Minutes, regular meeting, second session — Bakersfield City Council, August 5, 2026 (part 3 of 9)

AGREEMENT NO. 2024-309(1)
INDEPENDENT CONTRACTOR’S AGREEMENT
This AMENDMENT NO. 1 TO AGREEMENT NO. 2024-309 (“Agreement”) is made and entered into on ________________________, by and between the CITY OF BAKERSFIELD, a California charter city and municipal corporation ("CITY" herein) and WILLDAN ENGINEERING, a Corporation authorized to do business in California (“CONTRACTOR” herein).

R E C I T A L S
WHEREAS, on November 20, 2024, CITY and CONTRACTOR entered into Agreement No. 2024-309, allocating $400,000 in American Rescue Plan Act (ARPA) funds to identify non-permitted Accessory Dwelling Units (ADUs) and assist households in bringing these structures into compliance; and WHEREAS, due to time constraints, CONTRACTOR is unable to expend its total allocation within the term of the Agreement; and
WHEREAS, on November 20, 2024, CITY entered into Agreement No. 2024- 304 with Community Action Partnership of Kern (CAPK) to provide professional services related to CITY’s Home Repair and Weatherization Program (“PROGRAM” herein); and
WHEREAS, under the U.S. Department of the Treasury 2022 final rule, CITY is authorized to reallocate ARPA funding to a separate subrecipient, so long as the scope of work remains substantially the same; and
WHEREAS, the parties now desire to decrease the total compensation by One Hundred Sixty Thousand Dollars ($160,000) for a revised total allocation of Two Hundred Forty Thousand Dollars ($240,000) and reallocate those unexpended funds to CAPK for implementation of the PROGRAM.

NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and CONTRACTOR mutually agree as follows:

1. Section 2 of Agreement No. 2024-309 entitled “COMPENSATION/PAYMENT PROCEDURE” is hereby amended to read as follows:

2. COMPENSATION/PAYMENT PROCEDURE. Subject to the conditions of this section, CITY will pay CONTRACTOR on a time/material basis in accordance with the hourly rates as shown in Exhibit “B” for performing the Scope of Work (“Compensation”).

Docusign Envelope ID: 73A35213-1997-803A-83FA-F7609EAE32FC ____________________________________________________________ AMENDMENT No. 1 to AGREEMENT No. 2024-309

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CITY will pay CONTRACTOR within 30 days after CONTRACTOR submits an itemized invoice for the portions of the Scope of Work completed and that invoice is approved by CITY. The Compensation will be the total amount paid to CONTRACTOR for performing the Scope of Work and includes, but is not limited to, all out-of-pocket costs and taxes. CITY will pay no other compensation to CONTRACTOR. In no case will CITY compensate CONTRACTOR no more than $240,000 for performing the Scope of Work.

2. Except as amended herein, all other provisions of the Agreement No. 2024- 309 shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to Agreement No. 2024-309 to be executed the day and year first-above written.
"CITY" “CONTRACTOR"

CITY OF BAKERSFIELD WILLDAN ENGINEERING
By: _____________________________ By: _______________________________

KAREN GOH VANESSA MUNOZ
Mayor Chief Executive Officer
APPROVED AS TO CONTENT:

DEVELOPMENT SERVICES DEPARTMENT
By:_______________________________

PHILLIP BURNS
Development Services Director
APPROVED AS TO FORM: COUNTERSIGNED:

City Attorney: _______________________ Finance Director: _____________________

VIRGINIA GENNARO RANDY MCKEEGAN
Insurance: ____________
Attachment: Exhibit “B”
Docusign Envelope ID: 73A35213-1997-803A-83FA-F7609EAE32FC Page | 15

CITY OF BAKERSFIELD

3.1.3. Project Approach and Work Schedule
Willdan has provided code enforcement services to over 80 jurisdictions within the last 15 years. Many of these municipality’s scope of work is very similar to the City’s scope listed in the Request for proposal.

Therefore, Willdan is very familiar with your needs and will meet the needs off the City as identified in the table below:

Scope of Work Willdan’s Deliverables
Investigate
Complaints
§ Willdan staff will review all aspects of the code, determine the correct zoning, and determine ownership prior to the actual investigation. § Our employees will adhere to the laws, statutes and protocols that govern a legal inspection.
§ Staff will utilize zoning maps/GIS software to determine correct zoning. § Personnel will determine ownership through City records and/or through an ownership database.
§ Staff will carry laptops, tablets, mi-fi, cellphones, radios, digital cameras, measuring tape or other tools required to perform investigations. § Our employees will attempt to view the alleged violations from the public right-of-way and will not perform investigations without owner’s consent or warrant.

Initiate Contact/
Encourage
Compliance
§ Our staff will attempt to educate business owners and homeowners on code requirements and offer solutions whenever possible. § Willdan personnel will issue notices on minor nuisance related issues in an attempt to achieve voluntary compliance.
§ Contract personnel will utilize administrative remedies such as civil citations to gain compliance only when necessary.

Field
Inspections/
Gather
Evidence/Mainta
in Case
Information
§ Willdan personnel will gather all pertinent facts regarding the case, including taking photographs. The information will include all evidence provided by the reporting party, neighbors, the property owner, city records, photo documentation and witness statements.
§ Personnel will review and catalog all City evidence related to the investigation.
§ Our employees will gather evidence through performing inspections.

Prepare Notices
of Violations
§ Our staff is trained to prepare custom letters that specifically highlight a code violation, so property owners completely understand the code requirements. This helps property owners better understand their issue and gain compliance.
§ Willdan staff is PC-832 Certified which allows code enforcement officers to file misdemeanor cases as directed by the City staff.
§ Staff will utilize all other tools such as criminal citations, criminal complaints, stop work orders, abatement warrants, receiverships, and recordation’s to eliminate code violations.

EXHIBIT B
Docusign Envelope ID: 73A35213-1997-803A-83FA-F7609EAE32FC Page | 16

CITY OF BAKERSFIELD
Scope of Work Willdan’s Deliverables
Prepare
Compliance
Schedules
§ Willdan personnel will establish compliance schedules as outlined by the City Code or established by City policies.
§ The compliance schedule is determined by the severity and complexity of the issue and will range from immediate to a maximum of 30 days per notification.
§ Compliance schedules not regulated by code will be consistent and fair and will allow -residents or business owners adequate time to comply with code regulations.

Professional
Certifications
§ Willdan staff will provide officers who possess a PC832 Certification as required per this contract.
§ Willdan staff will possess certification through the California Association of Code Professionals (CACEO).
§ Many of Willdan staff members have ICC Certifications and are certified to perform building inspections.

Prepare Reports
§ Willdan staff will prepare monthly statistical reports at the request of the City.
§ Our personnel can prepare criminal complaint reports and/or citation reports.
§ Staff can provide reports to the Board of Supervisors upon request Meet with Legal
Counsel
§ Willdan personnel will meet with the City’s Office or City Counsel regarding cases referred for legal proceedings.
§ Staff will provide reports including detailed notes, photos, correspondences and supporting documentation for all files referred to the City. § Our personnel will perform inspections and provide updates on case status for active investigations being conducted in collaboration with the City’s.

Coordinate with
City Departments
§ Willdan staff will communicate with all persons that collaborate with code such as the public works, building and planning divisions. § Our staff will meet and confer with the Bakersfield City Sheriff’s Department, City Fire and the Department of Environmental Health. § Staff would also work with all City commissions as directed by City staff.

Collect and
Maintain
Statistics
§ Willdan will utilize the City’s database Clariti to collect, maintain statistical data and report on daily, weekly, monthly or annual basis. § The statistics maintained would include but is not limited to the following:
number of complaints received, the type of violations observed, the number of violations observed, number of notices and citations issues, case closures, and citation revenue generated.
§ Statistical information can be provided to staff upon request and new reports can be created depending on the information requested.

Docusign Envelope ID: 73A35213-1997-803A-83FA-F7609EAE32FC Page | 17

CITY OF BAKERSFIELD
Scope of Work Willdan’s Deliverables
Report to
Development
Service Director
(or designee)
§ Willdan’s Project Manager, Al Brady, and all proposed Code Enforcement Officers, will report to the Development Services Director (or designee). § Our personnel will report directly to the Code Enforcement Chief during the duration of the contract.

Docusign Envelope ID: 73A35213-1997-803A-83FA-F7609EAE32FC

CITY OF BAKERSFIELD

3.1.4. Cost of Services

CITY OF BAKERSFIELD
Fee Schedule
Code Enforcement Officer $85 per hour (Overtime $127.50) Senior Code Enforcement Officer $95 per hour (Overtime $142.50) Vehicle Charge per day: $100
PROPOSED BUDGET:

Project Initiation (Project Kick-off Meeting)
Willdan Staffing (1 FT Code Enforcement Officer) for 8 hours ($680/day) Project Initiation (Project Kick-off Meeting)
Willdan Staffing (1 FT Code Enforcement Officer) for 8 hours/day ($680) Monthly charges for 1 Code Enforcement Officer and 1 vehicle:

Staffing: (4.35 weeks per month) times 40 hours times ($85 per hour) = $14,790 Vehicle: (4.35 weeks per month) times 5 days per week times ($100 per day) = $2,175 Grand total per month: $16,965
Note: This budget assumes that forms such as Notices of Violations, Administrative Citations, other City forms, mailings, etc., will be provided by the City of Bakersfield. Additionally, no administrative support will be provided by Willdan for the assigned Code Enforcement Officer.

Assuming a start date of December 1, 2024, and concluding on October 31, 2026 (23 months), the total budget (less any overtime required by the City of Bakersfield) would be:
 Year 1 (11 months) = $186,615
 Year 2 (12 months) = $203,580
**Total 23-month term of 1 FT Code Enforcement Officer and 1 vehicle = $ 390,195 ** NOTE: Totals do not factor in holidays, sick days, or City approved vacation/personal days, none of which would be billable to the City (reducing the estimated costs above).

P a g e | 18
Docusign Envelope ID: 73A35213-1997-803A-83FA-F7609EAE32FC

CITY OF BAKERSFIELD
Cost Sheet for Code Enforcement Services
Task Cost (Labor & Materials) Notes
Project Initiation $680 per day 1 FT Code Enforcement Officer for 8 hours
Municipal Code Enforcement Services  Code Enforcement Officer  Vehicle  Term is for 23 months, 40 hours per week (overtime charges if requested by
client are $127.50 per hour)
$680 per day
$100 per day
Does not include Overtime
Forms and documents to be
provided by client not Willdan.

Project Closeout Project ends 10/31/26 (no
additional costs)
Total Cost $390.195 23-month term of contract
Discount (if applicable) None
Discounted Cost None
P a g e | 19
Docusign Envelope ID: 73A35213-1997-803A-83FA-F7609EAE32FC Certificate Of Completion
Envelope Id: 73A35213-1997-803A-83FA-F7609EAE32FC Status: Completed Subject: Complete with Docusign: AGRMT 2024-309(1).pdf
Source Envelope:

Document Pages: 7 Signatures: 2 Envelope Originator:

Certificate Pages: 5 Initials: 0 City Clerk's Office
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
[email protected]
IP Address: 174.46.226.5
Record Tracking
Status: Original
7/17/2026 1:35:07 PM
Holder: City Clerk's Office
[email protected]
Location: DocuSign
Security Appliance Status: Connected Pool: StateLocal
Signer Events Signature Timestamp
Vanessa Munoz
[email protected]
President
Willdan Engineering
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 137.83.224.221
Sent: 7/17/2026 1:38:04 PM
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Signed: 7/17/2026 1:40:58 PM
Electronic Record and Signature Disclosure:

Accepted: 11/12/2024 1:03:58 PM
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Phil Burns
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 174.46.226.5
Sent: 7/17/2026 1:40:59 PM
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Signed: 7/17/2026 2:04:34 PM
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Accepted: 7/17/2026 2:04:00 PM
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Signing Complete Security Checked 7/17/2026 2:04:34 PM
Completed Security Checked 7/17/2026 2:04:34 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure

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____________________________________________________________ AMENDMENT No. 3 to AGREEMENT No. 2024-304

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AGREEMENT NO. 2024-304(3)

SUBRECIPIENT AGREEMENT

FOR HOME REPAIR AND WEATHERIZATION SERVICES
This AMENDMENT NO. 3 TO AGREEMENT NO. 2024-304 (“Agreement”) is made and entered into on ________________________, by and between the CITY OF BAKERSFIELD, a California charter city and municipal corporation ("CITY" herein) and COMMUNITY ACTION PARTNERSHIP OF KERN (CAPK), a California nonprofit, public-benefit corporation (“SUBRECIPIENT” herein).

R E C I T A L S
WHEREAS, on November 20, 2024, CITY and SUBRECIPIENT entered into Agreement No. 2024-304 to compensate SUBRECIPIENT for all activities, work, services or products for implementation of the Home Repair and Weatherization Program (“PROGRAM” herein), using $700,000 in American Rescue Plan Act (ARPA) funding per the approved ARPA framework; and
WHEREAS, Agreement No. 2024-304 was previously amended on April 23, 2025, to add $139,548.40 in reallocated funds, and again on April 8, 2026, to add $92,915.63, bringing the total compensation to $932,464.03; and WHEREAS, CITY has identified $160,000 in unexpended ARPA funds originally allocated to Willdan Engineering under Agreement No. 2024-309 for work relating to the identification and permitting of previously unpermitted Accessory Dwelling Units (ADUs) within CITY; and
WHEREAS, under the U.S. Department of the Treasury 2022 final rule, CITY is authorized to reallocate ARPA funding to a separate subrecipient, so long as the scope of work remains substantially the same; and
WHEREAS, CITY now desires to reduce the total compensation under Agreement No. 2024-309 by One Hundred Sixty Thousand Dollars ($160,000) and reallocate those funds to SUBRECIPIENT; and
WHEREAS, Parties mutually desire to increase the total compensation amount by $160,000 for a total compensation of One Million Ninety-Two Thousand Four Hundred Sixty-Four Dollars and Three Cents ($1,092,464.03) for implementation of the PROGRAM.

NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and SUBRECIPIENT mutually agree as follows:

1. Section 4 of Agreement No. 2024-304 entitled “COMPENSATION” is hereby amended to read as follows:

Docusign Envelope ID: 6933F903-9DFB-8C9C-824F-37FCF0139C5B ____________________________________________________________ AMENDMENT No. 3 to AGREEMENT No. 2024-304

Page 2 of 2 ends

4. COMPENSATION. Total compensation for all work, services, or products for implementation of the PROGRAM in its entirety called for under this Agreement shall not exceed ONE MILLION NINETY-TWO

THOUSAND FOUR HUNDRED SIXTY-FOUR DOLLARS AND THREE CENTS ($1,092,464.03) and shall be paid as outlined in the subsections 4.1 through 4.6 contained in Section 4 of Agreement No. 2024-304, which remain unchanged.

2. Except as amended herein, all other provisions of the Agreement No. 2024- 304 shall remain in full force and effect.

IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 3 to Agreement No. 2024-304 to be executed the day and year first-above written.
"CITY" “SUBRECIPIENT"

CITY OF BAKERSFIELD COMMUNITY ACTION

PARTNERSHIP OF KERN (CAPK)
By: _____________________________ By: _______________________________ KAREN GOH JEREMY T. TOBIAS
Mayor Chief Executive Officer
APPROVED AS TO CONTENT:

DEVELOPMENT SERVICES DEPARTMENT
By:_______________________________

PHILLIP BURNS
Development Services Director
APPROVED AS TO FORM: COUNTERSIGNED:

City Attorney: _______________________ Finance Director: _____________________

VIRGINIA GENNARO RANDY MCKEEGAN
Insurance: ____________
Docusign Envelope ID: 6933F903-9DFB-8C9C-824F-37FCF0139C5B Certificate Of Completion
Envelope Id: 6933F903-9DFB-8C9C-824F-37FCF0139C5B Status: Completed Subject: Complete with Docusign: Amendment No. 3 to Agr No 2024-304.pdf Source Envelope:

Document Pages: 2 Signatures: 1 Envelope Originator:

Certificate Pages: 4 Initials: 0 City Clerk's Office
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
[email protected]
IP Address: 174.46.226.5
Record Tracking
Status: Original
7/9/2026 11:31:35 AM
Holder: City Clerk's Office
[email protected]
Location: DocuSign
Security Appliance Status: Connected Pool: StateLocal
Signer Events Signature Timestamp
Jeremy Tobias
[email protected]
CEO
Community Action Partnership of Kern
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 12.76.40.22
Sent: 7/9/2026 11:34:27 AM
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Signed: 7/9/2026 2:07:58 PM
Electronic Record and Signature Disclosure:

Accepted: 7/9/2026 11:38:33 AM
ID: 8183dc0f-1372-4159-9e8e-52f628149f17
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Envelope Sent Hashed/Encrypted 7/9/2026 11:34:27 AM
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Electronic Record and Signature Disclosure

All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 6/28/2022 10:51:05 AM Parties agreed to: Jeremy Tobias
Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

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ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Agreements TO: Honorable Mayor and City Council
FROM: Randy McKeegan
DATE: July 20, 2026
SUBJECT: Amendment No. 4 to Agreement No. 2023-194 with Kern Masonry Structures, Inc. (increase compensation $200,000; revised not to exceed $1,600,000) and extend the term by one year to continue block wall repair. (Citywide) RECOMMENDATION:

Staff recommend approval of the amendment.

BACKGROUND:

On August 9, 2023, the City Council approved the Annual Contract for block wall repair. with Kern Masonry Structures, Inc., in the amount of $400,000; renewable annually thereafter for four consecutive one-year periods.

Per the terms of the contract, amendments increasing the contract and/or extending the contract has been approved as follows:
• Amendment 1 approved May 8, 2024; increased compensation by $200,000 for a revised not to exceed amount of $600,000.
• Amendment 2 approved July 24, 2024; increased compensation by $600,00 for a revised not to exceed amount of $1,200,000 and extended the term by one year to August 8, 2025. • Amendment 3 approved July 23, 2025; increased compensation by $200,00 for a revised not to exceed amount of $1,200,000 and extended the term by one year to August 8, 2026.

This on-call as-needed contract provides for block wall repair of City owned masonry walls within landscape streetscapes throughout the City. The Recreation and Parks Department is responsible for maintenance and repair of block walls typically damaged by traffic accidents.

If approved, Amendment No. 4 will increase compensation by $200,000 for a revised not to exceed amount of $1,600,000 to allow the continuance of block wall repair services to the term date of August 8, 2027.

FISCAL IMPACT:

Funds are budgeted in the Recreation and Parks operating budget for the work performed under this contract.

COUNCIL GOAL:

Safety and Resilience
ATTACHMENTS:

Amendment No. 4 to Agreement No. 2023-194

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Agreements TO: Honorable Mayor and City Council
FROM: Randy McKeegan
DATE: July 20, 2026
SUBJECT: Amendment No. 3 to Agreement No. 2023-192 with Centennial Asphalt Company (extend term by one year) to continue the supply of asphaltic emulsions and sealant for the Streets Division. (Citywide)
RECOMMENDATION:

Staff recommends approval of the amendment.

BACKGROUND:

On August 9, 2023, the City Council approved the annual contract for the asphaltic emulsions and sealants for the Streets Division to Centennial Asphalt Company, in the amount of $563,982.50; renewable annually thereafter for four consecutive one-year periods.

Per the terms of the contract, amendments increasing the contract and/or extending the contract has been approved as follows:
• Amendment 1 approved July 24, 2024; extended term date by one year to August 8, 2025. • Amendment 2 approved July 23, 2025; extended term date by one year to August 8, 2026 The Streets Division uses asphalt emulsions (tack oil) when paving and patching City streets. This bonding agent is sprayed on asphalt surfaces prior to application of new material to adhere the new asphalt to the original surface. Topein C emulsion mixture is used to allow slow setting of asphalt emulsions to seal pavement and inhibit raveling. Asphalt sealants are used for preventative maintenance to provide protection from the environment, such as ultraviolet rays and moisture intrusion.

If approved, Amendment No. 3 will extend the contract by one year, allowing the continued supply of asphaltic emulsions and sealant for the Streets Division. No additional funding is required.

FISCAL IMPACT:

The funding source for this contract is a combination of Transportation Development Act Article 4 Public Transportation funds which are administered by the Kern Council of Governments (90%) and General Fund (10%)
COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

Amendment No. 3 to Agreement No. 2023-192

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Agreements TO: Honorable Mayor and City Council
FROM: Zachary Meyer, Public Works Director
DATE: July 20, 2026
SUBJECT: Amendment No. 2 to Agreement No. 2024-249 with Accenture Infrastructure and Capital Projects (Accenture I&CP) (increasing $1,382,021.00, revised not to exceed $4,873,610.00) for additional Construction Management Services of the 7th Movement Project (Wards 1 & 2) RECOMMENDATION:

Staff recommends approval of the amendment.

BACKGROUND:

The Centennial Corridor EB58 to NB99 Loop Connector Project, also known as the 7th Movement Project, consists in general, of a new freeway connector ramp from eastbound State Route (SR) 58 freeway to northbound State Route 99. At the SR58/SR99 Interchange, construct a new connector starting west of State Route 99, on the south side of 58 with a bridge widening over Route 99, a new bridge spanning over Wible Road, and connecting to northbound State Route 99.

Amendment No. 2 provides compensation to Accenture I&CP, the Construction Management Team (CM) of record of this project, for continued construction support services. The completion of the project has been extended due to changes in schedule and will require the support of the CM as well as additional testing services required to complete the project. City staff concur with the amount and recommend approval of the amendment to Agreement No. 2024-249 for these support services in the amount of $1,382,021.00.

FISCAL IMPACT:

There is no General Fund impact associated with this amendment.

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

Amendment 2 to Agreement No. 2024-249

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent – Agreements TO: Honorable Mayor and City Council
FROM: Zachary Meyer, Public Works Director
DATE: July 20, 2026
SUBJECT: Amendment No. 11 to Agreement No. 19-070 with AECOM (increase compensation $73,096.59, revised not to exceed $26,397,129.74) for Construction Management Services on the Thomas Roads improvement Program Centennial Corridor Mainline Project (Wards 2 & 3)
RECOMMENDATION:

Staff recommends approval of amendment.

BACKGROUND:

The Bakersfield Centennial Corridor Mainline Project is a key component of the Thomas Roads Improvement Program (TRIP). This multi-year transportation improvement project closed the gap between the Westside Parkway and State Route 58, creating a continuous freeway connection that improves residential and commercial mobility between west and east Bakersfield, reduces congestion on local roadways, and enhances regional connectivity. The project includes significant infrastructure improvements, including bridges, retaining walls, sound walls, drainage facilities, and reconstruction of adjacent local streets.

The Mainline improvements are open to the traveling public, however, there are a number of remaining punch-list items that must be completed to move forward with project closeout and acceptance by the California DOT (Caltrans). These activities include, but are not limited to, electrical improvements associated with traffic signals, ramp metering systems, fiber optic and communication system improvements, and other supporting transportation infrastructure.

This amendment provides the funding necessary to complete the remaining implementation activities and support project closeout, including final inspections, preparation of the final pay estimate, and other administrative requirements and documentation necessary for project completion and acceptance.

FISCAL IMPACT:

The Centennial Corridor Mainline Project is funded through a combination of federal, state, regional, and local transportation funding sources administered through Caltrans and the Thomas Roads Improvement Program (TRIP), with participation from the Kern Council of Governments, the City of Bakersfield, and Kern County. There is no impact to the General Fund.

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

Amendment

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Agreements TO: Honorable Mayor and City Council
FROM: Zachary Meyer, Public Works Director
DATE: July 16, 2026
SUBJECT: Amendment No. 19 to Agreement No. 14-288 with Parsons Transportation Group, Inc. (increase compensation $138,103.41; revised not to exceed $43,237,362.33) for Design Support Services during the construction of the Eastbound SR 58 to Northbound SR 99 Connector Ramp.

RECOMMENDATION:

Staff recommends approval of the amendment.

BACKGROUND:

As part of the Thomas Roads Improvement Program, the City is constructing a connector ramp that will allow motorists traveling eastbound on State Route 58 to transition to northbound State Route 99.

Design services for this project were provided by Parsons Transportation Group. As the designer of record for this project, Parsons is required to approve submittals from the contractor during construction activities. As construction progresses, continued engineering support from Parsons is necessary to respond to construction-related issues, provide technical guidance, and review contractor inquiries. In addition, Caltrans has requested plan modifications to address existing issues not included in the initial scope of work. Parsons will assist with design modifications as needed. This amendment will authorize Parsons Transportation Group to continue providing these services.

This project is one of two connector ramps being constructed to improve connectivity within Bakersfield's regional transportation network and represents one of several infrastructure improvements being implemented as part of the Thomas Roads Improvement Program.

FISCAL IMPACT:

There is no General Fund impact associated with this amendment.

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

Amendment

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent – Agreements TO: Honorable Mayor and City Council
FROM: Zachary Meyer, Public Works Director
DATE: July 16, 2026
SUBJECT: Contract Change Order No. 8 to Agreement No. 2025-110 with JL Mc Daniels Companies ($36,621.04; revised not to exceed $877,501.72) for the City Hall South Annex Basement Remodel.

RECOMMENDATION:

Staff recommends approval of the change order.

BACKGROUND:

The work to be performed consists, in general, of a comprehensive renovation of the Basement level of the Bakersfield City Hall South Annex Building. This includes, but is not limited to, demolition and site preparation, flooring installation, wall construction and finishing, lighting and electrical upgrades, plumbing upgrades, layout configuration, HVAC upgrades, and installation of fixtures, cabinetry, and building accessories.

Change Order No. 8 provides for identifying and repairing the source of the water leak into the elevator equipment room from the upper concrete deck adjacent to the planter area outside of the building. Prior to repair, the source of the water leak must be identified, and the point of intrusion must be exposed on the outside of the building. The contractor agrees to remove existing vegetation from the planter area, remove and cap the existing irrigation lines, excavate to expose the concrete decking and retaining wall, prep and repair damage/cracked concrete, apply waterproofing to exposed concrete decking and wall, install a French drain system, and core drill two 4-inch discharge openings through existing retaining wall for a lump sum price of $36,621.04.

FISCAL IMPACT:

This project is funded by Capital Outlay and funding for construction is available within the project budget (P3K300).

The total cost increase for Contract Change Order No. 8 is $36,621.04. This is the eighth change order on the project and reflects a total project cost increase of $84,902.35 (10.71 percent increase of the original contract amount) as illustrated below.

Original Contract Amount

= $ 792,599.37
Total of Previous Change Order approved by council = $ 48,281.31 Current Contract Change Order # 8 = $ 36,621.04
Amended Contract Amount after Change Order = $ 877,501.72 Net Increase to Date = $ 84,902.35

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

Contract Change Order 8

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Bids TO: Honorable Mayor and City Council
FROM: Daniel R. Maldonado, Assistant Water Director
DATE: July 24, 2026
SUBJECT: Accept bid and approve contract with Unified Field Services Corporation ($676,857) for the L-208 TCP Removal Project (Ward 4)
RECOMMENDATION:

Staff recommend acceptance of the low bid and approval of agreement.

BACKGROUND:

For several years the City’s municipal water well L-208 has been offline due to the identification of 1,2,3 Trichloropropane (TCP) contaminants. The Water Department’s L-208 TCP Removal project will remove the TCP contaminants and bring this well back online to service the City’s municipal water supply.

The Engineer’s Estimate for this construction contract was $723,313. On June 9th, 2026, five (5) bids were received. The acceptable bids were as follows:

Unified Field Services Corp.
6906 Downing Ave.

Bakersfield, CA 93308 in the amount of $676,857.00
SW Construction
5303 Woodmere Dr.

Bakersfield, CA 93313
in the amount of $948,766.73
W.M. Lyles Co.
525 W. Alluvial Avenue
Fresno, CA 93711 in the amount of $1,148,000.00
West Valley Construction Company, Inc.
603 Campbell Technology Parkway
Campbell, CA 95008 in the amount of $1,149,500.00
Mehta Mechanical Co. Inc. DBA MMC Inc.
5901 Fresca Dr
La Palma, CA 90623 in the amount of $1,754,000.00
City staff recommend award of the contract to Unified Field Services Corp. for a compensation amount of $676,857.00 based on their proposal being the most favorable to the City.

FISCAL IMPACT:

Sufficient funds are budgeted in the Water Resources Capital Improvement Budget within the Domestic Water Fund, therefore, no General Fund dollars will be expended for this project.

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

1. Agreement

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Bids TO: Honorable Mayor and City Council
FROM: Daniel R. Maldonado, Assistant Water Director
DATE: July 24, 2026
SUBJECT: Accept bid and approve contract with South Valley Companies, Inc. ($2,289,050) for the Water Well CBK-85 Construction Project. (Ward 5)
RECOMMENDATION:

Staff recommend acceptance of the low bid and approval of the agreement.

BACKGROUND:

On August 21, 2015, the city contracted with Porter & Associates, Inc. to conduct a water study for the Stockdale River Ranch development. The study concluded that a new water well was needed to ensure adequate flow and pressure for the development’s build-out. Recent development in the area has placed increased demand on the existing municipal water infrastructure and has necessitated further system improvements. The Water Department’s Water Well CBK-85 Construction project will address these demands, with the establishment of a new water well and all necessary appurtenances for its function.

The Engineer’s Estimate for this construction contract was $2,374,800. On June 16th, 2026, seven qualified bids were received. The acceptable bids were as follows:

South Valley Companies, Inc.
19325 Flightpath Way
Bakersfield, CA 93308 in the amount of $2,289,050.00
SW Construction
5303 Woodmere Dr.

Bakersfield, CA 93313
in the amount of $2,688,920.34
GSE Construction Company, Inc.
7633 Southfront Rd, Suite 160
Livermore, CA 94580 in the amount of $2,919,200.00
Nicholas Construction Inc.
251 Carsen Way
Shafter, CA 93263 in the amount of $3,043,286.00
HPS Mechanical, Inc.
3100 E Belle Terrace
Bakersfield, CA 93307
in the amount of $3,048,000.00
W.M. Lyles Co.
525 W. Alluvial Avenue
Fresno, CA 93711
in the amount of $3,139,464.00
Mehta Mechanical Co. Inc. DBA MMC Inc.
5901 Fresca Dr.

La Palma, CA 90623 in the amount of $4,240,840.00
City staff recommend award of the contract to South Valley Companies, Inc. for a compensation amount of $2,289,050.00 based on their proposal being the most favorable to the City.

FISCAL IMPACT:

Sufficient funds are budgeted in the Water Resources Capital Improvement Budget within the Domestic Water Fund; therefore, no General Fund dollars will be expended for this project.

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

1. Agreement

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Bids TO: Honorable Mayor and City Council
FROM: Zachary Meyer, Public Works Director
DATE: June 1, 2026
SUBJECT: Stormwater Lift Station Rehabilitation at Chester Avenue and BNSF Rail Crossing:

1. Accept bid and approve contract with GSE Construction Company, Inc. ($1,563,920.00) for said project;

2. Appropriate $850,000 from the Sewer Enterprise Fund (SEF) fund balance into the Public Works Department’s Capital Improvements Program within the SEF fund for said project;

3. Authorize staff to approve, as necessary, up to $75,000 in City-Controlled contingency for unseen conditions encountered during construction of said project. (Ward 2) RECOMMENDATION:

Staff recommends acceptance of low bid, approval of contract, approval of appropriation, and approval of City-controlled contingency.

BACKGROUND:

The work to be performed consists, in general, of demolition of existing stormwater lift station structure and electrical components and installation of new stormwater lift station and associated improvements.

The work also includes replacement of shade structure, gates, concrete slab, electrical, instrumentation and all other improvements as shown on the plans.

This project was one of the higher priority projects that was recommended in the City approved Downtown Storm Drain Master Plan, which was approved in 2020.

Item No. 1 This project is funded through Sewer Enterprise Funds (SEF). The Engineer’s Estimate for this project was $738,000.00.

On April 28, 2026 the City received five (5) bids for this project. Four (4) of the five (5) bids were deemed acceptable and one of the bids was deemed non-responsive. Those acceptable bids are as follows:

Mehta Mechanical Company
dba MMC, Inc.
5901 Fresca Drive
La Palma, CA 90623
in the amount of $1,099,540.00
GSE Construction Company, Inc.
7633 Southfront Road, Ste 160
Livermore, CA 94551
in the amount of $1,563,920.00

HPS Mechanical, Inc.
3100 E. Belle Terrace
Bakersfield, CA 93307
in the amount of $2,070,305.66
Cora Constructors
75140 St. Charls Place Ste. A
Palm Desert, CA 92211
in the amount of $2,219,916.00
The one non-responsive bidder, SW Construction, did not comply with the bid requirements; therefore, their bid was deemed non-responsive. The lowest apparent bidder, at the time of bid opening, Metha Mechanical Company (MMC, Inc.), withdrew their bid due to errors in their bid submittal. Staff honored their withdrawal and proceeded with the next apparent low bidder.

Staff recommends acceptance of the bids and approval of the construction contract to the third responsive and responsible bidder, GSE Construction Company Inc.

Item No. 2. This appropriation is necessary in order to fully fund the construction of the project. After the approval of the appropriation, there would be sufficient funds available to cover contingencies, construction inspection costs and other staff time. The storm lift station is a high priority per the approved Downtown Storm Drain Master Plan.

