City Liebert Cassidy Whitmore, a California and California municipal corporation corporation By: By: Mark Whitworth, City Administrator Name: Title: -- ATTEST: By: Name: Ana Barcia, Deputy City Clerk Title; APPROVED AS TO FORM: Zaynah N. Moussa, Deputy City Attorney EXHIBIT A EXHIBIT A (Correspondence from Associate Council dated May 12, 2014) LIEBERT CASSIDY WHITMORE. A PROFESSIONAL-:LAW CORPORATION - Los ANGELES I FRESNO I SAN FRAN,CISCO I SAN DIEGO 6033 WEST CUNTUR"OULEVARD,SULTG 500 Los Mum:CALIFORNIA:9004 S Ti(310)981-2000 :F:(31 Q)337-0837 ST1EDEMANNL LCWLBGAL COM May 12;2014 .� (310)9ar2o2z City of Vernon Jf Mark Whitworth CITY ADMINISTRATION City Administrator 4305 Santa Fe Avenue Vernon, CA 90058 Re: Agreement for Special Ser i,ices Dear`Valued Client: Over the past thirty-four years,LCW has built a reputation as the leading public sector labor, employment and education law firm in California by achieving positive results for clients at a substantial value. Our creative legal strategies, our focus on labor, employment and education issues, and our unparalleled depth and breadth of experience set us apart. Expert legal counsel can make the crucial difference in your agency's successful navigation of difficult legal issues---that is why clients entrust L.CW with their most complex problems and their highest stakes negotiations and litigation'. We have not increased rates in three years,but the rising costs of doing business—from the price of office space to health care to employee compensation--necessitates doing so now to ensure that we continue to attract and retain the best legal talent. A schedule of rates is attached. Exceptional legal counsel saves time and money and leads to successful results. We are confident that our new rates will allow us to continue to deliver the best possible legal services at an excellent value. If you have any questions regarding this notice,or any other matter involving our Legal Services Agreement,please do not hesitate to contact me directly. Sincerely, LIEi T CASSIDY WHITMORE Scott Tie emann anaging Partner www.lcwlegal.con LIEEERT CASSIDY WHITMORE FEE SCHEDULE (EFFECTIVE JULY r,2014) HOURLY RATES Partners $325.00 Of Counsel $285.00 Associates $190.00 -$265.00 Paraprofessionals&Litigation Support $75.00 - $150.00 EXHIBIT B EXHIBIT B EQUAL EMPLOYMENT OPPORTUNITY EMPLOYMENT PRACTICES PROVISIONS A. Associate Counsel certifies and represents that,during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Associate Counsel agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on.behalf of Associate Counsel, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Associate Counsel agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Associate Counsel agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. EXHIBIT C EXHIBIT C POLICY FOR INVESTIGATION AND DISCOVERY ASSISTANCE The following sets forth the policy of this office regarding investigation and other assistance in the defense of liability cases involving the City of Vernon or City employees. The objective is to provide current and long-range investigative assistance and guidance on all liability cases. 1. Copies of the summons, complaint and claims investigation reports, if available, will be forwarded to Associate Counsel upon assignment of the lawsuit to defense counsel 2. Associate Counsel, in evaluating the lawsuit, is to advise the City Attorney as to further investigative needs. The services of an investigating agency, approved by the City Attorney, may be requested to assist Associate Counsel in their investigation. The agency is to furnish this office with copies of all its reports. 3. After receiving Associate Counsel's request,the investigating agency commences the specified investigation and outlines its recommendations for additional investigation, but does not commence such additional investigation until specifically requested by Associate Counsel to do so. 4. In addition to investigation, the investigating agency assists with such discovery, needed diagrams, photographs and other information as may be requested by Associate Counsel. 5. Associate Counsel is requested to review the claims investigation file sent with the assignment of defense so as to preclude unnecessary or duplicate.Investigative expenses. 6. Copies of the Vernon Municipal Code and other City documents can be readily obtained from the City Attorney's Office. 7. Attendance at mandatory settlement conferences will include only Associate Counsel and an attorney from the City Attorney's Office. Neither the Claims Coordinator nor investigators shall attend unless specifically requested to do so by this office. EXHIBIT D EXHIBIT D LIVING WAGE PROVISIONS Minimum Living Wages; A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. Paid and Unpaid pays Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers; RECEIVED AUG 2 7 2014 o CITY ADMINISTRATION STAFF REP ORT VERNON GAS & ELECTRIC DEPARTMENT U DATE: September 2,2014 TO: Honorable Mayor and City Council 00"Do FROM: Carlos Fandino Jr.,Director of Gas & Electric RE: Energy Storage Viability Evaluation in Compliance with AB 2514 (Public Utilities Code 2835 et seq.) Recommendation It is recommended that the City Council: T. Find that the approval requested in this staff report (a) is not a "project" under the California Environmental Quality Act (CEQA), because the proposal is to maintain the status quo; and (b) even if it were a project, it would be exempt under CEQA in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on environment;and 2. Adopt the attached resolution to adopt energy storage procurement targets of zero megawatt hours by the end of 2016 and 2020 on the grounds that procurement of energy storage systems is not cost-effective. Background Assembly Bill (AB)2514(Public Utilities Code 2835 et seq.),the energy storage law in California, requires the governing board of each publicly-owned utility (POU)to "determine appropriate targets,if any, for the utility to procure viable and cost-effective energy storage systems..." The California Energy Commission(CEC)was given the responsibility to review the procurement targets and policies that are developed and adopted by POUs to ensure that the targets and policies include the procurement of cost-effective and viable energy storage systems. The CEC then reports to the Legislature regarding the progress made by each local POU serving end-use customers in meeting the requirements of AB 2514. The law establishes definitive deadlines for POU compliance within the statute as follows: 1) A POU has the responsibility to evaluate the cost-effectiveness and viability of energy storage systems in their respective electric systems. Additionally, a POU may also consider various policies to encourage the cost-effective deployment of energy storage systems. The initial evaluation is to take place before October 1, 2014. 2) A POU also possesses the authority to deem any, all or no energy system(s) that are evaluated as being"cost-effective and viable". Taking into account the significant differences between respective POU electric system requirements,the cost-effectiveness and viability of energy storage technology options may vary greatly for each POU. Once the evaluation is complete, no later than October 1, 2014, the Governing body of each POU is required to adopt a target, if appropriate, for the amount of energy storage that the POU will procure by December 31, 2016. Also at this time,the governing body is required to adopt an additional target for the amount of appropriate energy storage the POU will procure by December 31, 2020. Policies to encourage the cost-effective deployment of energy storage systems may also be considered by the Governing body. Each Governing body must reevaluate its procurement targets and any energy storage policies at least once every three years. VG&E staff evaluated the costs and associated benefits of various energy storage projects submitted in response to a Southern California Public Power Authority (SCPPA)request for proposals (RFP)to consider local applications from both a utility and a customer perspective. Over the next fifteen years,the costs of utility-owned and operated energy storage technologies exceed the value of the benefits, and hence, do not provide cost-effective, viable opportunities for VG&E or VG&E customers. More specifically, staff endorses the approach that currently there is no reasonable justification to procure energy storage systems within the City of Vernon for applications of Ancillary Services, outage mitigation, renewable integration, deferral of transmission and distribution upgrades, load leveling, grid operational support or grid stabilization. To meet the City's obligation under AB 2514 while adhering to VG&E's Integrated Resource Plan(IRP), staff proposes that energy storage procurement targets are not adopted by virtue that energy storage is not cost-effective, and therefore not appropriate for the City and City customers. VG&E will, nevertheless, encourage customers to consider this emerging technology where it is cost-effective. Furthermore, staff is committed as required by AB 2514 to reevaluate this finding within three years and return to City Council to reassess this recommendation. Staff fully expects that energy storage will substantially impact the overarching electric power system. Staff will continue to perform due diligence in the analysis of energy storage systems as they continue to move from the research and development realm to the production realm and as the potential benefits of these systems begin to clearly outweigh the costs. Fiscal Impact There is no known fiscal impact. Attachments RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON ESTABLISHING ENERGY PROCUREMENT TARGETS OF ZERO MEGAWATT HOURS BY DECEMBER 31, 2016, AND DECEMBER 31, 2020 WHEREAS, the City of Vernon ("City") is a chartered municipal corporation of the State of California that owns and operates a system for the generation, purchase, transmission, distribution and sale of electric capacity and energy; and WHEREAS, the energy storage law in California, Assembly Bill AB 2514 ("AB 2514") , adopted in 2010, and subsequently revised, mandates the governing board of each publicly-owned utility (POU) to "determine appropriate targets, if any, for the utility to procure viable and cost-effective energy storage systems"; and WHEREAS, by memorandum dated September 2, 2014, the Vernon Gas & Electric staff recommends that the city adopt energy storage procurement targets of zero megawatt hours by December 31, 2016, and December 31, 2020, because energy storage is not cost-effective, and, therefore, not appropriate for the City and City customers for reasons set forth within the City of Vernon Gas & Electric Energy Storage Staff Report, a copy which is attached hereto as Exhibit A. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS : SECTION 1: The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct . SECTION 2 : The City Council of the City of Vernon finds that the actions taken via this resolution (a) do not constitute a "project" under the California Environmental Quality Act (CEQA) , because this resolution causes the city to take no action and (b) even if it were a project, it would be exempt under CEQA, in accordance with Section 15061 (b) (3) , the general rule that CEQA only applies to projects that may have an effect on the environment. SECTION 3 : The City Council of the City of Vernon hereby adopts energy storage procurement targets of zero megawatt hours by December 31, 2016, and December 31, 2020 . SECTION 4 : The City Council of the City of Vernon hereby further finds and determines that procurement of energy storage systems is not cost-effective. SECTION 5 : The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 2nd day of September, 2014 . Name: Title: Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVED AS TO FORM: Scott E. Porter, Deputy City Attorney - 2 - STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, September 2, 2014, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of September, 2014, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) 3 - EXHIBIT A City of Vernon Gas & Electric Energy Storage Staff Report Recommendation Vernon Gas & Electric (VG&E) staff recommends that the City Council adopt a resolution that a target to procure energy storage systems is not appropriate at this time. This recommendation comes from the absence of cost-effective options, a determination required under California law. This recommendation, however, does not inhibit VG&E from evaluating and pursuing cost- effective energy storage solutions that strengthen utility operations in the future. Executive Summary Assembly Bill (AB) 2514 (Public Utilities Code 2835 et seq.),the energy storage law in California, requires the governing board of each publicly-owned utility(POU)to "determine appropriate targets, if any, for the utility to procure viable and cost-effective energy storage systems..." The California Energy Commission (CEC)was given the responsibility to review the procurement targets and policies that are developed and adopted by POUs to ensure that the targets and policies include the procurement of cost-effective and viable energy storage systems. The CEC then reports to the Legislature regarding the progress made by each local POU serving end-use customers in meeting the requirements of AB 2514. The law establishes definitive deadlines for POU compliance within the statute as follows: 1) A POU has the responsibility to evaluate the cost-effectiveness and viability of energy storage systems in their respective electric systems. Additionally, a POU may also consider various policies to encourage the cost-effective deployment of energy storage systems.The initial evaluation is to take place before October 1, 2014. 2) A POU also possesses the authority to deem any, all or no energy system(s) that are evaluated as being"cost-effective and viable". Taking into account the significant differences between respective POU electric system requirements,the cost- effectiveness and viability of energy storage technology options may vary greatly for each POU. Once the evaluation is complete, no later than October 1, 2014,the Governing body of each POU is required to adopt a target, if appropriate, for the amount of energy storage that the POU will procure by December 31, 2016. Also at this time,the governing body is required to adopt an additional target for the amount of appropriate energy storage the POU will procure by December 31, 2020. Policies to encourage the cost-effective deployment of energy storage systems may also be considered by the Governing body. Each Governing body must reevaluate its procurement targets and any energy storage policies at least once every three years. VG&E staff evaluated the costs and associated benefits of various energy storage projects submitted in response to a Southern California Public Power Authority (SCPPA) request for proposals (RFP)to consider local applications from both a utility and a customer perspective. Over the next fifteen years,the costs of utility-owned and operated energy storage technologies exceed the value of the benefits, and hence, do not provide cost-effective, viable opportunities for VG&E or VG&E customers. More specifically, staff endorses the approach that currently there is no reasonable justification to procure energy storage systems within the City of Vernon for applications of Ancillary Services, outage mitigation, renewable integration, deferral of transmission and distribution upgrades, load leveling, grid operational support or grid stabilization. To meet the City's obligation under AB 2514 while adhering to VG&E's Integrated Resource Plan (IRP), staff proposes that energy storage procurement targets are not adopted by virtue that energy storage is not cost-effective, and therefore not appropriate for the City and City customers. VG&E will, nevertheless, encourage customers to consider this emerging technology where it is cost-effective. Furthermore, staff is committed as required by AB 2514 to reevaluate this finding within three years and return to City Council to reassess this recommendation. Staff fully expects that energy storage will substantially impact the overarching electric power system. Staff will continue to perform due diligence in the analysis of energy storage systems as they continue to move from the research and development realm to the production realm and as the potential benefits of these systems begin to clearly outweigh the costs. Energy Storage Background The purpose of energy storage systems is to absorb energy, store it for a period of time with minimal loss, and then release it when appropriate. When deployed in the electric power system, energy storage provides flexibility that facilitates the real-time balance between electric supply and demand. Maintaining this balance becomes more challenging as the contribution of electricity supplied by intermittent renewable resources expands. Typically the balance between supply and demand is achieved by keeping some generating capacity in reserve to ensure sufficient supply at all times and by adjusting the output of fast- responding resources such as hydropower. Energy storage systems, however, have the potential to perform this role more efficiently. Rechargeable batteries are the most familiar form of energy storage technology. Large battery energy storage systems can be connected to the transmission grid to absorb excess wind or solar power when demand for electricity is low and, in turn, release the power when demand is high. Energy Storage Technologies There are numerous energy storage technologies with varying performance ranges suitable for key electrical applications. The preceding is a brief description of the most notable technologies in this developing industry. Pumped Hydro Pumped hydroelectric energy storage is a mature, commercial utility-scale technology that is currently in operation at many locations throughout the country. Pumped hydro draws off-peak electricity to pump water from a lower reservoir to a reservoir located at a higher elevation. When demand for electricity is high, water is released from the upper reservoir, run through a hydroelectric turbine and deposited once again in the lower reservoir in order to generate electricity. This application has the highest capacity of the energy storage technologies that were studied. The output is only limited by the volume of the upper reservoir. Projects can be sized up to 4000 MW and operate at approximately 76%-85% efficiency. Pumped hydro plants can have a service life of 50 years, yielding rapid response times that warrant participation in voltage and frequency regulation, spinning and non-spinning reserve markets, arbitrage and system capacity support. While the siting, permitting, and associated environmental impact processes can take many years, there is growing interest in re-examining opportunities in pumped hydro. Figure 1 Pumped Storage Hydro UPPERitESERVOCF LOWER RESEAYWR GENERATING MODE PUMPING TQ STGRAGE MODE (Source:ClimateTechWiki) Compressed Air Energy Storage (CAES) CAES uses off-peak electricity to compress air and store it in an underground reservoir or in above ground pipes. When demand for electricity is high,the compressed air is heated, expanded, and directed through a conventional turbine-generator to produce electricity. Underground CAES storage systems are most cost-effective with storage capacities up to 400 MW and discharge times of between 8 and 26 hours. Siting CAES plants requires locating and verifying the air storage integrity of an appropriate geologic formation within a service territory of a given utility. CAES plants employing aboveground air storage would typically be smaller capacity plants on the order of 3 to 15 MW with discharge times of between 2 and 4 hours. Aboveground CAES plants are easier to site but more expensive to build. Figure 2 Compressed Air Energy Storage DEPLETED GAS RESERVOIR A (Source:PGE) Lead-Acid Batteries Lead-acid is the most commercially mature rechargeable battery technology in the world. Valve regulated lead-acid (VRLA) batteries are used in a variety of applications, including automotive, marine,telecommunications, and UPS systems.Transmission and distribution applications are rare for these batteries due to their relatively heavy weight, large bulk, cycle-life limitations and maintenance requirements. Serviceable life can vary greatly depending on the application, discharge rate, and the number of deep discharge cycles. Battery price can be influenced by the cost of lead,which is a commodity. Finally,very limited data is available regarding the operation and maintenance costs of lead-acid based storage systems for grid support. Figure 3 Lead-Acid Battery Storage (Source: Energy Source Publishing) Flow Battery Vanadium redox batteries are the most mature type of flow battery systems available. In flow batteries, energy is stored as charged ions in two separate tanks of electrolytes, one of which stores electrolyte for positive electrode reaction while the other stores electrolyte for negative electrode reaction. Vanadium redox systems are unique in that they can be repeatedly discharged and recharged. Like other flow batteries, many variations of power capacity and energy storage are possible depending on the size of the electrolyte tanks. Vanadium redox systems can be designed to provide energy for 2 to 8 hours depending on the application. The lifespan of flow-type batteries is not significantly impacted by cycling. Suppliers of vanadium redox systems estimate the lifespan of cell stacks to be 15 or more years. Figure 4 Flow Batteries (Source:Construction2l.eu) Lithium-Ion (Li-ion Rechargeable Li-ion batteries are commonly found in consumer electronic products,which make up most of the worldwide production volume of 10 to 12 GWh per year. A mature " technology for consumer electronic applications, Li-ion is positioned as the leading platform for plug-in hybrid electric vehicle (PHEV) and electric vehicles (EV). Given their attractive cycle life and compact nature, in addition to high efficiency ranging from 85%-90%, Li-ion batteries are being considered for utility grid-support applications such as distributed energy storage, transportable systems for grid-support, commercial end-user energy management, home back-up energy management systems, frequency regulation, and wind and photovoltaic smoothing. Figure 5 Lithium Ion Battery 'i (Source:Clean Technica) Flywheels Flywheels are shorter energy duration systems that are not generally attractive for large-scale grid support applications that require many kilowatt-hours or megawatt-hours of energy storage. They operate by storing kinetic energy in a spinning rotor made of advanced high- strength materials, charged and discharged through a generator. Flywheels charge by drawing off-peak electricity from the grid to increase rotational speed, and discharge when demand is high by generating electricity as the wheel rotation slows. Flywheels enjoy a very fast response time of 4 milliseconds or less, can be sized between 100 kW and 1650 kW and may be used for short durations of up to 1 hour. Flywheels possess very high efficiencies of about 93%with a lifetime estimated at 20 years. Because flywheel systems are quick to respond and very efficient, they are being positioned to provide frequency regulation services. Figure 6 Flywheels t_ (Source:Beacon Power) Energy Storage Assessment Tool Navigant consulting was contracted by participating SCPPA utilities to create a framework and decision making tool for identifying, quantifying, and monetizing the benefits of energy storage projects. In the framework, potential benefits are substantiated differently depending on the system characteristics unique to each electric utility. Benefits are realized by analyzing energy storage in the three fundamental categories of load leveling, grid operational support and grid stabilization. Within these categories, each application of energy storage can lead to different economic, reliability, and environmental benefits. Inputs specific to the VG&E system were initially populated in The Navigant Energy Storage Assessment Tool.These inputs included information such as project location, project owner, regulatory environment and technology type. Cost and performance data including installed cost, operation and maintenance costs, round trip efficiency and cycle life were then loaded into the tool. Finally, based upon the applications selected, additional inputs were populated in order to calculate benefits, such as the capacity of energy storage, market pricing and rate structures. After inputting and running applicable cases through the assessment tool,the product of the tool is realized in the form of net present costs and benefits of the project. These results were then analyzed by staff. The tool itself has gone through extensive review and usage. Sandia National Labs and the US Department of Energy(DOE) have both conducted formal peer reviews of the framework.The DOE has adopted this framework for use by the 16 recipients of the Smart Grid Demonstration program to quantify the costs and benefits of energy storage demonstration projects. Energy Storage Applications and Associated Assumptions In conjunction with the SCPPA Energy Storage Working Group and Navigant Consulting, VG&E staff identified 3 basic areas to apply energy storage technologies in relationship to the electrical system. 1) Load Leveling 2) Grid Operational Support 3) Grid Stabilization Based on this broad range, electricity storage can potentially provide services at the generation, transmission, distribution and customer (behind the meter) levels. Load Leveling Load Leveling in general terms refers to the practice of generating power off peak when prices and demand are low and using or dispatching this power on peak when prices and demand are high. Four basic areas of Load Leveling are as follows: 1) Renewable Energy Shifting—The process of capturing electricity generated from renewable sources during periods of over-generation or low demand then, in turn, dispatching the stored electricity to the grid in times of high demand. 2) Wholesale Arbitrage—This method takes advantage of a price difference between markets by capitalizing and profiting from the imbalance between them. 3) Retail Market Sales—The practice of capturing electricity off peak in order to sell to the retail market at on peak pricing for profit. 4) Asset Management—Energy Storage technologies can be used to store and dispatch certain amounts of electricity so that generating units may be run at the most efficient output level. This practice can save wear and tear on the generating units by allowing them to run in an optimal state. Vernon Gas & Electric Assumptions and Approach to Load Leveling VG&E does not own any renewable resources and outright ownership of renewable projects is not projected within the VG&E integrated resource plan (IRP) at this time. As a consequence, renewable energy shifting is not applicable to the City at this time and hence, was not considered a viable case to run through the Navigant Energy Storage Assessment Tool in order to determine the cost effectiveness of energy storage. Wholesale arbitrage is a practice that VG&E currently employs,therefore, arbitrage presented a valid, tangible case to run through the Assessment Tool in order to determine the cost effectiveness of energy storage. As stated in the Navigant Energy Storage Framework, economic benefits in the form of market revenue can be realized by the installation of an energy storage system for the purpose of wholesale arbitrage. Retail Market Sales are handled by the California Independent System Operator(CAISO), the balancing authority for VG&E and therefore, do not present a case worthy of evaluation. VG&E does not own and operate significant generating units to the scale that could benefit from strategic asset management. Grid Operational Support Grid Operational Support can be defined as ancillary services utilized to effectively match supply to demand. These services are typically performed by an Independent System Operator to maintain the reliability of the electric grid. Five different areas were examined with respect to grid operation support applications: 1) Load Following—an ancillary service concerned with maintaining grid balance by adjusting power as demand for electricity fluctuates throughout the day. 2) Operating Reserves—an ancillary service charged with maintaining extra capacity that can be called upon when some portion of the normal electric supply resources suddenly become unavailable. 3) Frequency Regulation—an ancillary service tasked with managing energy flows to reconcile momentary differences between supply and demand. 4) Renewable Energy Capacity Firming—an application using energy storage to produce more consistent power output when renewable resources temporarily drop. 5) Black Start—an ancillary service responsible for providing power to a conventional generator in order to restart after a partial or full shutdown. Vernon Gas & Electric Assumptions and Approach to Grid Operational Support: As a metered subsystem of the CAISO,the balancing authority is responsible to provide the services that enable the matching of supply to demand. As merely a market participant,VG&E relies upon and pays the CAISO for these contracted services. Grid Stabilization Grid Stabilization involves improving reliability. Grid Stabilization can be divided into four components as follows: 1) Renewable Energy Ramping—Using energy storage to mitigate volatility from low wind conditions and high wind cutout. Cut out speed,typically between 45 and 80MPH, causes a turbine to shut down, ceasing power generation. 2) Renewable Energy Smoothing—Solar and wind resources are intermittent on a second to second basis. Energy storage can assist in smoothing the output volatility of these resources,thus, improving power quality. 3) Backup Power—Energy Storage may be used to ensure highly reliable electric service. In the event of a system disruption, energy storage can be used to ride through the outage. 4) Power Quality—Energy Storage technologies have the potential to function as capacitors and transformer tap changers by providing voltage support for localized reactive power issues. Vernon Gas & Electric Assumptions and Approach to Grid Stabilization: As previously stated, VG&E does not own any renewable resources and outright ownership of renewable projects is not projected within the VG&E integrated resource plan (IRP) at this time. In addition, as a market participant,the CAISO provides these services as the control area balancing authority. Backup power was discussed in the process of conducting this feasibility study, however, backup power was not considered as a possible application to run through the Assessment Tool. Calling upon an energy storage device to keep services up during a distribution outage carries with it a host of issues. The energy storage device could not be brought online seamlessly to mitigate customers being impacted by the outage due to safety and technical reasons. The energy storage device, if brought online in this scenario could contribute to a fault causing more profound damage. VG&E customers that might benefit from this type of system are either on an interruptible contract or have redundant power feeds to their facilities. Last, VG&E ranks in the top 10 percent industry-wide in terms of average outage duration and average outage frequency according to a 3 d party reliability benchmarking study utilizing the IEEE 2.5 beta methodology (the accepted industry standard). In terms of power quality, VG&E nominal voltage is very strong, enjoying a power factor of approximately 98%. VG&E has a very stable industrial load and has short distribution feeder circuits with considerable capacity. As stated in the Navigant Energy Storage Framework, improved power quality is a potential benefit of integrating an energy storage technology into the existing electric system. However,without any substantial power quality issues,there was no need to evaluate energy storage for this purpose. Additional Assumptions and Approach to Running Cases in the Energy Storage Assessment Tool Deferral of Distribution System Upgrades Seeing that VG&E does not own or operate significant generation or transmission resources, the focus of this feasibility study centered on the VG&E distribution system. Energy Storage systems can defer the need for distribution system upgrades. Typically, as systems evolve and grow, upgrades are made to serve loading requirements and meet the needs of customers. Installing Energy Storage systems on impacted feeders that are near full-load capacity can defer or eliminate the need for large capital investments to upgrade the system in that specific region. Assuming that the storage system reduces loading on existing equipment,the energy storage system could improve or increase the life of the existing distribution equipment, including transformers and cables. VG&E management stated that, R.W. Beck Inc. was retained to perform a comprehensive assessment on the VG&E electric distribution system. In their most recent study, R.W. Beck recommended that system upgrades be implemented when the City peak load reached 400 MW. As the national economy has struggled since the mid 2000's,the VG&E load has remained flat and peak load is currently 193 MW.The VG&E resource planning group, in performing a ten year forecast does not see any appreciable load growth, and therefore, deferral of distribution system upgrades was not an application staff considered when running cases in the Energy Storage Assessment Tool Reliability VG&E runs an extremely reliable electric distribution system as evidenced by a 2012 benchmarking study conducted by PA Consulting. The nation-wide survey concluded that VG&E ranks in the top ten percent for reliability industry-wide. On average,VG&E customers spent 37 minutes during the year without power (SAID[—System Average Interruption Duration Index). In addition, the number of outages the typical VG&E customer experienced during 2012 was less than 1 or .46 (SAIFI —System Average Interruption Frequency Index). In other words, more than half of VG&E customers experienced no interruptions in 2012. SAIR SAIDI 1.40 140.00 1.20 120.00 1.00 100.00 0.80 80.00 0.60 60.00 0. 0.00 0.20 20 _ _ 20.00 0.00 0.00 Vernon Publicly Investor Industry Vernon Publicly Investor Industry Owned Owned Owned Owned Utilities Utilities Utilities Utilities System Average Interruption Frequency Index System Average Interruption Duration Index Since 2007, VG&E experiences on average, 32 electrical system outages per year. Outages in the City of Vernon are typically caused by events that are beyond control such as metallic balloons, vehicles striking utility poles, birds and weather related circumstances. Overhead Supply to City Equipment 6% 14% 6% Underground Unknown Equipment 3% 3% Weather Other 6% b% Animals Human 12% 3% Metallic Balloon Trees 41% 0% As stated in the Navigant Energy Storage Framework, reduced outages can be a potential measurable benefit of implementing an energy storage technology. However, with a robust system, a manageable amount of outages, reliability in the top ten percent nation-wide, the need for an energy storage system to bolster reliability did not present itself and consequently was not considered. Electrical System Characteristics The Vernon Gas & Electric system enjoys a stable load base. The City of Vernon is very unique as the city motto would suggest, as it is "exclusively industrial." The utility is focused on supporting the electrical needs of the industrial manufacturing processes that define the City's customer base. Vernon Gas & Electric offers time-of-use (TOU) rates to many of the larger industrial users. This type of rate structure encourages off peak activities for many of these larger customers. All of these factors combine to produce an extremely stable load profile and very high load factor (i.e. the peak load is not significantly higher than the average load). Due to the efficiency, capacity, and stable nature of the electrical system, along with the TOU incentives to the customers to perform high usage processes off peak,there is no significant need for energy storage peak shifting especially considering its high cost at this time. July 2013 Load 200 ll I I 150 [ AAA Ah_h-� A F i -... - - .. 100 Actual Load 50 { Average Load 9 Load Factor:73% o !-- --- -----�. ___. —--------- --- -------- 7/1/2013 7/6/2013 7/11/2013 7/16/2013 7/21/2013 7/26/2013 7/31/2013 January 2013 Load 200 E f i f 150Ah Ah V M M N V V V V -V V V V V V 100 ; _ II\J 50 `.. Actual Load Average Load Load Factor:74% 1/1/2013 1/6/2013 1/11/2013 1/16/2013 1/21/2013 1/26/2013 1/31/2013 VG&E Cost Effectiveness Methodology SCPPA RFP for Renewable and Energy Storage Projects The RFP process is one power procurement method that the City uses to purchase electric and gas products. VG&E works with Southern California Public Power Authority (SCPPA)to gain greater access to a broader pool of power resources, through a competitive power procurement bidding process. In accordance with California Renewable Energy Resources Program (Public Resources Code sec. 25740) and the California Renewables Portfolio Standard Program (Public Utilities Code sec. 399), including amendments enacted in 2011 by passage of California Senate Bill X12 (SB X12), and energy storage, on February 1, 2014, SCPPA launched a Request for Proposals to electric market participants for competitively-priced Renewable Energy and Energy Storage Projects. The RFP asked vendors to provide details such as: project description, name and location, contract quantity, installation costs and the delivery term for the benefit of SCPPA Member Agencies. Between February 2014 and June 2014, SCPPA received 12 proposals for energy storage projects. All 12 proposals came from vendors touting the benefits of Lithium Ion and Flow batteries for energy storage purposes. As VG&E attempted to take a comprehensive, prudent and reasonable approach to assess the merits of energy storage as a feasible and valuable platform,the substantive, tangible results of an RFP proved the obvious foundation to start from. This cornerstone advanced the assumption that VG&E would evaluate battery technologies only at the pricing submitted in the RFP responses versus evaluating hypothetical scenarios. VG&E Approach to Use of the Navigant Energy Storage Assessment Tool VG&E staff evaluated all proposals submitted to the SCPPA RFP for Energy Storage Projects using the Energy Storage Assessment Tool developed by Navigant Consulting firm. The Navigant tool identifies and quantifies the benefits and associated costs of each operational Energy Storage project. The tool takes into account all benefits including those that accrue to the asset owner, ratepayer/consumer, and societal stakeholders. The tool determines potential benefits and estimates the monetized value for each energy storage project based on the project details and application specified by VG&E. The tool also optimized the size,type, and location of the Energy Storage system. Energy Storage Applications Benefit Basis VG&E staff utilized a basic net present value analysis in evaluating each energy storage technology. In this analysis, the present value of expected costs is subtracted from the present value of expected benefits for the lifetime of the Energy Storage project. The following sections discuss the major components of benefit and cost that were used in the model. Market Energy&Market Revenue The primary benefit evaluated by VG&E staff for Lithium Ion and Flow battery technologies is energy arbitrage revenues. Wholesale energy market revenue is calculated as a function of the difference between wholesale on-peak and off-peak LMP (locational marginal pricing or node pricing) prices of electricity and total energy discharged by the energy storage project for arbitrage. VG&E researched historical day-ahead hourly LMP prices at Vernon Substation PNode to arrive at annual estimates of on and off-peak pricing data used in the model to quantify the upper bound of profit ($/MWh)that may be realized for energy arbitrage. Emission Reduction Benefits Electricity storage can reduce electricity peak demand and thereby reduce feeder losses.This process translates into a reduction in emissions if peak generation is produced by fossil-based electricity generators. However, since electricity storage has an inherent inefficiency associated with it, electricity storage could increase overall emissions if fossil fuel generators are used for charging. Alternatively, by providing certain ancillary services, storage can enable conventional generation resources to be operated at more optimal conditions resulting in an emissions benefit. Finally, storage can yield a reduced emissions benefit by enabling greater utilization of renewable resources. The modeled system benefits estimated through comparing a portfolio without-storage and a portfolio with-storage include: • Total quantity of monitored emissions, including nitrogen oxide (NOX), sulfur oxide (SOX), Particulate Matter(PM) Emissions, and carbon dioxide (CO2) • The anticipated or current market price of carbon, SOX, NOX,total cost of serving energy ($) and the PM emissions • Total opportunity cost of reducing COz, NOX, SOX, and PM emissions. Energy Storage Technology Cost Basis SCPPA RFP responses were the VG&E source of cost data for battery storage systems used in the model. A summary of energy storage costs considered in the analysis include: • Investment cost of storage. The Energy Storage system capital expenditure (CAPEX) is calculated as a function of the size of the units and the battery type. During the analysis period, storage units are replaced based on estimated actual life. Storage actual life is calculated as a function of the number of charge/discharge half-cycles and the amount of energy that is charged/discharged in each half-cycle, and its calendar life. A fixed charge rate is used to levelize the total cost. • Cost of replacement. The cost of replacing storage at the end of its actual life is assumed to be a fraction of initial investment cost.The number of replacements during the project analysis period depends on the storage actual life. • Operation and maintenance cost. Annual operation and maintenance costs are assumed to be proportional to storage power capacity. • Cost of electricity.This cost element is defined as the cost of energy used to charge the battery. A set of electricity wholesale price time series data is used to approximate the cost of electricity. To evaluate the cost-effectiveness of energy storage under a range of cost information that was provided by battery vendors to the SCPPA RFP,VG&E staff used average values of the battery storage device by type (Lithium-Ion and Flow Battery)to conduct the analysis. Inherent Risk There are some true challenges when assessing the feasibility of energy storage systems that cannot necessarily be accounted for in using the Energy Storage Assessment tool. First and foremost, energy storage technologies at the grid level are not mature and do not have a long track history that can be analyzed. Attempting to calculate the cost of emerging technologies is problematic in that many of the technologies still find themselves in the research,testing and development stage rather than in an actual production or in-service environment. Being a small scale publically owned utility subject to many budgetary constraints, the approach to procuring energy storage technologies as a viable, cost effective component of the electrical system must take place after thorough vetting and after considerable in service data is available. One component VG&E places a high priority on is safety to personnel. Limited safety data is available when considering emerging technologies that are still in the development stage. Last,with newer technologies and relatively short life expectancy, accurate replacement costs are simply not available. When attempting to perform a rigorous cost-benefit analysis, valuating the replacement cost of various energy storage technologies is speculative at best. Energy Storage Modeling Results: Lithium Ion Battery A 10 MW, 40 MWh Lithium Ion battery storage system participating in CAISO wholesale market from 2017 to 2031 has a Net Negative Present Value of$44 million. Results indicate that the installation of a Lithium Ion battery storage system for arbitrage is not cost-effective. The 15 year annual revenues and costs for the Lithium Ion battery storage system are graphed in Figure 1. The large capital expenditure is derived from the construction and installation of the storage device. Annual loan payments are then made to pay down the remaining principal on the loan at the fixed charge rate of 11% over the 15 year life. Operating and maintenance (O&M) costs and imbalance energy costs represent the other costs incurred by the storage device. Every 15 years, the entire battery stack is replaced because of the annual reduction in energy capacity due to cycle life degradation. The total revenue generated by energy arbitrage and cost savings for reducing COZ, NOX, SOX, and PM emissions are depicted in orange. Figure 1:Chart of 15 Year Revenues for Lithium Ion Battery Lithium Ion Arbitrage Cost Benefit Analysis i I i R 2 A129,200.100 I " iCAPEX rl4t ` Disposal { j j .544, 1,000.00 I s`20,1�6,384.00 1$2,210,131.00 P 1 I 1 -- i so $10, ,000 $2 ,000 $30,000,000 $40,000,000 $ ,000 $ ,000,000 fl, ,D4mQ Energy Storage Modeling Results: Flow Battery A 10 MW, 40 MWh Flow battery storage system participating in CAISO wholesale markets from 2017 to 2031 has a Net Negative Present Value of$33 million. Results indicate that the installation of a Flow battery storage system for arbitrage is not cost-effective.The 15 year annual revenues and costs for the Flow battery storage system are graphed in Figure 2. The large capital expenditure in originates from the construction and installation of the storage device. Annual loan payments are then made to pay down the remaining principal on the loan at the fixed charge rate of 11%over the 15 year life. Operating and maintenance (O&M) costs and imbalance energy costs represent the other costs incurred by the storage device. Every 15 years the entire battery stack is replaced because of the annual reduction in energy capacity due to cycle life degradation. The total revenue generated by energy arbitrage and cost savings for reducing CO2, NOX, SOX, and PM emissions is depicted in orange. Figure 2:Chart of 15 Year Revenues for Flow Battery Flow Battery Arbitrage Cast Benefit Analysis i Benefit , i i x i ' CAPFA t +Q i4T j Dismal $11,!66,380.00 E M.06 C j i so 1 ;3 20, ,0€?4 S30, ,0( 3 `.Afl,00,000 $-%'0W'G'00 $60,0W,000 SMW0,000 Conclusion VG&E staff performed a thorough evaluation of the cost and associated benefit of various energy storage projects submitted in response to the SCPPA RFP for local energy storage applications, both from a utility and a customer perspective. Over fifteen years of storage actual life,the costs of utility-owned and operated energy storage technologies exceed the value of the benefits, and hence, do not provide cost-effective, viable opportunities for VG&E or VG&E customers. More specifically, VG&E staff endorses the approach that currently there is no reasonable justification to procure energy storage systems within the City of Vernon for applications of ancillary services, outage mitigation, renewable integration, deferral of transmission and distribution upgrades, load leveling, grid operational support or grid stabilization. To meet the City's obligation under AB 2514 while adhering to VG&E's Integrated Resource Plan (IRP), staff proposes that energy storage procurement targets are not adopted by virtue that energy storage is not cost-effective, and therefore inappropriate for the City and City customers. VG&E will, nevertheless, encourage customers to consider this emerging technology where it is cost-effective. Furthermore, AB 2514 requires that the City reevaluate this determination regarding the viability to procure an energy storage target within three (3) years. VG&E staff will return to the City Council to reassess the position recommended in this Staff Report within that time frame. It is the belief of the VG&E staff that in the long term, energy storage is expected to have an impactful role in the overarching electric power system. Staff will continue to perform due diligence in the analysis of energy storage systems as they continue to mature from the research and development realm into the production realm and as the potential benefits of these systems begin to clearly outweigh the costs. RECEIVED AUG 2 7 2014 o ® 14V11 �Gt�, CITY ADMINISTRATION PUU Ry`S���C STAFF REPORT VERNON GAS & ELECTRIC DEPARTMENT t DATE: September 2,2014 TO: Honorable Mayor and City Council M FROM: Carlos Fandino Jr., Director of Gas & Electric RE: Approval of a services agreement with Power Engineers, Inc., in response to the Request for Proposals for Distributed Generation Impact Study Recommendation It is recommended that the City Council: 1. Find that awarding the agreement as outlined in the staff report is exempt under the California Environmental Quality Act (CEQA) in accordance with Section 1506 1(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment; and 2. Approve and authorize the execution of a services agreement with Power Engineers, Inca ("PEI"), for services regarding a distributed generation impact study, in substantially the same form as submitted herewith, for a grand total compensation amount not-to-exceed $218,780.00 over the one year term of the agreement. Background The City of Vernon Zoning Code allows generating facilities, power plants, and cogeneration facilities to be built subject to a City issued Conditional Use Permit. Individuals and businesses within the City have inquired about investing in Distributed Generation to either lower on-site energy demand or to export the energy via the Vernon Gas & Electric (VG&E) distribution system. Harnessing this interest will require the development of smart, customer-focused policies that provide a stable and certain environment in which customers can make informed investments in DG systems. In May 2013, the City Council approved a moratorium on new generating facilities to allow the city to evaluate the potential impacts of these generation facilities. VG&E currently has a Net Metering Program for solar and Wind Turbine renewable energy generating facilities in place; however, to address the issue of local distribution generation, VG&E is seeking consulting expertise to prepare a report assessing the impact of permitting distributed generation (DG) facilities within the City to identify the advantages and disadvantages for the public and VG&E of permitting such generation of electricity. The City has selected a firm, based on demonstrated competence and responsiveness to the RFP. The firm will design, conduct, and assist in assessing the impact of electric generating facilities to be operated by or for a customer and/or producer to supplement or serve the customer's electric services requirements that would otherwise be served by VG&E. On June 5, 2014, City staff properly publicized the Request for Proposal (RFP) for Distributed Generation Impact Study for .the City of Vernon, pursuant to Vernon Municipal Code section 217.14. VG&E understands that effective July 1, 2014, the City implemented a new Municipal Code provision that requires all RFPs to be sent to at least five (5) vendors that are likely to qualify to submit a bid or proposal. VG&E took a proactive approach to formally invite nine (9) potential participants along with the Southern California Public Power Authority (SCPPA) to ensure that the public within the SCPPA community was aware of the RFP issued for Distributed Generation Impact Study Services. The City received a total of four timely and responsive proposals from qualified firms. Of the four respondents, three were interviewed to explore the breadth of their respective approaches. A panel of City staff was assembled, conducted interviews, and collaborated to select the most suitable firm to perform the distributed generation impact study. After thorough review, PEI was selected for the bid award. The total cost for their services, per their proposal, is estimated to be $218,780. In light of the foregoing, it is recommended that Council approve the award of a contract to PEI for a one (1) year term at an amount not-to-exceed $218,780. Fiscal Impact The proposed amount is $218,780 for the consulting services. This project was not specifically identified in the 2014-2015 budget, but funds have been allocated for generic consulting services which will accommodate this expense. Attachments SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND POWER ENGINEERS, INC., FOR SERVICES REGARDING A DISTRIBUTED GENERATION IMPACT STUDY COVER PAGE Contractor: Power Engineers, Inc. Responsible Principal of Contractor: Dev D. Birla, Project Manager Notice Information - Contractor: Power Engineers, Inc. 731 E. Ball Road, Suite 100 Anaheim, CA 92805 Attention: Dev D. Birla, Project Manager Phone: (714) 507-2732 Facsimile: (714) 507-2799 Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Carlos Fandino, Director of Gas & Electric Department Telephone: (323) 583-8811 ext. 834 Facsimile: (323) 826-1408 Commencement Date: September 2, 2014 Termination Date: September 1, 2015 Consideration: Total not to exceed$218,780 (includes all applicable sales tax); and more particularly described in Exhibit C Records Retention Period Three (3) years, pursuant to Section 9.19 1 SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND POWER ENGINEERS, INC., FOR SERVICES REGARDING A DISTRIBUTED GENERATION IMPACT STUDY THIS Contract is made between the City of Vernon ("City"), a California charter City and California municipal corporation ("City"), and Power Engineers, Inc., an Idaho corporation ("Contractor"). The City and Contractor agree as follows: 1.0 EMPLOYMENT OF CONTRACTOR. City agrees to engage Contractor to perform the services as hereinafter set forth as authorized by the City Council on September 2, 2014. 2.0 SCOPE OF SERVICES. 2.1 Contractor shall perform all work necessary to complete the services set forth in the Request for Proposals issued June 5, 2014, Exhibit "A", and Contractor's proposal to the City ("Proposal") dated July 16, 2014, Exhibit "B", both of which are attached to and incorporated into this Contract, by reference. 2.2 All services shall be performed to the satisfaction of City. 2.3 All services shall be performed according to the accepted standards of skill, care, and diligence then prevailing in the engineering profession. 3.0 PERSONNEL. 3.1 Contractor represents that it employs, or will employ, at its own expense, all personnel required to perform the services under this Contract. 3.2 Contractor shall not subcontract any services to be performed by it under this Contract without prior written approval of City. 3.3 All of the services required hereunder will be performed by Contractor or by City-approved subcontractors. Contractor, and all personnel engaged in the work, shall be fully qualified and authorized or permitted under State and local law to perform such services and shall be subject to approval by the City. 2 4.0 TERM. The Contractor shall commence the delivery of services on receipt of a written notice to proceed and shall complete the services on the schedule set forth in Exhibit "C". The term of this Contract shall commence on September 2, 2014 and it shall continue until September 1, 2015, unless terminated at an earlier date pursuant to the provisions thereof. 5.0 COMPENSATION AND FEES. 5.1 Contractor has established rates for the City of Vernon which are comparable to and do not exceed the best rates offered to other governmental entities in and around Los Angeles County for the same services. For satisfactory and timely performance of the services, the City will pay Contractor in accordance with the payment schedule set forth in Exhibit "C". 5.2 Contractor's grand total compensation for the entire term of this Contract, including change orders, shall not exceed $218,780.00 without the prior authorization of the City Council and written amendment of this Contract. 5.3 Contractor shall, at its sole cost and expense, furnish all necessary and incidental labor, material, supplies, facilities, equipment and transportation which may be required for furnishing services pursuant to this Contract. Materials shall be of the highest quality. The above Contract fee shall include all staff time and all clerical, administrative, overhead, insurance, reproduction, telephone, air travel, auto rental, subsistence, and all related costs and expenses. 6.0 PAYMENT. 6.1 As scheduled services are completed, Contractor shall submit to the City an invoice for the services completed, authorized expenses, and authorized extra work actually performed or incurred according to said schedule. 6.2 Each such invoice shall state the basis for the amount invoiced, including a detailed description of the services completed, the number of hours spent, reimbursable expenses incurred and any extra work performed. 6.3 Contractor shall also submit a progress report with each invoice that 3 describes in reasonable detail the services and the extra work, if any, performed in the immediately preceding calendar month. 6.4 Contractor understands and agrees that invoices which lack sufficient detail to measure performance will be returned, when feasible, within seven (7) days of City's receipt of invoice, and line items subject to dispute will not be processed for payment. City agrees to pay when due that portion not in dispute. 6.5 City will pay Contractor the undisputed amount invoiced within thirty (30) days after the City receives the invoice. 6.6 Payment of such invoices shall be payment in full for all services, authorized costs and authorized extra work covered by that invoice. 7.0 CHANGE ORDERS. The Director of the Gas & Electric Department shall have the authority to issue change orders for administrative and non-material changes to the scope of services and to the time for performance as long as the change orders do not increase the compensation due to Contractor under this Contract and as long as the time is not extended beyond one year. 8.0 CITY'S RESPONSIBILITY. City shall cooperate with Contractor as may be reasonably necessary for Contractor to perform its services; and will give any required decisions as promptly as practicable so as to avoid unreasonable delay in the progress of Contractor's services. 9.0 GENERAL TERMS AND CONDITIONS. 9.1 INDEPENDENT CONTRACTOR. 9.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent or employee of City and shall furnish such services in its own manner and method except as required by this Contract. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. Contractor shall be solely responsible 4 for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 9.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 9.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 9.3 OWNERSHIP OF WORK. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered at no charge to City if Contractor had already been paid to prepare said documents. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. City shall not gain ownership of any intellectual property of Contractor that was used to create the deliverables. Contractor shall grant to City a nonexclusive, perpetual, royalty-free, world-wide, license under copyright to use, and without rights to sublicense, such Contractor intellectual property as is necessary for City to fully use the deliverables for municipal purposes. The City acknowledges that Contractor's drawings and specifications, including all documents on electronic media, were designed solely with respect to the project, and agrees to hold Contractor harmless from any claim, or liability to the extent caused by any improper reuse or improper modification of the 5 documents by the City or an agent of the City. 9.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work caused by a failure to meet accepted standards of care, skill and diligence, without additional cost to the City for a period of three (3) years from completion of work. The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy or incompleteness. 9.5 WAIVER. The City's waiver of any term, condition, breach or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. 9.6 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors and/or assigns. 9.7 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties or otherwise constitute a novation. 9.8 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof, including but without limitation, the Vernon Living Wage Ordinance. Violation of any law material to performance of this Contract shall entitle the City to terminate the Contract and otherwise pursue its remedies. 9.9 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled. 6 9.10 INTERPRETATION. 9.10.1 Applicable Law. This Contract, and the rights and duties of the parties hereunder(both procedural and substantive), shall be governed by and construed according to the laws of the State of California. 9.10.2 Entire Agreement. This Contract, including any exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation and agreements (written or oral). 9.10.3 Written Amendment. This Contract may only be changed by written amendment signed by Contractor and the City Administrator or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 9.10.4 Severability. If any provision in this Contract is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 9.10.5 Order of Precedence. 1n case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Contract shall strictly prevail. The terms of the City's Request for Proposals shall control over the Contractor's Proposal. 9.10.6 Choice of Forum. The parties hereby agree that this Contract is to be enforced in accordance with the laws of the State of California, is entered into and/or is to be performed in the City of Vernon and that all claims or controversies arising out of or related to performance under this Contract shall be submitted to and resolved in a forum within the County of Los Angeles at a place to be determined by the rules of the forum. 7 9.10.7 Duplicate Originals. There shall be two (2) fully signed copies of this Contract, each of which shall be deemed an original. 9.11 TIME OF ESSENCE. Time is strictly of the essence of this contract and each and every covenant, term and provision hereof. Contractor shall strictly comply with the schedule for the work agreed upon between the Parties, except to the extent City expressly authorizes a delay in writing in advance. Contractor shall not be responsible for delays caused by factors beyond Contractor's reasonable control, including but not limited to delays because of external strikes, external lockouts, external work slowdowns or external stoppages, accidents, acts of God, failure of any governmental or other regulatory authority to act in a timely manner, failure of the City to furnish timely information or approve or disapprove of Contractor's Services or work product promptly, or delays caused by faulty performance by the City or by City's direct contractors. When such delays beyond Contractor's reasonable control occur, the City agrees that Contractor shall not be responsible for damages caused by the delay, nor shall Contractor be deemed to be in default of this Agreement to the extent caused by the delay. In the event of such delay, the Schedule shall be extended for a period of time equal to such delay. 9.12 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity and authority to enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 9.13 RESOLUTION OF DISPUTES. 9.13.1 Negotiations. The Parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement, or any breach hereof or any Work performed hereunder, promptly by negotiation between executives who have authority to settle the controversy. Any party may give the other party written notice of any dispute not resolved during the normal course of business. Such notice shall include a statement of that party's position and documentation supporting that parties claim and the name and title of the executive 8 who will be representing that party and any other person who will accompany the executive. The receiving party shall respond in kind within fifteen (15) days of the date of notice. Within thirty (30) days after delivery of the initial notice, the executives of both parties shall meet at a mutually acceptable time and place and use good faith efforts to resolve the dispute. If dispute is not then resolved, either party may give the other written notice that these executive negotiations are concluded. Negotiations pursuant to this Section shall be confidential and shall be treated as compromise and settlement negotiations for purposes of Law and rules of evidence. Time requirements herein may be modified upon mutual written consent of the parties. 9.13.2 Mediation. In the event that the parties are unable to settle the dispute through direct negotiations as set forth above, all remaining controversies or claims shall then be submitted to mediation within ten (10) days from written notice of concluded negotiation following the Commercial Mediation Rules published by the American Arbitration Association. Unless the parties agree otherwise, mediation shall be held in Los Angeles, CA. This Agreement to mediate and any other agreement or consent to mediate entered into in accordance with this Agreement shall be specifically enforceable under the prevailing law of any court having jurisdiction. Unless otherwise agreed, the Parties shall evenly split the costs of mediation. 9.13.3 Reservation of Rights. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 9.14 INDEMNITY. Contractor agrees to indemnify, defend, and hold harmless (even if the allegations are false, fraudulent or groundless), to the maximum extent permitted by law, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney's fees and costs of litigation) to the extent such damages result from, or arise out of, or are claimed to result from or to arise out 9 of: (1) any activity on or use of City's premises or facilities or any performance under this Contract; or (2) any negligent or improper acts, errors or omissions (including, without limitation, professional negligence) of Contractor, its employees, representatives, subcontractors, or agents in connection with the performance of services under this Contract. i. This agreement to indemnify includes, but is not limited to, personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Contractor and its employees or agents, and members of the general public). 9.14.1 RELEASE. Contractor agrees to release and covenants not to sue the City, its City Council and each member thereof, and its officers, employees, commission members and representatives for any damage or injury (including death) to itself, its officers, employees, agents and independent contractors damaged or claiming to be damaged from any performance under this Contract. 9.15 INSURANCE. Contractor shall, at its own expense, procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. i. Automobile Liability with minimum limits of at least$100,000/300,000/50,000 if written on a personal automobile liability form, for using a personal vehicle; or an amount of $500,000 including owned, hired, and non-owned liability coverage if written on a Commercial automobile liability form. ii. General Liability with minimum limits of at least $1,000,000 combined single limits written on an Insurance Services Office (ISO) Comprehensive General Liability 10 "occurrence" form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors,commissioners, officers, and employees must be endorsed on the policy as additional insureds as respects liability arising out of the Contractor's performance of this Contract. If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. iii. Professional Errors and Omissions coverage in a sum of$1,000,000 per claim and $2,000,000 in the aggregate. iv. Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries on the job. Compliance is accomplished in one of the following manners: (1) Provide copy of permissive self-insurance certificate approved by the State of California; or (2) Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of$1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Contract; or (3) Provide a "waiver"form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Contract. v. Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days' prior written notice to City. vi. Insurance shall be placed with insurers with a Best's rating of no less than B:VIII. vii. Prior to commencement of performance, Contractor shall furnish City with a 11 certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. Contractor shall not allow any subcontractors to do any work relating to this contract until each subcontractor has provided proof of insurance coverage to the City meeting the requirements set forth herein. viii. Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due Contractor, at City's option; (b) immediately terminate this Contract; or (c) self insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due Contractor. 9.16 NOTICES. Any notice or demand to be given by one party to the other be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. If to the City: City of Vernon Department of Gas & Electric Attention: Javier Valdez 4305 Santa Fe Avenue Vernon, CA 90058 If to the Contractor: Power Engineers, Inc. Attention: Dev D. Birla 731 E. Ball Road, Suite 100 Anaheim, CA 92805 12 Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt or upon expiration of three (3) business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 9.17 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily and timely performed prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 9.18 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of(1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) the direct, reasonable costs incurred by the City in obtaining substitute performance. 9.19 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to ensure it is receiving all money and services to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the 13 Contract or for other purposes relating to the Contract. Contractor shall maintain and preserve all such records for a period of at least 3 years after the termination of the Contract. The Contractor shall, upon request, promptly deliver the records to the City. City agrees that Contractor may provide said records to the City electronically, via a file share site, or may provide the city with a flash drive of all relevant documents. If the City has a good faith basis to believe that Contractor may not have provided City all relevant records to the City, Contractor shall reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including, but not limited to, such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals and overhead. 9.20 CONFLICT. Contractor hereby represents, warrants and certifies that no member, officer or employee of the Contractor is a director, officer or employee of the City of Vernon, or a member of any of its boards, commissions or committees, except to the extent permitted by law. 9.21 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1'/2 times the basic rate of pay. 9.22 LIVING WAGES Contractor, and any Subcontractor(s), shall comply with the City's Living Wage Ordinance. The current Living Wage Standards are set forth in 14 Exhibit "D". Upon the City's request, certified payroll records shall promptly be provided to the City. 9.23 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this Contract, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit "E". [Signatures Begin on Next Page]. 15 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City Power Engineers, Inc., an Idaho corporation and California municipal corporation By: By: Mark Whitworth, City Administrator Name: Title: ATTEST: By: Name: Ana Barcia, Deputy City Clerk Title: APPROVED AS TO FORM: Scott E. Porter, Deputy City Attorney 16 EXHIBIT A REQUEST FOR PROPOSALS 16 August2013 City of Vernon Request for Proposals (RFP) Distributed Generation Impact Study City of Vernon Department of Gas & Electric 4305 Santa Fe Avenue, Vernon Ca 90058 Phone: (323) 583-8811 www.cityofvernon.org City of Vernon Distributed Generation Impact Study Request for Proposals CITY OF VERNON REQUEST FOR PROPOSAL DISTRIBUTED GENERATION IMPACT STUDY 1. INTRODUCTION AND PROJECT The City of Vernon is requesting proposals to prepare a report assessing the impact of permitting distributed generation (DG) facilities within the City, and identifying the advantages and disadvantages of permitting such generation of electricity. The City will select one firm, based on demonstrated competence and a cost effective approach to design, conduct, and assist in assessing the impact of electric generating facilities to be operated by or for a customer and/or producer to supplement or serve the customer's electric services requirements that would otherwise be served by Vernon Department of Gas & Electric(DG&E). 2. BACKGROUND The City of Vernon was founded in 1905, is approximately 5.2 square miles in size and is located approximately 5 miles southeast of downtown Los Angeles California. Over its long history Vernon has been developed as an industrial community. At the turn of the 20th century the lands that make up Vernon were comprised largely of farmlands. The presence of three major rail lines in the area led influential business men and property owners to encourage the railroad companies to run spur lines onto the farmlands. These rail extensions enabled the creation of an "exclusively industrial" city. By the 1920's Vernon was attracting large stockyards and meatpacking facilities. In the 1930's Vernon became the location of choice for many heavy industrial plants. As economic conditions changed over the decades, these large scale industrial operations have relocated out of Southern California and Vernon has attracted smaller, lighter industrial facilities. The City's business friendly environment, low cost utilities and key location for trucking and rail transport continue to position Vernon as an ideal location for industrial uses. City Government: The City Council consists of five members, elected from the City at-large, who serve five-year staggered terms. The City Council annually appoints a Mayor and a Mayor Pro Tern from its own membership to serve one-year terms. Labor Force: Vernon has approximately 245 employees, and its departments include a Fire Department, Police Department, Finance Department, Community Services and Water Department, Department of Gas & Electric and Health Department. -2- City of Vernon Distributed Generation Impact Study Request for Proposals 3. HIGHLIGHT OF RELEVANT FACTS RELATING TO IMPACT STUDY City of Vernon Department of Gas & Electric (DG&E) is a municipal utility currently serving a five-square-mile area consisting primarily of 1,800 industrial and commercial customers. There is an existing 134 MW gas fired power plant interconnected to the City's 66 kV system. Vernon owns and operates its own distribution system, which resides within the California ISO control area. It is connected to California ISO through Southern California Edison's 220-66 KV transformers at Laguna Bell Substation. Other than local generation production for its exclusive use, DG&E purchases additional energy to complement its 194 MW system demand using SCE 66 KV connection lines. The Vernon City zoning code permits generating facilities, power plants, and cogeneration facilities to be built subject to a City issued Conditional Use Permit. In recent months, individuals and businesses have inquired about investing in Distributed Generation to either lower on-site energy demand or to export the energy via the DG&E distribution system. Harnessing this interest will require the development of smart, customer-focused policies that provide a stable and certain environment in which customers can make informed investments in DG systems. In May 2013, the City Council approved a moratorium on new generating facilities to allow the city to evaluate the potential impacts of these generation facilities. DG&E currently has a Net Metering Program for renewable energy generating facilities in place; however, to address the issue of local distribution generation, DG&E is seeking consulting expertise. 4. SCOPE OF SERVICES REQUIRED The City of Vernon is seeking the services of a highly qualified consulting firm to assist in assessing the impacts of distributed generating facilities on the public and the DG&E. The qualified consulting firm is to conduct a fair and extensive evaluation based on the criteria herein: A. Purposes. Assess the impact of distributed generating facilities to be operated by or for a customer to supplement or serve the customer's electric service requirements that would otherwise be served by DG&E, including "distributed" generation, "cogeneration", emergency, back-up, and standby generation, and Net Energy Metered Generating Facilities, or for any renewable fueled generating facilities, hereinafter referred to as Generating Facilities. - 3 - City of Vernon Distributed Generation Impact Study Request for Proposals B. Description. The selected consultant shall prepare an assessment report. This report shall take an in depth look at the environment, safety and operational impacts that the permitting of generation facilities will have on the City. As part of this assessment the consultant shall determine if it is in the City's best interest to permit any or all types of Generating Facilities to be constructed within the City. The assessment report will be submitted to City Council for concurrence to determine if a modification to the City's zoning ordinance shall be made. C. Project Scope. The work product shall be the development of an assessment report. This report shall consist of several components including: 1. How would allowing Generating Facilities impact the operation of the DG&E's electric distribution lines and substation system? The work shall include the interconnection between a distributed generation and the existing electrical grid and the anticipated impacts that operation of these facilities will have on the flow of electrical power from the generator's site to the local substations. To better understand the impacts of new generation on the local distribution system and power flow and the ability of the existing distribution system resources to carry the power generated or stand-by service for out of service generator, an analysis of the existing distribution system in the immediate area of the generator is required. 2. How would allowing generation facilities impact the DG&E's rate payers? 3. How would allowing Generating Facilities impact the safety and welfare of neighboring properties and the City in general? Will the City be required to add emergency resources to deal with these potential safety issues especially during an emergency event, and if so, to what extent? What is the environmental consequence of permitting numerous generating facilities within the City? Is there a limit on the number or size of facilities that should be permitted? A comprehensive initial study should be prepared by the consultant in accordance with the California Environmental Quality Act (CEQA) on this project and a determination of the appropriate environmental document necessary to modify the City's existing regulations should be determined. This study shall be comprehensive in nature and describe in detail any significant impacts that may occur as a result of the City permitting such facilities. Particular attention should be paid to noise, vibration, air quality, public services, greenhouse gas emissions, hazardous materials, hydrology and water quality and utility services. Mitigations measures shall be proposed which could lessen the impact of these projects to less than significant. 4. What is the optimal level of distribution generation that can be permitted without causing significant system upgrade and impact to other rate payers. -4 - City of Vernon Distributed Generation Impact Study Request for Proposals The work shall also include the review of studies performed for the governmental agencies, including any recent analysis performed by the South Coast Air Quality Management District on the siting of Generating Facilities. The impact study will be used to guide the City Council on determining if generating facilities should be permitted in Vernon and under what conditions. D. Deliverables 1. Physical Impact - feasibility study to determine the optimal level of distribution generation to be permitted; 2. CEQA Initial Study; 3. Safety Assessment; 4. Analysis of impact on ratepayers 5. QUALIFICATIONS & CRITERIA A. Qualifications: The City of Vernon will select one firm for all of the outlined Scope of Service on the basis of qualifications, experience, and cost. The following are the minimum qualifications to be used to evaluate responses to this Request for Proposal: 1. Each proposer shall provide three references, preferably from governmental entities, for relevant work performed in the past five years. Include the following information for each reference: organization, name of contact, phone number of contact, and title. When possible, include references from cities of similar size and character to Vernon. If the proposer does not have three governmental entity references, references from private entities may be provided. 2. Description of experience in evaluating and assembling a distribution generation policy and procedural manual that meets the City's needs. 3. Demonstration of understanding of the assignment and knowledge of the skills necessary to conduct a distributed generation impact study. 4. Anticipated resources that will be assigned to this project (total number, role, title, experience) 5. Provide a schedule for the project that includes major work streams and milestones. The format should be a list of project activities with start and end dates. B. Selection Criteria: The City of Vernon will appoint a panel to evaluate and rank the qualified proposals in response to the Request for Proposal. If deemed necessary by the selection recommendation panel, the top ranked Consultants will be invited to an oral interview before the panel. The panel will evaluate the written proposals based on the selection criteria listed in Exhibit A. The professional fee envelopes will be opened only after the consultants are ranked based on their qualifications. -5 - City of Vernon Distributed Generation Impact Study Request for Proposals Please be advised that if the City Attorney determines there is a conflict of interest that would prevent the City from contracting with a design team, then that proposal shall be disqualified. The most qualified firm, based on submitted information and if deemed necessary; the interview, will be selected to negotiate with the city on whether to the Agreement with the City. The City reserves the right, in its sole discretion, to reject any and all proposals if such action is determined to be in the best interest of the City. A sample agreement has been enclosed for review in Exhibit D. 6. FORMAT AND DELIVERY RESPONSE Respondents are asked to submit four (4) copies of their proposals in sufficient detail to allow for a thorough evaluation and comparative analysis. The proposal should include; at a minimum, the following information in sectionalized format addressing all phases of the work in the RFP. A. Format: Limit your proposal to 20 typed 8.5" X 11" pages, or fewer, on white bond paper of at least 20-pound weight single sided (excluding cover letter and attachments. You may attach a firm brochure if you wish, but it must be as a separate attachment and independent from the required elements noted above. 1. Use a conventional typeface with'a minimum font size of 12 points. Use a 1" margin on all boarders. 2. Organize your submittal in the order described above. 3. Provide one (1) unbound original of your firm's response and one electronic version. 4. Prominently label the package: "RFP for Distributed Generation Impact Study" and include the name of the prime respondent. Deliver the response to: City of Vernon Attention: Javier Valdez, Business &Account Supervisor 4305 Santa Fe Avenue Vernon, CA 90058 Electronic versions should be delivered via e-mail to: jvaldez a(D.ci.vernon.ca.us 5. Responses are due on or before 5:00 p.m. on Wednesday, July 02, 2014. Late response will not be accepted. 6. A pre-meeting is scheduled for June 25, 2014 at 10 a.m in the Department of Gas & Electric, 4305 Santa Fe Avenue, Vernon, California. This meeting is to answer any questions regarding the project specifications. Attendance is not mandatory. 7. Questions should be sent solely via email to Ivaldez .ci.vernon.ca.us before the pre-meeting. B. Cover Letter: All proposals shall include a cover letter which states that the -6- City of Vernon Distributed Generation Impact Study Request for Proposals proposal shall remain valid for a period of not less than ninety (90) days from the date of submittal. If the proposal contemplates the use of sub-contractors, the sub- contractors shall be identified in the cover letter. If the proposal is submitted by a business entity, the cover letter shall be signed by an officer authorized to contractually bind the business entity. With respect to the business entity, the cover letter shall also include: the identification of the business entity, including the name, address and telephone number of the business entity; and the name, title, address and telephone number of a contact person during the proposal evaluation period. C. Introduction: Present an introduction of the proposal and your understanding of the assignment and significant steps, methods and procedures to be employed by the proposer to ensure quality deliverables that can be delivered within the required time frames and your identified budget. D. General Scope of Work: Briefly summarize the scope of work as the proposer perceives or envisions it for each Service Area proposed. E. Work Plan: Present concepts for conducting the work plan and interrelationship of all products. Define the scope of each task including the depth and scope of analysis or research proposed. F. Fees and costs: The professional fees shall be submitted in a separate sealed envelope. The fees for the completed scope of work shall be on a cost plus fixed fee basis for all tasks of the work including incidental expenses. A fixed fee for meetings beyond that in the scope of work shall be provided. For the purpose of evaluation, the fixed fee shall be segregated into major tasks. Proposer must offer services at a rate comparable to the rate proposer offers to other governmental entities for similar work. Offering a higher rate to the City than the comparable rate is grounds for the City to select an alternate proposer. For the purpose of evaluation and extra work, if any, the hourly rates by discipline, by task and incidental fees shall be provided. Extra work is only that work approved in writing by the City beyond the scope of project. The scope of work includes, but not limited to, all work tasks, regulatory requirements, and work necessary to correct errors and omissions. G. Ability of the Proposer to Perform: Provide a detailed description of the proposer and his/her/its qualifications, including names, titles, detailed professional resumes and past experience in similar work efforts/products of key personnel who will be working on the assignment. Provide a list of specific related work projects that have been completed by the proposer which are directly related to the assignment described in this RFP. Note the specific individuals who completed -7- City of Vernon Distributed Generation Impact Study Request for Proposals such project(s). Identify role and responsibility of each member of the project team. Include the amount of time key personnel will be involved in the respective portions of the assignment. Respondents are encouraged to supply relevant examples of their professional product. Provide a list of references. The selected firm shall not subcontract any work under the RFP nor assign any work without the prior written consent of the City. H. Affidavit of Non-Collusion. Proposer must submit a completed and signed, "Affidavit of Non-Collusion." (Copy attached as Exhibit B). 7. ADDENDA, CHANGES, AND AMENDMENTS TO THIS SOLICITATION At any time prior to the due date for responses, the City may make changes, amendments, and addenda to this solicitation, including changing the date due to allow respondents time to address such changes. Addenda, changes, and amendments, if made, will be posted on the City's website (www.cityofvernon.org), which is deemed adequate notice. A proposer may make a request to the City's project coordinator to be placed on a list of persons to receive notice of any such addenda, changes, or amendments. The preferred manner of communications is via e-mail due to its timeliness. 8. CONDITIONS FOR RESPONSES TO RFP The following conditions apply to this RFP process: A. Nothing contained in this RFP shall create any contractual relationship between the respondent and the City. B. This RFP does not obligate the City to establish a list of service providers qualified as prime contractors, or award a contract to any 'respondent. The City reserves the right to amend or cancel this RFP without prior notice, at any time, at its sole discretion. C. The City shall not be liable for any expenses incurred by any individual or organization in connection with this RFP. D. No conversations or agreements with any officer, agent, or employee of the City shall affect or modify any terms of this RFP. Oral communications or any written/e-mail materials provided by any person other than designated contact staff of City shall not be considered binding. E. The City reserves the right, in its sole discretion, to accept or reject any or -8 - City of Vernon Distributed Generation Impact Study Request for Proposals all Proposals without prior notice and to waive any minor irregularities or defects in a Proposal. The City reserves the right to seek clarification on a Proposal with any source. F. The dates, times, and sequence of events related to this RFP shall ultimately be determined by the City. The schedule shown above is subject to change, at the sole discretion of the City, although the City will attempt to follow it and, if it must be altered, will attempt to provide reasonable notice of the changes. G. Respondents shall not issue any news release pertaining to this RFP, or the City without prior written approval of the City. H. All submitted proposals and information included therein or attached thereto shall become public record upon delivery to the City Administrator's Office. 9. RIGHT BY THE CITY TO WITHDRAW THIS REQUEST The City may, at its sole discretion and for any reason whatsoever, withdraw this solicitation at any time. 10. LIVING WAGE ORDINANCE The selected consultant shall pay qualifying employees a wage of not less than $10.30 per hour with health benefits, or $11.55 per hour without health benefits. The consultant shall also provide qualifying employees at least twelve days off per year for sick leave, vacation or personnel necessity, and an additional ten days a year of uncompensated time for sick leave. There shall a prohibition on employer retaliation against an employee's complaining to the City with regard to the employer's compliance with the living wage ordinance. Contractor, and any Subcontractor(s), shall comply with the City's Living Wage Ordinance. The current Living Wage Standards are set forth in Exhibit "C". Upon the City's request, certified payroll records shall promptly be provided to the City. 11. STANDARD TERMS AND CONDITIONS Prior to the award of any work hereunder, City and proposer shall enter into the written Service Agreement attached hereto, for services, as an Exhibit D. Proposers responding to this RFP are strongly advised to review all the terms and conditions of the Contract. The term of the Contract shall not exceed three (3) years. -9 - City of Vernon Distributed Generation Impact Study Request for Proposals EXHIBIT A SELECTION CRITERIA - 10 - City of Vernon Distributed Generation Impact Study Request for Proposals SELECTION CRITERIA Criteria Maximum Score Score 1. Project Manager 20 • Qualifications & Relevant Experience • Unique Qualifications for the Project • Time Commitment for the Project 2. Project Team 20 • Qualifications & Relevant Individual Experience • Unique Qualifications of Key Members for the Project • Time Commitment of Key Members • Organization Chart 3. Consultant Firm Capabilities 15 • Demonstrated Capability on Similar Recent Project • Management and Organization Capabilities 4. Project Understanding and Approach 45 • Responsiveness to Project Objectives • Preparation of an all-inclusive Scope of Work • Knowledge of State and Local Procedures • Management Plan for Timely Completion • Ability and Willingness to Respond Timely to City of Vernon Requirements • Ability to interface with Other City of Vernon Consultants, Public Agencies, Private Owners Total 100 - 11 - City of Vernon Distributed Generation Impact Study Request for Proposals EXHIBIT B AFFIDAVIT OF NON-COLLUSION - 12- City of Vernon Distributed Generation Impact Study Request for Proposals AFFIDAVIT OF NON-COLLUSION BY CONTRACTOR STATE OF CALIFORNIA }SS COUNTY OF, LOSANGELES} Brian Berkebile ,being first duly sworn deposes and says that he/she is Vice President (Insert"Sole Owner","Partner","President","Secretary",or other proper title) of POWER Engineers, Inc. (Insert name of bidder) who submits herewith to the City or Vernon a proposal; That all statements of fact in such proposal are true; That such proposal was not made in the interest of or on behalf of any undisclosed person, Partnership,company, association,organization or corporation; That such proposal is genuine and not collusive or sham; That said bidder has not, directly or indirectly by agreement,communication or conference with anyone attempted to induce action prejudicial to the interest of the City of Vernon,or of any other bidder or anyone else interested in the proposed contract; and further That prior to the public opening and reading of proposals,said bidder: a. Did not directly or indirectly, induce or solicit anyone else to submit a false or sham proposal; b. Did not directly or indirectly,collude,conspire,connive or agree with anyone else that said bidder or anyone else would submit a false or sham proposal,or that anyone should refrain from bidding or withdraw his proposal; c. Did not, in any manner,directly or indirectly seek by agreement,communication or conference with anyone to raise or fix the proposal price of said bidder or of anyone else, or to raise of fix any overhead profit or cost element of this proposal price,or of that of anyone else; d. Did not,directly or indirectly, submit.his proposal price or any breakdown thereof,or the contents thereof,or divulge information or data relative thereto,to nay corporation,partnership,company, association,organization,bid depository,or to any member or agent thereof, or to any individual or group of individuals,except the City of Vernon,or to any person or persons who have a partnership or other financial interest with bidder in his business. I certify under penalty of perjury that the above information is correct By: Brian Berkebile Title: Vice President, POWER Engineers, Inc. Date: July 16, 2014 - 13- City of Vernon Distributed Generation Impact Study Request for Proposals EXHIBIT C LIVING WAGE STANDARDS - 14 - City of Vernon Distributed Generation Impact Study Request for Proposals LIVING WAGE STANDARDS Minimum Living Wages: Article XVlll of Chapter 2 of Vernon's Municipal Code (Section 2.131 et seq.) requires employers to pay a wage of no less than "ten'dollars and thirty cents ($10.30) per hour with health benefits, or if health benefits are not provided, then eleven dollars and fifty- five cents ($11.55) per hour." Paid and Unpaid Days Off: Employers must provide qualifying employees at least twelve (12) compensated days off per year for sick leave, vacation, or personal necessity. Employers shall also permit employees to take an additional ten (10) days a year of uncompensated time for sick leave for the illness of the employee or a member of his or her immediate family where the employee has exhausted his or her compensated days off for that year. Retaliation Prohibited: No employer may discriminate against any employee for complaining to the City regarding the employer's compliance or anticipated compliance with the City's Living Wage Ordinance, for demanding compliance with the Living Wage Ordinance, or for otherwise asserting rights under the Living Wage Ordinance. Enforcement: Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. - 15 - City of Vernon Distributed Generation Impact Study Request for Proposals EXHIBIT D SAMPLE SERVICE AGREEMENT - 16 - PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S NAME] FOR DISTRIBUTED GENERATION IMPACT STUDY COVER PAGE Contractor: [insert name of contractor] Responsible Principal of Contractor: [insert name, title] Notice Information - Contractor: [insert name of contractor] [insert street address] [insert city, state, zip code] Attention: [insert name, title] Phone: [insert phone number] Facsimile: [insert fax number] Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Carlos Fandino Jr. Director of Gas & Electric Telephone: (323) 583-8811 ext. 573 Facsimile: (323) 826-1408 Commencement Date: [insert commencement date] Termination Date: [insert termination date] Consideration: Total not to exceed $[insert amount] (includes all applicable sales tax); and more particularly described in Exhibit C Records Retention Period Three (3) years, pursuant to Section 9.19 August 2013 i PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S NAME] FOR DISTRIBUTED GENERATION IMPACT STUDY THIS Contract is made between the City of Vernon ("City"), a California charter City and California municipal corporation ("City"), and [Contractor's Name], a [State incorporated in] corporation ("Contractor"). The City and Contractor agree as follows: 1.0 EMPLOYMENT OF CONTRACTOR. City agrees to engage Contractor to perform the services as hereinafter set forth as authorized by the City Council on 2.0 SCOPE OF SERVICES. 2.1 Contractor shall perform all work necessary to complete the services set forth in the Request for Proposals dated , Exhibit "A", and Contractor's proposal to the City ("Proposal") dated , Exhibit "B", both of which are attached to and incorporated into this Contract, by reference. 2.2 All services shall be performed to the satisfaction of City. 2.3 All services shall be performed according to the standards then prevailing in the [state] profession. 3.0 PERSONNEL. 3.1 Contractor represents that it employs, or will employ, at its own expense, all personnel required to perform the services under this Contract. 3.2 Contractor shall not subcontract any services to be performed by it under this Contract without prior written approval of City. 3.3 All of the services required hereunder will be performed by Contractor or by City-approved subcontractors. Contractor, and all personnel engaged in the work, shall be fully qualified and authorized or permitted under State and local law to perform such services and shall be subject to approval by the City. 4.0 . The Contractor shall commence the delivery of services on receipt of a written notice to proceed and shall complete the services on the schedule set forth in Exhibit 2 August 2013 The term of this Contract shall commence on [state date], and it shall continue until [state date which may not be more than three years from the commencement date], unless terminated at an earlier date pursuant to the provisions thereof. 5.0 COMPENSATION AND FEES. 5.1 Contractor has established rates for the City of Vernon which are comparable to and do not exceed the best rates offered to other governmental entities in and around Los Angeles County for the same services. For satisfactory and timely performance of the services, the City will pay Contractor in accordance with the payment schedule set forth in Exhibit "C". 5.2 Contractor's grand total compensation for the entire term of this Contract, including change orders, shall not exceed [state amount] without the prior authorization of the City Council and written amendment of this Contract. 5.3 Contractor shall, at its sole cost and expense, furnish all necessary and incidental labor, material, supplies, facilities, equipment and transportation which may be required for furnishing services pursuant to this Contract. Materials shall be of the highest quality. The above Contract fee shall include all staff time and all clerical, administrative, overhead, insurance, reproduction, telephone,.air travel, auto rental, subsistence, and all related costs and expenses. 6.0 PAYMENT. 6.1 As scheduled services are completed, Contractor shall submit to the City an invoice for the services completed, authorized expenses, and authorized extra work actually performed or incurred according to said schedule. 6.2 Each such invoice shall state the basis for the amount invoiced, including a detailed description of the services completed, the number of hours spent, reimbursable expenses incurred and any extra work performed. 6.3 Contractor shall also submit a progress report with each invoice that describes in reasonable detail the services and the extra work, if any, performed in the 3 August 2013 immediately preceding calendar month. 6.4 Contractor understands and agrees that invoices which lack sufficient detail to measure performance will be returned and not processed for payment. 6.5 City will pay Contractor the amount invoiced within thirty (30) days after the City approves the invoice. 6.6 Payment of such invoices shall be payment in full for all services, authorized costs and authorized extra work covered by that invoice. 7.0 CHANGE ORDERS. The Director of the Department of Gas & Electric shall have the authority to issue change orders for administrative and non-material changes to the scope of services and to the time for performance as long as the change orders do not increase the compensation due to Contractor under this Contract and as long as the time is not extended beyond three years. The City Administrator, shall have the authority to issue administrative change orders to increase the compensation due Contractor under this Contract, but the combined total amount of such change orders shall not exceed [state amount]. 8.0 CITY'S RESPONSIBILITY. City shall cooperate with Contractor as may be reasonably necessary for Contractor to perform its services; and will give any required decisions as promptly as practicable so as to avoid unreasonable delay in the progress of Contractor's services. 9.0 GENERAL TERMS AND CONDITIONS. 9.1 INDEPENDENT CONTRACTOR. 9.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent or employee of City and shall furnish such services in its own manner and method except as required by this Contract. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment 4 August 2013 of its employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 9.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 9.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 9.3 OWNERSHIP OF WORK. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 9.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy or incompleteness. 9.5 WAIVER. The City's waiver of any term, condition, breach or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. 5 August2013 9.6 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors and/or assigns. 9.7 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties or otherwise constitute a novation. 9.8 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof, including but without limitation, the Vernon Living Wage Ordinance. Violation of any law material to performance of this Contract shall entitle the City to terminate the Contract and otherwise pursue its remedies. 9.9 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled. 9.10 INTERPRETATION. 9.10.1 Applicable Law. This Contract, and the rights and duties of the parties hereunder (both procedural and substantive), shall be governed by and construed according to the laws of the State of California. 9.10.2 Entire Agreement. This Contract, including any exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation and agreements (written or oral). 6 August2013 9.10.3 Written Amendment. This Contract may only be changed by written amendment signed by Contractor and the City Administrator or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 9.10.4 Severability. If any provision in this Contract is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 9.10.5 Order of Precedence. In case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Contract shall strictly prevail. The terms of the City's Request for Proposals shall control over the Contractor's Proposal. 9.10.6 Choice of Forum. The parties hereby agree that this Contract is to be enforced in accordance with the laws of the State of California, is entered into and/or is to be performed in the City of Vernon and that all claims or controversies arising out of or related to performance under this Contract shall be submitted to and resolved in a forum within the County of Los Angeles at a place to be determined by the rules of the forum. 9.10.7 Duplicate Originals. There shall be two (2) fully signed copies of this Contract, each of which shall be deemed an original. 9.11 TIME OF ESSENCE. Time is strictly of the essence of this contract and each and every covenant, term and provision hereof. 9.12 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity and authority to enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 9.13 ARBITRATION OF DISPUTES. Any dispute for under $25,000 7 August 2013 arising out of or relating to the negotiation, construction, performance, non-performance, breach or any other aspect of this Contract, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 9.14 INDEMNITY. Contractor agrees to indemnify, hold harmless and defend (even if the allegations are false, fraudulent or groundless), to the maximum extent permitted by law,the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney's fees and costs of litigation) which in whole or in part result from, or arise out of, or are claimed to result from or to arise out of: 1) any activity on or use of City's premises or facilities or any performance under this Contract; or (2) any acts, errors or omissions (including, without limitation, professional negligence) of Contractor, its employees, representatives, subcontractors, or agent in connection with the performance of this Contract. i. This agreement to indemnify includes, but not limited to, personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Contractor and its employees or agents, and members of the general public). 9.14.1 RELEASE. Contractor agrees to release and covenants not to sue the City, its City Council and each members thereof, and its officers, employees, commission 8 August 2013 members and representatives for any damage or injury (including death) to itself, its officers, employees, agents and independent contractors damaged or claiming to be damaged from any performance under this Contract. 9.15 INSURANCE. Contractor shall, at its own expense, procure and maintain policies of insurance of the types and in the amount set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. i. Automobile Liability with minimum limits of at least $100,000/300,000/50,000 if written on a personal automobile liability form, for using a personal vehicle; or an amount of$500,000 including owned, hired, and non-owned liability coverage if written on a Commercial automobile liability form. ii. General Liability with minimum limits of at least $1,000,000 combined single limits written on an Insurance Services Office (ISO) Comprehensive General Liability"occurrence" form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors, commissioners, officers, employees, agents and volunteers must be endorsed on the policy as additional insured as respects liability arising out of the Contractor's performance of this Contract. (1) If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as insured under its own policy of shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. (2) Blanket Contractual Coverage (if required by the city). (3) Products/Completed Operations Coverage (where such risk is applicable, as determined by the city) (4) Explosion, Collapse and/or Underground (X, C, and/or U) coverage (where such risk is applicable, as determined by the city). 9 August 2013 iii. Professional Errors and Omissions coverage in a sum of at least $1,000,000. Applicable aggregates must be identified and claims history provided to determine amounts remaining under the aggregate. iv. Contractor shall comply with the applicable sections of the California Labor Code concerning worker's compensation for injuries on the job. Compliance is accomplished in one of the following manners: (1) Provide copy of permissive self-insurance certificate approved by the State of California; or (2) Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of$1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Contract; or (3) Provide a "waiver" form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Contract. V. Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days' prior written notice to City. vi. Insurance shall be placed with insurers with a Best's rating of no less than B. vii. Prior to commencement of performance, Contract shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. 10 August 2013 viii. Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option; (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due Contractor, at City's option; (b) immediately terminate this Contract; or (c) self- insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due Contractor. 9.16 NOTICES. Any notice or demand to be given by one party to the other be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. If to the City: Department of Gas & Electric 4305 Santa Fe Ave. Vernon, CA 90058 Attention: Javier Valdez If to the Contractor: Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt or upon expiration of three (3) business days from the date 11 August2013 of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 9.17 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 9.18 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of(1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. 9.19 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the Contract or for other purposes relating to the Contract. 12 August 2013 The Contractor shall maintain and preserve all such records for a period of at least 3 years after termination of the Contract. The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including, but not limited to, such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals and overhead. 9.20 CONFLICT. Contractor hereby represents, warrants and certifies that no member, officer or employee of the Contractor is a director, officer or employee of the City of Vernon, or a member of any of its boards, commissions or committees, except to the extent permitted by law. 9.21 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25)for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1'/ times the basic rate of pay. 9.22 LIVING WAGES. Contractor, and any Subcontractor(s), shall comply with the City's Living Wage Ordinance. The current Living Wage Standards are set forth in Exhibit "D". Upon the City's request, certified payroll records shall promptly be provided to the City. 9.23 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this Contract, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure 13 August 2013 that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit "E". [Signatures Begin on Next Page]. 14 August 2013 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City [CONTRACTOR'S NAME, a [State and California municipal corporation incorporated in] corporation By: By: Mark Whitworth, City Administrator Name: Title: ATTEST: By: Ana Barcia, Deputy City Clerk Name: Title: APPROVED AS TO FORM: Scott Porter, Deputy City Attorney I 15 August 2013 EXHIBIT A REQUEST FOR PROPOSALS 16 August 2013 EXHIBIT B PROPOSAL 17 August 2013 EXHIBIT C SCHEDULE 18 August 2013 EXHIBIT D LIVING WAGE PROVISIONS Minimum Living Wages: A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. Paid and Unpaid Days Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. 19 August 2013 EXHIBIT E EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. 20 August2013 EXHIBIT B PROPOSAL 17 August 2013 Distributed Generation •aStudy AA July 16, 2014 AAA Department of Gas City of Vernon Electric CONTACT: Dev Birla, P.E. 714.50Z2732 dev.birla@powereng.com A proposal from: s'�POWER ENGINEERS POWER ENGINEERS,INC. 731 EAST BALL ROAD 100 POWERSUITE ANAHEIM, �+ CA 92805 USA. " ENGINEERS PHONE 714-507-2700 FAx 714-507-2799 July 16,2014 Javier Valdez Business and Account Supervisor City of Vernon,Department of Gas&Electric 4305 Santa Fe Avenue Vernon, CA 90058 Subject: RFP—Distributed Generation Impact Study Dear Mr.Valdez: POWER Engineers(POWER)is pleased to submit our proposal in response to the City of Vernon Department of Gas&Electric(DG&E)subject RFP. Considering the importance of successful,accurate results of this study to DG&E,we have approached the development of our work plan,budget and proposal very seriously. We have carefully selected the project team and assembled a project plan that we believe is both challenging and achievable.As evident in our proposal,POWER has the experience,expertise and local presence needed to successfully execute your project on time and on budget. In addition,by engaging POWER as your engineering consultant we wish to emphasize the following benefits the City of Vernon DG&E will receive: • Local experience and familiarity with DG&E. We have been instrumental in numerous critical projects for other regional utilities and municipalities such as the cities of Los Angeles,Burbank,and Riverside,in addition to the City of Vernon. POWER has worked with DG&E since 2006 and is familiar with your electrical system,processes and standards.We have a strong understanding of local concerns and issues and the right background to work effectively with your staff to accomplish your project goals.Hiring POWER to perform this Impact Study is a natural extension of the services we have provided to you in the past,allowing for a quick start on the project with minimum cost to obtain the project data. • Rapid Response.Our Anaheim and San Diego offices are local and within driving distance from DG&E. We can quickly respond to your needs with short notice. • Timely Delivery.We have a track record of delivering what we promise,when we promise it. • Relevant project personnel experience. We have very carefully assembled the project team to ensure that we have the best talent devoted to this project.The combination of our in-house capabilities in Environmental Services and Power Delivery(substation and distribution system)with NewGen Strategies as our rate making partner and SRA and RBF as our environmental subconsultants makes a unique project team well suited www.powereng.com HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW POWER ENGINEERS,INC. City of Vernon DG&E July 16,2014 Page 2 for execution of this project.As evident from the attached resumes,we have the skills necessary to perform this study in such a critical and evolving area of distributed generation. Our proposal is valid for 90 days and all work will be performed under the terms and conditions mutually agreeable to both companies and per the separately sealed pricing proposal and schedule of charges. Dev Birla,P.E.,a Senior Project Manager in our Anaheim office,will serve as the Project Manager and contact person throughout the duration of the project.If you have any questions regarding our proposal,please contact him at(714)507-2732 or dev.birla@po.wereng.com. Thank you for considering POWER in your search for an engineering services provider. We look forward to working with you on this important project. Sincerely, Brian Berkebile,P.E. Senior Project Manager Vice President / Power Delivery c: Dev Birla Erik Hale Jason Kelly John Kumm Larry Henriksen Teresa Bratton HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW POWER ENGINEERS CONTENTS COVER LETTER 1. REFERENCES Z RELEVANT EXPERIENCE 3. UNDERSTANDING Introduction General Scope of Work Work Plan 4. RESOURCES Firm Qualifications Team Introduction Organizational Chart S. SCHEDULE ATTACHMENTS Appendix A: Affidavit of Non-Collusion Appendix B: Exceptions to the Contract Appendix C: Key Personnel Resumes HLY 11-131431.001 VERNON IMPACT STUDY(7116114)MTW CONTENTS POWER ENGINEERS 1-2. REFERENCES & RELEVANT EXPERIENCE REFERENCES MK ENGINEERS Cesar Ancheta, Engineering Manager NAVFAC, 11 MW PV Interconnect City of Burbank Study, Pearl City, Joint Base Pearl (818)238-3576 Harbor-Hickam, Hawaii POWER performed an interconnect study for Steve Badgett, Deputy General Manager a proposed 11 MW solar farm on Waipio Riverside Public Utilities Peninsula connecting to Station D at the (951) 826-5504 Joint Base Pearl Harbor-Hickam(JBPHH) Naval Shipyard.POWER Engineers Ann Little, Vice President, Finance and developed the dynamic system model for the Corporate Services Puuloa network using PSCAD software. Austin Energy POWER then analyzed the impacts to the (512) 322-6148 Navy's electrical system and recommend mitigation techniques ensuring stable and All projects described and references provided reliable power within the Navy's electrical are for work performed in the last 5 years. system including grounding solutions or surge arrestors and reactive power modules. POWER modeled the impacts of post project CITY OF BURBANK day-peak load,minimum load, feeder load flow, dynamic stability analysis, PV California Interconnection Impact Analysis, interconnection,PV intermittent generation, C voltage flicker, fault-current contributions, POWER performed an impact study fora projected 2.0 MW rooftop photovoltaic (PV) slanding, and ground-fault overvoltage. solar panel system to be installed at the Bob Hope Airport in Burbank. The solar panel ARIZONA PUBLIC SERVICE system will be interconnected to a 12 kV radial Solar Future Arizona Utility Rate distribution feeder and brought directly back Design Workshop, Arizona into BWP's system. The study NewGen Strategies led the utility cost of comprehensively analyzed potential impacts of service and rate design workshops for the the PV system including 1) steady state Solar Future Arizona stakeholder voltages, 2) sudden loss or increase of PV engagement process. Arizona is one of the output on the voltage profile and related leading states for distributed energy and impacts such as flicker or voltage sag on solar photovoltaic (PV)renewable energy customers served from the 12 kV feeder,the penetration and adoption. Due to current Golden State substation, and the Burbank electric rate structures, high adoption rates of transmission system, 3) effect on protection PV in Arizona Public Service's (APS) and control system which included territory and net metering,past electric rate identification of standards governing structures and tariffs are becoming outdated HLY 11-131431.001 VERNON IMPACT STUDY(7/16114)MTW 1-2.REFERENCES&EXPERIENCE 1 1 POWER ENGINEERS,INC. distributed generation, short circuit levels, and have the potential to cause revenue protective relaying, and islanding detection/ collection issues. As a part of the control requirements.In addition, the report stakeholder process, an introductory included descriptions of the expected SCADA workshop was held to provide all system features; a sample SCADA points list, stakeholders an initial education in regulated and several SCADA system block diagrams for utility cost of service and rate making BWP's consideration. practices. The workshop also illustrated distributed energy opportunities and impacts RIVERSIDE PUBLIC UTILITIES within utility costs of service and regulated Riverside Transmission Reliability rate making. Project Environmental Impact Report (EIR), California AUSTIN ENERGY POWER is providing environmental and Electric Cost of Service and Rate permitting services for a major upgrade to the Design, Expert Testimony, Texas City of Riverside's electric delivery system. The project will provide the City with a second Members of NewGen assisted Austin Energy 230 kV interconnect to the Southern California (AE) in preparing a comprehensive cost of Edison transmission grid. In addition to the service and rate design study as well as a 30- new double circuit 230 kV transmission line year financial forecasting model. The study and substation,the project includes several addresses many challenges faced by AE such additional 69 kV subtransmission lines. as pricing strategies to support system POWER prepared the EIR under the California efficiency, deployment of new technologies, Environmental Quality Act.The City is the and active support of environmental CEQA Lead Agency and the CPUC is a stewardship. Rate design took into Responsible Agency. POWER implemented consideration fixed cost recovery strategies an extensive public and agency outreach in support of AE's aggressive energy program targeted to the general public, tribal efficiency and distributed solar goals. organizations, and local, state, and federal Additionally, rates were unbundled and agencies.POWER completed biological various pass-through mechanisms were surveys, cultural resource surveys, urban line employed to manage the risk associated with siting, and the CEQA Initial Study. volatile and unpredictable costs associated with ERCOT regulatory requirements. Team members also prepared testimony to support HAWAIIAN ELECTRIC COMPANY an appeal of the rate filing before the Public Distributed Generation(DG) Grounding Utility Commission of Texas.. In Guide Specifications, Hawaii conjunction with the conduct of the Study, POWER performed a desktop study to research project Team members have also prepared a the application of grounding transformers 30-year financial forecasting model for AE. applied to Hawaiian Electric Company The financial forecasting model utilizes a (HECO)connected inverter based,three-phase variety of inputs including, but not limited 208Y/120 and 480Y/277 Volt, DG systems. to, capital improvement planning, generation This study looked at impacts of the different resource planning, and AE's plan for funding methods of feeder and customer system capital improvements to produce a balance protection as the distribution feeders move sheet, income statement, statement of cash away from the classical radial operated system flows, and governmental fund summary for model,where power flows in one direction. the utility. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 1-2.REFERENCES&EXPERIENCE 1 2 POWER ENGINEERS 3. UNDERSTANDING: INTRODUCTION Historically,public power utilities have enjoyed stable and low retail electric rates supported with simple rate structures and have operated and maintained traditional simple radial distribution systems. Rate structures were often established in a regulatory and political environment that encouraged power consumption and without the heightened environmental concern that we have today. Until recently,the electric utility industry's prime concern has been to meet growing customer loads safely and reliably and to keep rates low. However, today's business environment is evolving, as environmental concerns,regulatory uncertainty, and technological improvements have significantly changed the way utilities have to do business. The public's growing desire for renewable, environmentally friendly power supply options combined with technological improvements that broaden the plausible options available have strained the traditional perspectives of customers, utility service offerings, pricing,and utility operations.The traditional distribution system design is under stress due to the addition of distributed generation such as solar photo-voltaic panels as well as potential changes which include large scale charging of electric vehicles and the addition of microgrids. We are in a period of change with the attendant opportunities and risks. The City of Vernon,Department of Gas and Electric has recognized this challenge and issued a RFP to study and assess the rate making, environmental,physical and operations impacts of the Distributed Generation and provide recommendations for DG penetration levels. POWER understands the need and the urgency of developing an integrated assessment of DG impacts based on following four distinct but related areas: • Physical and operational impacts on the distribution system • Environmental and CEQA Initial Study • Public safety and impact on the response of public safety departments such as Fire and Police • Potential loss of revenue and negative impact on the rate payers Although other neighboring utilities face similar challenge,DG&E is unique due to the nature of its load(commercial and industrial with only 125 residential customers)and small geographical service area(only 5.2 square miles). The high load factor commercial and industrial customer base will impact the cost and rate making analysis of DG penetration. The small geographical service area and dense loading results in shorter than typical distribution feeders,a portion of which have operated with only substation capacitors for voltage regulation. Large industrial and commercial loads create non-typical challenges for electric system operation and protection. To be most effective,the approach to managing DG on Vernon's system will need to be carefully tailored to the unique character of Vernon's distribution system. HLY 11-131431.001 VERNON IMPACT STUDY(7/16114)MTW 3.UNDERSTANDING:INTRODUCTION 1 3 POWER ENGINEERS,INC. POWER brings to this project a team with in-depth skills in rate making, environmental analysis, electric power system analysis, and distribution system operations. Our team members will work collaboratively, sharing information throughout the project, to arrive at a holistic solution that only such a multi-disciplinary team can offer. The state regulation to comply with Renewable Portfolio Standard and 33 percent of renewable energy by 2020 has resulted in rate increases for most utilities in California, including DG&E. Any further rate increases may be difficult for customers to accept, and rate restructuring could be met with suspicion. NewGen Strategies, in collaboration with the POWER technical and environmental teams, will bring the expertise needed to navigate these complex issues. Input from and collaboration with DG&E will be critical to successful completion of this project. DG&E's intimate knowledge of their system and the environment, both physical and commercial, in which it operates are key elements to successful completion of the work. POWER will gain the needed input and solicit feedback from DG&E effectively and with respect for DG&E staff s time beginning with determining the appropriate and best methods of communication in our initial kickoff meeting. Additionally,POWER's project management and control system has a record of success of completing projects on time and within budget. Our system has three key elements—work plan, budget and schedule—linked by a common numbering system. The work plan is organized by tasks representing a deliverable or set of related deliverables to be generated for the project. The task numbering system found in the work plan corresponds to our budget and schedule. We use this consistent numbering system throughout the project's life as we assess task completion, schedule progress and budget compliance. In a fast track project with different disciplines working concurrently toward a common goal, a clear and shared understanding of the scope of work is critical to project success. Consequently, the first and very important benefit of this approach is to provide DG&E with a written scope of work that reflects our understanding of project needs. We ask and encourage a careful review of our work plan and welcome discussion of any questions that may arise. POWER stands ready to work with DG&E to modify the work plan and related schedule and budget if necessary to better meet the needs of the project. Once the project is underway, the task numbers facilitate tracking the status of each project, team member, task or deliverable. We generate internal project status reports that allow us to: • Measure the progress of each deliverable for completion and cost; and, • Determine short-term and long-term manpower workload projections so that the assigned team members are available when you need them. POWER also has an excellent Quality Assurance and Quality Control(QA/QC)program in place to ensure a quality final product. This process involves established processes for performing and checking work plus internal reviews before our report goes out to DG&E. HLY 11-131431.001 VERNON IMPACT STUDY(7116114)MTW 3.UNDERSTANDING:INTRODUCTION 1 4 POWER ENGINEERS 3. UNDERSTANDING: GENERAL SCOPE OF WORK Based on the RFP, pre-proposal meeting on June 25, 2014, and subsequent Q&A clarifications posted on the website by DG&E on June 23 and 26,we have identified the scope of work and our understanding as follows. The selected consultant shall prepare an assessment report that takes an in-depth look at the environment, safety and operational impacts that the permitting of generation facilities will have on the City. As part of this assessment,consultant to determine if it is in the City's best interest to permit any or all types of Generating Facilities to be constructed within the City. The assessment report will be submitted to City Council for concurrence to determine if changes to the City's zoning ordinance shall be made. This includes a presentation to the City Council. The assessment report shall consist of: 1. How allowing Generating Facilities would impact the operation of the DG&E's electric distribution lines and substation system. Includes the interconnection between distributed generation(DG) and the existing electrical grid and the anticipated impacts that operation of these facilities will have on the flow of electrical power from the generator's site to the local substation.Perform an analysis of the existing distribution system in the immediate area of the generator to better understand the impacts of new generation on the local distribution system and power flower and the ability of the existing distribution system resources to carry the power generated or stand-by service for out of service generator. In the Q&A it was clarified to limit the analysis to 10 distribution circuits from 4 substations with 3 or 4 scenarios of each circuit and not all 58 distribution circuits as initially perceived. 2.How allowing generation facilities would impact the DG&E's rate payers. 3. How allowing Generating Facilities would impact the safety and welfare of neighboring properties and the City in general.Address whether the City will be required to add emergency resources to deal with these potential safety issues,especially during an emergency event, and what extent. It was later clarified to keep this generic,to limit to the impacts of each type of DG, and to identify the least negative impact type.Address environmental consequences of permitting numerous generating facilities within the City and whether there is a limit on number or size of facilities that should be permitted. Comprehensive initial study shall be prepared in accordance with the project CEQA and a determination of the appropriate environmental document necessary to modify the City's existing regulations should be determined. The study shall be comprehensive in nature; describe significant impacts that may occur as a result of the City permitting such facilities;and pay particular attention to noise, vibration, air quality, public services,greenhouse gas emissions, hazardous materials, hydrology and water quality and utility services. Mitigations measures shall be proposed which could lessen the impact of these projects. 4.Recommend the optimal level of DG that can be permitted without causing signification system upgrade and impact to other rate payers.To include the review of studies performed for the governmental agencies, including any recent analysis performed by the South Coast Air Quality Management District on the siting of Generation Facilities. The impact study will be used to guide the City Council on determining if generating facilities should be permitted in Vernon and under what conditions. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:GENERAL SCOPE 1 5 POWER ENGINEERS 3. UNDERSTANDING: WORK PLAN TASK OUTLINE Task 1 Physical Impact/feasibility Study Subtask 1.1 Data Collection 1.2 System Performance Analysis 1.3 Alternative Evaluation Task 2 CEQA Initial Study Subtask2.1 Review of Initial Project Components/Screening 2.2 Initial Screening of Components using Environmental Checklist 2.3 Engineering/Environmental Team Evaluation and Refinements 2.4 Draft Initial Study 2.5 Final Initial Study 2.6 Prepare Administrative Draft MND (Optional) Task 3 Safety Assessment Subtask3.1 Hazard Analysis Task 4 Analysis of Impact on Ratepayers Subtask4.1 Data Request, Kickoff Meeting, and Distributed Generation(DG)Pricing Strategy Development 4.2 Impact of DG on System 4.3 Impact of DG on Customers 4.4 Meeting to Review Cost of Service Analyses and Finalize Rate Design Strategy 4.5 DG Rate Design 4.6 Summary Report and Presentation Task 5 Final Report and Presentation HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 6 POWER ENGINEERS,INC. TASK 11 PHYS/CAL IMPACT Objective(s): • To gather information necessary for assessing physical impact of distributed generation(DG) to the electrical distribution system. • To develop DG penetration limits based upon physical impact of DG to the electrical distribution system using power flow and short circuit analysis methods. SUBTASK 1.1 DATA COLLECTION Responsibility: POWER/DG&E Consult with DG&E to obtain information necessary to perform the physical impact studies. Information will include but not limited to: • System information including ETAP system model, substation single line diagrams, distribution circuit diagrams, equipment ratings,line ratings;line conductor sizes and spacing, line length,and voltage regulation equipment, existing distribution system software databases, loading information by feeder and substation, including to the extent available for the larger loads,the character of loads, location,load variation over the course of the day, and peak loading. • Identification of the ten feeders to be studied. • Interview DG&E operations and engineering staff to gain an understanding of the DG&E electrical system,how it is operated, existing operational challenges and operational challenges expected if distributed generation (DG)were added. • Recommend and gain agreement with DG&E on maximum and minimum voltage limits, maximum ampacity of circuits,types of DG to be analyzed and other relevant operational constraints and requirements. • Option 1 -Recommend and gain agreement with DG&E on which ten(10) feeders will be analyzed, along with location of potential DG on the feeders, type of DG and other relevant information needed to analyze the circuits and establish maximum DG penetration. • Option 2—Distribution system impacts on all four substations and 58 circuits as described under Option 1 to compare the difference in cost and schedule between both options for evaluation. SUBTASK 1.2 SYSTEM PERFORMANCE ANALYSIS Responsibility: POWER Deliverable(s): • Updated ETAP Peak Feeder Loading Model • Updated ETAP Minimum Feeder Loading Model • Report Section for Power Flow and Short Circuit Analyses and DG Recommendations based upon Power Flow and Short Circuit Analyses Review DG&E's existing ETAP software database. Validate and if necessary update the information for the ten feeders to be studied. Compare approximate circuit distance from the HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 1 7 POWER ENGINEERS,INC. substation and load information in ETAPdatabase for loads served by transformers 1000 kVA or larger against feeder circuit maps or load data.provided by DG&E. Confirm normally open switches between circuits are consistent with DG&E feeder circuit maps. Make corrections to loads or circuit open points if necessary. Conductor sizes, circuit impedances, circuit ampacities, circuit lengths and circuit topology is not included in the review, however if apparent errors are noted they will be discussed with DG&E. Compare database information for substation transformers,voltage regulators, transmission source impedances, and generator impedances to substation single line diagram or nameplate information provided by DG&E and if necessary update the database: Develop peak circuit loading models for the circuits to be studied by comparing measured peak circuit loading provided byDG&E with the loading predicted by the ETAP model and adjust all loads on the circuit up or down by the same percentage so that the ETAP model prediction matches the measured peak loading.Develop minimum circuit loading models in a similar manner. Perform power flow and short circuit studies on the existing system to provide baseline data. Analyze the selected 10circuits, document results, and report any predicted voltage or loading violations or predicted short circuit currents that exceed circuit breaker interrupting capabilities. Perform power flow studies using the peak circuit loading and minimum circuit loading models. Evaluate DG penetration limits resulting from voltage constraints and reverse power flow under minimum loading for each circuit with DG located at the end of feeders. Evaluate up to four contingency conditions for each feeder.Contingency conditions could include different locations of DG, loss of DG resources, loss of largest single load on feeder and capacitor switching. Evaluate potential for voltage flicker annoyance caused by loss of PV generation for clouds passing in front of the sun (this analysis may lead to requirements for energy storage to provide ramp rate control for PV installations above a certain size). This analysis would be based on a total amount of PV DG connected to a substation with the impact investigated on the ten feeders selected for detailed study. Perform short circuit studies to confirm adequacy of existing circuit breakers or need for upgrading of existing circuit breakers.Consider both inverter based DG such as PV and rotating generation such as gas fired combustion turbines. This analysis will be based on a total amount of DG connected to the substation distributed between all feeders on the substation. The analysis will include the effect of DG on feeders not studied in detail. Develop practical upper limits to DG penetration by feeder based upon power flow and short circuit studies including allowances for operational contingencies. If necessary identify levels at which significant system improvements would need to be addressed. Harmonic studies will not be performed at this time since they require information specific to each installation and the surrounding system. Performing harmonic studies prior to installation of DG may become one of the recommendations of the study. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN $ POWER ENGINEERS,INC. Review preliminary results with DG&E in a telephone conference. SUBTASK 1.3 ALTERNATIVE EVALUATION Responsibility: POWER Deliverable(s): •Alternative Recommendations for DG Installation Confer with environmental and rate making to determine if certain options(for example if use of a particular type of generation would not be possible due to air pollution considerations) could be removed from consideration. Evaluate the results of the System Performance Analysis and Hazard Analysis to develop options and recommendations regarding the installation of DG on the City of Vernon electric distribution system based upon electrical distribution system performance and hazards considering those options, if any, which may be excluded. Develop a table of impacts for different levels of DG penetration including consideration of different types of DG. Develop up to three options for DG installation on the City of Vernon distribution system. Each option would include technical conditions for DG installation,types of DG permitted, process for evaluating applications for DG installation, and maximum levels of DG penetration. TASK 2 CEQA INITIAL STUDY Objective(s): • To prepare a comprehensive Initial Study(IS) consistent with the California Environmental Quality Act(CEQA)Appendix G Environmental Checklist Form. Once prepared, POWER will recommend the type of CEQA document that would appropriately address the project components,to a prescribed level of detail, consistent with project components and phasing identified for the City of Vernon Distributed Generation Facilities (DGF). This is a high level analysis that will result in recommendations as to what level of environmental documentation is needed-perhaps an EIR or Mitigated Negative Declaration (MND), for subsequent actions that implement phases of the program as they come on line. To accomplish the above,the Environmental Team (ET)will need a components description, likely location and potential footprint and construction/operational and ongoing maintenance requirements of the project components. SUBTASK 2.1 REVIEW OF INITIAL PROJECT COMPONENTS/SCREENING Responsibility:POWER Deliverable(s): • Data Request Memorandum The ET will review the initial project components prescribed for the DGF to get an understanding of the potential physical footprint,location, construction methods, site HLY 11-131431.001 VERNON IMPACT STUDY(7/16114)MTW 3.UNDERSTANDING:WORK PLAN 1 9 POWER ENGINEERS,INC. preparation, grading and operational characteristics. The purpose of this subtask is to ensure that ET has an understanding of the project features such that a comprehensive and adequate analysis is included in the Initial Study.The ET will provide the engineering staff with any internal needs for data or clarifications; this requested information may be shared with the City, as needed SUBTASK 2.2 INITIAL SCREENING OF COMPONENTS USING ENVIRONMENTAL CHECKLIST Responsibility: POWER Deliverable(s): • Summary Memorandum of Screening Analysis The ET will use the Environmental Checklist Form (Appendix G of the CEQA Guidelines) and respond to pertinent checklist questions for the purposes of screening the various options evaluated in the Feasibility Study. This subtask is conducted at a broad/high level to help ensure any major"red flag"environmental issues are identified and assist in the evaluation to screen distribution options and minimize potential conflicts with established CEQA thresholds. The product of this task is a concise summary of the environmental screening results and identification of issues, with the intent to rank the distribution options per input into recommendations resulting from the feasibility analysis. SUBTASK 2.3 ENGINEERING/ENVIRONMENTAL TEAM EVALUATION AND REFINEMENTS Responsibility: POWER Deliverable(s): • Project Description for Initial Study The ET will iteratively coordinate with the POWER engineering team to share the results of the broad/high level Environmental Checklist review to ensure it is integrated into the screening process appropriately. One meeting is scheduled internally for the POWER Team. The ET will review the refined components as appropriate, concur on the recommended distribution strategy and work with the POWER engineering team on the Description of the Project for the formal Initial Study.The product of this task is the description of the proposed action as well as phasing, as appropriate, consistent with Initial Study format requirements. SUBTASK 2.4 DRAFT INITIAL STUDY Responsibility: POWER Deliverable(s): Draft Initial Study POWER will coordinate with the City to prepare the Initial Study using the City's preferred format and in full compliance with CEQA Guidelines. POWER team members will review HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 1Q POWER ENGINEERS,INC; existing background data and reports to extract relevant information concerning the environmental conditions and impacts relating to the project area.Source material to be used in the evaluations will include available technical reports, site visits,and other information in the public domain. POWER will compile the CEQA Environmental Checklist with explanations and analysis for each item,including"No Impact"responses. Upon completing the draft Initial Study Checklist document, POWER will submit it to City for internal review and comment. Given the level of analysis,it is assumed that no stand-alone technical studies will be prepared in support of the Initial Study. It is anticipated that the focused issues for the IS will include noise, vibration, air quality,public services, greenhouse gas emissions,hazardous materials, hydrology, water quality and utility services.Although some discussion will be afforded, other issues such as surface transportation, cultural resources,biological resources, aesthetics, etc. are anticipated to result in less than significant impacts or be fully mitigated. POWER will analyze the impacts to determine if mitigation is needed,how effective that mitigation is likely to be, and if there would likely be residual significant impacts beyond a designated threshold.POWER will determine at this time the type of environmental document required to complete the CEQA process, for City input. SUBTASK 2.5 FINAL INITIAL STUDY Responsibility: POWER Deliverable(s): . Final Initial Study POWER will revise the Draft IS to address one round of comments provided by the City, resulting in preparation and submittal of the Final IS. With transmittal of the Final IS to the City, a final recommendation will be provided regarding the appropriate type of environmental documents for compliance with CEQA. In the event it is determined during the Draft/Final IS preparation, that it is appropriate to prepare a more formal environmental document, POWER will work with the City in the scoping of a CEQA sufficient document type. For purposes of responding to some of the questions and answers developed during the proposal preparation process, POWER has provided as an optional task and brief work plan to prepare a Mitigated Negative Declaration(HIND). Preparation of'a MND is not included in the base budget.As indicated above, the focus of the AND is anticipated to include considerations for noise and vibration, air quality,public services, greenhouse gas emissions, hazardous materials, hydrology, water quality and utility services. It is anticipated that other environmental issues such as surface transportation; cultural resources, biological resources, aesthetics, etc. will not result in any significant impacts, as documented in the Draft IS, or cannot be fully mitigated and will not receive substantive attention in the MND. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN I11 POWER ENGINEERS,INC. SUBTASK 2.6 PREPARE ADMINISTRATIVE DRAFT MND (OPTIONAL) Responsibility: POWER Deliverable(s): Draft MND It is anticipated that the results of the IS will include some environmental parameters that may result in significant impacts that require adjustment in the project design or result in the need for mitigation measures and would be the focus of the MND. It is anticipated that the mitigation measure applied to those significant impacts will result in less than significant impacts after the measure is applied and within the thresholds identified per Appendix G. The MND shall include a discussion of the existing conditions, impacts and magnitude of the impacts, and the level of significance for each environmental discipline,as appropriate: Mitigation measures shall be developed to reduce impacts to less than significant levels, where necessary. If said effects cannot be fully mitigated, an Environmental Impact Report(EIR)will need to be prepared. POWER will prepare the Administrative Draft MND based on the information contained in the Final IS and memoranda prepared. Assumption(s): • The City will provide a maximum of two rounds of comments on the Administrative Draft IS/MND. • Preparation of an EIR is not included in this scope of work. • POWER will not prepare any technical studies, but may prepare technical memorandum as appropriate. SUBTASK 2.7 FINAL MND (OPTIONAL) Responsibility: POWER Deliverable(s): . Final MND POWER will prepare a Mitigation Monitoring and Reporting Program (MMRP) for the Final MND to include all accepted project mitigation measures, indicate the project time period to which the measure applies, the responsible party to implement the measure and the method of monitoring. In addition, POWER will incorporate City comments from the draft submittal. Assumption(s): • No stand-alone technical studies are prepared. • There will be no public circulation of the Final Initial Study. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 1 12 POWER ENGINEERS,INC. TASK 3 SAFETY ASSESSMENT Objective(s): To support DG&E's understanding of how allowing Generating Facilities would impact the safety and welfare of neighboring properties and the City in general: SUBTASK 3.1 HAZARD ANALYSIS Responsibility: POWER Deliverable(s): • Draft Report Section for Hazards and Mitigations Related to Physical System Operation Evaluate hazards related to electrical system operation including potential for distribution circuits to remain energized after the substation circuit breaker has opened and the potential for unacceptably high voltages to occur.on faulted distribution feeders after the substation circuit breakers have opened,but before DG is de-energized. Review DG&E's existing Interconnection Standards and Procedures, comment, and if necessary provide recommendations. Review and evaluate DG&E distribution system protective relaying practices. Identify impacts to protective relaying operation caused by DG installation and if necessary recommend changes and level of DG penetration that would trigger changes. If necessary and possible, develop practical recommendations to mitigate electrical hazards to DG&E operations personnel and the general public resulting from DG. In addition to IEEE 1547 basic interconnection requirements, include grounding of DG sources, feeder protective relaying and issues specific to the DG&E system identified in Subtasks 1.1 and 1.2. Coordinate with Environmental Task 2. POWER will review each of the project components for their potential for creating hazards that may create an impact to the public. Issues that will be considered include the transport and disposal of hazardous materials, considerations for upsets in the community,proper fencing and routing/signage for traffic control plans, any release of airborne substances near schools, considerations for air traffic if applicable, compatibility with an emergency response plan or evacuation plan,and consideration for fire safety. Review preliminary results with DG&E in a telephone conference. TASK 4 ANAL YS/S OF IMPACT ON RA TEPA YERS Objective(s): • To develop rate design strategies, in close coordination with DG&E staff,that will protect the utility's financial strength and minimize cost shifting between customer classes due to the adoption of distributed generation (DG)technologies on the DG&E system. HLY 11-131431.001 VERNON IMPACT STUDY(7/16114)MTW 3.UNDERSTANDING:WORK PLAN 113 POWER ENGINEERS,INC. Increasing penetrations of such technologies contribute to a misalignment of fixed and variable cost causation compared to cost recovery through rates.Rate design strategies and options must be reflected in the DG&E's long-term financial plan and be further complemented by rate design.To successfully address these issues, we propose the following sub tasks. SUBTASK 4.1 DATA REQUEST, KICKOFF MEETING, AND DISTRIBUTED GENERATION PRICING STRATEGY DEVELOPMENT Responsibility:NewGen Deliverable(s): • Data Request • Presentation of Various DG Rate Options and Underlying Methodologies • Written Summary of DG&E's DG Pricing Strategy and Philosophy • Kickoff Meeting • Presentation of DG Rate Design Options Upon authorization to proceed we will begin gathering detailed information related to DG&E's system operations, financial condition,cost of service, customer loads and usage characteristics, operations, business and/or strategic plans, and other important information developed in other areas of this scope of work that impact utility costs or revenues.We will provide DG&E a detailed and specific Data Request to gather the required information.Typically,this data includes items such as`. • DG&E's historical financial statements and proposed annual budgets • Cost of service studies • Financial forecast • Planning studies • Utility operating characteristics (e.g. customers, asset data,load profiles, etc.) • Customer billing determinants (e.g.monthly billing database summary data by class customer counts,customer demand, and energy use) • Stakeholder engagement or key account engagement and communication tools • Long-term capital plans • Other financial, asset, and operating data After reviewing the initial data,NewGen will schedule a kickoff meeting at DG&E's offices. The purpose of the meeting will be to discuss DG&E's short and long run goals, strategies, and overall philosophy with respect to DG. A component of this meeting will include a presentation of various DG options used in the market ranging from feed-in tariffs to back-up power and stand-by rates. Also, the presentation will discuss the cost of service implications and rate design methodologies used in developing these types of rates. Building upon this discussion, from a financial and pricing perspective,NewGen in close collaboration with DG&E staff,will develop a strategy for managing this service option including the identification of rate design options for further study. The strategy may include objectives related to revenue neutrality, subsidization guidelines, customer bill impact guidelines, etc.All discussions will build upon DG&E's existing rate structures and adopted policies. Upon completion of the kickoff meeting, we will provide DG&E a written summary of HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 1 14 POWER ENGINEERS,INC. the utility's philosophy and strategy related to DG pricing.Additionally, during the meeting,we will ask follow up questions with respect to the data request, gather additional information as needed, and confirm the task schedule. SUBTASK 4.2 IMPACT OF DISTRIBUTED GENERATION ON SYSTEM Responsibility: NewGen Deliverable(s): • 10-Year Financial Forecast • Webinar Utilizing the information gathered in Subtask 4.1, including incorporation of operational and infrastructure impacts on the system developed within this scope of work,we will prepare a 10- year financial forecast of the DG&E system.The forecast will include a projection of customer loads, system revenues, operation and maintenance expense, capital improvement program, debt service, City transfers, and other financial requirements of DG&E. A key component of the model will be the calculation of system avoided costs associated with the DG&E system. Avoided costs will include the cost of power supply and the marginal impact of DG on the transmission and distribution system as determined in Tasks 1-4. The model will be designed to perform "what if'scenarios and test the sensitivity of assumptions on DG&E's financial health. Various assumptions will be tested to identify inflection points on the system where customer adoption of DG options becomes detrimental to DG&E's financial integrity; or, to maintain system financial integrity, required rate increases and cost shifting between customers become burdensome. As a high-level, the model will test alternative rate designs to better understand how these designs affect DG&E's ability to recover costs under different DG scenarios. To gain understanding and feedback,the financial forecast model will be demonstrated to DG&E staff via a webinar and will include running live scenarios. During the webinar, scenarios can be tested and discussed. The purpose of the model will be to demonstrate to stakeholders the importance of certain rate design and policy assumptions on the long-term financial strength of the utility. SUBTASK 4.3 IMPACT OF DISTRIBUTED GENERATION ON CUSTOMERS Responsibility: NewGen Deliverable(s): Cost of Service Assessment of Existing DG Rates Relying on DG&E's recently completed cost of service analysis and the financial forecast developed in Subtask 4.2, we will quantify the impact of DG on DG&E customers. Impacts are primarily related to cost shifting between customers adopting DG options versus those continuing to be served under traditional rates. In this subtask, we will analyze DG&E's current Standby and Net Metering rates, compare such rates to cost of service results, and quantify the HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 1 POWER ENGINEERS,INC. degree of cost shifting.Additionally, for each rate class, using available cost of service results, we will identify fixed and variable components by major function. This information will be important in the development of alternative or additional distributed generation rates as described in Subtask 4.5 below. SUBTASK 4.4 MEETING TO REVIEW COST OF SERVICE ANALYSES AND FINALIZE RATE DESIGN STRATEGY Responsibility: NewGen Deliverable(s): • Presentation and Discussion of Financial and Cost of Service Impacts Associated with DG Rates • Discussion of Rate Design Options • One-day On-site Meeting by up to two (2)Members of the Project Team Upon completion of our financial and cost of service review as described in Subtasks 4.2 and 4.3 and based on the goals,strategy, and philosophy agreed to on Subtask 4.1, we will meet with DG&E staff to discuss specific rate design options for further study. Rate structures may include redesign of DG&E's current net metering and standby service rates, supplemental service; baseline charges, reservation charges, etc. The applicability of the various options will be discussed given policy considerations, financial, and cost of service results. Up to two(2)members of the project team will visit DG&E offices for up to one (1) full day.During the meeting we will present our findings and suggest rate design strategies for DG&E staff consideration. Upon completion of the meeting, our project team will design rates that have been discussed and agreed upon. SUBTASK 4.5 DISTRIBUTED GENERATION RATE DESIGN Responsibility: NewGen Deliverable(s): • Development of up to five (5)New DG Rate Options • Webinar In alignment with the direction set in Subtask 4.4, we will design up to five (5)DG rate options: Options will be tailored to renewable and non-renewable alternatives available to customers. It is our current understanding that renewable options are primarily related to photovoltaic(PV) solar. Non-renewable options will include but not be limited to biomass and combustion turbine technologies. Given that DG&E's customer profile consists primarily of commercial and industrial customers, we anticipate that non-renewable DG options may be of primary importance. Each option will be tested with representative customer load and bill data to evaluate the effectiveness of the rate in achieving policy objectives.The revenue neutrality of proposed rates will be estimated. In our cost estimate we have included the development of up to five alternative rate structures. The results of this task will be shared with DG&E via a webinar. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 1 16 POWER ENGINEERS,INC. SUBTASK 4.6 SUMMARY REPORT AND PRESENTATION Responsibility: NewGen Deliverable(s): • Letter Report and Presentation Summarizing Study Results • Presentation of Study Results by one(1)Member of the Project Team We will summarize the results of our analyses as described in Subtask 4.1-4.5 in a draft letter report and presentation for DG&E's review. Upon receipt of comments we will finalize both documents. One(1)member of our team will be prepared to present study results to the City Council or other stakeholders as directed by DG&E staff. Assumption(s): • DG&E staff will be able to set policy direction of the study without additional outreach or engagement of the City Council or other stakeholder groups. • All data requested will be provided in a timely manner so that the project schedule can be meta • DG&E staff can meet with the project team in a timely manner so that the project schedule can be met. • The most recently completed cost of service analysis is of sufficient detail to identify the fixed and variable nature of costs by customer class. • Customer billing determinates are reasonable accurate and agree with class revenue as reported in the Audit,Budget or other types of performance reports regularly produced byDG&E. • Five(5)DG rate options are sufficient for DG&E staff evaluation. TASKS FINAL REPORT AND PRESENTATION Responsibility:POWER Team Deliverable(s): •Draft Report for Staff Review • Final Report to Incorporate Staff Comments • Presentation to the City Council and Staff Report POWER will prepare an integrated assessment report on the impacts of distributed generation for DG&E staff review. The report will consist of results from the four(4)tasks listed above and will include an Executive Summary. After DG&E staff has provided comments, POWER will incorporate comments into a Final Report. Following this we will present our findings to the City Council. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 3.UNDERSTANDING:WORK PLAN 117 POWER ENGINEERS 4 RESOURCES FIRM QUALIFICATIONS POWER Engineers is an international leader in power delivery, generation, and environmental capabilities. We bring strength, depth, and expertise to utilities facing system upgrades, multi- faceted projects, or unique space, capacity and performance issues. From overhead and underground transmission lines and substations to electrical system studies, testing and energization, utility automation,and comprehensive program management, our teams are proficient in design and implementation of power delivery systems. Whatever your power delivery requirements are today—and whatever challenges you might face tomorrow—POWER is ready to provide the engineering services you need to be successful. TEAM INTRODUCTION POWER offers a team tailored to meet DG&E's project goals at a competitive price. Our team, briefly profiled below,provides: • City of Vernon Experience.Knowledge of DG&E's system and standards will promote quick project startup and streamlined performance throughout the duration of the study, helping to control project costs. • Technical Expertise.Experts in physical, environmental, and rate making impact assessment will lead, perform and review the work resulting in a technically sound assessment study that supports DG&E's project goals. • Proven Performance.Proven project management skills and techniques support the goals of on-time completion within project budgets. Our Project Manager for the City of Vernon's Distributed Generation Impact Study is Dev Birla, P.E. Mr. Birla has extensive experience leading and managing projects for California utilities and will oversee all aspects of the project and team communication.He will also lead the Safety Assessment portion of the project,with support from Mr. Henriksen and Kristen Bogue of RBF. Larry Henriksen, who will be responsible for the Physical Impact/Feasibility Study and will support the Safety Assessment, is a senior studies and protective relay engineer who has served as chief engineer for a municipal distribution utility in addition to his technical and management experience with POWER. He has served as a technical advisor, lead engineer, and project manager on a variety of generation, distribution and relay studies throughout the country and abroad. Local SAS support for Mr. Henriksen will be provided by Rob Schaerer, who is located in our San Diego office. HLY 11-131431.001 VERNON IMPACT STUDY(7116/14)MTW 4.RESOURCES 1 18 POWER ENGINEERS,INC. Michael Benner will lead the CEQA Initial Study, with support from SRA's Valorie Thompson and RBF's Achilles Malisos. Mr. Benner is an environmental project manager with extensive experience in public infrastructure and CEQA compliance for clients throughout Southern California. Rate Analysis will be performed by NewGen Strategies& Solutions,LLC (NewGen), which is a management and economic consulting firm specializing in providing professional services to public and private sector utilities.NewGen provides consulting services with foresight and incorporates emerging technologies to provide clients with the highest caliber of work. They are a values-driven, client-focused consulting firm with significant industry experience and institutional knowledge, grounded in making a difference for their clients, employees and communities. Members of the NewGen team include Tony Georgis,Executive Consultant,and Joe Mancinelli, Senior Technical Advisor.Mr. Georgis and Mr. Mancinelli both bring extensive experience in rate analysis for public utilities throughout the Southwest and are an extremely strong addition to the POWER team. We have prepared a highly experienced project team of 9 members who will be supported by additional staff throughout the project.For the amount of time key personnel will be involved in each task, please see our separately attached Pricing Proposal,which includes estimated hours for all team members. ORGANIZATION CHART This organization chart shows key team members, areas of responsibility,and reporting structure for this project. Detailed resumes are included in Appendix C this proposal. DepartmentCity of Vertion POWERElectric Project Manager Physical ImpictJ Feasibility Study Tony Georgis Michael Senne .• Larry Henriksen �arry Henriksen Joe man6rielli QualityAir Valorie Thompson Hazardous Materials Osten Bove HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 4.RESOURCES 119 POWER ENGINEERS 5. SCHEDULE M/LESTONE SCHEDULE POWER Engineers proposes the following tentative milestone schedule based on our understanding of the project scope, tasks and deliverables described in our work plan and required completion within 4 months from notice to proceed. MILESTONETENTATIVE DESCRIPTION, START DATE ' END DATE Kickoff Meeting Notice to Proceed (NTP) 2 weeks from NTP Data Collection Notice to Proceed 2 weeks Power Flow and Short Circuit Studies 2 weeks 10 weeks Alternative Evaluation 8 weeks 11 weeks Initial Screening 2 weeks 4 weeks Draft Initial Study 5 weeks 9 weeks Final Initial Study 9 weeks 11 weeks Task 3 Safet Assessment 4 � k t Safety Assessment 8 weeks 11 weeks Task 4 �Analyses of Impact oi�rRatapayers s � Financial Forecast* 8 weeks 12 weeks Rate Design Meeting* 8 weeks 12 weeks Task 5 Final Re ort and Presentation : p �=r. . Draft Report 10 weeks 12 weeks Final Report to Staff 13 weeks 14 weeks Presentation to City Council 14 weeks 16 weeks *Requires input from engineering studies. Note:Mitigated Negative Declaration MN D is not included in the project schedule as it is not practical to complete in 14 weeks, although we have provided the budget for that option. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW 5.SCHEDULE 1 20 Appendix A AFFIDAVIT OF NON-COLLUSION City of Vernon Distributed Generation Impact Study Request for Proposals AFFIDAVIT OF NON-COLLUSION BY CONTRACTOR STATE OF C,4LIFORNM )SS COUNTY OF,LOSANGELES} _Brian Berkebile being first duly sworn deposes and says that he/she is Vice President of POWER Engineers, Inc. c� sole , >��� , i rie,`�ea�etery`;oiot erproper"fit a) pnsert name of bidder) who submits herewith to the City or Vernon a proposal; That all statements of fact in such proposal are true; That such proposal was not.made in the interest of or on behalf of any undisclosed person,Partnership,company,association,organization or corporation; That such proposal is genuine and not collusive or sham; That said bidder has not,directly or indirectly by agreement,communication or conference with anyone attempted to induce action prejudicial to the interest of the City of Vernon,or of any other bidder or anyone eise interested in the proposed contract;and further That prior to the public opening and reading of proposals,said bidder: a. Did not directly or indirectly;induce or solicit anyone else to submit,a false or sham proposal b. Did not directly or indirectly,collude,conspire,connive or agree with anyone else that said bidder or anyone else would submit a false or sham proposal,or that anyone should refrain from bidding or withdraw his proposal c. Did not,in any manner,directly or indirectly seek by'agmeement,communication or conference with anyone to raise or fix the proposal price of said bidder or of anyone else,or to,raise of fix any overhead profit or cost element of this proposal price,or of that of anyone else; d. Did not,directly or indirectly,submit.his proposal price or any breakdown thereof,or the contents thereof,or divulge information or data relative thereto,to nay corporation,partnership,company,association,organization,bid depository,or to any member or agent thereof,or to any individual or group of individuals,except the City of Vernon,or to any person or persons who have a partnership or other financial interest with bidder in his business. 1 certify under penalty of pp�eedury that the above information is correct By: Brian Berke bile !.% / Title: Vice President, POWER Engineers, Inc. Date:. July.16, 2014 Appendix B EXCEPTIONS TO THE CONTRACT POWER ENGINEERt INC: 3940 GLENBROOK DRIVE 66 POWERPO BOX HAILEY,ID ID 83333 USA ENGINEERS PHONE 208-788-3456 Fax 208-788-2082 MEMORANDUM DATE: June 30,2014 TO: Javier Valdez and Nour Ali(City of Vernon,Department of Gas and Electric) FROM Dev Birla susrEcT: City of Vernon DGE Impacts Study Professional Services Agreement—Exceptions to Terms and Conditions We have reviewed the terms and conditions of the Professional Services Agreement and humbly request the following exceptions: Page 2,Section 2.3,Scope of Services: POWER requests revision of this language to refer specifically to"accepted standards of skill,care,and diligence."While this meaning may be implied by the City's current language,this phrasing is something of a term of art for professional services contracts,and tends to be interpreted very consistently by the courts. Please revise to: "All services shall be performed according to the accepted standards of skill, care, and diligence then prevailing in the en ing_eering profession." Page 4,Section 6.4,Payment:POWER requests revision to this paragraph to state that the City will provide promptnotice of any disputed invoice amounts,and that they will pay when due any portion not in dispute.This approach is typical for consulting work.Please revise to: "Contractor understands and agrees that invoices which lack sufficient detail to measure performance will be returned within seven(7)days of Ci 's receipt of invoice,and line items subject to dispute will not be processed for payment.City agrees to pay when due that portion not in dispute.' Page 4,Section 6.5,Payment:This paragraph states that the City will pay our invoice thirty days from their approval of the invoice;however,we have no idea what the timeline for approval might be.POWER therefore requests revision to state that we will be paid Net 30 from the City's receipt of the invoice: "City will pay Contractor the amount invoiced within thirty(30)days after the City approves receives the invoice." Page 5,Section 9.3,Ownership of Work:This paragraph states that the City gains ownership of all deliverables provided as part of our services.POWER acknowledges the City's right to own the deliverables we produce upon receipt of payment.We would like to clarify that POWER maintains ownership of the intellectual property used to create the deliverables,as this is part of our general business knowledge that applies from project-to- project.As such,we request revision to state that the IP remains with POWER;as follows: "All reports,drawings,plans,specifications,computer tapes,floppy disks and printouts,studies,memoranda,computation sheets and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be HLY 007-454A (6/30/2014)GE PAGE 1 OF 5 MEMORANDUM POWER ENGINEERS,INC. delivered to City whenever requeste'_pon Contractor's receipt of payment therefore. Contractor shall keep such documents and materials on file and available for audit by the City for at least three(3)years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City.City shall not gain ownership of any intellectual property of Contractor that was used to create the deliverables. Contractor shall grant to City a nonexclusive,perpetual,royalty-free,world-wide,limited license under copyright_to use solely for its own benefit,for internal purposes only, and only with its own personnel and without rights to sublicense,such Contractor IP as is necessary for City to make the agreed use of the deliverables as contemplated by this Agreement. The City acknowledges that Contractor's drawings and specifications, including all documents on electronic media,are instruments of service for use solely with respect to the project for which the instruments of service were developed or created,and agrees to indemnify and hold Contractor harmless from any claim, liability or cost(including reasonable attorneys' fees and defense costs)arising or allegedly arising out of any reuse or modification of the documents by the City or any_person or entity that acquires or obtains the documents from or through the City." Page 5,Section 9.4,Correction of Work: The City's current language could be interpreted a bit broadly,as their reperformance requirement is not clearly tied to accepted standards of care. In addition,the reperformance period is open-ended as written.POWER typically agrees to a one-year obligation. We request revision as follows: "Contractor shall promptly correct any defective,inaccurate or incomplete tasks, deliverables,goods,services and other work caused by a failure to meet accepted standards of care,skill and diligence,without additional cost to the City for a period of one(1)year from completion of the work.The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects,inaccuracy or incompleteness." Page 7,Section 9.11,Time of Essence: POWER requests deletion of the current language and replacement with a more general reference to the project schedule.The `time is of the essence' language seen here can raise increase the duty of a consultant above accepted standards of care. Request revision to: "Time is str-ietly of the essenee of this eepAraet and eaeh and every e tefm and provision hereof.Contractor shall use all reasonable efforts to comply with the schedule for the work agreed gpon between the Parties." We also request addition of language addressing force majeure events or other delays beyond our reasonable control. POWER requests contract relief when our work is delayed for reasons outside our control.Please add the following to Section 9.11: "CONTRACTOR shall not be responsible for delays caused by factors beyond CONTRACTOR's reasonable control, including but not limited to delays because of strikes, lockouts,work slowdowns or stoppages,accidents,acts of God,failure of any governmental or other regulatory l�y authority to act in a timely manner,failure of the City to furnish timely information or approve or disapprove of CONTRACTOR's Services or work product promptly,or delays caused by faulty performance by the City or by contractors of any level. When such delays beyond CONTRACTOR's reasonable control occur,the City agrees that CONTRACTOR shall not be responsible for any damages,nor shall CONTRACTOR be deemed to be in default of this Agreement. In the event of such delay,the Schedule shall be extended for a period of time equal to such delay." HLY 007-454A (6/30/2014)GE PAGE 2 OF 5 MEMORANDUM POWER ENGINEERS,INC. Pages 7-8,Section 9.13,Arbitration of Disputes: POWER prefers to require executive negotiations,then mediation for all disputes.In our experience;arbitration can be costly, time consuming, and unpredictable—and decisions are not subject to appeal. As such, please delete the current language and replace with: "The Parties shall attempt in good faith to resolve any dispute arising out of or relating to this Agreement,or any breach hereof or any Work performed hereunder, promptly y negotiation between executives who have authority to settle the controversy. AU party may_give the other party written notice of any dispute not resolved during the normal course of business. Such notice shall include a statement of that party's position and documentation supporting that parties claim and the name and title of the executive who will be representing that party and any other person who will accompany the executive. The receiving party shall respond in kind within fifteen (15) days of the date of notice. Within thirty 30Lys after delivery of the initial notice, the executives of both parties shall meet at a mutually acceptable time and place and use good faith efforts to resolve the dispute. If dispute is not then resolved,either party mgy give the other written notice that these executive negotiations are concluded. 'Negotiations pursuant to this.Section shall be confidential and shall be treated as compromise and settlement negotiations for purposes of Law and rules of evidence. Time requirements herein may be modified upon mutual written consent of the parties. Mediation In the event that the parties are unable to settle the dispute through direct negotiations as set forth above, all remaining controversies or claims shall then be submitted to mediation within ten (10) days from written notice of concluded negotiation following the Commercial Mediation Rules published by the American Arbitration Association. Unless the parties agree otherwise, mediation shall be held in Los Angeles, CA. This Agreement to mediate and any other agreement or consent to mediate entered into in accordance with this Agreement shall be specifically enforceable under the prevailing law of any court having jurisdiction." Page 8,Section 9.14,Indemnity: POWER requests that all indemnity obligations be tied to our comparative negligence.This is typical for consulting contracts, and helps ensure that the obligations under the agreement are covered by our insurance policies.If we agree to indemnify a client for"any and all"types of claims,it's easy for a Plaintiff's attorney to implicate our services even if we've met accepted standards of care.Under the City's language,we would still have to absorb their legal costs in that case. We therefore request revision as follows: "Contractor agrees to indemnify, and hold harmless and defend(eve if the ,to the maximum extent permitted by law,the City, its City Council and each member thereof,and its officers, employees, commission members and representatives,from any and all liability, loss,suits,claims, damages, costs,judgments and expenses(including attorney's fees and costs of litigation)vAieh in AAhele ar in pai4 to the extent such damages result from,or arise out of, or are claimed to result from or to arise out of: 1)any non-professional activity on or use of City's premises or facilities or any performance under this Contract; or (2)any negligent acts,errors or omissions(including, without limitation,professional negligence)of Contractor,its employees, representatives,subcontractors,or agent in connection with the performance of professional services under this Contract. i.This agreement to indemnify includes,but not limited to,personal injury HLY 007-454A (6/30/2014)GE PAGE 3 OF S MEMORANDUM POWER ENGINEERS,INC. (including death at any time)and property or other damage(including,but without limitation, contract or tort or-patepA,, eopyrigi+,auac +or tfademar4 i"r rmezrx+s)sustained by any person or persons(including,but not limited to, companies,or corporations,Contractor and its employees or agents,and members of the general public)." Page 9,Section 9.15,Insurance,subparagraph ii: POWER does not typically agree to provide coverage for a client's"agents"or"volunteers"as additional insureds,as this can mean we're insuring other consultants who might be partially involved in a claim. In addition, we cannot provide coverage for our own third party subcontractors. If we use subcontractors on a project,we will be sure to pass down the insurance requirements from our prime contract.POWER requests revision to: L "General Liability with minimum limits of at least$1,000,000 combined single limits written on an Insurance Services Office(ISO) Comprehensive General Liability "occurrence" form or its equivalent for coverage on an occurrence basis.Premises/Operations and Personal Injury coverage is required.The City of Vernon,its directors, commissioners,officers,employees, gents cmd vo tt +oars must be endorsed on the policy as additional insured as respects liability arising out of the Contractor's performance of this Contract. (1)If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required.Contractor eh s,,,..ewAraeter,will require all subcontractors to provide proof of insurance coverage meeting the requirements set forth herein." Page 10,Section 9.15,Insurance,subparagraph iii:POWER does not agree to provide our claims history to the City in order to determine coverage amounts remaining.The City can be assured that the amount of coverage shown when the certificate of insurance is issued by our agents will not misrepresent policy amounts available at the time issued.Revise to: "Professional Errors and Omissions coverage in a sum of at lea $1,000,000-Rer claim and$2 000,000 in the aggregate. ^App�ale6gre�tes must be ide-AI yr Page 12,Section 9.17,Termination for Convenience:This section states that the City will pay POWER for the services"satisfactorily completed and accepted"prior to the termination. This is unusual for termination for the client's convenience. POWER would expect to be paid for work done prior to the termination,even if it was only partially complete.We would not expect`acceptance'to have occurred by that point.Please revise to: "City may terminate this Contract in whole or in part at any time, for any cause or without cause,upon fifteen(15)calendar days'written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the +' f + i t to any � erformed prior to the effective date S2rV1C0S vcm�xuccvrrr�C�irgrccccc-ancra t......p of termination. Such payment shall be Contractor's exclusive remedy for termination without cause." Page 12,Section 9.18,Default: In the unlikely event of termination for default,POWER will reimburse the City's"direct,reasonable costs"incurred in obtaining substitute performance. POWER understands the obligation to reimburse additional costs incurred by the client if we're in default and another party has to complete the work. However,we would not want to be financially liable for any upgrades or additional services that the client decides to implement. Please revise the last paragraph of 9.18 to: "Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract,including the payment of money,except for HLY 007-454A (6/30/2014)GE PAGE 4 OF 5 MEMORANDUM POWER ENGINEERS,INC. payment for services satisfactorily and timely performed prior to the service of the notice of termination,and except for reimbursement of(1)any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and(2)the direct,reasonable costs incurred by the City in obtaining substitute performance." Page 13,Section 9.19,Maintenance and Inspection of Records: POWER maintains active project records in an electronic Document Management System, and our files are then archived per our Record Retention Policy when a project is closed.Physical hard copies are maintained in our Hailey,Idaho headquarters. If the City needs to audit our project records, we would provide such files through a file share site or make copies on a flash drive and send this to the City.We do not intend to maintain records within the City of Vernon.As such,we request that the last paragraph of Section 9.19 be deleted in its entirety. Additional Provisions Requested-Limitation of Liability and Waiver of Damages: POWER requests a monetary cap on liability for all contracts,as a way to balance corporate risk.We'll perform a set scope of work for a defined contract price,and ask that our exposure be limited accordingly. In addition,we request a waiver of consequential or incidental damage, as these costs are difficult for a consultant to assess and mitigate. Costs like lost profit can quickly exceed our contract price,and may not be insurable depending on the type of claim. Please add the following to the contract: "CitYagrees to limit CONTRACTOR's liability, to the City and to all persons having contractual relationships with the City, to the insurance limits stated in Section 8, above, or to the total compensation received by CONTRACTOR, for the Services under which the liability arises,whichever is greater. Neither CONTRACTOR nor City nor either party s suppliers, agents,officers,and directors shall have any liability regardless of the theory of recovery,including breach of contract or negligence,to the other party or any other person or entity for any indirect, incidental, special,or consequential damages,cost or expense whatsoever, including but not limited to loss of revenue or profit, whether actual or anticipated, loss of use,failure to realize anticipated savings, loss of or damage to data or other commercial or economic loss.This waiver of consequential damages is made regardless that(i)either party has been advised of the possibility of such damages and GO that such damages may be foreseeable." HLY 007-454A (6/30/2014)GE PAGE 5 OF 5 Appendix C KEY PERSONNEL RESUMES ,POWER ENGINEERS DEV BIRLA, P.E./PMP SENIOR PROJECT MANAGER TEARS 0FEXPERIENCE EXPERIENCE SUMMARY 33 Mr.Birla is an electrical engineer with extensive experience leading and EDUCATION managing power delivery projects from inception to close-out including • M.S.,Electrical Engineering, planning,design,construction and operation.He enjoyed a successful career Communications and Controls, at Burbank Water&Power(BWP)for 31 years before retiring as California State University,Los Transmission and Distribution Engineering Manager.He managed hundreds Angeles, 1987 of projects for BWP ranging from substations to transmission lines, > B.S.,Electrical Engineering,Punjab distribution overhead and underground lines,and customer stations with University, 1970 budgets up to$25 million per year. AREAS OF EXPERTISE Mr.Birla was responsible for the modernization of BWP's engineering and > Overhead and underground line design work practices by introducing design-build concept,gas-insulated and construction substations,underground cable replacement,distribution transformer and • Distribution and customer GIS pole replacement programs.As a result of these initiatives,BWP has one of substations the highest reliability levels in the nation and received the American Public > Distribution planning Power Association's RP3 award for reliable electric operations three years in > Energy Control Center Operations a row. LICENSING Burbank Water& Power, Distribution Planning, Design and >P.E.,Electrical:California Power Quality, California > Project Management Professional Transmission&Distribution Engineering Manager responsible for overseeing SPECIAL TRAINING the distribution planning,design,construction of the 4 and 12 kV distribution > Relay Protection,IEEE Short Technical system.Duties include review of circuit overloads,phase imbalance,settings Courses of voltage regulators and pole-mounted capacitor banks to maintain voltage profile within the operating limits on the distribution circuits,worked with CERTIFICATION test technicians for resolution of the voltage and power quality complaints > Project Management Professional from customers. Burbank Water& Power, Energy Control Manager, California Energy Control Center Manager for two years in 1991 and 1992 responsible for operation(monitoring and control)of BWP Electric System.Developed guidelines for SCADA soft and hard alarms for distribution circuits to monitor overloads on the distribution circuits and substation transformers and implemented those settings.Introduced written switching procedures for planned field switching and outage restoration procedures Worked with the planning to develop distribution system thresholds for voltage and current and recommended implementation of mitigation measures. Burbank Water& Power, Smart Grid, California Transmission and Distribution Engineering Manager and Member of Smart Grid Task Force responsible for participating in the planning and implementation of Smart Grid at BWP.BWP received a$62 million grant under ARRA and formed a task force to plan and implement Smart Grid. Project involved AMI,Wi-Fi mesh network,Meter Data Management DEV BIRLA, P.E./PMP 2 POWER ENGINEERS, INC. System,Distribution Management System and Distribution Automation. Burbank Water& Power, Undergrounding of Overhead lines Olive Underground Utility District, California Transmission and Distribution Engineering Manager/Project Manager responsible for leading and overseeing the selection and formation of Olive Underground Utility District, overall electrical and street light design and implementation of undergrounding roughly 4000 feet of existing over head lines in the joint trench with AT&T,Charter Communication,Verizon wireless.It involved approximately 2200 feet of over head 69,000-Volt line along Olive Avenue from 1-5 Bridge towards west to Victory blvd.,addition of two more 69,000-Volt underground lines and undergrounding of 34,500— Volt sub transmission line,4,160 and 12,470-Volt distribution lines,street lights and facilities from Charter Communications.It also involved undergrounding of 1,800 feet of overhead 4,160-Volt distribution line along with streetlight system and facilities from AT&T,Charter Communications and Verizon wireless. This project was completed in 18 months in two phases. Burbank Water& Power, Burbank Substation Replacement and 34.5 kV Network Upgrade, California Transmission and Distribution Engineering Manager/Project Manager responsible for initial planning to project closeout including design, construction and reporting progress to BWP Board and the City Council. This project was a multiple-year project with four different phases and involved replacement of a 66-year-old open-rack substation,located close to the Administration Building.The new 34.5 kV substation replaced a 12.47 kV substation at another location on the BWP campus.The biggest challenge was layout of equipment on a very small site,line getaways and interfacing with existing underground infrastructure,including coordination of outages with the Energy Control Center and Power Plant. Burbank Water& Power, Conversion of Burbank Circuits from 4 kV to 12 kV, California Transmission and Distribution Engineering Manager/Project Manager responsible for managing the overall design and construction of twelve 4 kV Burbank Circuits to 12 kV in a very short duration of three years.The old Burbank Substation had to be relocated,and twelve 4 kV circuits with combination of overhead and underground were rebuilt to 12 kV construction,while the load was transferred from the old substation to new substation in phases.Design and construction was done in-house and in parallel with the construction of the new Burbank Station and upgrade of the 34.5 kV network in the area.Existing pole lines had multiple 4 kV circuits on the same pole line and sometimes under build of 34.5 kV and 69 kV lines both in residential and commercial areas in back property lines with difficult access and in busy public streets with heavy traffic conditions. . Burbank Water& Power, Distribution Design and CIP, California Supervising Electrical Engineer responsible for managing distribution overhead and underground line design including customer stations.Reviewed summer feeder peak loads and routed circuits to the areas short of capacity in DEV BIRLA, P.E./PMP 3 POWER ENGINEERS,INC. summer months.Balanced loads on all three phases to prevent circuit overloads and imbalances to prevent power outages.Calculated loads on distribution transformers and issued work orders to replace overloaded transformers to prevent outages and oil spills.Completed installation of pole mounted capacitor banks and adjusted settings of substation voltage regulators to maintain voltage profile at the customers' panels within operating limits.Reduced power outages due to overloading and imbalance of 4,160-volt circuits and improved the voltage profile.Reduced system losses and improved operation of system by modernizing field equipment. Burbank Water& Power, Hollywood Way Distributing Station, California Transmission and Distribution Engineering Manager/Project Manager responsible for overseeing and managing the design and construction of the new Hollywood Way substation.This project was required to accommodate Caltrans' addition of an off-ramp to SR-134 and involved building a new larger capacity substation adjacent to two existing substations(Alameda and Hollywood Way),transferring all loads in a seven-year time frame by June 2011.That included five 34.5 kV lines providing bulk power to both substations and a tie between them and then conversion of twelve 4 kV circuits to 12 kV and transfer of six 12 kV circuits to the new substation.The Burbank Community Department funded the project with matching funds from the SR-134 project.It was an EPC project with aesthetically pleasing seven-position Gas Insulated Switchgear in a pre-fabricated building for 34.5 kV; 16-position 12.47 kV metal clad switchgear in a pre-fabricated building with ten distribution circuits;two 56 MVA banks with LTCs on the low side; and two 12.47 kV switched capacitor banks.It also included a communication building with JungleMUX and RTUs. Burbank Water& Power, Conversion of Alameda 4 kV Circuits to 12 kV Hollywood Way Circuits, California Transmission and Distribution Engineering Manager/Project Manager responsible for oversight and management of design and construction for the conversion of twelve 4 kV Alameda circuits,starting April 2004 and continuing until June 2011.The project initially involved rebuilding and conversion of one circuit per year and,later on, 1.5-2 circuits per year.It entailed a very intensive process of evaluation of each pole and facility serviced from Alameda Substation,then distribution planning to decide how each circuit would be configured from existing 4 kV circuits based on estimated load and ties to maintain high reliability to customers.It was followed by design and construction,which included replacement of poles, cross arms,overhead primary conductors,distribution transformers, secondary/service drop triplex conductors. POWER ENGINEERS LARRY HENRIKSEN, P.E. PHYSICAL IMPACT/ FEASIBILITY STUDY, SAFETY ASSESSMENT YEARS OF EXPERIENCE EXPERIENCE SUMMARY 45 Mr.Henriksen has been responsible fora broad range of electric power EDUCATION system engineering activities at the detailed design,supervisory,and > M.E.,Electrical Engineering,University management levels.In addition to his design and management experience at of Idaho,2001 POWER,he has served as Chief Engineer for an electric utility and as >'B.S.,Electrical Engineering,Washington Director of Systems and Services for a major manufacturer of electrical State University, 1975 relays.Mr.Henriksen maintains a technical focus on electrical system studies •B.S.,General Engineering,Idaho State and protection. His experience includes electrical system protection; University, 1968 transmission and substation planning;design,and construction;transmission line routing,siting and permitting;distribution system protection,expert AREAS OF EXPERTISE testimony,installation and operation of computer-based SCADA systems; > Electrical system protection distribution engineering;electrical systems studies;testing and > Transmission and substation planning, commissioning;project management and budgeting;specification and design,and construction procurement of major electrical equipment;right of way;construction > Transmission line routing,siting and management and inspection;and establishing maintenance and operations permitting procedures. • Protective relaying > Expert testimony POWER Engineers, Business Unit Director,SCADA and • Installation and operation of computer- Analytical Services based SCADA systems • Distribution engineering Director for POWER's SCADA and Analytical Services(SAS)Business > Electrical systems studies Unit. Under Mr.Henriksen's tenure SAS grew to over 80 engineers involved > Testing and commissioning in a range of technically intensive activities including distribution planning, > Project management and budgeting power flow,stability,protective relaying,arc flash analysis,grounding > Specification and procurement of major system analysis,transient analysis,insulation coordination,SCADA,control electrical equipment systems,communications,economic conductor selection,and special > Right of way projects. In addition to his management duties,Mr.Henriksen provided > Construction management and detailed technical leadership in his areas of expertise,QA/QC,and was inspection actively engaged in project work providing both project leadership and • Establishing maintenance and operations detailed engineering analysis. procedures City of Vernon, Leonis Substation Condition Assessment, LICENSING California • P.E.,Electrical: Idaho > P.E.,Electrical:Washington Technical Advisor responsible for consulting the project team on technical and operational considerations.POWER was contracted to assess the PUBLICATIONS condition of the Leonis Substation including the underground civil and > With Jon Leman,P.E.and Brian electrical facilities up to the transmission overhead buswork and equipment. Berkebile,P.E.,POWER Engineers. A formal assessment report and cost estimate were provided to Vernon Fault Current Rating of Optical Ground Which included recommendations for oil containment and SPCC plans, Wires",POWER Transmission Line battery system,equipment aging and operation,insulated cable condition, Conference,2008 relaying recommendations,switches;bus,capacitor banks,foundations and > With Patrick Bradshaw and Vincent grounding. Duong,`Public Service Company of New Hampshire,Vernon Padaca,P.E., Riverside Public Utilities, Relay Replacement Study, California POWER Engineers. "Protection System for a 115 kV Double-Wye Fuseless Lead Protection Engineer for the development of a modern relaying package LARRY HENRIKSEN, P.E. 1 2 POWER ENGINEERS,INC. Undergrounded Capacitor Bank", for the City's 69 kV transmission lines.Provided technical direction and Georgia Tech Protective Relaying quality control for the relay replacement study and recommendations. Conference,2006 POWER recommended a simple modern numerical line differential relay > With Daren Phelps,Calpine plus one full featured numerical line distance relay that provides not only Corporation;Greg Rauch,Schweitzer step-distance and communication aided line protection but also breaker Engineering Laboratories;and Aaron failure and synch check functions for both breakers in a breaker-and-a-half or Wilson,POWER Engineers."Three ring bus substation.The use of only two relays reduced panel space, Terminal 230 kV System Protection and simplified wiring,and reduced cost.POWER prepared typical single line, Restoration at Calpine's Creed and three line,and DC schematic drawings for the protective relaying terminal. Goose Haven Energy Centers,"Western Protective Relaying Conference, Confidential Client,Wind Impact Studies Spokane,Washington,2003 > With David Gardner."Value Project Manager/Facilitator for a study investigating the effects of and Engineering Strategies for Wind mitigations for a high level of penetration of wind power into an islanded Generation Projects,"IBC Wind system.Involves innovative analytical techniques to investigate the impact of Conference,Boston,2002 mitigation alternatives,such as energy storage for both arbitrage and regulation,levels of conventional generation reserve requirements and"must run"requirements for conventional generation units. Princeton University, Campus Electrical Distribution Study, New Jersey QA/QC Reviewer who performed technical review and quality control.This project encompassed an existing system analysis and near-and long-term plans that identified major facilities upgrades and modifications required to meet anticipated load growth during the plan period.The studies provided a means for determining how well the distribution system performs under various operating conditions and the areas of the system requiring improvements.The analysis included examining the systems load flow, voltage levels,short circuit currents and protective device settings and coordination.It also examined the use of a SCADA system for data collection and control of the electrical system facilities.A report describing the near-and long-term recommendations for improving the campus system's reliability was prepared from the results of the study. Tetra Tech USAID Afghanistan Engineering Support Program (AESP) The AESP is a program funded and managed by the United States Agency for International Development(USAID)that provides engineering support for infrastructure development in Afghanistan. POWER provides electrical power system studies,design,and procurement support for the AESP as a subcontractor to Tetra Tech. Studies Project Engineer providing ongoing technical consulting as well as project technical and managerial leadership for projects including: > Import Capability Study-Power flow analysis(performed by another consultant),series capacitor and SVC cost estimates,line design review and overall report preparation.(LT-0012) > Electrical Transmission&Generation Long-Range Plan—Long range plan based on readily available data including load projections,power flow, stability,and capital cost expenditures. Intended to provide an initial baseline and first generation PSS/E model of the nationwide electrical system.