Camarillo City Council
November 12, 2025

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DISCUSSION
In September 2025, VCTC received notification from CalSTA that Year 2 funding was approved. VCTC is proposing to amend Agreement No. 2024-194 to reflect a total amount not to exceed $2,538,000, which includes $700,000 of Year 1 funding already received by the City and $1,838,000 of Year 2 funding. Agreement No. 2024-194A (Attachment 1) includes revised Exhibit A, which contains Year 1 Recommended Projects as well as Recommended Projects for Year 2. Staff has modified Year 1’s funding split to move $390,000 of Year 1 funding from vehicle procurement to Project ST-5157 after identifying additional federal funding that could be spent on the vehicles. Year 2 includes $438,000 for electric transit vehicles and $1,400,000 for Project ST-5157, for a total of $1,838,000.

Year 2 funding is expected to be released in FY 2025/26, shortly after execution of the Agreement.

FISCAL IMPACT
The Interagency Agreement First Amendment will generate $1,838,000 in revenue to the SB 125 Fund; Capital Grants SB 125 Revenue Account No. 206-0000-336.36-18 for Fiscal Year 2025/26.

CITY COUNCIL STRATEGIC PLAN FY 2025/26
This item supports the City Council’s Strategic Plan Goal and Objective 4.4 and 7.9.

4.4) Evaluate potential measures to improve public transit.

7.9) Implement the transition of public transit and general use City vehicles and the infrastructure necessary to reduce greenhouse gases by electric, hybrid, or by other environmentally friendly options.

RECOMMENDATION

1. Authorize the City Manager to execute the CC Agreement No. 2024-194A with Ventura County Transportation Commission for the disbursement and administration of additional grant funds in the amount of $1,838,000 for a total authorized amount of $2,538,000 from the State of California’s Senate Bill 125.

ATTACHMENTS

1. CC Agreement No. 2024-194A

2. CC Agreement No. 2024-194
REFERENCE MATERIALS – AVAILABLE FOR REVIEW AT CITY HALL None

CC Packet – November 12, 2025
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Amendment 1 to City of Camarillo, Interagency Agreement CC Agreement 2024-194A
AMENDMENT NO. 1
TO

INTERAGENCY AGREEMENT BETWEEN

VENTURA COUNTY TRANSPORTATION COMMISSION
AND

CITY OF CAMARILLO

This Amendment No. 1 (“First Amendment”) is made as of this 12th day of November 2025 (“Effective Date”) by and between the VENTURA COUNTY TRANSPORTATION COMMISSION ("VCTC"), and CITY OF CAMARILLO. (“CITY”). CITY and VCTC are sometimes referred to herein together as the “Parties” and singularly as a “Party”.

RECITALS

WHEREAS, VCTC and CITY entered into an agreement on December 11, 2024, pursuant to which VCTC agreed to allocate Grant Funds and CITY agreed to implement the Project (“Project”); and

WHEREAS, the Parties desire to amend the Agreement to revise the Scope of Services and Grant Funds Amount.

NOW THEREFORE, VCTC and CITY agree as follows:

1. Scope of Services (Section 2a to the Agreement) is amended to replace the existing language with the following language:
a. Grant Administration: As the original fund recipient, VCTC shall be responsible for distributing the Grants Funds to CITY to be used for the Project. VCTC has agreed to distribute an additional $906,504 TIRCP funds and $931,496 GGRF for a not-to-exceed amount of $ $2,538,000.

2. Scope of Services (Section 2bto the Agreement) is amended to replace the existing language with the following language:
a. Project Implementation: CITY will implement vehicle replacement and Electric Vehicle Charging Infrastructure.

3. Exhibit A to the Agreement is amended to repeal the existing Exhibit A and replace it with Exhibit A- Revised, attached hereto and incorporated herein.

Except to the extent amended herein, all other provisions of the Agreement remain in unchanged and in full force and effect.

This First Amendment may be executed in counterparts and/or by facsimile or other electronic means, and when each Party has signed and delivered at least one such

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Amendment 1 to City of Camarillo, Interagency Agreement CC Agreement 2024-194A

counterpart, each counterpart shall be deemed an original, and, when taken together with other signed counterpart, shall constitute one original, which shall be binding upon and effective as to all Parties.

IN WITNESS THEREOF, the parties have executed this First Amendment on the12 th
day of November 2025.

VENTURA COUNTY TRANSPORTATION COMMISSION
by:

Martin Erickson, Executive Director

Approved as to form
by:

Lindsay D’Andrea, General Counsel

CITY OF CAMARILLO
by:

Its: Greg Ramirez, City Manager

CITY OF CAMARILLO
by:

Its: Rachel Richman, City Attorney

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Exhibit A - Revised
SB-125 Agreement

Project Program Amount Description
Vehicle
Replacement
TIRCP- Y1 $110,000 Funding will be utilized for the procurement of 1 transit vehicle.

For this purchase, City will replace 1 internal combustion engine (ICE) vehicle with 1 ICE vehicle. The vehicle will be a replacement for the City’s dial-a- ride (DAR) service, which provides citywide services for the general population as well as seniors aged 65 and older and Americans with Disabilities (ADA) card holders.

The
vehicle can also be utilized for the City’s InterCity DAR program, which enables seniors and ADA passengers to travel to neighboring cities such as Thousand Oaks and Simi Valley. Th e expected life for the transit van is 4 years.

Start end date – 7/1/25-6/30/26
Design Work TIRCP-Y1 $200,000 Funding will be utilized for preliminary design work for the joint City and VCTC bus charging and storage facility as approved in the City’s Zero Emission Bus Plan.

Start and end date – 7/1/25 – 6/30/28
EV Charging
Infrastructure
TIRCP-Y1 $390,000 Funding will be utilized to partially fund design work and construction of the EV charging station
Start and end date – 7/1/25 – 6/30/29
Vehicle
Replacement
TIRCP-Y2 $438,0000 Funding will be utilized for procurement of approximately 3 - 4 replacement vehicles. The vehicles will vary in types and sizes.

The minivans will have capacity of 5 passengers and 1
wheelchair with an expected life of 4 years. Transit van will be high roof, Class V , 8- passenger and 1-wheelchair or 4-passenger and 2-wheelchair vehicle. Cutaways will be a 16 -passenger or 12-passenger with 2 -wheelchair vehicle. Vehicles will be used for the City’s dial-a-ride (DAR) services, which provides citywide services for the general population as well as seniors aged 65 and olde r and Americans with Disabilities (ADA) card holders.

These vehicles can also be utilized for the City’s InterCity DAR program, which enables seniors and ADA passengers to travel to neighboring cities such as Thousand Oaks and Simi Valley. The expected lif e for the transit van is 4 years and 7 years for the cutaway.

Start and end date – 7/1/26 – 6/30/29
Design Work TIRCP-Y2 $468,504 Funding will be utilized for preliminary design work for the joint City and VCTC bus charging and storage facility as approved in the City’s Zero Emission Bus Plan.

Start and end date – 7/1/25 – 6/30/28
EV Charging
Infrastructure
GGRF-Y2 $931,496 Funding will be utilized as partial payment for design work and partial payment for construction of the EV charging station for the zero-emission transition project.

Start and end date – 7/1/26 – 6/30/29

CC Agreeement No. 2024-194A

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Camarillo City Council

AGENDA REPORT
Date: November 12, 2025
To: Honorable Mayor and City Councilmembers
From: Greg Ramirez, City Manager
Submitted by: Mitchell Cameron, Director of Administrative Services/Chief Innovation Officer
Subject: Award of Contract for the Corporation Yard Remodel Phase 1 – CY-5163

BACKGROUND
Specification No. CY-5163, Corporation Yard Remodel Phase 1, provides for the renovation and modernization of the City’s Corporation Yard facilities, including the administrative office, breakroom, locker room, and restrooms. The project scope includes demolition and reconfiguration of the existing floor plan to enhance functionality, improve layout efficiency, and ensure ADA compliance.

Specific improvements include upgrades to interior and exterior lighting, electrical systems, HVAC, flooring, and finishes. The project also includes painting, installation of new fixtures, and other improvements to create a safer, more efficient, and welcoming work environment for staff.

DISCUSSION
On September 13, 2025, staff advertised a Notice Inviting Bids for Specification No. CY- 5163 in the Camarillo Acorn and on the City’s PlanetBids portal.

On October 16, 2025, three bids were received via PlanetBids, summarized below:

Name of Bidder $ Amount of Bid
RAMSA Construction $2,907,000.00
The Nazerian Group $2,988,123.00
CALTEC Corp $3,620,000.00
While RAMSA Construction (RAMSA) submitted the apparent low bid, staff recommends their bid be deemed non-responsive due to failure to meet a material requirement of the bid documents.

The bid specifications state:

The original security of the three (3) lowest bidders must be submitted to the Administrative Services Department at 601 Carmen Drive, Camarillo, CA 93010, in a sealed envelope, and received or postmarked within three (3) City business days after the bid due date and time for the bid to be considered.

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Award of Contract for the Corporation Yard Remodel Phase 1 – CY-5163 November 12, 2025

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Further, per Public Contract Code Section 10167 and Instruction to Bidders, Section

11.16, bids lacking the required bid guaranty or original security are considered non- responsive and must be rejected.

RAMSA Construction did not submit the required original bid security to the City within the specified timeframe; therefore, their bid is non-responsive.

Staff recommends the City Council reject RAMSA’s bid and award a Public Works Contract (CC Agreement No. 2025-214) to The Nazerian Group, the next apparent low bidder, in the amount of $2,988,123 and authorize a 10% contingency of $298,812.30 for unforeseen change orders that may be required for a total authorized expenditure of $3,286,935.30.

FISCAL IMPACT
Funds for the Corporation Yard Remodel Phase 1 project and contingencies are available in the Capital Improvement Projects Fund, Account No. 410-8610-486-92-41.

CITY COUNCIL STRATEGIC PLAN FY 2025/26
This recommendation supports the City Council’s Strategic Plan Goal and Objective 5.4 Technology and City Facilities – Improve and modernize City facilities using sustainable building practices, energy-efficient systems, and resilient infrastructure.

CEQA DETERMINATIONS
Specification No. CY-5163 is not subject to California Environmental Quality Act (CEQA) review pursuant to Section 15301 of the CEQA Guidelines, which exempts projects that involving the operation, repair, maintenance, or minor alteration of existing facilities with negligible or no expansion of use.

The agenda item meets the criteria for this exemption because the project consists of the repair, maintenance or minor alteration to an existing public facility involving no expansion beyond that currently existing.

RECOMMENDATION

1. Find the Corporation Yard Remodel Phase 1 Project exempt from review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guideline 150301 of the CEQA Guidelines: and

2. Reject the bid submitted by RAMSA Construction as non-responsive; and

3. Authorize the City Manager to execute Public Works Contract No. 2025-214 with The Nazerian Group in the amount of $2,988,123 and approve contract change orders for contingencies in the amount of $298,812.30 for a total authorized expenditure of $3,286,935.30.

ATTACHMENTS

1. CC Agreement No. 2025-214 The Nazerian Group
REFERENCE MATERIALS – AVAILABLE FOR REVIEW AT CITY HALL None

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CITY OF CAMARILLO

PUBLIC WORKS CONTRACT
This contract (“Contract”) is effective as of November 12, 2025, and is between the CITY OF CAMARILLO, a California general law city and municipal corporation (“ City”), and The Nazerian Group, a California corporation “Contractor”), collectively referred to as the “Parties.” Section 1. Recitals. This Contract is entered into with respect to the following facts:

1.1 City noticed and received bids for the work involved in the Corporation Yard Remodel Phase 1, Project No. CY-5163 (“Project”), which is more fully described in the Contract Documents.

1.2 The City Council o f City determined that Contractor was the lowest responsive bidder and awarded to Contractor the bid.

1.3 Contractor has represented it is qualified to perform all of the work required to complete the Project.

1.4 Contractor has agreed to perform all such work in the time and manner set forth in the Contract Documents.

1.5 The City Council of City has determined that the public interest, convenience and necessity require the execution of this Contract and its implementation.

Section 2. Contract Documents . This Contract consists of the following documents (“Contract Documents”), all of which are made a part of this Contract:

2.1 Notice Inviting Bids

2.2 Instructions to Bidders

2.3 Bid Proposal, as accepted, including the Certificate of Bidders’ Experience and Qualifications and the List of Subcontractors

2.4 Notice of Award

2.5 Notice to Proceed

2.6 This Contract

2.7 Verification of California Contractor’s License

2.8 Contractor’s Certificate Regarding Workers’ Compensation

2.9 Security for payment (labor and materials)

2.10 Security for performance

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2.11 Certificate(s) of Insurance

2.12 General Conditions/Specifications

2.13 Special Provisions

2.14 Plans and Standard Drawings

2.15 Prevailing Wage Scales

2.16 S. S. P. W. C.

2.17 Addenda Nos. 03

2.18 Other documents (list here)
Exhibit A – Compensation
Exhibit B – Insurance
Exhibit C – Adjustment for New Tariffs or Tariff Increases Section 3. The Work.

3.1 The work (“Work”) to be performed by Contractor is described in the Contract Documents.

3.2 In completing the Work, Contractor must employ, at a minimum, the applicable generally accepted professional standards of its industry in existence at the time of performance as utilized by persons engaging in similar work.

3.3 Except as specifically provided in the Contract Documents, Contractor must furnish, at its sole expense, all of the labor, materials, tools, equipment, services and transportation necessary to perform all of the Work.

3.4 Contractor must perform all of the Work in strict accordance with the Contract Documents.

Section 4. Time to Perform the Work.

4.1 Time is of the essence with respect to Contractor’s Work. Contractor agrees to diligently pursue performance of the Work within the time specified by the Contract Documents.

4.2 Contractor will be excused from any delay in performance or failure to perform due to causes beyond the control of Contractor. Such causes include, but are not limited to, acts of God, acts of terrorism, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather.

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4.3 If Contractor is delayed by any cause beyond Contractor’s control, City may, but is not required to, grant a time extension for the completion of the Work. If delay occurs, Contractor must notify City in writing within 48 hours of the cause and the extent of the delay and how such delay interferes with Contractor’s performance of the Work.

Section 5. Compensation and Payment.

5.1 Subject to any limitations provided in the Contract Documents, City agrees to pay Contractor as full consideration for the faithful performance of all of the Work the compensation set forth in Exhibit A (“Compensation”), which is made a part of this Contract.

5.2 Contractor must furnish City with a Pay Estimate for the Work performed in accordance with the Contract Documents. Contractor may not submit a Pay Estimate more often than once every 30 days.

5.3 City will review each Pay Estimate and determine whether the Work performed is in accordance with the Contract Documents. The Director of Administrative Services (“Director”) may require Contractor to provide a release of all undisputed Contract amounts contained in the Pay Estimate.

5.4 If City disputes any item on a Pay Estimate , City will give Contractor notice stating the reasons for the dispute. The Parties will meet and confer in good faith to attempt to resolve the dispute.

5.5 Except as to any charges for the Work performed that City disputes and the City’s standard five-percent retention of the approved progress payment, City will cause Contractor to be paid within 30 days of the date of the invoice or the date that Contractor furnishes City with a release of all undisputed Contract amounts, whichever occurs later. Federally funded projects will not have a five -percent retention.

5.6 In the event there is any claim specifically excluded by Contractor from the operation of any release, City may retain an amount not to exceed the amount of the excluded claim.

Section 6. Labor Code and Prevailing Wage Requirements.

6.1 Contractor agrees to comply with the requirements of California Labor Code sections 1810 through 1815. E ight hours of labor constitutes a legal day’s work per Labor Code s ection 1810. Contractor will forfeit the statutory penalty to City for each worker employed in the execution of this Contract by Contractor or any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Labor Code sections 1810 through 1815.

6.2 Copies of the determination of the Director of the Department of Industrial Relations of the prevailing rate of per diem wages for each craft, classification or

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type of worker needed to execute this Contract are available for download from the State website: https://www.dir.ca.gov/OPRL/dprewagedetermination.htm.

6.3 Contractor must post at the work site, or if there is no regular work site then at its principal office, for the duration of the Contract, a copy of the determination by the Director of the Department of Industrial Relations of the specified prevailing rate of per diem wages. (Labor Code § 1773.2.) When applicable, copies of the prevailing rate of per diem wages will be on file at City ’s Department of Public Works and available to Contractor and any other interested party upon request.

6.4 Contractor, and any subcontractor engaged by Contractor, may pay not less than the specified prevailing rate of per diem wages to all workers employed in the execution of the contract. (Labor Code § 1774.) Contractor is responsible for compliance with Labor Code section 1776 relative to the retention and inspection of payroll records.

6.5 Contractor must comply with all provisions of Labor Code section 1775. Under Section 1775, Contractor will forfeit the statutory penalty to City for each worker employed in the execution of the Contract by Contractor or any subcontractor for each calendar day, or portion thereof, in which the worker is paid less than the prevailing rates. Contractor may also be liable to pay the difference between the prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate.

6.6 Nothing in this Contract prevents Contractor or any subcontractor from employing properly registered apprentices in the execution of the Contract. Contractor is responsible for compliance with Labor Code section 1777.5 for all apprenticeable occupations. This statute requires that contractors and subcontractors must submit contract award information to the applicable joint apprenticeship committee, must employ apprentices in apprenticeable occupations in a ratio of not less than one hour of apprentice’s work for every five hours of labor performed by a journeyman (unless an exception is granted under § 1777.5), must contribute to the fund or funds in each craft or trade or a like amount to the California Apprenticeship Council, and that contractors and subcontractors must not discriminate among otherwise qualified employees as apprentices solely on the ground of sex, race, religion, creed, national origin, ancestry or color. Only apprentices defined in Labor Code section 3077, who are in training under apprenticeship standards and who have written apprentice contracts, may be employed on public works in apprenticeable occupations.

6.7 Contractor has reviewed and agrees to comply with any applicable provisions for any public work subject to Department of Industrial Relations (DIR) Monitoring and Enforcement of prevailing wages, including the registration requirements of Labor Code Section 1771.1(a). City hereby notifies Contractor that Contractor is responsible for submitting certified payroll records directly to the State Compliance Monitoring Unit (CMU). For further information concerning compliance monitoring please visit the website location at:
https://www.dir.ca.gov/dlse/cmu/cmu.html.

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6.8 Contractor must comply with Labor Code s ection 1771.1(a), which provides that Contractor may award any contracts and subcontracts for work that qualifies as a “public work” only to subcontractors which are at that time registered and qualified to perform public work pursuant to Labor Code S ection 1725.5.

Contractor must obtain proof of such registration from all such subcontractors.”

6.9 If federal funds are used to pay for the Work, Contractor and any subcontractor agree to comply, as applicable, with the labor and reporting requirements of the Davis-Bacon Act (40 USC § 276a-7), the Copeland Act (40 USC § 276c and 18 USC §874), and the Contract Work Hours and Safety Standards Act (40 USC § 327 and following).

Section 7. Non-Discrimination. Contractor, its officers, agents, employees, and subcontractors may not discriminate in the employment of persons to perform the Work in violation of any federal or state law prohibiting discrimination in employment, including based on the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, of any person, except as provided under California Government Code section 12940. Contractor is responsible for compliance with this section.

Section 8. General Legal Compliance.

8.1 In performing the Work, Contractor must comply with all applicable statutes, laws and regulations, including, but not limited to, OSHA requirements and the Camarillo Municipal Code.

8.2 Contractor must, at Contractor’s sole expense, obtain all necessary permits and licenses required for the Work, and give all necessary notices and pay all fees and taxes required by law, including, without limitation, any business license tax imposed by City. Contractor is exempt from any City encroachment permit fee pursuant to Camarillo Municipal Code Section 13.04.020.

8.3 Contractor must maintain a valid California Contractor’s License throughout the term of this Contract.

Section 9. Clayton and Cartwright Act Assignments. In entering into this Contract or a contract with a subcontractor to supply goods, services, or materials pursuant to this Contract for the Project, Contractor and any subcontractor will be deemed to have offered and agreed to assign to City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700 of Part 2 of Division 7 of the California Business and Professions Code), arising from purchases of goods, services, or materials for the Project. This assignment will be deemed made and will become effective at the time City tenders final payment to Contractor, without further acknowledgement by the Parties.

Section 10. Independent Contractor. Contractor is and will at all times remain as to City a wholly independent contractor. Neither City nor any of its officers, employees, or

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agents will have control over the conduct of Contractor or any of Contractor’s officers, employees, agents or subcontractors, except as expressly set forth in the Contract Documents. Contractor may not at any time or in any manner represent that it or any of its officers, employees, agents, or subcontractors are in any manner officers, employees, agents or subcontractors of City.

Section 11. Indemnification.

11.1 Contractor agrees to the fullest extent permitted by law to (1) immediately defend and (2) indemnify City from and against, any and all claims and liabilities, regardless of the nature or type, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Contractor, or its officers, employees, agents, or subcontractors committed in performing any Work under this Contract or the failure to comply with any of the obligations of this Contract (collectively, “Claims”). The Claims subject to Contractor’s duties to defend and indemnify include, without limitation, all claims, actions, causes of action, proceedings, suits, losses, damages, penalties, fines, judgments, liens, levies, and associated investigation and administrative expenses. Such Claims also include defense costs, including reasonable attorneys’ fees and disbursements, expert fees, court costs, and costs of alternative dispute resolution.

11.2 Contractor’s duty to defend is a separate and distinct obligation from Contractor’s duty to indemnify. Contractor is obligated to defend City in all legal, equitable, administrative, or special proceedings, with counsel approved by City , immediately upon tender to Contractor of the Claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the Claim does not relieve Contractor from its separate and distinct obligation to defend under this section. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes an obligation to provide independent defense counsel if Contractor asserts that liability is caused in whole or in part by the negligence or willful misconduct of any City indemnified party. If it is finally adjudicated that liability was caused by the comparative active negligence or willful misconduct of any City indemnified party, then Contractor may submit a claim to City for reimbursement of reasonable attorneys’ fees and defense costs in proportion to the established comparative liability of the City indemnified party.

11.3 Contractor agrees that its defense and indemnification obligation under this section, includes the reasonable costs of attorneys’ fees incurred by the City Attorney’s office to monitor and consult with Contractor regarding the defense of any Claims, including providing direction with regard to strategy, preparation of pleadings, settlement discussions, and attendance at court hearings, mediations, or other litigation related appearances. City will use its best efforts to avoid duplicative attorney work or appearances in order to keep defense costs to a reasonable minimum.

11.4 Contractor agrees that settlement of any Claim will require the consent of City .

City agrees that its consent will not be unreasonably withheld provided that Contractor is financially able (based on demonstrated assets) to fulfill its

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obligation to indemnify City for the costs of any such settlement as required under this Contract.

11.5 Contractor’s obligation to indemnify City applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of a City indemnified party. If a Claim is finally adjudicated and a determination made that liability was caused by the sole active negligence or sole willful misconduct of a City indemnified party, then Contractor’s indemnification obligation will be reduced in proportion to the established comparative liability.

11.6 For the purposes of this section, “ City” includes City ’s officers, officials, employees and agents.

11.7 The provisions of this section will survive the expiration or earlier termination of this Contract .

Section 12. Insurance. Contractor agrees to have and maintain in full force and effect during the term of this Contract the insurance coverages listed in Exhibit B (“Insurance”), which is made a part of this Contract.

Section 13. Notice.

13.1 All written notices required or permitted to be given under this Contract will be deemed made when received by the other Party at its respective address as follows:

To City: City of Camarillo
601 Carmen Drive
Camarillo, California 93010
Attention: Mitchell Cameron
Phone: (805) 383-5432
E-Mail: [email protected]

To Contractor: The Nazerian Group
17514 Ventura Blvd., Suite 204
Encino, CA 91316
Attention: Vic Nazerian
Phone: (818) 990-5115
E-Mail: [email protected]

13.2 Notice will be deemed effective on the date personally delivered or transmitted by facsimile or email. If the notice is mailed, notice will be deemed given three days after deposit of the same in the custody of the United States Postal Service, postage prepaid, for first class delivery, or upon delivery if using a major courier service with tracking capabilities.

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13.3 Any Party may change its notice information by giving notice to the other Party in compliance with this section.

Section 14. City Rights of Termination and to Complete the Work.

14.1 The occurrence of any of the following is a default by Contractor under this Contract:

14.1.1 Contractor refuses or fails to prosecute the Work or any part thereof with such diligence as will insure its completion within the time specified or any permitted extension.

14.1.2 Contractor fails to complete the Work on time.

14.1.3 Contractor is adjudged bankrupt, or makes a general assignment for the benefit of creditors, or a receiver is appointed on account of Contractor’s insolvency.

14.1.4 Contractor fails to supply enough properly skilled workers or proper materials to complete the Work in the time specified.

14.1.5 Contractor fails to make prompt payment to any subcontractor or for material or labor.

14.1.6 Contractor fails to abide by any applicable laws, ordinances or instructions of City in performing the Work.

14.1.7 Contractor breaches or fails to perform any obligation or duty under the Contract.

14.2 Upon the occurrence of a default by Contractor, City will serve a written notice of default on Contractor specifying the nature of the default and the steps needed to correct the default. Unless Contractor cures the default within 10 days after the service of such notice, or satisfactory arrangements acceptable to City for the correction or elimination of such default are made, as determined by City , City may thereafter terminate this Contract by serving written notice on Contractor. In such case, Contractor will not be entitled to receive any further payment, except for Work actually completed prior to such termination in accordance with the provisions of the Contract Documents.

14.3 If the Engineer determines that the default should be cured in less than 10 days, then the written notice of default served on the Contractor will specify the shorter deadline for the Contractor to cure the default.

14.4 In event of a termination of this Contract, the City will also immediately serve written notice of the termination upon Contractor’s surety. The surety will have the right to take over and perform pursuant to this Contract; provided, however, that if the surety does not give City written notice of its intention to take over and perform this Contract within five days after service of the notice of termination or does not commence performance within 10 days from the date of such notice,

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City may take over the Work and prosecute the same to completion by contract or by any other method it may deem advisable for the account and at the expense of Contractor. Contractor and the surety will be liable to City for any and all excess costs or other damages incurred by City in completing the Work.

14.5 If City takes over the Work as provided in this Section, City may, without liability for so doing, take possession of, and utilize in completing the Work, such materials, appliances, plant, and other property belonging to Contractor as may be on the site of the Work and necessary for the completion of the Work.

14.6 If City takes over the Work, City may also take possession of outstanding materials on order for the completion of the project, upon payment to the vendor.

All excess costs incurred by City in obtaining such materials, will be the responsibility of the Contractor.

14.7 If the Contractor does not cure a default within the time period required, then in lieu of terminating of the Contract, the City, in its sole discretion, may take action to cure the default and all costs incurred by City to cure the default will be deducted from any amount otherwise due to the Contractor.

Section 15. Project Documents . All data, drawings, maps, models, notes, photographs, reports, studies and other documents (collectively, “Project Documents”) prepared, developed or discovered by Contractor in the course of performing any of the Work under this Contract will become the sole property of City . Upon the expiration or termination of this Contract, Contractor must turn over all original Project Documents to City in its possession but may retain copies of any of the Project Documents it may desire.

Section 16. General Provisions.

16.1 Authority to Execute. Each Party represents and warrants that all necessary action has been taken by such Party to authorize the undersigned to execute this Contract and to bind it to the performance of its obligations.

16.2 Assignment. Contractor may not assign this Contract without the prior written consent of City, which consent may be withheld in City’s sole discretion since the experience and qualifications of Contractor were material considerations for this Contract.

16.3 Binding Effect. This Contract is binding upon the heirs, executors, administrators, successors and permitted assigns of the Parties.

16.4 Integrated Contract. This Contract, including the Contract Documents, is the entire, complete, final and exclusive expression of the Parties with respect to the Work to be performed under this Contract and supersedes all other agreements or understandings, whether oral or written, between Contractor and City prior to the execution of this Contract.

16.5 Modification of Contract. No amendment to or modification of this Contract will be valid unless made in writing and approved by Contractor and by the City

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Council or City Manager, as applicable. The Parties agree that this requirement for written modifications cannot be waived and that any attempted waiver will be void.

16.6 Electronic Signatures; Counterparts. This Contract and any amendment will be considered executed when the signature page of a party is delivered by electronic transmission. Such electronic signatures will have the same effect as an original signature. The Contract may be executed in multiple counterparts.

16.7 Waiver. Waiver by any Party of any term, condition, or covenant of this Contract will not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Contract will not constitute a waiver of any other provision, or a waiver of any subsequent breach or violation of any provision of this Contract. Acceptance by City of any Work performed by Contractor will not constitute a waiver of any of the provisions of this Contract.

16.8 Interpretation. This Contract will be interpreted, construed and governed according to the laws of the State of California. Each party has had the opportunity to review this Contract with legal counsel. The Contract will be construed simply, as a whole, and in accordance with its fair meaning. It will not be interpreted strictly for or against either party.

16.9 Severability. If any term, condition or covenant of this Contract is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Contract will not be affected and the Contract will be read and construed without the invalid, void or unenforceable provision.

16.10 Venue. In the event of litigation between the parties, venue in state trial courts will be in the County of Ventura. In the event of litigation in a U.S. District Court, venue will be in the Central District of California, in Los Angeles. [Signatures on the following page.]

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The Parties have caused this Contract to be executed by their undersigned authorized agents as follows:

CIT

Y OF CAMARILLO
Greg Ramirez, City Manager
ATTEST:

Carrie Weal, City Clerk
T

HE NAZERIAN GROUP
(If not an individual, two signatures are required)
Vic Nazerian, President
Vinny Nazerian, Secretary
_ __________________________________ _ ________
Camarillo Business Tax Certificate Number Expiration Date

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A-1

EXHIBIT A

COMPENSATION
The total compensation under this Contract will not exceed $2,988,123.00.

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EXHIBIT B

INSURANCE
. 1. General Requirements. Contractor must procure and maintain in full force and effect during the term of this Contract the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

Type of Insurance Limits
Commercial General Liability $3,000,000 / $6,000,000 (occurrence/aggregate) Business Automobile Liability $1,000,000 combined single Workers’ Compensation Statutory Requirements
Contractor’s Pollution Liability $5,000,000 per claim and in the aggregate Transportation Pollution Liability $5,000,000 combined single

2. Insurance Rating. All insurance required to be maintained by Contractor must be issued by companies licensed by or admitted to conduct insurance business in the State of California by the California Department of Insurance and must have a rating of A - or better and Financial Size Category Class VII or better by the latest edition of A.M. Best’s Key Rating Guide, unless otherwise approved by City/District’s legal counsel.

3. Commercial General Liability Insurance. The commercial general liability insurance must meet or exceed the requirements of Insurance Services Office (ISO) form CG 00 01, and must be provided on a per occurrence basis for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. The insurance must be on an “occurrence” not a “claims made” basis.

Defense costs must be paid in addition to limits. There must be no cross -liability exclusion for claims or suits by one insured against another. The insurance must include a waiver of subrogation applicable to the insurance or self -insurance, a primary and non-contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo, its officers, employees and agents, and volunteers; blanket endorsements are acceptable. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

4. Business Auto Coverage. The business automobile insurance coverage must be at least as broad as ISO Business Auto Coverage form CA 00 01, covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with the services to be performed under this Agreement, including coverage for any owned, hired, non- owned or rented vehicles, in an amount stated above per combined single limit for each accident. Such insurance must include a waiver of subrogation applicable to the insurance or self -insurance, and a primary and non- contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo, its officers, employees and agents, and volunteers; blanket endorsements are acceptable.

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5. Workers Compensation. If Contractor has any employees, Contractor must maintain workers’ compensation insurance (statutory limits) and employer’s liability insurance (with limits of at least $1,000,000). Such insurance must include a waiver of subrogation endorsement in favor of the City of Camarillo, its officers, employees, agents, and volunteers; a blanket endorsement is acceptable.