Item No. 3. Bakersfield Municipal Code section 3.20.105E authorizes Public Works Contract Amendments to be executed via Change Order, provided that Change Order which exceed $25,000 must be approved by the City Council. Staff is requesting pre-approval of up to $75,000 for City-controlled contingency for unforeseen conditions encountered during construction of this project, to be executed via Change Order(s). Any costs which exceed the City Council approved contingency, cumulative or otherwise, would require action and approval from the City Council. This City-controlled contingency will save staff time by not having to prepare multiple Council reports for individual routine change orders throughout the project, should they arise. All remaining contingency funds not used will be returned to the fund balance at the end of the project.

FISCAL IMPACT:

There is $962,245.54 budgeted funds available in Project Number 26PWDE07; however, the additional appropriation is needed to fully fund the project. Once the appropriation is approved the project will be sufficiently funded. The contract award and appropriation are funded with SEF; therefore, there is no general fund impact associated with this council action. Appropriation adjustments will also allow for sufficient funds to be made available for City-controlled contingencies, change orders, and City inspection staff time.

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

Agreement.

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - Miscellaneous TO: Honorable Mayor and City Council
FROM: Kevin Albertson, Fire Chief
DATE: July 17, 2026
SUBJECT: Appropriation of $100,000 from the Fire Trust – Hazardous Materials Penalty Fund to the Certified Unified Program Agency (CUPA) Operating Budget to fund critical infrastructure and emergency response technology improvements that support the Department's hazardous materials program and emergency response capabilities.

RECOMMENDATION:

Staff recommends approval of the appropriation.

BACKGROUND:

The Bakersfield Fire Department (BFD) Fire Prevention Division administers the Certified Unified Program Agency (CUPA), which oversees the regulation of hazardous materials and hazardous wastes within the City of Bakersfield. A special CUPA Trust Fund exists for administering this State-mandated program.

Pursuant to Health and Safety Code 25404.1.1(I), funds collected through CUPA enforcement actions and deposited into a designated special account may be expended by the Unified Program Agency for related functions that directly support the CUPA program.

The Fire Prevention Division is requesting the appropriation of Hazardous Materials Penalty Funds to address several operational needs that directly enhance emergency preparedness, regulatory enforcement, and the Department's ability to effectively respond to hazardous materials incidents.

These expenditures are consistent with the intended use of Hazardous Materials Penalty Funds by supporting equipment, technology, and facility improvements that strengthen the City's hazardous materials program and improve public safety.

The total appropriation request is $100,000 and will be allocated toward the following projects:
 Installation of two (2) split-system air conditioning units for the Fire Prevention/CUPA office area to provide a reliable climate-controlled work environment, protect critical computer and communications equipment, and improve operational continuity.  Purchase of a tethered unmanned aerial system (drone) for the Incident Command Vehicle to enhance incident command operations by providing continuous aerial reconnaissance, improved situational awareness, and real-time intelligence during hazardous materials incidents and other large-scale emergencies.
 Upgrades to mobile internet connectivity for both the Incident Command Vehicle and the Hazardous Materials Response Vehicle to improve field communications, increase data transmission capabilities, provide reliable access to emergency response applications, and enhance coordination with local, regional, state, and federal response partners.

Staff requests the appropriation of $100,000 Fire Trust Hazmat Penalty Funds to the CUPA Fund operating budget to fund the cost of these improvements.

FISCAL IMPACT: This project will be provided from the Fire Trust-Hazmat Penalty Account. The Penalty account is used for functions in support of the CUPA program.

COUNCIL GOAL:

Reliable Infrastructure
ATTACHMENTS:

None

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - PSVS TO: Honorable Mayor and City Council
FROM: Brent Stratton, Chief of Police
DATE: June 5, 2026
SUBJECT: Agreement with Trans-West Security (not to exceed $250,000) for high-visibility patrol services.

RECOMMENDATION:

Staff recommends approval of the agreement.

BACKGROUND:

On September 11, 2019, the City Council unanimously voted to pursue the addition of private security patrols to the areas of the City most impacted by increases in crime. The pilot project resulted in a positive impact upon the areas in which the Prevention Patrol Strategy was deployed. Prevention Patrol is another means by which the Bakersfield Police Department (BPD) will achieve its mission, "to partner with our community to protect the lives and property of the people we serve.” After a successful pilot program with Trans-West Security Services, Inc., the BPD solicited a Request for Proposals (RFP) on June 1, 2022, to continue private security patrols. Upon review of the submittals, designated Bakersfield Police Department staff determined that the proposal submitted by Trans-West was the most comprehensive, cost-beneficial, and overall best suited to meet the community's needs.

On August 17, 2022, the City entered into Agreement No. 2022-160 in the amount of $493,904.40 and a term date of June 30, 2023, for patrol services. Agreement No. 2022-160 was subsequently amended three times with a not to exceed amount of $1,993,904.40 and a term date of June 30, 2026.

On June 24, 2026, BPD submitted a request for Council approval of Amendment 4 to Agreement No. 2022- 160. At Council's request, the item was continued to a future meeting to allow additional information regarding the services provided under the agreement to be presented.

As a result of the continued item, the existing agreement expired before Amendment 4 could be approved. Accordingly, a new agreement is necessary to continue services and pay outstanding invoices.

The City desires to enter into a new agreement with a not to exceed amount of $250,000 and a term date of June 30, 2027, to continue high-visibility patrol services.

FISCAL IMPACT:

Approval for the services are budgeted in the Departments Fiscal Year 2026-27 operating budget.

COUNCIL GOAL:

Safety and Resilience
Community Character & Quality of Life
ATTACHMENTS:

1. Signed Agreement

2. Rate Sheet
INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 1 Updated – August 2025
AGREEMENT NO. ___________________

INDEPENDENT CONTRACTOR'S AGREEMENT
[Over $100,000]
This INDEPENDENT CONTRACTOR’S AGREEMENT (“Agreement”) is made and entered into on _______________________, by and between the CITY OF BAKERSFIELD, a municipal corporation (referred to herein as “CITY”), and TRANSWEST SECURITY SERVICES, INC. a corporation authorized to do business in California (referred to herein as “CONTRACTOR”).

R E C I T A L S
WHEREAS, on September 11, 2019, the City Council unanimously voted to pursue the immediate addition of private security patrols to the areas of the City most impacted by recent increases in crime; and
WHEREAS, due to the positive impact of the pilot project, the City Council approved the continued use of private security patrols, and the Bakersfield Police Department issued a Request for Proposals for private security patrols to be provided through June 30, 2022; and
WHEREAS, CITY and CONTRACTOR entered into Agreement No. 2020-014 with an expiration date of June 30, 2022; and
WHEREAS, due to the success of the program a new Request for Proposals was issued on June 1, 2022, requesting new submissions for high-visibility patrol services; and
WHEREAS, CONTRACTOR submitted a proposal and was selected to provide high-visibility security and patrol services as set forth in the proposal; and WHEREAS, CITY and CONTRACTOR entered into Agreement No. 2022-160 with a not to exceed amount of $493,904.40 and a term date of June 30, 2023; and
WHEREAS, Agreement No. 2022-160 was subsequently amended three times with a not to exceed amount of $1,993,904.40 and a term date of June 30, 2026; and
WHEREAS, CITY now desires to enter into a new agreement with CONTRACTOR to continue high-visibility security and patrol services.

Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 2 Updated – August 2025
NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and CONTRACTOR mutually agree as follows:

1. SCOPE OF WORK. In exchange for the Compensation (defined below), CONTRACTOR shall perform the following (collectively, the “Scope of Work”):
• Provide up to six uniformed officers with vehicles per day, up to 8 hours per day, up to seven days per week, subject to the discretion and direction of CITY.
• Perform both general security patrols, bicycle patrols and locationspecific patrols as directed by the Bakersfield Police Department. • Monitor and report any type of illegal activity to the proper authorities.
• Provide a daily activity report (“report”) which includes but not limited to; location, arrival time, departure time, activities or events that occurred, and any other pertinent information to the City. The report shall be submitted to designated Bakersfield Police Department staff no later than 48 hours from the end of a daily shift. • Notify the Bakersfield Police Department Communications Center as soon as possible, in the event activities require an urgent response. • Utilize patrol GPS tracking and/or GEO fencing capabilities to assist with management of the project and ensure the effectiveness of the patrols.

The Scope of Work shall include all items and procedures necessary to properly complete the task CONTRACTOR has been hired to perform, whether specifically included in the Scope of Work or not.

2. COMPENSATION/PAYMENT PROCEDURE. Subject to the conditions of this section, CITY will pay CONTRACTOR as follows for performing the Scope of Work (“Compensation”):

On an hourly basis at the rate of $34.79 per hour worked for regular hours, and $52.19 per hour worked for overtime and holiday hours. Fuel costs are included in the rates above, as outlined in Exhibit “A”, attached hereto and as referenced herein.

CITY will pay CONTRACTOR within 30 days after CONTRACTOR submits an itemized invoice for the portions of the Scope of Work completed and that invoice is approved by CITY. The Compensation will be the total amount paid to CONTRACTOR for performing the Scope of Work and includes, but is not limited to, all out-of-pocket costs and taxes. CITY will pay no other compensation to CONTRACTOR. In no case will CITY compensate Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 3 Updated – August 2025
CONTRACTOR more than Two Hundred Fifty Thousand Dollars $250,000 for performing the Scope of Work.

3. TERM. Unless terminated sooner, as set forth herein, this Agreement shall be deemed to commence on April 1, 2026, and terminate on June 30, 2027.

4. TERMINATION. Either party may terminate this Agreement after giving the other party written notice, as provided herein, ten (10) days before the termination is effective.

5. ACCOUNTING RECORDS. CONTRACTOR shall maintain accurate accounting records and other written documentation pertaining to all costs incurred in performance of this Agreement. Such records and documentation shall be kept at CONTRACTOR's office during the term of this Agreement, and for a period of three (3) years from the date of the final payment hereunder, and made available to CITY representatives upon request at any time during regular business hours.

6. ASSIGNMENT. Neither this Agreement nor any rights, interests, duties, liabilities, obligations or responsibilities arising out of, concerning or related in any way to this Agreement (including, but not limited to, accounts, actions, causes of action, claims, damages, demands, liabilities, losses, obligations, or reckonings of any kind or nature whatsoever, for compensatory or exemplary and punitive damages, or declaratory, equitable or injunctive relief, whether based on contract, equity, tort or other theories of recovery provided for by the common or statutory law) may be assigned or transferred by any party. Any such assignment is prohibited, and shall be unenforceable and otherwise null and void without the need for further action by the non-assigning party or parties.

7. BINDING EFFECT. The rights and obligations of this Agreement shall inure to the benefit of, and be binding upon, the parties to the Agreement and their heirs, administrators, executors, personal representatives, successors and assigns.

8. COMPLIANCE WITH ALL LAWS. CONTRACTOR shall, at CONTRACTOR’s sole cost, comply with all of the requirements of municipal, state, and federal authorities now in force, or which may hereafter be in force, pertaining to this Agreement, and shall faithfully observe in all activities relating to or growing out of this Agreement all municipal ordinances and state and federal statutes, rules or regulations, and permitting requirements now in force or which may hereafter be in force including, without limitation, obtaining a City of Bakersfield business tax certificate (Bakersfield Municipal Code Chapter 5.02) where required.

Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 4 Updated – August 2025

9. CORPORATE AUTHORITY. Each individual signing this Agreement on behalf of entities represents and warrants that they are, respectively, duly authorized to sign on behalf of the entities and to bind the entities fully to each and all of the obligations set forth in this Agreement.

10. COUNTERPARTS. This Agreement may be executed in any number of counterparts, each of which shall be considered as an original and be effective as such.

11. DIRECTION. CONTRACTOR retains the right to control or direct the manner in which the services described herein are performed.

12. EQUIPMENT. CONTRACTOR will supply all equipment, tools, materials and supplies necessary to perform the services under this Agreement.

13. EXECUTION. This Agreement is effective upon the date first written above and is the product of negotiation and all parties are equally responsible for authorship of this Agreement. Section 1654 of the California Civil Code shall not apply to the interpretation of this Agreement.

14. EXHIBITS. In the event of a conflict between the terms, conditions or specifications set forth in this Agreement and those in exhibits attached hereto, the terms, conditions, or specifications set forth in this Agreement shall prevail. All exhibits to which reference is made in this Agreement are deemed incorporated in this Agreement, whether or not actually attached.

15. FURTHER ASSURANCES. Each party shall execute and deliver such papers, documents, and instruments, and perform such acts as are necessary or appropriate, to implement the terms of this Agreement and the intent of the parties to this Agreement.

16. GOVERNING LAW. The laws of the State of California will govern the validity of this Agreement and its interpretation and performance. Any litigation arising in any way from this Agreement shall be brought in Kern County, California.

17. INCLUDED DOCUMENTS. Any bid documents, including, without limitation, special provisions and standard specifications and any Request for Proposals, Request for Qualifications and responses thereto relating to this Agreement are incorporated by reference as though fully set forth herein.

18. INDEMNITY. CONTRACTOR shall indemnify, defend, and hold harmless CITY Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 5 Updated – August 2025
and CITY’s officers, agents and employees against any and all liability, claims, actions, causes of action or demands whatsoever against them, or any of them, before administrative or judicial tribunals of any kind whatsoever, arising out of, connected with, or caused by CONTRACTOR or CONTRACTOR’s employees, agents, independent contractors, companies, or subcontractors in the performance of, or in any way arising from, the terms and provisions of this Agreement whether or not caused in part by a party indemnified hereunder, except for CITY’s sole active negligence or willful misconduct.

19. INDEPENDENT CONTRACTOR. This Agreement calls for CONTRACTOR’s performance of the Scope of Work as an independent contractor.

CONTRACTOR is not an agent or employee of CITY for any purpose and is not entitled to any of the benefits provided by CITY to its employees. This Agreement shall not be construed as forming a partnership or any other association with CONTRACTOR other than that of an independent contractor.

20. INSURANCE.

20.1 Types and Limits of Insurance. In addition to any other insurance or security required under this Agreement, CONTRACTOR must procure and maintain, for the duration of this Agreement, the types and limits of insurance below ("Basic Insurance Requirements").

20.1.1 Automobile liability insurance, providing coverage for owned, non-owned, and hired autos on an occurrence
basis for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than $1,000,000 per occurrence.

20.1.2 Commercial general liability insurance, unless otherwise approved by CITY’s Risk Manager, providing coverage on
an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal
injury, with limits of not less than $1,000,000 per occurrence.

The policy must:

20.1.2.1 Provide contractual liability coverage for the terms of this Agreement;

20.1.2.2 Provide products and completed operations
coverage;
Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 6 Updated – August 2025

20.1.2.3 Provide premises, operations, and mobile
equipment coverage; and

20.1.2.4 Contain an additional insured endorsement in
favor of CITY and its mayor, council, officers,
agents, employees, and designated volunteers.

20.1.3 Workers' compensation insurance with limits of not less than $1,000,000 per occurrence. In accordance with the
provisions of Labor Code Section 3700, every contractor will be required to secure the payment of compensation to his employees. Pursuant to Labor Code Section 1861,
CONTRACTOR must submit to CITY the following
certification before beginning any work on the
Improvements:

I am aware of the provisions of Section 3700 of the
Labor Code which require every employer to be
insured against liability for worker’s compensation or
to undertake self-insurance in accordance with the
provisions of that code, and I will comply with such
provisions before commencing the performance of
the work of this contract.

By executing this Agreement, CONTRACTOR is submitting the certification required above.

The policy must contain a waiver of subrogation in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers.

20.2 General Provisions Applying to All Insurance Types.

20.2.1 All policies required of CONTRACTOR must be written on a first-dollar coverage basis, or contain a deductible
provision. Subject to CITY’s advance approval,
CONTRACTOR may utilize a self-insured retention in any or all of the policies provided, but the policy or policies may not contain language, whether added by endorsement or
contained in the policy conditions, that prohibits
satisfaction of any self-insured provision or requirement by anyone other than the named insured or by any means
including other insurance or which is intended to defeat the intent or protection of an additional insured.

Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 7 Updated – August 2025

20.2.2 All policies required of CONTRACTOR must be primary insurance as to CITY and its mayor, council, officers, agents, employees, or designated volunteers and any insurance or self-insurance maintained by CITY and its mayor, council, officers, agents, employees, and designated volunteers
must be excess of CONTRACTOR’s insurance and must not
contribute with it.

20.2.3 The insurance required above, except for workers’ compensation insurance, must be placed with insurers with a Best’s rating as approved by CITY’s Risk Manager, but in no event less than A-:VII. Any deductibles, self-insured retentions, or insurance in lesser amounts, or lack of certain types of insurance otherwise required by this Agreement, or insurance rated below Best’s A-:VII, must be declared prior to execution of this Agreement and approved by CITY in
writing.

20.2.4 The insurance required in this section must be maintained until the Scope of Work is satisfactorily completed as
evidenced by CITY’s written acceptance. All policies must provide that there will be continuing liability thereon, notwithstanding any recovery on any policy.

20.2.5 Full compensation for all premiums which CONTRACTOR is required to pay to satisfy the Basic Insurance Requirements shall be considered as included in the prices paid for the performance of the Scope of Work, and no additional
allowance will be made therefor or for additional premiums which may be required by extensions of the policies of
insurance.

20.2.6 It is further understood and agreed by CONTRACTOR that its liability to CITY will not in any way be limited to or affected by the amount of insurance obtained and carried by
CONTRACTOR in connection with this Agreement.

20.2.7 Unless otherwise approved by CITY, if any part of the Scope of Work is subcontracted, the Basic Insurance Requirements must be provided by, or on behalf of, all subcontractors even if CITY has approved lesser insurance requirements for CONTRACTOR, and all subcontractors must agree in writing to be bound by the provisions of this section.

Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 8 Updated – August 2025

21. INTERPRETATION. Whenever the context so requires, the masculine gender includes the feminine and neuter, and the singular number includes the plural.

22. KEY PERSONNEL. At request of CITY, CONTRACTOR shall name all key personnel to be assigned to the work set forth herein. CITY reserves the right to approve key personnel, which approval shall not be unreasonably withheld. Once the key personnel are approved CONTRACTOR shall not change such personnel without the approval of CITY.

23. LICENSES. CONTRACTOR shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits and approvals which are legally required for CONTRACTOR to practice its profession and perform the Scope of Work. If CONTRACTOR is a corporation, at least one (1) officer or key employee shall hold the required licenses or professional degrees. If CONTRACTOR is a partnership, at least one (1) partner shall hold the required licensees or professional degrees.

24. MERGER AND MODIFICATION. This Agreement sets forth the entire agreement between the parties and supersedes all other oral or written representations. This Agreement may be modified only in a writing approved by the City Council and signed by all the parties.

25. NO WAIVER OF DEFAULT. The failure of any party to enforce against another party any provision of this Agreement shall not constitute a waiver of that party's right to enforce such a provision at a later time and shall not serve to vary the terms of this Agreement.

26. NON-INTEREST. No CITY officer or employee shall hold any interest in this Agreement (California Government Code section 1090).

27. NOTICES. All notices relative to this Agreement shall be given in writing and shall be personally served or sent by certified or registered mail and be effective upon actual personal service or depositing in the United States mail. The parties shall be addressed as follows, or at any other address designated by notice:

CITY: CITY OF BAKERSFIELD

CITY HALL
1600 Truxtun Avenue
Bakersfield, California 93301
CONTRACTOR: TRANS-WEST SECURITY SERVICES, INC.

ATTN: BROOKE ANTONIONI
Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 9 Updated – August 2025
8503 Crippen Street
Bakersfield, CA 93311

28. RESOURCE ALLOCATION. All CITY obligations under the terms of this Agreement are subject to the appropriation and allocation of resources by the City Council.

29. SB 854 COMPLIANCE. To the extent Labor Code Section 1771.1 applies to this Agreement, a contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, be subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. It is not a violation of Labor Code Section 1771.1 for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Labor Code Section 1725.5 at the time the contract is awarded. The prime contractor is required to post job site notices in compliance with California Code of Regulations, Title 8, Section 16451. This project is subject to compliance monitoring and enforcement by the California Department of Industrial Relations.

30. STANDARD OF PERFORMANCE. The Scope of Work shall be performed in conformity with all legal requirements and industry standards observed by a specialist of CONTRACTOR’s profession in California.

31. STARTING WORK. CONTRACTOR shall not begin work until authorized to do so in writing by CITY. No work will be authorized before the date first written above.

32. TAX NUMBERS.

CONTRACTOR’s Federal Tax ID Number 95-3800030
CONTRACTOR is a corporation? Yes x No
(Please check one.)

33. THIRD-PARTY CLAIMS. In the case of public works contracts, CITY will timely notify CONTRACTOR of third-party claims relating to this Agreement. CITY shall be allowed to recover from CONTRACTOR, and CONTRACTOR shall pay on demand, all costs of notification.

34. TITLE TO DOCUMENTS. All documents, plans, and drawings, maps, photographs, and other papers, or copies thereof prepared by CONTRACTOR pursuant to the terms of this Agreement, shall, upon Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 10 Updated – August 2025
preparation, become CITY property.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first written above.
"CITY" “CONTRACTOR”
CITY OF BAKERSFIELD TRANS-WEST SECURITY SERVICES, INC.

By:________________________________ By:_________________________________ KAREN GOH Print Name:

Mayor Title: __
APPROVED AS TO CONTENT:

BAKERSFIELD POLICE DEPARTMENT
By:_______________________________

BRENT STRATTON
Chief of Police
APPROVED AS TO FORM: COUNTERSIGNED:

Deputy City Attorney:_______________________ Finance Director: _____________________

ASHLEY ZAMBRANO RANDY MCKEEGAN
Insurance:____________
AEZ/pt
Attachment: Exhibit A
Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 Katy Williams
CEO and Owner
INDEPENDENT CONTRACTOR'S AGREEMENT – Over $100,000 Page 11 Updated – August 2025
S:\POLICE\Agrs\26-27\Trans West Agr.docx
Docusign Envelope ID: 0DACB8D3-5081-819A-822D-419EF9A79B02 T R A N S - W E S T S E C U R I T Y S E R V I C E S · About Us

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T R A N S - W E S T

S E C U R I T Y S E R V I C E S

A B O U T U S
Rooted here. Built to last.

Here to serve.

Trans-West Security Services has protected Kern County's most important people, places, and gatherings for more than five decades. We are not a national firm sending unfamiliar faces — we are a Bakersfield company, founded here in 1971, staffed by people who live in our community. 55 Y E A R S I N S E R V I C E
500+

T R A I N E D

P E R S O N N E L
7 C A L I F O R N I A

C O U N T I E S
24/7

D I S P A T C H

C O V E R A G E
E s t a b l i s h e d 1 9 7 1 · P P O # 8 6 1 7 · B a k e r s f i e l d , C A

O U R S T O R Y
Five decades of protecting Kern County
Trans-West Security Services was founded in Bakersfield in 1971 with a simple principle: the people hired to protect a community should come from that community. Over fifty-five years, that principle has shaped every hire we make, every contract we sign, and every post we staff.

We are the largest private security firm headquartered in Kern County. Unlike national firms that deploy strangers to unfamiliar streets, our officers know your venues, your neighborhoods, and your people. That local knowledge is not a marketing point — it is an operational advantage that shows up every single shift. 1 9 7 1 Founded in Bakersfield
Trans-West Security Services, Inc. is established in Bakersfield, CA with a commitment to community-rooted security staffing.
1980s – 1 9 9 0 s Regional expansion
Service area expands across Kern County and into neighboring California counties, growing to hundreds of trained officers without subcontracting.
2 0 0 0 s Technology & compliance investment
Adoption of GPS-verified patrol systems, officer mobile reporting applications, and dash-cam fleet coverage to provide clients with real-time accountability.

T o d a y Kern County's largest private security firm
500+ trained personnel, 7 California counties served, 24/7 dispatch coverage, and the same founding commitment: local people, held to a standard worthy of the community.

T R A N S - W E S T S E C U R I T Y S E R V I C E S · About Us

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O U R V A L U E S
What sets us apart
01 C O M M U N I T Y A C C O U N T A B I L I T Y
We hire officers who live and work in the
communities they protect. That accountability
runs deeper than any policy — it is personal.
02 N O S U B C O N T R A C T I N G
Every officer who shows up to your post is a
Trans-West employee — vetted, trained, and
accountable to us. We never outsource our
staffing obligations.
03 L A W E N F O R C E M E N T P A R T N E R S H I P
We work in lockstep with local police and sheriff
departments, integrating into their operations plan
rather than working around it.
04 O P E R A T I O N A L T R A N S P A R E N C Y
GPS-verified patrols, live incident reporting, and
post-service activity summaries mean clients
never have to wonder whether coverage
happened.

L E A D E R S H I P
The team behind the mission
KW
Katy Williams

F O U N D I N G O W N E R & C E O
Katy founded Trans-West in 1971 on the belief that
security personnel should be accountable to the
communities they serve. Her leadership philosophy
has shaped the company's culture, hiring standards,
and commitment to Kern County for over five
decades.

GC
Gilbert Cota

D I R E C T O R O F O P E R A T I O N S
Gilbert has managed security operations for TransWest for more than thirty years. His operational knowledge shapes duty plans, shift transitions, and
officer positioning across every engagement.

MS
Megan Snyder

C H I E F A D M I N I S T R A T I V E O F F I C E R
Megan oversees client relations, contract
administration, and day-to-day operations. She is
the primary point of contact for new engagements
and ensures service continuity across all accounts.

TW
Trans-West Dispatch
2 4 / 7 O P E R A T I O N S C E N T E R
Our local dispatch center operates around the clock,
providing real-time oversight, rapid response
coordination, and immediate supervisor deployment.

Clients reach a live local voice at any hour.

H I R I N G S T A N D A R D S
Who we put on your post
We do not assign officers to posts who have not cleared every step of our screening process. Continued license status, certification renewals, and required training are actively monitored — not assumed.

T R A N S - W E S T S E C U R I T Y S E R V I C E S · About Us

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STEP 1 Comprehensive application review and in-person interview to assess judgment, professionalism, and community fit.

STEP 2 Pre-employment drug screening prior to any assignment offer.

STEP 3 BSIS-required fingerprinting and DOJ background investigation — no exceptions.

STEP 4 Active monitoring of license status, certification renewals, and mandatory training throughout employment.

STEP 5 Ongoing supervisory oversight with GPS-verified patrol confirmation and real-time incident reporting on every shift.

S E R V I C E C O V E R A G E
Where we operate

C A L I F O R N I A C O U N T I E S S E R V E D
· Kern County (Bakersfield HQ)
· Tulare County
· Kings County
· Fresno County
· San Luis Obispo County
· Santa Barbara County
· Ventura County

O P E R A T I O N A L C A P A B I L I T I E S
· 24/7 local dispatch center
· GPS-verified patrol documentation
· Officer mobile reporting app
· Dash-cam fleet coverage
· Post-service activity summaries
· Supervisor on call at all hours
· Law enforcement liaison coordination

A L L - I N C L U S I V E R A T E S
Transparent, all-in pricing

R A T E T Y P E R A T E P E R H O U R
Regular Rate
Standard scheduled hours $34.79
Overtime / Holiday Rate
Hours exceeding standard shift or designated holidays $52.19 All rates are all-inclusive. No separate surcharges for fuel, vehicles, equipment, or dispatch.

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Consent - PSVS TO: Honorable Mayor and City Council
FROM: Phillip Burns, Development Services Director
DATE: July 7, 2026
SUBJECT: Economic Opportunity Area Grant Agreement with Arts Council of Kern (not to exceed $38,460) for site improvements that support reuse of a previously vacant structure. (Ward 2) RECOMMENDATION:

Staff recommends approval of the agreement.

BACKGROUND:

Adopted in 2016, the City of Bakersfield’s Economic Opportunity Area (EOA) Plan is a locally initiated program that uses public tax dollars to promote economic growth within specific geographic areas of Bakersfield. Implementation of the Plan is anticipated to facilitate increased private sector investment that will in turn create more tax revenue, promote business growth, and generate new jobs.

On March 26, 2025, City Council approved an EOA Grant Agreement No. 2025-054 in the amount of $116,500 for the Arts Council of Kern (ACOK) for site improvements, which included fire sprinklers, alarms, water connection fees and permits, was expected to be completed by the original term of May 1, 2026. Due to the building’s age and unforeseen delays, the project was not completed by the original deadline, and the agreement has since expired, leaving a balance of $22,237.29.

The property at which ACOK operates is owned by Blue Boar LLC, which previously received its own EOA grant under Agreement No. ED26-008. At Blue Boar LLC’s request, this agreement was terminated in June of 2026, leaving a remaining balance of $16,222.71. To further assist ACOK with the completion of their original project, both parties now desire to reallocate these unspent funds.

This agreement would increase ACOK’s compensation by $38,460, providing the necessary resources to finish the fire sprinkler project, and extend the time for completion of the project to December 31, 2026.

Completion of these safety upgrades will increase the building’s occupancy limits and allow for more community services and events. Therefore, City Staff recommends approval of the grant agreement.

FISCAL IMPACT:

This EOA project was budgeted in previous fiscal years. No new funding is being requested.

COUNCIL GOAL:

Economic Opportunity for All
Improving Community Character and Quality of Life
ATTACHMENTS:

Agreement
EOA Grant Agreement (Arts Council of Kern)

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AGREEMENT NO. ___________________

ECONOMIC OPPORTUNITY AREA

GRANT AGREEMENT
This AGREEMENT is made on _____________________, by and between the CITY OF BAKERSFIELD, a California charter city and municipal corporation ("CITY") and ARTS COUNCIL OF KERN, a California 501 (c) (3) corporation authorized to do business in California (“APPLICANT”) herein. CITY and APPLICANT are collectively referred to as “Parties” herein.

R E C I T A L S
WHEREAS, City Council adopted an Economic Opportunity Area Plan (the “EOA Plan”) on April 20, 2016; and
WHEREAS, the EOA Plan calls for CITY to support new and existing development, infrastructure improvements, and allow for economic incentives for small businesses and non-profit entities; and
WHEREAS, CITY’s General Plan calls for “incentives to upgrade deteriorating residential, commercial and industrial uses when the property owner or resident cannot afford improvements” per Land Use Policy No. 84; and WHEREAS, CITY’s Economic Development Strategic Plan has adopted strategies to implement the EOA Plan; and
WHEREAS, CITY administers an EOA Incentive Program, which provides grants and assistance to business and property owners to help grow and expand their business and renovate their buildings and property within certain areas; and WHEREAS, CITY’s Economic & Community Development Department (ECD) released a Notice of Funding Availability (NOFA) for the Downtown EOA Business Improvement Grant Program on October 3, 2024; and
WHEREAS, APPLICANT submitted a grant application for assistance with site improvements as described in Exhibit A (“Project”) attached hereto and incorporated by reference herein; and
WHEREAS, APPLICANT does business in the property located at 1018 and 1020 18th Street, Bakersfield, CA, 93301, owned by Blue Boar LLC, within the Downtown EOA, Parcel Number 006-04-106 (herein called “Property”); and WHEREAS, said Project is designed to improve APPLICANT’s business and quality of life for customers and the public; and
WHEREAS, ECD grant award recommendations were approved by CITY’s Finance, Economic Development and Jobs Council Committee in 2025 with Public Safety Vital Services (PSVS) funding; and
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WHEREAS, on March 26, 2025, City Council approved Economic Opportunity Area (EOA) Grant Agreement No. 2025-054 between CITY and APPLICANT for site improvements with a not to exceed amount of $116,500; and WHEREAS, EOA Grant Agreement No. 2025-054 expired on May 1, 2026, leaving $22,237.29 remaining to be invoiced; and
WHEREAS, APPLICANT now requests an additional $16,222.71 to address unforeseen cost increases and aged infrastructure resulting in a total Project cost of $132,722.71 ($116,500 + $16,222.71); and
WHEREAS, terminated EOA Grant Agreement No. ED26-008 has a remainder of $16,222.71; and
NOW, THEREFORE, incorporating the foregoing recitals herein, CITY and APPLICANT mutually agree as follows:

1. GRANT OF FUNDS. CITY approves APPLICANT’s grant for the cost of the Project and additional funding under the terms and conditions herein, for a new amount NOT TO EXCEED ONE HUNDRED THIRTY-TWO THOUSAND, SEVEN HUNDRED TWENTY-TWO AND SEVENTY-ONE CENTS ($132,722.71), of which $94,262.71 has already been reimbursed by CITY leaving $38,460 remaining which will come from terminated EOA Grant ED26-008 ($16,222.71) and the difference $22,237.29 from PSVS funding, for a total of $38,460.

2. PROPERTY OWNERSHIP/RIGHT TO UNDERTAKE WORK. APPLICANT represents that it is authorized to undertake physical improvements to the Property.

Property owner acknowledges and agrees to such physical improvements as demonstrated by the signature below.

