Atwater City Council
March 27, 2023

NASPO ValuePoint

INTENT TO PARTICPATE
Cooperative Contract(s) for
Data Communications Products & Services (2019-2024)
I. PURPOSE
The purpose of this Agreement is to provide interested NASPO states with the opportunity to participate in multi-state cooperative contract(s) for the Data Communications Products & Services.

II. SCOPE OF THE CONTRACT(S)
The State of Utah is authorized by agreement of the participants to act as the procurement officer in developing multi-state cooperative contract(s) for Data Communications Products & Services.

The resulting contracts will be permissive contracts.

Administrative Fee
There will be a 0.25% NASPO ValuePoint administrative fee associated with these contracts. It is anticipated that the individual states will be able to add an administrative fee when the state executes its Participating Addendum.

III. TERM OF THE CONTRACT
The initial term of the contract will be established for five (5) years from the date of award with options to extend the contract for (2) two additional years.

IV. SOLICITATION AND CONTRACT DEVELOPMENT/ADDITIONAL INFORMATION The solicitation and contract development shall be accomplished in compliance with the NASPO ValuePoint Process Guide and the NASPO Memorandum of Agreement for the NASPO cooperative purchasing program, incorporated herein by reference.

Solicitation Publication Period
Bidders/Offerors will be given at least 40 days after publication to submit proposals.

Solicitation Type and Evaluation Criteria
This RFP will be issued and evaluated in concert with the procurement laws and rules of the State of Utah by a sourcing team comprised of members from several states.

Award(s)
The solicitation will permit multiple awards.

Attachment I - Page 2 of 79

Additional Requested Information
State Specific Terms and Conditions: If the participating state wishes to include any State specific terms and conditions with the release of this RFP, please attach those with this Intent to Participate.

Annual Estimated Volume: If your State has an existing contract for this commodity or service, please indicate your annual volume of spend (including any potential political subdivision usage if available).

Annual State Spend Not Available
Annual Political Subdivision Spend Not Available
Total Spend Approximately $62 million
State of California
Angela Shell
Director Name
(916) 375-4417 [email protected]
Director Phone Director Email
Director has approved ITP to be submitted? Yes ☒ No ☐
(Click appropriate box)
State Specific T&Cs to be included in RFP? Yes ☒ No ☐
(Click appropriate box)
Julie Matthews, Contract Administrator
State Point of Contact Name and Title
(916) 375-4612 [email protected]
Phone Email
Please email completed “Intent to Participate” document by Tuesday, July 10, 2018 to:

Shannon Berry
Cooperative Development Coordinator
NASPO ValuePoint
[email protected]
Attachment I - Page 3 of 79

Terms and conditions listed below will be incorporated and made a part of California Participating Addenda. The State of California reserves the right to add additional terms and conditions to individual Participating Addenda.

A. Terms

1. Information Technology (IT) General Provisions – GSPD401IT, effective 09/05/14.

Document can be viewed at:
http://www.documents.dgs.ca.gov/pd/poliproc/GSPD401IT14_0905.pdf.

2. Cloud Computing Special Provisions for Software as a Service (SaaS), effective 03/15/18.

Document can be viewed at:
http://www.documents.dgs.ca.gov/pd/poliproc/CLOUDCOMPUTINGSERVICESSPECIALPROVISIONS_1 8_0301.docx
B. Administrative Fee
Contractor shall submit a check, payable to the State of California, remitted to the Cooperative Agreement Unit for the calculated amount equal to one percent (0.01) of the sales for the quarterly period.

Contractor must include the Participating Addendum Number on the check. Those checks submitted to the State without the Participating Addendum Number will be returned to Contractor for additional identifying information.

Administrative fee checks shall be submitted to:

State of California
Department of General Services, Procurement Division
Attention: Cooperative Agreement Payment Processing
707 3rd Street, 2nd Floor, MS 2-202
West Sacramento, CA 95605
The administrative fee shall not be included as an adjustment to Contractor’s NASPO ValuePoint Master Agreement pricing.

The administrative fee shall not be invoiced or charged to the ordering agency.

Payment of the administrative fee is due irrespective of payment status on orders or service contracts from a purchasing entity.

Administrative fee checks are due for each quarter as follows:

Reporting Period Due Date
JAN 1 to MAR 31 APR 30
APR 1 to JUN 30 JUL 31
JUL 1 to SEP 30 OCT 31
OCT 1 to DEC 31 JAN 31
Failure to meet administrative fee requirements and submit fees on a timely basis shall constitute grounds for suspension of the Participating Addendum.

Attachment I - Page 4 of 79

PARTICIPATING ADDENDUM
(hereinafter “Addendum”)
For
NASPO VALUEPOINT Add description of goods & servcies
MASTER AGREEMENT NO. Add contract no.
(hereinafter “Master Agreement”)
Between
Insert Contractor Name
(hereinafter “Contractor”)
and
State of Hawaii
(hereinafter “Participating State”)
State of Hawaii, State Procurement Office (SPO) Price List Contact No. add PL No.

This Addendum will add the State of Hawaii as a Participating State to purchase from the NASPO ValuePoint Master Agreement Number insert contract number with insert contractor name.

1. Scope:

This addendum covers NASPO ValuePoint describe services lead by insert lead State for use by state agencies and other entities located in the Participating State authorized by the state’s statutes to utilize state contracts.

2. Participation:

All jurisdictions located within the State of Hawaii, which have obtained prior written approval by its Chief Procurement Officer, will be allowed to purchase from the Master Agreement. Private nonprofit health or human services organizations with current purchase of service contracts governed by Hawaii Revised Statutes (HRS) chapter 103F are eligible to participate in the SPO price/vendor list contracts upon mutual agreement between the Contractor and the non-profit. (Each such participating jurisdiction and participating nonprofit is hereinafter referred to as a “Participating Entity”). Issues of interpretation and eligibility for participation are solely within the authority of the Administrator, State Procurement Office.

3. Changes: Replace with specific changes or statements that no changes are required A. Usage Reports. Contractor shall submit a quarterly gross sales report (including zero dollar sales) in EXCEL to the contact person listed in the Participating Addendum, Paragraph 6 (or as amended) in accordance with the following schedule (or as requested):

Quarter Ending Report Due
March 31 April 30
June 30 July 31
September 30 October 31
December 31 January 31
Attachment I - Page 5 of 79

The report shall identify each transaction and include the following information:

Department/Agency Name
Date of Purchase
Product/Service Description
Quantity
Unit of Measure
Item No. Part Number (if applicable)
MSRP List Price
NASPO ValuePoint Contract Price
The quarterly report shall also include any adjustment from prior periods (i.e. exchanges and/or return).

B. The validity of this Addendum, any of its terms or provisions, as well as the right and duties of the parties in this Addendum, shall be governed by the laws of the State of Hawaii. A copy of the Attorney General’s General Conditions, which is made a part of this Addendum, can be found at http://spo.hawaii.gov/wpcontent/uploads/2014/02/103D-General-Conditions.pdf. Any action at law or in equity to enforce or interpret the provisions of this Addendum shall be brought in a court of competent jurisdiction in Honolulu, Hawaii.

C. Inspection of Facilities. Pursuant to HRS § 103D-316, the Participating State, at reasonable times, may inspect the part of the plant or place of business of the Contractor or any subcontractor that is related to the performance of a Master Agreement and this Addendum.

D. Campaign Contributions. The Contractor is notified of the applicability of HRS § 11- 355, which prohibits campaign contributions from Contractor during the term of the Addendum if the contractor is paid with funds appropriated by the Hawaii State Legislature.

E. Purchases by State of Hawaii government entities under this Master Agreement is not mandatory. This Addendum is secondary and non-exclusive.

F. The State of Hawaii’s purchasing card (pCard) is required to be used by the State’s executive departments/agencies (excluding the Department of Education, the Hawaii Health System Corporation, the Office of Hawaiian Affairs, and the University of Hawaii) for all orders totaling less than $2,500. For purchases of $2,500 or more, agencies may use the pCard, subject to its credit limit or issue a purchase order.

Contractor(s) shall forward original invoice(s), directly to the ordering agency.

General excise tax shall not be applied to the delivery charge.

Pursuant to HRS § 103-10, Participating State and any agency of the Participating State or any county, shall have thirty (30) calendar days after receipt of invoice or satisfactory delivery of goods to make payment. Any interest for delinquent payment shall be as allowed by HRS § 103-10.

Attachment I - Page 6 of 79

G. Pursuant to HRS §103D-310(c), if Contractor is doing business in the Participating State, Contractor is required to comply with all laws governing entities doing business in the Participating State, including the following HRS chapters.

1. Chapter 237, General Excise Tax Law;

2. Chapter 383, Hawaii Employment Security Law;

3. Chapter 386, Workers’ Compensation;

4. Chapter 392, Temporary Disability Insurance;

5. Chapter 393, Prepaid Health Care Act; and
A Certificate of Good Standing is required for entities doing business in the State.

The Hawaii Compliance Express (HCE) is utilized for verification of compliance.

The SPO will conduct periodic checks to confirm Contractor’s compliance on HCE throughout the term of the Addendum.

Alternatively, Contractors not utilizing HCE to demonstrate compliance shall provide paper certificates to the SPO as instructed below. All certificates must be valid on the date it is received by the SPO. All applications for applicable clearances are the responsibility of the Contractor.

HRS Chapter 237 tax clearance requirement. Pursuant to Section 103D-328, HRS, Contractor shall be required to submit a tax clearance certificate issued by the Hawaii State Department of Taxation (DOTAX) and the Internal Revenue Service (IRS). The certificate shall have an original green certified copy stamp and shall be valid for six (6) months from the most recent approval stamp date on the certificate.

The Tax Clearance Application, Form A-6, and its completion and filing instructions, are available on the DOTAX website: http://tax.hawaii.gov/forms/.

HRS Chapters 383 (Unemployment Insurance), 386 (Workers’ Compensation), 392 (Temporary Disability Insurance), and 393 (Prepaid Health Care) requirements.

Pursuant to Section 103D-310(c) Contractor shall be required to submit a certificate of compliance issued by the Hawaii State Department of Labor and Industrial Relations (DLIR). The certificate is valid for six (6) months from the date of issue. A photocopy of the certificate is acceptable to the SPO.

The DLIR Form LIR#27 Application for Certificate of Compliance with Section 3- 122-112, HAR, and its filing instructions are available on the DLIR website:
http://labor.hawaii.gov/forms/.

Compliance with Section 103D-310(c), HRS, for an entity doing business in the State. Contractor shall be required to submit a Certificate of Good Standing (COGS) issued by the State of Hawaii Department of Commerce and Consumer Affairs (DCCA) – Business Registration Division (BREG). The Certificate is valid for six (6) months from date of issue. A photocopy of the certificate is acceptable to the SPO.

To obtain the Certificate, the Offeror must be registered with the BREG. A sole proprietorship is not required to register with the BREG and is therefore not required to submit the certificate.

For more information regarding online business registration and the COGS is available at http://cca.hawaii.gov/breg/.

Attachment I - Page 7 of 79

H. Effective Date and Contract Period. This Addendum is effective upon the date of execution by the Participating State and shall continue for the term set forth in the Master Agreement.

4. Licensing

Offerors(Bidders) and Contractors must be properly licensed and capable of performing the Work as described in the RFP(IFB), at the time of submission of the Proposal(Bid), in accordance with the Professional and Vocational licensing laws of the state. Contractors under Participating Addendums must maintain any and all required licenses through the duration of the contract and Participating Addendum.

5. Lease Agreements:

Leasing is not authorized by this Addendum

6. Primary Contact:

The primary contact individuals for this Addendum are as follows (or their named successors:

Participating State
Name: Name of purchasing specialist
Address: State Procurement Office
1151 Punchbowl Street, Room 416
Honolulu, HI 96813
Telephone: phone number
Fax: (808) 586-0570
E-Mail: specialist e-mail address
Contractor
Name:

Address:

Telephone:

Fax:

E-Mail:

7. Subcontractors:

Subcontractors are (or are not) allowed under this Addendum.

8. Freight Charges (unless otherwise stated in the master contract):

Prices proposed will be the delivered price to any state agency or political subdivision.

All deliveries will be F.O.B. destination with all transportation and handling charges paid by the Contractor. Responsibility and liability for loss or damage will remain with Contractor until final inspection and acceptance when responsibility will pass to the Buyer except as to latent defects, fraud, and Contractor’s warranty obligations. Any portion of a full order originally shipped without transportation charges (that failed to ship with the original order, thereby becoming back-ordered) will also be shipped without transportation charges.

Attachment I - Page 8 of 79

9. Purchase Order and Payment Instructions:

All purchase orders issued by Participating Entities under this Addendum shall include the Participating State contract number: SPO Price List Contract No. 16-07 and the NASPO ValuePoint Master Agreement Number 06913.
 Purchase Orders and Payments shall be made to add contractor name or authorized subcontractors, if any.

10. Participating Entity as Individual Customer:

Each Participating Entity shall be treated as an individual customer. Except to the extent modified by this Addendum, each Participating Entity will be responsible to follow the terms and conditions of the Master Agreement; and will have the same rights and responsibilities for their purchases as the Lead State has in the Master Agreement.

Each Participating Entity will be responsible for its own charges, fees, and liabilities.

Each Participating Entity will have the same rights to any indemnity or to recover any costs allowed in the Master Agreement for their purchases. The Contractor will apply the charges to each Participating Entity individually.

11. Entire Contract:

This Addendum, the Master Agreement, and the Attorney General’s General Conditions, set forth the entire agreement, and all the conditions, understandings, promises, warranties and representations among the parties with respect to this Addendum and the Master Agreement, and supersedes any prior communications, representations or agreements whether, oral or written, with respect to the subject matter hereof.

Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this Addendum, the Master Agreement, and the Attorney General’s General Conditions that are included in any purchase order or other document shall be void. The terms and conditions of this Addendum, the Master Agreement, and the Attorney General’s General Conditions, shall govern in the case of any such inconsistent, contrary, or additional terms.

Attachment I - Page 9 of 79

IN VIEW OF THE ABOVE, the parties execute this Addendum by their signatures, on the dates below.

Participating State: STATE OF HAWAII Contractor:

Signature: Signature:

Name: SARAH ALLEN Name:

Title: Administrator, SPO Title:

Date: Date:

APPROVED AS TO FORM:

Deputy Attorney General
Attachment I - Page 10 of 79

1. Participating Addendum executed by the State of Illinois will be designated as available to governmental units in Illinois. “Governmental unit” means State of Illinois, any State agency as defined in Section 1-15.100 of the Illinois Procurement Code (30 ILCS 500/), officers of the State of Illinois, any public authority which has the power to tax, or any other public entity created by statute. 30ILCS 525/.

2. In no event will the total term of any Participating Addendum, including the initial term and any extensions or amendments, exceed ten (10) years.

3. This contract and all related public records maintained by, provided to, or required to be provided to the State are subject to the Illinois Freedom of Information Act notwithstanding any provision to the contrary that may be found in this contract. 5 ILCS 140.

4. Any Participating Addendum executed by the State of Illinois is contingent upon and subject to the availability of funds. The State of Illinois, at its sole option, may terminate or suspend any Participating Addendum, in whole or in part, without penalty or further payment being required, if (1) the Illinois General Assembly or the Federal funding source fails to make an appropriation sufficient to pay such obligation, or if funds needed are insufficient for any reason (30 ILCS 500/20-60), (2) the Governor of Illinois decreases the Agency’s funding by reserving some or all of the Agency’s appropriation(s) pursuant to power delegated to the Governor by the Illinois General Assembly, that a reduction is necessary or advisable based upon actual or projected budgetary considerations. Vendor will be notified in writing of the failure of appropriation or of a reduction or decrease.

5. Any claim against any State of Illinois, any State of Illinois agency as defined in Section 1-15.100 of the Illinois Procurement Code (30 ILCS 500/), or officers of the State of Illinois arising out of any Participating Addendum must be filed exclusively with the Illinois Court of Claims. 705 ILCS 505/1. Payments, including late payment charges, will be paid in accordance with the State Prompt Payment Act and rules when applicable. 30 ILCS 540; 74 Ill. Adm. Code 900. This shall be Vendor’s sole remedy for late payments by the State of Illinois. Payment terms contained in Vendor’s invoices shall have no force or effect. The State of Illinois shall not enter into binding arbitration to resolve any dispute arising out of any Participating Addendum. The State of Illinois does not waive sovereign immunity.

6. Illinois may further evaluate the lead state’s awarded contracts to make best value determinations.

7. Registration in the Illinois Procurement Gateway is required before a Participating Addendum with the State of Illinois may be executed. For information on registration, please visit www.ipg.vendorreg.com.

8. Registration in BidBuy is required before a contract with the State of Illinois can be executed. For information on registration, please see the BidBuy Vendor Registration Manual.

Attachment I - Page 11 of 79

NASPO ValuePoint

INTENT TO PARTICPATE
Cooperative Contract(s) for
Data Communications Products & Services (2019-2024)
I. PURPOSE
The purpose of this Agreement is to provide interested NASPO states with the opportunity to participate in multi-state cooperative contract(s) for the Data Communications Products & Services.

II. SCOPE OF THE CONTRACT(S)
The State of Utah is authorized by agreement of the participants to act as the procurement officer in developing multi-state cooperative contract(s) for Data Communications Products & Services.

The resulting contracts will be permissive contracts.

Administrative Fee
There will be a 0.25% NASPO ValuePoint administrative fee associated with these contracts. It is anticipated that the individual states will be able to add an administrative fee when the state executes its Participating Addendum.

III. TERM OF THE CONTRACT
The initial term of the contract will be established for five (5) years from the date of award with options to extend the contract for (2) two additional years.

IV. SOLICITATION AND CONTRACT DEVELOPMENT/ADDITIONAL INFORMATION The solicitation and contract development shall be accomplished in compliance with the NASPO ValuePoint Process Guide and the NASPO Memorandum of Agreement for the NASPO cooperative purchasing program, incorporated herein by reference.

Solicitation Publication Period
Bidders/Offerors will be given at least 40 days after publication to submit proposals.

Solicitation Type and Evaluation Criteria
This RFP will be issued and evaluated in concert with the procurement laws and rules of the State of Utah by a sourcing team comprised of members from several states.

Award(s)
The solicitation will permit multiple awards.

Attachment I - Page 12 of 79

Additional Requested Information
State Specific Terms and Conditions: If the participating state wishes to include any State specific terms and conditions with the release of this RFP, please attach those with this Intent to Participate.

Annual Estimated Volume: If your State has an existing contract for this commodity or service, please indicate your annual volume of spend (including any potential political subdivision usage if available).

Annual State Spend $13,000,000
Annual Political Subdivision Spend included
Total Spend included
State of Montana
Meghan Holmlund
Director Name
406-444-1459 [email protected]
Director Phone Director Email
Director has approved ITP to be submitted? Yes ☒ No ☐
(Click appropriate box)
State Specific T&Cs to be included in RFP? Yes ☒ No ☐
(Click appropriate box)
Tia Snyder
State Point of Contact Name and Title
406-444-3315 [email protected]
Phone Email
Please email completed “Intent to Participate” document by Tuesday, July 10, 2018 to:

Shannon Berry
Cooperative Development Coordinator
NASPO ValuePoint
[email protected]
Attachment I - Page 13 of 79

State Terms and Conditions
ACCESS AND RETENTION OF RECORDS: Contractor agrees to provide the department, Legislative Auditor, or their authorized agents, access to any records necessary to determine contract compliance. (Section 18-1- 118, MCA). Contractor agrees to create and retain records supporting the services rendered or supplies delivered for a period of eight years after either the completion date of the contract or the conclusion of any claim, litigation, or exception relating to the contract taken by the State of Montana or third party.

ASSIGNMENT, TRANSFER AND SUBCONTRACTING: Contractor shall not assign, transfer or subcontract any portion of the contract without the express written consent of the department. (Section 18-4-141, MCA.) COMPLIANCE WITH LAWS: Contractor shall, in performance of work under this Contract, fully comply with all applicable federal, state, or local laws, rules, regulations, and executive orders including but not limited to, the Montana Human Rights Act, the Equal Pay Act of 1963, the Civil Rights Act of 1964, the Age Discrimination Act of 1975, the Americans with Disabilities Act of 1990, and Section 504 of the Rehabilitation Act of 1973.

Contractor is the employer for the purpose of providing healthcare benefits and paying any applicable penalties, fees and taxes under the Patient Protection and Affordable Care Act [P.l. 111-148, 124 Stat. 119].

Any subletting or subcontracting by Contractor subjects subcontractors to the same provisions. In accordance with 49-3-207, MCA, and Executive Order No. 04-2016 Contractor agrees that the hiring of persons to perform this Contract will be made on the basis of merit and qualifications and there will be no discrimination based on race, color, sex, pregnancy, childbirth or medical conditions related to pregnancy or childbirth, political or religious affiliation or ideas, culture, creed, social origin or condition, genetic information, sexual orientation, gender identity or expression, national origin, ancestry, age, disability, military service or veteran status, or marital status by the persons performing this Contract.

HOLD HARMLESS/INDEMNIFICATION: Contractor agrees to protect, defend, and save the State, its elected and appointed officials, agents, and employees, while acting within the scope of their duties as such, harmless from and against all claims, demands, causes of action of any kind or character, including the cost of defense thereof, arising in favor of Contractor's employees or third parties on account of bodily or personal injuries, death, or damage to property arising out of services performed or omissions of services or in any way resulting from the acts or omissions of Contractor and/or its agents, employees, representatives, assigns, subcontractors, except the sole negligence of the State, under this agreement.

REDUCTION OF FUNDING: State must by law terminate this Contract if funds are not appropriated or otherwise made available to support State's continuation of performance of this Contract in a subsequent fiscal period. (18-4-313(4), MCA) If state or federal government funds are not appropriated or otherwise made available through the state budgeting process to support continued performance of this Contract (whether at an initial contract payment level or any contract increases to that initial level) in subsequent fiscal periods, State shall terminate this Contract as required by law. State shall provide Contractor the date State's termination shall take effect. State shall not be liable to Contractor for any payment that would have been payable had the Contract not been terminated under this provision. As stated above, State shall be liable to Contractor only for the payment, or prorated portion of that payment, owed to Contractor up to the date State's termination takes effect. This is Contractor's sole remedy. State shall not be liable to Contractor for any other payments or damages arising from termination under this section, including but not limited to general, special, or consequential damages such as lost profits or revenues.

VENUE: This solicitation is governed by the laws of Montana. The parties agree that any litigation concerning this bid, request for proposal, limited solicitation, or subsequent contract, must be brought in the First Judicial District in and for the County of Lewis and Clark, State of Montana, and each party shall pay its own costs and attorney fees. (Section 18-1-401, MCA.)
TAX EXEMPTION: State of Montana is exempt from Federal Excise Taxes (#81-0302402) except as otherwise provided in the federal Patient Protection and Affordable Care Act [P.l. 111-148, 124 Stat. 119].

STATE OF MONTANA ADMINISTRATIVE FEE: The State of Montana assesses an Administrative Fee of one and one-half percent (1.50%) for all net sales (sales less credits and returns) made under this PA. The prices Attachment I - Page 14 of 79

paid to Contractor must include the 1.5% Administrative Fee. The Contractor shall remit this Administrative Fee concurrent with the Required Usage Reporting described below. The Administrative Fee must be submitted by ACH along with email notification to the State of Montana Contracts Officer. This Administrative Fee is effective upon execution of this Participating Addendum.

REQUIRED REPORTING: Contractor shall submit quarterly reports to the Contracts Officer (CO) assigned by the State to manage this contract. Contractor shall provide CO with an electronic usage report (Excel), which must list the following information at the minimum: purchasing entity; description of items purchased; date of purchase; contract price; and the extended price for each transaction. These reports are due no more than 30 days after the end of the quarter.

First Quarter: July 1 through September 30
Second Quarter: October 1 through December 31
Third Quarter: January 1 through March 31
Fourth Quarter: April 1 through June 30
Attachment I - Page 15 of 79

Federal Terms and Conditions
(Non-Construction)

1. NONDISCRIMINATION
The Contractor agrees that no person shall be denied benefits of, or otherwise be subjected to discrimination in connection with the Contractor’s performance under this contract, on the ground of race, religion, color, national origin, sex or handicap. Accordingly, and to the extent applicable, the Contractor agrees to comply with the following:
a. On the basis of race, color or national origin, in Title VI of the Civil Rights Act of 1964 (42 U.S.C. Section 2000d et seq.) as implemented by DoD regulations at 32 CFR part 195. b. On the basis of race, color, religion, sex, or national origin, in Executive Order 11246 {3 CFR, 1964- 1965 Comp. pg. 339}, as implemented by Department of Labor regulations at 41 CFR part 60. c. On the basis of sex or blindness, in Title IX of the Education Amendments of 1972 (20 U.S.C. 1681, et seq.), as implemented by DoD regulations at 32 CFR part 196. d. On the basis of age, in The Age Discrimination Act of 1975 (42 U.S.C. Section 6101 et seq.), as implemented by Department of Health and Human Services regulations at 45 CFR part 90. e. On the basis of handicap, in Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), as implemented by Department of Justice regulations at 28 CFR part 41 and DoD regulations at 32 CFR part 56.

2. LOBBYING
a. The Contractor agrees that it will not expend any funds appropriated by Congress to pay any person for influencing or attempting to influence an officer or employee of any agency, or a Member of Congress in connection with any of the following covered Federal actions: the awarding of any Federal contract; the making of any Federal grant; the making of any Federal loan; the entering into of any cooperative agreement; and, the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. The Final Rule, New Restrictions on Lobbying, issued by the Office of Management and Budget and the Department of Defense (32 CFR Part 28) to implement the provisions of Section 319 of Public Law 101- 121 (31 U.S.C. Section 1352) is incorporated by reference and the State agrees to comply with all the provisions thereof, including any amendments to the Interim Final Rule that may hereafter be issued.