6. Umbrella or Excess Liability Insurance. If an excess or umbrella liability policy is used to meet minimum limit requirements, the insurance must provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella or excess liability policy must include a “drop- down provision” requiring the policy to respond in the event that any primary insurance that would otherwise have applied proves to be uncollectable in whole or in part for any reason. Coverage must be provided on a “pay -on-behalf” basis, with defense costs payable in addition to policy limits. There may be no cross -liability exclusion precluding coverage for claims or suits by one insured against another. The policy must “follow form” to the underlying primary policy. Coverage must be applicable to all insureds under the primary policies. The insurance must contain or be endorsed to contain a waiver of subrogation applicable to the insurance or self-insurance, and a primary and non-contributory endorsement for the benefit of City/District. The scope of coverage provided is subject to approval of City/District following receipt of the required proof of insurance.

7. Contractor’s Pollution Liability Insurance. Coverage shall provide for liability arising out of sudden, accidental, and gradual pollution, and remediation. The policy limit shall be no less than $5,000,000 per claim and in the aggregate. All activities contemplated in this agreement shall be specifically scheduled on the policy as “covered operations.” The policy shall provide coverage for remediation of the site in the event of an environmental contamination event arising out of the materials, supplies, products, work, operations, or workmanship.

8. Transportation Pollution Liability Insurance. Coverage shall be in an amount not less than $5,000,000 combined single limit per accident and shall include Pollution Liability (CA9948) and MCS -90 Endorsements. The policy shall provide coverage for transportation of pollutants/contaminants to and from the job site and the hauling of waste from the project site to the final disposal location, including non- owned disposal sites.

9. Builder’s Risk ( Course of C onstruction). Upon commencement of construction and with approval of City, Contractor shall obtain and maintain builder’s risk (course of construction) for the entire duration of the project until only the Agency has an insurable interest. The builder’s risk coverage shall include the coverages as specified below.

The named insureds shall be Contractor and City of Camarillo , including its officers, officials, employees, and agents. All Subcontractors (excluding those solely responsible for design Work) of any tier and suppliers shall be included as additional insureds as their interests may appear. Contractor shall not be required to maintain property insurance for any portion of the Project following transfer of control thereof to Agency. The policy shall contain a provision that all proceeds from the builder’s risk policy shall be made payable to the City . The City will act as a fiduciary for all other interests in the Project.

Policy shall be provided for replacement value on an “all risk” basis for the

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completed value of the project. There shall be no coinsurance penalty or provisional limit provision in any such policy. Policy must include: (1) coverage for any ensuing loss from faulty workmanship, Nonconforming Work, omission or deficiency in design or specifications; (2) coverage against machinery accidents and operational testing; (3) coverage for removal of debris, and insuring the buildings, structures, machinery, equipment, materials, facilities, fixtures and all other properties constituting a part of the Project; (4) Ordinance or law coverage for contingent rebuilding, demolition, and increased costs of construction; (5) transit coverage (unless insured by the supplier or receiving contractor), with sub-limits sufficient to insure the full replacement value of any key equipment item; (6) Ocean marine cargo coverage insuring any Project materials or supplies, if applicable; (7) coverage with sub- limits sufficient to insure the full replacement value of any property or equipment stored either on or off the Site or any staging area. Such insurance shall be on a form acceptable to City to ensure adequacy of terms and sub- limits and shall be submitted to the City prior to commencement of construction.

10. Contractor’s Limitations and Endorsements. The Contractor’s insurance policies must not include any endorsements or provisions that limit coverage for the following risks: explosion, collapse, or underground hazards (XCU); products and completed operations; pollution liability; and contractual liability. These coverages must be specifically included without any exclusions, modifications, or restrictions that would limit the scope of protection otherwise afforded by the basic policies. Any endorsement or exclusion that reduces or eliminates coverage for the above-listed risks is unacceptable.

11. Deductibles and Self -Insured Retention. Any deductibles or self -insured retentions applicable to the insurance policies required under this Agreement must be declared to and approved by City/District. In no event may any required insurance policy have a deductible, self-insured retention or other similar policy provision in excess of $50,000 without prior written approval by City/District in its sole discretion. At the option of City/District, either the insurer will reduce or eliminate such deductibles or self -insured retentions with respect to the City/District’s additional insureds or Contractor will procure a bond guaranteeing payment of any losses, damages, expenses, costs or settlements up to the amount of such deductibles or self-insured retentions.

12. Certificates of Insurance and Endorsements; Notice of Termination or Changes to Policies. Prior to commencing any services under this Agreement, Contractor must file with the City/District certificates of insurance and endorsements evidencing the existence of all insurance required by this Agreement, along with such other evidence of insurance or certified copies of policies as may reasonably be required by City/District.

These certificates of insurance and endorsements must be in a form approved by the City/District’s legal counsel. Contractor must maintain current certificates and endorsements on file with City/District during the term of this Agreement reflecting the existence of all required insurance. Each of the certificates must expressly provide that no material change in the policy, or termination or cancellation of the required coverage, will be effective except upon 30 days’ prior written notice to City/District by certified mail, return receipt requested (except for nonpayment for which a 10 -day notice is required).

The delivery to City/District of any certificates of insurance or endorsements that do not comply with the requirements of this Agreement will not waive the City/District’s right to require compliance. In the event that Contractor’s policies are materially changed, Contractor must provide the City/District with at least 30 days’ prior written notice of the

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applicable changes. City/District reserves the right to require complete, certified copies of all required insurance policies at any time.

13. Failure to Maintain Required Insurance. If Contractor, for any reason, fails to have in place at all times during the term of this Agreement all of the required insurance coverage, the City/District may, but is not obligated to, obtain such coverage at Contractor’s expense and deduct the cost from the sums due Contractor. Alternatively, City/District may terminate the Agreement.

14. Effect of Coverage. The existence of the required insurance coverage under this Agreement will not be deemed to satisfy or limit Contractor’s indemnity obligations under this Agreement. Contractor acknowledges that the insurance coverage and policy limits set forth in this Agreement constitute the minimum coverage and policy limits required.

Should any coverage carried by the Contractor or any subcontractor of any tier have limits of liability that exceed the limits or have broader coverage than required in this Agreement, those higher limits and that broader coverage are deemed to apply for the benefit of any person or organization included as an additional insured and those limits and broader coverage will become the required minimum limits and insurance coverage in all sections of this Agreement. Any insurance proceeds available to City/District in excess of the limits and coverages required by this Agreement, and which is applicable to a given loss, must be made available to City/District to compensate it for such losses.

15. Required Insurance for Subcontractors. Contractor agrees to ensure that any subcontractors providing services under this Agreement provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to review and monitor all such coverage and assumes responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.

16. Right to Revise Insurance Specifications. City/District reserves the right to change the amounts and types of insurance required by giving Contractor at least 90 days advance written notice of such change. If such change results in substantial additional cost to Contractor, the parties may renegotiate Contractor’s compensation.

17. Timely Notice of Claims . Contractor must give City/District prompt notice of claims made of lawsuits initiated that arise out of or result from Contractor’s performance under this Agreement, and that involve or may involve coverage under any of the required liability insurance policies.

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EXHIBIT C

ADJUSTMENT FOR NEW TARIFFS OR TARIFF INCREASES

1. ENTITLEMENT TO ADJUSTMENT

1.1 If, after the date of Contractor's solicitation submission, the United States government imposes or increases tariffs that directly and demonstrably affect the unit pricing or availability of materials or equipment required for the Work, and such increases were unavoidable, and not reasonably foreseeable at the time of solicitation submission, Contractor may be entitled to an adjustment to the Contract Sum subject to the conditions and limitations set forth in this provision.

2. LIMITATIONS ON ENTITLEMENT

2.1 Reasonably Foreseeable Increases. Contractor shall not be entitled to any adjustment to the Contract Sum for new tariffs or tariff increases that were reasonably foreseeable at the time of solicitation submission. For purposes of this provision, "new tariffs or tariff increases that were reasonably foreseeable" include, without limitation:
a. Any increase in the applicable tariff or tariffs to a level which was already in effect, plus ten percent (10%), at any point during the past ten years; b. Any new tariff or increase in tariff level that was Already Announced prior to solicitation submission, regardless of whether it had taken effect;
i. “Already Announced” includes, without limitation, the following circumstances:

A. Notice of a pertinent tariff, or tariff level, has been published by the United States International Trade Commission, or other federal agency, as of the solicitation submission date, regardless of whether the effective date of the tariff is prior to the solicitation date, or after. Publication includes, without limitation, notices on an agency website, the Harmonized Tariff Schedule, or in the Federal Register.

B. The President of the United States, a member of the President’s cabinet, or one of the President’s advisors, has stated the federal government will adopt a new or increased tariff, including without limitation making such a statement through a speech, interview, order, social media post, or otherwise, regardless of formality.

C. A reputable news organization has reported that the U.S. federal government is expected to adopt the new or increased tariff.

2.2 General Market Conditions.
a. Contractor shall not be entitled to any adjustment to the Contract Sum for changes in unit pricing attributable to market conditions other than new or increased U.S. tariffs, including but not limited to general inflation, supply chain disruptions, labor costs, currency fluctuations, or other market factors, except to the extent covered by the force majeure provision and other provisions in the contract documents.

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b. New or increased tariffs imposed by foreign governments, and the effects any such new or increased foreign tariffs have on unit pricing or product availability are general market conditions and do not entitle Contractor to an adjustment in the Contract Sum.

New or increased tariffs imposed by foreign governments are not an “acts of a public enemy” or “acts of a governmental entity not occasioned by the Contractor’s, subcontractor’s, or supplier’s conduct” and are considered foreseeable under the contract documents.

2.3 Tariff Avoidance; Duty to Mitigate. Upon learning of a new tariff, or tariff increase, Contractor shall make commercially reasonable efforts to avoid the new costs and mitigate any increased costs to City . Contractor shall, without limitation, determine if there are alternate suppliers that can furnish necessary materials or equipment at a lower cost to Contractor, for example, by sourcing materials or equipment from the United States, or a country subject to lower duties than the Contractor’s original intended supplier. If Contractor is able to identify a lower cost supplier through such efforts, Contractor shall procure supplies from that source before seeking an adjustment in the Contract Sum. Any adjustment to the Contract Sum shall be based on actual increased costs incurred by Contractor despite such efforts.

3. PROCEDURE FOR SEEKING ADJUSTMENT

3.1 Notice Requirement. Contractor shall notify City in writing within fourteen (14) calendar days after Contractor becomes aware or should reasonably have become aware of a new tariff or tariff increase that may entitle Contractor to an adjustment to the Contract Sum.

3.2 Documentation Required. Contractor's request for adjustment shall include:
a. Identification of the specific materials or equipment affected; b. Documentation of the original cost of the affected materials or equipment as included in Contractor's solicitation submission;
c. Documentation of the increased cost directly attributable to the tariff increase; d. Documentation demonstrating that the tariff increase was not reasonably foreseeable as defined in Section 2.1;
e. Documentation demonstrating that the increased costs are not attributable to non- tariff market conditions as defined in Section 2.2; and
f. Proposed adjustment to the Contract Sum.

4. AUDIT RIGHTS

4.1 Prior to agreeing to any adjustment to the Contract Sum, City shall have the right to audit Contractor's books and records to verify that all conditions precedent to a price adjustment have been met.

4.2 Contractor shall provide City and City's authorized representatives access to all books, records, documents, and other evidence pertaining to the request for adjustment, including but not limited to:
a. Original purchase orders and supplier quotes;
b. Subsequent purchase orders and supplier quotes showing increased costs;

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c. Correspondence with suppliers regarding tariff impacts; d. Documentation of tariff rates in effect at the time of solicitation submission and at the time of purchase; and
e. Any other documentation reasonably requested by City to verify the entitlement to and amount of the requested adjustment.

4.3 Contractor shall maintain all such records for a period of not less than three (3) years after final payment.

5. DETERMINATION OF ADJUSTMENT AMOUNT

5.1 Any adjustment to the Contract Sum shall be limited to the actual increased cost directly attributable to the unforeseeable new tariff or tariff increase, without any additional markup for overhead and profit.

5.2 City reserves the right to reject any request for adjustment that does not meet the requirements of this provision or is not substantiated by sufficient documentation.

5.3 Nothing in this provision shall be construed to relieve Contractor of its obligation to complete the Work within the Contract Time or to entitle Contractor to any time extension due to new tariffs or tariff increases.

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VERIFICATION OF CALIFORNIA

CONTRACTOR’S LICENSE

I certify, under penalty of perjury, that I have a valid California Contractor’s license issued pursuant to Business and Professions Code section 7000 and following, and was so licensed at the time that the bid was awarded:

California Contractor’s License:

787198 A, B, C15, C10, C36, C20, C13 11/30/2026

License Number Class Expiration Date

The Nazerian Group
Vic Nazerian, President

Date Signature

(Public Contract Code § 6100)

10 / 28 / 2025

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CERTIFICATE REGARDING

WORKERS’ COMPENSATION

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ 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.

The Nazerian Group
Vic Nazerian, President

Date Signature
10 / 28 / 2025

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BOND

BOND NO.

PERFORMANCE BOND
On November 12, 2025 , the City Council of the City of Camarillo, California, a municipal corporation (“CITY”) , awarded a contract (“Contract”) to The Nazerian Group (“CONTRACTOR” or “PRINCIPAL”), for the work (“Work”) identified as Corporation Yard Remodel Phase 1 Project No. CY-5163____________________________________________ The Contract and related documents (“Contract Documents”) are incorporated and made a part of this performance bond.

Under the Contract, CONTRACTOR is required to furnish this bond providing for the faithful performance of the Work
NOW, THEREFORE, we, CONTRACTOR, as PRINCIPAL, and
____________________________________________________________________________, a corporation organized and existing under the laws of the State of ________________________ and duly authorized to transact business under the laws of the State of California, as SURETY, are held and firmly bound unto CITY , in the sum of Two million nine hundred eighty eight thousand one hundred twenty three + 00/100 dollars ($2,988,123.00), lawful money of the United States of America, this sum being not less than one hundred percent (100%) of the estimated amount payable by CITY under the terms of the Contract , PRINCIPAL and SURETY, bind ourselves and our heirs, executors, administrators, successors and assigns, jointly and severally, by this instrument.

BOND CONDITIONS

1. PRINCIPAL will perform the Work the identified in the Contract. CITY has estimated the required amount of the bond as shown above.

2. PRINCIPAL’s performance of the Work will be done in accordance with the Contract Documents. Should PRINCIPAL fail to satisfactorily complete all required Work within the time allowed, CITY may, at its sole discretion, either (1) cause all required Work to be done and the parties executing this bond will be firmly bound for the payment of all necessary costs for the performance of this Work or (2) make demand upon the SURETY to complete the required Work in which event the SURETY will commence completion of the Work within 30 days of the CITY ’S demand unless otherwise agreed in a writing signed by the parties.

3. PRINCIPAL will guarantee the Work against any defective work, labor or materials for a period of one year following the completion and acceptance of the Work by CITY.

4. This bond is conditioned upon and guarantees due compliance with all applicable law including, without limitation, the Camarillo Municipal Code.

5. SURETY agrees that no changes, extensions of time, alteration or modification of the Contract or of the obligations to be performed thereunder will in any way affect its

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obligation on this bond, and waives notice of any such change, extension of time, alteration or modification of the Contract or of the obligations to be performed.

Furthermore, SURETY expressly waives the provisions of California Civil Code sections 2845 and 2849.

6. This bond consists of this instrument, the Contract and Contract Documents referenced above, and the following two attached exhibits, all of which are incorporated herein by reference:

A. A certified copy of the appointment, power of attorney, bylaws or other instrument entitling or authorizing the persons executing this bond to do so; and B. A certificate issued by the county clerk for the county in which SURETY’s representative is located conforming with California Code of Civil Procedure § 995.640 and stating that SURETY’s certificate of authority has not been surrendered, revoked, cancelled, annulled, or suspended, or in the event that it has, that renewed authority has been granted.

7. In case suit is brought upon this bond, the court will award and SURETY must pay, in addition to the face amount of this bond, all costs and reasonable attorney’s fees incurred by CITY in successfully enforcing any obligation under this bond.

IN WITNESS THEREOF, we have hereunto set our hands and seals this _______ day of ____________________, 20____.

PRINCIPAL
By
Title
Address

Telephone Number

Signature

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BOND

SURETY
By
Title
Address

Telephone Number

Signature

* ALL SIGNATURES ON THIS PERFORMANCE BOND MUST BE NOTARIZED USING APPROPRIATE 8½” x 11” NOTARY ACKNOWLEDGEMENT FORM.

** Appropriate modifications will be made to this form if the bond is being furnished for the performance of an act not provided for by agreement.

*** Corporations must affix corporate seal.

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BOND NO.

PAYMENT BOND
On November 12, 2025 , the City Council of the City of Camarillo, California, a municipal corporation (“CITY”), awarded a contract (“Contract”) to T he Nazerian Group (“CONTRACTOR” or “PRINCIPAL”), for the work (“Work”) identified as Corporation Yard Remodel Phase 1 Project No. CY-5163___________________________________________.

PRINCIPAL is required to furnish a bond under the Contract to secure the payment of claims of laborers, mechanics, material persons, and other persons as provided by law.

PRINCIPAL and __________________________________________________ ___________________________________, a corporation incorporated under the laws of the State of _______________________________ and licensed by the State of California to execute bonds and undertakings as sole surety (“SURETY”), are held and firmly bound unto CITY in the sum of Two million nine hundred eighty eight thousand one hundred twenty three + 00/100 dollars ($2,988,123.00), lawful money of the United States, which may be increased or decreased by a rider hereto executed in the same manner as this bond, for the payment of which sum PRINCIPAL and SURETY bind themselves, their successors, and assigns, jointly and severally, by this instrument.

BOND CONDITIONS

1. PRINCIPAL will construct the Work identified in the Contract. Such performance will be in accordance with the Contract Documents identified in the Contract, which are hereby incorporated and made a part of this bond. CITY has estimated the required amount of the bond as shown above.

2. If PRINCIPAL, its heirs, executors, administrators, successors, assigns or subcontractors fail to pay any of the persons named in California Civil Code section 3181, or any amounts due under the California Unemployment Insurance Code with respect to work or labor performed under the Contract, or any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of the Contractor and its subcontractors under Unemployment Insurance Code section 13020, with respect to work or labor performed under the Contract, SURETY will pay for the same in an amount not exceeding the penal sum specified in this bond.

3. This bond inures to the benefit of any of the persons named in Civil Code section 3181 so as to give a right of action to such persons or their assigns in any suit brought upon this bond. In case suit is successfully brought upon this bond, SURETY further agrees to pay all reasonable attorneys’ fees and costs in an amount fixed by the court.

4. This bond is conditioned upon and guarantees due compliance with all applicable law including, without limitation, the Camarillo Municipal Code.

5. SURETY agrees that no changes, extensions of time, alteration or modification of the Contract or of the obligations to be performed thereunder will in any way affect its

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obligation on this bond, and waives notice of any such change, extension of time, alteration or modification of the Contract or of the obligations to be performed.

Furthermore, SURETY expressly waives the provisions of California Civil Code sections 2845 and 2849.

6. This bond consists of this instrument, the Contract and Contract Documents referenced above, and the following two attached exhibits, all of which are incorporated herein by reference:

A. A certified copy of the appointment, power of attorney, bylaws or other instrument entitling or authorizing the persons executing this bond to do so; and B. A certificate issued by the county clerk for the county in which SURETY’s representative is located conforming with California Code of Civil Procedure § 995.640 and stating that SURETY’s certificate of authority has not been surrendered, revoked, cancelled, annulled, or suspended, or in the event that it has, that renewed authority has been granted.

IN WITNESS THEREOF, we have hereunto set our hands and seals this _______ day of ____________________, 20____.

PRINCIPAL
By
Title
Address

Telephone Number

Signature

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BOND

SURETY
By
Title
Address

Telephone Number

Signature

* ALL SIGNATURES ON THIS PAYMENT BOND MUST BE NOTARIZED USING APPROPRIATE 8½” x 11” NOTARY ACKNOWLEDGEMENT FORM.

** Appropriate modifications will be made to this form if the bond is being furnished for the performance of an act not provided for by agreement.

*** Corporations must affix corporate seal.

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Camarillo Sanitary District

AGENDA REPORT
Date: November 12, 2025
To: Honorable Chairman and Board of Directors
From: Greg Ramirez, District Manager
Submitted by: Dave Klotzle, Assistant District Manager
Subject: Wastewater System Generator Replacement at Pump Station 3 and Pump Station 5 (Project No. SS-5120-1) - Award Construction Contract

BACKGROUND
The Wastewater System Generator Replacement – Project No. SS-5120 was initiated to replace generators at Pump Stations 3 (PS3) and 5 (PS5). The scope has since been divided into two separate projects: Project No. SS-5120-1, Wastewater System Generator Replacement at PS3 and PS5, and Project No. SS-5120-2, Water Reclamation Plant (WRP) Generator Improvements. The WRP Generator Improvements project involves retrofitting an existing portable generator connection at the WRP. The design is currently being finalized, and construction will occur independently from Project No. SS-5120-1 with a separate contract brought forward to the Camarillo Sanitary District (CSD) Board of Directors for consideration at a future meeting.

The two existing generators and transfer switches at PS3 and PS5, located as shown on Attachment 1, are reaching the end of their useful life and will be replaced. The Project will ensure continued functionality of the pump stations by providing standby power in case of an emergency or power loss.

On April 24, 2024, CSD Board of Directors authorized the purchase of two stationary standby generators for PS3 and PS5. The generators were purchased ahead of time due to the extensive lead time for procurement and delivery. CSD has received the generators, and they are ready for installation.

On August 13, 2025, CSD Board of Directors adopted a resolution approving the Project plans and specifications, adopted the Categorical Exemption CEQA finding pursuant to CEQA Guideline Section 15301 Class 1 for the Project, and authorized the Assistant District Manager to proceed with the public bidding procedures for the Project.

DISCUSSION
Construction Bids
Staff issued a Notice Inviting Bids for the Project on August 23, 2025. On September 25, 2025, the District received two (2) bids for construction as shown in the following table:

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Name of Bidder Bid Amount $
Eco Energy Solutions, Inc.
dba High Volt Electric
Simi Valley, CA
$ 968,256.30
Mehta Mechanical Company, Inc.,
dba MMC, Inc.

La Palma, CA
$1,220,000.00
Staff reviewed the bid and all associated forms submitted by Eco Energy Solutions, Inc. dba High Volt Electric (High Volt Electric), investigated the contractor, and determined High Volt Electric to be responsive to the bid solicitation. The bids were aligned with the engineer’s estimate of $1,100,000. Staff recommends awarding a construction contract (Attachment 2) to High Volt Electric in the amount of $968,256.30 and authorize a contingency in the amount of $145,500 (approximately 15%) for unforeseen additional work if required, for a total contract authorization of $1,113,756.30.

Inspection Services and Material Testing
Consultant inspection services and materials testing are required for the Project. On September 13, 2025, staff advertised a Request for Proposals (RFP) to provide inspection services and material testing for the Project and Water Reclamation Plant Generator Improvements – Project No. SS-5120-2. Proposals were received from three (3) firms. Staff selected MNS Engineers, Inc., (MNS) to provide the necessary inspection services and materials testing for both projects based on their significant experience working on similar types of capital projects.

Staff has negotiated a scope of services and fee with MNS for both projects and recommends approving a standard professional services agreement with MNS in an amount not to exceed $243,276.65 for inspection services and materials testing (Attachment 3) and authorizing a contingency in the amount of $36,500 (approximately 15%) for unforeseen additional services if required, for a total agreement authorization of $279,776.65.

Design Services During Construction
On October 25, 2023, CSD Board of Directors awarded a professional services agreement to Kennedy/Jenks Consultants, Inc. (Kennedy/Jenks) Agreement No. 2023- 11 (Attachment 5), for preliminary design services for the Wastewater System Generator Replacement – Project No. SS-5120 in the amount of $278,425 with an authorized contingency in the amount of $42,000 for unforeseen additional services for a total agreement authorization not to exceed $320,425. Staff processed a First Amendment (Attachment 5) in the amount of $7,780 and a Second Amendment (Attachment 5) in the amount of $22,788.60 for additional design services for Pump Stations 3 and 5 for a total agreement amount of $308,993.60 (utilizing $30,568.60 of the original $42,000 contingency). On September 25, 2024, CSD Board of Directors awarded a Third Amendment (Attachment 5) to the agreement with Kennedy/Jenks for additional design services to develop design bid documents for the Project in the amount of $94,195 for a

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total agreement amount of $403,188.60.

Now that construction is ready to begin, an amendment to the Kennedy/Jenks Agreement is required for additional services to provide design support during construction. Staff recommends a fourth amendment to Agreement 2023-11 with Kennedy/Jenks in an amount not to exceed $136,265 for design services during construction (Attachment 4) for a total agreement amount of $539,453.60 and re-establishing a contingency in the amount of $20,500 (approximately 15% of the fourth amendment amount) for a total agreement authorization of $559,953.60.

Budget Analysis
The Project construction costs are summarized below:

Construction Contract $ 968,256.30
Construction Contract Contingency $ 145,500.00
Inspection Services and Materials Testing $ 243,276.65 Inspection Services and Materials Testing Contingency $ 36,500.00 Design Services Amendment $ 136,265.00
Design Services Contingency $ 20,500.00
Additional task orders, services, and staff charges $ 100,000.00 Total Construction Expenses $ 1,650,297.95
The current FY 2025-2030 Capital Improvement Program (CIP) includes a Project construction budget of $1,550,000 in FY 2025/26 with a current available balance of $1,098,045.

FISCAL IMPACT
An appropriation of $552,253 for the construction contract, professional services agreement, and contingencies in the CSD Capital Projects Fund, Account No. 873-8810- 488.92-41 and Project SS-5120 from available Sanitary District Capital Projects Fund Balance is required.

CITY COUNCIL STRATEGIC PLAN FY 2025/26
This item supports the City Council’s Strategic Plan Goal and Objective 3.1 and 3.5 – Public Safety and Emergency Resilience

3.1) Strengthen public safety initiatives with local agencies through proactive planning, training, resource allocation, education, emergency preparedness programs, community participation, and infrastructure improvements.

3.5) Continue to assess and mitigate risks related to climate change, including preparedness and infrastructure resilience.

RECOMMENDATION

1. Authorize an appropriation of $552,253 for the construction contract, professional services agreements, and contingencies in the CSD Capital Projects Fund, 873-8810- 488.92-41 and Project SS-5120 from available Sanitary District Capital Projects Fund Balance; and

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2. Authorize the District Manager to execute Public Works Contract No. 2025-14 with Eco Energy Solutions, Inc. dba High Volt Electric in an amount not to exceed $968,256.30, and authorize a contingency in the amount of $145,500, for a total contract authorization of $1,113,756.30; and

3. Authorize the District Manager to execute future contract change orders to the contract with Eco Energy Solutions, Inc. dba High Volt Electric for unforeseen additional work up to the authorized contingency amount; and

4. Authorize the District Manager to execute Professional Services Agreement No. 2025- 15 with MNS Engineers, Inc. in an amount not to exceed $243,276.65 for inspection services and material testing, and authorize a contingency in the amount of $36,500, for a total agreement authorization of $279,776.65; and

5. Authorize the District Manager to execute Professional Services Agreement No. 2023- 11D with Kennedy/Jenks Consultants, Inc. in an amount not to exceed $136,265 for design support services during construction, and authorize a contingency in the amount of $20,500, for a total agreement authorization of $559,953.60; and

6. Authorize the District Manager to execute future amendments to the agreements with MNS Engineers, Inc. and Kennedy/Jenks Consultants, Inc. for unforeseen additional services up to the authorized contingency amounts.

ATTACHMENTS

1. Location Map

2. CSD Agreement No. 2025-14

3. CSD Agreement No. 2025-15

4. CSD Agreement No. 2023-11D

5. CSD Agreement No. 2023-11 through 2023-11C
REFERENCE MATERIALS – AVAILABLE FOR REVIEW AT CITY HALL None

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Wastewater System Generator Replacement at PS3 & PS5
Project No. SS-5120-1
Location Map

CAMARILLO SANITARY DISTRICT DEPARTMENT OF PUBLIC WORKS
U.S.

Route
101
Pleasant
Valley
Rd
Las
Posas
Rd
Springville
Dr
Lewis
Rd
Howard
Rd
Pancho
Rd
Wood
Rd
Pump
Station
3 Pump
Station
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CAMARILLO SANITARY DISTRICT

PUBLIC WORKS CONTRACT
This contract (“Contract”) is effective as of November 12, 2025 , and is between the CAMARILLO SANITARY DISTRICT, a sanitary district organized pursuant to the California Health and Safety Code (“District”), and Eco Energy Solution, Inc. dba High Volt Electric , a California corporation (“Contractor”), collectively referred to as the “Parties.” Section 1. Recitals. This Contract is entered into with respect to the following facts:

1.1 District noticed and received bids for the work involved in Wastewater System Generator Replacement at PS3 & PS5 - Project No. SS-5120-1 (“Project”), which is more fully described in the Contract Documents.

1.2 The Board of Directors of District determined that Contractor was the lowest responsive bidder and awarded to Contractor the bid.

1.3 Contractor has represented it is qualified to perform all of the work required to complete the Project.

1.4 Contractor has agreed to perform all such work in the time and manner set forth in the Contract Documents.

1.5 The Board of Directors of District has determined that the public interest, convenience and necessity require the execution of this Contract and its implementation.

Section 2. Contract Documents. This Contract consists of the following documents (“Contract Documents”), all of which are made a part of this Contract:

2.1 Notice Inviting Bids

2.2 Instructions to Bidders

2.3 Bid Proposal, as accepted, including the Certificate of Bidders’ Experience and Qualifications and the List of Subcontractors

2.4 Notice of Award

2.5 Notice to Proceed

2.6 This Contract

2.7 Verification of California Contractor’s License

2.8 Contractor’s Certificate Regarding Workers’ Compensation

2.9 Security for payment (labor and materials)
CSD Agreement No. 2025-14

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2.10 Security for performance

2.11 Certificate(s) of Insurance

2.12 General Conditions/Specifications

2.13 Special Provisions

2.14 Plans and Standard Drawings

2.15 Prevailing Wage Scales

2.16 S. S. P. W. C.

2.17 Addenda Nos. #1 dated September 15, 2025,

2.18 Other documents (list here)
Exhibit A – Compensation
Exhibit B – Insurance
Exhibit C – Not Used
Exhibit D – Adjustment for New Tariffs or Tariff Increases Section 3. The Work.

3.1 The work (“Work”) to be performed by Contractor is described in the Contract Documents.

3.2 In completing the Work, Contractor must employ, at a minimum, the applicable generally accepted professional standards of its industry in existence at the time of performance as utilized by persons engaging in similar work.

3.3 Except as specifically provided in the Contract Documents, Contractor must furnish, at its sole expense, all of the labor, materials, tools, equipment, services and transportation necessary to perform all of the Work.

3.4 Contractor must perform all of the Work in strict accordance with the Contract Documents.

Section 4. Time to Perform the Work.

4.1 Time is of the essence with respect to Contractor’s Work. Contractor agrees to diligently pursue performance of the Work within the time specified by the Contract Documents.

4.2 Contractor will be excused from any delay in performance or failure to perform due to causes beyond the control of Contractor. Such causes include, but are not CSD Agreement No. 2025-14

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limited to, acts of God, acts of terrorism, acts of federal, state or local governments, acts of District , court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather.

4.3 If Contractor is delayed by any cause beyond Contractor’s control, District may, but is not required to, grant a time extension for the completion of the Work. If delay occurs, Contractor must notify District in writing within 48 hours of the cause and the extent of the delay and how such delay interferes with Contractor’s performance of the Work.

Section 5. Compensation and Payment.