BLUE BOAR LLC
By: ________________________

TOMAS DELTORO-DIAZ
Property Owner

3. PROJECT INFORMATION. Eligible reimbursement by CITY is identified as part of APPLICANT’s grant application in Exhibit A. APPLICANT agrees to notify CITY of any changes or revisions of the approved Project. Changes include but are not limited to changes in design, color(s), materials, scope of work, and contractor performing the work. APPLICANT shall provide CITY with such notice immediately and shall allow CITY seven (7) working days to review such revisions. Within seven (7) working days CITY will notify APPLICANT if CITY accepts the proposed changes. Upon acceptance by all Parties, such changes shall be approved in writing. ///
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4. PAYMENT PROCESS. Reimbursement payments shall be made to APPLICANT for the actual amount, as work is completed and after APPLICANT has provided CITY with written proof of expenditure of APPLICANT’S Project costs. Prior to the release of any disbursement of grant funds, CITY must receive from APPLICANT copies of proof of payment for the amount to be reimbursed, using Exhibit B (B-1, B-2) attached hereto and incorporated by reference herein, with copies of invoices/estimates attached for the work completed and proof of payment to the contractor.

5. RESOURCE ALLOCATION. All CITY obligations under the terms of this Agreement are subject to the appropriation and allocation of resources by the City Council.

6. TERM. Unless terminated sooner, as set forth herein, this Agreement shall terminate on December 31, 2026.

7. TERMINATION. Unless terminated earlier as provided herein, CITY may terminate this Agreement upon ten (10) days’ notice.

8. THIRD-PARTY CLAIMS. This Agreement shall not be construed or deemed to be a contract for the benefit of any third-party or parties, and no third-party shall have any claim or right of action hereunder for any cause whatsoever.

9. APPLICANT’S CONTRACT WITH CONTRACTOR. APPLICANT shall provide CITY with a copy of APPLICANT’S contract/estimate with each contractor performing work approved for this program. Contractor shall have a valid State of California contractor’s License and be registered with the California Department of Industrial Relations (DIR), if applicable.

9.1 CONTRACTOR. The Parties agree that APPLICANT has sole responsibility for choosing and hiring a contractor to construct the Project and will ensure that contractor has a valid CITY Business Tax Certificate. In addition, APPLICANT has sole responsibility for accepting the materials used, and the work performed on the Project. CITY is not a party to any agreement between APPLICANT and its vendor(s) or contractor(s) and CITY does not guarantee the quality of workmanship of the Project or have any liability whatsoever in connection with the Project’s construction.

10. COMPLIANCE WITH ALL LAWS. APPLICANT shall, at APPLICANT’s sole cost, comply with all of the requirements of municipal, state, and federal authorities now in force, or which may hereafter be in force, pertaining to this Agreement, and shall faithfully observe in all activities relating to or growing out of this Agreement. All municipal ordinances, state and federal statutes, rules or regulations, and permitting requirements, including but not limited to, the Building, Planning, and/or Public Works Departments for all work requiring permits, now in force or which may hereafter be in force including, without limitation:

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10.1 CITY TAX CERTIFICATE. APPLICANT shall obtain a CITY business tax certificate (Bakersfield Municipal Code Chapter 5.02).

10.2 PREVAILING WAGE. Pay prevailing wages to all workers employed on public works projects, as defined by the California Labor Code. Upon request by CITY, APPLICANT must provide CITY proof of DIR registration of the Project.

10.3 NONDISCRIMINATION. Not discriminate or segregate against any person or group of persons on account of race, color, creed, religion, sex, sexual orientation, marital status, national origin, ancestry or disability in the performance of this Agreement or use of the Property.

11. AUTHORITY. The persons executing this Agreement on behalf of the Parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by so executing this Agreement the Parties hereto are formally bound to the provisions of this Agreement. APPLICANT certifies that the above statements are true and accurate to the best of APPLICANT’s belief. Failure to meet any of the terms of this Agreement shall result in the forfeiture of any grant funds from CITY for this program.

12. REMEDIES. If APPLICANT is in default of this Agreement, or any terms of the Grant Application, or it’s Program Guidelines or if applicable, the NOFA, CITY may, in its sole discretion, immediately exercise any of the following remedies without prejudice to any other remedy CITY may have in law or equity:

12.1 Withhold payment of grant funds and/or issuance of building permits or performance of inspections related to the Project.

12.2 Seek reimbursement of all dispersed grant funds related to the Project.

12.3 Disallow future grant funds to APPLICANT.

13. NO WAIVER OF DEFAULT. A failure to enforce any provision of this Agreement will not constitute a waiver of the right to enforce the provision at a later time and will not serve to vary the terms of this Agreement.

14. INDEMNITY. APPLICANT shall indemnify, defend, and hold harmless CITY and CITY’s officers, employees, volunteers, agents and representatives against any and all liability, claims, actions, causes of action or demands whatsoever against them, or any of them, before administrative or judicial tribunals of any kind whatsoever, arising out of, connected with, or caused by APPLICANT or APPLICANT’s employees, agents, independent contractors, companies, or subcontractors in the performance of, or in any way arising from, the terms and provisions of this Agreement whether or not Docusign Envelope ID: A3BD7544-DBE1-8C0B-839D-4EA992430176 EOA Grant Agreement (Arts Council of Kern)

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caused in part by a party indemnified hereunder, except for CITY’s sole active negligence or willful misconduct. This obligation to indemnify CITY and its officers, employees, volunteers, agents and representatives shall survive termination of this Agreement.

15. INTEGRATED AGREEMENT. This Agreement, the Grant Application, and it’s Program Guidelines contains all of the agreements of the Parties and cannot be amended or modified except by written agreement.

16. MAINTENANCE. APPLICANT agrees and covenants that APPLICANT shall be responsible for maintenance of all improvements that may exist at the Property from time to time, including without limitation, buildings, parking lots, lighting, signs, and exterior walls in good condition and repair, and shall keep the Property free from any accumulation of debris or waste materials.

APPLICANT shall also maintain all landscaping required pursuant to Property’s approved landscaping plan, if any, in a healthy condition, including replacement of any dead or diseased plants with plants of a maturity similar to those being replaced.

17. NOTICE. Any notice, demand, request, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

CITY: City of Bakersfield
Economic and Community
Development Department
1600 Truxtun Avenue
Bakersfield, California, 93301
APPLICANT: Arts Council of Kern
1020 18th Street
Bakersfield, California, 93301

18. RELEASE OF LIENS. The Parties agree that APPLICANT is responsible for obtaining the release of any Mechanics Liens or other liens placed upon APPLICANT’s Property by any contractor or subcontractor hired under this program.

19. REPORTING. APPLICANTS are required to submit a progress report when submitting a reimbursement request of the improvements completed within the initial six (6) months after application funding. If requesting a Project extension, the progress report must include a narrative of the progress made and work yet to be completed and an updated timeline and completion date.

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A final progress report must be submitted to ECD within thirty (30) days of completion of the Project. This report must include a Project narrative, before and after pictures of the Project, detailed account of expenditure (including receipts, contracts, invoices, etc.), jobs created, or a description of other program objectives met by the Project. Failure to submit the required final report may disqualify the grant recipient from receiving future funding from CITY.

20. SEVERABILITY. In the event that any one (1) or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties hereunder.

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed as of the date first written above.
“CITY” “APPLICANT”

CITY OF BAKERSFIELD ARTS COUNCIL OF KERN
By: _______________________________ By: ________________________________

KAREN GOH JEANETTE RICHARDSON
Mayor Executive Director
APPROVED AS TO CONTENT:

COMMUNITY DEVELOPMENT

DEPARTMENT
By: ___________________________

PHILLIP BURNS
Development Services Director
APPROVED AS TO FORM: COUNTERSIGNED:

City Attorney: ___________________________ Finance Director: ___________________________

VIRGINIA GENNARO RANDY MCKEEGAN
Attachments: Exhibit A
Exhibit B (B-1, B-2)
Docusign Envelope ID: A3BD7544-DBE1-8C0B-839D-4EA992430176 A-1

EXHIBIT A
[PROJECT DESCRIPTION, PLANS, SPECIFICATIONS, ELIGIBLE COSTS] Project Description: Interior fire sprinkler system.

List Plans/Specifications (attach site plans, elevations, drawings, etc.):

Eligible Costs:

Activity Cost ($)
Fire sprinkler system, fire alarm, water connection fees/permits, and other related work as required
$38,460
Total: $38,460
Docusign Envelope ID: A3BD7544-DBE1-8C0B-839D-4EA992430176 B-1

EXHIBIT B
Note: This is a sample, the official form will be provided by the CITY after execution of the grant agreement.

ECONOMIC OPPORTUNITY AREA INCENTIVE PROGRAM

INVOICE

PAYMENT REQUEST/PROGRESS REPORT
Grant Agreement No. Payment No.

To: City of Bakersfield
Attn: Economic & Community Development
Address: 1600 Truxtun Avenue, Bakersfield, CA 93301
From: Business Name _________________________
_________________________
Mailing Address: _________________________
Note: All payments will be sent to the business name and address listed above. They must be the same as your grant agreement.

Grant Agreement Award Amount: $____________

Reimbursement Requested $____________________________
I certify the allowable costs associated with this payment request reimbursement submittal were paid for with available funding. In addition, I certify that all grant obligations are met as described in the approved grant agreement and only approved activities are being funded.
_______________________________________ _________________________ Business Owner Signature Date
___________________________________
Business Owner Name (Printed)
Eligible Expenditures (per your approved grant agreement).

You must attach to this form all receipts, estimates, invoices, etc. of eligible costs as well as proof of payment, copies of checks, bank statements, accounting ledgers, etc.

Accounting numbers and similar information should be redacted.

Docusign Envelope ID: A3BD7544-DBE1-8C0B-839D-4EA992430176 B-2
List of Detailed Expenditures Cost ($)
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$
$
$
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TOTAL $

PROGRESS REPORT
This report must include a project narrative of progress to date, before pictures and pictures (high quality digital photos) of what is in progress. If this is a final progress report, then there must be pictures of all components of the completed project. Failure to submit the required progress reports may disqualify the grant recipient from receiving future funding from the City of Bakersfield.

Project Narrative:

Before and After Photos (Attach high quality digital photos to this report) Docusign Envelope ID: A3BD7544-DBE1-8C0B-839D-4EA992430176 Certificate Of Completion
Envelope Id: A3BD7544-DBE1-8C0B-839D-4EA992430176 Status: Completed Subject: Complete with Docusign: EOAGrantAgr.ACOK.2026.pdf Source Envelope:

Document Pages: 9 Signatures: 3 Envelope Originator:

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[email protected]
IP Address: 174.46.226.5
Record Tracking
Status: Original
7/9/2026 12:40:16 PM
Holder: City Clerk's Office
[email protected]
Location: DocuSign
Security Appliance Status: Connected Pool: StateLocal
Signer Events Signature Timestamp
Jeanette Richardson
[email protected]
Executive Director
Arts Council of Keen
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Using IP Address: 209.166.71.40
Signed using mobile
Sent: 7/9/2026 12:45:29 PM
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Signed: 7/9/2026 7:50:49 PM
Electronic Record and Signature Disclosure:

Accepted: 7/9/2026 7:47:37 PM
ID: 5c3d78e2-5da1-4edf-9921-c9ed6c72f942

TOMAS DELTORO-DIAZ
[email protected]

MANAGER

SAGUARO INVESTORS LLC
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Signed: 7/10/2026 8:50:15 AM
Electronic Record and Signature Disclosure:

Accepted: 4/24/2026 6:27:29 AM
ID: 3ba98742-6d6f-4e6d-8789-06fd529a66d1
Phil Burns
[email protected]
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Signed: 7/10/2026 10:22:11 AM
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Accepted: 7/10/2026 10:21:50 AM
ID: e23a42ba-0e17-476f-b2a9-9fe456507b39
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Payment Events Status Timestamps
Electronic Record and Signature Disclosure

All notices and disclosures will be sent to you electronically Electronic Record and Signature Disclosure created on: 6/28/2022 10:51:05 AM Parties agreed to: Jeanette Richardson, TOMAS DELTORO-DIAZ, Phil Burns Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact City of Bakersfield:

If you created a DocuSign account, you may update it with your new email address through your account preferences.

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Hearings
TO: Honorable Mayor and City Council
FROM: Kristina Budak, Water Director
DATE: July 21, 2026
SUBJECT: Public Hearing to Present Findings and Consider Adoption of Energy Savings Performance Contract with Willdan Energy Solutions:

1. Resolution making findings authorizing entering into an energy savings performance contract for efficiency and infrastructure improvements projects

2. Agreement with Willdan Energy Solutions (not to exceed $9,212,625) to implement energy savings efficiency measures, or other operating cost saving measures and equipment, as well as energy generation measures
(Ward 5)
RECOMMENDATION:

Staff recommend opening the public hearing, taking public testimony, adoption of the resolution and approval of contract.

BACKGROUND:

Staff are recommending adoption of findings and approval of Energy Savings Performance Contract (ESPC), by resolution, for energy-related improvements to the Water Resources Administrative Building with Willdan Energy Solutions (Willdan). The approval of this contract will allow for the construction and implementation of photovoltaic (PV), battery energy storage (BESS), and electric vehicle (EV) charging systems at the Water Resources building. This project includes complete design, engineering, procurement, installation, testing, commissioning, and placement into operation of all systems. These systems will allow the Water Department to realize energy and energy-related cost savings that will offset the City’s project cost while also advancing energy efficiency and reliable infrastructure.

Multi-Phase Investment Grade Audit and Energy Savings Performance Contract On July 31, 2024, the Public Works Department issued a Request for Qualifications (RFQ) for qualified Energy Services Companies (ESCOs) to execute an Investment Grade Audit (IGA) and identify, develop, and potentially implement Energy Efficiency Capital Improvement Projects using the Design-Build method throughout the city’s facilities. This multi-phase, turnkey energy efficiency program includes:
 Energy auditing and benchmarking
 Design, Engineering, and permitting
 Construction and implementation
 Performance monitoring and ongoing services
Eight proposals were received. A selection committee, using RFQ-defined criteria—including approach, experience, references, qualifications, and overall proposal quality—shortlisted three firms: ENGIE Services U.S. Inc., Noresco LLC, and Willdan. These firms participated in Oral Appraisal Interviews on October 24, 2024. Willdan received the highest score (91.25) and was selected to proceed.

Phase 1, Preliminary Investment Grade Audit Analysis, and Phase 2, Detailed Investment Grade Audit, of the engagement for the PV and BESS systems at 1000 Buena Vista Road have been completed by Willdan.

The results of these findings are available in the attached Project IGA Report. In line with the requirements of California Government Code (GC) Section 4217.10 to 4217.18, the findings in this report show that the anticipated cost to the City to implement these energy-related improvements will be less than the anticipated marginal cost to the City for electrical or other energy that would have been consumed by the City in the absence of purchasing the energy improvements.

Turnkey project cost for all PV, BESS, and EV charging systems, as well as site improvements and contingency, is $9,212,625. Willdan and staff mutually agree that a 5% contingency as well as allowances for poor soil conditions is appropriate for the project and has been built into the turnkey project cost. Any unused contingency and allowance funds will be credited back to the Department upon project completion. Projected project incentives, accounting for both incentives in hand and pending, account for an offset amount of $3,670,624 bringing the Net Capital Cost to the City to an amount of $5,542,001.

When factoring in the calculated net annual Utility, Fuel, and operations and maintenance savings of $414,403, the generated simple payback period is 13.37 years with a net $8,397,498 in utility and operational savings through 25 years.

In an effort to account for all scenarios, Willdan and staff also calculated the project numbers to only include secured incentives and not those pending. This altered the project incentives figure from $3,670,624 to $1,683,150. This shifts the Net Capital Cost to the City to an amount of $7,529,475. Using the same net annual savings calculation, the simple payback period adjusts to 18.17 years. Willdan calculates that the project will achieve a net $6,410,024 in utility and operational savings through 25 years in this scenario. Both scenarios project a simple payback period that is less than the weighted expected useful life of the equipment (25 years) and are in compliance with GC 4217. As required by California GC Section 4217.12, the City Council, by Resolution, may authorize City to enter into this ESPC if the Council determines it is in the best interests of City to do so.

If approved, all new equipment, materials and systems will become property of the City upon project completion. The contractor will be responsible for providing the necessary training at no additional charge to ensure the systems are operating as optimally as possible. The contract also includes a Measurement and Verification (M&V) section. This describes how energy savings will be measured and verified to prove to City that savings have been attained as originally estimated. Willdan and its contractor will be responsible for monthly tracking and monitoring of the systems’ performance within the guarantee period to generate savings reports for City. This will allow staff to track actual savings against calculated savings and ensure the guarantees included as part of this contract are met. Should the actual total energy savings not be demonstrated during the M&V period, Willdan guarantees to compensate City for the difference.

FISCAL IMPACT:

The energy savings performance contract and project have no impact to the General Fund. Sufficient funds are budgeted in the Water Department’s Capital Improvement Budget within the Domestic Water fund.

COUNCIL GOAL:

Innovative and Efficient City Government
ATTACHMENTS:

1. Resolution to Adopt Required Findings and Execute Energy Savings Performance Contract

2. Energy Savings Performance Contract

3. Final Project IGA Report

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RESOLUTION NO. ______________

MAKING FINDINGS REQUIRED UNDER
GOVERNMENT CODE SECTION 4217.10 TO
4217.18, AUTHORIZING CITY OF BAKERFIELD

TO ENTER INTO AN ENERGY SAVINGS

PERFORMANCE CONTRACT WITH WILLDAN

ENERGY SOLUTIONS FOR EFFICIENCY AND
INFRASTRUCUTRE IMPROVEMENTS PROJECTS.

WHEREAS, City of Bakersfield (“City”) selected Willdan Energy Solutions (“Willdan”) through a competitive Request for Qualifications (“RFQ”) process to support City with energy conservation design-build services; and WHEREAS, on August 27, 2025, City and Willdan entered Agreement No. 2025-164 the purpose of which was for Willdan to conduct an Investment Grade Audit (“IGA”) of City’s Water Department; and
WHEREAS, Willdan has completed the IGA, which includes an in-depth analysis of the financial aspects of energy savings and return on investment from changes or upgrades to City Water Department facilities that are in alignment with addressing core infrastructure needs and efficiency improvements; and WHEREAS, the scopes of work identified in the Energy Savings Performance Contract (“ESPC”) are a result of recommendations from the IGA, which prioritizes measures that include time-restricted incentives for equipment and upgrades based to various systems; and
WHEREAS, California Government Code Sections 4217.10 to 4217.18, authorizes City to enter into a ESPC for the implementation of energy-related improvements if the Council finds that is in the best interest of City to enter into such agreement and that the anticipated cost to the City for electrical energy or conservation services provided by Willdan under the contract will be less than the anticipated marginal cost to City of the electrical energy that would have been consumed by City in the absence of the actions contemplated in the ESPC; and WHEREAS, the anticipated cost to City for electrical energy or conservation services provided under the ESPC will be less than the anticipated marginal costs of City of electrical energy that would have been consumed by City in the absence of the implementation of the improvements under the ESPC; and WHEREAS, the total cost of the Project is $9,212,625 and if all measures are constructed, the anticipated lifetime (25-year) incentives and savings are estimated at $15,622,649 to $17,610,123 with a net lifetime Project savings of

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$6,410,024 to $8,397,498; and
WHEREAS, staff has identified approximately $4,367,760 in capital improvement funds within the fiscal year 2025/2026 (FY25/26) and fiscal year 2026/2027 (FY26/27) Budget; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Bakersfield as follows:

1. The above recitals are true and correct and incorporated herein by reference.

2. The Council hereby finds that it is in the best interest of City to enter into the Energy Savings Performance Contract.

I HEREBY CERTIFY that the foregoing Resolution was passed and adopted by the Council of the City of Bakersfield at a regular meeting thereof held on _________, by the following vote:

AYES: COUNCIL MEMBER ARIAS, GONZALES, WEIR, SMITH, KOMAN, BASHIRTASH, KAUR NOES: COUNCIL MEMBER_________________________________________________________ ABSTAIN: COUNCIL MEMBER_________________________________________________________ ABSENT: COUNCIL MEMBER_________________________________________________________ _________________________________

JULIE DRIMAKIS, CMC
CITY CLERK AND EX OFFICIO of the
Council of the City of Bakersfield
APPROVED __________________
By: ___________________________

KAREN GOH
Mayor
APPROVED AS TO FORM:

VIRGINIA GENNARO
City Attorney
By: ___________________________

MATTHEW COLLOM
Deputy City Attorney

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COUNTERSIGNED:

By: ____________________________

RANDY MCKEEGAN
Finance Director

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AGREEMENT NO. _________

ENERGY SAVINGS PERFORMANCE CONTRACT
This ENERGY SAVINGS PERFORMANCE CONTRACT (together with its attached Schedules and Exhibits, this “AGREEMENT”) is made and entered into as of this _________________________, (the “EFFECTIVE DATE”), by and between the CITY OF BAKERSFIELD, a municipal corporation (referred to herein as “CITY”), and WILLDAN ENERGY SOLUTIONS, a California corporation with California state contractor’s license number 1065713, authorized to do business in California (referred to herein as “CONTRACTOR”). Each of CONTRACTOR and CITY may be referred to in this AGREEMENT as a “PARTY” and collectively as the “PARTIES.”

R E C I T A L S
WHEREAS, the purpose of this AGREEMENT is for CONTRACTOR to implement energy savings efficiency measures, or other operating cost saving measures and Equipment, as well as energy generation measures, as described in Schedule “A” (SCOPE OF WORK), with respect to the CITY’s facilities (the “PREMISES”). This AGREEMENT also sets forth the terms and conditions under which CONTRACTOR will implement such measures, and any other services agreed by CONTRACTOR and CITY, all of which will be designed to save energy or other operating costs at the PREMISES.

WHEREAS, CITY owns and operates the PREMISES, and is in need of energygenerating and energy-saving equipment and services designed to reduce energy consumption and costs for the PREMISES, as well as improve energy quality and reliability for the PREMISES; and
WHEREAS, CONTRACTOR was selected through a competitive Request for Qualifications process to provide Design-Build Energy Services to the CITY including the development, design, funding facilitation, and implementation of energy conservation, energy efficiency, energy generation, and related energy capital improvements, at specified CITY facilities and sites, with the aim to facilitate advancements in areas that contribute to CITY’s goals; and WHEREAS, CONTRACTOR has conducted an Investment Grade Audit of the energy consumption characteristics of the PREMISES, and the existing and proposed equipment and infrastructure (the “IGA”) and has presented the IGA, on an arm’s length basis, to personnel of CITY with requisite technical training and experience, for those personnel to make judgments and determinations as to the desired scope of work; and

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WHEREAS, in the IGA, CONTRACTOR identified potential energy and operational savings opportunities at CITY’s facilities and estimated program costs to implement energy-efficiency, energy-generation, and infrastructure improvement measures and presented the findings and deliverables including a Detailed IGA and Presentation Report (“DETAILED IGA REPORT”), for overall potential energy cost and consumption savings for implementing those recommendations; and
WHEREAS, CITY has determined that the anticipated cost to CITY to implement the energy-savings and energy generation measures described in the SCOPE OF WORK set forth herein (the “PROJECT”) will be less than the anticipated cost to CITY for thermal, electrical, and other energy, together with anticipated operational, maintenance and other costs, that would have been consumed by CITY in the absence of the PROJECT, in compliance with California Government Code §§4217.10 through 4217.18; and
WHEREAS, CITY has determined that entering into this AGREEMENT to implement the PROJECT is in the best interests of CITY and that California Government Code §4217.10 et seq. allows CITY to enter into this AGREEMENT; and WHEREAS, CITY now desires to retain CONTRACTOR to further develop energy efficiency measures as well as energy generation measures, and in compliance with California Government Code §§4217.10 through 4217.18, to design, engineer, procure, construct, install, and commission such energy efficiency measures and energy generation measures, all as described in Schedule A (SCOPE OF WORK), attached hereto and made a part hereof, as well as to provide other services for the purpose of achieving energy and operational savings for the PREMISES, as more fully set forth herein; and WHEREAS, CITY is authorized under the laws of the State of California to enter into this AGREEMENT for the purposes set forth herein.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, and intending to be legally bound hereby, CITY and CONTRACTOR hereto covenant and agree as follows:

0. DEFINITIONS. For purposes of this Agreement, the following capitalized terms have the meanings set forth below. Each term is defined in the Section, Schedule, or Exhibit referenced.

0.1. “Agreement” is defined in the preamble.

0.2. “Applicable Law(s)” means any statute, law, treaty, building code, rule, regulation, ordinance, code, enactment, injunction, writ, order, decision,

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authorization, judgment, decree, protocol, procedure or other legal or regulatory determination or restriction by a court or Governmental Authority of competent jurisdiction, as may be in effect at the time the Work is undertaken.

0.3. “Basic Insurance Requirements” is defined in Section 22.1.

0.4. “Certificate of Acceptance – Final Completion” is defined in Schedule 1-B.

0.5. “Certificate of Substantial Completion” is defined in Schedule 1-A.

0.6. “City” is defined in the preamble.

0.7. “City Data” is defined in Section 28.1.

0.8. “City Event of Default” is defined in Section 11.4.

0.9. “Compensation Schedule” is defined in Section 3.3.

0.10. “Construction Period” is defined in Schedule A-7.

0.11. “Construction Phase” is defined in Section 3.1.

0.12. “Contract Bonds” is defined in Section 8.3.

0.13. “Contract Sum” is defined by reference in Schedule B-1.

0.14. “Contractor” is defined in the preamble.

0.15. “Contractor Event of Default” is defined in Section 11.5.

0.16. “Contractor Warranty” is defined in Schedule A-9.

0.17. “Detailed IGA Report” is defined in the Recitals.

0.18. “Differing Site Condition” is defined in Schedule C-7(a).

0.19. “Effective Date” is defined in the preamble.

0.20. “Energy Savings Guarantee” is defined in Exhibit 2.

0.21. “Equipment” is defined in Schedule A-7.

0.22. “ESPC Documents” is defined in Section 1.

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0.23. “Governmental Authority” means any federal, state, regional, town, county, city, municipal or local government agency, department or regulatory body having jurisdiction under Applicable Law over the matter in question.

0.24. “Guarantee Phase” is defined in Section 3.2.

0.25. “Guaranteed Energy Savings” means the sum of the savings described in Exhibit 2-5.

0.26. “Hazardous Substances” is defined in Schedule C-8(b).

0.27. “IGA” is defined in the Recitals.

0.28. “Incentive Funds” is defined in Section 8.7.

0.29. “Instruments of Service” is defined in Section 9.1.

0.30. “Material Change” is defined in Exhibit 2-4(a).

0.31. “Modification” is defined in Section 1.1.

0.32. “Parties” and “Party” are defined in the preamble.

0.33. “Premises” is defined in the Recitals.

0.34. “Project” is defined in the Recitals.

0.35. “Punch List” is defined in Schedule B-3(a)(4).

0.36. “Scope of Work” is defined in Section 3.3.

0.37. “Work” is defined in Section 2.
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1. ESPC DOCUMENTS. The ESPC documents (hereinafter, “ESPC DOCUMENTS”) consist of this AGREEMENT; other documents listed in this AGREEMENT and MODIFICATIONS issued after execution of this AGREEMENT.

1.1. A “MODIFICATION” is a written amendment to the AGREEMENT, and/or a supplemental Scope of Work and Energy Savings Guarantee subject to this AGREEMENT, signed by both PARTIES. A change order is a MODIFICATION.

1.2. The ESPC DOCUMENTS represent the entire and integrated agreement between the PARTIES and supersede prior negotiations, representations, or agreements, either written or oral. This AGREEMENT may be amended or modified only by a MODIFICATION. The ESPC DOCUMENTS shall not be construed to create a contractual relationship of any kind between any persons or entities other than the CITY and CONTRACTOR.

1.3. In accordance with California Government Code §1097.6(c)(1), CONTRACTOR’s duties and services under this AGREEMENT shall not include preparing or assisting CITY with any portion of CITY’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with CITY. CITY shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this PROJECT. CONTRACTOR’s participation in the planning, discussions, or drawing of project plans or specifications for any subsequent or additional contract shall be limited to conceptual, preliminary, or initial plans or specifications. CONTRACTOR shall cooperate with CITY to ensure that bidders (if CITY elects to utilize a bidding process) for a subsequent contract on any subsequent phase of this PROJECT have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by CONTRACTOR pursuant to this AGREEMENT.

1.4. Schedules and Exhibits. CONTRACTOR has prepared, and CITY has approved and accepted, the Exhibits and Schedules set forth below, copies of which are attached hereto and made part of this AGREEMENT by reference.

SCHEDULES
Schedule A: SCOPE OF WORK
Schedule B: Compensation to CONTRACTOR
Schedule C: Additional Responsibilities
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EXHIBITS
Exhibit 1: Completion Form Templates
Schedule 1-A: Certificate of Substantial Completion
Schedule 1-B: Certificate of Acceptance - Final
Completion
Exhibit 2: Form of Energy Savings Guarantee, including the following Schedules (the “ENERGY SAVINGS
GUARANTEE”):

Schedule 2-A: Baseline Energy Consumption
Schedule 2-B: Savings Measurement & Calculation
Formulae; Methodology to Adjust
Baseline

2. THE WORK. The term “WORK” means the investigation, design, engineering, construction, installation, commissioning and related services required to fulfill CONTRACTOR’s obligations under the ESPC DOCUMENTS, whether completed or partially completed, and includes all labor, materials, Equipment, and services provided or to be provided by CONTRACTOR.

2.1. CONTRACTOR will fully execute the WORK described in the ESPC DOCUMENTS, except to the extent specifically indicated in the ESPC DOCUMENTS to be the responsibility of others.

2.2. CONTRACTOR will perform all WORK through sub-contractors or through CONTRACTOR’s own forces.

2.3. CONTRACTOR will perform the WORK in accordance with sound engineering and safety practices, in compliance with any and all reasonable rules of CITY relative to the PREMISES, and in compliance with Applicable Laws in effect on the EFFECTIVE DATE or the date of a MODIFICATION, as applicable. If CONTRACTOR performs WORK contrary to Applicable Laws, CONTRACTOR will assume responsibility for such WORK and will bear the costs attributable to correction.

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3. PHASES OF WORK. The WORK will be performed in phases, including: the Construction Phase (and construction of any additional phases pursuant to a supplemental Scope of Work or Modification), and the corresponding Guarantee Phase, each as outlined in the applicable Scope of Work or Modification.

3.1. The Construction Phase. This phase will commence upon the issuance of a formal Notice to Proceed (NTP) following execution of this AGREEMENT.

3.2. The Guarantee Phase. Regarding any Scope of Work or Modification, this phase will commence upon the execution of an Energy Savings Guarantee in the form of Exhibit 2, for such Scope of Work or Modification, following the execution of the Certificate of Acceptance - Final Completion in the form of Schedule 1-B, corresponding to such Scope of Work or Modification.

3.3. Scope & Fee per Phase. The SCOPE OF WORK for each phase of the WORK will be defined in the applicable Schedule A (SCOPE OF WORK) (the “SCOPE OF WORK”). The fee for each phase of the WORK will be defined in the applicable Schedule B (Compensation to CONTRACTOR) (the “COMPENSATION SCHEDULE”).

4. FEES FOR THE WORK; PAYMENT. CITY shall pay CONTRACTOR NINE MILLION

TWO HUNDRED TWELVE THOUSAND SIX HUNDRED TWENTY-FIVE DOLLARS ($9,212,625) for the performance of the WORK in accordance with the COMPENSATION SCHEDULE.

4.1. Billing Information Procedure. Payments due to CONTRACTOR will be calculated each month and paid in accordance with the COMPENSATION SCHEDULE.

4.2. Payment. CITY shall pay CONTRACTOR within thirty (30) days of receipt of CONTRACTOR’s application for payment.

5. ENERGY USAGE RECORDS AND DATA. CITY has furnished or will furnish (or cause its energy suppliers to furnish) to CONTRACTOR, upon its request, all of CITY’s records and complete data concerning energy usage and energy-related maintenance for the PREMISES, including the following data for the most current twenty-six (26) month period: utility records; occupancy information; descriptions of any changes in the building structure or its heating, cooling, lighting, water, or other systems or energy requirements; descriptions of all energy consuming or saving equipment used in the PREMISES; bills and records relating to maintenance of energy-related equipment, and a description of energy management procedures presently utilized. If requested, CITY will also provide any prior energy audits of the PREMISES, and copies of CITY’s financial statements and records

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related to energy usage and operations for the most current twenty-six (26) month period at the PREMISES and will make agents and employees familiar with such records available for consultations and discussions with CONTRACTOR.

6. JOINT REPRESENTATIONS AND WARRANTIES. Each PARTY warrants and represents to the other that:

6.1. It has all requisite power, authority, licenses, permits, and franchises, corporate or otherwise, to execute and deliver this AGREEMENT and perform its obligations hereunder;

6.2. Its execution, delivery, and performance of this AGREEMENT have been duly authorized by, or are in accordance with, its organic instruments, and this AGREEMENT has been duly executed and delivered for it by the signatories so authorized, and constitutes its legal, valid, and binding obligation;

6.3. Its execution, delivery, and performance of this AGREEMENT will not breach or violate, or constitute a default under any contract, lease or instrument to which it is a party or by which it or its properties may be bound or affected; and

6.4. It has not received, nor to the best of its knowledge is there pending or threatened, any notice of any violation of any Applicable Laws which would materially and adversely affect its ability to perform hereunder.

