Agenda, first session — Fairfield City Council, February 15, 2022 (part 1 of 2)

For individuals with hearing or speaking limitations, dial 711 or (800) 7352922 (English). For Spanish, Tagalog or other language, please dial (800) 8553000 and provide the communication assistant with the following City telephone number: (707) 3994010.

Pursuant to AB 361 regarding public meetings held during the COVID19 emergency, councilmembers may attend via teleconference. Members of the public can observe the meeting on Comcast Cable Channel 26, ATT UVerse 99 and webstreamed live at www.youtube.com/user/FFCATV/live .

The public may join the meeting via Zoom at https://fairfieldca.zoom.us/j/87845423536 ? pwd=aVlUeTZTdzBwdlUvVEw1UUlSWkRxdz09 or by phone at (669) 9006833 Webinar ID:
878 4542 3536 or Passcode: 7074287400
CALL TO ORDER 6:00 PM
ROLL CALL
Councilmember Pam Bertani
Councilmember Cat Moy
Councilmember Doriss Panduro
Councilmember Chuck Timm
Councilmember Scott Tonnesen
ViceMayor Rick Vaccaro
Mayor Harry Price
INVOCATION Kevin Thomas, New Creations Ministries Community Church Packet Page 1 of 243

PRESENTATIONS

1.Proclamation for National Cancer Prevention Month
Contact:Karen L. Rees, (707) 4287767
a

2.Crosstown Pipeline Presentation
Contact:Michael Hether, (707) 4287493
a

3.Marin Clean Energy (MCE) Presentation
Contact:Sebastian Conn with MCE
a
PUBLIC COMMENTS
PUBLIC COMMENTS
Persons wishing to address the City Council on subjects not on the agenda but within the jurisdiction of the council may do so at this time. The council cannot discuss or take action on matters not on the agenda for this meeting, but councilmembers may briefly respond to statements made or questions raised by the public, ask for clarification from staff, refer the matter to staff, request staff to report back to the council at a subsequent meeting, or place the matter on a future agenda. To speak on an agenda item please use the “raise your hand” feature or press *9 on your phone. Speakers are limited to three minutes per item.

CONVENE MEETING OF THE HOUSING AUTHORITY
The holding of a joint meeting of the City Council and Housing Authority entitles the councilmembers to receive additional compensation of $35 for attending this joint meeting.

ROLL CALL
Commissioner Pam Bertani
Commissioner Cat Moy
Commissioner Doriss Panduro
Commissioner Chuck Timm
Commissioner Scott Tonnesen
ViceChair Rick Vaccaro
Chair Harry Price
HOUSING AUTHORITY CONSENT CALENDAR
HOUSING AUTHORITY CONSENT CALENDAR NOTICE
Packet Page 2 of 243

4.Resolution HA202201 of the Fairfield Housing Authority Approving the Second Amendment to the Disposition and Development Agreement by and Among the Fairfield Housing Authority, Affordable Housing Alliance II, Inc., and Sutton Place Development Corp. for Land Located at 1600 Woolner Avenue, Fairfield, CA
Recommended Action
Adopt resolution.

Funding Source
N/A
Contact:Jesus Morales, (707) 4287426
a

5.Approval of Housing Authority Meeting Minutes for July 20, 2021, September 9, 2021, September 21, 2021, and October 19, 2021
Recommended Action
Approve minutes.

Funding Source
N/A
Contact:Amber Alexander, (707) 4287402
a
RECONVENE MEETING OF THE CITY COUNCIL
CONSENT CALENDAR
All matters listed on the Consent Calendar are to be approved with one motion unless a member of the City Council or the public requests that separate action be taken on a specific item.

6.Resolution 202222 of the City Council of the City of Fairfield Reconsidering and Authorizing Public Meetings to be Held Via Teleconferencing Pursuant to Government Code Section 54953(e) and Making Findings and Determinations Regarding the Same Recommended Action
Adopt resolution.

Funding Source
N/A
Contact:Amber Alexander, (707) 4287402
a

7.Resolution 202223 of the City Council of the City of Fairfield Approving Amendments to the City of Fairfield Conflict of Interest Code
Recommended Action
Adopt resolution.

Funding Source
N/A
Contact:Amber Alexander, (707) 4287402
a

8.Resolution 202224 of the City Council of the City of Fairfield Approving the Cooperative County Agreement with the County of Solano and Other Members of the Solano Regional GIS Packet Page 3 of 243

8.Resolution 202224 of the City Council of the City of Fairfield Approving the Cooperative County Agreement with the County of Solano and Other Members of the Solano Regional GIS Consortium to Provide Funding for Countywide Aerial Imagery Services Recommended Action
Adopt resolution.

Funding Source
$111,000; Computer Services Fund
Contact:Savita Chaudhary, (707) 4287582
a

9.Resolution 202225 of the City Council of the City of Fairfield Authorizing the City Manager to Negotiate and Execute a Site Host Agreement for the Installation of Public Use Electric Vehicle Chargers with Electric Vehicle Charging Solutions (EVCS) and an Electric Fast Charge Program Contract with Pacific Gas & Electric (PG&E)
Recommended Action
Adopt resolution.

Funding Source
N/A
Contact:Marisa Cumpian, (707) 4287494
a

10.Resolution 202226 of the City Council of the City of Fairfield Rescinding City Council Resolution 2018256; and
Resolution 202227 of the City Council of the City of Fairfield Authorizing Submittal of Applications for all CalRecycle Grant and Payment Programs for which the City of Fairfield is Eligible
Recommended Action
Adopt resolutions.

Funding Source
N/A
Contact:Corey Beavers, (707) 4287528
a

11.Resolution 202228 of the City Council of the City of Fairfield Authorizing the City Manager to Execute a Consultant Services Agreement with NBS for Assessment Engineer Services for Landscaping and Lighting Maintenance Districts No. 7 – Rolling Hills, No. 11 – Paradise Valley, and No. 13 – North Cordelia
Recommended Action
Adopt resolution.

Funding Source
$190,900; Interfund Loan
Contact:Chris Lewis, (707) 4287089
a

12.Resolution 202229 of the City Council of the City of Fairfield Approving the Modification of Section 5.2 in the Conditions of Approval for Responsible and Compliant Retail Fairfield LLC, as set Forth in Resolution No. 202140, Regarding the Presence of OnSite Security During NonBusiness Hours
Recommended Action
Approve resolution.

Funding Source
N/A
Packet Page 4 of 243

CITY OF FAIRFIELDFAIRFIELD CITY COUNCILCONCURRENT REGULAR MEETINGTUESDAY, FEBRUARY 15, 2022; 6:00 PMVIA TELECONFERENCE: https://fairfieldca.zoom.us/j/87845423536?pwd=aVlUeTZTdzBwdlUvVEw1UUlSWkRxdz09 or by phone:669 900 6833 Webinar ID: 878 4542 3536 Passcode:7074287400AGENDANotice to PublicThe City of Fairfield is committed to providing meeting facilities that areaccessible to persons with disabilities and/or have language barriers. To requestmeeting materials in alternative formats, or to request a sign languageinterpreter, realtime captioning, or other accommodation, please contact AmberAlexander, Deputy Clerk, at least 72 hours in advance of the meeting at (707)4287402.For individuals with hearing or speaking limitations, dial 711 or (800) 7352922(English). For Spanish, Tagalog or other language, please dial (800) 8553000and provide the communication assistant with the following City telephonenumber: (707) 3994010.Pursuant to AB 361 regarding public meetings held during the COVID19 emergency,councilmembers may attend via teleconference. Members of the public can observe the meeting onComcast Cable Channel 26, ATT UVerse 99 and webstreamed live at www.youtube.com/user/FFCATV/live.The public may join the meeting via Zoom at https://fairfieldca.zoom.us/j/87845423536?pwd=aVlUeTZTdzBwdlUvVEw1UUlSWkRxdz09 or by phone at (669) 9006833 Webinar ID:878 4542 3536 or Passcode: 7074287400CALL TO ORDER 6:00 PMROLL CALLCouncilmember Pam Bertani Councilmember Cat MoyCouncilmember Doriss PanduroCouncilmemberChuck TimmCouncilmember Scott Tonnesen ViceMayor Rick VaccaroMayor Harry PriceINVOCATION Kevin Thomas, New Creations Ministries Community ChurchPLEDGE OF ALLEGIANCECOUNCIL REPORTSCITY MANAGER REPORTCITY ATTORNEY REPORTCITY CLERK REPORTPRESENTATIONS1.Proclamation for National Cancer Prevention MonthContact:Karen L. Rees, (707) 4287767a2.Crosstown Pipeline PresentationContact:Michael Hether, (707) 4287493a3.Marin Clean Energy (MCE) PresentationContact:Sebastian Conn with MCEaPUBLIC COMMENTS PUBLIC COMMENTSPersons wishing to address the City Council on subjects not on the agenda but within the jurisdictionof the council may do so at this time. The council cannot discuss or take action on matters not on theagenda for this meeting, but councilmembers may briefly respond to statements made or questionsraised by the public, ask for clarification from staff, refer the matter to staff, request staff to report backto the council at a subsequent meeting, or place the matter on a future agenda. To speak on anagenda item please use the “raise your hand” feature or press *9 on your phone. Speakers arelimited to three minutes per item.CONVENE MEETING OF THE HOUSING AUTHORITYThe holding of a joint meeting of the City Council and Housing Authority entitles thecouncilmembers to receive additional compensation of $35 for attending this joint meeting.ROLL CALLCommissioner Pam Bertani Commissioner Cat MoyCommissioner Doriss PanduroCommissionerChuck TimmCommissioner Scott Tonnesen ViceChair Rick VaccaroChair Harry PriceHOUSING AUTHORITY CONSENT CALENDARHOUSING AUTHORITY CONSENT CALENDAR NOTICEAll matters listed on the Consent Calendar are to be approved with one motion unless a member ofthe Authority or the public requests that separate action be taken on a specific item.4.Resolution HA202201 of the Fairfield Housing Authority Approving the Second Amendment tothe Disposition and Development Agreement by and Among the Fairfield Housing Authority,Affordable Housing Alliance II, Inc., and Sutton Place Development Corp. for Land Located at1600 Woolner Avenue, Fairfield, CARecommended ActionAdopt resolution.Funding SourceN/AContact:Jesus Morales, (707) 4287426a5.Approval of Housing Authority Meeting Minutes for July 20, 2021, September 9, 2021,September 21, 2021, and October 19, 2021Recommended ActionApprove minutes.Funding SourceN/AContact:Amber Alexander, (707) 4287402aRECONVENE MEETING OF THE CITY COUNCILCONSENT CALENDARAll matters listed on the Consent Calendar are to be approved with one motion unless a member ofthe City Council or the public requests that separate action be taken on a specific item.6.Resolution 202222 of the City Council of the City of Fairfield Reconsidering and AuthorizingPublic Meetings to be Held Via Teleconferencing Pursuant to Government Code Section54953(e) and Making Findings and Determinations Regarding the SameRecommended ActionAdopt resolution.Funding SourceN/AContact:Amber Alexander, (707) 4287402a7.Resolution 202223 of the City Council of the City of Fairfield Approving Amendments to the Cityof Fairfield Conflict of Interest CodeRecommended ActionAdopt resolution.Funding SourceN/AContact:Amber Alexander, (707) 4287402a8.Resolution 202224 of the City Council of the City of Fairfield Approving the CooperativeCounty Agreement with the County of Solano and Other Members of the Solano Regional GISConsortium to Provide Funding for Countywide Aerial Imagery ServicesRecommended ActionAdopt resolution.Funding Source$111,000; Computer Services FundContact:Savita Chaudhary, (707) 4287582a9.Resolution 202225 of the City Council of the City of Fairfield Authorizing the City Manager toNegotiate and Execute a Site Host Agreement for the Installation of Public Use Electric VehicleChargers with Electric Vehicle Charging Solutions (EVCS) and an Electric Fast ChargeProgram Contract with Pacific Gas & Electric (PG&E)Recommended ActionAdopt resolution.Funding SourceN/AContact:Marisa Cumpian, (707) 4287494a10.Resolution 202226 of the City Council of the City of Fairfield Rescinding City CouncilResolution 2018256; andResolution 202227 of the City Council of the City of Fairfield Authorizing Submittal ofApplications for all CalRecycle Grant and Payment Programs for which the City of Fairfield isEligibleRecommended ActionAdopt resolutions.Funding SourceN/AContact:Corey Beavers, (707) 4287528a11.Resolution 202228 of the City Council of the City of Fairfield Authorizing the City Manager toExecute a Consultant Services Agreement with NBS for Assessment Engineer Services forLandscaping and Lighting Maintenance Districts No. 7 – Rolling Hills, No. 11 – Paradise Valley,and No. 13 – North CordeliaRecommended ActionAdopt resolution.Funding Source$190,900; Interfund LoanContact:Chris Lewis, (707) 4287089a12.Resolution 202229 of the City Council of the City of Fairfield Approving the Modification ofSection 5.2 in the Conditions of Approval for Responsible and Compliant Retail Fairfield LLC,as set Forth in Resolution No. 202140, Regarding the Presence of OnSite Security DuringNonBusiness HoursRecommended ActionApprove resolution.

Funding Source
N/A
Contact:Dave Feinstein, (707) 4287461
a

13.Second Reading and Adoption of Ordinance 202202 Adding Section 2A.6 Electronic Filing of Campaign Statements to Chapter 2A of the Fairfield Municipal Code to Require Electronic Filing of Fair Political Practices Commission Campaign Disclosure Statements Recommended Action
Provide second reading and adopt Ordinance 202202.

Funding Source
N/A
Contact:Amber Alexander, (707) 4287402
a
NEW BUSINESS

14.First Reading and Introduction of Ordinance 202204 of the City Council of the City of Fairfield Adopting the Official Council District Map to Establish Boundaries for the City Council Districts Following the Decennial Federal Census
Recommended Action
Waive full reading, read by title only, and introduce ordinance for first reading.

Funding Source
N/A
Contact:Amber Alexander, (707) 4287402
a

15.Request Policy Direction on a Potential InterAgency Water Delivery Agreement for the Middle Green Valley Project
Recommended Action
Receive report, open discussion, and provide direction to staff.

Funding Source
N/A
Contact:Michael Hether, (707) 4287493
a

16.Resolution 202230 of the City Council of the City of Fairfield Authorizing the City Manager to Execute a Professional Services Agreement Between the City of Fairfield and JStokes Agency to Implement the Branding and Marketing Component of the Economic Development Strategic Plan
Recommended Action
Adopt resolution.

Funding Source
$1,271,000; Intergovernmental Loan Fund
Contact:Dwayne Dalman, (707) 4287649
a
PUBLIC HEARINGS

17.Public Hearing; and
First Reading and Introduction of Ordinance 202205 of the City Council of the City of Fairfield Amending Chapter 12B of the Fairfield Municipal Code Modifying the Hours of One Lake Park Recommended Action
Hold public hearing; waive full reading, read by title only; and introduce ordinance for first Packet Page 5 of 243

Funding Source
N/A
Contact:Jonathan Luong, (707) 4287463
a
ADJOURN TO TUESDAY, MARCH 1, 2022, 6:00 P.M., COUNCIL CHAMBER.

Any disclosable public records related to an open session item on a regular meeting agenda and distributed by the City of Fairfield to all or a majority of the Fairfield City Council less than 72 hours prior to that meeting are available for public inspection at City Hall, in the 4th floor lobby, 1000 Webster Street, Fairfield, California during normal business hours.

PUBLIC NOTIFICATION
I, Amber Alexander, Deputy City Clerk, do hereby certify that I have caused a true copy of the above notice and agenda to be delivered to each of the members of the Fairfield City Council, at the time and in the manner prescribed by law and that this agenda was posted at City Hall, 1000 Webster Street, Fairfield, California on February 10, 2022.

Packet Page 6 of 243

Agenda Item No: 4.

AGENDA REPORT
DATE:February 15, 2022
TO:Fairfield Housing Authority Chair and Commissioners
FROM:David Gassaway, Interim Executive Director
SUBJECT:Resolution HA202201 of the Fairfield Housing Authority Approving the Second Amendment to the Disposition and Development Agreement by and Among the Fairfield Housing Authority, Affordable Housing Alliance II, Inc., and Sutton Place Development Corp. for Land Located at 1600 Woolner Avenue, Fairfield, CA RECOMMENDED ACTION
Adopt resolution.

STATEMENT OF ISSUE
On January 25, 2021, Affordable Housing Alliance II, Inc., and Sutton Place Development Corp (collectively, Developer) entered into the First Amendment to Disposition and Development Agreement (DDA). The First Amendment extends the close of escrow date to February 10, 2022. Due to a delay in entitlements and predevelopment assessments, the Developer cannot comply with that timeline. A second amendment to the DDA is needed to extend the close of escrow by one year to February 10, 2023.

The Second Amended DDA will extend the term of the agreement and allow the Developer to finalize financing for the proposed development.

DISCUSSION
The Redevelopment Agency to the City of Fairfield purchased the property located at 1600 Woolner Avenue from the City of Fairfield in 2010 for future housing development. In 2013, after the dissolution of the Redevelopment Agency, the property was transferred to the Fairfield Housing Authority (FHA) to continue efforts to find a suitable housing developer.

On February 20, 2020, the FHA adopted Resolution HA202002 approving the DDA for a development proposal for a +162unit mixedincome housing project. During the due diligence process, the Developer discovered that the City previously used the site as a water storage facility with large underground concrete reservoirs. Although the City later abandoned and demolished the concrete reservoirs, the soil conditions were compromised, requiring extensive mitigation efforts to prepare the site for building. The Developer, therefore, asked to reappraise the property to adjust the sales price and for the City to help subsidize the additional site preparation costs. The DDA had to be amended to Packet Page 7 of 243

Agenda Item No: 4.AGENDA REPORTDATE:February 15, 2022 TO:Fairfield Housing Authority Chair and CommissionersFROM:David Gassaway, Interim Executive DirectorSUBJECT:Resolution HA202201 of the Fairfield Housing Authority Approving the SecondAmendment to the Disposition and Development Agreement by and Among theFairfield Housing Authority, Affordable Housing Alliance II, Inc., and Sutton PlaceDevelopment Corp. for Land Located at 1600 Woolner Avenue, Fairfield, CARECOMMENDED ACTIONAdopt resolution.STATEMENT OF ISSUEOn January 25, 2021, Affordable Housing Alliance II, Inc., and Sutton Place Development Corp(collectively, Developer) entered into the First Amendment to Disposition and Development Agreement(DDA). The First Amendment extends the close of escrow date to February 10, 2022. Due to a delay inentitlements and predevelopment assessments, the Developer cannot comply with that timeline. Asecond amendment to the DDA is needed to extend the close of escrow by one year to February 10,2023. The Second Amended DDA will extend the term of the agreement and allow the Developer to finalizefinancing for the proposed development.DISCUSSIONThe Redevelopment Agency to the City of Fairfield purchased the property located at 1600 WoolnerAvenue from the City of Fairfield in 2010 for future housing development. In 2013, after the dissolution ofthe Redevelopment Agency, the property was transferred to the Fairfield Housing Authority (FHA) tocontinue efforts to find a suitable housing developer. On February 20, 2020, the FHA adopted Resolution HA202002 approving the DDA for a developmentproposal for a +162unit mixedincome housing project. During the due diligence process, theDeveloper discovered that the City previously used the site as a water storage facility with largeunderground concrete reservoirs. Although the City later abandoned and demolished the concretereservoirs, the soil conditions were compromised, requiring extensive mitigation efforts to prepare the site for building. The Developer, therefore, asked to reappraise the property to adjust the sales price and for the City to help subsidize the additional site preparation costs. The DDA had to be amended to memorialize the new agreement amongst both parties and adjust the schedule of performance, the scope of development, and project budget.

On January 19, 2021, the FHA adopted Resolution HA202102 approving the First Amendment to the DDA. The amended DDA also required the Developer to apply for alternative affordable housing financing and permitted the FHA to review and approve plans and specifications for the project before submittal. The final agreedupon purchase price for the property was $1,500,000 minus a credit of $400,000 for the required soils engineering work. The FHA will update the property's market value before finalizing the project financing.

The Second Amendment to the DDA will extend the term of the agreement to February 10, 2023, to allow the Developer to finalize financing for the project’s construction and obtain all planning approvals.

Other terms of the original DDA and the First Amendment to DDA remain the same.

FINANCIAL IMPACT
The Buyer will pay the FHA an estimated purchase price of $1,500,000 minus the $400,000 credit for the soils engineering work. The net proceeds will be deposited into the FHA's LowMod Income Housing Fund (Account Code 022990002211).

PUBLIC CONTACT/ADVISORY BODY RECOMMENDATION
N/A
ALTERNATIVE ACTION
The FHA may choose not to approve the Second Amendment to DDA. This would require staff to put the property back on the market, attempt to secure another housing developer, and extend the development of the property further into the future.

STAFF CONTACT
Jesus M. Morales, Senior Housing Project Manager
(707) 4277426
[email protected]
COORDINATED WITH
City Attorney's Office, Finance Department
ATTACHMENTS:

Description
Proposed Resolution
Proposed Agreement
REVIEWERS:

Reviewer Action Date
Jones, LaTanna Approved 2/1/2022 5:48 PM
Alexander, Amber Approved 2/3/2022 12:42 PM
Alexander, Amber Approved 2/3/2022 12:45 PM
Packet Page 8 of 243

FAIRFIELD HOUSING AUTHORITY

RESOLUTION NO. HA2022-01

RESOLUTION OF THE FAIRFIELD HOUSING AUTHORITY APPROVING THE SECOND

AMENDMENT TO DISPOSITION AND DEVELOPMENT AGREEMENT BY AND AMONG THE FAIRFIELD HOUSING AUTHORITY, AFFORDABLE HOUSING ALLIANCE II, INC., AND SUTTON PLACE DEVELOPMENT CORP. FOR LAND LOCATED AT 1600 WOOLNER AVENUE, FAIRFIELD, CA

WHEREAS, the City of Fairfield approved the formation of the Fairfield Housing Authority (FHA) in November 1968 under Resolution HA68-01 to transact business and exercise its powers in its area of operation; and

WHEREAS, the Fairfield Redevelopment Agency purchased land from the City located at 1600 Woolner Avenue (Property); and

WHEREAS, in 2013, the Property was transferred from the Successor Agency to the Fairfield Redevelopment Agency to the Fairfield Housing Authority; and

WHEREAS, on February 4, 2020, the FHA adopted Resolution HA2020-02 approving the Disposition and Development Agreement by and among the FHA, Affordable Housing Alliance II, Inc., and Sutton Place Development Corp., dated February 10, 2020, (DDA) for the sale of the Property to Affordable Housing Alliance II, Inc. and Sutton Place Development Corp. (collectively, Developer) to develop a mixed-income housing project; and

WHEREAS, the contemplated residential development is being undertaken pursuant to the Heart of Fairfield Specific Plan (Specific Plan), for which an Environmental Impact Report (EIR) was certified by the City Council on May 2, 2017; and

WHEREAS, disposition of the Property and the proposed development is in conformance with the Specific Plan, and none of the events described in Section 15162 of the California Environmental Quality Act (CEQA) Guidelines have occurred; and

WHEREAS, the FHA and the Developer have negotiated a Second Amendment (Second Amendment) to the DDA to, among other things, extend the term of the DDA and adjust performance milestones; and

Packet Page 9 of 243Attachment 1 Page 1 of 2

RES. NO. HA2022-01

Page 2 ends

WHEREAS, the FHA wishes to approve the Second Amendment and has determined that it is in the best interest of the public’s health, safety, and welfare to do so.

NOW, THEREFORE, THE FAIRFIELD HOUSING AUTHORITY HEREBY RESOLVES:

Section 1. The foregoing recitals are true and correct and are a substantive part of this resolution.

Section 2. The executive director is hereby authorized to execute and deliver, for and in the name of the FHA, the Second Amendment in substantially the form attached hereto and incorporated herein by reference with such non-substantive changes therein as the executive director may approve (such approval to be conclusively evidenced by the execution and delivery thereof).

Section 3. The officers and staff of the FHA are hereby authorized, jointly and severally, to do all things they may deem necessary or proper to effectuate the purposes of this resolution.

Section 4. The FHA’s approval of this resolution and execution of the Second Amendment are exempt from environmental review under the CEQA, namely Section 15182 of the CEQA Guidelines and Section 65457 of the Government Code.

PASSED AND ADOPTED this 15th day of February 2022, by the following vote:

AYES: COMMISSIONERS: PRICE / BERTANI / MOY / PANDURO / TIMM / TONNESEN / VACCARO

NOES: COMMISSIONERS:

ABSENT: COMMISSIONERS:

ABSTAIN: COMMISSIONERS:

CHAIR

ATTEST:

____________________________

ASSISTANT SECRETARY
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Packet Page 11 of 243Attachment 2 Page 1 of 3

Packet Page 12 of 243Attachment 2 Page 2 of 3

2 11245-0001\2616424v1.doc

6. Counterparts. This SecondAmendment may be signed in counterparts (including facsimile or electronic counterparts), each of which shall be deemed an original, and all such counterparts, when taken together, shall constitute one agreement.

7. Governing Law. The laws of the State of California shall govern the interpretation and enforcement of this Second Amendment, without application of conflicts or choice of laws principles.

8. Interpretation. The terms, provisions, conditions, covenants, restrictions and agreements contained in this Second Amendment shall not be construed in favor of or against any Party, but shall be construed as if each Party prepared this Second Amendment.

9. Entire Agreement. The DDA, as amended by this Second Amendment, represents the entire understanding between the Parties as to the subject matter of the DDA, as so amended.

The Parties have signed and entered into this Second Amendment as of the date first set forth above.

DEVELOPER:

AFFORDABLE HOUSING ALLIANCE
II, INC.

By:

Philip Wood
President

SUTTON PLACE DEVELOPMENT CORP
By:

Patrick Morrill
President
FHA:

FAIRFIELD HOUSING AUTHORITY
By:
__________________________
Executive Director
APPROVED AS TO FORM:
_______________________
_______________________David G. Lim
Acting City Attorney
Packet Page 13 of 243Attachment 2 Page 3 of 3

Agenda Item No: 5.

AGENDA REPORT
DATE:February 15, 2022
TO:Fairfield Housing Authority Chair and Commissioners
FROM:David Gassaway, Interim City Manager
SUBJECT:Approval of Housing Authority Meeting Minutes for July 20, 2021, September 9, 2021, September 21, 2021, and October 19, 2021
RECOMMENDED ACTION
Approve minutes.

STATEMENT OF ISSUE
Minutes require board approval.

DISCUSSION
Minutes have been reviewed by city attorney.

FINANCIAL IMPACT
None
CITY COUNCIL WORKPLAN
Community Safety Community Infrastructure Quality of Life Financial and Operational
Sustainability Economic Development Travis Air Force
Base
City Council Goal this item supports:

Not Applicable
Project:

Not Applicable
PUBLIC CONTACT/ADVISORY BODY RECOMMENDATION
None
ALTERNATIVE ACTION
Packet Page 14 of 243

Agenda Item No: 5.AGENDA REPORTDATE:February 15, 2022 TO:Fairfield Housing Authority Chair and CommissionersFROM:David Gassaway, Interim City ManagerSUBJECT:Approval of Housing Authority Meeting Minutes for July 20, 2021, September 9, 2021,September 21, 2021, and October 19, 2021RECOMMENDED ACTIONApprove minutes.STATEMENT OF ISSUEMinutes require board approval.DISCUSSIONMinutes have been reviewed by city attorney.FINANCIAL IMPACTNoneCITY COUNCIL WORKPLAN Community Safety Community Infrastructure Quality of LifeFinancial and OperationalSustainability Economic Development Travis Air ForceBaseCity Council Goal this item supports:Not ApplicableProject:Not ApplicablePUBLIC CONTACT/ADVISORY BODY RECOMMENDATIONNone ALTERNATIVE ACTION
Modify minutes.

