Lathrop City Council
May 16, 2022

154
DocuSign Envelope ID: 558A8B81- 785A-4FC0-9456-F4BFF3640318 CITY OF LATHROP— SOLID NETWORKS, INC.

LATHROP POLICE DEPARTMENT VIRTUAL SERVER ENVIRONMENT
13) Termination.

Either CITY or CONSULTANT may cancel this Agreement upon 30 days written notification to the other party. In the event of termination, the CONSULTANT shall be entitled to compensation for services performed to the effective date of termination; provided, however, that the CITY may condition payment of such compensation upon CONSULTANT' S delivery to the CITY of any or all documents, photographs, computer software, video and audio tapes, and other materials provided to CONSULTANT or prepared by or for CONSULTANT or the CITY in connection with this Agreement.
14) Fundin .

CONSULTANT agrees and understands that renewal of this agreement in subsequent years is contingent upon action by the City Council consistent with the appropriations limits of Article XIII ( B) of the California Constitution and that the Council may determine not to fund this agreement in subsequent years. 15) Notices.

All contracts, appointments, approvals, authorizations, claims, demands, Change Orders, consents, designations, notices, offers, requests and statements given by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if( 1) personally served, ( 2) sent by the United States mail, postage prepaid, ( 3) sent by private express delivery service, or( 4) in the case of a facsimile transmission, if sent to the telephone FAX number set forth below during regular business hours of the receiving party and followed with two 2) Days by delivery of a hard copy of the material sent by facsimile transmission.

Personal seniice shall include, without limitation, service by delivery and service by facsimile transmission.

To City: City of L. athrop
City Clerk
390 Towne Centre Drive
Lathrop, CA 95330
Copy to: City of Lathrop
Information Systems Department
390 Towne Centre Drive
Lathrop, CA 95330
Phone: ( 209) 941- 7430
FAX: ( 209) 941- 7449

155
DocuSign Envelope ID: 558A8B81- 785A- 4FC0- 9456- F4BFF36403t6 CITY OF LATHROP— SOLID NETWORKS, INC.

LATHROP POLICE DEPARTMENT VIRTUAL SERVER ENVIRONMENT
To Consultant: Solid Networks, Inc.
5686 Pirrone Road
Salida, CA 95368
Phone: ( 209) 338- 1400
Fax: ( 209) 388- 1401
16) Miscellaneous.
a) Consent. Whenever in this Agreement the approval or consent of a party is required, such approval or consent shall be in writing and shall be executed by a person having the express authority to grant such approval or consent.
b) Controlling Law. The parties agree that this Agreement shall be governed and construed by and in accordance with the Laws of the State of California.
c) Definitions. The definitions and terms are as defined in these specifications.
d) Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Agreement, which directly results from an Act of God or an act of a superior governmental authority.
e) Headings. The paragraph headings are not a part of this Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement.
fl Incorporation of Documents. All documents constituting the Agreement documents described in Section 1 hereof and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated in the Agreement and shall be deemed to be part of this Agreement. g) Integration. This Agreement and any amendments hereto between the parties constitute the entire Agreement between the parties concerning the Project and Work; there are no other prior oral or written agreements between the parties that are not incorporated in this Agreement.
h) Modification of Agreement. This Agreement shall not be modified or be binding upon the parties unless such modification is agreed to in writing and signed by the parties.

156
DocuSign Envelope ID: 558A86B1- 785A-4FC0- 9456- F48FF3640318 CITY OF LATHROP— SOLID NETWORKS, INC.

LATHROP POLICE DEPARTMENT VIRTUAL SERVER ENVIRONMENT
i) Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or other stipulation in the Agreement shall de ne or otherwise control, establish or limit the performance required or permitted or to be required of or permitted by either party.

All provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions.
j) Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the provisions of this Agreement not so affected shall remain in full force and effect.
k) Status of CONSULTANT. In the exercise of rights and obligations under this Agreement, CONSULTANT acts as an independent contractor and not as an agent or employee of CITY. CONSULTANT shall not be entitled to any rights and benefits accorded or accruing to the City Council members, officers or employees of CITY, and CONSULTANT expressly waives any and all claims to such right and benefits.

I) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties.
m) Time of the Essence. Time is of the essence of this Agreement and each of its provisions. In the calculation of time hereunder, the time in which an act is to be performed shall be computed by excluding the first Day and including the last. If the time in which an act is to be pertormed falls on a Saturday, Sunday or any Day observed as a legal holiday by CITY, the time for perFormance shall be extended to the following Business Day.
n) Venue. In the event that suit is brought by either party hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin or in the United States District Court for the Eastern District of California. o) Recovery of Costs. The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement may recover its reasonable costs, including reasonable attorney' s fees, incurred or expended in connection with such action against the non- prevailing party.

157
DocuSign Envelope ID: 558A8881- 785A-4FC0.9456-F4BFF3640318 CITY OF LATHROP— SOLID NETWORKS, INC.

LATHROP POLICE DEPARTMENT VIRTUAL SERVER ENVIRONMENT
17) General Contractor Responsibilities.

Neither the professional activities of CONSULTANT, nor the presence of CONSULTANT or CONSULTANT' S sub- consultants shall relieve the Consultant of its obligations, duties and responsibilities.

CITY agrees that the CITY, CONSULTANT and its sub- consultants shall be indemnified by the General Contractor and shall be made additional insured under the General Contractor' general liability insurance policy and that a Waiver of Subrogation in favor of CONSULTANT will be provided under the General Contractor' s Workers Compensation policy. CITY will require General Contractor to provide evidence of such insurance to CITY and CONSULTANT prior to General Contractor beginning work on the project.
18) Notice to Proceed.

Prior to commencing work under this agreement, CONSULTANT shall receive a written " Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary bonds and insurances have been received. City shall not be obligated to pay CONSULTANT for any services prior to issuance of the Notice to Proceed.
19) Siqnatures.

The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONSULTANT and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

158
DocuSign Envelope ID: 558A8BB1- 7B5A- 4FC0- 9456- F4BFF3B40318 CITY OF LATHROP— SOLID NETWORKS, INC.

LATHROP POLICE DEPARTMENT VIRTUAL SERVER ENVIRONMENT
Approved as to Form: City of Lathrop
City Attorney
4 ti2 tiv
Salvador Navarrete Date
Recommended for Approval: City of Lathrop
Director of Information Systems
CDocuSlpned
by:
t, Vin, A.In.. t, S 4/ 19/ 2022
2oee saz4eeeaoo_.

Tony Fernandes Date
Accepted By: City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
slv- r2
Stephen J. Salvatore Date
City Manager
CONSULTANT: Solid Networks, Inc.
5686 Pirrone Road
Salida, CA 95368
Fed ID#: 62- 1782197
Business License#: 20058
Docu3lqned 6y:

L 4/ 19/ 2022
eB6662ABB833 E1...

Signature Date
oe cram cEo
Print Name Title

159
DocuSign Envelope ID: 558A86B1- 785A- 4FC0- 9456- F4BFF3640318 EXHIBIT " A"
So ldl erworks
Sotid Networks
Mark Ricci

1. 209. 338. 1424
Mark. Ricci@SolidNet, vorks. cam
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I.athrop PD Mirror d wrtual S rver Deployment
Quote # 007234
Version v3
Prepared for:

City of Lathrop
Tony Fernandes
tfernandes( ci. lathrop. ca. us
160
OocuSign Envelope ID: 558A8BB1- 785A- 4FC0- 9456- F4BFF3B40318 l
SNI- PS Profaasionel 3er iCea- Lethrop PO Vlrtuai Server ErnrkonmeM 55, 60D. 00 1 55,60D. 00 Servks DeHverabt s:

Projed coordirudon, inGudiny rewuroe ecfieduinp, proJed definitbn, timsNnss atxl dawre.

Dlscauery. flnel dea( pn and depinymeM plannkip.

StJi wiq ba reaponatble hx tnstalHnp() Clsw 10GiB NIfA maluks wi1hM the exieNnp 93U0 awllrh atsck end provialonMp tha necessary tOGB pwls nquked for eerver conr ectivNy
SNI wiA rack tl e( Z) new HPE DL380 a10 virWal serv r hosta and eonr ed ta Iha 4300 swftd stack e ch 6y way of Zx 1pGB SFP; network inlerfacas, tx for O ari of btnd man pement.

SNI wiN perfotm tny acasssry tkrr wars ttpdtbs ta tha sarvar hotts.

SNI wiN instaM VMwue Ess ntlals Plus bundle inr.kidk p vGenter maneper, and provklon up to 3 vktual rru chines requtrad for PD. 5N1 w i Instsll th toundallonal opereUnp syslem across the naw vYtuel machMas and periorm any rsyulred OS updates. City af Lath np wW he responsible tor provkllnQ equked Mtcrosof! server Moensing.

SNI wIN est bNsh and tesi mlrrork Q balween tlre 1wo seiver twsm iar reppcaUon and talbver purposes.

SoNd Natwotks wi1 not be nspansR la tor daployfng any speciNc Nne of• business appqcatlons across new vhtual macfifne, but wili provide any hack- end ve dnr auppM durinQ the process lt neraaaery.

St atal iS, SOD. QO
161
DocuSign Envelope ID: 558A8B81- 785A-4FC0-9456-F48FF3640318 f /
Lathrop PD Mirrored Virtual Server Deployrr ent
Quate#: 007234
Versian, 3 Llpdated: 04/ 14/2022 Expiration Dat: 04l17/ 2022 Prepared by: Prepared for. Ship To:

Solid Networics City of Lathrop City of Lathrop
Mark Ricci 390 Towne C ntre Drive 390 Towne Centre Drive

1. 209. 338. 1424 Laihrap, CA 95330 Lathrop, CA 95330
Mark. Riccf 5olidNetwarks. com Tony Femandes Tony Femandes 209) 941 72 0 209) 941 72d0
tfemandes ci. lathrop. ca.us Hemandes( ci.lath op. c. us Quote Summary
Services 55, 500. 00
F
1'ot_ 5;500.00
Due ta the gbhal pand mic, the suppy chain for IT products has been severely canstrained. Please note that vendors are not eilowing for canceNations on oniers, even when the delivery time is severely impacted. We appreciste yaur patience as we navigate these circumstances.
faxes, shipping, handfa g and other ftes may apply. We reserve the right to cancel orders arising from pricing or ather errors.

Soiid Netwarks Ci#y of Lathrop
Signature: 5ignature:

IJame: Maric Ricci Name: Tony Fernandes
Title: Account Manager TiUe: Infom ation Technologies Manager Date: Date:
162
DocuSign Envelope ID: 558A8881- 785A-4FC0-9456-F48FF3640318 r ,
The Offstt 5faqiny 8 Confipuralbn Agrasment(` Apreement is enlered into upan approval of tite SaNd Nehva Cs Quoie between( Ouote I ted customer C knt nd so w Mstworks( saq.

Ciknt wishes to purchase quipment trom SAII which wUi be hekf, siaged, or c nfiDured at a tocatlan other than the dknt pnmises.