7. ADDITIONAL REPRESENTATIONS OF THE PARTIES.

7.1. CITY’s Representations. CITY hereby warrants, represents and promises that it has provided, or will provide timely, to CONTRACTOR all records relating to energy usage and energy-related maintenance of the PREMISES requested by CONTRACTOR and the information set forth therein is, and all information in other records to be subsequently provided pursuant to this AGREEMENT will be, true and accurate in all material respects.

7.2. CONTRACTOR’s Representations. CONTRACTOR hereby warrants, represents and promises that:
(a) It is properly qualified, licensed and equipped to supply and perform the WORK in the State of California;
(b) It will make available, upon reasonable request, all documents relating to its performance under this AGREEMENT, including all contracts and subcontracts entered into;

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(c) It will use qualified subcontractors and delegates, appropriately registered, licensed and bonded in this state, to perform the WORK so subcontracted or delegated pursuant to the terms hereof; (d) It is financially solvent, able to pay its debts as they mature and possesses sufficient working capital to complete the WORK and perform its obligations under this AGREEMENT.

8. PERFORMANCE BY CONTRACTOR.

8.1. CONTRACTOR will perform all tasks/phases under this AGREEMENT, including each Construction Phase, in such a manner so as not to harm the structural integrity of the buildings or their operating systems. CONTRACTOR will repair and restore to its original condition any area of damage caused by CONTRACTOR’s performance under this AGREEMENT. CITY reserves the right to review the WORK performed by CONTRACTOR and to direct CONTRACTOR to take certain corrective action if, in the reasonable opinion of the CITY, the structural integrity of the PREMISES or its operating system is or will be harmed. All costs associated with such corrective action to damage caused by CONTRACTOR’s performance of the WORK will be borne by CONTRACTOR.

8.2. CONTRACTOR will perform the WORK in conformity with all legal requirements and industry standards observed by a specialist of CONTRACTOR’s profession in California. CONTRACTOR will remain responsible for the professional and technical accuracy of all WORK performed, whether by CONTRACTOR or its subcontractors or others on its behalf, throughout the term of this AGREEMENT.

8.3. Prior to commencing WORK under this AGREEMENT, CONTRACTOR will furnish a performance bond, in an amount equal to one hundred percent (100%) of the Construction Phase Contract Sum, and a payment bond to guarantee payment of all claims for labor and materials furnished, in an amount equal to one hundred percent (100%) of the Construction Phase Contract Sum (collectively, the “CONTRACT BONDS”). The CONTRACT BONDS are not being furnished to cover the performance of any energy guaranty or guaranteed savings under this AGREEMENT, nor to cover any Equipment and/or material manufacturer’s warranty or other third-party warranty being assigned to CITY.

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8.4. Compliance With All Laws.
(a) CONTRACTOR and each of its subcontractors will, at
CONTRACTOR’s sole cost, comply with all Applicable Laws now in force, or which may hereafter be in force, pertaining to this AGREEMENT, and will faithfully observe, in all activities relating to or growing out of this AGREEMENT, all applicable CITY ordinances and permitting requirements now in force or which may hereafter be in force including, without limitation, obtaining a City of Bakersfield business tax certificate (Bakersfield Municipal Code Chapter 5.02) where required.
(b) To the extent required by California Labor Code §1771 or other Applicable Laws, all employees of CONTRACTOR and CONTRACTOR’s subcontractors performing WORK at the PREMISES will be paid the per diem prevailing wages for the employee’s job classification in the locality in which the WORK is performed. In accordance with California Labor Code §§1773 and 1773.2, CITY will obtain from the Director of Industrial Relations the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work, in the locality in which the WORK is to be performed, for each craft, classification or type of worker needed to execute the WORK at the PREMISES, and will cause copies of such determinations to be kept on file at its principal office. CONTRACTOR must post a copy at the PREMISES. CITY will promptly notify CONTRACTOR of any changes to any such prevailing wage determination.

8.5. Licensing. CONTRACTOR will, at its sole cost and expense, keep in effect or obtain at all times during the term of this AGREEMENT any licenses, permits and approvals which are legally required for CONTRACTOR to practice its profession and perform the WORK. At least one (1) officer or key employee of CONTRACTOR will hold the required licenses or professional degrees.

8.6. SB 854 Compliance. To the extent Labor Code Section 1771.1 applies to this AGREEMENT, a contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, be subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in such chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of Labor Code Section 1771.1 for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded. The prime contractor is required to post job site notices in compliance with Title 8 California Code of Regulations Section 16451. This

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PROJECT is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

8.7. Incentive Funds. CONTRACTOR will assist CITY in the preparation and submission to the applicable agencies of applications and documentation necessary for mutually agreed energy efficiency rebate, incentive, and/or loan program(s), including the Federal Investment Tax Credit (ITC) (collectively “INCENTIVE FUNDS”). CONTRACTOR makes no guarantee that CITY will receive funding from any such INCENTIVE FUNDS, or any portion thereof; CONTRACTOR expressly disclaims any liability for CITY’s failure to receive any portion of the INCENTIVE FUNDS, and CITY acknowledges and agrees that CONTRACTOR will have no liability for any failure to receive all or any portion of the INCENTIVE FUNDS. Procurement, or lack thereof, of the INCENTIVE FUNDS will not alter the Contract Sum of this AGREEMENT or the payment timeline associated with payment of the Contract Sum. Any and all rebate deposits paid by CONTRACTOR will be immediately returned to CONTRACTOR when received by CITY.

9. OWNERSHIP.

9.1. Ownership of Certain Proprietary Property Rights. CITY will not, by virtue of this AGREEMENT, acquire any interest in any formulas, patterns, devices, secret inventions or processes, copyrights, patents, other intellectual or proprietary rights, or similar items of property which are or may be used in connection with the WORK. All data, reports, proposals, plans, specifications, flow sheets, drawings, and other products of the WORK (the “INSTRUMENTS OF SERVICE”) furnished directly or indirectly, in writing or otherwise, to CITY by CONTRACTOR under this AGREEMENT will remain CONTRACTOR’s property and may be used by CITY only for the WORK. CONTRACTOR will be deemed the author and owner of such INSTRUMENTS OF SERVICE and will retain all common law, statutory and other reserved rights, including copyrights. The INSTRUMENTS OF SERVICE may not be used by CITY for future additions or alterations to the PROJECT or for other projects, without the prior written agreement of CONTRACTOR. Any unauthorized use of the INSTRUMENTS OF SERVICE will be at CITY’s sole risk and without liability to CONTRACTOR. If CITY uses the INSTRUMENTS OF SERVICE for implementation purposes, including additions to or completion of the PROJECT, without the written permission of CONTRACTOR, CITY agrees to waive and release, and indemnify and hold harmless, CONTRACTOR, its subcontractors, and their directors, employees, subcontractors, and agents from any and all claims, losses, and other liabilities associated with or resulting from such use.

9.2. Non-Interest. No CITY officer or employee shall hold any interest in this AGREEMENT (California Government Code section 1090). The PARTIES hereto

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agree that CONTRACTOR, and any agents and employees of CONTRACTOR, is acting in an independent capacity in the performance of this AGREEMENT, and not as a public official, officer, employee, consultant, or agent of CITY for purposes of conflict-of-interest laws or any other Applicable Law.

10. INDEMNIFICATION; LIMITATION OF LIABILITY.

10.1. Indemnification. CONTRACTOR shall indemnify, defend, and hold harmless CITY and CITY’s officers, agents and employees against any and all thirdparty liabilities, claims, actions, causes of action or demands whatsoever against them, or any of them, before administrative or judicial tribunals of any kind whatsoever, to the extent arising out of, connected with, or caused by CONTRACTOR or CONTRACTOR’s employees, agents, independent contractors, companies, or subcontractors in the performance of this AGREEMENT, except to the extent caused by CITY’s gross negligence.

10.2. Design Professional Services. For all services that include, as defined by California Civil Code §2782.8, design professional services, all provisions, clauses, covenants, and agreements contained in, collateral to, or affecting any such services, and amendments thereto, that purport to indemnify, including the duty and the cost to defend, the indemnitee by a design professional against liability for claims against the indemnitee, are unenforceable, except to the extent that the claims against the indemnitee arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional. In no event shall the cost to defend charged to the design professional exceed the design professional’s proportionate percentage of fault.

10.3. Third Party Claims. CITY shall timely notify CONTRACTOR of third-party claims relating to this AGREEMENT. CITY shall be allowed to recover from CONTRACTOR, and CONTRACTOR shall pay on demand, all costs of notification.

10.4. Limitation on Liability. The liability of a defaulting PARTY, in connection with this AGREEMENT or any analysis, report, recommendations, or other deliverables provided hereunder, shall be limited to direct, actual damages. Neither PARTY shall be liable to the other PARTY for any special, indirect, incidental or consequential damages whatsoever, whether in contract, tort (including negligence) or in strict liability, including, but not limited to, operational losses in the performance of business such as any increase in operating expense.

11. CONDITIONS BEYOND CONTROL OF THE PARTIES; EVENTS OF DEFAULT.

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11.1. CONTRACTOR will notify CITY in writing immediately of any delay or anticipated delay in CONTRACTOR’s performance of this AGREEMENT due to causes or circumstances beyond the reasonable control of CONTRACTOR.

Notice will include (i) the reason for the delay, (ii) the delay’s anticipated length, and (iii) the delay’s anticipated financial cost. The date of performance will be extended for a period equal to the time lost by reason of the delay.

11.2. CONTRACTOR may, subject to CITY’s agreement via a MODIFICATION, be entitled to additional compensation due to any such extension of time, or, in certain instances, including the implementation of tariffs, due to increases in material, Equipment and/or labor costs. Any extension of time or increase in the Contract Sum pursuant to this Section 11 will be documented by a MODIFICATION signed by the PARTIES. Examples of such possibly excusable delays are natural calamities, strikes and boycotts, war or civil unrest, delay or inability to secure products, parts, materials, fuel, supplies, Equipment or power at reasonable prices or in sufficient amounts through usual sources of supply, or governmental actions, a change in Applicable Law, the implementation or proposed implementation of new tariffs or modification of existing tariffs that increase CONTRACTOR’s cost of materials and Equipment, regional labor escalation or shortages, and other events that are commonly deemed force majeure events.

11.3. Events of Default by CITY. Each of the following events or conditions will constitute a “CITY EVENT OF DEFAULT”:
(a) Any failure by CITY to pay any amount to CONTRACTOR which is not paid within thirty (30) days after written notification by CONTRACTOR that CITY is delinquent in making payment; provided that CONTRACTOR is not then in default in its performance under the terms of this AGREEMENT; or (b) Any other material failure by CITY to perform or comply with the terms and conditions of this AGREEMENT, including breach of any covenant contained herein, provided that such failure continues for thirty (30) days after notice to CITY demanding that such failures to perform be cured, or if such cure cannot be effected in thirty (30) days, CITY will not be in default if CITY commences a cure within such thirty (30) day period and diligently pursues completion thereof; or
(c) Any representation or warranty furnished by CITY in this AGREEMENT was false or misleading in any material respect when made.

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11.4. Events of Default by CONTRACTOR. Each of the following events or conditions will constitute a “CONTRACTOR EVENT OF DEFAULT”:
(a) Any failure by CONTRACTOR to meet the standards of comfort and service set forth in Schedule C-1 due to failure by CONTRACTOR to properly design, install, maintain, repair or adjust the Equipment; provided that such failure continues for thirty (30) days after notice to CONTRACTOR demanding that such standards be met, or if such failure cannot be cured within thirty (30) days, CONTRACTOR will not be in default if CONTRACTOR commences a cure within such thirty (30) day period and diligently pursues completion thereof. (b) Any other material failure by CONTRACTOR to perform or comply with the terms and conditions of this AGREEMENT, including breach of any covenant contained herein, provided that such failure continues for thirty (30) days after notice to CONTRACTOR demanding that such failures to perform be cured, or if such cure cannot be effected in thirty (30) days, CONTRACTOR will not be in default if CONTRACTOR commences a cure within such thirty (30) day period and diligently pursues completion thereof;
(c) Any representation or warranty furnished by CONTRACTOR in this AGREEMENT was false or misleading in any material respect when made; or (d) The filing of a bankruptcy petition, whether by CONTRACTOR or its creditors against CONTRACTOR, which proceeding has not been dismissed within sixty (60) days of its filing, or an involuntary assignment for the benefit of all creditors or the liquidation of CONTRACTOR.

12. CLAIMS AND DISPUTE RESOLUTION.

12.1. Informal Process. All disputes will first be submitted to the individuals listed in Section 20 for resolution.

12.2. Claims Process Under Public Contract Code. In the event that a remedy acceptable to both CITY and CONTRACTOR cannot be found pursuant to Section 12.1, CONTRACTOR may commence the dispute resolution process set forth in California Public Contract Code §9204 et seq., which can be summarized as follows (the following is a summary only and is not intended to modify in any way the requirements and timeframes set forth in the statute):
(a) A “claim” means a separate demand by a contractor for one or more of the following: (i) a time extension, including, without limitation, for relief from damages or penalties for delay assessed by a public entity under a contract for a public works project; (ii) payment by the public entity of money or damages arising from work done by, or on behalf of, the contractor pursuant to the contract

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for a public works project and payment for which is not otherwise expressly provided or to which the claimant is not otherwise entitled; and (iii) payment of an amount that is disputed by the public entity. The claimant will furnish reasonable documentation to support the claim.
(b) Upon receipt of a claim, the public entity will conduct a reasonable review of the claim and will provide the claimant a written statement identifying what portion of the claim is disputed and what portion is undisputed.

If the claimant disputes the public entity’s written response, or if the public entity fails to respond to a claim within the time prescribed by statute, the claimant may demand in writing an informal conference to meet and confer for settlement of the issues in dispute.
(c) Following the conclusion of the meet and confer conference, if the claim or any portion of the claim remains in dispute, the public entity will provide the claimant a written statement identifying the portion of the claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the claim will be processed and made in accordance with the statute. Any disputed portion of the claim, as identified by the contractor in writing, will be submitted to nonbinding mediation, with the public entity and the claimant sharing the associated costs equally.
(d) Notwithstanding the foregoing, upon receipt of a claim, the parties may mutually agree to waive, in writing, mediation and proceed directly to the commencement of binding arbitration, as set forth in Section 12.3 or Section 12.5.

12.3. Arbitration. CITY and CONTRACTOR agree that if the claim or dispute cannot be resolved by the process set forth in Public Contract Code §9204 et seq. and summarized in Section 12.2, the PARTIES may elect to resolve the claim or dispute via arbitration pursuant to Public Contract Code §10240 et seq., and the provisions of Public Contract Code §20104 et seq. will not apply.

Notwithstanding any other provision of law, arbitrators appointed for purposes of this Section 12.3 will be experienced in construction law and will be paid necessary and reasonable hourly rates not to exceed their customary rate. Such fees and expenses will be paid equally by the PARTIES, except where the arbitrator, for good cause, determines a different division.

12.4. Multiparty Proceeding. Either PARTY may join third parties whose joinder would facilitate complete resolution of the dispute and matters arising from the resolution of the dispute.

12.5. Litigation. Notwithstanding the foregoing, the PARTIES, and either of them, if unable to resolve the dispute or claim via Sections 12.1, 12.2, or 12.3, may

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bring an action, complaint, or proceeding before the venue listed in Section 19, below.

13. LIENS. CONTRACTOR will promptly pay, when due, all amounts payable for labor and materials furnished in the performance of this AGREEMENT and will endeavor to prevent any lien or other claim from arising against any CITY property, against CONTRACTOR’s rights to payments hereunder, or against CITY.

14. INDEPENDENT CAPACITY OF THE CONTRACTOR. This AGREEMENT calls for CONTRACTOR’s performance of the WORK as an independent contractor.

CONTRACTOR is not an agent or employee of CITY for any purpose and is not entitled to any of the benefits provided by CITY to its employees. This AGREEMENT shall not to be construed as forming a partnership or any other association with CITY other than that of an independent contractor.

15. NO WAIVER. The failure of CONTRACTOR or CITY to enforce against the other any provision of this AGREEMENT will not constitute a waiver of that PARTY’s right to enforce such a provision at a later time and will not serve to vary the terms of this AGREEMENT.

16. SEVERABILITY. In the event that any clause or provision of this AGREEMENT or any part thereof is declared invalid, void, or unenforceable by any court having jurisdiction, such invalidity will not affect the validity or enforceability of the remaining portions of this AGREEMENT unless the result would be manifestly inequitable or unconscionable.

17. COMPLETE AGREEMENT.

17.1. This AGREEMENT is effective upon execution. It is the product of negotiation, and all PARTIES are equally responsible for authorship of this AGREEMENT. Section 1654 of the California Civil Code will not apply to the interpretation of this AGREEMENT.

17.2. This AGREEMENT, when executed, together with all Exhibits and Schedules attached hereto or to be attached hereto, as provided for by this AGREEMENT, will constitute the entire agreement between the PARTIES and this AGREEMENT may not be amended, modified, or terminated except by a written MODIFICATION approved by the Bakersfield City Council and signed by the PARTIES hereto.

18. FURTHER ASSURANCES. Each PARTY will execute and deliver such papers, documents, and instruments, and perform such acts as are necessary or appropriate, to implement the terms of this AGREEMENT and the intent of the PARTIES to this AGREEMENT.

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19. APPLICABLE LAW; VENUE. The laws of the State of California will govern the validity of this AGREEMENT and its interpretation and performance. Any litigation arising in any way from this AGREEMENT will be brought in Kern County, California.

20. NOTICE. Any notice required or permitted hereunder will be deemed sufficient if given in writing and delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or delivered to a nationally recognized express mail service, charges prepaid, receipt obtained, to the address shown below or to such other persons or addresses as are specified by similar notice.

TO CONTRACTOR: TO CITY:

Willdan Energy Solutions City of Bakersfield, Water Dept.

Aaron Etzkorn, President Kris Budak, Water Director
2401 East Katella Avenue, Suite 300 1000 Buena Vista Road Anaheim, CA 92806 Bakersfield, CA 93311

21. HEADINGS. Headings and subtitles used throughout this AGREEMENT are for the purpose of convenience only, and no heading or subtitle will modify or be used to interpret the text of any section.

22. INSURANCE.

22.1. In addition to any other insurance or security required under this AGREEMENT, CONTRACTOR must procure and maintain, for the duration of this AGREEMENT, the types and limits of insurance below (“BASIC INSURANCE REQUIREMENTS”)
(a) Automobile Liability Insurance providing coverage for owned, non-owned, and hired autos on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than $1,000,000 per occurrence.
(b) Commercial General Liability Insurance, unless otherwise approved by CITY’s Risk Manager, providing coverage on an occurrence basis for bodily injury, including death, of one or more persons, property damage, and personal injury, with limits of not less than $1,000,000 per occurrence. The policy must:
(i) Provide contractual liability coverage for the terms of this AGREEMENT;
(ii) Provide products and completed operations coverage;

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(iii) Provide PREMISES, operations, and mobile equipment coverage; and
(iv) Contain an additional insured endorsement in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers.
(c) Workers’ Compensation Insurance with limits of not less than $1,000,000 per occurrence. In accordance with the provisions of Labor Code Section 3700, every contractor will be required to secure the payment of compensation to his employees. Pursuant to Labor Code Section 1861, CONTRACTOR must submit to CITY the following certification before beginning any WORK on the improvements:

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for worker’s compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the WORK of this AGREEMENT.

By executing this AGREEMENT, CONTRACTOR is submitting the certification required above.

The policy must contain a waiver of subrogation in favor of CITY and its mayor, council, officers, agents, employees, and designated volunteers. (d) Professional Liability Insurance for damages incurred by reason of any negligent act, error or omission committed by CONTRACTOR in performing professional services with limits of not less than $1,000,000 per claim and $2,000,000 annual aggregate.
(e) Builders All-Risk Insurance: CONTRACTOR, at CITY’s expense, will maintain “All Risk Insurance” for all Equipment and property obtained by or for CONTRACTOR which is to become a part of the WORK while such Equipment and property is stored at the job site, at temporary locations, or while in transit to the PROJECT from such temporary locations. CONTRACTOR will also be responsible for insuring subcontractors’ owned, rented, or borrowed equipment.

22.2. The following general provisions will apply to all insurance types:
(a) All policies required of CONTRACTOR must be written on a firstdollar coverage basis or contain a deductible provision. Subject to CITY’s advance approval, CONTRACTOR may utilize a self-insured retention in any or all

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of the policies provided, but the policy or policies may not contain language, whether added by endorsement or contained in the policy conditions, that prohibits satisfaction of any self-insured provision or requirement by anyone other than the named insured or by any means including other insurance or which is intended to defeat the intent or protection of an additional insured. (b) All policies required of CONTRACTOR must be primary insurance as to CITY and its mayor, council, officers, agents, employees, or designated volunteers and any insurance or self-insurance maintained by CITY and its mayor, council, officers, agents, employees, and designated volunteers must be excess of CONTRACTOR’s insurance and must not contribute with it. (c) The insurance required above, except for workers’
compensation insurance, must be placed with insurers with a Best’s rating as approved by CITY’s Risk Manager, but in no event less than A-:VII. Any deductibles, self-insured retentions, or insurance in lesser amounts, or lack of certain types of insurance otherwise required by this AGREEMENT, or insurance rated below Best’s A-:VII, must be declared prior to execution of this AGREEMENT and approved by CITY in writing.
(d) The insurance required in this section must be maintained until the WORK is satisfactorily completed as evidenced by CITY’s written acceptance.

All policies must provide that there will be continuing liability thereon, notwithstanding any recovery on any policy.
(e) Full compensation for all premiums which the CONTRACTOR is required to pay to satisfy the BASIC INSURANCE REQUIREMENTS will be considered as included in the prices paid for the performance of the WORK, and no additional allowance will be made therefore or for additional premiums which may be required by extensions of the policies of insurance. (f) It is further understood and agreed by CONTRACTOR that its liability to CITY will not in any way be limited to or affected by the amount of insurance obtained and carried by CONTRACTOR in connection with this AGREEMENT.
(g) CONTRACTOR will require each subcontractor to maintain such levels and types of insurance coverage as are appropriate for the WORK to be performed by such subcontractor.

22.3. CONTRACTOR will provide CITY with certificates of insurance evidencing coverage required above. Each certificate will provide that the coverage may not be canceled except with at least thirty (30) days prior written notice to CITY, ten (10) days’ notice if cancellation is due to nonpayment of

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premium. Should this occur, CONTRACTOR will procure and furnish to CITY, prior to such effective date, new certificates conforming to the above coverage requirement.

23. ASSIGNMENT. Neither this AGREEMENT nor any rights, interests, duties, liabilities, obligations or responsibilities arising out of, concerning or related in any way to this AGREEMENT (including, but not limited to, accounts, actions, causes of action, claims, damages, demands, liabilities, losses, obligations, or reckonings of any kind or nature whatsoever, for compensatory or exemplary and punitive damages, or declaratory, equitable or injunctive relief, whether based on AGREEMENT, equity, tort or other theories of recovery provided for by the common or statutory law) may be assigned or transferred by any party. Any such assignment is prohibited and will be unenforceable and otherwise null and void without the need for further action by the non-assigning PARTY or PARTIES.

24. ACCOUNTING RECORDS. CONTRACTOR will maintain accurate accounting records and other written documentation pertaining to all costs incurred in performance of this AGREEMENT. Such records and documentation will be kept at CONTRACTOR’s office during the term of this AGREEMENT, and for a period of three (3) years from the date of the final payment hereunder.

25. EXHIBITS. In the event of a conflict between the terms, conditions or specifications set forth in this AGREEMENT and those in exhibits attached hereto, the terms, conditions, or specifications set forth in this AGREEMENT will prevail. All exhibits to which reference is made in this AGREEMENT are deemed incorporated in this AGREEMENT, whether or not actually attached.

26. RESOURCE ALLOCATION. All CITY obligations under the terms of this AGREEMENT are subject to the appropriation and allocation of resources by the Bakersfield City Council. In the event no CITY funds (or other funds), or insufficient CITY funds (or other funds), are appropriated and budgeted for any future fiscal period in which payment will be due to CONTRACTOR under this AGREEMENT, and funds are otherwise unavailable by any means whatsoever in such future fiscal period, then the CITY will, not less than thirty (30) days prior to the beginning of such future fiscal period, notify CONTRACTOR in writing of such occurrence, and this AGREEMENT will terminate on the last day of the fiscal period for which appropriations were made, without penalty or expense to the CITY of any kind whatsoever, except as to the portions of payments herein agreed, for which CITY funds and/or other funds will have been appropriated and budgeted or are otherwise available.

27. EPACT 179D. To encourage the implementation of a more energy-efficient system, Section 179D of the Internal Revenue Code provides for the allocation of a tax deduction based on the efficiency of the design. Since a public entity is

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exempt from paying taxes, the Internal Revenue Code permits this allocation to be passed along to the designer of the system as an additional incentive to incorporate the most efficient system affordable. Accordingly, once the building/system is placed into service, it is understood and agreed that the tax deduction granted pursuant to Section 179D of the Internal Revenue Code will be allocated to CONTRACTOR, in consideration of which CONTRACTOR intends to maximize the energy efficiency of the design being contracted.

28. CITY DATA.

28.1. CITY Retains Data Ownership. Any and all provisions of the Agreement and/or its attached Schedules and/or Exhibits notwithstanding, CITY shall maintain ownership and control of all data generated, created, output, or otherwise made existent by the CONTRACTOR’s performance, installation, or creation of the system and/or systems contemplated in the WORK (the “CITY Data”). (a) CITY Right to Audit. CITY shall, for the Agreement’s duration, retain the right to audit and inspect CONTRACTOR’s data practices concerning CITY Data during regular business hours and upon reasonable notice which CONTRACTOR shall not unreasonably withhold.
(b) Data Breach. In the event CONTRACTOR experiences a data breach, cyberattack, or other event resulting in the release of CITY Data, CONTRACTOR shall immediately inform CITY of that occurrence, the data the event affected, and any other pertinent information.

28.2. No Third-Party Sharing. CONTRACTOR shall have no right to sell, share, gift, or otherwise provide any CITY Data to any third-party without the express written permission of CITY. Any such request shall be presented to CITY by CONTRACTOR. CITY will make a reasonable determination as to whether or not it permits CONTRACTOR to share its data with a party other than CONTRACTOR.

CITY retains all of its rights, whatever they may be, to enforce this provision. (a) CPRA Cooperation. In the event CITY receives a valid public records request pursuant to the California Public Records Act (CPRA) concerning CITY Data held by CONTACTOR, CONTRACTOR shall assist CITY in producing that data. CONTRACTOR shall not withhold its cooperation in this instance for any reason.

28.3. CONTRACTOR’s Obligation Upon Contract Termination. Upon the termination of this Agreement, for whatever reason, CONTRACTOR shall engage in the following course of action:

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(a) Return CITY Data. Within fourteen (14) days, CONTRACTOR shall return all CITY Data gathered during the Agreement’s term to CITY in a usable, portable format, such as .CSV, JSON, or another open format not dependent on CONTRACTOR’s proprietary technology for future CITY use. (b) Destroy the CITY Data. Upon satisfactory completion of Section

28.3(a), CONTRACTOR shall delete, erase, or otherwise destroy all CITY Data gathered during the Agreement’s term. CONTRACTOR must provide to CITY a writing representing that all CITY Data has been destroyed along with satisfactory proof evidencing the deletion of all CITY Data, including any copies made of such data, whether in part or in total, whether held by CONTRACTOR or stored within a third-party’s IT infrastructure. Such proof shall be determined in accord with industry best practices at the time Section 28.3(a)-(b) is exercised. [document continues]

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SCHEDULE A

SCOPE OF WORK
California State Contractor’s License Number 1065713
California Public Works Contractor Registration Number 1001125693 SCHEDULE A-0. PURPOSE.
(a) This SCOPE OF WORK is attached to, and forms an integral part of, the AGREEMENT. Capitalized terms used and not defined in this SCOPE OF WORK have the meanings given them in the AGREEMENT.
(b) The purpose of this AGREEMENT is for CONTRACTOR to implement energy savings efficiency measures, or other operating cost saving measures and Equipment, as well as energy generation measures, with respect to the PREMISES.

The AGREEMENT also sets forth the terms and conditions under which CONTRACTOR will implement such measures, and any other services agreed by CONTRACTOR and CITY, all of which will be designed to save energy or other operating costs at the PREMISES and/or with respect to the new infrastructure.

SCHEDULE A-1. CONTRACT TIME.
(a) The estimated PROJECT duration is 507 calendar days from the execution of this AGREEMENT.
(b) The anticipated date of Final Completion is July 30, 2027. (c) Weather disruptions, availability of necessary Equipment, remediation of hazardous materials, and other delays beyond the control of CONTRACTOR will not count toward the construction timeframe in this Schedule A-1.

SCHEDULE A-2. ENGINEERING AND DESIGN SERVICES.
(a) Engineering and Design. CONTRACTOR will perform design required to:
(1) Develop the SCOPE OF WORK and PROJECT solutions that meet the Program Requirements identified in Schedule A-4; and (2) Obtain permits.

SCHEDULE A-3. CONSTRUCTION PHASE SERVICES.
(a) CONTRACTOR’s Construction Phase Responsibility.
(1) CONTRACTOR will supervise and direct the WORK, using CONTRACTOR’s best skill and attention. CONTRACTOR will be solely responsible

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for, and have control over, construction means, methods, techniques, sequences and procedures, and for coordinating all portions of the WORK under the AGREEMENT, unless the ESPC DOCUMENTS give other specific instructions concerning these matters.
(2) CONTRACTOR will schedule the WORK and coordinate
subcontractors and any other persons on the PREMISES.
(3) CONTRACTOR will inspect the WORK of each subcontractor for defective WORK, manage resolution of the defective WORK, and notify applicable subcontractor(s) to correct such defective WORK in a manner approved by the design team and CITY.
(4) CONTRACTOR will record the progress of the PROJECT and provide reports to the CITY. Such reports will include, without limitation, information about variations between actual and budgeted or estimated costs and information on each subcontractor’s WORK, as well as completion status on the entire PROJECT, showing percentages of completion.
(5) With the cooperation of the subcontractors, CONTRACTOR will prepare and maintain the Construction Schedule.
(6) CONTRACTOR will schedule and conduct preconstruction, progress, quality control and special meetings with the CITY, designers, the subcontractors and any other parties involved in the PROJECT to discuss such matters as procedures, progress, problems and scheduling. (7) CONTRACTOR will receive, review for completeness and responsiveness the subcontractors’ submittals such as shop drawings, product data and samples and deliver them to the CITY for review and approval. (8) CONTRACTOR will manage the Punch List (See Schedule B-3(a)(4)), coordinate final inspections, and prepare the certificates of Substantial Completion and Final Completion. Upon Final completion, CONTRACTOR will receive, review for conformity with the requirements of the ESPC DOCUMENTS, transmit to the CITY any affidavits, and turn over to the CITY any manuals and the originals of any guarantees, warranties, releases, bonds and waivers. (b) Labor and Materials.
(1) Unless otherwise provided in the ESPC DOCUMENTS,
CONTRACTOR will provide and pay for labor, materials, Equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services, necessary for proper execution and completion of

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the WORK, whether temporary or permanent, and whether or not incorporated or to be incorporated in the WORK.
(2) CONTRACTOR will enforce strict discipline and good order among CONTRACTOR’s employees, subcontractors, and other persons carrying out the WORK. CONTRACTOR will not permit employment of unfit persons or persons not properly skilled in tasks assigned to them.

SCHEDULE A-4. ENERGY PERFORMANCE AGREEMENT PROGRAM
REQUIREMENTS.
(a) Program requirements are outlined in the DETAILED IGA REPORT provided to the CITY at the completion of the IGA for the PROJECT outlined in this AGREEMENT.

SCHEDULE A-5. SCOPE OF WORK.
(a) SCOPE OF WORK. The finalized SCOPE OF WORK to be performed under the AGREEMENT is as follows:
(1) SOLAR PHOTOVOLTAIC (PV) SYSTEMS & BATTERY ENERGY STORAGE

SYSTEMS (BESS)
(A) This Project includes the complete design, engineering, procurement, installation, testing, commissioning, and placement into operation of Solar Photovoltaic (PV) Systems, a Battery Energy Storage System (BESS), and Electric Vehicle (EV) Charging Infrastructure at facilities owned by the CITY. (B) All systems will be fully integrated, code-compliant, utilityinterconnected, and operational in accordance with the ESPC DOCUMENTS, including Schedule A-5 Drawings and Specifications.
(C) SYSTEMS TO BE PROVIDED
(i) 2.1 Solar Photovoltaic (PV) Systems.
(ii) Carport Canopy Solar PV System - 465.43 kWdc.
(D) Work includes:
(i) Design and construction of solar canopy structures over designated parking areas.
(ii) Installation of photovoltaic modules mounted to
structural steel canopy systems.
(iii) Installation of inverters, combiner panels, disconnect switches, and related balance-of-system components.