5.1 Subject to any limitations provided in the Contract Documents, District agrees to pay Contractor as full consideration for the faithful performance of all of the Work the compensation set forth in Exhibit A (“Compensation”), which is made a part of this Contract.

5.2 Contractor must furnish District with a Pay Estimate for the Work performed in accordance with the Contract Documents. Contractor may not submit a Pay Estimate more often than once every 30 days.

5.3 District will review each Pay Estimate and determine whether the Work performed is in accordance with the Contract Documents. The Assistant District Manager may require Contractor to provide a release of all undisputed Contract amounts contained in the Pay Estimate.

5.4 If District disputes any item on a Pay Estimate, District will give Contractor notice stating the reasons for the dispute. The Parties will meet and confer in good faith to attempt to resolve the dispute.

5.5 Except as to any charges for the Work performed that District disputes and the District’s standard five-percent retention of the approved progress payment, District will cause Contractor to be paid within 30 days of the date of the invoice or the date that Contractor furnishes District with a release of all undisputed Contract amounts, whichever occurs later. Federally funded projects will not have a five- percent retention.

5.6 In the event there is any claim specifically excluded by Contractor from the operation of any release, District may retain an amount not to exceed the amount of the excluded claim.

Section 6. Labor Code and Prevailing Wage Requirements.

6.1 Contractor agrees to comply with the requirements of California Labor Code sections 1810 through 1815. Eight hours of labor constitutes a legal day’s work per Labor Code section 1810. Contractor will forfeit the statutory penalty to District for each worker employed in the execution of this Contract by Contractor or any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in CSD Agreement No. 2025-14

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any one calendar week in violation of the provisions of Labor Code sections 1810 through 1815.

6.2 Copies of the determination of the Director of the Department of Industrial Relations of the prevailing rate of per diem wages for each craft, classification or type of worker needed to execute this Contract are available for download from the State website: https://www.dir.ca.gov/OPRL/dprewagedetermination.htm.

6.3 Contractor must post at the work site, or if there is no regular work site then at its principal office, for the duration of the Contract, a copy of the determination by the Director of the Department of Industrial Relations of the specified prevailing rate of per diem wages. (Labor Code § 1773.2.) When applicable, copies of the prevailing rate of per diem wages will be on file at District’s Department of Public Works and available to Contractor and any other interested party upon request.

6.4 Contractor, and any subcontractor engaged by Contractor, may pay not less than the specified prevailing rate of per diem wages to all workers employed in the execution of the contract. (Labor Code § 1774.) Contractor is responsible for compliance with Labor Code section 1776 relative to the retention and inspection of payroll records.

6.5 Contractor must comply with all provisions of Labor Code section 1775. Under Section 1775, Contractor will forfeit the statutory penalty to District for each worker employed in the execution of the Contract by Contractor or any subcontractor for each calendar day, or portion thereof, in which the worker is paid less than the prevailing rates. Contractor may also be liable to pay the difference between the prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate.

6.6 Nothing in this Contract prevents Contractor or any subcontractor from employing properly registered apprentices in the execution of the Contract. Contractor is responsible for compliance with Labor Code section 1777.5 for all apprenticeable occupations. This statute requires that contractors and subcontractors must submit contract award information to the applicable joint apprenticeship committee, must employ apprentices in apprenticeable occupations in a ratio of not less than one hour of apprentice’s work for every five hours of labor performed by a journeyman (unless an exception is granted under § 1777.5), must contribute to the fund or funds in each craft or trade or a like amount to the California Apprenticeship Council, and that contractors and subcontractors must not discriminate among otherwise qualified employees as apprentices solely on the ground of sex, race, religion, creed, national origin, ancestry or color. Only apprentices defined in Labor Code section 3077, who are in training under apprenticeship standards and who have written apprentice contracts, may be employed on public works in apprenticeable occupations.

6.7 Contractor has reviewed and agrees to comply with any applicable provisions for any public work subject to Department of Industrial Relations (DIR) Monitoring and Enforcement of prevailing wages, including the registration requirements of Labor Code Section 1771.1(a). District hereby notifies Contractor that Contractor is CSD Agreement No. 2025-14

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responsible for submitting certified payroll records directly to the State Compliance Monitoring Unit (CMU). For further information concerning compliance monitoring please visit the website location at: https://www.dir.ca.gov/dlse/cmu/cmu.html.

6.8 Contractor must comply with Labor Code section 1771.1(a), which provides that Contractor may award any contracts and subcontracts for work that qualifies as a “public work” only to subcontractors which are at that time registered and qualified to perform public work pursuant to Labor Code Section 1725.5. Contractor must obtain proof of such registration from all such subcontractors.”

6.9 If federal funds are used to pay for the Work, Contractor and any subcontractor agree to comply, as applicable, with the labor and reporting requirements of the Davis-Bacon Act (40 USC § 276a-7), the Copeland Act (40 USC § 276c and 18 USC §874), and the Contract Work Hours and Safety Standards Act (40 USC § 327 and following).

Section 7. Non-Discrimination. Contractor, its officers, agents, employees, and subcontractors may not discriminate in the employment of persons to perform the Work in violation of any federal or state law prohibiting discrimination in employment, including based on the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, of any person, except as provided under California Government Code section 12940. Contractor is responsible for compliance with this section.

Section 8. General Legal Compliance.

8.1 In performing the Work, Contractor must comply with all applicable statutes, laws and regulations, including, but not limited to, OSHA requirements and the Camarillo Municipal Code.

8.2 Contractor must, at Contractor’s sole expense, obtain all necessary permits and licenses required for the Work, and give all necessary notices and pay all fees and taxes required by law, including, without limitation, any business license tax imposed by District. Contractor is exempt from any City encroachment permit fee pursuant to Camarillo Municipal Code Section 13.04.020.

8.3 Contractor must maintain a valid California Contractor’s License throughout the term of this Contract.

Section 9. Clayton and Cartwright Act Assignments. In entering into this Contract or a contract with a subcontractor to supply goods, services, or materials pursuant to this Contract for the Project, Contractor and any subcontractor will be deemed to have offered and agreed to assign to District all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700 of Part 2 of Division 7 of the California Business and Professions Code), arising from purchases of goods, services, or materials for the Project. This assignment will be deemed made and will become effective at the time District tenders final payment to Contractor, without further acknowledgement by the Parties.

CSD Agreement No. 2025-14

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Section 10. Independent Contractor. Contractor is and will at all times remain as to District a wholly independent contractor. Neither District nor any of its officers, employees, or agents will have control over the conduct of Contractor or any of Contractor’s officers, employees, agents or subcontractors, except as expressly set forth in the Contract Documents. Contractor may not at any time or in any manner represent that it or any of its officers, employees, agents, or subcontractors are in any manner officers, employees, agents or subcontractors of District.

Section 11. Indemnification.

11.1 Contractor agrees to the fullest extent permitted by law to (1) immediately defend and (2) indemnify District from and against, any and all claims and liabilities, regardless of the nature or type, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Contractor, or its officers, employees, agents, or subcontractors committed in performing any Work under this Contract or the failure to comply with any of the obligations of this Contract (collectively, “Claims”). The Claims subject to Contractor’s duties to defend and indemnify include, without limitation, all claims, actions, causes of action, proceedings, suits, losses, damages, penalties, fines, judgments, liens, levies, and associated investigation and administrative expenses. Such Claims also include defense costs, including reasonable attorneys’ fees and disbursements, expert fees, court costs, and costs of alternative dispute resolution.

11.2 Contractor’s duty to defend is a separate and distinct obligation from Contractor’s duty to indemnify. Contractor is obligated to defend District in all legal, equitable, administrative, or special proceedings, with counsel approved by District , immediately upon tender to Contractor of the Claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Contractor are responsible for the Claim does not relieve Contractor from its separate and distinct obligation to defend under this section. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes an obligation to provide independent defense counsel if Contractor asserts that liability is caused in whole or in part by the negligence or willful misconduct of any District indemnified party. If it is finally adjudicated that liability was caused by the comparative active negligence or willful misconduct of any District indemnified party, then Contractor may submit a claim to District for reimbursement of reasonable attorneys’ fees and defense costs in proportion to the established comparative liability of the District indemnified party.

11.3 Contractor agrees that its defense and indemnification obligation under this section, includes the reasonable costs of attorneys’ fees incurred by the District’s legal counsel to monitor and consult with Contractor regarding the defense of any Claims, including providing direction with regard to strategy, preparation of pleadings, settlement discussions, and attendance at court hearings, mediations, or other litigation related appearances. District will use its best efforts to avoid duplicative attorney wor k or appearances in order to keep defense costs to a reasonable minimum.

CSD Agreement No. 2025-14

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11.4 Contractor agrees that settlement of any Claim will require the consent of District .

District agrees that its consent will not be unreasonably withheld provided that Contractor is financially able (based on demonstrated assets) to fulfill its obligation to indemnify District for the costs of any such settlement as required under this Contract.

11.5 Contractor’s obligation to indemnify District applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of a District indemnified party. If a Claim is finally adjudicated and a determination made that liability was caused by the sole active negligence or sole willful misconduct of a District indemnified party, then Contractor’s indemnification obligation will be reduced in proportion to the established comparative liability.

11.6 For the purposes of this section, “ District” includes District’s officers, officials, employees and agents.

11.7 The provisions of this section will survive the expiration or earlier termination of this Contract.

Section 12. Insurance. Contractor agrees to have and maintain in full force and effect during the term of this Contract the insurance coverages listed in Exhibit B (“Insurance”), which is made a part of this Contract.

Section 13. Notice.

13.1 All written notices required or permitted to be given under this Contract will be deemed made when received by the other Party at its respective address as follows:

To District: C amarillo Sanitary District
601 Carmen Drive
Camarillo, California 93010
Attention: James Campero
(Tel.) 805-388-5340
(Fax) 805-388-5387
E-Mail [email protected]
To Contractor: Eco Energy Solutions, Inc. dba High Volt Electric 4485 Runway Street
Simi Valley, California 93063
Attention: Karo Gyonjyan
(Tel.) 818-993-3732 ext. 107
(Fax) n/a
E-Mail [email protected]

13.2 Notice will be deemed effective on the date personally delivered or transmitted by facsimile or email. If the notice is mailed, notice will be deemed given three days after deposit of the same in the custody of the United States Postal Service, CSD Agreement No. 2025-14

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postage prepaid, for first class delivery, or upon delivery if using a major courier service with tracking capabilities.

13.3 Any Party may change its notice information by giving notice to the other Party in compliance with this section.

Section 14. District Rights of Termination and to Complete the Work.

14.1 The occurrence of any of the following is a default by Contractor under this Contract:

14.1.1 Contractor refuses or fails to prosecute the Work or any part thereof with such diligence as will insure its completion within the time specified or any permitted extension.

14.1.2 Contractor fails to complete the Work on time.

14.1.3 Contractor is adjudged bankrupt, or makes a general assignment for the benefit of creditors, or a receiver is appointed on account of Contractor’s insolvency.

14.1.4 Contractor fails to supply enough properly skilled workers or proper materials to complete the Work in the time specified.

14.1.5 Contractor fails to make prompt payment to any subcontractor or for material or labor.

14.1.6 Contractor fails to abide by any applicable laws, ordinances or instructions of District in performing the Work.

14.1.7 Contractor breaches or fails to perform any obligation or duty under the Contract.

14.2 Upon the occurrence of a default by Contractor, District will serve a written notice of default on Contractor specifying the nature of the default and the steps needed to correct the default. Unless Contractor cures the default within 10 days after the service of such notice, or satisfactory arrangements acceptable to District for the correction or elimination of such default are made, as determined by District, District may thereafter terminate this Contract by serving written notice on Contractor. In such case, Contractor will not be entitled to receive any further payment, except for Work actually completed prior to such termination in accordance with the provisions of the Contract Documents.

14.3 If the Engineer determines that the default should be cured in less than 10 days, then the written notice of default served on the Contractor will specify the shorter deadline for the Contractor to cure the default.

14.4 In event of a termination of this Contract, the District will also immediately serve written notice of the termination upon Contractor’s surety. The surety will have the right to take over and perform pursuant to this Contract; provided, however, that if CSD Agreement No. 2025-14

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the surety does not give District written notice of its intention to take over and perform this Contract within five days after service of the notice of termination or does not commence performance within 10 days from the date of such notice, District may take over the Work and prosecute the same to completion by contract or by any other method it may deem advisable for the account and at the expense of Contractor. Contractor and the surety will be liable to District for any and all excess costs or other damages incurred by District in completing the Work.

14.5 If District takes over the Work as provided in this Section, District may, without liability for so doing, take possession of, and utilize in completing the Work, such materials, appliances, plant, and other property belonging to Contractor as may be on the site of the Work and necessary for the completion of the Work.

14.6 If District takes over the Work, District may also take possession of outstanding materials on order for the completion of the project, upon payment to the vendor.

All excess costs incurred by District in obtaining such materials, will be the responsibility of the Contractor.

14.7 If the Contractor does not cure a default within the time period required, then in lieu of terminating of the Contract, the District, in its sole discretion, may take action to cure the default and all costs incurred by District to cure the default will be deducted from any amount otherwise due to the Contractor.

Section 15. Project Documents. All data, drawings, maps, models, notes, photographs, reports, studies and other documents (collectively, “Project Documents”) prepared, developed or discovered by Contractor in the course of performing any of the Work under this Contract will become the sole property of District . Upon the expiration or termination of this Contract, Contractor must turn over all original Project Documents to District in its possession, but may retain copies of any of the Project Documents it may desire.

Section 16. General Provisions.

16.1 Authority to Execute. Each Party represents and warrants that all necessary action has been taken by such Party to authorize the undersigned to execute this Contract and to bind it to the performance of its obligations.

16.2 Assignment. Contractor may not assign this Contract without the prior written consent of District, which consent may be withheld in District’s sole discretion since the experience and qualifications of Contractor were material considerations for this Contract.

16.3 Binding Effect. This Contract is binding upon the heirs, executors, administrators, successors and permitted assigns of the Parties.

16.4 Integrated Contract. This Contract, including the Contract Documents, is the entire, complete, final and exclusive expression of the Parties with respect to the Work to be performed under this Contract and supersedes all other agreements or understandings, whether oral or written, between Contractor and District prior to the execution of this Contract.

CSD Agreement No. 2025-14

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16.5 Modification of Contract. No amendment to or modification of this Contract will be valid unless made in writing and approved by Contractor and by the Board of Directors of District or District Manager, as applicable. The Parties agree that this requirement for written modifications cannot be waived and that any attempted waiver will be void.

16.6 Electronic Signatures; Counterparts. This Contract and any amendment will be considered executed when the signature page of a party is delivered by electronic transmission. Such electronic signatures will have the same effect as an original signature. The Contract may be executed in multiple counterparts.

16.7 Waiver. Waiver by any Party of any term, condition, or covenant of this Contract will not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Contract will not constitute a waiver of any other provision, or a waiver of any subsequent breach or violation of any provision of this Contract. Acceptance by District of any Work performed by Contractor will not constitute a waiver of any of the provisions of this Contract.

16.8 Interpretation. This Contract will be interpreted, construed and governed according to the laws of the State of California. Each party has had the opportunity to review this Contract with legal counsel. The Contract will be construed simply, as a whole, and in accordance with its fair meaning. It will not be interpreted strictly for or against either party.

16.9 Severability. If any term, condition or covenant of this Contract is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Contract will not be affected and the Contract will be read and construed without the invalid, void or unenforceable provision.

16.10 Venue. In the event of litigation between the parties, venue in state trial courts will be in the County of Ventura. In the event of litigation in a U.S. District Court, venue will be in the Central District of California, in Los Angeles. [Signatures on the following page.]

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CONTRACT

The Parties have caused this Contract to be executed by their undersigned authorized agents as follows:

CAMARILLO SANITARY DISTRICT

Greg Ramirez, District Manager
ATTEST:

Carrie Weal, Assistant Secretary

ECO ENERGY SOLUTIONS, INC. DBA HIGH VOLT ELECTRIC, a California corporation

Karo Gyonjyan, President/Secretary

_ __________________________________ _ ________ Camarillo Business Tax Certificate Number Expiration Date

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EXHIBIT A

COMPENSATION
The total compensation under this Contract will not exceed:

ALTERNATE 1
If a Lump Sum Bid: “The sum of $ N/A .”
ALTERNATE 2
If a Unit Price Bid: “The total unit prices set forth in the bid and the actual measured quantities utilized for the Project as determined by the Director.” ALTERNATE 3
If both Lump Sum and Unit Price Bid: “The sum of $968,256.30, and the amount due based upon the unit prices set forth in the bid and the actual measured quantities utilized for the Project as determined by the Director.”

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EXHIBIT B

INSURANCE

1. General Requirements. Contractor must procure and maintain in full force and effect during the term of this Contract the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below:

Type of Insurance Limits
Commercial General Liability $2,000,000 / $4,000,000 (occurrence/aggregate) Business Automobile Liability $1,000,000 combined single Workers’ Compensation Statutory Requirements

2. Insurance Rating. All insurance required to be maintained by Contractor must be issued by companies licensed by or admitted to conduct insurance business in the State of California by the California Department of Insurance and must have a rating of A- or better and Financial Size Category Class VII or better by the latest edition of A.M. Best’s Key Rating Guide, unless otherwise approved by City/District’s legal counsel.

3. Commercial General Liability Insurance. The commercial general liability insurance must meet or exceed the requirements of Insurance Services Office (ISO) form CG 00 01, and must be provided on a per occurrence basis for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended.

The insurance must be on an “occurrence” not a “claims made” basis. Defense costs must be paid in addition to limits. There must be no cross -liability exclusion for claims or suits by one insured against another. The insurance must include a waiver of subrogation applicable to the insurance or self-insuran ce, a primary and non-contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo/Camarillo Sanitary District, its officers, employees and agents, and volunteers; blanket endorsements are acceptable. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

4. Business Auto Coverage. The business automobile insurance coverage must be at least as broad as ISO Business Auto Coverage form CA 00 01, covering bodily injury and property damage for all activities of the Contractor arising out of or in connection with the services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount stated above per combined single limit for each accident. Such insurance must include a waiver of subrogation applicable to the insurance or self-insurance, and a primary and non-contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo/Camarillo Sanitary District, its officers, employees and agents, and volunteers; blanket endorsements are acceptable.

5. Workers Compensation. If Contractor has any employees, Contractor must maintain workers’ compensation insurance (statutory limits) and employer’s liability insurance (with limits of at least $1,000,000). Such insurance must include a waiver of subrogation endorsement in favor of the City of Camarillo, its officers, employees, agents, and volunteers; a blanket endorsement is acceptable.

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6. Umbrella or Excess Liability Insurance. If an excess or umbrella liability policy is used to meet minimum limit requirements, the insurance must provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella or excess liability policy must include a “drop-down provision” requiring the policy to respond in the event that any primary insurance that would otherwise have applied proves to be uncollectable in whole or in part for any reason. Coverage must be provided on a “pay-on-behalf” basis, with defense costs payable in addition to policy limits. There may be no cross-liability exclusion precluding coverage for claims or suits by one insured against another. The policy must “follow form” to the underlying primary policy. Coverage must be applicable to all insureds under the primary policies. The insurance must contain or be endorsed to contain a waiver of subrogation applicable to the insurance or self- insurance, and a primary and non-contributory endorsement for the benefit of City/District.

The scope of coverage provided is subject to approval of City/District following receipt of the required proof of insurance.

7. Contractor’s Limitations and Endorsements. The Contractor’s insurance policies must not include any endorsements or provisions that limit coverage for the following risks:
explosion, collapse, or underground hazards (XCU); products and completed operations; pollution liability; and contractual liability. These coverages must be specifically included without any exclusions, modifications, or restrictions that would limit the scope of protection otherwise afforded by the basic policies. Any endorsement or exclusion that reduces or eliminates coverage for the above-listed risks is unacceptable.

8. Deductibles and Self-Insured Retention. Any deductibles or self-insured retentions applicable to the insurance policies required under this Agreement must be declared to and approved by City/District. In no event may any required insurance policy have a deductible, self-insured retention or other similar policy provision in excess of $50,000 without prior written approval by City/District in its sole discretion. At the option of City/District, either the insurer will reduce or eliminate such deductibles or self-insured retentions with respect to the City/District’s additional insureds or Contractor will procure a bond guaranteeing payment of any losses, damages, expenses, costs or settlements up to the amount of such deductibles or self-insured retentions.

9. Certificates of Insurance and Endorsements; Notice of Termination or Changes to Policies. Prior to commencing any services under this Agreement, Contractor must file with the City/District certificates of insurance and endorsements evidencing the existence of all insurance required by this Agreement, along with such other evidence of insurance or certified copies of policies as may reasonably be required by City/District. These certificates of insurance and endorsements must be in a form approved by the City/District’s legal counsel. Contractor must maintain current certificates and endorsements on file with City/ District during the term of this Agreement reflecting the existence of all required insurance. Each of the certificates must expressly provide that no material change in the policy, or termination or cancellation of the required coverage, will be effective except upon 30 days’ prior written notice to City/District by certified mail, return receipt requested (except for nonpayment for which a 10-day notice is required).

The delivery to City/District of any certificates of insurance or endorsements that do not comply with the requirements of this Agreement will not waive the City/District’s right to require compliance. In the event that Contractor’s policies are materially changed, Contractor must provide the City/District with at least 30 days’ prior written notice of the applicable changes. City/District reserves the right to require complete, certified copies of all required insurance policies at any time.

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10. Failure to Maintain Required Insurance. If Contractor, for any reason, fails to have in place at all times during the term of this Agreement all of the required insurance coverage, the City/District may, but is not obligated to, obtain such coverage at Contractor’s expense and deduct the cost from the sums due Contractor. Alternatively, City/District may terminate the Agreement.

11. Effect of Coverage. The existence of the required insurance coverage under this Agreement will not be deemed to satisfy or limit Contractor’s indemnity obligations under this Agreement. Contractor acknowledges that the insurance coverage and policy limits set forth in this Agreement constitute the minimum coverage and policy limits required.

Should any coverage carried by the Contractor or any subcontractor of any tier have limits of liability that exceed the limits or have broader coverage than required in this Agreement, those higher limits and that broader coverage are deemed to apply for the benefit of any person or organization included as an additional insured and those limits and broader coverage will become the required minimum limits and insurance coverage in all sections of this Agreement. Any insurance proceeds available to City/District in excess of the limits and coverages required by this Agreement, and which is applicable to a given loss, must be made available to City/District to compensate it for such losses.

12. Required Insurance for Subcontractors. Contractor agrees to ensure that any subcontractors providing services under this Agreement provide the same minimum insurance coverage and endorsements required of Contractor. Contractor agrees to review and monitor all such coverage and assumes responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.

13. Right to Revise Insurance Specifications. City/District reserves the right to change the amounts and types of insurance required by giving Contractor at least 90 days advance written notice of such change. If such change results in substantial additional cost to Contractor, the parties may renegotiate Contractor’s compensation.

14. Timely Notice of Claims. Contractor must give City/District prompt notice of claims made of lawsuits initiated that arise out of or result from Contractor’s performance under this Agreement, and that involve or may involve coverage under any of the required liability insurance policies.

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EXHIBIT C

NOT USED

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EXHIBIT D

ADJUSTMENT FOR NEW TARIFFS OR TARIFF INCREASES

1. ENTITLEMENT TO ADJUSTMENT

1.1 If, after the date of Contractor's solicitation submission, the United States government imposes or increases tariffs that directly and demonstrably affect the unit pricing or availability of materials or equipment required for the Work, and such increases were unavoidable, and not reasonably foreseeable at the time of solicitation submission, Contractor may be entitled to an adjustment to the Contract Sum subject to the conditions and limitations set forth in this provision.

2. LIMITATIONS ON ENTITLEMENT

2.1 Reasonably Foreseeable Increases. Contractor shall not be entitled to any adjustment to the Contract Sum for new tariffs or tariff increases that were reasonably foreseeable at the time of solicitation submission. For purposes of this provision, "new tariffs or tariff increases that were reasonably foreseeable" include, without limitation:
a. Any increase in the applicable tariff or tariffs to a level which was already in effect, plus ten percent (10%), at any point during the past ten years; b. Any new tariff or increase in tariff level that was Already Announced prior to solicitation submission, regardless of whether it had taken effect;
i. “Already Announced” includes, without limitation, the following circumstances:

A. Notice of a pertinent tariff, or tariff level, has been published by the United States International Trade Commission, or other federal agency, as of the solicitation submission date, regardless of whether the effective date of the tariff is prior to the solicitation submission date, or after. Publication includes, without limitation, notices on an agency website, the Harmonized Tariff Schedule, or in the Federal Register.

B. The President of the United States, a member of the President’s cabinet, or one of the President’s advisors, has stated the federal government will adopt a new or increased tariff, including without limitation making such a statement through a speech, interview, order, social media post, or otherwise, regardless of formality.

C. A reputable news organization has reported that the U.S. federal government is expected to adopt the new or increased tariff.

2.2 General Market Conditions.
a. Contractor shall not be entitled to any adjustment to the Contract Sum for changes in unit pricing attributable to market conditions other than new or increased U.S. tariffs, including but not limited to general inflation, supply chain disruptions, labor costs, currency fluctuations, or other market factors, except to the extent covered by the force majeure provision and other provisions in the contract documents.

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b. New or increased tariffs imposed by foreign governments, and the effects any such new or increased foreign tariffs have on unit pricing or product availability are general market conditions and do not entitle Contractor to an adjustment in the Contract Sum. New or increased tariffs imposed by foreign governments are not an “acts of a public enemy” or “acts of a governmental entity not occasioned by the Contractor’s, subcontractor’s, or supplier’s conduct” and are considered foreseeable under the contract documents.

2.3 Tariff Avoidance; Duty to Mitigate. Upon learning of a new tariff, or tariff increase, Contractor shall make commercially reasonable efforts to avoid the new costs and mitigate any increased costs to District. Contractor shall, without limitation, determine if there are alternate suppliers that can furnish necessary materials or equipment at a lower cost to Contractor, for example, by sourcing materials or equipment from the United States, or a country subject to lower duties than the Contractor’s original intended supplier. If Contractor is able to identify a lower cost supplier through such efforts, Contractor shall procure supplies from that source before seeking an adjustment in the Contract Sum. Any adjustment to the Contract Sum shall be based on actual increased costs incurred by Contractor despite such efforts.

3. PROCEDURE FOR SEEKING ADJUSTMENT

3.1 Notice Requirement. Contractor shall notify District in writing within fourteen (14) calendar days after Contractor becomes aware or should reasonably have become aware of a new tariff or tariff increase that may entitle Contractor to an adjustment to the Contract Sum.

3.2 Documentation Required. Contractor's request for adjustment shall include:
a. Identification of the specific materials or equipment affected; b. Documentation of the original cost of the affected materials or equipment as included in Contractor's solicitation submission;
c. Documentation of the increased cost directly attributable to the tariff increase; d. Documentation demonstrating that the tariff increase was not reasonably foreseeable as defined in Section 2.1;
e. Documentation demonstrating that the increased costs are not attributable to non- tariff market conditions as defined in Section 2.2; and
f. Proposed adjustment to the Contract Sum.

4. AUDIT RIGHTS

4.1 Prior to agreeing to any adjustment to the Contract Sum, District shall have the right to audit Contractor's books and records to verify that all conditions precedent to a price adjustment have been met.

4.2 Contractor shall provide District and District's authorized representatives access to all books, records, documents, and other evidence pertaining to the request for adjustment, including but not limited to:
a. Original purchase orders and supplier quotes;
b. Subsequent purchase orders and supplier quotes showing increased costs; CSD Agreement No. 2025-14

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c. Correspondence with suppliers regarding tariff impacts; d. Documentation of tariff rates in effect at the time of solicitation submission and at the time of purchase; and
e. Any other documentation reasonably requested by District to verify the entitlement to and amount of the requested adjustment.

4.3 Contractor shall maintain all such records for a period of not less than three (3) years after final payment.

5. DETERMINATION OF ADJUSTMENT AMOUNT

5.1 Any adjustment to the Contract Sum shall be limited to the actual increased cost directly attributable to the unforeseeable new tariff or tariff increase, without any additional markup for overhead and profit.

5.2 District reserves the right to reject any request for adjustment that does not meet the requirements of this provision or is not substantiated by sufficient documentation.

5.3 Nothing in this provision shall be construed to relieve Contractor of its obligation to complete the Work within the Contract Time or to entitle Contractor to any time extension due to new tariffs or tariff increases.

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VERIFICATION OF CALIFORNIA

CONTRACTOR’S LICENSE

I certify, under penalty of perjury, that I have a valid California Contractor’s license issued pursuant to Business and Professions Code section 7000 and following, and was so licensed at the time that the bid was awarded:

California Contractor’s License:

963370 A, B, C10 June 30, 2026 License Number Class Expiration Date

Eco Energy Solutions, Inc. dba High Volt Electric

CONTRACTOR (PRINT OR TYPE)

Date Signature

(Public Contract Code § 6100)

CSD Agreement No. 2025-14
10 / 27 / 2025

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CONTRACT

CERTIFICATE REGARDING

WORKERS’ COMPENSATION

I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ 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.

Eco Energy Solutions, Inc. dba High Volt Electric
Name (print or type)

Date Signature
CSD Agreement No. 2025-14
10 / 27 / 2025

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CAMARILLO SANITARY DISTRICT

PROFESSIONAL SERVICES AGREEMENT
With
MNS ENGINEERS, INC.

For
WASTEWATER SYSTEM GENERATOR REPLACEMENT AT PS3 & PS5
– PROJECT NO. SS-5120-1

WATER RECLAMATION PLANT (WRP) GENERATOR IMPROVEMENTS
– PROJECT NO. SS-5120-2

INSPECTION SERVICES AND MATERIALS TESTING

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Form Approved April 2021 i

TABLE OF CONTENTS
Page No.

Section 1. Term of Agreement. ............................................................................................. 1 Section 2. Scope and Performance of Services. ................................................................... 1 Section 3. Additional Services and Changes in Services. ..................................................... 2 Section 4. Familiarity with Services and Site. ........................................................................ 2 Section 5. Compensation and Payment. ............................................................................... 2 Section 6. Required Documentation Prior to Performance. ................................................... 3 Section 7. Time of Performance; Excusable Delays; Extensions. ......................................... 3 Section 8. Cooperation by District. ........................................................................................ 4 Section 9. Project Documents. .............................................................................................. 4 Section 10. Confidential Information; Release of Information. ................................................. 4 Section 11. Consultant’s Books and Records. ........................................................................ 5 Section 12. Status of Consultant. ............................................................................................ 5 Section 13. Compliance with Applicable Laws. ....................................................................... 6 Section 14. Unauthorized Aliens. ............................................................................................ 6 Section 15. Conflicts of Interest. ............................................................................................. 6 Section 16. Indemnification. .................................................................................................... 7 Section 17. Insurance. ............................................................................................................ 8 Section 18. Assignment. ......................................................................................................... 8 Section 19. Default; Limitations on Liability. ............................................................................ 9 Section 20. Termination of Agreement. ................................................................................... 9 Section 21. Notices. ................................................................................................................ 9 Section 22. General Provisions. ............................................................................................ 10

Exhibit A – Scope Of Services ................................................................................................ A-1 Exhibit B – Key Personnel & Compensation ........................................................................... B-1 Exhibit C – Insurance .............................................................................................................. C-1 CSD Agreement No. 2025-15

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Form Approved April 2021 1

PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is effective as of November 12, 2025 (“Effective Date”), and is between the Camarillo Sanitary District , a Sanitary District organized pursuant to the California Health and Safety Code (“District”) and MNS Engineers, Inc., a California corporation (“Consultant”).

Section 1. Term of Agreement.

Subject to the provisions of Section 20 (Termination of Agreement ), the term of this Agreement will be for a period commencing on the Effective Date and will terminate upon the completion of Consultant’s services.

Section 2. Scope and Performance of Services.