The partles therofore enter into this ayr temeM, on the followinp tarma end condi ons; A. Proviaions R lated lo Equipmant Purcliases.

1. Tronsisr of Title
AM equipmeni purchtsed by GIen1 heraundar shaG be deamed to heva bern detivered and tltla Qtt N trsiufet b CNsM wMn aceived at Ihe atFsNe locetkn. Tha olfsHe Wcatlon moy he an office Iocation af CIIeM or a stapfnp fedlity os lndicated in iha SHIPTO Iocallon at tla ap esrneni.

2. Imioidn9
Clfant may be invaiced for tha equlpment upon delivary to the otfsNe bcellan. 163
DocuSign Envelope ID: 558A8B81- 765A-4FC0-9456-F4BFF3640318 Sotid Networks, Inc.

Master Services Agreement
The falbwing terms and roaditioos govern our cclationship w W you aad limitourliability for any scrvices or products that we grovide to you. Piease read Wese terms rarellulty and keep a rnpy for your records.

SCOPE: SERVICES
a) Scope. This master senrices a eement( this" A reement" j govems al! services that Solid Networks, Iee. a Califarnia corporation with of[ ices located ai 5686 Pirrone Road, Snlida. Califomia 95368 (` Sus"," our"," wc' or" SNI"}, perfnrms for, as well as any licenses or products that we selF or re- setl, to you( collecdvely, the" Services"). b) Quotes. The Services are not described in this A reement; instead, you wiq be provided with an olectronic quate, propasal, and/ or order(" Quote' that desaibe the Services thraugh which you agree to purchase the Services from us. The Quotc may have one or more statemen s of wark( each a" S W') attached to it that further describe, summarize, and/ or define the scopc of thc Servioes. By accepting the Quote, you agree to the terms of cach SOW and the tet ms ofWis Agre ment If you do not agree to the tern s of the SQW and this Agreement, Wen you shoutd not accept the Quote. From this point forward ia this Agreemea Qootes aad SdWs wiii be collectively reFerred to as" SOW." c) CnnJtict. If lhere is a materiaf diKerence behveen thc language in a SOW and the lengua e in this Agreament, then t6e languasc of the SOW wili contro[, except in situatians involving warranties, limitations af liability, or lenaination oC this Master Services Agreemen Under those limited circ tmslnnces, the te rrts o[ this Agreement will controi unless thc SOW expressly states that it is overridin 16e conAictin provistons of this Agreement.

GENERA.L REOUIREMENTS
a) Environment. For the parpasCs of this Agteement," Environment" maans, eollectively any computer network ( cloudbased or atherwise), computer system, peripheral or device ( vittual or physical) instulted, maintained, monitored, or operated hy us pursuant to a 50W. To avaid a delay or negative impact on aur provision of tha Services, during the term of each SOW you agree to re[ rain from madi[ ying or moving the Enviranment a installing software in the Environment, unless we expressiy authorize such activity.
b} Reqriirements. At all times, alt sofhvare on the Environment must be genuine and licensed, and you ageee to pravide us with proof of such ticeosing upon our request. lf we require yau ta implement certain minimum h rdware or software requirements in a SOW(" Minimum Rcquircments"), you a ree lo do so as an angoing requirement af us providing our Services lo you.
c) Updates. Patches and updates to hardware and software(" Updates") are crested and distributed by third parties— such as equipment or soEtware manufacturcrs— and muy bc supplied to us from timc to time for instaUs tion inta thc Environmen. If required under a 50W, we witl implement and Foliow the manuf chuers' recommendations far the instatlatian of Updates; however,( i) we do not watrant or guarantec that any Update will perform properly,{ ii) we will not be responsible Eor any downtime or losscs arising from or related to the instullation, use, or inability lo use Any Updnte, and ( iii} we reserve the right, but not the obiigutions, w refrain trom installing an Upda e until wc hAvc determined, in our reasonable discretion, that the Updates will bc rnmpatible with the cQnfiguration of the Environrnent and materially heneGcial to the fcatures or funclionality of the a[ facted sottware or ha dware. d) Third 1' arty 5uppon. If, in our discretion, a hardware or software issue reyufres vendar or dEM support, we may wnWct the vendor or OEM( as applicable) on your behalf and invoice you tor all[ ees and costs involved in that process. If the fees ar costs ure andcipated in advanee or exeeed$ iZS, we will obtain your permission before incurring such expenses an your behalt unless exigent circumstartces require othenutse, ej Advice; lnstneerions. Fram time to time, we may provide you with ecific advice and directions reiated to the Scrvices.

For exampie, our advice or directions may inctude upgrading the Environment' s strvtr or hard drive capacity or replacing obsolete equipmen.) You are strangly advised to pmmpUy[ ollow aur advice which, depending on the situatian, may require yau to make addidonal purchases or investmcnts in the Environment or the location in whicE the Environment is maintained. at your sole cosG We will not bc respo ible for any problems or issues( such as downtime or seeurity- relAted issues) caused by your Faiture to promptly follow aur advice. If, in our discretion, your Ca 7ure to follow or implement our advice renders part ar all of thc Services cconomicelly or technically unreasonable to provide, then we may ie cninate the applicable 50W for cause by providin natice of tecmination to you. Unless speciCcalty and expressly stated in a SOW, any services required to remediate issues caused by your failure to fallow SI tI' s advice or directions, or your uneuthorized or unilatcrat modi ication of the Environment, as wcll as aay services required to brin he Envimnment up to or maintain the Minimum Requirements, are out-af-scope and not covered under any SOW. f} Prioritization, AIl Services wilI be pedormed an a schedulc, and in a prioritized manner, as we deem reasonable and necessary.
164
DocuSign Envelope ID: 558A88B1- 785A-4FC0-9456-F48FF3640318 Aurharized Contact{ s). We will be entitled to rety on any directions or consent provided by your personnel or representatives wha are authorized in a SOW to provide such directioas or coasent(" Authorizecf Cantacts"). tf na Auihorized Contact is identified in an applicable SOW, then your Authorized Contact will be Ehe person( s)( i) who signed this A rcement,( ii) who signed the applicable SOW, and/ or( iii) who, given the totality of the circumstaeees, teasona6ly appears to hnve becn given the autix rity by you to provide us with directions or consent. If you notify us in writing{ e.g, by emai!), your chan e wil! take effect no later than three( 3) busincss days after we receive your notice; and, if natice is given in person or by tetephane, your change will take effiect on ihe business day on which you providc us with your natice. h) Insrrrunce. [ t you are supplied with SNI Equipment{ deEined betow), you agee to acquire and maintain, at your sole cost, insurance for the full replacement value of that equipment. SM must be listed as an ttdditional i»sured on any policy acquired and maintained by you under lhis Agrecment, and the policy will not be canceled ar modi ed during the term of the appticabte SOW without prior notiFication to SNI. Upon SNI' s request, you agree ta provide proof of i surancc to SNI, including proof of payment o[ any applicahle premiums or ather amounts due under the insuranct poliry.

ES: PAYMENT
a) Fees, You agrec tQ pay thc fces, costs, and expenses described in each SOW. You are responsi'ble for sales tax and any othcr iaxcs or govemmental fecs associated with ihc Services. If you qualify for a tux excmption, you must provide us with a valid certificate of exemption or other appropriate proof of exemption. You are also respansblc for all freight, insurance, and taxes( including but not limited to impo l or export duties, sates, use, value add, and excise taxes). b) Schedule. Al! undisputed fecs wil! be due and payable in advance o[ the provision af the Se[ vices. If appticable, recurrin; payments made by ACH will be dedueted from your designated bank acrnunt an the first business day of tbe month in whi h the Services are to be provided, and, if upplicable, your designated credit card will be charged on the first business day of the month in which the Services are to be provided. c) h onpaymenr. Fees that remain unpaid far more than fiCteen( 15) days aFter the duc dato on the invoice will be subject to interest on the unpaid amount( s) unGl and including the date payment is received, at the Iower oF either 2' Yo per month ar lhe maximum allowable rate of intcresi permitted by applicabla law. We rescrve the right, bul nat the obligation, to suspend part or ail of the Services without prior naticc to you in the event that any partion of undisputed fees arc nat tirnely received by us, and monthly or recumng charges shutl condnue to accrue during any period of suspension. Nlotice of disputes related to fees must be eceivcd by us within sixty( 60) days after the applicable Service is rendered or the dato on which you pay an invoice, whichever is later,otherwise, you waive your right to dispute the fee thereafter. A reactivation fce may bc churged to you ifwo suspend the Sarvices due to your nonpayment. Time is of the essence in the performance of ali payment obli ations by you.

ACCESS
You hereby grant to SNI and its designated third pariy vendors thc ri ht to moni or, diagnose, manipulate, communicate with, retrieve informntion from, and atherwise access the Environment solely as necessary to enabie us to provide the 5ervices. lt is your responsibility to secure, at your own cost and prior to the commencement of any Services, any neeessary ri hts af entry licenses ( includin so[ tware licenses), permits or other permissions necessary for SNI io provide 5en+ices lo the Environmenl and, if applicable, at your designated premises, both pfiysically and virtually. Propet and safe envimnmentai condidons must be provided and assured by you at al! times. SNI shal! not be required lo engage in any aclivity or provide uny Services under condiUons that pose ar may pose n snfety ar heaiih concern to any personnel, or that would equire extrnordinary or non- industry standard effocls to achieve.

LIMITED WARRANTIES: LIMTTATIONS OF LIABILITY
a) Xardware/ Sofnvare Parchased Throtrgh SNI. P t! hardware, software, peripherals or accessories purchascd[ hrough SNI Third Party Products' are generaUy nonrefundabte once the product is obtained from SNCs third party provider ar reseller. Ifyou requirc a refund, thon the third party provider' s or reseiler' s retum policies shall apply. We do not guaran ce that purchased Third Party Products wil! be returnabie, exchaa eable, or that re-stoeking fees ean be avaided. You will be responsible for the payment of all re- slocking or return- related fees charged by the third party provider or reseller. We will use reasonable efforts to assign, transfer and facititate all warranties( if any} and service Ievel commitments( if any) for the Third Party Products to you, but will have no tiability whatsoever for the quality, functionality or operabiliry of any Third Party Products, and we witl not be h id liable as an insurer or guarantar ofthe performance, updme ar usefulness oC any Tf ird Party Products. ALl Third Party Products are provided" as is" and withoW any warranry whatsoevet as between SIY[ and you( incIudin but not liraited to implicd warranties}. b) Liubility Limitations. Thls paragraph limits the liabititles srising under tbis Agn emeat or any SOW aad is a bargained- for snd material part of our business relationshfp with you. You acknowledge and a ree that SNI would not enter into any SOW or this Agreement nnless SNI muld rely on the limitations described in this paragraph. In no event sha{ l either party be liable far any indireci, special, exemplary, rnnseyuenEial, or punitive damages, such as lost revenue, loss of profits( except for fees due and awin to SNI), savings, ar athor indirect or contingent event- bas d ewnamic loss 165
DocuSign Envelope ID: 558ASBB1- 785A- 4FC0- 9456- F46FF3640318 nrising aut uf or in connection with ihis Agreecnent, any SOW, ar the Services, or for any loss or interruption of data, technola y or secvices, or for any breach herenf or for any damages caused by any delay in fumishing Services under this A reement or any SOW, even if a party Mas beert advised of tha possibility of such damuges; howeve, reasonabie attorneys' fees awarded to a prevailing party( as described below) shatl not be limited by the foregoia limitalion. Except for ynur payment obligations and yaur indemniHcadon obligations described in this A recment, a responsible parry' s(" Responsible Party' s") a resate liabiiity w the other party (" Aggri vtd Party") Car damages from any and all claims or causes whatsoever, and regardless of the farm ot uny such action( s}, that arise from or relate to this Agreement{ colfectivety, Claims"}, whether in contract, toti, indemni cation, or negligeoce, shal[ be limiled solely io thc amount of the Aggrieved Party' s actual and direct damages, not to exceed the amount of fees paid by yau( exciuding hard costs for licenses, hardware, etc.) to SNI for the specific Service upon which the applicable claim( s} is(are based during the six ( 6) rnonth period immediately prior to the date on which the cause af nction accrued. The faregoing limitations shail not apply to the extent that the Claims are caused by a Responsibfe Party' s willful or int ntional miscanduct, or sross negligence, Similarly, a Responsible Patty' s liability obGgaGon shall be reduced lo the extent that a Claim is caused by, or the result aF, the Aggrieved Party' s willful or intendonal misconduct, or gross negEigence.