3. DRUG-FREE WORK PLACE
The Contractor agrees to comply with the requirements regarding drug-free workplace requirements in Subpart B of 32 CFR part 26, which implements sec. 5151-5160 of the Drug-Free Workplace Act of 1988 (Public Law 100-690, Title V, Subtitle D; 41 U.S.C. 701, et seq.).

4. ENVIRONMENTAL PROTECTION
a. The Contractor agrees that its performance under this contract shall comply with:
(1) The requirements of Section 114 of the Clean Air Act (42 U.S.C. Section 7414); (2) Section 308 of the Federal Water Pollution Control Act (33 U.S.C. Section 1318), that relates generally to inspection, monitoring, entry reports, and information, and with all regulations and guidelines issued thereunder; (3) The Resources Conservation and Recovery Act (RCRA); (4) The Comprehensive Environmental Response, Compensation and Liabilities Act (CERCLA); (5) The National Environmental Policy Act (NEPA);
(6) The Solid Waste Disposal Act (SWDA);
(7) The applicable provisions of the Clean Air Act (42 U.S.C. 7401, et seq.) and Clean Water Act (33 U.S.C. 1251, et seq.), as implemented by Executive Order 11738 and Environmental Protection Agency (EPA) rules at 40 CFR Part 31; (8) To identify any impact this contract may have on the quality of the human environment and provide help as needed to comply with the National Environmental Policy Act (NEPA, at 42 U.S.C. 4321, et seq.) and any applicable federal, state or local environmental regulation.
b. In accordance with the EPA rules, the parties further agree that the Contractor shall also identify to the state any impact this contract may have on:
(1) The quality of the human environment, and provide help the agency may need to comply with the National Environmental Policy Act (NEPA, at 42 U.S.C 4321, et seq.) and to prepare Environment Impact Statements or other required environmental documentation. In such cases, the recipient agrees to take no action that will have an adverse Attachment I - Page 16 of 79

environmental impact (e.g., physical disturbance of a site such as breaking of ground) until the agency provides written notification of compliance with the environmental impact analysis process. (2) Flood-prone areas, and provide help the agency may need to comply with the National Flood Insurance Act of 1968 and Flood Disaster Protection Act of 1973 (42 U.S.C. 4001, et seq.), which require flood insurance, when available, for federally assisted construction or acquisition in flood-prone areas. (3) Coastal zones, and provide help the agency may need to comply with the Coastal Zone Management Act of 1972 (16 U.S.C. 1451, et seq.), concerning protection of U.S. coastal resources. (4) Coastal barriers, and provide help the agency may need to comply with the Coastal Barriers Resource Act (16 U.S.C. 3501 et seq.), concerning preservation of barrier resources. (5) Any existing or proposed component of the National Wild and Scenic Rivers System, and provide help the agency may need to comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. 1271 et seq.).

Underground sources of drinking water in areas that have an aquifer that is the sole or principal drinking water source, and provide help the agency may need to comply with the Safe Drinking Water Act (42 U.S.C 300H-3). (6) Underground sources of drinking water in areas that have an aquifer that is the sole or principal drinking work source, and provide help the agency may need to comply with the Safe Drinking Water Act (42 U.S.C 300H-3)

5. USE OF UNITED STATES FLAG VESSELS
a. The Contactor agrees that travel under this contract shall use U.S.-flag air carriers ( air carriers holding certificates under 49 U.S.C. 41102) for international air transportation of people and property to the extent that such service is available, in accordance with the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. 40118) and the inter-operative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to Comptroller General Decision B138942. b. The Contactor agrees that it will comply with the Cargo Preference Act of 1954 (46 U.S.C. 1241), as implemented by Department of Transportation regulation at 46 CFR 381.7, and 46 CFR 381.7(b).

6. DEBARMENT AND SUSPENSION
a. The Contractor shall not make any award or permit any award (sub-contract or contract) at any tier to any party which is debarred or suspended or is otherwise excluded from or ineligible for participation in Federal assistance programs under Executive Order 12549, "Debarment and Suspension. b. The Contractor agrees to comply with the requirements regarding debarment and suspension in Subpart C of the OMB guidance in 2 CFR part 180, as implemented by the DoD in 2 CFR part 1125. The Contractor shall comply with 2 CFR Part 1125 by checking the Excluded Parties List System (EPLS) at www.sam.gov to verify Contractor eligibility to receive contracts and subcontracts resulting from this Agreement. The Contractor shall not solicit offers from, nor award contracts to Contractors listed in EPLS. This verification shall be documented in the Contractor’s contract files, and shall be subject to audit by federal/State audit agencies The Contractor agrees to communicate the requirement to comply with Subpart C to persons at the next lower tier with whom the Contractor enters into transactions that are “covered transactions” under Subpart B of 2 CFR part 180 and the DoD implementation in 2 CFR part 1125.

7. BUY AMERICAN ACT
The Contractor agrees that it will not expend any funds appropriated by Congress without complying with The Buy American Act (41 U.S.C. 10a et seq). The Buy American Act gives preference to domestic end products and domestic construction material. In addition, the Memorandum of Understanding between the United States of America and the European Economic Community on Government Procurement, and the North American Free Trade Agreement (NAFTA), provide that EEC and NAFTA end products and construction materials are exempted from application of the Buy American Act.

8. UNIFORM RELOCATION ASSISTANCE AND REAL PROPERTY POLICES The Contractor agrees that it will comply with CFR 49 part 24, which implements the provisions of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (42 U.S.C. § 4601 et seq.) and provides for fair and equitable treatment of persons displaced by federally assisted programs or persons whose property is acquired as a result of such programs.

Attachment I - Page 17 of 79

9. COPELAND "ANTI-KICKBACK" ACT
The Contractor agrees that it will comply with the Copeland "Anti-Kickback" Act (18 U.S.C. 874) as supplemented in Department of Labor regulations (29 CFR Part 3). As applied to this contract, the Copeland "Anti-Kickback" Act makes it unlawful to induce, by force, intimidation, threat or procuring dismissal from employment, or otherwise, any person employed in the construction or repair of public buildings or public works, financed in whole or in part by the United States, to give up any part of the compensation to which that person is entitled under a contract of employment.

10. CONTRACT WORK HOURS AND SAFETY STANDARDS
The Contractor agrees that it will comply with Sections 103 and 107 of the Contract Work Hours and Safety Standards Act.(40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5). As applied to this agreement, the Contract Work Hours and Safety Standards Act specifies that no laborer or mechanic doing any part of the work contemplated by this agreement shall be required or permitted to work more than 40 hours in any workweek unless paid for all additional hours at not less than 1 1/2 times the basic rate of pay.

11. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT Any discovery or invention that arises during the course of the contract shall be reported to the non-Federal entity. Contractor must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency.

12. CLEAN AIR ACT (42 U.S.C. 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. 1251-1387), AS AMENDED
Any Contract or subcontract in excess of $150,000 must comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the State who in turn will report to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

13. BYRD ANTI-LOBBYING AMENDMENT (31 U.S.C. 1352)
Contractors that bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the nonFederal award.

14. PROCUREMENT OF RECOVERED MATERIALS
Contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

Attachment I - Page 18 of 79

State of New Jersey Standard Terms and Conditions
(Rev: 5/8/18)

1. STANDARD TERMS AND CONDITIONS APPLICABLE TO THE CONTRACT Unless the bidder/offeror is specifically instructed otherwise in the Request for Proposals (RFP), the following terms and conditions shall apply to all contracts or purchase agreements made with the State of New Jersey. These terms are in addition to the terms and conditions set forth in the RFP and should be read in conjunction with same unless the RFP specifically indicates otherwise.

In the event that the bidder/offeror would like to present terms and conditions that are in conflict with either these terms and conditions or those set forth in the RFP, the bidder/offeror must present those conflicts during the Question and Answer period for the State to consider. Any conflicting terms and conditions that the State is willing to accept will be reflected in an addendum to the RFP. The State's terms and conditions shall prevail over any conflicts set forth in a bidder/offeror's Proposal that were not submitted through the question and answer process and approved by the State. Nothing in these terms and conditions shall prohibit the Director of the Division of Purchase and Property (Director) from amending a contract when the Director determines it is in the best interests of the State.

1.1 CONTRACT TERMS CROSSWALK
NJSTART Term Equivalent Existing New Jersey Term
Bid/Bid Solicitation RFP/Solicitation
Bid Amendment Addendum
Change Order Contract Amendment
Master Blanket Purchase Order (Blanket P.O.) Contract
Offer and Acceptance Page Signatory Page
Quote Proposal
Vendor Bidder/Contractor

2. STATE LAW REQUIRING MANDATORY COMPLIANCE BY ALL CONTRACTORS The statutes, laws or codes cited herein are available for review at the New Jersey State Library, 185 West State Street, Trenton, New Jersey 08625.

2.1 BUSINESS REGISTRATION
Pursuant to N.J.S.A. 52:32-44, the State is prohibited from entering into a contract with an entity unless the bidder and each subcontractor named in the proposal have a valid Business Registration Certificate on file with the Division of Revenue and Enterprise Services. A subcontractor named in a bid or other proposal shall provide a copy of its business registration to the bidder who shall provide it to the State.

The contractor shall maintain and submit to the State a list of subcontractors and their addresses that may be updated from time to time with the prior written consent of the Director during the course of contract performance. The contractor shall submit to the State a complete and accurate list of all subcontractors used and their addresses before final payment is made under the contract.

Pursuant to N.J.S.A. 54:49-4.1, a business organization that fails to provide a copy of a business registration, or that provides false business registration information, shall be liable for a penalty of $25 for each day of violation, not to exceed $50,000 for each business registration copy not properly provided under a contract with a contracting agency.

The contractor and any subcontractor providing goods or performing services under the contract, and each of their affiliates, shall, during the term of the contract, collect and remit to the Director of the Division of Taxation in the Department of the Treasury, the Use Tax due pursuant to the “Sales and Use Tax Act, P.L. 1966, c. 30 (N.J.S.A. 54:32B-1 et seq.) on all sales of tangible personal property delivered into the State. Any questions in this regard can be directed to the Division of Attachment I - Page 19 of 79

Revenue at (609) 292-1730. Form NJ-REG can be filed online at http://www.state.nj.us/treasury/revenue/busregcert.shtml.

2.2 ANTI-DISCRIMINATION
All parties to any contract with the State agree not to discriminate in employment and agree to abide by all anti-discrimination laws including those contained within N.J.S.A. 10:2-1 through N.J.S.A. 10:2-4, N.J.S.A. 10:5-1 et seq. and N.J.S.A. 10:5-31 through 10:5-38, and all rules and regulations issued thereunder are hereby incorporated by reference. The agreement to abide by the provisions of N.J.S.A. 10:5-31 through 10:5-38 include those provisions indicated for Goods, Professional Service and General Service Contracts (Exhibit A, attached) and Constructions Contracts (Exhibit B and Executive Order 151, August 28, 2009, attached) as appropriate.

The contractor or subcontractor, where applicable, agrees to comply with any regulations promulgated by the Treasurer pursuant to N.J.S.A. 10:5-31 et seq., as amended and supplemented from time to time.

2.3 PREVAILING WAGE ACT
The New Jersey Prevailing Wage Act, N.J.S.A. 34: 11-56.25 et seq. is hereby made part of every contract entered into on behalf of the State of New Jersey through the Division of Purchase and Property, except those contracts which are not within the contemplation of the Act. The bidder's signature on [this proposal] is his/her guarantee that neither he/she nor any subcontractors he/she might employ to perform the work covered by [this proposal] has been suspended or debarred by the Commissioner, Department of Labor and Workforce Development for violation of the provisions of the Prevailing Wage Act and/or the Public Works Contractor Registration Acts; the bidder’s signature on the proposal is also his/her guarantee that he/she and any subcontractors he/she might employ to perform the work covered by [this proposal] shall comply with the provisions of the Prevailing Wage and Public Works Contractor Registration Acts, where required.

2.4 AMERICANS WITH DISABILITIES ACT
The contractor must comply with all provisions of the Americans with Disabilities Act (ADA), P.L 101-336, in accordance with 42 U.S.C. 12101, et seq.

2.5 MACBRIDE PRINCIPLES
The bidder must certify pursuant to N.J.S.A. 52:34-12.2 that it either has no ongoing business activities in Northern Ireland and does not maintain a physical presence therein or that it will take lawful steps in good faith to conduct any business operations it has in Northern Ireland in accordance with the MacBride principles of nondiscrimination in employment as set forth in N.J.S.A. 52:18A-89.5 and in conformance with the United Kingdom’s Fair Employment (Northern Ireland) Act of 1989, and permit independent monitoring of their compliance with those principles.

2.6 PAY TO PLAY PROHIBITIONS
Pursuant to N.J.S.A. 19:44A-20.13 et seq. (P.L. 2005, c. 51), and specifically, N.J.S.A. 19:44A20.21, it shall be a breach of the terms of the contract for the business entity to:

A. Make or solicit a contribution in violation of the statute; B. Knowingly conceal or misrepresent a contribution given or received; C. Make or solicit contributions through intermediaries for the purpose of concealing or misrepresenting the source of the contribution;
D. Make or solicit any contribution on the condition or with the agreement that it will be contributed to a campaign committee or any candidate of holder of the public office of Governor or Lieutenant Governor, or to any State or county party committee; Attachment I - Page 20 of 79

E. Engage or employ a lobbyist or consultant with the intent or understanding that such lobbyist or consultant would make or solicit any contribution, which if made or solicited by the business entity itself, would subject that entity to the restrictions of the Legislation; F. Fund contributions made by third parties, including consultants, attorneys, family members, and employees;
G. Engage in any exchange of contributions to circumvent the intent of the Legislation; or H. Directly or indirectly through or by any other person or means, do any act which would subject that entity to the restrictions of the Legislation.

2.7 POLITICAL CONTRIBUTION DISCLOSURE
The contractor is advised of its responsibility to file an annual disclosure statement on political contributions with the New Jersey Election Law Enforcement Commission (ELEC), pursuant to N.J.S.A. 19:44A-20.27 (P.L. 2005, c. 271, §3 as amended) if in a calendar year the contractor receives one (1) or more contracts valued at $50,000.00 or more. It is the contractor’s responsibility to determine if filing is necessary. Failure to file can result in the imposition of penalties by ELEC.

Additional information about this requirement is available from ELEC by calling 1(888)313-3532 or on the internet at http://www.elec.state.nj.us/.

2.8 STANDARDS PROHIBITING CONFLICTS OF INTEREST
The following prohibitions on contractor activities shall apply to all contracts or purchase agreements made with the State of New Jersey, pursuant to Executive Order No. 189 (1988).

No vendor shall pay, offer to pay, or agree to pay, either directly or indirectly, any fee, commission, compensation, gift, gratuity, or other thing of value of any kind to any State officer or employee or special State officer or employee, as defined by N.J.S.A. 52:13D-13b. and e., in the Department of the Treasury or any other agency with which such vendor transacts or offers or proposes to transact business, or to any member of the immediate family, as defined by N.J.S.A. 52:13D-13i., of any such officer or employee, or partnership, firm or corporation with which they are employed or associated, or in which such officer or employee has an interest within the meaning of N.J.S.A. 52:
13D-13g;
The solicitation of any fee, commission, compensation, gift, gratuity or other thing of value by any State officer or employee or special State officer or employee from any State vendor shall be reported in writing forthwith by the vendor to the New Jersey Office of the Attorney General and the Executive Commission on Ethical Standards;
No vendor may, directly or indirectly, undertake any private business, commercial or entrepreneurial relationship with, whether or not pursuant to employment, contract or other agreement, express or implied, or sell any interest in such vendor to, any State officer or employee or special State officer or employee having any duties or responsibilities in connection with the purchase, acquisition or sale of any property or services by or to any State agency or any instrumentality thereof, or with any person, firm or entity with which he/she is employed or associated or in which he/she has an interest within the meaning of N.J.S.A. 52:13D-13g. Any relationships subject to this provision shall be reported in writing forthwith to the Executive Commission on Ethical Standards, which may grant a waiver of this restriction upon application of the State officer or employee or special State officer or employee upon a finding that the present or proposed relationship does not present the potential, actuality or appearance of a conflict of interest;
No vendor shall influence, or attempt to influence or cause to be influenced, any State officer or employee or special State officer or employee in his/her official capacity in any manner which might tend to impair the objectivity or independence of judgment of said officer or employee; Attachment I - Page 21 of 79

No vendor shall cause or influence, or attempt to cause or influence, any State officer or employee or special State officer or employee to use, or attempt to use, his/her official position to secure unwarranted privileges or advantages for the vendor or any other person; and The provisions cited above in paragraphs 2.8a through 2.8e shall not be construed to prohibit a State officer or employee or Special State officer or employee from receiving gifts from or contracting with vendors under the same terms and conditions as are offered or made available to members of the general public subject to any guidelines the Executive Commission on Ethical Standards may promulgate under paragraph 3c of Executive Order No. 189.

2.9 NOTICE TO ALL CONTRACTORS SET-OFF FOR STATE TAX NOTICE Pursuant to N.J.S.A. 54:49-19, effective January 1, 1996, and notwithstanding any provision of the law to the contrary, whenever any taxpayer, partnership or S corporation under contract to provide goods or services or construction projects to the State of New Jersey or its agencies or instrumentalities, including the legislative and judicial branches of State government, is entitled to payment for those goods or services at the same time a taxpayer, partner or shareholder of that entity is indebted for any State tax, the Director of the Division of Taxation shall seek to set off that taxpayer’s or shareholder’s share of the payment due the taxpayer, partnership, or S corporation.

The amount set off shall not allow for the deduction of any expenses or other deductions which might be attributable to the taxpayer, partner or shareholder subject to set-off under this act.

The Director of the Division of Taxation shall give notice to the set-off to the taxpayer and provide an opportunity for a hearing within 30 days of such notice under the procedures for protests established under R.S. 54:49-18. No requests for conference, protest, or subsequent appeal to the Tax Court from any protest under this section shall stay the collection of the indebtedness. Interest that may be payable by the State, pursuant to P.L. 1987, c.184 (c.52:32-32 et seq.), to the taxpayer shall be stayed.

2.10 COMPLIANCE - LAWS
The contractor must comply with all local, State and Federal laws, rules and regulations applicable to this contract and to the goods delivered and/or services performed hereunder.

2.11 COMPLIANCE - STATE LAWS
It is agreed and understood that any contracts and/or orders placed as a result of [this proposal] shall be governed and construed and the rights and obligations of the parties hereto shall be determined in accordance with the laws of the State of New Jersey.

2.12 WARRANTY OF NO SOLICITATION ON COMMISSION OR CONTINGENT FEE BASIS The contractor warrants that no person or selling agency has been employed or retained to solicit or secure the contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee, except bona fide employees or bona fide established commercial or selling agencies maintained by the contractor for the purpose of securing business. If a breach or violation of this section occurs, the State shall have the right to terminate the contract without liability or in its discretion to deduct from the contract price or consideration the full amount of such commission, percentage, brokerage or contingent fee.

3. STATE LAW REQUIRING MANDATORY COMPLIANCE BY CONTRACTORS UNDER CIRCUMSTANCES

SET FORTH IN LAW OR BASED ON THE TYPE OF CONTRACT

3.1 COMPLIANCE - CODES
The contractor must comply with NJUCC and the latest NEC70, B.O.C.A. Basic Building code, OSHA and all applicable codes for this requirement. The contractor shall be responsible for securing and paying all necessary permits, where applicable.

3.2 PUBLIC WORKS CONTRACTOR REGISTRATION ACT
The New Jersey Public Works Contractor Registration Act requires all contractors, subcontractors and lower tier subcontractor(s) who engage in any contract for public work as defined in N.J.S.A.

Attachment I - Page 22 of 79

34:11-56.26 be first registered with the New Jersey Department of Labor and Workforce Development pursuant to N.J.S.A. 34:11-56.51. Any questions regarding the registration process should be directed to the Division of Wage and Hour Compliance at (609) 292-9464.

3.3 PUBLIC WORKS CONTRACT - ADDITIONAL AFFIRMATIVE ACTION REQUIREMENTS N.J.S.A. 10:2-1 requires that during the performance of this contract, the contractor must agree as follows:

A. In the hiring of persons for the performance of work under this contract or any subcontract hereunder, or for the procurement, manufacture, assembling or furnishing of any such materials, equipment, supplies or services to be acquired under this contract, no contractor, nor any person acting on behalf of such contractor or subcontractor, shall, by reason of race, creed, color, national origin, ancestry, marital status, gender identity or expression, affectional or sexual orientation or sex, discriminate against any person who is qualified and available to perform the work to which the employment relates; B. No contractor, subcontractor, nor any person on his/her behalf shall, in any manner, discriminate against or intimidate any employee engaged in the performance of work under this contract or any subcontract hereunder, or engaged in the procurement, manufacture, assembling or furnishing of any such materials, equipment, supplies or services to be acquired under such contract, on account of race, creed, color, national origin, ancestry, marital status, gender identity or expression, affectional or sexual orientation or sex; C. There may be deducted from the amount payable to the contractor by the contracting public agency, under this contract, a penalty of $50.00 for each person for each calendar day during which such person is discriminated against or intimidated in violation of the provisions of the contract; and
D. This contract may be canceled or terminated by the contracting public agency, and all money due or to become due hereunder may be forfeited, for any violation of this section of the contract occurring after notice to the contractor from the contracting public agency of any prior violation of this section of the contract.

N.J.S.A. 10:5-33 and N.J.A.C. 17:27-3.5 require that during the performance of this contract, the contractor must agree as follows:

A. The contractor or subcontractor, where applicable, will not discriminate against any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex. Except with respect to affectional or sexual orientation and gender identity or expression, the contractor will take affirmative action to ensure that such applicants are recruited and employed, and that employees are treated during employment, without regard to their age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause; B. The contractor or subcontractor, where applicable will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex;
Attachment I - Page 23 of 79

C. The contractor or subcontractor where applicable, will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice, to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under this act and shall post copies of the notice in conspicuous places available to employees and applicants for employment, N.J.A.C. 17:27-3.7 requires all contractors and subcontractors, if any, to further agree as follows:

1. The contractor or subcontractor agrees to make good faith efforts to meet targeted county employment goals established in accordance with N.J.A.C. 17:27-5.2;

2. The contractor or subcontractor agrees to inform in writing its appropriate recruitment agencies including, but not limited to, employment agencies, placement bureaus, colleges, universities, and labor unions, that it does not discriminate on the basis of age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex, and that it will discontinue the use of any recruitment agency which engages in direct or indirect discriminatory practices;

3. The contractor or subcontractor agrees to revise any of its testing procedures, if necessary, to assure that all personnel testing conforms with the principles of job-related testing, as established by the statutes and court decisions of the State of New Jersey and as established by applicable Federal law and applicable Federal court decisions; and

4. In conforming with the targeted employment goals, the contractor or subcontractor agrees to review all procedures relating to transfer, upgrading, downgrading and layoff to ensure that all such actions are taken without regard to age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex, consistent with the statutes and court decisions of the State of New Jersey, and applicable Federal law and applicable Federal court decisions.

3.4 BUILDING SERVICE
Pursuant to N.J.S.A. 34:11-56.58 et seq., in any contract for building services, as defined in N.J.S.A. 34:11-56.59, the employees of the contractor or subcontractors shall be paid prevailing wage for building services rates, as defined in N.J.S.A. 34:11.56.59. The prevailing wage shall be adjusted annually during the term of the contract.

3.5 THE WORKER AND COMMUNITY RIGHT TO KNOW ACT
The provisions of N.J.S.A. 34:5A-1 et seq. which require the labeling of all containers of hazardous substances are applicable to this contract. Therefore, all goods offered for purchase to the State must be labeled by the contractor in compliance with the provisions of the statute.

3.6 SERVICE PERFORMANCE WITHIN U.S.

Under N.J.S.A. 52:34-13.2, all contracts primarily for services awarded by the Director shall be performed within the United States, except when the Director certifies in writing a finding that a required service cannot be provided by a contractor or subcontractor within the United States and the certification is approved by the State Treasurer.

A shift to performance of services outside the United States during the term of the contract shall be deemed a breach of contract. If, during the term of the contract, the contractor or subcontractor, proceeds to shift the performance of any of the services outside the United States, the contractor shall be deemed to be in breach of its contract, which contract shall be subject to termination for cause pursuant to Section 5.7(b) (1) of the Standard Terms and Conditions, unless previously approved by the Director and the Treasurer.

Attachment I - Page 24 of 79

3.7 BUY AMERICAN
Pursuant to N.J.S.A. 52:32-1, if manufactured items or farm products will be provided under this contract to be used in a public work, they shall be manufactured or produced in the United States and the contractor shall be required to so certify.

4. INDEMNIFICATION AND INSURANCE

4.1 INDEMNIFICATION
The contractor’s liability to the State and its employees in third party suits shall be as follows:

A. Indemnification for Third Party Claims - The contractor shall assume all risk of and responsibility for, and agrees to indemnify, defend, and save harmless the State of New Jersey and its employees from and against any and all claims, demands, suits, actions, recoveries, judgments and costs and expenses in connection therewith which shall arise from or result directly or indirectly from the work and/or materials supplied under this contract, including liability of any nature or kind for or on account of the use of any copyrighted or uncopyrighted composition, secret process, patented or unpatented invention, article or appliance furnished or used in the performance of this contract; B. The contractor’s indemnification and liability under subsection (a) is not limited by, but is in addition to the insurance obligations contained in Section 4.2 of these Terms and Conditions; and
C. In the event of a patent and copyright claim or suit, the contractor, at its option, may: (1) procure for the State of New Jersey the legal right to continue the use of the product; (2) replace or modify the product to provide a non-infringing product that is the functional equivalent; or (3) refund the purchase price less a reasonable allowance for use that is agreed to by both parties.