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(iv) DC and AC wiring, conduit systems, overcurrent
protection devices, and interconnection equipment.
(v) Integration into the existing facility electrical distribution system.
(vi) Installation of energy production metering and
monitoring equipment.
(vii) LED canopy lighting integrated into the existing lighting control system (as applicable).
(viii) Utility interconnection and coordination to achieve Permission to Operate (PTO).
(E) Carport Canopy Solar PV System - 45.75 kWdc
(i) SCOPE OF WORK includes the same elements as above,
scaled appropriately for system size and site conditions. (F) 2.2 Battery Energy Storage System (BESS)
(i) Tesla Megapack 2XL - 612 kW / 2,448 kWh.
(G) Work includes:
(i) Design and installation of manufacturer-compliant
foundation system.
(ii) Delivery and placement of Tesla Megapack 2XL unit. (iii) Integration with facility electrical infrastructure. (iv) Installation of required switch gear, protection relays, and power control systems.
(v) Compliance with NFPA 855, California Fire Code, PG&E Rule 21, UL 3141, UL 1741 SA/SB, and IEEE 1547.
(vi) Installation of required fire safety clearances and access pathways.
(vii) Metering, monitoring, and control integration.

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(viii) Commissioning in coordination with manufacturer and CITY.
(ix) Submission of all manufacturer documentation and
testing records.
(x) The BESS will be fully operational and capable of
performing demand management, energy arbitrage, and applicable incentive program participation functions.
(2) ELECTRIC VEHICLE (EV) CHARGING INFRASTRUCTURE
(A) The WORK includes furnishing and installing of EV-capable stalls and electric vehicle charging station (EVCS) of various power outputs (kW) and quantities as described below, with proposed locations indicated in Schedule A-5 b) Drawings and c) Specifications.
(B) Bakersfield Water Resources Office
(i) Six (6) 16.6kW Level 2 EVCS single ports.
(ii) One (1) 60kW DC Fast Charger with one (1) CCS port. (iii) Make-ready infrastructure for fourteen (14) future Level 2 charging stations.
(iv) Make-ready infrastructure for three (3) 120kW DC fast chargers.
(C) SCOPE OF WORK includes:
(i) Electrical service upgrades, transformers, panelboards, and distribution equipment as required.
(ii) Conduit, conductors, trenching or directional boring. (iii) Equipment pads and mounting systems.
(iv) Network connectivity (OCPP 1.6 or newer compliant). (v) Integration into PG&E’s EV Fleet Program.
(vi) Registration with CARB for LCFS credit eligibility. (vii) Load management setup and initial charging schedule configuration.

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(3) DESIGN & ENGINEERING SERVICES
(A) The WORK includes civil, structural, and electrical engineering required to design, permit, and construct the systems.
(4) CIVIL ENGINEERING
(A) Site layout modifications for parking expansion and curb/ramp adjustments (if shown in drawings).
(B) Trenching layouts
(C) Drainage considerations within designated work areas. (D) Preparation of permit-ready parking civil plans.
(E) Incorporation of redlines into final as-built drawings. (5) STRUCTURAL ENGINEERING
(A) Structural calculations and stamped engineering drawings. (B) Foundation design based on assumed 14-foot caisson depth minimum for all canopy column foundation.
(C) Column concrete abutments 30”above-grade.
(D) Evaluation of existing soils conditions to determine best method for solar canopy structures foundations.
(E) Design of solar canopy structures.
(F) Evaluation of existing structural interfaces.
(G) Concrete scanning where required.
(H) Minimum canopy clearance of 14’-6”.
(I) Galvanized structural steel systems.
(6) ELECTRICAL ENGINEERING
(A) Stamped electrical plans and calculations.
(B) Single-line diagrams and protection coordination.

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(C) Arc flash analysis.
(D) Verification of interconnection feasibility.
(E) Utility coordination drawings.
(F) Electrical as-built documentation.
(7) CONSTRUCTION & INSTALLATION
(A) The WORK includes all labor, materials, Equipment, and supervision necessary to complete the systems described. (B) Included Construction Activities:
(i) Site preparation within designated work areas.
(ii) Excavation and foundation installation.
(iii) Installation of canopy steel structures.
(iv) Solar module mounting and wiring.
(v) BESS placement and electrical integration.
(vi) EV charger installation and energization.
(vii) Conduit trenching or directional boring.
(viii) Grounding and surge protection systems.
(ix) Required labeling and code-compliant placards.
(x) Restoration of disturbed asphalt, concrete, landscaping, irrigation, and striping within work limits.
(xi) All WORK will be performed during normal business hours 7am-4pm.
(xii) Single mobilization for construction.
(xiii) All systems will be installed in accordance with manufacturer requirements and applicable codes.

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(8) MONITORING & CONTROLS
(A) Solar Monitoring
(i) Revenue-grade production metering.
(ii) Minimum 15-minute interval data recording.
(iii) Remote access capability for CITY.
(iv) Ethernet or cellular communication.
(B) BESS Monitoring
(i) Manufacturer-integrated monitoring platform.
(ii) Performance reporting compatible with SGIP (if
becomes applicable).
(iii) Remote software update capability.
(C) EV Charging Network
(i) Five (5) years of network service.
(ii) OCPP compliant backend platform.
(iii) Remote access and reporting.
(9) COMMISSIONING & CITY TRAINING
(A) Functional testing of PV, BESS, and EV systems.
(i) Verification of system performance.
(ii) Utility witness testing (if required).
(iii) CITY training session covering operation and
maintenance.
(iv) Delivery of digital O&M manuals.
(v) Delivery of warranty documentation.

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(vi) Permit closeout and utility PTO documentation.
(10) WARRANTIES & SERVICES
(A) Solar PV
(i) 1-year workmanship warranty.
(ii) 12-year module product warranty.
(iii) 25-year module performance warranty.
(iv) 10-year inverter warranty (minimum).
(v) 25-year mounting system warranty.
(vi) Three (3) years O&M services.
(a) Routine maintenance adjustments,
replacements, and cleaning.
(b) Documentation of maintenance and warranty
items.
(vii) Three (3) years of monitoring services.
(B) BESS
(i) 20-year manufacturer warranty.
(ii) One (1) year workmanship warranty.
(iii) One (1) year preventative maintenance services.
(iv) Performance reporting support.
(C) EV Charging
(i) One (1) year workmanship warranty.
(ii) Five (5) year extended warranty and service plan.
(iii) Five (5) year networking service.

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(11) WORK EXCLUDED
(A) The following are excluded unless specifically amended:
(i) Hazardous material abatement.
(ii) ADA upgrades not shown in ESPC DOCUMENTS.
(iii) Improvements outside defined WORK areas.
(iv) Major subsurface remediation due to unknown soil
conditions.
(v) Rock excavation requiring specialized mechanical
pulverizing.
(vi) Third-party testing beyond standard Authority Having Jurisdiction Inspections.
(vii) Preventative maintenance for BESS beyond Year 1.
(viii) CITY IT infrastructure upgrades beyond designated system connection points.
(ix) Expedited procurement unless separately authorized. (x) Additional fire protection measures required by the Authority Having Jurisdiction beyond those identified in the ESPC DOCUMENTS. (xi) Relocation of existing underground utilities not shown in CITY-provided documents and not reasonably discoverable through standard utility locating procedures.
(xii) Responsibility for CITY network modifications.
(xiii) Responsibility for cybersecurity compliance beyond equipment standards.
(xiv) Compliance with Domestic Content requirements is
based on manufacturer certifications available at time of procurement.

Contractor does not guarantee final IRS determination.

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(xv) WORK is based upon visual observations and available record documents. Concealed or unknown conditions that materially differ from those reasonably anticipated will be addressed through a Change Order. (xvi) Utility interconnection approval is subject to utility review and requirements. Costs resulting from unforeseen utility-required upgrades beyond those shown in the ESPC DOCUMENTS will constitute a Change Order. (b) CITY RESPONSIBILITIES
(1) CITY shall:
(2) Provide access to the PREMISES.
(A) Provide existing as-built documentation available.
(B) Execute utility interconnection documents.
(C) Maintain insurance for existing facilities.
(D) Maintain operational systems not being modified.
(E) Maintain manufacturer-required preventative
maintenance after initial included period.
(3) Provide third party testing for typical CITY testing. (c) DRAWINGS
(1) The SCOPE OF WORK in Schedule A-5 supersedes any SCOPE OF WORK defined in the Drawings and Specifications. The Drawings and Specifications are provided to provide layout, quantities and general quality of Equipment and materials to be incorporated in the PROJECT. (2) Drawings:
(i) CA, Bakersfield - Water Interface DER_60P_1.14.26
(ii) C101 CIVIL LAYOUT EXHIBIT-C101 Civil Site Plan_12.29.25 (iii) 1_1000 Buena Vista Rd_EV Charging System_ 60P_1.8.26 (d) SPECIFICATIONS
(1) The SCOPE OF WORK in Schedule A-5 supersedes any SCOPE OF WORK defined in the Drawings and Specifications. The Drawings and Specifications are provided to provide layout, quantities and general quality of Equipment and materials to be incorporated in the PROJECT.

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(2) Specifications:
(A) Bakersfield Water Dept Solar PV Design Requirement
Specification
(B) Tesla Megapack 2XL Design Installation Manual
(C) Tesla Industrial Energy Approved Vendor List
(D) Standard Tesla System Controller Enclosure Installation Manual
(E) Megapack Grounding Conductor Recommendations
AppNote
(3) ETB Controller Tesla Wiring Diagram & Schematic 10102025 (e) ALLOWANCES AND CONTINGENCIES
(1) Allowances.
(A) The allowances will be used to cover the costs for labor, material and Equipment associated with the following WORK defined in this section. All change orders against this allowance are subject to review, negotiation, and approval by the CITY prior to the WORK being performed. The CITY will be responsible for any costs over the value of the allowance. If there is a balance of the allowance remaining after all SCOPE OF WORK is completed, then the CITY will receive the balance of the allowance, as a credit to the Contract Sum. The value of the allowance will be reconciled after the associated SCOPE OF WORK is completed.
(B) CITY Allowance - 2026 Cost Escalations: $200,000
(C) CITY Allowance - Soils: $166,000
(2) Contingencies.
(A) CITY’s Contingency: $300,000
(3) CONTRACTOR’s Contingency exists to mitigate PROJECTrelated risks for which CONTRACTOR is responsible. This Contingency is intended to cover costs due to the negligence or failure of CONTRACTOR, CONTRACTOR’s subcontractors and suppliers or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable to fulfill a specific responsibility

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of the AGREEMENT. CONTRACTOR’s Contingency is understood by CONTRACTOR and CITY to be “spent” money.
(4) Supplementary and other Conditions of the AGREEMENT.

SCHEDULE A-6 CONTRACTOR’S PERSONNEL. CONTRACTOR’s key personnel are properly licensed and have the experience to perform the WORK called for under this AGREEMENT.

SCHEDULE A-7 TIME.
(a) Construction and installation of energy-saving and/or energygenerating equipment (“Equipment”) by CONTRACTOR will proceed throughout the Construction Period described in the detailed schedule of construction, which will be submitted to CITY following commencement of the Construction Phase.

This schedule will be updated throughout construction to reflect ongoing progress on the PROJECT.
(b) Weather disruptions, availability of necessary Equipment, remediation of hazardous materials, and other delays beyond the control of CONTRACTOR will not count toward the Construction Period. The completion dates will be modified by Change Order for these events.

SCHEDULE A-8 SYSTEMS STARTUP AND EQUIPMENT COMMISSIONING.

CONTRACTOR will conduct a thorough and systematic performance test of each element and total system of the installed Equipment in accordance with the procedures specified in Schedule A-5(d) Specifications, and prior to acceptance of the PROJECT by CITY. CONTRACTOR will provide notice to the CITY of the scheduled test(s) and the CITY and/or its designees will have the right to be present at any or all such tests conducted by CONTRACTOR and/or manufacturers of the Equipment. CONTRACTOR will be responsible for correcting and/or adjusting all deficiencies in systems and Equipment operations that may be observed during system commissioning procedures.

SCHEDULE A-9 EQUIPMENT WARRANTIES.

EXCEPT FOR THE WARRANTIES PROVIDED IN THIS Schedule A-9, CONTRACTOR

MAKES NO WARRANTIES IN CONNECTION WITH THE WORK PROVIDED UNDER THIS

AGREEMENT, WHETHER EXPRESS OR IMPLIED IN LAW, INCLUDING ANY IMPLIED

WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY IMPLIED WARRANTIES AGAINST INTELLECTUAL PROPERTY INFRINGEMENT. CITY

WILL HAVE NO REMEDIES AGAINST EITHER CONTRACTOR OR ANY CONTRACTOR

SUBCONTRACTOR OR VENDOR FOR ANY DEFECTIVE MATERIALS OR EQUIPMENT

INSTALLED, EXCEPT FOR THE REPAIR OR REPLACEMENT OF SUCH MATERIALS OR EQUIPMENT IN ACCORDANCE WITH THE WARRANTIES INDICATED BELOW.

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(a) CONTRACTOR covenants and agrees that all material and Equipment installed as part of this AGREEMENT will be new, in good and proper working condition and protected by appropriate written warranties covering the performance of parts and Equipment, which will be transferred to CITY upon Substantial Completion. CONTRACTOR further warrants that its workmanship provided hereunder, including its subcontractors’ workmanship, will be free of material defects for a period of one (1) year from the date of Substantial Completion as indicated on the executed Certificate of Substantial Completion (“Contractor Warranty”). Notwithstanding the preceding sentence, the date the Contractor Warranty commences with respect to a specific piece or pieces of Equipment may be further defined in Schedule 1-A.
(b) Equipment and material warranties that exceed the Contractor Warranty period will be provided directly by the Equipment and/or material manufacturers and such warranties will be assigned directly to CITY, after the one (1) year period. During the Contractor Warranty period, CONTRACTOR will be CITY’s agent in working with the Equipment and material manufacturers in resolving any Equipment or material warranty issues. If any material defects are discovered within the Contractor Warranty period, CONTRACTOR, or CONTRACTOR’s subcontractors, will correct its defects, and/or CONTRACTOR will work with the Equipment or material manufacturer as CITY’s agent to facilitate the manufacturer’s correction of the Equipment or material defect. Such warranty services will be performed in a timely manner and at the reasonable convenience of CITY. If a warranty issue arises on any Equipment or material installed after the Contractor Warranty period, and the Equipment or material has a warranty period that exceeds one (1) year, CITY will contact the manufacturer directly to resolve such warranty issues and CITY acknowledges that the manufacturer will have sole responsibility for such issues. (c) The warranties in this Schedule A-9 expressly exclude any remedy for damage or defect caused by improper or inadequate maintenance of the installed Equipment by service providers other than CONTRACTOR or its subcontractors, corrosion, erosion, deterioration, abuse, modifications or repairs not performed by an authorized subcontractor, improper use or operation, or normal wear and tear under normal usage. CONTRACTOR will not be responsible for the cost of correcting a breach of warranty or defect to the extent that the manufacturer of the Equipment that is the subject of a warranty hereunder does not honor its Equipment warranty as a result of its termination of operations, insolvency, liquidation, bankruptcy or similar occurrence. Unless otherwise specified, all warranties hereunder, including without limitation those for defects, whether latent or patent, in design, engineering, or construction, will terminate one (1) year from the date of Substantial Completion; and thereafter, CONTRACTOR will have no liability for breach of any warranty or for any latent or

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patent defect of any kind pursuant to California Code of Civil Procedure §§337.1 and 337.15.
(d) CITY and CONTRACTOR have discussed the risks and rewards associated with this PROJECT, as well as the Contract Sum to be paid to CONTRACTOR for performance of the WORK. CITY and CONTRACTOR agree to allocate certain of the risks so that, to the fullest extent permitted by Applicable Law, CONTRACTOR’s total aggregate liability to CITY and all third parties is limited to the Contract Sum for any and all injuries, damages, claims, losses, expenses, or claim expenses (including attorney’s fees) arising out of this AGREEMENT from any cause or causes. Such causes include, but are not limited to, negligence, errors, omissions, strict liability, breach of AGREEMENT, or breach of warranty.

SCHEDULE A-10 TRAINING BY CONTRACTOR. CONTRACTOR will conduct the training program described in Schedule C-9 hereto. Such training must be completed prior to acceptance of the Equipment installation. CONTRACTOR will provide ongoing training whenever requested by CITY with respect to updated or altered Equipment, including upgraded software. Such training will be provided at no charge to the CITY.

SCHEDULE A-11 PERMITS AND APPROVALS; COORDINATION.
(a) Permits and Approvals. The Equipment and the operation of the Equipment by CONTRACTOR will at all times conform to all applicable federal, state and local code requirements. CITY will cooperate fully with CONTRACTOR in obtaining all necessary permits and approvals for installation of the Equipment.

CONTRACTOR is responsible for obtaining and paying for all permits, except those permits to be issued by CITY itself. CITY will be responsible for obtaining and paying for annual operating permits and any approvals or exemptions required by CEQA. CONTRACTOR will furnish copies of each permit or license which is required to perform the WORK to the CITY before CONTRACTOR commences the portion of the WORK requiring such permit or license. CITY is responsible for hiring and paying inspectors, and for fees associated with plan checks (including expedited plan checks), inspections, certifications, and utility interconnection(s), including any additional WORK that may be required by the electric utilities as part of interconnection.
(b) Coordination During Installation. The CITY and CONTRACTOR will coordinate the activities of CONTRACTOR’s Equipment installers with those of the CITY, its employees, and agents. CONTRACTOR will not commit or permit any act which will unreasonably interfere with the performance of business activities conducted by the CITY or its employees without prior written approval of the CITY.

SCHEDULE A-12 LOCATION AND ACCESS. CITY will provide sufficient space on the PREMISES for the installation and operation of the Equipment and will take

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reasonable steps to protect such Equipment from harm, theft and misuse. CITY will provide access to the PREMISES for CONTRACTOR to perform any function related to this AGREEMENT during regular business hours, or such other reasonable hours as may be requested by CONTRACTOR and reasonably acceptable to the CITY. CONTRACTOR’s access to PREMISES to make emergency repairs or corrections as it may determine are needed will not be unreasonably restricted by the CITY.

SCHEDULE A-13 EQUIPMENT SERVICE.
(a) Actions by CONTRACTOR. CONTRACTOR will provide all service, repairs, and adjustments to the Equipment installed under terms of this AGREEMENT pursuant to Schedule C-3. CITY will incur no cost for Equipment service, repairs, and adjustments, except as set forth in the COMPENSATION SCHEDULE, provided, however, that if CONTRACTOR determines that the need for maintenance or repairs principally arises due to the negligence or willful misconduct of the CITY or any employee or other agent of CITY, CONTRACTOR may charge CITY for the actual cost of the maintenance or repair insofar as such cost is not covered by any warranty or insurance proceeds. (b) Malfunctions and Emergencies. CITY will use its best efforts to notify CONTRACTOR or its designee(s) within twenty-four (24) hours after the CITY’s actual knowledge of the occurrence of: (i) any malfunction in the operation of the Equipment or any preexisting energy-related equipment that might materially impact upon any energy savings guaranteed by CONTRACTOR, (ii) any interruption or alteration to the energy supply to the PREMISES, or (iii) any alteration or modification in any energy-related Equipment or its operation. (c) Where CITY exercises due diligence in attempting to assess the existence of a malfunction, interruption, or alteration it will be deemed not at fault in failing to correctly identify such conditions as having a material impact upon the Guaranteed Energy Savings. CITY will notify CONTRACTOR within twenty-four (24) hours upon its having actual knowledge of any emergency condition affecting the Equipment. CONTRACTOR or its designee(s) will respond within twenty-four (24) hours to promptly proceed with corrective measures. Any telephonic notice of such conditions by CITY will be followed within three (3) business days by written notice to CONTRACTOR from CITY. If CITY unreasonably delays in so notifying CONTRACTOR of a malfunction or emergency, and the malfunction or emergency is not otherwise corrected or remedied, such conditions will be treated as a Material Change (as defined herein) and the applicable provisions of Schedule 2-B will be applied.
(d) Actions by CITY. CITY may not move, remove, modify, alter, or change in any way the Equipment or any part thereof without the prior written approval of CONTRACTOR except as set forth in Schedule C-4. Notwithstanding

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the foregoing, CITY may take reasonable steps to protect the Equipment if, due to an emergency, it is not possible or reasonable to notify CONTRACTOR before taking any such actions. In the event of such an emergency, CITY will take reasonable steps to protect the Equipment from damage or injury and will follow instructions for emergency action provided in advance by CONTRACTOR. CITY agrees to maintain the PREMISES in good repair and to protect and preserve all portions thereof, which may in any way affect the operation or maintenance of the Equipment.

SCHEDULE A-14 BONDS.
(a) Any and all performance and payment bonds obtained by CONTRACTOR for the PROJECT will specifically exclude coverage for those portions of the AGREEMENT or the WORK pertaining to design services and any other part of this AGREEMENT and the ESPC DOCUMENTS which do not relate specifically to construction management and supervision of WORK for purchasing and installing of Equipment, or for work to be accomplished by the CITY.

SCHEDULE A-15 OWNERSHIP.
(a) Ownership of Existing Equipment. Ownership of the equipment and materials presently existing at the PREMISES at the time of execution of this AGREEMENT will remain the property of the CITY even if they are replaced or their operation made unnecessary by WORK performed by CONTRACTOR pursuant to this AGREEMENT. If applicable, CONTRACTOR will advise the CITY in writing of all equipment and materials to be replaced at the PREMISES and the CITY will within thirty (30) days designate in writing to CONTRACTOR which equipment and materials (other than Hazardous Substances (as defined herein), which will be the responsibility of CITY) should not be disposed of off-site by CONTRACTOR. It is understood and agreed by both PARTIES that the CITY will be responsible for and designate the location and storage for any equipment and materials that should not be disposed of off-site. CONTRACTOR will be responsible for the disposal of all equipment and materials (other than Hazardous Substances) designated by the CITY as disposable off-site in accordance with all Applicable Laws and regulations regarding such disposal. CONTRACTOR will not be responsible for the removal and/or disposal of any Hazardous Substances except as specified in the SCOPE OF WORK.
(b) New Equipment. All new Equipment or materials supplied to the CITY will become the property of the CITY upon installation and payment therefor.

CONTRACTOR will grant to the CITY a perpetual, irrevocable royalty-free license for any CONTRACTOR software or other CONTRACTOR intellectual property rights necessary for the CITY to continue to operate, maintain, and repair the Equipment in a manner that will yield maximal energy consumption reductions.

SCHEDULE A-16 GUARANTEE PHASE SERVICES.

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(a) Facility Personnel Assistance.
(1) CONTRACTOR’s commissioning group will assist CITY personnel in achieving the most efficient operation of CITY’s infrastructure. The commissioning group will remotely monitor the new infrastructure and will help identify potential problems as well as work with the facility staff to enhance and implement energy conservation strategies.
(2) CITY will be responsible for the maintenance of all energy systems, including lighting, mechanical, electrical, and building automation control systems per Schedule C-4.
(b) Savings Tracking and Reporting.
(1) CONTRACTOR will be responsible for the monthly tracking and monitoring of the PROJECT and will provide ongoing assistance to CITY’s staff. (2) CONTRACTOR will provide a quarterly savings report. This report will detail current monthly savings, year-to-date savings, and guaranteed savings.

This report will also show the actual savings in units of energy. (c) Utility Rate Negotiation.
(1) If, during the term of this AGREEMENT, deregulation of the electric and gas utilities should occur, CONTRACTOR will have the right to negotiate on behalf of the CITY, in whole or in part, other utility services beyond the current providers of those services. CONTRACTOR will represent the CITY as long as the services being negotiated are cost competitive for the CITY.

CONTRACTOR will seek cost-competitive providers of those services who can provide equal or better-quality service. In the event that the CITY is able to locate a more cost-competitive provider, with equal quality, CONTRACTOR will agree to use that provider. The purpose of this paragraph is to minimize utility costs for the CITY.
(d) Cancellation.
(1) CITY may cancel the Guarantee Phase services on any anniversary of the commencement of Guarantee Services, or at the end of CITY’s fiscal year. If CITY cancels these services, CONTRACTOR reserves the right to cancel the Energy Savings Guarantee as outlined in the Energy Savings Guarantee in the form of Exhibit 2.

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SCHEDULE B

COMPENSATION TO CONTRACTOR
SCHEDULE B-0 PURPOSE. This COMPENSATION SCHEDULE is attached to, and forms an integral part of, the AGREEMENT. Capitalized terms used and not defined in this COMPENSATION SCHEDULE have the meanings given them in the AGREEMENT. The CITY will compensate and make payments to CONTRACTOR for the Construction Phase services and Guarantee Phase services as follows:

SCHEDULE B-1 CONSTRUCTION PHASE.
(a) For CONTRACTOR’s performance of the Construction, the CITY will pay CONTRACTOR the Construction Phase Contract Sum of NINE MILLION TWO HUNDRED TWELVE THOUSAND SIX HUNDRED TWENTY-FIVE DOLLARS ($9,212,625) in current funds for CONTRACTOR’s performance of the AGREEMENT. (b) Services not offered by CONTRACTOR will be a direct pass through to the CITY. These services include consultant fees which have not been identified in the DETAILED IGA REPORT, Schedule A-5 of this AGREEMENT, or the ESPC DOCUMENTS; such fees are not included in the Construction Phase Sum of this AGREEMENT. The CITY is expected to pay for these services within 30 days to avoid delays to the PROJECT.
(c) Changes in the Construction Phase Contract Sum. Changes to the Contract Sum are warranted for, but are not limited to: Hazardous Substances, additions or modifications to the SCOPE OF WORK, and Differing Site Conditions, each as defined in this AGREEMENT. All additional costs associated with these items will be the responsibility of CITY.

SCHEDULE B-2 GUARANTEE PHASE.
(a) For CONTRACTOR’s performance of the Energy Savings Guarantee, the CITY will pay CONTRACTOR in current funds for CONTRACTOR’s performance of the Guarantee Phase services following Final Completion of the entire PROJECT, and issue to CONTRACTOR the “Certificate of Acceptance - Final Completion” as defined in Schedule 1-B.
(b) The Guarantee Phase Contract Sum will be identified in the Energy Savings Guarantee.

SCHEDULE B-3 PAYMENT PROCEDURES.
(a) Construction Phase Payments.
(1) PROJECT Mobilization. For the initial Application for Payment, the CITY will pay CONTRACTOR the Sum of NINE HUNDRED TWENTY-ONE

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THOUSAND TWO HUNDRED SIXTY-TWO DOLLARS ($921,262) to allow for mobilization of CONTRACTOR and subcontractors.
(2) Progress Payments. CONTRACTOR will provide a monthly Application for Payment to CITY for WORK completed during the previous month.

The CITY will make payment in the manner and within the time provided in Section

4.2 of the AGREEMENT. Until the PROJECT is complete, as identified as a line item in the Schedule of Values, CITY will pay one hundred percent (100%) of the amount due to CONTRACTOR on account of progress payments. CONTRACTOR will provide a Retainage Bond that represents ten percent (10%) of the total AGREEMENT value.
(3) Schedule of Values. CONTRACTOR will prepare and submit a complete schedule of values along with the initial Application for Payment.

Projects listed as line items in the Schedule of Values will be treated as individual projects for the purposes of Progress Payments, Substantial Completion, Final Completion, and withholding of retention amounts.
(4) Substantial Completion. Substantial Completion is the stage in the progress of the PROJECT when the PROJECT or designated portion thereof is sufficiently complete in accordance with the ESPC DOCUMENTS so that the CITY can utilize the WORK for its beneficial use.

When CONTRACTOR considers that an individual PROJECT is substantially complete, CONTRACTOR will prepare and submit to the CITY a comprehensive list of items to be completed or corrected prior to final payment (the “Punch List”).

Upon receipt of CONTRACTOR’s Punch List, the CITY will, within seven (7) days, inspect the WORK to determine whether the WORK or designated portion thereof is substantially complete. If the CITY’s inspection discloses any item, whether or not included on the Punch List, which is not sufficiently complete in accordance with the ESPC DOCUMENTS so that the CITY can utilize the PROJECT or designated portion thereof for its intended use, CONTRACTOR will, before issuance of the Certificate of Acceptance - Final Completion, complete or correct such item upon notification by the CITY. In such case, CONTRACTOR will then submit a request for another inspection by the CITY to determine Substantial Completion.

When the WORK or designated portion thereof is substantially complete, CONTRACTOR will prepare a Certificate of Substantial Completion which will establish the date of Substantial Completion, will establish responsibilities of the CITY and CONTRACTOR for security, maintenance, heat, utilities, damage to the PROJECT and insurance, and will fix the time within which CONTRACTOR will finish all items on the Punch List accompanying the Certificate. Warranties required by the ESPC DOCUMENTS will commence on the date of Substantial Completion of the PROJECT or designated portion thereof unless otherwise provided in the

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Certificate of Substantial Completion. The Certificate of Substantial Completion will be submitted to the CITY for their written acceptance of responsibilities assigned to them in such Certificate.
(5) Substantial Completion Payment. Upon Substantial
Completion acceptance, the CITY will make payment of retainage applying to such WORK or designated portion thereof within the time provided in Section 4.2 of the AGREEMENT. Such payment will be reasonably adjusted to reflect the dollar value of WORK that is incomplete or not in accordance with the requirements of the ESPC DOCUMENTS.
(6) Final Completion and Payment. After CONTRACTOR’s
completion of all Punch List items, PROJECT closeout requirements, and upon receipt of written notice that the PROJECT is ready for final inspection and acceptance and upon receipt of a Final Application for Payment, the CITY will make such inspection within seven (7) days and, should the CITY find the PROJECT acceptable under the ESPC DOCUMENTS and the AGREEMENT fully performed (such finding, “Final Completion”), the CITY will execute and issue the Certificate of Acceptance within two (2) days from the final inspection and pay the entire balance found to be due to CONTRACTOR as stated in the Final Application for Payment within the time provided in Section 4.2 of the AGREEMENT. (b) Failure of Payment. If the CITY does not pay CONTRACTOR within five (5) days after the date established in Section 4.2 of the AGREEMENT, then CONTRACTOR may, upon written notice to the CITY, stop the WORK until payment of the amount owing has been received. The AGREEMENT Time will be extended appropriately, and the Contract Sum will be increased by the amount of CONTRACTOR’s reasonable costs of shut-down, delay and start-up, plus interest.

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SCHEDULE C

ADDITIONAL RESPONSIBILITIES
SCHEDULE C-1 SYSTEM START-UP & COMMISSIONING.
(a) CONTRACTOR will perform start-up and commissioning services for all Equipment installed.

SCHEDULE C-2 OPERATING PARAMETERS OF INSTALLED EQUIPMENT. (a) CONTRACTOR will provide operating parameters in the Operation and Maintenance Manuals. These manuals will be provided to CITY prior to Final Completion.

SCHEDULE C-3 CONTRACTOR MAINTENANCE RESPONSIBILITIES.
(a) CONTRACTOR will be responsible only for those O&M services specifically described in this SCOPE OF WORK and only with respect to the Equipment expressly identified therein. CONTRACTOR will have no responsibility for maintenance of any other equipment on the PREMISES.

SCHEDULE C-4 CITY MAINTENANCE RESPONSIBILITIES.
(a) CITY is required to perform all necessary maintenance as recommended by the manufacturer in the Operation and Maintenance manuals (to be provided upon Final Completion) for Equipment installed as part of this AGREEMENT, as well as all additional equipment that will continue to operate in CITY facilities.

SCHEDULE C-5 FACILITY MAINTENANCE CHECKLIST.
(a) CONTRACTOR will provide CITY with a complete facility maintenance checklist prior to the Acceptance of Final Completion.

SCHEDULE C-6 CITY INFORMATION TECHNOLOGY RESPONSIBILITIES. (a) CITY is responsible for providing a working WAN infrastructure connecting multiple buildings and configuring it for connecting new internetbased building control system, accessible via standard web-browser from inside and outside the CITY’s network.
(b) CITY is responsible for providing network connection(s) (cables and switches), open ports and IP addresses for connection of building control system’s web server to CITY’s network for internet accessibility. (c) CITY will engage their IT representative familiar with the CITY’s network to work with CONTRACTOR and its subcontractors to establish IP addresses and communications to assure proper operation of the building control system with the CITY’s wide area network.

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SCHEDULE C-7 DIFFERING SITE CONDITIONS.
(a) The conditions at the PREMISES are the responsibility of the CITY regardless of whether or not they could be identified by an investigation or exploration conducted according to the professional standard of care. A “Differing Site Condition” is a subsurface, hidden, latent, or physical condition at a PROJECT site/building not revealed by the site exploration, site investigation, or other information provided by the CITY and which cannot be reasonably anticipated. Special risks occur whenever engineering is applied to identifying site/building conditions. Even a comprehensive investigation, according to the professional standard of care, may not detect all subsurface or site/building conditions. CONTRACTOR will not be liable for site/building conditions that could not be identified by such an investigation or exploration. Accordingly, the CITY agrees to indemnify, including all costs and fees, and hold CONTRACTOR harmless from all claims for Differing Site Conditions.