IIVDEMMFICATTON
Each party( an" Indemnifyin Party") agrees to indemnify, defend and hold ihe other party{ an" lndemnified Party") harmtess from and against any and alt( osses, damages, casts, expenses or liabilities, including reasonabte attomeys' fees,( collectively, Damsges") that arise from, or are related to, the Indemnifyin Party' s breach oCthis Agreement. The Indemni ed Party will have the right, but not the obligation, to control the intake, defense and disposition of any claim or cause of action[ or which indcmnity rnay be sought under this section. The Indemnifying Party shal[ 6e permitted to have caunsel of its choosing panicipatc in the defense af the applicable claim( s); howevcr,( i) such counsel shall be retained at the lndemnifying Party' s sole cost, and( ii} the Indemnified Paity' s counsei shall be the ultimate determiner of the strtttegy and defense af the claim( s} for wfiich indemnity is provided. No eCaim for which ir demnity is sought by an Indemnified Party will be settled withaut the Indemnifying Party' s prior written consent, which shall not be unreasonably delaycd nr withheld.

TERM: TERMIN TION
a) Terni. This A reemenl begins on the eadiesl date on which you accept a Order and continues until termina ed as described in this AgreemenG Each SOW witl have Its own term and wilt be tcrminated only tis provided herein, unless athenvise expressiy stated in the applicable SOW. The term'snation of one SOW shall not, by ilscl cause the termination oE( or otherwise impaci) this Agceement or the status or progress of any othor SOW between the parties. b) Termination Without Caus Unless atherwise agrced by the parties in writing or otherwise permitEcd under this Agrecment, no- arty will terminale this A.greernent without cause if, on the datc of terminatIon, SOW is in pro ress. In addition, no paRy will terminate a SOW without cause prior to the SOW' s natural expiration date. Natwithstanding the foregoing, if 5Nt decides to eease providing u serviee to all of its customers generelly, then 5NI may tcrminate an apglicable S W( or the appGcable portion of the SOV without cause by providing no less than one hundred and twenty( 1?A) days prior wri ten notice to you. If you terminatc u SOW withaut cause and without SNI' s consent, then you witl be responsiblc for paying the termination fee descnbed in th" Termination for Cause" scction, bdaw. If no SOW is in progress, then either party may terminata this Agreement without cause by providing the other party with tive( S) days prior written notice. c) Tern ination ForCause. In the tvent that ont party( a" Defaniting Aarty") cammits a materiat breach under a SOW or under this Agreement, the non- Defaulting Patty wiU have the ri ht, bnt not theabligation, to terminate imrnediately this Agreement or the rclevant SOW( a" For Cause" termination) providcd that( i} the non- Defaulting Pany has nodGed the Defaulting Party of the speciGc details of the breach in writing, with the nodce prominentiy displaying the heading" Notice of Breach", and ii) the Defaulting Party has not cured the default within twenty { 20) days ( ten { 10) dmys Tor non- paymcnt by Client) following reccipt of writtea notice of breach Trom the nan- Defaulting Party. If SIYI lerminates this Agteement or any SOW For Cause, or ifyau terminate arry SOW without cause prior to surh SQW' s expiration date, then SNI shall be entitled to recoive, and yau hcreby agree to pay to us, all amounts that would havc been paid to SNI had this Agreement or SOW( as applicable) remained in e[ fect. If you terminatc this Agreement or a SOW For Cause, then you will be responsible for paying only For thase Services that were properly delivered and accepted by you up to thc effective dale of terminalion. d) Clieret Acaviry As A Basis for Ter rrinadoa. In the event that( i} any Cticnt• supplied equipment, hardware or soEtware, ar any actian undetiaken by you, causes the Environment or any part afthe Environment to mal€uncdon consequently requiring remediation by SN[ on three( 3) occasians or more(" System Malfunction"), and if under ihose circumstances, you fail to remedy, repair ar replace the 5ystem Malfunetian as directed by us( or you fail to cease the activity causin the System MAlfuncdon, as applicable), or ( ii) you or any of ynur staff, persannel, cantractors. ar representatives engagc in any unacceplable act or behaviar that tenders it unpracticable, imptudent, or unreusonable to provide the Services to you, then SNl will have the right, upon len( 1Q} days priar written notice to you, to tcrminatc this Agreement or the applicable SOW For Cause or, at our discretian nnd if appticable, amend the ap{ ticable SOW to eliminate from coverage any Sysicm Malfunclion ar any equipment o software causin the System Malfunetion. 166
DocuSign Envelope ID: 558ASBB1- 785A-4FC0-9456-F4BFF3640318 e) Consenr. Yau and we may mutually consent, in writing, to terminatc a SOW or this Agreement at any time. t Eqnipment/ Sofnvare Re naval. Upcm termination ofthis A reement ar applicable SdW for nny reason, you wil! provide us with acxess, during nnrmal business hours, to your premises or any other locations at whiCh SN!- owned equigment or software( callectively," 5Ni Equipmenf' is located tn enable us to remove a115Nt Equipment from the premises. If you fait ar refuse to grant SNI access as described herein, or if any of thc SNI Equipment is missing, broken or damaged( normal wear and tear excepted) or any of SNI- supplied saftware is missing, we will have the ri ht io invoice you for, and yau hereby agree to pay immediately, the fult replacemeat value of nny and atl missing or damaged items. Cettain services may require the installatipn of soflware agonts in the Environnient(" 5aftwaze Agents"). You agree not to remove, disable, circumvent, or otherwise disrupt any Software Agents unless we explicitly dircct you to do so.

Transitian; Detetion afData. In the even! that you request SNI' s assistance to transiGon away from our serviccs, we wiil provide such assistance if(i) alI fees due and owing to as are paid to us ut fuil prior to SNI providing its assistonce to you, and( ii) you agree to pay our then- current hourly rate for such assisiance, wiih up- tront atnounts to he patd to us as we may require. Far the purposes oC clarity, it is understond and agreed that lhe retrieval and provision oi passw rds, ! og files, administrudve server infarmatian, or canversion of da a ure transition services, and are subject to the precxdin requiremenis. Ueless otherwlse expressiy stated in a SOW, we will have na obligaUon ta store or maintaia any Client data ia our possession or rnetral beyoad fitteeffi( 15) calendar days[ ollowing the ttrmination of this Agreemen We will be held hurmless for, And indemni ied by you ainst, any and all ctaims, costs, fees, or expenses incurred by cither party thnt arise from, or are related to, our deletion of your data beyond the time frames described in this section. 55P_pNSE: REPORTING
a) Resportse. We warrant and repmsent that we will provide the Services, and respond to uny notiGcaUon received by us ot any error, outage, alarm or alert pertaining to the Environment, in the manner and within the time period( s) dcsignaled in un applicable SOW(" Response Time', except for( i) those periods af tune covered under the Onbaarding Exception( de ned bclow), or( ii) periods of dclay caused by Client-Stde Downtime( de ned below Vendor- Side Downtime( defined betaw) or( iii) periods in which we are required to suspend the Services to protec! the security ar integrity otthe Environment or our equipment or network, w( iv) detays causecf by a iaree majeure event. i} $ heduled Downlime. For the purposes of this A reement, Scheduled Downtime wiJl mean those hours, as determined by us t ut which will not occur between the hours of 8:00 AM and S: i10 PM PaciFic Time, Monday thtaugh Friday wilhout your authorizat on ar unless exi ent cir+cumstances oxist, during which time we wiil perform schcduled maintenance or adjustmenLs to the Envim menG We will use our best efforts! o provide you with at least twenty- four 24) hours af notice prior to scheduling Scheduled Downtime. ii) Clie t-Side Downtime. We wilf nat be responsible under any circumstances for any delays or de6ciencics in tbc provision of, or access to, the Services to the extent that such delays or deficiencies are caused by your actions or arnissions(" Client-Side Downtime"}.
iu) Vendor•Sid 13owntime. We will nat be tesponstble under any circumstances for any delays or de ciencies in the provision of, or access to, the Services to the extent that such delays or deficiencies are caused by third pany servicx; providers, third party lictnsors, or" upstream" servtce or product vendars. iv}$ medies: Limitations Execpl for the Onboardin Exception, iP we tnil to meet our scrvice level rnmmitment in a
given calcndar month and if, under snch circumswaccs, Qur failure is not due w your activities, missions, or inactivity, then upon receiving yout written request for credit, we will issue you a pro- rated credit in an amount equa! to the geriod of time ot the oulage and/ or servicc failure. Al! rcquests for credit must be mada by you no later than forty- Cve( 45) days nfter you either( i) report the outage or service faiture tn us, or( ii) if npplicable, reccive a manthly report showing he outage and/ or failure. The rcmedies contained in this para$ raph and in the" Tenn; Termination" sccGon above are i» lieu of and are to the exclusion o any and alt other re dies that might otherwise be available to you[ or our Failure to meet any service level commilment during the term oi lhis Agreement. b) Onboarding Exception. You aeknowledge and agree that for the Grst farty- five( 45) days folfowing the commencement date of a SOW, the Response Time couunilmenis described in this Agroement will not upply to us, it being undetstood that therc may be nnuotiapated dawntime ar detays due to aur initial stt rtup octivities and/ or familiarization with you ( the nhoarding Exccption").

C( JNFIDENTWLITX
a} Defined For the pucposes of this Agreement, ConGdentiAl Infvrmation means uny and alt non- public inform tion provided o us by you, inctuding but not limited to your cusiomcr data, customer( ists, intemal documents, und related in#'armation.