4.2 INSURANCE
The contractor shall secure and maintain in force for the term of the contract insurance as provided herein. All required insurance shall be provided by insurance companies with an A-VIII or better rating by A.M. Best & Company. All policies must be endorsed to provide 30 days’ written notice of cancellation or material change to the State of New Jersey at the address shown below. If the contractor’s insurer cannot provide 30 days written notice, then it will become the obligation of the contractor to provide the same. The contractor shall provide the State with current certificates of insurance for all coverages and renewals thereof. Renewal certificates shall be provided within 30 days of the expiration of the insurance. The contractor shall not begin to provide services or goods to the State until evidence of the required insurance is provided. The certificates of insurance shall indicate the contract number or purchase order number and title of the contract in the Description of Operations box and shall list the State of New Jersey, Department of the Treasury, Division of Purchase & Property, Contract Compliance & Audit Unit, P.O. Box 236, Trenton, New Jersey 08625 in the Certificate Holder box. The certificates and any notice of cancelation shall be emailed to the State at:
[email protected]
The insurance to be provided by the contractor shall be as follows:

A. Occurrence Form Commercial General Liability Insurance or its equivalent: The minimum limit of liability shall be $1,000,000 per occurrence as a combined single limit for bodily injury and property damage. The above required Commercial General Liability Insurance policy or its equivalent shall name the State, its officers, and employees as “Additional Insureds” and include the blanket additional insured endorsement or its equivalent. The coverage to be provided under these policies shall be at least as broad as that provided by the standard basic Commercial General Liability Insurance occurrence coverage forms or its equivalent Attachment I - Page 25 of 79

currently in use in the State of New Jersey, which shall not be circumscribed by any endorsement limiting the breadth of coverage;
B. Automobile Liability Insurance which shall be written to cover any automobile used by the insured. Limits of liability for bodily injury and property damage shall not be less than $1,000,000 per occurrence as a combined single limit. The State must be named as an “Additional Insured” and a blanket additional insured endorsement or its equivalent must be provided when the services being procured involve vehicle use on the State’s behalf or on State controlled property;
C. Worker’s Compensation Insurance applicable to the laws of the State of New Jersey and Employers Liability Insurance with limits not less than:

1. $1,000,000 BODILY INJURY, EACH OCCURRENCE;

2. $1,000,000 DISEASE EACH EMPLOYEE; and

3. $1,000,000 DISEASE AGGREGATE LIMIT.

A. This $1,000,000 amount may have been raised by the RFP when deemed necessary by the Director; and
B. In the case of a contract entered into pursuant to N.J.S.A. 52:32-17 et seq., (small business set asides) the minimum amount of insurance coverage in subsections a., b., and c. above may have been lowered in the RFP for certain commodities when deemed in the best interests of the State by the Director.

5. TERMS GOVERNING ALL CONTRACTS

5.1 CONTRACTOR IS INDEPENDENT CONTRACTOR
The contractor's status shall be that of any independent contractor and not as an employee of the State.

5.2 CONTRACT AMOUNT
The estimated amount of the contract(s), when stated on the RFP form, shall not be construed as either the maximum or minimum amount which the State shall be obliged to order as the result of the RFP or any contract entered into as a result of the RFP.

5.3 CONTRACT TERM AND EXTENSION OPTION
If, in the opinion of the Director, it is in the best interest of the State to extend a contract, the contractor shall be so notified of the Director’s Intent at least 30 days prior to the expiration date of the existing contract. The contractor shall have 15 calendar days to respond to the Director's request to extend the term and period of performance of the contract. If the contractor agrees to the extension, all terms and conditions including pricing of the original contract shall apply unless more favorable terms for the State have been negotiated.

5.4 STATE’S OPTION TO REDUCE SCOPE OF WORK
The State has the option, in its sole discretion, to reduce the scope of work for any deliverable, task or subtask called for under this contract. In such an event, the Director shall provide to the contractor advance written notice of the change in scope of work and what the Director believes should be the corresponding adjusted contract price. Within five (5) business days of receipt of such written notice, if either is applicable:

A. If the contractor does not agree with the Director’s proposed adjusted contract price, the contractor shall submit to the Director any additional information that the contractor believes impacts the adjusted contract price with a request that the Director reconsider the proposed adjusted contract price. The parties shall negotiate the adjusted contract price. If the parties are unable to agree on an adjusted contract price, the Director shall make a prompt decision Attachment I - Page 26 of 79

taking all such information into account, and shall notify the contractor of the final adjusted contract price; and
B. If the contractor has undertaken any work effort toward a deliverable, task or subtask that is being changed or eliminated such that it would not be compensated under the adjusted contract, the contractor shall be compensated for such work effort according to the applicable portions of its price schedule and the contractor shall submit to the Director an itemization of the work effort already completed by deliverable, task or subtask within the scope of work, and any additional information the Director may request. The Director shall make a prompt decision taking all such information into account, and shall notify the contractor of the compensation to be paid for such work effort.

5.5 CHANGE IN LAW
Whenever a change in applicable law or regulation affects the scope of work, the Director shall provide written notice to the contractor of the change and the Director’s determination as to the corresponding adjusted change in the scope of work and corresponding adjusted contract price.

Within five (5) business days of receipt of such written notice, if either is applicable:

A. If the contractor does not agree with the adjusted contract price, the contractor shall submit to the Director any additional information that the contractor believes impacts the adjusted contract price with a request that the Director reconsider the adjusted contract price. The Director shall make a prompt decision taking all such information into account, and shall notify the contractor of the final adjusted contract price; and B. If the contractor has undertaken any work effort toward a deliverable, task or subtask that is being changed or eliminated such that it would not be compensated under the adjusted contract, the contractor shall be compensated for such work effort according to the applicable portions of its price schedule and the contractor shall submit to the Director an itemization of the work effort already completed by deliverable, task or subtask within the scope of work, and any additional information the Director may request. The Director shall make a prompt decision taking all such information into account, and shall notify the contractor of the compensation to be paid for such work effort.

5.6 SUSPENSION OF WORK
The State may, for valid reason, issue a stop order directing the contractor to suspend work under the contract for a specific time. The contractor shall be paid for goods ordered, goods delivered, or services requested and performed until the effective date of the stop order. The contractor shall resume work upon the date specified in the stop order, or upon such other date as the State Contract Manager may thereafter direct in writing. The period of suspension shall be deemed added to the contractor's approved schedule of performance. The Director shall make an equitable adjustment, if any is required, to the contract price. The contractor shall provide whatever information that Director may require related to the equitable adjustment.

5.7 TERMINATION OF CONTRACT
A. For Convenience:

Notwithstanding any provision or language in this contract to the contrary, the Director may terminate this contract at any time, in whole or in part, for the convenience of the State, upon no less than 30 days written notice to the contractor;
B. For Cause:

1. Where a contractor fails to perform or comply with a contract or a portion thereof, and/or fails to comply with the complaints procedure in N.J.A.C. 17:12-4.2 et seq., the Director may terminate the contract, in whole or in part, upon ten (10) days’ notice to the contractor with an opportunity to respond; and
Attachment I - Page 27 of 79

2. Where in the reasonable opinion of the Director, a contractor continues to perform a contract poorly as demonstrated by e.g., formal complaints, late delivery, poor performance of service, short-shipping, so that the Director is required to use the complaints procedure in N.J.A.C. 17:12-4.2 et seq., and there has been a failure on the part of the contractor to make progress towards ameliorating the issue(s) or problem(s) set forth in the complaint, the Director may terminate the contract, in whole or in part, upon ten (10) days’ notice to the contractor with an opportunity to respond.

C. In cases of emergency the Director may shorten the time periods of notification and may dispense with an opportunity to respond; and
D. In the event of termination under this section, the contractor shall be compensated for work performed in accordance with the contract, up to the date of termination. Such compensation may be subject to adjustments.

5.8 SUBCONTRACTING OR ASSIGNMENT
A. Subcontracting: The contractor may not subcontract other than as identified in the contractor’s proposal without the prior written consent of the Director. Such consent, if granted in part, shall not relieve the contractor of any of his/her responsibilities under the contract, nor shall it create privity of contract between the State and any subcontractor. If the contractor uses a subcontractor to fulfill any of its obligations, the contractor shall be responsible for the subcontractor’s: (a) performance; (b) compliance with all of the terms and conditions of the contract; and (c) compliance with the requirements of all applicable laws; and
B. Assignment: The contractor may not assign its responsibilities under the contract, in whole or in part, without the prior written consent of the Director.

5.9 NO CONTRACTUAL RELATIONSHIP BETWEEN SUBCONTRACTORS AND STATE Nothing contained in any of the contract documents, including the RFP and vendor’s bid or proposal shall be construed as creating any contractual relationship between any subcontractor and the State.

5.10 MERGERS, ACQUISITIONS
If, during the term of this contract, the contractor shall merge with or be acquired by another firm, the contractor shall give notice to the Director as soon as practicable and in no event longer than 30 days after said merger or acquisition. The contractor shall provide such documents as may be requested by the Director, which may include but need not be limited to the following: corporate resolutions prepared by the awarded contractor and new entity ratifying acceptance of the original contract, terms, conditions and prices; updated information including ownership disclosure and Federal Employer Identification Number. The documents must be submitted within 30 days of the request. Failure to do so may result in termination of the contract for cause.

If, at any time during the term of the contract, the contractor's partnership, limited liability company, limited liability partnership, professional corporation, or corporation shall dissolve, the Director must be so notified. All responsible parties of the dissolved business entity must submit to the Director in writing, the names of the parties proposed to perform the contract, and the names of the parties to whom payment should be made. No payment shall be made until all parties to the dissolved business entity submit the required documents to the Director.

5.11 PERFORMANCE GUARANTEE OF CONTRACTOR
The contractor hereby certifies that:
a. The equipment offered is standard new equipment, and is the manufacturer's latest model in production, with parts regularly used for the type of equipment offered; that such parts are all in production and not likely to be discontinued; and that no attachment or part has been substituted or applied contrary to manufacturer's recommendations and standard practice; Attachment I - Page 28 of 79

b. All equipment supplied to the State and operated by electrical current is UL listed where applicable;
c. All new machines are to be guaranteed as fully operational for the period stated in the contract from time of written acceptance by the State. The contractor shall render prompt service without charge, regardless of geographic location; d. Sufficient quantities of parts necessary for proper service to equipment shall be maintained at distribution points and service headquarters;
e. Trained mechanics are regularly employed to make necessary repairs to equipment in the territory from which the service request might emanate within a 48-hour period or within the time accepted as industry practice;
f. During the warranty period the contractor shall replace immediately any material which is rejected for failure to meet the requirements of the contract; and g. All services rendered to the State shall be performed in strict and full accordance with the specifications stated in the contract. The contract shall not be considered complete until final approval by the State's using agency is rendered.

5.12 DELIVERY REQUIREMENTS
A. Deliveries shall be made at such time and in such quantities as ordered in strict accordance with conditions contained in the contract;
B. The contractor shall be responsible for the delivery of material in first class condition to the State's using agency or the purchaser under this contract and in accordance with good commercial practice;
C. Items delivered must be strictly in accordance with the contract; and D. In the event delivery of goods or services is not made within the number of days stipulated or under the schedule defined in the contract, the using agency shall be authorized to obtain the material or service from any available source, the difference in price, if any, to be paid by the contractor.

5.13 APPLICABLE LAW AND JURISDICTION
This contract and any and all litigation arising therefrom or related thereto shall be governed by the applicable laws, regulations and rules of evidence of the State of New Jersey without reference to conflict of laws principles and shall be filed in the appropriate Division of the New Jersey Superior Court.

5.14 CONTRACT AMENDMENT
Except as provided herein, the contract may only be amended by written agreement of the State and the contractor.

5.15 MAINTENANCE OF RECORDS
The contractor shall maintain records for products and/or services delivered against the contract for a period of five (5) years from the date of final payment unless a longer period is required by law.

Such records shall be made available to the State, including the Comptroller, for audit and review.

5.16 ASSIGNMENT OF ANTITRUST CLAIM(S)
The contractor recognizes that in actual economic practice, overcharges resulting from antitrust violations are in fact usually borne by the ultimate purchaser. Therefore, and as consideration for executing this contract, the contractor, acting herein by and through its duly authorized agent, Attachment I - Page 29 of 79

hereby conveys, sells, assigns, and transfers to the State of New Jersey, for itself and on behalf of its political subdivisions and public agencies, all right, title and interest to all claims and causes of action it may now or hereafter acquire under the antitrust laws of the United States or the State of New Jersey, relating to the particular goods and services purchased or acquired by the State of New Jersey or any of its political subdivisions or public agencies pursuant to this contract.

In connection with this assignment, the following are the express obligations of the contractor:

A. It shall take no action that will in any way diminish the value of the rights conveyed or assigned hereunder;
B. It shall advise the Attorney General of New Jersey:

1. In advance of its intention to commence any action on its own behalf regarding any such claim or cause(s) of action; and

2. Immediately upon becoming aware of the fact that an action has been commenced on its behalf by some other person(s) of the pendency of such action.

C. It shall notify the defendants in any antitrust suit of the within assignment at the earliest practicable opportunity after the contractor has initiated an action on its own behalf or becomes aware that such an action has been filed on its behalf by another person. A copy of such notice shall be sent to the Attorney General of New Jersey; and D. It is understood and agreed that in the event any payment under any such claim or cause of action is made to the contractor, it shall promptly pay over to the State of New Jersey the allotted share thereof, if any, assigned to the State hereunder.

6. TERMS RELATING TO PRICE AND PAYMENT

6.1 PRICE FLUCTUATION DURING CONTRACT
Unless otherwise agreed to in writing by the State, all prices quoted shall be firm through issuance of contract or purchase order and shall not be subject to increase during the period of the contract.

In the event of a manufacturer's or contractor's price decrease during the contract period, the State shall receive the full benefit of such price reduction on any undelivered purchase order and on any subsequent order placed during the contract period. The Director must be notified, in writing, of any price reduction within five (5) days of the effective date.

Failure to report price reductions may result in cancellation of contract for cause, pursuant to provision 5.7(b)1.

6.2 TAX CHARGES
The State of New Jersey is exempt from State sales or use taxes and Federal excise taxes.

Therefore, price quotations must not include such taxes. The State's Federal Excise Tax Exemption number is 22-75-0050K.

6.3 PAYMENT TO VENDORS
a. The using agency(ies) is (are) authorized to order and the contractor is authorized to ship only those items covered by the contract resulting from the RFP. If a review of orders placed by the using agency(ies) reveals that goods and/or services other than that covered by the contract have been ordered and delivered, such delivery shall be a violation of the terms of the contract and may be considered by the Director as a basis to terminate the contract and/or not award the contractor a subsequent contract. The Director may take such steps as are necessary to have the items returned by the agency, regardless of the time between the date of delivery and discovery of the violation. In such event, the contractor shall reimburse the State the full purchase price;
b. The contractor must submit invoices to the using agency with supporting documentation evidencing that work or goods for which payment is sought has been satisfactorily Attachment I - Page 30 of 79

completed or delivered. For commodity contracts, the invoice, together with the original Bill of Lading, express receipt and other related papers must be sent to the State Contract Manager or using agency on the date of each delivery. For contracts featuring services, invoices must reference the tasks or subtasks detailed in the Scope of Work section of the RFP and must be in strict accordance with the firm, fixed prices submitted for each task or subtask on the RFP pricing sheets. When applicable, invoices should reference the appropriate RFP price sheet line number from the contractor’s bid proposal. All invoices must be approved by the State Contract Manager or using agency before payment will be authorized;
c. In all time and materials contracts, the State Contract Manager or designee shall monitor and approve the hours of work and the work accomplished by contractor and shall document both the work and the approval. Payment shall not be made without such documentation. A form of timekeeping record that should be adapted as appropriate for the Scope of Work being performed can be found at
www.nj.gov/treasury/purchase/forms/Vendor_Timesheet.xls; and d. The contractor shall provide, on a monthly and cumulative basis, a breakdown in accordance with the budget submitted, of all monies paid to any small business, minority or woman-owned subcontractor(s). This breakdown shall be sent to the Chief of Operations, Division of Revenue, P.O. Box 628, Trenton, NJ 08646.

6.4 OPTIONAL PAYMENT METHOD: P-CARD
The State offers contractors the opportunity to be paid through the MasterCard procurement card (p-card). A contractor’s acceptance and a State agency’s use of the p-card are optional. P-card transactions do not require the submission of a contractor invoice; purchasing transactions using the p-card will usually result in payment to a contractor in three (3) days. A contractor should take note that there will be a transaction-processing fee for each p-card transaction. To participate, a contractor must be capable of accepting the MasterCard. Additional information can be obtained from banks or merchant service companies.

6.5 NEW JERSEY PROMPT PAYMENT ACT
The New Jersey Prompt Payment Act, N.J.S.A. 52:32-32 et seq., requires state agencies to pay for goods and services within 60 days of the agency's receipt of a properly executed State Payment Voucher or within 60 days of receipt and acceptance of goods and services, whichever is later.

Properly executed performance security, when required, must be received by the State prior to processing any payments for goods and services accepted by state agencies. Interest will be paid on delinquent accounts at a rate established by the State Treasurer. Interest shall not be paid until it exceeds $5.00 per properly executed invoice.

Cash discounts and other payment terms included as part of the original agreement are not affected by the Prompt Payment Act.

6.6 AVAILABILITY OF FUNDS
The State’s obligation to make payment under this contract is contingent upon the availability of appropriated funds and receipt of revenues from which payment for contract purposes can be made.

No legal liability on the part of the State for payment of any money shall arise unless and until funds are appropriated each fiscal year to the using agency by the State Legislature and made available through receipt of revenue.

7. TERMS RELATING TO ALL CONTRACTS FUNDED, IN WHOLE OR IN PART, BY FEDERAL FUNDS The provisions set forth in this Section 7 of the Standard Terms and Conditions apply to all contracts funded, in whole or in part, by Federal funds as required by 2 CFR 200.317.

Attachment I - Page 31 of 79

7.1 PROCUREMENT OF RECOVERED MATERIALS
To the extent that the scope of work or specifications in the contract requires the contractor to provide any of the following items, this Section 7.1 of the Standard Terms and Conditions modifies the terms of the scope of work or specification.

Pursuant to 2 CFR 200.322, the contractor must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, 42 U.S.C. § 6962. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $ 10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $ 10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.

A. Designated items are those set forth in 40 CFR 247 subpart B, as may be amended from time to time, including:

1. Paper and paper products listed in 40 C.F.R. 247.10;

2. Certain vehicular products as listed in 40 CFR 247.11;

3. Certain construction products listed in 40 C.F.R. 247.12;

4. Certain transportation products listed in 40 C.F.R. 247.13;

5. Certain park and recreation products, 40 C.F.R. 247.14;

6. Certain landscaping products listed in 40 C.F.R. 247.15;

7. Certain non-paper office products listed in 40 C.F.R. 247.16; and

8. Other miscellaneous products listed in 40 C.F.R. 247.17.

B. As defined in 40 CFR 247.3, “recovered material” means:

1. waste materials and byproducts which have been recovered or diverted from solid waste, but such term does not include those materials and byproducts generated from, and commonly reused within, an original manufacturing process; and

2. for purposes of purchasing paper and paper products, means waste material and byproducts that have been recovered or diverted from solid waste, but such term does not include those materials and byproducts generated from, and commonly reused within, an original manufacturing process. In the case of paper and paper products, the term recovered materials includes:
a. Postconsumer materials such as --
i. Paper, paperboard, and fibrous wastes from retail stores, office buildings, homes, and so forth, after they have passed through their end-usage as a consumer item, including: used corrugated boxes; old newspapers; old magazines; mixed waste paper; tabulating cards; and used cordage; and
ii. All paper, paperboard, and fibrous wastes that enter and are collected from municipal solid waste, and
b. Manufacturing, forest residues, and other wastes such as -- i. Dry paper and paperboard waste generated after completion of the papermaking process (that is, those manufacturing operations up to and including the cutting and trimming of the paper machine reel in smaller rolls of rough sheets) including: envelope cuttings, bindery trimmings, and other paper and paperboard waste, resulting from printing, cutting, forming, and other converting operations; bag, box, and carton manufacturing wastes; and butt rolls, mill wrappers, and rejected unused stock; and
ii. Finished paper and paperboard from obsolete inventories of paper and paperboard manufacturers, merchants, wholesalers, dealers, printers, converters, or others;
Attachment I - Page 32 of 79

iii. Fibrous byproducts of harvesting, manufacturing, extractive, or woodcutting processes, flax, straw, linters, bagasse, slash, and other forest residues;
iv. Wastes generated by the conversion of goods made from fibrous material (that is, waste rope from cordage manufacture, textile mill waste, and cuttings); and
v. Fibers recovered from waste water which otherwise would enter the waste stream.

C. For contracts in an amount greater than $ 100,000, at the beginning of each contract year, contractor shall provide the State estimates of the total percentage of recovered material utilized in the performance of its contract for each of the categories listed is subsection (A). For all contracts subject to this Section 7.1 of the Standard Terms and Conditions, at the conclusion of each contract year, contractor shall certify to the State the minimum recovered material content actually utilized in the prior contract year.

7.2 EQUAL EMPLOYMENT OPPORTUNITY
Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of "federally assisted construction contract" in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 CFR part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor." During the performance of this contract, the contractor agrees as follows:
(1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin.

The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following:

Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause.
(2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's Attachment I - Page 33 of 79

commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.
(5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.
(8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance:

Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States.

The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract.

The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance.

The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to Attachment I - Page 34 of 79

which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings.

7.3 DAVIS-BACON ACT, 40 U.S.C. 3141-3148, AS AMENDED
When required by Federal program legislation, all prime construction contracts in excess of $ 2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency.

The contracts must also include a provision for compliance with the Copeland "Anti-Kickback" Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States"). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency.

7.4 CONTRACT WORK HOURS AND SAFETY STANDARDS ACT, 40 U.S.C. 3701-3708 Where applicable, all contracts awarded by the non-Federal entity in excess of $ 100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5).

Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.

7.5 RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT If the Federal award meets the definition of "funding agreement" under 37 CFR § 401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that "funding agreement," the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency.

7.6 CLEAN AIR ACT, 42 U.S.C. 7401-7671Q, AND THE FEDERAL WATER POLLUTION CONTROL ACT, 33 U.S.C. 1251-1387, AS AMENDED
Contracts and subgrants of amounts in excess of $ 150,000 must contain a provision that requires the non-Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA).

Attachment I - Page 35 of 79

7.7 DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689) A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549.

7.8 BYRD ANTI-LOBBYING AMENDMENT, 31 U.S.C. 1352
Contractors that apply or bid for an award exceeding $ 100,000 must file the required certification.

Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award.

Attachment I - Page 36 of 79

EXHIBIT A

MANDATORY EQUAL EMPLOYMENT OPPORTUNITY LANGUAGE
N.J.S.A. 10:5-31 et seq. (P.L. 1975, c. 127)
N.J.A.C. 17:27 et seq.

GOODS, GENERAL SERVICE AND PROFESSIONAL SERVICES CONTRACTS During the performance of this contract, the contractor agrees as follows:

The contractor or subcontractor, where applicable, will not discriminate against any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex.

Except with respect to affectional or sexual orientation and gender identity or expression, the contractor will ensure that equal employment opportunity is afforded to such applicants in recruitment and employment, and that employees are treated during employment, without regard to their age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex. Such equal employment opportunity shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Public Agency Compliance Officer setting forth provisions of this nondiscrimination clause.

The contractor or subcontractor, where applicable will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex.

The contractor or subcontractor will send to each labor union, with which it has a collective bargaining agreement, a notice, to be provided by the agency contracting officer, advising the labor union of the contractor's commitments under this chapter and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

The contractor or subcontractor, where applicable, agrees to comply with any regulations promulgated by the Treasurer pursuant to N.J.S.A. 10:5-31 et seq., as amended and supplemented from time to time and the Americans with Disabilities Act.

The contractor or subcontractor agrees to make good faith efforts to meet targeted county employment goals established in accordance with N.J.A.C. 17:27-5.2.

The contractor or subcontractor agrees to inform in writing its appropriate recruitment agencies including, but not limited to, employment agencies, placement bureaus, colleges, universities, and labor unions, that it does not discriminate on the basis of age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex, and that it will discontinue the use of any recruitment agency which engages in direct or indirect discriminatory practices.

The contractor or subcontractor agrees to revise any of its testing procedures, if necessary, to assure that all personnel testing conforms with the principles of job related testing, as established by the statutes and court decisions of the State of New Jersey and as established by applicable Federal law and applicable Federal court decisions.

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In conforming with the targeted employment goals, the contractor or subcontractor agrees to review all procedures relating to transfer, upgrading, downgrading and layoff to ensure that all such actions are taken without regard to age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex, consistent with the statutes and court decisions of the State of New Jersey, and applicable Federal law and applicable Federal court decisions.

The contractor shall submit to the public agency, after notification of award but prior to execution of a goods and services contract, one of the following three documents:

Letter of Federal Affirmative Action Plan Approval;
Certificate of Employee Information Report; or
Employee Information Report Form AA302 (electronically provided by the Division and distributed to the public agency through the Division’s website at
http://www.state.nj.us/treasury/contract_compliance).

The contractor and its subcontractors shall furnish such reports or other documents to the Division of Purchase an Property, CCAU, EEO Monitoring Program as may be requested by the office from time to time in order to carry out the purposes of these regulations, and public agencies shall furnish such information as may be requested by the Division of Purchase an Property, CCAU, EEO Monitoring Program for conducting a compliance investigation pursuant to N.J.A.C. 17:27-1 et seq.

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EXHIBIT B

MANDATORY EQUAL EMPLOYMENT OPPORTUNITY LANGUAGE
N.J.S.A. 10:5-31 et seq. (P.L. 1975, c. 127)
N.J.S.A. 10:5-39 et. seq. (P.L. 1983, c. 197)
N.J.A.C. 17:27-1.1 et seq.

CONSTRUCTION CONTRACTS
During the performance of this contract, the contractor agrees as follows:

The contractor or subcontractor, where applicable, will not discriminate against any employee or applicant for employment because of age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex.