2.1 Consultant agrees to perform the services set forth in Exhibit A (Scope of Services), which is made a part of this Agreement.

2.2 Consultant will furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculations, and all other means whatsoever, except as otherwise expressly specified in this Agreement, necessary to perform the services required of Consultant under this Agreement.

2.3 Consultant’s designated representative(s) who are authorized to act on its behalf and to make all decisions in connection with the performance of services under this Agreement are listed in Exhibit B (Key Personnel & Compensation), which is made a part of this Agreement.

2.4 Consultant must make every reasonable effort to maintain the stability and continuity of Consultant’s key personnel and subconsultants , if any, listed in Exhibit B to perform the services required under this Agreement. Consultant must notify District and obtain District’s written approval with respect of any changes in key personnel prior to the performance of any services by replacement personnel.

2.5 Consultant must obtain District’s prior written approval before utilizing any subconsultants to perform any services under this Agreement. This written approval must include the identity of the subconsultant and the terms of compensation.

2.6 Consultant represents that it has the qualifications, experience and facilities necessary to properly perform the services required under this Agreement in a thorough, competent and professional manner. Consultant will at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described in this Agreement.

In meeting its obligations under this Agreement, Consultant must employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to those required of Consultant under this Agreement.

2.7 District may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. Acceptance of any of Consultant’s work by District will not constitute a waiver of any of the provisions of this Agreement.

2.8 The Consultant must maintain any work site in the District in a safe condition, free of hazards to persons and property resulting from its operations.

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Section 3. Additional Services and Changes in Services.

3.1 Consultant will not be compensated for any services rendered in connection with its performance of this Agreement that are in addition to or outside of those set forth in the Scope of Services or otherwise required by this Agreement, unless such additional services are authorized in advance and in writing by District.

3.2 If Consultant believes that additional services are needed to complete the Scope of Services, Consultant will provide the District Manager with written notification describing the proposed additional services, the reasons for such services, and a detailed proposal regarding cost.

3.3 District may order changes to the Scope of Services, consisting of additions, deletions, or other revisions, and the compensation to be paid Consultant will be adjusted accordingly.

All such changes must be authorized in writing, and executed by Consultant and District.

The cost or credit to District resulting from changes in the services will be determined by the written agreement between the parties.

Section 4. Familiarity with Services and Site.

4.1 By executing this Agreement, Consultant represents that Consultant:
(a) has thoroughly investigated and considered the Scope of Services to be performed;
(b) has carefully considered how the services should be performed; (c) understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement; and
(d) possesses all licenses required under local, state or federal law to perform the services contemplated by this Agreement, and will maintain all required licenses during the performance of this Agreement.

4.2 If services involve work upon any site, Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing its services.

Should Consultant discover any latent or unknown conditions that may materially affect the performance of services, Consult ant will immediately inform District of such fact and will not proceed except at Consultant’s own risk until written instructions are received from District.

Section 5. Compensation and Payment.

5.1 Subject to any limitations set forth in this Agreement, District agrees to pay Consultant on the basis of the hourly rates and fees as specified in Exhibit B (Key Personnel & Compensation). The total compensation, including reimbursement for actual expenses, may not exceed the amount set forth in Exhibit B , unless additional compensation is approved in writing by District.

5.2 The use of subconsultants will not be considered a reimbursable expense, and such costs must be applied towards the approved budgeted amount.

5.3 Each month during the term of this Agreement, Consultant must furnish District with an original invoice for all services performed and expenses incurred during the preceding month in accordance with the fee schedule set forth in Exhibit B. The invoice must detail CSD Agreement No. 2025-15

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charges by the following categories: labor (by subcategory), reimbursable costs, subconsultant contracts and miscellaneous expenses. The invoice must list, as applicable, the hours worked and hourly rates for each personnel category, the tasks performed, the percentage of the task completed during the billing period, the cumulative percentage completed for each task, and the total cost of the services. If applicable, the invoice must also provide a budget summary including the total amounts previously invoiced and paid, the current invoice amount and the budget remaining.

5.4 District will review each invoice submitted by Consultant to determine whether the work performed and expenses incurred are in compliance with this Agreement. In the event that no charges or expenses are disputed, the invoice will be approved and paid. In the event any charges or expenses are disputed by District , the invoice will be returned by District to Consultant for correction and resubmission.

5.5 Except as to any charges for work performed or expenses incurred by Consultant that are disputed by District, District will cause Consultant to be paid within 30 days of receipt of Consultant’s invoice.

5.6 Payment to Consultant for services performed under this Agreement may not be deemed to waive any defects in the services performed by Consultant, even if such defects were known to District at the time of payment.

5.7 District reserves the right to withhold future payment to Consultant if any aspect of the Consultant’s work is found substantially inadequate.

Section 6. Required Documentation Prior to Performance.

6.1 Consultant may not perform any services under this Agreement until:
(a) Consultant furnishes proof of insurance as required under Exhibit C; (b) Consultant provides District with a Taxpayer Identification Number; (c) Consultant obtains a business tax certificate and license, if applicable, and provides proof of compliance; and
(d) District gives Consultant a written notice to proceed.

6.2 The District will have no obligation to pay for any services rendered by Consultant in advance of receiving written authorization to proceed, and Consultant acknowledges that any such services are at Consultant’s own risk.

Section 7. Time of Performance; Excusable Delays; Extensions.

7.1 Consultant must adhere to all schedules and deadlines set forth in this Agreement.

7.2 Consultant will not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant.

Such causes include, but are not limited to, acts of God, acts of terrorism, acts of federal, state or local governments, acts of District, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather.

7.3 If Consultant is delayed by any cause beyond Consultant’s control, District may grant, but is not required to, a time extension for the completion of services. If delay occ urs, Consultant must notify District within 48 hours, in writing, of the cause and the extent of the delay and how such delay interferes with Consultant’s performance of services.

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Section 8. Cooperation by District.

All public information, data, reports, records, and maps as are existing and available to District as public records, and which are necessary for carrying out the Scope of Services will be furnished to Consultant in every reasonable way to facilitate, without undue delay, the services to be performed under this Agreement.

Section 9. Project Documents.

9.1 All original computer programs, data, designs, drawings, files, maps, memoranda, models, notes, photographs, reports, studies, surveys and other documents (collectively, “Project Documents”) prepared, developed or discovered by Consultant in the course of providing services under this Agreement will become the sole property of District and may be used, reused or otherwise disposed of by District without the permission of Consultant.

Consultant will take such steps as are necessary to perfect or protec t the ownership interest of District in such Project Documents. Upon completion, expiration or termination of this Agreement or upon request by District, Consultant must turn over to District all such original Project Documents in its possession; provided, however, that Consultant may retain copies of Project Documents. District acknowledges and agrees that use of Consultant’s completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at District’s own risk. If necessary, Consultant agrees to execute all appropriate documents to assign to District the copyright or intellectual property rights to the Project Documents created pursuant to this Agreement.

9.2 Except as necessary for the performance of services under this Agreement, no Project Documents prepared under this Agreement, will be released by Consultant to any other person or entity without district’s prior written approval.

Section 10. Confidential Information; Release of Information.

10.1 All information gained or work product produced by Consultant in performance of this Agreement will be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant may not release or disclose any such information or work product to persons or entities other than District without prior written authorization from the District Manager, except as may be required by law.

10.2 Consultant, its officers, employees, or agents, may not, without prior written authorization from the District Manager or unless requested by the District Counsel, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the services performed under this Agreement. Response to a subpoena or court order will not be considered “volunt ary” provided Consultant gives District notice of such court order or subpoena.

10.3 If Consultant, or any officer, employee, or agent of Consultant, provides any information or work product (including Project Documents) in violation of this Agreement, then District will have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorneys fees, caused by or incurred as a result of Consultant’s conduct.

10.4 Consultant must promptly notify District should Consultant, its officers, employees, or agents be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the services performed under this Agreement. District retains the right, but has no obligation, to represent CSD Agreement No. 2025-15

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Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with District and to provide District with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by District to control, direct, or rewrite such response.

10.5 All media and press releases, including graphic display information, must be approved and distributed solely by District, unless otherwise agreed to in writing by District . All media interviews regarding the performance of services under this Agreement are prohibited unless expressly authorized by District.

Section 11. Consultant’s Books and Records.

11.1 Consultant must maintain all documents and records demonstrating or relating to Consultant’s performance of services under this Agreement, including ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements char ged to District under this Agreement. All financial documents or records must be maintained in accordance with generally accepted accounting principles and all other documents must be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant under this Agreement. All such documents or records must be maintained for at least three years following the final payment under this Agreement.

11.2 Any and all records or documents required to be maintained by this section must be made available for inspection, audit and copying, at any time during regular business hou rs, upon written request by District or its designated representative. Copies of such documents or records must be provided directly to District for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records must be made available at Consultant’s address indicated for receipt of notices in this Agreement.

11.3 Where District has reason to believe that any of the documents or records required to be maintained by this section may be lost or discarded due to dissolution or termination of Consultant’s business, District may, by written request, require that custody of such documents or records be given to a person or entity mutually agreed upon and that such documents and records thereafter be maintained by such person or entity at Consultant’s expense. Access to such documents and records must be granted to District, as well as to its successors-in-interest and authorized representatives.

Section 12. Status of Consultant.

12.1 Consultant is and will at all times remain a wholly independent consultant and not an officer or employee of District. Consultant has no authority to bind District in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against District, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by District.

12.2 The personnel performing the services under this Agreement on behalf of Consultant will at all times be under Consultant’s exclusive direction and control. Neither District, nor any elected or appointed boards, officers, officials, employees or agents of District , will have control over the conduct of Consultant or any of Consultant’s officers, employees or agents, except as provided in this Agreement. Consultant agrees that it will not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees or agents are in any manner officials, officers, or employees of District.

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12.3 Neither Consultant, nor any of Consultant’s officers, employees or agents, will obtain any rights to retirement, health care or any other benefits whic h may otherwise accrue to District’s employees. Consultant expressly waives any claim to any such rights or benefits.

Section 13. Compliance with Applicable Laws.

13.1 I n General. Consultant must use the standard of care in its profession to keep itself informed of and comply with all federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement that apply to the services performed by Consultant.

13.2 Professional Licenses and Approvals . Consultant agrees that it will, at its sole cost and expense, obtain and maintain in effect at all times during the term of this Agreement any licenses, permits, insurance and approvals that are legally required for Consultant to practice its profession.

13.3 Employment Laws. Consultant agrees to comply with all applicable federal and state employment laws including those that relate to minimum hours and wages, occupational health and safety, and workers compensation insurance. Consultant further represents that it is an equal opportunity employer and in performing services under this Agreement agrees to comply with all applicable federal and state laws governing equal opportunity employment, and further agrees that it will not discriminate in the employment of persons to perform services under this Agreement on the basis of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, or sexual orientation of any such person, except as may be permitted by California Government Code section 12940.

Section 14. Unauthorized Aliens.

Consultant agrees to comply with all of the applicable provisions of the Federal Immigration and Nationality Act (8 U.S.C. § 1101 and following), as it may be amended, and further agrees not to employ unauthorized aliens as defined under the Act. Should Consultant employ any unauthorized aliens for the performance of any work or services covered by this Agreement, and should any liability or sanctions be imposed against District for the use of unauthorized aliens, Consultant agrees to reimburse District for the amount of all such liabilities or sanctions imposed, together with any and all related costs, including attorneys’ fees, incurred by District.

Section 15. Conflicts of Interest.

15.1 Consultant covenants that neither Consultant, nor any officer, principal or employee of its firm, has or will acquire any interest, directly or indirectly, that would conflict in any manner with the interests of District or that would in any way hinder Consultant’s performance of services under this Agreement. Consultant’s attention is directed to the conflict of interest rules applicable to governmental decision-making contained in the Political Reform Act (California G overnment Code Section 87100 and following) and its implementing regulations (California Code of Regulations, Title 2, Section 18700 and following), and California Government Code section 1090.

15.2 Consultant covenants that neither Consultant, nor any officer, principal or employee of its firm will make, participate in the making, or in any way attempt to use the position of Consultant to influence any decision of the District in which Consultant knows or has reason to know that Consultant, or any officer, principal or employee of Consultant has CSD Agreement No. 2025-15

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any of the financial interests listed in Government Code section 87103.

15.3 If Consultant discovers that it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant must promptly disclose the relationship to District and take such action as District may direct to remedy the conflict.

15.4 District understands and acknowledges that Consultant is, as of the Effective Date, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant represents that, except as otherwise disclosed to District, it is unaware of any stated position of District relative to these projec ts. Any future position of District on these projects will not be considered a conflict of interest for purposes of this section.

Section 16. Indemnification.

16.1 Consultant agrees that it will, to the fullest extent permitted by law, defend, indemnify, and hold harmless District f rom all Services Claims and Operations Claims ( each defined below) related to the performance by Consultant of this Agreement as provided in this section. Consultant acknowledges that District would not enter into this Agreement in the absence of Consultant’s commitment to defend, indemnify, and hold harmless District as set forth in this section.

16.2 For the purposes of this section, “District” includes District’s officers, officials, employees, agents and volunteers, and “Consultant” includes Consultant’s officers, officials, employees, agents and subconsultants and any other persons for whom Consultant is legally responsible.

16.3 With respect to the performance of professional services under this Agreement where the law establishes a professional standard of care for such services, Consultant agrees to indemnify, and hold harmless District from and against all liabilities, damages, losses, and costs, including but not limited to reimbursement of reasonable attorney's fees and all other costs of defense, to the extent caused by the negligence, recklessness, or willful misconduct of Consultant (collectively, “Services Claims”).

16.4 With respect to the acts and operations of Consultant under this Agreement other than the performance of professional services, Consultant agrees to defend, indemnify, and hold harmless District from and against any and all claims, liabilities, damages, losses, and costs, including but not limited to reasonable attorney's fees and all other costs of defense, to the extent caused, in whole or in part, by the negligence, recklessness, or willful misconduct of Consultant, and excepting only those claims, damages, liabilities, losses, and costs caused by District’s sole negligence or willful misconduct (collectively, “Operations Claims”).

16.5 Consultant must notify District within five days of receipt of notice of any Operations Claims or Services Claims made or legal action initiated that arises out of or pertains to Consultant’s performance of services under this Agreement.

16.6 Consultant’s duty to defend Operations Claims is a separate and distinct obligation from Consultant’s duty to indemnify District for any Operations Claims . With respect to Operations Claims, Consultant is obligated to defend District in all legal, equitable, administrative, or special proceedings, with counsel reasonably approved by District , immediately upon tender to Consultant of an Operations Claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Consultant are responsible for the Operations Claim CSD Agreement No. 2025-15

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does not relieve Consultant from its separate and distinct obligation to defend under this section. The obligation to defend extends through final judgment, including exhaustion of any appeals.

16.7 Consultant agrees that settlement of any Operations or Services Claim against District requires the consent of District. District agrees that its consent will not be unreasonably withheld provided that Consultant is financially able (based on demonstrated assets including insurance) to fulfill its obligation to indemnify District for the costs of any such settlement as required under this Agreement.

16.8 The insurance required to be maintained by Consultant under this Agreement is intended to ensure Consultant’s obligations under this section, but the limits of such insurance do not limit the liability of Consultant.

16.9 Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each subconsultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations from others as required, Consultant will be fully responsible for all obligations under this section. District ’s failure to monitor compliance with this requirement imposes no additional obligations on District and will in no way act as a waiver of any rights under this Agreement.

16.10 The parties acknowledge and agree that design professionals are required to defend and indemnify the District only to the extent permitted by Civil Code section 2782.8, which allows for claims only to the extent that they arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional, and also places limitations on the costs of defense that may be charged to a design professional . The term "design professional,” is defined in Section 2782.8, and includes licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors and the business entities that offer such services in accordance with the applicable provisions of the Business and Professions Code. The parties further acknowledge and agree that the provisions of this Section 16 are to be interpreted and applied to the fullest extent permitted by Civil Code section 2782.8.

16.11 The provisions of this section will survive the expiration or earlier termination of this Agreement in accordance with the applicable provisions of Exhibit C (Insurance).

Section 17. Insurance.

Consultant agrees to obtain and maintain in full force and effect during the term of this Agreement the insurance coverages listed in Exhibit C (Insurance), which is made a part of this Agreement. All insurance policies are subject to approval by District as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the District Manager or District Counsel.

Section 18. Assignment.

The expertise and experience of Consultant are material considerations for this Agreement. District has an interest in the qualifications of and capability of the persons and entities that will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant may not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of District , which may be withheld in the District’s sole discretion. Any attempted assignment will be CSD Agreement No. 2025-15

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null and void, and will constitute a material breach of this Agreement entitling District to any and all remedies at law or in equity, including summary termination of this Agreement.

Section 19. Default; Limitations on Liability.

19.1 In the event that Consultant is in default under the terms of this Agreement, District will have no obligation or duty to continue compensating Consultant for any services performed after District provides written notice to Consultant of such default.

19.2 Consultant agrees that no District official, officer, employee or agent will be personally liable to Consultant in the event of any default or breach of District, or for any amount which may become due to Consultant, or for any obligations directly or indirectly incurred under this Agreement.

19.3 District’s liability under this Agreement is limited to payment of Consultant in accordance with the terms of this Agreement and excludes any liability whatsoever for consequential or indirect damages even if such damages are foreseeable.

Section 20. Termination of Agreement.

20.1 District may terminate this Agreement, with or without cause, at any time by written notice of termination to Consultant. In the event such notice is given, Consultant must cease immediately all work and services in progress.

20.2 Consultant may terminate this Agreement at any time upon 30 days’ prior written notice of termination to District.

20.3 Upon termination of this Agreement by either Consultant or District, all property belonging to District that is in Consultant’s possession must be returned to District. Consultant must promptly deliver to District a final invoice for all outstanding services performed and expenses incurred by Consultant as of the date of termination. Compensation for work in progress not based on an hourly rate will be prorated based on the percentage of work completed as of the date of termination.

20.4 Consultant acknowledges District’s rights to terminate this Agreement as provided in this section, and hereby waives any and all claims for damages that might otherwise arise from District’s termination of this Agreement.

Section 21. Notices.

21.1 All written notices required or permitted to be given under this Agreement will be deemed made when received by the other party at its respective address as follows:

To District:

Camarillo Sanitary District
601 Carmen Drive
Camarillo, California 93010

Attention: James Campero

Tel. (805) 388-5340
Fax (805) 388-5387
E-Mail [email protected]
To Consultant:

MNS Engineers, Inc.
100 E. Thousand Oaks Boulevard, Suite 105
Thousand Oaks, California 91360

Attention: Joe Pope, PE

Tel. (805) 648-4840
Fax n/a
E-Mail [email protected]

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21.2 Notice will be deemed effective on the date personally delivered or electronically transmitted by facsimile. If the notice is mailed, notice will be deemed given three days after deposit of the same in the custody of the United States Postal Service, post age prepaid, for first class delivery, or upon delivery if using a major courier service with tracking capabilities.

21.3 Any party may change its notice information by giving notice to the other party in compliance with this section.

Section 22. General Provisions.

22.1 Authority to Execute; Counterparts. Each party represents and warrants that all necessary action has been taken by such party to authorize the undersigned to execute this Agreement and to bind it to the performance of its obligations hereunder. This Agreement may be executed in several counterparts, each of which will constitute one and the same instrument and will become binding upon the parties when at least one copy has been signed by both parties.

22.2 Entire Agreement. This Agreement, including the attached Exhibits A through C , is the entire, complete, final and exclusive expression of the parties with respect to the matters addressed in this Agreement and supersedes all other agreements or understandings, whether oral or written, between Consultant and District prior to the execution of this Agreement.

22.3 Binding Effect. This Agreement is binding upon the heirs, executors, administrators, successors and assigns of the parties.

22.4 Modification of Agreement. No amendment to or modification of this Agreement will be valid unless made in writing and approved by Consultant and by the District Board or District Manager, as applicable. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver will be void.

22.5 Electronic Signatures ; Counterparts. This Agreement and any amendment will be considered executed when the signature page of a party is delivered by electronic transmission. Such electronic signatures will have the same effect as an original signature. This Agreement may be executed in multiple counterparts.

22.6 Waiver. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement will not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement will not constitute a waiver of any other provision, or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by District of any services by Consultant will not constitute a waiver of any of the provisions of this Agreement.

22.7 Interpretation. This Agreement will be interpreted, construed and governed according to the laws of the State of California. Each party has had the opportunity to review this Agreement with legal counsel. The Agreement will be construed simply, as a whole, and in accordance with its fair meaning. It will not be interpreted strictly for or against either party.

22.8 Severability. If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement will not be affected and the Agreement will be read and construed without the invalid, void or unenforceable provision.

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22.9 Venue. In the event of litigation between the parties, venue will be exclusively in a state court in the County of Ventura.

THE UNDERSIGNED AUTHORIZED REPRESENTATIVES OF the parties hereby execute this Agreement as follows:

CAMARILLO SANITARY DISTRICT

_________________________________
Greg Ramirez, District Manager

ATTEST:

_________________________________
Carrie Weal, Assistant Secretary

MNS ENGINEERS, INC., a California corporation

_________________________________
Joe Pope, PE, Vice President of Construction Management Water

_________________________________
Miranda Patton, Chief Business Development Officer/Secretary

Camarillo Business Tax Certificate No. __OBT-355____ / Expiration Date _09/30/2026__

CSD Agreement No. 2025-15

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Form Approved April 2021 A-1

EXHIBIT A

SCOPE OF SERVICES
[Attached]
CSD Agreement No. 2025-15

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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) October 2, 2025
C
ity of Camarillo/Camarillo Sanitary District
Mr. Ryan Lippincott, Engineering Manager
601 Carmen Drive
Camarillo, CA 93010
SUBJECT: RFP for Inspection Services and Materials Testing for two (2) upcoming projects, Wastewater System Generator Replacement at PS3 & PS5 – Project No. SS- 5120-1, and Water Reclamation Plant (WRP) Generator Improvements – Project No. SS-5120-2
Dear Mr. Lippincott,
MNS Engineers, Inc. (MNS) appreciates the opportunity to submit this proposal to provide inspection services for the above-mentioned project for the City of Camarillo (City). Since 1962, MNS has provided quality infrastructure consulting services to public agencies throughout California. We specialize in the core services of engineering, construction management, and land surveying. MNS understands the City is seeking qualified consulting firms to provide inspection services and materials testing throughout the course of construction for the Project. MNS will be responsible for overseeing inspection for all construction scope and related work in accordance with the Project’s Contract Documents.

MNS has assembled the most qualified and highly experienced team to meet the specific elements and goals of this project. With the various elements such as multi-stakeholder coordination, cost and schedule control, and plant operations—the City needs an experienced inspection team such as MNS to anticipate potential issues and coordinate efficient resolutions before they impact operations and the project budget and schedule.

Our team members have worked on public works projects, providing the City with experienced staff familiar with the requirements, challenges, coordination, and sensitivities.

Please contact Jason Mate, CCM, Project Manager, at 805.722.0059 or [email protected] with any questions you may have about our submittal. Thank you for your consideration.

Sincerely,
MNS Engineers, Inc.

J
oe Pope, PE
Vice President, Construction Management - Water

MNS DETAILS

LEGAL NAME
MNS Engineers, Inc.

FIRM OWNERSHIP TYPE
C-Corporation

YEAR FIRM

ESTABLISHED
1962

CALIFORNIA

DEPARTMENT OF

INDUSTRIAL

RELATIONS
DIR No. 1000003564

CORPORATE OFFICE
201 N. Calle Cesar
Chavez, Suite 300
Santa Barbara, CA 93103
805.692.6921 Office/Fax
mnsengineers.com

PROJECT CONTACT
Jason Mate, CCM, CPII
Project Manager
805.722.0059 Mobile
[email protected]

AUTHORIZED

SIGNATURE
Joe Pope, PE
Vice President,
Construction Management
– Water
805.302.1624 Mobile
[email protected]

ACKNOWLEDGEMENT
If selected, MNS will
obtain a City of Camarillo
business license.

EXHIBIT A
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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 1. FIRM BACKGROUND | 2

SECTION 1

FIRM BACKGROUND

MNS Engineers, Inc. (MNS)
Legal Firm Name MNS Engineers, Inc.
(DIR No. 1000003564)
Local Address 100 E. Thousand Oaks Boulevard,
Suite 105, Thousand Oaks, CA 91360
Firm Type | Founded C-Corporation | 1962
Firm Size and Offices
MNS has a staff size of 250 in 7
offices: Buellton, Oakland, San Jose,
San Luis Obispo, Santa Barbara,
Riverside, and Thousand Oaks
Point of Contact
Jason Mate, CCM, CPII, Project
Manager, 805.722.0059,
[email protected]
Established in 1962, MNS provides quality infrastructure consulting services to the transportation and water
resources markets throughout California. Specializing in the core services of construction management,
engineering, planning, and land surveying, MNS'
reputation has been built on clear and direct
communication and quality services. We completely
understand the technical, environmental, and regulatory aspects that may be required for any project and are
experienced and knowledgeable with utility and multi-
agency coordination.

Firm Expertise
Construction Management and Inspection
As a leader in construction management and inspection,
we offer the City experienced, locally based staff
committed to meeting quality, budget, and schedule
goals. Our qualified team is available for the contract duration and ready to address both immediate and long-
term needs. With prior experience serving the City, we
understand its methods and procedures for effective
representation.

MNS provides quality construction management and
inspection services for transportation and utility
infrastructure projects, many within Caltrans right-of-way (R/W) or involving federal funds requiring administration per the Caltrans Local Assistance Procedures Manual
(LAPM). Our procedures are modeled after the LAPM,
and our team is well-versed in its guidelines. Our
expertise includes complete construction management,
inspection, scheduling and critical path method (CPM)
review, contract administration, constructability review, Stormwater Pollution Prevention Plan (SWPPP)
compliance, multi-party coordination, utility and
regulatory agency coordination, and funding
administration at local, state, and federal levels.

Permitting and Coordination
Most of our projects involve extensive coordination with permitting agencies like the California Department of
Fish and Wildlife, US Army Corps of Engineers,
Regional Water Quality Control Board, and County Air
Pollution Control District. We have proven experience
managing communication with multiple agencies,
utilities, and environmental permitting, often for projects within waterways and sensitive areas.

Resources and Availability to Provide Services on a
Short Notice/Emergency Basis
We know sometimes unanticipated staffing needs can
arise. Our Thousand Oaks-based staff are local and
readily available for emergency response. Through
ongoing communication with the City and awareness of
team availability, we can promptly address any project
need, offering flexibility throughout the contract. MNS has provided emergency storm damage construction
management and inspection to agencies in the Central
Coast area, including Santa Barbara, Monterey, and
Santa Cruz counties, and Caltrans District 5. We
emphasize experienced field staff and thorough
documentation to support funding reimbursement.

CSD Agreement No. 2025-15

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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 2 . FIRM’S EXPERIENCE | 3

SECTION 2
FIRM’S EXPERIENCE

Name of
Project:

North Pleasant Valley
Groundwater Desalter Project

Location of
Facility: Camarillo, CA
Construction
Completion
Date:
2022
Role: _ Prime Consultant
X Subconsultant
Owner: City of Camarillo
Client: City of Camarillo
Owner Contact: David Klotzle, PE
Director of Public Works
Phone: (805) 383-5642
Owner Type: X Public Agency __Institutional __Corporate __Residence Describe Work
Your Firm was
Responsible
for:

The $66M facility will process approximately 4,500 acre-feet per year of groundwater, producing about 3,800 acre-feet of drinking water per year. The resulting brine waste of approximately 700 acre-feet per year will be discharged to the Calleguas Regional Salinity Management Pipeline (SMP), Phase 2C. The SMP conveys brine waste to the Pacific Ocean.

The North Pleasant Valley Desalter project site is located within the 4.7-acre treatment plant and will treat brackish groundwater for use as potable water. This project includes the following key elements:
• Administration building housing and emergency, green sand filtration system, a reverse osmosis treatment system, storage tanks, and other operating facilities • Perimeter wall, gates, access driveway, and related site improvements • Pipeline to connect Wells A and B to the treatment site • New Emergency Generator
• Pipeline to connect the discharge from the facility to the City's existing water system • Discharge brine line from the facility to the Regional Salinity Management pipeline • Wash-water solids settling system and connection to local sewer Construction management responsibilities include construction contract administration and constructability review; progress payment review; monthly as-built and baseline schedule review; coordination of permits; process and facility treatment field inspections conforming to drawings and specifications; coordination with specialty inspectors; construction safety oversight; traffic control implementation; identification of potential utility conflicts; startup and commissioning oversight; post construction activities; and record drawing collection.

Total Project
Cost: $66M
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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 2 . FIRM’S EXPERIENCE | 4

Value of Work
Firm was
Responsible
for:
$740K
Staff Involved
and Roles:

Name
Jason Mate, CCM
Role
Treatment Facility Resident Engineer

Name of
Project:

Wastewater Treatment Plant
(WWTP) Influent Pump Station
(IPS) Rehabilitation Project

Location of
Facility: Goleta, CA
Construction
Completion
Date:
2022
Role: X_ Prime Consultant
__ Subconsultant
Owner: Goleta Sanitary District
Client: Goleta Sanitary District
Owner
Contact:

Reese Wilson
Senior Project Engineer
Phone: (805) 967-4519
Owner Type: X Public Agency __Institutional __Corporate __Residence Describe Work
Your Firm was
Responsible
for:

The plant receives wastewater from approximately 80,000 residents in the Goleta area as well as the Goleta West Sanitary District, the University of California at Santa Barbara the Santa Barbara Municipal Airport, and certain Santa Barbara County Facilities. A portion of the WWTP influent flow is pumped by the onsite IPS to the plant headworks. The IPS pumps raw wastewater from the district’s collection system, the Santa Barbara Airport collection system, and plant internal recycle flows to the screenings influent channel. The lift station has a pumping capacity of approximately 24.7 million gallons per day (MGD) or 17,200 gallons per minute (GPM).

The IPS, originally constructed in the 1960s, consists of a below grade wet well and pumps with electrical and controls equipment located at grade. Raw wastewater enters the station’s wet well from which five influent pumps draw. Four of the pumps are vertical centrifugal non- clog pumps of the same size, while the fifth pump is a horizontal screw centrifugal pump to better handle low flow conditions.

Each pump is equipped with a variable frequency drive (VFD) to adjust the pump speed which is controlled by the wet well level control panel through a 4-20 milliampere (mA) signal.

This $3.8M project includes the following major work elements of the lift station rehabilitation:
• Rehabilitation of pumps 1, 2, and 4 and pump motors 1, 2, 3, and 4 • Replacement of lift station level control equipment
• Installation of new station power automatic transfer switch • Installation of new pump MCC
• Full rehabilitation of the lift station heating ventilation air conditioning (HVAC) systems CSD Agreement No. 2025-15

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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 2 . FIRM’S EXPERIENCE | 5

• Full structural rehabilitation including new roof, windows, doors, and wet well/building rehab
MNS provided construction management and inspection on this project.

Total Project
Cost: $3.8M
Value of Work
Firm was
Responsible
for:
$400K
Staff Involved
and Roles:

Name
Jason Mate, CCM
Chris Magill
Role
Project Manager
Inspector

Name of
Project:

ECLWRF DT Product Pump VFD
Replacement Project

Location of
Facility: El Segundo, CA
Construction
Completion
Date:
2025
Role: X_ Prime Consultant
__ Subconsultant
Owner: West Basin Municipal Water District
Client: West Basin Municipal Water District
Owner Contact: Kevin Cullen
Water Resources Engineer
Phone: (310) 217-2411
Owner Type: X Public Agency __Institutional __Corporate __Residence Describe Work
Your Firm was
Responsible
for:

This project involves the replacement of three disinfected tertiary product pumps and VFDs at the Edward C. Little Water Recycling Facility in El Segundo. Key construction activities include installing three new 650 hp VFDs and disconnect switches, running new power and control cables from the VFDs to the existing TAP-Box and control panel, conducting insulation resistance tests on existing VFD cables, reconnecting motor conductors if tests pass or installing new cables if they do not, bonding the grounding conductor to the VFD, mounting the existing RTD transfer panel onto a stand, and connecting associated RTD control wires to the VFD by intercepting existing conduit. MNS is providing construction management services for this project.