STAFF CONTACT
Amber Alexander, Deputy City Clerk
(707) 4287402
[email protected]
COORDINATED WITH
City Attorney's Office
ATTACHMENTS:

Description
Draft HA Minutes July 20, 2021
Draft HA Minutes September 7, 2021
Draft HA Minutes September 21, 2021
Draft HA Minutes October 19, 2021
REVIEWERS:

Reviewer Action Date
Alexander, Amber Approved 1/31/2022 3:49 PM
Packet Page 15 of 243

Housing Authority Meeting Minutes July 20, 2021 Page 1

CITY OF FAIRFIELD

CITY C OUNCIL

CONCURRENT REGULAR MEETING
TUESDAY, JULY 20, 2021; 6:00 PM

COUNCIL CHAMBER
1000 WEBSTER STREET, FAIRFIELD, CA 94533

HOUSING AUTHORITY MINUTES

CALL TO ORDER

Chairman Harry T. Price called the meeting to order at 8:28 p.m.

City Clerk Rees read the following statement: The holding of a joint meeting of the City Council and Housing Authority entitles the councilmembers to receive additional compensation of $35 for attending this joint meeting.

ROLL CALL

On roll call were Commissioners Pam Bertani, Catherine Moy, Doriss Panduro, Chuck Timm, and Scott Tonnesen; Vice-Chair Rick Vaccaro, and Chairman Price.

HOUSING AUTHORITY CONSENT CALENDAR

1. Approval of Housing Authority Meeting Minutes for April 6, June 1, 2021 and Joint City Council and Housing Authority Meeting Minutes for April 6, and June 15, 2021.

Vice-Mayor Vaccaro made a motion to approve the Housing Authority Consent Calendar as presented. Councilmember Moy seconded the motion. The motion carried unanimously.

Councilmember Tonnesen left the dais due to a potential conflict of interest, due to compensation he received for work he completed.

HOUSING AUTHORITY NEW BUSINESS

2. Senior Housing Project Manager Jesus Morales recommended to council that it approve Resolution HA2021-09 of the Fairfield Housing Authority Authorizing the Executive Director or His Designee to Execute and Make Any Changes that May be Needed to Effectuate the Lease Agreement Between the Fairfield Housing Authority and Community Action North Bay (CAN-B) for the Property at 710-724 Ohio Street, and Taking Other Related Actions

Mr. Morales gave a presentation and he reported that there was an error in the agenda report that the RFP was issued on March 13, 2021, but it was issued on March 31, 2021; he simply Packet Page 16 of 243Attachment 1 Page 1 of 2

Housing Authority Meeting Minutes July 20, 2021 Page 2 transposed the numbers.

Councilmember Timm made a motion to approve Resolution HA 2021-09. Councilmember Moy seconded the motion. The motion carried unanimously.

Convened meeting of the Paradise Valley Maintenance and Monitoring District at 8:47 p.m.

__________________________________
Assistant Secretary

______________________________
Chairman

Packet Page 17 of 243Attachment 1 Page 2 of 2

Housing Authority Minutes 09.07.2021 Page 1

CITY OF FAIRFIELD

CITY COUNCIL

REGULAR CONCURRENT MEETING
TUESDAY, SEPTEMBER 7, 2021; 6:00 PM
COUNCIL CHAMBER, 1000 WEBSTER STREET,
FAIRFIELD, CA 94533 OR VIA ZOOM

HOUSING AUTHORITY MINUTES

CALL TO ORDER

Chairman Harry T. Price called the meeting to order at 7:05 p.m.

ROLL CALL

On roll call were Commissioners Pam Bertani, Doriss Panduro, Chuck Timm, and Scott Tonnesen; Vice-Chair Rick Vaccaro, and Chairman Price. Commissioner Cat Moy was absent.

Deputy City Clerk Amber Alexander read the following statement: The holding of a joint meeting of the City Council and Housing Authority entitles the councilmembers to receive additional compensation of $35 for attending this joint meeting.

HOUSING AUTHORITY NEW BUSINESS

1. Director of Housing Services, Latanna Jones, recommended to the Housing Authority Board that it approve Resolution HA2021-10 of the Fairfield Housing Authority Authorizing the Executive Director or His Designee to Enter into and Execute Formation Documents to Enable the Formation of a Nonprofit Public Benefit Corporation to be Known as Fairfield Housing and Community Development Corporation (FHCDC) and Updating the Fiscal Year 2021-2022 Budget.

Commissioner Timm made a motion to approve Resolution HA2021-10. Commissioner Panduro seconded the motion. The motion carried unanimously.

ADJOURNED MEETING AT 7:20 P.M.

__________________________________
Assistant Secretary

______________________________
Chairman
Packet Page 18 of 243Attachment 2 Page 1 of 1

Housing Authority Minutes September 21, 2021 Page 1

CITY OF FAIRFIELD

CITY COUNCIL

REGULAR CONCURRENT MEETING
TUESDAY, SEPTEMBER 21, 2021; 6:00 PM
COUNCIL CHAMBER, 1000 WEBSTER STREET,
FAIRFIELD, CA 94533 OR VIA ZOOM

HOUSING AUTHORITY MINUTES

CALL TO ORDER

Chairman Harry T. Price called the meeting to order at 6:39 p.m.

ROLL CALL

On roll call were Commissioners Pam Bertani, Cat Moy (online), Doriss Panduro, Chuck Timm, Scott Tonnesen; Vice-Chair Rick Vaccaro, and Chairman Price.

City Clerk Karen Rees read the following statement: T he holding of a joint meeting of the City Council and Housing Authority entitles the councilmembers to receive additional compensation of $35 for attending this joint meeting.

HOUSING AUTHORITY CONSENT CALENDAR

1. Resolution HA2021-11 of the Fairfield Housing Authority Approving the First Amendment to the Disposition, Development, and Loan Agreement with MP 1700 Santa Monica Associates, L.P. to Allow a Two-Part Closing, and Authorizing Certain Related Actions

Vice-Chair Vaccaro made a motion to approve the Housing Authority Consent Calendar.

Commissioner Bertani seconded the motion. By a roll call vote, the motion carried unanimously.

The meeting was adjourned at 6:40 p.m.

______ ______________________
Assistant Secretary

_______________________________
Chairman

Packet Page 19 of 243Attachment 3 Page 1 of 1

Housing Authority Minutes October 19, 2021 Page 1

CITY OF FAIRFIELD

HOUSING AUTHORITY

AMENDED REGULAR CONCURRENT MEETING
TUESDAY, OCTOBER 19, 2021; 6:00 PM
COUNCIL CHAMBER, 1000 WEBSTER STREET,
FAIRFIELD, CA 94533 OR VIA ZOOM

MINUTES

CALL TO ORDER

Chairman Harry T. Price called the meeting to order at 7:51 p.m.

ROLL CALL

On roll call were Commissioners Pam Bertani, Cat Moy, Doriss Panduro, Chuck Timm, and Scott Tonnesen; Vice Chair Rick Vaccaro, and Chairman Price.

Assistant Secretary Karen Rees read the following statement: The holding of a joint meeting of the City Council and Housing Authority entitles the councilmembers to receive additional compensation of $35 for attending this joint meeting.

HOUSING AUTHORITY CONSENT CALENDAR

1. Resolution HA2021-12 of the Fairfield Housing Authority Approving the Consultant Services Agreement Between the Fairfield Housing Authority and CSG Advisors for Real Estate Financial Consulting Services and Authorizing Certain Related Actions.

Councilmember Timm made a motion to approve the HA Consent Calendar as presented.

Councilmember Moy seconded the motion. The motion carried unanimously.

HOUSING AUTHORITY PUBLIC HEARINGS

2. Director of Housing Services La Tanna Jones recommended to the Housing Authority that they open the Public Hearing; and approve Resolution HA2021-13 of the Fairfield Housing Authority Approving the Fairfield Housing Authority Administrative Plan and Public Housing Agency Five-Year Plan for Fiscal Years 2021- 2026.

Chairman Price opened the public hearing. There were no requests to speak. Chairman Price closed the public hearing.

Commissioner Bertani made a motion to approve Resolution HA2021-13. Commissioner Moy seconded the motion. The motion carried unanimously.

Packet Page 20 of 243Attachment 4 Page 1 of 2

Housing Authority Minutes October 19, 2021 Page 2
The meeting was adjourned at 8:06 p.m.

______________________
Assistant Secretary

________________________
Chairman

Packet Page 21 of 243Attachment 4 Page 2 of 2

Agenda Item No: 6.

AGENDA REPORT
DATE:February 15, 2022
TO:Mayor and City Council
FROM:David Gassaway, Acting City Manager
SUBJECT:Resolution 202222 of the City Council of the City of Fairfield Reconsidering and Authorizing Public Meetings to be Held Via Teleconferencing Pursuant to Government Code Section 54953(e) and Making Findings and Determinations Regarding the Same RECOMMENDED ACTION
Adopt resolution.

STATEMENT OF ISSUE
Government Code 54953(e) is new legislation that amends the Brown Act to allow local agencies to meet remotely during declared emergencies under certain conditions. The code requires that the City Council reconsider and reauthorize these provisions every 30 days following initial authorization.

DISCUSSION
On October 5, 2021, the council adopted provisions of AB 361, urgency legislation that amends the Brown Act to allow local agencies to meet remotely during declared emergencies under certain conditions. AB 361 authorizes local agencies to continue meeting remotely without following the Brown Act’s standard teleconferencing provisions, including the requirement that meetings be conducted in physical locations if the meeting is held during a state of emergency proclaimed by the Governor and either of the following applies:

1. State or local officials have imposed or recommended measures to promote social distancing; or

2. The agency has already determined whether, as a result of the emergency, meeting in person would present imminent risks to the health or safety of the attendee.

Council has utilized teleconferencing options throughout the pandemic, including remote appearances by Councilmembers and public comments from citizens via Zoom, email, or teleconference.

AB requires the council to reconsider the circumstances of the state of emergency every 30 days following the adoption of the law and make specific findings that either of the following cases exists:

1. The state of emergency continues to directly impact the ability of the members to meet in person Packet Page 22 of 243

Agenda Item No: 6.AGENDA REPORTDATE:February 15, 2022 TO:Mayor and City CouncilFROM:David Gassaway, Acting City ManagerSUBJECT:Resolution 202222 of the City Council of the City of Fairfield Reconsidering andAuthorizing Public Meetings to be Held Via Teleconferencing Pursuant to GovernmentCode Section 54953(e) and Making Findings and Determinations Regarding the SameRECOMMENDED ACTIONAdopt resolution.STATEMENT OF ISSUEGovernment Code 54953(e) is new legislation that amends the Brown Act to allow local agencies tomeet remotely during declared emergencies under certain conditions. The code requires that the CityCouncil reconsider and reauthorize these provisions every 30 days following initial authorization.DISCUSSIONOn October 5, 2021, the council adopted provisions of AB 361, urgency legislation that amends theBrown Act to allow local agencies to meet remotely during declared emergencies under certainconditions. AB 361 authorizes local agencies to continue meeting remotely without following the BrownAct’s standard teleconferencing provisions, including the requirement that meetings be conducted inphysical locations if the meeting is held during a state of emergency proclaimed by the Governor andeither of the following applies:1. State or local officials have imposed or recommended measures to promote social distancing; or2. The agency has already determined whether, as a result of the emergency, meeting in person wouldpresent imminent risks to the health or safety of the attendee.Council has utilized teleconferencing options throughout the pandemic, including remote appearancesby Councilmembers and public comments from citizens via Zoom, email, or teleconference.AB requires the council to reconsider the circumstances of the state of emergency every 30 days following the adoption of the law and make specific findings that either of the following cases exists:

1. The state of emergency continues to directly impact the ability of the members to meet in person safely; or

2. State or local officials continue to impose or recommend measures to promote social distancing.

FINANCIAL IMPACT
There is little to no fiscal impact by this action. City staff is already utilizing many of the procedures for teleconferencing in recent council meetings and other meetings of the legislative bodies.

PUBLIC CONTACT/ADVISORY BODY RECOMMENDATION
None.

ALTERNATIVE ACTION
The council may choose not to reauthorize these procedures, in which case they would no longer be able to teleconference into council meetings without meeting the notice requirements for teleconferencing that existed before the State of Emergency. Public comment via remote access would also be curtailed at council meetings.

STAFF CONTACT
Amber Alexander, Deputy City Clerk
(707) 4287402
[email protected]
COORDINATED WITH
City Attorney's Office
ATTACHMENTS:

Description
Proposed Resolution
REVIEWERS:

Reviewer Action Date
Alexander, Amber Approved 2/2/2022 11:00 AM
Packet Page 23 of 243

CITY OF FAIRFIELD

RESOLUTION NO. 2022-22

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FAIRFIELD RECONSIDERING AND

AUTHORIZING PUBLIC MEETINGS TO BE HELD VIA TELECONFERENCING PURSUANT TO GOVERNMENT CODE SECTION 54953(E) AND MAKING FINDINGS AND DETERMINATIONS

REGARDING THE SAME

WHEREAS, the Fairfield City Council (the City Council) is committed to public access and participation in its meetings while balancing the need to conduct public meetings in a manner that reduces the likelihood of exposure to COVID-19; and

WHEREAS, all meetings of the City Council are open and public, as required by the Ralph M.

Brown Act (Cal. Gov. Code 54950 – 54963), so that any member of the public may attend, participate, and watch the City Council conduct its business; and

WHEREAS, pursuant to Assembly Bill 361, signed by Governor Newsom and effective on September 16, 2021, legislative bodies of local agencies may hold public meetings via teleconferencing pursuant to Government Code Section 54953(e), without complying with the requirements of Government Code Section 54953(b)(3), if the legislative body complies with certain enumerated requirements in any of the following circumstances:

1. The legislative body holds a meeting during a proclaimed state of emergen cy, and state or local officials have imposed or recommended measures to promote social distancing.

2. The legislative body holds a meeting during a proclaimed state of emergency for the purpose of determining, by majority vote, whether as a result of the emergency, meeting in person would present imminent risks to the health or safety of attendees.

3. The legislative body holds a meeting during a proclaimed state of emergency and has determined, by majority vote, that, as a result of the emergency, meeting in pe rson would present imminent risks to the health or safety of attendees ; and

WHEREAS, pursuant to Government Code Section 54953(e)(3), the City Council must reconsider the circumstances of the state of emergency and make specific finding every 30 days after enacting the provisions of Government Code Section 54953(e) by making the following findings:

1. The City Council has reconsidered the circumstances of the state of emergency; and

2. Either of the following circumstances exist:

A. The state of emergency continues to directly impact the ability of the members to safely meet in person; or
B. State or local officials continue to impose or recommend measures to promote social distancing.

Packet Page 24 of 243Attachment 1 Page 1 of 3

RES. NO. 2022-22

Page 2 ends

WHEREAS, on March 4, 2020, Governor Newsom declared a declared a State of Emergency pursuant to Section 8625 of the California Emergency Services Act in response to the COVID-19 pandemic (the Emergency); and

WHEREAS, the Centers for Disease Control and Prevention (CDC) continue to advise that COVID- 19 spreads more easily indoors than outdoors and that people are more likely to be exposed to COVID-19 when they are closer than 6 feet apart from others for longer periods of time; and

WHEREAS, the California Department of Public Health (“CDPH”) and the CDC caution that the Delta variant of COVID-19, currently the dominant strain of COVID-19 in the country, is more transmissible than prior variants of the virus, may cause more severe illness, and that even fully vaccinated individuals can spread the virus to others resulting in rapid and alarming rates of COVID-19 cases and hospitalizations; and

WHEREAS, the CDC has established a “Community Transmission” metric with 4 tiers designed to reflect a community’s COVID-19 case rate and percent positivity; and

WHEREAS, Solano County currently has a Community Transmission metric of “high” which is the most serious of the tiers; and

WHEREAS, due to the ongoing COVID-19 pandemic and the need to promote social distancing to reduce the likelihood of exposure to COVID-19, the City Council intends to hold public meetings via teleconferencing pursuant to Government Code Section 54953(e); and

WHEREAS, on October 5, 2021, the City Council adopted the provisions of Government Code Section 54953(e) for the first time by resolution and majority vote.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF FAIRFIELD HEREBY RESOLVES:

Section 1. The Recitals provided above are true and correct and are hereby incorporated by reference.

Section 2. The City Council hereby determines that, as a result of the Emergency, meeting in person presents imminent risks to the health or safety of attendees.

Section 3. The City Council shall conduct its meetings pursuant to Government Code section 54953(e) and authorizes its boards and commissions to do likewise.

Section 4. The City Council has reconsidered the circumstances of the state of emergency.

Packet Page 25 of 243Attachment 1 Page 2 of 3

RES. NO. 2022-22

Page 3 ends

Section 5. The state of emergency continues to directly impact the ability of the City Council members to meet safely in person.

Section 6. State or local officials continue to impose or recommend measures to promote social distancing.

Section 7. Staff is hereby authorized and directed to continue to take all actions necessary to carry out the intent and purpose of this Resolution including, conducting open and public meetings in accordance with Government Code section 54953(e) and other applicable provisions of the Brown Act.

Section 8. This Resolution shall take effect immediately upon its adoption and must be reconsidered within 30 days to stay in effect.

PASSED AND ADOPTED this 15th day of February, 2022, by the following vote:

AYES: COUNCILMEMBERS: PRICE / BERTANI / MOY / PANDURO / TIMM / TONNESEN / VACCARO

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

MAYOR

ATTEST:

____________________________

CITY CLERK

Packet Page 26 of 243Attachment 1 Page 3 of 3

Agenda Item No: 7.

AGENDA REPORT
DATE:February 15, 2022
TO:Mayor and City Council
FROM:David Gassaway, Interim City Manager
SUBJECT:Resolution 202223 of the City Council of the City of Fairfield Approving Amendments to the City of Fairfield Conflict of Interest Code
RECOMMENDED ACTION
Adopt resolution.

STATEMENT OF ISSUE
Government Code Section 87306 requires amending the City’s Conflict of Interest Code whenever new positions are created or in the event of any reclassification, renaming, or deletion of previously designated positions (those positions that involve the making or participation in the making of decisions that may have a foreseeable material effect on any financial interest). The attached resolution satisfies the requirements of this Government Code section.

DISCUSSION
Government Code Section 87306 requires a local agency to amend the Conflict of Interest Code whenever a change occurs that affects the code. The types of changes that warrant amendments include:

1. The creation of a new position which involves the making of, or participation in the making of, decisions which may foreseeably have a material effect on any financial interest; and/or

2. The reclassification, renaming, or deletion of a previously designated position.

Annually, City department heads should review the list of positions required to file a Conflict of Interest Code to determine necessary amendments.

The City last revised its Conflict of Interest Code in Resolution 2021242. The resolution contained the list of designated positions, assigned disclosure categories, and described the disclosure categories.

The following amendments are now proposed:

Add the following positions from the list of designated positions in Exhibit A:

Packet Page 27 of 243

Agenda Item No: 7.AGENDA REPORTDATE:February 15, 2022 TO:Mayor and City CouncilFROM:David Gassaway, Interim City ManagerSUBJECT:Resolution 202223 of the City Council of the City of Fairfield Approving Amendmentsto the City of Fairfield Conflict of Interest CodeRECOMMENDED ACTIONAdopt resolution.STATEMENT OF ISSUEGovernment Code Section 87306 requires amending the City’s Conflict of Interest Code whenever newpositions are created or in the event of any reclassification, renaming, or deletion ofpreviously designated positions (those positions that involve the making or participation in the makingof decisions that may have a foreseeable material effect on any financial interest). The attachedresolution satisfies the requirements of this Government Code section.DISCUSSIONGovernment Code Section 87306 requires a local agency to amend the Conflict of Interest Codewhenever a change occurs that affects the code. The types of changes that warrant amendmentsinclude:1. The creation of a new position which involves the making of, or participation in the making of,decisions which may foreseeably have a material effect on any financial interest; and/or2. The reclassification, renaming, or deletion of a previously designated position.Annually, City department heads should review the list of positions required to file a Conflict of InterestCode to determine necessary amendments.The City last revised its Conflict of Interest Code in Resolution 2021242. The resolution contained thelist of designated positions, assigned disclosure categories, and described the disclosure categories.The following amendments are now proposed:

Add the following positions from the list of designated positions in Exhibit A:

Assistant to the City Manager
FINANCIAL IMPACT
None
PUBLIC CONTACT/ADVISORY BODY RECOMMENDATION
None
ALTERNATIVE ACTION
Council may choose to not approve the proposed changes.

STAFF CONTACT
Amber Alexander, Deputy City Clerk
(707) 4287402
[email protected]
COORDINATED WITH
ATTACHMENTS:

Description
Proposed Resolution
Exhibit A Proposed Changes
Exhibit B Summary of Categories
REVIEWERS:

Reviewer Action Date
Alexander, Amber Approved 2/2/2022 11:14 AM
Packet Page 28 of 243

CITY OF FAIRFIELD

RESOLUTION NO. 2022-23

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FAIRFIELD APPROVING AMENDMENTS TO THE CITY

OF FAIRFIELD CONFLICT OF INTEREST CODE

WHEREAS, the Political Reform Act, Government Code Section 81000, et seq., (the “Political Reform Act”) requires local agencies to adopt and promulgate a Conflict of Interest Code; and

WHEREAS, the Political Reform Act requires local agencies to perform a biennial review of their agency’s Conflict of Interest Code; and

WHEREAS, Government Code Section 87306 requires local agencies to amend its Conflict of Interest Code whenever new positions are created or when job reclassifications which rename or delete previ ously designated positions are made; and

WHEREAS, the City Council of the City of Fairfield has adopted and amended from time to time a Conflict of Interest Code, with the most recent Code adopted by Resolution 2021-242.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF FAIRFIELD HEREBY RESOLVES:

Section 1. The City Council rescinds Resolution 2021-242 and approves and adopts the attached list showing the designated positions and assigned disclosure categories for the Conflict of Interest Code for the City of Fairfield and its Affiliated Agencies.

Section 2. The City Council adopts the Summary of Disclosures, as attached hereto, summarizing the disclosure categories for the Conflict of Interest Code for the City of Fairfield and its Affiliated Agencies.

PASSED AND ADOPTED this 15th day of February, 2022, by the following vote:

AYES: COUNCILMEMBERS: PRICE / BERTANI / MOY / PANDURO / TIMM / TONNESEN / VACCARO

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

MAYOR
ATTEST:

____________________________

CITY CLERK

Packet Page 29 of 243Attachment 1 Page 1 of 1

EXHIBIT A

CONFLICT OF INTEREST CODE

CITY OF FAIRFIELD AND ITS AFFILIATED AGENCIES

February 15, 2022

Position Category
Accounting Manager 1, 2, 4
Administrative Analyst 1, 2, 3, 4
Assistant City Attorney 1, 2, 3, 4
Assistant City Manager 1, 2, 3, 4
Assistant to the City Manager 1, 2, 3, 4
Assistant Civil Engineer 1, 2, 3, 4
Assistant Engineer 1, 2, 3, 4
Assistant Planner 1, 2, 3
Assistant Public Works Director 1, 2, 3, 4
Associate Civil Engineer 1, 2, 3, 4
Associate Planner 1, 2, 3
Battalion Chief 1, 2
Budget Officer 1, 2, 4
Building Inspector 1, 2, 3
Building Inspector Supervisor 1, 2, 3
Building Maintenance Manager 2, 3, 4
Chief Building Official 3
Chief of Police 1, 2
Chief Information Officer 4
City Clerk 1, 2, 3, 4
Code Enforcement Officer 1, 2
Code Enforcement Supervisor 1, 2
Communications Manager 1, 2, 3, 4
CDBG Advisory Committee Member 1, 2, 3, 4
Consultants* 1, 2, 3, 4
Crime Prevention Specialist 1, 2
Deputy Fire Chief 1, 2
Development Specialist 1, 2, 3
Director of Housing Services 1, 2, 3, 4
Director of Human Resources 1, 2, 3, 4
Director of Information Technology 1, 2, 3, 4
Director of Parks & Recreation 1, 2, 3, 4
Director of Community Development 1, 2, 3, 4
Director of Finance 1, 2, 3, 4
Director of Public Works 1, 2, 3, 4
Packet Page 30 of 243Attachment 2 Page 1 of 3

Dispatch Manager 1, 2, 3, 4
Economic Development Division Manager 1, 2, 3, 4
Economic Development Project Manager 1, 2, 3, 4
Economic Development Specialist 1, 2, 3
Executive Office Manager 1, 2, 3, 4
Human Resources Manager 1, 2, 3, 4
Financial Services Manager 1, 2, 4
Finance Support Supervisor 1, 2, 4
Fire Chief 1, 2
Fire Inspector (for code enforcement, plan review or
inspection 1, 2, 3
Fire Prevention Supervisor 1, 2, 3
Fleet Division Manager 1, 2, 3, 4
Homeless Services Manager 1, 2, 3, 4
Housing Authority Member (non-Council) 1, 2, 4
Housing Division Manager 1, 2, 3, 4
Housing Finance Analyst 1, 2, 3, 4
Housing Specialist 1, 2, 3, 4
I.T. Analyst 1, 2, 3, 4
I.T. Manager 1, 2, 3, 4
Landscape Maintenance Manager 1, 2, 3, 4
Management Analyst I and II 1, 2, 3, 4
Operations Superintendent 1, 2, 3, 4
Park Planning Manager 1, 2, 3, 4
Parks & Recreation Manager 1, 2, 3, 4
Parks & Recreation Superintendent 1, 2, 3, 4
Parks & Recreation Supervisor 1, 2, 3, 4
Permit Center Supervisor 1, 2, 3
Planning Division Manager 1, 2, 3, 4
Police Captain 1, 2, 3, 4
Police Communications Manager 1, 2
Police Community Engagement Manager 1, 2
Police Lieutenant 1, 2
Police Records and Property Manager 1, 2
Principal Accountant 1, 2, 3, 4
Principal Planner 1, 2, 4
Public Works Construction Manager 1, 2, 3, 4
Public Works Inspector 1, 2, 3, 4
Risk Manager 1, 2, 3, 4
Senior Civil Engineer 1, 2, 3, 4
Senior Economic Development Project Manager 1, 2, 3, 4
Packet Page 31 of 243Attachment 2 Page 2 of 3

Senior Management Analyst 1, 2, 3, 4
Senior Management Analyst/Police 1, 2, 3, 4
Senior Planner 1, 2, 3, 4
Senior Housing Project Manager 1, 2, 3, 4
Senior Transportation Planner 1, 2, 3, 4
Street Maintenance Manager 1, 2, 3, 4
Traffic Engineer 1, 2, 3, 4
Transit Operations Manager 3, 4
Transportation Manager 1, 2, 4
Vehicle Maintenance Manager 1, 2, 3, 4
Water Distribution Manager 2, 4
Water Treatment Manager 2, 4

*Bold represents added positions and strike throughs represent deleted positions.

Disclosure for the following positions is regulated by State law:

City Attorney
City Manager
Mayor and Council
Planning Commissioner
City Treasurer

*The City Attorney may determine in writing that a particular consultant, although a “designated position,” is hired to perform a range of duties that is limited in scope and thus is not required to fully comply with the disclosure requirements in this section. Such written determination shall include a description of the consultant’s duties and, based upon that description, a statement of the extent of disclosure requirements. The City Attorney’s determination is a public record and shall be retained for public inspection in the same manner and location as this Conflict of Interest Code.