SCHEDULE C-8 HAZARDOUS SUBSTANCES.
(a) CONTRACTOR contemplates that it will not encounter any Hazardous Substances at the PREMISES, except as has been disclosed as a pre-existing condition by CITY. However, any disclosure of Hazardous Substances that will affect the performance of the WORK will constitute a valid basis for a Change Order.
(b) “Hazardous Substances” means (i) any hazardous, toxic, or dangerous wastes, substances, chemicals, constituents, contaminants, pollutants, and materials and any other carcinogenic, liquids, corrosive, ignitable, radioactive, reactive, toxic, or otherwise hazardous substances or mixtures (whether solids, liquids, gases) now or at any time subject to regulation, control, remediation, or otherwise addressed under Applicable Laws; (ii) any “hazardous substance” as defined by the Resource, Conservation and Recovery Act of 1976 (42 U.S.C. §6901 et seq.), as amended, and regulations promulgated thereunder; (iii) any “hazardous, toxic or dangerous waste, substance or material” specifically defined as such in 42 U.S.C. §9601 et seq., as amended and regulations promulgated thereunder; and (iv) any hazardous, toxic or dangerous waste, substance, or material as defined in any so-called “superfund” or “superlien” law.

SCHEDULE C-9 TRAINING REQUIREMENTS.
(a) CONTRACTOR will provide sixteen (16) hours of dedicated training prior to Final Completion to ensure proper understanding of installed systems.

Additional training will be provided at no additional cost until Final Completion as deemed necessary by CITY and CONTRACTOR.

SCHEDULE C-10 TRENCHING.

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(a) Pursuant to California Labor Code §6705, if the WORK is a public work involving an estimated expenditure in excess of $25,000 and includes the excavation of any trench or trenches five (5) feet or more in depth, CONTRACTOR will, in advance of excavation, submit to CITY and/or a registered civil or structural engineer, employed by CITY, to whom authority to accept has been delegated, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches, which provisions will be no less effective than the current and applicable CAL-OSHA Construction Safety Orders. No excavation of such trench or trenches may commence until this detailed plan has been accepted by CITY or by the person to whom authority to accept has been delegated by CITY. Pursuant to California Labor Code §6705, nothing in this Schedule C-10 imposes tort liability on CITY or any of its employees.

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SCHEDULE 1-A

CERTIFICATE OF SUBSTANTIAL COMPLETION

PROJECT PROJECT
Number:

From: Willdan Energy Solutions To (CITY): City of Bakersfield Water Department
2401 East Katella
Avenue, Suite 300 1000 Buena Vista Road
Anaheim, CA 92806 Bakersfield, CA 93311

PROJECT OR PORTION OF THE PROJECT DESIGNATED FOR PARTIAL OCCUPANCY OR USE WILL INCLUDE:

SCOPE OF WORK A {Identify the WORK, or portion thereof per the schedule of values, that is substantially complete}
The WORK performed under this AGREEMENT has been reviewed and found, to the best of the CITY’s knowledge, information, and belief, to be substantially complete. Substantial Completion is the stage in the progress of the WORK when the WORK or designated portion is sufficiently complete in accordance with the ESPC DOCUMENTS so that the CITY can occupy or utilize the WORK for its intended use. The date of Substantial Completion of the PROJECT or portion designated above is the date of issuance established by this Certificate, which is also the date of commencement of applicable warranties required by the ESPC DOCUMENTS, except as stated below:
{Identify warranties that do not commence on the date of Substantial Completion, if any, and indicate their date of commencement} Warranty Date of
Commencement
Equipment A, if any
CITY’S REPRESENTATIVE BY (Signature) DATE OF ISSUANCE
A list of items to be completed or corrected is attached hereto. The failure to include any items on such a list does not alter the responsibility of CONTRACTOR to complete all WORK in accordance with the ESPC DOCUMENTS. Unless

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otherwise agreed to in writing, the date of commencement of warranties for items on the attached list will be the date of issuance of the final Certificate of Payment or the date of final payment.

The estimated cost of WORK that is
incomplete or defective:
$ 0.00
CONTRACTOR will complete or correct the WORK on the list of items attached hereto within [___] days from the above date of Substantial Completion:

CONTRACTOR BY (Signature) DATE
The CITY accepts the WORK or designated portion as substantially complete and will assume full possession thereof on the above date of Substantial Completion.

CITY assumes responsibility for security, maintenance, heat, utilities, damage to the WORK and insurance.

CITY BY (Signature) DATE

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SCHEDULE 1-B

CERTIFICATE OF ACCEPTANCE - FINAL COMPLETION
This is to certify that a final inspection of the PROJECT has been conducted jointly by CONTRACTOR and the City of Bakersfield Water Department, and that the PARTIES have determined that the PROJECT has been fully completed in accordance with the ESPC DOCUMENTS. All guarantees and warranties that have not commenced previously will commence as of the date of completion below.

CITY accepts the PROJECT as being fully completed and assumes all responsibility for the PREMISES. CITY will promptly record a notice of completion or notice of acceptance in the office of the county recorder in accordance with California Civil Code §9204. CONTRACTOR remains responsible for correcting errors and omissions discovered subsequent to the execution of this document and to respond to claims made under applicable warranties.

CONTRACTOR CITY
Signed Signed
Name Name
Title Title

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EXHIBIT 2

FORM OF ENERGY SAVINGS GUARANTEE
EXHIBIT 2-1 GUARANTEE PHASE CONTRACT SUM.
(a) CITY will pay CONTRACTOR annual payments for Guarantee Phase services in the amounts listed below, subject to Schedule B and any other applicable terms of this Energy Savings Guarantee:

Solar PV Electricity Guarantee
Year One through Three: $0.00 (included in Construction Phase Contract Sum)
Year Four and Beyond: Determined upon request for CITY
EV Chargers Net Utility and Uptime
Guarantee
Year One: $0.00 (included in Construction Phase
Contract Sum)
Year Two and Beyond: Determined upon request for CITY
(b) CITY may cancel the Guarantee Phase services on any anniversary of the commencement of Guarantee Services, or at the end of CITY’S fiscal year.

If CITY cancels these services, CONTRACTOR reserves the right to cancel the Energy Savings Guarantee as outlined in this Exhibit 2.

EXHIBIT 2-2 CITY’S COMPLIANCE WITH FACILITIES MAINTENANCE CHECKLIST. (a) The PARTIES acknowledge and agree that CONTRACTOR has entered into this AGREEMENT in reliance upon the prospect of earning compensation, as set forth on SCHEDULE B and Exhibit 2-1. (b) The PARTIES further acknowledge and agree that any Guaranteed Energy Savings would not likely be obtained unless certain procedures and methods of operation designed for energy savings conservation will be implemented and followed by CITY on a regular and continuous basis. (c) CITY agrees that it will adhere to, follow and implement the energy savings conservation procedures and methods of operation to be set forth in Schedule C-4.
(d) CITY agrees that CONTRACTOR will have the right once a month, with prior notice, to inspect the PREMISES to determine if CITY is complying, and has complied, with its obligations as set forth above in Schedule C-4. For the purpose of determining CITY’s compliance, the checklist to be set forth on Schedule C-5,

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as completed and recorded by CONTRACTOR during its monthly inspections, will be used to measure and record CITY’s compliance. CITY will make the PREMISES available to CONTRACTOR for and during each monthly inspection and will have the right to witness each inspection and the recordations on the checklist.

EXHIBIT 2-3 UPGRADING OR ALTERING CITY’S EQUIPMENT.
(a) Subject to CITY’s prior written approval, which will not be unreasonably withheld, CONTRACTOR will at all times have the right (but not the obligation) to change the Equipment, revise any procedures for the operation of the Equipment or implement other energy saving actions for the PREMISES, provided that:
(1) Such modifications or additions to, or replacement of, the Equipment, and any operational changes or new procedures, are necessary to enable CONTRACTOR to achieve the energy savings for the PREMISES; and (2) Any cost incurred relative to such modifications, additions or replacement of the Equipment, or operational changes or new procedures will be the responsibility of CONTRACTOR.
(b) All modifications, additions or replacements of the Equipment or revisions to operating or other procedures will be described in a supplemental Schedule(s) to be provided to the CITY for approval, which will not be unreasonably withheld, provided that any replacement of the Equipment will be new and have equal or better potential to reduce energy consumption for the PREMISES than the Equipment being replaced. CONTRACTOR will update any and all software to be used in connection with the Equipment in accordance with the provisions of Schedule A-15. All replacements of and alterations or additions to the Equipment will become part of the Equipment described in the SCOPE OF WORK.

EXHIBIT 2-4 MATERIAL CHANGES.
(a) Material Changes Defined. A Material Change will include any change in or to the PREMISES, whether structural, operational or otherwise in nature which reasonably could be expected, in the reasonable judgment of CONTRACTOR, to increase or decrease annual energy consumption in accordance with the provisions and procedures set forth in Schedule 2-B, by at least 0.5% after adjustments for climatic variations. Actions by the CITY which may result in Material Change include but are not limited to the following:
(1) Manner of use of PREMISES by the CITY; or
(2) Hours of operation for the PREMISES or for any equipment or energy-using systems operating at the PREMISES; or

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(3) Occupancy of the PREMISES; or
(4) Structure of the PREMISES; or
(5) Types and quantity of equipment used at the PREMISES; or (6) Modification, renovation or construction at the PREMISES; or (7) The CITY’s failure to provide maintenance of or repairs to the Equipment in accordance with Schedule C-4; or
(8) Any other conditions, other than climate, affecting energy use at the PREMISES.
(b) Reported Material Changes; Notice by CITY. The CITY will use its best efforts to deliver to CONTRACTOR a written notice describing all actual or proposed Material Changes in the PREMISES or in the operation of the PREMISES at least thirty (30) days before any actual or proposed Material Change is implemented or as soon as is practicable after an emergency or unplanned event. Notice to CONTRACTOR of Material Changes caused by a bona fide emergency or other situation which precludes advance notification will be deemed sufficient if given by the CITY within thirty (30) hours after having actual knowledge that the event constituting the Material Change occurred or was discovered by the CITY to have occurred.
(c) Unreported Material Change. In the absence of any Material Changes in the PREMISES or in their operations, the baseline energy consumption as set forth in Schedule 2-A should not change more than two percent (2%) during any month from the projected energy use for that month, after adjustments for changes in climate conditions. Therefore, if energy consumption for any month as set forth in Schedule 2-A deviates by more than two percent (2%) from the energy consumption of the same month of the preceding year after adjustments for changes to climatic conditions, then such deviation will be timely reviewed by CONTRACTOR to ascertain the cause of deviation. CONTRACTOR will report its findings to the CITY in a timely manner and CONTRACTOR will determine what, if any, adjustments to the baseline will be made in accordance with the provisions set forth in Schedule 2-B.

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EXHIBIT 2-5 GUARANTEED ENERGY SAVINGS.
(a) Solar Photovoltaic Savings Guarantee. CONTRACTOR guarantees that CITY will produce [706,913] kWh in Year 1. The Solar PV generation is expected to degrade by 2.0% in the first year of operation, and then 0.5% per year after that. The total guaranteed production accounting for this degradation is shown below:

PV Production Guarantee - Full Portfolio
M&V Year Guarantee Solar PV Production
(kWh)
Year 1 706,913
Year 2 703,378
Year 3 699,861
Total 2,110,152
(1) International Performance Measurement and Verification Protocol Option B - Fully Measured Retrofit Isolation will be utilized to verify annual electric production of [706,913] kWh from the Solar PV measure following the completion of the SCOPE OF WORK in Year 1. This guarantee comprises 90% of the total estimated generation from the PV measure, as well as a 2.0% degradation rate for the module’s first year. The guaranteed savings for subsequent years will be derated by 0.5% annually to account for normal degradation of the PV system. Post installation energy consumption will be compared to baseline energy consumption as described in Schedule 2-B.

Guaranteed solar PV production is shown in the following table:
(2) Electric Vehicle Chargers Guarantee. The estimated energy and cost savings for this project are based largely on the rate of electrification of the CITY fleet, which is outside the scope of this AGREEMENT. The fleet composition, miles driven, and average fuel consumption are pre-approved and PV Production Guarantee by Site Guaranteed Production
PREMISES Site
Simulated
Annual
Production
Year 1 Year 2 Year 3 Total
Interface Pumping
Facility - Base Design 732,598 644,687 641,463 638,256 1,924,406 Water Dept Resources
Building Base Design 70,711 62,226 61,915 61,605 185,746 Total 803,310 706,913 703,378 699,861 2,110,152

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stipulated values used in the savings calculations. The key performance indicator for the energy guarantee and M&V approach will be the availability of the new EV charging infrastructure. Equipment “uptime” will be quantified via periodic reporting during the performance period as described in Schedule 2-B. This approach is informed by Option A - Retrofit Isolation (Key Parameter Measurement), of the International Performance Measurement & Verification Protocol (IPMVP). The performance period will encompass 1 year. (3) Electric Vehicle Chargers Fuel Savings Guarantee. The final cost savings are based on the expected fuel savings by switching from internal combustion engine vehicles to battery electric vehicles. The guaranteed savings are stipulated as it can only be achieved when the CITY fleet has transitioned to 100% EVs. The guaranteed savings deducts a 10% risk factor from the estimated savings. Should actual uptime fall below 97% a shortfall payment will be issued to the CITY, as defined in Schedule 2-B.
(b) Battery Energy Storage System Guarantee. CITY and CONTRACTOR agree that an additional energy savings of $278,100 annually is achieved as guaranteed at the Water Department Interface Facility from Battery Energy Storage System installation. No further tracking or monitoring of these savings will take place.
(c) EV Vehicle Operations and Maintenance Guarantee. CITY and CONTRACTOR agree that annual maintenance savings of: $14,967 at 1000 Buena Vista are achieved as guaranteed. No further tracking or monitoring of these savings will take place. Operations and Maintenance savings are not expected to be achieved from the installation of the Solar PV or Battery Energy Storage Systems.

EXHIBIT 2-6 SAVINGS REPORTING AND RECONCILIATION.

No more than eighteen (18) months following Final Completion, CONTRACTOR will provide CITY with a savings report identifying the Actual energy savings achieved during the installation period as well as a period of twelve (12) consecutive months during this period following Final Completion. The total Actual energy savings and Energy Savings Guarantee are defined as:

EV Charging Fuel Savings
PREMISES Estimated Net
Savings
Guaranteed
Savings
1000 Buena Vista $16,704 $14,583

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(a) Actual Energy Savings = Construction Period Savings + Performance Period Savings x Guarantee Term
Where: Performance Period savings is savings from a period of twelve (12) consecutive months during the period following Final Completion
(b) Energy Savings Guarantee = Annual Guarantee Amount x Guarantee Term
(c) In the event that the Actual Energy Savings is in excess of the Energy Savings Guarantee, the Energy Savings Guarantee will be deemed satisfied. No further tracking will be conducted by CONTRACTOR, nor will any additional services be performed.
(d) In the event that Actual energy savings falls short of the Energy Savings Guarantee, CONTRACTOR will reimburse CITY for the full amount of the difference between the Actual Energy and the Energy Savings Guarantee, as described in Schedule 2-B, for the consecutive 12-month period identified. In addition, CONTRACTOR will, at its discretion, perform one of the following actions:
(1) Reimburse CITY for all remaining 12-month periods remaining in the Guarantee Term. The reimbursement for the remaining 12-month periods in the Guarantee Term will use an annual five percent (5%) discount rate to account for the present value of the funds being reimbursed.
(2) Continue to track savings for the 12 months immediately following the previous 12-month guarantee period. At the conclusion of this 12- month term Guarantee Term, CONTRACTOR will provide to CITY a savings report identifying the Actual Energy Savings achieved during the Term. (A) In the event that the most recent Actual Energy Savings is in excess of the Energy Savings Guarantee, the Energy Savings Guarantee will be deemed satisfied. No further tracking will be conducted by CONTRACTOR, nor will any additional services be performed.
(B) In the event that additional savings above guarantee are achieved in any year during the guarantee period, these savings can be used to offset shortfalls in savings in other years. If CONTRACTOR has written a savings shortfall check to the CITY, and later Total Dollar Savings exceed the annual guarantee amount, CITY will reimburse CONTRACTOR up to the amount of CONTRACTOR’s shortfall check, to the extent that the shortfall is made up by savings in excess of the guarantee.

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(C) In the event that the most recent Actual Energy Savings falls short of the Energy Savings Guarantee, CONTRACTOR will reimburse CITY for the full amount of the difference between the Actual Energy and the Energy Savings Guarantee for the consecutive 12-month period identified. In addition, CONTRACTOR will, at its discretion, perform one of the actions described in Exhibit 2-6(d)(1) or Exhibit 2-6(d)(2) above.

EXHIBIT 2-7 UTILITY RATES USED TO CALCULATE SAVINGS.

The utility rates listed in the table below will be used to determine:
(a) The amount of dollar savings achieved each year for purposes of measuring the program’s performance relative to the Energy Savings Guarantee and
(b) The dollar amount that CONTRACTOR will compensate the CITY in the event that there is an Electricity shortfall from the Solar PV systems generation is as follows:

Table 1 - Utility Rates used for determining Actual Energy Costs PREMISES Site Avoided Cost Rates ($/kWh)
Year 1 Year 2 Year 3
Interface Pumping
Facility - Base Design $0.1220 $0.1269 $0.1320
Water Dept
Resources Building
Base Design
$0.2160 $0.2246 $0.2336
(c) The dollar amount that CONTRACTOR will compensate the CITY in the event that there is a shortfall resulting from downtime of the Electric Vehicle Charging Stations is as follows:

Table 2 - Rates used for Calculating Energy Costs

PREMISES
Average
Cost of
Gasoline
($/gal)
Average
Cost of
Diesel
($/gal)
Average
Cost of
Natural
gas
($/gal)
Calculated
Energy Rate
($/kWh)

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1000 Buena
Vista Road $4.060 $4.204 $2.222 $0.2319
EXHIBIT 2-8 REQUIREMENTS OF CITY.

To facilitate successful achievement of the Energy Savings Guarantee, CITY agrees to:
(a) Provide utility data for the meters listed in Schedule 2-A to CONTRACTOR within thirty (30) days of receiving such information from utility providers. Failure to provide data within this timeframe will void the Energy Savings Guarantee.
(b) Provide CONTRACTOR access to all systems and infrastructure covered under the Guarantee; energy management systems which control part or all of the Equipment covered under the Guarantee; personnel with responsibility for operating and/or managing any of the above equipment; and construction documents, equipment inventories, and other documents that may be helpful in evaluating a cause for adjustment.

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SCHEDULE 2-A

BASELINE ENERGY CONSUMPTION
An accurate measurement of Baseline is necessary to facilitate accurate measurement and verification of the Energy Savings Guarantee. Baseline conditions generally include physical, operational, and energy use data on the facility and systems. This Schedule identifies baseline performance and operating factors that influence energy consumption, and how their values will be determined through observations and measurements. The Schedule also demonstrates the calculated Baseline for the CITY’s PREMISES. This Baseline will be used to determine whether Actual Energy exceeds or falls short of the Energy Savings Guarantee. Further data, calculations, and methodology are provided in the DETAILED IGA REPORTS.

SCHEDULE 2-A-1 SOLAR PV.

Install Solar PV to serve the Interface Facility and the Water Resources Office. (a) M&V Option: IPMVP Option B - Fully Measured Retrofit Isolation (b) Applicable Locations. The following facilities will utilize this M&V methodology for the purpose of measuring PV generation. (1) Water Dept - Interface Pumping Station
(2) Water Dept - Resources Building
(c) Definition of Baseline. The baseline is that set of parameters that describe the PV generation during the baseline year.
(d) Energy Baseline Development. The baseline consumption of any new PV installation is defined as the energy performance of the facility prior to the installation of this ECM. Sites with no prior PV installations have a baseline of zero production.

SCHEDULE 2-A-2 EV CHARGERS. An accurate measurement of Baseline is necessary to facilitate accurate measurement and verification of the Energy Savings Guarantee. Baseline conditions generally include physical, operational, and energy use data on the facility and systems. Baseline conditions are included in the associated DETAILED IGA REPORTS provided to the CITY and include data, assumptions, and calculations at the completion of the IGA. The DETAILED IGA REPORTS provide the baseline performance and operating factors that influence energy consumption, and how their values will be determined through observations and measurements. The DETAILED IGA REPORTS also demonstrate the calculated Baseline for the CITY’s PREMISES. This Baseline will be used to

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determine whether Actual Energy exceeds or falls short of the Energy Savings Guarantee.

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SCHEDULE 2-B
SAVINGS MEASUREMENT & CALCULATION FORMULAE;
SCHEDULE 2-B-1 SOLAR PHOTOVOLTAIC SAVINGS MEASUREMENT (IPMVP OPTION B).
(a) International Performance Measurement and Verification Protocol Option B verification techniques measure savings at a system level where key performance factors load and hours of use are directly measured. (b) The solar production will be tracked utilizing the system portal.

Production data cost impacts will be analyzed using the outlined blended rate.

SCHEDULE 2-B-2 DETERMINATION OF DOLLARS SAVED FOR SOLAR PV. (a) Total Annual $ Savings = ∑ (Energy/Demand Savings x Contractual Energy/Demand Rates)
Where: Contractual Energy Rates = Utility rates defined in Table

1. SCHEDULE 2-B-3 EV CHARGERS SAVINGS MEASUREMENT.
(a) Determination of Uptime:

The uptime percentage will be calculated as U=(T-D+E)/T, where:

U = Uptime reporting percentage for the reporting period.

T = Total time of operational hours during the reporting period.

D = Total downtime during the reporting period, including excluded downtime.

E = Excluded downtime during the reporting period.
(1) Downtime will be measured as any period of time within the standard hours of operation in which a charger is not operational, including:
(A) A period in which the charging port’s response to the central system’s request for notification of operative status indicates that the connector or charging port is in an inoperative state; and (B) A period in which maintenance logs show initial notice of a physical or otherwise non-networked issue that results in an non-operational status prior until maintenance logs show repairs have returned the charging port to an operational status.

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(2) Excluded downtime will be defined as a period of downtime caused by any of the following reasons:
(A) Downtime before initial installation;
(B) Electric grid power loss that cuts off power supply to the charging port;
(C) Any failure to charge due to the fault of the vehicle; (D) Preventive maintenance, up to 24 hours per year;
(E) Physical damage to hardware, including from improper use, vandalism or theft. CONTRACTOR will coordinate repairs within a reasonable time after notification.
(F) Telecommunication network outages; and
(G) Extraordinary events, including natural disasters that are unforeseeable and impossible to plan for in advance.
(3) Savings will not be measured directly from the utility grade meters, mileage logs or fuel invoices.
(4) The EVCS network management reporting feature will be used to determine the overall “uptime” performance of the EV charging infrastructure.

A 97% uptime parameter is used as the basis of the energy guarantee. The uptime percentage guarantee will be determined by the average of all charging stations installed under the scope.
(b) Shortfall payments will be prorated based on deviations from the guaranteed uptime of 97% and the actual measured performance during the performance period per the following equation.

If actual uptime is less than 97%. then S=E(G-U) where, S = Shortfall payment, $
E = Energy Savings Guarantee, $14,583
G = Guaranteed average uptime of 97%

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U = Uptime reporting percentage for the reporting
period
This savings guarantee will be in effect only for the
first year after the start of the M&V period.

SCHEDULE 2-B-4 DETERMINATION OF DOLLARS SAVED FOR EV CHARGERS. (a) Total Annual $ Savings = ∑ (Fuel Savings x Contractual Fuel Rates) Where: Contractual Fuel Rates = Utility rates defined in Table 2.

SCHEDULE 2-B-5 CAUSES FOR ADJUSTMENT TO THE BASELINE.
(a) Implicit in this measurement option is the necessity of identifying and accounting for the effects of changes to the facilities and conditions during the measurement period that are beyond the scope of the measures installed. During the measurement and verification period, all variables must have their energy impact accounted for if the true savings from the energy conservation measure is to be assessed. Following is a partial list of changes that will lead to adjusting the Baseline Energy consumption:
(1) Building additions
(2) Changes in operating hours
(3) Remodeling projects
(4) Changes in usage patterns
(5) Equipment replacements
(6) Vehicle additions or removal beyond what is forecasted in Baseline conditions
(b) In the event that any change is made to the CITY’s PREMISES that will impact energy consumption, CITY will notify CONTRACTOR in writing of such change within 30 days. CONTRACTOR will utilize existing building models used to calculate Baseline Energy consumption to update that Baseline Energy consumption and determine the impact that any such change will have on Actual Energy and present CITY a written analysis of the effects of the changes.

Changes that are long-term or permanent will be reflected in a change to the Baseline Energy consumption. Temporary changes that affect energy use will be calculated and added to the corresponding month(s) Actual Energy.

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(c) Any changes made by CONTRACTOR to the Baseline Energy consumption or saving calculations will be presented to CITY for approval. CITY will have thirty (30) days to protest recommended modifications in writing, after which time change will be considered accepted. If CITY protests any recommended modifications, CITY and CONTRACTOR will work together to establish mutually acceptable modifications based on accurate building models showing the impact of changes to facilities.
(d) Weather normalization will be employed to ensure that the impact of actual weather conditions is eliminated from the Energy Guarantee calculations. Normalization will not be utilized to the benefit of either CITY or CONTRACTOR but will be used solely for the purpose of accurately accounting for the impact on Actual Energy of the SCOPE OF WORK implemented in conjunction with this AGREEMENT.

SCHEDULE 2-B-6 ADJUSTMENTS METHODOLOGY FOR MATERIAL CHANGES. (a) For Adjustments necessitated by Material Changes, the following procedure will be followed:
(1) CITY will notify CONTRACTOR of planned changes in building use or function.
(2) CONTRACTOR and CITY will review the changes planned and determine if these changes are likely to cause a change in energy use that would exceed the threshold limits defined in Exhibit 2-4. If the expected changes are less than the threshold, the effect will be ignored, and no adjustment will be made.
(3) If the changes are expected to raise or lower energy consumption more than the threshold limits defined in Exhibit 2-4, the building will be sub-metered by CITY for both pre- and post-use change periods until the effect on energy has been determined.
(A) For changes to existing buildings that are metered, a linear regression will be performed to correlate heating- and cooling-degree days to the pre-change period’s energy usage for the building, similar to the procedure performed to adjust the base year for weather. The post-change heating- and cooling-degree days will then be applied to the pre-change regression equation to determine what the post-change period’s use would have been if no change had occurred. The difference between this use and the period’s actual use will be, whether positive or negative, used as the adjustment, shown as term “M” in the equations in the Measurement and Adjustments Methodology section in this Schedule.

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(B) If the entire effect of the change is independently submetered, such as the addition of a building on an existing utility service, the submetered energy use for that building for each guarantee period will be used to determine the baseline adjustment, shown as term “M” in the equations in the Measurement and Adjustments Methodology section in this Schedule. (C) If the method for determining adjustment described in the previous paragraph is agreed to be not appropriate or too complex for a specific adjustment by the CITY and CONTRACTOR, CITY and CONTRACTOR will develop a separate measurement and verification (M&V) plan to track the effect of the building change.
(4) If the changes occur at a time when the impact would affect a fraction of that year’s energy use for an existing building or system, the procedure described in the previous section will be performed separately for the year in which the change occurred and the subsequent year to accurately account for the effect of the change in both years. The subsequent year’s adjustment will then be used for all future years.

SCHEDULE 2-B-7 ADJUSTMENTS FOR MILD WEATHER SEASON DURING PERFORMANCE PERIOD.
(a) For performance periods with mild weather season, CONTRACTOR may elect to normalize both the baseline and the Guaranteed Period Consumption for a specific utility to Typical Meteorological Year (TMY3) weather data available for download from the National Renewable Energy Laboratory. (b) A “mild weather season” is defined as a heating or cooling season containing fewer heating or cooling degree days that a Typical Meteorological Year, evaluated using TMY3 weather data.
(c) The nearest physical weather station is the BAKERSFIELD MEADOWS FIELD station, which will be used to track actual solar irradiance during the performance year. The actual irradiance will be compared against the average TMY3 weather data that was sourced from solar irradiation data modeled by the National Solar Radiation Database (NSRDB) for the Bakersfield Meadows Field weather station. Weather Adjustments will follow the following equation:
(d) Weather Adjusted Guarantee = Simulated Guarantee * Weather Adjustment Ratio
𝑊𝑊𝑊𝑊𝑊𝑊𝑊𝑊ℎ 𝑒𝑒 𝐴𝐴𝐴𝐴𝐴𝐴𝐴𝐴𝐴𝐴 𝐴𝐴 𝑅𝑅 𝑅𝑅𝑅𝑅 = 𝑆𝑆 𝑆𝑆 𝑒𝑒𝑒𝑒𝑒𝑒 𝑢𝑢 𝑖𝑖 𝑝𝑝 𝑝𝑝 𝑆𝑆 𝑆𝑆 𝑒𝑒𝑒𝑒𝑒𝑒 𝑢𝑢 𝑎𝑎 𝑖𝑖 𝑇𝑇𝑇𝑇𝑇𝑇
Business Confidential - Willdan
Water Resources Office &
Interface Facility
Distributed Energy Resources Project
July 20, 2026 – Updated Final
Project IGA Report
Business Confidential - Willdan
Table of Contents
Final Project IGA Deliverable
Page # Report Section
3 - 4 Project Goals
4 - 14 Scope of Work
14 - 19 Final Project Financials & Air-Quality Benefit
20 - 24 Cash Flows
25 - 26 Implementation Planning
27 - 35 Appendix 1: Detailed Scope of Work
36 - 41 Appendix 2: Savings Calculations
42 - 47 Appendix 3: Performance Guarantee
48 - 51 Appendix 4: Savings Measurement & Verification
52 - 53 Appendix 5: PG&E Utility Rate Escalation
54 - 55 Appendix 6: Financial Disclosure
2 Business Confidential - Willdan
Project Goals
What are the project goals for 1000 Buena Vista?
1) Utility Cost Savings – Maximize electrical savings.
▪ Reallocate elsewhere in the WD operational budget.
▪ Hedge against future PG&E utility escalation.
2) Asset Ownership – WD retains ownership of assets.
▪ Realizes full benefit of the savings rather than a PPA or other P3 structure.
3) System Sizing and Optimal Generation – Offset as much electrical spend as possible.
▪ Avoid diminishing returns of selling power back to the grid.
4) Compliance with State Mandates– Proactive compliance with CARB vehicle mandates.
5) Leverage All Available Funding Sources – Including
federal, state, and regional grants, incentives, etc.
3 Business Confidential - Willdan
Scope of Work
Business Confidential - Willdan
Solar PV and BESS
Carport Canopy Solar PV
▪ Goal: Match the necessary load without
unnecessary exporting to PG&E.
▪ Seven carports
▪ Total system size = 511 kWdc
▪ 465.4 kWdc serving Interface Pumping
Station
▪ 45.8 kWdc to serve the office building
Battery Energy Storage System (BESS)
▪ Goal: Substantial peak demand shaving in
peak and off-hours and self-consumption of
PV generation.
▪ System size = Tesla Megapack 2XL - 612 kW
/ 2448 kWh
5 Business Confidential - Willdan
Solar PV and BESS
Interface Pumping Station System
Solar PV System
▪ Estimated production 734,000 kWh/yr
▪ 44% offset of annual electricity usage
▪ 14% exported to grid
BESS
▪ Dispatch Strategy - Stacking Demand Charge Management & Energy Arbitrage
▪ Import Only from PG&E, charge from grid or PV
Modeling Assumptions:
▪ Rate switch from B19 to B19 Option S
▪ Option S rate reserved until 9/10/27 (confirmed by PG&E on 3/10/26)
▪ PG&E Rates Effective 9/1/25
Water Resources Office Building System
Solar PV System
▪ Estimated production 70,800 kWh/yr
▪ 78% offset of annual electricity usage
▪ 37% exported to grid
Example Summer Day
Example Winter Day
6 Business Confidential
- Willdan
Civil Work
Parking Lot Redesign ▪ Goal: Expand parking, provide paved stalls for new EVCS, and provide an
additional access point from parking
lot to work area.
▪ Civil Engineering will be finalized by
Willdan following geotechnical soils
study.
▪ Installation can be completed by
Willdan as part of the project as well
and coordinated with all other
scopes.

BESS Foundation and Pad ▪ Goal: Include a BESS foundation with turndown beams in lieu of a retaining
wall. Soils and GeoTech testing will
be necessary to finalize this design.
7 Business Confidential - Willdan
Benefits of Solar PV Parking Canopies
Solar Carports Turn Parking Areas into Dual-Use
Infrastructure
They do not require new land and convert existing paved and gravel surfaces into power generating assets.
1) Generate electricity and reduce building and
infrastructure electrical demand
2) Shade vehicles
3) Reduce heat on asphalt
4) Protect vehicles from the sun, rain, and other weather 5) Support EV charging
6) Improve employee satisfaction
7) Increase the value of the City-owned property
8 Business Confidential - Willdan
Electrical
Surge Protection Devices (SPDs)
▪ Goal: Ensure protection of critical Interface Facility pumping equipment and domestic water infrastructure.
▪ SPDs will be installed at all DER distribution equipment including the PV AC combiner panels, and at the existing main switchboards for both the Interface Pump Station and the Water Resources Office.
▪ The multiple SPDs and isolation transformer in combination with advanced DER energy meters and software monitoring package are included.
▪ Power Quality: Power quality testing will be conducted preand post- project installation to establish a baseline and identify if any impacts arise as a result of DER system installation.
9 Business Confidential - Willdan
Solar PV & BESS Renderings
Canopies 1-5 Serve Interface Terminal, 6-7 Serve Resources Office 10 Battery
Storage
System
Location
1 3 2
4 5
6 7
Business Confidential - Willdan
BESS Rendering
11 BESS Enclosure, DER Panel & Concrete Pad/Bollards
Business Confidential - Willdan
Fleet EV Charging Stations
12 PG&E EV Fleet Project
▪ 7 total EVCS (6 L2 & 1 DCFC) will have dedicated paved parking that will be added to the existing lot. L2’s will be column-mounted to the solar PV array to minimize
footprint.
▪ Future EV fleet vehicles including larger equipment and semi-trucks can pull through & charge in shade parallel with canal.
▪ EVCS locations finalized in conjunction with staff needs and desires.