(LT-0023) > NEPS and NEPS-SEPS Connection Assessments—Report building on the LARRY HENRIKSEN, P.E. 3 POWER ENGINEERS,INC. Transmission and Generation Long Range Plan refining the PSS/E system model and analyzing transmission system performance and voltage/reactive power mitigation in more detail. Primary focus was in the major north-south 220 kV transmission corridor but the electrical system nationwide was included. > Reactive Power Compensation Specification—Specification for Static VAr Compensator(SVCs),series capacitors,and mechanically switched shunt reactors and capacitors to manage reactive power to improve power import capability on long 220 kV lines. Included power flow and stability studies and time domain(ATP-EMTP)studies to establish equipment steady state and dynamic rating requirements and series capacitor MOV requirements. Hercules-Bacchus Works Electrical Power Supply and Distribution Study, Utah Project Manager for a power supply and distribution study for a major defense contractor and aerospace manufacturer in the Salt Lake City area facing a projected load growth from 14 MW 40 MW over a six year period. The study addressed the adequacy of existing utility and in-plant transmission and substation facilities at current and projected loadings;the addition of on-site generation;reliability of the existing and alternative systems;identification of alternative systems;preparation of cost estimates for the alternative systems;and analysis of the alternatives. U.S.Army Corps of Engineers, Nasiriyah Substation, Nasiriyah, Iraq Electrical Engineer responsible for relay coordination for the interconnection of a new POWER-designed 50 MW power plant with an existing 132 kV substation located at a gas-fired thermal generating facility.The U.S.Army Corps of Engineers project was part of the effort to restore the Iraqi electricity infrastructure.POWER's scope of work included modification of the existing 20-year-old,Russian-built substation,design of the terminations at the new generating plant and the existing substation,and design of 3 km of 132 kV underground connecting cable. Chief Engineer, Cowlitz County PUD,Washington Chief Engineer for an electric utility with 36,000 consumers and 600 MW of peak demand.The engineering department,under Mr.Henriksen's management,provided design,construction,and operations support for the transmission system,distribution system,and substations.Permitting,right- of-way activities,extension of facilities to new customers,short range system planning,protective relaying and budgeting for capital expenditures were also part of Mr.Henriksen's responsibilities. POWER ENGINEERS ROBERT SCHAERER, P.E. SAS LOCAL SUPPORT YEARS OF EXPERIENCE EXPERIENCE SUMMARY 7 Mr. Schaerer is an electrical engineer focusing on electrical studies for power EDUCAT/ON transmission and distribution systems.His responsibilities have included > B.S.,Electrical Engineering,University utility and industrial substation grounding studies;grounding design support of ldaho,2006 and field effect analysis including AC and DC electromagnetic interference > Certificate,Transmission and for systems up to 600 kV.He is also experienced in developing and Distribution Engineering,Gonzaga reviewing transmission and distribution protective relay settings and University,2013 coordination from480V to 345 kV;as well as developing special protection and control algorithms.He has worked on upgrades,expansions and AREAS OF EXPERT/SE greenfield projects. > Protective relay settings and coordination SunPower Corporation, NAVFAC China Lake 13.78 MW PV > Grounding,AC interference and EMF System,China take, California > Electrical system studies Project Engineer responsible for system interconnection support with SCE, LICENSING electrical studies including load flow and short circuit analysis,protective > P.E.,Electrical:Oregon relay coordination and settings;and SCADA design support.POWER was > P.E.,Electrical:California contracted by SunPower to provide engineering and design to support the > P.E.,Electrical:Florida installation of their ground mounted Oasis Tracker solar array system at an existing NAVFAC facility in California.The installation is a 13.78 MW SPECIAL TRAINING power generation system that consists of solar panels installed on a steel >EUCI Induction Voltage Hazards Near single-axis tracker with various pad-top electrical equipment,including Transmission and Distribution Lines switchgear,transformers,inverters,and electrical circuits.POWER's scope > CDEGS Users Group Conference included an initial site audit to evaluate for equipment locations and utility • SEL University Custom Course for interconnect,preliminary one-line diagram and relay protection one-line, Chevron utility interconnection application support,and detailed design of the >Beckwith Electric-Generator Protection electrical distribution and SCADA systems. Theory • Georgia Tech-Integrated Grounding HMT Electric Inc., UCSD TMAC Renovation, San Diego, California System Design and Technology Short Course Electrical studies engineer responsible for the short circuit and coordination > Safe Engineering Services& analysis for the new electrical system for the Thurgood Marshall Activity Technologies Ltd.-,Grounding and Center at University of California San Diego.POWER was contracted by Electromagnetic Fields Course HMT Electric to perform the short circuit analysis of the new switchboard and panels,as well as a protective device coordination study from the SEMINARS upstream 12 kV selector switches through each of the new 120/208V panel > Adjunct Instructor,Transmission and boards. Distribution Program,Gonzaga University,2010-present Tessera Solar, 1.6 MW Stirling Energy Systems Demonstration > Presenter,"Dealing with High Fault Plant and Basic Power Block Electrical Design,Arizona Currents in Substation Grounding", POWER Delivery Design Conference, Electrical Engineer responsible for protection,communication,and control 2013 for the 12 kV interconnection between Tessera's demonstration plant and the > Presenter,"Considerations for Practical utility,as well as developing and coordinating device settings for the 600 V Structure Gounding in Varying Soil breakers. Work included programming a SEL-351 S relay with protective Conditions",UTA TSDOS,2012 device settings,coordinating breaker control schemes with plant and utility > Instructor,"Substation Grounding requirements,and implementing DNP3 communications in the relay to allow ROBERT SCHAERER, P.E. 1 2 POWER ENGINEERS,INC. System Design and Analysis",American the utility to have remote monitoring and control capabilities.POWER Electric Power,2010 Engineers was the electrical design engineer for Tessera Solar to design and > Presenter,"Substation Grounding support permitting and construction for a 1.5 MW demonstration plant.The Analysis and Testing",Energy Council high profile fast-track project utilized 60 Stirling Energy Systems(SES) of the Northeast,2010 SunCatcherTM solar thermal generators,and was the first SES commercial > Presenter,"Evaluating and Maintaining generation interconnect to the grid using the SunCatcherTM solar power Existing Substation Grounding generators.This 1.5 MW configuration was the basic building block for all of Systems",NWPPA,2011 Tessera's proposed plants.POWER was responsible for detailed design of the power collection system and the grid interconnection,and provided the HARDWARE/SOFTWARE design documents necessary for permitting,contactor bid and construction. > CDEGS POWER provided the short circuit and load flow study as well as the > WINIGS development of relay and breaker settings in coordination with the Salt River > ASPEN Project and its required direct transfer trip protection scheme. > SKM PTW > ETAP Sulphur Springs Valley Electric Cooperative,Tombstone 69/24.9 > Milsoft kV Substation,Arizona > CAFEP Studies Engineer responsible for developing relay settings and performing a AFFILIATIONS coordination study with downstream fuses and reclosers for this new 69-24.9 > Member,IEEE kV distribution substation.POWER provided electrical design and drawings, > Member,IEEE Overhead Lines Working SCADA design and implementation,protective relaying schemes and Group settings,and testing and energization on this greenfield distribution > Member,IEEE Wind and Solar Plant substation.The substation configuration includes a 69/24.9 kV power Collector Design Working Group transformer,three 25 kV voltage regulators,four 25 kV circuit breakers and associated switches and busing. Sulphur Springs Valley Electric Cooperative, Mobile Substation Upgrade, Arizona Studies Engineer responsible for developing protective relay settings for the existing transformer and voltage regulators on two trailers.Protection involved the use of multiple settings groups,custom logic,and relay to relay communication in an SEL-387 and SEL-351R relay.Analysis included fault current determination,coordination,and equipment rating calculations primarily using the SKM PTW package.POWER was responsible for upgrading Mobile Substation with new microprocessor relaying,installing an Orion SCADA unit and wiring the new circuit switcher.POWER worked with SSVEC to provide an updated protection scheme using an SEL-387, which allowed for setting groups to be changed easily for the different connection voltages.POWER provided a SCADA design and communication system as well as testing support of Mobile Substation and commissioning of the SCADA communication system. Sulphur Springs Valley Electric Cooperative, Fort Huachuca Substation Relay Replacement,Arizona Engineer responsible for developing relay settings for this distribution substation consisting of four 13.8 kV distribution buses with a total of 13 underground and overhead feeder circuits and two capacitor banks.POWER was responsible for the upgrade from electromechanical relays to new SEL- 351 S overcurrent relays.Protection was developed for the incoming feeders, bus ties,and outgoing feeders. Also confirmed proper coordination using ETAP.A capacitor bank control scheme utilizing the SEL-351 S that allows five various steps to be brought online or taken offline via pushbutton or remote control was also implemented. ROBERT SCHAERER, P.E. 3 POWER ENGINEERS,INC. Sulphur Springs Valley Electric Cooperative, Fort Huachuca Distribution System Sectionalizing Study,Arizona Studies Engineer responsible for system modeling,relay and recloser settings and coordination of protective devices.POWER performed a sectionalizing study of the 13.8 kV delta-connected Fort Huachuca distribution system. Tasks included data analysis and review both off-and on-site,system modeling,protection philosophy development,protective device coordination and settings,and detailed feeder summary reporting.The project included analysis of 14 feeders consisting of combinations of overhead and underground loads and lines,capacitor protection,coordination and device selection involving transformer and Cooper SMU PME fuses,SEL-351R recloser controls,and SEL-351S feeder protection relays. Sulphur Springs Valley Electric Cooperative,Alamo Substation, Arizona Studies Engineer responsible for reviewing the 69 kV and 12 kV relaying criteria,calculations,coordination,and settings for the new distribution station transformer,bus,and feeder relays.Also responsible for ground grid design.POWER provided detailed design for the substation, including protective relaying,SCADA and communications.The substation configuration includes a 69-24.9 kV 12/16/20 MVA power transformer,three 25 kV voltage regulators,five 25 kV feeders and associated switches and busing. Southwest Transmission Cooperative, Hackberry 230/69 kV Substation,Arizona Studies Engineer responsible for all bus,transformer and 69 kV line protection.POWER's responsibilities included substation physical and electrical design,communications design,SCADA system design,system protection design,and testing and commissioning.The new substation provides 69 kV electrical service to Phelps Dodge's new Safford Mine,and an additional 69 kV source to Graham County Electric Cooperative(GCEC). EDP Renewables North America LLC, SCADA and Analytical Services, Multiple Locations Studies Engineer responsible for determining protective relaying criteria, performing relay settings calculations and coordination,and programming the relays for multiple wind projects across the country. Relaying schemes varied from 345 kV line and bus protection to 34.5 kV substation and collector system protection,involving multiple high speed transmission schemes,transformer and bus differential and backup schemes,feeder overcurrent,and general system limitations protection,including frequency and voltage based tripping schemes.POWER provided SCADA design services for overall wind farm communication architecture,substation integration,and touch panel HMIs.In addition,POWER has been involved in developing protective relay and logic processor settings,performing arc flash analysis and performing fault and coordination studies. POWER ENGINEERS MICHAEL BENNER CEQA INITIAL STUDY }FEARS OF EXPERIENCE EXPERIENCE SUMMARY 37 Mr.Benner has extensive environmental experience on major public EDUCATION infrastructure.He brings both a strategic and mindful perspective to the > M.S.,Environmental Studies,California environmental industry.His experience bridges both the initial planning State University,Fullerton, 1979 stages of project development,the environmental process,permitting and the • B.A.,Biological Sciences,California design and implementation and monitoring phases.His working knowledge State University,Fullerton, 1976 and experience of the whole process provides an important perspective to project delivery success. AREAS OF EXPERTISE > California Environmental Quality Act His experience has included assisting clients in complying.with the > National Environmental Policy Act California Environmental Quality Act(CEQA),National Environmental > Federal Endangered Species Act Policy Act(NEPA),Federal Clean Water Act(FCWA),and State and > Federal Clean Water Act Federal Endangered Species Act(S/FESA)and has focused on large > California Department of Fish and Game multidisciplinary assignments for public works projects.His experience > California Department of includes environmental services for energy projects,pipelines,transportation Transportation corridors,rail projects,airports,landfills,jails,reservoirs,flood control • Federal Aviation Administration facilities,water treatment facilities,specific plans,and park/open space > California High Speed Rail Authority programs.In addition to environmental documentation,Mr.Benner provides > Federal Highway Administration direction as to the monitoring and reporting responsibilities during final > Federal Transit Authority design,clearing and grubbing,construction,and post-construction activities. > Solid waste management He has served clients throughout Southern California. > Mitigation > Construction monitoring/reporting Riverside Public Utilities, Riverside Transmission Reliability > Regulatory compliance Project, California > Performance monitoring Environmental Manager and coordinator on the post CEQA compliant tasks AFFILIATIONS including select environmental/land use screening analyses to support > Association of Environmental Riverside Public Utilities.Acts as overall Environmental Manager Provides Professionals input into Land and Water Conservation Fund(LWCF)analysis,consistency updates on the MSHCP and. Southern California Edison,Alberhill System Project Biological Resource Analysis, California Project Director responsible for the biological resources assessment for the proposed 500 kV transmission and 115 kV sub transmission line corridors associated with the Alberhill System project.The proposed work included biological surveys across western Riverside County,encompassing land within the Temescal Wash sub watershed of the Santa Ana River watershed as well as the San Jacinto River watershed.The biological survey included updated vegetation mapping,mapping of riparian and streambeds,and a focused habitat assessment for Stephens Kangaroo Rat. The analysis was used to screen option for preferred route and report later served towards CEQA compliance. MICHAEL BENNER 2 POWER ENGINEERS,INC. Southern California Gas Company, Gas Pipeline No. 6900 MND Environmental Evaluation, California Quality Control Officer for the preparation of an environmental evaluation that evolved into a Mitigated Negative Declaration of a 30.1 mile long 36" high pressure natural gas pipeline to be installed in the cities of Moreno Valley,Temecula and Riverside County.Issues included compatibility with adjacent land use,circulation,public services,utilities,seismicity,soils, noise,flood hazards,air quality,biological resources(Stephens Kangaroo Rats),and cultural resources.The project MND and the specific alignment were coordinated with a parallel project,the Inland Feeder Water Pipeline (Metropolitan Water District of Southern California)to verify distinct and separate limits of disturbance.This was particularly important due to the parallel timing of the facilities and the construction footprint regarding cumulative impacts in the environmentally sensitive area of the San Jacinto Wildlife Ecological Reserve as managed by the California Department of Fish and Game. Southern California Gas Company, Aliso Canyon Proponent Environmental Assessment(PEA), California Project Analyst responsible for the cumulative impacts section of the PEA. The Proposed Project is the replacement of three obsolete gas turbines with three new electric-driven compressor trains.Related improvements include modifications to two existing SCE 66 kV sub-transmission lines(supported by the same structures),construction of a new dedicated electrical substation (the"proposed SCE Natural Substation'),and proposed modifications to three existing SCE substations to accommodate the new 66 kV service to the proposed Central Compressor Station.The cumulative environmental analysis focused on local and regional projects that contributed to cumulative impacts on resources. City of Yucaipa, Yucaipa Specific Plan EIR, California Project Principal on the City of Yucaipa Specific Plan EIR.Seeing the opportunities for a new gateway,the project sought to provide a means for visitors and residents to know that they have left the non-descript San Bernardino I-10 corridor and have entered Yucaipa.The project envisioned a well-designed,attractive,and functional retail center along the freeway that could be successful because each responds to the regional market needs and could provide the City with revenues.Their vision also included housing that reflects the rural community and yet is sensitive to the delicate environmental conditions of the Site Major environmental issues included traffic,air quality, noise,landform alteration,view shed,public services and utilities,biological and cultural resources and general plan consistency.Provided quality assurance reviews. Southwestern Riverside County Multi-Species Reserve Adaptive Management Plan, California Project Manager on the Adaptive Management Plan for the Metropolitan Water District of Southern California.The purpose of the plan is to provide a general approach towards the management of the approximately 13,000-acre Reserve.The plan provides guidelines in accordance with the provisions of the Multi-Species Habitat Conservation Plan(MSHCP).Specifically,the ten- MICHAEL BENNER 3 POWER ENGINEERS,INC. year plan outlines the goals of the MSHCP,the purpose of the reserve,the members and responsibilities of the Reserve Management Committee,the management objectives for the reserve(including protection and preservation,restoration,habitat enhancement,monitoring and research),the philosophy of adaptive management and its applicability to the reserve and management and monitoring recommendations.This plan was reviewed by the five-member management agencies consisting of the United States Fish and Wildlife Service,California Department of Fish and Game,Metropolitan Water District,Riverside County Habitat Conservation Agency,and the Riverside County Regional Park and Open Space District.Presented the plan to the committee and incorporated salient comments. Riverside County Transportation Commission,Cajalco Corridor Environmental Evaluation, California Principal Analyst responsible for the initial environmental evaluation included baseline mapping and environmental constraints analysis for the alternative alignments.The project included a cross section typical of a major highway originating near the existing Cajalco Road and Interstate 15 in Riverside County.The project was then aligned west through a tunnel under Cleveland National Forest to its terminus at the Foothill/Eastern Toll way in northeastern Orange County.Major environmental issues included landform alteration,biological resources,cultural resources,land use compatibility,air quality,noise exposure,and regional surface transportation.This analysis was conducted for the Riverside County Transportation Department. City of Montebello, Montebello Hills Specific Plan (MHSP) EIR, California Project Principal/Quality Assurance Officer for the MHSP EIR.The MHSP consist of approximately 487 acres located within the City of Montebello and is contained within the Montebello Oil Field.The proposed project includes developing the area for 1,200 residential units including public and private parks and trails.The residential development is contained on an estimated 166 acres and 315 acres of open space is proposed,including the restoration and enhancement of coastal sage scrub communities.The project planning resulted in significant consultation with the United States Fish and Wildlife Service and the issuance of a Biological Opinion for the Federally-threatened California gnatcatcher.The EIR included a number of project design features that were incorporated into the project description in an effort to minimize impacts to the natural resources present while accommodating existing and projected oil field operations.Mr.Benner coordinated with the Project Manager,City of Montebello and the applicant in producing and circulating a comprehensive EIR for public review and City Council consideration. OcientifillcResources ssociated VALORIE L. THOMPSON, PH.D. PRINCIPAL Dr. Thompson has over twenty-four years of experience in 'environmental planning, air quality studies, air toxics emission evaluations, health risk assessments, process safety management, hazard and operability studies, off-site consequence analysis, and atmospheric dispersion modeling and is the founder of Scientific Resources Associated. She has managed numerous environmental planning, air quality, and risk assessment projects, including preparation of the Application for Certification for a proposed new natural gas-fired power plant, and assessment of air emissions and air toxics risks from manufacturing facilities, oil and gas processing facilities, and cogeneration facilities. Dr. Thompson has also assisted government clients in the development of air emission inventories and compliance strategies for large military bases. Additionally,she has conducted research in atmospheric dispersion and enhanced oil recovery. EDUCATION Ph.D.,Chemical Engineering;Purdue University, 1986 M.S.,Chemical Engineering,Purdue University, 1982 B.S.,Chemistry,Eastern Michigan University, 1980 PROFESSIONAL REGISTRATIONS/AFFILIATIONS Small Woman-Owned Business Enterprise Certification: Caltrans CT-030697 California Public Utilities Commission Woman-owned Business Certification: 1 OAS009S California Department of General Services Small Business Certification: #0019779 PROFESSIONAL EXPERIENCE Air Quality and Global Climate Change Impact Assessment -- Salt Creek Substation. Dr. Thompson prepared the Air Quality Impact Assessment and Global Climate Change Evaluation for the proposed Salt Creek Substation and Transmission Project in Chula Vista, California. The project involved construction of a new substation, construction of anew 69kV transmission line; construction of tie-in loop, construction of distribution circuits, and a new 69kV position at the existing Miguel Substation. The project involved several iterations of the construction emissions calculations to identify the maximum daily emissions based on the project schedule. Air Permit Application Pinal Power. For a proposed biomass plant in Pinal County,Arizona, Dr. Thompson prepared the Application for Authority to Construct. The application included emissions quantification from construction and operation of the power plant, regulatory review, an Air Quality Impact Assessment, a Best Available Control Technology evaluation, and permit application forms. The project included regulatory interface with the Pinal County Air Quality Management District,public hearings and assistance with draft permit review. The permit was issued to the applicant: 1328 Kaimalino Lane San Diego,CA 92109 (858)488-2987 r Dr.Valorie L.Thompson wl"aft,Resources ssociate Page z Air Permitting and Air Quality and Global Climate Change Impact Assessment-La Goleta Storage Field Enhancement Project. Dr. Thompson prepared the Application for Authority to Construct , Air Quality Impact Assessment,and Global Climate Change Evaluation for the La Goleta Storage Field Enhancement Project proposed by SoCal Gas. The project included preparation of the permit application, including regulatory review and permit forms. evaluating construction emissions associated with the drilling of four new development/exploratory wells designed to produce native gas.. The analysis included evaluating emissions that would result from processing of the gas in existing facilities. Air Permitting Support — Applied Energy Turbine Replacement Project. Dr. Thompson prepared the Applications for Authority to Construct for the replacement of natural gas-fired turbines at Applied Energy's facilities at NAS North Island and E.F. Oxnard. The project included developing emissions information, conducting air dispersion modeling, and interface with the San Diego Air Pollution Control District (NAS North Island) and Ventura County Air Pollution Control District (E. F. Oxnard). Dr. Thompson assisted Applied Energy in review of permit conditions and negotiations with District staff, and also developed the Title V Operating Permit conditions. Air Quality and Global Climate Change Analyses-Barren Ridge Renewable Transmission Project. For a large transmission project designed to import electricity generated from renewable sources, Dr. Thompson has been responsible for the preparation of the Air Quality and Global Climate Change analyses. The analyses include evaluation of potential impacts to air quality during construction and operation of the transmission line. The project included several alternative routings, and also includes an assessment of potential net benefits due to reduction in conventional power generation with import of renewable energy resources. The project has been prepared in accordance with the requirements of the U.S. Forest Service and U.S.Bureau of Land Management. Air Quality Impact Assessment Los Angeles Department of Water and Power. Dr. Thompson prepared the Air Quality Impact Assessment for the proposed repowering of the Haynes Generating Station in Long Beach, California. The project included evaluating potential criteria pollutant and toxic air contaminant impacts associated with the installation of two new combustion turbines, and the net air quality benefit of decommissioning existing boilers. The project involved conducting analyses of various proposed design configurations and stack heights to determine potential worst case impacts for the Environmental Impact Report. The project also involved evaluating various operational scenarios, including startup/shutdown and diesel readiness testing. The analysis was prepared in accordance with South Coast Air Quality .Management District guidelines. CEC Application for Certification Three Mountain Power,LLC. Dr. Thompson managed a multidisciplinary project to prepare the Application for Certification fora proposed 500 MW natural gas fired combined cycle plant in Burney, California. The project involved conducting a review of potential environmental concerns,including preparation of a PSD permit application, air quality analysis, and health risk assessment. The project also involved attendance and presentations at public meetings and CEC workshops and hearings. The project was certified in May, 2001. In addition, Dr. Thompson assisted in the preparation of legal briefs and technical documents to support the BACT finding that SCR, and not SCONOx, is BACT for the Project. The BACT finding was upheld by the EPA's Environmental Appeals Board. 1328 Kaimahno Lane San Diego,CA 92109 (858)488-2987 Achilles Malisos Associate/Environmental Analyst Mr. Malisos serves as an Environmental Analyst, with a specialty Nears of Experience: 9 in Acoustics, Air Quality, and Climate Change. Achilles has experience in the research,preparation;and analysis consistent with Education: the California Environmental Quality Act (CEQA) and National M.A., 2005,Urban and Regional Environmental Policy Act (NEPA) for a variety of environmental Planning,UC Irvine planning projects involving redevelopment, infrastructure, B.A.,2003, Environmental residential,mixed use,institutional,and commercial uses. Studies,University of California,Santa Cruz The following is a representative sample of projects for which Mr. Malisos has prepared environmental and technical analyses. Professional Affiliations: RELEVANT EXPERIENCE• Member,American Planning Association ACOUSTICS Software Training: Mr.Malisos also provides a full range of noise impact analyses for AutoCAD public and private sector clients,in accordance with local,state and TNM 2.5 federal impact assessment criteria. Noise impact analyses are prepared as part of environmental documents or as separate studies; FHWA-RD-77-108 addressing changes in ambient and noise levels associated with Larson Davis DNA vehicle traffic, rail traffic, aircraft, and stationary sources. Mr. Bruel&Kjazr Noise Explorer Malisos utilizes his experience with noise monitoring using Type I rated instruments, as well as sophisticated noise modeling using Additional Training: FHWA-RD-77-108 and Traffic Noise Model 2.5 to develop noise Bowlby and Associates,Inc., barrier recommendations where necessary. Additionally, Mr. •FHWA Traffic Noise Model Malisos has the ability to provide integrated GIS based maps 2.5 Training Course",2012 depicting roadway noise contours and sensitive receptors. Photovoltaic Site Due Diligence (Southern California) - RBF is providing site due diligence studies for upwards of 30 sites in Kern, San Bernardino, Imperial, Riverside, San Luis Obispo, and Los Angeles Counties, CA. The due diligence studies include analysis of topography, hydrology/geomorphology analysis, constraints (paper survey) mapping, geotechnical feasibility, site access road assessment, and off--site cost estimating for sites typically 500 to 3000 acres in size. This project is a key component in California's goal of 20 percent renewable energy by 2010. As an Environmental Analyst,Mr.Malisos focused on land use and compatibility issues as well as air quality, noise, biological resources, cultural/historic resources, and agricultural resources. The due diligence studies identified the key constraints and opportunities for each potential site. Rosamond Solar Array (Kern County) - The Rosamond Solar Array proposes a solar PV power generating facility that would have an electric power generating capacity of approximately 150 ■ CONSULTING A•y0=co.p nV. Achilles Malisos Associate/ Environmental Analyst megawatts alternating current (MW-AC). The project site is comprised of 1,175 acres on two non- contiguous areas approximately 0.5 mile apart. An approximate 13.5-mile 66 kV generation tie-line will deliver the project's generated power to the local grid at the Antelope Station in Kern County: Willow Springs Solar Array(Kern County)-The Willow Springs Solar Array included a 150 MW-AC facility on a 1,402 acre site. An approximate 11 mile, 66 kV generation tie-line will deliver the project's generated power to the local grid at the Antelope Substation in Kern County, Kingbird Solar Array (Kern County)-The project proposes a 40 MW-AC facility on a 324 acre site. The project also included an on-site substation is proposed, where the voltage of the Solar PV power- generating facility is stepped up to an existing 230 kV transmission line for interconnection with the Whirlwind Substation. Monte Vista Solar Array (Kern County) — RBF provided CEQA support services, including the coordination of subconsultants, as technical studies are prepared for an EIR on a 126-megawatt solar photovoltaic power generating facility on approximately 1,040 acres of land south of the community of Mojave. SDG&E Bayfront .Transmision Station (Chula Vista, CA) - Environmental Analyst. The project proposes to construct the new Bayfront transmission substation at the existing South Bay Substation site to replace the aging and obsolete substation. The Project would demolish the existing decommissioned powerhouse and other facilities once the transition has been made from the existing substation to the proposed Bayfront Substation. The project also proposed upgrades to associated project components at three regional transmission substations. Key project issues included temporary construction-related impacts,long-term operational impacts,as well as cumulative impacts. Equinix Data Center IS/MND(City of El Segundo)—Environmental Analyst. The project proposes the renovation and expansion of the existing Douglas Technology Center. Building renovations would occur in the entrance lobbies, office space, collocation server warehouse, and service bay. To accommodate the power needs, a Southern California Edison (SCE) 50 mega-watt (MW) substation is proposed to be constructed on-site. The substation would include transformers and circuit breakers, and two overhead 66 kV sub-transmission lines, that would connect to existing aboveground power lines. Major issues that arose were long-term aesthetics/lighting and glare impacts, long-term noise impacts,and short-term air quality impacts. Nash Street Data Center IS/MND(City of El Segundo)-Environmental Analyst. The project includes environmental review pursuant to CPUC requirements (due to substation construction permits). The proposal involves the renovation and expansion of an existing 82,857 square foot warehouse and office building, located on a 6.14-acre site. The project would expand the existing building from 82,857 square feet to It 6,756 square feet. The project also proposes construction of a 66kv electrical substation. RBF's work program for the project also includes the preparation of focused studies for traffic and air quality. r . . CONSULTING . A Company- - Kristen Bogue Environmental Professional/ Hazardous Materials Specialist Ms.Bogue assists in the preparation of environmental and planning Years of Experience: 9 studies for public and private sector clients,with a focus on due diligence planning activities. Ms.Bogue prepares Phase I Education: Environmental Site Assessments(ESAs),Initial Site Assessments B.A.,2005, Environmental (ISAs)for the California Department of Transportation(Caltrans), Analysis and Design, Preliminary Hazardous Materials Assessments pursuant to the University of California, California Environmental Quality Act(CEQA),and Environmental Irvine Baseline Surveys(EBSs)for the Department of the Navy. Additionally,Ms.Bogue assists in the preparation of documents Professional Affiliations: with respect to CEQA and the National Environmental Policy Act Member,Association of (NEPA). Environmental Professionals (AEP) RELEVANT EXPERIENCE• Additional Education Phase I and Phase II PHASE I ENVIRONMENTAL SITE ASSESSMENTS Environmental Site Assessments for Commercial Ms.Bogue has prepared numerous Phase I ESAs. The scopes of Real Estate,ASTM the ESAs follow guidance provided in American Society for International,2008 Testing Materials(ASTM) Standard Practice E 1527-05. The Environmental Site Assessments ASTM 1527-05 document outlines a procedure for completing for Commercial Real Estate, _ESAs that includes a review of records(current and historic),site ASTM International,2006 reconnaissance,and interviews. AEP Workshop,"Advanced CEQA: Understanding the • Camp Pendleton Desalination Properties(San Diego County, California Environmental CA) Process." • Phase I Environmental Site Assessment On-Call(City of Due Diligence at Dawn,EDR Adelanto,CA) Inc. • Orange Coast College Maritime Training Center(Orange,CA) Update on Toxic Substances, • Scarrone Property(Kern County,CA) Environmental Laws and • Covert Canyon Training Center(San Diego County,CA) Regulations,2005 • Ponto Beachfront Vision Plan(San Diego,CA) • Steele Canyon Phase V(San Diego County,CA) • Downtown and Central Long Beach Redevelopment Plan (Long Beach,CA) • Grey Hawk Business Center(Carlsbad,CA) • Former MCAS El Toro Property(Orange,CA) PHASE I INITIAL SITE ASSESSMENTS Ms.Bogue has prepared several Phase I ISAs. Although the ISA scope is similar to ESAs,ISAs are specifically prepared for the California Department of Transportation(Caltrans). In addition to ASTM standards,specific recommendations to lead and transportation issues(District specific)are analyzed and discussed. Select representative projects and experience are listed below. ■ CONSULTING A Z=Company Kristen Bogue Environmental Professional/ Hazardous Materials Specialist • SR-57/Lambert Road Interchange Improvement Project(Brea,CA) • Leon Road Improvement Project(Menifee,CA) • 86`h Street Widening(Albuquerque,New Mexico) • Victoria Avenue Undergrounding(Riverside,CA) • Park Once Project(Redlands,CA) • SR-62 Median Project(Yucca Valley,CA) • I-5/Jamboree Road Improvements Project(Irvine,CA) • I-405/Irvine Center Drive Improvements Project(Irvine,CA) • Jeffrey Road Extension(Irvine,CA) • Jamboree/Michelson Pedestrian Facility(Irvine,CA) • SR-57/SR-60/Grand Avenue Interchange Project(Diamond Bar,CA) • Cabot-Camino Capistrano Bridge Improvements(Mission Viejo,CA) • I-10/Jefferson Street Interchange Improvement Project(Indio,CA) • I-15/SR-79 South Interchange Improvements(Temecula,CA) • Pacific Coast Highway at Second Street Improvements(Long Beach,CA) • I-10/Avenue 50 Interchange-Regulatory Services(Coachella,CA) Preliminary Hazardous Materials Assessments Ms.Bogue has prepared several Preliminary Hazardous Materials Assessments,including Assessments pursuant to CEQA. These Assessments analyze and discuss potential for contamination to be present within the boundaries of the project site as well as the potential for contamination to be released to the environment. Select representative projects and experience are listed below. • Porsche Driving Center Experience Project(Carson,CA) • Cuyama Solar Array(Santa Barbara County,CA) • Loma Rica Ranch Specific Plan(Grass Valley,CA) • Tustin Street/Chapman Avenue Widening(Orange,CA) • Biane Business Park(Rancho Cucamonga,CA) • Atkinson Lane Specific Plan/Master Plan(Santa Cruz,CA) • The Lakes(Ontario,CA) • Beyer Community Park Site(San Diego,CA) • Foothill Parkway Westerly Extension(Corona,CA) • Victor Valley Parallel Pipeline Project(Victorville and Apple Valley,CA) Existine Hazardous Materials Assessments Ms.Bogue has developed an Existing Hazardous materials Assessment in order to satisfy the existing hazardous materials conditions at a property pursuant to CEQA. These Assessments analyze and discuss potential for contamination to be present in soil,surface water,or groundwater within the boundaries of a property. Select representative projects and experience are listed below. • Filos/Dobler Annexation Project(Tracy,CA) • Perris Downtown Specific Plan(Perris,CA) • Historic Downtown Upland Specific Plan(Upland,CA) F03F CONSULTING A:'=C-pm y - . Tony Georgic & Solutions Director, Energy Practice tgeorgis@newgenstrategies.net Tony Georgis brings more than 15 years of experience in engineering and economic analyses for the energy,water, and waste resources industries. His work includes various assignments for private industry, local governments, and utilities including sustainability strategy, strategic planning studies, financial and economic analyses, cost of service and rate studies,energy efficiency,and market research. In support of sustainability strategy projects,Tony has developed frameworks, optimization, and decision models for sustainability program prioritization and monetization of climate change regulatory, market, and physical impacts. He has also been published in trade journals such as Resource Recycling and Utility Automation and Engineering T&D and spoken at several industry conferences. EDUCATION ■ MBA,2004, Finance Specialization,Texas A&M University ■ BS, 1997, Mechanical Engineering,Texas A&M University REGISTRATIONXERTIFICATIONS ■ PE: Mechanical,CO#36747(2002) EXPERIENCE ■ Rate Strategy, Stakeholder Engagement,and Cost of Service - Benton PUD; Kennewick, WA. Project manager for Rate Strategy, Cost of Service, and Rate Design for Benton PUD. To ensure broader community input and stakeholder engagement NewGen facilitated a series of three Stakeholder Panel workshops in support of developing Benton PUD's Rate Strategy. The Stakeholder Panel ensured broad and targeted community feedback from business,community,nonprofit,agriculture,city, and residential leaders. The Rate Strategy will provide a framework for rate related decision-making and staff actions or recommendations related to rate making and cost of service. The Rate Strategy will be presented to the Board of Commissioners for approval following the public meeting process. Once approved it will provide staff the guidance for periodic cost of service and rate decisions such as a cost of service principles to follow,alignment of costs with cost recovery or rate structure(s), and financial policies to include in the cost of service. Following the Rate Strategy approval, NewGen will perform a comprehensive cost of service analysis and design rates to fully recover the revenue requirement. Specific tasks include developing the revenue requirement,functionalizing costs, allocation of costs to customer classes, review of existing customer class criteria, evaluating line extension and facilities charges, designing rates, and providing a comprehensive, dynamic, cost of service model for staff use in developing future cost of service and rates. ■ Utility Financial Planning and Cost of Service-Lubbock Power and Light and the City of Lubbock,TX. Senior consultant and project manager for utility financial planning, cost of service, and rate design for Lubbock Power and Light (LP&L). In support of LP&L's efforts to more accurately forecast and manage costs, we are developing a financial forecasting model and tool for the electric utility. The financial model will analyze, evaluate,and optimize the utility's full revenue requirements, potential debt issuances,capital plans,and rate changes. The model will be used to perform scenario analysis and evaluate an optimal mix of debt, rate changes, and capital for the utility. Using the financial model and scenario analysis results, a cost of service and rate design study will be completed to accurately develop customer class costs and subsequent rates. In support of the study, a rates and financial workshop for City Council, LP&L, and City staff is included to train staff on the cost of service process and financial model. City and LP&L staff is included in periodic training and updates to ensure utility staff will adopt and utilize the new tools for future rate and financial planning efforts. Economics I Strategy I Stakeholders ( Sustainability www.newgenstrategies.net Tony Georgis Director, Energy Practice ■ Solar Future Arizona Utility Rate Design Workshop-Arizona Public Service,AZ. Project manager leading the utility cost of service and rate design workshops for the Solar Future Arizona stakeholder engagement process. Arizona is one of the leading states for distributed energy and solar photovoltaic (PV) renewable energy penetration and adoption. Due to current electric rate structures,high adoption rates of PV in APS's territory and net metering, past electric rate structures and tariffs are becoming outdated and have the potential to cause revenue collection issues. As a part of the stakeholder process, an introductory workshop was held to provide all stakeholders an initial education in regulated utility cost of service and rate making practices. The workshop also illustrated distributed energy opportunities and impacts within utility costs of service and regulated rate making. ■ Strategic Resource Plan - Lakeland Electric; Lakeland, FL. Advancements and developments in technology, renewable energy,distributed generation,regulations,smart grid,electric vehicles,and utility programs are all beginning to converge and drive significant change in utilities, interaction with the grid; and consumer consumption. To address these issues at Lakeland Electric (LE), NewGen is facilitating the development of a Strategic Resource Plan (SRP)to navigate these market demands, remain competitive,and assure a forward- looking enterprise aligned with LE's and the community's goals. The Plan includes the development of a Sustainability and Technology Roadmap (Roadmap) to provide a path for LE to achieve the desired conventional and virtual resource related goals for the next 10 years as well as a tool to facilitate decision- making and manage key sustainability and resource related changes. The Roadmap development is directly supported by a comprehensive stakeholder engagement plan including an internal SRP Team, external Advisory Panel,staff interviews,and internal survey. After completing the Roadmap, tasks include creating a dynamic financial and resource planning model to evaluate resource planning scenarios and related financial,environmental, and labor related impacts. When completed, the SRP will provide guidance for large resource related capital investments, facilitate LE and customer(e.g.virtual) resource related decisions,and include a triple bottom line (economic, environmental, and social)reporting framework for communicating utility performance. ■ Utility Services Study - L.S. Army; Huntsville, AL. The United States (U.S.) Army is evaluating and investigating electric consumption,contracts, potential upgrades, and distributed generation opportunities at active duty and reserve bases across the U.S. in an effort to reduce costs and support NetZero energy goals. NewGen is currently supporting three separate projects to support the Army's goals including the development of a comprehensive electric utility contract and tariff database for the bases, evaluating nine reserve bases' energy consumption and cost reduction opportunities, and following upon prior studies to evaluate past upgrade benefits. Specific tasks include evaluating energy consumption profiles, billing accuracy, base operations, contract terms, rate options, asset / facilities upgrades (e.g. energy efficiency/demand response), distributed generation options, and tenant billing recovery. The result of the project will provide recommendations tailored to each base to optimize rate options, existing/planned distributed renewable generation,and facility upgrades to reduce costs and support NetZero goals. ■ Strategic Roadmap - Western Area Power Administration Lakewood, CO. Western Area Power Administration (Western) provides power marketing and transmission services to more than 600 wholesale customers throughout the western U.S. To address the uncertain and changing energy market, Western is developing a Strategic Roadmap to apply their long-standing mission in a changing environment. NewGen facilitated the development of the Strategic Roadmap and related tactical action plan and communications. The Roadmap defines and articulates the vision and future desired state for Western 10 years in future. From that future desired state,the steps required to achieve that state were identified. The Roadmap was linked to day-to-day activities by developing and aligning a tactical action plan which includes the programs and initiatives required to realize the Roadmap destinations. Supporting tasks included performing internal and customer interviews, surveys, inventory of existing strategic initiatives / projects, and evaluating Western's initiatives for alignment with the roadmap. To facilitate the communication of the Roadmap and strategic direction to customers and the organization, NewGen is supporting the development of several communication tools such as a message map, graphical Roadmap summary, organizational key performance indicators(KPls)/metrics,and a presentation template. Thoughtful Decision Making for Uncertain Times — 2 Tony Georgis Director, Energy Practice Prior to Joining NewGen,Mr. Georgis'experience includes: Cost of Service and Rate Design ■ Electric Utility Cost of Service-Colorado Springs Utilities,CO. Project manager for development of a street lighting electric cost of service. Developed a detailed revenue requirement, cost of service, and rates for Utilities'street lighting and private lighting customer classes. Reviewed and summarized industry practices for rate design and methodology, updated Utilities' current cost of service model to integrate and include street lighting and the associated customer classes; and will present the study findings and street light rates to the City and Council. 2011-2012 ■ Utility Operations Model and Financial Forecasting-City of Weatherford,TX. Project manager; updated and refined financial planning model for the combined electric, water, wastewater, and solid waste utility operations and performance. The financial model and forecasting tool helps the utility project financial performance and determine rate changes and potential debt issuances. Also created tools and process to calculate monthly fuel adjustments and forecast system loads and revenues. 2012 ■ Cost of Service and Rate Design City of Weatherford,TX. Project manager;performed financial modeling for water, wastewater, solid waste, and electric utilities as well as developing a financial forecasting tool for the utilities to analyze and determine rate changes and potential debt issuances. Also led the development and assessment of the cost of service for electric,water,and wastewater retail service and subsequent rate design. 2009—2010 ■ Municipal Utility Payment in Lieu of Tax Study-Colorado Springs Utilities and City of Colorado Springs,CO. Consultant; analyzed the Utility's overall payments and transfers to the City's general fund. Performed benchmarking analysis to identify standard practices and calculations for municipal utility payments to City general funds. Benchmarked the Utility's overall City payments to regional electric and gas investor owned utilities and franchise agreements. Reviewed existing Utility payment in lieu of tax accounts and recommended a revised methodology and consolidated accounts for the transfers. 2010 ■ Cost of Service and Rate Design - Farmington Electric Utility; Farmington, NM. Consultant; supported the development and assessment of the cost of service for electric retail service and subsequent rate design for Farmington Electric Utility System. Project work also included utility electric billing database analysis and forecasting of rate impacts within customer classes and distribution/histograms of consumption/use within the customer classes. 2007 ■ Cost of Service and Rate Design - City of Garland, TX. Consultant; supported the development and assessment of the utility cost of service for electric retail service and rate design for Garland Power and Light. Key issues of the study included developing an unbundled cost-of service, revenue requirements utilizing both the cash approach and utility approach methodologies; developing a fuel factor rate; and modifying the current rate structures,as well as customer class designations,to reflect market changes as a result of electric deregulation and the elimination of price-to-beat. Designed new energy only rates based on load factors for two large commercial customer classes. 2007 ■ Cost of Service and Rate Design New Braunfels Utilities; New Braunfels,TX. Project manager; responsible for the development and assessment of cost of service for electric,water, and wastewater retail service and subsequent rate design. He also led the development of a five-year financial forecasting model to support long-term capital, expense, and revenue budgeting. Project work also included utility electric, water, and wastewater billing database analysis and forecasting of rate impacts within customer classes and distribution/ histograms of consumption/use within the customer classes. 2005-2007 3 �� s Thoughtful Decision Making for Uncertain Times :NewGen p Joseph Mancinelli Strategies & SolutionS General Manager and President, Energy Practice jmancinelli@newgenstrategies.net Joseph Mancinelli has over 25 years of experience as a utility consultant serving the public utility industry; he is President and General Manager of NewGen Strategies and Solutions, LLC's, Energy Practice. NewGen offers a wide range of management, planning and economic services to clients in public power. His direct experience includes the management of high performance teams, strategic and business planning, performance management, economic analyses, asset valuation, revenue bond financing and cost of service and rate design analyses in the roles of project manager, lead analyst and expert witness. He has worked closely with public utility commissions, senior management teams, utility boards, city councils, attorneys, and end-users. He has designed and taught numerous classes on cost of service and rate design methodology, including a cost of service and rate design course for Electric Utility Consultants, Inc. He regularly speaks at conferences across the country. EDUCATION ■ Master of Business Administration in Finance, University of Colorado ■ Bachelor of Science in Geophysical Engineering,Colorado School of Mines KEY EXPERTISE ■ Expert Witness and Litigation Support ■ Cost of Service and Rate Design ■ Asset Valuation ■ Economic Analysis ■ Strategic Planning ■ Performance Management ■ Revenue Bond Financing RELEVANT EXPERIENCE Cost of Service and Rate Design Mr.Mancinelli has participated in numerous retail rate studies for electric utilities as summarized below: ■ Unbundled Cost of Service and Rate Design—Lubbock Power and Light,Lubbock,Texas. Since its inception, Lubbock Power and Light (LP&L) competed head to head with Xcel Energy for electric customers within the City's service territory. Electric rates were established on a purely competitive basis in order to attract and retain customers. However, in 2009, LP&L purchased the distribution system from Excel and become a monopoly electric service provider. Given this change in the business operations. LP&L retained NewGen to perform the utilities first ever cost of service and rate design study. Mr. Mancinelli led the effort which included staff training on cost of service concepts, development of sophisticated cost of service and rate design tools, education of Utilities Board and City Council through multiple workshops and support at public meetings. • Unbundled Cost of Service and Rate Design — Austin Energy; Austin, Texas. Mr. Mancinelli managed a comprehensive cost of service and rate design study for Austin Energy which included the determination of system revenue requirements, an unbundled cost of service analysis, rate design,and support of an extensive Economics I Strategy I Stakeholders I Sustainability www.newgenstrategies.net Joseph Mancinelli General Manager and President, Energy Practice public involvement process. The study addressed many challenges faced by AE such as pricing strategies to support system efficiency,deployment of new technologies and active support of environmental stewardship. Rate design took into consideration fixed cost recovery strategies in support of AE's aggressive energy efficiency and distributed solar goals. Additionally, rates were unbundled and various pass-through mechanisms were employed to manage the risk associated with volatile and unpredictable costs associated with ERCOT regulatory requirements. Cost of Service and rate design models were developed with to support the rate case filing requirements. Testimony supporting the study was prepared and presented to the Public Utility Commission of Texas. ■ Evaluate Cooperative Wholesale Power Rate and Structure-Delta Montrose Electric Association,Colorado. Mr. Mancinelli provided a high level review and evaluation of a large wholesale power electric cooperative's rates and structural rate changes to its members. The Generation and Transmission electric cooperative provides power to 44 distribution members across several states including a wide variety of member loads (e.g. agricultural/irrigation driven member loads vs. high load factor large commercial members). The G&T coop implemented a new energy-only, seasonal TOU rate. The review included evaluating the impacts of the new wholesale seasonal and TOU pricing structure on DMEA's current system,potential impacts to higher load factor customers and the likely long-term impacts to the member and cooperative's system load profiles. Tasks included evaluating pros/cons and the longer term impacts of switching from a fixed and variable rate structure to an energy only rate, new pricing signals and potential for load factor degradation and identified the likely'break-even'system load factor from the existing rate and the new rate. ■ Cost of Service, Rate Making and Customer Rate Impacts— United Power.Electric Cooperative; Brighton, Colorado. In the role of Project Manager, Mr. Mancinelli led NewGen team members in updating United Power's existing cost of service analysis and modified the analysis as necessary to reflect the change in the wholesale rate structure. Tri-State proposed a dramatic shift in its wholesale pricing structure shifting from a demand and energy rate to an all energy rate structure.This pricing change resulted in a shifting of costs from low load factor to high load factor customers. The project team evaluated multiple cost allocation and pricing scenarios including the development of a five-year rate design phase in strategy. ■ Rate Advisory Services - Fort Collins Utilities; Fort Collins, Colorado. Cost of service and rate design in support for the electric, water, wastewater utilities. Mr. Mancinelli assisted the electric utility in the development of a rate design philosophy which serves as a guide for policy makers in the rate setting process. Additionally, rates were redesigned and implemented for the residential and small commercial customer classes to improve conservation and efficiency signals. Also,Mr. Mancinelli assisted the electric utility in a preliminary evaluation of TOU and electric vehicle rates in anticipation of Fort Collins Utilities deployment of smart meters during the 2012-2013 time period. ■ Unbundled Cost of Service Study-City Public Service (CPS) of San Antonio; San Antonio,Texas. Worked closely with the CPS staff in developing one of the first comprehensive unbundling studies in the industry. The study has served has a model for future unbundling studies that are now common place today. ■ Unbundled Cost of Service and Rate Design - New Braunfels Utilities; New Braunfels, Texas. Developed numerous cost of service and rate design scenarios that considered various power supply and commercial class options. ■ Competitive Rate Analysis,Cost of Service,and Rate Design—GEUS,Greenville,Texas. Performed multiple cost of service and rate design studies supporting utilities financial requirements in light of extremely competitive rate environment in Texas,particularly with the neighboring investor-owned utility. ■ Unbundled Cost of Service and Rate Design-Brownsville Public Utilities Board(BPUB); Brownsville,Texas. Assisted BPUB in developing unbundled rates in preparation for retail competition in Texas. The study included unbundled cost of service analysis, competitive rate analysis, and rate design. Numerous rate and cost of service analyses have been performed for this client: Thoughtful Decision Making for Uncertain Times 2 Joseph Mancinelli General Manager and President, Energy Practice ■ Unbundled Cost of Service and Rate Design - Bryan Texas Utilities(BTU); Bryan,Texas. Assisted BTU in developing unbundled rates in preparation for retail competition in Texas. The study included unbundled cost of service analysis and rate design. Numerous rate and cost of service analyses have been performed for this client. • Competitive Fuel Assessment City of Garland Power and Light (GP&L), Garland, Texas. GP&Us direct competitor is neighboring TXU. To understand the implications of a changing power market and fuel prices on the competitive relationships between each utilities retail rates, GP&L retained our firm to perform a competitive assessment. The competitive assessment evaluated the underlying cost structures of both utilities and the associated cost of service for certain rate classes. ■ Unbundled Cost of Service and Rate Design Weatherford Municipal Utilities, Weatherford, Texas. Performed a retail unbundling study that unbundled utility costs based on services currently provided to customers. Developed an integrated pro forma model of each of the three utility systems on a stand-alone basis that determined the City's revenue and capital requirements for each utility over a projected five-year period. Numerous rate and cost of service analyses have been performed for this client. Expert Witness and Litigation Support(Sample Projects) Mr. Mancinelli has offered expert testimony regarding cost of service rate design and ratemaking issues before state and local regulatory bodies and courts. He has national experience providing litigation support regarding ratemaking matters at wholesale and retail levels in Alaska, Colorado, Guam, Michigan, New Mexico, Nevada, Texas,and.Utah. ■ Expert Testimony Bryan Texas Utilities,Docket No. 41920. Expert testimony in support of BTU's interim transmission cost of service filing before the Public Utility Commission of Texas. Testimony determined transmission function revenue requirement in consideration of significant recent capital improvements completed by BTU. ■ Expert Testimony—Lower Colorado River Authority,Cause No. D-iGN-12-002156. Prepared expert witness report quantifying damages incurred by customers associated with LCRA wholesale rate practices. • Expert Testimony— Austin Energy; Docket No. 40627. Austin Energy serves a large number of customers outside the City limits, and therefore, is subject to the regulatory authority of the Public Utilities Commission of Texas (PUCT)if so petitioned by outside the city customers. in the fall of 2012, in conjunction with the City Council approval of retail rates, outside the city customers petitioned the PUCT to review recently adopted rates. In support of AE's rate petition, Mr. Mancinelli provided comprehensive expert testimony related to Austin Energy system revenue requirements,cost of service and rate design.The case was successfully settled in AE's favor in the spring of 2013. ■ Expert Testimony-Guam Power Authority; Docket No. 11-09. Provided regulatory advice in support of a comprehensive rate case filed before the Guam Public Utilities Commission. Services provided included rate case strategy, coordination and critique of testimony developed byGPA staff and other expert witnesses and development of testimony in support of the GPA revenue requirement. ■ Expert Testimony-Rocky Mountain Power;Docket Nos.08-035-38 and 09-035-23. Testified on behalf of the Utah Division of Public Utilities, the regulatory arm of the Utah Public Utilities Commission with respect to Rocky Mountain Power's cost of service analysis. Review included cost classification,allocation methodology, model design,rate design,and associated customer impacts. ■ Expert Testimony— GEUS; Texas Public Utilities Commission Docket No. 37180. Testified on revenue requirement, cost of service, and return on rate base issues. Successfully achieved a 39 percent increase in clients transmission cost of service. 3 Thoughtful Decision Making for Uncertain Times 3 proposal from: POWER 731 East Ball Road,Suite 00 Anaheim,CA 928 powereng.com e ' Mag ,-'Lrw rn. x�' ° � �a`' Z �t 'ems. 'z' �';? S sa Y � � gym{ a'#.,� - - e -�` � » Local experience and familiarity with DG&E We have been instrumental in numerous critical projects for other regional utilities and municipalities, and we have worked with DG&E since 2006. Our team: is familiar with your electrical system, processes and standards; has a strong understanding of local concerns and issues; and has the right background to work effectively with your staff to accomplish your project goals. » Rapid Response. Our Anaheim and San Diego offices are local and within driving distance from DG&E.We can quickly respond to your needs. Timely Delivery.We have a track record of delivering what we promise,when we promise it. » Relevant project personnel experience.The combination of our in-house capabilities in Environmental Services and Power Delivery with NewGen Strategies as our rate making partner makes a unique project team well suited for execution of your project; EXHIBIT C SCHEDULE 18 August 2013 Distributed Generation ImpactStudy ProposalPricing July 16,2014 Department of Gas City of Vernon Electric �'i�? � �'�' a��� �`v��� ,,�Ci���"�e� s..S rz `�'�����,��4 ��.:_d�, '3 ��'��&rt�'C r�� ''' �^•�-�§�. ,j�'z'.� s£� 3�,�'� } CONTACT: Dev Birla, P.E. 714.507.2732 p dev.birla@powereng.com A proposal from: POWER t W ENGINEERS POWER ENGINEERS PRICING PROPOSAL 1. Not-to-Exceed Pricing We have prepared our pricing proposal based on a not-to-exceed price, which includes labor and expenses and accepted by DG&E under clarifications of the Q&A following the RFP. The below estimated pricing is separated into the 4 major tasks as required by the RFP. Assumptions upon which our budget has been prepared can be found in our work plan and include Physical Impact and Study of 10 distribution circuits and optional Mitigated Negative Declaration.Any deviations from those may result in discussion for work scope variance(WSU) and adjustment in budget. Attached to this proposal is our Schedule of Charges,which is discounted from the current POWER rates. This rate is consistent with what we have used on proposals and projects for the City of Burbank Water& Power, Riverside Public Utilities, Anaheim Public Utilities and Pasadena Water& Power during 2014. PRICINGPROJECT TASK TASK `DESCRIPTION LABOR < EXPENSES - TOTAL EST: 1 Physical impact/Feasibility Study $69,321 $ 10,155 $79,476* 2 CEQA!.Initial Study Option1 w/o 30,488 $ 17,62Q $48,108** Option2 with 76 $28;565 3 Safety Assessment $ 13,292 $ 12,003 $25,295** 4. RateEAnalysis 5;300 t *Includes 10%for project management and administration. **Includes 10%for project management or markup of expenses for subcontractors. Note: The budget includes three (3) on-.site meetings for kickoff, draft or final report with staff and presentation to the City Council. We do not anticipate a need for additional meetings, but if HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW PRICING PROPOSAL I 1 POWER ENGINEERS,INC, they are needed they will be on time and expense basis. It is difficult to provide a budget number for additional meetings due to many variables, such as how many people will attend and whether they are local or will necessitate travel Assuming the request is for the full project team (Dev Birla, Larry Henriksen, Michael Benner; and Tony Mancinelli): A one-day meeting, including the travel time and expenses for Mr. Henriksen and Mr.Mancinelli, could range from$12,000 to $15,500 depending upon actual travel time involved. This is the worst case scenario.Most likely, DG&E will need a meeting with one of the disciplines and not with the full team,which could range from $1,500 to$7,500: This is the best estimate and our invoice will be based on actual labor and expenses: 2. Hourly Professional Services Billing Rates We have included below our proposed staffing plan that will apply to the City of Vernon's Distributed Generation Impact Study. The table can be used to match the titles, grade levels; estimated hours and hourly rate for staff we have assigned to your project: Following that,we have included rates for our subcontractors, SRA, RBF and NewGen Strategies, along with the rate charged to the City of Vernon after a 10%mark-up. Note: The following is our best estimate of POWER team members who will be involved in City of Vernon's project based on the information available to us at this time.POWER will make every effort to assign the people listed below to your project, but we may deviate from this plan as needed depending upon when the project is awarded and subject to the availability of the people listed at that time. We will convey to DG&E who will be involved with the project if different than listed in our proposal. . .O RATES 77 NAME,I TITLE,. GRADE HQURLY, EST;HOURS . RATE D Dev Birla 1 Senior Project Manager 10 $184.00 92 (includes up to 24 hours for three project meetings and 40 hours of direct participation in Task 1) Teresa Bratton I Project Manager 3 $90.00 20 Assistant Barb Lance/Staff Assistant 2 $76.00 10 HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW PRICING PROPOSAL 1 2 POWER ENGINEERS,INC. . .OJECT TEAM- HOURLY BILLING RATES NAME TITLE GRADE HOURLY EST. HOURS._ RATE Larry Henriksen/Sr. Project Manager, 11 $198.00 118 SAS Rob Schaerer/Electrical System 7 $132.00 As Needed Studies Engineer Support Staff-TBD 6 $123.00 311 Support Staff-TBD 2 ' $76.00 17 Staff Assistant Michael Benner/Project Manager, 9 $172.00 42 (74 with MND) Environmental Support Staff-TBD 7 $132.00 28 (36 with MND Project Manager Support Staff-TBD 6 $123.00 140(264 with Project Lead MND) Support Staff-TBD 5 $114.00 18(46 with MND) GIS Analyst Support Staff-TBD 1 $61.00 18 (66 with MND) Admin Dev Birla/Senior Project Manager 10 $ 184.00 16 Larry Henriksen/Sr. Project Manager, 11 $198.00 48 SAS Support Staff-TBD 2 $76.00 4 Staff Assistant See Subcontractor Table below HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW PRICING PROPOSAL 3 POWER ENGINEERS,INC. SUBCONT. ■ RATES NAME RATE RATEWITH , EST HOURS 10%,MARK UP Valorie Thompson/Principal (SRA) $138.00 $151.80 28 (54 with MND) Achilles Malisos/Environmental Analyst $143.00 $157.30 60 (R8F) Kristen Bogue/Hazardous Materials $143.00 $157.30 51 (72 with Specialist(RBF) MND) Joe Mancinelli/Senior Technical Advisor $275.00 $302.50 29 (NewGen) Tony Georgis/Executive Consultant $225.00 $247.50 86 (NewGen) Support Staff-TBD $190.00 $209.00 0 Senior;Consultant(NewGen) Support Staff-TBD $150.00 $165.00 165 Staff Consultant(NewGen) Support Staff—TBD $65.00 $71.50 39 Admin (NewGen) 3. Incidental Fees POWER will make every effort to reduce travel expenses.Typical travel expenses from our local offices in Anaheim and San Diego would be the car mileage or car rental, actual meal charges and occasional accommodation charges. Accommodation charges would be very rare and only if working hours are late and/or outside the normal working hours and it is not possible to commute back to the local office.For staff from offices other than our local offices,travel would typically include air travel,car rental, accommodation and meals. The meals would be actual charges and no per diem. It is difficult to quantify into one single number due to number of variables involved. 