Total Project
Cost: $1M
Value of Work
Firm was
Responsible for:
$98K
Staff Involved
and Roles:

Name
Jason Mate, CCM
Chris Magill
Role
Project Manager
Lead Inspector
CSD Agreement No. 2025-15

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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 2 . FIRM’S EXPERIENCE | 6

Name of
Project:

Wastewater Treatment Plant
(WWTP) Redundancy Project

Location of
Facility: Oceano, CA
Construction
Completion
Date:

Ongoing
Role: X_ Prime Consultant
__ Subconsultant
Owner: South San Luis Obispo County Sanitation District (SSLOCSD) Client: South San Luis Obispo County Sanitation District (SSLOCSD) Owner Contact: Jeremy Ghent
District Administrator
Phone: (805) 489-6666
Owner Type: X Public Agency __Institutional __Corporate __Residence Describe Work
Your Firm was
Responsible
for:

The SSLOCSD owns and operates a WWTP for processing wastewater from nine miles of sewer lines from the City of Arroyo Grande, City of Grover Beach, and Oceano Community Services District. The WWTP has a peak dry weather flow of 5 million gallons per day (MGD) capacity, with current flows ranging from 2 to 3 MGD, and is National Pollutant Discharge Elimination System (NPDES) permitted. The existing treatment plant cannot meet effluent limits at the permitted design flow if the fixed film reactors (FFR) or the secondary clarifier is out of service and there are no redundant units for either process. The existing plant uses mechanical screens, primary clarifiers, FFR, one secondary clarifier, and chlorination to provide secondary treatment with disinfection to treat wastewater. The Regional Water Quality Control Board (RWQCB) has had ongoing discussions with the District regarding the need for a redundant biological nutrient removal (BNR) train in case of a failure with a key component of the current process train. The goal of project is to allow major process units to be removed from service for maintenance or repairs without risking violation of effluent permit limits. Major components of the construction will include the following:
• Two activated sludge (AS) aeration basins
• One new secondary clarifier
• FFR effluent and primary effluent pump station
• Waste activated sludge (WAS) thickener with modifications to existing dewatering platform • Blower, electrical, and motor control center (MCC) building • Yard piping
• Site improvements
• Instrumentation and controls
• Electrical systems
• Floodproofing critical plant systems
• Rehabilitation of existing secondary clarifier
• New generator to provide backup power for new facilities MNS is providing complete third-party construction management services from the pre-construction phase through post-construction activities over a 30-month project duration.

Total Project
Cost: $27M
Value of Work
Firm was
Responsible for:
$3.9M
Staff Involved
and Roles:

Name
Joe Pope, PE
Chris Cox
Chris Magill
Role
Principal-in-Charge
Inspector
Inspector
CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 46

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 3 . INSPECTORS’ EXPERIENCE/ COMPETENCE | 7 SECTION 3
INSPECTORS’ EXPERIENCE/COMPETENCE

Figure 3.1. Team Organization

Name Role Firm Page
Chris Magill Lead Inspector MNS 8
Chris Cox Supplemental Inspector MNS 10

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 47

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 3 . INSPECTORS’ EXPERIENCE/COMPETENCE | 8 Chris Magill
Main Inspector

Firm
 MNS Engineers, Inc.

Areas of Expertise
 Electrical and mechanical systems
 Inspection quality assurance/quality control and regulatory compliance
 Operations management
 Project management
 Well/pump surveillance and diagnostics
 Federal Aviation Administration (FAA) permitting and
coordination
 Waste water treatment plants (WWTP)
 Variable frequency drive (VFD)
Years of Experience
 47
Certifications
 Water Treatment Operator, Grade 2, No. 26334
 National Incident Management System (NIMS) ICS-300:

Intermediate ICS for Expanding Incidents, FEMA
 NACE Certification, No. 7324
 DISA
 All Offshore and Onshore Safety Certifications
Education
 Principals of Electrical Inspection/Install, Ventura College Mr. Magill is a seasoned electrician with a strong
background in the industry. Chris has conducted
electrical inspections for many water and wastewater
treatment plant projects. Starting hands-on as an
industrial and oilfield foreman, he has built a diverse career spanning multiple key roles in the water,
wastewater, oil, gas, and industrial sectors, including journeyman, maintenance supervisor, operations
supervisor, offshore super intendent, and company
electrician. Chris is skilled at installing, inspecting, repairing, and replacing electrical components and
wiring. His electrical inspections are thorough, allowing him to troubleshoot issues early and recommend
upgrades, repairs, or maintenance as needed. Along with maintaining electrical systems and equipment, Chris is
also skilled at calibrating and modifying electrical
systems to meet site requirements and comply with
regulations.

DPW-2 Lift Station, FivePoint, Valencia, CA. Electrical Inspector. This lift station in Valencia is designed to manage sewage collection. This project constructs a new sewage lift station to serve the homes in a new housing development. Electrical inspection includes wire pulling, pre-commissioning, and startup of the new lift station.

WWTP Influent Pump Station (IPS) Rehabilitation
Project, Goleta Sanitary District, CA. Electrical
Inspector. The plant receives wastewater from
approximately 80,000 residents in the Goleta area as
well as the Goleta West Sanitary District, the University of California at Santa Barbara (UCSB), the Santa
Barbara Municipal Airport, and certain Santa Barbara
County Facilities. A portion of the WWTP influent flow is pumped by the on-site IPS to the plant headworks. The
IPS pumps raw wastewater from the district’s collection system, the Santa Barbara Airport collection system, and plant internal recycle flows to the screenings influent channel. The lift station has a pumping capacity of
approximately 24.7 million gallons per day (MGD) or
17,200 gallons per minute (GPM). The IPS, originally
constructed in the 1960s, consists of a below grade wet well and pumps with electrical and controls equipment
located at grade. Raw wastewater enters the station wet well from which five influent pumps draw. Four of the
pumps are vertical centrifugal non-clog pumps of the
same size, while the fifth pump is a horizontal screw
centrifugal pump added in 2008 along with motor control center (MCC) FA to better handle low flow conditions.

Each pump is equipped with a variable frequency drive
(VFD) to adjust the pump speed which is controlled by
CSD Agreement No. 2025-15

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Item J - Page 48

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) Chris Magill | Page 2
SECTION 3 . INSPECTORS’ EXPERIENCE/COMPETENCE | 9 the w
et well level control panel through a 4-20
milliampere (mA) signal. Chris was responsible for
inspection of underground conduit and duct bank
installations as well as wire pulls to all equipment and devices. Additionally, he provided pre-commissioning
oversight with the vendors, generator commissioning,
and integration of supervisory control and data
acquisition (SCADA). Chris also provided functional
testing and startup of all equipment, including motors; heating, ventilation, and air conditioning (HVAC)
systems; generator; and control systems such as gas
monitoring.

Biosolids and Energy Phase 1 (BESP1), Goleta
Sanitary District (GSD), Santa Barbara, CA. Electrical
Inspector. GSD has undertaken the $9.9M BESP1
project, which includes construction of a new,
prestressed concrete digester, installation of a
cogeneration system with an integrated digester gas
cleaning system, improvements to the digester heating
system, as well as construction of associated demolition, yard piping, and electrical and instrumentation. The
project site is within Coastal Commission jurisdiction, requiring compliance with a Coastal Development permit, and is also within the direct vicinity of the Santa Barbara airport, requiring FAA and coordination. In addition, the WWTP is within a Native American archeological area of
interest, requiring close coordination with paleontological and archeological monitors during excavation. Chris was responsible for inspecting all electrical duct installations, electrical and control connections, and equipment
upgrades, including the startup of equipment.

Edward C. Little Water Recycling Facility
Improvements, West Basin Municipal Water District,
EI Segundo, CA. Electrical Inspector. This project is
replacing three Disinfected Tertiary product pumps and
VFD’s in the Edward C. Little Water Recycling Facility
We anticipate the significant electrical and
instrumentation (E&I) construction activities will include the following: installing three new 650 horsepower (hp) VFD; installing three new disconnect switches adjacent
to VFD; install new power cables from new VFD to the
existing TAP-Box; installing new control cables from VFD to the existing control panel; insulation resistance test (megger) of existing VFD cables; reconnect existing
motor conductors to VFD, if megger tests passed or
install new VFD cables; bond existing grounding
conductor to the VFD; mount existing resistant
temperature device (RTD) transfer panel to equipment
mounting stand; and intercept existing conduit from RTD transfer panel and connect associated RTD control wires to VFD. Chris was responsible for all retrofit works
associated with removal and installation of all new VFD drives as well as startup and commissioning oversight.

Wastewater Treatment Plant Rehabilitation Saticoy
Sanitary District, Ventura County, CA. Electrical
Inspector. This project rehabilitated the district’s sanitary sewer system and wastewater treatment plant which
serves over 3,000 people across 3.5 square miles. The
scope of work for this project included assessing and
relining two sequencing batch reactors (SBRs) as well as replacing associated diffusers, decanters, mixers, valves, and piping; upgrading the headworks auger system and
influent gate valve; and replacing mainline influent
manholes. This project is funded by US Department of
Housing and Urban Development’s (HUD) Community
Development Block Grant (CDBG) Program through
Ventura County. Since the plant was constrained by
limited block grant funding, the best value was achieved by making use of existing designs. MNS prepared
detailed plans and specifications to ensure repairs are completed with minimal disruption to treatment
operations. Chris conducted electrical inspections on this project. This involved electrical wire pulls, functional testing, and startup of the SBR Nos. 01 and 02
equipment; replacement of headworks lighting system;
replacement of sensors, defective control, and electrical boxes within the headworks and associated wire pulls;
and functional testing and startup of the auger system
inside the headworks.

Pacific Operator’s Offshore LLC, CA. Chris provided
services to various onshore and offshore oil and gas
facilities. He served under various capacities, including Company Electrician, Maintenance Supervisor, Offshore
Superintendent, Operations Superintendent, and
Offshore/Onshore and Relief Plant Operator. He
maintained all Pacific and Republic rigs, cranes, and
facilities. Additionally, he managed daily operations,
overseeing Pacific and Republic assets, facilities, well surveillance, drilling, well servicing, workovers, and
maintenance.

Additional Experience
Company Electrician, Beacon West Energy Group,
LLC, CA.

Apprentice Electrician/ Mechanical, Vetco Offshore
Inc., CA.

Foreman Thousand Oaks Mall, Westlake Electric Co.,
Westlake Village, CA.

Industrial and Oilfield Journeyman, Taft Electric Co.,
Ventura, CA.

Industrial and Oilfield Foreman, Blum Electric Co.,
Carpinteria, CA.

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 49

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 3 . INSPECTORS’ EXPERIENCE/COMPETENCE | 10 Chris Cox
Supplemental Inspector
Firm
 MNS Engineers, Inc.

Areas of Expertise
 Permitting
 Active Transportation Program
 Capital improvements
 Wastewater sewer interceptors
 Repair procedures
 Building codes
 Contract administration
 Proposition funding
Years of Experience
 35
Certifications
 ICC Structural Concrete
 ICC Structural Masonry
 ICC Structural Steel and Weld ing
 10- and 30-hour Outr each Trainer Certified, Cal/OSHA  First Aid and CPR
Education
 Coursework, OSHA Outreach Training, California State
University, Dominquez Hills, CA
Affiliations
 Mayor’s Executive Steering Comm ittee, Lucas Museum for Narrative Art
Accomplishments and Awards
 Letter of Commendation, Lead Inspect or for Los Angeles City Hall Seismic Rehabilitation Project
 Career Service Award, Lead Inspect or for the Northeast Interceptor Sewer Project
 Letter of Commendation, Inspection Supervisor of Hollenbeck, Rampart, Olympic, and Harbor Police Stations
Mr. Cox has over 35 years of construction inspection and management experience with the City of Los Angeles on
a variety of public works projects, including Metropolitan Transportation Authority (MTA) transit, wastewater
interceptor sewer, Capital Improvement, and Active
Transportation (ATP) projects. Chris is a detail-oriented construction inspector with proven expertise in managing a construction inspection crew and providing structural reviews to successfully deliver projects in accordance to plan requirements. He is known for being decisive in
identifying and mitigating construction challenges. Chris has expertise in plan review and correction, technical
reviews, report generation, safety awareness, permitting, repair procedures, and building codes. His experience
includes:

Valley Center Well PFAS Groundwater Treatment
Improvements, Santa Clarita Valley Water Agency,
Santa Clarita, CA. Senior Construction Inspector. The
Santa Clarita Valley Water Agency (SCVWA) constructed
per- and polyfluoroalkyl substances (PFAS) treatment
improvements for the Valley Center Well that has a
capacity of 1,200 gallons-per-minute (GPM). The well
had been offline due to PFAS contaminants being
detected above the recommended levels. The $3.1M
project treated PFAS groundwater contaminants and
restored well pumping capacity back to normal levels.

East Central Interceptor Sewer, City of Los Angeles,
CA. Senior Construction Inspector. This $240M outfall
sewer upgraded a major portion of its sewer system in
response to severe sewage spills during the El Niño of
1998. The project installed new underground sewer lines, air siphon lines, and junction boxes. A combination of
open cuts and tunnel-boring machines (TBMs) were used
to access the areas where the permanent structures
were installed. Responsibilities included quality control of tunnel segment construction, lined reinforced concrete
pipe, tunneling and segment and pipe installation, and
annular space grouting and surface restoration. The new 22-mile interceptor sewer was built as a deep tunnel with finished diameters ranging from 7 to 4 feet. The project was constructed concurrently in two phases: an 11-mile
East-West and a 10-mile North-South segment. The new
sewer provides additional conveyance capacity for an
existing deteriorating sewer that is scheduled for
rehabilitation. Large sewage spills during the El Niño
storms of 1998 resulted in a Cease and Desist Order that established an aggressive schedule for the completion of the project. Duties on both projects included inspection of excavation and shoring of launching and recovery pits,
CSD Agreement No. 2025-15

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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) Chris Cox | Page 2
SECTION 3 . INSPECTORS’ EXPERIENCE/COMPETENCE | | 11 inst
allation of ground monitoring equipment
(Inclineometers, pizeometers, etc.), shop inspection of reinforced lined concrete pipe, shop inspection of
reinforced concrete tunnel segments, surface jet
grouting, ground compaction, and relocation of all utilities and surface restoration in the tunnel alignment and/or
public right-of-way.

Northeast Interceptor Sewer, City of Los Angeles,
CA. Lead Inspector. This project constructed 27,900 feet of 13-foot-diameter sewer tunnel utilizing three Lovat
tunnel boring machines (TBMs) at a tunnel depth of
approximately 160 feet. Two of the drives were driven in predominantly alluvial soils, below the water table, using EPB TBMs in the closed mode, with extensive soil
conditioning required to maintain face pressure and
control loss of ground and settlement. The third drive was driven in siltstone/claystone with a conventional TBM.

The tunnel support was a pre-cast segmental bolted and
gasketed lining. The inflow through the lining was less than 30 gallons per minute (GPM) over the length of the tunnel. Three work shafts/diversion structures were
constructed utilizing slurry wall initial support; seven 14- foot-diameter maintenance shafts were drilled to tunnel depth in advance of the tunnel drives, with tunnel-to-shaft connections made after the tunnel was driven past the
lean grout plug installed at the base of the drilled
manhole. The tunnel alignment ran through a densely
populated area of downtown Los Angeles and passed
under three major freeways, requiring an extensive
ground stabilization grouting program to be carried out in advance of tunneling. The owner had serious concerns
with ground settlement and the effect it could have on
utilities located above the tunnel. Due to the nature of the soils, there was a high likelihood for settlement. Nearly as great a concern was the adverse public relations that would result from any publicity about property damage or traffic disruption. TBI was able to eliminate the problem by utilizing face pressures and grouting techniques that resulted in zero measurable ground surface settlement
over the entire length of the 4-mile tunnel. The relatively small diameter of the tunnel and the need to have the
capability of performing TBM tool changes under 2.5 bar of pressure, coupled with the tight project schedule,
made the compressed air setup a critical part of the
operation. The TBM was too small to incorporate an
integral lock system, and compressing the entire tunnel based on the porosity of the sands would have required
an air compressor volume that would have been difficult to deliver and maintain. Therefore, TBI developed a
“portable” airlock system that was towed by the TBM.

Whenever compressed air was required to perform tool
changes or cutterhead maintenance, the lock structure
was affixed to the TBM plenum bulkhead through a
series of tension members and a rubber diaphragm
installed between the tunnel liner and the lock structure to form an airtight seal. This allowed the team to
compress only that portion of the tunnel, which was
forward of the trailing gear and kept the amount of air required to maintain face stability and water control to a minimum. Due to the high-water table and variable
ground conditions along the length of the tunnel,
conditioning the soil to maintain a sand plug and control the consistency of the muck was a major challenge. A
major research and development effort was undertaken
upon award of the contract, wherein TBI took samples of the various soil types along the alignment and had each tested to determine a “formula” of ground conditioning
additives that would best treat each of the different types of soil. From this research, a table was developed that classified each soil type by gradation and moisture
content and prescribed the formula best suited to attain the optimum conditioning. Responsibilities included
inspection and quality control of excavations for tunnel launching pits, surface and jet grouting, traffic control, installation of tunnel segments, lined reinforced concrete pipe, annular grouting, and surface restoration.

Various Projects, City of Los Angeles, CA. Principal
Construction Inspector. Chris supervised approximately
25 Construction Inspectors and was responsible for the
contract administration of numerous Public Works
projects. He was responsible for all Los Angeles County Metropolitan Transportation Authority (MTA) projects in the public right-of-way, Capital Improvement Projects in downtown Los Angeles, and various permit inspections in the Los Angeles Civic Center area. Additionally, he was a member of the Mayor’s Steering Committee for the
expenditure of proposition funding for MTA projects and for the Lucas Museum for Narrative Art.

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 51

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 4 . MATERIALS TESTING’ EXPERIENCE/COMPETENCE | 12

SECTION 4

MATERIALS TESTING

EXPERIENCE/COMPETENCE

Company Overview
NV5, Inc. (NV5) is a nationally
recognized consulting firm specializing
in Geotechnical Engineering, Construction Materials
Testing, and Special Inspection Services. Founded
locally in 1959 as BTC Labs, NV5 has earned a
reputation for delivering quality service at reasonable costs by successfully completing thousands of projects
for private and public sector clients. NV5 operates with a commitment to responsive and proactive construction
quality assurance, ensuring timely test results and
service dispatches.

Key Qualifications:
• Extensive Local Experience: NV5 has provided
geotechnical consulting and construction quality
assurance services on thousands of local
transportation infrastructure projects in Santa
Barbara and Ventura counties, and throughout
California for over sixty years.
• Responsive Construction Quality Assurance
Team: NV5 is dedicated to providing timely test
results and service dispatches, essential for
successful project execution and management for
districts providing critical infrastructure services.
• Emergency Response Services: NV5 offers
around-the-clock emergency services in support of
critical infrastructure projects and operations, with a dynamic multi-tiered dispatch system available to
the construction management team.
• Large, Experienced Staff: NV5 maintains one of
the largest staff of geotechnical and construction
quality assurance professionals in Southern
California, including 11 registered Geotechnical
Engineers, 10 Certified Engineering Geologists, and
2 Certified Hydrogeologists.
• State-of-the-Art Testing Laboratory: NV5
operates one of the largest and most capable
testing labs in California, certified by Caltrans (IA), CCRL, ARML, DSA, OSHPD, US Army Corps of
Engineers, and AASHTO (R-18).

Project Experience: NV5 specializes in geotechnical,
inspection, and testing services for transportation,
pavement rehabilitation, and infrastructure improvement projects for local agencies. Selected local on-call service contracts include:
• Casitas Municipal Water District: Construction
Inspection, Geotechnical, Materials Testing.
• Calleguas Municipal Water District: Geotechnical
and Materials Testing.
• County of Santa Barbara: Geotechnical and
Materials Testing.
• City of Santa Barbara: Geotechnical and Materials
Testing.
• City of Goleta: Geotechnical and Materials Testing.
• County of Ventura: Construction Inspection,
Geotechnical, Materials Testing.

Notable Projects:
• CMWD: Marion Walker Pressure Improvement
project involved construction inspections and
materials testing to ensure the integrity and
performance of the Marion Walker Pressure
Improvement system.
• CMWD: Mira Monte Well Enclosure Inspections &
Materials Testing - This project focused on providing
construction inspections and materials testing to
verify the structural soundness and safety of the
Mira Monte Well Enclosure.
• North Pleasant Valley Groundwater Desalter
Project: NV5 provided geotechnical consulting,
construction materials testing, welding inspection,
environmental testing, and coating inspection for a
brackish groundwater treatment facility in Camarillo,
CA.
• Magic Mountain Pipeline Phase 6B Project: NV5
provided geotechnical construction materials
testing, welding inspection, and special inspection
for a 42-inch water pipeline in Valencia, CA.
• La Granada Pump Station: NV5 provided
construction materials engineering and testing
services, special inspection services, and
miscellaneous consulting services for a pump
station upgrade in Thousand Oaks, CA.

CSD Agreement No. 2025-15

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Item J - Page 52

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 4 . MATERIALS TESTING’ EXPERIENCE/COMPETENCE | 13

ED SULLIV
AN
Construction Services Manager
With over 35 years of experience in geotechnical and materials inspection and testing, Mr. Sullivan brings a wealth of expertise to his role as Construction Services Manager. Throughout his career, he has demonstrated a strong commitment to ensuring the integrity and safety of construction projects across a diverse range of areas, including large grading operations, soldier pile walls, pipeline construction, and roadway and bridge construction. Mr. Sullivan's extensive experience also encompasses overseein g drilled pier foundations, reinforced earth walls, and firewater/process piping construction, as well as conducting hydro-testing and blast monitoring. His proven track record includes providing materials inspection and testing services to esteemed clients such as the Calleguas Municipal Water District, showcasing his dedication to delivering quality and reliability in every project he undertakes.

Project Experience

CALLEGUAS MUNICIPAL WATER DISTRICT
MUNICIPAL | WATER | EAST VENTURA COUNTY, CALIFORNIA
Construction inspection/consultation and materials testing for approximately 30 miles of pipeline within the Calleguas MWD service area. Project experience includes Grandsen Pump Station Phase 1 and Phase 2, Wellfield Emergency Generators project, Simi Valley Recycled Water System project, Las Posas Basin Aquifer Storage and Recovery (ASR) project, Lake Bard Plant Expansion and Oxygenation project, Regional Salinity Control project, several concrete and steel reservoirs, and various operation improvement projects.

SALINITY MANAGEMENT PIPELINE (SMP), CALLEGUAS MUNICIPAL WATER

DISTRICT
MUNICIPAL | WATER | VENTURA COUNTY, CALIFORNIA
Provided materials testing services for the pipeline backfill and structures, and geotechnical input regarding HDD crossings for numerous phases of the SMP project. This 7 -mile long, 60 -inch to 30 -inch diameter pipeline extends from near Camarillo to an oc ean outfall offshore from Oxnard. The purpose of the pipeline is to convey poor-quality surface and groundwater (primarily high total dissolved solids and chlorides) from the Calleguas Creek drainage to the Pacific Ocean. Mr. Sullivan oversaw the technicians who performed materials testing services for this project.

CALLEGUAS MUNICIPAL WATER DISTRICT PIPELINE CONSTRUCTION MUNICIPAL | WATER | LOS ANGELES AVENUE, MOORPARK, CALIFORNIA Construction inspection, consultation, and materials testing for the construction of a 3-mile section of a 72-inch water pipeline for the Las Posas Basin Aquifer Storage and Recovery (ASR) project including the Arroyo Simi Tunnel and four jack and bore operations.

NV5, Inc. | CQA
Ventura, CA
[email protected]
805.656.6074

EDUCATION
A.A. Geology, College of the
Redwoods
Geology Coursework, Humboldt
State University

EXPERIENCE
35 years

AFFILIATIONS
American Public Works
Association
Coast Geological Society
CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 53

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 5 . OFFICE SUPPORT FOR INSPECTOR | 14

SECTION 5

OFFICE SUPPORT FOR INSPECTOR

Office Support
An Office Engineer for MNS is a professional at a civil engineering and infrastructure consulting firm who
handles administrative and technical tasks to support
construction projects, including reviewing plans,
monitoring progress, preparing reports, and coordinating with project teams and contractors. Laurie Jones will be dedicated to the Project Part Time and will support
Project and the Inspection Team with all office
administration duties.

Office Engineer Scope of Services
The Office Engineer shall provide project support
services from an office setting, including but not limited to:
• Project Monitoring
o Track, review, and document the progress of
construction projects with the Inspection Team
o Support with Construction Progress Meeting
notes.
• Plan and Specification Support
o Provide the contract documents, plans, and
specifications with project requirements to the
Inspector.
o Help ensure the latest contract drawings are
provided to the Inspection Team in an efficient
manner.
o Help ensure all contract document changes;
design clarifciations; RFI and field order
directions are provided to the Inspector.
• Report Preparation and Submission
o Support with Daily Report templates on the
document management system.
o Prepare and maintain project reports, including
progress updates, safety summaries, and other
relevant documentation.
o Provide technical support to the Inspection
Team on the document management system.
• Communication and Coordination
o Point of Contact for the greater team with
Document Management System enquires and
support.
o Help coordinate the flow of information,
including Requests for Information (RFIs),
submittals, and change order documentation to
the Inspection Team.
• Administrative Support
o Maintain project files, records, schedules, and
correspondence in an organized and accessible
manner.
o Support the Project Manager in contract
administration, including pay applications,
budget tracking, and project closeout
documentation.

CSD Agreement No. 2025-15

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CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) SECTION 5 . OFFICE SUPPORT FOR INSPECTOR | 15
Laurie Jones
Office Support
Firm
 MNS Engineers, Inc.

Areas of Expertise
 Project coordination/management
 Cost/document control
 Project scheduling
 Permitting
Years of Experience
 18
Certifications
 Defensive Driving
 Cal Heat Illness Awareness for All Industry Workers
 Valley Fever Awareness
 Confined Space Awareness
Education
 AA, General Studies, Bakersfield College, CA
Ms. J
ones has over 18 years of experience with project
coordination/management and senior administration.

Laurie possesses extensive practical knowledge in
contract administration, planning, procurement, strategic planning, project development, operational excellence,
project management, and scheduling in the construction, oil, gas, automation, and aerospace industries. Her
strengths include a wide range of office, program
management and coordination skills; including, project
scheduling, cost control, and document control. She is
skilled with Construction Management Information
System (CMIS), Microsoft Office, and Microsoft Project.

In her last role, responsibilities included serving as
custodian of project records and contracts, meeting
project milestones and deadlines, negotiating pricing with vendors, creating purchase orders, balancing project
budgets, developing and maintaining project dashboards, maintaining communication with project leads and clients regarding project status and invoicing completed
projects. At MNS, Laurie assists with CMIS
administration and user support, training in CMIS, and
Labor Compliance. Laurie is known for her organization
and excellent communication skills. Her experience
includes:

Measure K-14 Newport Avenue Rehabilitation and
Repair (2295-6), City of Grover Beach, CA. Office
Engineer. Funded by Measure K-14, this $2.3M project
provided full-depth street rehabilitation of Newport
Avenue from 4th Street to Oak Park Boulevard, including the construction of bulb-outs at most of the intersections and upgraded numerous curb ramps, sidewalks, and
driveways to current Americans with Disabilities Act
(ADA) standards. In addition to the concrete work, the
project also involved water utility improvements at
various locations, including tie in and transit line
replacements, placement of a decomposed granite (DG)
path, construction of a buffered bike lane, and complete roadway reconstruction for over 12 blocks. Laurie’s
responsibilities include project set-up, contract
administration, document control, Labor Compliance,
maintaining a file structure that is compliant with the Local Assistance Planning Manual (LAPM) or Caltrans,
and project archiving. She also supported the Resident
Engineer, Assistant Resident Engineer, and Inspector
with preparing meeting agenda/minutes.

Measure K-14 Ocean View Avenue Rehabilitation and
Repair (2205-7), City of Grover Beach, CA. Office
Engineer. Funded by Measure K-14, this $870K project
was a complete rehabilitation of Ocean View Avenue and
the surrounding cross streets. The project consisted of removing the existing asphalt and placing a new section of aggregate base and hot mix asphalt (HMA). New cross
gutters, sidewalks, and ADA compliant curb ramps were
CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 55

CITY OF CAMARI LLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2) Laurie Jones | Page 2
SECTION 5 . OFFICE SUPPORT FOR INSPECTOR | 16
installed at
various locations within the project. Newport
Avenue was added as an extension of this project for an additional construction cost of $200K. The project also repaired broken transite 4-inch water lines with C900
polyvinyl chloride (PVC), new hydrant installation,
removal, installation of new blow off valve system with pressure testing, and sampling station removal and
installation. Laurie’s responsibilities includedproject set- up, contract administration, document control, Labor
Compliance, maintaining a file structure that is compliant with the Local Assistance Planning Manual (LAPM) or
Caltrans, and project archiving. She also supported the Resident Engineer, Assistant Resident Engineer, and
Inspector with preparing meeting agenda/minutes.)
Measure K-14 10th Street, 11th Street, Seabright
Avenue, Trouville Avenue, and Manhattan Avenue
Rehabilitation and Repair (2295-10), City of Grover
Beach, CA. Office Engineer. Funded by Measure K-14,
this $1.8M rehabilitation project provided full-depth street rehabilitation of North and South 10th Street, South 11th Street, Trouville Avenue, 10th Street to Oak Park
Boulevard, Seabright Avenue, 13th Street to Oak Park
Boulevard, and Manhattan Avenue/13th Street to Oak
Park Boulevard. The project consisted of removing the
existing asphalt and placing a new section of aggregate base and HMA; and upgrading numerous curb ramps,
sidewalks, and driveways to current ADA standards. The
project also involved water utility improvements at
various locations and placement of a decomposed
granite (DG) pathway. Laurie’s responsibilities included CMIS support and training, project set-up, contract
administration, document control, Labor Compliance,
maintaining a file structure that is compliant with the LAPM or Caltrans, and project archiving.

Boronda Road Congestion Relief, City of Salinas, CA.

Office Engineer. This project alleviates traffic congestion and ensures safe travel for pedestrians, cyclists, and
vehicles. Work includes installing new utilities to support future residential development and constructing a
roundabout at the intersection of Boronda Road and
McKinnon Street. MNS is currently handling
constructability reviews, construction management and
inspection, office engineering, and SWPPP services.

Laurie’s responsibilities include CMIS support and
training, project set-up, contract administration,
document control, Labor Compliance, maintaining a file
structure that is compliant with the Local Assistance
Planning Manual (LAPM) or Caltrans, and project
archiving. She also supported the Resident Engineer,
Assistant Resident Engineer, and Inspector with
preparing meeting agenda/minutes.

Union Road Bridge at Sen Benito Road, County of
San Benito, CA. Office Engineer. This $37M project
includes the reconstruction and realignment of Union
Road and replaces the existing bridge over the San
Benito River with a new bridge accommodating two traffic lanes with pedestrian and bicycle lane facilities. The
project site is in unincorporated San Benito County,
south of the City of Hollister, and crosses the San Benito River. Union Road is an important arterial connecting
State Route 156 east of San Juan Bautista to Airline
Highway (State Route 25) south of Hollister. This critical route serves agricultural, business, and commerce, as
well as the needs of both rural and urban residential
areas, and the connection with San Benito Road
adjacent to the existing bridge is a high-volume
intersection that is continually busy. The project includes significant grading, HMA placement, multiple drainage
systems, rock slope protection, SWPPP considerations,
traffic control and staging, irrigation, and landscaping.