Make-Ready Infrastructure
▪ 17 total EVCS (14 L2 & 3 DCFC).
▪ Make-ready infrastructure is enough to support a fully electric fleet at this location long term as part of the overall “Fleet EV Master Plan”.

Business Confidential - Willdan
Solar PV Canopy Clearances Renderings
13 Heavy Duty Equipment Approach to Yard from Buena Vista Rd 24’

17.7’ 14’
Business Confidential - Willdan
Final Project
Financials & AirQuality Benefit
Business Confidential - Willdan
Overview & Updates | Turnkey Costs, Grants & Incentives 15 General Overview
▪ Turnkey Project Cost Includes: Includes engineering/design, program management, PG&E coordination and interconnection, grant and incentive applications and processing, procurement, fixed-price GMP contract, subcontractor materials and labor, construction management, commissioning, training, close out, warranty, performance guarantees, M&V, and support services. ▪ Equipment Expected Useful Life (EUL):
▪ Solar PV: 25-30 years | BESS: Tesla Megapack 20-year extended warranty included, requires ongoing O&M past Year 1. ▪ EV Chargers: 10-years. 5-year O&M agreement is included. ▪ Switchgear: 25+ years; Electrical Infrastructure: 30+ years ▪ “Average Weighted-EUL” of all components of the scope of work exceeds 25-year Expected Useful Life (“EUL”).

Civil
▪ Civil Scope of Work: The 1000 Buena Vista Civil SOW is still based on a ROM estimate from the Willdan Engineering Civil team.

Willdan has bid the Civil SOW to subcontractors but does not expect final pricing to be available until late August to present to the Water Department.
▪ The Civil SOW Allowance in the current final pricing will be trued up via change order once the project is contracted and Schedule of Values / Invoicing process has begun.

Business Confidential - Willdan
Overview & Updates | Turnkey Costs, Grants & Incentives 16 Solar PV & BESS
▪ Solar PV ITC: With the decision by the City to not Safe Harbor the Solar Modules by July 3, 2026, the only other option to obtain all, or some, of the ITC tax credit will be to have full PG&E PTO (“permission to operate”) and system energized by December 31, 2027. This will be challenging, but the Willdan team is working diligently on a Project Schedule and ways to fast-track the equipment deliveries and expedite the interconnection agreement with PG&E.
▪ BESS Down Payment Reconciliation: The cost to Safe-Harbor the Tesla Battery is included in the overall cost of the total BESS solution. Once construction commences and invoicing happens on a monthly basis, Willdan will credit the Water Department back the full down payment amount of $344,240 itemized on the first or second invoice when all other equipment and materials are being ordered. ▪ Self Generation Incentive Program (SGIP): SGIP Application for BESS submitted in October to Waitlist, however the SGIP program closed as of 1/1/26, and all project applications still on waitlists were cancelled. Willdan will monitor in case of future program re-funding.

EV Chargers
▪ PG&E Incentive: Already awarded, project needs to be energized to receive final incentive amount. Projecting $28,000 for 1000 Buena Vista project. ▪ SJVAPCD Carl Moyer Grant: Unfortunately, the Carl Moyer Grant Program (Infrastructure) was only funded ~$14M this annual cycle. Typically, the program receives $40-60M each cycle. While 1000 Buena Vista was high on the Waitlist (“queue”) it will unfortunately not receive any grant funds this cycle.
▪ SJVAPCD Charge Up! Grant: CARB program that was not previously considered because it could not be stacked with the Carl Moyer Grant. Due to Carl Moyer funding not being available for this cycle (and timing will not work for next year’s cycle), we have now submitted an application for this program.

We estimate a maximum amount of $30,000 may be awarded for 1000 Buena Vista. ▪ LCFS Credits: Includes credits from electricity dispensed to all EVs through 2045 and new DCFC infrastructure credits for first 10 years. Value of LCFS credits may vary over time. Estimated $109,209 in total credits through 2045. ▪ EV Vehicles: Fleet Department is also pursuing CORE, HVIP, CCFR, and other incentive and rebate programs for future EV vehicle purchases which will be beneficial for the Water Department on the vehicle side. However, no vehicle costs are included in these tables or are a part of this project; only the EV Chargers and Infrastructure.

Business Confidential - Willdan
Turnkey Financials | Including Incentives
17 DER Project Turnkey
Project Cost
Projected
Incentives
(Federal ITC &
EV Incentives)
Net Capital
Cost
Net Annual
Utility, Fuel,
and O&M
Savings
Simple
Payback
Solar – Carport Canopy PV System $3,914,948 $1,957,474 $1,957,474 $382,732 9.15
Battery Energy Storage System - Interface Pumping Station $3,091,881 $1,545,941 $1,545,940 EV Chargers - PG&E EV Fleet & Future Make-Ready $1,211,165 $167,209 $1,043,956 $31,671 32.96 Parking Improvements & Civil Work $328,631 $0 $328,631 $0 - Contingencies & Allowances $666,000 $0 $666,000 $0 -
Total Project $9,212,625 $3,670,624 $5,542,001 $414,403 13.37 Notes
▪ Solar PV ITC: With the decision to not Safe Harbor the Solar Modules by July 3, 2026, the only other option to obtain all, or some, of the ITC tax credit will be to have full PG&E PTO and system energized by December 31, 2027. The full estimated amount is included in the table above. ▪ EVCS Grants & Incentives Includes: PG&E EV Fleet Program Rebate $28,000 (in-hand). CARB Charge Up! Program is estimated for a maximum amount of $30,000. LCFS Credits $109,209 (total estimated through 2045, will vary based on market prices at the time of sale). ▪ BESS Safe Harbor Deposit: The deposit for Amendment #1 approved back in December 2025 for $344,240 is not deducted in the table above. It will be credited on future invoices during construction.
▪ Contingencies & Allowances: Includes 5% Owner Contingency, plus Allowances for Soils Conditions (casings for PV foundations & BESS foundation) and 2026 Bid Escalation / Re-Bidding since pricing for this project was first established in December 2025. These costs will be reconciled during the construction process / monthly invoicing. Any unused funds (for all three categories) at the completion of construction will be credited back to the Water Department.

Business Confidential - Willdan
Turnkey Financials | Not Including Outstanding Incentives 18 Notes
▪ Incentives Included: ITC for Battery Storage System. PG&E Fleet Electrification Rebate already in-hand. LCFS will vary based on market rates each year.
▪ Incentives Not Included: ITC for Solar PV, SGIP, CARB Carl Moyer (SJVAPCD) Grant, CARB Charge Up! (SJVAPCD) Grant.

DER Project
Turnkey
Project
Cost
Projected
Incentives
(Federal ITC &
EV Incentives)
Net Capital
Cost
Net Annual
Utility, Fuel,
and O&M
Savings
Simple
Payback
Solar – Carport Canopy PV System $3,914,948 $0 $3,914,948 $382,732 14.27
Battery Energy Storage System - Interface Pumping Station $3,091,881 $1,545,941 $1,545,940 EV Chargers - PG&E EV Fleet & Future Make-Ready $1,211,165 $137,209 $1,073,956 $31,671 33.91 Parking Improvements & Civil Work $328,631 $0 $328,631 $0 - Contingencies & Allowances $666,000 $0 $666,000 $0 -
Total Project $9,212,625 $1,683,150 $7,529,475 $414,403 18.17 Business Confidential - Willdan
Air Quality Benefits
Combined Air Quality and City of Bakersfield
Environmental Annual Benefit from the Solar PV
and EV Chargers / EV Vehicle Transition Project is:

These are annual amounts projected for the project:
▪ Solar PV Systems = 406 Metric Tons of CO2e
▪ EV Chargers = 425 Metric Tons of CO2e
▪ Total of 831 Metric Tons of CO2e avoided
This is the equivalent to carbon sequestered by
planting 13,741 trees in Bakersfield
All conversions & equivalencies calculated using the EPA’s “Greenhouse Gas Equivalencies Calculator”:
https://www.epa.gov/energy/greenhouse-gas-equivalenciescalculator 19 Business Confidential - Willdan
Cash Flows
Business Confidential - Willdan
Cash Flows Explanation
21 Holistic View of Utility, Operational, Funding Sources and Other Factors to Implementing Projects:
▪ Takes into account numerous categories of utility cost savings; ▪ portrays fuel shifting and electrical cost increases; ▪ O&M savings as well as future O&M costs to ensure full life and effectiveness of new equipment and infrastructure;
▪ Numerous grants, incentives, rebates, carbon credits, and other funding sources available now or in the future;
▪ Incorporates utility rate escalation, inflation and other costs over time; ▪ Shows future installation of EV Chargers where make-ready infrastructure will be in place starting in 2030;
▪ Replacement costs over the 25-year scenario (for the EV Chargers); ▪ Fairly conveys Solar PV and BESS degradation rates;
▪ and numerous other variables that impact the overall financial performance and life of the new systems.
25-Year Scenario: Aligns with the EUL of the equipment. ▪ Solar PV – 25-30 years.
▪ BESS – Tesla Megapack 20-year extended warranty included; will require ongoing O&M past Year 1 directly with Tesla to keep the warranty valid.
▪ EVCS – 10-years.
▪ Electrical Infrastructure – 30+ years.

Validate the Water Department’s Investment: Clearly shows the overall financial benefit for making these improvements.

Important Variables:
▪ Electricity/Fuel Rate Escalation: 5%
▪ O&M Escalation Rate: 3%
▪ PV Degradation Rate: 0.5%
▪ BESS Degradation Rate: 3%
Business Confidential - Willdan
Year
PV Electrical
Savings
BESS Electrical
Savings
PV O&M Costs

BESS O&M
Costs
PV
ITC Estimate
BESS ITC Tax
Credit
2026 PV + BESS
Scope Cost
(Including Civil)
PV + BESS Annual
Net
Cash Flow
Const. $0 $0 Included $0 $0 $0 ($7,335,460) ($7,335,460) 2027 $104,632 $278,100 Included Included $1,957,474 $1,545,941 $0 $3,886,146 2028 $109,340 $283,662 Included ($9,476) $0 $0 $0 $383,526 2029 $114,260 $289,335 Included ($9,760) $0 $0 $0 $393,835 2030 $119,402 $295,122 $0 ($10,053) $0 $0 $0 $404,471
2031 $124,775 $301,024 $0 ($10,355) $0 $0 $0 $415,445
2032 $130,390 $307,045 $0 ($10,665) $0 $0 $0 $426,770
2033 $136,258 $313,186 $0 ($10,985) $0 $0 $0 $438,458
2034 $142,389 $319,449 $0 ($11,315) $0 $0 $0 $450,524
2035 $148,797 $325,838 $0 ($11,654) $0 $0 $0 $462,981
2036 $155,492 $332,355 $0 ($12,004) $0 $0 $0 $475,844
2037 $162,490 $339,002 $0 ($12,364) $0 $0 $0 $489,128
2038 $169,802 $345,782 $0 ($12,735) $0 $0 $0 $502,849
2039 $177,443 $352,698 $0 ($13,117) $0 $0 $0 $517,024
2040 $185,428 $359,752 $0 ($13,511) $0 $0 $0 $531,669
2041 $193,772 $366,947 $0 ($13,916) $0 $0 $0 $546,803
2042 $202,492 $374,286 $0 ($14,333) $0 $0 $0 $562,444
2043 $211,604 $381,772 $0 ($14,763) $0 $0 $0 $578,612
2044 $221,126 $389,407 $0 ($15,206) $0 $0 $0 $595,327
2045 $231,077 $397,195 $0 ($15,662) $0 $0 $0 $612,609
2046 $241,475 $405,139 $0 ($16,132) $0 $0 $0 $630,482
2047 $252,341 $0 $0 $0 $0 $0 $0 $252,341
2048 $263,697 $0 $0 $0 $0 $0 $0 $263,697
2049 $275,563 $0 $0 $0 $0 $0 $0 $275,563
2050 $287,963 $0 $0 $0 $0 $0 $0 $287,963
2051 $300,922 $0 $0 $0 $0 $0 $0 $300,922
$4,662,928 $6,757,099 $0 ($238,007) $1,957,474 $1,545,941 ($7,335,460) $7,349,973 Solar PV & BESS
Cash Flow Part #1| Solar PV & BESS
*Note: Willdan Performance Engineering is not acting as a Financial Advisor. Project Cash Flow Scenarios are provided as examples only. 22 Business Confidential - Willdan
Cash Flow Part #2| EVCS
*Note: Willdan Performance Engineering is not acting as a Financial Advisor. Project Cash Flow Scenarios are provided as examples only. 23 Year
Avoided Fuel
Costs
EV Electricity
Costs
Maintenace
Savings
LCFS
Credits
PG&E
Rebates
Carl Moyer
Grant
(Estimate)
Charger O&M
(Both Programs)
2026
Project Cost
(PG&E Program &
Make-Ready
Infrastructure)
Make-Ready
Program
(Future EVCS
Installation Costs &
Replacement Schedule)
PG&E Program
(Fleet CIP Charger
Replacement
Schedule)
EVCS
Annual Net Cash
Flow
Const. $12,683 ($3,913) $7,484 $0 $28,000 $30,000 Included ($1,211,165) $0 $0 ($1,136,912) 2027 $24,531 ($7,827) $14,967 $5,420 $0 $0 Included $0 $0 $0 $37,091 2028 $26,634 ($8,218) $15,879 $5,318 $0 $0 Included $0 $0 $0 $39,612 2029 $27,966 ($8,629) $16,355 $5,215 $0 $0 Included $0 $0 $0 $40,907 2030 $50,515 ($15,755) $31,395 $5,883 $0 $0 Included $0 $0 $0 $72,038 2031 $56,153 ($17,042) $33,441 $5,642 $0 $0 ($11,894) $0 $0 $0 $66,299 2032 $71,277 ($21,232) $39,000 $5,760 $0 $0 ($17,314) $0 ($174,948) $0 ($97,456) 2033 $74,841 ($22,293) $40,170 $5,487 $0 $0 ($17,833) $0 $0 $0 $80,372 2034 $88,680 ($26,255) $46,060 $5,474 $0 $0 ($21,636) $0 ($217,731) $0 ($125,407) 2035 $95,414 ($28,495) $49,470 $5,340 $0 $0 ($22,286) $0 $0 ($57,379) $42,065 2036 $110,502 ($32,183) $53,743 $5,392 $0 $0 ($29,889) $0 ($461,982) ($57,379) ($411,795) 2037 $116,027 ($33,792) $55,355 $3,862 $0 $0 ($30,785) $0 $0 ($57,379) $53,288 2038 $132,248 ($37,096) $63,357 $4,105 $0 $0 ($34,118) $0 ($45,525) $0 $82,970 2039 $165,752 ($49,625) $74,936 $5,459 $0 $0 ($41,369) $0 ($177,919) $0 ($22,765) 2040 $201,026 ($58,279) $85,112 $6,236 $0 $0 ($42,610) $0 $0 $0 $191,485 2041 $211,077 ($61,193) $87,665 $6,236 $0 $0 ($43,888) $0 ($104,673) $0 $95,224 2042 $249,303 ($71,002) $94,544 $7,074 $0 $0 ($45,205) $0 ($176,803) $0 $57,910 2043 $261,768 ($74,552) $97,380 $7,074 $0 $0 ($46,561) $0 $0 $0 $245,108 2044 $277,739 ($78,647) $100,332 $7,115 $0 $0 ($47,958) $0 ($41,188) $0 $217,394 2045 $291,626 ($82,579) $103,342 $7,115 $0 $0 ($49,396) $0 $0 ($66,591) $203,517 2046 $306,208 ($86,708) $106,442 $0 $0 $0 ($50,878) $0 ($87,392) ($66,591) $121,080 2047 $321,518 ($91,043) $109,636 $0 $0 $0 ($52,404) $0 $0 ($66,591) $221,114 2048 $337,594 ($95,596) $112,925 $0 $0 $0 ($53,977) $0 ($97,830) $0 $203,117 2049 $354,474 ($100,375) $116,312 $0 $0 $0 ($55,596) $0 ($217,445) $0 $97,369 2050 $372,197 ($105,394) $119,802 $0 $0 $0 ($57,264) $0 $0 $0 $329,341 2051 $390,807 ($110,664) $123,396 $0 $0 $0 ($58,982) $0 $0 $0 $344,557 $4,628,561 ($1,328,389) $1,798,499 $109,209 $28,000 $30,000 ($831,842) ($1,211,165) ($1,803,437) ($371,912) $1,047,524 Business Confidential - Willdan
Cash Flow Part #3| Solar & BESS and EVCS Combined
*Note: Willdan Performance Engineering is not acting as a Financial Advisor. Project Cash Flow Scenarios are provided as examples only. 24 The Water Department will achieve at least $8.4M
in net financial benefit from the project over the
next 25-years for the Solar, Battery and EV
Charging Project at 1000 Buena Vista. Year
EVCS
Annual Net Cash
Flow
PV + BESS
Annual Net Cash
Flow
Net Combined
Cash Flow
Cumulative
Cash Flow
Const. ($1,136,912) ($7,335,460) ($8,472,372) ($8,472,372) 2027 $37,091 $3,886,146 $3,923,237 ($4,549,135)
2028 $39,612 $383,526 $423,138 ($4,125,996)
2029 $40,907 $393,835 $434,742 ($3,691,254)
2030 $72,038 $404,471 $476,509 ($3,214,745)
2031 $66,299 $415,445 $481,744 ($2,733,001)
2032 ($97,456) $426,770 $329,313 ($2,403,687)
2033 $80,372 $438,458 $518,830 ($1,884,857)
2034 ($125,407) $450,524 $325,116 ($1,559,741)
2035 $42,065 $462,981 $505,045 ($1,054,695)
2036 ($411,795) $475,844 $64,049 ($990,647)
2037 $53,288 $489,128 $542,415 ($448,231)
2038 $82,970 $502,849 $585,819 $137,587
2039 ($22,765) $517,024 $494,259 $631,846
2040 $191,485 $531,669 $723,154 $1,355,000
2041 $95,224 $546,803 $642,027 $1,997,028
2042 $57,910 $562,444 $620,354 $2,617,382
2043 $245,108 $578,612 $823,720 $3,441,102
2044 $217,394 $595,327 $812,721 $4,253,824
2045 $203,517 $612,609 $816,126 $5,069,950
2046 $121,080 $630,482 $751,562 $5,821,512
2047 $221,114 $252,341 $473,456 $6,294,968
2048 $203,117 $263,697 $466,813 $6,761,781
2049 $97,369 $275,563 $372,932 $7,134,714
2050 $329,341 $287,963 $617,305 $7,752,018
2051 $344,557 $300,922 $645,479 $8,397,498
$1,047,524 $7,349,973 $8,397,498
Total Combined Project Cash Flows
Business Confidential - Willdan
Implementation
Planning
Business Confidential - Willdan
Construction Planning
26 Long Lead Time Equipment
▪ BESS
▪ Tesla will not agree to a delivery date until NTP, and engineering approvals are provided. ▪ Willdan provided Tesla engineering documentation in mid-January 2026, still awaiting feedback.

Current delivery time is projected to be ~Q2 2027. Looking into fast-ship options. ▪ Solar PV, EV & other
▪ Electrical infrastructure (xfmrs, switchgear, etc) are still experiencing extended lead times of 6- 12 months.
▪ Domestic Content PV modules are in high demand, so that will be priority to secure order.

Pre-Construction Planning Meetings
▪ Upon full execution of the ESPC construction contract with the City, Willdan Construction Team will immediately work to get subcontracts executed and initiating submittal process. ▪ Will continue to keep our regular meetings which will shift to being led by the Construction Team. ▪ Detailed Construction Schedule will be completed.
▪ Schedule of Values, billing and invoicing agreed upon. ▪ Permitting process completed.
▪ Numerous onsite planning activities will commence.
▪ Formal Construction Kickoff Meeting conducted prior to onsite work.

Project Schedule & Schedule of Values
▪ The Willdan Construction Team cannot accurately create a preliminary Construction Schedule or Schedule of Values until the contract is executed with the City and subcontracts, completed and lead times confirmed.

Business Confidential - Willdan
Appendix 1: Detailed
Scope of Work
Business Confidential - Willdan 28
▪ This Project includes the complete design, engineering, procurement, installation, testing, commissioning, and placement into operation of Solar Photovoltaic (PV) Systems, a Battery Energy Storage System (BESS), and Electric Vehicle (EV) Charging Infrastructure at facilities owned by the City.
▪ All systems will be fully integrated, code-compliant, utility-interconnected, and operational in accordance with the ESPC Documents, including Drawings and Specifications.
1) Solar PV Systems:
▪ Carport Canopy Solar PV System - 465.43 kWdc.
▪ Carport Canopy Solar PV System - 45.75 kWdc
▪ Work includes:
▪ Design and construction of solar canopy structures over designated parking areas. ▪ Installation of photovoltaic modules mounted to structural steel canopy systems. ▪ Installation of inverters, combiner panels, disconnect switches, and related balance-of-system components. ▪ DC and AC wiring, conduit systems, overcurrent protection devices, and interconnection equipment. ▪ Integration into the existing facility electrical distribution system. ▪ Installation of energy production metering and monitoring equipment. ▪ LED canopy lighting integrated into the existing lighting control system (as applicable). ▪ Utility interconnection and coordination to achieve Permission to Operate (PTO). ▪ Scope of Work includes the same elements as above, scaled appropriately for system size and site conditions.

Solar PV Systems & Battery Energy Storage
Business Confidential - Willdan 29
2) Battery Energy Storage System (BESS)
▪ Tesla Megapack 2XL - 612 kW / 2,448 kWh.
▪ Work includes:
▪ Design and installation of manufacturer-compliant foundation system. ▪ Delivery and placement of Tesla Megapack 2XL unit.
▪ Integration with facility electrical infrastructure.
▪ Installation of required switch gear, protection relays, and power control systems. ▪ Compliance with NFPA 855, California Fire Code, PG&E Rule 21, UL 3141, UL 1741 SA/SB, and IEEE 1547. ▪ Installation of required fire safety clearances and access pathways. ▪ Metering, monitoring, and control integration.
▪ Commissioning in coordination with manufacturer and City. ▪ Submission of all manufacturer documentation and testing records. ▪ The BESS will be fully operational and capable of performing demand management, energy arbitrage, and applicable incentive program participation functions.

Solar PV Systems & Battery Energy Storage
Business Confidential - Willdan 30
3) Electric Vehicle Charging Infrastructure
▪ The work includes furnishing and installing of EV-capable stalls and electric vehicle charging station (EVCS) of various power outputs (kW) and quantities as described below, with proposed locations indicated in Drawings and Specifications.
▪ Six (6) 16.6kW Level 2 EVCS single ports.
▪ One (1) 60kW DC Fast Charger with one (1) CCS port.
▪ Make-ready infrastructure for fourteen (14) future Level 2 charging stations. ▪ Make-ready infrastructure for three (3) 120kW DC fast chargers. ▪ Includes:
▪ Electrical service upgrades, transformers, panelboards, and distribution equipment as required. ▪ Conduit, conductors, trenching or directional boring. ▪ Equipment pads and mounting systems.
▪ Network connectivity (OCPP 1.6 or newer compliant).
▪ Integration into PG&E’s EV Fleet Program.
▪ Registration with CARB for LCFS credit eligibility.
▪ Load management setup and initial charging schedule configuration.

Electric Vehicle Charing Stations & Infrastructure
Business Confidential - Willdan 31
The scope of work includes civil, structural, and electrical engineering required to design, permit, and construct the systems. ▪ Electrical Engineering
▪ Stamped electrical plans and calculations.
▪ Single-line diagrams and protection coordination.
▪ Arc flash analysis.
▪ Verification of interconnection feasibility.
▪ Utility coordination drawings.
▪ Electrical as-built documentation.
▪ Civil Engineering
▪ Site layout modifications for parking expansion and
curb/ramp adjustments (if shown in drawings).
▪ Trenching layouts.
▪ Drainage considerations within designated work areas. ▪ Preparation of permit-ready parking civil plans.
▪ Incorporation of redlines into final as-built drawings. ▪ Structural Engineering
▪ Structural calculations and stamped engineering
drawings.
▪ Foundation design based on assumed 14-foot
caisson depth minimum for all canopy column
foundation.
▪ Column concrete abutments 30” above-grade.
▪ Evaluation of existing soils conditions to determine
best method for solar canopy structures
foundations.
▪ Design of solar canopy structures.
▪ Evaluation of existing structural interfaces.
▪ Concrete scanning where required.
▪ Minimum canopy clearance of 14’-6”.
▪ Galvanized structural steel systems.

Design & Engineering Services
Business Confidential - Willdan 32
The scope of work includes all labor, materials, equipment, and supervision necessary to complete the systems described.

Construction Activities
▪ Site preparation within designated work areas.
▪ Excavation and foundation installation.
▪ Installation of canopy steel structures.
▪ Solar module mounting and wiring.
▪ BESS placement and electrical integration.
▪ EV charger installation and energization.
▪ Conduit trenching or directional boring.
▪ Grounding and surge protection systems.
▪ Required labeling and code-compliant placards.
▪ Restoration of disturbed asphalt, concrete, landscaping, irrigation, and striping within work limits.
▪ All work will be performed during normal business hours 7am-4pm.
▪ Single mobilization for construction.

Construction & Installation
Construction Management
▪ Willdan Prime Contractor.
▪ Regional Director, Sr. Construction Manager, Site
Superintendents, Field Engineers.
▪ Present onsite throughout the construction.
▪ Manage Client and subcontractor meetings.
▪ Schedule, 3-Week Look-Ahead, Meeting Minutes,
Progress Reports, etc.
▪ Close coordination with Water Dept. throughout
entire implementation.
▪ Manage Schedule of Values and invoicing.
▪ Manage training.
▪ Punch lists.
▪ O&M Manuals and project documents delivery.
▪ Warranties.
▪ Closeout.
▪ Transition to M&V and Support Services Team.

Business Confidential - Willdan 33
Functional Testing of PV, BESS, and EV Systems
▪ Verification of system performance.
▪ Utility witness testing (if required).
▪ Sixteen (16) hours of formal training sessions covering operation and maintenance.
▪ Delivery of digital O&M manuals.
▪ Delivery of warranty documentation.
▪ Permit closeout and utility PTO documentation.

Warranties and Services
Solar PV
▪ 1-year workmanship warranty.
▪ 12-year module product warranty.
▪ 25-year module performance warranty.
▪ 10-year inverter warranty (minimum).
▪ 25-year mounting system warranty.
▪ Three (3) years O&M services.
▪ Routine maintenance adjustments, replacements, and
cleaning.
▪ Documentation of maintenance and warranty items.
▪ Three (3) years of monitoring services.

Warranties and Services
BESS
▪ 20-year manufacturer warranty.
▪ One (1) year workmanship warranty.
▪ One (1) year preventative maintenance services. Each
year following will require an annual O&M payment
directly with Tesla to keep the manufacturer warranty.

This is included in the cash flows.
▪ Performance reporting support.

EV Charging
▪ One (1) year workmanship warranty.
▪ Five (5) year extended warranty and service plan.
▪ Five (5) year networking service.

Commissioning, Training, Warranties & Support
Business Confidential - Willdan 34
Solar Monitoring
▪ Revenue-grade production metering.
▪ Minimum 15-minute interval data recording.
▪ Remote access capability for City.
▪ Ethernet or cellular communication.

BESS Monitoring
▪ Manufacturer-integrated monitoring platform.
▪ Performance reporting compatible with SGIP (if becomes applicable). ▪ Remote software update capability.

EV Charging Network
▪ Five (5) years of network service.
▪ OCPP compliant backend platform.
▪ Remote access and reporting.

Monitoring & Controls
Business Confidential - Willdan 35
The following are excluded unless specifically amended:
▪ Hazardous material abatement.
▪ ADA upgrades not shown in ESPC documents.
▪ Improvements outside defined scope of work areas.
▪ Major subsurface remediation due to unknown soil conditions. ▪ Rock excavation requiring specialized mechanical pulverizing. ▪ Third-party testing beyond standard Authority Having Jurisdiction Inspections. ▪ Preventative maintenance for BESS beyond Year 1.
▪ City IT infrastructure upgrades beyond designated system connection points. ▪ Expedited procurement unless separately authorized.
▪ Additional fire protection measures required by the Authority Having Jurisdiction beyond those identified in the ESPC documents. ▪ Relocation of existing underground utilities not shown in City-owned provided documents and not reasonably discoverable through standard utility locating procedures.
▪ Responsibility for City network modifications.
▪ Responsibility for cybersecurity compliance beyond equipment standards. ▪ Compliance with Domestic Content requirements is based on manufacturer certifications available at time of procurement.

Contractor does not guarantee final IRS determination.
▪ SOW is based upon visual observations and available record documents. Concealed or unknown conditions that materially differ from those reasonably anticipated will be addressed through a Change Order. ▪ Utility interconnection approval is subject to utility review and requirements. Costs resulting from unforeseen utility-required upgrades beyond those shown in the ESPC documents will constitute a Change Order.