Packet Page 32 of 243Attachment 2 Page 3 of 3

EXHIBIT B
City of Fairfield
Conflict of Interest Code
Summary of Categories
As of February 15, 2022

Category 1. Persons in this category shall disclose interests in real property if the real property is located in the city of Fairfield.

Category 2. Persons in this category shall disclose income from sources of income and business entities in which he/she has an investment, if the business entity or source of income owns real property within the city of Fairfield and does business within the city of Fairfield.

Category 3. Persons in this category shall disclose income from sources of income and business entities in which he/she has an investment, if the source of income or business entity is in the construction or building industry within the city of Fairfield.

Category 4. Persons in this category shall disclose income from sources of income and investments in business entities in which he/she has an investment, if the source of income or business entity within the previous two years provided services, equipment, lease space, materials, or supplies to the City of Fairfield, Fairfield Housing Authority, or Successor Agency to the Fairfield Redevelopment Agency.

Packet Page 33 of 243Attachment 3 Page 1 of 1

Agenda Item No: 8.

AGENDA REPORT
DATE:February 15, 2022
TO:Mayor and City Council
FROM:David Gassaway, Interim City Manager
SUBJECT:Resolution 202224 of the City Council of the City of Fairfield Approving the Cooperative County Agreement with the County of Solano and Other Members of the Solano Regional GIS Consortium to Provide Funding for Countywide Aerial Imagery Services
RECOMMENDED ACTION
Adopt resolution.

STATEMENT OF ISSUE
The proposed agreement authorizes the City to join in the cooperative purchase of aerial imagery services from Sanborn Map Company (Sanborn) for six years. The County of Solano is the governing agency that will manage the agreement amongst the 13 organizations (Participants) and Sanborn.

DISCUSSION
The proposed agreement authorizes purchasing aerial imagery services provided by Sanborn from Solano County. The agreement is a multiyear agreement to offer updated highresolution aerial imagery, planimetric data, and Light Detection and Radar (Lidar) data of the City.

City staff will use the mapbased imagery and geographic deliverables to support emergency services, maintenance, and planning of current and future public infrastructure. The City will acquire 3inch resolution fourband color imagery along with oblique imagery that meets or exceeds ASPRS Class 1 accuracy standard (1" = 50'). It is suitable for mapping in an urban environment or developed unincorporated area of the County from 2022 to 2027. Additionally, during years 2,3,5, and 6 of the project, Sanborn will provide lidar data flown over key areas of the region.

To ensure accuracy and precision, the vendor will use a ground control system developed in cooperation with the Solano County Public Works Department in 2021. Solano County and Participants wish to retain the services of Sanborn with expertise in aerial imagery and remote sensing technology.

Sanborn will deliver a Software as a Service (SaaS) solution to view the oblique imagery with unlimited usage for county/partner staff and unlimited access by the public.

Agenda Item No: 8.AGENDA REPORTDATE:February 15, 2022 TO:Mayor and City CouncilFROM:David Gassaway, Interim City ManagerSUBJECT:Resolution 202224 of the City Council of the City of Fairfield Approving theCooperative County Agreement with the County of Solano and Other Members of theSolano Regional GIS Consortium to Provide Funding for Countywide Aerial ImageryServicesRECOMMENDED ACTIONAdopt resolution.STATEMENT OF ISSUEThe proposed agreement authorizes the City to join in the cooperative purchase of aerial imageryservices from Sanborn Map Company (Sanborn) for six years. The County of Solano is the governingagency that will manage the agreement amongst the 13 organizations (Participants) and Sanborn.DISCUSSIONThe proposed agreement authorizes purchasing aerial imagery services provided by Sanborn fromSolano County. The agreement is a multiyear agreement to offer updated highresolution aerialimagery, planimetric data, and Light Detection and Radar (Lidar) data of the City.City staff will use the mapbased imagery and geographic deliverables to support emergency services,maintenance, and planning of current and future public infrastructure. The City will acquire 3inchresolution fourband color imagery along with oblique imagery that meets or exceeds ASPRS Class 1accuracy standard (1" = 50'). It is suitable for mapping in an urban environment or developedunincorporated area of the County from 2022 to 2027. Additionally, during years 2,3,5, and 6 of theproject, Sanborn will provide lidar data flown over key areas of the region.To ensure accuracy and precision, the vendor will use a ground control system developed incooperation with the Solano County Public Works Department in 2021. Solano County and Participantswish to retain the services of Sanborn with expertise in aerial imagery and remote sensing technology.Sanborn will deliver a Software as a Service (SaaS) solution to view the oblique imagery with unlimitedusage for county/partner staff and unlimited access by the public.

Sanborn will host the imagery as a service needed for integration with the City's web mapping applications and provide web application technical support. Finally, Sanborn will collect and update existing planimetric data for the edge of pavement and parking lots as part of this agreement based on the current year's aerial imagery data.

FINANCIAL IMPACT
The total amount of the agreement for the City's six years is $101,011.56, with an annual invoicing of $16,835.26 from the County of Solano for each year. The annual amount is the same amount the City paid the County as part of the oneyear aerial imagery contract (2021). The proposed resolution would authorize the city manager to approve minor contract amendments, provided they do not increase the cost to the City by more than 10%. A contingency of $10,000 will be allocated for this purchase, up to a total nottoexceed amount of $111,011.56, to cover potential cost increases over six years. There are sufficient funds for the annual expenses in the Computer Services fund (52299000) from the Enterprise GIS account.

PUBLIC CONTACT/ADVISORY BODY RECOMMENDATION
N/A
ALTERNATIVE ACTION
City Council could choose not to approve the resolution to sign the Cooperative County Agreement to obtain Aerial imagery services and products from Sanborn Map Company. The City would not be included in the Cooperative Agreement with the County and not access the same GIS data other local municipalities have. Obtaining updated imagery as a standalone user directly with Sanborn would be costprohibitive for the City.

STAFF CONTACT
Jasmin Acuna, IT Sr. Analyst GIS
(707) 4287447
[email protected]
COORDINATED WITH
City Attorney's Office;County of Solano
ATTACHMENTS:

Description
Proposed Resolution
Proposed Agreement
REVIEWERS:

Reviewer Action Date
Bertany, Jeffrey Approved 1/26/2022 8:16 PM
Chaudhary, Savita Approved 1/26/2022 8:19 PM
Alexander, Amber Approved 2/3/2022 1:33 PM
Alexander, Amber Approved 2/3/2022 1:34 PM
Packet Page 35 of 243

CITY OF FAIRFIELD

RESOLUTION NO. 2022-24

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FAIRFIELD APPROVING THE COOPERATIVE

COUNTY AGREEMENT WITH THE COUNTY OF SOLANO AND OTHER MEMBERS OF THE SOLANO

REGIONAL GIS CONSORTIUM TO PROVIDE FUNDING FOR COUNTYWIDE AERIAL IMAGERY

SERVICES

WHEREAS, the City uses and maintains a Geographic Information System (GIS) that supplies mapped data to City departments, that utilize geospatial products such as aerial imagery, planimetric data, and light and radar (Lidar) geospatial products that support emergency services, maintenance, and planning of current and future public infrastructure ; and

WHEREAS, the high-resolution aerial imagery, planimetric data, and light and radar (Lidar) geospatial products are in need of being updated on a timely schedule; and

WHEREAS, the City is a member of the Solano Regional GIS Consortium (Solano ReGIS); and

WHEREAS, Solano County has arranged to provide updated aerial imagery to the City for a cost to be shared by Solano ReGIS members.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF FAIRFIELD HEREBY RESOLVES:

Section 1. The City Council hereby authorizes the city manager to execute a Cooperative County Agreement to provide funding for countywide aerial imagery services (Agreement), as attached hereto. Subject to the authorization in Section 2 below, the cost to the City shall be $16,835.26 per year or $101,011.56 over the six-year term.

Section 2. The city manager is hereby authorized to approve minor amendments to the Agreement as necessary, provided that such amendments do not substantially change the scope or increase the cost to the City by more than 10 percent (up to a total not to exceed the amount of $111,011.56).

Section 3. The city manager is hereby authorized to take all steps necessary to implement this resolution.

Packet Page 36 of 243Attachment 1 Page 1 of 2

RES. NO. 2022-24

Page 2 ends

PASSED AND ADOPTED this 15th day of February 2022, by the following vote:

AYES: COUNCILMEMBERS: PRICE / BERTANI / MOY / PANDURO / TIMM / TONNESEN / VACCARO

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

MAYOR

ATTEST:

____________________________

CITY CLERK

Packet Page 37 of 243Attachment 1 Page 2 of 2

COOPERATIVE COUNTY AGREEMENT

TO PROVIDE FUNDING FOR COUNTYWIDE AERIAL IMAGERY SERVICES This Agreement is made as of February 1, 2022 between the County of Solano, ("Solano"), and the Cities of Vacaville, Fairfield, Vallejo, Benicia, Dixon, Suisun City, Rio Vista, and the Fairfield-Suisun Sewer District, the Vallejo Flood and Wastewater District, Solano Irrigation District, Solano Transportation Authority, Solano County Water Agency, and the United States Air Force, collectively referred to as "Participants."

RECITALS
A.Solano and Participants are interested in Countywide Aerial Imagery for the purposes of both emergency services and improved maintenance and planning of current and future public infrastructure.

B.Solano and Participants wish to retain the services of a consultant/ vendor with expertise in aerial imagery and remote sensing technology.

C.The firm of Sanborn has special expertise in this area.

D.Participants have requested that Solano enter into an agreement with Sanborn on their mutual behalf, and are willing to share in associated costs, and Solano is willing to enter into an agreement with Sanborn under the terms described below.

AGREEMENT
Solano and Participants agree as follows:

1.RECITALS
The above recitals are true and correct.

2.COMMUNICATION/DESIGNATED REPRESENTATIVES
Except as otherwise specifically provided in this Agreement, any notice, submittal, or communication required or permitted to be served on a party, may be served by personal delivery to the person or the office of the person identified below.

Service may also be made by mail, by placing first-class postage, and addressed as indicated below, and depositing in the United States mail to:

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Solano County
Department of Information Technology
Attn: Tim Flanagan
675 Texas Street, Suite 3700
Fairfield, CA 94533
City of Vacaville
Attn: GeorgeAnne Meggers-Smith
650 Merchant St, Vacaville, CA 95688
City of Fairfield
Attn: David Gassaway
1000 Webster St, Fairfield, CA 94533
City of Suisun City
Attn: Greg Folsom
701 Civic Center Blvd
Susiun City, CA 94585
City of Vallejo
Attn: Naveed Ashraf
555 Santa Clara St, Vallejo, CA 94590
City of Rio Vista
Attn: Robert Hickey
1 Main St, Rio Vista, CA 94571
City of Benicia
Attn: Erik Upson
250 East L St, Benicia, CA 94510
City of Dixon
Attn: Deborah Barr
600 E A St, Dixon, CA 95620
Travis AFB
Attn: David Lin
690 Airmen Dr, Travis AFB, CA 94535
Solano Irrigation District (SID)
Attn: Cary Keaten
810 Vaca Valley Pkwy, Vacaville, CA 95688
Vallejo Flood & Wastewater District
Attn: Mark Tomko
450 Ryder St, Vallejo, CA 94590
Fairfield-Suisun Sewer District
Attn: Jordan Damerel
1010 Chadbourne Rd, Fairfield, CA 94534
Solano Transportation Authority (STA)
Attn: Daryl Halls
1 Harbor Center # 130
Suisun City, CA 94585
__________________________________
Solano County Water Agency
Attn: Roland Sanford
810 Vaca Valley Pkwy #203
Vacaville, CA 95688
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3 3.SOLANO RESPONSIBILITIES
A.Solano shall prepare and negotiate an agreement with Sanborn to provide aerial imagery services for Solano and Participants in an amount not to exceed ONE

MILLION, FOUR HUNDRED AND FORTY-THREE THOUSAND, TWENTY- FOUR DOLLARS AND 60 CENTS ($1,443,024.60) and in generally the form attached as ATTACHMENT A (the “Consultant Agreement”).

B.Solano shall act as liaison with Sanborn and provide any necessary project management, direction, and coordination pursuant to the Consultant Agreement.

This responsibility includes coordinating necessary meetings and providing status updates and Sanborn’s analysis to Participants and their Designated Representatives.

C.With the exception of the first listed date, Solano shall invoice Participants at least fifteen (15) calendar days, but no more than forty-five (45) calendar days, in advance of each of the dates listed in the Invoice Schedule found in Exhibit B of the Consultant Agreement (“Sanborn Invoice Dates”), for each Participant’s pro-rata share as described in Section 4. Failure by Solano to invoice Participant(s) within this period shall not excuse Participant(s) from making deposits as provided in Section 4, below.

D.Solano shall provide Participants with a written accounting of all expenditures upon completion of the work identified in the Consultant Agreement. Should Sanborn complete the work for less than $1,443,024.60, Solano shall return such remaining funds to each Participant on a proportional basis, unless otherwise directed by the Participants.

E.Solano shall maintain complete and accurate records of all associated transactions in compliance with generally accepted accounting principles as promulgated by the American Institute of Certified Public Accountants and the Governmental Accounting Standards Board. Such records shall be available to each Participant upon reasonable notice for inspection and analysis during business hours.

4.PARTICIPANT RESPONSIBILITIES
A.Each Participant shall deposit with Solano County its first pro-rata share of the contract costs and expenses as set forth in the table below within fourteen (14) calendar days of executing this Agreement.

B.Each Participant shall deposit with Solano County its subsequent pro-rata shares of the contract costs and expenses as set forth in the table below within thirty (30) calendar days of receipt of an invoice from Solano, pursuant to Section 3.C above. In the event Solano invoices Participant(s) more than forty-five (45) calendar days before a Sanborn Invoice Date, Participant(s) shall not be responsible for making a deposit until the fifteenth (15th) calendar day before the Sanborn Invoice Date.

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4 Solano REGIS Cooperative Activity Yearly Cost
Sharing Plan – 2022 -2027
Jurisdiction
% of Total
Project
Pro-Rata Share
of each Invoice
Solano County 38.10% $91,623.80
City of Vallejo 11.67% $28,064.37
City of Fairfield 7.00% $16,835.26
City of Vacaville 6.53% $15,707.29
City of Benicia 3.73% $8,973.19
City of Suisun City 0.93% $2,239.09
City of Dixon 1.63% $3,922.61
City of Rio Vista 1.63% $3,922.61
Solano Transportation Agency 2.08% $5,000.00
Travis AFB 2.70% $6,495.00
Vallejo Flood & Wastewater District 6.00% $14,430.22
Fairfield Suisun Sewer District 6.00% $14,430.22
Solano Irrigation District 6.00% $14,430.22
Solano County Water Agency 6.00% $14,430.22
Grand Total $240,504.10

5.ADDITIONAL REQUIREMENTS
A.Authority to Amend Agreement: Changes to this Agreement may only be made by written amendment, signed by all Participants. The Designated Representatives identified above are authorized to execute amendments to the Agreement provided that the amendments do not substantially change the scope of this Agreement or increase the cost to any Participant by more than ten (10) percent.

B.Construction: To the fullest extent allowed by law, the provisions of this Agreement shall be construed and given effect in a manner that avoids any violation of statute, ordinance, regulation, or law. The parties covenant and agree that in the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.

C.Making of Agreement: Participants and Solano acknowledge that each has contributed to the drafting of this Agreement and that, in the event of a dispute over the Agreement's interpretation; the language of the Agreement will not be construed against one party in favor of another. Participants and Solano acknowledge that they have each had an adequate opportunity to consult with counsel in the negotiation and preparation of this Agreement.

D.No Third-Party Beneficiaries: Nothing contained in this Agreement shall be construed to create, and the parties do not intend to create, any rights in third parties.

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5 E.Applicable Law and Forum: This Agreement shall be construed and interpreted according to the substantive law of the State of California. Any action to enforce the terms of this Agreement or for the breach thereof shall be brought and tried in the County of Solano, or, where otherwise appropriate, exclusively in the United States District Court, Eastern District of California, Sacramento, California.

F.Captions: The captions in this Agreement are solely for convenience of reference. They are not a part of this Agreement and shall have no effect on its construction or interpretation.

G.Merger: This writing is intended both as the final expression of the Agreement between the parties with respect to the included terms and as a complete and exclusive statement of the terms of the Agreement, pursuant to Code of Civil Procedure Section 1856. No modification of this Agreement shall be effective unless and until such modification is evidenced by a writing signed by both parties.

H.Time of Essence: Time is and shall be of the essence of this Agreement and every provision.

I.Entire Agreement: This Agreement is the entire Agreement between the parties.

J.Copyright: The services provided by Sanborn under the Consultant Agreement may be subject to copyright laws. Each party shall take such steps as may be appropriate to maintain the applicable copyrights of Sanborn's work.

K.Effective Date: This Agreement shall become effective upon execution by Solano and all Participants (“Effective Date”).

6. TERM; TERMINATION
A.Except as provided in Paragraph 6.B below, this Agreement shall remain in effect from the Effective Date contained herein until the Consultant Agreement expires or terminates.

B.Any Participant may terminate its participation in this Agreement by giving sixty (60)days advance written notice to all other parties of its intent to terminate its participation in this Agreement. Termination shall not relieve the Participant of its obligation to pay costs and expenses related to the Consultant Agreement or otherwise allocated prior to the effective date of the termination.

7.INDEMNIFICATION
A.Except as provided in Paragraph 7.B. below, each party shall indemnify, defend, protect, hold harmless, and release the other parties to this Agreement, their officers, agents, and employees, from and against any and all claims, losses, proceedings, damages, causes of action, liability, costs, or expense (including attorneys' fees and witness costs) arising from or in connection with, or caused by any negligent act or omission or willful misconduct of that indemnifying party. This indemnification obligation shall not be limited in any way by any limitation on the amount or type of damages or compensation payable to or for the indemnifying party under workers' compensation acts, disability benefit acts, or other employee benefit acts. If two or more parties to this Agreement are jointly responsible for any resulting harm to any other party to this Agreement, each responsible party shall be responsible for its own DocuSign Envelope ID: E4EC3CA6-72E4-4EE0-857F-C5EAEF39BB89 Packet Page 42 of 243Attachment 2 Page 5 of 39

6 portion of defense and/or liability without any contribution by the other responsible party(ies).

B.In addition, the parties acknowledge that pursuant to this Agreement, Solano will enter and administer the Consultant Agreement with Sanborn on behalf of the parties to this Agreement. The parties agree to provide a common defense to any claims against Solano which arise out of its performance under said paragraph 3, excepting claims arising out of Solano's sole negligence or in defense of actions arising out of the California Public Records Act. If a claim is made against Solano relating to the performance under the Consultant Agreement, the parties shall meet and agree on the manner of providing that defense and on the equal sharing of the costs thereof and of any settlement or judgment.

C.This section shall survive termination of this Agreement.

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7 IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above.

Representatives/Titles Date
Date:

CITY OF BENICIA
By
Date:

CITY OF DIXON
Date:

Date:

CITY OF VACAVILLE
By Date:

Date:

COUNTY OF SOLANO
By
Tim Flanagan/Chief Information Officer
Erik Upson/City Manager
By
Deborah Barr/ City Engineer/Director of Utilities

CITY OF FAIRFIELD
By
David Gassaway/Acting City Manager

CITY OF RIO VISTA
By
Robert Hickey/City Manager

CITY OF SUISUN CITY
By
Greg Folsom/City Manager
GeorgeAnne Meggers-Smith/Deputy City Manager

CITY OF VALLEJO
By
Naveed Ashraf/IT Director/Chief Innovation Officer
DocuSign Envelope ID: E4EC3CA6-72E4-4EE0-857F-C5EAEF39BB89 1/24/2022
1/21/2022
1/20/2022
1/20/2022
1/20/2022
Packet Page 44 of 243Attachment 2 Page 7 of 39

Date:

VALLEJO FLOOD & WASTEWATER DISTRICT
By Date:

Date:

SOLANO TRANSPORTATION AUTHORITY
By
Daryl Halls/Executive Director
Mark Tomko/Director of Engineering

SOLANO IRRIGATION DISTRICT
By
Cary Keaten/General Manager

SOLANO COUNTY WATER AGENCY
By
Roland Sanford/General Manager

FAIRFIELD-SUISUN SEWER DISTRICT
By
Jordan Damerel/District Engineer

TRAVIS AIR FORCE BASE
By
David Lin/Chief, Engineering Flight
DocuSign Envelope ID: E4EC3CA6-72E4-4EE0-857F-C5EAEF39BB89 1/24/2022
1/21/2022
1/24/2022
1/26/2022
1/21/2022
1/20/2022
Packet Page 45 of 243Attachment 2 Page 8 of 39

Services Agreement v12; 7/23/2020

SERVICES AGREEMENT
This Services Agreement (this “Agreement”) is entered into as of the 1st day of February, 2022 (“Effective Date”) by and between The Sanborn Map Company, Inc., a Delaware corporation (“Sanborn”), and the County of Solano, a political subdivision of the state of California (the “CLIENT” or “County”). There are no third parties to this Agreement nor any third party rights or benefits either expressed or implied except that local Participants (the Cities of Vallejo, Fairfield, Vacaville, Benicia, Suisun, Dixon, Rio Vista; the Solano Transportation Agency; Travis Air Force Base; Vallejo Flood & Wastewater District; Fairfield Suisun Sewer District; Solano Irrigation District; and Solano County Water Agency) and their authorized users shall have the right to access the Services and Deliverables defined in this Agreement.

RECITALS
Sanborn is in the business of creating specialized geographic information solutions products and services.

CLIENT wishes to enter into this Agreement with Sanborn in order to secure products and services from Sanborn.

CLIENT and Sanborn acknowledge the Agreement consists of the following, which are listed in their order of priority in the event of inconsistent or contradictory provisions:

1.This Agreement

2.Exhibit A Services and Deliverables; and, Exhibit B Compensation

3.Exhibit C End User License Agreements (EULAs)
NOW, THEREFORE, CLIENT and Sanborn mutually agree as follows:

Article 1 Services.

1.1 Sanborn agrees to perform those services for CLIENT that are specified in Exhibit A (the “Services”) and shall deliver to CLIENT those deliverables specified in Exhibit A (the “Deliverables”). Additional Services and Deliverables shall be defined by CLIENT as Purchase Orders from time to time as its needs dictate. The additional Purchase Orders shall contain, at a minimum: (i) any flow down provisions from another buyer authorized to make Attachment A
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Services Agreement v12; 7/23/2020
purchases under this Agreement, if applicable, (ii) specifications, (iii) list of deliverable items and shipment instructions, (iv) acceptance criteria, and (v) schedule of deliverables. Sanborn shall respond to such Purchase Order request(s) with a price quotation. This Agreement and any Purchase Orders issued hereunder must be signed by authorized representatives of each party with the authority to bind their respective organizations. Execution of this Agreement, or a Purchase Order issued hereunder, by both parties shall constitute a notice to proceed with the Services.

1.2 Sanborn shall use its commercially reasonable efforts to render services under this Agreement in a professional and business-like manner and in accordance with the standards and practices recognized in the industry. Sanborn shall not be restricted in its use of subcontractors and suppliers (including, but not limited to, any socio-economically disadvantaged companies as defined in the U.S. System for Award Management (SAM) and/or the Small Business Administration (SBA); and, any of Sanborn’s qualified onshore or offshore acquisition and production subcontractors) as Sanborn, in its sole discretion determines are necessary to meet its obligations under this Agreement or any Purchase Order issued hereunder, including: Shandong Eastdawn Corporation and/or Weaverbird Engineering & Technology Pvt. Ltd. However, Sanborn shall obtain CLIENT’s prior written approval for any subcontractors that it intends to utilize that are not already identified in this Agreement or any Purchase Order issued hereunder; such approval shall not be unreasonably withheld.

1.3 Neither party shall be liable in damages or have the right to terminate this Agreement or any Purchase Order issued hereunder for any delay or default in performing (with the exception of payment obligations) if such delay or default is caused by events of Force Majeure. Force Majeure shall mean any events or actions beyond the reasonable control of either CLIENT or Sanborn preventing or delaying the execution of or compliance with any of the terms and conditions contained in this Agreement or any Purchase Order issued hereunder including, but not limited to: strikes, lockouts, labor shortages, actions or inactions of independent subcontractors and suppliers, power shortages, wars, acts of God, and governmental regulations, including the restrictions imposed by air traffic control personnel with authority over airspace required for flight operations, restricting normal operations, weather or atmospheric conditions that are not conducive for the collection of aerial imagery or terrain data in a manner that is necessary to meet or exceed the requirements of any Deliverable and inability of CLIENT to provide any specified Sources in a timely manner. Sources shall mean all information and/or materials as may be defined in this Agreement or any Purchase Order issued hereunder required to be provided by CLIENT to Sanborn for the performance of the Services. If and to the extent that Sanborn suffers a delay as a result of an event of Force Majeure, then it shall be entitled to a delivery schedule extension by a period of time equal to the period of interruption caused by the Force Majeure event.

1.4 Sanborn shall be the sole and exclusive owner of all right, title and interest in and to the work materials and Deliverables until such time as Sanborn has received full and final payment of all outstanding invoices with respect to each year’s performance of the Services and delivery of the Deliverables hereunder. At such time as payment in full has been rendered to Sanborn, CLIENT shall have such rights, title, and interest in and to the Orthoimagery, Planimetric, and Lidar products (collectively, the “non-licensed Products”) work materials and Deliverables, excluding any software. At such time as payment in full has been rendered to Attachment A
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Services Agreement v12; 7/23/2020
Sanborn, Sanborn shall retain sole and exclusive ownership of all right, title and interest in and to the Oblique Imagery work materials and Deliverables and all software Deliverables (Sanborn Oblique Imagery and Sanborn Oblique Analyst® Software; collectively, the “licensed Products”); and, CLIENT shall be granted rights, title, and interest in and to the licensed Products Deliverables as expressly set forth in Sanborn’s standard End User License Agreements (EULAs) specified as Exhibit C. Notwithstanding any other provision of this Agreement, the licensed Products are expressly subject to the terms and conditions contained in the EULAs governing their use.

1.5 To the extent that the non-licensed Products work materials and Deliverables are considered public domain information, Sanborn shall enjoy all rights to utilize the non-licensed Products work materials and/or Deliverables in its business practices, without restriction. To the extent that the non-licensed Products work materials and Deliverables are not considered public domain information, CLIENT hereby grants to Sanborn a limited, non-exclusive, nontransferable, royalty-free, worldwide, perpetual license to copy, use, create derivative works of, use derivative works of, and distribute copies of the derivative works of, same unless specified otherwise in this section 1.5 or any Purchase Order(s) iss ued hereunder. Any Products that are purchased through this Agreement or any Purchase Order issued hereunder that are the property of a third party shall be subject to the owner’s license agreements / terms of service.

1.6 The parties mutually agree that the database design(s) for CLIENT, if applicable, shall be as contained in the specifications in Exhibit A, and each Purchase Order issued hereunder.

1.7 The parties mutually agree that the standards for quality validation of the Deliverables shall be as contained in the specifications of Exhibit A, and each Purchase Order issued hereunder. CLIENT shall be responsible for evaluating and determining the adherence of the Deliverables to the acceptance criteria or calculating error rates for the Deliverable units under this Agreement or any Purchase Order issued hereunder within thirty (30) days of receipt.

To the extent that CLIENT assigns or contracts some or all of this responsibility to any third party (“Agent”), such assignment or contracting of the responsibility shall not relieve CLIENT of responsibility and liability for all acts and omissions which may constitute CLIENT’s default or breach of this Agreement.