The project is being constructed in an environmentally
sensitive area which required extensive coordination with permitting agencies. MNS is providing construction
management and survey support. Laurie’s
responsibilities include CMIS support and training,
project set-up, contract administration, document control, Labor Compliance, maintaining a file structure that is
compliant with the Local Assistance Planning Manual
(LAPM) or Caltrans, and project archiving. She also
supported the Resident Engineer, Assistant Resident
Engineer, and Inspector with preparing meeting
agenda/minutes.

West Broadway Urban Village Improvements, City of
Seaside, CA. Office Engineer. This $6.5M project
completely reconstructed a half-mile roadway section.

The work excavated the roadway and installed new
drainage systems, a stormwater collection system, a 12- inch sanitary sewer, electrical systems for ornamental
pedestrian and street lighting, sidewalks, Americans with Disabilities Act (ADA) compliant handicap ramps,
pedestrian amenities, parking areas, landscaping, and
irrigation facilities. The new roadway section consists of a Class II aggregate base and 6-inch hot mix asphalt
(HMA) paved surface. New traffic control devices include signalized intersections, signage, and thermoplastic
striping and marking. Responsibilities included setting up project files, maintaining submittal and Request for
Information (RFI) logs, preparing weekly meeting
agenda/minutes, assisting the Resident
Engineer/Assistant Resident Engineer with pay estimates and quantity sheets, logging and reviewing certified
payrolls, coordinating with Caltrans (Caltrans oversight), and reviewing extra work bills for change orders.

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 56

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 6 . QA/QC, INSPECTION MANAGEMENT SYSTEMS, AND PROJECT MANAGEMENT | 17

SECTION 6

QA/QC, INSPECTION MANAGEMENT

SYSTEMS, AND PROJECT MANAGEMENT

Project Understanding
MNS recognizes that the City requires on-call
construction management support to oversee two
distinct efforts being delivered under two separte
contracts. The first effort, Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1),
will replace aging permanent generators, upgrade
automatic transfer switches, and add manual transfer
switches at two lift stations. The second, WRP
Generator Improvements (Project No. SS-5120-2),
focuses on retrofitting a portable generator connection at the Water Reclamation Plant. Together, these
projects represent approximately 115 working days of
construction with a total engineer’s estimate of $1.6M.

QA/QC
Quality management is an inherent CM responsibility.

MNS is knowledgeable and capable in all aspects of
quality management. Typically, the QC aspects of the
project are the contractor’s responsibility. The MNS
inspection team will follow a Quality Assurance Program (QAP) that continually monitors the contractor’s quality control to ensure all work meets the requirements of the specifications and best construction industry standards.

QA is the application of systematic methods to verify the effective implementation of quality control procedures.

MNS will manage the quality of the project by taking the quality assurance lead role and implementing the
project’s QAP, which allocates quality control
responsibilities to the various project participants to ensure the constructed product conforms to the contract plans and specifications. This includes a detailed
inspection plan, inspection procedures, and
documentation procedures for all inspection and test
reports. MNS will review the contractor’s quality control procedures to ensure adequacy. Quality control issues
will be discussed at each weekly meeting with the
contractor. The deficiencies/corrective items list will be maintained, reviewed, and updated weekly based on the
contractor addressing the noted issues.

MNS also regularly performs internal audits of its field operations to ensure the proper implementation of
procedures for MNS’ QAP. These internal audits focus
on inspection procedures, inspection documentation,
data quality, the document control system, CPM
schedule analysis, quality assurance documentation,
and the safety program.

Project Management Approach
MNS has developed a technical approach we have
found to be successful when implemented on similar
projects. MNS will approach this project as an integral member of the City’s project team with a focus on
discerning project challenges and providing solutions to better serve the project and reduce impacts to the
project and the community, and visiting the site.

Prior to the start of the project, MNS Project Manager, Jason Mate, will meet with the City’s Project Manager to establish a clear protocol and understanding of contract documents, project background, procedures, project
related agreements and permits, project milestones,
schedule, and expectations for the project. Open
communication is fundamental to establishing a firm
foundation in administering the project.

The MNS Project Manager will keep in close contact
with the Project Team and provide support on any
contractual and technical issues. We also recommend a
monthly meeting to discuss Project Status and to review the monthly budgets. The Project Manager will also be a resource for the City Management Team on any Cost,
Time or Quality related issues on the Project.

Quality Management System (Document Control).

The core of a sound construction management system
is a carefully devised and stringently applied quality
assurance regime. MNS will use its time-tested, three-
step approach (Figure 4.1) to define expectations clearly CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 57

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 6 . QA/QC, INSPECTION MANAGEMENT SYSTEMS, AND PROJECT MANAGEMENT | 18

and closely monitor compliance. In short, we will tailor a Quality Management System (QMS) plan to be project
specific to ensure the work is constructed in a manner
that meets the requirements of the specifications.

Our proactive QMS system aims to help prevent the
cost and delay associated with rework for non-
conforming work.

A central feature of QMS is a paperless and cloud-
based tool designed to identify critical steps, maximize efficiency, and reduce cost. The CMIS document control
software incorporated into the system enables MNS to
manage the essential quality assurance and control
tasks based on specific technical requirements. The
system highlights the inspections and documentation
necessary to ensure requirements are met at each step
in the construction process.

QMS Planning Process. The MNS QMS plan for this
project will be a two-step process incorporating the
project's QA requirements with the QC program to
provide the inspection necessary and documentation
necessary to ensure that specific requirements are
achieved at every construction process step.

Step 1—QA Planning. Our QMS plan will be based on
the following elements:
• City technical and operational requirements
• Contract specifications/technical requirements
• Consultant and subcontractor input and points of
emphasis
• SRF requirements
• Needs of the City's operations team
• Permit and the requirements of Authorities Having
Jurisdiction (AHJ)
• Systematic measurement to assess compliance and
success of the quality control (QC) program
• Detailed documentation available 24/7 (cloud-based
using on-site digital software and customizable
forms)
• Training on processes for all project stakeholders
• Needs of the City's municipal partners and other
service recipients
Step 2—QA, Inspection, and Testing Planning. The
QMS plan guides the development of a project-specific
Inspection and Test Planning (ITP) protocol. This
protocol involves creating a specific quality control test plan for work items with the ITP checklists correlated to each section of the contract specifications.

Once compiled, the ITP checklists provide a blueprint for the field quality assurance (QA) team and contractor.

The protocol encompasses:
• Expectations of the
City, Design Engineer,
and plant operations
personnel
• Mandatory pre-
installation meetings
with the contractor
• Features to be
inspected and tested
• Test methods and
procedures
• Identification of "Hold
for Inspection" points
• Deliverables: samples,
certifications, etc.
• Specification requirements: pass/fail criteria
• Documentation: test results, photos, and other
pertinent data
• Contractor training and review of requirements
Pre-Installation Meetings. To ensure all parties are on the same page regarding the technical requirements
and inspection process, MNS will host mandatory pre-
installation meetings with the installation contractor(s).

The purpose of the meetings is to train the contractors on the ITP process, define specification requirements,
identify deliverables and hold points, review pass/fail criteria, and emphasize timely delivery of the required test reports. Central to this meeting is a detailed review of the ITP inspection form by the field engineers and
installation contractor(s).

Figure 4.1
CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 58

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 6 . QA/QC, INSPECTION MANAGEMENT SYSTEMS, AND PROJECT MANAGEMENT | 19

By identifying quality expectations before the work
begins, these meetings help ensure the installation
contractor(s) know precisely what is required and how
the work will be inspected.

Our QMS process effectively reduces the need for
rework and fosters a collegial and efficient work
environment.

Conduct the Pre-Construction Site Survey. MNS will
conduct a comprehensive site survey using both video
and still photography to provide a detailed record of the areas that may be affected by the construction work.

Preparing the Materials and Inspection Log. As part
of our ITP process, the MNS team can support and help
prepare a list of the required tests and inspections. The PM, City Construction Manager, and Construction
Inspector can coordinate the materials testing (NV5),
our team's special inspector subcontractor. NV5 will
provide the expertise to ensure tests are performed
correctly and the contractor's remedial actions conform to project documents. We will maintain a log to track all material testing and track testing reports to verify
compliance.

Integrating the Electronic Document Control
System. To save time and reduce risk, MNS will deploy
CMIS to manage the cloud-based document control and
filing system before the start of construction. MNS is
flexible, has experience with a myriad of alternative and automated systems, and will adjust our document
control system based on the City's preference. In either event, the goal is to integrate design and construction milestones with the essential documents and ensure
timely delivery to project managers and key project
stakeholders. MNS will provide detailed instructions and training on the document submission process and
coordinate training for the plant operations team.

Maintenance of Plant Operations. Chris Magill will
support the coordination process necessary to ensure
the "Unintended Consequences of Construction" do not
affect or otherwise interrupt plant operations. Chris has extensive plant experience and has supported the
startup of several facilities at the Plant site. Chris has a depth of experience and knowledge of the plant and its
utility systems and worked well with operations
personnel. Additionally, he will meet with key City staff and will serve as an invaluable asset to successfully
complete this project. He will personally review the
contractor's work plans, as needed and schedule with
key City staff and plant operations personnel. His
presence and vigilance should ease communication and
ensure top-notch accountability and performance.

Our construction inspectors' primary duty is to
implement and maintain the MNS field QMS, as
described in Task 1.2, under the terms of the contract
document. Tracking on the checklists derived through
our ITP protocol, the construction inspectors'
responsibilities include:

Meetings. Host and document pre-installation meetings
with installing contractors.

QA. Inspect all work to ensure it meets the requirements and quality of work outlined in the contract documents.

Monitor contractor's QC program to ensure compliance
with the approved plan.

Daily Inspection Reports/Documentation. The daily
report will include accurate characterizations of labor and equipment, work description, safety issues, work
performed, and weather conditions. The Construction
Inspector will submit labor compliance reviews material verifications, track work items, and maintain as-builts. • Coordination. Coordinate testing of systems.
• Photo Record Maintenance. Regularly photograph
construction activity/progress.
• Verification of Material and Equipment. Verify the
delivered items conform to the project specifications
and approved submittals.
• Non-Conforming Work. Provide notification with
non-conforming work and support with NCR
development and not recommending payment.

Scope of Services
Our construction management scope of work can be
categorized into three separate tasks:
• Phase 1: Pre-Construction
• Phase 2: Construction
• Phase 3: Post-Construction and Project
Closeout
• Phase 4: Allowance Items
CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 59

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 6 . QA/QC, INSPECTION MANAGEMENT SYSTEMS, AND PROJECT MANAGEMENT | 20

PHASE 1 PRE-CONSTRUCTION
TASK 1.1 Kick-Off Meeting
Upon receipt of the Notice to Proceed, MNS will
coordinate with the City’s Project Manager and key
stakeholders to establish clear protocols for contract
administration, communication lines, and levels of
authorization. MNS will attend a formal kick-off meeting with Camarillo to review the scope of work and
Construction Management procedures. A two-hour
duration is assumed for this meeting.

TASK 1.2 Pre-Construction Meeting
MNS will attend the Project’s pre-construction
conference with the contractor, City staff, and other
relevant entities as determined by the City. This meeting will:
• Confirm project communication and organizational
hierarchies
• Establish protocols for contract administration
• Review contractor responsibilities, including safety, emergency response, site access, labor
compliance, material certifications, submittals,
schedule updates, permit/utility agreements, order
of work, weekly meetings, pay requests, public
notices, and quality control.
• Meeting minutes will be documented and distributed
to all attendees and supported by the Office
Engineer.

TASK 1.3 Document Management System
MNS will establish a cloud-based documentation and
filing system tailored to the City’s needs. MNS uses
CMIS, a cost-free contract administration system
available to the City, which will serve as the central
repository for all City project documents (plans,
specifications, permits, etc.). A preliminary list of
anticipated contractor submittals with milestone dates
should be developed, and MNS/City will contact project
stakeholders early to establish working relationships and expectations.

TASK 1.5 Reporting
MNS will submit monthly invoices with information
broken down by task and subtask by the PM. Each
invoice will include staff assignments and corresponding hours worked.

TASK 1.6 Project Correspondence and
Communication
At project initiation, MNS will establish communication protocols with all stakeholders. Written correspondence to the contractor will be issued as necessary to manage the Project efficiently, in compliance with contract
documents, and within established timelines.

PHASE 2 CONSTRUCTION
TASK 2.1 Coordination
MNS Inspector will support ongoing coordination with
City, contractor, and other project stakeholders as
required throughout construction. This includes
facilitating communication, addressing site-related
issues, and coordinating with utilities, subcontractors, and other field personnel to ensure construction
activities comply with project requirements and contract documents.

TASK 2.2 Submittal Review
MNS Inspector will review all shop drawing submittals to ensure approved materials match those installed on-
site. Any discrepancies will be immediately reported to the City. Priority submittals include: baseline schedules, long lead electrical gear, supports,
TASK 2.3 Inspection
MNS will provide full-time (as needed per the schedule), on-site daily inspection services to help verify
construction compliance with:

1. Inspect, document, and coordinate field testing for
all work, including electrical equipment
commissioning, generator start-up and functional
testing, and punchlist items.

2. Monitor the contractor’s operations, ensuring safe
and compliant work around existing plant systems.

3. Provide initial review to the City of plans,
specifications, quantities, pay requests, and verify
that estimated quantities cover all contemplated
work items related to electrical and mechanical
systems.

4. Coordinate and observe materials testing and
electrical testing services to verify compliance with
contract requirements and ensure testing
documentation is completed at the time of testing.

5. Support enforcement of environmental permits or
approvals, including any requirements associated
with existing plant operations.

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 60

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 6 . QA/QC, INSPECTION MANAGEMENT SYSTEMS, AND PROJECT MANAGEMENT | 21

6. Coordinate required testing and special inspections, including electrical inspections, as outlined in the
project specifications.

7. Assist the Labor Compliance Officer with labor
compliance administration, including field interviews.

8. Ensure the contractor complies with all contract
requirements and executes work in a safe manner
around live equipment and systems.

9. Maintain complete, accurate, and concise daily
records of work performed and quantities measured
for payment.

10. Maintain organized photo and video documentation
of the work, including existing plant conditions,
electrical equipment, and completed upgrades.

11. Review product submittals, equipment datasheets,
and RFIs; post approved updates to plan/spec
copies for reference.

12. Verify that construction operations conform to
approved Traffic Control Plans and safety protocols
within an active plant.

13. Keep the City informed of work progress, potential
problems, and emerging issues specific to electrical
and plant operations.

14. Respond to contractor questions regarding plans,
specifications, and integration with existing electrical systems.

15. Maintain field record drawings in coordination with Contractor requirements, including electrical
schematics and equipment locations.

The MNS team will ensure thorough oversight of all
construction activities, with particular attention to
electrical equipment, generator systems, and safe
operations within the existing plant, while maintaining compliance with all regulatory and contract requirements

TASK 2.4 RFIs/RFC
MNS Inspector will review RFI response and monitor the
direction in the field. The Office Engineer will provide support as needed.

TASK 2.5 Weekly Construction Meetings
MNS inspection team will attend weekly progress
meetings with the Project team to review schedule,
construction progress, issues, and next steps. Meeting
minutes will be documented and distributed as
appropriate.

TASK 2.6 Record Drawings
MNS will maintain an independent set of record
drawings at its office to document construction activities, changes, and as-built conditions for the Project. This
should be done on a frequent basis and tracked on the
system.

PHASE 3 PROJECT CLOSEOUT
TASK 3.1 Punchlist
MNS will develop a punch list of incomplete or deficient work, coordinate with the contractor to resolve items,
and re-inspect completed work. MNS will assist in the
final walkthrough with the City to verify punch list
completeness. Prepare punch list items for final
inspection, including verification of generator and
transfer switch functionality.

TASK 3.2 Record Drawings and Support
MNS Inspector will maintain a field set of as-built
drawings to verify completeness. These drawings will be used to confirm that the contractor’s final as-built set is accurate and complete before submission to the City.

Provide post-construction document preparation, as-
built verification and required close out support.

TASK 3.4- Project File
At the conclusion of the Project, MNS will compile and
transmit all project-related documentation to City Project Manager. MNS will maintain an electronic version of all project files in PDF format throughout the project’s
duration to ensure completeness and accuracy.

To facilitate ease of use and accessibility by City staff, the MNS Office Engineer will:
• Organize all files into a structured and logical folder system.
• Accurately title and label each file according to
content and project phase.
• Include all final submittal, RFI, and change order
logs in Microsoft Excel format.
• Present the complete project file structure to the
City at the time of transmission, providing a clear
overview of contents and organization.

MNS will ensure the project file represents a fully
documented and accessible record of the construction
activities, supporting final review, future reference, and project closeout.

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 61

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 6 . QA/QC, INSPECTION MANAGEMENT SYSTEMS, AND PROJECT MANAGEMENT | 22

Sample MNS Inspection Report

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 62

CITY OF CAMARILLO
Inspection Services & Material Testing for Wastewater System Generator Replacement at PS3 & PS5 (Project No. SS-5120-1) and
Water Reclamation Plant (WRP) Generator Improvements (Project No. SS-5120-2)

SECTION 6 . QA/QC, INSPECTION MANAGEMENT SYSTEMS, AND PROJECT MANAGEMENT | 23

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 63

Project Manager
SeniorConstruction Inspector
Office Administrator
Subs
Jason Mate Chris Magill Laurie
Jones
$290 $200 $140
1 Pre-Construction Meeting and Document
Review 16 8 8 32 7,360.00$ $ - $ - 7,360.00$ 2 Inspection 920 920 184,000.00$ $ - $ - 184,000.00$ 3 Closeout 84 8 56 11,920.00$ 11,920.00$
4 Office Support 120 120 16,800.00$ 16,800.00$
5 Material Testing Services N/A -$ 20,171.00$ 20,171.00$ 3,025.65$ 23,196.65$ Subtotal 24 976 128 1,128 220,080.00 $ 20,171.00 $ 20,171.00 $ 3,025.65 $ 243,276.65$ Notes:

1. Hours based on the RFP request and broken down.

2. Overtime not included in this cost estimate. Any OT would be billed per MNS Standard Fee Schedule.

Subs
Mark Up
15%
Total Fee
Construction Inspection Services
Project No. SS-5201-1 & Project No. SS-5120-2
City of Camarillo
Task Task Description Total
Hours
Total Labor
Costs
Subtotal
Subs
NV5
CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 64

Form Approved April 2021 B-1

EXHIBIT B

KEY PERSONNEL & COMPENSATION

1. Consultant’s designated representative(s) who are authorized to act on its behalf and to make all decisions in connection with the performance of services under this Agreement is Joe Pope, PE, Vice President of Construction Management Water.

2. Total compensation under this Agreement, including reimbursement for actual expenses, may not exceed: $243,276.65.

KEY PERSONNEL:

Name Title/Position
Chris Magill Senior Construction Inspector

SUBCONSULTANTS:

Name
NV5 West, Inc.

FEE SCHEDULE – See Attached

CSD Agreement No. 2025-15

CC Packet – November 12, 2025
Item J - Page 65

STANDA

RD SCHEDULE OF FE ES

PROJECT/PROGRAM MANAGEMENT
Principal-In-Charge .............................. $375 Senior Project/Program Manager ..... 340
Project/Program Manager ................... 290
Assistant Project/Program Manager 265
Senior Project Coordinator .................. 210
Project Coordinator ................................ 175

ENGINEERING
Principal Engineer ................................. $325 Lead Engineer ........................................... 285 Supervising Engineer ............................. 270
Senior Project Engineer ........................ 245
Project Engineer ...................................... 220 Associate Engineer ................................. 200 Assistant Engineer .................................. 185

SURVEYING
Principal Surveyor ................................. $295 Lead Surveyor ........................................... 285 Supervising Surveyor ............................. 245
Senior Project Surveyor ........................ 220
Project Surveyor ...................................... 195 Associate Project Surveyor .................. 185
Assistant Project Surveyor ................... 170
Party Chief (PW) ....................................... 200 Chainperson (PW) ................................... 170 One-Person Survey Crew (PW) ........... 240

TECHNICAL SUPPORT
CADD Manager ...................................... $210 Supervising Technician ......................... 185
Senior Technician .................................... 175 Engineering Technician ......................... 140

CONSTRUCTION MANAGEMENT
Principal Construction Manager ...... $360
Senior Construction Manager ............ 310
Senior Resident Engineer ..................... 285
Resident Engineer ................................... 275 Structure Representative ...................... 270
Construction Manager .......................... 250
Assistant Resident Engineer ................ 220
Sr. Construction Inspector (PW) ....... 200
Construction Inspector (PW) ............. 188
Office Administrator .............................. 140

PLANNING
Practice Lead ........................................... $300 Senior Technical Specialist.................... 265
Technical Specialist ................................. 240 Principal Planner/Scientist .................... 200
Senior Planner/Scientist......................... 185
Associate Planner/Scientist .................. 155
Assistant Planner/Scientist/Monitor . 135
Planning Technician/Field Monitor ... 110
Senior GIS Technician ............................. 175 GIS Technician ........................................... 135 Labor Compliance Officer ..................... 160
Labor Compliance Analyst .................... 120
Senior Housing Manager ...................... 225
Housing Manager .................................... 185 Principal Housing Analyst ..................... 165
Senior Housing Analyst ......................... 140
Housing Analyst ....................................... 110

GOVERNMENT SERVICES
City Engineer .......................................... $280 Deputy City Engineer ............................. 250
Assistant City Engineer ......................... 235
Plan Check Engineer .............................. 195
Permit Engineer ....................................... 185 City Inspector ........................................... 175 Senior City Inspector (PW) ................. 200
City Inspector (PW) ................................. 188 Principal Stormwater Specialist ......... 240
Senior Stormwater Specialist .............. 210
Stormwater Specialist ............................ 180
Stormwater Technician ......................... 160
Building Official ....................................... 275 Senior Building Inspector ..................... 210
Building Inspector ................................... 185 Senior Grant Writer ................................ 200 Grant Writer .............................................. 190 Associate Grant Writer .......................... 170
Assistant Grant Writer ........................... 155

ADMINISTRATIVE SUPPORT
Senior Management Analyst ............ $210
Management Analyst ............................ 180
IT Technician ............................................. 150 Graphics/Visualization Specialist ....... 160
Administrative Assistant ....................... 110

DIRECT EXPENSES
Use of outside consultants as well as copies, blueprints, survey stakes, monuments, computer plots, telephone, travel (out of a rea) and all similar charges directly connected with the work will be charged at cost plus fifteen percent (15%). Mileage will be charged at the current federal mileage reimbursement rate.

PREVAILING WAGE RATES
Rates shown with Prevailing Wage “(PW)” annotation are used for field work on projects subject to federal or state prevailing wage law and are subject to increases per DIR.

OVERTIME
Overtime for non-exempt employees will be charged at 1.5 x hourly rate; overtime for exempt employees and other classifications will be charged at 1 x hourly rate.

Rev. 10/15/2025
CSD Agreement No. 2025-15

EXHIBIT B

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Form Approved April 2021 C-1

EXHIBIT C

INSURANCE

1. Required Insurance. Before commencing any services, Consultant must procure and maintain in full force and effect during the term of this Agreement the following types of insurance with at least the minimum coverage listed and subject to the applicable additional requirements set forth below:

Type of Insurance Limits
Commercial General Liability $1,000,000 / $2,000,000 (occurrence/aggregate) Business Automobile Liability $1,000,000 combined single Workers’ Compensation Statutory Requirements
Professional Liability $1,000,000

2. Insurance Rating. All insurance required to be maintained by Consultant must be issued by companies licensed by or admitted to conduct insurance business in the State of California by the California Department of Insurance and must have a rating of A- or better and Financial Size Category Class VII or better by the latest edition of A.M. Best’s Key Rating Guide, unless otherwise approved by District’s legal counsel.

3. Commercial General Liability Insurance. The commercial general liability insurance must meet or exceed the requirements of Insurance Services Office (ISO) form CG 00 01, and must be provided on a per occurrence basis for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. The insurance must be on an “occurrence” not a “claims made” basis. Defense costs must be paid in addition to limits. There must be no cross- liability exclusion for claims or suits by one insured against another. The insurance must include a waiver of subrogation applicable to the insurance or self -insurance, a primary and non- contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo/Camarillo Sanitary District, its officers, employees and agents, and volunteers; blanket endorsements are acceptable. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

4. Business Automobile Insurance. The business automobile insurance coverage must be at least as broad as ISO Business Auto Coverage form CA 00 01, covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with the services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount stated above per combined single limit for each accident. Such insurance must include a waiver of subrogation applicable to the insurance or self -insurance, and a primary and non- contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo/Camarillo Sanitary District, its officers, employees and agents, and volunteers; blanket endorsements are acceptable.

5. Workers’ Compensation. If Consultant has any employees, Consultant must maintain workers’ compensation insurance (statutory limits) and employer’s liability insurance (with limits of at least $1,000,000). Such insurance must include a waiver of subrogation endorsement in favor of the City of Camarillo/Camarillo Sanitary District, its officers, employees, agents, and volunteers; a blanket endorsement is acceptable.

6. Professional Liability (Errors & Omissions) Insurance. The professional liability insurance must cover the services to be performed under this Agreement. The coverage must be provided on a CSD Agreement No. 2025-15

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Form Approved April 2021 C-2

“claims made” basis. Consultant must maintain continuous coverage through a period not less than three years after the completion of the services required under this Agreement.

7. Umbrella or Excess Liability Insurance. If an excess or umbrella liability policy is used to meet minimum limit requirements, the insurance must provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella or excess liability poli cy must include a “drop- down provision” requiring the policy to respond in the event that any primary insurance that would otherwise have applied proves to be uncollectable in whole or in part for any reason. Coverage must be provided on a “pay -on-behalf” basis, with defense costs payable in addition to policy limits. There may be no cross -liability exclusion precluding coverage for claims or suits by one insured against another. The policy must “follow form” to the underlying primary policy.

Coverage must be applicable to all insureds under the primary policies. The insurance must contain or be endorsed to contain a waiver of subrogation applicable to the insurance or self -insurance, and a primary and non- contributory endorsement for the benefit of District . The scope of coverage provided is subject to approval of District following receipt of the required proof of insurance.

8. Contractor’s Limitations and Endorsements. The Consultant’s insurance policies must not include any endorsements or provisions that limit coverage for the following risks: explosion, collapse, or underground hazards (XCU); products and completed operations; pollution liability; and contractual liability. These coverages must be specifically included without any exclusions, modifications, or restrictions that would limit the scope of protection otherwise afforded by the basic policies. Any endorsement or exclusion that reduces or eliminates coverage for the above- listed risks is unacceptable.

9. Deductibles and Self-Insured Retention. Any deductibles or self -insured retentions applicable to the insurance policies required under this Agreement must be declared to and approved by District .

In no event may any required insurance policy have a deductible, self -insured retention or other similar policy provision in excess of $50,000 without prior written approval by District in its sole discretion. At the option of District, either the insurer will reduce or eliminate such deductibles or self- insured retentions with respect to the District’s additional insureds or Consultant will procure a bond guaranteeing payment of any losses, damages, expenses, costs or settlements up to the amount of such deductibles or self-insured retentions.

10. Certificates of Insurance and Endorsements; Notice of Termination or Changes to Policies .

Prior to commencing any services under this Agreement, Consultant must file with the District certificates of insurance and endorsements evidencing the existence of all insurance required by this Agreement, along with such other evidence of insurance or certified copies of policies as may reasonably be required by District . These certificates of insurance and endorsements must be in a form approved by the District’s legal counsel. Consultant must maintain current certificates and endorsements on file with District during the term of this Agreement reflecting the existence of all required insurance. Each of the certificates must expressly provide that no material change in the policy, or termination or cancellation of the required coverage, will be effective except upon 30 days’ prior written notic e to District by certified mail, return receipt requested (except for nonpayment for which a 10- day notice is required). The delivery to District of any certificates of insurance or endorsements that do not comply with the requirements of this Agreement will not waive the Districts right to require compliance. In the event that Consultant’s policies are materially changed, Consultant must provide the District with at least 30 days’ prior written notice of the applicable changes. District reserves the right to require complete, certified copies of all required insurance policies at any time.

11. Failure to Maintain Required Insurance. If Consultant, for any reason, fails to have in place at all times during the term of this Agreement all of the required insurance coverage, the District may, but is not obligated to, obtain such coverage at Consultant’s expense and deduct the cost from the sums due Consultant. Alternatively, District may terminate the Agreement.

12. Effect of Coverage . The existence of the required insurance coverage under this Agreement will not be deemed to satisfy or limit Consultant’s indemnity obligations under this Agreement. Consultant acknowledges that the insurance coverage and policy limits set forth in this Agreement constitute the CSD Agreement No. 2025-15

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Form Approved April 2021 C-3

minimum coverage and policy limits required. Should any coverage carried by the Consultant or any subcontractor of any tier have limits of liability that exceed the limits or have broader coverage than required in this Agreement, those higher limits and that broader coverage are deemed to apply for the benefit of any person or organization included as an additional insured and those limits and broader coverage will become the required minimum limits and insurance coverage in all sections of this Agreement. Any insurance proceeds available to District in excess of the limits and coverages required by this Agreement, and which is applicable to a given loss, must be made available to District to compensate it for such losses.

13. Required Insurance for Subconsultants/Subcontractors . Consultant agrees to ensure that any subconsultants/subcontractors providing services under this Agreement provide the same minimum insurance coverage and endorsements required of Consultant . Consultant agrees to review and monitor all such coverage and assumes responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.

14. Right to Revise Insurance Specifications . District reserves the right to change the amounts and types of insurance required by giving Consultant at least 90 days advance written notice of such change. If such change results in substantial additional cost to Consultant , the parties may renegotiate Consultant’s compensation.

15. Timely Notice of Claims. Consultant must give District prompt notice of claims made of lawsuits initiated that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability insurance policies CSD Agreement No. 2025-15

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CSD AGREEMENT NO. 2023-11D

FOURTH AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
This Fourth Amendment to Professional Services Agreement No. 20 23-11 (Amendment) effective date of November 12, 2025, is entered into between the Camarillo Sanitary District, a Sanitary District organized pursuant to the California Health and Safety Code (District) and Kennedy/Jenks Consultants, Inc. , a California corporation (Consultant), collectively referred to as the Parties.

Recitals.

A. The Parties have entered into a written agreement entitled “ Professional Services Agreement Number 202 3-11” having an effective date of October 25, 2023 (Agreement) to provide for certain professional services in the amount of $ 278,425 as outlined in Exhibit A of Agreement from Consultant.

B. The Parties have entered into a written agreement entitled “First Amendment to Professional Services Agreement” having an effective date of January 29, 29, 2024 (Agreement No. 2023- 11A) to provide additional consult ant design services to design the instrumentation and control system improvements to replace the existing generators at Pump Stations 3 and 5 in the amount of $7,780.

C. The Parties have entered into a written agreement entitled “Second Amendment to Professional Services Agreement” having an effective date of March 11, 2024 (Agreement No. 2023- 11B) to provide additional consultant design services for geotechnical services related to replacing the existing generators at Pump Stations 3 and 5 in the amount of $22,788.60.

D. The Parties have entered into a written agreement entitled “ Third Amendment to Professional Services Agreement” having an effective date of September 25, 2024 (Agreement No. 2023- 11C) to provide additional consultant design services to prepare design documents for replacing the existing automatic transfer switch and installing a manual transfer switch for Wastewater System Generator Replacement – Project No. SS-5120 in the amount of $94,195 and amend the fee schedule.

E. All capitalized terms not defined in this Amendment have the meaning set forth in the Agreement.

F. The parties desire to modify the scope of work in accordance with Section

3.3 of the Agreement.