4. AutoCAD System and Personal Computer Billing Rates Please see page 2 of the attached schedule of charges for details. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW PRICING PROPOSAL 1 4 POWER ENGINEERS,INC. 5. Reprographic Billing Rates in Unit Prices for Printing, Photocopies, Electrostatic, Plotting, Stapling, Folding and Binding Please see page 2 of the attached schedule of charges for details. 6. If not customarily included in the above rates, any separately billed charges such as computer facilities billing rate for standard, discounted rates, timesharing and batch processes, printing, data entry, and propriety software, presentation graphics systems, and drive storage rates Please see page 2 of the attached schedule of charges for details. HLY 11-131431.001 VERNON IMPACT STUDY(7/16/14)MTW PRICING PROPOSAL 5 Page 1 POWER ENGINEERS INC. SCHEDULE OF CHARGES—2014—CITY OF VERNON This standard Schedule of Charges is for professional services. Unless agreed otherwise.charges for work on continuing projects will be based on the then current Schedule of Charges. A new Schedule of Charges will be issued to be effective January 1 of each new year and as necessary on an intermediate basis to accommodate new items or revised charges. Invoices will be submitted monthly and/or upon completion of the work and will be due and payable.when issued. All accounts not paid within thirty(30)days after Owners receipt of the invoice will bear a SERVICE CHARGE OF 1.0%PER MONTH for each month the invoice is unpaid. GRADE PERSONNEL CLASSIFICATION 13 President..............................................................................................................................................................................................$230.00/hr.. Executive Vice President Senior Project Manager IV 12 Project Manager Director................................................................::...................................................................................................$212.00/hr. Senior Project Manager III 11 Senior Project Manager II....................................................................................................................................................................$198.00/hr. Senior Program Manager II 10 Senior Project Manager I.....................................................................................::...........................................::.................................$184.00/hr. Senior Program Manager I Senior Project Engineer III Strategic Consultant III 9 Project Manager III..............................................................................................................................................................................$172.00/hr. Project Lead IV Construction Manager III Senior Project Engineer II Strategic Consultant II Senior Consultant III 8 Project Manager II...............................................................................................................................................................................$154.00/hr. Project Lead III Strategic Consultant I Senior Consultant II Project Engineer III Construction Manager II Senior Project Engineer I Engineer V 7 Project Manager I.................................................................................................................................................................................$132.00/hr. Project Lead II Construction Manager I Environmental Specialist IV Project Engineer II Engineer IV Designer V Project Administrator III Senior Consultant I Consultant III 6 Project Lead I.......................................................................................................................................................................................$123.00/hr. Project Engineer I Engineer III Designer IV Environmental Specialist III Procurement Specialist III Scheduling Specialist III Project Administrator 11 Consultant 11 5 Engineer 11............................................................................................................................................................................................$114.00/hr. Designer III Technician IV Environmental Specialist 11 Procurement Specialist II Scheduling Specialist II Project Administrator I Consultant 1 4 Engineer I.............................................................................................................................................................................................$103.00/hr. Designer II Technician III Environmental Specialist I Procurement Specialist I Field Representative IV Scheduling Specialist Project Managers Assistant 111 3 Designer I...............................................................................................................................................................................................$90.00/hr. Drafter III Technician II Administrative Assistant I Field Representative III Staff Assistant II Project Managers Assistant 11 2 Drafter 11.................................................................................................................................................................................................$76.00/hr. Staff Assistant Field Representative 11 Project Managers Assistant I 1 Drafter I..................................................................................................................................................................................................$61.00/hr. General Office Assistant Field Representative I Personnel with specialized experience are employed by or on retainer to POWER. Charges for these specialists are negotiated on an individual basis depending on the assignment. Professional time for depositions and testimony is charged at 1.5 times the rate for services;full-day minimums apply. City of Vernon 2014 Fees (7/9/14)rt Page 2 POWER ENGINEERS INC. SCHEDULE OF CHARGES—2014-CITY OF VERNON This standard Schedule of Charges is for professional services. unless agreed otherwise,charges for work on continuing projects will be based on the then current Schedule of Charges. A new Schedule of Charges will be issued to be effective January 1 of each new year and as necessary on an intermediate basis to accommodate new items or revised charges. Invoices will be submitted monthly and/or upon completion of the work and will be due and payable when issued. All accounts.not paid within thirty(30)days after Owner's receipt of the invoice will bear a SERVICE CHARGE OF 1.0%PER MONTH for each month the invoice is unpaid. SPECIAL APPLICATION SOFTWARE REPRODUCTION Level l Software* $10.00/hr. Drawings—Black&White Level ll Software** $20.00/hr. Large Scale Drawings(C Size) $1.90/ea. Level III Software*** $35.00/hr. Large Scale Drawings(D Size) $3.30/ea. Level IV Software***' $60.00/hr. Large Scale Drawings(E Size) $5.50/ea. *Level I Software includes,among others:.CPM,Traverse PC, Drawings—Color Structural Design,Foundation Design,HVAC Design,Conveyor Large Scale Drawings(C Size) $6.00/ea. Design, Rockwell RSView & RSLogix, Subnet Solutions Large Scale Drawings(D Size) $10.90/ea. Substation Server.net, Subnet Solutions Substation Explorer, Large Scale Drawings(E Size) $17.50/ea. and Wonderware. ** Level II Software includes, among others: ArcPro, ASPEN Documents—Black&White Onel-iner, ESA Easy Power, Milsoft Windmil, OSI ETAP, Single-sided Copies 8 x 11$0.11/ea, 11 x 17$0.17/ea. Pathloss V5, SKM PTW, SynerGee DPA/G (Distribution Double-sided Copies 8 x 11$0.22/ea. 11 x 17$0.34/ea. Primary Analysis/Graphics), Smart Plant P&ID, Smart Plant Instrumentation, SIMFLEXS, DPAG, PTW, Harmflo, Matlab, Documents—Color PLS-CADD,TL-CADD,AutoCAD,MicroStation,Drafting Station Single-sided Copies 8 x 11$0.50/ea. 11 x 17$1.00/ea. w/software,and specialized estimating programs. Double-sided Copies 8 x 11$1.00/ea, Spiral Comb $2.65/ea. ***Level III Software includes, among others: CDEGS 3 Ring Binder Dependent on size (RESAP/MALZ), GE PSLF, PSCAD (PSCAD/EMTDC), PTI Special Copy Center Projects(Labor) $45.00/hr. PSS/E,WinIGS,Smart Plant 3D,PDS,Rebis,GIS Workstation, Engineering Workstation,and Electrocon CAPE. SURVEY EQUIPMENT ****Level IV Software includes,among others:CDEGS,CDEGS Survey Equip.to support field crew $70.00/day (HiFREQ), COMSOL Multiphysics, Sigma SLP, STRI Line GPS Equipment 2 Units $60.00/hour $350.00/day Performance Software,and Animation. GPS Equipment 3 Units $80.00/hour $450.00/day Other expenses including but not limited to subcontractors,airfare,lodging,meals,postage and shipping,purchases,rentals,are charged at cost plus a carrying and handling charge of 10%. Communication Charge-including but not limited to long distance telephone and fax,charged at 1%of labor billing charges. CAD Usage Charge—charged at 3%of labor billing charges. City of Vernon 2014 Fees (7/9/14)rt . proposal POWER 731 East Ball Road,Suite 100 Anaheim,CA r 3J rzt _11i" k "' ''gf .: iEWA <, � ° ,x5^,.u'�u. +e' p� � irk , 3=, r tF�v.+`"f"C_ " . '"''"_ i a s# -2 , . , FM a p t�n.� » Local experience and familiarity with DG&E.We have been instrumental in numerous critical projects for other regional utilities and municipalities,and we have worked with DG&E since 2006. Our team: is familiar with your electrical system, processes and standards; has a strong understanding of local concerns and issues; and has the right background to work effectively with your staff to accomplish your project goals. » Rapid Response. Our Anaheim and San Diego offices are local and within driving distance from DG&E. We can quickly respond to your needs. Timely Delivery.We have a track.record of delivering what we promise,when we promise it, » Relevant project personnel experience.The combination of our in-house capabilities in Environmental Services and Power Delivery with NewGen Strategies as our rate making partner makes a unique project team well suited for execution of your project. EXHIBIT D LIVING WAGE PROVISIONS Minimum Living Wages: A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. Paid and Unpaid Days Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. 19 August 2013 EXHIBIT E EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. - D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. 20 August 2013 RECEIVED It TO AUG 2 7 2014 P�G0 CITY ADMINISTRATION STAFF REPORT G PUBLIC WORKS, WATER & DEVELOPMENT SERVICES DEPARTMENT DATE: September 2,2014 TO; Honorable Mayor and City Council PREPARED BY: Vincent A.Rodriguez,Public Works Project Coordinator. APPROVED BY: Samuel Kevin Wilson,Director of Community Services&Water RE: Contract No. CS-0025 to Purchase Slurry Material for the Citywide Slurry Seal,Phase III Project Recommendation It is recommended that the City Council: 1. Find that the approval of the proposed Citywide Slurry Seal, Phase III Project is exempt under the California Environmental Quality Act(CEQA)in accordance with Section 15301,Existing Facilities,part(c), existing highways and streets. 2." Authorize the City Administrator to approve an agreement with Petrochem Manufacturing,Inc. for the Material and Delivery for the Citywide Slurry Seal Phase III Project, Contract CS-0025 provided that the contract is substantially similar to the form included with the staff report, and includes a not to exceed amount of $ 138,000.00. It is further recommended that the City Council find that awarding the contract is exempt from Competitive Bidding pursuant to Vernon Municipal Code § 2.17.12(A)(5)(b), because it is a contract for supplies with a vendor that provided the same supplies to the City of Los Angeles at the same price reflected in the contract. Background The City proposes to slurry seal Corona Avenue, from District to Fruitland, Everett Avenue from Exchange to District,Loma Vista Avenue, from District to Fruitland,Maywood Avenue from Exchange to District, 481h Street from Loma Vista to Corona, 49th Street from west end to Corona, 50th Street from Loma Vista to Gifford and 50th Street from Boyle to Downey Road. The slurry seal will help preserve the aged pavements,filling minor cracks,restoring skid resistance and restoring aesthetic appeal. The work will preserve the pavement another five to seven years. The repaving is proposed to be accomplished through two separate contracts. This particular contract is for the purchase and delivery of the slurry material (Citywide Slurry Seal (Citywide Slurry Seal (REAS) Phase III, Contract CS-0025). The other contract is to pay for the labor and equipment necessary to install the purchased slurry seal (Labor and Equipment for Placement of Type II (RE AS) Slurry Seal, Contract No. CS-0487). For this purchase, the City intends to piggyback onto a current contract between the City of Los Angeles and Petrochem Manufacturing, Inc. (PMI). Piggybacking is expressly authorized by Vernon Municipal Code § 2.1712(A)(5) and allows Vernon to use an existing public agency contract as a template to form its own contract directly with the same vendor to purchase on the same or similar terms. The City of Los Angeles used a competitive bid process to obtain labor and material cost for PMI that are at rates substantially lower than Vernon could obtain if it were to complete the traditional competitive bidding process itself. As such, staff requests that the City Council approve the contract without requiring the completion of the traditional competitive bidding process. The City of Vernon will be able to save time and resources by piggybacking onto the City of Los Angeles contract with PMI. The agreement between Los Angeles and PMI includes set costs for material and delivery. The City of Vernon will purchase the material and have it delivered at the same costs as did the City of Los Angeles In an effort to save funds, City forces will be used for traffic control In support of the slurry seal contractor. The City will also use another existing contract already in place for striping services (J&S Striping) to stripe the streets,after the application of the slurry. Fiscal Impact The total cost of"Citywide Slurry Seal Phase III Project(Contract CS-0025)" is estimated at$125, 000.00 for the cost of material purchase and delivery. Staff requests authority to purchase up to an additional 10%o as a contingency. Thus,the proposed total not-to-exceed amount would be $138,000.00. Funds for the project will come from the Citywide Rubberized Slurry Seal Phase III Project budget of$500,000, which was included in the 2014-2015 budget. VAR/skw i LABOR AND MATERIALS CONTRACT BETWEEN THE CITY OF VERNON AND ALL AMERICAN ASPHALT FOR LABOR AND EQUIPMENT FOR PLACEMENT OF TYPE II (REAS) SLURRY SEAL FOR THE CITYWIDE RUBBERIZED SLURRY SEAL PHASE III PROJECT COVER PAGE Contractor: All American Asphalt Responsible Principal of Contractor: Robert Bradley, Vice President Notice Information- Contractor: All American Asphalt PO Box 2229 Corona CA 92878 Attention: Brian Anselm Phone: (951) 736-7600 Facsimile: (951) 736-7646 Notice Information- City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Samuel Kevin Wilson Director of Public Works, Water & Development Services Telephone: (323) 583-8811 ext. 245 Facsimile: (323) 8261435 Commencement Date: September 13th, 2014 Termination Date: September 20th,unless extended pursuant to the Contract Consideration: Total not to exceed$66,123.00 (includes all applicable sales tax) Records Retention Period Three (3) years City Contract Number: CS-0487 LABOR AND MATERIALS CONTRACT BETWEEN THE CITY OF VERNON AND ALL AMERICAN ASPHALT FOR LABOR AND EQUIPMENT FOR PLACEMENT OF TYPE II (REAS) SLURRY SEAL FOR THE CITYWIDE RUBBERIZED SLURRY SEAL PHASE III PROJECT This Contract is made between the CITY OF VERNON ("City"), a California charter City and California municipal corporation, and All American Asphalt, a California corporation ("Contractor"). The City and Contractor agree as follows: 1.0 CONTRACT DOCUMENTS The "Contract Documents" except for modifications issued after execution of this Agreement, shall consist of the following documents which are either attached hereto as exhibits or are incorporated into this Agreement by this reference, with the same force and effect as if set forth at length herein: A. Governmental Approvals including, but not limited to, permits required for the Work; B. This Agreement; C. Performance Bond; D. Payment Bond; E. If required; Maintenance Bond; F. Insurance Requirements; G. If required; Contractor Submittal Log and List of Submittals Required; H. Baseline Project Schedule; 1. Preliminary Schedule of Values; J. Forms Required for Compliance with Labor Law Requirements; K. Notice Inviting Bids; L. Instructions to Bidders; M. Bid Forms; N. Designation of Subcontractors; 2 O. Standard Specifications for Public Works Construction, 2012 Edition(Greenbook) 2.0 SECTION INTENTIONALLY OMITTED 3.0 SCOPE OF WORK Within the Contract Time and for the stated Contract Sum, subject to adjustments thereto, and pursuant to the Contract Documents, the Contractor shall perform and provide all necessary: labor; services; supervision; materials; tools; equipment; apparatus; facilities; supplies;tools; permits, inspections, plan checks, and similar Governmental Approvals; temporary utilities; utility connections; and transportation necessary to complete the Work in strict conformity with the Contract Documents for: LABOR AND EQUIPMENT FOR PLACEMENT OF TYPE II SLURRY (REAS) FOR THE CITYWIDE RUBBERIZED SLURRY SEAL PHASE III EXHIBIT"A"- Scope of Services & Specifications 4.0 TIME FOR PERFORMANCE Contract Time. Contractor shall achieve Final Completion of the Work within_3 working days ("Contract Time"), subject to adjustment in accordance with the Contract Documents. The Contract Time may only be adjusted as permitted by this Construction Contract and the General Conditions. Time is of the essence of this Agreement. Except when the Contract Documents state otherwise, time is of the essence in the performance of the Work. Contractor acknowledges that the time limits and deadlines set forth in the Contract Documents are reasonable for Contractor to perform and complete the Work. Refer to the Contract Scheduled Section from the Specifications, Exhibit"A". 5.0 CONTRACT SUM AND CONDITIONS 5.1 In consideration of the Contractor's full, complete, timely, and faithful performance of the Work required by the Contract Documents, City shall pay Contractor the sum of sixty six thousand, one hundred and twenty three dollars/no cents ($66,123.00) ("Contract Sum"). The actual direct cost of all Permit Fees is excluded from the Contract Sum,however Contractor's cost of administration and coordination of all Governmental Approvals and Utility Fees is included in the Contract Sum. 5.1.1 Retention. In addition to any other withholdings permitted by this Contract, a sum equal to five percent(5%) of all sums otherwise due to Contractor as progress payments shall be withheld by city from each progress payment ("Retention") and retained until 3 such time as it is due as described herein. A higher Retention amount may be approved by the City Council where project is deemed"substantially complex"by City Council 5.1.2 Disputed Amounts. Pursuant to California Public Contract Code 7107, City may deduct and withhold from the Final Payment due, an amount up to 150% of any disputed amounts, including, without limitation, amounts to protect City against any loss caused or threatened as a result of Contractor's failing to fully perform all of those obligations that are required to be fulfilled by Contractor as a condition to Final Completion and Final Payment. Alternatively, City may elect, in its sole discretion,to accept the Work without correction or completion and adjust the Contract Sum pursuant to the Contract Documents. 5.1.3 Acceptance of Final Payment. Acceptance of Final Payment by Contractor shall constitute a waiver of all rights by Contractor against City for recovery of any loss, excepting only those Claims that have been submitted by Contractor in the manner required by the Contract Documents prior to or at the time of the Final Payment 5.1.4 Withholding by City. In addition to any other amounts which City may have the right to retain under the Contract Documents, City may withhold a sufficient amount of any payment otherwise due to Contractor as City, in its sole discretion, may deem necessary to cover actual or threatened loss due to any of the following: 1. Third Party Claims. Third-party claims or stop notices filed or reasonable evidence indicating probable filing of such claims or stop notices. City shall promptly inform Contractor of any third party claims related to this Contract; 2. Defective Work. Defective Work not remedied; 3. Nonpayment. Failure of Contractor to make proper payments to its Subcontractors for services, labor, materials or equipment; 4. Inability to Complete. Reasonable doubt that the Work can be completed for the then unpaid balance of the Contract Sum or within the Contract Time; 5. Violation of Applicable Laws. Failure of Contractor or its Subcontractors to comply with applicable laws or lawful orders of governmental authorities; 6. Penalty. Any claim or penalty asserted against City by virtue of Contractor's failure to comply with applicable laws or lawful orders of governmental authorities (including, without limitation labor laws); 7. Failure to Meet Contract Time. Any damages which may accrue as a result of Contractor failing to meet the Construction Schedule or failing to perform within the Contract Time; 4 8. Setoff. Any reason specified elsewhere in the Contract Documents as grounds for a withholding offset or set off or that would legally entitle City to a set-off or recoupment; 9. Consultant Services. Additional professional, consultant or inspection services required due to Contractor's failure to comply with the Contract Documents; 10. Liquidated Damages. Liquidated damages assessed against Contractor; 11. Materials. Materials ordered by City pursuant to the Contract Documents; 12. Damages. Loss caused by Contractor or Subcontractor to City, Separate Contractors or any other person or entity under contract to City; 13. Clean Up. Clean up performed by City and chargeable to Contractor pursuant to the Contract Documents; 14. Employee Benefits. Failure of Contractor to pay contributions due and owing to employee benefits funds pursuant to any applicable collective bargaining agreement or trust agreement; 15. Required Documents. Failure of Contractor to submit on a timely basis, proper and sufficient documentation required by the Contract Documents, including, without limitation, Construction Schedule updates, `look ahead' schedules, Submittals, Schedules of Values, information on Subcontractors, Change Orders, certifications and other required reports or documentation; and 16. Other Breach. A breach of any obligation or provision of the Contract Documents. 5.1.4.1 Release of Withholding. If and when City determines, in its sole discretion,that the above grounds for withholding have been removed and that all losses incurred or threatened have been paid, credited or otherwise satisfied, then payment shall be made for amounts withheld because of them. 5.1.4.2 Application of Withholding. City may apply sums withheld pursuant to this Contract, in payment of any loss or threatened loss as City determines, in its sole discretion,to be appropriate. Such payments maybe made without a prior judicial determination of City's actual rights with respect to such loss. Contractor agrees and hereby designates City as its agent for such purposes, and agrees that such payments shall be considered as payments made under Construction Contract by City to Contractor. City shall not be liable to Contractor for such payments made in good faith. City shall submit to Contractor an accounting of such funds 5 disbursed on behalf of Contractor. As an alternative to such payment, city may, in its sole discretion, elect to exercise its right to adjust the Contract Sum as provided in the Contract Documents. 5.1.4.3 Continuous Performance. Provided City pays the undisputed portion, if any, of funds withheld in good faith, Contractor shall maintain continuous and uninterrupted performance of the Work during the pendency of any disputes or disagreements with City. 5.2 Contractor shall furnish all necessary and incidental labor, material, equipment, transportation and services as described in, and strictly in accordance with, and subject to all terms and conditions set forth in Specifications for placement of the rubberized slurry seal material as more fully set forth in the Scope of Services & Specifications, attached hereto and incorporated herein as Exhibit"A". 5.3 All work shall be done in a manner satisfactory to the City's Director of Public Works, Water and Development Services ("Director"), or the Director's designee, in writing, and shall conform to the specifications set forth in the contract and the Standard Specifications for Public Works Construction, 2012 Edition (Greenbook). 5.4 In the event Contractor fails to perform satisfactorily the City shall advise Contractor in writing, and Contractor shall have thirty(30) days to cure such failure to satisfactorily perform. If Contractor fails to so cure its performance within said 30 days,the City may, at its option,terminate this Contract for default without further liability, other than payment to Contractor for work performed satisfactorily prior to the date of termination. 6.0 LIQUIDATED DAMAGES 6.1 Contractor and City agree to liquidate damages in the amount set forth in the Exhibit"A", Specifications, with respect to Contractor's failure to achieve Substantial Completion of the Work within the Contract Time. The Parties intend for the liquidated damages set forth herein to apply to this Contract as set forth in Government Code Section 53069.85. Contractor acknowledges and agrees that the liquidated damages are intended to compensate City solely for Contractor's failure to meet the deadline for Substantial Completion and shall not excuse Contractor from liability from any other breach, including any failure of the Work to conform to the requirements of the Contract Documents. Contractor shall also be obligated to pay any liquidated damages as stated in the Contract Documents. 6.2 In the event that Contractor fails to achieve substantial completion of the Work within the contract time, Contractor agrees to pay City the amount specified herein for each calendar day that substantial completion is delayed. 6 6.3 Contractor and City acknowledge and agree that the foregoing liquidated damages have been set based on an evaluation of damages that the City will incur in the event of late completion of the Work. Contractor and City acknowledge and agree that the amount of such damages are impossible to ascertain as of the effective date hereof and have agreed to such liquidated damages to fix City's damages and to avoid later disputes. It is understood and agreed by Contractor that liquidated damages payable pursuant to this Agreement are not a penalty and that such amount are not manifestly unreasonable under the circumstances existing as of the effective date of this Agreement. 6.4 It is further mutually agreed that City shall have the right to deduct liquidated damages against progress payments or retainage and that the City will issue a Construction Change Directive and reduce the Contract Sum accordingly. In the event the remaining unpaid Contract Sum is insufficient to cover the full amount of liquidated damages. Contractor shall pay the difference to City. Contractor Initial here: 7.0 TERMS AND CONDITIONS. 7.1 INDEPENDENT CONTRACTOR. 7.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent or employee of City and shall furnish such services in its own manner and method except as required by this Contract. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 7.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 7.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 7 7.3 OWNERSHIP OF WORK. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 7.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work,without additional cost to the City. The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy or incompleteness. 7.5 WAIVER. The City's waiver of any term, condition,breach or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. 7.6 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon,the parties hereto and their respective heirs, successors and/or assigns. 7.7 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties or otherwise constitute a novation. 7.8 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof. 7.9 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled. 8.0 INTERPRETATION. 8.1 APPLICABLE LAW. This Contract, and the rights and duties of the parties hereunder(both procedural and substantive), shall be governed by and construed according to the laws of the State of California. 8 8.2 ENTIRE AGREEMENT. This Contract, including any Exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation and agreements (written or oral). 8.3 WRITTEN AMENDMENT. This Contract may only be changed by written amendment signed by Contractor and the City Manager or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 8.4 SEVERABILITY. If any provision in this Contract is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 8.5 ORDER OF PRECEDENCE. In case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference,the terms of this Contract shall strictly prevail. The terms of the City's Specifications shall control over the Contractor's bid. 8.6 CHOICE OF FORUM. The parties hereby agree that this Contract is to be enforced in accordance with the laws of the State of California, is entered into in the City of Vernon and that all claims or controversies arising out of or related to performance under this Contract shall be submitted to and resolved in a forum within the County of Los Angeles at a place to be determined by the rules of the forum. 8.7 DUPLICATE ORIGINALS. There shall be two (2) fully signed copies of this Contract, each of which shall be deemed an original. 8.8 TIME OF ESSENCE. Time is strictly of the essence of this Contract and each and every covenant, term and provision hereof. 8.9 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity and authority to enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 8.10 ARBITRATION OF DISPUTES. Any dispute for under $25,000 arising out of or relating to the negotiation, construction,performance, non-performance, breach or any other aspect of this Contract, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The 9 City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 8.11 RELEASE. Contractor agrees to release and covenants not to sue the City, its City Council and each member thereof, and its officers, employees, commission members and representatives for any damage or injury (including death)to itself, its officers, employees, agents and independent contractors damaged or claiming to be damaged from any performance under this Contract. 9.0 INDEMNITY, INSURANCE, AND BONDS 9.1 INDEMNITY. Contractor agrees to indemnify,hold harmless and defend (even if the allegations are false, fraudulent or groundless), to the maximum extent permitted by law, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney's fees and costs of litigation)which in whole or in part result from, or arise out of, or are claimed to result from or to arise out of: A. any activity on or use of City's premises or facilities or any performance under this Contract; or B. any acts, errors or omissions (including, without limitation, professional negligence) of Contractor, its employees, representatives, subcontractors, or agents in connection with the performance of this Contract. This agreement to indemnify includes, but is not limited to,personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright,trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Contractor and its employees or agents, and members of the general public). The sole negligence or willful misconduct of City, its employees or agents other than Contractor or Contractor's subcontractors are excluded from this indemnity agreement. 9.2 INSURANCE. Contractor shall, at its own expense,procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. INSURANCE OBLIGATION IS SEPARATE FROM INDEMNITY OBLIGATION. This Agreement's insurance provisions are separate and independent from the indemnification and defense provisions herein; and do not limit, in any way,the applicability, scope, or obligations of the indemnification and defense provisions in this Agreement. 9.2.1 Automobile Liability with minimum limits of at least $100,000/300,000/50,000 if written on a personal automobile 10 liability form, for using a personal vehicle; or an amount of $500,000 including owned, hired, and non-owned liability coverage if written on a Commercial automobile liability form. 9.2.2 General Liability with minimum limits of at least$1,000,000 combined single limits written on an Insurance Services Office (ISO) Comprehensive General Liability"occurrence" form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors, commissioners, officers, employees, agents and volunteers must be endorsed on the policy as additional insureds as respects liability arising out of the Contractor's performance of this Contract. A. If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. B. Blanket Contractual Coverage. C. Products/Completed Operations coverage. 9.2.3 Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries on the job. Compliance is accomplished in one of the following manners: A. Provide copy of permissive self-insurance certificate approved by the State of California; or B. Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of $1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Contract; or 11 C. Provide a"waiver" form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Contract. 9.2.4 Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days'prior written notice to City. 9.2.5 Insurance shall be placed with insurers with a Best's rating of no less than B:VIII. 9.2.6 Prior to commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s)must be in a form approved by City. City may require complete,certified copies of any or all policies at any time. 9.2.7 Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attomey's fees and costs against Contractor by way of set-off or recoupment from sums due Contractor, at City's option; (b)immediately terminate this Contract; or (c) self insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due Contractor. 9.3 REQUIRED BONDS. 9.3.1 Contractor shall furnish the following bonds: A. A Performance Bond in an amount equal to one hundred percent(100%) of the total Contract price. B. A Payment Bond (Labor and Material) in an amount equal to one hundred percent (100%) of the total Contract price. 9.3.2 Power of Attorney. All bonds shall be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California, all copies of the bonds must be 12 countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety shall be acknowledged by a Notary Public as the signature of the person designated in the power of attorney. 9.3.3 Approved Surety. All bonds must be issued by a California admitted surety insurer with the minimum A.M Best Company Financial strength rating of"A: VII", or better. Bonds issued by a California admitted surety not listed on Treasury Circular 570 will be deemed accepted unless specifically rejected by the City. Bonds issued from admitted surety insurers not listed in Treasury Circular 570 must be accompanied by all documents enumerated in California Code of Civil Procedure Section 995.660. All such bonds must be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California, all copies of the bonds must be countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety must be acknowledged by a Notary Public as the signature of the person designated in the power of attorney. 9.3.4 Required Provisions. Every bond must display the surety's bond number and incorporate the Contract for construction of the Work by reference. The terms of the bonds shall provide that the surety agrees that no change, extension of time, alteration, or modification of the Contract Documents or the Work to be performed thereunder shall in any way affect its obligations and shall waive notice of any such change, extension of time, alteration, or modification of the Contract Documents. 9.3.5 New or Additional Sureties. If, during the continuance of the Contract, any of the sureties, in the opinion of the City, are or become non-responsible or otherwise unacceptable to City, City may require other new or additional sureties,which the Contractor shall furnish to the satisfaction of City within ten (10) days after notice. 9.3.6 Waiver of Modifications and Alterations.No modifications or alterations made in the Work to be performed under the Contract or the time of performance shall operate to release any surety from liability on any bond or bonds required to be given herein. Notice of such events shall be waived by the surety. 9.3.7 Approval of Bonds. The Contract will not be executed by City nor the Notice to Proceed issued until the required bonds have been received and approved by City. City's decision as to the acceptability of all sureties and bonds is final. No substitution of the form of the documents will be permitted without the prior written consent of City. 10.0 NOTICES. Any notice or demand to be given by one party to the other shall be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. 13 If to the City: Samuel Kevin Wilson Director of Public Works, Water& Development Services City of Vernon 4305 Santa Fe Ave. Vernon, CA 90058 With a Copy to: Vince Rodriguez Public Works Project Coordinator Public Works, Water&Development Services If to the Contractor: Brian Anselm All American Asphalt PO Box 2229 Corona CA 92878 Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt or upon expiration of three (3)business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 11.0 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen(15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 12.0 DEFAULT. In the event either party materially defaults in its obligations hereunder,the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten(10) days after the date of the notice. Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of(1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. 14 13.0 ASSIGNMENT OF ANTITRUST CAUSES OF ACTION. Contractor hereby agrees to assign to the City all rights, title and interest in and to all causes of action it may have under Section 4 of the Clayton Act(15 U.S.C. Sec 15) or under the Cartwright Act Chapter 2 (Commencing with Section 16700) or part 2 of Division 7 of the Business and Professions Code, or any similar or successor provisions of Federal or State law, arising from purchases of goods, services or materials pursuant to this Contract or the subcontract. This assignment shall be made and become effective at the time the City tenders final payment to the Contractor, without further acknowledgment by the parties. 14.0 ADDITIONAL ASSURANCES 14.1 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this contract,the contractor and any other parties with whom it may subcontract shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race,religion, color, national origin, ancestry, disability, sex, age, medical condition, marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit"D". 14.2 VERNON BUSINESS LICENSE. Contractor shall obtain, and pay any and all costs associated therewith, any Vernon Business License which may be required by the Vernon Municipal Code. 14.3 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the Contract or for other purposes relating to the Contract. The Contractor shall maintain and preserve all such records for a period of at least 3 years after termination of the Contract. The Contractor shall maintain all such records in the City of Vernon. If not,the Contractor shall, upon request,promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including,but not limited to, such additional (out of the City) expenses for personnel, salaries,private auditors, travel, lodging, meals and overhead. 14.4 CONFLICT. Contractor hereby represents, warrants and certifies that no member, officer or employee of the Contractor is a director, officer or employee of the City of Vernon, or a member of any of its boards, commissions or committees, except to the extent permitted by law. 15 14.5 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 11/z times the basic rate of pay. 14.6 LIVING WAGES. Contractor, or Subcontractor, if any, working on City service contracts of any amount, as to all employees spending time on City contracts shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City contracts. The Current Living Wage Standards are set forth in Exhibit"C". Upon request, certified payroll shall be provided to the City. [Signatures Begin on Next Page]. 16 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City All American Asphalt, a California and California municipal corporation Corporation By: By: Name: Mark Whitworth, City Administrator Title: CONTRACTOR'S SIGNATURE MUST BE NOTARIZED ATTEST: By: Name: Title: Ana Barcia, Deputy City Clerk APPROVED AS TO FORM: Scott Porter, Deputy City Attorney 17 EXHIBIT A SCOPE OF SERVICES SPECIFICATOINS SCOPE OF SERVICES 1. The Contractor will furnish all labor for the laydown and placement, including surface perpetration, of the Rubberized Emulsion Aggregate Slurry (REAS), taping (protection) of the manholes and valve covers, sweeping of the pavement prior to the laydown, placement of the temporary striping tabs and clean-up and any other work necessary for a complete job. 2. The slurry seal material, REAS, will be paid for by the City under separate contract, and provided by Petrochem Manufacturing Inc. (PMI). See Part IV Specifications, Coordination Section of the bid documents. 3. PMI has informed the City that it would rent the attached Equipment at the prices listed in Attachment#7. Contractor may rent the equipment from PMI, obtain the equipment from another party, or use its own equipment. City has no preference on whether bidders rent any equipment from PMI. The City merely provides this information to the extent that it may be helpful to bidders in lowering their overall bid prices. Exhibit A- 1 SPECIFICATIONS A. GENERAL STANDARD SPECIFICATIONS For the purpose of this contract,the "GREENBOOK" STANDARD SPECIFICATIONS FOR PUBLIC WORKS CONSTRUCTION (Latest Edition). Slurry materials, transportation, mixing, and application shall be per the Standard Specifications for Public Works Construction (SSPWC) 2012 Edition. CONTRACT STREETS The following streets are included in this contract for maintenance: Corona Avenue from District to Fruitland Avenue Everett Avenue from Exchange to District Blvd. Loma Vista Avenue from District to Fruitland Avenue Maywood Avenue from Exchange to District Blvd. 48`h Street from Loma Vista to Corona Avenue 49th Street from west end to Corona Avenue 501h Street from Loma Vista to Gifford Avenue 501h Street from Boyle to Downey Road The streets are also shown on the Project Map,Attachment No. 8. CONTRACT LENGTH All work in this project shall be completed within three (3) days,two (2) consecutive weekends, as further described in the COORDINATION and CONSTUCTION SCHEDULE sections below subject to extensions for each day of(1)rain, fog and inclement weather. EXAMINATON OF THE SITE The bidders are required to examine the site and judge for themselves the location, physical conditions, substructures, and surroundings of the proposed work. MOBILIZATION The cost of all preparatory work and operations for the multiple movements of personnel, equipment, supplies, and incidentals to the various project sites must be included in the various bid items, and no extra compensation will be paid to the Contractor. DELAYS AND EXTENSIONS OF TIME The Provisions of Section 6-6 entitled"Delays and Extensions of Time" of the Standard Exhibit A-2 Specifications shall apply except as modified and supplemented below. The second paragraph of subsection 6-6.1 is hereby deleted and the following paragraph shall be inserted in its place: No extension of time will be granted for a delay caused by the inability of the Contractor to obtain materials, equipment and labor, except as authorized by the Engineer. The length of the contact time stipulated includes any time which may be require to.obtain materials, equipment, and labor. The Contractor shall be deemed to have ascertained the availability of materials, equipment and labor and considered same in its construction schedule. QUALITY OF WORK The provisions of Section 4-1.1 entitled"Materials and Workmanship" of the Standard Specifications shall apply. In addition, any work deemed unacceptable by the Engineer, whether a cause is determined or not shall be repaired or replaced by the Contractor at their expense. COMPLIANCE WITH LAWS,REGULATIONS,AND SAFE PRACTICES The Contractor shall perform all work in a safe, competent manner and in accordance with all federal, state, and local statues,regulations, ordinances, rules, and governmental orders. The Contractor will be solely and completely responsible for the conditions of the job site, including safety of all persons and property during performance of the work. This requirement will apply continuously and not be limited to normal working hours. Inspection of the Contractor's performance by the City, its agents, or employees is not intended to include review of the adequacy of the Contractor's safety measures in or near the job site. CHARACTER OF WORKERS If any subcontractor or person employed by the Contractor shall appear to the Engineer to be incompetent, intemperate, troublesome, or acts in a disorderly or otherwise objectionable manner, he shall be immediately discharge from the project on the requisition of the Engineer, and such person shall not be reemployed on the work. If said individual has an ownership interest in the contracting entity, the Engineer will serve written notice upon the Contractor and the Surety providing the faithful performance bond, in accordance with Section 6-4, "Default by Contractor," of the Standard Specifications, demanding complete and satisfactory compliance with the Contract. PROTECTION OF THE PUBLIC The Contractor shall take such steps and precautions as his/her operations warrant to protect the public from danger, loss of life, loss of property or interruption of public services. Unforeseen conditions may arise which will require that immediate provisions be made to Exhibit A-3 protect the public from danger or loss, or damage to life and property, due directly or indirectly to prosecution of work under this contract. Whenever, in the opinion for the Engineer, a condition exists which the Contractor has not taken sufficient precaution of public safety, protection of utilities and/or protection of adjacent structures or property,the Engineer will order the Contractor to provide a remedy for the condition. If the Contractor fails to act on the situation within a reasonable time period as determined by the Engineer, or in the event of an emergency situation,the Engineer may provide suitable protection by causing such work to be done and material to be furnished as, in the opinion of the Engineer, may seem reasonable and necessary. The cost and expense of all repairs (including labor and materials) as are deemed necessary, shall be borne by the Contractor. All expenses incurred by the City for emergency repairs will be deducted from the final payment due to the Contractor. COORDINATION The contractor shall coordinate the work with Petrochem Manufacturing Inc. (PMI),who will be the supplier of the Rubberized Emulsified Asphalt Slurry (REAS) for a minimum of two consecutive weekends. This will include the staging areas, costs for the sweeping,taping (protection) of the manholes and valve covers,transfer and placement of the REAS material, placement of the temporary striping tabs, clean-up and related work. The Contact for PMI: Greg Montefiore-Petrochem Manufacturing Inc. (PMI) (310) 291-2134 Additionally,the contractor shall coordinate with all necessary City personnel and crews when necessary. TRAFFIC CONTROL The traffic control on the street will be supplied by the City of Vernon Public Works Department. Streets scheduled for slurry each day will be completely closed. PROHIBITED PARKING IN WORK AREA All traffic and parking signs will be provided and posted by the City. The City of Vernon Public Works Department will provide the 72 hours' notice for parking restrictions. CONSTRUCTION SCHEDULE The schedule for the laydown is for two consecutive weekends (two Saturdays and one Sunday). Work will take place on Saturday September 13,2014, Sunday September 14tn, and Saturday September 20tn CONSTRUCTION HOURS The proposed laydown of the Rubberized Emulsion-Aggregate Slurry (REAS) seal work done shall occur on Saturday and/or Sunday between the hours of 7:00 a.m. to 1:00 p.m. Once placement of the striping tabs are completed, the Contractor shall notify the City of Vernon that Exhibit A-4 Contractor is ready for the City of Vernon to open the streets to traffic. City of Vernon will be responsible for opening the street to traffic. Streets shall be opened to through traffic no later than 5:30 p.m. If for any reason Contractor begins work before 7:00 a.m., or continues work after 5:30 p.m., Contractor shall pay to the City $125 of liquidated damages per 15 minute increment during which the street should be open, but is not. CONSTRUCTION ACTIVITIES COORDINATION The Contractor shall notify the City of Vernon Community Services & Water Department, Police Department, Fire Department, Utility Companies of the proposed work and coordinate all work under this contract with all Utilities and Public Agencies. MATERIAL SUBMITTALS There will be no material submittals as part of this contract agreement. MATERIAL AND EQUIPMENT STORAGE AREAS There will be no material or equipment storage areas as part of this contract agreement. All equipment shall be removed on a daily basis. PUBLIC CONVENIENCE The Contractor shall conduct operations to minimize the obstruction of access and inconvenience to the public and the City of Vernon Fire Department. DUST CONTROL The Contractor shall abate dust nuisance by supplying a power street sweeper with water spraying capability. TEMPORARY WATER METER Contractor shall obtain a temporary water meter from the City of Vernon Water Department by placing a deposit of$1,000.00. Contractor shall pay for all water used. Contractor shall not relocate the service. The Contractor shall call the City of Vernon Water Department to relocate the service and will be charged $50.00 for each relocation. PRIVATE OR PUBLIC PROPERTY DAMAGE Any damage to private or public property caused by the Contractor shall be repaired or replaced at no cost to the City. Repairs and replacements shall be at least equal to existing improvements and shall match in materials, finish and dimensions. Exhibit A-5 CLEANING OF THE SITE DURING CONSTRUCTION During construction, all existing improvements adjacent to the proposed slurry pavement shall be swept free from asphalt, soils, gravel, dirt or debris on a daily basis. The Contractor shall also make all necessary efforts to minimize the tracking of the fresh tack coat oil and loose asphalt aggregates on to existing improvements (sidewalks, driveways, curb and gutters, and private property). The Contractor will be responsible for such cleaning. FINAL CLEANING OF CONSTRUCTION SITE AND RESTORATION The Contractor shall be responsible for cleaning and restoration of all damaged or tracking of tack coat oil or excessive slurry on existing improvements such as sidewalk, driveway, curb and gutter, and private property at no cost to the City. The cost of furnishing and operating such sweeping after the construction of the project must be included in the various bid items, and no extra compensation will be paid to the Contractor. SANITARY FACILITIES The Contractor shall furnish and maintain sanitary facilities by the worksites for the entire construction period. B. PROPOSED RUBBERIZED EMULSION-AGGREGATE SLURRY(REAS) SEAL, TYPE II NOTIFICATION, POSTING AND SCHEDULE CHANGES Notification and Postinz: The City shall deliver "Notice to Businesses and Residents"7 days prior to the sealing of the street. The posting of "No Parking Tow Away" signs 72 hours prior to sealing will be performed by the City of Vernon. Schedule Changes There will be no requests for changes in the schedule by the contractor. Failure to meet the notified schedule will result in liquidated damages of$1,500 per day. RESPONSIBILITY The City will be responsible for the advance notification of businesses and residents. The Contractor will sweep and cover and protect valves and manholes in the streets Exhibit A-6 to be sealed prior to applying slurry. The Contractor will place temporary striping tabs after the placement of the slurry. The City will remove any street markings (thermoplastic) before the placement of the slurry. The City will purchase the REAS material from PMI and have it delivered to the job site. The City will place barricades, delineators, signs, flashers, and traffic control devices. The City will provide flagmen while slurry operations are in progress. The City of Vernon shall not be held responsible for the care or protection of any material or parts of the work prior to the Final Acceptance. PREPARATION OF THE EXISTING PAVEMENT SURFACE General: Prior to applying REAS slurry, all vegetation will be sprayed with Roundup and removed from cracks in the pavement and joints between the pavement and concrete gutters by the City. Manholes, valve boxes, drop inlets and other service entrances will be protected from the slurry seal by a suitable method by the Contractor. The Engineer shall approve the surface preparation prior to sealing. Street Sweeper: Contractor shall furnish a power street sweeper with operator to clean the asphalt pavement the same day the street is sealed. The sweeper shall have a steel gutter broom and a rear plastic broom, and three (3) yard minimum capacity hopper. When water is used, cracks will be allowed to dry thoroughly before slurry sealing. The Engineer shall approve the surface preparation prior to sealing. Manholes, valve boxes, drop inlets and other service entrances will be protected from the slurry seal by a suitable method. The Engineer shall approve the surface preparation prior to sealing. APPLICATION The surface should be pre-wetted by fogging ahead of the slurry box when required by local conditions. Water used in pre-wetting the surface shall be applied such that the entire surface is damp with no apparent flowing water in front of the slurry box. The rate of Exhibit A-7 application of the fog spray shall be adjusted during the day to suit temperatures, surface texture, humidity and dryness of the pavement surface. The slurry mixture shall be of the desired consistency upon leaving the central mix plant and no additional materials shall be added. A sufficient amount of slurry shall be carried in all parts of the spreader at all times so that a complete coverage is obtained. Overloading of the spreader shall be avoided. No lumping, balling or unmixed aggregate shall be permitted. In placing slurry, the slurry machine shall move no faster than 150' a minute, or when chatter marks appear. No streaks, such as those caused by oversized aggregate, will be left in the finished surface. If excess oversize develops, the job will be stopped until Contractor proves to the Engineer that the situation has been corrected. REAS Slurry Crew: Each slurry crew shall be composed of a English-speaking coordinator at the project site at all times, a competent quick-set mixing person, a competent licensed driver,two (2) squeegee men, and sufficient laborers for any handwork, cleanup, and traffic control. Joints: No excessive buildup, uncovered areas or unsightly appearance shall be permitted on longitudinal or transverse joints. An excessive overlap will not be permitted on longitudinal joints. Contractor shall provide suitable width spreading equipment to produce a minimum number of longitudinal joints throughout the project. When possible, longitudinal joints shall be placed on lane lines. Half passes and odd width passes will be used only in minimum amounts. If half passes are used, they shall not be the last pass of any paved area. Mix Stability: The slurry mixture shall possess sufficient stability so that premature breaking of the slurry seal in the spreader box does not occur. The mixture shall be homogeneous during and following mixing and spreading, it shall be free of excess water or emulsion and free of segregation of the emulsion and aggregate fines from the coarser aggregate. Hand Work: Areas which cannot be reached with the slurry seal machines shall be surfaced using hand squeegees to provide complete and uniform slurry seal coverage. The area to be hand worked shall be lightly dampened prior to mix placement and the slurry worked immediately. Care shall be exercised to leave no unsightly appearance from handwork or to overwork the mix. The same type finish as applied by the spreader box shall be required. Handwork shall be completed during the machine applying process. Exhibit A-8 Lines: Care shall be taken to insure straight lines along gutters. No runoff on these areas will be permitted. Join lines at intersections will be kept straight to provide a good appearance. Clean-up: Contractor is responsible for cleaning the REAS slurry and the tracking of the fresh oil on the existing improvements such as sidewalks, driveways, curb and gutters, private property, etc. The contractor shall also remove any debris associated with the work on a daily basis. The cost of furnishing labor and material for such cleaning shall be included in the contract, and no extra compensation will be paid to the Contractor. Exhibit A-9 EXHIBIT B PROPOSAL ATTACHMENT NO. I O O BIDDER'S CHECKLIST TO THE BIDDER: The following list is provided for the convenience of both you and the City and help eliminate errors and omissions which may render your bid unacceptable. Please check all appropriate boxes and submit with your bid. 1z ATTACHMENT NO. 1 -BIDDERS CHECKLIST L ATTACHMENT NO. 2 - SIGNATURE PAGE,LEGAL STATUS AND ACKNOWLEDGEMENT OF ADDENDA ATTACHMENT NO. 3 -BID FORM R ATTACHMENT NO.4 - AFFIDAVIT OF NON-COLLUSION FORM E! ATTACHMENT NO. 5 -VENDOR LIST QUESTIONNAIRE FORM ATTACHMENT NO. 6-SAMPLE LABOR AND MATERIALS CONTRACT Bidder must submit ONE ORIGINAL AND TWO COPIES. All bids shall be enclosed in sealed envelopes, distinctly marked"Bid"with the title of the bid and the bidder's name address appearing on the outside. Bids should be addressed to: City Clerk 4305 Santa Fe Avenue Vernon, CA 90058 Mail sufficiently early or deliver in person before 2:00 p.m. on the day listed in the Notice Inviting Bids. Bids must be received in the City Clerk's Office before that time. At the bid opening, the City Clerk shall open bid package,acknowledge the receipt of the Bid Form from manufacturer/Supplier. Once all bid packages are opened and announced, the Unit Price Bid Forms will be made available for public review. 31 ATTACHMENT NO. 2 SIGNATURE PAGE,LEGAL STATUS AND ACKNOWLEDGEMENT OF ADDENDA The Bid shall be signed by an authorized signatory with his/her usual wet ink signature. An authorized signatory shall be one of the following: (1) Sole Proprietorship: An individual shall sign. (2) Partnership (General or Limited): A partner shall sign for a partnership; the partner shall give the names and addresses of all partners. (3) Corporation: An officer shall sign for a corporation. The corporate name must be attested by the corporate seal. The names and titles of the president and all officers of the corporation who are authorized to sign the Bid Forms must be listed in an authenticated incumbency certificate signed by the corporate secretary. A signature other than a corporate officer's will be accepted only if an authenticated incumbency certificate and corporate resolution conferring signature authority is attached. (4) Joint Venture: Bidders shall use the appropriate section(s) listed above based on their applicable situation. The undersigned certifies that he/she is an official legally authorized to bind his/herfirm and to enter into a contract should the City accept this bid. Bid by .411 american (Namelof Firm) Legal status of bidder: Please check the appropriate box V/ Corporation State of Incorporation Ca,�,l�'1"pY`n CL Partnership List Names DBA State full name DBA Other Explain Respectfully submitted.- Signature of Bid Title (Authorized gnature) 32 Address (� ��'� City ¢State Zip Telephone No. ( f 1)- 3(,Q- -7 LoW License Number: v�LP���(J Date of Expiration: ` Date: p I ;'k l(� (SEAL - if Bid is by a corporation) ADDENDUM NO. BIDDER'S INITIALS 1. 2. 3. 33 ALL AMERICAN ASPHALT ALL AMERICAN AGGREGATES P.O. BOX 2229, CORONA, CA 92878-2229 STATE CONTRACTORS LICENSE#267473-A CORPORATE RESOLUTION Resolved, that this Corporation, All American Asphalt, on August 18, 2014 authorizes Robert Bradley to execute contracts and agreements on behalf of the Company in the capacity of Vice President. Michael FarO Secretary TELEPHONE: 951-736-7600 - FAX: 951-739-4671 INCUMBENCY CERTIFICATE Print legibly the names and title of the president and all officers of the Company who are authorized to sign the Bid Forms: PRESIDENT'S AND OFFICERS' NAMES: TITLE: Mark Lytr Prea i do-n+ k6X4 F�a&" \AQQ- Oa3id-an-� YYI.icvcul rkc Secr-{-.1M The undersigned hereby certifies to the Ci y of Vernon that he/she is the duty elected and acting Secretary of I (the "Company"), and that, as such, hefsl�is authorized to execute this Incumbency Certificate on behalf of the Company, and further certifies that the persons named above are the duly elected, qualified and acting officers of the Company, holding on the date hereof, the titles and positions set forth opposite their names and are authorized to sign the Bid Forms. IN WITNESS WHEREOF, the undersigned has executed this Incumbency Certificate this 2/S>,L-day of 20d. Print Seer ame Secre a s nature 34 ATTACHMENT NO. 3 BID FORM LABOR AND EQUIPMENT FOR PLACEMENT OF TYPE II SLURRY (REAS) FOR THE DEPARTMENT OF PUBLIC WORKS, WATER & DEVELOPMENT SERVICES LUMP SUMBID Put cant to and in compliance with the Notice Inviting Bids and all attachments and contract documents relating to the Project including all Addenda,Bidder,having become thoroughly familiar with the terms and conditions of the project and with local conditions affecting the performance and the costs of the Work at the place where the Work is to be done, hereby proposes and agrees to fully perform the Work within the time stated in strict accordance with the bidding and contract documents(including the furnishing of any and all labor,materials,tools,expendable equipment;and utility and timsportation services and coordination necessary to fully perform the Wodc and complete it in a wor1cmanlilce manner) forthetotal Lump Sum of six" slXthousand one hundred iwem threebollars t$ bb, i23 . 00 ) Wads Arabic figures All other work items, labor, materials, tools and incidentals which are not specifically listed in the above bid items, but are necessary to complete the project per specifications, and all other applicable standards and codes are considered to be included in the above bid items. If there is any discrepancy between the "words" listed above and the "Arabic figures" listed above, the words shall control. 35 s ATTACHMENT NO. 4 AFFIDAVIT OF NON-COLLUSION CONTRACTOR STATE OF CALIFORNIA )SS COUNTYOF• ^ f�016U+ EJI�U�Q.