Con dential Information wil! not include informatian that: ( i) has become part oF lhe pubtic domain through no act or amission ofSNI,{ ii} was develnped independently by us, or{ iii) is or was lawfulty and independently provided to us prior ta disclosure by you, from a third party who is not and was not subject tn an obiIgation af confidcntiality or oihcrwise prohibited from transmilting such information.
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DocuSign Envelope ID: 558A8BB1- 785A- 4FC0- 9456- F48FF3640318 b) Use. We wiil keep your Confidendel Informadon cnnGdential and will not use ot disclose such information to any third party far any purpose except( i} as expressly autharized by you in writing. or( ii) as needed to fulfill aur obligatians undcr this Agreemenl.
c) Drre Care. We will excrcisc thc same degree of care with respeci to the Coofdential Informalion we rcceive irom you as we normatly take to safeguard and preserve our awn conrdentin! And proprietary information, which in sll cases wii! be at leas a wmmercially reasanable level of cate.
d) Campelled Disctosrere. If we are le[ ly eompelled ( whether by deposition, interrogatory, request for docume» ts, subQoena, civil investigation, demand or similar process) to disclose any of t6e Con dential Information, we will immedistely natify you in writing aCsuch requiremcnt so that you may seck a protective order ar other app apriate remedy and/ or waive our complianse wfth the provisions of this Section. We will use its best eftorts. at yaur expense, to obtain or assist you in obtaining any such protecdve order. Failing the entty of a protective order or the receipt af a waiver hereunder, we may disclose, wiihout liability hereunder, that portion ( and only ihat poriion) af the Confidential In[ ormadon that we have been advised, by written opinion fmm our counsel, that we are legally compelled to disclose. c) Brrsiness Assoriate. If we enter into a business associate agreement(" BAA") with you for the protection of personal health informadon, then he eerms of the BAA will be read in canjunctian with the terms of the wn identiality provisions of this Agreement. The temns that proted confidentiality most stringently shall overn, and wnilicting privacy- or canfidentialityrelated terrns shall be overned by the BAA.

ADD'' IONAL RMS: THIRD PARTY SERVjCES
a) EULAs. Ponions of thc 5ervices may reqnire you to accept thc terms of one or morc third party end user license asreements EUGAs"). If the acceptence of a EULA is required in order to provide the Scrvices to you, then you hereby grant us permission to acoept the EULA on your behalf. EULAs may c ntain service Ievels, warranties and/ or iiability limitadons that arc different than those cantained in this Agreement. You agcYe to be bouad by the terms of suclt EULAs and wili look only to the appUcabk thlyd pudy provider for the eaforcement+ fthe terms oF such EUL.As. If while providin the Services, we are required lo camply wtth a third-party HULA and the third pariy EUiA is madified or amended, we reserve the right W modify ar amend any applicabk SOW wilh you 10 ensure our conliausd campliance witb lhe tetms of the third parly EULA.
b) Third Parry Services. Portions of the Services may be acquired irom, nr reIy upan the serviees of, thircl pariy manufacturers or ptoviders, such as data hosting services, help desk services, damain regislration services, and data backup/ recovery scrvices(" Third Party Service"). Not all Third Party Services may be expressly identi ied as such in a SOW, and at all times we reserve the ri ht to atilize the scrvices oE any third party provider or to change lhird pariy ptoviders in our sola discretion as long as the change does not malerially diminish the Setvices to be provided to you under a SOW, We will not be responsible, and wiil be held harmless by you, Cor the failure of any third- pariy provider or manuEacturcr to provide Third Party Services to SNI or ta you.
c) Data Loss. Under nn circumstances will we be responsible Par any dala lost, corrupted or rendered unreadable due to( i) oommunicaGon and/ or iransmissions crrors or related failures,( ii} equipmcnt fstilures( including bul not limited to silent hardware corruption-relaled issees), oc( iii) our failure to backup or secure daEa from partions of the Environment that were not expressly desi nated in the applics+bie S W as requirin hxkup or re very services. Unless expressly stated in a SOW, we do not warrant or guaranEee that any maintained slorage device or functtonality, data backup device or functianality, or laad baluncing Wnctionalily will operatc in an crror- free manner. d} BYOD. You hercby represent and warrant that we are authorized to access all devices, peripherals and/ ar camputer processing uni s, inelading mabile devices ( such as noteboolc camputers, smart phones and tablet camputers) that are connected o the Enviranment( coflectively," Devices"), regardtess of whether such Devices are owned, leased or othenvise controtled by yau. Unless o henxise stated in a SOW, Devices wi11 not receive or beaefit from the Serviccs while the devices are detached from, or uncannected to, the Environmeni. Ctimt is strongiy advlsed to r frein from coQaect ag Devices to t6e Envirenment where such devices are not previousty knowu to ns and are aoi expressly covered uader s munaged service ptan frnm us(" Unknawn Devices"}. We will not 6e responsible for the dia tosis or remediation of any issues in the Envimncnent caused by the connection ar use af Unl: nown Devices in the Environmenl, and we will not be obligated to provide ihe Services to any Unknown Devices.
e) Equfpment. Unless otherwise noted in a St W or Order, nli SNI Equipmcnt is liccnscd io yau, and is neiiher owned by you nor leased to you. Upon the expiration of an appticable SdW, yaur license to use the SNI Equipment shatl immediately terminate, and thereafter a115I+TI Equipment must be retumed to us immediateiy ut your expense. All configurations on thc SNI Equipment are ou proprietary infomtation and will not be circumvented, modi6ed, or removed by you without our prior written consent.

QWNERSHIP
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DocuSign Envelope ID: 558A86B1- 785A- 4FC0- 9456- F48FF3640318 Each party is, and wili remain, the owner and/ or licensor af all works of authorship, patents, trademarks, copyrights and othe inteUectua! property owned ar licensed by such party(" Intellectual Property", and nothictg in this Agreemcnt ar uny SOW shall be deemed! o convey or grant any ownership rights or goodwill in anc pacly' s 1nteUectua! Propetty to ths othcr pa ty.

ARBTI' R.ATION
Except for undisputed collections aMions lo recover fees due to us(" ColleeNons"), any dispute, cittim or c;nntrnvcrsy arising from or related to this Agrecmcnt, includin the determination of the scope or applicability nf this agreemcet to arbitratc, shall be settled by ar6itration 6efore one arbitrator who is mutuully agreed upon by the parties. Tha nrbitration shall ie adminis cred and conducted by the American Arbitration Associatian( the" AAA") or if there is no AAA arbitrator availab{ e within a twenty( 2U) milc radius of aur office, then by any urbitration venue as determined by us, pursuant ta that venue' s arbitration rules for commercial disputes { the " Rules"). ! n the event oC any inconsisteney between the Rules and the procedures set forth in this para raph, the procedures set forth in this part graph wiEl control. ' 1' he arbitratc r wit! be experieneed in cantract, intellectual properiy and ioformation technology transactions. If thc parties cannot agree an an arbitrator within fifteen( 15} days afler a demand far arbitration is filed, the arbitration vcnue shal! select Ihe arbitrs tor. The arbitration shatl take ptace in aut of ce. The arbitrator wip determine the scope of discovery in the matter; however, it is the intent ofthe parties 6at any discovery proceedings be limited to the specific issues in the applicable matte, and that discavery be tailorcd to fu1611 that intent. lnitially, thc cast of the arbitration shall be split evenly beiween the parties; however, the party prevailing in the arbitration shall be tntitled to an award of its reasonable sttorneys' fees and costs.