1.8 CLIENT’s point of contact for Sanborn shall be:

Stewart Bruce
Regional GIS Senior Manager
Solano County DoIT
675 Texas Street, Suite 6500
Fairfield, CA 94533
(253) 508-9672
[email protected]
Sanborn’s point of contact for CLIENT shall be:

Bridget Marcotte, PMP
Attachment A
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Services Agreement v12; 7/23/2020
Project Manager
Sanborn
1935 Jamboree Drive, Suite 100
Colorado Springs, CO 80920-5358
(719)244-2311
[email protected]
Article 2 Compensation. CLIENT shall pay Sanborn for the Deliverables and performance of the Services in accordance with the terms specified in Exhibit B. If CLIENT is tax exempt, it shall issue a tax exempt certificate to Sanborn upon execution of this Agreement.

Article 3 Independent Contractor Status.

3.1 Sanborn is an independent contractor and no employees, associates or agents of Sanborn shall be deemed to be an employee, associate or agent of CLIENT, or vice-versa.

CLIENT and Sanborn are not and shall not be considered as employer/employee, joint adventurers, partners, or one as agent of the other under this Agreement, and neither shall have power to bind or obligate the other.

Article 4 Term and Termination.

4.1 This Agreement shall remain in effect from the date contained herein until terminated by either party by giving thirty (30) days’ written notice to th e other party. If terminating for any reason other than convenience or delay or default in payment obligations, the terminating party shall provide the other party at least thirty (30) days to cure, or to submit an acceptable plan to cure, prior to the effective date of such termination. Upon the date so specified, Sanborn shall immediately terminate all activities on behalf of CLIENT.

Notwithstanding any such termination, CLIENT shall in no event be released from its obligation to pay Sanborn for all Services performed and those in process at the time of such termination, and Deliverables delivered prior to such termination.

4.2 The provisions of Articles 1-7 shall survive any termination of this Agreement.

Article 5 Indemnification

5.1 By CLIENT. CLIENT agrees to indemnify, defend and hold harmless Sanborn and Sanborn’s directors, officers, shareholders, employees, agents and affiliates from and against any and all third party actions, claims, liabilities, damages, losses and expenses, including reasonable attorneys’ fees and costs (collectively, “Claims”) arising out of or related to the acts, errors or omissions of CLIENT or any of CLIENT’s officers, directors, employees, Agents or affiliates in connection with the performance of its obligations under this Agreement.

5.2 By Sanborn. Sanborn agrees to indemnify, defend and hold harmless CLIENT and CLIENT’s directors, officers, shareholders, employees, agents and affiliates from and against any and all Claims arising out of or related to the acts, errors or omissions of Sanborn or any of Sanborn’s officers, directors, employees, agents or affiliates in connection with the performance of its obligations under this Agreement.

Attachment A
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Services Agreement v12; 7/23/2020

5.3 Conditions of Indemnification of Third Party Claims. The obligations and liabilities of the parties hereunder with respect to Claims resulting from the assertion of liability by third parties shall be subject to the following terms and conditions:
(a)In the event that any claim or demand for which one party would be liable to the other hereunder (the “Indemnified Party” and the “Indemnifying Party” as applicable), is asserted against or sought to be collected by a third party, the Indemnified Party shall promptly notify the Indemnifying Party of such claim or demand, specifying the nature of such claim or demand and the amount or the estimated amount thereof (which estimate shall not be conclusive of the final amount of such claim or demand) (the “Claim Notice”). The Indemnifying Party shall have ten (10) days from its receipt of the Claim Notice (the “Notice Period”) to notify the Indemnified Party (1) whether or not the Indemnifying Party disputes its liability to the Indemnified Party hereunder with respect to such claim or demand, and (2) if it does not dispute such liability, whether or not it desires, at its sole cost and expense, to defend the Indemnified Party against such claim or demand; provided, however, that the Indemnified Party is hereby authorized prior to and during the Notice Period to file any motion, answer or other pleading that it shall deem necessary or appropriate to protect its interests. In the event that the Indemnifying Party notifies the Indemnified Party within the Notice Period that Indemnifying Party desires to defend against such claim or demand, then except as hereinafter provided, the Indemnifying Party shall have the right to defend the Indemnified Party by appropriate proceedings, which proceedings shall be promptly settled or prosecuted to a final conclusion in such a manner as to avoid any risk of an Indemnified Party becoming subject to liability for any other matter. If, in the reasonable opinion of an Indemnified Party, any such claim or demand involves an issue or matter that could have a material adverse effect on the business, operations, assets, properties or prospects of an Indemnified Party or an affiliate of an Indemni fied Party, such Indemnified Party shall have the right to control the defense or settlement of any such claim or demand, and its reasonable costs and expenses thereof shall be included as part of the indemnification obligations of the Indemnifying Party hereunder. If the Indemnifying Party disputes its liability with respect to such claim or demand or elects not to defend against such claim or demand, whether by not giving timely notice as provided above or otherwise, then the amount of any such claim or demand, or, if the same be contested by the Indemnifying Party or by an Indemnified Party (but the Indemnified Party shall not have any obligation to contest any such claim or demand), then that portion thereof as to which such defense is unsuccessful, shall be presumptively deemed to be a liability of the Indemnifying Party hereunder (subject, if the Indemnifying Party has timely disputed liability, to a determination that the disputed liability is covered by these indemnification provisions).
(b)In the event that an Indemnified Party should have a claim against an Indemnifying Party hereunder that does not involve a claim or demand being asserted against or sought to be collected from it by a third party, the Indemnified Party shall promptly send a Claim Notice with respect to such claim to the Indemnifying Party; provided, that the failure to so notify shall not limit the Indemnified Party’s right to indemnification unless such failure materially adversely affects the ability of the Indemnifying Party to defend such claim and then only to such extent. If the Indemnifying Party does not notify the Indemnified Party within the Notice Period that it disputes such claim, the amount of such claim shall be presump tively deemed a liability of the Indemnifying Party hereunder.

Attachment A
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Services Agreement v12; 7/23/2020

5.4 Participation; Cooperation. The Indemnified Party will at all times also have the right to participate fully in the defense at its own expense unless the third party Claim is made both against an Indemnifying Party and an Indemnified Party and the Indemnified Party has been advised by counsel that there are legal defenses available to such Indemnified Party that are materially different from those available to the Indemnifying Party, in which case the fees and expenses of one counsel in respect of such claim incurred by the Indemnified Party will be paid by Indemnifying Party. The parties will cooperate in the defense of all third-party Claims that may give rise to indemnifiable Claims hereunder. In connection with the defense of any claim, each party will make available to the party controlling such defense, any books, records or other documents within its control that are reasonably requested in the course of such defense.

5.5 Limitation on Damages. Notwithstanding any other provision of this Agreement, neither party will be liable to the other for any punitive, indirect, special, consequential or incidental damages whatsoever. Sanborn’s maximum aggregate liability to CLIENT shall be limited to the aggregate dollar value of fees paid to Sanborn by CLIENT pursuant to the terms hereof. EXCEPT FOR THE EXPRESS WARRANTIES MADE OR REFERENCED IN THIS

AGREEMENT, NEITHER PARTY MAKES ANY WARRANTIES, EXPRESS OR IMPLIED,

INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF

MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE AS TO ANY ITEMS OR SERVICES PROVIDED UNDER THIS AGREEMENT.

Article 6 Insurance.

6.1 Without limiting Sanborn's obligation to indemnify CLIENT, Sanborn must procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work under this Agreement and the results of that work by Sanborn, Sanborn’s agents, representatives, employees or subcontractors.

6.2 Minimum Scope of Insurance
Coverage must be at least as broad as:
(a)Insurance Services Office Commercial General Liability coverage (occurrence Form CG 00 01).
(b)Insurance Services Office Form Number CA 00 01 covering Automobile Liability, Code 1 (any auto).
(c)Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance.

6.3 Minimum Limits of Insurance
Sanborn must maintain limits no less than:
(a)General Liability: (Including operations, products and completed operations.) $2,000,000 per occurrence for bodily injury, personal injury and property damage, or the full per occurrence limits of the policy, whichever is greater. If Commercial General Liability insurance or other form with a general aggregate limit is used, either the general Attachment A
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Services Agreement v12; 7/23/2020
aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
(b)Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
(c)Workers’ Compensation: As required by the State of California (d)Employer’s Liability: $1,000,000 per accident for bodily injury or disease.

6.4 Additional Insurance Coverage
To the extent coverage is applicable to Sanborn’s services under this Agreement, Sanborn must maintain the following insurance coverage:
(a)Cyber Liability: $1,000,000 per incident with the aggregate limit twice the required limit to cover the full replacement value of damage to, alteration of, loss of, or destruction of electronic data and/or information property of the CLIENT that will be in the care, custody or control of Sanborn under this Agreement
(b)Professional Liability: $2,000,000 combined single limit per claim and in the aggregate. The policy shall remain in full force and effect for no less than 5 years following the completion of work under this Agreement.

6.5 If Sanborn maintains higher limits than the minimums shown above, CLIENT is entitled to coverage for the higher limits maintained by Sanborn. Any insurance proceeds in excess of the specified limits and coverage required, which are applicable to a given loss, shall be available to the CLIENT. No representation is made that the minimums shown above are sufficient to cover the indemnity or other obligations of Sanborn under this Agreement.

6.6 Deductibles and Self-Insurance Retentions
Any deductibles or self-insured retentions must be declared to and approved by CLIENT. At the option of CLIENT, either:
(a)The insurer will reduce or eliminate such deductibles or self-insured retentions with respect to CLIENT, its officers, officials, agents, employees and volunteers; or (b)Sanborn must provide a financial guarantee satisfactory to CLIENT guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

6.7 Other Insurance Provisions
(a)The general liability and automobile liability policies must contain, or be endorsed to contain, the following provisions:
(i)The County of Solano, its officers, officials, agents, employees, and volunteers must be included as additional insureds with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of Sanborn; and with Attachment A
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respect to liability arising out of work or operations performed by or on behalf of Sanborn including materials, parts or equipment furnished in connection with such work or operations. General Liability coverage shall be provided in the form of an Additional Insured endorsement (CG 20 10 11 85 or both CG 20 10 and CG 20 37 if later ISO revisions are used or the equivalent) to Sanborn’s insurance policy, or as a separate owner’s policy. The insurance afforded to the additional insureds shall be at least as broad as that afforded to the first named insured.
(ii)For any claims related to work performed under this Agreement, Sanborn’s insurance coverage must be primary insurance with respect to the County of Solano, its officers, officials, agents, employees, and volunteers. Any insurance maintained by County, its officers, officials, agents, employees, or volunteers is excess of Sanborn’s insurance and shall not contribute to it.
(b)If Sanborn’s services are technologically related, Professional Liability coverage shall include, but not be limited to claims involving infringement of intellectual property, copyright, trademark, invasion of privacy violations, information theft, release of private information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to such obligations. The policy shall also include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the County in the care, custody, or control of Sanborn. If not covered under Sanborn’s Professional Liability policy, such “property” coverage of the County may be endorsed onto Sanborn’s Cyber Liability Policy. (c)Should any of the above described policies be cancelled prior to the policies’ expiration date, Sanborn agrees that notice of cancellation will be delivered in accordance with the policy provisions.

6.8 Waiver of Subrogation
(a)Sanborn agrees to waive subrogation which any insurer of Sanborn may acquire from Sanborn by virtue of the payment of any loss. Sanborn agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. (b)The Workers’ Compensation policy must be endorsed with a waiver of subrogation in favor of County for all work performed by Sanborn, its employees, agents and subcontractors.

6.9 Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A: VII unless otherwise acceptable to CLIENT

6.10 Verification of Coverage
(a)Sanborn must furnish CLIENT with original certificates and endorsements effecting coverage required by this Agreement.

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(b)The endorsements should be on forms provided by CLIENT or, if on other than CLIENT’s forms, must conform to CLIENT’s requirements and be acceptable to CLIENT. (c)CLIENT must receive and approve all certificates and endorsements before work commences.
(d)However, failure to provide the required certificates and endorsements shall not operate as a waiver of these insurance requirements. (e)CLIENT reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage described above at any time.

Article 7 Miscellaneous.

7.1 This Agreement is made in the State of California, and shall for all purposes be construed in accordance with the laws of said State, without reference to choice of law provisions.

7.2 This Agreement is performable in, and venue of any action related or pertaining to this Agreement shall lie in, the County of Solano, California.

7.3 This Agreement and its Exhibits contains the entire agreement between CLIENT and Sanborn and supersedes any and all previous agreements, written or oral, between the parties relating to the subject matter hereof. No amendment or modification of the terms of this Agreement shall be binding upon the parties unless reduced to writing and signed by both parties as described in sections 7.9 and 7.10.

7.4 This Agreement may be executed in counterparts, each of which shall be deemed an original.

7.5 In the event any provision of this Agreement is held illegal or invalid, the remaining provisions of this Agreement shall not be affected thereby.

7.6 The waiver of a breach of any provision of this Agreement by either party or the failure of either party otherwise to insist upon strict performance of any provision hereof shall not constitute a waiver of any subsequent breach or of any subsequent failure to perform.

7.7 Notice required under this Agreement shall be in writing and either personally delivered; sent by certified mail, return receipt requested; sent by common courier (i.e., UPS, FedEx), with proof of delivery; or sent electronically (i.e., Facsimile, Email), with delivery/read receipt/confirmation, to CLIENT at its principal executive offices in section 1.8 or to Sanborn, Attention: Corporate Contracts at the last address filed by it in writing with CLIENT.

7.8 This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, representatives and successors. Neither party may assign this Agreement to a successor without the prior written approval of the other party; such approval which shall not be unreasonably withheld.

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7.9 This Agreement may only be modified through written amendment or Change Request Form as described in section 7.10, and signed by authorized representatives of the parties. CLIENT understands and agrees that Sanborn’s sales personnel are not and shall not be considered as authorized representatives for the purpose of amending or modifying this Agreement as described in this section 7.9 or section 7.10 during its performance.

7.10 The Exhibits to this Agreement and any Purchase Order(s) issued hereunder may only be modified through the Change Request process which requires that any change to the specifications, deliverables, acceptance criteria, delivery schedule, fees or invoicing and payment terms be clearly quantified and reduced to writing utilizing a Change Request Form, and signed by authorized representatives of the parties.

7.11 All claims, disputes, and other matters in question between the parties arising out of or relating to this Agreement or the breach thereof, shall be formally discussed and negotiated between the parties for resolution. In the event that the parties are unable to resolve the claims, disputes, or other matters in question within thirty (30) days of written notification from the aggrieved party to the other party, the aggrieved party shall be free to pursue all remedies available at law or in equity.

7.12 The parties acknowledge that certain equipment, products, software and technical information provided pursuant to this Agreement may be subject to United States export laws and regulations and agrees that any use or transfer of such items must be authorized by the appropriate United States government agency. The parties shall not directly or indirectly use, distribute, transfer or transmit any item and/or information (even if incorporated into other equipment, products, software or technical information) except in compliance with United States export laws and regulations.

7.13 Sanborn may propose technology enhancement of Deliverables being provided under this Agreement or any Purchase Order(s) issued hereunder whenever newer technology becomes available that may save money, improve performance, or improve adherence to specifications. All proposed upgrades must meet the following requirements: (i) all mandatory requirements of this Agreement and any Purchase Order(s) must continue to be met, (ii) the proposed upgrade or enhancement will result in at least equal operability, maintainability, reliability, and overall performance while providing some additional benefit or advantage to CLIENT, (iii) the change will be mutually negotiated between the parties, (iv) as a minimum, the following information must be submitted by Sanborn with each such proposal: (a) a description of the difference between the existing Agreement and/or Purchase Order requirement and the proposed change along with the comparative advantages and disadvantages of each, (b) suggested Agreement and/or Purchase Order requirements which should be changed if the proposed technology enhancement is adopted, (c) a complete pricing proposal that evidences the commerciality of the pricing (the price for the upgraded product/service or configuration can be no greater than the standard commercial price of the replacement product/service), (v) an evaluation of the proposed change’s effect on collateral costs, costs of related items, and costs of maintenance and operation, as applicable, (vi) timing as to when the modification adopting the technology enhancement must be issued to ensure the maximum benefit to CLIENT, and (vii) identify any effect on the Agreement and/or Purchase Order completion or delivery schedule.

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7.14 Compliance with Law
(a)Sanborn shall comply with all federal, state and local laws and regulations applicable to Sanborn’s performance, including, but not limited to, licensing, employment and purchasing practices, wages, hours and conditions of employment.
(b)To the extent federal funds are used in whole or in part to fund this Agreement, Sanborn specifically agrees to comply with Executive Order 11246 entitled “Equal Employment Opportunity”, as amended and supplemented in Department of Labor regulations; the Copeland “Anti-Kickback” Act (18 U.S.C. §874) and its implementing regulations (29 C.F.R. part 3); the Clean Air Act (42 U.S.C. §7401 et seq.); the Clean Water Act ( 33 U.S.C. §1251); and the Energy Policy and Conservation Act (Pub. L. 94-165).
(c)Sanborn represents that it will comply with the applicable cost principles and administrative requirements including claims for payment or reimbursement by CLIENT as set forth in 2 C.F.R. part 200, as currently enacted or as may be amended throughout the term of this Agreement.

7.15 Nondiscrimination
(a)In rendering services under this Agreement, Sanborn shall comply with all applicable federal, state and local laws, rules and regulations and shall not discriminate based on age, ancestry, color, gender, marital status, medical condition, national origin, physical or mental disability, race, religion, sexual orientation, or other protected status. (b)Further, Sanborn shall not discriminate against its employees, which includes, but is not limited to, employment upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship.
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IN WITNESS WHEREOF, this Agreement is executed as of the Effective Date.

THE SANBORN MAP COMPANY, INC.

By:

Name: John Copple
Title: Chief Executive Officer

COUNTY OF SOLANO
By:

Name: Tim Flanagan
Title: Chief Information Officer
Approved as to Form:
_____________________________________
COUNTY COUNSEL - Ryan FitzGerald
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EXHIBIT A
Services and Deliverables
Technical Specifications and Statement of Work
CLIENT is contracting with Sanborn for six (6) years to acquire the following products per the schedule below:

Services Year 1 2022 Year 2 2023 Year 3 2024 Year 4 2025 Year 5 2026 Year 6 2027 Inclusive Product Suite X X X X X X
Lidar X X X X
The Inclusive Product Suite contains the following products:

Inclusive Product Suite Contains the Following Products and Deliverables Deliverable Description
Premium Ortho Imagery
▪3-inch resolution Orthogonal Imagery 4-band (RGB natural color + NIR) AOI as specified per year as shown in Flight schedule below and meet the requirements as stated in Sanborn’s proposal and Appendix A of the RFP.

Imagery will meet or exceed 2-pixel RMSE. The Ortho imagery tiles will be delivered in GeoTIFF and ECW format tiles
Oblique Imagery
▪3-inch resolution licensed Oblique Imagery (from four cardinal directions) 3- band (RGB) over the same Area of Interest (AOI) as the Ortho Imagery collection, as specified per year as shown in Flight schedule below and meet the requirements as stated in Sanborn’s proposal and Appendix A of the RFP. The Oblique imagery will be delivered in GeoTIFF format ▪End User License Agreements (EULA) included
Imagery Hosting ▪Sanborn collected orthoimagery and Sanborn Oblique Analyst® Imagery Hosting for each year of the six-year contract
DEM ▪Digital Elevation Model (DEM) in GeoTIFF format
Data Projection
▪All data will be supplied in Projection - CA State Plane, as specified by CLIENT
▪All data will also be supplied in Projection – Web Mercator for web mapping purposes, as specified by CLIENT
Sanborn Oblique
Analyst® (SaaS
Solution)
▪Includes 3 instances of Sanborn Oblique Analyst total. Browser-based viewing, measuring, and analytical software (SaaS Solution) for viewing obliques over the web – (Sanborn provides an unlimited number of users allowed)
▪End User License Agreements (EULA) included
30 Hours Technical
Support (Remote)
▪Support the integration of oblique imagery into various ESRI web applications through use of widgets
50 User Defined
Additional Tiles
▪50 User Defined Additional Tiles (12.5 square miles) that will be negotiated with Sanborn each year. These tiles would be adjacent to tiles already being flown
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Inclusive Product Suite Contains the Following Products and Deliverables Deliverable Description
Planimetrics
CLIENT will provide Sanborn with existing building outlines, edge of pavement, parking lots, taxiways, and airport runways. Vendor will update CLIENT’s existing planimetric datasets within the yearly project AOI using the 3-inch pixel resolution orthoimagery collected for that year. Within the extent of the AOI, the existing planimetrics database will be updated in 2D to depict actual change that has occurred on the ground. If planimetrics do not exist in the AOI but within the County boundary for that year, then Sanborn will create them from scratch. If outside the County boundary, but in the AOI, Sanborn will update the data given but will only be responsible if CLIENT supplies existing data from a neighboring County. These updates will include the following:
▪Extraction of planimetrics where actual change on the ground has occurred;
▪Removal of planimetrics not present in the current year orthoimagery; ▪Updates to the existing data where actual change on the ground has occurred;
▪Edge of pavement does not include private driveways;
▪Updated buildings outlines shall be mapped for all structures equal to or larger than 150 square feet;
▪All buildings, existing and new, will be coded as residential, commercial, or government;
▪All buildings, existing and new, will be attributed with building heights derived from the existing County provided lidar dataset or applicable resource. Where CLIENT provided lidar height data is missing, the height attribute information will not be added;
▪All buildings, existing and new, will be linked to CLIENT provided parcel APN. Where CLIENT provided parcel APN data is missing, the APN attribute information will not be added.
▪Updates to the planimetrics does not include corrections to legacy feature geometry.
▪Accuracy of planimetrics will match the accuracy of the orthoimagery.

Metadata, Reports and
Documentation
▪Aerial Triangulation (AT) report in PDF format
▪Project- level metadata in XML format
▪Sensor calibration report
▪FGDC compliant product-level metadata in XML format
▪Project report covering data acquisition, land surveying, AGPS/IMU processing, aerotriangulation, production process, quality control and accuracy assessment.

Training and Support ▪Remote training session
▪Email and telephone support
Deliverable Media ▪Delivered on External Hard Drives, FTP downloads can be made available for interim Deliverables, such as pilot data sets
ECW Mosaic
▪Single project-wide 3-inch resolution Ortho Mosaic in ECW format for each year. The mosaic will include the most recent prior year imagery collections as needed to allow for a full countywide mosaic to be delivered each year The Lidar product contains the following:

Lidar Products
Lidar
QL-1 collected and processed to the specifications of the USGS specification; 2021 rev.A. CLIENT reserves the right to have USGS participate in the quality review of the Sanborn Deliverables. Should the Deliverable fail USGS review, Sanborn assumes all liability and must deliver a product that passes USGS review.

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Deliverables shall include and be compliant with USGS Spec. 2021 Rev. Deliverable requirements are as follows;
▪Metadata
▪Classified point data
Code Description Definition
1 Unclassified Processed, but unclassified
2 Ground Bare-earth surface
7 Low Noise Erroneous returns below bare-earth surface
9 Water Hydrologically identified water surface points
17 Bridge Decks Structure carrying a means of transit of higher elevation
18 High Noise Erroneous atmospheric returns above bare-earth surface
20 Ignored Ground Bare-earth points near breaklines
21 Snow Unavoidable snow or snow pack
22 Temporal Exclusion Nonfavored data in intertidal zones Flag Overlap Overage points lying within overlapping areas of two or more swaths
Flag Withheld Outliers, blunders, noise points, geometrically unreliable points near the extreme edge of the swath
▪Bare-Earth Surface Model
▪Breaklines
▪Digital Surface Model with hydro flattening
Complimentary, Post-Disaster Imagery Collection
Sanborn will capture and deliver georeferenced nadir imagery to CLIENT for up to 200 sq. miles of affected areas as determined by Sanborn for a qualifying natural disaster event as described below:
◼Tornado: Affected Areas of the County impacted by Tornadoes with Enhanced Fujita (EF) Rating of Four (4) and above.
◼Earthquake: Affected Areas of the County impacted by an Earthquake of 7.0 or greater, according to the Richter Magnitude Scale (ML).
◼Terrorist/Man-Made: Affected Areas of the County damaging over 200 sq. miles of area resulting from a terrorist attack or other man-made disaster. ◼Hurricane: Affected Areas of the County impacted by Saffir-Simpson Scale Rating of Category Three (3) or higher
Use of Sanborn’s Online Change Detection Viewer, which allows for optimal side-by-side comparison of Pre- and Post-Disaster Imagery, is included in the delivery of Sanborn’s Post- Disaster Imagery Services for a period of one hundred (100) days from the date of delivery of any post-disaster imagery to CLIENT.

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Flight Schedule
Please find the Inclusive Product Suite and Lidar square mile totals in the chart below:

Flight Schedule
Flight Year
Inclusive Product Suite
Square Miles* AOI Additional Scope
Y1 - 2022 977* Entire Project Area -
Y2 - 2023 258* Urban Core 200 Sq. Mi. of Lidar
Y3 - 2024 258* Urban Core 201 Sq. Mi. of Lidar
Y4 - 2025 1041* Entire Project Area -
Y5 - 2026 283* Urban Core 201 Sq. Mi. of Lidar
Y6 - 2027 297* Urban Core 202 Sq. Mi. of Lidar
*Note: The user defined 50 tiles (12.5 sq. miles) are not reflected in this table.

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Quality Assurance
As a company with ISO 9001:2015 certified quality control procedures, Sanborn will ensure that all Deliverables provided to CLIENT adhere to both high aesthetic quality and spatial accuracy standards.

Data consistency and quality is of critical concern for every project. All Sanborn offices are ISO 9001:2015-certified and adhere to a strict Quality Management System, ensuring a production workflow that produces exceptional quality. This is accomplished through rigorous quality testing of the interim dataset at all phases of the production process, and closed loop feedback communications with production staff to ensure our staff meet customer expectations and understand CLIENT’s specifications. Sanborn places an emphasis on problem prevention rather than dependence on detection after occurrence. Sanborn management will exercise tight control over the project, and coordinate our efforts with those of CLIENT’s management, partners, and staff to ensure that this project is completed on time, to specification, and within budget.

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All data is reviewed as part of our well-established Quality Management System.

Estimated Delivery Schedule
The imagery project delivery schedule is to be negotiated for each flight year for both the Orthogonal Imagery and Oblique Imagery. Please note: this schedule is dependent on execution of this Agreement, the final Statement of Work (SOW), and weather and ground conditions appropriate for imagery acquisitions. The quick view of the georeferenced unprocessed vertical imagery will be available within fourteen (14) days of the imagery being collected.

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EXHIBIT B
Compensation
CLIENT shall pay, and Sanborn agrees to accept as full consideration for its Services and Deliverables under Exhibit A of this Agreement, the firm-fixed price of One Million, Four Hundred Forty-three Thousand, Twenty Four dollars and Sixty cents ($1,443,024.60).

Invoices shall be submitted as follows:

Invoice Schedule
Invoice Date Invoice Amount
March 1st, 2022 $240,504.10
August 1st, 2022 $240,504.10
August 1st, 2023 $240,504.10
August 1st,2024 $240,504.10
August 1st, 2025 $240,504.10
August 1st, 2026 $240,504.10
Total $1,443,024.60
Payment terms are thirty (30) days from receipt of invoice. There shall be no retainage of any invoiced amount.

Remit Payments to:

By Check:

The Sanborn Map Company, Inc.
1935 Jamboree Drive, Suite 100
Colorado Springs, CO 80920-5358
(or) By Wire:

J.P. Morgan Chase & Co.

ABA Routing Number: 102001017
Account Number: 337889916
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Should any of CLIENT’s payments be delayed by more than thirty (30) days from their due date, Sanborn shall have the right to take any one or more of the following actions:
Stop-work without further obligation, liability, damages or penalty until all past-due payments are received;
Collect interest on past-due payments in accordance with applicable laws and regulations; File appropriate liens against Services and Deliverables for which payment has not been received;
Terminate this Agreement and collect all payments due in accordance with section 4.1 using all methods available at law and in equity.