Except with respect to affectional or sexual orientation and gender identity or expression, the contractor will ensure that equal employment opportunity is afforded to such applicants in recruitment and employment, and that employees are treated during employment, without regard to their age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex. Such equal employment opportunity shall include, but not be limited to the following: employment, up grading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Public Agency Compliance Officer setting forth provisions of this nondiscrimination clause.

The contractor or subcontractor, where applicable will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to age, race, creed, color, national origin, ancestry, marital status, affectional or sexual orientation, gender identity or expression, disability, nationality or sex.

N.J.S.A. 10:5-39 et seq. requires contractors, subcontractors, and permitted assignees performing construction, alteration, or repair of any building or public work in excess of $250,000 to guarantee equal employment opportunity to veterans.

The contractor or subcontractor will send to each labor union, with which it has a collective bargaining agreement, a notice, to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under this act and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

The contractor or subcontractor, where applicable, agrees to comply with any regulations promulgated by the Treasurer, pursuant to N.J.S.A. 10:5-31 et seq., as amended and supplemented from time to time and the Americans with Disabilities Act.

When hiring or scheduling workers in each construction trade, the contractor or subcontractor agrees to make good faith efforts to employ minority and women workers in each construction trade consistent with the targeted employment goal prescribed by N.J.A.C. 17:27-7.2; provided, however, that the Dept. of LWD, Construction EEO Monitoring Program may, in its discretion, exempt a contractor or subcontractor from compliance with the good faith procedures prescribed by the following provisions, A, B and C, as long as the Dept. of LWD, Construction EEO Monitoring Program is satisfied that the contractor or subcontractor is employing workers provided by a union which provides evidence, in accordance with standards prescribed by the Dept. of LWD, Construction EEO Monitoring Program, that its percentage of active "card carrying" members who are minority and women workers is equal to or greater than the targeted employment goal established in accordance with N.J.A.C. 17:27-7.2. The contractor or subcontractor agrees that a good faith effort shall include compliance with the following procedures:

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(A) If the contractor or subcontractor has a referral agreement or arrangement with a union for a construction trade, the contractor or subcontractor shall, within three business days of the contract award, seek assurances from the union that it will cooperate with the contractor or subcontractor as it fulfills its affirmative action obligations under this contract and in accordance with the rules promulgated by the Treasurer pursuant to N.J.S.A. 10:5-31 et. seq., as supplemented and amended from time to time and the Americans with Disabilities Act. If the contractor or subcontractor is unable to obtain said assurances from the construction trade union at least five business days prior to the commencement of construction work, the contractor or subcontractor agrees to afford equal employment opportunities minority and women workers directly, consistent with this chapter. If the contractor's or subcontractor's prior experience with a construction trade union, regardless of whether the union has provided said assurances, indicates a significant possibility that the trade union will not refer sufficient minority and women workers consistent with affording equal employment opportunities as specified in this chapter, the contractor or subcontractor agrees to be prepared to provide such opportunities to minority and women workers directly, consistent with this chapter, by complying with the hiring or scheduling procedures prescribed under (B) below; and the contractor or subcontractor further agrees to take said action immediately if it determines that the union is not referring minority and women workers consistent with the equal employment opportunity goals set forth in this chapter.
(B) If good faith efforts to meet targeted employment goals have not or cannot be met for each construction trade by adhering to the procedures of (A) above, or if the contractor does not have a referral agreement or arrangement with a union for a construction trade, the contractor or subcontractor agrees to take the following actions:
(1) To notify the public agency compliance officer, the Dept. of LWD, Construction EEO Monitoring Program, and minority and women referral organizations listed by the Division pursuant to N.J.A.C. 17:27-5.3, of its workforce needs, and request referral of minority and women workers;
(2) To notify any minority and women workers who have been listed with it as awaiting available vacancies;
(3) Prior to commencement of work, to request that the local construction trade union refer minority and women workers to fill job openings, provided the contractor or subcontractor has a referral agreement or arrangement with a union for the construction trade; (4) To leave standing requests for additional referral to minority and women workers with the local construction trade union, provided the contractor or subcontractor has a referral agreement or arrangement with a union for the construction trade, the State Training and Employment Service and other approved referral sources in the area; (5) If it is necessary to lay off some of the workers in a given trade on the construction site, layoffs shall be conducted in compliance with the equal employment opportunity and nondiscrimination standards set forth in this regulation, as well as with applicable Federal and State court decisions;
(6) To adhere to the following procedure when minority and women workers apply or are referred to the contractor or subcontractor:
(i) The contactor or subcontractor shall interview the referred minority or women worker. (ii) If said individuals have never previously received any document or certification signifying a level of qualification lower than that required in order to perform the work of the construction trade, the contractor or subcontractor shall in good faith Attachment I - Page 40 of 79

determine the qualifications of such individuals. The contractor or subcontractor shall hire or schedule those individuals who satisfy appropriate qualification standards in conformity with the equal employment opportunity and non-discrimination principles set forth in this chapter. However, a contractor or subcontractor shall determine that the individual at least possesses the requisite skills, and experience recognized by a union, apprentice program or a referral agency, provided the referral agency is acceptable to the Dept. of LWD, Construction EEO Monitoring Program. If necessary, the contractor or subcontractor shall hire or schedule minority and women workers who qualify as trainees pursuant to these rules. All of the requirements, however, are limited by the provisions of (C) below. (iii) The name of any interested women or minority individual shall be maintained on a waiting list, and shall be considered for employment as described in (i) above, whenever vacancies occur. At the request of the Dept. of LWD, Construction EEO Monitoring Program, the contractor or subcontractor shall provide evidence of its good faith efforts to employ women and minorities from the list to fill vacancies. (iv) If, for any reason, said contractor or subcontractor determines that a minority individual or a woman is not qualified or if the individual qualifies as an advanced trainee or apprentice, the contractor or subcontractor shall inform the individual in writing of the reasons for the determination, maintain a copy of the determination in its files, and send a copy to the public agency compliance officer and to the Dept. of LWD, Construction EEO Monitoring Program.
(7) To keep a complete and accurate record of all requests made for the referral of workers in any trade covered by the contract, on forms made available by the Dept. of LWD, Construction EEO Monitoring Program and submitted promptly to the Dept. of LWD, Construction EEO Monitoring Program upon request.
(C) The contractor or subcontractor agrees that nothing contained in (B) above shall preclude the contractor or subcontractor from complying with the union hiring hall or apprenticeship policies in any applicable collective bargaining agreement or union hiring hall arrangement, and, where required by custom or agreement, it shall send journeymen and trainees to the union for referral, or to the apprenticeship program for admission, pursuant to such agreement or arrangement.

However, where the practices of a union or apprenticeship program will result in the exclusion of minorities and women or the failure to refer minorities and women consistent with the targeted county employment goal, the contractor or subcontractor shall consider for employment persons referred pursuant to (B) above without regard to such agreement or arrangement; provided further, however, that the contractor or subcontractor shall not be required to employ women and minority advanced trainees and trainees in numbers which result in the employment of advanced trainees and trainees as a percentage of the total workforce for the construction trade, which percentage significantly exceeds the apprentice to journey worker ratio specified in the applicable collective bargaining agreement, or in the absence of a collective bargaining agreement, exceeds the ratio established by practice in the area for said construction trade.

Also, the contractor or subcontractor agrees that, in implementing the procedures of (B) above, it shall, where applicable, employ minority and women workers residing within the geographical jurisdiction of the union.

After notification of award, but prior to signing a construction contract, the contractor shall submit to the public agency compliance officer and the Dept. of LWD, Construction EEO Monitoring Program an initial project workforce report (Form AA-201) electronically provided to the public agency by the Dept. of LWD, Construction EEO Monitoring Program, through its website, for distribution to and completion by the contractor, in accordance with N.J.A.C. 17:27-7.

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The contractor also agrees to submit a copy of the Monthly Project Workforce Report once a month thereafter for the duration of this contract to the Dept. of LWD, Construction EEO Monitoring Program and to the public agency compliance officer.

The contractor agrees to cooperate with the public agency in the payment of budgeted funds, as is necessary, for on the job and/or off the job programs for outreach and training of minorities and women.
(D) The contractor and its subcontractors shall furnish such reports or other documents to the Dept. of LWD, Construction EEO Monitoring Program as may be requested by the Dept. of LWD, Construction EEO Monitoring Program from time to time in order to carry out the purposes of these regulations, and public agencies shall furnish such information as may be requested by the Dept. of LWD, Construction EEO Monitoring Program for conducting a compliance investigation pursuant to N.J.A.C. 17:27-1.1 et seq.

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EXECUTIVE ORDER NO. 151 REQUIREMENTS
It is the policy of the Division of Purchase and Property that its contracts should create a workforce that reflects the diversity of the State of New Jersey. Therefore, contractors engaged by the Division of Purchase and Property to perform under a construction contract shall put forth a good faith effort to engage in recruitment and employment practices that further the goal of fostering equal opportunities to minorities and women.

The contractor must demonstrate to the Division of Purchase and Property’s satisfaction that a good faith effort was made to ensure that minorities and women have been afforded equal opportunity to gain employment under the Division of Purchase and Property’s contract with the contractor. Payment may be withheld from a contractor’s contract for failure to comply with these provisions.

Evidence of a “good faith effort” includes, but is not limited to:

1. The Contractor shall recruit prospective employees through the State Job bank website, managed by the Department of Labor and Workforce Development, available online at http://NJ.gov/http://NJ.gov/JobCentralNJ;

2. The Contractor shall keep specific records of its efforts, including records of all individuals interviewed and hired, including the specific numbers of minorities and women;

3. The Contractor shall actively solicit and shall provide the Division of Purchase and Property with proof of solicitations for employment, including but not limited to advertisements in general circulation media, professional service publications and electronic media; and

4. The Contractor shall provide evidence of efforts described at 2 above to the Division of Purchase and Property no less frequently than once every 12 months.

5. The Contractor shall comply with the requirements set forth at N.J.A.C. 17:27.

This language is in addition to and does not replace good faith efforts requirements for construction contracts required by N.J.A.C. 17:27-3.6, 3.7 and 3.8, also known as Exhibit B.

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NASPO ValuePoint

INTENT TO PARTICPATE
Cooperative Contract(s) for
Data Communications Products & Services (2019-2024)
I. PURPOSE
The purpose of this Agreement is to provide interested NASPO states with the opportunity to participate in multi-state cooperative contract(s) for the Data Communications Products & Services.

II. SCOPE OF THE CONTRACT(S)
The State of Utah is authorized by agreement of the participants to act as the procurement officer in developing multi-state cooperative contract(s) for Data Communications Products & Services.

The resulting contracts will be permissive contracts.

Administrative Fee
There will be a 0.25% NASPO ValuePoint administrative fee associated with these contracts. It is anticipated that the individual states will be able to add an administrative fee when the state executes its Participating Addendum.

III. TERM OF THE CONTRACT
The initial term of the contract will be established for five (5) years from the date of award with options to extend the contract for (2) two additional years.

IV. SOLICITATION AND CONTRACT DEVELOPMENT/ADDITIONAL INFORMATION The solicitation and contract development shall be accomplished in compliance with the NASPO ValuePoint Process Guide and the NASPO Memorandum of Agreement for the NASPO cooperative purchasing program, incorporated herein by reference.

Solicitation Publication Period
Bidders/Offerors will be given at least 40 days after publication to submit proposals.

Solicitation Type and Evaluation Criteria
This RFP will be issued and evaluated in concert with the procurement laws and rules of the State of Utah by a sourcing team comprised of members from several states.

Award(s)
The solicitation will permit multiple awards.

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Additional Requested Information
State Specific Terms and Conditions: If the participating state wishes to include any State specific terms and conditions with the release of this RFP, please attach those with this Intent to Participate.

Annual Estimated Volume: If your State has an existing contract for this commodity or service, please indicate your annual volume of spend (including any potential political subdivision usage if available).

Annual State Spend $26,195,865.00
Annual Political Subdivision Spend Unknown
Total Spend $91,642,561.61
State of Utah
Christopher Hughes
Director Name
801-538-3254 [email protected]
Director Phone Director Email
Director has approved ITP to be submitted? Yes ☒ No ☐
(Click appropriate box)
State Specific T&Cs to be included in RFP? Yes ☒ No ☐
(Click appropriate box)
Solomon Kingston, State Contract Analyst
State Point of Contact Name and Title
801-538-3228 [email protected]
Phone Email
Please email completed “Intent to Participate” document by Tuesday, July 10, 2018 to:

Shannon Berry
Cooperative Development Coordinator
NASPO ValuePoint
[email protected]
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ATTACHMENT A: STATE OF UTAH STANDARD INFORMATION TECHNOLOGY TERMS AND CONDITIONS

STATE OF UTAH COOPERATIVE INFORMATION TECHNOLOGY CONTRACT This is a State Cooperative Contract for information technology products and services meaning all computerized and auxiliary automated information handling, including: (a) systems design and analysis; (b) acquisition, storage, and conversion of data; (c) computer programming; (d) information storage and retrieval; (e) voice, radio, video, and data communications; (f) requisite systems controls; (g) simulation; and (h) all related interactions between people and machines.

1. DEFINITIONS:
a. “Access to Secure Public Facilities, Data, and Technology” means Contractor will (A) enter upon secure premises controlled, held, leased, or occupied by the State of Utah or an Eligible User; (B) maintain, develop, or have access to any deployed hardware, software, firmware, or any other technology, that is in use by the State of Utah or an Eligible User; or (C) have access to or receive any Public Data or Confidential Information during the course of performing this Contract. b. “Authorized Persons” means the Contractor’s employees, officers, partners, Subcontractors or other agents of Contractor who need to access Public Data to enable the Contractor to perform its responsibilities under this Contract. c. “Confidential Information” means information that is deemed as confidential under applicable record laws. The State of Utah and the Eligible Users reserves the right to identify, during and after this Contract, additional reasonable types of categories of information that must be kept confidential under federal and state laws by Contractor. d. “Contract” means the Contract Signature Page(s), including all referenced attachments and documents incorporated by reference. This Contract may include any purchase orders that result from the parties entering into this Contract. e. “Contract Signature Page(s)” means the cover page that Division and Contractor sign. f. “Contractor” means the individual or entity delivering the Goods, Custom Deliverables, or performing the Services identified in this Contract. The term “Contractor” shall include Contractor’s agents, officers, employees, partners, and/or any other person or entity for which Contractor may be liable under federal, state, or local laws. g. “Custom Deliverable” means the Work Product that Contractor is required to deliver to Eligible Users under this Contract. h. “Data Breach” means the unauthorized access by a non-authorized person(s) which results in unauthorized acquisition of Public Data and compromises the security, confidentiality, or integrity of Public Data. It is within an Eligible User’s sole discretion to determine whether the unauthorized access is a Security Incident or a Data Breach. i. “Division” means the State of Utah Division of Purchasing. j. “DTS” means the Department of Technology Services.
k. “Eligible User(s)” means the State of Utah’s government departments, institutions, agencies, political subdivisions (i.e., colleges, school districts, counties, cities, etc.), and, as applicable, nonprofit organizations, agencies of the federal government, or any other entity authorized by the laws of the State of Utah to participate in State Cooperative Contracts will be allowed to use this Contract.
l. “Federal Criminal Background Check” means an in depth background check conducted and processed by the FBI that covers all states. Federal Criminal Background Check reports will show if applicant has had any criminal cases filed against them that violated federal criminal law.
m. “Good” means any deliverable not classified as a Custom Deliverable or Service that Contractor is required to deliver to the Eligible Users under this Contract.
n. “Non-Public Data” means data, other than personal data, that is not subject to distribution to the public as public information. It is deemed to be sensitive and confidential by the State of Utah and the federal government because it contains information that is exempt by state, federal and local statutes, ordinances, or administrative rules from access by the general public as public information.
o. “Personal Data” means data that includes information relating to a person that identifies the person by a person’s first name or first initial and last name and has any of the following personally identifiable information (PII): government-issued identification numbers (e.g., Social Security, driver’s license, passport); financial account information; including account number, credit or debit card numbers; or protected health information (PHI) relating to a person. p. “Proposal” means Contractor’s response documents, including attachments, to the Division’s Solicitation. q. “Protected Health Information” (PHI) means individually identifiable health information transmitted by electronic media, maintained in electronic media, or transmitted or maintained in any other form or medium. PHI excludes education records covered by the Family Educational Rights and Privacy Act (FERPA), as amended, 20 U.S.C. 1232g, records described at 20 U.S.C. 1232g(a)(4)(B)(iv) and employment records held by a covered entity in its role as employer. r. “Security Incident” means the potentially unauthorized access by non-authorized persons to Public Data that Contractor believes could reasonably result in the use, disclosure or theft of Public Data within the possession or control of the Contractor. A Security Incident may or may not turn into a Data Breach. It is within an Eligible User’s sole discretion to determine whether the unauthorized access is a Security Incident or a Data Breach.

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s. “Services” means the furnishing of labor, time, or effort by Contractor as set forth in this Contract, including but not limited to installation, configuration, implementation, technical support, warranty maintenance, and other support services. t. “Solicitation” means the documents used by the Division to solicit Contractor’s Proposal for the Goods, Custom Deliverables, or Services identified in this Contract.
u. “Public Data” means all Confidential Information, Non-Public Data, Personal Data, and Protected Health Information that is created or in any way originating with the State of Utah or an Eligible User whether such data or output is stored on the State of Utah’s or an Eligible User’s hardware, Contractor’s hardware, or exists in any system owned, maintained or otherwise controlled by the State of Utah, an Eligible User, or by Contractor. Public Data includes any federal data, that the State of Utah or an Eligible User controls or maintains, that is protected under federal laws, statutes, and regulations. v. “State of Utah” means the State of Utah, in its entirety, including its institutions, agencies, departments, divisions, authorities, instrumentalities, boards, commissions, elected or appointed officers, employees, agents, and authorized volunteers. w. “Subcontractors” means subcontractors or subconsultants, at any tier, that are under the direct or indirect control or responsibility of Contractor, and includes all independent contractors, agents, employees, or anyone else for whom the Contractor may be liable, at any tier, including a person or entity that is, or will be, providing or performing an essential aspect of this Contract, including Contractor’s manufacturers, distributors, and suppliers. x. “Work Product” means every invention, modification, discovery, design, development, customization, configuration, improvement, process, software program, work of authorship, documentation, formula, datum, technique, know how, secret, or intellectual property right whatsoever or any interest therein (whether patentable or not patentable or registerable under copyright or similar statutes or subject to analogous protection) that is specifically made, conceived, discovered, or reduced to practice by Contractor or Contractor’s Subcontractors (either alone or with others) pursuant to this Contract. Work Product shall be considered a work made for hire under federal, state, and local laws; and all interest and title shall be transferred to and owned by the ordering Eligible User. Notwithstanding anything in the immediately preceding sentence to the contrary, Work Product does not include any Eligible User intellectual property, Contractor’s intellectual property (that it owned or licensed prior to this Contract) or Third Party intellectual property.

2. CONTRACT JURISDICTION, CHOICE OF LAW, AND VENUE: This Contract shall be governed by the laws, rules, and regulations of the State of Utah. Any action or proceeding arising from this Contract shall be brought in a court of competent jurisdiction in the State of Utah. Venue shall be in Salt Lake City, in the Third Judicial District Court for Salt Lake County.

3. LAWS AND REGULATIONS: At all times during this Contract, Contractor and all the Goods delivered under this Contract will comply with all applicable federal and state constitutions, laws, rules, codes, orders, and regulations, including applicable licensure and certification requirements.

4. NO WAIVER OF SOVEREIGN IMMUNITY: In no event shall this Contract be considered a waiver by the Division, an Eligible User, or the State of Utah of any form of defense or immunity, whether sovereign immunity, governmental immunity, or any other immunity based on the Eleventh Amendment to the Constitution of the United States or otherwise, from any claim or from the jurisdiction of any court.

5. RECORDS ADMINISTRATION: Contractor shall maintain or supervise the maintenance of all records necessary to properly account for Contractor’s performance and the payments made by Eligible Users to Contractor under this Contract. These records shall be retained by Contractor for at least six (6) years after final payment, or until all audits initiated within the six (6) years have been completed, whichever is later. Contractor agrees to allow, at no additional cost, State of Utah auditors, federal auditors, Eligible Users or any firm identified by the Division, access to all such records. Contractor must refund to the Division any overcharges brought to Contractor’s attention by the Division or the Division’s auditor and Contractor is not permitted to offset identified overcharges by alleged undercharges to Eligible Users.

6. CERTIFY REGISTRATION AND USE OF EMPLOYMENT "STATUS VERIFICATION SYSTEM”: This Status Verification System, also referred to as “E-verify”, requirement only applies to contracts issued through a Request for Proposal process and to sole sources that are included within a Request for Proposal. (1) Contractor certifies as to its own entity, under penalty of perjury, that Contractor has registered and is participating in the Status Verification System to verify the work eligibility status of Contractor’s new employees that are employed in the State of Utah in accordance with applicable immigration laws including Section 63G-12-302, Utah Code, as amended. (2) Contractor shall require that the following provision be placed in each subcontract at every tier: “The subcontractor shall certify to the main (prime or general) contractor by affidavit that the subcontractor has verified through the Status Verification System the employment status of each new employee of the respective subcontractor, all in accordance with applicable immigration laws including Section 63G-12-302, Utah Code, as amended, and to comply with all applicable employee status verification laws. Such affidavit must be provided prior to the notice to proceed for the subcontractor to perform the work.” (3) Contractor’s failure to comply with this section will be considered a material breach of this Contract. (4) Contractor shall protect, indemnify, and hold harmless the Division, the Eligible Users, and the State of Utah, and anyone that the State of Utah may be liable for, against any claim, damages, or liability arising out of or resulting from violations of the above Status Verification System Section whether violated by employees, agents, or contractors of the following: (a) Contractor; (b) Subcontractor at any tier; and/or (c) any entity or person for whom the Contractor or Subcontractor may be liable.

7. CONFLICT OF INTEREST: Contractor represents that none of its officers or employees are officers or employees of the State of Attachment I - Page 47 of 79

Utah, unless disclosure has been made to the Division.

8. CONFLICT OF INTEREST WITH STATE EMPLOYEES: Contractor agrees to comply and cooperate in good faith will all conflict of interest and ethic laws including Section 63G-6a-2404, Utah Procurement Code, as amended.

9. INDEPENDENT CONTRACTOR: Contractor’s legal status is that of an independent contractor, and in no manner shall Contractor be deemed an employee or agent of the Division, the Eligible Users, or the State of Utah, and therefore is not entitled to any of the benefits associated with such employment. Contractor, as an independent contractor, shall have no authorization, express or implied, to bind the Division, the Eligible Users, or the State of Utah to any agreements, settlements, liabilities, or understandings whatsoever, and agrees not to perform any acts as an agent for the Division, the Eligible Users, or the State of Utah. Contractor shall remain responsible for all applicable federal, state, and local taxes, and all FICA contributions.

10. CONTRACTOR ACCESS TO SECURE Public FACILITIES, PUBLIC DATA, AND TECHNOLOGY: An employee of Contractor or a Subcontractor may be required to complete a Federal Criminal Background Check, if said employee of Contractor or a Subcontractor will have Access to Secure Public Facilities, Public Data, and Technology. Contractor shall provide the Eligible User with sufficient personal information (at Contractor’s own expense) so that a Federal Criminal Background Check may be completed by the Eligible User, at the Eligible User’s expense. The Eligible User will also provide Contractor with a Disclosure Form and Confidentiality Agreement which must be filled out by Contractor and returned to the Eligible User. Additionally, each employee of Contractor or a Subcontractor, who will have Access to Secure Public Facilities, Public Data, and Technology, will be scheduled by the Eligible User to be fingerprinted, at a minimum of one week prior to having such access. At the time of fingerprinting, said employee of Contractor or a Subcontractor will disclose, in full, any past record of felony or misdemeanor convictions. The Eligible User is authorized to conduct a Federal Criminal Background Check based upon the fingerprints and personal information provided. The Eligible User may use this same information to complete a Name Check in the Utah Criminal Justice Information System (UCJIS) every two years and reserves the right to revoke Access to Secure State Facilities, Data, and Technology granted in the event of any negative results. Contractor agrees to notify the Eligible User if an arrest or conviction of any employee of Contractor or a Subcontractor that has Access to Secure Public Facilities, Public Data and Technology occurs during this Contract.

Contractor, in executing any duty or exercising any right under this Contract, shall not cause or permit any of its employees or employees of a Subcontractor (if any) who have been convicted of a felony or misdemeanor to have Access to Secure Public Facilities, Public Data, and Technology. A felony and misdemeanor are defined by the laws of the State of Utah, regardless of where the conviction occurred.

11. DRUG-FREE WORKPLACE: Contractor agrees to abide by the Eligible User’s drug-free workplace policies while on the Eligible User’s or the State of Utah’s premises.

12. CODE OF CONDUCT: If Contractor is working at facilities controlled or owned by the State of Utah, Contractor agrees to follow and enforce the applicable code of conduct which will be provided upon request by Contractor to the Eligible User. Contractor will assure that each employee or each employee of Subcontractor(s) under Contractor’s supervision receives a copy of such code of conduct.

13. INDEMNITY CLAUSE: Contractor shall be fully liable for the actions of its agents, employees, officers, partners, and Subcontractors, and shall fully indemnify, defend, and save harmless the Division, the Eligible Users, and the State of Utah from all claims, losses, suits, actions, damages, and costs of every name and description arising out of Contractor’s performance of this Contract caused by any intentional act or negligence of Contractor, its agents, employees, officers, partners, or Subcontractors, without limitation; provided, however, that the Contractor shall not indemnify for that portion of any claim, loss, or damage arising hereunder due to the sole fault of the Division, the Eligible User, or the State of Utah. The parties agree that if there are any limitations of the Contractor’s liability, including a limitation of liability clause for anyone for whom the Contractor is responsible, such limitations of liability will not apply to injuries to persons, including death, or to damages to property.