MISCELLANEUUS
a) Campliance. Unless otherwise expressly statecl in a SOW, the Scrviccs ure nat intended, and will not be used, to bring Cticnt into full rcgulatory complianca witf any rulc, reguiation, or requirement that may be applicable ta Client' s business or operations. Dependin on the Services provided, the Services may aid Glient' s efforts to fulfill regulatory comptiance; howevec, the Services are not( and shouid not be used as) a campiiunce solutiaa. b) Disclosure. You warranl urid represent t6at you know of no luw or regulation oveming your business that would impedc or restrict our provision of Ehe 5ervices, or that would require us to register with, or report our provision of the Services or the results thereo, to any overnment or regulatory authority. You agree to promplly notify us if you bccome subject to any af the foregain which, i our discretion, may require a madification to tha scope or pricing of the Services. c) Secnriry. You undersland and agrce that no security solution is one hundred percent effective, and any security paradigm may be circumvented and/ or rendered inefiective by certain matware, such as certain ransomware or rootkils that were unknown ta the malwere prevention industry at the iime of in[ ection, and/ or which are purposely or intentionally downloaded ar installed into the Environment. We do not warrant or guarantee that all u alware or malicious activity will be capable of bein detected, avoided, quarantined or remaved or U at any datn deleted, corrupted, or encrypted by such malware{" lmpacted Data") will be recoverable. Unless otherwise expressly st ted in a SOW, the recovery of Impacted Data is not included in the scope of a SQW. You are strongly advised to { i) educate your employees to pmperly ideatii'y nd reaet to" ph shlxg" acrivifiy ( i.e., frsndnlent attempts to obtain seasitive iaformation or encaarage brhavior by dlsguising oneself as a trustworthy entity or peraon through email), and( I obtain insuraace agalnst cyberattacks, deta bss, malware• retated matters, nnd privacy- related breacl es, as such ineideats can occur evan under a 46est prnctice" scenaria. Unless a raalware-celated inddept is caused by our inteetionally maliclous behsvior or our gross neglfgencr, we ara held harmless from any casts, expenses, or damages arising irom or retated to suc8 incidents.
d) Non-Solicitatiorr. Eech party( a" Restricted Party"} acknowled es and agrecs thet during the term ofihis Agr oment and for a period of one( 1) ycur fallowing the terminalion oi this Ay ecment, the Restricted Party will not, individuully or in conjnncdon with others, d'uectly or indirectly salicit, induce or influence any oPth other party' s employees with whom the Restricted Party worked to discootinuc or rcduce the scopc of their husiness rclationship with the othcrparty, or rccruit, solicit or otherwise influencc any employce of the other party with whom the Reslricted Party worked to discontinuc his/ her emptoyment or agency relationship with the other party. In the event of a violation of the tcrms of the restrictive covenants in this section, the parties ucknowledge and agree that the damages to tbe other p$ rty would be difficult or impracticable to determine, and in such event, the Resldcted Party wil[ pay the other party as liquidated damages and not us a penalty an amount equal to fifty percent( 50%) percent of that emptoyee rst year of base salary with the Restricted Party( rncluding any signing bonus). Tn addition o and without limitation ofthe faregoing, any solicitation or attempted soticitation for employment directed to a party' s emptoyees by the Restricted Party will be dcemed to be a material brcach nt this Agrecraent* in whirh evenl the affected party shall have lhe right, but not the abligadon, lo ierminate this A reement or any then- current SOW immediaieIy For Cause.
e) Collections. lf we are reqaired to send your account to Coltections or to start any Cotlecdons-related acGon to recaver undisputed fees, we will be entitled ta recover aIl cosls and Iees we incur io the CoIlections process including but nat limit d to reasonable attomcys' fces and cosis.
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DocuSign Envelope ID: 558A8661- 785A-4FC0.9456-F48FF3640318 n Assignmenr. Neither this Agteement nor any SOW muy be assigned or iransfertcd by a pany withoul the prior written cansent of the other party. This Agreement wil! be binding vpon and inure Io the bene t ai the parties herelo, their legal representatives, aad permitted successars and assigns. Notwithstanding the foregoing, we may assign our righls and obli ations hereunder to a successor in ownership in conneetion with any merger, consolidation, or snle of substanGally all ofthe assets of our business, or any other uansaction in which ownership of more than fifty percent( 50°X) of our voting securities are lransferred; provided, however, that such nssignee expressly assumes our obtigations hereunder. g) Amend nent. Unless atherwisc expressly permitted under this Agreement, no amendment or moditcation of this Agrcement or any SC1W wil! bc valid ar binding upan the parties unless such amendment or modiGcation is orig,inated in writing by SNI, speci ically refers to this Agreernent or the SOW being amended, and is acceptcd in writing( email or electronic signaturc is acceptable) by you.
c) Tirne Limitarions. The parties mutually agree that, unless olherwise prohibited by law, any action for any matter arising aut of this Agreeme t or any SOW{ except for issues of nonpayment by Ctient) must be commc ced within six( 6) months after the cause of action accrues or the action is farever barred. f} Severability. If gny provisioa hereof ar any SOW is decltued invalid by n caurt oC competent jurisdiction, such provisian will be inefCective only to the extent of such invelidity, ilIe, ibility or unenforceability sa that Iha remainder of that pravision and atl rcmaining provisions of this A reement or any SOW will be valid and enfarcenble to the fultest extent permitted by applicable law.
g) Dther Terms. We will not bo bound by any terms or conditions printed an any purchose order, invaice, memorandum, or other written communicatian supplisd by yau untess such terms or conditions ate incorpornted inta a duly exccuted SOW, or unless we have expressly acknowted ed the other terms and, thereafter. expressly and specifically accepted such other terms in writing.
h) No Waiver. Tf e faiiure of either pariy to ent'orce or insist upon complianec with any oC the terras and condilions of this A reernent, the temporary or recurring waiver of any term or condiiion of this Agreement, ar the granting of an cxtension of the time Por performance, will not eonstitute an Agreement to waive such terms wi h respeet to any ather occunences. i} Merger. This A reement, Wgether with any and alt Quotes and SOWs, sets forth hs entire undecstanding of the parties and supessedes any nd atl prior agreements, nrrangements or understundings related to the Services; however, any pAyment obli ations lhnt you have or may hnve incuned under any prior superseded agrecment are o nulli ed by this Agrcement snd remain in fult fo ce antl effect. No representation. promise, inducement ar statement of intention has becn made by either party which is nat embodied hercia. We will nat be bonnd by any of our agents' ar emptoyeas' representations, pramises or inducements ifthey are not expticitly set forlh in this Agreemenl or any Quate or SOW. Any document that is not expressiy and speci cally incorporated into this . 4greement or 5 W wili act only to provide iliustrations or descriptions of Services to be provided and will not modify Ihis Agreement or provide binding contractual language between the partics. The foregoing sentence shall aat apply to any business associate a reement required under HIPAA, which the parGes may( it requircd} eater inta a[ ter the Effective Date of this Agrcement. j) Force Majeure. Neither pariy wil[ bc liable to the other party for delays or failures to perform its obligations under this Agreement or any SOW 6ecause of circumstances beyond such party' s reasonable controi. Such circumstances include, but will not be limited to, any intentional ar negligent act committed by the other party, or uny acts ar omissions nf any governmenta! authority, natural disaster, act of a public encmy, acts of terrorism, riot. sabotage, dis utes or differences with workmen, power failure, communications delays/ outa es, delays in transporiation or defiveries of supplies or materials, cyberwarfare, cyberierrorism, or hacking, malware or virus-related ineidents that cireumvent then- current antivirus ar nEi- malware saftwarc, and acts of God. k) Survivat. The pravisions contained in tl is Agrcement thut by theircontext are i tended to survive termination ar expiration of this A reement will survive. If any provision in this Agrecm nt is deemed unenforceable by operation o[ luw, thcn that provision shati be excised from this Agreemcnt und the balance of this Agrecment shall be enforced in fuil. 1) liesurance. SNT and you will each maintain, at ench perty' s awn expense, t 1! insurancc rcasanably required in connection with this Agrecment or any SOW, including but not limited ta, workers compensation and general liability. We agree to maintain a general liability policy with a limit noi less than $ 1, OOO, WU pe occurtence. All oC the insurance policics describcd herein will not be caoceled, matcrially changed or renewal refused until at least thirty( 30} calendar days written notice has been given to the other pariy by certified mail. m) Gn erning Law; Venrre. This Ageement and any SQW wi11 be overned by, and construed according to, the laws af lhe st te of Califnrnia. You hereby inevarnbly consent to the exclusive jurisdiction and venue of Sianislaus County, California, for any and all claims and causes of action arising from or related to this AgreemenG n) Na Thrrd Parry Beneftciaries. The Parties have entcred inlo this Agreement sotely for tbeir own bonc t. They intend no third pany to be able to rely upon ar en[ orce this Agrecment or any gah of this Agreernent. o) Usage in Trade. It is understood and agreed that no vsage of trade or other regular practice or methad of dealing betwecn the Parties ko this Agreement will be used to modify, interpret, supptement, or SNI in any munner the terms of this Agreement.
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DocuSign Envelope ID: 558A8881- 785A- 4FC0- 9456- F46FF3640318 p) BirsinessDay. If a timc period set forth in this Agreement expires on a day othcr thun u business day in Stanisl us County, California, such periad will be extended to and through the next succeeding business dny in Slanislaus County, Califomia. c}) Notices; Writrng Requirement. Where nolice is required to be provided to a party under this Agreement, sueh notice may be sent by U.S. mail, overnigh courier, or emuil as follows: notice witl 6e deemed delivered three( 3) business days aftcr being deposited io the United States Mail, frst class mail, cerd ed or rctum rcccipt requestcd, postage grepaid, or one( 1) day foliowing delivery when sent by FedEx or ther overnight couder, or one{ 1) day after notice is delivered by email.

Nadce sent by email witl be suf cient onIy if( i) the sender emails the notice to the lF st lcnown emaii address of the recipient, And( ii) the sender inclu es itself in the" cc" portion of tho emai) and preserves the email until such time that it is acknowledged by thc recipient. Notwiihstanding the foregoing, any notice from you to SNI regarding( a) any alleged breach of this Agreement by SNI, or( b} any request fnr indemnification, or( c) any noticc of tcrmination of this Agrecment or any SOW, must be delivered to SNl by U.S. mail ur courier, unless such requirement is expressly and spcciGcally waived by SNI. All electronic documents and communicalians between the panias, including ernail, wilt sutisfy uny writing" reyuiremeni under this Agreoment.
r) Indepeadent Contractor. SN] is an indopendertt conUaclar, and is not your employer, employee, partner, or affiliate. s) Subcontraetors. Generally, we do nat utilize subeontractors to perform onsite services; hnwever, should we elect to subcrontract a portion of those services, we wiq guarantee the work as if we perforn ed the subcrontracted work nursetves. t) Data& Service Access. Samc of thc Services may be provided by persons outside of the United States and/or your data may oceasionally be accessed, viewed, or stored an secure servers lacated outside of the United States. You agree to notify us if your compnny requires us to modify thesc standard service provisions, in which case aciditianal ( and potentially signi cant} costs will apply.
u} Counterparu. The parties intend to si n, accept and/or deliver any Quatc, this Agreement, SOW or any amendment in any number of couaterparts, and cAch of which will be deemed an ariginal and all of which, when laken tosether, will be decmed to be one agreement. Each pany may sibn, accept, and/ or deliver any Quote, this Agreement, any SOW or Any amendment electronicaUy ( e.g., by digital si nature andlor elcctmnic reproduction of a handwritten signature) or by eference( as applicabte).
171
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP

RATIFYING EMERGENCY CONTRACT WITH NEXTGEN ALPHA UPFITTING FOR THE PURCHASE AND INSTALLATION OF POLICE EQUIPMENT FOR 16

OF THE FORD POLICE INTERCEPTOR UTILITY PURCHASED FOR THE

LATHROP POLICE DEPARTMENT FLEET
WHEREAS, on ) une 14, 2021 Council approved the purchase of eleven ( 11) Police vehicles that will establish the fleet for the new Police Department; and WHEREAS, an additional twelve ( 12) new Police vehicles were approved by Council on September 13, 2021; and
WHEREAS, upfitting these vehicles is the next step in preparing them for service; and
WHEREAS, the vehicle upfitting process includes installing emergency lights, partitions and all other modern auxiliary equipment needed for the patrol vehicle to enhance ofFicer safety and productivity; and
WHEREAS, the City had previously chosen Emergency Vehicle Outfitters of Elk Grove, CA; and
WHEREAS, due to timing the City has now chosen to partner with Next Gen Alpha Upfitting to provide the same service for 16 of the Ford Police Interceptor Utility; and
WHEREAS, due to the timeliness surrounding the new Police Department the contract was signed and is being brought forth for ratification at the proceeding City Council meeting on May 16, 2022.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Lathrop, does hereby Ratify the Emergency Contract with Next Gen Alpha Upfitting for the Purchase and Installation of Police Equipment for 16 of the Ford Police Interceptor Utility Purchased for the New Lathrop Police Department Fleet.

Attachment ' E"
172
The foregoing resolution was passed and adopted this 16t'' day of May, 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Page2of2
Attachment " E"
173
DocuSlgn Emrelope tD: 76A564CA- 254- dC5E- SS6E- 69CDA98F27F2

CITY OF LATHROP EMERGENCY CQNTRACT WITH NEXTGEN ALPHA

UPFITTING FOR THE PURCHASE AND INSTALLATION F POLICE

VEHICLE EQUIPMENT FOR THE CITY OF LATHROP POLICE
DEPARTMENT VEHICLE FLEET T(? PROVIDE ESSENTIAL PUBI.IC

SAFETY SERVICES
THIS AGREEMENT, dated for canvenience this day af February 2022 is by and be#ween NEXTGEN ALPHA UPFITTiNC (" CONTRACTOR"} and the CITY OF lATHROP, a Califarnia municipal corporation (° CITY");
RECITALS:

WHEREAS, CONTRACTOR is specially trained, experienced, and competent to perform ! ns#allation Services of Police Vehicle Equipment, which will be equired by this agreement; and
WHEREAS, CITY selected the CONTRACTOR as the most qualified ta perfarm these services; and
WHEREAS, C NTRACTOR is able and willing to render such Police Vehicle Equipment Installation Services in the time required to ensure all vehicles are ready to enter service on July 1, 2022 as part of the newly formed Lathrop Police Department; and WHEREAS, fuqy outfitted vehicles are necessary by July 1, 2422 to allow the City to maintain essential public palice services and thereby preserve life, property, public health, safety and welfare pursuant ta LMC 2. 36. 080;
NOW, THEREF RE, CONTRACTOR and the CITY agree as follows:

AGREEMENT
1} Scoqe of Service
CONTRACTOR agrees to pertorm services in conformance with scope of work, Exhibit A, submitted by the CC3NTRACTOR, herein by refe ence. Cf3NTRACTQR agrees to diligently perform these services in accordance with the standards of its prafession and CITY' S satisfaction.
2) Comaensatian
CITY hereby agrees to pay CC} NTRACTOR a sum- not-to-exceed $ 4 3,954. 17 for the purchase and installation services af police vehicle equipmenk as set forth in Exhibit" A" p{us a contingency budget of$ 40,396, which w ll require separate City Manager authorization prior to use. CONTRACT R shall be paid within thirty (3t}) Attachment " F"
174
L1acuSlgn Envetope ID= 78A5G4Ca- 54- 4C5- 885E 9G A9fiF27F2 CITY OF lATHRUP— NEXTGEN ALPHA UPFITTING
PURCHASE AND INS7ALLATIaN F POLICE VEHICLE EQUIPNIENT
days of receipt af billings containing ali informatian contained in Paragraph 5 below. in no event shafl CONTRACTOR be entitled to compensation for work not included in Exhibit ° A" unless CITY' s Cify Manager executes a written change arder or authorization describing fhe ex#ra wo k and payment terms priar to the commencement of the work.
3) Effective Date and Term
The effective date of this Agreement is February 0, f 2fl22 and it shall terminate no later than June 30, 2022.
t4) Indeaendent Contractor S#atus
It is expressly und rstood and agreed by both parties that C NTRACTC} R, while engaged in carrying out and complying with any af the terms and conditions of this Agreement, is an independent contractar and not an ernplayee of the CITY.