CLIENT shall pay, and Sanborn agrees to accept as full consideration for any additional Services and Deliverables under this Agreement, invoices for work performed at CLIENT’s request through mutually negotiated Purchase Orders.

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EXHIBIT C
End User License Agreements (EULAs)
Sanborn Oblique Imagery End-User License Agreement

BEFORE DOWNLOADING, INSTALLING OR USING THE SANBORN OBLIQUE IMAGERY, PLEASE CAREFULLY READ THE TERMS OF THIS AGREEMENT.

DOWNLOAD, INSTALLATION OR USE OF SANBORN DATA INDICATES THAT YOU HAVE READ THIS AGREEMENT AND INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS.

IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS END-USER LICENSE AGREEMENT, DO NOT PROCEED WITH DOWNLOAD OR INSTALLATION OF THE SANBORN DATA.

UNLICENSED USE OF THE SANBORN DATA IS A VIOLATION OF LAW, INCLUDING WITHOUT LIMITATION, THE U.S. AND INTERNATIONAL COPYRIGHT LAWS.

IF YOU AGREE TO THE TERMS OF THIS AGREEMENT, PLEASE DOWNLOAD AND INSTALL THE SANBORN DATA AND YOU WILL BE GRANTED A LICENSE TO USE THE SANBORN DATA AS SET FORTH BELOW.

The Sanborn Map Company, Inc. (”Sanborn”) grants a non-exclusive, non-transferable, royalty-free, perpetual license (the “License”) to you to install, download, use, copy, transmit, share, distribute and post via the world wide web Sanborn Oblique Imagery, including any services, documentation, data and information you receive in connection therewith (the “Data”) on the express condition that you agree to the terms and conditions of the license as set forth herein (the “Agreement”):

1. License Granted
(a) The License granted by this Agreement provides for the following use: Permits access to, or delivery or transmission of the Data to or from your computer system to install, download, use, copy, transmit, share, or distribute the Data and post the Data via the world wide web on a per user license arrangement for individual users, and/or permits access to, or delivery or transmission of the Data to or from your local area network to install, download, use, copy, transmit, share, or distribute the Data and post the Data via the world wide web for an unlimited number of users for agency/organization users, at and/or from the address set forth on your order form.

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(b) This Agreement is subject to Sanborn’s agreements with its data suppliers, as may be imposed or modified from time to time. Any data available to you under this Agreement that is provided to Sanborn by third party data suppliers is expressly conditioned on Sanborn’s agreements with such data suppliers.

Sanborn shall cease delivery of such data to you upon termination of the license granted by such data suppliers to Sanborn to distribute such data.

2. No Warranties
DISCLAIMER. SANBORN OFFERS A LIMITED, 90 DAY WARRANTY THAT ALL DATA PURCHASED IS

COMPLETE AS PER YOUR ONLINE ORDER FULFILLMENT CONFIRMATION AND SUBSTANTIALLY CONFORMS TO THE PUBLISHED DATA SPECIFICATIONS. SANBORN MAKES NO WARRANTIES AS TO THE

DATA, WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR USE OR PURPOSE. IN NO EVENT

SHALL SANBORN BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR SPECIAL, INCIDENTAL,

PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF

PROFITS, LOSS OF DATA OR LOSS OF USE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH THIS

AGREEMENT OR THE MANUFACTURE, SALE OR SUPPLY OF THE DATA WHETHER OR NOT SANBORN HAS BEEN ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF SUCH DAMAGES.

3. Limitation on Liability
(a) The Data provided hereunder is obtained or derived by Sanborn from sources, in a manner that Sanborn, using commercially reasonable resources, has reason to believe are reliable. Sanborn and its suppliers shall have no liability to you, or a third party, for errors, omissions or malfunctions in the Data, other than the obligation of Sanborn to use commercially reasonable efforts, upon receipt of notice from you, to correct a malfunction, error, or omission in any Data. Sanborn, at its option and expense, may either (a) replace the Data, or (b) refund the purchase price you paid upon receipt of the Data. (b) You agree to indemnify Sanborn and its suppliers against, and hold Sanborn harmless from, any and all losses, damages, liability, costs, including attorney’s fees, resulting directly or indirectly from any claim or demand against Sanborn by a third party arising out of or related to the accuracy or completeness of any Data received by you, or any data, information, service, report, analysis or publication derived therefrom. Sanborn shall not be liable for any claim or demand against you by a third party.
(c) Neither party shall be liable for any delay by reason of circumstances beyond its control, including acts of civil or military authority, national emergencies, labor difficulties, fire, mechanical breakdown, flood or catastrophe, acts of God, insurrection, war, riots, or failure beyond its control of transportation or power supply.

4. Proprietary Information
You acknowledge that the data and information contained in the Data constitute copyrighted, trade secret or proprietary information of substantial value to Sanborn or its suppliers (collectively Attachment A
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“Proprietary Information”). You shall treat Proprietary Information as proprietary and shall not divulge, nor permit any of your employees or agents to divulge, any Proprietary Information to any person or entity, except as expressly permitted under this Agreement.

5. Copyright
(a) You understand and acknowledge that the Data are a copyright of Sanborn and you agree that you will insure that all copies of the Data, as well as any derivative works, will contain appropriate copyright notices and that all notices, reproductions or advertisements of any kind will also credit Sanborn as the source of the data.
(b) All Data and advertising must, minimally, be accompanied by the following copyright and credit statements: © The Sanborn Map Company, Inc. (insert year). All Rights Reserved.

6. Limitations on Use of Data
(a) You agree to obtain access to or receive deliveries of the Data solely from Sanborn and/or its authorized distributors or resellers.
(b) You agree to use the Data, the information and data contained in the Data, or any portion thereof (also, the “Data”) solely for: either your internal use and benefit, or your transfer or disposition to, for internal use by or for the benefit of, any other person or entity as expressly permitted under this Agreement; and, not for any resale or commercial use by you or any other person or entity. (c) You shall not use the Data for any unlawful purpose. (d) You are specifically prohibited from charging, or requesting donations, for any copies of or derivative works of the Data, however made, and from charging, or requesting donations, for any copies of or derivative works of the Data, however made, which are incorporated into and/or combined or bundled with other data or products of any kind, commercial or otherwise. (e) You may disseminate reports and analyses that contain “insubstantial” portions of the Data by either hard copy or view only access; provided that such dissemination is for human cognition only and not for manipulation in machine readable form (”Hard Copy Redistribution”). “Insubstantial” means those portions of Data which in the aggregate do not form a significant part of the Data from which they were derived, combined or revised. You may make an unlimited number of print and internet display copies of the Data for use by any other person or entity as expressly permitted under this Agreement, provided that: (1) all copies include the copyright notice prominently displayed in or adjacent to the Data; (2) you may not sell any copies made for such purposes; (3) with the exception provided by (4) below, you will prohibit and prevent this data from being downloaded or screen captured by such other persons or entities; and (4) you may display Data on the Internet in JPEG format that is non-geo-referenced and degraded from its original form.
(f) You may post the Data or derivative works at full resolution on the world wide web under the following conditions: The Data and derivative works may be posted at full resolution for non-commercial Attachment A
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Services Agreement v12; 7/23/2020
purpose in a nondownloadable, non-distributable fashion and in a manner that does not allow a third party to extract or access the Data as a standalone file. (g) If you transmit, share, or distribute the Data or post the Data via the world wide web to any person or entity as expressly permitted under this Agreement; you shall ensure that such persons or entities receive and/or have access to such Data expressly pursuant and subject to all terms, conditions, and limitations contained in, and terms, conditions and limitations no less restrictive than those contained in, this Agreement.

7. Intellectual Property
Sanborn retains and will hold all ownership rights in all intellectual property embodied in the Data including without limitation all trademarks, trade names, copyrights, service marks, source code, object code, documentation or data contained in the Data, the Data itself or any derivative works or modifications of any kind thereto. Nothing contained herein shall be deemed a transfer by Sanborn of any rights therein, nor a right to customize, manage or otherwise manipulate the Data.

8. Termination
Upon failure of a party to comply with any material provision of this Agreement, the other party may terminate this Agreement on thirty (30) days written notice thereof if such material breach is not cured within such thirty day period. Sanborn may terminate this Agreement for any reason upon thirty (30) days written notice to you. Upon the termination or expiration of this Agreement, you will immediately return or destroy all the Data.

9. Taxes & Other Charges
You shall be responsible for paying any applicable (i) sales, use, excise, value-added, or other tax or governmental charges imposed on the license granted hereunder, (ii) freight, insurance, and installation charges, and (iii) import/export duties or like charges that are not the responsibility of Sanborn.

10. General
(a) You acknowledge that the download and/or installation of the Data on a computer system constitutes acceptance of this Agreement in its entirety. (b) This Agreement constitutes the entire understanding of the parties with respect to the Data and supersedes all prior or collateral agreements or understandings. No waiver or modification shall be valid or binding unless in writing and signed by the party to be charged thereby. You acknowledge that you have not relied on any representation by Sanborn or its employees or agents other than those incorporated herein, and further you have had the time and opportunity to obtain the advice of legal counsel concerning the terms and conditions hereof.
(c) This Agreement shall be governed by, and construed in accordance with, the laws of the State of Colorado without giving effect to any choice of law or conflict of law provision that would cause the application of the laws of any other jurisdiction other than the State of Colorado. Each of the parties Attachment A
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Services Agreement v12; 7/23/2020
agrees that any dispute relating to or arising from this Agreement or the transactions contemplated hereby shall be resolved only in the state or federal courts located in Denver, Colorado and the appellate courts having jurisdiction of appeals from such courts. Each of the parties hereby irrevocably and unconditionally (i) submits for itself and its property in any legal action relating to this Agreement or the transactions contemplated hereby, or for recognition and enforcement of any judgment in respect thereof, to the exclusive jurisdiction of the state and federal courts in Denver, Colorado and appellate courts having jurisdiction of appeals from any of the foregoing, and each of the parties hereto irrevocably and unconditionally agrees that all claims in respect of any such legal action shall be heard and determined in such courts; and (ii) consents that any such legal action may and shall be brought in such courts and waives any objection that it may now or hereafter have to the venue or jurisdiction of any such legal action in any such court or that such legal action was brought in an inconvenient court and agrees not to plead or claim the same.
(d) You may not assign this Agreement by operation of law, novation or change of ownership without Sanborn’s expressed written consent. Sanborn may assign this Agreement by operation of law, novation or change of ownership without restriction or limitation. (e) Wherever possible the provisions of this Agreement shall be interpreted in a manner to be effective and valid under applicable law, but if prohibited or invalid, such provision shall only be ineffective to the extent required by law, without invalidating (to the extent possible) the intent of or remainder of such provision or other provisions.
(f) Notices required under this Agreement, if to you, shall be sent to the address you provide to Sanborn, and if to Sanborn, shall be sent to The Sanborn Map Company, Inc., 1935 Jamboree Drive, Suite 100, Colorado Springs, CO 80920, Attention: President.
(g) The provisions of this Agreement shall survive any termination or expiration of this Agreement. (h) The parties expressly exclude from this Agreement the applications of the United Nations Convention on Contracts for the International Sale of Goods, and further exclude from this Agreement the applications of the International Sale of Goods Contracts Convention Act, S.C. 1990-1991, c. 13, and the International Sale of Goods Act, R.S.O. 1990, C.I.10, as amended.

Attachment A
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Services Agreement v12; 7/23/2020
Sanborn Oblique Analyst® Software End-User License Agreement BEFORE DOWNLOADING, INSTALLING OR USING THE SANBORN OBLIQUE ANALYST® SOFTWARE, PLEASE CAREFULLY READ THE TERMS OF THIS AGREEMENT.

DOWNLOAD, INSTALLATION OR USE OF THE SANBORN PRODUCTS INDICATES THAT YOU HAVE READ THIS AGREEMENT AND INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS.

IF YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS END-USER LICENSE AGREEMENT, DO NOT PROCEED WITH DOWNLOAD OR INSTALLATION OF THE PRODUCTS.

THIS IS NOT FREE DATA, FREE PRODUCT OR FREE WARE. UNLICENSED USE OF THE SANBORN PRODUCTS IS A VIOLATION OF LAW, INCLUDING WITHOUT LIMITATION, THE U.S. AND INTERNATIONAL COPYRIGHT LAWS.

IF YOU AGREE TO THE TERMS OF THIS AGREEMENT, PLEASE DOWNLOAD AND INSTALL THE SANBORN

PRODUCTS, AND YOU WILL BE GRANTED A LICENSE TO USE THE SANBORN PRODUCTS AS SET FORTH BELOW.

The Sanborn Map Company, Inc. (”Sanborn”) grants a non-exclusive, non-transferable, perpetual license (the “License”) to you to install, download, use, copy or transmit the Sanborn Oblique Analyst® Software including Browser-Based Oblique Image Viewer and ArcGIS Oblique Extension, and any services, documentation, data and information you receive in connection therewith (the “Products”), on the express condition that you agree to the terms and conditions of the license as set forth herein (the “Agreement”):

1. License Granted
(a) The License granted by this Agreement provides for the following use: Permits access to, or delivery or transmission of the Products to or from your computer system to install, download, use, or copy the Products on a per user license arrangement for individual users, and/or permits access to, or delivery or transmission of the Products to or from your local area network to install, download, use, or copy the Products for an unlimited number of users for agency/organization users, at the address set forth on your order form.
(b) This Agreement is subject to Sanborn’s agreements with its data suppliers, as may be imposed or modified from time to time. Any data available to you under this Agreement that is provided to Sanborn by third party data suppliers is expressly conditioned on Sanborn’s agreements with such data suppliers.

Sanborn shall cease delivery of such data to you upon termination of the license granted by such data suppliers to Sanborn to distribute such data.

2. No Warranties
Attachment A
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Services Agreement v12; 7/23/2020
DISCLAIMER. SANBORN MAKES NO WARRANTIES AS TO THE PRODUCTS, WHETHER EXPRESS OR

IMPLIED, WRITTEN OR ORAL, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR USE OR PURPOSE. IN NO EVENT SHALL SANBORN BE LIABLE TO YOU

OR ANY OTHER PERSON OR ENTITY FOR SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR

CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF DATA OR

LOSS OF USE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE

MANUFACTURE, SALE OR SUPPLY OF THE PRODUCTS WHETHER OR NOT SANBORN HAS BEEN ADVISED OF OR OTHERWISE MIGHT HAVE ANTICIPATED THE POSSIBILITY OF SUCH DAMAGES.

3. Limitation on Liability
(a) The Products provided hereunder are obtained or derived by Sanborn from sources, in a manner that Sanborn, using commercially reasonable resources, has reason to believe are reliable. Sanborn and its suppliers shall have no liability to you, or a third party, for errors, omissions or malfunctions in the Products, other than the obligation of Sanborn to use commercially reasonable efforts, upon receipt of notice from you, to correct a malfunction, error, or omission in any Products. Sanborn, at its option and expense, may either (a) replace the Products, or (b) refund the purchase price you paid upon receipt of the Products.
(b) You agree to indemnify Sanborn and its suppliers against, and hold Sanborn harmless from, any and all losses, damages, liability, costs, including attorney’s fees, resulting directly or indirectly from any claim or demand against Sanborn by a third party arising out of or related to the accuracy or completeness of any Products received by you, or any data, information, service, report, analysis or publication derived therefrom. Sanborn shall not be liable for any claim or demand against you by a third party.
(c) Neither party shall be liable for any delay by reason of circumstances beyond its control, including acts of civil or military authority, national emergencies, labor difficulties, fire, mechanical breakdown, flood or catastrophe, acts of God, insurrection, war, riots, or failure beyond its control of transportation or power supply.

4. Proprietary Information
You acknowledge that the data and information contained in the Products constitute copyrighted, trade secret or proprietary information of substantial value to Sanborn or its suppliers (collectively “Proprietary Information”). You shall treat Proprietary Information as proprietary and shall not divulge, nor permit any of your employees or agents to divulge, any Proprietary Information to any person or entity, except as expressly permitted under this Agreement.

5. Copyright
(a) You understand and acknowledge that the Products are a copyright of Sanborn and you agree that you will insure that all copies of the Products will contain appropriate copyright notices and that all notices, reproductions or advertisements of any kind will also credit Sanborn as the source of the data.

Attachment A
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Services Agreement v12; 7/23/2020
(b) All Products and advertising must, minimally, be accompanied by the following copyright and credit statements: © The Sanborn Map Company, Inc. (insert year). All Rights Reserved.

6. Limitations on Use of Products
(a) You agree to obtain access to or receive deliveries of the Products solely from Sanborn and/or its authorized distributors or resellers.
(b) You agree to use the Products solely for your internal use and benefit as expressly described in Section 1(a) above, and not for resale or other transfer or disposition to, or use by or for the benefit of, any other person or entity, except as follows: Use of the Products is limited to use by you, temporarily on another computer system while your computer is inoperative, or on a replacement computer system upon advance written consent by Sanborn. The information and data contained in the Products, or any portion thereof (also, the “Products”), may not be transferred to or used on any other computer system except for as provided above.
(c) You may disseminate reports and analyses that contain “insubstantial” portions of the Products by either hard copy or view only access; provided that such dissemination is for human cognition only and not for manipulation in machine readable form (”Hard Copy Redistribution”). “Insubstantial” means those portions of Products which in the aggregate do not form a significant part of the Products from which they were derived, combined or revised. You may make an unlimited number of print and internet display copies of the Products for use by any other person or entity as expressly permitted under this Agreement, provided that: (1) all copies include the copyright notice prominently displayed in or adjacent to the Products; (2) you may not sell any copies made for such purposes; (3) with the exception provided by (4) below, you will prohibit and prevent this data from being downloaded or screen captured by such other persons or entities; and (4) you may display Products on the Internet in JPEG format that is non-geo-referenced and degraded from its original form. Other than Hard Copy Redistribution, no other redistribution of the Products is permitted. (d) You shall not use the Products for any unlawful purpose. (e) You are specifically prohibited from charging, or requesting donations, for the Products or any copies of the Products, however made, and from charging, or requesting donations, for the Products or any copies of the Products, however made, which are combined or bundled with other data or products of any kind, commercial or otherwise.
(f) You are specifically prohibited from the reverse engineering of any kind of, or the creation of derived applications or data of any kind from, the Products and/or the information and data contained in the Products, or any portion thereof (also, the “Products”). (g) You are specifically prohibited from transmitting, sharing, or distributing the Products or posting the Products via the world wide web to any person or entity except as expressly permitted under this Agreement.

7. Intellectual Property
Attachment A
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Services Agreement v12; 7/23/2020
Sanborn retains and will hold all ownership rights in all intellectual property embodied in the Products including without limitation all trademarks, trade names, copyrights, service marks, source code, object code, documentation or data contained in the Products, the Products themselves or any modifications of any kind thereto. Sanborn’s ownership in the Products, as set forth herein, shall also apply to any derivative works of any kind thereto which are created in violation of this Agreement. Nothing contained herein shall be deemed a transfer by Sanborn of any rights therein, nor a right to customize, manage or otherwise manipulate the Products.

9. Taxes & Other Charges
You shall be responsible for paying any applicable (i) sales, use, excise, value-added, or other tax or governmental charges imposed on the licensing or use of the Products granted hereunder, (ii) freight, insurance, and installation charges, and (iii) import/export duties or like charges that are not the responsibility of Sanborn.

10. General
(a) You acknowledge that the download and/or installation of the Products on a computer system constitutes acceptance of this Agreement in its entirety. (b) This Agreement constitutes the entire understanding of the parties with respect to the Products and supersedes all prior or collateral agreements or understandings. No waiver or modification shall be valid or binding unless in writing and signed by the party to be charged thereby. You acknowledge that you have not relied on any representation by Sanborn or its employees or agents other than those incorporated herein, and further you have had the time and opportunity to obtain the advice of legal counsel concerning the terms and conditions hereof.
(c) This Agreement shall be governed by, and construed in accordance with, the laws of the State of Colorado without giving effect to any choice of law or conflict of law provision that would cause the application of the laws of any other jurisdiction other than the State of Colorado. Each of the parties agrees that any dispute relating to or arising from this Agreement or the transactions contemplated hereby shall be resolved only in the state or federal courts located in Denver, Colorado and the appellate courts having jurisdiction of appeals from such courts. Each of the parties hereby irrevocably and unconditionally (i) submits for itself and its property in any legal action relating to this Agreement or the transactions contemplated hereby, or for recognition and enforcement of any judgment in respect thereof, to the exclusive jurisdiction of the state and federal courts in Denver, Colorado and appellate Attachment A
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Services Agreement v12; 7/23/2020
courts having jurisdiction of appeals from any of the foregoing, and each of the parties hereto irrevocably and unconditionally agrees that all claims in respect of any such legal action shall be heard and determined in such courts; and (ii) consents that any such legal action may and shall be brought in such courts and waives any objection that it may now or hereafter have to the venue or jurisdiction of any such legal action in any such court or that such legal action was brought in an inconvenient court and agrees not to plead or claim the same.
(d) You may not assign this Agreement, or your rights or obligations contained herein, by operation of law, novation, change of ownership or otherwise without Sanborn’s expressed written consent. Sanborn may assign this Agreement by operation of law, novation or change of ownership without restriction or limitation.
(e) Wherever possible the provisions of this Agreement shall be interpreted in a manner to be effective and valid under applicable law, but if prohibited or invalid, such provision shall only be ineffective to the extent required by law, without invalidating (to the extent possible) the intent of or remainder of such provision or other provisions.
(f) Notices required under this Agreement, if to you, shall be sent to the address you provide to Sanborn, and if to Sanborn, shall be sent to The Sanborn Map Company, Inc., 1935 Jamboree Drive, Suite 100, Colorado Springs, CO 80920, Attention: President.
(g) The provisions of this Agreement shall survive any termination or expiration of this Agreement. (h) The parties expressly exclude from this Agreement the applications of the United Nations Convention on Contracts for the International Sale of Goods, and further exclude from this Agreement the applications of the International Sale of Goods Contracts Convention Act, S.C. 1990-1991, c. 13, and the International Sale of Goods Act, R.S.O. 1990, C.I.10, as amended.

Attachment A
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212-948-4381
1,000,000
10/01/2022
4034423300
X
SEA-003719041-08
1,000,000
WC 1036846-05 (AOS)
X
N/A
S.I.R. (each claim):

Attn: [email protected]/FAX: 212 948-4381
N
X10/01/2021
Zurich American Insurance Company
14 10/01/2022
10/01/2021
22667
[email protected]
4034423281
E&O/Professional Liability
C
2,000,000
1,000,000
X
41190
N/A
1,000,000
X
D
X
written contract with respect to General Liability and Auto Liability. Waiver of subrogation is applicable where required by written contract and subject to policy terms and conditions with respect to General Liability, 09/30/2021
100,000
10/01/2021
2,000,000
RE: Services Agreement; Aerial Imagery Services
The County of Solano, AND local Participants (the Cities of Vallejo, Fairfield, Vacaville, Benicia, Suisun, Dixon, Rio Vista; the Solano Transportation Agency; Travis Air Force Base; Vallejo Flood & Wastewater X
10/01/2021
675 Texas Street, Suite 6500
Fairfield, CA 94533
County of Solano
ACE American Insurance Company
District; Fairfield Suisun Sewer District; Solano Irrigation District; and Solano County Water Agency), their officers, officials, agents, employees, and volunteers are included as additional insured where required by Auto Liability, Workers' Compensation.

A
Pinnacol Assurance
CN102177476-STND-GAWUE-21-
Each Claim / Aggregate
15,000
10/01/2022
1,000,000
Claims Made Policy
X
E
2,000,000
20427
1,000,000
1,000,000
10/01/2022
4196017 (CO)
1225 17TH STREET, SUITE 1300
MARSH USA INC.

DENVER, CO 80202-5534
1935 Jamboree Drive, Suite 100
The Sanborn Map Company, Inc.

Colorado Springs, CO 80920
D94912532
10/01/2021
Solano County DoIT
X
X
X
A
Marsh USA Inc.

X
10/01/2022
16535
303-308-4500
American Casualty Company of Reading, PA
X
DocuSign Envelope ID: E4EC3CA6-72E4-4EE0-857F-C5EAEF39BB89 Packet Page 76 of 243Attachment 2 Page 39 of 39

Agenda Item No: 9.

AGENDA REPORT
DATE:February 15, 2022
TO:Mayor and City Council
FROM:David Gassaway, Interim City Manager
SUBJECT:Resolution 202225 of the City Council of the City of Fairfield Authorizing the City Manager to Negotiate and Execute a Site Host Agreement for the Installation of Public Use Electric Vehicle Chargers with Electric Vehicle Charging Solutions (EVCS) and an Electric Fast Charge Program Contract with Pacific Gas & Electric (PG&E) RECOMMENDED ACTION
Adopt resolution.

STATEMENT OF ISSUE
The City of Fairfield, Solano Transportation Authority (STA), Electric Vehicle Charging Solutions (EVCS), and Pacific Gas and Electric (PG&E) have been working cooperatively on a pilot grantfunded project to provide public use electric vehicle chargers at various locations within city limits. A site host agreement for EVCS and a subsequent electric vehicle fastcharge program contract for PG&E are requirements for receiving grant funding prior to the approval of the total funding for the project. If not claimed, a portion of this grant funding will expire at the end of February 2022.

DISCUSSION
In 2015, STA received a grant from the California Energy Commission to conduct the Solano Electric Vehicle Transition Program (SEVTP). This program seeks to identify and overcome barriers to deploying electric vehicles in Solano County through public outreach and education, a streamlined permit process for installing charging stations, and analysis of future charging station needs throughout the county. The goal is to make resources and places to charge electric vehicles (EV) easier to find.

The SEVTP compiled its findings in a report that was adopted by the STA board on April 11, 2018.

The SEVTP was a multifaceted program that sought to bring together many Solanobased stakeholders to improve the county’s EV readiness. As a result, STA utilizes the SEVTP to ensure that the necessary work continues to ready Solano County for widespread EV adoption. One primary aspect of the SEVTP is to seek funding for EV infrastructure. STA has been monitoring funding opportunities from a variety of sources. Recently, STA received notice of competitive grant funding via the Bay Area Air Quality Management District (BAAQMD) Charge! Grant.

The BAAQMD 2021 Charge! Program provides grant funding to offset the cost of purchasing and installing new publicly accessible chargers for lightduty EVs at workplaces, destinations, transit parking Packet Page 77 of 243

Grant applicants were encouraged to partner with an electric charging infrastructure provider/vendor to facilitate the delivery of the project to meet the minimum application requirement. STA contacted six vendors from the interested vendors provided on the BAAQMD’s website. Throughout vendor deliberations, experience working with the BAAQMD and familiarity with grant programs was a consideration and a fullservice turnkey solution where the vendor plans, permits, installs and operates the charging infrastructure.