14. EMPLOYMENT PRACTICES: Contractor agrees to abide by the following employment laws: (i)Title VI and VII of the Civil Rights Act of 1964 (42 U.S.C. 2000e) which prohibits discrimination against any employee or applicant for employment or any applicant or recipient of services, on the basis of race, religion, color, or national origin; (ii) Executive Order No. 11246, as amended, which prohibits discrimination on the basis of sex; (iii) 45 CFR 90 which prohibits discrimination on the basis of age; (iv) Section 504 of the Rehabilitation Act of 1973, or the Americans with Disabilities Act of 1990 which prohibits discrimination on the basis of disabilities; and (v) Utah's Executive Order, dated December 13, 2006, which prohibits unlawful harassment in the work place.

Contractor further agrees to abide by any other laws, regulations, or orders that prohibit the discrimination of any kind of any of Contractor’s employees.

15. SEVERABILITY: A declaration or order by any court that any provision of this Contract is illegal and void shall not affect the legality and enforceability of any other provision of this Contract, unless the provisions are mutually dependent.

16. AMENDMENTS: This Contract may only be amended by the mutual written agreement of the parties, which amendment will be attached to this Contract. Automatic renewals will not apply to this Contract.

17. DEBARMENT: Contractor certifies that it is not presently nor has ever been debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this Contract, by any governmental department or agency, whether international, national, state, or local. Contractor must notify the Division within thirty (30) days if debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from participation in any contract by any governmental entity during this Contract.

18. TERMINATION: This Contract may be terminated, with cause by either party, in advance of the specified expiration date, upon written notice given by the other party. The party in violation will be given ten (10) days after written notification to correct and cease the violations, after which this Contract may be terminated for cause immediately and subject to the remedies below. This Contract may also be terminated without cause (for convenience), in advance of the specified expiration date, by the Division, upon Attachment I - Page 48 of 79

thirty (30) days written termination notice being given to the Contractor. The Division and the Contractor may terminate this Contract, in whole or in part, at any time, by mutual agreement in writing.

If Services apply to this Contract, then Contractor shall be compensated for the Services properly performed under this Contract up to the effective date of the notice of termination. Contractor agrees that in the event of such termination for cause or without cause, Contractor’s sole remedy and monetary recovery from the Division, the Eligible Users, or the State of Utah is limited to full payment for all work properly performed as authorized under this Contract up to the date of termination as well as any reasonable monies owed as a result of Contractor having to terminate other contracts necessarily and appropriately entered into by Contractor pursuant to this Contract.

19. SUSPENSION OF WORK: Should circumstances arise which would cause the Division to suspend Contractor’s responsibilities under this Contract, but not terminate this Contract, this will be done by formal written notice pursuant to the terms of this Contract.

Contractor’s responsibilities may be reinstated upon advance formal written notice from the Division.

20. NONAPPROPRIATION OF FUNDS, REDUCTION OF FUNDS, OR CHANGES IN LAW: Upon thirty (30) days written notice delivered to the Contractor, this Contract may be terminated in whole or in part at the sole discretion of the Division or an Eligible User, if it is reasonably determined that: (i) a change in Federal or State legislation or applicable laws materially affects the ability of either party to perform under the terms of this Contract; or (ii) that a change in available funds affects an Eligible User’s ability to pay under this Contract. A change of available funds as used in this paragraph, includes, but is not limited to, a change in Federal or State funding, whether as a result of a legislative act or by order of the President or the Governor.

If a written notice is delivered under this section, the Eligible User will reimburse Contractor for the Goods or Services properly ordered until the effective date of said notice. The Eligible User will not be liable for any performance, commitments, penalties, or liquidated damages that accrue after the effective date of said written notice.

21. SALES TAX EXEMPTION: The Goods, Custom Deliverables, or Services being purchased by the Eligible Users under this Contract are being paid from the Eligible User’s funds and used in the exercise of the Eligible User’s essential function as an Eligible User. The Eligible User will provide Contractor with a copy of its sales tax exemption number upon request. It is the Contractor’s responsibility to request the sales tax exemption number from the Eligible User.

22. TITLE AND OWNERSHIP WARRANTY: Contractor warrants, represents and conveys full ownership, clear title free of all liens and encumbrances to any Good or Custom Deliverable delivered to the Eligible Users under this Contract. Contractor fully indemnifies the Eligible Users for any loss, damages or actions arising from a breach of this warranty without limitation.

23. HARDWARE WARRANTY: Contractor agrees to warrant and assume responsibility for all hardware portions of any Good or Custom Deliverable, that it licenses, contracts, or sells under this Contract, for a period of one (1) year. Contractor acknowledges that all warranties granted to the Division and Eligible Users by the Uniform Commercial Code of the State of Utah apply to this Contract. Product liability disclaimers and/or warranty disclaimers from Contractor are not applicable to this Contract. In general, the Contractor warrants that the hardware: (a) will perform as specified in the Proposal; (b) will live up to all specific claims listed in the Proposal; (c) will be suitable for the ordinary purposes for which the hardware is used; (d) will be suitable for any special purposes that the Division has relied on Contractor’s skill or judgment to consider when it advised the Division about the hardware in the Proposal; (e) the hardware has been properly designed and manufactured; and (f) is free of significant defects or unusual problems about which Eligible User has not been warned.

24. SOFTWARE WARRANTY: Contractor warrants that for a period of ninety (90) days from the date of Acceptance that the software portions of the Goods and Custom Deliverables, that Contractor licenses, contracts, or sells to the Eligible Users under this Contract, will: (a) perform in accordance with the specific claims provided in the Proposal; (b) be suitable for the ordinary purposes for which such Goods and Custom Deliverables are used; (c) be suitable for any special purposes that the Eligible User has relied on Contractor’s skill or judgment to consider when it advised the Eligible User about the Goods or Custom Deliverables in its Proposal; (d) have been properly designed and manufactured; and (e) be free of significant defects or unusual problems.

Contractor agrees to provide the Eligible Users with bug fixes, including informing the Eligible Users of any known software bugs or software defects that may affect the Eligible User’s use of the software during the Contract.

25. WARRANTY REMEDIES: Upon breach of the hardware or software warranty, Contractor will repair or replace (at no charge to the Eligible Users) the Goods or Custom Deliverables whose nonconformance is discovered and made known to Contractor. If the repaired and/or replaced products prove to be inadequate, or fail to meet the performance of its essential purpose, Contractor will refund the full amount of any payments that have been made for the failing products. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity.

26. UPDATES AND UPGRADES: Contractor grants to the Eligible Users a non-exclusive, non-transferable license to use upgrades and updates provided by Contractor during the term of this Contract. Such upgrades and updates are subject to the terms of this Contract. The Eligible Users shall download, distribute, and install all updates as released by Contractor during this Contract, and Contractor strongly suggests that the Eligible Users also download, distribute, and install all upgrades as released by Contractor during this Contract.

27. BUG FIXING AND REMOTE DIAGNOSTICS: Contractor shall use commercially reasonable efforts to provide work-around solutions or patches to reported software problems. With an Eligible User’s prior written authorization, Contractor may perform remote diagnostics to work on reported problems, subject to Contractor’s obligation of this Contract. In the event that an Eligible User declines remote diagnostics, Contractor and the Eligible User may agree to on-site technical support, subject to the terms of this Contract.

28. TECHNICAL SUPPORT AND MAINTENANCE: If technical support and maintenance is a part of the Goods or Custom Deliverables that Contractor provides under this Contract, Contractor will use commercially reasonable efforts to respond, in a Attachment I - Page 49 of 79

reasonable time, when technical support or maintenance requests regarding the Goods or Custom Deliverables are made to Contractor.

29. SECURE PROTECTION AND HANDLING OF PUBLIC DATA: If Contractor is given Public Data as part of this Contract, the protection of Public Data shall be an integral part of the business activities of Contractor to ensure that there is no inappropriate or unauthorized use of Public Data. To the extent that Contractor is given Public Data, Contractor shall safeguard the confidentiality, integrity and availability of the Public Data and comply with the following conditions outlined below. Eligible Users reserve the right to verify Contractor’s adherence to the following conditions to ensure they are met during the life of the contract:

1. Network Security: Contractor agrees at all times to maintain network security that - at a minimum - includes: network firewall provisioning, intrusion detection, and regular third party penetration testing. Contractor also agrees to maintain network security that conforms to one of the following:
(1) Those standards the State of Utah applies to its own network, found outlined in DTS Policy 5000-0002 Enterprise Information Security Policy (copy available upon request);
(2) Current standards set forth and maintained by the National Institute of Standards and Technology, includes those at:
http://nvlpubs.nist.gov/nistpubs/SpecialPublications/NIST.SP.800-53r4.pdf; or (3) Any generally recognized comparable standard that Contractor then applies to its own network and approved by DTS in writing.

2. Public Data Security: Contractor agrees to protect and maintain the security of Public Data with protection that is at least as good as or better than that maintained by the State of Utah which will be provided by an Eligible User upon Contractor’s request.

These security measures included but are not limited to maintaining secure environments that are patched and up to date with all appropriate security updates as designated (ex. Microsoft Notification). Eligible User reserves the right to determine if Contractor’s level of protection adequately meets the Eligible User’s security requirements.

3. Public Data Transmission: Contractor agrees that any and all transmission or exchange of system application data with the Eligible Users and State of Utah and/or any other parties expressly designated by the State of Utah, shall take place via secure means (ex. HTTPS or FTPS).

4. Public Data Storage: Contractor agrees that all Public Data will be stored and maintained in data centers in the United States.

Contractor agrees that no Public Data at any time will be processed on or transferred to any portable or laptop computing device or any portable storage medium, except for devices that are used and kept only at Contractor’s United States data centers, unless such medium is part of the Contractor's designated backup and recovery process. Contractor shall permit its employees and Subcontractors to access non-Public Data remotely only as required to provide technical support. Contractor may provide technical user support on a 24/7 basis using a Follow the Sun model, unless otherwise prohibited by this contract.

5. Public Data Encryption: Contractor agrees to store all data provided to Contractor, including State, as part of its designated backup and recovery process in encrypted form, using no less than 128 bit key and include all data as part of a designated backup and recovery process.

6. Password Protection: Contractor agrees that any portable or laptop computer that has access to the Eligible Users or State of Utah networks, or stores any Public Data is equipped with strong and secure password protection.

7. Public Data Re-Use: Contractor agrees that any and all data exchanged shall be used expressly and solely for the purpose enumerated in this Contract. Contractor further agrees that no Public Data of any kind shall be transmitted, exchanged, or otherwise passed to other Contractors or interested parties except on a case-by-case basis as specifically agreed to in writing by the Eligible Users.

8. Public Data Destruction: The Contractor agrees that upon expiration or termination of this Contract it shall erase, destroy, and render unreadable all Public Data from all non-state computer systems and backups, and certify in writing that these actions have been completed within thirty (30) days of the expiration or termination of this Contract or within seven (7) days of the request of the Eligible User, whichever shall come first, unless the Eligible User provides Contractor with a written directive. It is understood by the parties that the Eligible User’s written directive may request that certain data be preserved in accordance with applicable law.

9. Services Shall Be Performed Within United States: Contractor agrees that all of the Services related to Public Data that it provides to the Eligible Users will be performed by Contractor and Subcontractor(s) within the borders and jurisdiction of the United States.

30. SECURITY INCIDENT OR DATA BREACH NOTIFICATION: Contractor shall immediately inform an Eligible User of any Security Incident or Data Breach.

1. Incident Response: Contractor may need to communicate with outside parties regarding a Security Incident, which may include contacting law enforcement and seeking external expertise as mutually agreed upon, defined by law or contained in this Contract. Discussing Security Incidents with the Eligible User should be handled on an urgent as-needed basis, as part of Contractor’s communication and mitigation processes, defined by law or contained in this Contract.

2. Security Incident Reporting Requirements: Contractor shall report a Security Incident to the Eligible User immediately if Contractor reasonably believes there has been a Security Incident.

3. Breach Reporting Requirements: If Contractor has actual knowledge of a confirmed Data Breach that affects the security of any Public Data that is subject to applicable data breach notification law, Contractor shall: (a) promptly notify the Eligible User Attachment I - Page 50 of 79

within 24 hours or sooner, unless shorter time is required by applicable law; (b) take commercially reasonable measures to address the Data Breach in a timely manner; and (c) be responsible for its Data Breach responsibilities, as provided in the next Section.

31. DATA BREACH RESPONSIBILITIES: This Section only applies when a Data Breach occurs. Contractor agrees to comply with all applicable laws that require the notification of individuals in the event of a Data Breach or other events requiring notification in accordance with DTS Policy 5000-0002 Enterprise Information Security Policy (copy available upon request). In the event of a Data Breach or other event requiring notification under applicable law (Utah Code § 13-44-101 thru 301 et al), Contractor shall: (a) cooperate with the Eligible User by sharing information relevant to the Data Breach; (b) promptly implement necessary remedial measures, if necessary; (c) document responsive actions taken related to the Data Breach, including any post-incident review of events and actions taken to make changes in business practices in relation to the Data Breach; and (d) in accordance with applicable laws indemnify, hold harmless, and defend DTS and the State of Utah against any claims, damages, or other harm related to such Data Breach. If the Data Breach requires public notification, all communication shall be coordinated with the Eligible User. Contractor shall be responsible for all notification and remedial costs and damages.

32. STATE INFORMATION TECHNOLOGY POLICIES: If Contractor is providing an Executive Branch Agency of the State of Utah with Goods or Custom Deliverables it is important that contractors follow the same policies and procedures that DTS follows for their own internally developed goods and deliverables to minimize security risk, ensure applicable State and Federal laws are followed, address issues with accessibility and mobile device access, and prevent outages and data breaches within the State of Utah’s environment. Contractor agrees to comply with the following DTS Policies which are available upon request:

1. DTS Policy 4000-0001, Enterprise Application and Database Deployment Policy: The Enterprise Application and Database Deployment Policy requires any Contractor developing software for the State to develop and establish proper controls that will ensure a clear separation of duties between developing and deploying applications and databases to minimize security risk; to meet due diligence requirements pursuant to applicable state and federal regulations; to enforce contractual obligations; and to protect the State's electronic information and information technology assets.

2. DTS policy 4000-0002, Enterprise Password Standards Policy: Any Contractor developing software for the State must ensure it is built to follow the password requirements outlined in the Enterprise Password Standards Policy.

3. DTS Policy 4000-0003, Software Development Life Cycle Policy: The Software Development Life Cycle Policy requires any Contractor developing software for the State to work with DTS in implementing a Software Development Lifecycle (SDLC) that addresses key issues of security, accessibility, mobile device access, and standards compliance.

4. DTS Policy 4000-0004, Change Management Policy: Per the Change Management Policy, any Goods or Custom Deliverables furnished or Services performed by Contractor which have the potential to cause any form of outage or to modify DTS’s or the State of Utah’s infrastructure must be reviewed by the DTS Change Management Committee. Following this notification, any outages or Data Breaches which are a direct result of Contractor’s failure to comply with DTS instructions and policies following notification will result in Contractor’s liability for any and all damages resulting from or associated with the outage or Data Breach.

33. PUBLIC INFORMATION: Contractor agrees that this Contract, any related purchase orders, related invoices, related pricing lists, and the Proposal will be public documents, and may be available for distribution in accordance with the State of Utah’s Government Records Access and Management Act (GRAMA). Contractor gives the Division, the Eligible Users, and the State of Utah express permission to make copies of this Contract, any related purchase orders, related invoices, related pricing lists, and Proposal in accordance with GRAMA. The permission to make copies as noted will take precedence over any statements of confidentiality, proprietary information, copyright information, or similar notation. The Division, the Eligible Users, or the State of Utah will not inform Contractor of any request for a copy of this Contract, including any related purchase orders, related invoices, related pricing lists, or the Proposal.

34. DELIVERY: Unless otherwise specified in this Contract, all deliveries will be F.O.B. destination with all transportation and handling charges paid by Contractor. Contractor is responsible for including any freight charges due by the Eligible User to Contractor when providing quotes to the Eligible User unless otherwise specified in this Contract. Invoices listing freight charges that were not identified in the quote prior to shipment, unless otherwise specified in this Contract, will be returned to the Contractor to remove such costs. Responsibility and liability for loss or damage will remain with Contractor until final inspection and acceptance when responsibility will pass to the Eligible Users except as to latent defects, fraud, and Contractor's warranty obligations.

35. ELECTRONIC DELIVERY: Contractor may electronically deliver any Good or Custom Deliverable to Eligible Users or provide any Good and Custom Deliverable for download from the Internet, if approved in writing by the Eligible Users. Contractor should take all reasonable and necessary steps to ensure that the confidentiality of those electronic deliveries is preserved in the electronic delivery process, and are reminded that failure to do so may constitute a breach of obligations owed to the Eligible Users under this Contract. Contractor warrants that all electronic deliveries will be free of known, within reasonable industry standards, malware, bugs, Trojan horses, etc. Any electronic delivery that includes Public Data that Contractor processes or stores must be delivered within the specifications of this Contract.

36. ACCEPTANCE PERIOD: A Good, Custom Deliverable, or Service furnished under this Contract shall function in accordance with the specifications identified in this Contract and Solicitation. If the Goods and Custom Deliverables delivered do not conform to the specifications identified in this Contract and Solicitation (“Defects”), the Eligible Users shall within thirty (30) calendar days of the delivery date (“Acceptance Period”) to notify Contractor in writing of the Defects. Contractor agrees that upon receiving such notice, it shall use reasonable efforts to correct the Defects within fifteen (15) calendar days (“Cure Period”). The Eligible User’s acceptance of a Good, Custom Deliverable, or Services occurs at the end of the Acceptance Period or Cure Period.

If after the Cure Period, a Good, Custom Deliverable, or Service still has Defects, then the Eligible User may, at its option: (a) declare Contractor to be in breach and terminate this Contract; (b) demand replacement conforming Goods, Custom Deliverables, or Services from Contractor at no additional cost to the Eligible User; or (c) continue the Cure Period for an additional time period Attachment I - Page 51 of 79

agreed upon by the Eligible User and Contractor in writing. Contractor shall pay all costs related to the preparation and shipping of the products returned pursuant to this section. No products shall be accepted and no charges shall be paid until acceptance is met.

The warranty period will begin upon the end of the Acceptance Period.

37. ORDERING AND INVOICING: All orders will be shipped promptly in accordance with the delivery schedule. Contractor will promptly submit invoices (within 30 days of shipment or delivery of services) to the appropriate Eligible User. The contract number shall be listed on all invoices, freight tickets, and correspondence relating to an order under this Contract. The prices paid by the Eligible User will be those prices listed in this Contract, unless Contractor offers a discount at the time of the invoice. It is Contractor’s obligation to provide correct and accurate invoicing. The Eligible User has the right to adjust or return any invoice reflecting incorrect pricing.

38. PROMPT PAYMENT DISCOUNT: Contractor may quote a prompt payment discount based upon early payment. Contractor shall list payment discount terms on invoices. The prompt payment discount will apply to payments made with purchasing cards and checks. The date from which discount time is calculated will be the date a correct invoice is received.

39. PAYMENT:

1. Payments will be made within thirty (30) days from a correct invoice is received, whichever is later. After sixty (60) days from the date a correct invoice is received by the appropriate State official, the Contractor may assess interest on overdue, undisputed account charges up to a maximum of the interest rate paid by the IRS on taxpayer refund claims, plus two percent, computed similarly as the requirements of Section 15-6-3, Utah Prompt Payment Act of Utah Code, as amended. The IRS interest rate is adjusted quarterly, and is applied on a per annum basis, on the invoice amount that is overdue.

2. Unless otherwise stated in this Contract, all payments to Contractor will be remitted by mail, by electronic funds transfer, or by the Eligible User’s purchasing card (major credit card). The Division will not allow Contractor to charge electronic payment fees of any kind.

3. The acceptance by Contractor of final payment without a written protest filed with the Eligible User within ten (10) working days of receipt of final payment shall release the Eligible User, the Division, and the State of Utah from all claims and all liability to Contractor for fees and costs pursuant to this Contract.

4. Contractor agrees that if during, or subsequent to the Contract an audit determines that payments were incorrectly reported or paid by the Eligible Users to Contractor, then Contractor shall, upon written request, immediately refund to the Eligible Users any such overpayments.

40. INDEMNIFICATION – INTELLECTUAL PROPERTY: Contractor warrants that any Good, Custom Deliverable, or Service furnished by Contractor under this Contract, including its use by the Eligible Users in unaltered form, will not, to Contractor’s knowledge, infringe any third party copyrights, patents, trade secrets, and/or other proprietary rights that exist on the effective date of this Contract and/or that arise or are enforceable under the law of the United States of America.

Contractor will release, indemnify, and hold the Division, the Eligible Users, and the State of Utah harmless from liability or damages of any kind or nature, including Contractor's use of any copyrighted or un-copyrighted composition, secret process, patented or un-patented invention, article, or appliance furnished or used in Contractor’s performance of this Contract. Additionally, if such a claim or liability is based upon an allegation that a Good, Custom Deliverable, or Service furnished by Contractor infringes on any right protected by any patent, copyright, trademark, trade secret, and/or proprietary right of any third party, Contractor agrees to indemnify and hold harmless the Division, the Eligible Users, and the State of Utah for any judgments, settlements, reasonable costs, and reasonable attorneys’ fees resulting from such a claim or liability. Contractor shall defend all actions brought upon such matters to be indemnified hereunder and pay all costs and expenses incidental thereto; however, the Eligible Users shall have the right, at its option, to participate in the defense of any such action without relieving Contractor of any obligation hereunder. The parties agree that if there are any limitations of liability, including a limitation of liability clause in this Contract, such limitations of liability will not apply to this Section.

41. OWNERSHIP IN INTELLECTUAL PROPERTY: The parties each recognize that each has no right, title, or interest, proprietary or otherwise, in or to the name or any logo, or intellectual property owned or licensed by the other. Each agree that, without prior written consent of the other or as described in this Contract, it shall not use the name, any logo, or intellectual property owned or licensed by the other.

42. OWNERSHIP IN CUSTOM DELIVERABLES: In the event that Contractor provides Custom Deliverables to the Eligible Users, pursuant to this Contract, Contractor grants the ownership in Custom Deliverables, which have been developed and delivered by Contractor exclusively for Eligible Users and are specifically within the framework of fulfilling Contractor’s contractual obligations under this contract. Custom Deliverables shall be deemed work made for hire, such that all intellectual property rights, title and interest in the Custom Deliverables shall pass to the Eligible Users, to the extent that the Custom Deliverables are not recognized as work made for hire, Contractor hereby assigns to the Eligible Users any and all copyrights in and to the Custom Deliverables, subject to the following:

1. Contractor has received payment for the Custom Deliverables,

2. Each party will retain all rights to patents, utility models, mask works, copyrights, trademarks, trade secrets, and any other form of protection afforded by law to inventions, models, designs, technical information, and applications (“Intellectual Property Rights”) that it owned or controlled prior to the effective date of this contract or that it develops or acquires from activities independent of the services performed under this contract (“Background IP”), and

3. Contractor will retain all right, title, and interest in and to all Intellectual Property Rights in or related to the services, or tangible components thereof, including but not limited to (a) all know-how, intellectual property, methodologies, processes, technologies, algorithms, software, or development tools used in performing the Services (collectively, the “Utilities”), and (b) such ideas, Attachment I - Page 52 of 79

concepts, know-how, processes and reusable reports, designs, charts, plans, specifications, documentation, forms, templates, or output which are supplied or otherwise used by or on behalf of Contractor in the course of performing the Services or creating the Custom Deliverables, other than portions that specifically incorporate proprietary or Confidential Information or Custom Deliverables of Eligible Users (collectively, the “Residual IP”), even if embedded in the Custom Deliverables.

4. Custom Deliverables, not including Contractor’s Intellectual Property Rights, Background IP, and Residual IP, may not be marketed or distributed without written approval by the Eligible Users.

Contractor agrees to grant to the Eligible Users a perpetual, irrevocable, royalty-free license to use Contractor’s Background IP, Utilities, and Residual IP, as defined above, solely for the Eligible Users and the State of Utah to use the Custom Deliverables. The Eligible Users reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish, or otherwise use and to authorize others to use, for the Eligible User’s internal purposes, such Custom Deliverables. For the Goods delivered that consist of Contractor’s scripts and code and are not considered Custom Deliverables or Work Product, for any reason whatsoever, Contractor grants the Eligible User a non-exclusive, non-transferable, irrevocable, perpetual right to use, copy, and create derivative works from such, without the right to sublicense, for the Eligible User’s internal business operation under this Contract. The Eligible User and the Division may not participate in the transfer or sale of, create derivative works from, or in any way exploit Contractor’s Intellectual Property Rights, in whole or in part.

43. OWNERSHIP, PROTECTION AND USE OF RECORDS: Except for confidential medical records held by direct care providers, the Eligible Users shall own exclusive title to all information gathered, reports developed, and conclusions reached in performance of this Contract. Contractor may not use, except in meeting its obligations under this Contract, information gathered, reports developed, or conclusions reached in performance of this Contract without the express written consent of the Eligible User.

Contractor agrees to maintain the confidentiality of records it holds for the Eligible Users as required by applicable federal, state, or local laws. Eligible Users shall own and retain unlimited rights to use, disclose, or duplicate all information and data (copyrighted or otherwise) developed, derived, documented, stored, or furnished by Contractor under this Contract. Contractor, and any Subcontractors under its control, expressly agrees not to use an Eligible User’s confidential data without prior written permission from Eligible User.

44. PROTECTION, AND USE OF CONFIDENTIAL FEDERAL, STATE, OR LOCAL GOVERNMENT INTERNAL BUSINESS PROCESSES AND PROCEDURES: In the event that the Eligible User provides Contractor with confidential federal or state business processes, policies, procedures, or practices, pursuant to this Contract, Contractor agrees to hold such information in confidence, in accordance with applicable laws and industry standards of confidentiality , and not to copy, reproduce, sell, assign, license, market, transfer, or otherwise dispose of, give, or disclose such information to third parties or use such information for any purpose whatsoever other than the performance of this Contract. The improper use or disclosure by any party of protected internal federal or state business processes, policies, procedures, or practices is prohibited. Confidential federal or state business processes, policies, procedures, or practices shall not be divulged by Contractor or its Subcontractors, except for the performance of this Contract, unless prior written consent has been obtained in advance from the Eligible User.