Work Exclusions
Business Confidential - Willdan
Appendix 2: Savings
Calculations
Business Confidential - Willdan
Solar PV & BESS Savings Calculations
37 Summary
▪ Baseline Utility Bill Calculation: Utility bills are calculated using 15min interval data and the applicable PG&E rate tariffs for each meter.
▪ Resources Bldg: B-10 Secondary
▪ Interface Terminal: B-19 Secondary
▪ Solar PV: Hourly simulation profiles are created in Helioscope to model Year 1 solar PV generation and then fed into the interval data analysis to apply the avoided cost for offset electricity usage as well as estimated credits for exports to the grid. ▪ BESS: Battery storage charging and discharging patterns are modeled using the energy management software (EMS) that will be installed along with the system. Energy Toolbase (EMS provider) provides the charging/discharging algorithm used to maximize dollar savings at the site.
▪ Rate Switch: For the Interface Terminal, a rate switch to Option S was modeled, as it yields the highest overall savings. ▪ Option S is a pilot program for select PG&E rate tariffs where customers install battery storage. It adjusts the demand charge calculation to be set on a daily basis rather than a monthly basis. This way, if there is higher than expected site demand, it only affects the charges for the single day, instead of an entire month. ▪ Time of Use (TOU) Analysis: The following slides illustrate the output tables of the Energy Toolbase utility rate analysis, showing the projected utility spend:
▪ Baseline scenario: No solar PV or BESS installed
▪ DER Savings & Rate Switch: PV + BESS installed and applicable rate switch modeled Business Confidential - Willdan
Interface Terminal: Baseline
38 Start Date End Date Season On Peak Part Peak Off Peak Super Off
Peak
NC / Max On Peak Part Peak Other NBC Energy Demand Total 1/1/2024 2/1/2024 W1 20,107 74,903 244 244 $1,849 $2,699 $10,507 $10,350 $25,405 2/1/2024 3/1/2024 W1 17,789 67,607 154 154 $1,729 $2,426 $9,427 $6,533 $20,115 3/1/2024 4/1/2024 W2 21,117 60,473 21,500 307 232 $1,849 $2,929 $9,694 $12,783 $27,254 4/1/2024 5/1/2024 W2 20,274 59,423 18,979 418 331 $1,789 $2,803 $9,406 $17,453 $31,452 5/1/2024 6/1/2024 W2 26,591 83,463 19,844 588 448 $1,849 $3,690 $12,775 $24,495 $42,809 6/1/2024 7/1/2024 S 35,320 31,399 101,604 738 595 577 $1,789 $4,782 $21,016 $67,955 $95,542 7/1/2024 8/1/2024 S 44,794 37,865 131,948 733 571 612 $1,849 $6,097 $26,690 $66,870 $101,506 8/1/2024 9/1/2024 S 44,726 35,934 132,457 732 551 552 $1,849 $6,055 $26,464 $65,043 $99,410 9/1/2024 10/1/2024 S 41,034 32,842 114,992 660 481 547 $1,789 $5,366 $23,619 $58,368 $89,142 10/1/2024 11/1/2024 W1 40,726 129,464 608 443 $1,849 $4,835 $19,093 $25,263 $51,040 11/1/2024 12/1/2024 W1 26,421 83,265 455 367 $1,789 $3,116 $12,315 $19,020 $36,240 12/1/2024 1/1/2025 W1 21,583 73,343 258 238 $1,849 $2,697 $10,584 $10,880 $26,010 Total 360,482 138,040 1,112,942 60,323 $21,826 $47,495 $191,588 $385,014 $645,924 Bill Date Ranges Energy Before PV/ESS (kWh) Max Demand Before PV/ESS (kW) Charges Before PV/ESS ($) Other: Fixed Utility
Customer Charges
NBC: Non-Bypassable
Charges (cannot be offset via
PV exports to grid)
Business Confidential - Willdan
PV & BESS Installed with Rate Switch to Option S
39 Start Date End Date Season NC / Max On Peak Part Peak Other NBC Energy Demand Total 1/1/2024 2/1/2024 W1 140 140 $1,849 $1,884 $8,796 $3,452 $15,981 2/1/2024 3/1/2024 W1 127 126 $1,729 $1,481 $6,776 $2,406 $12,392 3/1/2024 4/1/2024 W2 253 96 $1,849 $1,568 $6,415 $4,576 $14,407 4/1/2024 5/1/2024 W2 181 0 $1,789 $957 $3,637 $3,117 $9,500 5/1/2024 6/1/2024 W2 235 73 $1,849 $1,924 $7,676 $4,136 $15,584 6/1/2024 7/1/2024 S 337 0 0 $1,789 $2,569 $16,170 $5,803 $26,331 7/1/2024 8/1/2024 S 645 0 391 $1,849 $4,297 $26,441 $11,138 $43,725 8/1/2024 9/1/2024 S 478 0 478 $1,849 $4,066 $25,691 $8,269 $39,874 9/1/2024 10/1/2024 S 415 0 0 $1,789 $3,825 $24,347 $7,146 $37,108 10/1/2024 11/1/2024 W1 352 0 $1,849 $3,623 $16,515 $6,061 $28,048 11/1/2024 12/1/2024 W1 287 0 $1,789 $2,316 $10,420 $4,942 $19,467 12/1/2024 1/1/2025 W1 166 138 $1,849 $2,006 $9,217 $3,028 $16,100 Total $21,826 $30,514 $162,101 $64,075 $278,517
Bill Date Ranges Max Demand After PV/ESS Charges After PV/ESS ($) Total Simulated Y1 Utility Bill Savings:
$645,924 - $278,517 = $367,407
Interface Terminal
Business Confidential - Willdan
Resources Building: Baseline
40 Max
Demand
Before PV
(kW)
Start Date End Date Season On Peak Part Peak Off Peak
Super Off
Peak
NC / Max Other NBC Energy Demand Total
1/1/2024 2/1/2024 W1 899 4,350 18 $361 $149 $1,201 $399 $2,110 2/1/2024 3/1/2024 W1 768 3,720 17 $338 $128 $1,027 $377 $1,869 3/1/2024 4/1/2024 W2 800 2,860 1,281 19 $361 $141 $1,082 $421 $2,005 4/1/2024 5/1/2024 W2 1,023 3,063 1,438 23 $350 $157 $1,214 $510 $2,231 5/1/2024 6/1/2024 W2 1,672 3,575 1,939 28 $361 $205 $1,589 $620 $2,776 6/1/2024 7/1/2024 S 2,304 2,102 6,135 37 $350 $300 $2,817 $820 $4,287 7/1/2024 8/1/2024 S 3,308 2,851 8,178 44 $361 $408 $3,848 $975 $5,593 8/1/2024 9/1/2024 S 2,514 2,348 6,872 38 $361 $334 $3,132 $842 $4,669 9/1/2024 10/1/2024 S 2,298 1,940 5,409 38 $350 $275 $2,597 $842 $4,063 10/1/2024 11/1/2024 W1 1,640 5,900 36 $361 $215 $1,737 $798 $3,111 11/1/2024 12/1/2024 W1 846 3,427 13 $350 $122 $982 $288 $1,741 12/1/2024 1/1/2025 W1 934 3,903 16 $361 $138 $1,110 $355 $1,964 Total 19,006 9,241 57,392 4,658 $4,265 $2,572 $22,336 $7,246 $36,419 Bill Date Ranges Energy Before PV/ESS (kWh) Charges Before PV ($) Business Confidential - Willdan
Resources Building: Utility Bill After PV Installed
41 Total Simulated Y1 Utility Bill Savings:
$36,419 - $21,094 = $15,325
Max Demand After
PV (kW)
Start Date End Date Season On Peak Part Peak Off Peak Super Off Peak
On Peak Part Peak Off Peak Super Off
Peak
NC / Max Other NBC Energy Demand Total
1/1/2024 2/1/2024 W1 832 1,659 68 2,691 17 $361 $103 $769 $377 $1,610 2/1/2024 3/1/2024 W1 569 204 199 3,516 14 $338 $75 $540 $310 $1,264 3/1/2024 4/1/2024 W2 212 1,411 (1,878) 588 1,449 3,159 15 $361 $77 $580 $332 $1,351 4/1/2024 5/1/2024 W2 50 953 (2,639) 972 2,110 4,077 17 $350 $72 $552 $377 $1,351 5/1/2024 6/1/2024 W2 410 937 (2,910) 1,262 2,639 4,849 15 $361 $80 $585 $332 $1,358 6/1/2024 7/1/2024 S 951 327 543 1,353 1,776 5,592 23 $350 $123 $1,087 $510 $2,068 7/1/2024 8/1/2024 S 1,929 1,054 2,612 1,379 1,797 5,566 27 $361 $194 $1,803 $598 $2,957 8/1/2024 9/1/2024 S 1,370 630 1,760 1,144 1,718 5,112 22 $361 $153 $1,363 $488 $2,365 9/1/2024 10/1/2024 S 1,588 526 1,111 710 1,414 4,297 21 $350 $139 $1,281 $465 $2,235 10/1/2024 11/1/2024 W1 1,209 1,204 431 4,696 21 $361 $116 $880 $465 $1,822 11/1/2024 12/1/2024 W1 785 (83) 60 3,510 13 $350 $78 $545 $288 $1,260 12/1/2024 1/1/2025 W1 900 1,227 34 2,676 13 $361 $94 $710 $288 $1,453 Total 10,805 2,537 13,538 (7,427) 8,200 6,705 43,854 12,085 $4,265 $1,303 $10,695 $4,831 $21,094 Bill Date Ranges Energy After PV (kWh) PV Generation (kWh) Charges After PV ($) Business Confidential - Willdan
Appendix 3:

Performance
Guarantee
Business Confidential - Willdan
Guarantee Phase Contract Sum
43 Summary
▪ City will pay Willdan annual payments for Guarantee Phase services in the amounts listed below, subject to Schedule B and any other applicable terms of this Energy Savings Guarantee:
▪ City may cancel the Guarantee Phase services on any anniversary of the commencement of Guarantee Services, or at the end of City’s fiscal year. If City cancels these services, Willdan reserves the right to cancel the Energy Savings Guarantee as outlined in the ESPC Contract.

EV Chargers Net Utility and Uptime
Guarantee
Year One: $0.00 (included in Construction Phase
Contract Sum)
Year Two and Beyond: Determined upon request for CITY
Solar PV Electricity Guarantee
Year One through Three: $0.00 (included in Construction Phase Contract Sum)
Year Four and Beyond: Determined upon request for CITY
Business Confidential - Willdan
Guaranteed Energy Savings
44 Solar Photovoltaic Savings Guarantee
▪ Willdan guarantees that the City will produce [706,913] kWh in Year 1. The Solar PV generation is expected to degrade by 2.0% in the first year of operation, and then 0.5% per year after that. The total guaranteed production accounting for this degradation is shown below:
▪ International Performance Measurement and Verification Protocol Option B - Fully Measured Retrofit Isolation will be utilized to verify annual electric production of [706,913] kWh from the Solar PV measure following the completion of the scope of work in Year 1. This guarantee comprises 90% of the total estimated generation from the PV measure, as well as a 2.0% degradation rate for the module’s first year. The guaranteed savings for subsequent years will be derated by 0.5% annually to account for normal degradation of the PV system.

Post installation energy consumption will be compared to baseline energy consumption.

PV Production Guarantee - Full Portfolio
M&V Year Guarantee Solar PV Production
(kWh)
Year 1 706,913
Year 2 703,378
Year 3 699,861
Total 2,110,152
PV Production Guarantee by Site Guaranteed Production
PREMISES Site
Simulated
Annual
Production
Year 1 Year 2 Year 3 Total
Interface Pumping
Facility - Base Design 732,598 644,687 641,463 638,256 1,924,406 Water Dept Resources
Building Base Design 70,711 62,226 61,915 61,605 185,746 Total 803,310 706,913 703,378 699,861 2,110,152
Business Confidential - Willdan
Guaranteed Energy Savings
45 Electric Vehicle Chargers Guarantee
▪ The estimated energy and cost savings for this project are based largely on the rate of electrification of the City fleet, which is outside the scope of the project. The fleet composition, miles driven, and average fuel consumption are pre-approved and stipulated values used in the savings calculations. The key performance indicator for the energy guarantee and M&V approach will be the availability of the new EV charging infrastructure. Equipment “uptime” will be quantified via periodic reporting during the performance period. This approach is informed by Option A - Retrofit Isolation (Key Parameter Measurement), of the International Performance Measurement & Verification Protocol (IPMVP). The performance period will encompass 1 year.

Electric Vehicle Chargers Fuel Savings Guarantee
▪ The final cost savings are based on the expected fuel savings by switching from internal combustion engine vehicles to battery electric vehicles. The guaranteed savings are stipulated as it can only be achieved when the City fleet has transitioned to 100% EVs. The guaranteed savings deducts a 10% risk factor from the estimated savings. Should actual uptime fall below 97% a shortfall payment will be issued to the City.

EV Vehicle O&M Guarantee
▪ Willdan and City agree that annual maintenance savings of: $14,967 at 1000 Buena Vista are achieved as guaranteed. No further tracking or monitoring of these savings will take place. Operations and Maintenance savings are not expected to be achieved from the installation of the Solar PV or Battery Energy Storage Systems.

EV Charging Fuel Savings
PREMISES Estimated Net
Savings
Guaranteed
Savings
1000 Buena Vista $16,704 $14,583
Business Confidential - Willdan
Guaranteed Energy Savings
46 Battery Energy Storage System Guarantee
▪ Willdan and City agree that an additional energy savings of $278,100 annually is achieved as guaranteed at the Water Department Interface Facility from Battery Energy Storage System installation. No further tracking or monitoring of these savings will take place.

Why Stipulated Savings are Appropriate for BESS
▪ Unlike Solar PV – where energy production is driven by a well-understood, measurable input (irradiance) and decades of degradation data – the financial performance of a Battery Energy Storage System depends on variables that are largely outside the control of the system owner or installer, and that change unpredictably over the life of the contract. ▪ The core issue is that BESS value is market- and tariff-dependent, not asset-dependent. A solar panel's output can be guaranteed because it is a function of the equipment itself. A BESS's savings, by contrast, are a function of how the system is dispatched against a rate structure and load profile, both of which shift over time. Specifically:
▪ Utility rate changes. Demand charges, time-of-use differentials, and rate structures are revised by the utility periodically, sometimes in ways that significantly increase or decrease the arbitrage opportunity. A rate restructuring could compress or eliminate the spread the BESS was designed to capture - or expand it.
▪ Load profile variability. The customer's own electricity consumption patterns drive how much demand can realistically be shaved or shifted. Changes in operations, occupancy, equipment, or on-site generation all alter the savings envelope in ways no vendor can predict or control. ▪ Dispatch optimization is probabilistic, not deterministic. The Energy Management System uses forecasting algorithms to make real-time decisions about when to charge and discharge. These algorithms are sophisticated, but they are optimizing against uncertain future conditions (next-day load, weather, rate periods). Guaranteeing the output of a probabilistic optimization engine to a fixed dollar figure would require the EMS provider to accept risk for factors entirely outside the system - which no credible vendor in this market does, for good reason. ▪ Industry practice reflects this reality. Performance guarantees for BESS in behind-the-meter applications are not standard in the market today. Where they exist, they typically guarantee only equipment-level metrics (round-trip efficiency, availability, capacity retention) rather than dollar savings. We are proposing the same approach: guaranteeing that the hardware will perform to its rated specifications, while using stipulated savings to model the expected economic benefit.

Business Confidential - Willdan
Guaranteed Energy Savings
47 Battery Energy Storage System Guarantee
What Willdan is Guaranteeing – and Why It Protects the City ▪ We are standing behind the things within our control: system availability, roundtrip efficiency, capacity, and degradation within manufacturer specifications. The Tesla Megapack 2XL carries robust manufacturer warranties on these parameters. If the equipment underperforms its rated specs, that is on us. ▪ What we are not guaranteeing is a specific dollar outcome from the interaction of a properly functioning system with external conditions no party controls. The stipulated savings in the contract represent a reasonable, conservative projection based on your current rate structure and load profile, and they give both parties a clear, agreed-upon economic framework without forcing either side to absorb risk for utility rate decisions or operational changes. ▪ We believe this structure is the most honest and bankable approach - it avoids embedding hidden risk premiums that would inflate the project cost, and it reflects how the BESS market actually prices behind-the-meter projects today. :

Business Confidential - Willdan
Appendix 4: Savings
Measurement &
Verification
Business Confidential - Willdan
Savings Measurement & Verification
49 Solar PV Savings Measurement – IPMVP Option B
▪ International Performance Measurement and Verification Protocol Option B verification techniques measure savings at a system level where key performance factors load and hours of use are directly measured. ▪ The solar production will be tracked utilizing the system portal. Production data cost impacts will be analyzed using the outlined blended rate.

Determination of Dollars Saved for Solar PV
Total Annual $ Savings = ∑ (Energy/Demand Savings x Contractual Energy/Demand Rates) Where: Contractual Energy Rates = Utility rates defined in this table:

PREMISES Site Avoided Cost Rates ($/kWh)
Year 1 Year 2 Year 3
Interface Pumping
Facility - Base Design $0.1220 $0.1269 $0.1320
Water Dept
Resources Building
Base Design
$0.2160 $0.2246 $0.2336
Business Confidential - Willdan
Savings Measurement & Verification
50 EV Chargers Savings Measurement
▪ Determination of Uptime:

The uptime percentage will be calculated as U=(T-D+E)/T, where:

U = Uptime reporting percentage for the reporting period.

T = Total time of operational hours during the reporting period.

D = Total downtime during the reporting period, including excluded downtime.

E = Excluded downtime during the reporting period.
▪ Downtime will be measured as any period of time within the standard hours of operation in which a charger is not operational, including:
▪ A period in which the charging port’s response to the central system’s request for notification of operative status indicates that the connector or charging port is in an inoperative state; and
▪ A period in which maintenance logs show initial notice of a physical or otherwise non-networked issue that results in an non-operational status prior until maintenance logs show repairs have returned the charging port to an operational status. ▪ Excluded downtime will be defined as a period of downtime caused by any of the following reasons:
▪ Downtime before initial installation;
▪ Electric grid power loss that cuts off power supply to the charging port; ▪ Any failure to charge due to the fault of the vehicle; ▪ Preventive maintenance, up to 24 hours per year;
▪ Physical damage to hardware, including from improper use, vandalism or theft. CONTRACTOR will coordinate repairs within a reasonable time after notification.
▪ Telecommunication network outages; and
▪ Extraordinary events, including natural disasters that are unforeseeable and impossible to plan for in advance.

Business Confidential - Willdan
Savings Measurement & Verification
51 EV Chargers Savings Measurement (Continued)
▪ Savings will not be measured directly from the utility grade meters, mileage logs or fuel invoices. ▪ The EVCS network management reporting feature will be used to determine the overall “uptime” performance of the EV charging infrastructure. A 97% uptime parameter is used as the basis of the energy guarantee. The uptime percentage guarantee will be determined by the average of all charging stations installed under the scope.

Shortfall payments will be prorated based on deviations from the guaranteed uptime of 97% and the actual measured performance during the performance period per the following equation.
▪ If actual uptime is less than 97%. then S=E(G-U) where, S = Shortfall payment, $
E = Energy Savings Guarantee, $14,583
G = Guaranteed average uptime of 97%
U = Uptime reporting percentage for the reporting period ▪ This savings guarantee will be in effect only for the first year after the start of the M&V period.

Business Confidential - Willdan
Appendix 5: PG&E Utility
Rate Escalation
Business Confidential - Willdan
Historical Energy Escalation
53 This data, provided from PG&E, shows utilities have risen significantly over the past 15 years.

PG&E is currently requesting >8% increase to the CPUC in future rate increases. TAKEAWAY ▪ Estimated rate escalation for savings projections.
▪ Willdan’s customers primarily utilize 5% energy escalation rate for both Fuel and Electricity.

3.96%

11.36%
-1.50%

0.65%

3.88% 3.95%

7.86%

2.16%

7.44%

1.29%

3.11%

10.83%

15.26%

10.16%

11.91%
-4.00%
-2.00%

0.00%

2.00%

4.00%

6.00%

8.00%

10.00%

12.00%

14.00%

16.00%

18.00%
2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 Historical PG&E Utility Cost Increases
Electricity escalation based on
example PG&E rate for large
commercial customers
(compound annual growth rate)
15-year 6.05%
10-year 7.31%
5-year 10.18%
Business Confidential - Willdan
Appendix 7: Financial
Disclosure
Business Confidential - Willdan
Disclosure
Willdan Financial Services (“Willdan”) is registered as a "municipal advisor" pursuant to Section 15B of the Securities Exchange Act and rules and regulations adopted by the United States Securities and Exchange Commission ("SEC") and the Municipal Securities Rulemaking Board ("MSRB"). The MSRB has made available on its website (www.msrb.org) a municipal advisory client brochure that describes the protections that may be provided by MSRB rules and how to file a complaint with the appropriate regulatory authority. As part of its SEC registration Willdan is required to disclose to the SEC information regarding criminal actions, regulatory actions, investigations, terminations, judgments, liens, civil judicial actions, customer complaints, arbitrations and civil litigation involving Willdan. Pursuant to MSRB Rule G-42, Willdan is required to disclose any legal or disciplinary event that is material to Client's evaluation of Willdan or the integrity of its management or advisory personnel. Willdan has determined that no such event exists. Copies of Willdan’s filings with the United States Securities and Exchange Commission can currently be found by accessing the SEC's EDGAR system Company Search Page which is currently available at: https://www.sec.gov/edgar/searchedgar/companysearch.html and searching for either Willdan Financial Services or for our CIK number which is 0001782739.

For the avoidance of doubt and without limiting the foregoing, in connection with any revenue projections, cash-flow analyses, feasibility studies and/or other analyses Willdan may provide the municipality with respect to financial, economic or other matters relating to a prospective, new or existing issuance of municipal securities of the municipality, (A) any such projections, studies and analyses shall be based upon assumptions, opinions or views (including, without limitation, any assumptions related to revenue growth) established by the municipality, in conjunction with such of its municipal, financial, legal and other advisers as it deems appropriate; and (B) under no circumstances shall Willdan be asked to provide, nor shall it provide, any advice or recommendations or subjective assumptions, opinions or views with respect to the actual or proposed structure, terms, timing, pricing or other similar matters with respect to any municipal financial products or municipal securities issuances, unless formally engaged to provide such information.

Business Confidential - Willdan
Water Resources Office &
Interface Facility
Distributed Energy Resources Project
August 5, 2026
Public Hearing Presentation
Business Confidential - Willdan
Fiscal Responsibility – Maximize electrical utility cost savings.  Reallocate elsewhere in the Domestic Water Enterprise Fund operational budget. (minimum $414,000 per year)
 Hedge against future utility rate escalation.
(average ~10.2% increase each year over last 5-years)
Asset Ownership – Water Dept retains ownership of assets.

Realizes full benefit of the savings rather than a PPA.

System Sizing and Optimal Generation – Offset as much electrical spend as possible. Avoid diminishing returns of selling power back to the grid.

Compliance with State EV Mandates – Proactive compliance with CARB vehicle mandates and avoid penalties or loss of
grant/incentive opportunities.

Air-Quality Benefit – Cleaner air and reduced pollutants of City owned infrastructure and equipment for the Community.

Leverage All Available Funding Sources – Including federal, state, and regional grants, incentives, etc.
2 What are the project goals for 1000 Buena Vista?
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PROJECT OVERVIEW
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Solar PV Generation & Offset/Export
Carport Canopy Solar PV Systems
 Goal: Substantial demand shaving in peak-hours; charge in off-peak hours from PV generation.  Dispatch Strategy: Stacking demand charge management & energy arbitrage – emphasis on optimizing financial benefit.
 Microgrid-ready capability in future for resiliency.
 System size = Tesla Megapack 2XL - 612 kW / 2448 kWh
Battery Energy Storage System (BESS)
 Goal: Match the necessary load and minimize unnecessary exporting to Utility.  Total system size (7 Carports) = 511 kWdc
 465.4 kWdc serving Interface Pumping Station
 45.8 kWdc to serve the Resources Office Building
Interface Pumping Station
 Estimated production 734,000 kWh/yr
 44% offset of annual electricity usage; 14% exported to grid Water Resources Office
 Estimated production 70,800 kWh/yr
 78% offset of annual electricity usage; 37% exported to grid  Future full electrification of Resources Office with HVAC, domestic hot water and kitchen upgrades – reduce export to utility
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Canopies 1-5 Serve Interface Terminal, 6-7 Serve Resources Office Business Confidential - Willdan Battery Storage
System Location
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BESS Enclosure, DER Panel & Concrete Pad/Bollards Business Confidential - Willdan
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7 Make-Ready Infrastructure Scope
PG&E EV Fleet Program Scope  Goal: Increase number of stalls with curbing creating more paved parking; provide paved stalls for new EV Chargers; and provide an additional access point from parking lot to work area.

Parking Lot Redesign  7 EV Chargers (6 Level 2 & 1 DC Fast Charger) will have dedicated paved parking that will be added to the upgraded existing lot. Level 2’s will be column-mounted to the Solar canopies to minimize footprint.  Current and future larger equipment and semi-trucks can pull through & charge in shade parallel with canal Solar PV canopy
(see bottom photo to left).
 17 EV Chargers (14 Level 2 & 3 DC Fast Chargers).  All conduit, electrical, service capacity, stubs, and site work is included in today’s project for future charger install – all Water Dept will have to do is install chargers, commission, and energize.

Business Confidential - Willdan
Total Long-Term Plan
 24 EV Chargers (20 Level 2 & 4 DC Fast Chargers).  Combined PG&E EV Fleet Program build and future Make -Ready
infrastructure is enough to support a fully electric fleet at this location for all Domestic Water vehicles (and support other Depts as needed).

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24’

17.7’ 14’
Heavy Duty Equipment Approach to Yard from Buena Vista Rd Business Confidential - Willdan 8 Business Confidential - Willdan

PROJECT FINANCIALS
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DER Project Turnkey Project Cost Projected Incentives
ITC & EV Incentives) Net Capital Cost Net Annual Utility, O&M Savings Simple Payback
Solar – Carport Canopy PV System $3,914,948 $1,957,474 $1,957,474 $382,732 9.15
Battery Energy Storage System - Interface Pumping Station $3,091,881 $1,545,941 $1,545,940 EV Chargers - PG&E EV Fleet & Future Make-Ready $1,211,165 $167,209 $1,043,956 $31,671 32.96 Parking Improvements & Civil Work $328,631 $0 $328,631 $0 - Contingencies & Allowances $666,000 $0 $666,000 $0 -
Total Project $9,212,625 $3,670,624 $5,542,001 $414,403 13.37

FINANCIAL NOTES
 Not-to-Exceed Turnkey Project Cost: $9,212,625
 Projected Federal Investment Tax Credit (ITC): $3,503,414  EV Grants & Incentives Included: PG&E EV Fleet Program Rebate $28,000 (in-hand). CARB Charge Up! Program is estimated for a maximum amount of $30,000. LCFS Credits $109,209 (total estimated through 2045, will vary based on market prices at the time of sale).
 Annual Utility & Fuel Savings: $399,436
 Annual Maintenance Savings (EV Vehicles): $14,967

PROJECT BENEFIT
 Total Possible Project Grants and Incentives (as of today): $3,670,624  Net Capital Cost to Water Department: $5,542,001
 Simple Payback: ~13 years
 Average Weighted Expected Useful Life of Equipment & Infrastructure: Exceeds 25+ years
 Projected Total Savings Over Project Duration (all sources): $17,610,123  Net Program Benefit (positive cash flow for Water Dept): $8,397,498 Turnkey Project Costs Include: Engineering/design, program management, PG&E coordination and interconnection, grant and incentive applications and processing, procurement, fixed-price GMAX contract, subcontractor materials and labor, construction management, commissioning, training, close out, warranty, performance guarantees, M&V, and support services.

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DER Project Turnkey Project Cost Projected Incentives
ITC & EV Incentives) Net Capital Cost Net Annual Utility, O&M Savings Simple Payback
Solar – Carport Canopy PV System $3,914,948 $0 $3,914,948 $382,732 14.27
Battery Energy Storage System - Interface Pumping Station $3,091,881 $1,545,941 $1,545,940 EV Chargers - PG&E EV Fleet & Future Make-Ready $1,211,165 $137,209 $1,073,956 $31,671 33.91 Parking Improvements & Civil Work $328,631 $0 $328,631 $0 - Contingencies & Allowances $666,000 $0 $666,000 $0 -
Total Project $9,212,625 $1,683,150 $7,529,475 $414,403 18.17 Turnkey Project Costs Include: Engineering/design, program management, PG&E coordination and interconnection, grant and incentive applications and processing, procurement, fixed-price GMAX contract, subcontractor materials and labor, construction management, commissioning, training, close out, warranty, performance guarantees, M&V, and support services.

FINANCIAL NOTES
 Not-to-Exceed Turnkey Project Cost: $9,212,625
 Projected Federal Investment Tax Credit (ITC): $1,545,941 (BESS only, no Solar PV due to no safe harbor and risk of 12/31/27 PTO)  EV Grants & Incentives Included: PG&E EV Fleet Program Rebate $28,000 (in-hand). LCFS Credits $109,209.
 Grants & Incentives Not Included: ITC for Solar PV, SGIP, CARB Carl Moyer (SJVAPCD) Grant, CARB Charge Up! (SJVAPCD) Grant.
 Annual Utility & Fuel Savings: $399,436
 Annual Maintenance Savings (EV Vehicles): $14,967

PROJECT BENEFIT
 Total Possible Project Grants and Incentives: $1,683,150  Net Capital Cost to Water Department: $7,529,475
 Simple Payback: ~18 years
 Average Weighted Expected Useful Life of Equipment & Infrastructure: Exceeds 25+ years
 Projected Total Savings Over Project Duration (all sources): $15,622,649  Net Program Benefit (positive cash flow for Water Dept): $6,410,024 Business Confidential - Willdan
All conversions & equivalencies calculated using the EPA’s “Greenhouse Gas Equivalencies Calculator”: https://www.epa.gov/energy/greenhouse-gas-equivalencies-calculator Solar PV Systems
406 Metric Tons of CO2e
EV Chargers
425 Metric Tons of CO2e
Total
831 Metric Tons of CO2e avoided
Combined air quality and environmental benefit from
the Solar PV, EV Charger Infrastructure, and ZEV
Vehicle Transition annually for the community is:
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Questions?
VM\C:\Program Files\Escribe\TEMP\1432037903\1432037903,,,Public Appeal Hearing Of Planning Commission’s Approval Of Vesting Tentative Tract Map No. 7500 (Phased).Docx

ADMINISTRATIVE REPORT
MEETING DATE: August 5, 2026 AGENDA CATEGORY: Hearings
TO: Honorable Mayor and City Council
FROM: Phillip Burns, Development Services Director
DATE: July 31, 2026
SUBJECT: Public Appeal Hearing of Planning Commission’s Approval of Vesting Tentative Tract Map No. 7500 (Phased) and its Mitigated Negative Declaration.

McIntosh & Associates, representing Franmar Company and Loyola Properties I, LP, is proposing to subdivide 39.92 acres into 208 single-family residential lots, 1 sump lot, and 4 landscape lots in the R-1 (Single-Unit Dwelling) zone located at the northeast corner of Old River Road and Mc Cutchen Road. (Ward 5)
Consideration of a Resolution adopting the Mitigated Negative Declaration pursuant to the California Environmental Quality Act and approving Vesting Tentative Tract Map No. 7500 (Phased).

Lozeau Drury LLP submitted an appeal to the Planning Commission’s approval of the request.

RECOMMENDATION:

City staff recommends denying the appeal and upholding the Planning Commission’s decision to approve Vesting Tentative Tract Map No. 7500 and its proposed Mitigated Negative Declaration.

BACKGROUND:

Vesting Tentative Tract Map (VTTM) No. 7500 consists of 208 single-family residential lots, 1 sump lot, and 4 landscape lots on 39.92 acres. Residential lots range in size from 5,000 square feet to 11,638 square feet, with the typical lot size 50 feet wide x 100 feet deep (5,000 square feet). The density is 5.98 units per net acre, which is consistent with the LR designation of the project of less than or equal to 7.26 dwelling units per net acre.

Access to this subdivision would be from Mc Cutchen Road (arterial) on the south boundary and Rio Verde Drive (local) on the subdivision's east boundary. As such, the applicant has requested 4 deviations from City standards to allow reverse corner lots, reduction of lot frontage, reduction of lot width, and double frontage lots. Staff has reviewed deviation requests and recommends approval.

Planning Commission Decision. On August 21, 2025, the Planning Commission considered VTTM No. 7500 (Phased). No comments were received. At the meeting, there were no speakers in favor or opposed to the map and the project remained on the consent agenda. The Planning Commission unanimously approved the request with Commissioner Cater absent. The Planning Commission’s findings are contained in Resolution No. 41-25 (attached).

Appeal to Planning Commission’s Decision. On August 28, 2025, Lozeau Drury LLP filed an appeal to the Planning Commission’s decision to approve VTTM No. 7500 (Phased). A copy of the appeal letter is attached. The basis for the appeal was set forth in the letter from the Law Offices of Lozeau Drury LLP to the Planning Commission on August 22, 2025, which states that the reliance of the 2007 Mitigated Negative Declaration violates the California Environmental Quality Act. VTTM 7500 (Phased) may have significant impacts that were not considered in 2007 requiring preparation of an Environmental Impact Report. Alternately, new information, changed circumstances and new mitigation measures would require preparation of a new Mitigated Negative Declaration.

City Council Hearing. On October 22, 2025, the project was continued by Staff to review additional correspondence submitted by the appellant regarding the project. Responses to this letter are attached.

Environmental Review. Based upon an initial environmental assessment, staff determined that GPA/ZC No. 07-1874 Mitigated Negative Declaration (“MND”) of the subject property was adequate environmental documentation for the proposed project. In accordance with CEQA Section 15162, no further environmental documentation is necessary because no substantial changes to the original project are proposed, there are no substantial changes in circumstances under which the project will be undertaken, and no new environmental impacts have been identified. In addition, mitigation measures from the related project have been incorporated and are attached to the resolution.

Public Notification. All required public notices have been given for the Planning Commission public hearing held on August 21, 2025, the City Council public hearing of October 22, 2025, and the City Council public hearing of August 5, 2026.

CITY COUNCIL OPTIONS:

The City Council may sustain, modify, reject, or overrule any ruling of the Planning Commission for this subdivision of land. The following options have been provided for Council’s consideration regarding the appeal:

1. Deny the Appeal and Approve VTTM No. 7500 (Phased). If the City Council were to deny the appeal and uphold the Planning Commission's approval, the Vesting Tentative Tract Map would be conditionally approved and would facilitate construction of 208 single-family residential lots, 1 sump lot, and 4 landscape lots on 39.92 acres and adopt the Mitigated Negative Declaration (Resolution attached).

2. Approve the Appeal and Deny VTTM No. 7500 (Phased). If the City Council were to approve the appeal and overturn the Planning Commission's approval, the project site could not be developed as proposed and would retain its current condition. The Mitigated Negative Declaration would not be adopted.

CONCLUSION:

Staff recommends the proposed subdivision of land is consistent with applicable general and specific plans; the site is physically suitable for the type of development; the design of the subdivision is not likely to cause
substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat; the design of the subdivision will not likely cause serious public health problems; and the design of the subdivision will not conflict with easements, acquired by the public at large, for access through or use of property within the proposed subdivision.

Overall Recommendation. Staff finds that the applicable provisions of CEQA have been complied with, and the proposal is compatible with the surrounding area, land use designation, and zoning ordinance.

Therefore, staff recommends City Council to consider the whole of the record, to include the appellant’s concerns, and deny the appeal and uphold the Planning Commission's decision to approve Vesting Tentative Tract Map No. 7500 (Phased).

FISCAL IMPACT:

No fiscal impact with the proposed subdivision of land. Development which will occur as a result of Vesting Tentative Tract Map No. 7500 (Phased) will be subject to the appropriate application processing fees that have been determined to be sufficient to cover all operational expenses related to processing projects.

COUNCIL GOAL:

Community Character & Quality of Life
Reliable Infrastructure
ATTACHMENTS:

1. City Council Resolution to Deny Appeal and Approve VTTM 7500 (Phased)

2. Map Set

3. Planning Commission Staff Report

4. Planning Commission Resolution

5. Mitigated Negative Declaration for GPA/ZC 07-1874

6. Appeal Letter of Planning Commission Decision

7. Correspondence

8. Staff Memorandum - October 22, 2025

9. Additional Correspondence SAFER appeal comment
RESOLUTION NO. _____________
VM\S:\05_Land Division\Subs Completed 2025\PP-TCTM-25-0001_VTTM 7500_NEC Old River Rd & Mccutchen Rd\08_Appeal\Aug 5 2026 Appeal Hearing\01_Attachment A_Council Resolution_Deny Appeal And Approve VTTM No. 7500_Final.Docx

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Bakersfield City CouncilAugust 5, 2026

Bakersfield City Council
August 5, 2026