STA identified EVCS as the most responsive vendor, having the capacity to complete the grant application, add several sites in Solano, and operate and maintain the equipment for a minimum of five years, with the site host’s option to extend to ten years. The City, STA, and EVCS engaged in a discussion regarding the optimal placement of EV chargers. These conversations illuminated the fact that disadvantaged communities, transit hubs, and government centers are locations of the highest priority. With this in mind, the City intends to explore the installation of EV chargers at the following city owned sites:

Location Address Number of Direct
current Fast
Chargers
Number of Level II
Allan Witt Community Park 1741 W Texas
Street
3 0
Civic Center – Lot A 1000 Kentucky
Street
3 0
Civic Center – Lot B 1111 Webster
Street
3 3
Cordelia Community Park 1300 Gold Hill
Road
4 4
Hannigan Train Station 4921 Vanden Road 3 4
Laurel Creek Community
Park
2986 Gulf Drive 3 3
Oliver Road Park and Ride 1246 Hartford
Circle
4 4
Red Top Road Park and
Ride
140 Red Top Road 4 4
Transit Center Garage 2000 Cadenasso
Drive
6 9
Totals 33 31
The fastest charges are the directcurrent fast chargers (DCFC) available with a maximum output of 350kW DCFCs and can fill an EV battery to 80% in 2040 minutes and 100% in 6090 mins. Level II chargers operate at 208240 V and output anywhere from 3 kW to 19 kW of power; charge time varies.

These strategic locations are all publicly accessible, located in hightraffic areas, and benefit citizens of all income levels. To ensure equity and access for all lowincome individuals, STA will work with EVCS to keep charging rates inline with the cost of providing electricity. This opportunity will accelerate the deployment of EV charging within our county, where penetration is currently belowaverage levels.

The City does not currently have an electric vehicle infrastructure program or adopted policy. Work is now underway to address the electrification of the City’s fleet; however, the opportunity to leverage grant funds to deploy this EV infrastructure pilot would prove extremely valuable as staff begins to explore and create policy around this emerging issue.

Packet Page 78 of 243

Agenda Item No: 9.AGENDA REPORTDATE:February 15, 2022 TO:Mayor and City CouncilFROM:David Gassaway, Interim City ManagerSUBJECT:Resolution 202225 of the City Council of the City of Fairfield Authorizing the CityManager to Negotiate and Execute a Site Host Agreement for the Installation of PublicUse Electric Vehicle Chargers with Electric Vehicle Charging Solutions (EVCS) and anElectric Fast Charge Program Contract with Pacific Gas & Electric (PG&E)RECOMMENDED ACTIONAdopt resolution.STATEMENT OF ISSUEThe City of Fairfield, Solano Transportation Authority (STA), Electric Vehicle Charging Solutions(EVCS), and Pacific Gas and Electric (PG&E) have been working cooperatively on a pilot grantfundedproject to provide public use electric vehicle chargers at various locations within city limits. A site hostagreement for EVCS and a subsequent electric vehicle fastcharge program contract for PG&E arerequirements for receiving grant funding prior to the approval of the total funding for the project. If notclaimed, a portion of this grant funding will expire at the end of February 2022.DISCUSSIONIn 2015, STA received a grant from the California Energy Commission to conduct the Solano ElectricVehicle Transition Program (SEVTP). This program seeks to identify and overcome barriers todeploying electric vehicles in Solano County through public outreach and education, a streamlinedpermit process for installing charging stations, and analysis of future charging station needs throughoutthe county. The goal is to make resources and places to charge electric vehicles (EV) easier to find.The SEVTP compiled its findings in a report that was adopted by the STA board on April 11, 2018.The SEVTP was a multifaceted program that sought to bring together many Solanobasedstakeholders to improve the county’s EV readiness. As a result, STA utilizes the SEVTP to ensure thatthe necessary work continues to ready Solano County for widespread EV adoption. One primaryaspect of the SEVTP is to seek funding for EV infrastructure. STA has been monitoring fundingopportunities from a variety of sources. Recently, STA received notice of competitive grant funding viathe Bay Area Air Quality Management District (BAAQMD) Charge! Grant.The BAAQMD 2021 Charge! Program provides grant funding to offset the cost of purchasing andinstalling new publicly accessible chargers for lightduty EVs at workplaces, destinations, transit parkinglocations, transportation corridors, and multiunit dwelling facilities within the BAAQMD’s jurisdiction.Grant applicants were encouraged to partner with an electric charging infrastructure provider/vendor tofacilitate the delivery of the project to meet the minimum application requirement. STA contacted sixvendors from the interested vendors provided on the BAAQMD’s website. Throughout vendordeliberations, experience working with the BAAQMD and familiarity with grant programs was aconsideration and a fullservice turnkey solution where the vendor plans, permits, installs and operatesthe charging infrastructure.STA identified EVCS as the most responsive vendor, having the capacity to complete the grantapplication, add several sites in Solano, and operate and maintain the equipment for a minimum of fiveyears, with the site host’s option to extend to ten years. The City, STA, and EVCS engaged in adiscussion regarding the optimal placement of EV chargers. These conversations illuminated the factthat disadvantaged communities, transit hubs, and government centers are locations of the highestpriority. With this in mind, the City intends to explore the installation of EV chargers at the following cityowned sites:Location Address Number of Directcurrent FastChargers Number of Level IIAllan Witt Community Park 1741 W TexasStreet 3 0Civic Center – Lot A 1000 KentuckyStreet 3 0Civic Center – Lot B 1111 WebsterStreet 3 3Cordelia Community Park 1300 Gold HillRoad 4 4Hannigan Train Station 4921 Vanden Road 3 4Laurel Creek CommunityPark 2986 Gulf Drive 3 3Oliver Road Park and Ride 1246 HartfordCircle 4 4Red Top Road Park andRide 140 Red Top Road 4 4Transit Center Garage 2000 CadenassoDrive 6 9Totals3331The fastest charges are the directcurrent fast chargers (DCFC) available with a maximum output of350kW DCFCs and can fill an EV battery to 80% in 2040 minutes and 100% in 6090 mins. Level IIchargers operate at 208240 V and output anywhere from 3 kW to 19 kW of power; charge time varies.These strategic locations are all publicly accessible, located in hightraffic areas, and benefit citizens ofall income levels. To ensure equity and access for all lowincome individuals, STA will work with EVCSto keep charging rates inline with the cost of providing electricity. This opportunity will accelerate thedeployment of EV charging within our county, where penetration is currently belowaverage levels.The City does not currently have an electric vehicle infrastructure program or adopted policy. Work isnow underway to address the electrification of the City’s fleet; however, the opportunity to leverage grantfunds to deploy this EV infrastructure pilot would prove extremely valuable as staff begins to explore andcreate policy around this emerging issue.

FINANCIAL IMPACT
Staff negotiated for the required security deposit to be waived. There are no immediate financial impacts beyond staff resources in contract administration for this initial fiveyear pilot program. The estimated total investment for infrastructure and work (prevailing wage) is $5,415,000. Grant funds will be received and managed by EVCS, and there is no local match requirement. EVCS will provide a turnkey solution in which they will cover operations and maintenance during the agreement period.

There will be a fee to utilize the chargers; however, it will only be atcost electricity rates (currently estimated at 0.05 cents for each kWh).

PUBLIC CONTACT/ADVISORY BODY RECOMMENDATION
N/A
ALTERNATIVE ACTION
The City Council could reject this project; however, this staff does not recommend that because of the desire to leverage grant funding as the City explores public EV charging infrastructure.

STAFF CONTACT
Marisa Cumpian, Senior Management Analyst
(707) 4287494
[email protected]
COORDINATED WITH
City Attorney's Office, Information Technology
ATTACHMENTS:

Description
Proposed Resolution
Proposed Agreement Site Host Agreement for Negotiation Proposed Agreement Electric Fast Charge Program Contract REVIEWERS:

Reviewer Action Date
Kaushal, Paul Approved 1/31/2022 9:29 PM
Alexander, Amber Approved 2/7/2022 4:39 PM
Alexander, Amber Approved 2/7/2022 4:40 PM
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CITY OF FAIRFIELD

RESOLUTION NO. 2022-25

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FAIRFIELD AUTHORIZING THE CITY

MANAGER TO NEGOTIATE AND EXECUTE A SITE HOST AGREEMENT FOR THE INSTALLATION

OF PUBLIC USE ELECTRIC VEHICLE CHARGERS WITH ELECTRIC VEHICLE CHARGING SOLUTIONS (EVCS) AND AN ELECTRIC FAST CHARGE PROGRAM CONTRACT WITH PACIFIC GAS & ELECTRIC (PG&E)

WHEREAS, Solano Transportation Authority (STA) is utilizing the Solano Electric Vehicle Transition Program (SEVTP) to ensure that the necessary work to ready Solano County for widespread electric vehicle (EV) adoption continues; and

WHEREAS, one primary aspect of the SEVTP is to seek funding for EV infrastructure; and

WHEREAS, STA has been monitoring funding opportunities from a variety of sources and recently received notice of competitive grant funding via the Bay Area Air Quality Management District (BAAQMD) Charge! grant; and

WHEREAS, the BAAQMD Charge! program provides grant funding to offset the cost of purchasing and installing new publicly accessible chargers for light-duty EVs at workplaces, destinations, transit parking locations, transportation corridors, and multi-unit dwelling facilities within the BAAQMD jurisdiction; and

WHEREAS, to meet the minimum application requirement, grant applicants were encouraged to partner with an electric charging infrastructure provider/vendor to facilitate the delivery of the project; and

WHEREAS, throughout vendor deliberations familiarity with grant programs was a consideration as well as a full-service turn-key solution, where the vendor plans, permits, installs, and operates the charging infrastructure; and

WHEREAS, STA identified Electric Vehicle Charging Solutions (EVCS) as the most responsive vendor, having the capacity to complete the grant application, add several sites in Solano County, and operate and maintain the equipment for five years, with the site host’s option to extend to ten years; and

WHEREAS, STA, the City of Fairfield, EVCS, and PG&E has been working cooperatively on a pilot grant-funded project to provide public use EV chargers at various locations within city limits; and

WHEREAS, a site host agreement with EVCS and EV fast charge program contract with PG&E are required for receiving BAAQMD Charge! grant funding prior to the approval of the total funding for the project, a portion of which will expire at the end of February 2022, if not claimed; and

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RES. NO. 2022-25

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WHEREAS, the City does not currently have an EV infrastructure program or adopted policy; and

WHEREAS, the opportunity to leverage grant funds to deploy this EV infrastructure pilot would prove extremely valuable as staff begins to explore and create policy around this emerging issue.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF FAIRFIELD HEREBY RESOLVES:

Section 1. The city manager is hereby authorized and directed to negotiate and execute a site host agreement with EVCS, which is in a form approved by the city attorney, and a subsequent electric fast charge program contract with PG&E, which is in a form approved by the city attorney.

PASSED AND ADOPTED this 15th day of February 2022, by the following vote:

AYES: COUNCILMEMBERS: PRICE / BERTANI / MOY / PANDURO / TIMM / TONNESEN / VACARRO

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

MAYOR
ATTEST:

____________________________

CITY CLERK
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EV Charging Solutions | 11800 Clark St. Arcadia, CA 91006 | P 323.400-EVCS (3827)| www.evchargingsolutions.com 1 SITE HOST AGREEMENT
This Site Host Agreement (hereafter the “Agreement”) is effective as of _____________ (hereafter the “Effective Date”) by and between EV Charging Solutions, Inc., a California for benefit corporation with its principal address at 11800 Clark Street, Arcadia, California 91006 (hereafter “EVCS”), and the City of Fairfield, a municipal corporation and charter city (hereafter “Site Host”). EVCS and Site Host may collectively be referred to herein as the “Parties" or individually as “Party.”

RECITALS

WHEREAS, EVCS has access to public and/or private funding to install and operate Level II and/or Direct Current Fast Charging (“DCFC”) stations (hereafter "Equipment");

WHEREAS, this funding is intended to improve the availability and reliability of electric vehicle charging systems;

WHEREAS, Site Host agreed to allow the construction, operation, and maintenance of one or more DCFC and/or Level II Charging Stations on its real property (hereafter “Property” and/or “Site”) in the location more specifically identified herein and also agreed to allow public use of the new charging stations;

WHEREAS, the Parties wish to collaborate by utilizing their respective resources to promote the promulgation of the electric transportation sector;

WHEREAS, The Parties agree to revenue share the proceeds from sale of electricity stemming from placement of EVSE charging equipment by EVCS onto Site Host’s Property as outlined in section four (4) of the agreement titled “Revenue Sharing”;

WHEREAS, Termination Date, is defined as five (5) years from the commissioning date (i.e., date when the chargers are placed in service);

NOW, THEREFORE, in consideration of the promises set forth herein, and for other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, EVCS and Site Host agree as follows:

1. Recitals
The Parties agree that the foregoing Recitals are true, correct, and accurate.

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2. EVCS’ General Obligations for Equipment and Services

EVCS shall provide the following equipment and services:

a) Purchase of ___________ DCFC Stations and ___________ Level II Stations, the general specifications for which are detailed in Exhibit A together with all other mechanical, electrical, and physical components necessary for the installation, connection, and operation of the Charging Station in accordance with this Agreement (“Equipment”); Equipment used may be the same or substantially similar to the equipment listed in Exhibit A.

b) Preparation of the Property and installation of the Equipment at the location(s) approved, specified, and identified by Site Host and performed by qualified and licensed contractor(s) in accordance with local codes, and all applicable laws, permitting, and inspection requirements (the “Project Site”), as detailed in Exhibit B. For the purposes of initially creating a rebate application and reserving funding for the Project, EVCS and Site Host may mutually agree to modify Exhibit B as required, and leave total number of charging stations blank. Once funding is reserved and further feasibility and recommendations are made by EVCS’ electrical contractor in accordance with Site Host’s written approval, the Parties shall further specify the approved location(s) and Site design by mutual written agreement on Exhibit B;

c) Payment of all costs of its contractors associated with the delivery, site preparation, installation, and setup of the Equipment at the Project Site;

d) ADA Compliant design, installation, wiring, connection and integration of the charging system, consumption/use meters, and related equipment into the public power grid in a manner sufficient to allow operation of the charging station(s) capabilities and the ongoing metering of power usage from each charging port.

EVCS has final say on all above listed matters;

e) Ongoing maintenance/repairs of the Equipment for the term of the Agreement;

f) All necessary communications, instructions, and network systems to facilitate public charging;

g) Quarterly reports on the utilization of the charging stations shall be issued to the Site Host’s representative. Reports shall include energy usage, revenue, security and compliance, transactions, and network communication.

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3. Site Host has the following obligations under this agreement a) Provides necessary access for placement, use, and operation of ____________ DCFC Stations and ____________Level II Stations at the Project Site as detailed in Exhibit B for the full term of this Agreement;

b) Provides the necessary temporary construction easement for EVCS and its contractors for preparation of the Project Site and for installation of the Equipment;

c) Provides necessary ongoing utility Right-of-Entry for installation, usage, and maintenance of power lines, conduits, meters and Equipment;

d) Allows reasonable ongoing access to the Project Site and Equipment in order for EVCS to collect, use, and distribute data;

e) Will not knowingly allow the Equipment to be opened, accessed, modified, or repaired by anyone other than EVCS or its licensed contractors;

f) Will not transfer, assign, encumber or otherwise pledge the Equipment;

g) Will use reasonable efforts to prevent damage and vandalism of any type to the Equipment;

h) Will not open, move, modify, reverse engineer, or disassemble the whole or any part of the Equipment or any part thereof in any manner;

i) Will not uninstall the Equipment without written permission of EVCS;

j) Allows EVCS and its approved contractors reasonable access to the Project Site for installation, maintenance, repair, replacement and approved de-installation of the Equipment;

k) Shall cause the Premises to be maintained in a clean, safe, and orderly condition to at least the same standard as to which other areas at the Property that are under the Site Host's control are maintained;

l) Will assign to EVCS all interest in all and any rebates that Site Host may receive relating to the Equipment, and/or this Agreement;

m) Grant EVCS rights to claim environmental credits (e.g., carbon credits) relating to the Equipment, and/or this Agreement; and

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n) Grant EVCS the rights to enroll the Equipment into a Demand Response program and claim any economic benefit arising from such an enrollment. If Demand Response program benefits credits the Site Host utility bill, the utility bill credit will be used to offset cost of electricity described in paragraph 4 and subchapter d (4.d.) and Demand Charges described in paragraph 4 and subchapter e (4.e.) and if the Demand Response credits are in excess of Demand Charges and cost of electricity, EVCS can request Site Host for reimbursement of such excess. The Site Host agrees to issue such a reimbursement within thirty (30) days of request by EVCS.

4. Revenue Sharing
a) The Parties anticipate that the Equipment installed by EVCS will generate revenue through the patronage of customers utilizing the Equipment placed with the Site Host;

b) EVCS shall set the price/rate of which electricity shall be sold to consumers of the Equipment. Fee will be mutually decided based on electrical rate;

c) EVCS will pay Site Host $0.05 cents for each kWh sold; further, in the event the Site Host is responsible to pay for the cost of electricity, then EVCS will pay Site Host $0.05 cents per kWh plus the cost of electricity utilized by the EV Chargers. In the event Site Host chooses to offer certain customers free or discounted charging, EVCS will offset any revenue share amounts owed to Site Host by an amount proportionate to the reduction in revenue caused by said free or discounted charging. In the event there is a balance owed from Site Host to EVCS as a result of said free or discounted charging, Site Host shall remit payment to settle said balance within thirty (30) days of receipt of said balance from EVCS;

d) In the event Site Host incurs any incremental Demand Chargers strictly in connection with the operation of the installed Equipment that are assessed by the electrical utility company providing the service, Site Host shall present these charges, including any support and back-up that substantiate the charges to EVCS, and EVCS shall reimburse Site Host for these charges within thirty (30) days of receipt;

e) EVCS will own the electricity service meter and/or utility service account servicing the Equipment;

f) EVCS will collect the proceeds generated from the sale of electricity from the Equipment and will then perform the necessary revenue share calculations by taking the number of kWh sold multiplied by $0.05 cents to determine Site Host’s total revenue share amount portion and will remit said revenue share portion to Site Host; Packet Page 85 of 243Attachment 2 Page 4 of 20

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g) EVCS will use its best, commercially reasonable efforts to install a separate electric meter as allowed by the utility provider at the Site through which electrical costs shall be tracked. In the event EVCS deems installing a separate meter is impractical or uneconomical for any reason, the EV chargers shall be connected to a submeter to Site Host’s existing electrical meter (installed by EVCS). To allow EVCS to perform the revenue sharing calculation, Site Host will provide EVCS with a hard copy or electronic/digital copy of Site Host's electricity bills or will allow EVCS to view the bills electronically on an on-going basis; for EVCS to be able to reimburse electricity cost to Site Host.

h) EVCS will have thirty (30) days after the end of each billing cycle to remit the appropriate revenue share portion to Site Host. The billing cycle will begin on the first day of the month and end on the last day of that same month. EVCS shall provide Site Host with a monthly accounting statement within thirty (30) business days following the end of the previous month indicating the total amount of revenue generated, including any offsets or reductions to revenue, and the resulting net revenue share amount owed to Site Host.

5. Term of Agreement:

The term hereof shall begin upon the Effective Date. The date the Equipment becomes operational will hereafter be referred to as the "Commencement Date." The term hereof shall expire (unless renewed or extended) five (5) years from the Commencement Date (hereafter the "Termination Date”), unless sooner terminated in accordance with the provisions hereof.

a) Optional Five (5) Year Extension Option
At least ninety (90) days but no earlier than one hundred & eighty (180) days prior to the expiration of the initial Term, EVCS reserves the right to provide written notice of Five-Year Extension to Site Host. Site Host has the right to accept or deny EVCS’s option to extend and must decide to deny the request within 45 days of receipt of notice from EVCS. If Site Host does not respond in writing within 45 days, EVCS’s notice to extend is automatically approved. In the event of said Five- Year Extension, EVCS reserves the right to replace the Equipment at the Project Site with an equipment that is comparable or better to the equipment that was previously installed. If EVCS notifies the Site Host of such intent EVCS will then replace the Equipment no later than one hundred & twenty (120) days after the Termination Date. The terms of this Agreement will remain in effect during that 120-day period after the Termination Date. Site Host will take all reasonable steps to allow EVCS to remove the pre-existing Equipment and replace the pre-existing Equipment with new Equipment. EVCS shall bear the cost to remove and replace the pre-existing Equipment. The removed pre-existing Equipment will then become Packet Page 86 of 243Attachment 2 Page 5 of 20

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the exclusive property of EVCS. If EVCS elects to replace the Equipment, this will cause the termination date of the Agreement to extend for an additional five (5) year term from the expiration of the initial Term If the existing equipment is replaced with new equipment during or at the conclusion of the original Term, site host grants all interest to EVCS of any rebate(s) associated with the equipment replacement.

b) Automatic One (1) Year Renewal Clause
Provided EVCS (or the Parties) have not exercised the Five (5) Year Extension Option, this agreement will automatically renew at the end of each Term for a further term of one (1) year unless either party gives the other written notice of termination at least thirty (30) days but no earlier than ninety (90) days prior to the end of the relevant term.

c) Equipment & Software Transfer
At the end of the initial Term (or any Renewal, if extended) if Site Host desires to take on operation and maintenance of the Equipment itself, EVCS shall assist Site Host with a transition of equipment/hardware, software and networking and provide basic training to Site Host and its designated employees for a period of up to 90-days. Site Host shall give EVCS written notice of their desire to take on operation and maintenance in writing at least thirty (30) days but no earlier than ninety (90) days prior to the end of the initial Term or Renewal.

d) Early Termination Clause
This agreement may be terminated upon 30 (thirty) days’ written notice to either party without penalty or fee in the following instances:

In the case of EVCS, at any time prior to the submission of the permit application for construction of Equipment, at the Project Site or in the event that EVCS determines that the construction or continued operation of the Equipment, is impracticable or uneconomical.

In the case of Site Host, in the event the Commencement Date has not occurred within eighteen (18) months following the Agreement Date, provided that Host’s rights shall terminate upon the Commencement Date.

6. Ownership of Equipment and Content
Title to and ownership of the Equipment shall be granted to Site Host on the last day of the initial five (5) year or any relevant renewal term of this Agreement, prior to its expiration.

All of the information, content, services and software displayed on, transmitted through, stored within, or otherwise used in connection with the use and operation of the Equipment, including, but not limited to data, text, photographs, images, illustrations, video, html, source and object code, software, internet account access, advertising, and the like Packet Page 87 of 243Attachment 2 Page 6 of 20

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(collectively, the “Content”) is owned by EVCS. Once this Agreement is terminated and Site Host is granted Title and ownership of the chargers, Site Host shall henceforth be responsible to network and operate the chargers at its sole cost and effort. EVCS and Site Host will work cooperatively to transition operations of the chargers from EVCS to Site Host during the 6-month period preceding termination of this Agreement.

7. Installation Activities
EVCS shall, at its sole cost and expense, be responsible for all installation activities (hereafter "Installation Activities") required to support the operation of the Equipment, and services therewith, including the hiring and coordination of all vendors and contractors; the installation of electrical equipment, utility lines, hardware, and software; site preparation, trenching, repaving, and landscaping.

8. Limitations on Use of Project Site
The Project Site and related parking spaces made available to the Project may be used for providing publicly accessible electric vehicle charging. Site Host shall provide EVCS, its employees and contractors with necessary access to the parking spaces and equipment and shall otherwise provide the same amenities and services it affords to other users of Site Host’s parking facilities. For clarity, the Site Host may, at its sole discretion, impose charges to park within the Project Site including all spaces dedicated to electric vehicle charging. Parking charges by Site Host are separate and independent from any and all charges for electric vehicle charging.

9. Utility Charges
EVCS shall be responsible for all electricity costs associated with both the operation of the charging station and the charging of electric vehicles from the charging stations. Site Host shall cooperate with EVCS efforts regarding provision of electricity to the Equipment.

Neither Site Host nor EVCS has any responsibility or liability for interruption, curtailment, failure, or defect in the supply of utilities furnished to the Equipment.

10. Allocation of Environmental Benefits
Site Host assigns to EVCS any renewable energy credits, allowances, or other indicators of environmental benefit attributable to the presence of the Equipment for the term of this agreement and any approved extensions, or until the date the originally installed equipment is no longer installed at the site, whichever comes first.

11. Signage
Subject to Site Host review and approval, EVCS shall have the right to place Project-related signage to denote the location of the charging station and the services available and may place other signage or advertising. All signs placed in the City of Fairfield by EVCS shall abide by all laws of the City of Fairfield and State of California, including by not limited to Section 25.2300, et. Sew. of the Fairfield Municipal Code.

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12. Publicity
Neither party will use the other party’s name, logos, trademarks or service marks in any manner without the other party’s prior written approval, which will not be unreasonably withheld or delayed.

13. Media Content
It is agreed that EVCS shall have control over the solicitation, contracting, and distribution of any and all media content relating to the Equipment, including but not limited to, any media content data transmitted to or from the Equipment and displayed using the Equipment. EVCS will work in good faith with Site Host to resolve any objections that the Site Host may have with the subject matter, time of display, noise and/or visual blight, and/or format of media content. EVCS will take reasonable efforts to avoid distributing media content that conflicts with Site Host media and advertising policies. Site Host shall have review and approval authority over the decision to add media content or advertising to Project Site. Should it be agreed to install advertising or allow for media content, the parties will negotiate a revenue sharing agreement in good faith.

14. Indemnification
a) EVCS shall indemnify and hold harmless Site Host, and any tenant, guest, customer, patron, or employee of Site Host, from and against any and all liability and expense of any kind, including reasonable attorneys’ fees, arising from injuries or damages to persons or property resulting in any way from the negligence of EVCS, its contractors, agents, or employees. It is a condition of this indemnification provision that EVCS shall receive prompt notice from Site Host of any claim against Site Host for which indemnification from EVCS is claimed. See additional language attached as Exhibit “C” Insurance Requirements.

b) Site Host agrees to indemnify EVCS, its officers, board, employees, and agents, and hold all of same harmless from and against any and all liability and expense of any kind, including reasonable attorneys' fees, arising from injuries or damages to persons or property resulting in any way from any act or negligence of Site Host, its contractors, agents or employees. It is a condition of this indemnification provision that Site Host shall receive prompt notice from EVCS of any claim against EVCS.

c) Acceptance of insurance certificates and endorsements required under this Agreement does not relieve EVCS from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply whether or not such insurance polices are determined to be applicable to any such damages or claims for damages.

15. Demonstrate PCI Compliance
EVCS needs to provide documentation on the following:

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a) Level II Compliant: A PCI DSS Service Level II compliant EVCS has proven the ability to not only process credit cards in large volume, but also maintain the highest level of security.

b) SSAE 16 Compliant: SSAE 16 compliant vendors have the necessary processes in place to remain compliant in day-to-day activities.

c) Cybersecurity Insurance Policy as listed in Insurance Section: This policy will protect the Site Host if there is a security breach of mobile payment platform.

d) Within 10 days of execution of the contract, EVCS shall provide an Attestation of Compliance (AOC) with scope verification that matches the type of services provided in the contract or other PCI compliance document as acceptable to the Site Host.

e) EVCS shall annually provide the AOC on the anniversary date of this contract or the AOC renewal date. During the contract term, EVCS must provide the Site Host with a valid PCI compliance document.

f) At the same time that EVCS provides its PCI compliance documents, EVCS shall provide a written acknowledgement of responsibilities for PCI controls. The acknowledgement shall provide that EVCS will maintain, on an on-going basis, all applicable PCI DSS requirements to the extent EVCS handles, has access to, or otherwise stores, processes, or transmits Site Host customers’ cardholder data or sensitive authentication data or manages the Site Host’s cardholder data environment on behalf of the Site Host.

g) Within 30 days of any new Payment Card Industry Data Security Standards (PCI DSS) requirements, as issued by the PCI Security Standards Council, EVCS shall provide an updated written acknowledgement of responsibilities to include the new PCI DSS requirements.

h) Within 30 days of contract execution, EVCS shall provide a copy of the EVCS’s Incident Response Plan (“IRP”) that will be implemented in the event of system and/or data breach/compromise. The IRP must be tested and updated at least annually. The IRP shall include but not be limited to:

i. Roles, responsibilities, contact names and communication strategies in the event of a data breach/compromise, including notification to the Site Host and the payment card brands (Visa and MasterCard).

ii. Specific incident response procedures.

iii. Business recovery and continuity procedures.