45. PROTECTION, AND RETURN OF DOCUMENTS AND DATA UPON CONTRACT TERMINATION OR COMPLETION: All documents and data pertaining to work required by this Contract will be the property of the Eligible Users, and must be delivered to the Eligible Users within thirty (30) working days after termination or expiration of this Contract, regardless of the reason for contract termination, and without restriction or limitation to their future use. The costs for returning documents and data to the Eligible Users are included in this Contract.

46. CONFIDENTIALITY: Confidential Information may be disclosed to the Contractor under the terms of this Contract. If Confidential Information is disclosed to Contractor then Contractor agrees to adhere to the following:

Contractor will: (a) limit disclosure of any Confidential Information to Authorized Persons who have a need to know such Confidential Information in connection with the current or contemplated business relationship between the parties to which this Contract relates, and only for that purpose; (b) advise its Authorized Persons of the proprietary nature of the Confidential Information and of the obligations set forth in this Contract and require such Authorized Persons to keep the Confidential Information confidential; (c) shall keep all Confidential Information strictly confidential by using a reasonable degree of care, but not less than the degree of care used by it in safeguarding its own confidential information; and (d) not disclose any Confidential Information received by it to any third parties, except as otherwise agreed to in writing by the Eligible Users. Contractor will promptly notify the Eligible Users of any misuse or misappropriation of Confidential Information that comes to Contractor’s attention.

Contractor shall be responsible for any breach of this duty of confidentiality contract by any of their officers, agents, subcontractors at any tier, and any of their respective representatives, including any required remedies and/or notifications under applicable law (Utah Code Section 13-44-101 thru 301 et al). Contractor shall indemnify, hold harmless, and defend the Division, the Eligible Users, and State of Utah from claims related to a breach of these confidentiality requirements by Contractor or anyone for whom the Contractor is liable. This duty of confidentiality shall be ongoing and survive the term of this Contract.

47. ASSIGNMENT/SUBCONTRACT: Contractor will not assign, sell, transfer, subcontract or sublet rights, or delegate responsibilities under this Contract, in whole or in part, without the prior written approval of the Division.

48. DEFAULT AND REMEDIES: Any of the following events will constitute cause for the Division to declare Contractor in default of this Contract: (a) nonperformance of contractual requirements or (b) a material breach of any term or condition of this Contract.

The Division will issue a written notice of default providing a fourteen (14) day period in which Contractor will have an opportunity to cure. Time allowed for cure will not diminish or eliminate Contractor's liability for damages. If the default remains, after Contractor has been provided the opportunity to cure, the Division may do one or more of the following: (a) exercise any remedy provided by law; (b) terminate this Contract and any related contracts or portions thereof; (c) impose liquidated damages, if liquidated damages are listed in the contract; (d) suspend Contractor from receiving future solicitations; or (e) request a full refund of the Goods, Attachment I - Page 53 of 79

Custom Deliverables, or Services furnished by Contractor that are defective or Services that were inadequately performed under this Contract.

49. TERMINATION UPON DEFAULT: In the event this Contract is terminated as a result of a default by Contractor, the Division may procure or otherwise obtain, upon such terms and conditions as the Division deems appropriate, Goods, Custom Deliverables, or Services similar to those terminated, and Contractor shall be liable to the Division for any and all cover costs and damages arising therefrom, including attorneys’ fees, excess costs and fees, and cost of cover together with incidental or consequential damages, incurred by the Division in obtaining similar Goods, Custom Deliverables, or Services.

50. FORCE MAJEURE: Neither party to this Contract will be held responsible for delay or default caused by fire, riot, acts of God and/or war which is beyond that party's reasonable control. The Division and the Eligible Users may immediately terminate this Contract after determining such delay will reasonably prevent successful performance of this Contract.

51. PROCUREMENT ETHICS: Contractor understands that a person who is interested in any way in the sale of any supplies, services, products, construction, or insurance to the State of Utah is violating the law if the person gives or offers to give any compensation, gratuity, contribution, loan, or reward, or any promise thereof to any person acting as a procurement officer on behalf of the State of Utah, or who in any official capacity participates in the procurement of such supplies, services, products, construction, or insurance, whether it is given for their own use or for the use or benefit of any other person or organization.

52. CONTRACTOR’S INSURANCE RESPONSIBILITY. The Contractor shall maintain the following insurance coverage:
a. Workers’ compensation insurance during the term of this Contract for all its employees and any Subcontractor employees related to this Contract. Workers’ compensation insurance shall cover full liability under the workers’ compensation laws of the jurisdiction in which the work is performed at the statutory limits required by said jurisdiction. b. Commercial general liability [CGL] insurance from an insurance company authorized to do business in the State of Utah.

The limits of the CGL insurance policy will be no less than one million dollars ($1,000,000.00) per person per occurrence and three million dollars ($3,000,000.00) aggregate.
c. Commercial automobile liability [CAL] insurance from an insurance company authorized to do business in the State of Utah. The CAL insurance policy must cover bodily injury and property damage liability and be applicable to all vehicles used in your performance of Services under this Agreement whether owned, non-owned, leased, or hired. The minimum liability limit must be $1 million per occurrence, combined single limit. The CAL insurance policy is required if Contractor will use a vehicle in the performance of this Contract. d. Other insurance policies required in the Solicitation.

Certificate of Insurance, showing up-to-date coverage, shall be on file with the State before the Contract may commence.

The State reserves the right to require higher or lower insurance limits where warranted. Failure to provide proof of insurance as required will be deemed a material breach of this Contract. Contractor’s failure to maintain this insurance requirement for the term of this Contract will be grounds for immediate termination of this Contract.

53. RESERVED

54. CONFLICT OF TERMS: Contractor terms and conditions that apply must be in writing and attached to this Contract. No other terms and conditions will apply to this Contract including terms listed or referenced on a Contractor’s website, terms listed in a Contractor quotation/sales order, purchase orders, etc. In the event of any conflict in the contract terms and conditions, the order of precedence shall be: (a) this Attachment A; (b) Contract Signature Page(s); (c) State of Utah’s Additional Terms and Conditions, if any; and (d) Contractor Terms and Conditions, if any. Attachment A will be given precedence over any provisions including, limitation of liability, indemnification, standard of care, insurance, or warranty, and will not be nullified by or exception created by more specific terms elsewhere in this Contract.

55. ENTIRE AGREEMENT: This Contract shall constitute the entire agreement between the parties, and supersedes any and all other prior and contemporaneous agreements and understandings between the parties, whether oral or written.

56. SURVIVORSHIP: This paragraph defines the specific contractual provisions that will remain in effect after expiration of, the completion of, or termination of this Contract, for whatever reason: (a) Contract Jurisdiction, Choice of Law, and Venue; (b) Secure Protection and Handling of Public Data; (c) Data Breach Responsibilities; (d) Ownership in Custom Deliverables; (e) Ownership, Protection, and Use of Records, including Residuals of such records; and (f) Ownership, Protection, and Use of Confidential Federal, State, or Local Government Internal Business Processes, including Residuals of such confidential business processes; (g) Ownership, Protection, and Return of Documents and Data Upon Contract Termination or Completion; (h) Confidentiality; (i) Conflict of Terms; and (j) any other terms that by their nature would survive the expiration of, completion, or termination of this contract.

57. WAIVER: The waiver by either party of any provision, term, covenant, or condition of this Contract shall not be deemed to be a waiver of any other provision, term, covenant, or condition of this Contract nor any subsequent breach of the same or any other provision, term, covenant, or condition of this Contract.

58. CONTRACT INFORMATION: During the duration of this Contract, the Division of Purchasing is required to make available contact information of Contractor to the State of Utah Department of Workforce Services. The State of Utah Department of Workforce Services may contact Contractor during the duration of this Contract to inquire about Contractor’s job vacancies.

59. COMPLIANCE WITH ACCESSIBILITY STANDARDS: Contractor shall comply with and adhere to Accessibility Standards of Section 508 Amendment to the Rehabilitation Act of 1973. Contractors must also adhere to Utah Administrative rule R895-14-1-3- Attachment I - Page 54 of 79

3, which states that vendors developing new websites or applications are required to meet accessibility guidelines subject to rule R895 and correct any items that do not meet these guidelines at no cost to the agency; and Rule R895-14-1-4-2, which states that vendors proposing IT products and services shall provide Voluntary Product Accessibility Template® (VPAT™) documents.

Contractor acknowledges that all Goods and Custom Deliverables that it licenses, contracts, or sells to DTS under this contract are accessible to people with disabilities.

60. RIGHT TO AUDIT: Contractor agrees to, upon written request, permit Division, or a third party designated by the Division, to perform an assessment, audit, examination, or review of all of Contractor’s sites and environments - including physical, technical, and virtual sites and environments - in order to confirm Contractor’s compliance with this Contract; associated Scopes of Work; and applicable laws, regulations, and industry standards. Contractor shall fully cooperate with such assessment by providing access to knowledgeable personnel; physical premises; records; technical and physical infrastructures; and any other person, place, or object which may assist the Division or its designee in completing such assessment. In addition, upon request, Contractor shall provide the Division with the results of any audit performed by or on behalf of Contractor that would assist the Division or its designee in confirming Contractor’s compliance with this Contract; associated Scopes of Work; and applicable laws, regulations, and industry standards.

61. LARGE VOLUME DISCOUNT PRICING: Eligible Users may seek to obtain additional volume discount pricing for large orders provided Contractor is willing to offer additional discounts for large volume orders. No amendment to this Contract is necessary for Contractor to offer discount pricing to an Eligible User for large volume purchases.

62. ELIGIBLE USER PARTICIPATION: Participation under this Contract by Eligible Users is voluntarily determined by each Eligible User. Contractor agrees to supply each Eligible User with Goods based upon the same terms, conditions and prices of this Contract.

63. INDIVIDUAL CUSTOMERS: Each Eligible User that purchases Goods from this Contract will be treated as if they were individual customers. Each Eligible User will be responsible to follow the terms and conditions of this Contract. Contractor agrees that each Eligible User will be responsible for their own charges, fees, and liabilities. Contractor shall apply the charges to each Eligible User individually. The Division is not responsible for any unpaid invoice.

64. QUANTITY ESTIMATES: The Division does not guarantee any purchase amount under this Contract. Estimated quantities are for Solicitation purposes only and are not to be construed as a guarantee.

65. ORDERING: Orders will be placed by the using Eligible User directly with Contractor. All orders will be shipped promptly in accordance with the terms of this Contract.

66. REPORTS AND FEES:

1. Administrative Fee: Contractor agrees to provide a quarterly administrative fee to the State in the form of a Check or EFT payment. The fee will be payable to the “State of Utah Division of Purchasing” and will be sent to State of Utah, Division of Purchasing, 3150 State Office Building, Capitol Hill, PO Box 141061, Salt Lake City, UT 84114. The Administrative Fee will be the amount listed in the Solicitation and will apply to all purchases (net of any returns, credits, or adjustments) made under this Contract.

2. Quarterly Reports: Contractor agrees to provide a quarterly utilization report, reflecting net sales to the State during the associated fee period. The report will show the quantities and dollar volume of purchases by each agency and political subdivision. The quarterly report will be provided in secure electronic format and/or submitted electronically to the Utah reports email address: [email protected].

3. Report Schedule: Quarterly utilization reports shall be made in accordance with the following schedule:

Period End Reports Due
March 31 April 30
June 30 July 31
September 30 October 31
December 31 January 31

4. Fee Payment: After the Division receives the quarterly utilization report it will send Contractor an invoice for the total quarterly administrative fee owed to the Division. Contractor shall pay the quarterly administrative fee within thirty (30) days from receipt of invoice.

5. Timely Reports and Fees: If the quarterly administrative fee is not paid by thirty (30) days of receipt of invoice or quarterly utilization reports are not received by the report due date, then Contractor will be in material breach of this Contract.

If Services are applicable to this Contract, the following terms and conditions apply to this Contract:

67. TIME IS OF THE ESSENCE: The Services shall be completed by any applicable deadline stated in this Contract. For all Services, time is of the essence.

68. PERFORMANCE EVALUATION: The Division may conduct a performance evaluation of Contractor’s Services, including Contractor’s Subcontractors, if any. Results of any evaluation may be made available to the Contractor upon Contractor’s request.

69. ADDITIONAL INSURANCE REQUIREMENTS:

1. Professional liability insurance in the amount as described in the Solicitation for this Contract, if applicable.

2. Any other insurance policies described or referenced in the Solicitation for this Contract.

Attachment I - Page 55 of 79

3. Any type of insurance or any increase of limits of liability not described in this Contract which the Contractor requires for its own protection or on account of any federal, state, or local statute, rule, or regulation shall be its own responsibility, and shall be provided at Contractor’s own expense.

4. The carrying of insurance required by this Contract shall not be interpreted as relieving the Contractor of any other responsibility or liability under this Contract or any applicable law, statute, rule, regulation, or order. Contractor must provide proof of the above listed policies within thirty (30) days of being awarded this Contract.

70. STANDARD OF CARE: The Services of Contractor and its Subcontractors shall be performed in accordance with the standard of care exercised by licensed members of their respective professions having substantial experience providing similar services which similarities include the type, magnitude, and complexity of the Services that are the subject of this Contract.

71. STATE REVIEWS, LIMITATIONS: The Division reserves the right to perform plan checks, plan reviews, other reviews, and/or comment upon the Services of Contractor.

72. TRAVEL COSTS: The following will apply unless otherwise agreed to in the contract: All travel costs associated with the delivery of Services under this Contract will be paid according to the rules and per diem rates found in the Utah Administrative Code R25-7.

Invoices containing travel costs outside of these rates will be returned to the Contractor for correction. (Revision Date: April 16, 2018)
Attachment I - Page 56 of 79

Washington-specific terms and conditions
NASPO ValuePoint Solicitation SK18001 – Data Communications Products & Services
The state of Washington intends to participate in the Master Agreement resulting from NASPO ValuePoint Solicitation SK18001 for Data Communications Products & Services. Washington’s complete terms and conditions will be detailed in any Participating Addendum to a Master Agreement resulting from Solicitation SK18001.

Washington-Specific Terms and Conditions

1. Washington’s Electronic Business Solution (WEBS).

Contractor represents and warrants that it is registered in Washington’s Electronic Business Solution (WEBS), Washington’s contract registration system and that, all of its information therein is current and accurate and that throughout the term of this Contract, Contractor shall maintain an accurate profile in WEBS.

2. Statewide Payee Desk.

Contractor represents and warrants that it is registered with the Statewide Payee Desk, which registration is a condition to payment.

3. Contract Sales Reporting. Contractor shall report total contract sales quarterly to Enterprise Services, as set forth below.

A. REPORTING. Contractor shall report quarterly Contract sales in Enterprise Services’ Contract Sales Reporting System. Enterprise Services will provide Contractor with a login password and a vendor number.

B. DATA. Each sales report must identify every authorized Purchasing Entity by name as it is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or political subdivision, not its individual subsections). The “Miscellaneous” option may be used only with prior approval by Enterprise Services. Upon request, Contractor shall provide contact information for all authorized Purchasing Entities specified herein during the term of this Participating Addendum. Refer sales reporting questions to the Primary Contact set forth below. If there are no contract sales during the reporting period, Contractor must report zero sales.

C. DUE DATES FOR CONTRACT SALES REPORTING. Quarterly Contract Sales Reports must be submitted electronically by the following deadlines for all sales invoiced during the applicable calendar quarter:

4. Vendor Management Fee.

Attachment I - Page 57 of 79

Contractor shall pay to Enterprise Services a vendor management fee (“VMF”) of 1.50 percent on the purchase price for all sales (the purchase price is the total invoice price less applicable sales tax).

D. The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated as follows:

E. Amount owed to Enterprise Services = Total Contract sales invoiced (not including sales tax) x .0150.

F. The VMF must be rolled into Contractor’s current pricing. The VMF must not be shown as a separate line item on any invoice unless specifically requested and approved by Enterprise Services.

G. Enterprise Services will invoice Contractor quarterly based on Contract sales reported by Contractor. Contractors are not to remit payment until they receive an invoice from Enterprise Services. Contractor’s VMF payment to Enterprise Services must reference this Contract number, work request number (if applicable), the year and quarter for which the VMF is being remitted, and the Contractor’s name as set forth in this Contract, if not already included on the face of the check.

H. Failure to accurately report total net sales, to submit a timely usage report, or remit timely payment of the VMF, may be cause for Contract termination or the exercise of other remedies provided by law. Without limiting any other available remedies, the Parties agree that Contractor’s failure to remit to Enterprise Services timely payment of the VMF shall obligate Contractor to pay to Enterprise Services, to offset the administrative and transaction costs incurred by the State to identify, process, and collect such sums. The sum of $200.00 or twenty-five percent (25%) of the outstanding amount, whichever is greater, or the maximum allowed by law, if less.

I. Enterprise Services reserves the right, upon thirty (30) days advance written notice, to increase, reduce, or eliminate the VMF for subsequent purchases, and reserves the right to renegotiate Contract pricing with Contractor when any subsequent adjustment of the VMF might justify a change in pricing.

5. Contractor Representations and Warranties
Contractor makes each of the following representations and warranties as of the effective date of this Participating Addendum and at the time any order is placed pursuant to the Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach.

A. WAGE VIOLATIONS. Contractor represents and warrants that, during the term of this Contract and the three (3) year period immediately preceding the award of the Contract, it is not determined, by a final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction, to be in willful violation of any provision of Washington state wage laws set forth in RCW chapters 49.46, 49.48, or 49.52.

B. PAY EQUALITY. Contractor represents and warrants that, as required by Washington state law (Laws of 2017, Chap. 1, § 147), during the term of the Contract for the time period of July 1, 2017 through June 30, 2019, it agrees to equality among its workers by ensuring similarly employed individuals are compensated as equals. For purposes of this provision, employees Attachment I - Page 58 of 79

are similarly employed if the individuals work for the same employer, the performance of the job requires comparable skill, effort, and responsibility, and the jobs are performed under similar working conditions. Job titles alone are not determinative of whether employees are similarly employed. Contractor may allow differentials in compensation for its workers based in good faith on any of the following: a seniority system; a merit system; a system that measures earnings by quantity or quality of production; a bona fide job-related factor or factors; or a bona fide regional difference in compensation levels. A bona fide job-related factor or factors may include, but not be limited to, education, training, or experience, that is:
consistent with business necessity; not based on or derived from a gender-based differential; and accounts for the entire differential. A bona fide regional difference in compensation level must be consistent with business necessity; not based on or derived from a gender-based differential; and account for the entire differential. Notwithstanding any provision to the contrary, upon breach of warranty and Contractor’s failure to provide satisfactory evidence of compliance within thirty (30) days, Enterprise Services may suspend or terminate this Participating Addendum and Contract and any Purchaser hereunder similarly may suspend or terminate its use of the Contract and/or any agreement entered into pursuant to this Participating Addendum.

C. SUSPENSION & DEBARMENT. Contractor represents and warrants that neither it nor its principals or affiliates presently are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any governmental contract by any governmental department or agency within the United States.

6. Compliance with Law; Taxes, Licenses, & Registration: Contractor shall comply with all applicable law. Contractor shall register to conduct business in the State of Washington and promptly acquire and maintain all necessary licenses and registrations and pay all applicable taxes and fees. In addition, for all sales to purchasers in the State of Washington, Contractor shall calculate, collect, and remit, as appropriate, the applicable state and local sales tax on all invoices.

7. Subcontractors
All Contractor’s Distributors authorized in the State of Washington, as shown on the dedicated Contractor NASPO ValuePoint website, are approved to provide sales and service support to participants in the NASPO ValuePoint Master Agreement. The Contractor’s Distributor’s participation will be in accordance with the terms and conditions set forth in the aforementioned Master Agreement.

8. Public Information
This Contract and all related documents are subject to public disclosure as required by Washington’s Public Records Act, RCW chapter 42.56.

9. OCIO Policy & Security Compliance
Contractor shall comply with Washington Office of the Chief Information Officer (OCIO) statewide information technology policies 141.10 – Securing Information Technology Assets Standards and 188 - Accessibility, as applicable, for Purchasing Entity and for Contractor’s Product(s) implemented by Purchasing Entity. Such policies are located on the OCIO website at:
https://ocio.wa.gov//policies.

Prior to final execution of a Washington State Agency’s Order with a Contractor, the Contractor’s Product(s), as implemented by the Washington State Agency, will be subject to a security design Attachment I - Page 59 of 79

review performed by Washington Consolidated Technology Services to ensure compliance with OCIO Policy 141.10 - Securing Information Technology Assets Standards.

Attachment I - Page 60 of 79

NASPO ValuePoint

INTENT TO PARTICPATE
Cooperative Contract(s) for
Data Communications Products & Services (2019-2024)
I. PURPOSE
The purpose of this Agreement is to provide interested NASPO states with the opportunity to participate in multi-state cooperative contract(s) for the Data Communications Products & Services.

II. SCOPE OF THE CONTRACT(S)
The State of Utah is authorized by agreement of the participants to act as the procurement officer in developing multi-state cooperative contract(s) for Data Communications Products & Services.

The resulting contracts will be permissive contracts.

Administrative Fee
There will be a 0.25% NASPO ValuePoint administrative fee associated with these contracts. It is anticipated that the individual states will be able to add an administrative fee when the state executes its Participating Addendum.

III. TERM OF THE CONTRACT
The initial term of the contract will be established for five (5) years from the date of award with options to extend the contract for (2) two additional years.

IV. SOLICITATION AND CONTRACT DEVELOPMENT/ADDITIONAL INFORMATION The solicitation and contract development shall be accomplished in compliance with the NASPO ValuePoint Process Guide and the NASPO Memorandum of Agreement for the NASPO cooperative purchasing program, incorporated herein by reference.

Solicitation Publication Period
Bidders/Offerors will be given at least 40 days after publication to submit proposals.

Solicitation Type and Evaluation Criteria
This RFP will be issued and evaluated in concert with the procurement laws and rules of the State of Utah by a sourcing team comprised of members from several states.

Award(s)
The solicitation will permit multiple awards.

Attachment I - Page 61 of 79

Additional Requested Information
State Specific Terms and Conditions: If the participating state wishes to include any State specific terms and conditions with the release of this RFP, please attach those with this Intent to Participate.

Annual Estimated Volume: If your State has an existing contract for this commodity or service, please indicate your annual volume of spend (including any potential political subdivision usage if available).

Annual State Spend 16,000,0000.00
Annual Political Subdivision Spend 16,000,000.00
Total Spend 32,000,000.00
State of Minnesota
Ms. Betsy Hayes, Chief Procurement Officer
Director Name
651.201.2400 [email protected]
Director Phone Director Email
Director has approved ITP to be submitted? Yes ☒ No ☐
(Click appropriate box)
State Specific T&Cs to be included in RFP? Yes ☐ No ☒
(Click appropriate box)
Mike Brick, Acquisitions Management Specialist
State Point of Contact Name and Title
651.201.2445 [email protected]
Phone Email
Please email completed “Intent to Participate” document by Tuesday, July 10, 2018 to:

Shannon Berry
Cooperative Development Coordinator
NASPO ValuePoint
[email protected]
Attachment I - Page 62 of 79

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CITY COUNCIL

AGENDA REPORT

MEETING
DATE:

March 27, 2023
TO: Mayor and City Council
FROM: Greg Thompson, Community Development Director

PREPARED
BY:

Jim Vang
SUBJECT: Authorizing Fee Credit Agreement with Sukhdeep Khatra for 1960 Green Sands Avenue Project (Community Development Director Thompson)

RECOMMENDED COUNCIL ACTION
Approves a Fee Credit Agreement, in a form approved by City Attorney, with Sukhdeep Khatra for 1960 Green Sands Avenue Project; and authorizes and directs the City Manager, or her designee, to execute the agreement on behalf of the City.

I. BACKGROUND/ANALYSIS:

The City, pursuant to Resolution No. PC 0130-20, has approved Site Plan 20-1-0200 for Sukhdeep Khatra’s project known as Gas Station/Mini Mart 1960 Green Sands Avenue located on APN:005-120-054 and 005-120-055. The project requires the developer to install various improvements for the benefit of the project and property. The developer and City have concluded that the developer should relocate and construct certain oversized sanitary sewer and water service improvements. This will proportionally benefit other properties within the City and therefore properly the subject of this Fee Credit Agreement (Exhibit “A”).

The Developer is willing to advance the cost of designing, financing, constructing, installing, inspecting and bonding for the approved improvements. The sum $32,135.77 (which is equivalent to the maximum amount of eligible fee credits for sewer and water connection fees that would otherwise be required of Developer, plus an inspection fee credit) is a fair and equitable fee credit amount for the Developer’s costs of relocating and oversizing the sanitary sewer and water services for the benefit of future development.

II. FISCAL IMPACTS:

At the time the Developer pays their Development Impact Fees, the amount for the sewer and water connection fees will be credited against the total Development Impact Fees due (no money will be expended by the City).

CITY COUNCIL
Mike Nelson, Mayor
Danny Ambriz Tyler Button
John Cale Brian Raymond

Agenda Report - Page 2

This item has been reviewed by the Finance Department.

III. LEGAL REVIEW:

This item was reviewed by the City Attorney’s office.

IV. EXISTING POLICY:

This item is consistent with goal number one (1) of the City's Strategic Plan: to ensure the City's continued financial stability.

V. ALTERNATIVES:

VI. INTERDEPARTMENTAL COORDINATION:

N/A
VII. PUBLIC PARTICIPATION:

The public will have an opportunity to provide comments on this item prior to City Council action.