�( , being first duly sworn deposes and says that hekike is V Cl_ oas i o-�- T (Insert"Sole Owner","Partner","President',"Secretary",or other proper title) of p-11 P�11r1�,�lca.n �h (Insert name of bidder) who submits herewith to the City or Vernon a proposal; That all statements of fact in such proposal are true; That such proposal was not made in the interest of or on behalf of any undisclosed person, partnership,company, association,organization or corporation; That such proposal is genuine and not collusive or sham; That said bidder has not,directly or indirectly by agreement,communication or conference with anyone attempted to induce action prejudicial to the interest of the City of Vernon,or of any other bidder or anyone else interested in the proposed contract; and further That prior to the public opening and reading of proposals,said bidder: a. Did not directly or indirectly, induce or solicit anyone else to submit a false or sham proposal; b. Did not directly or indirectly, collude,conspire,connive or agree with anyone else that said bidder or anyone else would submit a false or sham proposal, or that anyone should refrain from bidding or withdraw his proposal; c. Did not, in any manner, directly or indirectly seek by agreement,communication or conference with anyone to raise or fix the proposal price of said bidder or of anyone else,or to raise of fix any overhead profit or cost element of this proposal price,or of that of anyone else; d. Did not, directly or indirectly,submit his proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto,to nay corporation, partnership, company,association, organization, bid depository,or to any member or agent thereof,or to any individual or group of individuals,except the City of Vernon, or to any person or persons who have a partnership or other financial interest with bidder in his business. I certify under It ry that the ab a information is correct By: Title: Robes- ��YG�I . Date: 36 CALIFORNIA JURAT State of California County of Riverside Subscribed and sworn to (or affirmed) before me on this 21 st day of August 2014. Date Month By (1) Robert Bradley Name of Signer Proved to me on the basis of satisfactory evidence be the person who appeared before me (and) 2 ALYS� SSA 5 HL Name of Signer Commisslon 0 2072413 z :=� Notary PublicRiverside -County California Proved to me on the basis of satisfactory evidence RlverstldeCaunty un 232018 M Comm.E !rest be the person who appeared before me.) J Signature t Place Notary Seal Above Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to person relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Further Description of Any Attached Document RIGHT rHUMBPRINr RIGHT FHUPABPRINT OF Sf(.,NFR OF SIGNER Title or Type of Document Affidavit of Non-Collusion Top of thumb here Top of thumb here Document Date: 8121/14 Number of Pages: 1 Signer(s)Other Than Named Above: None ATTACHMENT NO. 5 VENDOR LIST QUESTIONAIRE CITY OF VERNON 4305 Santa Fe Avenue,Vernon, California 90058 Telephone(323) 583-8811 Affidavit of Equal Opportunity & Non Segregation In order to be placed to the City's vendor list and be eligible to receive City business, you must provide the following information except where indicated as"optional". By submitting this form you are declaring under penalty of perjury under the laws of the State of California and the laws of the United States that the information is true and correct. Furthermore, you are certifying that your firm will adhere to equal opportunity employment practices to assure that applicants and employees are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex or age. And, your firm does not and will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform their services at any location, under its control, where segregated facilities are maintained. ff Name of CompanyA I t Ami,i business Telephone q51 `13 uob Address JP(7 �b�C �q Fax Number M5,0- 0-�"W110 (optional) City cc)M l State CA Zip arM-N Contact Person Rbb�i+ E-mail Address (fit 19 GUU0rk5 CO Tax ID Number(or Social Security Number) Remit Address (if different) f-3 A Please state clearly and concisely the type(s)of goods and services your company provides: d 37 ATTACHMENT NO. 6 LABOR AND MATERIALS CONTRACT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S NAME] COVERPAGE Contractor: [insert name of contractor] Responsible Principal of Contractor: [insert name, title] Notice Information - Contractor: [insert name of contractor] [insert street address] [insert city, state, zip code] Attention: [insert name, title] Phone: [insert phone number] Facsimile: [insert fax number] Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: [insert department head] [insert department head title] Telephone: (323) 583-8811 ext. [insert] Facsimile: [insert fax number] Commencement Date: [insert commencement date] Termination Date: [insert termination date], unless extended pursuant to the Contract Consideration: Total not to exceed$[insert amount] (includes all applicable sales tax) Records Retention Period Three (3)years 38 THIS Contract is made between the CITY OF VERNON("City"), a California charter City and California municipal corporation, and [Contractor's Name], a [State incorporated in] corporation ("Contractor") The City and Contractor agree as follows: 1.0 CONTRACT DOCUMENTS The"Contract Documents"except for modifications issued after execution of this Agreement, shall consist of the following documents which are either attached hereto as exhibits or are incorporated into this Agreement by this reference, with the same force and effect as if set forth at length herein: A. Governmental Approvals including, but not limited to, permits required for the Work; B. This Agreement; C. Performance Bond; D. Payment Bond; E. If required; Maintenance Bond; F. Insurance Requirements; G. If required; Contractor Submittal Log and List of Submittals Required; H. Baseline Project Schedule; I. Preliminary Schedule of Values; J. Forms Required for Compliance with Labor Law Requirements; K. Notice Inviting Bids; L. Instructions to Bidders; M. Bid Forms; N. Designation of Subcontractors; O. Bidding Addenda Nos. ; and P. Standard Specifications for Public Works Construction,2012 Edition (Greenbook) 39 2.0 REFERENCE DOCUMENTS The following Reference Documents are not considered Contract Documents and were provided to the Contractor for informational purposes. Contractor may rely upon the technical data contained in such documents but not upon non-technical data, interpretations, opinions or provisional statements contained therein: A. Geotechnical Reports dated ; B. Sewer Utility Plans C. {List additional documents} 3.0 SCOPE OF WORK Within the Contract Time and for the stated Contract Sum, subject to adjustments thereto, and pursuant to the Contract Documents, the Contractor shall perform and provide all necessary: labor; services; supervision; materials; tools;equipment; apparatus; facilities; supplies; tools; permits, inspections, plan checks, and similar Governmental Approvals; temporary utilities; utility connections; and transportation necessary to complete the Work in strict conformity with the Contract Documents for: (INSERT PROJECT NAME) Specification No. XXXX 4.0 TIME FOR PERFORMANCE Contract Time. Contractor shall achieve Substantial Completion of the Work within calendar days from the Date of Commencement established in City's written Notice to Proceed ("Contract Time"), subject to adjustment in accordance with the Contract Documents. Contractor shall achieve Final Completion of the Work, within the time established by the Certificate of Substantial Completion issued by the City. The Contract Time may only be adjusted as permitted by this Construction Contract and the General Conditions. Time is of the essence of this Agreement. Except when the Contract Documents state otherwise, time is of the essence in the performance of the Work. Contractor acknowledges that the time limits and deadlines set forth in the Contract Documents are reasonable for Contractor to perform and complete the Work. 5.0 CONTRACT SUM AND CONDITIONS 5.1 In consideration of the Contractor's full, complete, timely, and faithful performance of the Work required by the Contract Documents, City shall pay Contractor the sum of dollars/no cents ($ ) ("Contract Sum"). The actual 40 direct cost of all Permit Fees is excluded from the Contract Sum, however Contractor's cost of administration and coordination of all Governmental Approvals and Utility Fees is included in the Contract Sum. 5.1.1 Retention. In addition to any other withholdings permitted by this Contract, a sum equal to five percent(5%) of all sums otherwise due to Contractor as progress payments shall be withheld by city from each progress payment("Retention") and retained until such time as it is due as described herein. A higher Retention amount may be approved by the City Council where project is deemed "substantially complex" by City Council 5.1.2 Disputed Amounts. Pursuant to California Public Contract Code 7107, City may deduct and withhold from the Final Payment due, an amount up to 150%of any disputed amounts, including, without limitation, amounts to protect City against any loss caused or threatened as a result of Contractor's failing to fully perform all of those obligations that are required to be fulfilled by Contractor as a condition to Final Completion and Final Payment. Alternatively, City may elect, in its sole discretion,to accept the Work without correction or completion and adjust the Contract Sum pursuant to the Contract Documents. 5.1.3 Acceptance of Final Payment. Acceptance of Final Payment by Contractor shall constitute a waiver of all rights by Contractor against City for recovery of any loss, excepting only those Claims that have been submitted by Contractor in the manner required by the Contract Documents prior to or at the time of the Final Payment 5.1.4 Withholding by City. In addition to any other amounts which City may have the right to retain under the Contract Documents, City may withhold a sufficient amount of any payment otherwise due to Contractor as City, in its sole discretion, may deem necessary to cover actual or threatened loss due to any of the following: I. Third Party Claims. Third-party claims or stop notices filed or reasonable evidence indicating probable filing of such claims or stop notices. City shall promptly inform Contractor of any third party claims related to this Contract; 2. Defective Work. Defective Work not remedied; 3. 'Nonpayment. Failure of Contractor to make proper payments to its Subcontractors for services, labor, materials or equipment; 4. Inability to Complete. Reasonable doubt that the Work can be completed for the then unpaid balance of the Contract Sum or within the Contract Time; 5. Violation of Applicable Laws. Failure of Contractor or its Subcontractors to comply with applicable laws or lawful orders of governmental authorities; 41 6. Penalty. Any claim or penalty asserted against City by virtue of Contractor's failure to comply with applicable laws or lawful orders of governmental authorities (including, without limitation labor laws); 7. Failure to Meet Contract Time. Any damages which may accrue as a result of Contractor failing to meet the Construction Schedule or failing to perform within the Contract Time; 8. Setoff. Any reason specified elsewhere in the Contract Documents as grounds for a withholding offset or set off or that would legally entitle City to a set-off or recoupment; 9. Consultant Services. Additional professional, consultant or inspection services required due to Contractor's failure to comply with the Contract Documents; 10. Liquidated Damages. Liquidated damages assessed against Contractor; 11. Materials. Materials ordered by City pursuant to the Contract Documents; 12. Damages. Loss caused by Contractor or Subcontractor to City, Separate Contractors or any other person or entity under contract to City; 13. Clean Up. Clean up performed by City and chargeable to Contractor pursuant to the Contract Documents; 14. Employee Benefits. Failure of Contractor to pay contributions due and owing to employee benefits funds pursuant to any applicable collective bargaining agreement or trust agreement; 15. Required Documents. Failure of Contractor to submit on a timely basis, proper and sufficient documentation required by the Contract Documents, including, without limitation, Construction Schedule updates, `look ahead' schedules, Submittals, Schedules of Values, information on Subcontractors, Change Orders, certifications and other required reports or documentation; and 16. Other Breach. A breach of any obligation or provision of the Contract Documents. 5.1.4.1 Release of Withholding. 1f and when City determines, in its sole discretion, that the above grounds for withholding have been removed and that all losses incurred or threatened have been paid, credited or otherwise satisfied, then payment shall be made for amounts withheld because of them. 42 5.1.4.2 Application of Withholding. City may apply sums withheld pursuant to this Contract, in payment of any loss or threatened loss as City determines, in its sole discretion, to be appropriate. Such payments may be made without a prior judicial determination ofCity's actual rights with respect to such loss. Contractor agrees and hereby designates City as its agent for such purposes, and agrees that such payments shall be considered as payments made under Construction Contract by City to Contractor. City shall not be liable to Contractor for such payments made in good faith. City shall submit to Contractor an accounting of such funds disbursed on behalf of Contractor. As an alternative to such payment, city may, in its sole discretion, elect to exercise its right to adjust the Contract Sum as provided in the Contract Documents. 5.1.4.3 Continuous Performance. Provided City pays the undisputed portion, if any,of funds withheld in good faith,Contractor shall maintain continuous and uninterrupted performance of the Work during the pendency of any disputes or disagreements with City. 5.2 Contractor shall furnish all necessary and incidental labor, material, equipment, transportation and services as described in, and strictly in accordance with, and subject to all terms and conditions set forth in Specifications for , as more fully set forth in the Scope of Services, attached hereto and incorporated herein as Exhibit"A". 5.3 All work shall be done in a manner satisfactory to the City's Director of Community Service and Water("Director"), or the Director's designee, in writing, and shall be of highest quality with respect to 5.4 In the event Contractor fails to perform satisfactorily the City shall advise Contractor in writing, and Contractor shall have thirty (30)days to cure such failure to satisfactorily perform. If Contractor fails to so cure its performance within said 30 days, the City may, at its option, terminate this Contract for default without further liability, other than payment to Contractor for work performed satisfactorily prior to the date of termination. 43 6.0 LIQUIDATED DAMAGES 6.1 Contractor and City agree to liquidate damages in the amount of dollars ($__) per day, with respect to Contractor's failure to achieve Substantial Completion of the Work within the Contract Time. The Parties intend for the liquidated damages set forth herein to apply to this Contract as set forth in Government Code Section 53069.85. Contractor acknowledges and agrees that the liquidated damages are intended to compensate City solely for Contractor's failure to meet the deadline for Substantial Completion and shall not excuse Contractor from liability from any other breach, including any failure of the Work to conform to the requirements of the Contract Documents. Contractor shall also be obligated to pay any liquidated damages as stated in the Contract Documents. 6.2 In the event that Contractor fails to achieve substantial completion of the Work within the contract time, Contractor agrees to pay City the amount specified herein for each calendar day that substantial completion is delayed. 6.3 Contractor and City acknowledge and agree that the foregoing liquidated damages have been set based on an evaluation of damages that the City will incur in the event of late completion of the Work. Contractor and City acknowledge and agree that the amount of such damages are impossible to ascertain as of the effective date hereof and have agreed to such liquidated damages to fix City's damages and to avoid later disputes. It is understood and agreed by Contractor that liquidated damages payable pursuant to this Agreement are not a penalty and that such amount are not manifestly unreasonable under the circumstances existing as of the effective date of this Agreement. 6.4 It is further mutually agreed that City shall have the right to deduct liquidated damages against progress payments or retainage and that the City will issue a Construction Change Directive and reduce the Contract Sum accordingly. In the event the remaining unpaid Contract Sum is insufficient to cover the full amount of liquidated damages. Contractor shall pay the difference to City. Contractor Initial here: 7.0 TERMS AND CONDI ONS. 7.1 INDEPEN ENT CONTRACTOR. 7.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent or employee of City and shall furnish such services in its own manner and method except as required by this Contract. Further, Contractor has and shalt retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. Contractor shall be solely responsible 44 for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 7.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 7.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 7.3 OWNERSHIP OF WORK. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 7.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy or incompleteness. 7.5 WAIVER. The City's waiver of any term, condition, breach or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. 7.6 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors and/or assigns. 7.7 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties or otherwise constitute a novation. 45 7.8 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof. 7.9 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled. 8.0 INTERPRETATION. 8.1 APPLICABLE LAW. This Contract, and the rights and duties of the parties hereunder(both procedural and substantive), shall be governed by and construed according to the laws of the State of California. 8.2 ENTIRE AGREEMENT. This Contract, including any Exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation and agreements (written or oral). 8.3 WRITTEN AMENDMENT. This Contract may only be changed by written amendment signed by Contractor and the City Manager or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 8.4 SEVERABILITY. If any provision in this Contract is held by any court of competent,jurisdiction to be invalid, illegal, void, or unenforceable, such portion.shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 8.5 ORDER OF PRECEDENCE. In case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Contract shall strictly prevail. The terms of the City's Specifications shall control over the Contractor's bid. 8.6 CHOICE OF FORUM. The parties hereby agree that this Contract is to be enforced in accordance with the laws of the State of California, is entered into in the City of Vernon and that all claims or controversies arising out of or related to performance under this Contract shall be submitted to and resolved in a forum within the County of Los Angeles at a place to be determined by the rules of the forum. 8.7 DUPLICATE ORIGINALS. There shall be two (2) fully signed copies of this Contract, each of which shall be deemed an original. 46 8.8 TIME OF ESSENCE. Time is strictly of the essence of this Contract and each and every covenant, term and provision hereof. 8.9 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity and authority to enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 8.10 ARBITRATION OF DISPUTES. Any dispute for under$25,000 arising out of or relating to the negotiation, construction, performance, non-performance, breach or any other aspect of this Contract, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 8.11 RELEASE. Contractor agrees to release and covenants not to sue the City, its City Council and each member thereof, and its officers, employees, commission members and representatives for any damage or injury (including death)to itself, its officers, employees, agents and independent contractors damaged or claiming to be damaged from any performance under this Contract. 9.0 INDEMNITY, INSURANCE, AND BONDS 9.1 INDEMNITY. Contractor agrees to indemnify, hold harmless and defend(even if the allegations are false, fraudulent or groundless), to the maximum extent permitted by law, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages,costs, judgments and expenses(including attorney's fees and costs of litigation) which in whole or in part result from, or arise out of, or are claimed to result from or to arise out of: A. any activity on or use of City's premises or facilities or any performance under this Contract; or B, any acts, errors or omissions (including,without limitation, professional negligence) of Contractor, its employees, representatives, subcontractors,or agents in connection with the performance of this Contract. This agreement to indemnify includes, but is not limited to, personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Contractor and its employees or agents, and members of the general public). The sole negligence or willful misconduct of City, 47 its employees or agents other than Contractor or Contractor's subcontractors are excluded from this indemnity agreement. 9.2 INSURANCE. Contractor shall, at its own expense, procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. INSURANCE OBLIGATION IS SEPARATE FROM INDEMNITY OBLIGATION. This Agreement's insurance provisions are separate and independent from the indemnification and defense provisions herein; and do not limit, in any way, the applicability, scope, or obligations of the indemnification and defense provisions in this Agreement. 9.2.1 Automobile Liability with minimum limits of at least $100,000/300,000/50,000 if written on a personal automobile liability form, for using a personal vehicle;or an amount of $500,000 including owned, hired, and non-owned liability coverage if written on a Commercial automobile liability form. 9.2.2 General Liability with minimum limits of at least$1,000,000 combined single limits written on an Insurance Services Office (ISO)Comprehensive General Liability "occurrence" form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors, commissioners, officers, employees, agents and volunteers must be endorsed on the policy as additional insureds as respects liability arising out of the Contractor's performance of this Contract. A. If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. B. Blanket Contractual Coverage. C. Products/Completed Operations coverage. 9.2.3 Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries on the job. Compliance is accomplished in one of the following manners: 48 A. Provide copy of permissive self-insurance certificate approved by the State of California;or B. Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of $1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Contract; or C. Provide a "waiver" form certifying that no employees subject to the Labor Code's Workers'Compensation provision will be used in performance of this Contract. 9.2.4 Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days' prior written notice to City. 9.2.5 Insurance shall be placed with insurers with a Best's rating of no less than B:VIII. 9.2.6 Prior to commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s)must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. 9.2.7 Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due Contractor, at City's option; (b) immediately terminate this Contract; or(c) self insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due Contractor. 49 9.3 REQUIRED BONDS. 9.3.1 Contractor shall furnish the following bonds: A. A Performance Bond in an amount equal to one hundred percent(100%) of the total Contract price. B. A Payment Bond (Labor and Material) in an amount equal to one hundred percent(100%)of the total Contract price. 9.3.2 Power of Attorney. All bonds shall be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California,all copies of the bonds must be countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety shall be acknowledged by a Notary Public as the signature of the person designated in the power of attorney. 9.3.3 Approved Surety. All bonds must be issued by a California admitted surety insurer with the minimum A.M Best Company Financial strength rating of"A: V11", or better. Bonds issued by a California admitted surety not listed on Treasury Circular 570 will be deemed accepted unless specifically rejected by the City. Bonds issued from admitted surety insurers not listed in Treasury Circular 570 must be accompanied by all documents enumerated in California Code of Civil Procedure Section 995.660. All such bonds must be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California, all copies of the bonds must be countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety must be acknowledged by a Notary Public as the signature of the person designated in the power of attorney. 9.3.4 Required Provisions. Every bond must display the surety's bond number and incorporate the Contract for construction of the Work by reference. The terms of the bonds shall provide that the surety agrees that no change, extension of time, alteration, or modification of the Contract Documents or the Work to be performed thereunder shal I in any way affect its obligations and shall waive notice of any such change, extension of time, alteration, or modification of the Contract Documents. 9.3.5 New or Additional Sureties. If,during the continuance of the Contract, any of the sureties, in the opinion of the City, are or become non-responsible or otherwise unacceptable to City, City may require other new or additional sureties, which the Contractor shall furnish to the satisfaction of City within ten (10)days after notice. 9.3.6 Waiver of Modifications and Alterations. No modifications or alterations made in the Work to be performed under the Contract or the time of performance shall operate to release 50 any surety from liability on any bond or bonds required to be given herein. Notice of such events shall be waived by the surety. 9.3.7 Approval of Bonds. The Contract will not be executed by City nor the Notice to Proceed issued until the required bonds have been received and approved by City. City's decision as to the acceptability of all sureties and bonds is final. No substitution of the form of the documents will be permitted without the prior written consent of City. 10.0 NOTICES. Any notice or demand to be given by one party to the other shall be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. If to the City: City of Vernon 4305 Santa Fe Ave. Vernon, CA 90058 With a Copy to: If to the Contractor: Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt or upon expiration of three (3) business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 11.0 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 12.0 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. 51 Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of(I)any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. 13.0 ASSIGNMENT OF ANTITRUST CAUSES OF ACTION. Contractor hereby agrees to assign to the City all rights, title and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec 15) or under the Cartwright Act Chapter 2 (Commencing with Section 16700)or part 2 of Division 7 of the Business and Professions Code, or any similar or successor provisions of Federal or State law, arising from purchases of goods, services or materials pursuant to this Contract or the subcontract. This assignment shall be made and become effective at the time the City tenders final payment to the Contractor, without further acknowledgment by the parties. 14.0 ADDITIONAL ASSURANCES 14.1 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this contract, the contractor and any other parties with whom it may subcontract shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit"E". 14.2 VERNON BUSINESS LICENSE. Contractor shall obtain, and pay any and all costs associated therewith, any Vernon Business License which may be required by the Vernon Municipal Code. 14.3 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the Contract or for other purposes relating to the Contract. The Contractor shall maintain and preserve all such records for a period of at least 3 years after termination of the Contract. The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location 52 other than the City of Vernon, including, but not limited to,such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals and overhead. 14.4 CONFLICT. Contractor hereby represents,warrants and certifies that no member, officer or employee of the Contractor is a director, officer or employee of the City of Vernon, or a member of any of its boards, commissions or committees, except to the extent permitted by law. 14.5 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25)for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in anyone calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1% times the basic rate of pay. 14.6 LIVING WAGES. Contractor, or Subcontractor, if any, working on City service contracts of any amount,as to all employees spending time on City contracts shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City contracts. The Current Living Wage Standards are set forth in Exhibit"D Upon request, certified payroll shall be provided to the City. [Signatures Begin on Next Page]. 53 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City [CONTRACTOR'S NAME, a [State and California municipal corporation incorporated in] corporation By: By. Name: Mark Whitworth, City Administrator Title: CONTRACTOR'S SIGNATURE MUST BE NOTARIZED ATTEST: By: Name: Title: Ana Barcia, Deputy City Clerk APPROVED AS TO FORM: Scott Porter, Deputy City Attorney 54 r h o Fidelity and Deposit Company of Maryland Home Office: P.O.Box 1227. Baltimore. MD 21203-1227 BID BOND KNOW ALL MEN BY THESE PRESENTS: That we, ALL AMERICAN ASPHALT BOND NO.085 97 423 as Principal,(hereinafter called the"Principal"), and FIDELITY AND DEPOSIT COMPANY OF MARYLAND P.O. Box 1227, Baltimore, Maryland 21203, a corporation duly organized under the laws of the State of Maryland, as Surety,(hereinafter called the"Surety"),are held and finely bound unto City of Vernon as Obligee,(hereinafter called the"Obligee"),in the sum of TEN PERCENT OF THE TOTAL BID PRICE IN-------- Dollars($ 10%OF TOTAL BID PRICE ),for the payment of which sum well and truly to be made,the said Principal and the said Surety, bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS,the Principal has submitted a bid for Labor and Equipment for Placement of Type II Slurry(REAS)—Various Locations for Public Works, Water&Development Services Bid Date: 08/25/2014 NOW, THEREFORE, if the Obligee shall accept the bid of the Principal and the Principal shall enter into a contract with the Obligee in accordance with the terms of such bid and give such bond or bonds as may be specified in the bidding or contract documents with good and sufficient surety for the faithful performance of such contract and for the prompt payment of labor and material furnished in the prosecution thereof, or in the event of the failure of the Principal to enter into such contract and give such bond or bonds, if the Principal shall pay to the Obligee the difference not to exceed the penalty hereof between the amount specified in said bid and such larger amount for which the Obligee may in good faith contract with another party to perform the work covered by said bid, then this obligation shall be null and void,otherwise to remain in full force and effect. Signed and sealed this 20th day of August A.D., 2014 ALL AMERICAN ASPHALT (SEAL) L` (� rincipal Shl, �i�it� �� .'LWitners FIDELITY AND DEPOSIT CO PANY OF MARYLAND• Surety By,-- Rebecca Haas-Bates ra,te��-rrt-Fact Printed in cooperation with the American Institute of Architects(AIA)by Fidelity and Deposit Company of Maryland. Fidelity and Deposit Company of Maryland vouches that the language in the document conforms exactly to the language used in AIA Document A-310,February 1970 Edition. ` BID7000OZZ0701 f CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT State of California County of Riverside On August 21, 2014 before me, Alyssa Sohl,Notary Public Date Here Insert name and T@le of the Officer personally appeared Robert Bradley Name(s)of Signer(s) f who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/afe subscribed to the within instrument and acknowledged to me that he/she/they executed the same in histher hRif authorized capacity(ies), and that by his/hei;4heif ALYSSA SOHL signature(s)on the instrument the person(s), or the entity upon behalf Commission #r 2072413 of which the person(&)acted, executed the instrument. Z-'+ Notary Public-California z z Riverside County > I certify under PENALTY OF PERJURY under the laws of the State of M►Comm.Expires Jun 23,2018+ California that the forgoing paragraph is true and correct. WITNESS my h d rZ d official seal. Signature Place Notary Seal Above Slgna re of Notary Public OPTIONAL Though the information below is not required by law,it may prove valuable to person relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document Bid Bond—City of Vernon Document Date: August 20, 2014 Number of Pages: 1 Signer(s) Other Than Named Above: Rebecca Haas-Bates, Attorney-in-Fact Capacity(ies)Claimed by Signer(s) Signer's Name: Robert Bradley Signer's Name: ❑ Individual ❑ Individual X Corporate Officer—Title(&): Vice President ❑ Corporate Officer—Title(s): ❑ Partner F. ❑Limited❑General ❑ Partner t: ❑ Limited❑General RIGHT THUMBPRINT RIGHT THT)MBPRINT ❑Attorney in Fact OF SIGNER ❑Attorney in Fact OF SIGNER ❑Trustee Top of thumb here ❑Trustee Top of thumb here ❑ Other: ❑Other: Signer is Representing: Signer is Representing: All American Asphalt CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§ 1189 ------------------------- State of California County of Orange On 08/20/2014 before me, R. Paramo,Notary Public Date Here Insert Name and Title of the Officer personally appeared Rebecca Haas-Bates Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the persons whose name(c) is/are subscribed to the within instrument and acknowledged to me that 44e/she/then executed the same in We/her/t4@4 authorized capacRy(ies), and that by R. PARAMO hia/her/*oir signature( on the instrument the Commission#�2035890 person*, or the entity upon behalf of which the Z=�=+: s• Notary Public•California a person*acted, executed the instrument. Z Orange County My Comm. Expires Aug5, 2017 I certify LTY OF PERJURY under the laws oft State of C a the foregoing paragraph Is ue and cor ect. W NESS my and a offi lal s al. Place Notary Seal Above Signatu ' Signature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document Title or Type of Document: Bid Bond Document Date: 08/20/2014 Number of Pages: 1 Signer(s) Other Than Named Above: All American Asphalt Capacity(ies) Claimed by Signer(s) Signer's Name: Rebecca Haas-Bates Signer's Name: ❑Corporate Officer—Title(s): ❑Corporate Officer—Title(s): ❑Partner— ❑Limited ❑General ❑ Partner— ❑ Limited O General ❑Individual ElAttomey In Fact ❑individual ❑Attorney in Fact ❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator ❑Other: ❑ Other: Signer Is Representing: Signer Is Representing: Fidelity and Deposit Company of Maryland 02013 National Notary Association •www.NationalNotary.org • 1-800-US NOTARY(1-800-876-6827) Item#5907 EXTRACT FROM BY-LAWS OF THE COMPANIES "Article V,Section 8,Attomevs-in-Fact. The Chief Executive Officer,the President,or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys-in-fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney-in-fact to affix the corporate seal thereto;and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE 1, the undersigned, Vice President of, the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND,do hereby certify that the foregoing Power of Attorney is still in full force and effect on the date of this certificate;and I do further certify that Article V,Section 8,of the By-Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the l5th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney...Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the loth day of May, 1990. RESOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice-President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company,shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF,I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this&0#-Jay of PllA!A.AIf?t 20 . low a imL. Geoffrey Delisio, Vice President EXHIBIT C LIVING WAGE PROVISIONS Minimum Living Wales: A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. Paid and Unpaid Days Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. EXHIBIT D EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an'Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry,handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. RECEIVED AUG 1.8 2014 CITY ADMINISTRATION P �R�SpFF\ STAFF REPORT PUBLIC WORKS, WATER AND DEVELOPMENT SERVICES A-6 DATE: September 2,2014 TO: Honorable Mayor and City Council PREPARED BY: ScottB. Rigg,Public Works &Water Superintendent V_ A APPROVED BY: Samuel Kevin Wilson, Director of Public Works, Water and Development Services RE: Bid Award for Contract No. CS-0448 - Refuse Collection, Recycling and Disposal Services, Recommendation It is recommended that the City Council: 1. Find that entering into the proposed contract for Refuse Collection, Recycling and Disposal Services is exempt under the California Environmental Quality Act (CEQA) in accordance with (a) CEQA Guidelines Section 15061 (b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment and (b) Section 15301, because the proposed service is simply the maintenance of existing facilities by removing refuse from those facilities and there would be no expansion of use beyond that currently existing; and 2. Accept the bid from Haul-Away Rubbish Service Company, Inc., as the lowest responsive and responsible bidder and authorize the City Administrator to enter into a contract with Haul-Away Rubbish Service Company, Inc., provided that the contract is approved by the City Attorney and is substantially similar to the attached Labor and Materials Contract submitted herewith. The contract would be for a three (3) year period at an amount not to exceed $120,000.00, for Refuse Collection, Recycling and Disposal Services, Contract No. CS-0448. Backuround On May 20, 2014, the City Council authorized City staff to issue a Notice Inviting Bids ("NIB") for Refuse Collection, Recycling and Disposal Services, Contract No. CS-0448. On June 3, 2014, the City received six bids in response to the NIB. Each proposal was evaluated based on the criteria outlined in the NIB sent to each bidder. At the conclusion of the evaluation process, it was found that three out of the six received bid proposals contained errors. In review, it appeared that the documentation within the bid materials form may have led to some confusion on the bidder's page. On June 17, 2014, the City Council rejected all bids and authorized staff to re-advertise and solicit bids for Refuse Collection, Recycling and Disposal Services. The Notice Inviting Sealed Competitive Bids for Refuse Collection, Recycling and Disposal Services was posted on the City's website, published in the Vernon Sun newspaper, and mailed to refuse collection providers who hold a valid City of Vernon Franchise Hauler Permit. In addition, the Notice Inviting Bids was advertised in the following websites: Bid America, 3-3 Planroom 'Bidboard, McGraw-Hill Construction Dodge, and Reid Construction. The specifications mcludeid,the standard terms and conditions for the contract which have been approved by the City Council. On July 22, 2014, a pre-bid meeting was held to review the specifications in'detail; The bids for Contract No. CS-0448, for Refuse Collection, Recycling and Disposal Services, were'ieceived and opened on August 5, 2014. The calculated results in terms of cost per month are as follows: 1. Haul-Away Rubbish Company, hie.: $2,926.20 2. Consolidated Disposal Service Company: $3,169.59 3. CalMet Services,Inc.: $3,291.38 4. Serv-Wel Disposal and Recycling: $3,315.00 5. Key Disposal,Inc.: $3,580.50 6. Waste Management, Inc.: $3,834.21 7. Ware Disposal Company, Inc.: $4,681.58 Fiscal Impact Although the bid is to be awarded to the lowest bidder, which had a bid amount of$2,926.20, the exact price for three years of refuse service is unknown because some of the prices quoted are billed and paid on an as-needed basis, rather than on a fixed monthly price. Staff estimates that actual monthly prices would deviate slightly from the$2,926.20 bid price. Staff requests total spending authority not to exceed $120,000.00 for the three year contract term. The Department budgeted funds in the fiscal year 2014-2015 budget for this service. SKW/sr Enclosures LABOR AND MATERIALS CONTRACT BETWEEN THE CITY OF VERNON AND HAUL- AWAY RUBBISH SERVICE COMPANY, INC.,FOR REFUSE COLLECTION, RECYCLING AND DISPOSAL SERVICES, CONTRACT NO. CS-0448 COVER PAGE Contractor: Haul-Away Rubbish Service Company, Inc. Responsible Principal of Contractor: Morris M. Beliakoff, President Notice Information - Contractor: Haul-Away Rubbish Service Company, Inc. 1205 Date Street Montebello, CA 90640 Attention: Morris M. Beliakoff Phone: (323) 721-0371 Facsimile: NA Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Samuel Kevin Wilson, Director of Public Works, Water and Development Services Telephone: (323) 583-8811 ext. 245 Facsimile: (323) 826-1435 Commencement Date: Upon issuing Notice to Proceed Termination Date: At the conclusion of three year contract term; and in accordance with contractual terms and conditions Consideration: Total not to exceed $120,000.00 (includes all applicable sales tax) Records Retention Period Three (3) years This Contract is made between the CITY OF VERNON ("City"), a California charter city and municipal corporation, and Haul-Away Rubbish Service Company, Inc., a California Corporation ("Contractor") The City and Contractor agree as follows: 1.0 CONTRACT DOCUMENTS The "Contract Documents"except for modifications issued after execution of this Agreement, shall consist of the following documents which are either attached hereto as exhibits or are incorporated into this Agreement by this reference, with the same force and effect as if set forth at length herein: A. Governmental Approvals including, but not limited to,permits required for the Work; B. This Agreement; C. Performance Bond; D. Payment Bond; E. If required; Maintenance Bond; F. Insurance Requirements; G. If required; Contractor Submittal Log and List of Submittals Required; H. Forms Required for Compliance with Labor Law Requirements; I. Notice Inviting Bids; J. Instructions to Bidders; K. Bid Forms; L. Designation of Subcontractors; and M. Standard Specifications for Public Works Construction, 2012 Edition (Greenbook). 2.0 INTENTIONALLY OMITTED 3.0 SCOPE OF WORK Within the Contract Time and for the stated Contract Sum, subject to adjustments thereto, and pursuant to the Contract Documents, the Contractor shall perform and provide all necessary: labor; services; supervision; materials; tools; equipment; apparatus; facilities; supplies; tools; permits, inspections, plan checks, and similar Governmental Approvals; temporary utilities; 2 utility connections; and transportation necessary to complete the Work in strict conformity with the Contract Documents for: Refuse Collection, Recycling and Disposal Services Contract No. CS-0448 4.0 TIME FOR PERFORMANCE Contract Time. At the conclusion of the three year Contract term and in accordance with the terms and conditions of the Contract Documents. The Contract Time may only be adjusted as permitted by this Construction Contract and the General Conditions. Time is of the essence of this Agreement. Except when the Contract Documents state otherwise, time is of the essence in the performance of the Work. Contractor acknowledges that the time limits and deadlines set forth in the Contract Documents are reasonable for Contractor to perform and complete the Work. 5.0 CONTRACT SUM AND CONDITIONS 5.1 In consideration of the Contractor's full, complete, timely, and faithful performance of the Work required by the Contract Documents, City shall pay Contractor as stated in the Contract Documents("Contract Sum"). In no event shall the City pay Contractor more than One-Hundred and Twenty Thousand dollars/no cents ($120,000.00) over the term of the Contract absent City Council approval and amendment to this Contract. The actual direct cost of all Permit Fees is excluded from the Contract Sum, however, Contractor's cost of administration and coordination of all Governmental Approvals and Utility Fees is included in the Contract Sum. 5.1.1 Retention. In addition to any other withholdings permitted by this Contract, a sum equal to ten percent (10%) of all sums otherwise due to Contractor as progress payments shall be withheld by city from each progress payment ("Retention") and retained until such time as it is due as described herein. A higher Retention amount may be approved by the City Council where project is deemed "substantially complex"by City Council 5.1.2 Disputed Amounts. Pursuant to California Public Contract Code 7107, City may deduct and withhold from the Final Payment due, an amount up to 150% of any disputed amounts, including, without limitation, amounts to protect City against any loss caused or threatened as a result of Contractor's failing to fully perform all of those obligations that are required to be fulfilled by Contractor as a condition to Final Completion and Final Payment. Alternatively, City may elect, in its sole discretion, to accept the Work without correction or completion and adjust the Contract Sum pursuant to the Contract Documents. 3 5.1.3 Acceptance of Final Payment. Acceptance of Final Payment by Contractor shall constitute a waiver of all rights by Contractor against City for recovery of any loss, excepting only those Claims that have been submitted by Contractor in the manner required by the Contract Documents prior to or at the time of the Final Payment 5.1.4 Withholding by City. In addition to any other amounts which City may have the right to retain under the Contract Documents, City may withhold a sufficient amount of any payment otherwise due to Contractor as City, in its sole discretion, may deem necessary to cover actual or threatened loss due to any of the following: 1. Third Party Claims. Third-party claims or stop notices filed or reasonable evidence indicating probable filing of such claims or stop notices. City shall promptly inform Contractor of any third party claims related to this Contract; 2. Defective Work. Defective Work not remedied; 3. Nonpayment. Failure of Contractor to make proper payments to its Subcontractors for services, labor, materials or equipment; 4. Inability to Complete. Reasonable doubt that the Work can be completed for the then unpaid balance of the Contract Sum or within the Contract Time; 5. Violation of Applicable Laws. Failure of Contractor or its Subcontractors to comply with applicable laws or lawful orders of governmental authorities; 6. Penalty. Any claim or penalty asserted against City by virtue of Contractor's failure to comply with applicable laws or lawful orders of governmental authorities (including, without limitation labor laws); 7. Failure to Meet Contract Time. Any damages which may accrue as a result of Contractor failing to meet the Construction Schedule or failing to perform within the Contract Time; 8. Setoff. Any reason specified elsewhere in the Contract Documents as grounds for a withholding offset or set off or that would legally entitle City to a set-off or recoupment; 9. Consultant Services. Additional professional, consultant or inspection services required due to Contractor's failure to comply with the Contract Documents; 10. Liquidated Damages. Liquidated damages assessed against Contractor; 11. Materials. Materials ordered by City pursuant to the Contract Documents; 4 12. Damages. Loss caused by Contractor or Subcontractor to City, Separate Contractors or any other person or entity under contract to City; 13. Clean Up. Clean up performed by City and chargeable to Contractor pursuant to the Contract Documents; 14. Employee Benefits. Failure of Contractor to pay contributions due and owing to employee benefits funds pursuant to any applicable collective bargaining agreement or trust agreement; 15. Required Documents. Failure of Contractor to submit on a timely basis, proper and sufficient documentation required by the Contract Documents, including, without limitation, Construction Schedule updates, `look ahead' schedules, Submittals, Schedules of Values, information on Subcontractors, Change Orders, certifications and other required reports or documentation; and 16. Other Breach. A breach of any obligation or provision of the Contract Documents. 5.1.4.1 Release of Withholding. If and when City determines, in its sole discretion, that the above grounds for withholding have been removed and that all losses incurred or threatened have been paid, credited or otherwise satisfied, then payment shall be made for amounts withheld because of them. 5.1.4.2 Application of Withholding. City may apply sums withheld pursuant to this Contract, in payment of any loss or threatened loss as City determines, in its sole discretion, to be appropriate. Such payments may be made without a prior judicial determination of City's actual rights with respect to such loss. Contractor agrees and hereby designates City as its agent for such purposes, and agrees that such payments shall be considered as payments made under Construction Contract by City to Contractor. City shall not be liable to Contractor for such payments made in good faith. City shall submit to Contractor an accounting of such funds disbursed on behalf of Contractor. As an alternative to such payment, city may, in its sole discretion, elect to exercise its right to adjust the Contract Sum as provided in the Contract Documents. 5.1.4.3 Continuous Performance. Provided City pays the undisputed portion, if any, of funds withheld in good faith, Contractor shall maintain continuous and uninterrupted performance of the Work during the pendency of any disputes or disagreements with City. 5.2 Contractor shall furnish all necessary and incidental labor, material, equipment, transportation and services as described in, and strictly in accordance with, and subject to all 5 terms and conditions set forth in Specifications for Contract No. CS-0448, as more fully set forth in the Scope of Services, attached hereto and incorporated herein as Exhibit "A". 5.3 All work shall be done in a manner satisfactory to the City's Director of Public Works, Water and Development Services ("Director"), or the Director's designee, in writing, and shall be of highest quality with respect to Contract No. CS-0448. 5.4 In the event Contractor fails to perform satisfactorily the City shall advise Contractor in writing, and Contractor shall have thirty(30) days to cure such failure to satisfactorily perform. If Contractor fails to so cure its performance within said 30 days, the City may, at its option,terminate this Contract for default without further liability, other than payment to Contractor for work performed satisfactorily prior to the date of termination. 6.0 LIQUIDATED DAMAGES 6.1 Contractor and City agree to liquidated damages in the amount of Two Hundred dollars ($200.00) per day, with respect to Contractor's failure to achieve Substantial Completion of the Work within the Contract Time. The Parties intend for the liquidated damages set forth herein to apply to this Contract as set forth in Government Code Section 53069.85. Contractor acknowledges and agrees that the liquidated damages are intended to compensate City solely for Contractor's failure to meet the deadline for Substantial Completion and shall not excuse Contractor from liability from any other breach, including any failure of the Work to conform to the requirements of the Contract Documents. 6.2 In the event that Contractor fails to achieve substantial completion of the Work within the contract time, Contractor agrees to pay City the amount specified herein for each calendar day that substantial completion is delayed. 6.3 Contractor and City acknowledge and agree that the foregoing liquidated damages have been set based on an evaluation of damages that the City will incur in the event of late completion of the Work. Contractor and City acknowledge and agree that the amount of such damages are impossible to ascertain as of the effective date hereof and have agreed to such liquidated damages to fix City's damages and to avoid later disputes. It is understood and agreed by Contractor that liquidated damages payable pursuant to this Agreement are not a penalty and that such amount are not manifestly unreasonable under the circumstances existing as of the effective date of this Agreement. 6.4 It is further mutually agreed that City shall have the right to deduct liquidated damages against progress payments or retainage and that the City will issue a Construction Change Directive and reduce the Contract Sum accordingly. In the event the remaining unpaid Contract Sum is insufficient to cover the full amount of liquidated damages. Contractor shall pay the difference to City. Contractor Initial here: 6 7.0 TERMS AND CONDITIONS. 7.1 INDEPENDENT CONTRACTOR. 7.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent or employee of City and shall furnish such services in its own manner and method except as required by this Contract. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 7.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances,be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 7.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 7.3 OWNERSHIP OF WORK. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 7.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy or incompleteness. 7.5 WAIVER. The City's waiver of any term, condition,breach or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. 7 7.6 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors and/or assigns. 7.7 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties or otherwise constitute a novation. 7.8 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof. 7.9 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled. 8.0 INTERPRETATION. 8.1 APPLICABLE LAW. This Contract, and the rights and duties of the parties hereunder (both procedural and substantive), shall be governed by and construed according to the laws of the State of California. 8.2 ENTIRE AGREEMENT. This Contract, including any Exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation and agreements (written or oral). 8.3 WRITTEN AMENDMENT. This Contract may only be changed by written amendment signed by Contractor and the City Manager or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 8.4 SEVERABILITY. If any provision in this Contract is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 8.5 ORDER OF PRECEDENCE. In case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise 8 incorporated by reference, the terms of this Contract shall strictly prevail. The terms of the City's Specifications shall control over the Contractor's bid. 8.6 CHOICE OF FORUM. The parties hereby agree that this Contract is to be enforced in accordance with the laws of the State of California, is entered into in the City of Vernon and that all claims or controversies arising out of or related to performance under this Contract shall be submitted to and resolved in a forum within the County of Los Angeles at a place to be determined by the rules of the forum. 8.7 DUPLICATE ORIGINALS. There shall be two (2) fully signed copies of this Contract, each of which shall be deemed an original. 8.8 TIME OF ESSENCE. Time is strictly of the essence of this Contract and each and every covenant, term and provision hereof. 8.9 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity and authority to enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 8.10 ARBITRATION OF DISPUTES. Any dispute for under$25,000 arising out of or relating to the negotiation, construction, performance, non-performance, breach or any other aspect of this Contract, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 8.11 RELEASE. Contractor agrees to release and covenants not to sue the City, its City Council and each member thereof, and its officers, employees, commission members and representatives for any damage or injury (including death) to itself, its officers, employees, agents and independent contractors damaged or claiming to be damaged from any performance under this Contract. 9.0 INDEMNITY, INSURANCE, AND BONDS 9.1 INDEMNITY. Contractor agrees to indemnify, hold harmless and defend(even if the allegations are false, fraudulent or groundless), to the maximum extent permitted by law, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney's fees and costs of litigation) which in whole or in part result from, or arise out of, or are claimed to result from or to arise out of: 9 A. any activity on or use of City's premises or facilities or any performance under this Contract; or B. any acts, errors or omissions (including, without limitation, professional negligence) of Contractor, its employees, representatives, subcontractors, or agents in connection with the performance of this Contract. This agreement to indemnify includes, but is not limited to, personal injury (including death at any time) and property or other damage (including,but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Contractor and its employees or agents, and members of the general public). The sole negligence or willful misconduct of City, its employees or agents other than Contractor or Contractor's subcontractors are excluded from this indemnity agreement. 9.2 INSURANCE. Contractor shall, at its own expense,procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. INSURANCE OBLIGATION IS SEPARATE FROM INDEMNITY OBLIGATION. This Agreement's insurance provisions are separate and independent from the indemnification and defense provisions herein; and do not limit, in any way, the applicability, scope, or obligations of the indemnification and defense provisions in this Agreement. 9.2.1 Automobile Liability with minimum limits of at least $100,000/300,000/50,000 if written on a personal automobile liability form, for using a personal vehicle; or an amount of $500,000 including owned, hired, and non-owned liability coverage if written on a Commercial automobile liability form. 9.2.2 General Liability with minimum limits of at least$1,000,000 combined single limits written on an Insurance Services Office (ISO) Comprehensive General Liability "occurrence" form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors, commissioners, officers, employees, agents and volunteers must be endorsed on the policy as additional insureds as respects liability arising out of the Contractor's performance of this Contract. A. If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as 10 insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. B. Blanket Contractual Coverage. C. Products/Completed Operations coverage. 9.2.3 Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries on the job. Compliance is accomplished in one of the following manners: A. Provide copy of permissive self-insurance certificate approved by the State of California; or B. Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of $1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Contract; or C. Provide a "waiver" form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Contract. 9.2.4 Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days'prior written notice to City. 9.2.5 Insurance shall be placed with insurers with a Best's rating of no less than B:VIII. 9.2.6 Prior to commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. 9.2.7 Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall 11 immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due Contractor, at City's option; (b) immediately terminate this Contract; or (c) self insure the risk, with all damages and costs incurred,by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due Contractor. 9.3 REQUIRED BONDS. 9.3.1 Contractor shall furnish the following bonds: A. A Performance Bond in an amount equal to one hundred percent (100%) of the total Contract price. B. A Payment Bond (Labor and Material) in an amount equal to one hundred percent (100%) of the total Contract price. 9.3.2 Power Of Attorney. All bonds shall be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California, all copies of the bonds must be countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety shall be acknowledged by a Notary Public as the signature of the person designated in the power of attorney. 9.3.3 Approved Surety. All bonds must be issued by a California admitted surety insurer with the minimum A.M Best Company Financial strength rating of"A: VII", or better. Bonds issued by a California admitted surety not listed on Treasury Circular 570 will be deemed accepted unless specifically rejected by the City. Bonds issued from admitted surety insurers not listed in Treasury Circular 570 must be accompanied by all documents enumerated in California Code of Civil Procedure Section 995.660. All such bonds must be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California, all copies of the bonds must be countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety must be acknowledged by a Notary Public as the signature of the person designated in the power of attorney. 9.3.4 Required Provisions. Every bond must display the surety's bond number and incorporate the Contract for construction of the Work by reference. The terms of the bonds shall provide that the surety agrees that no change, extension of time, alteration, or modification 12 of the Contract Documents or the Work to be performed thereunder shall in any way affect its obligations and shall waive notice of any such change, extension of time, alteration, or modification of the Contract Documents. 9.3.5 New or Additional Sureties. If, during the continuance of the Contract, any of the sureties, in the opinion of the City, are or become non-responsible or otherwise unacceptable to City, City may require other new or additional sureties, which the Contractor shall furnish to the satisfaction of City within ten (10) days after notice. 9.3.6 Waiver of Modifications And Alterations. No modifications or alterations made in the Work to be performed under the Contract or the time of performance shall operate to release any surety from liability on any bond or bonds required to be given herein. Notice of such events shall be waived by the surety. 9.3.7 Approval of Bonds. The Contract will not be executed by City nor the Notice to Proceed issued until the required bonds have been received and approved by City. City's decision as to the acceptability of all sureties and bonds is final. No substitution of the form of the documents will be permitted without the prior written consent of City. 10.0 NOTICES. Any notice or demand to be given by one party to the other shall be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. If to the City: City of Vernon Attention: Kevin Wilson, Public Works,Water and Development Services 4305 Santa Fe Ave. Vernon, CA 90058 If to the Contractor: Haul-Away Rubbish Service Company,Inc. Attention: Morris M. Beliakoff 1205 Date Street Montebello, CA 90640 Any such notice shall be deemed to have been given upon delivery, if personally delivered, or,if mailed, upon receipt or upon expiration of three (3) business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 13 11.0 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Contract in whole or in part at any time, for any cause or without cause,upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 12.0 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of(1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. 13.0 ASSIGNMENT OF ANTITRUST CAUSES OF ACTION. Contractor hereby agrees to assign to the City all rights, title and interest in and to all causes of action it may have under Section 4 of the Clayton Act(15 U.S.C. Sec 15) or under the Cartwright Act Chapter 2 (Commencing with Section 16700) or part 2 of Division 7 of the Business and Professions Code, or any similar or successor provisions of Federal or State law, arising from purchases of goods, services or materials pursuant to this Contract or the subcontract. This assignment shall be made and become effective at the time the City tenders final payment to the Contractor, without further acknowledgment by the parties. 14.0 ADDITIONAL ASSURANCES 14.1 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this contract, the contractor and any other parties with whom it may subcontract shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit "D". 14 14.2 VERNON BUSINESS LICENSE. Contractor shall obtain, and pay any and all costs associated therewith, any Vernon Business License which may be required by the Vernon Municipal Code. 14.3 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the Contract or for other purposes relating to the Contract. The Contractor shall maintain and preserve all such records for a period of at least 3 years after termination of the Contract. The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including,but not limited to, such additional (out of the City) expenses for personnel, salaries,private auditors, travel, lodging, meals and overhead. 14.4 CONFLICT. Contractor hereby represents, warrants and certifies that no member, officer or employee of the Contractor is a director, officer or employee of the City of Vernon, or a member of any of its boards, commissions or committees, except to the extent permitted by law. 14.5 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 11/z times the basic rate of pay. 14.6 LIVING WAGES. Contractor, or Subcontractor, if any, working on City service contracts of any amount, as to all employees spending time on City contracts shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City contracts. The Current Living Wage Standards are set forth in Exhibit "C". Upon request, certified payroll shall be provided to the City. 15 [Signatures Begin on Next Page]. 16 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the date stated in the introductory clause. City of Vernon, a California charter City HAUL-AWAY RUBBISH SERVICE and California municipal corporation COMPANY, INC., a California Corporation By: By: Name: Morris M. Beliakoff W. Michael McCormick, Mayor Title: President CONTRACTOR'S SIGNATURE MUST BE NOTARIZED ATTEST: By: Ana Barcia, Deputy City Clerk Name: David Beliakoff Title: Secretary APPROVED AS TO FORM: Scott E. Porter, Deputy City Attorney 17 EXHIBIT A PROJECT SPECIFICATIONS TABLE OF CONTENTS PAGE PART I: REQUIREMENTS AND INSTRUCTIONS TO BIDDERS 3 1.0 General Bid Requirements 3 1.1 Bidder's Guarantees 3 1.2 Acceptance of Conditions 5 1.3 Truth and Accuracy of Representation 6 1.4 City Changes to the Bid Documents 6 1.5 Notice Regarding Disclosure of Contents of Documents 6 1.6 Award of Bid, and Determination of Responsiveness 6 1.7 INELIGIBILITY TO CONTRACT 7 1.8 Error and Omissions 7 1.9 Patent Fees;Patent,copyright,Trade Secret and Trademark Fees 7 1.10 Taxes 7 1.11 Indemnity In The Event of Bid Dispute 8 2.0 SPECIAL CITY REQUIREMENTS 8 2.1 Living Wage Ordinance and Prevailing Wage Where Applicable 8 2.2 Equal Employment Opportunity In Contracting 8 2.3 Affidavit of Non-Collusion by Contractor 8 2.4 Local Preferences 9 2.5 Stormwater Management and Discharge Control 9 3.0 GENERAL SPECIFICATIONS 9 3.1 Bid Items 9 3.2 Evaluation of Bid 9 3.3 Award of Contract 9 3.4 Duration of Agreement 10 3.5 Sample Labor and Materials Contract 10 3.6 License and Permits 10 3.7 Substitution for Patented and Specified Articles 10 3.8 Exceptions and Exclusions 10 3.9 Liability Insurance 10 PART II: GENERAL REQUIREMENTS 11 PART III: SCOPE OF WORK REQUIREMENTS 14 2 PART I— REQUIREMENTS AND INSTRUCTIONS TO BIDDERS 1.0 GENERAL BID REQUIREMENTS To be considered, a bidder must strictly follow the format for bids in the specifications. Bids must be binding and firm. Any bids may be withdrawn before bid opening,but bids shall remain open and valid for ninety (90) calendar days after the Bid Deadline. 1.1 BIDDER'S GUARANTEES 1.1.1 Bid Security. Bid security in the amount often percent (10%) of the bid price, in the form of cash,cashier's check,money order or surety bond,meeting City requirements,must accompany all bids. If the bidder to whom the contract is awarded shall for fifteen (15) calendar days after such award fail or neglect to enter into the contract and file the required bonds, the City may deposit in its treasury said bid security and, under no circumstances, shall it be returned to the defaulting bidder. 1.1.2 Intentionally omitted. 