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iv. Data back-up processes.

v. Analysis of legal requirements for reporting compromises

vi. Coverage and responses of all critical system components.

vii. Reference or inclusion of incident response procedures from the payment card brands (Visa and MasterCard)

i) EVCS shall maintain an inventory of its system components, including, but not limited to: hardware, software, payment devices and locations which are part of its Cardholder Data Environment. Upon request by the Site Host, Provider shall provide inventory documentation for all its systems components.

j) The Site Host will review and verify EVCS’s written acknowledgment of responsibilities for PCI controls, as stated above, at least once a year.

16. Security Incident
EVCS shall inform the public jurisdiction of any security incident or data breach.

a) Incident Response: EVCS may need to communicate with outside parties regarding a security incident, which may include contacting law enforcement, fielding media inquiries and seeking external expertise as mutually agreed upon, defined by law or contained in the contract. Discussing security incidents which the public jurisdiction should be handled on an urgent as-needed basis, as part of EVCS communication and mitigation processes as mutually agreed upon, defined by law or contained in the contract.

b) Security Incident Reporting Requirements: The EVCS shall report a security incident to the appropriate public jurisdiction identified contract immediately as defined in the SLA.

c) Breach Reporting Requirements: If EVCS has actual knowledge of a confirmed data breach that affects the security of any public jurisdiction content that is subject to applicable data breach notification law, the EVCS shall (1) promptly notify the appropriate public jurisdiction identified contact within 24 hours or sooner, unless shorter time is required by applicable law, and (2) take commercially reasonable measures to address the data breach in a timely manner.

17. Breach Responsibilities
This section only applies when a data breach occurs with respect to personal data within the possession or control of the EVCS.

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i. EVCS unless stipulated otherwise, shall immediately notify the appropriate public jurisdiction identified contact by telephone in accordance with the agreed upon security plan or security procedures if it reasonably believes there has been a security incident.

ii. EVCS, unless otherwise stipulated, shall promptly notify the appropriate public jurisdiction identified contact within 24 hours or sooner by telephone, unless shorter time is required by applicable law, if it confirms that there is, or reasonably believe that there has been a data breach. EVCS shall (1) cooperate with the public jurisdiction as reasonably requested by the public jurisdiction to investigate and resolve the data breach, (2) promptly implement necessary remedial measures, if necessary, and (3) document responsive actions taken related to the data breach, including any post- incident review of events and actions taken to make changes in business practices in providing the services, if necessary.

iii. Unless otherwise stipulated, if a data breach is a direct result of EVCS’s breach of its contract obligation to encrypt personal data or otherwise prevent its release, EVCS shall bear the costs associated with (1) the investigation and resolution of the data breach (2) notification to individuals, regulators or others required by state law; (3) a credit monitoring service required by state (or federal) law; (4) a website or a toll-free number and call center for affected individuals required by state law – all not to exceed the average per record per person cost calculated for data breaches in the United States at the time of the data breach; and (5) complete all corrective actions as reasonable determined by EVCS based on root cause; all [(1) through (5)] subject to this contract’s limitation of liability.

18. Breach and Opportunity to Cure
If either party breaches this Agreement and fails to cure such breach within thirty (30) days after receipt of written notice of that breach, then the non-breaching party may terminate this Agreement effective as of the end of such thirty (30) day period. Additionally, either party may terminate this Agreement immediately if the other party (i) ceases to do business in the ordinary course; or (ii) either voluntarily or involuntarily files a bankruptcy petition which is not vacated within thirty (30) days of filing. No such termination will be deemed a waiver of any claim for damages by the non-terminating party.

If the Site Host breaches or terminates the Agreement prior to the Termination Date, Site Host will be required to reimburse EVCS for all costs incurred relating to the installation of the Equipment within thirty (30) days of receipt of an invoice and supporting documentation from EVCS. The Site Host will also be required to reimburse EVCS for the total amount of any rebates EVCS received relating to the Equipment, and/or this Agreement.

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19. Limitation of Liability

NO WARRANTY, CONDITION OR REPRESENTATION, EXPRESSED,

IMPLIED, ORAL OR STATUTORY, IS PROVIDED TO THE SITE HOST OR

ANY THIRD PARTY, INCLUDING, WITHOUT LIMITATION, ANY
WARRANTY, CONDITION OR REPRESENTATION: (A) OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,

SATISFACTORY QUALITY, OR ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE; (B) THAT THE EQUIPMENT WILL BE FREE

FROM INFRINGEMENT OR VIOLATION OF ANY RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES; OR (C) THAT

THE OPERATION OF ANY SOFTWARE OR HARDWARE SUPPLIED WILL BE UNINTERRUPTED OR ERROR FREE. THIS DISCLAIMER AND EXCLUSION

SHALL APPLY EVEN IF THE EXPRESS WARRANTY HEREIN FAILS OF ITS ESSENTIAL PURPOSE. THE SITE HOST'S SOLE AND EXCLUSIVE

REMEDIES HEREUNDER AND THE ONLY LIABILITY OF SITE HOST IS EXPRESSLY LIMITED TO THE TERMS OF THE AGREEMENT. EV

CHARGING PROVIDER SHALL NOT BE LIABLE TO THE SITE HOST, OR

ANY THIRD PARTY, FOR ANY OTHER SPECIAL, CONSEQUENTIAL,

INCIDENTAL, EXEMPLARY OR INDIRECT COSTS OR DAMAGES,

INCLUDING WITHOUT LIMITATION, LITIGATION COSTS, LOSS OF DATA,

LOSS OF PRODUCTION, AND/OR LOSS OF PROFIT ARISING FROM ANY

CAUSE WHATSOEVER, REGARDLESS OF THE FORM OF THE ACTION,

WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT

LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH COSTS OR DAMAGES.

FOR PURPOSES OF THIS PROVISION, EVCS INCLUDES EVCS'S

DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES, AFFILIATES, CONTRACTORS, SUBCONTRACTORS, AND SUPPLIERS.

NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, ANY

CLAIMS FOR DAMAGES BY EITHER PARTY ARISING UNDER OR IN

CONNECTION WITH THIS AGREEMENT SHALL BE LIMITED TO ACTUAL RECOVERIES UNDER SUCH PARTY’S INSURANCE POLICIES.

20. Disputes
This Agreement is governed by, and must be construed and enforced in accordance with, the laws of California, excluding principles of conflicts of laws. For every dispute regarding this Agreement: (i) the prevailing party is entitled to its costs, expenses, and reasonable attorney fees (whether incurred at trial, on appeal, or otherwise) incurred in resolving or settling the dispute, in addition to all other damages or awards to which the party may be entitled; (ii) each party consents to the jurisdiction of the Superior Court of California, Solano County, California for state issues, and the United State Eastern District of California for federal issues and agrees that those courts have personal jurisdiction over Packet Page 93 of 243Attachment 2 Page 12 of 20

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each party; (iii) venue must be within Solano County, California; and (iv) the parties must submit the dispute to mediation held within the City of Fairfield, or another location agreed to by both parties. Every mediation must be completed within 4 months of the date when the initial notice demanding mediation was provided by any party. If, for any reason, the dispute is not resolved through mediation within the 4-month period, then the parties may continue seeking to resolve the dispute by use of any process, including litigation by trial.

No waiver of any provision or breach hereof is a waiver of any other provision or breach.

All rights and remedies are cumulative and nonexclusive.

21. Severance
If any provision of this Agreement (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, illegal, or unenforceable, that provision or part-provision shall, to the extent required, be deemed not to form part of the Agreement and the validity and enforceability of the other provisions of the Agreement shall not be affected.

22. Notices
All notices and other communications provided hereunder must be in writing and will be deemed given: (i) on the date of hand-delivery; (ii) on the date when sent by facsimile (with confirmation of transmission); (iii) on the date when sent by email, with confirmation of receipt; (iv) the day after sending by a nationally recognized overnight delivery service (with confirmation of transmission); or (v) 3 days after sending by certified mail (return receipt requested).

For purposes of this Agreement, addresses for notification, unless changed from time to time in writing, shall be:

FOR EVCS:

EV Charging Solutions, Inc.

Attn: Ian Vishnevsky
11800 Clark Street
Arcadia, California 91006
[email protected]
323.400.EVCS (3827)

FOR SITE HOST:

______________________________
______________________________
______________________________
______________________________
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EV Charging Solutions | 11800 Clark St. Arcadia, CA 91006 | P 323.400-EVCS (3827)| www.evchargingsolutions.com

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23. Successors and Assigns
The covenants, conditions and agreements contained herein shall bind and inure to the benefit of EVCS and Site Host and their respective successors and assigns.

24. Entire Agreement
This Agreement contains all the agreements between the parties hereto and may not be modified in any manner other than by agreement in writing signed by both the parties hereto and their successors in interest.

25. Counterparts
This Agreement may be executed in any number of counterparts by the parties on separate counterparts; each of which when so executed and delivered shall be an original but such counterparts together shall constitute one and the same instrument.

IN WITNESS WHEREOF, this Agreement is executed by both parties, to become effective on the date last executed.

EVCS

By:______________________________
Title:____________________________
Date:____________________________

SITE HOST

By:______________________________
Title:____________________________
Date:____________________________

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EV Charging Solutions | 11800 Clark St. Arcadia, CA 91006 | P 323.400-EVCS (3827)| www.evchargingsolutions.com

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EXHIBIT A - Electric Vehicle Charging Station Equipment Specifications

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EV Charging Solutions | 11800 Clark St. Arcadia, CA 91006 | P 323.400-EVCS (3827)| www.evchargingsolutions.com

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EV Charging Solutions | 11800 Clark St. Arcadia, CA 91006 | P 323.400-EVCS (3827)| www.evchargingsolutions.com

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EXHIBIT B – Project Site

STA - Fairfield - Oliver Road Park and Ride 1246 Hartford Cir, Fairfield, CA 94534 STA - Fairfield - Red Top Road Park and Ride 140 Red Top Rd, Fairfield, CA 94534 STA - Fairfield - Cordelia Community Park 1300 Gold Hill Rd, Fairfield, CA 94534 STA - Fairfield - Transit Center Garage 2000 Cadenasso Dr. Fairfield, CA 94533 STA - Fairfield - Laurel Creek Community Park 2986 Gulf Dr, Fairfield, CA 94533 STA - Fairfield - Hannigan Train Station 4921 Vanden Rd, Vacaville, CA 95687 STA - Fairfield - Civic Center Lot A 1000 Kentucky St, Fairfield, CA 94533 STA - Fairfield - Civic Center Lot B 1111 Webster St, Fairfield, CA 94533 STA - Fairfield - Allen Witt Community Park 1741 W Texas St, Fairfield, CA 94533

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EV Charging Solutions | 11800 Clark St. Arcadia, CA 91006 | P 323.400-EVCS (3827)| www.evchargingsolutions.com

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EXHIBIT C
INSURANCE REQUIREMENTS CONSULTANT shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, its agents, representatives, or employees. 1) MINIMUM SCOPE AND LIMITS OF INSURANCE a) Commercial General Liability coverage (occurrence Form CG 00 01) with minimum limits of $1,000,000 per occurrence for bodily injury, personal injury, products and completed operations, and property damage. If Commercial General Liability or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. b) Automobile Liability coverage (Form CA 00 01 with Code 1 – any auto) with minimum limits of $1,000,000 per accident for bodily injury and property damage. c) Workers’ Compensation insurance as required by the State of California and Employers’ Liability insurance, each in the amount of $1,000,000 per accident for bodily injury or disease. 2) INDUSTRY SPECIFIC COVERAGES If checked below, the following insurance is also required. Professional Liability Insurance / Errors and Omissions Liability in the minimum amount of $1,000,000 per occurrence. Pollution Liability Insurance in the minimum amount of $1,000,000 per occurrence Garage Keepers Insurance in the minimum amount of $1,000,000 per occurrence Fidelity / Crime / Dishonesty Bond in the minimum amount of $____________ MCS-90 Endorsement to Business Automobile insurance for transportation of hazardous materials and pollutants Builder’s Risk / Course of Construction Insurance in the minimum amount of $__________. 3) INSURANCE PROVISIONS a) DEDUCTIBLES AND SELF-INSURED RETENTIONS. Any deductibles or self-insured retentions must be declared to and approved by the CITY. At the option of the CITY, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the CITY, its officers,

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officials, employees and volunteers; or the CONSULTANT shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. b) The general and automobile liability policies (and if applicable, pollution liability, garage keepers liability and builder’s risk policies) are to contain, or be endorsed to contain, the following provisions: i) The CITY, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of work or operations performed by or on behalf of the CONSULTANT; products and completed operations of the CONSULTANT; premises owned, occupied or used by the CONSULTANT; and automobiles owned, leased, hired or borrowed by the CONSULTANT. The coverage shall contain no special limitations on the scope of protection afforded to the CITY, its officers, officials, employees or volunteers. ii) For any claims related to this project, the CONSULTANT’S insurance coverage shall be primary insurance as respects the CITY, its officers, officials, employees and volunteers. Any insurance or self-insured maintained by the CITY, its officers, officials, employees or volunteers shall be excess of the CONSULTANT’S insurance and shall not contribute with it. iii) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the CITY, its officers, officials, employees or volunteers. iv) The CONSULTANT’S insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. v) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to the CITY. vi) The policy limits of coverage shall be made available to the full limits of the policy. The minimum limits stated above shall not serve to reduce the CONSULTANT’S policy limits of coverage. Therefore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this agreement, or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured, whichever is greater. c) ACCEPTABILITY OF INSURER. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the CITY. VERIFICATION OF COVERAGE. CONSULTANT shall furnish the CITY with original endorsements effecting coverage required by this Exhibit D. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf; on forms equivalent to CG 20 10 11 85, subject to CITY approval; and submitted electronically through the Exigis insurance system to: [email protected]. All insurance certificates and endorsements are to be received and approved by the CITY before work commences. At the request of the CITY, CONSULTANT shall Packet Page 100 of 243Attachment 2 Page 19 of 20

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provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications. d) SUB-CONTRACTORS. CONSULTANT shall require all subcontractors to procure and maintain insurance policies subject to the requirements of Exhibit D. Failure of CONSULTANT to verify existence of sub-contractor’s insurance shall not relieve CONSULTANT from any claim arising from sub-contractors work on behalf of CONSULTANT.

Packet Page 101 of 243Attachment 2 Page 20 of 20

Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

[Site Host Name and address]
[Date]

PG&E Electric Vehicle Fast Charge Program Contract

Dear [_______],

We are pleased to share that the site(s) listed below have been selected to join PG&E’s EV Fast Charge program, pending satisfaction of the site-specific contingencies described in this letter. When we receive your countersigned copy of this letter we will move these sites into the Design phase and begin the engineering, design and construction.

The following items are included in this Contract package:
• Part A: Project Description
• Part B: Terms and Conditions
• Attachment 1: Preliminary site designs
• Attachment 2: Sample easement (final version to be completed and signed once the project design is finalized)

You have selected [______] as your EVSE supplier. Your contacts at [______] should remain your key points of contact related to any questions about the application process, charger procurement, installation, commissioning, activation, and ongoing operations and maintenance.

Please review all of the documents in this package carefully and let me know if you have any qu estions.

The Project Description and the Terms and Conditions will, when signed on behalf of the Site Host, constitute a legally binding contract between the Site Host and PG&E. [If Site Host is not the EVSE Owner add: [______] will be the owner of the EVSE and PG&E’s customer of record for EVSE energy billing purposes. [_______] must therefore review and sign this Contract. Please arrange for signature by that company.]

You should return your signed copy of this Contract to me via email. After we receive your signed copy, we will introduce you to your PG&E Project Manager, who will lead you through the design and construction of the project.

Thank you for your participation in this exciting program! You are taking an important step to support California’s ambitious climate and air quality goals, and we appreciate that you’ve elected to work with PG&E to install charging stations at your site.

Sincerely,

Sam Piell
Program Manager – EV Fast Charge
[email protected]
415-973-0630

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Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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Part A: Project Description (Sample)

Site Host Name and Contact
Information
Site Host Name, Address, Email and Phone
Site Address(es) and EVSE
Package(s)
Site Addresses
Is Site Host the owner or lessee
of the Site?
Owner or Lessee
EVSE Package Supplier Name of Qualified EVSP
EVSE Owner (billing customer
of record for EVSE energy
charges)
EVSE Owner
EVSE Service Commencement
Date
Estimated activation date plus contingency for all parties.

Term 5 years from the date the EVSE becomes operational Contingencies As described below
DAC Rebate (estimate only, if
applicable)
Estimated to be $25,000per charger. Refer to Section 3 of the Terms and Conditions for eligibility requirements and conditions.

Other Incentives (estimate
only, if applicable)
Not applicable

Capitalized terms are defined in Part B: Terms and Conditions.

Project Overview: Site Host has selected the fast charge package(s) described above for deployment at the above Sites. PG&E will design, construct, own and maintain an EV Service Connection and related EV Supply Infrastructure at those Sites. Site Host will contract directly with the EVSE Package Supplier to supply, install and provide operations and maintenance services for the EVSE Package(s).

Contingencies: Selection of sites for inclusion in PG&E’s EV Fast Charge program involves careful consideration of the project costs and total scope of work , including site conditions. A final decision to proceed with construction is dependent on satisfaction of the following contingencies. PG&E may remove a Site from the Fast Charge Program if any of these contingencies is not satisfied. If PG&E removes a Site then this Contract will be deemed terminated with respect to that Site but will continue in force for other Sites (if any) described in the Project Description.

• Easements. All required easements must be obtained from applicable landowners and third parties within 60 days of signing this Contract. Refer to section 11 of the Terms and Conditions for details on how easements will be addressed.
• Make-ready costs. PG&E reserves the right to remove a Site from the Fast Charge Program at the completion of the design and estimation stage if the estimated cost of EVSE Service Connection and EV Supply Infrastructure for that site, inclusive of easement costs (“make ready costs”) materially exceeds projected costs.

Timely Commencement of EVSE Service. This project is being subsidized by PG&E and California ratepayers in the expectation that Site Host will complete the installation process and make the EVSE fast charge service available to the public no later than the EVSE Service Commencement Date specified above. If this is not achieved, then, except in the case of a termination due to failure of a contingency, PG&E reserves the right to recover the fees and costs incurred by PG&E and its contractors after the execution of this Contract with respect to the affected Site(s) including, but not limited to, design cost, site walk costs, site preparation and construction costs. DAC Rebates, if applicable, will not be paid until after the EVSE service has commenced.

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Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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Site Host Acceptance. Site Host confirms its participation in PG&E’s EV Fast Charge Program and agrees to be bound by this Contract, including Part B: Terms and Conditions. By signing this Contract, Site Host is committing to deploy the number of charging ports and charger locations specified above and in the attached preliminary design, subject to the contingencies noted herein. If Site Host is also the EVSE Owner, then Site Host is responsible for both Site Host and EVSE Owner’s obligations under the Contract.

EVSE Owner Acceptance. If Site Host will not be the EVSE Owner, then EVSE Owner must sign this Contract. By signing this Contract EVSE Owner confirms its participation in PG&E’s EV Fast Charge Program and agrees to be bound by this Contract, including Part B: Terms and Conditions. By signing this Contract, EVSE Owner is committing to deploy the number of charging ports and charger locations specified above and in the attached preliminary design, subject to the contingencies noted herein.

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Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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EV Fast Charge Terms and Conditions
Part B: Terms and Conditions

1. EV Fast Charge Program Definitions

1.1 Disadvantaged Community (DAC) – Census tracts in PG&E’s electric service territory with a top quartile score according to California Environmental Protection Agency’s CalEnviroScreen 3.0, or current version.

1.2 DAC Adjacent – The area a half-mile around a DAC; it is not eligible for the DAC EVSE rebate, but is tracked for PG&E goals and reporting requirements.

1.3 EV Service Connection – Traditional utility infrastructure from the utility distribution system to the meter, which may include but is not limited to cable, conductors, conduit, transformers and associated substructures from the utility distribution system. Also referred to as “To the Meter” (TTM) infrastructure.

1.4 EV Supply Infrastructure – Infrastructure from the meter (but not including the meter) to the parking space, this may include an electrical panel, cable and conduit necessary to deliver power to the parking space, as well as any equipment mounting infrastructure (e.g., concrete pad, Unistrut, etc.). Also referred to as “Behind the Met er” (BTM) infrastructure.

1.5 EVSE – Electric vehicle supply equipment used for charging EVs. This includes all components of the power dispenser(s) and power cabinet(s) including conductors (ungrounded, grounded, and equipment grounding conductors), the electric vehicle connectors, attachment plugs, and all other fittings, devices, power outlets, or apparatuses installed specifically for the purpose of delivering energy from the premises wiring to the electric vehicle.

1.6 EVSE Package – EVSE hardware, software, and network services – from Suppliers for the EV Fast Charge Program.

1.7 EVSE Operations and Maintenance (O&M) – Services required to operate and maintain the EVSE including but not limited to network fees, replacement of parts and associated services necessary to keep the EVSE operational. EVSE O&M does not include maintenance and repair of the EV Service Connection and the EV Supply Infrastructure.

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Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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EV Fast Charge Terms and Conditions

1.8 DAC Rebate – If the EVSE is located inside of a DAC then the EVSE Owner may be eligible to receive a Rebate. Review rebate information on www.pge.com/evfastcharge . Also refer to DAC Rebate eligibility conditions in Section 3 of the Terms and Conditions.

1.9 EVSE Owner – The entity that is responsible for paying the up front and ongoing costs associated with keeping the EVSE Package operational. The EVSE Owner may be the Site Host, an EVSP or a 3rd Party. The EVSE Owner is also the customer of record for PG&E for purposes of the EVSE and will be responsible for paying all electric bills associated with the EVSE’s operation under the selected PG&E Rate Plan. In general, the EVSE will be owned and maintained by the Site Host. In situations in which a Site Host does not own the EVSE(s), the EVSE Owner assumes the responsibilities of the Site Host under this Contract pertaining to operations, maintenance and data collection.

1.10 EVSP – Electric vehicle service provider is an entity that provides EVSE hardware and software to enable electric vehicle charging. Regardless of whether an EVSP is a party to this contract they are expected to have separate contractual relationships with customers that are complementary to those stated within this Contract.

1.11 PG&E – Pacific Gas and Electric Company.

1.12 Site(s) – the sites identified for the deployment of EVSE in Part A (Project Description).

1.13 Rate Plan – A retail energy rate plan offered by PG&E. EVSE Owner will be the PG&E customer of record and will be responsible for paying the PG&E bill associated with the EVSE. The EVSE Owner may enroll in any applicable PG&E rate plan based on their service use. Detail on PG&E rates and eligibility criteria can be found at www.pge.com/tariffs

1.14 Site Host –The Site Host owns or leases the Premises where the EVSE Packages are installed.

2. Acknowledgement and Term: All parties hereto agree to abide by the terms and conditions of this Contract for participation in the EV Fast Charge Program (part of California Public Utilities Commission, or “CPUC”, Decision Number 18-05-040 issued May 31, 2018), including all requirements expressly incorporated by reference. The duration of this Contract (the “Term”) will commence on the date in which EVSE becomes operational and will continue in effect for the Term stated in Part A (Project Description) (unless otherwise earlier terminated pursuant to the terms herein). The EVSE will be deemed to be operational when both the EVSE commissioning is complete and the final inspection by Authority Having Jurisdiction has been passed (as shown by the date of the final inspection certificate).

3. DAC Rebate Conditions. If a Site is located in a Disadvantaged Community it may be eligible for a DAC Rebate, which is a direct reimbursement of actual purchase and installation costs of up to $25,000 per charger. Any estimate of the applicable rebate in Part A (Project Description) is indicative only and is subject to adjustment according to the following requirements:

3.1 The DAC Rebate may not exceed the cost of the charger and installation, and is not to be used to cover the cost of ongoing operations and maintenance or other associated fees.

3.2 If Site Host receives any other local, state or federal funded incentives relating to the EVSE or the provision of fast charge services at the Site (“Other Incentives”), then those Other Incentives will be taken into account in determining the DAC Rebate. For exam ple, depending on the type and purpose of the Other Incentives, those incentives may be applied to reduce the purchase and installation cost of the charger for purposes of calculating the DAC Rebate. When receiving Other Incentives, Site Host must maintain a cost share of at least 25% of the total cost of the charger plus installation.

3.3 Site Host is required to disclose all Other Incentives that are awarded before PG&E pays the DAC Rebate. Other Incentives must be disclosed as and when they are awarded, even if they are Packet Page 106 of 243Attachment 3 Page 5 of 12

Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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EV Fast Charge Terms and Conditions
awarded after the date of this letter. PG&E will finalize the DAC Rebate calculation when the Other Incentives are finally determined.

3.4 The DAC Rebate for each charging station will be paid in one lump-sum payment within thirty (30) days after completion of the following with respect that charger: (1) proof of purchase or relevant documentation showing purchase of the designated number of qualified EVSE and documentation verifying the amount of any Other Incentives; (2) completion of PG&E’s inspection of the EVSE and the physical location, and (3) confirmation that the EVSE is operational.

4. Selection of Electric Vehicle Service Equipment Package: EVSE Owner may choose any EVSP from the list of qualified EVSPs, and any EVSE Package offered by that EVSP. It is the responsibility of the EVSE Owner to ensure that the selected EVSE Package is included in PG&E’s current list of EV Fast Charge Program qualified products. EVSE Owner acknowledges that PG&E makes no representations regarding manufacturers, dealers, contractors, materials or workmanship of the EVSE Package. Site Host and EVSE Owner agree that PG&E has no liability whatsoever concerning the quality an d safety of the EVSE Package. EVSE Owner shall install, operate and maintain the number and type of EVSE Packages described in Part A (Project Description). In all cases, PG&E’s responsibility is limited to the EV Service Connection and the EV Supply Infrastructure. The cost of establishing the EV Service Connection and EV Supply Infrastructure will be borne by PG&E, except as stated in Part A (Project Description).

5. Additional Services from EVSP: The EVSP may offer and contract directly with the Site Host and/or EVSE Owner to provide additional or complementary services that are not described in Part A (Project Description), as long as these services do not materially interfere with the objectives of the EV Fast Charge Program. The costs of additional EVSP services (including any additional work required for the EV Service Connection or EV Service Infrastructure), and any cost related to O&M of any additional EVSP services, will not be borne by PG&E pursuant to this Contract.

6. Installation Process:

6.1 PG&E and/or its contractors shall, at PG&E’s sole cost and expense (except as stated in Part A (Project Description), if applicable), design and construct the EV Service Connection and EV Supply Infrastructure in compliance with the terms of this Contract, as well as all applicable local, state and federal laws and regulatory requirements.

6.2 Site Host is responsible for (i) providing or obtaining required easements (refer to section 11 below), and (ii) providing all disclosures regarding known conditions, including but not limited to hazardous or contaminated materials, located at the Site.

6.3 Arrangements for removal of any hazardous or contaminated materials, and any other environmental remediation, will be Site Host’s responsibility. If PG&E is to assume any responsibility for remediation of any of these conditions this must be expressly stated in Part A (Project Description) and will be limited to the responsibilities described therein.

6.4 EVSE Owner will be PG&E’s single point of contact for the EVSE installation project and is responsible for coordinating all communications among EVSE Owner, Site Host and relevant third parties with respect to the installation process, for securing required approvals with respect to preliminary and final designs.