CONTRACT R expressly waRants nat to represent, at any time ar in any mannern that CONTRACTOR is an employee of the GITY.
5) Billinas
CONTRACTOR' S bills shall include a list af all tasks, a total amount due, t} e amounts previausly billed, and the net amount due on the invoice. Except as specifically authorized by CITY, COhlTRACTOR shall not bill CITY for duplicate services perfarmed by more than one pe son. 1n no event shall CONTRACT R submit any billing for an amount in excess of the rnaximum amaunt of compensabon provided in section { 2) far either task ar far the entire Agreement, unless madified by a properly ex cuted change order.
6) Advice and Status Reaortina
CONTRACTOR shall provide the CITY with timely reports, orally or in writing, of all significant developments arising during performance of its services hereunder„ and shalf furnish to CfTY such information as is necessary to enable C{TY to monitor the pertormance af#his Agreement.
7) AssiQnment and Subcontractins
It is recogniaed by the parties hereto that a substantial inducement to CITY far entering inta this Agreement was, and is, the professional reputation and competence of CONTRACTC} R. Neither this Agreement nor any interest therein may be assigned by CONTRACTOR without the prior written approva! af CfTY' S City Manager. CC} NTRACTOR sha11 not subcontract any portion of the performance contemplated and provided for herein, other than the subcantractors noted in the propasal, withou# prior written approval af the CITY"S City Manager.

175
DocuSign Envelope ID<76A5B4C4- E25A- 4C5E- BS6E- 69CDA98F27P2 ClTY OF LATHROP— NEXTGEN ALPHA UPFlTTING
PURCHASE AND INSTALLATION F POLiCE VEHICLE EQUIPMENT
8} Assiqnment of Personnel
CONTRACT R shall assign oniy campetent personnel to pe form services pursuant to this Agreement. If CITY asks CONTF P CTOR to remove a person assigned to the work calied for under this Agreement, CONTRACTOR agrees to do so immediately, regardless of the reason, or the lack of a reason, acc rding to the CITY' S request.
sj tnsurance
4n or befiore beginning any af the services or work called far by any term af this Agreement, CONTRACTqR, at its own cost and expense, shall carry, maintain for the duration of the Agreeme t, and provide proaf thereof that is acceptable ta the CITY the insurance specified in subsections ( a} through ( c) below with insurers and under forms of insurance satisfactory in all respects to the CITY.

CONTRACT R shall not allow any subcontractar to commence work an any subcontract unti! all insu ance required of the C4NTRACTOR has also been obtained for the subcontractor. Verification of this insurance shali be submitted and made part of this Agreement prior to execution.
a) Worlcers' Com ensation. CONTRACTOR shall, at
CONTRACTOR' S sole cast and expense, maintain Statutory Workers' Compensation Insurance and Emplayer' s Liability Insurance for any and all persons employed directly or indirectiy by CONTRACTOR. Said Statutory Workers' Compensa#ion Insurance and Emplayer' s Liability Insurance sha{I be pravided with limits of not less than one million dollars. In the alternative, CONTRACTOR may refy on a self-insurance program to meet these requirements provided that the program af seEf- insurance camplies fully with the provisions of the California Labor Code. The i surer, if insurance is provided, or the CONTRACTOR, if a program of self-insurance is provided, shall waive all rights of subragation against the CITY for loss arising from work performed under this Agreement.
b} Commercial General and Automabiie Liability lnsurance.

CONTRACT4R, at CONTRACTQR' S own cost and expense, shall maintain commercial general and automol ile liability insurance for the period cavered by this Agreement in an amount not less than one million do1{ ars per occurrence, combined single limit coverage for risks assaciated with the work contemplatec4 by this Agreement. If Cammercial General Liability lnsurance or an Automc bile Liability form or other form with a gene al aggregate limit is used, either the general aggregate limit shall apply sepa ately to the work to be performed under this Agr ement or the gsneral aggregate limit shalf be at least twice the required occurrence limit. Such coverage shall include but shall nat be limited to, pratectian against claims arising

176
DocuSign Envelope IQ' 6A584C4E254- ACSE- 888ES9CDA96 27F2 CITY OF LATHROP— NEXTGEN ALPHA UPFITTiNG
PURCHASE A JD INSTALLATIQN OF POLICE VEHlCLE QUIPMENT
from bodily and persanal injury, inciuding death resulting therefrom, and damage to prc perty resulting from activities contemplated under this Agreement, including the use of awned ancf non- awned automabiles.

Coverage shall be aE least as braad as Insurance Services Q ce Commercial General Liabili#y occurrence form CG 0001 ( ed. 91/ 88) and Insurance Services Uffice Autamobile Liability form CA 0001 ed, 12/ 90) Code 1 ( any auto).

Each af the following shall be included in the insurance coverage or added as an endarsement to the palicy:
i) CITY, its officers, employees, agents, and volunteers are to be covered as insuted with respect to each of the fallawing:
liability arising out of activities perfo med by or on behalf of CONTRACT R, including the insider' s general supervision of CONTRACTaR; products and completed operations of
CONTRACTOR; premises owned, accupied or used by
C4NTRACTOR. The coverage shall contain no special
limitations on the scope of pratectian afforded to CITY, its officers, employees, agents, or volunteers.
ii) The insurance shall cover on an occurrence ar an accident basis, and not on a claim made basis.
iii} An endorsement must state that caverage is primary insurance and that no other insurance affected t y the CITY wii! be called upon to contribute to a loss under the coverage. iv) Any failure of CONTRACTC7R to comp{y with reporting provisions of the policy shall not affect coverage provided #o CITY and its officers, employees, agents, and volunrteers. v} Insurance is to be placed with California- admitted insure s with a BesYs rating of na less than A: VII.
vi} Notice of cancellatir n or non- enewal must be received by CITY at least thirty days prior to such change.
c) Notice of Reductian in Coveraae. In the event that any coverage required under subsections ( a}, ( b), or ( c} of t is section af the Agreement is reduced, limited, or materially affected in any other manner, CONTRACTOR shall provide written notfce to CITY at CONTRACTOR' S earliest possible opportunity and in no case later than five days ai#er CONTRACTOR is notified of the change in

177
DocuSign Envelope ID:' f8A564C4E254 lC5E- 886E- 89GOA96F27F2 CITY OF LATHROP— NEXTGEN ALPHA UPFITTiNG

PURCHASE AND INSTALLATION OF POLICE VEHICLE EQUIPMENT
coverage.
d) In addition to any other remedies Cl7Y may have if CONTRACTOR faiis to pravide or maintain any insurance palicies or policy endorsements to the extent and within#he time herein required, CITY may, at its sole option:
ti) C?btain such insurance and deduct and retain the amau t of the premiums for such insurance fram any sums due under the Agreement;
ii) Order CONTRAGTOR ta stop work under this Agreement or withhold any payment which becomes due to CC?NTRACTOR
hereunder, or both stop work and withhold any payment, until CONTRACTQR demanstrates compliance wi#h the
requirements he eof;
iii) Terminate this Agreement.

Exercise of any of#he above remedies, however, is an alternative to other remedies CITY may have and is not the exclusive remedy for CONTRACTOR' S breach.
10) Indemnification - CONTRACTOR' S Respansibilitv
Notwithstanding anything contrary to anything contained in the Agreement CONTRACTQR agrees to defend and hold City of Lathrap harmless fram and against any and all lass, cost, liability and expense from third party cfaims where any equipme t provided and installed by G NTRACTOR hereunder is the sole and direct cause of any praperty damage ar personal injury ( as opposed to cases where failure or ma{functian of the system merely contributes ta a loss or injury started from another saurce), or where an employee of CONTRACTOR causes personal injury a property damage in performing the installation ar servicing of equipment while on User' s prernises or where the loss or injury is caused by negligent acts or amissions of installers or main# enance persannel of CONTRACTOR, constituting intentional and willful misconduct. User shall indemnity, defend, protect and hold CONTRACT R harmless from and against any and all property loss claims including all third party property losses except whe e any equipment pravided and installed by CONTRAGTOR hereunder is the sole and direct cause of any property damage or personal injury ( as apposed ta cases where failure or malfunction of the sys#em merely contributes to a lass or injury sta ted from another source), or where an employee of CONTRACT R causes personal injury or praperty damage in performing the installatian or servicing of equipment while on User' s premises ar wher the loss or injury is caused by negligent acts or amissions af installers or maintenance personnel of CONTRACTOR, constituting in#entional and willf.il misconduct.. For any third

178
DocuSign Ernrelope ID= 78A564C4- E254-dC5E-886E- 89CDA98F27F2 CITY OF LATHROP— NEXTGEN ALPHA UPFITTING
PURCHASE AND iNSTA LATION OF POLICE VEHICLE EQUIPMENT
party losses where CONTRACT R' s actions while on site are the sale and direct cause of afaresaid loss vs equipm nt or rnanitoring failure, CONTRACTOR has the duty to defend as set forth in Sectian 2778 of the California Ci il Code. 19) Licenses
If a license of any kind, which term is intended ta include evidence af registra#ion, is required of C+DNTRACTOR, its employees, agents, or subcontractors by federal or state law, CONTRACT R warrants that such Iicense has been obtained, is valid and in good standing, and C NTRACTOR shall keep it in effect at all times during the term of this Agreement, and that any applicable bond has been posted in accordance with alk applicable laws and regulations.
12} Business Licenses
CdNTRACTOR shall obtain and maintain a CI'fY of Lathrop Business License until a]! Agreement services are rendered and accepted by the CITY. 13) Termination
Either CITY or CONTRACTOR may cancel this Agreement upon 30 days written natification to the other party. In the event of termination, the CONTRACT R shall be entitled to compensation for services perFarmed to the effective date of termination; provided, however, that the C1TY may condition payment of such campe sation upan G NTRACTOR' S delivery to the CITY of any or a! I documents, photagraphs, camputer saftware, video and audio tapes, and ather materials provided to CONTRACTOR or prepared by or for CONTRACTOR or the CITY in cannection with this Agreement.
14) Fundin
C NTRACTQR agrees and understands that renewal of this agreement in subsequent years is contingent upon action by the City Council consistent with the appropriations limits of Article XIII ( B) of the alifarnia Constitution and that the Council may determine not to fund this agreement in subsequent years. 15} N i e
All contracts, appointments, approvals, authorizations, claims, demands, Change Orders, consents, designations, notices, offers, requests and statements given by either party to the o#her shall be in writing and shall be sufficiently given and served upon the other party if( 1} personally sen ed, ( 2) sent by the United States mail, postage prepaid, { 3) sent by private express delivery service, or (4) in the case of a facsimile transmission, if sent ta the telephone FAX number set forth below during r gular business hours of the receiving party and fallowed with fin+a 2} Days by delivery of a hard copy of the material sent by facsimile transmission.