VIII. ENVIRONMENTAL REVIEW:

This item is considered an exempt activity under provision of the California Environmental Quality Act (CEQA) under Section 15301 “existing facilities” therefore not subject to further analysis. Further, any other necessary or required environmental review will occur prior to any specific project approval. This item is not a “project” under the California Environmental Quality Act (CEQA) as this activity does not cause either a direct physical change in the environment, or a reasonable foreseeable indirect physical change in the environment, pursuant to Public Resources Code section 21065.

IX. STEPS FOLLOWING APPROVAL:

Following City Council’s approval, the City Clerk’s office will route the agreement for signatures.

Submitted by:

Greg Thompson, Public Works/Community Development Director Approved by:

Lori Waterman, City Manager

Agenda Report - Page 3

Attachments:

1. Exhibit A- Fee Credit Agreement

Fee Credit Agreement between March 27,2023
City of Atwater and Sukhdeep Khatra Page 1 of 8

OVERSIZE AND RELOCATION

FEE CREDIT AGREEMENT
This Oversize and Relocation Fee Credit Agreement (“Agreement”) between the City of Atwater, a California municipal corporation (“City”) and Sukhdeep Khatra (“Developer”) for the purpose of relocating and constructing certain oversized sanitary sewer and water services and reimbursing Developer for such improvements.

RECITALS
WHEREAS, the Developer owns 1960 Green Sands Avenue (APN: 005-120- 054, 055), in the City ("Property") shown in Exhibit "A" attached hereto; and WHEREAS, the City, pursuant to Resolution No. PC 0130-20, has approved Site Plan 20-1-0200 for Developer’s project, known as Gas Station/Mini Mart 1960 Green Sands Avenue, (“Project”) located at the Property; and WHEREAS, the Project requires the Developer to install various improvements for the benefit of the Project and Property alone, all as shown on Developer’s Improvement Plans for the Project, which were approved and signed by the City Engineer; and
WHEREAS, Developer and City have also concluded that Developer should relocate and construct certain oversized sanitary sewer and water services improvements, and that the improvements associated with the relocation and oversizing of the sanitary sewer and water services, as further described and listed on Exhibit B (“Improvements”), will proportionally benefit other properties within the City and are therefore properly the subject of this Agreement; and WHEREAS, Developer is willing to advance the costs of designing, financing, constructing, installing, inspecting, and bonding for the approved Improvements subject to certain fee credits from the City for otherwise required for water and sewer connections and inspections; and
WHEREAS, Government Code 66485 et seq. authorizes a Fee Credit Agreement in these circumstances.

NOW THEREFORE, DEVELOPER AND CITY AGREE AS FOLLOWS:

AGREEMENT

1. Recitals. The recitals set forth above are true and correct.

Fee Credit Agreement between March 27,2023
City of Atwater and Sukhdeep Khatra Page 2 of 8

2. Construction. Developer shall be solely responsible for designing, financing, constructing, installing, providing for the inspection and bonding of the Improvements as described in Exhibit B. City shall approve the plans and specifications for the work prior to construction of the Improvements by Developer. The design, construction and installation of the Improvements shall be to the satisfaction of City in its sole and reasonable discretion.

City has not made an independent investigation of the job site, soil conditions, and any and all other conditions that might affect the design and construction of the facilities. It is the responsibility of Developer to construct all Improvements in accordance with the plans and specifications as approved by the City. In the event that job conditions require changes in the approved plans and specifications, a request for such deviation must be submitted in writing by Developer for approval by City; no deviation will be allowed without such approval.

3. Fee Credit. Developer and City agree that Improvements consisting of the relocation and oversizing of the sanitary sewer and water service as described in Exhibit B are properly the subject of this Fee Credit Agreement in the amount of $32,135.77 (which is equivalent to the maximum amount of eligible fee credits for sewer and water connection fees that would otherwise be required of Developer, plus an inspection fee credits) is a fair and equitable fee credit amount for Developer’s costs of relocating and oversizing the sanitary sewer and water services to benefit other properties within the City. City agrees to credit Developer the amount listed above upon completion and dedication of the Improvements by Developer, approval of and acceptance of dedication of Improvements by the City Engineer and/or City Council. Any actual costs, fees, or expenses which exceed the amount stated herein related to, or arising from, the Improvements shall be borne by the Developer.

4. Commencement of Construction and Inspection. Developer and its contractor or subcontractors shall not commence construction of the Improvements until Developer has received written authorization from City to proceed. Written authorization shall be in the form of signed approved plans along with permit issuance. All work performed on the Improvements shall be done in strict compliance with the City approved plans, specifications and in a good and workmanlike manner. All work performed by Developer, its contractor or agents to construct the Improvements shall be subject to inspection by City. All fees and costs to construct the Improvements shall be borne solely by Developer, subject to reimbursement as provided herein. Inspection by City or its employees or agents shall not relieve Developer of its liability for design defects or improper or inadequate workmanship.

5. Access; Compliance with Plans and Specifications. Developer shall allow City’s duly authorized representative access and inspection of the work at all times and shall furnish representative with every reasonable facility for ascertaining that the methods, materials, and workmanship comply with the requirements and intent of the approved plans and specifications for the Improvements. City may reject defective work and require its repair, replacement, or removal by Developer, all at no additional expense to City. All work shall conform to the plans and specifications for Improvements as approved by the City.

Fee Credit Agreement between March 27,2023
City of Atwater and Sukhdeep Khatra Page 3 of 8

6. Default. In the event that the Improvements are not completed to the reasonable satisfaction of City, City in addition to any other remedy at law or equity, may complete such work with its own forces or by contract. In the event of such default by Developer, and City’s subsequent undertaking, City shall have no obligation to reimburse Developer for any partial performance of this agreement, except that City shall reimburse Developer for that portion of the work which is determined by City in its reasonable discretion to be acceptable.

7. Indemnity and Insurance
(1) Developer shall defend, indemnify, and hold City, its elected officials, officers, employees, and agents free and harmless from any and all liability from loss, damage, or injury to or death of persons or property in any manner arising out of or incident to Developer's performance of this agreement, including without limitation all consequential damages, attorney's fees and court costs, whether or not resulting from the sole negligence of Developer or Developer's agents. This indemnity shall extend to any claims arising because Developer has failed to properly secure any necessary easements, land rights, contracts, or approvals, but shall not extend to any claims arising out of the sole negligence of City. This indemnity shall also extend to any legal action commenced by any third party against City challenging the terms of this agreement or seeking judicial review. (2) Developer shall require all persons doing work on the Improvements, including its contractors and subcontractors, to obtain and maintain insurance of the types and in the amounts described below in a form and with carriers satisfactory to City. a. Commercial General Liability Insurance. Developer shall maintain occurrence version commercial general liability insurance or equivalent form with a limit of not less than $2,000,000.00 (or as otherwise approved, in writing, by the City) each occurrence.

If such insurance contains a general aggregate limit, it shall apply separately to this agreement or be no less than two times the occurrence limit. Such insurance shall:
i. Name City, its officials, officers, employees and agents as insured by endorsement with respect to performance of this agreement. The coverage shall contain no special limitations on the scope of its protection afforded to the above-listed insured.
ii. Be primary with respect to any insurance or self-insurance programs covering City, its officials, officers, employees and agents. iii. Contain standard separation of insured provisions.

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City of Atwater and Sukhdeep Khatra Page 4 of 8
b. Business Automobile Liability Insurance. In the event that the Developer operates automobiles at the site of work, Developer shall maintain business automobile liability insurance or equivalent form with a limit of not less than $1,000,000.00 each accident. Such insurance shall include coverage for owned, hired and non-owned automobiles and shall contain the provisions set forth in subsections (a) (i) - (iii) set forth directly above.
c. Worker's Compensation Insurance. Developer shall take out and maintain during the life of this agreement, worker's compensation insurance for all Developer’s employees employed at the site of the work, and in case any of the work is sublet, Developer shall require any general contractor or subcontractor similarly to provide workers’ compensation insurance for contractor’s or subcontractor’s employees, unless such employees are covered by the protection afforded by Developer. In case any class of employee engaged in work under this agreement at the site of the project is not protected under any workers’ compensation law, Developer shall provide and shall cause each contractor and subcontractor to provide, adequate insurance for the protection of employees not otherwise protected.

Developer hereby indemnifies City for any damage resulting to it from failure of Developer, its agents, employees, contractors or subcontractors to take out or maintain such insurance. Worker’s compensation insurance with statutory limits and employer's liability insurance with limits of not less than $1,000,000.00 each accident shall be maintained.
d. Other insurance Requirements. Developer shall:
i. Prior to taking any actions under this Agreement,
furnish City with properly executed certificates of insurance which shall clearly evidence all insurance required in this section and provide that such insurance shall not be canceled, allowed to expire or be materially reduced in coverage except on thirty (30) days prior written notice to City.
ii. Provide to City certified copies of endorsements and policies if requested by City, and properly executed certificates of insurance evidencing the insurance required herein.
iii. Replace or require the replacement of certificates, policies and endorsements for any insurance required herein expiring prior to completion and acceptance of the Improvements.
iv. Maintain all insurance required herein from the time of execution of this Agreement until the acceptance of the Improvements. v. Place all insurance required herein with insurers
licensed to do business in California.

8. Permits. Prior to commencing construction of Improvements, Developer shall be responsible for obtaining all required permits for the construction and installation of said improvements and facilities, including but not limited to building, grading and encroachment permits from City.

9. Acceptance of Work. Upon completion of the Improvements to the satisfaction of City, the Improvements shall be presented to the City Council for dedication and acceptance and for authorization to file a Notice of Completion. The City Council may accept the Improvements if it determines that the Improvements were constructed in accordance with the approved plans and specifications, that the

Fee Credit Agreement between March 27,2023
City of Atwater and Sukhdeep Khatra Page 5 of 8
Improvements operate satisfactorily, and that all other requirements of this agreement have been satisfied. Immediately upon, and as a condition of the expiration of the guarantee period set forth in Section 9, Developer shall assign to City all of Developer's rights and remedies, including warranties, as set forth in the approved contract documents, and thereafter City shall have the same recourse under said contract documents that City would have had if City itself had engaged Developer's contractor to construct the Improvements.

10. Guarantee. Developer shall guarantee all work and materials for the Improvements to be free from all defects due to faulty materials or workmanship for a period of one (1) year after the date of formal acceptance of the work by City. A guarantee bond in the amount of ten (10) percent of the total cost of the Improvements as determined by the City its sole reasonable exercised discretion, shall be posted with the City prior to its acceptance of the Improvements. Developer shall repair or remove and replace and all such work, together with any other work which may be displaced in so doing, that is found to be defective in workmanship or materials within the one (1) year period, without any expense whatsoever to City. In the event Developer fails to comply with the above-mentioned provisions within thirty (30) days after being notified in writing (or in cases of emergency, immediately) City shall be authorized to proceed to have the defects remedied and made good at the sole cost and expense of Developer, who is hereby contractually bound to pay the costs and charges therefore immediately upon demand. Such action by City will not relieve Developer of the guarantee required by this section. This section shall not, in any way, limit the liability of Developer or any other party for any design or construction defects in the work subsequently discovered by City.

11. Liability for Work Prior to Formal Acceptance. Until the City Council has formally accepted the Improvements, Developer shall be solely responsible for all damage to the work, regardless of cause, and for all damages or injuries to any person or property at the work site, except damage or injury due to the sole negligence of City, or its employees.

12. Record Drawings. Prior to acceptance of the Improvements by the City Council, Developer shall provide City with one electronic file and one mylar copy of record drawings with certification by a licensed engineer in the State of California as to accuracy and completeness. Developer shall be solely responsible and liable for ensuring the completeness and accuracy of the record drawings.

13. Ownership of the Improvements. From and after acceptance of the Improvements by formal action of the City Council, ownership of the Improvements shall be vested exclusively in City.

14. Workmanship. Developer hereby warrants that the design and construction of Improvements will not adversely affect any portion of adjacent properties, and that all work will be performed in a proper and workmanlike manner.

15. No Third Party Beneficiary. Nothing in this agreement does or is intended to create an interest in any person or entity not a party to this agreement.

16. Termination. Upon thirty (30) days written notice and with reasonable

Fee Credit Agreement between March 27,2023
City of Atwater and Sukhdeep Khatra Page 6 of 8
cause, City shall have the right to terminate this agreement by giving written notice to Developer. In the event of such termination, City shall reimburse Developer for the work performed as of the date of termination.

17. Entire Agreement. This agreement contains the entire agreement of the parties hereto with respect to the matters contained herein. No modification of this agreement shall be effective unless and until such modification is evidenced by a writing signed by both parties.

18. Notice. All notices, bills and payments shall be made in writing and may be given by personal delivery or by mail. Notices, bills and payments sent by mail shall be addressed as follows:

DEVELOPER: Sukhdeep Khatra
1512 Westmore Ct
Atwater CA, 95301
CITY: City of Atwater
Lori Waterman, City Manager
750 Bellevue Road
Atwater, CA 95301
and when so addressed shall be deemed given upon deposit in the United States mail, postage prepaid. In all other instances, notice, bills and payments shall deemed given at the time of actual delivery. Changes may be made in the names and addresses of the person to whom notices, bills and payments are to be given by giving notice pursuant to this paragraph.

19. Status of Developer. The parties intend that Developer, in performing the services hereinafter specified, shall act as an independent contractor, and shall have the control of the work and the manner in which it is performed. Developer is not to be considered an agent or employee City and is not entitled to participate in any pension plan, insurance, bonus, or similar benefits City provides its employees.

20. Compliance with Law, Ordinances and Procedures. Developer shall comply with all applicable laws, including but not limited to the Americans with Disabilities Act (ADA) of 1990, (42U.S.C. 12101, et seq.) and any laws which may become applicable due to this Agreement, all applicable ordinances and procedures of City as well as all of the terms and provisions of this Agreement. Developer shall insure that all work performed on the Improvements is performed in a manner which complies with all applicable federal, state, county and local government laws, regulations and rules, including all rules and regulations of City, as these rules and regulations may be modified or changed from time to time.

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City of Atwater and Sukhdeep Khatra Page 7 of 8

21. Governing Law; Venue. This Agreement shall be construed, and its performance enforced, under California law. Because this Agreement is to be performed in the County of Merced, the parties hereto agree that the forum for the adjudication of any dispute regarding this Agreement or enforcement thereof shall be brought exclusively and solely in Merced County, California.

22. Assignment. Developer shall not assign any rights or duties under this Agreement to a third party without the express prior written consent of the City in the City’s sole and absolute discretion.
[SIGNATURES ON THE FOLLOWING PAGE]

Fee Credit Agreement between March 27,2023
City of Atwater and Sukhdeep Khatra Page 8 of 8
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date.

CITY OF ATWATER DEVELOPER
____________________________ ________________________________ Lori Waterman Sukdeep Khatra
City Manager
Attest:
____________________________
Kory Billings
City Clerk
Approved as to form:
____________________________
Frank Splendorio
City Attorney

158.8
30 8
19 1 2
24 20
32 GREEN SANDS AVENUE BUHACH AVENUE
Date:

Checked By:

Drawn By:

Job. No.:

PROJECT DATA:

SHEET NUMBER:

PREPARED BY:

P.O. Box 349
Merced, CA 95341
Ph.: (209) 722-3200
Fax: (209) 722-3254
Date Description
PREPARED FOR:
405 West 19th Street
SHEET CONTENTS:

No.

SEAL

E N G I N E E R I N G & S U R V E Y I N G

GOLDEN VALLEY
Merced, CA 95340

SITE PLAN
DECEMBER 2019
JX
PRL
19-121 GAS STATION/MINI MART 1960 GREEN SANDS AVENUE CITY OF ATWATER CALIFORNIA

SUKHDEEP KHATRA
3480 BUHACH ROAD

ATWATER, CA CIVIL IMPROVEMENT PLANS FOR
C1.0
W:\0\19-121 Khatra Gas Station\Amendment Application Site Plan3.dwg, 3/5/2020 5:39:48 PM, DWG To PDF.pc3 Exhibit A

Exhibit B

CITY COUNCIL
OF THE

CITY OF ATWATER

ORDINANCE NO. CS 1059

AN ORDINANCE OF THE CITY COUNCIL OF THE

CITY OF ATWATER APPROVING ZONING
ORDINANCE TEXT AMENDMENT NO. 23-02-0100
AMENDING TITLE 17 “ZONING” OF THE

ATWATER MUNICIPAL CODE FOR SITE PLAN

AND ARCHITECTURAL REVEW REGULATIONS
WHEREAS, the City of Atwater adopted Residential Design Guidelines on April 11, 2011, and Commercial & Industrial Design Guidelines on October 8, 2012; and, WHEREAS, the City of Atwater has submitted a Zoning Ordinance Text Amendment (ZOTA) 23-02-0100 for an amendment to Title 17 “Zoning” of the Atwater Municipal Code to update the City’s Site Plan and Architectural Review Regulations; and, WHEREAS, in accordance with established goals and objectives regarding economic development in the General Plan, the City, through its powers to govern land use can amend, revise, repeal, or place sections of Title 17 “Zoning” within the City’s Municipal Code; and,
WHEREAS, the City Council finds that the action would not have a detrimental effect on the public health, safety, and welfare of the neighborhood nor have any adverse effects on the community.

NOW, THEREFORE, be it ordained by the City Council of the City of Atwater as follows:

Section 1: The following text amendments are made to the various sections of the Municipal Code, with the deleted content noted in strikethrough and the additions in red.

17.03.100 (G) - Areas for collection and loading of recyclable materials in development projects. Review and Approval. The location of the recyclable enclosure area shall be a part of site and architectural review for each site and shall be approved by the Planning Commission. The location of the recyclable enclosure area shall be part of the site plan review and shall be approved by the Community Development Department.

17.12.030 - Building permit—New dwelling units.

Ordinance No. CS 1059 Page 2
B. If the Community Development Director finds on the written advice of the City Engineer that requests additional public improvements, may be desired, formal site plan and architectural control procedures shall be used so that the Planning Commission can the Community Development Director may consider requiring the additional public improvements beyond curbs and gutters. Final inspection shall not be made until the City Engineer has approved the installation of all required public improvements.

17.12.040 - Appeal to decision of building inspector.

B. The notice, if any, of the public hearing on the report of the Commission and the application for architectural control review shall be in the time, form, and manner directed by the Community Development Director, or designee. Commission.

17.12.050 - Interpretation of no action—Appeal to Council.

If the Commission takes no action with respect to an application for architectural control review referred to it by the building inspector within a period of 30 days after the same has been filed with the building inspector, the Commission shall be deemed to have denied the approval thereto; in the event that the matter and application is appealed to the Council, as provided for in this title, and no decision is rendered by the Council with respect to said matter within 45 days after the initial filing of the application for architectural control review, the Council shall be deemed to have denied its approval thereto.

17.12.060 - Public or government structures require Planning Commission approval.

No public and/or governmental building, fountain, monument, wall, arch, or other structure shall be erected, placed on or upon, removed from, relocated or materially altered on or upon any public land or allowed to extend over or upon any street, avenue, square, park, recreation ground, or other public property unless plans for the same and the location thereof have first been submitted to the Planning Commission to ensure consistency with the City of Atwater’s Policies, Codes, and guidelines,. for its site plan and architectural control review and approval.

17.12.090 – Site Plan and architectural Control
On occasions specifically designated below, the City Planning Commission, together with the building inspector, shall sit as a board of site plan and architectural review. It shall be the duty of this board to protect and preserve the natural and historical beauty and charm existent in and inherent to the residential character and esthetics quality of the City and thus to preserve and promote the health, safety and welfare of the residents of the City.

All applications for building permits for permitted and conditional uses, other than agricultural residential, residential estate, and single-family residential buildings and minor structures for the conduct of a business which is to be conducted primarily in the open air outside of a structure, applications for use permits, proposed structures and parking layouts, and the plans, site plans, elevations and landscaping plans shall

Ordinance No. CS 1059 Page 3
constitute application for site plans and architectural control review. Unless otherwise referred to the Planning Commission for purposes of efficiency and consolidation of review with other approvals or entitlements, it shall be the duty of the Community Development Director, or designee, to approve applications for site plans and architectural control review to ensure all applications are consistent with the adopted Residential Design Guidelines or Commercial and Industrial Guidelines, as amended from time to time. Such approval shall expire six months from date of approval if operation or construction has not started, or if the use has been discontinued for six months or longer. A one-year extension may be considered for just cause.

17.12.095 Appeal
If the applicant is aggrieved by the Community Director’s decision to deny the Architectural Plans and Site Plans, the applicant may appeal such decision in writing to the Planning Department within ten calendar days from the date of the action. The filing of an appeal shall stay all proceedings in furtherance of the action taken by the Planning Commission.

At the conclusion of the hearing, the Planning Commission shall render a decision on the appeal and may affirm, reverse, or modify the decision of the Community Development Director as it deems just and equitable on the premises.

17.16.90– Site Plan and design review.

All use permits shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if operation or construction has not started, or if the use has been discontinued for six months or longer. A one-year extension may be considered for just cause.

17.17.090 - Site plan and design review.

All use permits shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if operation or construction has not started, or if the use has been discontinued for six months or longer. A one-year extension may be considered for just cause.

17.19.090 - Site plan and design review.

All proposed main structures and parking layouts shall require Site Plan and Design Review approvals from the Planning Commission to ensure consistency with the Residential, Commercial & Design Guidelines.

17.22.090 - Site plan and design review.

All proposed structures and parking layouts shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if a building permit has not been obtained. A one-year extension may be considered for just cause.

Ordinance No. CS 1059 Page 4

17.24.090 - Site plan and design review.

All proposed structures and parking layouts shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if a building permit has not been obtained. A one-year extension may be considered for just cause.

17.26.025 - Exceptions.

B. Any parcel existing at the time of adoption of this ordinance, which is smaller than the minimum area required for a mobile home park, shall not exceed the density of one dwelling unit per 4,400 sq. ft. of land, and may construct single-family homes, duplex or apartment units, or erect modular or mobile homes after Site Plan approval by the Planning Commission. Other requirements in this chapter shall be followed, as applicable.

17.32.090 - Site plan and design review.

Site plan and design review by the Planning Commission is required for all permitted and conditional uses as described elsewhere in this title.

17.34.030 - Accessory uses.

Single story accessory buildings, garages and parking lots incidental to the principal use are permitted subject to site plan review.

17.34.080 - Site plan and design review.

All uses in the C-O zone shall require site plan approval and design review as described elsewhere in this title.

17.35.080 - Site plan and design review.

All uses in the C-N zone shall require site plan approval and design review as described elsewhere in this title.

17.36.090 - Site plan and design review.

All proposed construction or remodeling, and all signs in the C-C zone shall require site plan approval and/or design review as specified elsewhere in this title.

17.37.080 - Site plan and design review.

All uses in the C-T zone shall submit the required drawings for site plan and design review at the time the use permit is applied for, as described elsewhere in this title.

17.38.080 - Site plan and design review.

All uses in the C-G zone shall require site plan approval and design review as described elsewhere in this title.

17.39.060 - Site improvement standards.

A. Open space or percentage of landscaped area shall be reviewed on individual bases and shall be approved by the Planning Commission as part of site and architectural

Ordinance No. CS 1059 Page 5
approval as described elsewhere in this title. At the minimum, all setbacks shall be landscaped and equipped with a seven-day automatic irrigation system.

17.39.090 - Site and architectural review.

All development in this zone shall be subject to site and architectural review as described elsewhere in this title. by the Planning Commission.

17.42.040 - Development Standards.

D. Loading area. Adequate off-street space for the handling of all materials and equipment shall be provided, before use permits are approved by or site plans are approved, the Planning Commission, or site plans are approved as described elsewhere in this title, shall make specific findings as to adequacy of loading area, depending on the type of activity involved.

17.43.050 - Site plan and design review. Commercial and Industrial Design Guidelines B. All proposed construction and remodeling including tenant improvements above $500.00 in value shall require site plan approval and design review for conformance with the Commercial and Industrial Design Guidelines as amended by the Planning Department.

17.49.080 - Site plan and design review.

Applicants proposing a mini-warehouse development shall supply site plans, landscaping and irrigation plans, grading, drainage, and improvement plans to the Planning Director for processing with the use permit.

17.63.090 - Uses not specified and mixed uses.

Where off-street parking requirements for a use are not specified, the minimum requirements for each use shall be determined by the Planning Director subject to approval of the Planning Commission as part of the site plan approval process. The determination shall be based upon the requirements for the most comparable use specified in this chapter. At the discretion of the Planning Commission, the minimum parking requirements for such use can be adopted by resolution and shall become effective after approval by the City Council. In the case of mixed uses, the total requirements for off-street parking shall be the sum of the requirements for the various uses unless otherwise proved.

17.78.060 - Expansion of nonconforming use—Conditional use status.

B. The granting of a use permit for such nonconforming uses shall be further subject to the adopted Residential, Commercial & Industrial design guidelines as described elsewhere in this title. architectural control review as outlined under Sections 17.12.020 through 17.12.050. As a condition of architectural control approval, the Community Development Director or designee, or Planning Commission, as the case may be, may require alterations of the structure, extension of landscaping and shrub planting to a

Ordinance No. CS 1059 Page 6
degree which would best integrate the nonconforming commercial or professional use into the residential district of which it is a part.

Section 2: EFFECTIVE DATE. This Ordinance shall take effect and be enforced thirty (30) days after its adoption.

Section 3: SEVERABILITY. If any provision of this ordinance or the application thereof to any person or circumstances is held invalid, such invalidity shall not affect other provisions or applications of the ordinance which can be given effect without the invalid provision or application, and to this end the provisions of this ordinance are severable.

This City Council declares that it would have adopted this ordinance irrespective of the invalidity of any particular portion thereof and intends that the invalid portions should be severed, and the balance of the ordinance be enforced.

SECTION 4: CEQA. Approval of the amendments in this Ordinance is exempt from further environmental review under section 15061(b)(3), This exemption states, the activity is covered by the commons sense exemption that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.

SECTION 5: PUBLICATION. The City Clerk shall certify to the adoption of this Ordinance and cause it, or a summary of it, to be published in a newspaper of general circulation printed and published within the City of Atwater, pursuant to all legal requirements.