6.5 A preliminary layout of proposed facilities will be provided by PG&E to EVSE Owner for Site Host and EVSE Owner review and approval; such approval will not unreasonably be withheld. After Site Host and EVSE Owner approval of the preliminary design, PG&E will coordinate with the EVSE Owner if there are any proposed material changes. A final design with no material changes from the agreed upon design, will be provided by PG&E to EVSE Owner prior to any installation activities. PG&E, Site Host, and EVSE Owner will approve final design prior to construction Packet Page 107 of 243Attachment 3 Page 6 of 12

Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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EV Fast Charge Terms and Conditions
beginning. Once design is approved no material changes will be made without approval from PG&E, Site Host, and EVSE Owner.

6.6 An estimated installation schedule for the EV Supply Infrastructure shall be provided by PG&E after execution of any required easements and the approved building permit. Should the schedule require modification, PG&E shall notify EVSE Owner within a reasonable amount of time of such changes.

6.7 The EVSE Owner and/or its contractors shall install the EVSE, in compliance with the terms of this Contract, as well as all applicable local, state and federal laws and regulatory requirements. The EVSE Owner is responsible for all costs of the EVSE Package and its installation. PG&E will assess whether the installation complies with quality and safety standards before confirming project completion and delivering any applicable DAC Rebates.

6.8 Upon completion of installation of the EVSE, the EVSE Owner understands and acknowledges that EVSE Owner will be responsible for EVSE Operations and Maintenance.

7. EV Drivers Right to Access: Access to or use of the EVSE shall not be restricted for reasons including, but not limited to, race, color, religion, age, sex, national origin, ancestry, physical or mental disability, or any basis prohibited by applicable law. In addition, per the EV Fast Charge Program requirements, the EVSE shall be available to the public 24 hours per day, 7 days per week, except for emergencies, maintenance, and other reasonable planned outages. Access to EVSE parking spaces may not be restricted to customers of a specific business or restricted on any other basis , except to the extent reasonably necessary to provide reasonable general customer access to the EVSE and to the Site Host's facilities. Site host and EVSE Owner agree to have address and charger status listed on publicly available maps and databases.

8. Duty to Notify: Site Host warrants that it is the occupier of the Premises as an owner or tenant and has legal control of the Premises. Site Host has a duty to promptly notify PG&E when Site Host becomes aware of any unsafe, inoperable or damaged EV Service Connection or EV Supply Infrastructure equipment. In addition, Site Host and EVSE Owner shall promptly report all claims and/or incidents associated with the EV Service Connection or the EV Supply Infrastructure to PG&E or its designated representative(s), and shall promptly thereafter confirm in writing any injury, loss, or damage incurred by Site Host and/or EVSE Owner or any third party.

9. Accessibility Requirements: The installation of the EVSE and EV Service Connection is required to comply with the Americans with Disabilities Act (ADA) and California Building Standards. PG&E is responsible for the costs of complying with these standards as they relate to the installation of EVSE Service Connection and EV Supply Infrastructure. Site Host understands and accepts that such standards may impact parking layouts and reduce the number of non-accessible parking spaces available. Site Host understands and accepts that changes to initial design representations may occur during the design, construction and operational phases of the EVSE as may be dictated by design constraints, by law or regulation or by local jurisdictional authorities.

10. Easement Requirement: An easement may be required to install and maintain the EV Service Connection and EV Supply Infrastructure. PG&E will use existing easements when possible to minimize encumbrances on the Site(s). If a new easement is required, access rights will follow standard utility requirements for providing electrical service. PG&E will determine if a new easement is required. PG&E will provide the easement documentation to Site Host for execution by the landowner and/or other relevant third parties such as secured lenders. If the duly executed easement with applicable consents is not provided to PG&E’s satisfaction (based on standard utility requirements) within 60 days after PG&E provides the documentation to Site Host, PG&E may remove the affected Premises from the EV Fast Charge Program. If the EV Service Connection must cross property owned by a third party to serve Site Host, PG&E may, at its option, install such EV Service Connection after appropriate rights of way or easements, satisfactory to PG&E, are obtained. PG&E will pay for the cost of third party easements and the estimated cost will be included in the make-ready cost of EVSE Service Connection and EV Supply Packet Page 108 of 243Attachment 3 Page 7 of 12

Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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EV Fast Charge Terms and Conditions
Infrastructure for that site. Upon termination of the Contract, PG&E shall, within thirty (30) days written demand therefor, execute and deliver to Site Host (or the relevant third party) a quitclaim of any easement granted pursuant to this Contract.

11. Access to Site Host’s Premises: PG&E shall at all times have the right to enter and leave the Site Host’s Premises for any purpose connected with the furnishing of electric service to the EV Supply Infrastructure and EV Service Connection (meter reading, inspection, testing, routine repairs, replacement, maintenance, vegetation management, emergency work, etc.) and the exercise o f any and all rights secured to it by law, or under PG&E's applicable tariff schedules. Except in emergencies, PG&E shall use best efforts to provide Site Host/EVSE Owner with advance notice of work that is likely to affect access to or use of the Site, consistent with PG&E’s standard utility practices. If Site Host does not grant PG&E reasonable access to the Premises, then PG&E may, consistent with PG&E’s standard utility practices, deenergize the EV Supply Infrastructure or EV Service Connection until ac cess is granted.

12. EVSE Operation and Maintenance: The EVSE Owner is required to operate and maintain the EVSE for the Term of this Contract. EVSE Owner will pay all O&M costs associated with the EVSE. EVSE Owner shall maintain 24x7 uptime and public availability of the EVSE, except for service interruptions as permitted herein. Site Host shall maintain the common area improvements immediately surrounding the EVSE in good and safe condition. Such maintenance by Site Host of the immediately surrounding common areas shall include, but not be limited to, pavement maintenance and snow removal services .

13. Billing: EVSE Owner will be the PG&E customer of record for the EVSE and will be served an applicable rate. As the customer of record, EVSE Owner will be responsible for paying the PG&E bill associated with the EVSE.

14. Changing Rate Plan: EVSE owner may change Rate Plan during the Term, but must remain on a retail PG&E rate for the duration of the Term. If EVSE owner switches to a non-retail PG&E rate (e.g., a wholesale tariff) during the Term, Site Host shall bear the full cost and sole expense, as circumstances may dictate, for losses incurred by PG&E on behalf of ratepayers, such as pro-rated costs of equipment, site design and installation.

15. Reliability: PG&E does not guarantee uninterrupted service. At its own expense, EVSE Owner may pursue options to ensure that any impact to operations from potential loss of power is sufficiently mitigated.

16. Changes to EVSE.

16.1 Replacement: Site Host may replace EVSE during the Term. Site Host must notify PG&E ahead of replacement to ensure the EV Service Infrastructure can accommodate the additional load and new EVSE complies with necessary CPUC requirements for the EV Fast Charge Program. If adequate infrastructure does not exist, Site Host must request increased capacity in accordance with the provisions of CPUC filed tariffs such as Electric Rule 16. Any replacements will be at Site Host’s expense and its liability.

16.2 Relocations: Should Site Host or EVSE Owner request relocation of EVSE or parts thereof at any point in time, such relocation shall be per mutually agreeable terms and shall be at sole expense of the party making the request and in accordance with any EV Fast Charge Program requirements, laws, regulations or other applicable jurisdictional requirements. Additionally, if requested by PG&E, Site Host shall either amend the Easement to include the legal description of the new location or enter into a new Easement with PG&E.

16.3 Expansion: Site Host must coordinate with PG&E prior to expansion of chargers or charger capacity. any installations or related work performed outside of the initial EV Fast Charge program will be at Site Host’s expense and liability.

17. Permission to Use Data: EVSE Owner and Site Host agree to allow PG&E, its agents and representatives to access and use data gathered as part of the EV Fast Charge Program (including Packet Page 109 of 243Attachment 3 Page 8 of 12

Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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usage data from the EVSE and EVSE performance data supplied directly to PG&E from the EVSP) (“Usage Data”) for PG&E’s internal use, for the enhancement of the EV Fast Charge Program and similar programs and for regulatory reporting purposes, and all such use shall be in accordance with applicable laws and regulations. If Site Host or the EVSE Owner do not control access to Usage Data, EVSE Owner will direct the person who controls such access to make Usage Data available to PG&E in a file format reasonably acceptable to PG&E and consistent with regulatory reporting re quirements. All data shall be anonymized before it is provided to PG&E.

18. Representations: Site Host and EVSE Owner understand that participation in PG&E’s EV Fast Charge Program shall not be construed as creating any agency, partnership, or other form of joint enterprise between the Site Host, EVSE Owner, PG&E, or their affiliates, contractors, vendors, representatives or designees nor create any obligations or responsibilities on their behalf except as may be expressly granted in writing, nor make any representations of any kind to this effect. Site Host represents and warrants that it is either (i) the fee title owner of the Premises and has the right to grant the easement and other rights of access referred to in this Contract, or (ii) it is the lessee of the Premises and, subject to obtaining an easement from the landlord as described in this Contract, has the power, authority and capacity to bind itself to undertake the EV Fast Charge Program terms and conditions and to perform each and every obligation required of Site Host.

19. Regulatory Changes: PG&E may initiate changes to the EV Fast Charge Program as necessary to comply with CPUC directives. PG&E shall endeavor to provide Site Host and EVSE Owner with advance notice of any such changes.

20. Compliance with Laws: All parties shall comply with all applicable federal, state, and local statutes, rules, regulations, laws, orders and decisions that relate to or govern its participation in the EV Fast Charge Program and/or a party’s interactions with customers in connection with the EV Fast Charge Program, including operation of the EVSE.

21. PG&E Termination or Suspension: PG&E may terminate, or for any duration suspend, Site Host’s or EVSE Owner’s participation in the EV Fast Charge Program, or operation of EVSE to comply with regulatory mandates or for cause including but not limited to: failure to provide or maintain terms of easement, breach of this Contract, failure to abide by EV Fast Charge Program terms and conditions, permitting issues, exceptional installation costs, environmental concerns, or any other material reason(s) not in the best interests of the EV Fast Charge Program or PG&E’s ratepayers.

22. Assignment. If the Site Host or EVSE Owner wishes to assign its rights and obligations of the EVSE Package to a new Site Host or EVSE Owner prior to the end of the Term , the new Site Host or EVSE Owner may assume all rights and obligations for the remaining term with PG&E consent.

23. Early Removal, Termination or Cessation of EVSE Service: Should Site Host or EVSE Owner request removal of EV Supply Infrastructure or termination of an EV Service Connection before the end of the Term (an “Early Termination”), the Site Host or EVSE Owner who requests removal shall bear full cost and sole expense of such removal. In addition, if there is an Early Termination or if the EVSE Owner ceases to make EVSE publicly available as required by this Contract before the end of the Term, then the EVSE Owner will pay PG&E the actual costs, as circumstances may dictate, for losses incurred by PG&E on behalf of ratepayers, such as pro-rated costs of equipment, site design and installation. Site Host or EVSE Owner may, at any time within the Term request from PG&E projected and final costs associated with such a removal request. Upon such Early Termination or cessation of service, the EVSE Owner may elect option 2 (but not option 1) in the “End of Term” paragraph below.

24. End of Term: At the end of the Term, the Site Host / EVSE Owner will have the following options;

24.1 Continue to operate the EVSE, in which case PG&E will, at its option, either:

24.1.1 Transfer ownership of the EV Supply Infrastructure to the Site Host and provide a quitclaim for the associated easement for a nominal fee, in which case PG&E will have no Packet Page 110 of 243Attachment 3 Page 9 of 12

Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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further obligations with respect to the EV Supply Infrastructure, and electrical service for the EV Service Connection will be provided in accordance with PG&E’s standard utility practices and applicable tariffs; or

24.1.2 Continue to operate and support the EV Supply Infrastructure in which case PG&E may charge an annual maintenance fee and the easement will remain in place.

24.1.3 In either case, Site Host/EVSE Owner shall have no further obligations to PG&E under this Contract except for the indemnity set forth below.

24.2 Abandon the EV Supply Infrastructure in place. PG&E delivers quitclaim for easement and easement is removed by Site Host. PG&E has no further obligations with respect to the abandoned Service Connection and EV Supply Infrastructure.

25. Indemnity: Site Host and EVSE Owner (each an “Indemnitor”) shall indemnify, hold harmless and defend PG&E, its affiliates, subsidiaries, parent company, officers, managers, directors, agents, and employees, from and against all claims, demands, losses, damages, costs, expenses, and liability (legal, contractual, or otherwise), which arise from or are in any way connected with any: (i) injury to or death of persons, including but not limited to employees of PG&E or Indemnitor; (ii) injury to property or other interests of PG&E, Indemnitor, or any third party; (iii) violation of a local, state, or federal common law, statute or regulation, including but not limited to environmental laws or regulations; (iv) strict liability imposed by any law or regulation; so long as such injury, violation, or strict liability (as set forth in (i) - (iv) above) arises from or is in any way connected with Indemnitor’s performance of, or failure to perform, this Contract. This indemnification obligation shall not apply to the extent that such injury, loss or damage is caused by the negligence or willful misconduct of PG&E, its officers, managers, or employees.

Indemnitor shall, on PG&E's request, defend any action, claim, or suit assertin g a claim which might be covered by this indemnity, using counsel acceptable to PG&E. Indemnitor shall pay all costs and expenses that may be incurred by PG&E in enforcing this indemnity, including reasonable attorney's fees. To the extent necessary, each Party was represented by counsel in the negotiation and execution of this Contract.

26. Insurance Requirements: Site Host shall procure, carry and maintain the following insurance coverage:

26.1 General Liability Insurance. The limit shall not be less than Two Million Dollars ($2,000,000) each occurrence for bodily injury, property damage and personal injury. Coverage shall: a) By "Additional Insured" endorsement add as insureds PG&E, its directors, officers, agents and employees with respect to liability arising out of work performed by or for the ‘Site Host’; b) Be endorsed to specify that the ‘Site Host’ insurance is primary and that any insurance or self - insurance maintained by PG&E shall not contribute with it.

26.2 Property Insurance - Covering against all risks of physical loss or damage to EVSE with limits equivalent to the replacement cost of the EVSE.

26.3 Additional Insurance Provisions.

26.3.1 In the event that Site Host does not own the EVSE, Site Host shall ensure that EVSE Owner carries comparable insurance to that required of Site Host under this Agreement.

26.3.2 Before commencing performance of work under this Agreement, Site Host and/or EVSE Owner shall furnish PG&E with certificates of insurance and endorsements of all required insurance. PG&E may inspect the original policies at any time.

26.3.3 Upon request, Site Host and/or EVSE Owner shall furnish PG&E evidence of insurance for agents or contractors hired to perform installation or O&M of the EVSE.

27. Casualty: If all or any portion of the EVSE on the Site are damaged or destroyed by fire or other casualty which reasonably materially and adversely affects the operation of the EVSE (any, a “Casualty”), and if Site Host elects not to repair or replace the affected EVSE, then Site Host and EVSE Owner shall have Packet Page 111 of 243Attachment 3 Page 10 of 12

Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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the right to terminate the Contract by written notice to PG&E in which event the Contract shall terminate on the date that is 10 days after the date of the relevant party’s termination notice.

28. Dispute Resolution: This Contract, and any and all disputes arising out of or relating to this Contract, shall be governed by and construed under the laws of the State of California, without reference to its conflicts of law provisions. If a dispute arises with respect to this Contract or performance hereunder, a party may request mediation by written notice to the other Party. The mediation shall be conducted by a mutually-agreeable mediator with appropriate experience. All negotiations and any mediation conducted pursuant to this provision are confidential and shall be treated as compromise and settlement negotiations, to which Section 1119 of the California Evidence Code shall apply, and Section 1119 is incorporated herein by reference. In the event that mediation fails to resolve such dispute, the parties retain all rights and defenses with respect to such dispute. Any proceeding related to this Contract or a party’s performance or non-performance hereunder will be instituted and maintained exclusively in the federal or state courts sitting in the City and County of San Francisco, and each party irrevocably submits to the exclusive jurisdiction of those courts.

29. No Partnership: This Contract shall not be construed as creating a partnership, joint venture, agency relationship, franchise or association, nor shall this Contract render PG&E and Site Host or EVSE Owner liable as partners, co-venturers or principals.

30. Enforceability: If any of the provisions, or application of any of the provisions, of this Contract are held to be illegal or invalid by a court of competent jurisdiction or arbitrator/mediator, all impacted Parties shall negotiate an equitable adjustment in the provisions of this Contract with a view toward effectuating the purpose of this Contract. The illegality or invalidity of any of the provisions, or application of any of the provisions, of this Contract will not affect the legality or enforceability of the remaining provisions or application of any of the provisions of the Contract.

31. Integration: This Contract, including all items incorporated herein by reference, constitutes the entire agreement and understanding between the Parties as to the subject matter of the Contract. It supersedes all prior or contemporaneous agreements, commitments, representations, writings, and discussions between parties, whether oral or written, express or implied, that relate in any way to the subject matter of this Contract. This Contract has been induced by no representations, statements or agreements other than those expressed herein. Neither party shall be bound by any prior or contemporaneous obligations, conditions, warranties or representations with respect to the subject matter of this Contract.

32. Survival: The provisions of this Contract which by their nature should survive expiration, cancellation or other termination of this Contract, including but not limited to provisions regarding warranty, indemnity, insurance, confidentiality, document retention, business ethics and availability of information, shall survive such expiration, cancellation or other termination.

33. Notices: Any and all notices shall be in writing and addressed to the parties at the addresses specified below or such other addresses as either party may direct by notice given in accordance with this section, and shall be delivered in one of the following manners: (i) by personal delivery, in which case notice shall be deemed to have been duly given when delivered; (ii) by certified mail, return receipt requested, with postage prepaid, in which case notice shall be deemed to have been duly given on the date indicated on the return receipt; or (iii) by reputable delivery service (including by way of example and not limitation Federal Express, UPS and DHL) which makes a record of the date and time of delivery, in which case notice shall be deemed to have been duly given on the date indicated on the delivery service’s record of delivery.

33.1 Notices to PG&E shall be sent to:

Pacific Gas and Electric Company
Attn: EV Fast Charge Program Manager
77 Beale St
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Clean Energy Transportation
Pacific Gas and Electric Company
77 Beale Street
San Francisco, CA 94105

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San Francisco, CA 94105
Email Address: [email protected]

33.2 Notices to Site Host and/or the EVSE Owner shall be sent to the applicable address and addressee shown in Part A (Project Description).

The Parties have executed this Contract on the dates indicated below, to be effective upon the later date.

________________________________
Company Name (Site Host)

________________________________
Company Name (EVSE Owner)

PACIFIC GAS AND ELECTRIC

COMPANY

________________________________
Signature

________________________________
Print Name

________________________________
Title

________________________________
Date

Packet Page 113 of 243Attachment 3 Page 12 of 12

Agenda Item No: 10.

AGENDA REPORT
DATE:February 15, 2022
TO:Mayor and City Council
FROM:David Gassaway, Interim City Manager
SUBJECT:Resolution 202226 of the City Council of the City of Fairfield Rescinding City Council Resolution 2018256; and
Resolution 202227 of the City Council of the City of Fairfield Authorizing Submittal of Applications for all CalRecycle Grant and Payment Programs for which the City of Fairfield is Eligible
RECOMMENDED ACTION
Adopt resolutions.

STATEMENT OF ISSUE
In October 2018, the City Council passed and adopted Resolution 2018256, authorizing the submittal of the Department of Resources Recycling and Recovery (CalRecycle) Rubberized Pavement Grant Program application. Since then, additional CalRecycle grant programs are now available. However, Resolution 2018256 only authorizes the City to apply for the Rubberized Pavement Grant Program grants. Staff recommends rescinding this previously adopted resolution and approving a new resolution that allows the City to apply for all eligible CalRecycle grant and payment programs.

DISCUSSION
CalRecycle offers a number of grant and payment programs to aid municipal jurisdictions. Grant applications require the submittal of a resolution that authorizes the City to apply for CalRecycle grant and payment programs. In 2018, by Resolution 2018256, the council authorized the City to apply for the Rubberized Pavement Grant. A new grant program, Senate Bill (SB) 1383 Local Assistance Grant (Grant), has become available in response to SB 1383 passed by Governor Brown in 2016. This bill establishes reduction targets for methane emissions resulting from decomposing organic waste in landfills. Regulations for SB 1383 went into effect on January 1, 2022.

SB 1383 directs CalRecycle to reduce organic waste disposal into landfills by 75 percent by 2025. It is the most significant waste reduction mandate adopted in California in the last 30 years and represents the next step in California’s environmental protection strategy. SB 1383 requires substantial changes to solid waste collection programs, immense public outreach and education, and intensive recordkeeping and inspections. Currently, the City and its hauler, Republic Services, are working towards SB 1383 compliance.

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Agenda Item No: 10.AGENDA REPORTDATE:February 15, 2022 TO:Mayor and City CouncilFROM:David Gassaway, Interim City ManagerSUBJECT:Resolution 202226 of the City Council of the City of Fairfield Rescinding City CouncilResolution 2018256; andResolution 202227 of the City Council of the City of Fairfield Authorizing Submittal ofApplications for all CalRecycle Grant and Payment Programs for which the City ofFairfield is EligibleRECOMMENDED ACTIONAdopt resolutions.STATEMENT OF ISSUEIn October 2018, the City Council passed and adopted Resolution 2018256, authorizing the submittalof the Department of Resources Recycling and Recovery (CalRecycle) Rubberized Pavement GrantProgram application. Since then, additional CalRecycle grant programs are now available. However,Resolution 2018256 only authorizes the City to apply for the Rubberized Pavement Grant Programgrants. Staff recommends rescinding this previously adopted resolution and approving a new resolutionthat allows the City to apply for all eligible CalRecycle grant and payment programs.DISCUSSIONCalRecycle offers a number of grant and payment programs to aid municipal jurisdictions. Grantapplications require the submittal of a resolution that authorizes the City to apply for CalRecycle grantand payment programs. In 2018, by Resolution 2018256, the council authorized the City to apply for theRubberized Pavement Grant. A new grant program, Senate Bill (SB) 1383 Local Assistance Grant(Grant), has become available in response to SB 1383 passed by Governor Brown in 2016. This billestablishes reduction targets for methane emissions resulting from decomposing organic waste inlandfills. Regulations for SB 1383 went into effect on January 1, 2022.SB 1383 directs CalRecycle to reduce organic waste disposal into landfills by 75 percent by 2025. It isthe most significant waste reduction mandate adopted in California in the last 30 years and representsthe next step in California’s environmental protection strategy. SB 1383 requires substantial changes tosolid waste collection programs, immense public outreach and education, and intensive recordkeeping and inspections. Currently, the City and its hauler, Republic Services, are working towards SB 1383 compliance.

This noncompetitive Grant will provide onetime funding of at least $20,000 to local jurisdictions that apply. The City is estimated to receive $155,794, if successful, and will use those funds for outreach and education, new equipment and materials, procurement of organic waste products, and staff augmentation.

Staff recommends rescinding Resolution 2018256 for its limited nature and simultaneously passing a resolution that authorizes the submittal of all current and future CalRecycle grant and payment programs. If passed, this resolution would be valid for up to five years. It would grant the public works director, or their designee, the authority to execute all documents necessary to implement the approved CalRecycle grant or payment projects.

FINANCIAL IMPACT
There is no fiscal impact associated with either resolution. Failure to pass these resolutions would result in the City not receiving potential funding opportunities, including the noncompetitive SB 1383 Grant funding, estimated at $155,794.

PUBLIC CONTACT/ADVISORY BODY RECOMMENDATION
N/A
ALTERNATIVE ACTION
If the council has any questions, staff can delay the request to provide additional information. However, an approved resolution for the SB 1383 Grant is due to CalRecycle by March 1, 2022.

STAFF CONTACT
Corey Beavers, Management Analyst
(707) 4287528
[email protected]
COORDINATED WITH
City Attorney's Office, Finance Department
ATTACHMENTS:

Description
Proposed Resolution Rescinding Resolution 2018256
Resolution 2018256
Proposed Resolution Authorizing Submittal of all Eligible Cal Recycle Grant and Payment Programs
REVIEWERS:

Reviewer Action Date
Kaushal, Paul Approved 2/3/2022 7:20 PM
Alexander, Amber Approved 2/7/2022 4:26 PM
Alexander, Amber Approved 2/7/2022 4:27 PM
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CITY OF FAIRFIELD

RESOLUTION NO. 2022-26

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FAIRFIELD RESCINDING CITY COUNCIL RESOLUTION 2018-256

WHEREAS, Public Resources Code sections 48000 et seq., 14581, and 42023.1(g), authorize the Department of Resources Recycling and Recovery (CalRecycle) to administer various grant and payment programs in furtherance of the State of California’s (state) efforts to reduce, recycle and reuse solid waste generated in the state thereby preserving landfill capacity and protecting public health and safety and the environment; and

WHEREAS, in furtherance of this authority, CalRecycle is required to establish procedures governing the administration of the payment programs and administration of the application, awarding, and management of the grant programs; and

WHEREAS, CalRecycle’s procedures for administering payment and grant programs require, among other things, an applicant’s governing body to declare by resolution certain authorizations related to the administration of the payment and grant programs; and

WHEREAS, on October 16, 2018, the City Council of the City of Fairfield passed and adopted Resolution 2018-256 authorizing the submittal of the CalRecycle Rubberized Pavement Grant Program Application; and

WHEREAS, Resolution 2018-256 is limited to submittal for the Rubberized Pavement Grant Program Application only and no other payment or grant programs offered by CalRecycle; and

WHEREAS, the City of Fairfield desires to rescind and replace Resolution 2018-256 in order to authorize the submittal of applications for any and all CalRecycle payment or grant programs.

NOW, THEREFORE, THE COUNCIL OF THE CITY OF FAIRFIELD HEREBY RESOLVES:

Section 1. Resolution 2018-256 of the City Council of Fairfield dated October 16, 2018, is rescinded.

Section 2. The city manager, or his/her designee, is authorized and directed to do all things necessary to implement this resolution.

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RES. NO. 2022-26

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PASSED AND ADOPTED this 15th day of February, 2022, by the following vote:

AYES: COUNCILMEMBERS: PRICE / BERTANI / MOY / PANDURO / TIMM / TONNESEN / VACCARO

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

MAYOR

ATTEST:

____________________________

CITY CLERK
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CITY OF FAIRFIELD
RESOLUTION NO. 2018 - 256

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF FAIRFIELD AUTHORIZING

THE SUBMITTAL OF THE DEPARTMENT OF RESOURCES RECYCLING AND

RECOVERY (CALRECYCLE) RUBBERIZED PAVEMENT GRANT PROGRAM

APPLICATION
WHEREAS, Public Resources Code sections 48000 et seq. authorize the Department of Resources Recycling and Recovery (CalRecycle) to administer various grant programs in furtherance of the State of California's efforts to reduce, recycle and reuse solid waste generated in the state thereby preserving landfill capacity and protecting public health and safety and the environment; and
WHEREAS, in furtherance of this authority, CalRecycle is required to establish procedures governing the application, awarding, and management of the grants; and WHEREAS, CalRecycle grant application procedures require, among other things, an applicant's governing body to declare by resolution certain authorizations related to the administration of CalRecycle grants; and
WHEREAS, the City of Fairfield desires to request grant funds for various rubberized asphalt street projects.

NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF FAIRFIELD:

Section 1. The Public Works Director, or her designee(s), is hereby authorized and empowered to execute in the name of the City of Fairfield all grant documents for the Department of Resources Recycling and Recovery (CalRecycle) Rubberized Pavement Grant Program, including but not limited to, applications, agreements, amendments and requests for payment, necessary to secure grant funds and implement the approved grant project.

Section 2. The authorization is effective for five (5) years from the date of adoption of this resolution.

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RES. NO. 2018 - 256

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Fairfield City CouncilFebruary 15, 2022

Fairfield City Council
February 15, 2022