Section 1. Amendment. The Agreement is amended to add the following:

1. Additional “Scope of Services” of the Agreement is
amended to add the following:

Provide additional professional services in the amount of $136,265 as included in the proposal dated October 6,
2025, to provide consultant design services during
construction Wastewater System Generator Replacement

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at Pump Station 3 and Pump Station 5 – Project No. SS- 5120-1. See attached Exhibit A, Scope of Services.

2. “Fee Schedule” of the Agreement is amended. See
attached Exhibit B, Fee Schedule.

Section 2. Compensation and Payment. Fourth Amendment to Professional Services Agreement is for a not -to-exceed amount of $136,265 for services provided in proposal dated October 6, 2025, for a total agreement amount of $539,453.60.

Section 3. Continuation of Terms of Agreement. Except as expressly modified by the terms and provisions of this document, the remaining terms and provisions of the Agreement remain in full force and effect.

THE AUTHORIZED REPRESENTATIVES of the Parties have caused this Fourth Amendment to Agreement No. 2023-11 to be executed as of the Effective Date.

CAMARILLO SANITARY DISTRICT

Greg Ramirez, District Manager
ATTEST:

Carrie Weal, Assistant Secretary

KENNEDY/JENKS CONSULTANTS, INC., a California corporation

Jeffery T. Savard, Vice President

Edward Yang, Vice President

022430 10/31/2026
Camarillo Business Tax Certificate Number Expiration Date

Attachments: Exhibit A, Scope of Services
Exhibit B, Fee Schedule

CC Packet – November 12, 2025
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2775 North Ventura Road, Suite 202 | Oxnard, CA 93036
805-973-5719 | [email protected]
\\kjc.local\kjc-root\kj-projects\ventura\2023\2344245.00-camarillo-generator replacement\02-cntrctsagmts\amendment 4\amendmentletter_camarilloemergencygenerators_esdc_09052025.docx 6 October 2025
Ryan Lippincott
Principal Civil Engineer
Camarillo Sanitary District
601 Carmen Drive
Camarillo, CA 93010
Subject: Amendment Proposal
Wastewater System Generator Replacement – Engineering Services During Construction Project No. SS-5120-1
KJ 2344245*00
Dear Ryan:

As requested, we are pleased to provide this amendment proposal for additional services related to the Wastewater System Generator Replacement project. This amendment proposal includes effort associated with performing engineering services during construction (ESDC) for Project No SS-5120-1.

ESDC for Project No. SS-5120-2 will be handled via a future amendment.

SCOPE OF WORK
Task 1: Project Administration
Subtask 1.1 – Project Management: The purpose of this task is to oversee the project scope, budget, and schedule. Management activities will consist of project planning, organizing staff and resources, budget tracking, invoicing, and on-going communications with Camarillo Sanitary District (CSD) and the project team. The effort for this task assumes that we will be providing these services for the assumed duration of the project (6 months).

Subtask 1.2 – QA/QC: The Project Manager will oversee Kennedy Jenks’ internal QA/QC procedures throughout the course of this project. Deliverables will be reviewed by a senior staff member to confirm they meet Kennedy Jenks’ standards for quality.

Task 2: Project Meetings and Site Visits
Subtask 2.1 – Pre-Construction Meeting
Kennedy Jenks will attend a pre-construction meeting. It is assumed that CSD’s construction management team will prepare an agenda and facilitate the meeting, and that one (1) Kennedy Jenks team member will attend the meeting in person. It is assumed that the meeting duration will be 2 hours.

Subtask 2.2 - Progress Meetings
Kennedy Jenks will attend periodic progress meetings virtually. Our scope of work is based on two (2) Kennedy Jenks team members attending six (6) virtual progress meetings (1 hour in length each). It is assumed CSD’s construction management team or the Contractor will prepare the agendas and minutes and facilitate the meetings.

CSD Agreement 2023-11D

EXHIBIT A

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Ryan Lippincott
Camarillo Sanitary District

\\kjc.local\kjc-root\kj-projects\ventura\2023\2344245.00-camarillo-generator replacement\02-cntrctsagmts\amendment 4\amendmentletter_camarilloemergencygenerators_esdc_09052025.docx Subtask 2.3 - Site Visits
Kennedy Jenks will perform site visits only as requested by CSD’s Project Manager to answer job-site questions. Our scope of work is based on performing two (2) site visits by one (1) Kennedy Jenks staff member. It is assumed that the duration of each site visit will not be more than 2 hours.

Task 3: Office Administration
Subtask 3.1 – Design and Construction Coordination
Kennedy Jenks will respond to requests and/or questions from CSD regarding the design documents throughout the construction duration. This scope task assumes that this coordination will require an average of 2 hours per week for the duration of construction (approximately 5 months).

Subtask 3.2 – Submittal Reviews
Kennedy Jenks will review and respond up to 75 submittals and re-submittals (60 initial submittals and 15 re-submittals) at an average of 4 hours per submittal review. Review and responses will take a maximum of 15 Working Days from the date the submittal is sent to Kennedy Jenks. Kennedy Jenks will provide review comments to CSD in electronic format. It is assumed that hard copies are not required.

Review will be for substantial conformity with the intent of the Contract Drawings and Specifications.

Such review shall be only for conformance with the design concepts and general compliance with the project’s Contract Documents. It shall not include review of quantities, fabrication processes, construction methods, coordination with the work of other trades, or construction safety precautions, all of which are the sole responsibility of the Contractor.

KJ’s subcontractor MSO Technoligies, Inc. (MSO) will provide ESDC support in the form of reviewing submittals for the generator equipment and support for connecting to the control and communications signals to the PLC equipment.

Subtask 3.3 – RFI Reviews
Kennedy Jenks will review and respond to up to 10 RFIs from the Contractor regarding the Contract Documents at an average of 4 hours per RFI. Review and responses will generally take a maximum of 5 Working Days from the date the RFI is sent to Kennedy Jenks. Complex RFI responses that require drawing modifications or figure preparation may take longer than 5 Working Days. It is assumed that hard copies are not required.

Subtask 3.4 – Review of Change Orders
Kennedy Jenks will assist CSD with review of change order requests related to the Project. The level of effort for this task assumes up to three (3) change orders, with up to eight (8) hours per change order review. It is assumed that reviews will be transmitted electronically and that hard copies are not required.

CSD Agreement 2023-11D

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Ryan Lippincott
Camarillo Sanitary District

\\kjc.local\kjc-root\kj-projects\ventura\2023\2344245.00-camarillo-generator replacement\02-cntrctsagmts\amendment 4\amendmentletter_camarilloemergencygenerators_esdc_09052025.docx Task 4: Record Drawings
Subtask 4.1 – Record Drawings
Following the completion of construction, Kennedy Jenks will prepare record drawings based on markups (redlines) of field changes documented by CSD’s inspector and the Contractor, including changes resulting from RFIs, clarifications, and change orders. Our scope assumes that the as-built redlines from the Contractor/CSD will be provided as one consolidated set.

No hatching or clouds will appear on the record drawings. The drawings will have the original engineer’s license information displayed but will not be signed. For estimating purposes, it is assumed that 37 drawings will be updated, each requiring an average of 2 hours.

The electronic files will not be password protected or locked, nor will they have red lines. Electronic files will be in black and white or gray scale. Files will be compressed as much as possible to 500 kb or less; however, sheets with photographs or topography may have to be larger. Images will be clear and legible when printed and viewed on screen.

Draft record drawings will be submitted electronically to CSD for review. Kennedy Jenks will incorporate CSD review comments and prepare final record drawings. Kennedy Jenks shall provide one electronic (PDF) copy of the Record Drawing set. AutoCAD files in the current software version will be uploaded to OneDrive for CSD to download. It is assumed that hard copies are not required.

Scope Assumptions
The following assumptions have been made in this proposal, based on Kennedy Jenks’ understanding of the project at this time.

1. Kennedy Jenks’s schedule and compensation are based on providing the above services for a period of 6 months. This schedule provides for 5 months of engineering services during construction, and 1 month for record drawings. In the event that the schedule for CSDs’ contractor extends beyond 5 months and Kennedy Jenks’ continued services are required, Kennedy Jenks will request an amendment to the Contract before incurring additional cost.

2. Kennedy Jenks will manage work hours between tasks and employee classifications, and/or utilize other employee classifications, provided that the project total fee is not exceeded without prior approval of CSD. Given the changing nature of the tasks involved, it is acknowledged individual task budgets may change as work requirements dictate, but the total project budget will not be exceeded without CSDs’ authorization.

3. Engineering Services During Construction budget is an estimate and effort will be expended on a time and materials basis not to exceed the total contract maximum fee. Effort for this task is limited to the costs identified in the Fee Estimate. Additional effort will only be provided as authorized through a contract modification.

4. CSD will be responsible for overall construction management for the project including the construction manager, inspectors, materials testing, third party suppliers, etc. that are required for completion of the construction.

CSD Agreement 2023-11D

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Ryan Lippincott
Camarillo Sanitary District

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SERVICES NOT INCLUDED IN THIS PROPOSAL
The following services are not included in this proposal, based on Kennedy Jenks’ understanding of the project at this time. If these services are required Kennedy Jenks will, upon request, provide a proposal for these services that can be amended to Kennedy Jenks’ contract. • Additional geotechnical investigation.
• Additional hazardous material surveying/testing.
• Storm Water Pollution Prevention Plan (SWPPP) document preparation. • California Environmental Quality Act (CEQA) document preparation. • Construction Management Services.

SCHEDULE
We are prepared to initiate work on this project immediately upon receipt of a Notice-to-Proceed. An overall project duration of approximately 6 months is proposed. The preliminary proposed schedule is as follows:

Construction ................................ ................................ ................................ ........ 5 months Record Drawings ................................ ................................ ................................ . 1 month BUDGET
The additional work shall be performed on a time and expense basis in accordance with our original agreement. The budget established for this work is $136,265. This amount will not be exceeded without prior authorization from CSD.

A detailed breakdown of subtasks, staff hours, and costs is included in Attachment A. KJ’s updated schedule of charges is included in Attachment B.

CLOSING
We appreciate the opportunity to assist CSD with this project and look forward to discussing it with you further. Please call if you have any questions or require additional information.

Very truly yours,
Kennedy/Jenks Consultants, Inc.

Jeff Savard
Vice President
Attachment A: Fee Estimate
Attachment B: Schedule of Charges
CSD Agreement 2023-11D

CC Packet – November 12, 2025
Item J - Page 75

Proposal Fee Estimate
CLIENT Name:

PROJECT Description: Wastewater System Generator Replacement - Engineering Services During Construction Proposal/Job Number: Date:

Camarillo Sanitary District
10/6/20252344245*00
January 1, 2026 Rates KJ Sub KJ KJ KJ
Total
Labor
Eng-Sci-5 (Jack Stobaugh)
Eng-Sci-3 (Structural)
Sr. CAD-Design
Eng-Sci-3 (Vitaliy Zubko)
Project Assist.

Eng-Sci-9 (Jeff Savard)
Eng-Sci-6 (Zach Pyle)
Eng-Sci-2
Eng-Sci-6 (Milad Ketabdar)
Total
Expenses Total Labor + Subs +
Expenses
Classification: Total
Labor
MSO Technologies, Inc.

Sub-Markup
ODCs
ODCs
Markup
Total
Labor
Eng-Sci-5 (Jack Stobaugh)
Eng-Sci-3 (Structural)
Sr. CAD-Design
Eng-Sci-3 (Vitaliy Zubko)
Project Assist.

Eng-Sci-9 (Jeff Savard)
Eng-Sci-6 (Zach Pyle)
Eng-Sci-2
Eng-Sci-6 (Milad Ketabdar)
Total
Expenses Total Labor + Subs +
Expenses
Hourly Rate: $345 $280 $280 $260 $220 $220 $195 $200 $150 Hours Fees Fees 10% Fees 10% Fees Task 1 - Project Administration

1.1 Project Management (6 months) 2 20 14 36 $7,990 $7,990 $0 $7,990

1.2 QA/QC 8 4 12 $3,800 $3,800 $0 $3,800
Task 1 - Subtotal 10 0 0 24 0 0 0 0 14 48 $11,790 $0 $0 $11,790 $0 $11,790 Task 2 - Project Meetings and Site Visits

2.1 Pre-Construction Meeting 3 3 $780 $50 $5 $780 $55 $835

2.2 Progress Meetings 6 6 12 $3,240 $3,240 $0 $3,240

2.3 Site Visits 5 5 $1,300 $100 $10 $1,300 $110 $1,410
Task 2 - Subtotal 0 0 6 14 0 0 0 0 0 20 $5,320 $150 $15 $5,320 $165 $5,485 Task 3 - Office Administration

3.1 Coordination (5 months) 5 15 20 40 $10,800 $10,800 $0 $10,800

3.2 Submittal Reviews (75 Total) 40 70 20 40 70 60 300 $71,900 $4,300 $430 $71,900 $0 $76,630

3.3 Requests for Information (RFI), (10 total) 5 11 3 4 11 6 40 $9,730 $9,730 $0 $9,730

3.4 Review of Change Orders, (3 total) 4
7 5 2 6 24 $6,140 $6,140 $0 $6,140
Task 3 - Subtotal 0 54 103 48 46 87 66 0 0 404 $98,570 $4,300 $430 $0 $0 $98,570 $0 $103,300 Task 4 - Record Drawings

4.1 Record Drawings (37 dwgs) 2 7 5 26 34 74 $15,690 $0 $15,690 $0 $15,690 Task 4 - Subtotal 0 2 7 5 0 0 26 34 0 74 $15,690 $0 $0 $15,690 $0 $15,690 All Tasks Total 10 56 116 91 46 87 92 34 14 546 $131,370 $4,300 $430 $150 $15 $131,370 $165 $136,265 \\KJC.local\KJC-Root\KJ-Projects\Ventura\2023\2344245.00-Camarillo-Generator Replacement\02-CntrctsAgmts\Amendment 4\Camarillo Generator ESDC_FeeEstimate_09052025 © 2019 Kennedy/Jenks Consultants, Inc.

CSD Agreement 2023-11D

CC Packet – November 12, 2025
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Client/Address: Camarillo Sanitary District
601 Carmen Drive
Camarillo, CA 93010
Contract/Proposal Date: October 6th, 2025
Schedule of Charge s

PERSONNEL COMPENSATION
Classification Hourly Rate
CAD-Technician ................................ ................................ ................................ $155 Senior CAD -Technician ................................ ................................ ..................... $175 CAD-Designer ................................ ................................ ................................ ... $185 Senior CAD -Designer ................................ ................................ ........................ $200 Engineer -Scientist -Specialist 1 ................................ ................................ ........... $165 Engineer -Scientist -Specialist 2 ................................ ................................ ........... $195 Engineer -Scientist -Specialist 3 ................................ ................................ ........... $220 Engineer -Scientist -Specialist 4 ................................ ................................ ........... $235 Engineer -Scientist -Specialist 5 ................................ ................................ ........... $260 Engineer -Scientist -Specialist 6 ................................ ................................ ........... $280 Engineer -Scientist -Specialist 7 ................................ ................................ ........... $310 Engineer -Scientist -Specialist 8 ................................ ................................ ........... $330 Engineer -Scientist -Specialist 9 ................................ ................................ ........... $345 Project Assistant ................................ ................................ ................................ $150 Administrative Assistant ................................ ................................ ..................... $135 Direct Expenses
Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus ten percent for items such as:
a. Maps, photographs, 3rd party reproductions, 3rd party printing, equipment rental, and special supplies related to the work.
b. Consultants, soils engineers, surveyors, contractors, and other outside services. c. Rented vehicles, local public transportation and taxis, travel and subsistence. d. Project specific telecommunications and delivery charges. e. Special fees, insurance, permits, and licenses applicable to the work. f. Outside computer processing, computation, and proprietary programs purchased for the work.

Reimbursement for vehicles used in connection with the work will be at the federally approved mileage rates or at a negotiated monthly rate.

If prevailing wage rates apply, the above billing rates will be adjusted as appropriate.

Overtime for non-exempt employees will be billed at one and a half times the Hourly Rates specified above.

Rates for professional staff for legal proceedings or as expert witnesses will be at rates one and one-half times the Hourly Rates specified above.

Excise and gross receipts taxes, if any, will be added as a direct expense.

CSD Agreement 2023-11D

EXHIBIT B

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CAMARILLO SANITARY DISTRICT

PROFESSIONAL SERVICES AGREEMENT
With
KENNEDY/JENKS CONSULTANTS, INC.

For
WASTEWATER SYSTEM GENERATOR REPLACEMENT –
PROJECT NO. SS-5120

PROFESSIONAL ENGINEERING DESIGN SERVICES
CSD Agreement No. 2023-11

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Form Approved April 2021 i

TABLE OF CONTENTS
Page No.

Section 1. Term of Agreement. ............................................................................................. 1 Section 2. Scope and Performance of Services. ................................................................... 1 Section 3. Additional Services and Changes in Services. ..................................................... 2 Section 4. Familiarity with Services and Site. ........................................................................ 2 Section 5. Compensation and Payment. ............................................................................... 2 Section 6. Required Documentation Prior to Performance. ................................................... 3 Section 7. Time of Performance; Excusable Delays; Extensions. ......................................... 3 Section 8. Cooperation by District. ........................................................................................ 4 Section 9. Project Documents. .............................................................................................. 4 Section 10. Confidential Information; Release of Information. ................................................. 4 Section 11. Consultant’s Books and Records. ........................................................................ 5 Section 12. Status of Consultant. ............................................................................................ 5 Section 13. Compliance with Applicable Laws. ....................................................................... 6 Section 14. Unauthorized Aliens. ............................................................................................ 6 Section 15. Conflicts of Interest. ............................................................................................. 6 Section 16. Indemnification. .................................................................................................... 7 Section 17. Insurance. ............................................................................................................8 Section 18. Assignment. ......................................................................................................... 8 Section 19. Default; Limitations on Liability. ............................................................................ 9 Section 20. Termination of Agreement. ................................................................................... 9 Section 21. Notices. ................................................................................................................ 9 Section 22. General Provisions. ............................................................................................ 10

Exhibit A – Scope Of Services ................................................................................................ A-1 Exhibit B – Key Personnel & Compensation ........................................................................... B-1 Exhibit C – Insurance .............................................................................................................. C-1 CSD Agreement No. 2023-11

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Form Approved April 2021 1

PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is effective as of October 25, 2023 (“Effective Date”), and is between the Camarillo Sanitary District, a Sanitary District organized pursuant to the California Health and Safety Code (“District”) and Kennedy/Jenks Consultants, Inc., a California corporation (“Consultant”).

Section 1. Term of Agreement.

Subject to the provisions of Section 20 (Termination of Agreement), the term of this Agreement will be for a period commencing on the Effective Date and will terminate upon the completion of Consultant’s services.

Section 2. Scope and Performance of Services.

2.1 Consultant agrees to perform the services set forth in Exhibit A (Scope of Services), which is made a part of this Agreement.

2.2 Consultant will furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculations, and all other means whatsoever, except as otherwise expressly specified in this Agreement, necessary to perform the services required of Consultant under this Agreement.

2.3 Consultant’s designated representative(s) who are authorized to act on its behalf and to make all decisions in connection with the performance of services under this Agreement are listed in Exhibit B (Key Personnel & Compensation), which is made a part of this Agreement.

2.4 Consultant must make every reasonable effort to maintain the stability and continuity of Consultant’s key personnel and subcontractors, if any, listed in Exhibit B to perform the services required under this Agreement. Consultant must notify District and obtain District’s written approval with respect of any changes in key personnel prior to the performance of any services by replacement personnel.

2.5 Consultant must obtain District’s prior written approval before utilizing any subcontractors to perform any services under this Agreement. This written approval must include the identity of the subcontractor and the terms of compensation.

2.6 Consultant represents that it has the qualifications, experience and facilities necessary to properly perform the services required under this Agreement in a thorough, competent and professional manner. Consultant will at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described in this Agreement.

In meeting its obligations under this Agreement, Consultant must employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to those required of Consultant under this Agreement.

2.7 District may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. Acceptance of any of Consultant’s work by District will not constitute a waiver of any of the provisions of this Agreement.

2.8 The Consultant must maintain any work site in the District in a safe condition, free of hazards to persons and property resulting from its operations.

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Section 3. Additional Services and Changes in Services.

3.1Consultant will not be compensated for any services rendered in connection with its performance of this Agreement that are in addition to or outside of those set forth in the Scope of Services or otherwise required by this Agreement, unless such additional services are authorized in advance and in writing by District.

3.2 If Consultant believes that additional services are needed to complete the Scope of Services, Consultant will provide the District Manager with written notification describing the proposed additional services, the reasons for such services, and a detailed proposal regarding cost.

3.3 District may order changes to the Scope of Services, consisting of additions, deletions, or other revisions, and the compensation to be paid Consultant will be adjusted accordingly.

All such changes must be authorized in writing, and executed by Consultant and District.

The cost or credit to District resulting from changes in the services will be determined by the written agreement between the parties.

Section 4. Familiarity with Services and Site.

4.1 By executing this Agreement, Consultant represents that Consultant:
(a) has thoroughly investigated and considered the Scope of Services to be performed;
(b) has carefully considered how the services should be performed; (c) understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement; and
(d) possesses all licenses required under local, state or federal law to perform the services contemplated by this Agreement, and will maintain all required licenses during the performance of this Agreement.

4.2 If services involve work upon any site, Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing its services.

Should Consultant discover any latent or unknown conditions that may materially affect the performance of services, Consultant will immediately inform District of such fact and will not proceed except at Consultant’s own risk until written instructions are received from District.

Section 5. Compensation and Payment.

5.1 Subject to any limitations set forth in this Agreement, District agrees to pay Consultant on the basis of the hourly rates and fees as specified in Exhibit B (Key Personnel & Compensation). The total compensation, including reimbursement for actual expenses, may not exceed the amount set forth in Exhibit B, unless additional compensation is approved in writing by District.

5.2 The use of subconsultants will not be considered a reimbursable expense, and such costs must be applied towards the approved budgeted amount.

5.3 Each month during the term of this Agreement, Consultant must furnish District with an original invoice for all services performed and expenses incurred during the preceding month in accordance with the fee schedule set forth in Exhibit B. The invoice must detail CSD Agreement No. 2023-11

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charges by the following categories: labor (by subcategory), reimbursable costs, subcontractor contracts and miscellaneous expenses. The invoice must list, as applicable, the hours worked and hourly rates for each personnel category, the tasks performed, the percentage of the task completed during the billing period, the cumulative percentage completed for each task, and the total cost of the services. If applicable, the invoice must also provide a budget summary including the total amounts previously invoiced and paid, the current invoice amount and the budget remaining.

5.4 District will review each invoice submitted by Consultant to determine whether the work performed and expenses incurred are in compliance with this Agreement. In the event that no charges or expenses are disputed, the invoice will be approved and paid. In the event any charges or expenses are disputed by District, the invoice will be returned by District to Consultant for correction and resubmission.

5.5 Except as to any charges for work performed or expenses incurred by Consultant that are disputed by District, District will cause Consultant to be paid within 30 days of receipt of Consultant’s invoice.

5.6 Payment to Consultant for services performed under this Agreement may not be deemed to waive any defects in the services performed by Consultant, even if such defects were known to District at the time of payment.

5.7 District reserves the right to withhold future payment to Consultant if any aspect of the Consultant’s work is found substantially inadequate.

Section 6. Required Documentation Prior to Performance.

6.1 Consultant may not perform any services under this Agreement until:
(a) Consultant furnishes proof of insurance as required under Exhibit C; (b) Consultant provides District with a Taxpayer Identification Number; (c) Consultant obtains a business tax certificate and license, if applicable, and provides proof of compliance; and
(d) District gives Consultant a written notice to proceed.

6.2 The District will have no obligation to pay for any services rendered by Consultant in advance of receiving written authorization to proceed, and Consultant acknowledges that any such services are at Consultant’s own risk.

Section 7. Time of Performance; Excusable Delays; Extensions.

7.1 Consultant must adhere to all schedules and deadlines set forth in this Agreement.

7.2 Consultant will not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant.

Such causes include, but are not limited to, acts of God, acts of terrorism, acts of federal, state or local governments, acts of District, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather.

7.3 If Consultant is delayed by any cause beyond Consultant’s control, District may grant, but is not required to, a time extension for the completion of services. If delay occurs, Consultant must notify District within 48 hours, in writing, of the cause and the extent of the delay and how such delay interferes with Consultant’s performance of services.

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Section 8. Cooperation by District.

All public information, data, reports, records, and maps as are existing and available to District as public records, and which are necessary for carrying out the Scope of Services will be furnished to Consultant in every reasonable way to facilitate, without undue delay, the services to be performed under this Agreement.

Section 9. Project Documents.

9.1 All original computer programs, data, designs, drawings, files, maps, memoranda, models, notes, photographs, reports, studies, surveys and other documents (collectively, “Project Documents”) prepared, developed or discovered by Consultant in the course of providing services under this Agreement will become the sole property of District and may be used, reused or otherwise disposed of by District without the permission of Consultant.

Consultant will take such steps as are necessary to perfect or protect the ownership interest of District in such Project Documents. Upon completion, expiration or termination of this Agreement or upon request by District, Consultant must turn over to District all such original Project Documents in its possession; provided, however, that Consultant may retain copies of Project Documents. District acknowledges and agrees that use of Consultant’s completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at District’s own risk. If necessary, Consultant agrees to execute all appropriate documents to assign to District the copyright or intellectual property rights to the Project Documents created pursuant to this Agreement.

9.2 Except as necessary for the performance of services under this Agreement, no Project Documents prepared under this Agreement, will be released by Consultant to any other person or entity without district’s prior written approval.

Section 10. Confidential Information; Release of Information.

10.1 All information gained or work product produced by Consultant in performance of this Agreement will be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant may not release or disclose any such information or work product to persons or entities other than District without prior written authorization from the District Manager, except as may be required by law.

10.2 Consultant, its officers, employees, or agents, may not, without prior written authorization from the District Manager or unless requested by the District Counsel, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the services performed under this Agreement. Response to a subpoena or court order will not be considered “voluntary” provided Consultant gives District notice of such court order or subpoena.

10.3 If Consultant, or any officer, employee, or agent of Consultant, provides any information or work product (including Project Documents) in violation of this Agreement, then District will have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorneys fees, caused by or incurred as a result of Consultant’s conduct.

10.4 Consultant must promptly notify District should Consultant, its officers, employees, or agents be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the services performed under this Agreement. District retains the right, but has no obligation, to represent CSD Agreement No. 2023-11

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Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with District and to provide District with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by District to control, direct, or rewrite such response.

10.5 All media and press releases, including graphic display information, must be approved and distributed solely by District, unless otherwise agreed to in writing by District. All media interviews regarding the performance of services under this Agreement are prohibited unless expressly authorized by District.

Section 11. Consultant’s Books and Records.

11.1 Consultant must maintain all documents and records demonstrating or relating to Consultant’s performance of services under this Agreement, including ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to District under this Agreement. All financial documents or records must be maintained in accordance with generally accepted accounting principles and all other documents must be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant under this Agreement. All such documents or records must be maintained for at least three years following the final payment under this Agreement.

11.2 Any and all records or documents required to be maintained by this section must be made available for inspection, audit and copying, at any time during regular business hours, upon written request by District or its designated representative. Copies of such documents or records must be provided directly to District for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records must be made available at Consultant’s address indicated for receipt of notices in this Agreement.

11.3 Where District has reason to believe that any of the documents or records required to be maintained by this section may be lost or discarded due to dissolution or termination of Consultant’s business, District may, by written request, require that custody of such documents or records be given to a person or entity mutually agreed upon and that such documents and records thereafter be maintained by such person or entity at Consultant’s expense. Access to such documents and records must be granted to District, as well as to its successors-in-interest and authorized representatives.

Section 12. Status of Consultant.

12.1 Consultant is and will at all times remain a wholly independent contractor and not an officer or employee of District. Consultant has no authority to bind District in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against District, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by District.

12.2 The personnel performing the services under this Agreement on behalf of Consultant will at all times be under Consultant’s exclusive direction and control. Neither District, nor any elected or appointed boards, officers, officials, employees or agents of District, will have control over the conduct of Consultant or any of Consultant’s officers, employees or agents, except as provided in this Agreement. Consultant agrees that it will not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees or agents are in any manner officials, officers, or employees of District.

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12.3 Neither Consultant, nor any of Consultant’s officers, employees or agents, will obtain any rights to retirement, health care or any other benefits which may otherwise accrue to District’s employees. Consultant expressly waives any claim to any such rights or benefits.

Section 13. Compliance with Applicable Laws.

13.1 In General. Consultant must use the standard of care in its profession to keep itself informed of and comply with all federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement that apply to the services performed by Consultant.

13.2 Professional Licenses and Approvals. Consultant agrees that it will, at its sole cost and expense, obtain and maintain in effect at all times during the term of this Agreement any licenses, permits, insurance and approvals that are legally required for Consultant to practice its profession.

13.3 Employment Laws. Consultant agrees to comply with all applicable federal and state employment laws including those that relate to minimum hours and wages, occupational health and safety, and workers compensation insurance. Consultant further represents that it is an equal opportunity employer and in performing services under this Agreement agrees to comply with all applicable federal and state laws governing equal opportunity employment, and further agrees that it will not discriminate in the employment of persons to perform services under this Agreement on the basis of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, or sexual orientation of any such person, except as may be permitted by California Government Code section 12940.

Section 14. Unauthorized Aliens.

Consultant agrees to comply with all of the applicable provisions of the Federal Immigration and Nationality Act (8 U.S.C. § 1101 and following), as it may be amended, and further agrees not to employ unauthorized aliens as defined under the Act. Should Consultant employ any unauthorized aliens for the performance of any work or services covered by this Agreement, and should any liability or sanctions be imposed against District for the use of unauthorized aliens, Consultant agrees to reimburse District for the amount of all such liabilities or sanctions imposed, together with any and all related costs, including attorneys’ fees, incurred by District.

Section 15. Conflicts of Interest.

15.1 Consultant covenants that neither Consultant, nor any officer, principal or employee of its firm, has or will acquire any interest, directly or indirectly, that would conflict in any manner with the interests of District or that would in any way hinder Consultant’s performance of services under this Agreement. Consultant’s attention is directed to the conflict of interest rules applicable to governmental decision-making contained in the Political Reform Act (California Government Code Section 87100 and following) and its implementing regulations (California Code of Regulations, Title 2, Section 18700 and following), and California Government Code section 1090.

15.2 Consultant covenants that neither Consultant, nor any officer, principal or employee of its firm will make, participate in the making, or in any way attempt to use the position of Consultant to influence any decision of the District in which Consultant knows or has reason to know that Consultant, or any officer, principal or employee of Consultant has CSD Agreement No. 2023-11

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any of the financial interests listed in Government Code section 87103.

15.3 If Consultant discovers that it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant must promptly disclose the relationship to District and take such action as District may direct to remedy the conflict.

15.4 District understands and acknowledges that Consultant is, as of the Effective Date, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant represents that, except as otherwise disclosed to District, it is unaware of any stated position of District relative to these projects. Any future position of District on these projects will not be considered a conflict of interest for purposes of this section.

Section 16. Indemnification.

16.1 Consultant agrees that it will, to the fullest extent permitted by law, defend, indemnify, and hold harmless District from all Services Claims and Operations Claims (each defined below) related to the performance by Consultant of this Agreement as provided in this section. Consultant acknowledges that District would not enter into this Agreement in the absence of Consultant’s commitment to defend, indemnify, and hold harmless District as set forth in this section.

16.2 For the purposes of this section, “District” includes District’s officers, officials, employees, agents and volunteers, and “Consultant” includes Consultant’s officers, officials, employees, agents and subcontractors and any other persons for whom Consultant is legally responsible.