1.1.3 Bid bonds, if issued, must be issued by a California admitted surety insurer with the minimum A.M Best Company Financial strength rating of"A:VII" or better. Bonds issued by a California admitted surety not listed on Treasury Circular 570 will be deemed accepted unless specifically rejected by the City. Bonds issued from admitted surety insurers not listed in Treasury Circular 570 must be accompanied by all documents enumerated in California Code of Civil Procedure Section 995.660. All such bonds must be accompanied by a power of attorney from the surety company authorizing the person executing the bond to sign on behalf of the company. If the bonds are executed outside the State of California, all copies of the bonds must be countersigned by a California representative of the surety. The signature of the person executing the bond on behalf of Surety must be acknowledged by a Notary Public as the signature of the person designated in the power of attorney. 1.1.4 Bidder Must Make Thorough Investigation. The Bidder shall examine carefully the site of the Work. The submission of a Bid will be conclusive evidence that the Bidder has investigated and is satisfied as to the conditions to be encountered, as to the character, quality, and quantities of Work to be performed and materials to be furnished, the difficulties to be encountered. The Bidder shall ascertain the locations of the existing utility services, and other underground facilities, and to provide for carrying out his/her operations so as to cause the minimum possible inconvenience to the occupants of property along any streets affected. All Work and costs involved in the safeguarding of the property of others shall be at the expense of the Bidder to whom the Contract may be awarded. 3 1.1.5 The Bidder hereby certifies that he/she has examined the local conditions, has read each and every clause of the Contract Documents, and that he/she has included all costs necessary to complete the specified Work in his/her Bid prices, and the Bidder agrees that if he/she is awarded the Contract he/she will make no claim against the City based upon ignorance of local conditions or misunderstanding of any of the provisions of the Contract. Should the conditions turn out otherwise than anticipated by him/her, the Bidder agrees to assume all risks incident thereto. 1.1.6 If any Bidder contemplating submitting a Bid is in doubt as to the true meaning of any part of the Bidding Documents, or who finds discrepancies, errors or omissions therein or who finds variances in any of the Bidding Documents with applicable law, such Bidder shall at once submit a written request for an interpretation or correction thereof to the City's representative identified in the Notice Inviting Bids, or other designated individual. All Bidders shall submit such written requests to City,preferably on the Bidder's Question Form provided at the end of these Instructions to Bidders, not less than ten (10) calendar days prior to the Bid Deadline. The person or entity submitting the request shall be responsible for its prompt delivery to City's Contact Person identified in the Notice Inviting Bids. Any interpretation or correction will be made only by Addendum issued by the City and a copy of such Addendum will be delivered to all Interested Bidders of record. Any Addenda so issued must be acknowledged in the Bid and the cost of performing Work described in the Addenda shall be included in the Bid. Bidder's failure to acknowledge receipt of all Addenda may result in rejection of the Bid as nonresponsive. No person is authorized to render an oral interpretation or correction of any Bidding Documents and no Bidder may rely on any such oral interpretation or correction issued by the City. The City shall not be responsible for any other explanation or interpretation of the Drawings or Specifications, or for any oral instructions. 1.1.7 Intentionally omitted. 1.1.8 Subcontractors' Licenses and Listing. Bidder must list each Subcontractor whom the Bidder must disclose under Public Contract Code Section 4104 (Subcontractor Listing Law), and the Bidder must provide all of the Subcontractor information that Section 4104 requires (name, address, license number, and portion of the Work). Bidder is hereby notified that pursuant to AB 44 (Buchanan), the bidding procedures of the Subletting and Subcontracting Fair Practices Act have been amended to require that effective July 1, 2014, the license number of all subcontractors shall be included in bid documents submitted to a public agency. An inadvertent error in the license number will not be considered nonresponsive if it is corrected within 24 hours after the bid opening. In addition, the City requires that the Bidder to list the dollar value of each Subcontractor's labor or services. The City's disqualification of a Subcontractor does not disqualify a Bidder. In such case, prior to and as a condition to award of the Contract, the successful Bidder shall substitute a properly licensed and qualified Subcontractor without an adjustment of the Bid Amount.At the time of the Bid Deadline and at all times during performance 4 of the Work, each listed Subcontractor's license must be current and active for the portion of the Work listed and shall hold all specialty certifications required for such Work. 1.1.9 Prevailing Wages. The provisions of California Labor Code 1770, et seq., regarding the payment of prevailing wages on public works, and related regulations, apply to all City contracts, to the extent that state law generally requires payment of prevailing wages for such work. If Living Wage Provisions and Prevailing Wage provisions should both apply to this Contract, Contractor and all of its Subcontractors shall pay the higher of the applicable wages to the extent required by law. 1.2 ACCEPTANCE OF CONDITIONS By submitting a bid, each bidder expressly agrees to and accepts the following conditions: 1. All parts of the Instructions to Bidders and Specifications will become part of the Contract between the selected bidder and the City. Please note: In case of a conflict, the General Specifications shall supersede any other conflicting section of the Project Documents. 2. The City may require whatever evidence is deemed necessary relative to the bidder's financial stability and ability to complete this project; 3. The City reserves the right to request further information from the bidder, either in writing or orally, to establish any stated qualifications; 4. The City reserves the right to solely judge the bidder's representations, and to solely determine whether the bidder is qualified to undertake the project pursuant to the criteria set forth herein. The bidder, by submitting a bid, expressly acknowledges and agrees that the judgment of the City as to whether or not the bidder is qualified to perform the project, shall be final, binding and conclusive; 5. The City reserves the right to reject any and all bids, to award all or any individual part/item of the bid, and to waive any informalities, irregularities or technical defects in such bids and determine the lowest responsible bidder, whichever may be in the best interests of the City. No late bids will be accepted, nor will any oral, facsimile or electronic bids be accepted by the City. If a successful bidder fails to enter into a contract awarded to them, or if a contract is not commenced by the Contractor or their surety, the City Council may abandon the matter or may re- advertise the original bid or a modification thereof, or may award the contract to the next lowest responsive and responsible bidder, with the consent of such bidder; and 6. This bidding process does not commit the City to award any contract, and the City is not liable for any cost incurred by the bidder in the preparation and submission of a bid. 5 1.3 TRUTH AND ACCURACY OF REPRESENTATION False, incomplete or unresponsive statements in connection with the bid may be sufficient cause for rejection of a bidder. 1.4 CITY CHANGES TO THE BID DOCUMENTS The City reserves the right to change any part of these Instructions to Bidders and Specifications any time prior to the bid opening. Any changes shall be in the form of addenda and will become a part of the bid documents and of the contract. Addenda shall be made available to each bidder. City reserves the right to extend the Bid Deadline by issuing an Addendum to Interested Bidders no later than 72 hours prior to the Bid Deadline. Copies of Addenda will be made available for inspection wherever Bidding Documents are on file for that purpose. Each Bidder shall ascertain prior to submitting a Bid that the Bidder has received all Addenda issued and the Bidder shall acknowledge their receipt in the Bid. Such addenda will become a part of the bid documents and of the Contract. 1.5 NOTICE REGARDING DISCLOSURE OF CONTENTS OF DOCUMENTS All bids accepted by the City shall become the exclusive property of the City. Upon opening, all bids accepted by the City shall become a matter of public records and shall be regarded as public, with the exception of those elements of each bid which are identified by the bidder as business or trade secrets and plainly marked as "trade secret," "confidential," or "proprietary."Each element of a bid which a bidder desires not to be considered a public record must be clearly marked as set forth above, and any blanket statements (i.e., regarding entire pages, documents, or other non- specific designations) shall not be sufficient and shall not bind the City in any way whatsoever. If disclosure is required under the California Public Records Act or otherwise by law (despite the bidder's request for confidentiality), the City shall not in any way be liable or responsible for the disclosure of any such records or part thereof. 1.6 AWARD OF BID AND DETERMINATION OF RESPONSIVENESS The Contract shall be awarded to the lowest responsive and responsible bidder(s). In determining whether a bidder is responsible,the following is a sample of some,but not all,of the considerations that may be taken by the City: 1. The quality of the material or service offered; 2. The ability, capacity and skill of the bidder to perform the contract or provide the material or services; 3. Whether the bidder can perform the contract or provide the service promptly,or within the time specified, without delay or interference; 6 4.The sufficiency of the bidder's financial resources and the effect thereof on his ability to perform the contract or provide the material or services; 5. The character, integrity, reputation,judgment, experience and efficiency of the bidder; 6. The quality and timeliness of the bidder's performance, if any, on previous orders or contracts for the City; 7. Litigation by the bidder on previous orders or contracts with the City; and 8.The ability of the bidder to provide future maintenance and service where such maintenance and service is essential. 1.7 INELIGIBILITY TO CONTRACT Pursuant to Sections 1777.1 and 1777.7 of the California Labor Code,any Contractor that has been found by the State Labor Commissioner to be debarred and in violation of said Labor Code shall be ineligible to bid on or be awarded a contract for this project. The period of debarment shall be not less than one year and up to three years as determined pursuant to Section 1777.7 of the Labor Code. In submitting its bid, the Bidder certifies that it is aware of these provisions and is eligible to bid on this project. The successful Bidder shall also be prohibited from performing work on this project with a subcontractor who is ineligible to perform work on a public works project pursuant to Section 1777.1 or 1777.7 of the Labor Code. In submitting its bid, the Bidder certifies that it has investigated the eligibility of each and every subcontractor it intends to use on this project and has determined that none is ineligible to perform work pursuant to the above provisions of law. 1.8 ERROR AND OMISSIONS Bidders shall not be allowed to take advantage of any errors or omissions in the Instructions to Bidders or Specifications. Full instructions will be given if such error or omission is discovered and timely called to the attention of the City. In submitting its bid, the Bidder certifies that it is aware of these provisions and is eligible to bid on this Contract. 1.9 PATENT FEES; PATENT, COPYRIGHT, TRADE SECRET AND TRADEMARK FEES Each bidder shall include in the price bid any patent fees, royalties and charges on any patented article or process to be furnished or used in the prosecution of the Work. 1.10 TAXES Price bid shall include all federal, state, local, and other taxes. 7 1.11 INDEMNITY IN THE EVENT OF BID DISPUTE. In the event of a bid dispute based upon the bidder's submission of this bid and the City's acceptance of same, the bidder will be required to indemnify, defend and hold harmless at its expense,including the provision of legal counsel,the City,its agents,employees and officers from liability,claims,demands,damages and costs if such dispute or action arises solely upon the award of the bid in compliance with State,Federal and local laws. 2.0 SPECIAL CITY REQUIREMENTS There is a separate packet of forms as part of these specifications that a bidder must complete to establish compliance with a number of special City of Vernon requirements, including, but not limited to, Equal Employment in Contracting and Affidavit of Non Collusion. These forms and their instructions should be considered an integral part of the specifications and failure to complete them shall be grounds, in the sole discretion of the City, for rejections of any bidder. 2.1 LIVING WAGE ORDINANCE Contractor, or subcontractor, if any, working on City service contracts of any amount, as to all employees spending time on City contracts shall comply with the terms and conditions of Ordinance No. 1187, the City's Living Wage Ordinance. The Current Living Wage Standards are set forth as part of Attachment No. 6. Upon request,certified payroll shall be provided to the City. 2.2 EQUAL EMPLOYMENT OPPORTUNITY IN CONTRACTING Contractor certifies and represents that during the performance of this Contract, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions set forth as part of Attachment No. 5. Required Forms — Each bidder must submit a completed Vendor List Questionnaire included in Attachment No. 5. Failure to submit this form will result in automatic disqualification with no exemptions unless bidder has an approved Form on file with the City. 2.3 AFFIDAVIT OF NON-COLLUSION BY CONTRACTOR The City requires that each bidder executes and submits to the City with the Bid, the Affidavit of Non-Collusion included in Attachment No. 4. The Non-collusion Affidavit shall be signed under penalty of perjury, certifying that the Bid is not the result of and has not been influenced by collusion. Bidder shall submit this form with its Bid. Any Bid made without such affidavit, or believed to be made in violation of the requirements set forth in the affidavit form,may be rejected. 8 2.4 LOCAL PREFERENCES The City of Vernon is committed to promoting the economic health and well-being of its residents. To this end, contractor agrees to recruit Vernon residents initially and to give them preference, if all other factors are equal, for any new positions that result from the performance of this contract and which are performed within the City, unless doing so would violate an existing union contract between contractor and its employees or would violate applicable law. 2.5 STORMWATER MANAGEMENT AND DISCHARGE CONTROL In addition to complying with all applicable federal, state and local laws and regulations, the Contractor shall take note of the Stormwater Management and Discharge Control Ordinance, also known as NPDES (National Pollution Discharge Elimination System)Requirements, as a material part of the work under this Contract. The Contractor shall adhere to NPDES Best Management Practices to prevent deleterious materials or pollutants from entering the City or county storm drain systems.Additionally,all work shall be performed in accordance with the California Stormwater Quality Association Stormwater Best Management Practices Municipal Handbook. 3.0 GENERAL SPECIFICATIONS The General Specifications as they relate to this work shall be in accordance with the terms and conditions of the Sample Labor and Materials Contract included in Attachment No.6. 3.1 BID ITEMS The bid will be awarded to the responsive and responsible bidder(s)with the lowest total weighted price. 3.2 EVALUATION OF BID The City of Vernon reserves the right to reject any or all bid or any part thereof, and to waive any minor technicalities from the specifications. Only permitted franchised refuse haulers already permitted to work within the City of Vernon will be allowed to submit bids. In order to be considered responsive,bidders must bid on all items indicated in Attachment No.3, the Unit Price Bid Form. 3.3 AWARD OF CONTRACT Evaluation of the bid will be based on the competitive bidding process. The contract will be awarded to the responsive and responsible bidder(s) with the lowest total price. 9 3.4 DURATION OF AGREEMENT The initial term for any agreement resulting from these Specifications shall be three (3) years from the date of execution by the City. The terms and conditions of agreements shall be in accordance with the Sample Labor and Material Contract included in Attachment No. 6. 3.5 SAMPLE LABOR AND MATERIALS CONTRACT The successful bidder(s)will be required to enter into a Labor and Material Contract with the City. A Sample Labor and Material Contract is included in Attachment No. 6. 3.6 LICENSE AND PERMITS Contractor shall obtain and pay for any required business license. For further information, contact Community Services Department at (323) 583-8811, Monday-Thursday between 7 a.m. and 5:30 p.m. 3.7 SUBSTITUTION FOR PATENTED AND SPECIFIED ARTICLES Wherever these Specifications specify any material or process by patent or proprietary name or by name of manufacturer, such specification is only for the purpose of describing the material or process desired and shall be deemed to be followed by the words "and/or approved equivalent." Any bidder may offer in the proposal any material or process that is equivalent in every aspect to the material or process specified.This statement of alternate unit shall clearly describe the material or process for which the substitution of alternate and shall provide technical data establishing equivalency. 3.8 EXCEPTIONS AND EXCLUSIONS No exceptions and exclusions are permitted.Contractor shall discuss and resolve all questions with the project engineer prior to bid opening. Any attachment of exceptions, exclusions or clarifications to the Bid Proposal will be deemed non-responsive. 3.9 LIABLITY INSURANCE Proof of insurance is not required to be submitted with your bid, but will be required prior to the City's award of the contract. A copy of the standard is included as part of Attachment "6". 10 PART II GENERAL 1. The selected bidder shall commit to recycling or diverting from disposal as much of the recyclable materials collected from City facilities as feasibly possible. A quarterly report of recycled and diverted from disposal materials shall be submitted to the City (one copy each to the Public Works, Water and Development Services Department and the Health and Environmental Control Department) by March lst of each year for the previous year. The quarterly report shall include information on the tonnage and categories of materials (paper, cardboard, aluminum, glass, green waste, etc.) and the recycling/diversion facilities where the materials were delivered. 2. The selected bidder shall clearly summarize their customer service plans, including lines of communication with City residents and City customers. 3. Service for residential customers shall be rendered between the hours of 7:00 a.m. to 4:00 p.m. Service for City of Vernon facilities shall be rendered between the hours of 6:00 a.m. to 3.00 p.m. 4. The selected bidder shall have a representative in charge at all times whenever any work is in progress by the Contractor. 5. The primary Public Works contact person will be Scott B. Rigg,MPA,Public Works&Water Superintendent, who may be contacted at (323) 583-8811, Ext. 279 e-mail srigg@ci.vernon.ca.us, Monday through Thursday, 7:00 a.m. to 5:30 p.m. 6. The City considers the Contractor's Project Manager as a key position towards the success of this contract.The City expects the Contractor's Project Manager to be trained in refuse collection and have a minimum of 3 years of experience in a related field.In addition,the Project Manager shall have excellent oral and written skills, along with a sound technical background in the principles and practices of waste management. 7. If any subcontractor or person employed by the Contractor shall appear to a designated City representative to be incompetent,intemperate,troublesome,or acts in a disorderly or otherwise objectionable manner, he/she shall be immediately discharged from the project on the requisition of the designated City representative. 8. The selected bidder's fleet shall be in compliance with all air pollution laws in accordance with South Coast Air Quality Management District Rule No. 1193. The selected bidder shall utilize rule compliant alternative-fuel vehicles when performing refuse collection in the City of Vernon. 9. The bidder shall not have received a citation or failure-to-abate notice in the last three years from the California Division of Occupational Safety and Health. 11 10. The bidder's terminal,where it maintains the vehicles that will be used to serve the City, shall maintain a rating of Satisfactory (S) by the California Highway Patrol in their most recent (Biennial Inspection of Terminals) inspection. 11. Provide all labor, equipment, bins, trash cans, materials, tools, and supervision required to perform refuse collection,recycling and disposal services. 12. Obtain all necessary City, County, State, and Federal permits and/or licenses for Contractor's activities at no cost to the City. 13. Immediately notify the City of any changes in the Contractor's insurance, permits, and licenses. Failure to do so may result in the immediate termination of this Contract for default. 14. The selected bidder shall conform to all City of Vernon Safety requirements and operating rules at all times. 15. The selected bidder will be responsible for the training, supplying, and usage of all safety equipment. All traffic safety equipment must be approved by the City. Suitable clothing, gloves, and shoes that meet CALOSHA standards are required. 16. The selected bidder shall adhere to all CALOSHA standards and EPA guidelines while engaged in refuse hauling and disposal functions. 17. The selected bidder shall respond within 24 hours' notification to an authorized City representative's service request. Regular business hours are 7:00 a.m. to 5:30 p.m., Monday through Thursday. At the sole discretion of the City, a designated City representative may alter the hours and days of services. 18. Holidays observed by the City of Vernon: • New Year's Day • Martin Luther King, Jr. Day • Presidents' Day • Memorial Day • Independence Day • Labor Day • Columbus Day • Cesar Chavez Day • Veterans Day • Thanksgiving Day • Christmas Day 19. The City will not provide storage facilities for the Contractor. The City will not be liable or responsible for any damage, by whatever means, or for theft of materials or equipment on the jobsite. 12 20. All debris derived from these services shall be removed from City property and become the property of the Contractor. The Contractor shall dispose of all debris from these services in a legally established area appropriate for the type of debris being disposed. Disposal shall be at the Contractor's expense. The Contractor shall not allow any materials or debris from its operations under this contract to be deposited in the storm drains and/or gutters in violation of the National Pollution Discharge Elimination System. 21. The selected bidder shall adhere to the provisions of AB-341. This shall include 75%recycling and education materials as needed to meet the subject mandate. 22. The selected bidder shall have a current and valid City of Vernon Franchise Hauler Permit that shall be submitted with the bid package. The bidder shall not be in violation of the permit, or any provision of the related franchise agreement. 23. The selected bidder shall remove any and all graffiti from trash bins. 24. The recycle bins shall be clearly differentiated by color and labeling from regular trash bins. 25. All bins and cans shall have tight fitting lids to prevent rain and rodents from entering refuse collection facilities. All leaking or damaged bins and cans shall be immediately replaced. 26. All trash or materials inadvertently dumped onto the ground as part of the collection process shall be immediately retrieved and properly disposed of. 13 PART III. SCOPE OF WORK 1. Under the proposed agreement, the Contractor shall be required to provide disposal and recycling services as specified for the following locations: • 4305 Santa Fe Avenue: Provide two (2) three (3) yard bins for recyclable materials that shall be picked up on a one (1) time per week; • 4305 Santa Fe Avenue: Provide two (2) three (3) yard bins for regular trash debris that shall be picked up one (1) time per week; • 3376-3390 50th Street: Provide one(1)two(2)yard container for recyclable materials that shall be picked up one (1) time per week; • 3376-3390 50'h Street: Provide one (1) three (3) yard bin for regular trash debris that shall be picked up one (1) time per week; • 4990 Seville Avenue: Provide one (1) three (3) yard bin for regular trash debris that shall be picked up two (2) times per week; • 2323 East Vernon Avenue: Provide one (1) three (3) yard bin for regular trash debris to be picked up one (1) time per week; • 2323 East Vernon Avenue: Provide one (1) three (3) yard bin to be picked up one (1) time per week for recyclable materials; • Fire Station 1 3375 Fruitland Avenue: Provide one (1) three (3) yard bins for regular trash debris to be picked up one (1)time per week; • Fire Station 1 3375 Fruitland Avenue: Provide one (1) three (3) yard bin for recyclable materials to be picked up one (1) time per week • Fire Station 2: 4301 Santa Fe Avenue: Provide one(1)three(3)yard bin for regular trash debris to be picked up one (1) time per week; • Fire Station 2: 4301 Santa Fe Avenue: Provide one (1) three (3) yard bin for recyclable materials to be picked up one (1) time per week; • Fire Station 3: 2800 Soto Avenue: Provide one (1) three (3) yard bins for regular trash debris to be picked up one (1) time per week; • Fire Station 3: 2800 Soto Avenue: Provide one (1) three (3) yard bin for recyclable materials to be picked up one (1) time per week; • Fire Station 4: 4530 Bandini Blvd: Provide one (1) three (3) yard bin for regular trash debris to be picked up one (1) time per week; • Fire Station 4: 4530 Bandini Blvd: Provide one (1) three (3) yard bin for recyclable materials to be picked up one (1) time per week; • City Housing: Provide Eighteen (18) 60-gallon trash can for regular trash debris to be picked up one (1) time per week; • City Housing: Provide Eighteen (18) 60-gallon trash can for recyclable materials to be picked up one (1) time per week • City Housing: Provide Eighteen (18) 60-gallon trash can for green waste to be picked up one (1) time per week; • 2716 Leonis Blvd.: Provide one (1) three (3) yard bin to be picked up on.an as-needed basis; • 2800 Soto Street: Provide one (1) forty(40) yard roll-off container for regular trash debris that shall be picked up on an as needed basis. 14 • 2221 East 55th Street: Provide three (3) forty (40) yard roll-off containers for regular trash debris that shall be picked up on an as needed basis; • 2221 East 55th Street: Provide one (1) forty (40) yard roll-off container for green waste that shall be picked up on an as needed basis; and • 2221 East 55th Street: Provide one(1)forty(40) yard roll-off container for waste tires that shall be picked up on an as needed basis. 2. The City has eighteen (18) single family homes located over approximately 5.2 square miles that currently receive trash service from Consolidated Disposal Services, LLC. The City requests that the selected Contractor bill the single-family residences directly for their trash service. The related addresses are listed below: Address Type 3345 Fruitland Avenue 3-Bedroom Home 3349 Fruitland Avenue 2-Bedroom Home 3353 Fruitland Avenue 3-Bedroom Home 3357 Fruitland Avenue 3-Bedroom Home 3361 Fruitland Avenue 3-Bedroom Home 3365 Fruitland Avenue 2-Bedroom Home 3550 East Vernon Avenue 3-Bedroom Home 3560 East Vernon Avenue 2-Bedroom Home 4321 Furlong Place 3-Bedroom Home 4322 Furlong Place 3-Bedroom Home 4323 Furlong Place 2-Bedroom Home 4324 Furlong Place 2-Bedroom Home 4325 Furlong Place 2-Bedroom Home 4326 Furlong Place 2-Bedroom Home 4327 Furlong Place 2-Bedroom Home 4328 Furlong Place 2-Bedroom Home 15 4329 Furlong Place 3-Bedroom Home 4330 Furlong Place 3-Bedroom Home 16 EXHIBIT B BIDDERS PROPOSAL ATTACHMENT NO. 1 BIDDER'S CHECKLIST TO THE BIDDER: The following list is provided for the convenience of both you and the City and help eliminate errors and omissions which may render your bid unacceptable. Please check all appropriate boxes and submit with your bid. ® ATTACHMENT NO. 1 -BIDDERS CHECK LIST 1XI ATTACHMENT NO. 2 - SIGNATURE PAGE AND LEGAL STATUS 10 ATTACHMENT NO. 3 -UNIT PRICE BID FORM 0 ATTACHMENT NO. 4-AFFIDAVIT OF NON-COLLUSION FORM IX-1 ATTACHMENT NO. 5-VENDOR LIST QUESTIONNAIRE FORM ® ATTACHMENT NO. 6- SAMPLE LABOR AND MATERIALS CONTRACT Bidder must submit ONE ORIGINAL AND TWO COPIES. All bids shall be enclosed in sealed envelopes,distinctly marked "Bid"with the title of the bid and the bidder's name address appearing on the outside. Bids should be addressed to: City Clerk 4305 Santa Fe Avenue Vernon,CA 90058 Mail sufficiently early or deliver in person before 2:00 p.m. on the day listed in the Notice Inviting Bids. Bids must be received in the City Clerk's Office before that time. At the bid opening,the City Clerk shall open bid package,acknowledge the receipt of Unit Price Bid Form from manufacturer/Supplier. Once all bid packages are opened and announced,the Unit Price Bid Forms will be made available for public review. 22 Page 1 i ATTACHMENT NO. 2 i SIGNATURE PAGE,LEGAL STATUS AND ACKNOWLEDGEMENT OF ADDENDA The Bid shall be signed by an authorized signatory with his/her usual wet ink signature. w An authorized signatory shall be one of the following: (1) Sole Proprietorship: An individual shall sign. 2 Partnership General or Limited A partner shall sin for partnership; the partner ( ) p ( )� P g p p9 ► shall give the names and addresses of all partners. f (3) Corporation: An officer shall sign for a corporation. The corporate name must be attested by the corporate seal. The names and titles of the president and all officers of the ► corporation who are authorized to sign the Bid Forms must be listed in an authenticated incumbency certificate signed by the corporate secretary. A signature other than a corporate 1 officer's will be accepted only if an authenticated incumbency certificate and corporate resolution conferring signature authority is attached. 1 (4) Joint denture: Bidders shall use the appropriate section(s) listed above based on their I applicable situation. 1 The undersigned certifies that he/she is an official legally authorized to bind his/her firm and to I enter into a contract should the City accept this bid. 1 r Bid by Haul-Away Rubbish Service Co. , Inc (Name of Firm) 1 Legal status of bidder: Please check the appropriate box 1 X Corporation State of Incorporation California 1 ` Partnership List Names ► i IBA State full name DBA i e Other Explain i Respectfully submitted: f Si nature of Bidde / ";' 2„�' a Secretary g r, /�� �.L itle (Authorized Signature) 23 Page 2 1 N Address 1205 Date Street City R)ntebEllo State CA Zip 90640 Telephone No. ( 32.3) 721-0371 License Number: P10001594 Date of Expiration: Dece.nber 31, 2014 Date: August 5, 2014 1 (SEAL- if Bid is by a corporation) R 1 ADDENDUM NO. BIDDER'S INITIALS 1 1. 2. 3. 1 I 1 1 1 1 1 I 24 Page 3 INCUMBENCY CERTIFICATE Print legibly the names and title of the president and all officers of the Company who are authorized to sign the Bid Forms: PRESIDENT'S AND OFFICERS' NAMES: TITLE: Morris M. Bel.iakoff President David Bel_iakoff Secretary The undersigned hereby certifies to the City of Vernon that he/she is the duly elected and acting Secretary of F-Jat=,l-Away Rubbish Service Co., kr— (the"Company"), and that, as such, he/she is authorized to execute this Incumbency Certificate on behalf of the Company,and further certifies that the persons named above are the duly elected, qualified and acting officers of the Company, holding on the date hereof, the titles and positions set forth opposite their names and are authorized to sign the Bid Forms. IN WITNESS WHEREOF, the undersigned has executed this Incumbency Certificate this 5 day of August , 2014 David Beiiakoff Print �oetary's N e St4-eta­ry's Signature a i 25 Page 4 ATTACHMENT NO. 3 UNIT PRICE BID FORM REFUSE COLLECTION, RECYCLING AND DISPOSAL SERVICES FOR THE DEPARTMENT OF PUBLIC WORKS, WATER AND DEVELOPMENT SERVICES Monthly Price per unit item Item (inclusive of all Total Monthly No. Facility Address Unit Item taxes,fees,etc.) Quantity Price Provide a 3 cubic yard Recycle Bin,and pick up Item 4305 Santa Fe and dispose of contents once 18°00 36°�� No.1 City Hall Avenue. per week. /bin 2 Bins Provide a 3 cubic yard Waste Bin,and pick up and Item 4305 Santa Fe dispose of contents once per No.2 City Hall Avenue. week. $48°00/bin 2 Bins $96.00 Provide a 2 cubic yard Recycle Bin,and pick up Item City 3376-3390 50th and dispose of contents once No.3 Apartments Street. per week. $18°00/bin 1 Bin $18.00 Provide a 3 cubic yard Waste Bin,and pick up and Item City 3376-3390 50th dispose of contents once per 43.00 No.4 Apartments Street. week. /bin I Bin $43.00 Provide a 3 cubic yard Waste Bin,and pick up and Item 4990 Seville dispose of contents twice per No.5 Light&Power Avenue. week. $96.00/bin 1 Bin $96.00 Provide a 3 cubic yard 2323 East Waste Bin,and pick up and Item Vernon dispose of contents once per No.6 Petrelli Electric Avenue. week. $43.00/bin 1 Bin $43.00 Provide a 3 cubic yard 2323 East Recycle Bin,and pick up Item Vernon and dispose of contents once 18.�� No.7 Petrelli Electric Avenue. per week. /bin 1 Bin $18.00 Provide a 3 cubic yard Waste Bin,and pick up and Item Fire Station 3375 Fruitland dispose of contents once per No.8 No.1 Avenue. week. $43.00/bin 1 Bin $43.00 Provide a 3 cubic yard Recycle Bin,and pick up Item Fire Station 3375 Fruitland and dispose of contents once 18°�� No.9 No.1 Avenue. per week. /bin 1 Bin $18.00 Provide a 3 cubic yard Waste Bin,and pick up and Item Fire Station 4301 Santa Fe dispose of contents once per 43.00 No.10 No.2 Avenue. week. /bin 1 Bin $43.00 Provide a 3 cubic yard Recycle Bin,and pick up Item Fire Station 4301 Santa Fe and dispose of contents once No.11 No.2 Avenue. per week. $18 00/bin I Bin $18.00 Provide a 3 cubic yard Waste Bin,and pick up and Item Fire Station 2800 Soto dispose of contents once per $43.00 No.12 No.3 Street. week. /bin 1 Bin $43.00 26 Page 5 Monthly Price per unit item Item (inclusive of all Total Monthly No. Facility Address Unit Item taxes,fees,etc.) Quantity Price Provide a 3 cubic yard Recycle Bin,and pick up Item Fire Station 2800 Soto and dispose of contents once 18.00 No.13 No.3 Street. per week. $18.00 /bin 1 Bin Provide a 3 cubic yard Waste Bin,pick up and Item Fire Station 4530 Bandini dispose of contents once per No. 14 No.4 Blvd. week. $43.00 /bin I Bin 43.00 Provide a 3 cubic yard Recycle Bin,pick up and Item Fire Station 4530 Bandini dispose of contents once per No. 15 No.4 Blvd. week. $18.00 /bin 1 Bin 18.00 Provide a 60 gal.Waste Can, Item See Page Nos. pick up and dispose of $268°20 No.16 City Housing 19&20 contents once per week. 14.90/home 18 Homes Provide a 60 gal.Recycle Item See Page Nos. Can,pick up and dispose of No.17 City Housing 19&20 contents once per week. 0.0 /home 18 Homes $ 0.00 Provide a 60 gal. Green Waste Can,pick up Item See Page Nos. and dispose of contents once 0.00 00 No.18 City Housing19&20 per week. /home 18 Homes 0.00 Provide a 3 cubic yard Waste Bin,pick up and Item 2716 Leonis dispose of contents once per No.19 Light&Power Blvd month. $20.00 /bin IBin $ 20.00 Provide a 40 cubic yard Waste Bin and haul load to Item 2800 Soto appropriate disposal site $89.00 No.20 Petrelli Electric Street. once per month. /load 1 Load $ 89.00 Disposal of the contents of Item 2800 Soto 40 cubic yard waste bin once 47°00 No.21 Petrelli Electric Street. per month. /ton 5 Tons $235.00 Provide three 40 cubic yard Waste Bins and haul load to Item Recycling 2221 East 55th appropriate disposal site 89°00267^00 No.22 Center Street. once per month /load 3 Loads Disposal of the contents of Item Recycling 2221 East 55th the three 40 cubic yard waste No.23 Center Street. bin once per month. $47.00 /ton 15 Tons $705.00 Provide a 40 cubic yard Green Waste Bin and haul Item Recycling 2221 East 55th load to appropriate disposal 8900 $ 89.00 . No.24 Center Street. site once per month. /load 1 Load Disposal of the contents of € Item Recycling 2221 East 55th 40 cubic yard Green Waste No.25 Center Street. once per month. $47.00 /ton 5 Tons $235.00 Provide a 40 cubic yard Waste Tire Bin and haul Item Recycling 2221 East 55th load to appropriate disposal c�89®00 $ 89.00 No.26 Center Street. site once er month. `N /load I Load Disposal of the contents of Item Recycling 2221 East 55th 40 cubic yard Tire Waste 335.00 No.27 Center Street. Bin once er month 1167.00 /ton 5 Tons Total MonthIl Price-Items I through 27 $2926.20 Pursuant to and in compliance with your Notice Inviting Bids and all attachments and contract documents relating to the Project including all Addenda, Bidder, having become thoroughly 27 a i Page 6 j familiar with the terms and conditions of the project and with local conditions affecting the performance and the costs of the Work at the place where the Mork is to be done, hereby proposes and agrees to fully perform the Work within the time stated in strict accordance with the bidding and contract documents (including the furnishing of any and all labor, materials, tools, expendable equipment, and utility and transportation services necessary to fully perform the Work and complete it in a workmanlike manner) in the prices set forth per Item Nos. 1 through 27, above. Initial: All other work items, labor,materials, tools and incidentals which are not specifically listed in the above bid items, but are necessary to complete the project per specifications, and all other applicable standards and codes are considered to be included in the above bid items. The waste bin at 2716 Leonis Blvd. will be picked on an as needed basis. Bid item No. 19 of the Unit Price Bid Form notes that the waste bin will be picked and disposed of based on an estimated once a month pickup for bidding purposes. The actual charge to the City will be based on the actual number of pickups that occur in a month. i The number of actual loads and tons for items 20, 21,22,23,24,25,26 and 27 are estimated j for bidding purposes. The actual cost to be charged to the City shall be on the actual number of loads picked up and the total tonnage disposed of. The bid will be awarded to the responsive and responsible bidderls with the lowest total rice, If there is a discrepancy between the unit price and total monthly price,the unit price shall control. 3 28 f Page 7 ATTACHMENT NO. 4 AFFIDAVIT OF NON-COLLUSION CONTRACTOR STATE OF CALIFORNIA )SS COUNTY OF LOS ANGELES) David Beliakoff ,being first duly sworn deposes and says that he/she is Secretary (Insert"Sole Owner","Partner","President","Secretary",or other proper title) of Haul-Away Rubbish Service Co. , Inc. (insert name of bidder) who submits herewith to the City or Vernon a proposal; That all statements of fact in such proposal are true; That such proposal was not made in the interest of or on behalf of any undisclosed person, partnership,company,association,organization or corporation; That such proposal is genuine and not collusive or sham; That said bidder has not,directly or indirectly by agreement,communication or conference with anyone attempted to induce action prejudicial to the interest of the City of Vernon,or of any other bidder or anyone else interested in the proposed contract;and further That prior to the public opening and reading of proposals,said bidder: a. Did not directly or indirectly, induce or solicit anyone else to submit a false or sham proposal; b. Did not directly or indirectly,collude, conspire,connive or agree with anyone else that said bidder or anyone else would submit a false or sham proposal, or that anyone should refrain from bidding or withdraw his proposal; c. Did not,in any manner, directly or indirectly seek by agreement,communication or conference with anyone to raise or fix the proposal price of said bidder or of anyone else,or to raise of fix any overhead profit or cost element of this proposal price,or of that of anyone else; d. Did not, directly or indirectly,submit his proposal price or any breakdown thereof, or the contents thereof,or divulge information or data relative thereto,to nay corporation, partnership,company,association,organization,bid depository,or to any member or agent thereof,or to any individual or group of individuals, except the City of Vernon,or to any person or persons who have a partnership or other financial interest with bidder in his business. 1 certify u ;der penalty of erjur/th tt e above information is correct By: �' ,'f'' f f�_ Title: Secretary Da August 5, 2t�1/� 29 Page 8 ATTACHMENT NO. 5 Vendor List Ouestionnaire Affidavit of Equal Opportunity &Non Segregation In order to be placed to the City's vendor list and be eligible to receive City business, you must provide the following information except where indicated as"optional". By submitting this form you are declaring under penalty of perjury under the laws of the State of California and the laws of the United States that the information is true and correct. Furthermore, you are certifying that your firm will adhere to equal opportunity employment practices to assure that applicants and employees are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex or age. And, your firm does not and will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform their services at any location,under its control,where segregated facilities are maintained. Name of Company Haul-Away Rubbish Business Telephone (323) 721-0371 Address 1205 Date Street Fax Number (323) 887-0920 (optional) City Montebello State CA Zip 90640 Contact Person David Beliakoff E-mail Address haulawayrubbish@hotmail.com Tax ID Number(or Social Security Number) 95-2905736 Remit Address(if different) Same As Above Please state clearly and concisely the type(s) of goods and services your company provides: Waste Hauling & Recycling Collection 30 Page 9 ATTACHMENT NO. 6 SAMPLE LABOR AND MATERIALS CONTRACT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S NAME] COVER PAGE Contractor: [insert name of contractor] Responsible Principal of Contractor: [insert name,title] Notice Information- Contractor: [insert name of contractor] [insert street address] [insert city, state,zip code] Attention: [insert name,title] Phone: [insert phone number] Facsimile: [insert fax number] Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 i Attention: [insert department head] i [insert department head title] Telephone: (323) 583-8811 ext. [insert] Facsimile: [insert fax number] i i Commencement Date: [insert commencement date] i Termination Date: [insert termination date], unless extended i pursuant to the Contract Consideration: Total not to exceed$[insert amount] 1 (includes all applicable sales tax) Records Retention Period Three (3) years 1 1 1 1 1 1 1 1 1 31 1 I Page 10 4 ran% BID BOND KNOW ALL MEN BY THESE PRESENTS: That we. Haul-Away Rubbish Service Co., Inc. as Principal,(hereinafter called the"Principal").and Merchants Bonding Company ,a corporation duly organized under the laws of the State of Iowa ,as Surety,(hereinafter called the"Surety"),are held and firmly bound unto City of Vernon as Obligee.(hereinafter called the"Obligee"),in the sutra of Ten Percent of Bid Amount Dollars(S 10% of Bid ),for the payment of which sum well and truly to be made,the said Principal and the said Surety, bind ourselves,our heirs, executors, administrators, successors and assigns,jointly and severally, firmly by these presents. WHEREAS,the Principal has submitted a bid for Contract#CS-0448: City of Vernon Refuse Collection,Recycling and Disposal Services For the Department of Community Services and Water NOW, THEREFORE, if the Obligee shall accept the bid of the Principal and the Principal shall enter into a contract with the Obligee in accordance with the terms of such bid and give such bond or bonds as may be specified in the bidding or contract documents with good and sufficient surety for the faithful performance of such contract and for the prompt payment of labor and material furnished in the prosecution thereof or in the event of the failure of the Principal to enter into such contract and give such bond or bonds, if the Principal shall pay to the Obligee the difference not to exceed the penalty hereof between the amount specified in said bid and such larger amount for which the Obligee may in good faith contract with another party to perform the work covered by said bid,then this obligation shall be null and void.otherwise to remain in full force and effect. Signed and scaled this 25th day of July A.D., 2014 } Haul-Away Rubbish Service Co., Inc. Principal Witness By _,(SEAL) Merchants Bonding Company Surely � By (SEAL) Witness Myrna Smith Attorney-frt-Fact Printed in cooperation with the American Institute of Architects(AIA)by vouches that the language in the document conforms exactly io the,,language used in AIA Document A-310.February 1970 Edition. nID7000W0701f 4 • MERCHANTS, BONDING COMPANY POWER OF ATTORNEY Know All Persons By These Presents,that MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING, INC., both being corporations duly organized under the laws of the State of Iowa(herein collectively called the"Companies"), and that the Companies do hereby make,constitute and appoint,individually, Myrna Smith of Pismo Beach and State of California their true and lawful Attorney-in-Fact,with full power and authority hereby conferred in their.name, place and stead,to sign, execute,acknowledge and deliver in their behalf as surety any and all bonds, undertakings, recognizances or other written obligations in the nature thereof,subject to the limitation that any such instrument shall not exceed the amount of: THREE MILLION($3,000,000.00)DOLLARS and to bind the Companies thereby as fully and to the same extent as if such bond or undertaking was signed by the duly authorized officers of the Companies,and all the acts of said Attorney-in-Fact, pursuant to the authority herein given,are hereby ratified and confirmed, This Power-of-Attorney is made and executed pursuant to and by authority of the following By-Laws adopted by the Board of Directors of the Merchants Bonding Company(Mutual)on April 23,2011 and adopted by the Board of Directors of Merchants National Bonding,Inc.,on October 24,2011. "The President,Secretary,Treasurer,or any Assistant Treasurer or any Assistant Secretary or any Vice President shall have power and authority to appoint Attorneys-in-Fact,and to authorize them to execute on behalf of the Company,and attach the seal of the Company thereto,bonds and undertakings,recognizances,contracts of indemnity and other writings obligatory in the nature thereof. The signature of any authorized officer and the seal of the Company may be affixed by facsimile or electronic transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond,undertaking,recognizance, or other suretyship obligations of the Company, and such signature and seal when so used shall have the same force and effect as though manually fixed. In Witness Whereof,the Companies have caused this instrument to be signed and sealed this 26th day of October 2012 . ilfll��tt11/p�h •••v�v•�• .t'1r� 10ti,4,( /''" %���tiG'C��A•. MERCHANTS BONDING COMPANY(MUTUAL) +*} i� +P�� �Ca : �O�O�PU9q�gy�: MERCHANTS NATIONAL BONDING,INC. All -0- •J' A • By STATE OF IOWA //, ���' ••. ••• COUNTY OF POLK ss. /y""'"""` *� ••'•• President On this 26th day of October 2012 ,before me appeared Larry Taylor,to me personally known,who being by me duly sworn did say that he is President of the MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING,INC.;and that the seals affixed to the foregoing instrument is the Corporate Seals of the Companies;and that the said instrument was signed and sealed in behalf of the Companies by authority of their respective Boards of Directors. In Testimony Whereof, I have hereunto set my hand and affixed my Official Seal at the City of Des Moines, Iowa,the day and year first above written. $ q MARANDA GREENWALT Commission Number770312 My Commission Expires October 28,2014 Notary Public,Polk County,Iowa STATE OF IOWA COUNTY OF POLK ss. I, William Warner,Jr.,Secretary of the MERCHANTS BONDING COMPANY(MUTUAL)and MERCHANTS NATIONAL BONDING,INC., do hereby certify that the above and foregoing is a true and correct copy of the POWER-OF-ATTORNEY executed by said Companies, which is still in full force and effect and has not been amended or revoked. Inertness Whereof,I have hereunt set my hand and affixed the seal of the Companies on this �Sr(i�day of ,v(,� ,L go a: 1933 Secretary C.- POA 0014 (11/11) T''�d'�►y •• . ••.•:►���,." '. '�Y' \,.• �i+ttrt r r.•�FM�� CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE 1111109 State of California County of San Luis Obispo On J W Z`'�t before me, Christina Doherty, Notary Public , Oela Here Insert Nome era Tige of me Moor personally appeared Myrna Smith Neme(s)01 WOW who proved to me on the basis of satisfactory evidence to be the person() whose name(p) is3 X subscribed to the within instrument and acknowledged to me that /she/XiW executed the same in _ _ __ _ der/ KXauthodzed capacity(W and that by CHRISTINA DOHERTY {ether/*Wsignature on the instrument the . Commission# 1980373, person(4, or the entity upon behalf of which the ai Notary Public=California: person(A) acted,executed the instrument. -< San Luis Obispo County _ M Comm. Ex Tres dun 1,201S 1 certify under PENALTY OF PERJURY under the laws of the State of California than the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: kcz t Notary Seat Afire ay�gw p sowure of NOWY PUM OPTItdd911A"l9.o Though the information below is not required by taw,it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document.- Document Date: Number of Pages: Signer(s)Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: 11 Corporate officer—Title(s): O Corporate Officer—Title(s): * Individual - ❑Individual ❑ Partner—0 Limited [)General Top oI thumb rW9 ❑Partner—❑Urnited ❑General Top of rhumb here ❑ Attorney in Fact 0 Attorney in Fact ❑ Trustee O Trustee ❑ Guardian or Conservator ❑Guardian or Conservator ❑ Other: r O Other: Signer Is Representing: Signer Is Representing: 0 2010 NadmW MMry Association°Nationaftlary.ory•I.80"S NOTARY{1-80"76-6027) Hem 05901 ��m�a max\k:a GmR1 * 6a>J�S ��� � . � 7 �,yam. /yg�@« s. ���� . . . �I3Jm>�Ala; \� '�Z � aGJ ,3ze�i .mm2 �9 ��� . . EXHIBIT C LIVING WAGE PROVISIONS Minimum Living Wages: A requirement that Employers pay qualifying employees a wage of no less than$10.30 per hour with health benefits, or $11.55 per hour without health benefits. Paid and Unpaid Days Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. EXHIBIT D EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement,the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an 'Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. RECENED G ti 7 tio�� AUG 2 7 2014 CITY ADMINISTRATION STAFF REPORT PUBLIC WORKS, WATER& DEVELOPMENT SERVICES DEPARTMENT DATE:_ September 2,2014 TO: Honorable Mayor and City Council PREPARED BY: Rafael Contreras,Project Engineer Cl APPROVED BY: Samuel Kevin Wilson,Director of Public Works,Water&Development Services RE: Bid Award for Contract No. CS-0487:Labor and Equipment for Placement of Type II(REAS) Slurry Seal for the Citywide Rubberized Slurry Seal Phase III Project Recommendation It is recommended that the City Council: 1. Find that the approval of the proposed Citywide Slurry Seal, Phase III Project is exempt under the California Environmental Quality Act(CEQA) in accordance with Section 15301, Existing Facilities, part(c), existing highways and streets 2. Accept the bid from All American Asphalt as the lowest responsive and responsible bidder and authorize the City Administrator to enter into a contract in a form substantially similar to the attached contract, in an amount not to exceed $66,123.00, for the Labor and Equipment for Placement of Type II, Rubberized Emulsion Aggregate Slurry (REAS) Seal, Contract No. CS-0487. Further authorize a contingency of$6,612.00 in the event of an unexpected changed condition in the project and grant authority to the City Administrator to issue a change order for an amount up to the contingency amount. Background As part of the Citywide Rubberized Slurry Seal Phase III Project,the City proposes to slurry seal Corona Avenue, from District to Fruitland, Everett Avenue from Exchange to District, Loma Vista Avenue, from District to Fruitland, Maywood Avenue from Exchange to District, 48th Street from Loma Vista to Corona, 49th Street from west end to Corona, 50th Street from Loma Vista to Gifford and 50th Street from Boyle to Downey Road.Attached is the project map. The slurry seal will help preserve the aged pavements, filling minor cracks,restoring skid. resistance and restoring aesthetic appeal. The work will preserve the pavement another five to seven years. This project has two related contracts: 1)Labor and Equipment for Placement of Type II (REAS) Slurry Seal, Contract No. CS70487, and 2) Citywide Slurry Seal (REAS)Phase III, Contract CS-0025 which is for the purchase of the slurry material: This staff report requests approval for the first contract: CS-0487. It is for the labor and equipment for the placement of the Rubberized Emulsion Aggregate Slurry(REAS) seal,which also includes surface preparation,taping (protection) of the manholes and valve covers, sweeping of the pavement prior to the laydown,placement of the temporary striping tabs and any other work necessary for a complete job. On August 19, 2014, the City Council ratified the advertisement to seek bids for the Labor and Equipment for the Placement of Type II (REAS) Slurry Seal, Contract No. CS-0487. The Notice Inviting Bids was posted on the City's website and published in the.Vernon Sun newspaper and in addition it was also advertised in the.following construction related websites: Bid America,eBidboard Construction Contract Advertising,McGraw-Hill Construction and the Blue Book Network. The bid documents and project specifications utilized for the project were previously approved by the City Attorney Department.The bids for Contract No. CS-0487,were received and opened on August 25,2014..The calculated results were as follows: l. All American Asphalt $ 66,123.00 2. Pavement Coatings Co. $ 82,500.00 In an effort to save funds, City forces will be used for traffic control in support of the slurry.seal contractor. The City will also use another existing contract already in place for striping services (J&S Striping)to stripe the streets after the application of the slurry. Fiscal Impact Funds for this contract will come from the Citywide Rubberized Slurry Seal Phase III Project budget of$500,000,which was included in the 2014-2015 budget. LABOR AND MATERIALS CONTRACT BETWEEN THE CITY OF VERNON AND PETROCHEM MANUFACTURING, INC. COVER PAGE Contractor: Petrochem Manufacturing, Inc. Responsible Principal of Contractor: Frank B. Hoffman, CFO Notice Information - Contractor: Petrochem Manufacturing, Inc. 6168 Innovation Way, Carlsbad, CA 92009 Attention: Frank B. Hoffman Phone: (760) 603-0961 Facsimile: (760) 603-0962 Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Samuel Kevin Wilson Public Works, Water and Development Services Telephone: (323) 583-8811 ext. 245 Facsimile: (323) 826-1435 Commencement Date: Upon issuing Notice to Proceed Termination Date: October 4, 2014, and in accordance with contractual terms and conditions Consideration: Total not to exceed $138,000.00 (includes all applicable sales tax) and more particularly in Exhibit B Records Retention Period Three (3) years, pursuant to Section 8.3 LABOR AND MATERIALS CONTRACT NO. CS-0025 CITYWIDE SLURRY SEAL (REAS) PHASE III This Contract is made between the CITY OF VERNON ("City"), a California charter City and California municipal corporation, and PETROCHEM MANUFACTURING, INC. (PMI), a Nevada corporation authorized to conduct business in California with headquarters at 6168 Innovation Way, Carlsbad, CA 92009 ("Contractor"). The City and Contractor agree as follows: 1.0 Contractor shall furnish all necessary and incidental labor, material, equipment, transportation and services as described in, and strictly in accordance with, and subject to all terms and conditions set forth for the Citywide Slurry Seal (REAS) Phase III project in the Specifications Exhibit A, and the Special Provisions, Exhibit B, which are attached hereto and incorporated by reference. PMI and the City of Los Angeles (hereinafter, "Los Angeles") previously entered into a competitively bid contract, as amended by that certain letter submitted by Los Angeles to PMI dated December 17, 2013, a copy of which is attached hereto and incorporated herein by this reference as Exhibit C, that allows PMI to offer to other governmental agencies the same pricing received by Los Angeles, for purchase of the Central Mix, supply of required equipment, and labor related to the application process. 2.0 All work shall be done in a manner reasonably satisfactory to the City's Director of Public Works,.Water and Development Services or person designated by him, in writing ("Director"), and shall conform to the material specifications set forth in the contract Specifications. In the event Contractor fails to perform satisfactorily the City shall advise Contractor in writing, and Contractor shall have thirty (30) days to cure such failure to satisfactorily perform. If Contractor fails to so cure its performance within said 30 days, the City may, at its option, terminate this Contract for default without further liability, other than payment to Contractor for work performed satisfactorily prior to the date of termination. 3.0 Contractor shall commence work upon the signing of this contract and shall perform work requested in writing by Director. 4.0 In consideration of satisfactory and timely Performance of requested work, the city shall pay Contractor as follows: The base amount, according to work requested and accepted at the unit prices set forth in the prices set forth in the Summary of Estimated Charges, Exhibit D, not to exceed $125,000.00. The grand total amount paid to contractor, including any contingency amount approved, shall not exceed the amount of $138,000.00 without the prior approval of City Council and written amendment of this contract. 5.0 Bonds of a surety shall not be required as part of this contract. 6.0 GENERAL TERMS AND CONDITIONS. 6.1 INDEPENDENT CONTRACTOR. 6.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent or employee of City and shall furnish such services in its own manner.and method except as required by this Contract. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 6.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 6.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 6.3 OWNERSHIP OF WORK. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 6.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of goods, services and other work furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy or incompleteness. 6.5 WAIVER. The City's waiver of any term, condition, breach or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. 6.6 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors and/or assigns. 6.7 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties or otherwise constitute a novation. 6.8 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof. 6.9 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs and necessary disbursements in addition to any other relief to which such party may be entitled. 7.0 INTERPRETATION. 7.1 APPLICABLE LAW. This Contract, and the rights and duties of the parties hereunder (both procedural and substantive), shall be governed by and construed according to the laws of the State of California. 7.2 ENTIRE AGREEMENT. This Contract, including any Exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation and agreements (written or oral). 7.3 WRITTEN AMENDMENT. This Contract may only be changed by written amendment signed by Contractor and the City Manager or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 7.4 SEVERABILITY. If any provision in this Contract is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 7.5 ORDER OF PRECEDENCE. In case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Contract shall strictly prevail. The order of relevance shall be as follows (from highest precedence to lowest): Exhibit B, Exhibit A, and then Exhibit C. 7.6 CHOICE OF FORUM. The parties hereby agree that this Contract is to be enforced in accordance with the laws of the State of California, is entered into in the City of Vernon and that all claims or controversies arising out of or related to performance under this Contract shall be submitted to and resolved in a forum within the County of Los Angeles at a place to be determined by the rules of the forum. 7.7 DUPLICATE ORIGINALS. There shall be two (2) fully signed copies of this Contract, each of which shall be deemed an original. 7.8 TIME OF ESSENCE. Time is strictly of the essence of this Contract and each and every covenant, term and provision hereof. 7.9 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity and authority to enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 7.10 ARBITRATION OF DISPUTES. Any dispute for under $25,000 arising out of or relating to the negotiation, construction, performance, non-performance, breach or any other aspect of this Contract, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 7.11 INDEMNITY. 7.11.1 Contractor agrees to indemnify, hold harmless and defend (even if the allegations are false, fraudulent or groundless), to the maximum extent permitted by law, the City, its City Council and each member thereof, and its officers, employees, commission members and representatives, from any and all liability, loss, suits, claims, damages, costs, judgments and expenses (including attorney's fees and costs of litigation) which in whole or in part result from, or arise out of, or are claimed to result from or to arise out of: A. any activity on or use of City's premises or facilities or any performance under this Contract; or B. any acts, errors or omissions (including, without limitation, professional negligence) of Contractor, its employees, representatives, subcontractors, or agents in connection with the performance of this Contract. 7.11.2 This agreement to indemnify includes, but is not limited to, personal injury (including death at any time) and property or other damage (including, but without limitation, contract or tort or patent, copyright, trade secret or trademark infringement) sustained by any person or persons (including, but not limited to, companies, or corporations, Contractor and its employees or agents, and members of the general public). The sole negligence or willful misconduct of City, its employees or agents other than Contractor or Contractor's subcontractors are excluded from this indemnity agreement. 7.12 RELEASE. Contractor agrees to release and covenants not to sue the City, its City Council and each member thereof, and its officers, employees, commission members and representatives for any damage or injury (including death) to itself, its officers, employees, agents and independent contractors damaged or claiming to be damaged from any performance under this Contract with the exception of (1) the duty of the City to make payment or (2) damages caused by the sole negligence of the City or the City's Prime Contractor or subcontractors. 7.13 INSURANCE. Contractor shall, at its own expense, procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. 7.13.1 Automobile Liability with minimum limits of at least $1,000,000 combined single limit, coverage must include coverage for owned, hired, and non-owned liability coverage. 7.13.2 General Liability with minimum limits of at least $1,000,000 combined single limits, $2,000,000 general aggregate, written on an Insurance Services Office (ISO) Comprehensive General Liability "occurrence" form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. Products Completed coverage must be included, $1,000,000 per occurrence, $2,000,000 general aggregate. The City of Vernon, its directors, commissioners, officers, employees, agents and volunteers must be endorsed on the policy as additional insured's as respects liability arising out of the Contractor's performance of this Contract. Policy must provide endorsed Primary, Non Contributory coverage. A. If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. B. Blanket Contractual Coverage. C. Products/Completed Operations coverage. 7.13.3 Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries on the job. Compliance is accomplished in one of the following manners: A. Provide copy of permissive self-insurance certificate approved by the State of California; or B. Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of$1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Contract; or C. Provide a "waiver" form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Contract. 7.13.4 Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days' prior written notice to City. 7.13.5 Insurance shall be placed with insurers with a Best's rating of no less than B:VIII. 7.13.6 Prior to commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. 7.13.7 Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due Contractor, at City's option; (b) immediately terminate this Contract; or (c) self insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due Contractor. 7.14 NOTICES. Any notice or demand to be given by one party to the other shall be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply.to the City of Vernon or any other City department is not adequate notice. If to the City: Attn: Samuel Kevin Wilson, Director of Public Works, Water and Development City of Vernon 4305 Santa Fe Ave. Vernon, CA 90058 With a Copy to: Attention: Vince Rodriguez, Public Works Project Coordinator If to the Contractor: William A. Robertson Petrochem Manufacturing, Inc. 6168 Innovation Way Carlsbad, CA 92009 Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt or upon expiration of three (3) business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 7.15 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 7.16 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of (1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. 7.17 ASSIGNMENT OF ANTITRUST CAUSES OF ACTION. Contractor hereby agrees to assign to the City all rights, title and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec 15) or under the Cartwright Act Chapter 2 (Commencing with Section 16700) or part 2 of Division 7 of the Business and Professions Code, or any similar or successor provisions of Federal or State law, arising from purchases of goods, services or materials pursuant to this Contract or the subcontract. This assignment shall be made and become effective at the time the City tenders final payment to the Contractor, without further acknowledgment by the parties. 