179
DocuSign Envelape ID 76A564C4- E25d- 4C5E-886E-69CdA96F27F2 CITY { F IATHRQP— NEXTGEN A PHA UPFITTING
PURCHASE AND iNSTALLATIQN OF POLICE VEHICLE EQUIPMENT
Personal service shall include, without limitation, service by d livery and service by facsimile transmission.

Ta City: City of Lathrop
City Clerk
39a Tawne Centre
Lathrop, CA 95330
Copy ta: Cit}r af Lathrop
Infarmation Technologies
394 Towne Centre
Lathrop, CA 95330
MAIN: ( 209 941- 73# 0
FAX: ( 209} 941- 7439
To Contractor.

NextGen Alpha Upfitting
840Q Carbide Ct., Ste. A
Sacramento, CA 95828
Phone: 916) 423- 5053
1fi Miscellaneous
a} Consent. Whenever in this Agreement the approval or consent of a party is required, such approval or consent shali be in writing and shall be sxecuted by a person having the express authority ta grant such approval or cansent.
b) Controlling Law. The parties agree that this Agreement shall be governed and construed by and in accordance with the l.aws of the State of California.
c) Definitions. The definitions and terms are as defined in these specifications.
d} Force Majeure. Neither party shal! be deemed ta be in default an account of any delay or fai{ure to perfarm its obligations under this Agreement, which directly results from an A t o# God or an act of a superior governmental authority.

180
OcuSign Envelape( Q: 76A564C4- E254- IC5E-886E-U9GDA96F27F2 CITY OF LATHROP — NEXTGEN ALPHA UPFlTTING
PURCHASE AND INSTALLATION OF PQLICE VEHICLE EQUfPMENT
e) Headings. The paragraph headings a e not a part of this Agreement and shall have no effect upon the const uction or interpretation af any part of this Agreement.
f Incorporation of Documents. All documents constituting the Agreement documents described in Section 1 hereo# and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporafed in the Agreement and shafl be deemed to be pa t of this Ag eement g) Integratian. This Agreement and any amendments hereto between the parties canstitute the entire Agreement between the parties concerning the Praject and Work, there are no other p ior oral or written agreements between the parties that are not incorporated in this Agreement.
h} Madificatian of Agreement. This Agreement shall not be modified or be binding upan the parties unless such modification is agreed to in writing and signed by the parties.
i} Provision. Any agreement, covenant, condition, cEause, qualificatian, restriction, resenration, term or other stipulation in the Agreement shal( define or otherwise cantrol, establish or lim t the perfarmance required or permitted or to be required of or permitted by either party.

Al! provisions, whether covenants or canditions, shall be deemed to be bath covenants and conditions.
j) Severability. If a cou# af competent jurisdictian finds or rules that any provision of this Agreement is void or unenfarceabls, the provisians af this Agreement nak sa affected shall remain in full force and effect.
jk) Status of CC) NTRACT R. In the exercise of rights and abEiga# ions under this Agreement, CUNTRACTOR acts as an independent contractor and not as an agent or employee of CITY.

CON7RACTOR shall not be entitled to any rights and benefts accorded or accruing to the Gity Council members, officers ar employees of CITY, and C NTRACTOR expressly waives any and all claims to such right and benefits.
1} Successors and Assigns. The provisians of khis Agreement shail inure to fhe benefit of, and sh ll apply ta and bind, the succ ssors and assigns of the parties.

181
DocuSign Envelope i: 76A564C4- E254- 4C5E- 886E- 69CDA96F27F2 CITY C F LATHRUP— NEXTGEN ALPHA UPFITTING
PURCHASE AND INSTALLA7tON OF POLICE VEHICLE EQUIPMENT
m) Time of the Essence. Time is of the essence of this Agreement and each of its prc visians. fn the calculatian of time hereunder, the time in which an act is ta be performed shall be computed by excluding the first Day and including the last. If the time in whieh an act is to be performed falls an a Saturday, Sunday or any Day obsenred as a lega[ holiday by GITY, the time far perFormance shall be extendecf to the fallvwing Business Day.
n) Venue. In the even# that suit is braught by eithe party hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts af Califomia in the County of San Joaquin or in the United States District Caurt far the Eastern Distriet of Califomia. o Recovery af Costs. The prevailing party in any action brought to enfarce the terms af this Agreement or arising out of this Agreement may recover its reasonabfe costs, including reasanable attomey' s fees, incurred or expende+d in cannection with such actian against the non- prevailing party.
1T) Notice to Proceed
Prior to commencing work under this agreement, C NTRACTOR shall receive a written ° Notice # o Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary bonds and insurances have been received. City shall nat be obligated to pay CONTRACTQR for any services prior ta issuance af the Natice ta Praceed.
i8) Sianatures
The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the C NTRACTOR and the ClTY. This agreement shall inure to the benefit of and be binding upon the parties hereta and their respective successars and assigns.

182
DocuSEgo Envebpe ID: 76A564C4- E254- aC5E- 886E- 69CDA9BF27F2 CITY OF LATHROP— NEXTGEN ALPHA UPFITTiNG
PURCHASE AND INSTALtAT10N OF POLICE VEHICLE EQUIPMENT
Approved as to Form: City of Lathrop
City Attomey
Z.--..' ZZ.

Salvador Navarrete Date
Recammended for Approval: City of Latt rap
Chief Information Officer
J
Fernandes Date
Accepted By: City of athrop
380 Towne Centre Drive
Lathrop, CA 95330
Z• io- ZZ
en J. Salvatore Date
City Manager
CONTRACTOR: NextGen Alpha Upfitting
8400 Ca bide Ct
Suite A
Sacramento, GA 95828
Fed fD#
Business License#
Doeu'J'ipned by:

SWtitt,f.' Sl4t,l t. 2/ 9/ 2022
Signature Date
Sumeet Singh
02J09/ 2022
Print Name and 7itle)

183
ocuSign Enveiape ID; 7FiA564CA-' z'S4- 4G5- 8t36E- ti9f UR9E+F2TF2 NextC en Al ha Upfittin E.,'t m+,at
400 Carbide Ct Suite A
Sacramento CA 95828 aate stimate#
z: a 2c? z zaazs
Name f Address
Lathrup Pd
IS. th , athrop,
C .. 3
1!/ f'` iti'c-( t`
C l
Project
Itern Descriptio C1ty Rate Total
2020 FORD UTli. l`fY x16 UNITS
NG UItE3Eit LA' I'HROI' SPEC D CAL t6 I, b75. U0 26, 8QD. UOI' TGHTItiG
1 1G QRDFR FMt' LI3Qt} K JQ-( 373 hiPOtVER L[ CrFiTBAR RW E31W I6 2, 395. 0 3A, 32p. Ot)Z' 541N
NG C) RDEFt SClS i 3FC3RCE: TRAFFIC AI)` jI5C3R r1MBEK t b 5 5. 0t} R. 72fl. 00T S05 ENFSEUP3D nPORCE' Single Light w Pcrcts nent Mount, 1 a„ hard 32 b 3. 99 5. 3. G T virc v! sync option, SAE Class 1, 14- i fiv. Black
Housing, ! 2 LED, Dual Colr r- Re fl hite- FRt3NT
PUSH FiuMPER ANfJ 45 DEGREE
SOS LNFStVP3G n OItCE+: Singlc Light wi Pcrntanent h3ount. 13" hard 32 16995 5. 439.fiR7` wirc tiv/ s} mc option, St°lE Ctass t, 1U- 16v, F3inck
Mousistg, l2 LED, l ual Cotor- 8(ue(VJhite- FRONT
PUSH f3UA1PER AND AS i) GREE
50S Eh1T283I7 Intersectc r Under tvSinor, 3aunt[. igl t, 9- 32 Vdc, u' 6 S`3. 9t) i, U39. RJT 4- tVedges, 141ouating Gaskct& liard vare, i6 L Ds, Dual Colos- RedrlVhite
SC3S ENT2I33E interscctor Under Mirror h4ount Light,- 32 Vdc, w' I S I R9. N9 3, d39. 8 1T Wedgcs, hiounting Gaskct g Hard vnre, 16 L& Ds, Dual
Color- BluzJtt'hite
S{ S ENFS4VP3J nF012CG S'sngle Light 4' Suction Cup Mount, SAE 32 l69.39 5, A39. 68' I' Ctass i, l0- 16v, Black Housing, 12 LEil, Dual ColorREI) JE3I. UE- QUAR' 1' CR. PA2vEL L3GHT[ NG StJS ELUC3H010! Universa! UaderCa rer 5cretv- In LED Inscrt Singlc Lig'ht 32 y2. 4y 2, 95, C38T Kit, 1- 32 Vdc w( i t}" 5- wire hamess includes insert, Lens 1 ( Lxtresrn: Angfc)& lntine Fiashcr Dual Colnr
Reti!$ lue- REAR TAIL LiCcH7 STRdHE5
41D HE-TLI tk' hite Auxiliary Lighting Pod- 1. 5x3 Inch, 3 LED- 32 4R. 95 1, 566. 40T EIATCH i?ME LtGHT
At!£- TL 1R RED AUXILlAItY LIGH7ING PC} D- 1. 5X3 II 3CH. 3 16 5895 943' OT LED- HATC' H T) OML LiGEiT
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184
t} ocu5ign Ettve4ape IQ: 7fiA564t: A- 54- 4C5E•t3# iE-69CDAyE'sF27F2 NextGen Alpha ll fittin;
s m+ t
8400 Carf ide Ct Suite A
SaCral7lerii+ A 958$ Date Estimete#
2;' 4=2t)22 22028
Name 1 Address
Laihrc s Pd
15597 7t1 t, I. athrc p,
Cr' 95
JD f
i' C s `
3 Project
item t escriptian ty Rate Tatal
St3S Ei SPS2SM5... mp rtver 4" Fascia LigNt Zv° Sceew Adnunt, l8" hard wire 32 13. 9 i, I 59. 68T w.%syrsc c ption, SAF Cl s 1 & CA Title 13, y- 32
V ic. H1ttck Housing, I LBLs, Tncolar- RecU$ iucl Vhitc ItEAti HATCH« ARI ING LIGElTS
PUSH B4JME' ER SETUP
1Vf S 3fi- 2t25 202U+ FORD UTII. tTY EL11' C Bumper I' usl Rar; Elite; lfi 44.{f0 7, i84. 0 T Pn vele Coatecl, t3laek; HRPO Steel;?- 3,°`3 Ineh 12ubher Strip Upri hts; V' iihout Wraparound Hrush Civard: Fc r Usc 1Vith Qptional Top Channcl
W}' S 3G-.. 1? 5I' 3 2t}?0- FORD L3TIf.[ T1' WRA1' Bumper Guarc; ite; 16 4:i. t7 7. 34a. otfT Pon°der Coated; Black; 7 Gsuge HRPU Steel; Duai 2- 3=`4 tnch 11' ide Rubber Strips; Requires Wrstin Public Safety E: lite Humper Push$ ar
tiVP5 3G- 6QO S E3umper Push 13ar Top Chnnncl Carcr; For Vcstin Elitc l6 39. 49 639. 83T Scrics IIum rcr Pash Bar; W th 2 SaundofTNFQRC.