16.3 With respect to the performance of professional services under this Agreement where the law establishes a professional standard of care for such services, Consultant agrees to indemnify, and hold harmless District from and against all liabilities, damages, losses, and costs, including but not limited to reimbursement of reasonable attorney's fees and all other costs of defense, to the extent caused by the negligence, recklessness, or willful misconduct of Consultant (collectively, “Services Claims”).

16.4 With respect to the acts and operations of Consultant under this Agreement other than the performance of professional services, Consultant agrees to defend, indemnify, and hold harmless District from and against any and all claims, liabilities, damages, losses, and costs, including but not limited to reasonable attorney's fees and all other costs of defense, to the extent caused, in whole or in part, by the negligence, recklessness, or willful misconduct of Consultant, and excepting only those claims, damages, liabilities, losses, and costs caused by District’s sole negligence or willful misconduct (collectively, “Operations Claims”).

16.5 Consultant must notify District within five days of receipt of notice of any Operations Claims or Services Claims made or legal action initiated that arises out of or pertains to Consultant’s performance of services under this Agreement.

16.6 Consultant’s duty to defend Operations Claims is a separate and distinct obligation from Consultant’s duty to indemnify District for any Operations Claims. With respect to Operations Claims, Consultant is obligated to defend District in all legal, equitable, administrative, or special proceedings, with counsel reasonably approved by District, immediately upon tender to Consultant of an Operations Claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Consultant are responsible for the Operations Claim CSD Agreement No. 2023-11

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does not relieve Consultant from its separate and distinct obligation to defend under this section. The obligation to defend extends through final judgment, including exhaustion of any appeals.

16.7 Consultant agrees that settlement of any Operations or Services Claim against District requires the consent of District. District agrees that its consent will not be unreasonably withheld provided that Consultant is financially able (based on demonstrated assets including insurance) to fulfill its obligation to indemnify District for the costs of any such settlement as required under this Agreement.

16.8 The insurance required to be maintained by Consultant under this Agreement is intended to ensure Consultant’s obligations under this section, but the limits of such insurance do not limit the liability of Consultant.

16.9 Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations from others as required, Consultant will be fully responsible for all obligations under this section. District’s failure to monitor compliance with this requirement imposes no additional obligations on District and will in no way act as a waiver of any rights under this Agreement.

16.10 The parties acknowledge and agree that design professionals are required to defend and indemnify the District only to the extent permitted by Civil Code section 2782.8, which allows for claims only to the extent that they arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional, and also places limitations on the costs of defense that may be charged to a design professional. The term "design professional,” is defined in Section 2782.8, and includes licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors and the business entities that offer such services in accordance with the applicable provisions of the Business and Professions Code. The parties further acknowledge and agree that the provisions of this Section 16 are to be interpreted and applied to the fullest extent permitted by Civil Code section 2782.8.

16.11 The provisions of this section will survive the expiration or earlier termination of this Agreement in accordance with the applicable provisions of Exhibit C (Insurance).

Section 17. Insurance.

Consultant agrees to obtain and maintain in full force and effect during the term of this Agreement the insurance coverages listed in Exhibit C (Insurance), which is made a part of this Agreement. All insurance policies are subject to approval by District as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the District Manager or District Counsel.

Section 18. Assignment.

The expertise and experience of Consultant are material considerations for this Agreement. District has an interest in the qualifications of and capability of the persons and entities that will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant may not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of District, which may be withheld in the District’s sole discretion. Any attempted assignment will be CSD Agreement No. 2023-11

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null and void, and will constitute a material breach of this Agreement entitling District to any and all remedies at law or in equity, including summary termination of this Agreement.

Section 19. Default; Limitations on Liability.

19.1 In the event that Consultant is in default under the terms of this Agreement, District will have no obligation or duty to continue compensating Consultant for any services performed after District provides written notice to Consultant of such default.

19.2 Consultant agrees that no District official, officer, employee or agent will be personally liable to Consultant in the event of any default or breach of District, or for any amount which may become due to Consultant, or for any obligations directly or indirectly incurred under this Agreement.

19.3 District’s liability under this Agreement is limited to payment of Consultant in accordance with the terms of this Agreement and excludes any liability whatsoever for consequential or indirect damages even if such damages are foreseeable.

Section 20. Termination of Agreement.

20.1 District may terminate this Agreement, with or without cause, at any time by written notice of termination to Consultant. In the event such notice is given, Consultant must cease immediately all work and services in progress.

20.2 Consultant may terminate this Agreement at any time upon 30 days’ prior written notice of termination to District.

20.3 Upon termination of this Agreement by either Consultant or District, all property belonging to District that is in Consultant’s possession must be returned to District. Consultant must promptly deliver to District a final invoice for all outstanding services performed and expenses incurred by Consultant as of the date of termination. Compensation for work in progress not based on an hourly rate will be prorated based on the percentage of work completed as of the date of termination.

20.4 Consultant acknowledges District’s rights to terminate this Agreement as provided in this section, and hereby waives any and all claims for damages that might otherwise arise from District’s termination of this Agreement.

Section 21. Notices.

21.1 All written notices required or permitted to be given under this Agreement will be deemed made when received by the other party at its respective address as follows:

To District:

Camarillo Sanitary District
601 Carmen Drive
Camarillo, California 93010

Attention: James Campero

Tel. (805) 388-5340
Fax (805) 388-5387
E-Mail [email protected]
To Consultant:

Kennedy/Jenks Consultants, Inc.
2775 North Ventura Road, Suite 202
Oxnard, CA 93036

Attention: Jeff Savard

Tel. (805) 973-5719
Fax n/a
E-Mail [email protected]

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21.2 Notice will be deemed effective on the date personally delivered or electronically transmitted by facsimile. If the notice is mailed, notice will be deemed given three days after deposit of the same in the custody of the United States Postal Service, postage prepaid, for first class delivery, or upon delivery if using a major courier service with tracking capabilities.

21.3 Any party may change its notice information by giving notice to the other party in compliance with this section.

Section 22. General Provisions.

22.1 Authority to Execute; Counterparts. Each party represents and warrants that all necessary action has been taken by such party to authorize the undersigned to execute this Agreement and to bind it to the performance of its obligations hereunder. This Agreement may be executed in several counterparts, each of which will constitute one and the same instrument and will become binding upon the parties when at least one copy has been signed by both parties.

22.2 Entire Agreement. This Agreement, including the attached Exhibits A through C, is the entire, complete, final and exclusive expression of the parties with respect to the matters addressed in this Agreement and supersedes all other agreements or understandings, whether oral or written, between Consultant and District prior to the execution of this Agreement.

22.3 Binding Effect. This Agreement is binding upon the heirs, executors, administrators, successors and assigns of the parties.

22.4 Modification of Agreement. No amendment to or modification of this Agreement will be valid unless made in writing and approved by Consultant and by the District Board or District Manager, as applicable. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver will be void.

22.5 Electronic Signatures; Counterparts. This Agreement and any amendment will be considered executed when the signature page of a party is delivered by electronic transmission. Such electronic signatures will have the same effect as an original signature. This Agreement may be executed in multiple counterparts.

22.6 Waiver. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement will not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement will not constitute a waiver of any other provision, or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by District of any services by Consultant will not constitute a waiver of any of the provisions of this Agreement.

22.7 Interpretation. This Agreement will be interpreted, construed and governed according to the laws of the State of California. Each party has had the opportunity to review this Agreement with legal counsel. The Agreement will be construed simply, as a whole, and in accordance with its fair meaning. It will not be interpreted strictly for or against either party.

22.8 Severability. If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement will not be affected and the Agreement will be read and construed without the invalid, void or unenforceable provision.

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22.9 Venue. In the event of litigation between the parties, venue will be exclusively in a state court in the County of Ventura.

THE UNDERSIGNED AUTHORIZED REPRESENTATIVES OF the parties hereby execute this Agreement as follows:

CAMARILLO SANITARY DISTRICT

_________________________________
Greg Ramirez, District Manager

ATTEST:

_________________________________
Kristy Buxkemper, Assistant Secretary

KENNEDY/JENKS CONSULTANTS, INC., a California Corporation

_________________________________
Jeff Savard, Vice President

_________________________________
Edward Yang, Vice President

Camarillo Business Tax Certificate No. _022430______ / Expiration Date _10/31/2023__ CSD Agreement No. 2023-11

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EXHIBIT A

SCOPE OF SERVICES
[Attached]
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WASTEWATER SYSTEM GENERATOR REPLACEMENT DESIGN
The project consists of preparing design documents for replacing existing generators, fueling systems and automatic transfer switch (ATS) at Pump Station 3 (PS3) and Pump Station 5 (PS5). The new generators will be purchased by CSD and installed by the contractor as Owner Furnished Contractor Installed (OFCI) equipment. The new generators will be supplied with integral fuel tanks and the existing fuel tanks will be demolished. The new generators will be installed outdoors on existing concrete pads. The existing concrete pads will be analyzed and modified accordingly for the new generators.

The project also includes performing a load analysis of the wastewater treatment plant (WWTP) to determine if the existing 1400 kW generator is adequately sized to power the entire facility.

As part of this evaluation, Kennedy Jenks will consider other potential options and their associated costs and provided recommendations accordingly. In addition, an evaluation will be performed to determine the modifications required for integrating the existing generator with the new battery energy storage system recently provided by Tesla.

Scope of Services
Task 1 – Project Management

1.1 Meetings: Kennedy Jenks will participate in virtual meetings throughout design of the project. The meetings will consist of the following:
Kickoff Meeting
Preliminary Design Meeting
60% Design Review Meeting
90% Design Review Meeting
Regular Progress Meetings (up to 4)

1.2 Quality Assurance/Quality Control (QA/QC): Kennedy Jenks will conduct an effective quality assurance and quality control program and perform a review of all deliverables prior to submittal.

1.3 Management: This task addresses the management responsibilities associated with proper scheduling, budget control, invoice preparation and coordination. Kennedy Jenks will manage the project including providing oversight of the project team, preparing/updating the project schedule, and interfacing with the CSD. Deliverables – Kennedy Jenks will submit meeting agendas prior to each outlined meeting. Kennedy Jenks will submit draft meeting minutes within five (5) working days following the meeting. Review comments will be incorporated and final minutes will be submitted.

Task 2 – Preliminary Design

EXHIBIT A
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2.1 Preliminary Design: Kennedy Jenks will provide preliminary design services to confirm and define the proposed improvements. These services will include:
 Reviewing background documents provided by the CSD related to the proposed improvements.
 Reviewing WWTP documents related to evaluating existing electrical loads and consolidating standby power to one generator and the associated electrical improvements.
 Reviewing the new Tesla battery energy storage system at the WWTP and evaluating how to integrate with the existing generator.  Conducting a site visit to each of the three sites.
 Confirming design criteria for the proposed improvements.  Preparing conceptual drawings/figures describing the proposed improvements at PS3 and PS5 which includes replacement of the existing generators and ATS, demolition of the existing fuel tanks, modifications to the existing concrete pads, and associated electrical improvements related to the new generators.  Confirming and documenting permits required for construction with VCAPCD.

Preparation of permit applications is covered under Task 3.  Preparing conceptual construction cost estimate in accordance with American Association of Cost Engineers International (AACEI) Class 5 (preliminary planning stage cost estimate).
 Preparing a brief Technical Memorandum (TM) summarizing the established design criteria, permitting requirements, proposed improvements, and cost estimate. This will become the Basis of Design for the remainder of the project.  Conducting a virtual meeting with the CSD to discuss the recommendations made in the Basis of Design TM and to jointly determine the design features to carry forward into the final design phase. This effort is included in Task 1.  Deliverables – Kennedy Jenks will submit an electronic copy (pdf) of the Draft Basis of Design TM. Review comments on the Draft TM will be incorporated into a Final TM.

Kennedy Jenks will submit an electronic copy (pdf) of the Final TM.

Task 3 – Permitting Support

3.1 VCAPCD Permit Support: Kennedy Jenks will prepare permit application and support documents to assist the CSD in obtaining approval from VCAPCD for the new generators. Kennedy Jenks will revise permit application and support documents based on VCAPCD review comments. It is our understanding that the CSD will submit the permit application and supporting documents to VCAPCD and pay all associated permit fees.

3.2 City Building Department Permit Support: Kennedy Jenks will prepare permit application and support documents to assist the CSD in obtaining approval from the City of Camarillo’s Building Department for the proposed improvements. Kennedy Jenks will revise permit application and support documents based on City review comments. It is CSD Agreement No. 2023-11

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our understanding the CSD will submit the permit application and supporting documents to the City and pay all associated permit fees.
 Deliverables – Kennedy Jenks will submit an electronic copy (pdf) of the draft permit applications and support documents to the CSD for review. Kennedy Jenks will incorporate comments and submit an electronic copy (pdf) of the final permit applications and support documents to the CSD for transmittal to VCAPCD and the City.

Task 4 – Final Design

4.1 Design Plans : Based on the final Basis of Design TM, Kennedy Jenks will prepare design plans in accordance with the CSD’s latest design standards. Design drawings will be prepared in AutoCAD 2021 utilizing the CSD’s standard title block. Kennedy Jenks will prepare 60%, 90%, 100% and final design plans. Design review meetings will be conducted with the CSD following the 60% and 90% design submittals in accordance with Task 1.

4.2 Contract Specifications: Kennedy Jenks will prepare project specifications in Microsoft Word utilizing the CSD’s existing front-end bidding documents and supplement with Kennedy Jenks’ technical specifications as required. Kennedy Jenks will prepare complete specifications, including General Conditions (provided by the CSD), Special Provisions (provided by the CSD), Technical Specifications, Contract Documents (provided by the CSD), and Bid Schedule. Kennedy Jenks will review the entire contract documents at 100% submittal, including CSD provided documents (General Conditions, Special Provisions, Contract Documents, etc.) to confirm there is no conflicting information. Kennedy Jenks will provide the CSD a Word document (in track changes) for all CSD provided specifications.

4.3 Opinion of Probable Construction Cost: Kennedy Jenks will prepare an opinion of probable construction cost presented as an Excel spreadsheet. The final cost opinion will be in accordance with the Bid Schedule. The cost opinion will accompany all design submittals and take the construction sequencing/phasing into consideration.

 Deliverables – Kennedy Jenks will submit electronic copies (pdf) of the drawings, specifications and cost opinion at the 60%, 90%, 100% and Final design levels (Word and CAD files will also be provided with the final design submittal).

Task 5 – Bidding Services

5.1 Bidding Services : Kennedy Jenks will provide engineering support to the CSD during the bid period. Services during bidding include the following:
 Attending the pre bid meeting (Project Manager only). It is assumed the CSD will lead the meeting.
Responding to bidder questions forwarded by the CSD (up to 10).  Providing engineering support to the CSD for preparation of addenda (up to 4) including revisions to design drawings.

CSD Agreement No. 2023-11

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The CSD will be the primary contact for potential bidders during the bid period and will also be responsible for advertising the project.

Scope Assumptions
Kennedy Jenks has made the following assumptions, in addition to those identified in the tasks above, when preparing this scope:
 CEQA documentation will be provided by the CSD.
 Generators are to be set on existing pads. Generator pads will be reviewed for adequacy based on the design information provided by CSD for the original design.  The total number of design drawings will not exceed 32 sheets.  Drawings and specifications will be prepared utilizing the CSD’s title block, CSD format Special Provisions, Kennedy Jenks’ CAD standards and Kennedy Jenks’ technical specifications. City of Camarillo and CSD Standard Plate Drawings and Standard Specifications will be incorporated/referenced as determined appropriate by Kennedy Jenks.
 The new generators will provide identical Inputs/Outputs to CSD SCADA system and will operate with the same functionality of the existing system. No P&IDs will be included as part of this project.
 CSD will provide standard front-end specification contract documents for use on this project. Kennedy Jenks will incorporate and review full contract specifications to ensure it is complete and does not have any conflicting language.  All deliverables will be provided in PDF format and transmitted electronically. The final design submittal will also include Word files and CAD files. In addition, Word and CAD files will be transmitted to the CSD if requested at a deliverable milestone.  CSD review time for the 60%, 90%, 100% design submittals is assumed to be three weeks. If CSD review time takes longer than two weeks, the design timeline will be extended accordingly.
 CSD will assemble, reproduce, and distribute the bid documents.  Engineering services during construction are excluded from this design contract. A separate proposal for engineering services during construction will be provided to the CSD in the future if requested.
 Proposal does not include services not explicitly listed above and specifically does not include surveying/mapping, geotechnical investigation, permitting support, advertisement for bid or reproduction services.

Schedule
We are prepared to initiate work on this project immediately upon receipt of a Notice-to-Proceed (NTP). The design period is estimated at 8 months.

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Proposal Fee Estimate Kennedy/Jenks Consultants
CLIENT Name:

PROJECT Description: Wastewater System Generator Replacement Design Proposal/Job Number: Date:

KJ KJ
Camarillo Sanitary District
8/22/2023
s +
Classification: Total
Labor
ODCs
Eng-Sci-9
Savard
Eng-Sci-8
Jeff Mohr, PJ
Bordaniotis
Eng-Sci-7
Zach Devlin
Eng-Sci-5
Mike Washmuth
Eng-Sci-5
Janet Hoffman
Eng-Sci-4
Zach Pyle
Eng-Sci-3
Ricardo Mejia
Jack Stobaugh
Project Assistant
Eng-Sci-7
Paul Post
Admin. Assist.

CAD Tech
Erick Almalel
Total
Labor
Total
ExpensesTotal Labor + Su
bs
Expenses
Hourly Rate: $310 $295 $275 $275 $220 $220 $205 $190 $130 $130 $110 Hours Fees Fees Fees Task 1 - Project Management

1.1 - Meetings 0 $0 $0 $0 $0
Kick Off 4 2 2 2 2 12 $3,160 $3,160 $0 $3,160
Preliminary Design 4 2 2 2 2 12 $3,160 $3,160 $0 $3,160 60% Design 4 2 2 2 2 12 $3,160 $3,160 $0 $3,160
90% Design 4 2 2 2 2 12 $3,160 $3,160 $0 $3,160
Regular Progress Meetings (4) 4 4 4 4 4 20 $5,080 $5,080 $0 $5,080

1.2 - QA/QC 48 48 $14,160 $14,160 $0 $14,160

1.3 - Management (8 months) 16 16 32 $7,040 $7,040 $0 $7,040 Task 1 - Project Management 36 48 12 12 12 0 0 12 0 16 0 148 $38,920 $0 $38,920 $0 $38,920 Task 2 - Preliminary Design
Review Background Information 8 8 24 8 8 56 $12,840 $12,840 $0 $12,840 Site Visit 4 16 4 24 $6,720 $300 $6,720 $300 $7,020
WWTP Generator Evaluation 16 16 16 48 $13,520 $13,520 $0 $13,520 Draft TM 2 8 4 4 8 8 12 8 16 70 $14,760 $14,760 $0 $14,760 Final TM 2 4 2 2 4 4 4 4 8 34 $7,280 $7,280 $0 $7,280
Task 2 - Preliminary Design 8 44 30 30 36 12 24 24 24 0 0 232 $55,120 $300 $55,120 $300 $55,420 Task 3 - Permitting Support

3.1 - VCAPCD Permit Support 12 40 52 $11,140 $11,140 $0 $11,140

3.2 - City Bldg Permit Support 20 40 60 $12,000 $12,000 $0 $12,000 Task 3 - Permitting Support 0 12 0 0 20 0 0 80 0 0 0 112 $23,140 $0 $23,140 $0 $23,140 Task 4 - Final Design

4.1 - Design Plans (32 dwgs) 0 $0 $0 $0 $0
60% 1 13 0 15 0 53 85 32 199 $38,345 $38,345 $0 $38,345 90% 1 11 0 13 0 45 73 28 171 $32,915 $32,915 $0 $32,915 \\KJC.local\KJC-Root\KJ-Office\VEN\Share\MARKET\PRO\Camarillo\Generators 2023\CamarilloGeneratorReplacement_FeeEstimate_Draft_rev3 © 2008 Kennedy/Jenks Consultants, Inc.

CSD Agreement No. 2023-11

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Proposal Fee Estimate Kennedy/Jenks Consultants
CLIENT Name:

PROJECT Description: Wastewater System Generator Replacement Design Proposal/Job Number: Date:

Camarillo Sanitary District
8/22/2023
KJ KJ s +
Classification: Total
Labor
ODCs
Eng-Sci-9
Savard
Eng-Sci-8
Jeff Mohr, PJ
Bordaniotis
Eng-Sci-7
Zach Devlin
Eng-Sci-5
Mike Washmuth
Eng-Sci-5
Janet Hoffman
Eng-Sci-4
Zach Pyle
Eng-Sci-3
Ricardo Mejia
Jack Stobaugh
Project Assistant
Eng-Sci-7
Paul Post
Admin. Assist.

CAD Tech
Erick Almalel
Total
Labor
Total
ExpensesTotal Labor + Su
bs
Expenses
Hourly Rate: $310 $295 $275 $275 $220 $220 $205 $190 $130 $130 $110 Hours Fees Fees Fees 100% 1 9 0 11 0 38 61 23 143 $27,560 $27,560 $0 $27,560 Final 0 4 0 4 0 15 24 9 56 $10,785 $10,785 $0 $10,785

4.2 - Contract Specifications 0 $0 $0 $0 $0
60% 5 3 3 3 0 3 2 2 21 $5,000 $5,000 $0 $5,000
90% 5 8 8 8 0 8 6 4 47 $10,855 $10,855 $0 $10,855
100% 5 3 3 3 0 3 2 4 23 $5,220 $5,220 $0 $5,220
Final 5 2 2 2 0 2 1 4 18 $4,055 $4,055 $0 $4,055

4.3 - Opinion of Probable Construction Cost 0 $0 $0 $0 $0 60% 1 4 4 8 4 21 $4,835 $4,835 $0 $4,835
90% 1 4 4 4 4 17 $3,955 $3,955 $0 $3,955
100% 1 4 4 4 4 17 $3,955 $3,955 $0 $3,955
Final 1 2 2 2 2 9 $2,115 $2,115 $0 $2,115
Task 4 - Final Design 0 23 57 30 73 18 181 254 92 0 14 742 $149,595 $0 $149,595 $0 $149,595 Task 5 - Bidding Services

5.1 - Bidding Sevices 4 8 6 6 6 8 12 50 $11,300 $50 $11,300 $50 $11,350 Task 5 - Bidding Services 4 8 6 6 6 0 0 8 12 0 0 50 $11,300 $50 $11,300 $50 $11,350 All Tasks Total 48 135 105 78 147 30 205 378 128 16 14 1284 $278,075 $350 $278,075 $350 $278,425 \\KJC.local\KJC-Root\KJ-Office\VEN\Share\MARKET\PRO\Camarillo\Generators 2023\CamarilloGeneratorReplacement_FeeEstimate_Draft_rev3 © 2008 Kennedy/Jenks Consultants, Inc.

CSD Agreement No. 2023-11

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Form Approved April 2021 B-1

EXHIBIT B

KEY PERSONNEL & COMPENSATION

1. Consultant’s designated representative(s) who are authorized to act on its behalf and to make all decisions in connection with the performance of services under this Agreement is Jeff Savard, Vice President.

2. Total compensation under this Agreement, including reimbursement for actual expenses, may not exceed: $278,425.

KEY PERSONNEL:

Name Title/Position
Jeff Savard Vice President/E ngineer Scientist Specialist 9 Jack Stobaugh Engineer Scientist Specialist 3
Zach Pyle E ngineer Scientist Specialist 4
FEE SCHEDULE – See Attached
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Client/Address: Camarillo Sanitary District
601 Carmen Drive
Camarillo, CA 93010
Contract/Proposal Date: August 22, 2023
Schedule of Charges

PERSONNEL COMPENSATION
Classification Hourly Rate
Engineer-Scientist-Specialist 1 ............................................................................ $135 Engineer-Scientist-Specialist 2 ............................................................................ $165 Engineer-Scientist-Specialist 3 ............................................................................ $190 Engineer-Scientist-Specialist 4 ............................................................................ $205 Engineer-Scientist-Specialist 5 ............................................................................ $220 Engineer-Scientist-Specialist 6 ............................................................................ $245 Engineer-Scientist-Specialist 7 ............................................................................ $275 Engineer-Scientist-Specialist 8 ............................................................................ $295 Engineer-Scientist-Specialist 9 ............................................................................ $310 CAD-Technician .................................................................................................. $130 Senior CAD-Technician ....................................................................................... $145 CAD-Designer ..................................................................................................... $160 Senior CAD-Designer .......................................................................................... $175 Project Assistant ................................................................................................. $130 Administrative Assistant ...................................................................................... $110 Aide ....................................................................................................................... $90 Direct Expenses
Reimbursement for direct expenses, as listed below, incurred in connection with the work, will be at cost plus ten percent for items such as:
a. Maps, photographs, 3rd party reproductions, 3rd party printing, equipment rental, and special supplies related to the work.
b. Consultants, soils engineers, surveyors, contractors, and other outside services. c. Rented vehicles, local public transportation and taxis, travel and subsistence. d. Project specific telecommunications and delivery charges. e. Special fees, insurance, permits, and licenses applicable to the work. f. Outside computer processing, computation, and proprietary programs purchased for the work.

Reimbursement for vehicles used in connection with the work will be at the federally approved mileage rates or at a negotiated monthly rate.

If prevailing wage rates apply, the above billing rates will be adjusted as appropriate.

Overtime for non-exempt employees will be billed at one and a half times the Hourly Rates specified above.

Rates for professional staff for legal proceedings or as expert witnesses will be at rates one and one-half times the Hourly Rates specified above.

Excise and gross receipts taxes, if any, will be added as a direct expense.

EXHIBIT B
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Form Approved April 2021 C-1

EXHIBIT C

INSURANCE

1. Required Insurance. Before commencing any services, Consultant must procure and maintain in full force and effect during the term of this Agreement the following types of insurance with at least the minimum coverage listed and subject to the applicable additional requirements set forth below:

Type of Insurance Limits (combined single)
Commercial General Liability $1,000,000 / $2,000,000 aggregate Business Automobile Liability $1,000,000
Workers’ Compensation Statutory
Professional Liability $2,000,000

2. Insurance Rating. All insurance required to be maintained by Consultant must be issued by companies licensed by or admitted to conduct insurance business in the State of California by the California Department of Insurance and must have a rating of A- or better and Financial Size Category Class VII or better by the latest edition of A.M. Best’s Key Rating Guide, unless otherwise approved by District’s legal counsel.

3. Commercial General Liability Insurance. The commercial general liability insurance must meet or exceed the requirements of Insurance Services Office (ISO) form CG 00 01, and must be provided on a per occurrence basis for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. The insurance must be on an “occurrence” not a “claims made” basis. Defense costs must be paid in addition to limits. There must be no cross- liability exclusion for claims or suits by one insured against another. The insurance must include a waiver of subrogation applicable to the insurance or self-insurance, a primary and non-contributory endorsement, and an additional insured endorsement, all in favor of the District, its officers, employees and agents, and volunteers. Any endorsement restricting standard ISO “insured contract” language will not be accepted.

4. Business Automobile Insurance. The business automobile insurance coverage must be at least as broad as ISO Business Auto Coverage form CA 00 01, covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with the services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount stated above per combined single limit for each accident. Such insurance must include both a waiver of subrogation applicable to the insurance or self-insurance, and a primary and non- contributory endorsement, both in favor of the District, its officers, employees, agents, and volunteers.

5. Workers’ Compensation. If Consultant has any employees, Consultant must maintain workers’ compensation insurance (statutory limits) and employer’s liability insurance (with limits of at least $1,000,000). Such insurance must include a waiver of subrogation endorsement in favor of District, its officers, employees, agents, and volunteers.

6. Professional Liability (Errors & Omissions) Insurance. The professional liability insurance must cover the services to be performed under this Agreement. The coverage must be provided on a “claims made” basis. Consultant must maintain continuous coverage through a period not less than three years after the completion of the services required under this Agreement.

7. Umbrella or Excess Liability Insurance. If an excess or umbrella liability policy is used to meet minimum limit requirements, the insurance must provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella or excess liability policy must include a “drop-down provision” requiring the policy to respond in the event that any primary insurance that would otherwise have applied proves to be uncollectable in whole or in part for any reason. Coverage must be provided on a “pay-on-behalf” basis, with defense costs payable in CSD Agreement No. 2023-11

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Form Approved April 2021 C-2
addition to policy limits. There may be no cross-liability exclusion precluding coverage for claims or suits by one insured against another. The policy must “follow form” to the underlying primary policy.

Coverage must be applicable to all insureds under the primary policies. The insurance must contain or be endorsed to contain a waiver of subrogation applicable to the insurance or self-insurance, and a primary and non-contributory endorsement for the benefit of District. The scope of coverage provided is subject to approval of District following receipt of the required proof of insurance.

8. Deductibles and Self-Insured Retention. Any deductibles or self-insured retentions applicable to the insurance policies required under this Agreement must be declared to and approved by District.

In no event may any required insurance policy have a deductible, self-insured retention or other similar policy provision in excess of $50,000 without prior written approval by District in its sole discretion. At the option of District, either the insurer will reduce or eliminate such deductibles or self- insured retentions with respect to the District’s additional insureds or Consultant will procure a bond guaranteeing payment of any losses, damages, expenses, costs or settlements up to the amount of such deductibles or self-insured retentions.

9. Certificates of Insurance and Endorsements; Notice of Termination or Changes to Policies.

Prior to commencing any services under this Agreement, Consultant must file with the District certificates of insurance and endorsements evidencing the existence of all insurance required by this Agreement, along with such other evidence of insurance or certified copies of policies as may reasonably be required by District. These certificates of insurance and endorsements must be in a form approved by the District’s legal counsel. Consultant must maintain current certificates and endorsements on file with District during the term of this Agreement reflecting the existence of all required insurance. Each of the certificates must expressly provide that no material change in the policy, or termination or cancellation of the required coverage, will be effective except upon 30 days’ prior written notice to District by certified mail, return receipt requested (except for nonpayment for which a 10-day notice is required). The delivery to District of any certificates of insurance or endorsements that do not comply with the requirements of this Agreement will not waive the Districts right to require compliance. In the event that Consultant’s policies are materially changed, Consultant must provide the District with at least 30 days’ prior written notice of the applicable changes. District reserves the right to require complete, certified copies of all required insurance policies at any time.

10. Failure to Maintain Required Insurance. If Consultant, for any reason, fails to have in place at all times during the term of this Agreement all of the required insurance coverage, the District may, but is not obligated to, obtain such coverage at Consultant’s expense and deduct the cost from the sums due Consultant. Alternatively, District may terminate the Agreement.

11. Effect of Coverage. The existence of the required insurance coverage under this Agreement will not be deemed to satisfy or limit Consultant’s indemnity obligations under this Agreement. Consultant acknowledges that the insurance coverage and policy limits set forth in this Agreement constitute the minimum coverage and policy limits required. Should any coverage carried by the Consultant or any subcontractor of any tier have limits of liability that exceed the limits or have broader coverage than required in this Agreement, those higher limits and that broader coverage are deemed to apply for the benefit of any person or organization included as an additional insured and those limits and broader coverage will become the required minimum limits and insurance coverage in all sections of this Agreement. Any insurance proceeds available to District in excess of the limits and coverages required by this Agreement, and which is applicable to a given loss, must be made available to District to compensate it for such losses.

12. Required Insurance for Subconsultants/Subcontractors. Consultant agrees to ensure that any subconsultants/subcontractors providing services under this Agreement provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to review and monitor all such coverage and assumes responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.

13. Right to Revise Insurance Specifications. District reserves the right to change the amounts and types of insurance required by giving Consultant at least 90 days advance written notice of such CSD Agreement No. 2023-11

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Form Approved April 2021 C-3
change. If such change results in substantial additional cost to Consultant, the parties may renegotiate Consultant’s compensation.

14. Timely Notice of Claims. Consultant must give District prompt notice of claims made of lawsuits initiated that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability insurance policies.

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