8.0 ADDITIONAL ASSURANCES 8.1 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this contract, the contractor and any other parties with whom it may subcontract shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit "F". 8.2 VERNON BUSINESS LICENSE. Contractor shall obtain, and pay any and all costs associated therewith, any Vernon Business License which may be required by the Vernon Municipal Code. 8.3 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the Contract or for other purposes relating to the Contract. The Contractor shall maintain and preserve all such records for a period of at least 3 years after termination of the Contract. The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including, but not limited to, such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals and overhead. 8.4 CONFLICT. Contractor hereby represents, warrants and certifies that no member, officer or employee of the Contractor is a director, officer or employee of the City of Vernon, or a member of any of its boards, commissions or committees, except to the extent permitted by law. 8.5 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the respective Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1 Y2 times the basic rate of pay. 8.6 LIVING WAGES. Contractor, or Subcontractor, if any, working on City service contracts of any amount, as to all employees spending time on City contracts shall observe the City's Living Wage Ordinance and all requirements thereof at all times on City contracts. The Current Living Wage Standards are set forth in Exhibit E. Upon request, certified payroll shall be provided to the City. [Signatures Begin on Next Page]. IN WITNESS WHEREOF, the Parties hereto have caused this Contract to be executed by their duly authorized representatives as of the date set forth below. City of Vernon, a California charter City Petrochem Manufacturing, Inc. (PMI), a and California municipal corporation Nevada corporation authorized to conduct business in California By: W. Michael McCormick, Mayor By: Name: Date: Title: Date: ATTEST: By: Name: Ana Barcia, Deputy City Clerk Title: APPROVED AS TO FORM: Date: Scott E. Porter, Deputy City Attorney EXHIBIT A SPECIFICATIONS EXHIBIT A—SPECIFICATIONS I-1 GENERAL I-1.01 Contractor Must Make Thorough Investigation It is the Contractor's responsibility to examine the location of the proposed work,to fully acquaint itself with the Specifications and the nature of the work to be done. Contactor shall have no claim against the City based upon ignorance of the nature and requirements of the project, misapprehension of site conditions, or misunderstanding of the Specifications or contract provisions. I-1.02 Ineligibility to Contract If Contractor has been found by the State Labor Commissioner to be in violation of Sections 1777.1 and 1777.7 of the Labor Code Sections entitled"Public Works"Contractor shall be ineligible to be awarded a contract for this project. The period of debarment shall be not less than one year and up to three years as determined pursuant to Section 1777.7 of the Labor Code. The Contractor certifies that it is aware of these provisions and is eligible to bid on this contract. The Contractor shall also be prohibited from performing work on this project with a subcontractor who is ineligible to perform work on a public works project pursuant to Section 1777.1 or 1777.7 of the Labor Code. The Contractor certifies that it has investigated the eligibility of each and every subcontractor it intends to use on this project and has determined that none is ineligible to perform work pursuant to the above provisions of law. I-1.03 Patent Fees; Patent, Copyright,Trade Secret and Trademark Fees The Contractor cost shall include in the price bid any patent fees, royalties and charges on any patented article or process to be furnished or used in the prosecution of the Work. I-1.04 Taxes Costs shall include all federal, state, local, and other taxes. I-2 SPECIAL CITY REQUIREMENTS I-2.01 Equal Employment Opportunity in Contracting I-2.01.1 Policy The City of Vernon is committed to a policy of Equal Opportunity Contracting. Contractor expressly agrees to comply with the City's ordinances and regulations regarding Equal Opportunity Employment as well as regulations that may be mandated by the source of the funds supporting this contract. I-2.01.2 Compliance To the extent permitted by law, the Contractor expressly agrees to establish compliance with the Equal Employment Opportunity Practices Provisions of federal and state law. I-2.03 Vernon Living Wage Ordinance This contract is subject to the Vernon Living Wage Ordinance. The selected contractor shall pay qualifying employees a wage of not less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. The contractor shall also provide qualifying employees at least twelve days off per year for sick leave, vacation or personnel necessity, and an additional ten days a year of uncompensated time for sick EXHIBIT A-SPECIFICATIONS leave. There shall a prohibition on an employer retaliation against an employee's complaining to the City with regard to the employer's compliance with the living wage ordinance. Contractor,and any Subcontractor(s), shall comply with the City's Living Wage Ordinance. The current Living Wage Standards are set forth in Exhibit E of the Contract. Upon the City's request,certified payroll records shall promptly be provided to the City. The provisions of California Labor Code 1770, et seq., regarding the payment of prevailing wages on public works, and related regulations, apply to City public works contracts to the same extent as in general law cities. If Living Wage Provisions and Prevailing Wage provisions should both apply to this Contract, Contractor and all of its Subcontractors shall pay the higher of the applicable wages to the extent required by law. I-3 GENERAL SPECIFICATIONS I-3.01 Quantities The quantities contained in the contract documents are approximate only. The City may, in accordance with the Standard Specifications, order more or less work or material as necessary in the City's sole discretion. Payment will be made for the amount of work or material actually provided as determined by the City and accepted at the unit prices noted in Exhibit D. I-3.02 Registration and Qualifications of Contractors Contractor shall be licensed to the extent required by Business and Professions Code Section 7000 et seq. I-3.03 Standard Specifications For the purpose of this contact and except as otherwise provided below,all work shall be done in accordance with the provisions of the 2012 edition of "STANDARD SPECIFICATIONS FOR PUBLIC WORKS CONSTRUCTION" (commonly known as the "GREENBOOK"), including Supplements, prepared and promulgated by Public Works Standards, Inc., a mutual benefit corporation. I-3.04 Subcontracts Pursuant to California Labor Code §1021.5, the Contractor must not willingly and knowingly enter into any agreement with any person, as an independent contractor, to provide any services in connection with the Work where the services provided or to be provided requires that such person hold a valid contractor's license issued pursuant to California Business and Professions Code §§7000 et seq. and such person does not meet the burden of proof of his/her independent contractor status pursuant to California Labor Code§2750.5. In the event that the Contractor shall employ any person in violation of the foregoing, the Contractor shall be subject to the civil penalties under California Labor Code§1021.5 and any other penalty provided by law. In addition to the penalties provided under California Labor Code §1021.5, the Contractor's violation of this Paragraph or the provisions of California Labor Code§1021.5 shall be deemed an event of the Contractor's default. The Contractor must require any Subcontractor of any tier performing or providing any portion of the Work to adhere to and comply with the foregoing provisions. Pursuant to the provisions of Labor Code Section 1777.1,the Labor Commissioner publishes and distributes a list of contractors ineligible to perform work as a subcontractor on a public works project. This list of debarred contractors is available from the Department of Industrial Relations website at: http://www.dir.ca.gov/dlse/debar.html. The Contractor must not employ, hire,use or subcontract with any of the listed debarred contractors. EXHIBIT A-SPECIFICATIONS I-3.07 Contract Bonds Bonds of a surety shall not be required as part of this contract. I-3.08 Termination of Contract Section 6-5, entitled"Termination of Contract,"of the Standard Specifications is modified to read: "The City may terminate this contract in whole or in part at any time,for any cause or without cause, upon fifteen(15) calendar days written notice to the Contractor." If the contract is thus terminated by the City for reasons other than the Contractor's failure to perform its obligations, the City shall pay the Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the effective date of termination. Such payment shall be the Contractor's exclusive remedy for termination without cause. I-3.10 Partial Payment Payment shall be due the Contractor within thirty(30)calendar days after receipt of an itemized statement for work performed during the progress payment period. I-3.12 Worker's Compensation Certification California Labor Code§§ 1860 and 3700 provide that every Contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code § 1861, the Contractor, hereby certifies as follows: "I am aware of the provisions of California Labor Code§ 3700 which requires every employer to be insured against liability for worker's compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work of this Contract." EXHIBIT A-SPECIFICATIONS EXHIBIT B SPECIAL PROVISIONS EXHIBIT B CITYWIDE SLURRY SEAL (REAS) PHASE III SPECIAL PROVISIONS I. GENERAL SCOPE OF WORK This project involves delivery of a quick-set type mix of Rubberized Emulsion-Aggregate Slurry (REAS) Seal, Type II, surface treatment. This contract with Petrochem Manufacturing Inc. (PMI) is for the material supply and delivery only. PMI will coordinate with City crews and other City contracted labor, see Coordination Section of these Special Provisions for further details. At no cost to City, PMI will allow City's Contactor to rent the equipment listed in Section VIII, below directly from PMI, should City's contractor wish to rent such equipment. The City's Contractor may rent the equipment from PMI, obtain the equipment from another party, or use its own. City has no preference on whether contractor rents any equipment from PMI. CONTRACT STREETS The following streets are included in this contract for maintenance: Corona Avenue from District to Fruitland Avenue Everett Avenue from Exchange to District Blvd. Loma Vista Avenue from District to Fruitland Avenue Maywood Avenue from Exchange to District Blvd. 48th Street from Loma Vista to Corona Avenue 49th Street from west end to Corona Avenue 50th Street from Loma Vista to Gifford Avenue 501h Street from Boyle to Downey Road SPECIFICATIONS Slurry materials, transportation, mixing, and application shall be per the Standard Specifications for Public Works Construction(SSPWC) 2012 Edition. CONTRACT LENGTH All work in this project shall be completed within three (3) days,two (2) consecutive weekends, as further described in the COORDINATION and CONSTUCTION SCHEDULE sections below subject to extensions for each day of(1) rain, fog and inclement weather. DELAYS AND EXTENSIONS OF TIME The Provisions of Section 6-6 entitled"Delays and Extensions of Time" of the Standard Specifications shall apply except as modified and supplemented below. The second paragraph of subsection 6-6.1 is hereby deleted and the following paragraph shall be inserted in its place: No extension of time will be granted for a delay caused by the inability of the Contractor to obtain materials, equipment and labor, except as authorized by the Engineer. The length of the contact time stipulated includes any time which may be require to obtain materials, equipment, and labor. The Contractor shall be deemed to have ascertained the availability of materials, equipment and labor and considered same in its construction schedule. QUALITY OF WORK The provisions of Section 4-1.1 entitled"Materials and Workmanship" of the Standard Specifications shall apply. In addition, any work deemed unacceptable by the Engineer, whether a cause is determined or not shall be repaired or replaced by the Contractor at his expense. LIQUIDATED DAMAGES In accordance with Section 6-9 of the Standard Specifications, for each consecutive calendar day required to complete the work in excess of the time specified herein for its completion, as adjusted in accordance with Section 6-6 of the Standard Specifications,the Contractor shall pay to the City, or have withheld from monies due it,the sum of$1,500. The parties agree that damages are difficult to estimate, and that this sum is a fair calculation of damages that does not constitute a penalty. COMPLIANCE WITH LAWS,REGULATIONS, AND SAFE PRACTICES The Contractor shall perform all work in a safe, competent manner and in accordance with all federal, state, and local statues,regulations, ordinances,rules, and governmental orders. The Contractor will be solely and completely responsible for the conditions of the job site, including safety of all persons and property during performance of the work. This requirement will apply continuously and not be limited to normal working hours. Inspection of the Contractor's performance by the City, its agents, or employees is not intended to include review of the adequacy of the Contractor's safety measures in or near the job site. CONSTRUCTION ORDER OF WORK Work within certain commercial areas of the various districts shall be scheduled so as to lessen the impact upon businesses and dining establishments. Requirements - General: 1. All construction shall conform to Sections 6-1 and 6-2 of the Standard Specifications and shall proceed in a smooth, efficient, timely and continuous manner. As such, once construction is started in a work area,the Contractor will be required to work continuously in that work area until construction has been completed and the work area is open and accessible to both vehicular and pedestrian traffic in a manner approved by the Engineer before the next stage of work will be allowed to begin. 2. Once construction is started in a work area,the Contractor shall not withdraw manpower or equipment from that work area in order to allow the start of construction in another work area if doing so, in the opinion of the Engineer, delays the completion of the work presently under construction. 3. Unless otherwise stated, the Contractor shall maintain continuous access to all commercial developments and businesses within the project limits, including store and restaurant entrances, and drive approaches, unless the Contractor has obtained the approval of the Engineer to close either such access or drive approach. 4. No stockpiling of material and construction equipment in or on public streets or sidewalks will be permitted on this project. Material and equipment placed in or on public streets sidewalks and in the construction areas shall be used the same day. CHARACTER OF WORKERS If any subcontractor or person employed by the Contractor shall appear to the Engineer to be incompetent, intemperate, troublesome, or acts in a disorderly or otherwise objectionable manner, he shall be immediately discharge from the project on the requisition of the Engineer, and such person shall not be reemployed on the work. If said individual has an ownership interest in the contracting entity,the Engineer will serve written notice upon the Contractor and the Surety providing the faithful performance bond, in accordance with Section 6-4, "Default by Contractor," of the Standard Specifications, demanding complete and satisfactory compliance with the Contract PROTECTION OF THE PUBLIC The Contractor shall take such steps and precautions as his/her operations warrant to protect the public from danger, loss of life, loss of property or interruption of public services. Unforeseen conditions may arise which will require that immediate provisions be made to protect the public from danger or loss, or damage to life and property, due directly or indirectly to prosecution of work under this contract. Whenever, in the opinion for the Engineer, a condition exists which the Contractor has not taken sufficient precaution of public safety, protection of utilities and/or protection of adjacent structures or property, the Engineer will order the Contractor to provide a remedy for the condition. If the Contractor fails to act on the situation within a reasonable time period as determined by the Engineer, or in the event of an emergency situation, the Engineer may provide suitable protection by causing such work to be done and material to be furnished as, in the opinion of the Engineer, may seem reasonable and necessary. The cost and expense of all repairs (including labor and materials) as are deemed necessary, shall be borne by the Contractor. All expenses incurred by the City for emergency repairs will be deducted from the final payment due to the Contractor. COORDINATION PMI shall coordinate the work with the City of Vernon's Public Work's Department and the City's Contractor for a minimum of two weekends. All traffic control and street closures will be done by the City of Vernon's Public Work's Department. Protection of the manholes and valve covers,placement of the slurry (REAS), placement of the temporary striping tabs, clean-up, and all related work will be done by the Contractor. MOBILIZATION The cost of all preparatory work and operations for the multiple movements of personnel, equipment, supplies, and incidentals to the various project sites will be included in the Contract, and no extra compensation will be paid to PMI. PROHIBITED PARKING IN WORK AREA City of Vernon Public Works Department shall provide 72 hours' notice for parking restrictions that will be posted in the work area during construction. All traffic and parking signs are to be provided and posted by the City. CONSTRUCTION SCHEDULE PMI shall deliver the initial shipment of Central Mix no later than September 13, 2014 to the location within the City of Vernon designated by the City. The work on the Project shall proceed on two (2) consecutive weekends until complete, weather permitting. CONSTRUCTION HOURS The proposed rubberized emulsion-aggregate slurry (REAS) seal work shall occur on Saturday and/or Sunday between the hours of 7:00 a.m. to 1:OOpm (laydown). The street(s) shall be open to traffic by 5:00 p.m. CONSTRUCTION ACTIVITIES COORDINATION City of Vernon's Contractor shall notify the City of Vernon Public Works, Water and Development Department, Police Department, Fire Department, Utility Companies of the proposed work and coordinate all work under this contract with all Utilities and Public Agencies. MATERIAL SUBMITTALS No material submittals will be necessary as part of this contract. MATERIAL AND EQUIPMENT STAGING AREAS PMI shall submit the proposed staging areas to the City for review and approval before the construction. PUBLIC CONVENIENCE PMI shall conduct operations to minimize the obstruction of access and inconvenience to the public and the City of Vernon Fire Department. SANITARY FACILITIES PMI shall furnish and maintain sanitary(toilet) facilities by the worksites for the entire construction period. QUALITY ASSURANCE AND ACCEPTANCE The City Testing and Inspection program shall be for the purposes of quality assurance and acceptance and shall include Material Sampling and Laboratory Testing. All tests and inspections will be contracted and paid for by the City. Any test and inspection results that do not meet the Standard Specifications for Public Works Construction will result in rejection of the slurry(REAS). II. PROPOSED RUBBERIZED EMULSION-AGGREGATE SLURRY(REAS) SEAL, TYPE II GENERAL All work shall be in accordance with this specification and as approved by the Engineer. The completed rubberized emulsion-aggregate slurry(REAS) seal shall leave a homogenous mat, adhere firmly to the prepared surface, and have a skid resistant surface texture. All work shall be in accordance with the "Greenbook", Standard Specifications for Public Works Construction, latest edition,unless otherwise described herein. All work shall be done in a workman-like manner, within the prescribed time limits, and as directed by the engineer. As used throughout this specification,the term"Engineer" shall mean the Director of Community Services and Water or his designated representative. LABORATORY EVALUATION AND REPORT Before work commences,the Contractor shall submit a signed original of a mix design covering the specific materials to be used on the project. This design must have been performed by a qualified, independent laboratory. Previous lab reports covering the exact materials to be used may be accepted provided they were made during the calendar year. Once the materials are approved, no substitution will be permitted unless first tested and approved by the laboratory preparing the mix design. EQUIPMENT Prior to the contract,PMI shall allow inspection,by City personnel,of the vehicles designated for the project. Those vehicles that pass inspection will have their I.D. numbers recorded and will be the only vehicles allowed to work on the project. All equipment,tools and machines used in the performance of this work shall be maintained in satisfactory working order at all times. LIMITATIONS Weather: Slurry shall not be applied when the atmospheric temperature is less than 50OF (10°C). The mixture shall not be applied when weather conditions prolong opening to traffic beyond a reasonable time. Once work has started, the Contractor shall diligently perform the work to completion. NOTIFICATION,POSTING AND SCHEDULE CHANGES Notification and Posting: The City shall deliver "Notice to Businesses and Residents"7 days prior to the sealing of the street. The posting of "No Parking Tow Away" signs 48 hours prior to sealing, and their subsequent removal,will be performed by City forces. Schedule Changes Requests for changes in the schedule shall be submitted by PMI to the City for approval at least two weeks prior to the scheduled sealing of the streets affected. Failure to meet the notified schedule requires that PMI shall immediately notify the businesses and residents of the cancellation for the day's work and rescheduling of the affected area.The Contractor shall then resubmit Notice to Businesses and Residents 72 hours prior to sealing of the streets. RESPONSIBILITY The City will be responsible for the advance notification of businesses and residents. The City's Contractor will sweep the streets to be sealed prior to applying the slurry. The City will place barricades, delineators, signs, flashers, and traffic control devices. The City will provide flagmen while Contractor's slurry operations are in progress. The City of Vernon shall not be held responsible for the care or protection of any material or parts of the work prior to the Final Acceptance. City's Contractor shall,at the direction of the Engineer,repair and reseal all areas of the streets which have not been sealed properly or completely at no cost to the City. SLURRY The slurry mixture shall be of the desired consistency upon leaving the central mix plant and no additional materials shall be added. Overloading of the spreader shall be avoided. No lumping,balling or unmixed aggregate shall be permitted. The slurry mixture shall possess sufficient stability so that premature breaking of the slurry seal in the spreader box does not occur. The mixture shall be homogeneous during and following mixing and spreading, it shall be free of excess water or emulsion and free of segregation of the emulsion and aggregate fines from the coarser aggregate. Clean-up: PMI shall not track REAS slurry or fresh oil onto existing improvements such as sidewalks, driveways, curb and gutters,private property, etc. If PMI fails to comply with this requirement,PMI shall furnish the labor and material for such cleaning at no charge to City. QUALITY CONTROL Mix Design: Refer to section 203-5 of the Standard Specifications. Materials: The Engineer may use the recorders and measuring facilities of the slurry seal unit to determine application rates, asphalt emulsion content, mineral filler and additive(s) content for an individual load. It is the responsibility of the Contractor to check stockpile moisture content and to set the machine accordingly to account for aggregate bulking. Non-Compliance: If any two successive tests fail on the stockpile material, the job shall be stopped. It is the responsibility of PMI, at his own expense, to prove to the Engineer that the conditions have been corrected. If any two successive tests of the mix from the same machine fail, the use of the machine shall be suspended. It will be the responsibility of PMI, at his own expense,to prove to Engineer that the problems have been corrected and that machine is working properly. IV. PURCHASE, SALE AND DELIVERY OF CENTRAL MIX(REAS) PMI hereby sells to the City, and the City hereby purchases from PMI, up to a maximum of 17,170 gallons per day of Type II Central Mix for each day PMI performs work on the Project until complete. The City shall be charged the unit prices as shown in the Summary of Estimated Charges (Exhibit"D")plus tax, if applicable. An additional delivery fee shall be charged in connection with the delivery of the Central Mix from PMI's plant located in the City of South Gate, California,to the City of Vernon, California. All deliveries of the Central Mix shall be made in accordance with any and all applicable transportation requirements set forth in the Greenbook. PMI shall make deliveries of up to 17,170 gallons of Central Mix per day to the location within the City of Vernon that is designated by the City as the delivery location. The City will contact PMI at the end of each day PMI performs work for the Project and will notify PMI of the amount of Central Mix to be delivered the following morning. Each and every delivery of Central Mix must be made between the hours of 6:OOAM, PDT to 12:00 PM, PDT. PMI agrees to supply the City with daily delivery weight tickets upon each delivery of Central Mix to the site and upon return to PMI's plant. V. MEASUREMENT AND METHOD OF PAYMENT a. PMI shall invoice the City for the purchase and sale of the Central Mix, after completion of the Project. The invoice shall include a detailed listing and description of all charges and the items to which the charges relate. b. PMI shall be paid the amount specified in the invoice within thirty(30) days of receipt by the City, provided that the descriptions contained in the invoice are reasonably satisfactory to the City, in accordance with the terms of this Contract. C. The amount of Central Mix purchased by the City and invoiced by PMI shall be calculated as follows: the empty truck (with full tank of fuel) shall be weighed at PMI's plant and then weighed again after filling the truck with the Central Mix that is to be delivered to the location designated by the City-this process will measure the weight in pounds of Central Mix to be delivered (hereinafter, "Delivered Central Mix"); after the Delivered Central Mix is delivered to the City, PMI shall return the truck to its plant, fully refuel the truck, and then the truck and any Central Mix remaining in the truck shall be weighed again -this process will measure the amount of the Delivered Central Mix, if any,not used by the City(hereinafter, "Unused Central Mix");the amount reflected as the Unused Central Mix shall then be subtracted from the Delivered Central Mix amount which result will measure the amount of Central Mix used by the City for any given delivery (hereinafter, "Used Central Mix"); the amount of Used Central Mix (measured in pounds) shall then be divided by 13.5 pounds per gallon for Type II which will net the amount of gallons of Central Mix purchased by the City and to be reflected in any invoice. VI. WARRANTIES 1. REPRESENTATIONS PM1 hereby makes the following representations, warranties and acknowledgments, and agrees that such representations, warranties and acknowledgments shall be true as of the Effective Date: a. PMI has the full right, power and authority to enter into this Contract and to sell Central Mix and provide the Equipment to the City, and to take all actions required of PMI by the terms of this Contract. b. All the documents executed by PMI pursuant to this Contract will be duly authorized, executed and delivered by PMI and will be legal, valid and binding obligations of PMI enforceable against PMI in accordance with their respective terms, and will not violate any provisions of any contract to which PMI is a party or to which it is subject. C. PMI has manufactured the Central Mix and has centrally mixed the Central Mix in accordance with Sections 203-5.5 and 203-5.5.3, respectively, of the Greenbook. d. PMI has good and marketable title to the Central Mix, which is to be sold and transferred to the City free and clear of all liens, security contracts, encumbrances, claims, demands, and charges of every kind and nature whatsoever. e. PMI possesses the ability to deliver up to 22,000 gallons of Central Mix daily to the City of Vernon, California, during the term of this Contract. 2. PRODUCT WARRANTIES a. PMI hereby warrants that the Central Mix product(sometimes hereinafter, "Product") will not Fail (as defined hereinafter) for five (5)years from the date of application (hereinafter, "Useful Life"),provided all persons involved in the installation of the Product substantially follow the guidelines, instructions,recommendations and best practices published and/or provided by PMI. The City hereby grants PMI and its representatives, in consultation with the City's inspector, the right to inspect, observe, monitor,provide instructions and recommend corrective actions to the City and any person installing the Product on all applications of the Product, including, without limitation, compliance with the guidelines and best practices for the application of the Product. The granting of this right to PMI and its representatives does not impose any additional duty on PMI or its representatives in addition to those duties outlined in this Contract. b. Should the Product Fail, PMI shall, at its election, and within thirty (30) days after determination of Failure, either repair or pay for the material cost of the Product to repair those areas of the Product covered by this warranty that Fail during its Useful Life, as well as for labor and equipment and other incidental costs to repair(hereinafter, "Labor and Incidental Costs"), including, but not limited to, any affected striping,markings, and reflective pavement markers; provided, however,that such Failure shall occur within one (1) year from the date of Product application. For any Failure that occurs thereafter but during the Useful Life, PMI shall only be responsible for the repair or payment for the repair of the failed areas, including labor,materials, and equipment and any incidental work necessary, which shall also occur within thirty(30) days after determination of Product Failure. For purposes of this Contract, whether the Product has failed must be evaluated using the Slurry Seal Survey Procedures ("SSSP") set forth in Section IV of these Special Provisions, attached hereto and incorporated herein by this reference. The term "Fail," "Fails," "Failure" or "Failed" shall mean that, prior to the expiration of the Useful Life, more than ten percent(10%) of the native asphalt for any street segment(as defined "SSSP") becomes uncovered (i.e., no longer covered by the Product), and such uncovering does not arise out of conditions outside of PMI's control, including, but not limited to, subgrade conditions, improper subbase and/or compaction, cracks, earthquakes, over watering, frequent sprinkler overspray, standing or ponding water, heavy truck or equipment traffic, corrosive or acid materials that may leak or spill on the Product, or a Force Majeure event, as defined below. C. Provided PMI and the City mutually agree, either Steve Marvin, of LaBelle Marvin, or Steve Escobar, of Asphalt Pavement and Recycling Technology, shall make the exclusive determination of whether the Product "Failed" during its Useful Life and, if so, identify the areas and the square footage of Failure that "Failed." If PMI elects not to perform the repair itself, then PMI shall pay one hundred percent (100%) of the Product material cost for the percentage of"Failed" square footage, and for any related Labor and Incidental Costs to the extent there may be any Labor and Incidental Costs during the first year of the Product's Useful Life. If Steve Marvin or Steve Escobar are unavailable to make the determination of whether the Product "Failed," an independent engineer approved by both the City and PMI shall be used. If the parties cannot agree on an independent engineer, then each party shall pay any arbitrator selected by the Los Angeles branch of JAMS to determine which independent engineer shall be selected to make the evaluation. This warranty only applies to the Project that is the subject of this Contract and no other location. If the evaluator concludes the Product Failed, PMI will bear the cost of the evaluation. If the evaluator concludes the Product did not Fail, the City will bear the cost of the evaluation. d. This warranty shall be ineffective unless the City provides PMI written notice of any problems, defects or perceived Failures of the Product within thirty (30) days of the City's discovery of the problem, defect or perceived Failure. PMI shall be given the opportunity to inspect, investigate,test, repair and remediate any alleged problems, defects or failures in connection with the Product prior to any repair by the City, and, repair without notice shall void and waive this warranty. Inspection, investigation, testing, repair and remediation by PMI shall not operate as an admission of liability by PMI. e. Regardless of whether any remedy set forth herein fails of its essential purpose, in no event shall PMI be liable to City for any special, consequential, incidental, exemplary,punitive, indirect or similar damages, including loss of profits, loss of use, or personal injury, in connection with any Failed Product, even if PMI has been advised of the possibility of such damages. f. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY PROVIDED FOR IN THIS CONTRACT, PMI HEREBY DISCLAIMS ALL OTHER EXPRESSED OR IMPLIED WARRANTIES INCLUDING, BUT NOT LIMITED TO, THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. VII. SLURRY SEAL SURVEY PROCEDURES TO DETERMINE THE PERCENTAGE OF FAILED SLURRY SEAL When conducting the survey the following information shall be collected for each street segment: INFORMATION Name,limits of street surveyed Date of survey Time of day surveyed Weather conditions Remarks Percent of slurry seal remaining DEFINITION OF TERMS Street Segment-the asphalt concrete portion of a street measured from the centerline of the adjacent cross street running longitudinally down the street to the centerline of the next adjacent cross street. Cul-de-sac or dead end street segments shall begin at a line running transversely to the center line of the dead end street from the outer edge of the Portland Cement Concrete (PCC) gutter on one side of the street to the outer edge of the PCC gutter on the opposite side of the street and running longitudinally down the street until the end of the asphalt concrete portion of the street. In the case of no PCC gutters,the segment shall begin at a line running transversely to the centerline of the dead end street from the face of the curb on one side to the face of the curb on the opposite side of the street. TEST METHODS The assessment of the area of slurry seal remaining in a specified street segment shall be made initially through a visual windshield inspection by driving a vehicle up one side of the street and down the other side. The segment shall be then visually inspected on foot up one side of the street and down the other side. The total length and width of each street segment shall be determined using a rolo tape. All changes in segment width, utility cuts, street improvements, and repairs shall be measured with a rolo tape and the area subtracted from the total area of the segment. The measurement of areas within the segment that appear to not have slurry seal remaining or a complex pattern of areas with and without slurry seal remaining shall be made with a rolo tape using two methodologies. Method A for areas with simple patterns and Method B for complex patterns and shapes. TOOLS Notebook and pencil Rolo Tape Measuring Wheel (RTMW)for lineal feet 1'X1'Cardboard Square Can of white marking paint Pocket knife 12-inch Ruler Black felt tip pen Method A Areas in all street segments that appear to not have slurry seal remaining in simple relatively easily defined shapes shall have the length and width of the shape measured with a rolo tape and the square footage subtracted from the total street segment square footage. Method B Areas in all street segments that appear to not have slurry seal remaining in complex patterns and relatively difficult to define shapes shall have the length and width of the shape measured with a rolo tape. Within the defined shape a representative one foot square box shall be created using a piece of cardboard, one (1) foot by one (1) foot, placed directly on the street and the outline of the box transferred to the surface of the street using a can of white marking paint. Within the box all areas without slurry seal remaining shall be measured with a 12-inch ruler. These measurements shall be added together and a percentage of slurry seal not remaining in the box shall be calculated and that percentage applied to the square footage of the entire shape. The shapes total square footage of slurry seal not remaining on the street shall be subtracted from the total street segment square footage. The majority of complex patterns of areas with and without slurry seal shall include the tops of all aggregates in the asphalt concrete without slurry seal and the areas between the larger aggregate having slurry seal. To determine the percentage of area within the box that did not have slurry seal, every aggregate top without slurry seal within the square shall be measured, marking each counted aggregate top with a black felt tip marking pen, summing the total square inch area without slurry seal and dividing that figure by 144 square inches to determine the total percentage of area without slurry seal within one (1) square foot. The total percentage of area without slurry seal within one (1) square foot shall be multiplied by the total area of complex shapes and divided by 100 to determine the number of square feet without slurry seal within the shape. The total square feet without slurry seal for all shapes shall be deducted from the total square feet of each street segment to determine the percentage of slurry seal remaining within each street segment. VIII. SLURRY SEAL EQUIPMENT CHARGES At no cost to City, PMI will allow City's Contactor to rent the equipment listed below directly from PMI, should City's contractor wish to rent such equipment: Estimated Estimated EXACT Number quantity Needed UNIT SALES TOTAL Needed to Complete 3 COST PER EST. TAX COST NO. DESCRIPTION Per Day days of Work DAY COST 8.75% ESTIMATE 1 Applicator 2 6 $2,520.00 $15,120.00 $0.00 $15,120.00 Trucks/ Day Service Truck 2 w/Pumper/ 1 3 $475.00 $1,425.00 $0.00 $1,425.00 Day 3 Slurry Pump/ 1 3 $500.00 $1,500.00 $0.00 $1,500.00 Day 4 payry Box/ 1 3 $250.00 $750.00 $0.00 $750.00 5 Transport 6 18 $150.00 $2,700.00 $0.00 $2,700.00 Trailers/ Day TOTAL ESTIMATED COST $24,495 EXHIBIT C CITY OF LOS ANGLES LETTER CITY OF Los ANT ELES CALIFORNIA DEPARTMENT OF GEN5RAL SERVICES p <I` 'PONY M. ROYSTER GENERAL MANAGER AND CITY PURCHASING AGENT OFFICE OF THe CITY PURCHASING AGENT E rt, ROOM I 1 O.CITY HALL SOUTH 111 FAST FIRST$TRIVET ERIC GARGF:'"rI LOS ANGF_LES.GA 90012 MAYOR December 17, 2013 Petrochem Manufacturing, Inc. 6168 Innovation Way 1 Carlsbad, Ca 92009 SUBJECT: CITY OF LOS ANGELES SUPPLY CONTRACT 59081 --AMENDMENT 06 SLURRY, PREMIX R.E.A.S The City of Los Angeles hereby exercises Contract Renewal Option Number 4, in accordance with the Contract terms. The Contract will now expire on 12/31/2014 Supplier requests for price adjustments must include a cover letter and price list(s) from the manufacturer, wholesaler or distributor, and show new price and percentage adjustment for each contract line item or product group. No increases will be granted without prior approval of the City Purchasing Agent. Any increases granted are effective on the date of the City Purchasing Agent's approval. All ether contract terms and conditions remain unchanged and in force. Questions regarding this contract modification should be addressed to Martha Medina, Procurement Analyst, at 213-928-9556 or via e-mail Martha,Medina@lacity.org. Tony M. Royster Approved as to Form General Manager and* Michael N. Feuer City Purchasing Agent City Attorney 5uppl Services Manager 'Deputy nn Aode City Attorney Attachment: Contract 59081 sl' a AN EQUAL EMPLOYMENT OPPORTUNITY—AFFIRMATIVE ACTION EMPLOYER g�tiQ City of Los Angeles, California Contract City of Los Angeles Purchasing Agent Contract ID Page 111 E 1ST STREET 59081 1 ROOM 110 Contract Dates Rate Date LOS ANGELES CA 90012 01/01/2010 to 12/31/2013 PO Date Description: Contract Maximum Vendor ID: 0000034616 SLURRY PREMIX R.E.A.S. 70 000 000.00 PETROCHEM MANUFACTURING INC Allow Multicurrency PO 5205 AVENIDA ENCINAS#K CARLSBAD CA 92008 City of Los Angeles'vendors are required to have on file an approved Affirmative Action Plan and Certification. Contact Buyer at the City Purchasing Office at(213-485-3677)for information on this requirement. In order to receive payments from the City of Los Angeles,vendors must have a valid Business Tax Registration Certificate(BTRC)number.Contact the City Clerk's Tax and Permits Division(213-485-3916)for information on this requirement. All shipments,shipping papers,invoices and correspondence must be identified with the City of Los Angeles'Contract Purchase Order Number. Overshipments will not be accepted unless authorized by requestor prior to shipment. Terms and conditions of parent contract are binding on its Contract Purchase Orders. Procurement Analyst:Martha Medina Phone Number:2131928-9556 E-mail address:Martha.Medina@lacity.org Fax Number:213/928-9511 Renewal Options:4 Option Date 1 =12/01/10 Option Date 2=12/2012011 Options Granted:2 Option Date 3=-/-/-- Option Date 4=Notice of of award of contract No.59081 RFQ No.: EV1926 Previous Contract:58341 Payment Terms: 1.875% Net 30 Days Delivery: 1 Day A R 0 You are hereby notified of the award of this contract with the City of Los Angeles in accordance with RFQ Number EV1926, to furnish the City's annual requirements for the items and/or services identified in this document. The entire RFQ (including Attachment A and specifications)or any items thereof,addendums,and general conditions comprise the contract. The Quotation document signed by the appropriate contractor and by duly authorized City officials is on file in the Purchasing Agent's office. The contract is awarded for the following: ****SLURRY,PREMIX,R.E.A.S.**** NOTE: SALES TAX WILL BE ADDED AT TIME OF ORDER. The following listed item(s)cover the only product(s)or service(s)approved for purchase under this contract. Products or services requested by the City and not listed in the contract require a separate City Purchase Order in SUPPLIER CONTACT: Contact Person: FRANK HOFFMAN Title: GENERAL MANAGER Telephone No.: 760/603-0961 Fax No,: 7601603-0962 E-Mail Address:Frank@pmitechnology.com 24 Hour Contact No.: 760-271-0197 For Purchasing Agent,City of Los Angeles,California City of Los Angeles, California Contract City of Los Angeles Purchasing Agent Contract ID Page 111E 1ST STREET 59081 2 ROOM 110 Contract Dates Rate Date LOS ANGELES CA 90012 01/01/2010 to 12/31/2013 PO Date Description: Contract Maximum Vendor ID: 0000034616 SLURRY PREMIX R.E.A.S. 70 000 000.00 PETROCHEM MANUFACTURING INC Allow Multicurrency PO 5205 AVENIDA ENCINAS#K CARLSBAD CA 92008 Item Minimum Order Item Contract Maximum Line#Item ID item Desc City Amt CityAmt 1 1 0.00 0 0.00 Premix,Rubberized Emulsion Aggregated Slurry,Type I Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 2.60000 GLL Amendment 01 Renewal option 1 new doe 12/31/2011 new lines 11 &12 added Amendment 02 Renewal option 2new doe 12/31/2012 new line 13 mileage added Amendment 03Renewal option 3 new doe 12/31/2013 new line for new formulated slurry 2 1 0.00 0 0.00 Premix,Rubberized Emulsion Aggregated Slurry,Type II Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 2,15000 GLL 3 1 0.00 0 0.00 Premix,Rubberized Emulsion Aggregated Slurry,Type III Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 2.15000 GLL 4 1 0.00 0 0.00 Conventional Slurry Aggregate:REAS,Field mixed Types II and III Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 3.95000 GLL 5 1 0.00 0 0.00 Service,Labor Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 95.00000 HUR Service,Labor: 3 person crew at$285/hour Per Amendment 02 changes: Service,Labor: Changed$95 per person/hour City of Los Angeles, California Contract City of Los Angeles Purchasing Agent Contract ID Page 11 f E 1ST STREET 59081 3 ROOM 110 Contract Dates Rate Date LOS ANGELES CA 90012 01/01/2010 to 12/31/2013 PO Date Description: Contract Maximum Vendor ID: 0000034616 SLURRY PREMIX R.E.A.S. 70 000 000.00 PETROCHEM MANUFACTURING INC Allow Multicurrency PO 5205 AVENIDA ENCINAS#K CARLSBAD CA 92008 Item Minimum Order Item Contract Maximum Line#Item ID Item Desc QtY Amt City Amt 6 1 0.00 0 0.00 Rental,Service/Haul Truck,Per Day Basis Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 475.00000 DAY 7 1 0.00 1 0.00 Equipment Rental and Material Delivery of Field mixed Type II and III Price Agreement: Price Date: P.O Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 2,000.00000 HUR Type II and III Slurry Seal Application(REAS): 2 Hour Minimum application charge. To Include: 3 Application trucks,1 Loader,1 Tanker and 2 Drivers 2 Hrs mnimum charge for show up only,(no material charge applied). 4 Hrs minimum application charge,outside City limits(Los Angeles) 8 1 0.00 1 0.00 Rental,Application Trucks,Four(4)Hours Minimum Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 252.00000 HUR 9 1 0.00 1 0.00 Job Tankers,for delivery of Premix,R.E.A.S in trailer mounted 4,000 gallon tank to any location within the City of Los Angeles. Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 150.00000 EA Job Tankers: Delivery of Premix,REAS in trailer mounted 4,000 gallon tanks to any location within the City of Los Angeles 10 1 0.00 0 0.00 Asphalt,Custom Mix,City of Los Angeles Custom Mix,Heavy Traffic Binder. City of Los Angeles, California Contract City of Los An eles Purchasing Agent Contract ID Page 11 i E 1ST STREET 59081 4 ROOM 110 Contract Dates Rate Date LOS ANGELES CA 90012 01/01/2010 to 12/31/2013 PO Date Description: Contract Maximum Vendor ID: 0000034616 SLURRY PREMIX R.E.A.S. 70 000 000.00 PETROCHEM MANUFACTURING INC Allow Multicurrency PO 5205 AVENIDA ENCINAS#K CARLSBAD CA 92008 Item Minimum Order Item Contract Maximum Line#Item ID Item Desc Q Amt Q Amt Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Quantity To Date Contract Base Price $ 100.00000 STN Custom Asphalt Design: New Asphalt Design Process to design and modify asphalt based on specifications provided by the City of Los Angeles. Price Quote based on new asphalt design mix for City of Los Angeles. New design mix specification provided by the Bureau of Standards,Attachment B of EV 1926(see attached pages 8-10 of specifications). 11 1 0.00 0 0.00 Delivery,Trucking to Asphalt Plant!of Asphalt,Custom Mix,City of Los Angeles Custom Mix,Heavy Traffic Binder. Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Current Order Quantity Contract Base Price $ 9.90000 STN 12 1 0.00 0 0.00 Delivery,Trucking to Asphalt Plant II of Asphalt,Custom Mix,City of Los Angeles Custom Mix,Heavy Traffic Binder Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Current Order Quantity Contract Base Price $ 12.10000 STN 13 0 0.00 0 0.00 Job Tankers,for Delivery of Premix,REAS not within the City of L.A.,(price to include delivery fee(line 9)and mileage from PMI's shipping Plant). Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Current Order Quantity Contract Base Price $ 3.00000 SMI For any location outside the City of L.A.,delivery change(line 9)+$3.00/mile from PMI Shipping Plant 14 1 0.00 1000 0.00 Asphalt,Custom Modified Asphalt Binder for the City of Los Angeles Pilot Program, Heavy Traffic Binder City of Los Angeles, California Contract City of Los Angeles Purchasing Agent Contract ID Page 111E 1 ST STREET 59081 5 ROOM 110 Contract Dates Rate Date LOS ANGELES CA 90012 01/01/2010 to 12/31/2013 PO Date Description: Contract Maximum Vendor ID: 0000034616 SLURRY PREMIX R.E.A.S. 70 000 000.00 PETROCHEM MANUFACTURING INC Allow Multicurrency PO 5205 AVENIDA ENCINAS#K CARLSBAD CA 92008 Item Minimum Order Item Contract Maximum Line#Item ID Item Desc oty Amt Qty Amt Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Current Order Quantity Contract Base Price $ 1,000.00000 STN Modified Asphalt Binder All inclusive price:(raw materials,processing fee,delivery&Markup) 15 0 0.00 0 0.00 Premix,Fine REAS Slurry Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Current Order Quantity Contract Base Price $ 3.00000 GLL 16 0 0.00 0 0.00 Pump Rental,Specialized Slurry Pump, pump capable of 250 gallons centralized mix slurry per minute Price Agreement: Price Date: PO Date Price Quantity: Line Quantity Quantity Type: Current Order Quantity Contract Base Price $ 500.00000 DAY Sum All Adjustments 0.00 City of Los Angeles, California Contract City of Los Angeles Purchasing Agent Contract ID Page 111 E 1ST STREET 59081 6 ROOM 110 Contract Dates Rate Date LOS ANGELES CA 90012 01/01/2010 to 12/31/2013 PO Date Description: Contract Maximum Vendor ID: 0000034616 SLURRY PREMIX R.E.A.S. 70 000 000.00 PETROCHEM MANUFACTURING INC Allow Multicurrency PO 5205 AVENIDA ENCINAS#K CARLSBAD CA 92008 Item Minimum Order Item Contract Maximum Line#Item ID Item Desc Qty Amt City Amt RENEWAL OPTION: The City reserves the right to renew this contract for four(4)additional one(1)year periods. All renewals shall be on an annual basis and under the same terms and conditions of the original contract. ANNUAL PRICE ADJUSTMENT FOR LONG TERM FIXED PRICE CONTRACTS: Unit Prices for each line item shall be fixed for one year from the contract start date. On contract anniversaries and renewals,unit prices may be adjusted for the next year in accordance with manufacturer's published price adjustments. Any price adjustments shall be mutually agreed upon by the City Purchasing Agent and the supplier. Price increases will not exceed a reasonable amount,supported by written documentation as indicated in the paragraph below and as determined by the City Purchasing Agent,for any price adjustment. Price reductions may be issued at any time. The City reserves the right to terminate contract without further obligation by either party in event price increases are not acceptable. Escalating factors will not be automatically granted. Requests for price increases shall be in writing and accompanied by each manufacturer(s)price list(s)with appropriate supporting documents acceptable to the City, Such documents shall include,but not be limited to manufacturer/distributorldealer invoices,insurance bills, utility bills,freight bills,payroll records,etc. The request shall state the percentage increase and the revised price for each affected contract item. No increases will be granted without prior approval of the City Purchasing Agent. RECYCLED CONTENT PRODUCTS: As an essential part of the City of Los Angeles'comprehensive program for solid waste management,it is in the public interest to purchase recycled products with the highest recycled material content feasible in the City's procurement of goods and equipment.(City of Los Angeles Administrative Code Division 10,Chapter 1,Article 6,Section 10,32) City employees are required to purchase recycled content products from this contract whenever feasible,consistent with the City's Recycled Products Purchasing Program. Contractor is required to identify recycled products that may be suitable for inclusion under this contract to the City of Los Angeles,if such products become available during the contract term. OTHER GOVERNMENT AGENCY PURCHASES: Other government agencies may make purchases using the prices,terms and conditions of this contract. QUARTERLY REPORTS: The supplier shall provide the City Purchasing Agent with quarterly reports,to include the following: 1)Expenditure Report that indicates Manufacturer name,description,product/part number,quantity,unit price and extended price of all items sold to the City(contract inception to report date). 2)Recycled Material/Product Report that indicates the quantity and description of products sold to the City that have recycled material content. This information may be included in the Expenditure Report. 3)MBE/WBE/OBE Report that indicates the quantity and description of products sold to the City that were manufactured by or obtained from Minority,Women,or Other Business Enterprise sub-suppliers. This information may be included in the Expenditure Report. Reports shall be created in a MS/Excel spreadsheet format as provided by the Purchasing Agent,and delivered by the 10th of the month following contract quarter end to City of Los Angeles Purchasing Agent,111 E.First St.,Attn:Procurement Analyst,Room 110,City Hall South,Los Angeles,California,90012-4111. The supplier shall reference the City's contract number on all reports. SUPPLIER PERFORMANCE REVIEWS: The supplier agrees to attend periodic performance reviews,facilitated by the City's Contract Manager. Reviews will be held a minimum of once per calendar quarter and will focus on the supplier's and the City's meeting product and service quality levels stated in the contract,adherence to the contract terms and conditions,and will provide a forum to City of Los Angeles, California Contract City of Los Angeles Purchasing Agent Contract ID Page 11 t E 1ST STREET 59081 7 ROOM 110 Contract Dates Rate Date LOS ANGELES CA 90012 01/01/2010 to 12/31/2013 PO Date Description: Contract Maximum Vendor ID: 0000034616 SLURRY PREMIX R.E,A.S. 70 000 000.00 PETROCHEM MANUFACTURING INC Allow Multicurrency PO 5205 AVENIDA ENCINAS#K CARLSBAD CA 92008 Item Minimum Order Item Contract Maximum Line#Item ID Item Desc Qty Amt Qty Amt informally discuss opportunities for improving products,services,contract terms and conditions,and other related issues in an effort to create economies and cost reductions for the supplier and the City. LIQUIDATED DAMAGES FOR LATE DELIVERY: Delivery delays beyond the Contract/Purchase Order delivery date will result in added expense to the City. The City of Los Angeles shall be paid damages for such delay. Inasmuch as the amount of damage is extremely difficult to ascertain, the supplier agrees to compensate the City in the amount of$100.00 per calendar day beyond the delivery date specified. This amount shall be fixed as liquidated damages that the City will suffer by reason of such delay,and not as a penalty. The City shall have the right to deduct and retain the amount of such liquidated damages from any monies due the supplier. The supplier shall be entitled to a reasonable extension of time for unavoidable delay in delivery due to causes not reasonably foreseeable by the parties at the time of the Contract/Purchase Order execution,and that are entirely beyond the control and without the fault or negligence of the supplier,including,but not limited to,acts of God or the public enemy,war or other national emergency making delivery temporarily impossible or illegal acts or omissions of other suppliers,strikes and labor disputes not brought on by any act or omission of the supplier,fire,flood, epidemics,quarantines,or freight embargoes. INSURANCE: The supplier's General Liability and Worker's.Compensation Insurance Certificates are on file in the Purchasing Agent's office. REPRESENTATIVE SAMPLE TESTING: Representative samples may be taken from each delivery and tested for compliance with specifications. Teeting costs will be paid by the City for samples that comply. If samples do not comply with requirements,the expense of testing will be charged to the supplier,and delivery will be rejected. The supplier will be required to pick up the rejected material and to make a new delivery within 5 days of notification by the City. Notification will be made by the most effective means to the supplier's designated representative. EXHIBIT D SUMMARY OF ESTIMATED CHARGES NO. DESCRIPTION QUANTITIES UNIT UNIT COST$ SALES ITEM TYPE COST$ TAX ESTIMATE$ 8.75% Purchase of Central 1 MixBase-.Slurry 53,100 GAL $2.15 $114,165.00 $9,989.44 $124,154.44 Seal Type II 2 Delivery Charges 53,100 GAL $0.01 $531.00 $46.46 $577.46 Total Estimated Charges(including sales taxes, $124,73190 , shipping, delivery and all other costs to City of Vernon) AF { EXHIBIT E LIVING WAGE PROVISIONS Minimum Living Wages: A requirement that Employers pay qualifying employees a wage of no less than$10.30 per hour with health benefits, or$11.55 per hour without health benefits. Paid and Unpaid Days Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. EXHIBIT F EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. RECEIVES RE I ED AU G 2 0 2014 AU G 13 2014 CITY CLERK'S OFFICE CITY CLERK'S OFFICE STAFF REPORT CITY ADMINISTRATION DATE: August 19,2014 TO: Honorable Mayor and City Council FROM: Mark C.Whitworth,City Administrator RE: An Ordinance of the City Council of the City of Vernon amending Section 2.174(a)(3) of the Vernon Municipal Code to Modify the Qualifications of one of the Appointment Categories for the Vernon Business and Industry Commission Recommendations It is recommended that the City Council: 1) Find that approval, and subsequent adoption, of the proposed ordinance is exempt under the California Environmental Quality Act (CEQA) in accordance with Section 15061(b)(3), the general rule that CEQA only applies to projects that may have an effect on the environment. 2) Hold the first reading of, and subsequently adopt, the attached ordinance to modify the qualifications of the "Labor" appointment category for the Vernon Business and Industry Commission. Background On July 15, 2014, the City Council adopted Ordinance No. 1223 to establish the Vernon Business and Industry Commission ("VBIC") and specify the membership and duties of said commission. The VBIC replaces the Ad Hoc Advisory Committees on Electric Rates and Business Development on a more formal and permanent basis. The Ordinance requires the 7-member Commission to be composed as follows: Business: Three (3) individuals, each of whom represents the owner or operator of a business located in Vernon. Real Estate: Two (2) individuals, each of whom has knowledge of the Vernon real estate market. Labor: One (1) individual who is employed by a business located in Vernon and who is a member of a labor union that represents workers at that same business. City Council: One (1) current member of the Vernon City Council. Subsequent to Council's adoption of Ordinance No. 1223, City staff disseminated the attached notice and interest form to seek qualified candidates. As of the submission deadline of August 11, 2014, City staff had received eight applications for the Business seats and seven applications for the Real Estate seats. All applicants appear to meet the qualifications of the respective categories for which they have applied. As of August 11, 2014, City staff had not received any applications for the Labor seat. However, staff had received interest from two persons who met a portion of the qualifications for said seat. In an effort to generate applications for the Labor seat, staff recommends the qualifications for said seat(Vernon Municipal Code Section 2.174(a)(3))be amended to read as follows: "One (1) individual who is employed by a business located in Vernon or who is a member of a labor union that represents workers at a business located in Vernon." Fiscal Impact There is no cost to implement the proposed ordinance. Attachments r 4305 Santa Fe Avenue,Vernon,California 90058 Telephone (323)583-8811 July 21,2014 TO: Representatives of the Vernon Business,Real Estate, and Labor Communities SUBJECT: Seeking Interested Business Owners/Operators,Real Estate Professionals,and Labor Representatives to Serve on the Vernon Business and Industry Commission Background. The Vernon Business and Industry Commission("VBIC" or "Commission") has been established to assist City officials and staff in developing ways to make the City of Vernon more attractive to businesses, employees, and investors, while appropriately considering the needs and concerns of the residential communities within and in close proximity to Vernon. The Commission is also intended to provide a special forum to address public concerns related to the City's business and industrial development related costs,procedures, and activities. The Commission replaces the Ad Hoc Advisory Committees on Electric Rates and Business Development and is the fulfillment of an important element of the City's good governance reforms. The seven-member Commission must include: Business: Three(3)individuals,each of whom represents the owner or operator of a business located in Vernon. Real Estate: Two(2)individuals,each of whom has knowledge of the Vernon real estate market. Labor: One(1) individual who is employed by a business located in Vernon and who is a member of alabor union that represents workers at that same business. City Council: One(1)current member of the Vernon City Council. Commission member terms shall be for a period of four years (July 1 to June 30). No member shall serve more than two (2) full consecutive terms. The City Council is expected to make appointments to the Commission in August 2014. The inaugural Commission meeting is expected to occur in September or October 2014. The Commission expects to hold approximately four meetings per year. Invitation to Apply. The City seeks to fill the Commission seats represented by Vernon business owners/operators, real estate professionals, and labor representatives and encourages all qualified individuals to apply. Those with an interest in good government and experience in public service and business and economic development are especially needed to devote time to this important public body. The Commission is subject to state open meeting laws and regulations related to good government such as the Ralph M. Brown Act and the Political Reform Act. Appointees will be required to submit Statements of Economic Interests (Form 700s) annually. For more information on the Vernon Business and Industry Commission and related responsibilities, please refer to Ordinance No. 1223 available on the City's website (cityofvernon.org). To be considered for appointment to the Commission,please complete and submit the attached form by August 11,2014. EXclusively Industrial 0)f, 0 ir�"/, 4305 Santa Fe Avenue,Vernon,California 90058 Telephone(323)583-8811 VERNON BUSINESS AND INDUSTRY COMMISSION Prospective Commission Member Interest Form July 21, 2014 Appointing Category (please circle one): Business Real Estate Labor Name: Business Name: Title: Vernon Address: Email Phone: Qualifications and Reasons for Interest in Serving on the Commission (attach additional sheet if necessary): NOTE: By signing below, you affirm that you meet the requirements of the appointing category you have indicated. Signature: NOTE: Please submit completed form by Monday, August 11, 2014, at 6:30 a.m. Mail form to: City Administrator's Office, 4306 Santa Fe Avenue,Vernon, CA 90068 Attn: Kristen Enomoto. Email form to: kenomoto@ci.vernon.ca.us. City of Vernon,4305 Santa Fe Avenue,Vernon, California 90058-Telephone(323)583-8811 ORDINANCE NO . 1225 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF VERNON AMENDING SECTION 2 . 174 (A) (3) OF THE VERNON MUNICIPAL CODE TO MODIFY THE QUALIFICATIONS OF ONE OF THE APPOINTMENT CATEGORIES FOR THE VERNON BUSINESS AND INDUSTRY COMMISSION WHEREAS, the City of Vernon (the "City") is a municipal corporation and a chartered city of the State of California organized and existing under its Charter and the Constitution of the State of California; and WHEREAS, on July 15, 2014, the City Council of the City of Vernon adopted Ordinance No. 1223 adding Article XXI to Chapter 2 of the Vernon Municipal Code to establish the Vernon Business and Industry Commission (the "Commission") and to specify the membership and duties of said Commission; and WHEREAS, the City Council of the City of Vernon desires to amend Section 2 . 174 (a) (3) of the Vernon Municipal Code. THE CITY COUNCIL OF THE CITY OF VERNON HEREBY ORDAINS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that all the foregoing recitals are true and correct. Section 2 : Section 2 . 174 (a) (3) of the Vernon Municipal Code is hereby amended to read as follows : (3) One (1) individual who is employed by a business located in Vernon or who is a member of a labor union that represents workers at a business located in Vernon. SECTION 3 : Repeal. Any ordinance or parts of ordinances in conflict with this Ordinance are hereby repealed. SECTION 4 : Severability. If any chapter, article, section, subsection, subdivision, paragraph, sentence, clause, phrase, or word in this Ordinance or any part thereof is for any reason held to be unconstitutional or invalid or ineffective by any court of competent jurisdiction, such decision shall not affect the validity or effectiveness of the remaining portions of this Ordinance or any part thereof. The City Council hereby declares that it would have adopted this Ordinance and each chapter, article, section, subsection, subdivision, paragraph, sentence, clause or phrase thereof, irrespective of the fact that any one or more chapters, articles, sections, subsections, subdivisions, paragraphs, sentences, clauses, phrases or words be declared unconstitutional, or invalid, or ineffective . SECTION 5 : Book of Ordinances . The City Clerk, or Deputy City Clerk, shall attest and certify to the adoption of this Ordinance and shall cause this Ordinance and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the Book of Ordinances of the Council of this City. The City Clerk, or Deputy City Clerk, shall cause this ordinance to be published or posted as required by law. 2 - SECTION 6: Effective Date. This Ordinance shall go into effect and be in full force and effect at 12 : 01 a.m. on the thirty- first (31st) day after its passage. APPROVED AND ADOPTED this 2nd day of September, 2014 . Name: Title: Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVED AS TO FORM: A, -4 2 Scott E. Porter, Deputy City Attorney - 3 - STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, , City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Ordinance, being Ordinance No. 1225 was duly and regularly introduced at a regular meeting of the City Council of the City of Vernon, held in the City of Vernon on Tuesday, August 19, 2014, and thereafter adopted at a meeting of said City Council held on Tuesday, September 2, 2014, by the following vote: AYES : Councilmembers : NOES: Councilmembers : ABSENT: Councilmembers : And thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of September, 2014, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) - 4 -