INTRODUCED: March 13, 2023
ADOPTED:

AYES: Ambriz, Button, Raymond, Nelson
NOES: None
ABSENT: Cale
APPROVED:
_____________________________

MIKE NELSON, MAYOR
ATTEST:

Ordinance No. CS 1059 Page 7
______________________________
KORY J. BILLINGS, CITY CLERK

EXHIBIT A
Atwater Municipal Code Re:

Site Plan & Architectural Review

17.03.100 (G) - Areas for collection and loading of recyclable materials in development projects. Review and Approval. The location of the recyclable enclosure area shall be a part of site and architectural review for each site and shall be approved by the Planning Commission. The location of the recyclable enclosure area shall be part of the site plan review and shall be approved by the Community Development Department.

17.12.030 - Building permit—New dwelling units.

B. If the Community Development Director finds on the written advice of the City Engineer that requests additional public improvements, may be desired, formal site plan and architectural control procedures shall be used so that the Planning Commission can the Community Development Director may consider requiring the additional public improvements beyond curbs and gutters. Final inspection shall not be made until the City Engineer has approved the installation of all required public improvements.

Ordinance No. CS 1059 Page 8
D. This section is applicable to all lots that are not covered specifically by the adopted Residential Design Guidelines or Commercial & Industrial Design site plan and architectural control or current subdivision (including minor subdivision, lot splits, etc.) requirements.

17.12.040 - Appeal to decision of building inspector.

B. The notice, if any, of the public hearing on the report of the Commission and the application for architectural control review shall be in the time, form, and manner directed by the Commission.

17.12.050 - Interpretation of no action—Appeal to Council.

If the Commission takes no action with respect to an application for architectural control review referred to it by the building inspector within a period of 30 days after the same has been filed with the building inspector, the Commission shall be deemed to have denied the approval thereto; in the event that the matter and application is appealed to the Council, as provided for in this title, and no decision is rendered by the Council with respect to said matter within 45 days after the initial filing of the application for architectural control review, the Council shall be deemed to have denied its approval thereto.

17.12.060 - Public or government structures require Planning Commission approval.

No public and/or governmental building, fountain, monument, wall, arch, or other structure shall be erected, placed on or upon, removed from, relocated or materially altered on or upon any public land or allowed to extend over or upon any street, avenue, square, park, recreation ground, or other public property unless plans for the same and the location thereof have first been submitted to the Planning Commission to ensure consistency with the City of Atwater’s Policies, Codes, and guidelines. for its site plan and architectural control review and approval.

17.12.090 – Site Plan and architectural Control
On occasions specifically designated below, the City Planning Commission, together with the building inspector, shall sit as a board of site plan and architectural review. It shall be the duty of this board to protect and preserve the natural and historical beauty and charm existent in and inherent to the residential character and esthetics quality of the City and thus to preserve and promote the health, safety, and welfare of the residents of the City. All applications for building permits, other than agricultural residential, residential estate, and single-family residential buildings and minor structures for the conduct of a business which is to be conducted primarily in the open air outside of a structure and the plans, site plans, elevations and landscaping plans shall constitute application for site plans and architectural control review. It shall be the

Ordinance No. CS 1059 Page 9
duty of the Community Development Director or designee to approve Architectural Plans and Site Plans to ensure all applications for building permits are consistent with the adopted Residential Design Guidelines or Commercial and Industrial Guidelines or as amended.

17.12.095 Appeal
If the applicant is aggrieved by the Community Director’s decision to deny the Architectural Plans and Site Plans, the applicant may appeal such decision in writing to the Planning Department within ten calendar days from the date of the action. The filing of an appeal shall follow all proceedings in furtherance of the action taken by the Planning Commission.

At the conclusion of the hearing, the Planning Commission shall render a decision on the appeal and may affirm, reverse, or modify the decision of the Community Development Director as it deems just and equitable on the premises.

17.16.90– Site Plan and design review.

All use permits shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if operation or construction has not started, or if the use has been discontinued for six months or longer. A one-year extension may be considered for just cause.

17.17.090 - Site plan and design review.

All use permits shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if operation or construction has not started, or if the use has been discontinued for six months or longer. A one-year extension may be considered for just cause.

17.19.090 - Site plan and design review.

All proposed main structures and parking layouts shall require Site Plan and Design Review approvals from the Planning Commission to ensure consistency with the Residential, Commercial & Design Guidelines.

17.22.090 - Site plan and design review.

All proposed structures and parking layouts shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if a building permit has not been obtained. A one-year extension may be considered for just cause.

17.24.090 - Site plan and design review.

Ordinance No. CS 1059 Page 10
All proposed structures and parking layouts shall require Site Plan and Design Review approvals from the Planning Commission and shall expire six months from date of approval if a building permit has not been obtained. A one-year extension may be considered for just cause.

17.26.025 - Exceptions.

B. Any parcel existing at the time of adoption of this ordinance, which is smaller than the minimum area required for a mobile home park, shall not exceed the density of one dwelling unit per 4,400 sq. ft. of land, and may construct single-family homes, duplex, or apartment units, or erect modular or mobile homes after Site Plan approval by the Planning Commission. Other requirements in this chapter shall be followed, as applicable.

17.32.090 - Site plan and design review.

Site plan and design review by the Planning Commission is required for all permitted and conditional uses.

17.34.030 - Accessory uses.

Single story accessory buildings, garages and parking lots incidental to the principal use are permitted subject to site plan review.

17.34.080 - Site plan and design review.

All uses in the C-O zone shall require site plan approval and design review as described elsewhere in this title.

17.35.080 - Site plan and design review.

All uses in the C-N zone shall require site plan approval and design review as described elsewhere in this title.

17.36.090 - Site plan and design review.

All proposed construction or remodeling, and all signs in the C-C zone shall require site plan approval and/or design review as specified elsewhere in this title.

17.37.080 - Site plan and design review.

All uses in the C-T zone shall submit the required drawings for site plan and design review at the time the use permit is applied for, as described elsewhere in this title.

17.38.080 - Site plan and design review.

Ordinance No. CS 1059 Page 11
All uses in the C-G zone shall require site plan approval and design review as described elsewhere in this title.

17.39.060 - Site improvement standards.

A. Open space or percentage of landscaped area shall be reviewed on individual bases and shall be approved by the Planning Commission as part of site and architectural approval. At the minimum, all setbacks shall be landscaped and equipped with a sevenday automatic irrigation system.

17.39.090 - Site and architectural review.

All development in this zone shall be subject to site and architectural review by the Planning Commission.

17.42.040 - Development Standards.

D. Loading area. Adequate off-street space for the handling of all materials and equipment shall be provided, before use permits are approved by or site plans are approved, the Planning Commission shall make specific findings as to adequacy of loading area, depending on the type of activity involved.

17.43.050 - Site plan and design review. Commercial and Industrial Design Guidelines B. All proposed construction and remodeling including tenant improvements above $500.00 in value shall require site plan approval and design review for conformance with the Commercial and Industrial Design Guidelines as amended by the Planning Department.

17.49.080 - Site plan and design review.

Applicants proposing a mini-warehouse development shall supply site plans, landscaping and irrigation plans, grading, drainage, and improvement plans to the Planning Director for processing with the use permit.

17.63.090 - Uses not specified and mixed uses.

Where off-street parking requirements for a use are not specified, the minimum requirements for each use shall be determined by the Planning Director subject to approval of the Planning Commission as part of the site plan approval process. The determination shall be based upon the requirements for the most comparable use specified in this chapter. At the discretion of the Planning Commission, the minimum parking requirements for such use can be adopted by resolution and shall become effective after approval by the City Council. In the case of mixed uses, the total requirements for off-street parking shall be the sum of the requirements for the various uses unless otherwise proved.

Ordinance No. CS 1059 Page 12

17.78.060 - Expansion of nonconforming use—Conditional use status.

B. The granting of a use permit for such nonconforming uses shall be further subject to the adopted Residential, Commercial & Industrial design guidelines architectural control review as outlined under Sections 17.12.020 through 17.12.050. As a condition of architectural control approval, the Commission may require alterations of the structure, extension of landscaping and shrub planting to a degree which would best integrate the nonconforming commercial or professional use into the residential district of which it is a part.

CITY COUNCIL

AGENDA REPORT

MEETING
DATE:

March 27, 2023
TO: Mayor and City Council
FROM: Greg Thompson, Community Development Director

PREPARED
BY:

Sam Rashe, Senior Planner
SUBJECT: Waiving the first reading, by title only and introducing a Zoning Ordinance Text Amendment of the City Council amending certain sections of Chapter 17.69 “Sign Regulations,” of the Atwater Municipal Code (Community Development Director Thompson)

RECOMMENDED COUNCIL ACTION
Open the public hearing and take any testimony given;
Close the public hearing; and,

Motion to waive the first reading, by title only, and introduce Ordinance No. CS 1057 amending certain sections of Chapter 17.69 “Sign Regulations,” of the Atwater Municipal Code.

Motion to approve staff's recommendation as presented.

I. BACKGROUND/ANALYSIS:

1. BACKGROUND:

The City of Atwater is seeking to amend Chapter 17.69 “Sign Regulations” to regulate certain signs within the City limits to promote the public health, safety, and welfare of the community. Certain signs have caused issues related to accessibility impediments, distraction to drivers, created safety hazards, and diminished the appearance of the City’s commercial areas. These concerns prompted staff to re-evaluate the sign regulations within the City.

Staff recommends draft ordinance amending Sections 17.69.120 and 17.69.720 and deleting Sections 17.69.340, 17.69.360.

CITY COUNCIL
Mike Nelson, Mayor
Danny Ambriz Tyler Button
John Cale Brian Raymond

Agenda Report - Page 2

1. ANALYSIS:

The proposed ordinance is determined to be in conformance with the goals and policies within City of Atwater’s General Plan. Specifically, the Land Use Element and the Circulation Element establish goals and policies to improve pedestrian safety and circulation, to beautify and enhance City’s streetscapes and aesthetics; and ensure public safety.

Goal LU-2 of the General Plan States to ensure the appearance of non-residential development contributes positively to the community’s image. The regulations of the signs would improve the appearance of the commercial areas by removing the signs from areas that cause distractions or diminish the aesthetic of the area.

General Plan Goal CIRC-8 states to provide a safe and efficient pedestrian circulation that connects residential areas, schools, and commercial areas with parking lots and public transportation. The draft ordinance intends to regulate signs that impede pedestrian traffic in public areas, parking lots, and other areas that would endanger pedestrians.

The proposed ordinance is determined to be in conformance with the ADA Transition Plan. This plan asserts to create and maintain accessibility for all individuals with disabilities. Part of this plan is to ensure that all sidewalks and public places are free of obstructions and maintain full pedestrian access. Many of these signs are placed on sidewalks which cause impediments in the rights of way for individuals. The draft ordinance intends to regulate such signs to prevent these obstructions.

The proposed ordinance is consistent with the Zoning Ordinance. Currently, the purpose of the 17.69 Sign Regulations is to regulate appearance, number, location, and construction of signs to protect the public health, safety, and welfare; to protect the property values of businesses and private residents; and preserve an attractive City environment. The draft ordinance is intended to regulate certain signs that have continuously violated the purpose of this chapter including placement of such signs in public rights-of-way and depreciating the City environment.

The intent of this chapter is also to provide orderly and consistent methods for regulating the signs within the City while implementing General Plan policies which encourage beautifying the City’s streetscapes and its major traffic corridors. The draft ordinance intends to regulate signs that are considered to be detrimental to the implementation policies of the General Plan to beautify the City’s streetscapes. Such signs have also proven to be distracting to drivers and crowd the streets and sidewalks of major traffic corridors such as Bellevue Road and Atwater Boulevard.

II. FISCAL IMPACTS:

No negative fiscal impacts are anticipated with the approval of this project. This item

Agenda Report - Page 3

has been reviewed by the Finance Department.

III. LEGAL REVIEW:

This item has been reviewed by the City Attorney’s Office.

IV. EXISTING POLICY:

This item is consistent with Goal 2.5 of the 2020-2025 Strategic Plan to maintain safe streets, roads, and sidewalks.

The item does not conflict with any existing policy within the Zoning Ordinance or General Plan.

V. ALTERNATIVES:

VI. INTERDEPARTMENTAL COORDINATION:

Interdepartmental coordination between Code Enforcement, Planning, and Legal was utilized for the appropriate direction of the amendment to Chapter 17.69.

VII. PUBLIC PARTICIPATION:

The public hearing was adequately noticed and advertised for the regularly scheduled City Council meeting.

The public will have the opportunity to provide comments on this item prior to City Council action.

VIII. ENVIRONMENTAL REVIEW:

Pursuant to the California Environmental Quality Act (CEQA), the project is exempt under section 15061(b)(3), the “Common Sense” Exemption, which states “the activity is covered by a common-sense exemption that CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA.”

The draft ordinance is amending certain text within the Atwater Municipal Code. These amendments relate to the prohibition of certain signs with the City. The text amendment can be determined to not have any significant effects on the environment.

IX. STEPS FOLLOWING APPROVAL:

The second reading and adoption of the ordinance will be scheduled for the next regular City Council meeting.

Submitted by:

Agenda Report - Page 4

Greg Thompson, Public Works/Community Development Director Approved by:

Lori Waterman, City Manager
Attachments:

1. CHAPTER_17.69___SIGN_REGULATIONS

2. Ordinance No. CS 1057 Amending Certain Sections of Chapter 17.69 -c1

Title 17 - ZONING
CHAPTER 17.69 SIGN REGULATIONS
Atwater, California, Code of Ordinances Created: 2022-03-02 09:21:41 [EST] (Supp. No. 8, Update 5)

CHAPTER 17.69 SIGN REGULATIONS

17.69.020 Purpose.

The City acknowledges the right of business to advertise and recognizes that signs are a significant part of the City's streetscape. However, the City also recognizes it is important to regulate their appearance, number, location, and construction to protect the public health, safety, and welfare; to protect the property values of both business and private citizens; and to preserve an attractive City environment. The objectives of this ordinance are to provide an orderly and consistent method for regulating the City's signs while implementing General Plan policies which encourage beautifying the City's streetscape and its major traffic corridors. (Prior Code § 17.69.010; Ord. CS 711, 1994)

17.69.040 Applicability.

Except as otherwise provided in this chapter, it is unlawful for any person to erect, locate, alter or relocate within the City any sign without first obtaining a sign permit or a building permit from the building inspector and paying the required fees.
(Ord. CS 711, 1994; Ord. CS 744, 10-13-1997)

17.69.050 Definitions.

Sign. Any device, letter, figure, design, symbol, trademark, illuminating device or display intended to attract attention to an person, place, subject, firm, occupation, public performance, article, machine, or merchandise whatsoever and painted, printed, or constructed and displayed in any manner whatsoever for recognized advertising.

A. Area of Sign. That area enclosed by one continuous line, connecting the extreme points or edges of a sign. The area shall be determined using the largest sign area or silhouette visible at any one time form any one point. This sign area excludes the main supporting sign structure, but all other ornamented attachments and inner connecting links which are not a part of the main supports of the sign are included in determining sign area.

1. On a two-sided sign, both sides shall be computed to determine the total sign area.

2. To compute the area of a sign in square footage, standard mathematical formulas shall be used.

B. Animated Sign. A sign or device design to attract attention by visual means through the movement or semblance of movement of whole or part of the sign.

C. Awning Sign. Any sign painted, stained, sketched, or sewn onto the exterior of an awning. Letters to be a maximum of 18 inches.

D. Bench Sign. A sign located on any part of the surface of a bench or seat placed on or adjacent to a public right-of-way.

E. Building Frontage. The vertical and horizontal outer surface of the wall of a building which directly fronts onto a public right-of-way or a public street that is used to calculate allowable signing.

Created: 2022-03-02 09:21:40 [EST]
(Supp. No. 8, Update 5)

F. Bulletin Board. A sign used to announce a coming event or attraction or used to convey a specific message related to the building or use of the property to be viewed by the public or form a public right-of-way.

G. Business Identification Signs. A sign limited to the name of a tenant, type of business or registered logo of the tenant or business.

H. Copy Area of Sign. Actual area of the sign copy applied to any background.

I. Changeable Copy Sign. A sign whether freestanding, wall, marquee, or projecting that has a changeable copy.

J. Canopy. The portion of a roof of a building or a fixed overhead shelter used as a roof which may or may not be attached to a building or which does not encroach into nor overhang a public street or alley right-of-way.

K. Canopy Sign. A sign attached to or hung from a canopy and:

1. Is mounted in a vertical plane.

2. Is mounted parallel to the leading edge of a canopy, except an under canopy sign, which may be mounted at an angle to the leading edge of a canopy.

L. Clip Board. A temporary changeable promotional sign attached to permanent frame on a wall of a building. The sign is calculated in the permitted sign area.

3. Does not project above the top of the canopy when mounted on a canopy with a slope of 45 degrees or steeper which may be mounted anywhere on the slope.

4. Does not project above the leading edge of the canopy when mounted on a canopy with a slope flatter than 45 degrees.

5. On a flat canopy (no slope), projects above the top of the canopy but does not project higher than the wall of the building to which the canopy is attached.

M. Commercial Center. Two or more buildings, collectively, containing a minimum of 5,000 square feet of building area located on one (1) or more contiguous parcels which utilize common off-street parking and access.

N. Construction Sign. A sign with the names of the architect, engineer, contractor, subcontractor and/or financing institutions of buildings or structures under construction which is located on the construction site premises.

O. Directional Sign. Freestanding or wall signs used to guide or direct pedestrian or vehicular movement.

P. Directory Sign. A sign that includes the names and location of businesses, firms, offices, residential complexes or establishments but does not otherwise promote or advertise a project.

Q. Electronic Message Board. A sign capable of displaying words, symbols, figures, or images that can be electronically or mechanically changed by remote or automatic means. The duration of a message shall be displayed for a period no less than 20 seconds. The transition from one message to another shall be instantaneous as perceived from the human eye and each electronic message board message shall be complete in itself and shall not continue by fading, scrolling, or other manner to a subsequent message. No electronic message board shall display animated messages, including flashing, blinking, fading, rolling, dissolving, or any other effect that gives the appearance of movement. No electronic message board shall include or emit an audio message. Electronic message boards shall be limited to locations which front a designated arterial or collector roadway. Electronic message boards shall be subject to approval through a conditional use permit.

Created: 2022-03-02 09:21:40 [EST]
(Supp. No. 8, Update 5)

R. Freestanding Sign. A sign detached from any building or structure that is supported by one or more uprights, poles or other supports and is permanently affixed to the ground.

S. Fascia. The flat horizontal band or face of a roof that is located above the exterior wall.

T. Garage Sale Sign. A sign used to advertise the sale of used or secondhand goods or merchandise at dwellings on residentially zoned property. Such sales are also identified as patio sales, yard sales, etc.

U. Height. The vertical distance from the top of the curb of a street, ground level or the finished grade to the highest point of the sign.

V. Marquee. A permanent roofed structure which may or may not be attached to a building which projects into or overhangs a public street or alley right-of-way.

W. Marquee Sign. A sign attached to or hung from a marquee and:

1. Is mounted on a vertical plane.

2. Is mounted parallel to the leading edge of a marquee, except an under marquee sign which may be mounted at an angle to the leading edge of a marquee.

3. Does not project higher than the fascia of the marquee to which it is attached.

X. Menu Sign. A sign used to display food products and prices at fast food establishments and may be either freestanding or wall sign.

Y. Monument Sign. A free-standing sign mounted on a solid base and placed at grade level. The monument sign may have multiple sides but shall not exceed the maximum height and/or area regulations as are adopted for each zone district.

Z. Name Plate (Plaque). A sign not exceeding four square feet which contains the name of an occupant, a building, a room number or a suite number and may include a directional arrow with the words "Entrance" or "Exit."
AA. Noncommercial Sign. Any sign which does not direct attention to a business, profession, product, commodity or mercantile-oriented service. This includes but is not limited to any sign expressing personal, political, religious, social message, idea or point of view.

BB. Off-Premise Sign. Any sign that directs attention to a business, profession, product, commodity, or mercantile-orientated service that is not the primary business, profession, product, commodity or mercantile-orientated service sold, manufactured, conducted, or offered on the site on which the sign is located.

CC. On-Premise Sign. A sign which advertises or directs attention to goods, services, facilities, events or attractions available on the premises where located or identifies the owner or occupant or directs traffic on the premise. All other signs are off-premise signs.

DD. Open House Sign. A sign with the words "Open House" and may include an arrow or other directional symbol and real estate office name.

EE. Political Sign. Any temporary sign or advertising device or display with or without letters, words, numbers, or figures thereon, which is designed to advertise a candidate for political office, a political party or a measure scheduled for an election.

FF. Portable Sign. Any sign that is not permanently attached to the ground or a structure or is designed to be transported.

GG. Projecting Sign. Any sign attached to and projecting from face of a wall, canopy, or marquee or any sign mounted on a canopy roof with a slope flatter than a 45-degree angle.

Created: 2022-03-02 09:21:40 [EST]
(Supp. No. 8, Update 5)

HH. Real Estate Sign. Shall include For Sale, For Rent, and Open House directional signs which identify the firm's name, address, phone number, and contact person.

II. Ridgeline. Shall mean the highest point of the roof, the top of a parapet, or the top of the wall of a building.

JJ. Roof Sign. A sign that is placed above the ridgeline of a building, canopy, or other structure.

KK. Scenic Corridors. Arterial streets designated in the City's General Plan as having significant scenic and aesthetic value and are subject to specific design, location, height and landscaping requirements. The scenic corridors are Atwater Boulevard, First Street, Bellevue Road, Shaffer Road, Winton Way, Buhach Road, Broadway from Winton Way to First Street, and Third Street from Atwater Boulevard to Grove Avenue.

LL. Street Frontage. Shall mean the wall of a building or structure which has frontage on a public street, parking lot, walkway or mall. The street frontage which is determined to have the highest traffic volume.

MM. Subdivision Sign. A sign indicating the name of a recorded subdivision, the name of a contractor or subdivider, the name of the owner or agent and/or giving information regarding directions, price and/or terms.

NN. Temporary Outdoor Promotional Sign. Any banner, pennant, valance, balloon, streamer, or similar sign or advertising device or display with or without words, number, or figures which directs or promotes service or price, or which is otherwise designed to attract attention.

OO. Temporary Window Sign. A sign located on the inside of a window which display temporary pricing or promotional information.

PP. Tenant Identification Sign. A sign or plaque that is mounted on the building and used to identify the building's name or tenants.

QQ. Time and Temperature Sign. Signs showing digital changes in time and temperature, both centigrade and Fahrenheit and not occurring more frequently than at five (5) second intervals.

RR. Wall Sign. Any sign attached to or erected against the wall of a building or structure with the exposed face of the sign in a place approximately parallel to the plane of the wall.

SS. Window Sign. A sign permanently displayed on the inside of a window or painted on a window and having a street frontage.
(Prior Code § 10-5.101; Ord. CS 711, 1994; Ord. CS 744, 10-13-1997; Ord. CS 791, 3-12-2001; Ord. CS 925, § 1, 2-13- 2012)

17.69.060 Approvals.

A. All signs except exempt signs shall be subject to Planning Department review and approval. Submittals for Planning Department review shall be on forms provided by the Planning Department with all the required drawings.

B. Applications for a building permit shall be made to the building inspector upon a form provided by the City and shall contain such information as required therein. The building inspector shall issue permits for the location erection, alteration or relocation of signs within the City when:

1. An application and required drawings have been submitted.

2. A review of such application has been made to determine that the sign complies with the ordinances and codes of the City.

Created: 2022-03-02 09:21:40 [EST]
(Supp. No. 8, Update 5)

3. The building permit fee is paid.

C. Building Permits Issued in Error. If a sign permit is issued in error by the chief building inspector and the sign does not comply with all of the requirements of this article and all other laws and ordinances of the City. The permit shall be null and void and no rights or privileges shall be conferred upon the permittee by said permit. (Ord. CS 711, 1994; Ord. CS 744, 10-13-1997)

17.69.080 Right to appeal.

A. Appeal of Staff Decision. Appeals from administrative decisions rendered on sign ordinance interpretation may be made to the Planning Commission within ten days from the date the notice of action is given. The written appeal shall be filed with the City Clerk and shall state the expected decision and the grounds for appeal. Upon proper application and public hearing, a decision shall be rendered by the Planning Commission as to the reasonableness of the administrative decision based upon applicable ordinance standards.

B. Appeal of Planning Commission Decision. Within ten days following a Planning Commission decision, an appeal may be made to the City Council by the applicant or other interested parties. The written appeal shall be filed with the appropriate fee to the City Clerk and shall state wherein the decision was inappropriate. The appeal shall be set for public hearing before the City Council. The decision by the City Council shall be final. (Prior Code § 10-5.117; Ord. CS 711, 1994; Ord. CS 744, 10-13-1997)

17.69.100 Exempt signs.

A. The following signs are exempt from the provisions of this ordinance:

1. Flags or insignia of any government, unless displayed in connection with a commercial promotion.

2. Memorial signs or tablets containing names of buildings and dates or erections.

3. Public utility signs regulated by the California Public Utilities Commission.

4. Legal notices, identification, information or directional signs erected by governmental agencies.

5. Christmas decorations and lights displayed from November 15 to January 15.

B. If a sign is less than six feet in height, measured from the finished grade to the top of the sign, the sign is exempt from a building permit but is subject to the provisions of this ordinance. (Prior Code § 10-5.103; Ord. CS 711, 1994; Ord. CS 744, 10-13-1997)

17.69.120 Prohibited signs.

The following signs are not permitted:

A. Signs that portray indecent or morally objectionable language or descriptions.

B. Stationary motor vehicles, trailers, and similar devices that contain displays to circumvent the intent of this ordinance.

C. Roof signs.

D. Signs of a nonpermanent or temporary nature that are hung, nailed, posted, or in any similar way attached to the outside of a structure for advertising purposes.