Light Mountin Holcs; Pnwcicr Cnaled; I3tzek; Steet
SlRFN
SQS G[ 3GSA582... 50 scries rematc stren w ith butcon can[rol, l0- 16c 16 I. t149. S0 16. 792. 0{3T SQS FTSS 1 Q! 100J 5enes Campositt Spcaicer r'Univcrsui Bui1$ sackct 32 f$ 9. R9 G, t}7. G$ T I On c att
COi iSpLE
T' 5 CC-? 0- I.IVL... 2020 FOR17 f' OL[ CE IhiT RCFPTQR UT1Lt7' Y l6 3tJ. 75 6, 316. ftOT SPECIFIC 27" LOW- PROFILE CO\ SQL\ k' ITFi
CaMPU' i' R DGCK
TPS f P- S038UR 4" SC} Ut+t C3f F FACEPC. ATE 16 OAf3 O. 00T TPS FP- 4{ XTL25 3"' AC£ PLATE hiOTt ROLA XTL2500'' XTL5000' 16 E}.{ X) U. t)AT APXfiS(} Q O5,{ 7, REMC} TE IiEAf
TPS FP- BLR'KI t"' BLANI ILLCR PI,..ATE 32 4. 44 U.00T
FPS rP-BLNK2 2 F3L.Af K' ILLGR PLAT 32 O. Oti O. 00T
TPS F'P- U513- 2DC ?° FACEPLA' I'E DC CIUT[. ET= USB CLJTOUTS I fi 58. 50 93b. U0T ELECTRpNICS INCLtJDEI3
TF' S AC- IVLIHG [ NTERt+3AL I7Ur1L BEVERAGF HULU R 16 9. 95 799. 2QT TP5 AC•tvfCM 1 MiCitdPHOhIC CLIP PLATE AND Ci. IP A5SEMBLY 32 13. 99 115. b$ T TPS AC- T$- 3tM... COI ISQLE Mt UI t7ZD FIGIGHT ADJUSTA$ LE l6 tG9. 55 2. 712. 8fl7" ARMREST LVITH STANDARD SIZE RRIv! R S' C

FOAM FAD
Total
PagB 2
185
ocuSogn nvelape 143: 7SA564C4- EZSA- 4t 5- 686E- ii9C; pA96F17F2 NextGen Algha Upfitting Estimate
S40E} arbide Ct 5uite A
Sacramentc A 9582 oa e Estimate#
2 a ao 2 22o? x
Name 1 Addrass
L.; daru s Fd
15S' ' „ "[ tTro,
l o ds '
C
Project
item Qescription Qty Rafe Totat
TPS Ci fNUR-tS} 3-:,. CONSQLE Si UR'l' fif2ACKr' 1' U- i 4( lUNT 16 25iJ. 75 4, i5fi.{}4T COMPUTER hfOUNI' VITH ROTATING
St JlNG- ARh+f
li}CKIHG STATION
ItiG tJRtyEF GETAC S410- DOCKINC, STr1T[ ON h3UL1NT UVt7H iG 1, 2} S. QO 20. 7? t),(} QT POVV R
1+IG QFt£ R GETAC S 10 C O' KING STATiO! PQW6R S111' PLl' lb t$ y. 9 3. U39. 84T' Gt1t LOCK
TE' S GRt- SGRF-... I) UAL GVEAPt} N MpCINT 16 25. 00 4, t} 80. 00T TCS G1+t- 8-SCIA... CLAh1SH LL STYLE 1VEAI' ON LC?CK EiltliCK. 7" t 58.U( 1 92R. U(} T FUI2 AR STYLE RlFL S
TPS G t- I3- C} P- 5... FiANDCUFF STYC,L W APt7N Lt) C1C T3RACKE7 tfi h9.{} 4 1, 143, OtST lYITH MORL PITCH FQR A.R STYLL RtFLLS VITi i
it3LT- ON ACCESSf} RIES
NG C} RI) Ett SC 1 87t) REMING'fON St{ C3TG(. N LOCK IG t t 8. 56 1. 89C,,9fiT NG ORD R SC 6 tJNIVERSAL Gi l! LflCK R.ATCFiETIIJCi STYLL lfi 16 3. yy 2, 7t9. 8-#T F' RISUN R E7' Uh
PS Tt'- E- 5L6- U... US size. Recessed Panc1; Sliding windo v, Squarc- hole 16 7 9..95 11, 999, 2QT punched rrativl- thru prevention braa: ket
TPS SA43- A- FA... ? 02Lt+ PI Utitity Bif3-$ oy purticiou rnounung kit. Extra l6 l9,I9 1,( l9.R T seat- back reciiac.

TPS KP- UV? Q-[ 7... 202U+ PI Utility 3- pc Kick pan!:' f ot pocicet- Use 16 E45. 85 2, 333. 6UT with Big- Boy moun[
rs s- o- t vr•x... r sti s c wtth c s b t, rear partition( squarc« hole), 1 fi t, 6 5. 00 26, 32U OD'!' u ith firc compartrnent
TP5 DF- UV20- SE" 2 24+ PI litility drivcr and passenger si lc dnor pane ifi Z? 5. 00 3, 6f}f1,(} OT SET}
TPS 1ilG-'? 0- FDU,.. ? 42Q FORD Pt LICL INTGRCEPTOR C[ t'ILIAN 16 2 i a. 3. 4 7, 20T EkPLQRER DRIVER& AASSL v'C'iER-SIDL
VER' I' ICAL BAR 1VINI30W GUARD
EiEAR BOX AND EQUIPh3ENT TRAY
TPS A- CtV?- i... FORI) P() LICE 123TERC PTOR UTtLETY ELEVAT D fi 289. 95 4, 639. 2Q E'

BOX M UN' I'
TPS AC- C- SL- T,., 2t?20- P[ Utility ciectronics tray, 37. 5" vidc x 23. fi" 16 289. 55 4, 63?, 801' long.

Total

186
U4CuS'tgn kmrelope Et]: 76A5 F( A• E154-4t; 5E- 88EiE- 69Gt7A36 27F1 y T ti J lt
1 /" l
NextGen Alpha Upfitfin; Estimate
8400 Carbide Ct Suite A
Sacrarnento A 95? 8
t ate Estimate#
2; za» 22ozs
Name! Address
Lathr p hd
la th , uttiro,
3 1,,. s 1 i
L
Project
item Descript on Qty Rate Totat
Tf' S AGF33- TRA... 202U+ F I Utility eiectronies Tray fence, 3" w de x 5. 6" 16 45) S 735. 2{YT tali titr AC- EI3- SL- 7RAY tt!}
NG ORDER TPS CP-{'., 8-# 2# i- I' B- T TRUY F30X ELEVAT 3 16 i. 495. 04 23. 920AOT dNCLUD9N a Sth4PLEX LOCK ANR TOP LIP
ACCESS( 3FtIES
NCrU1tT3GR Sf' E: CiALt7RI)[ 2' tfifC33hbANTENi tA7143iS 16 48;).Q4 7, 82. 00T TSO 7881 S I 7 FT RG58 The C.aird NIBBU vehicle rciaf mc unt 32 f 9. 99 t 3}. f BT antcnna' snsts llatian hardwarc kit is for A4otnroSa- srytc rzsobile antcnnas, 0— F 000 MI-{z, This NM(} mount is an a! t brass perznancac mount for a 3%4 in hale;
NG Uf2Q& R JI) 325- 381 fi MAGNETIC MlC 32 d. 9S 1, 438. 40`i' NGr OR[} ER 1 iG7Cs 5 t2V St3LENOID TtMER UN[ T AIa1[ JSTAI3LE 16 IC 4. 1y 2, 7l. 84T 14rG ORI? R IOQA W+G AUT't314lOTtVL 12V CIRCUIT BRLAK R 16 32. 49 519. R4T BSS 02Fi ST E I1f C EUSC TiI0CI4- I C1YCUIIS W1t 3 AICg1UVC' E US IIrit IG 9.94 799. 8# T CQ4 Cf
NG SHIP[ N 5H( f'PSNG iiV C(? S1' f ItOM VEND{ 3R 16 525. 04 8, AOQ. O{} NG( NS"PAi.A' i'If3I t itvS' I'ALLATIt7N OF CUS' i`O v1ER SUPPLi b 36 i, 125. 40 t R, OdO Ot tviOIIEM. RADIO AI D AXC3N SYSTGh4( PRE-' IRG
IF POSSIf3LE}
Nt; SHOP SUPPL... SHOI' SUl' t' Lt S- Tt7 TNCLUDE VEHICLE UPFi7'- lE 1 R. 7S 3, iRt1. U T f3RACk TS, FUS S, C[. A14SPS, W1RES, Lf3{3M, iilSC

ACC SSORE& S
NG 1NSTALATtON i ISTALLA7tON LASCIR CE[ ARC1F FOR AB{ 3VE 16 3, 825. 00 6l? U0. 00 CIUIPMEI 3T PER LATHR( 3P POLECE
DEPARTMENT S!' EC
Safes Tax 7. 75° 22, 7> 4. Oi
a U3, 45. S 7

187
OocuSign Envetope! 0 76A584C4- E254- 4CSE• 88fiE-69C A96F27F2 390 Towne Centre Dr
Purchase C?rder
r" Lathrop, CA 95330 No. 2022-00000467
t
E
a Date 2/ st2022
Resolutio

PURCHASE ORDER MUMBER MUS' C
The parties ta this agreement APPEAR ON ALL INVOtCES, SHIPPERS, BILL aF@:

F LAdING AND CORRESPONDENCE
Vendor No. 3 13 DELiVER BY
G NextGen Alpha Upfitting Uf 390 Towne Centre Dr
SHIP V!A
Suite A
athrop, CA 95330 REIGHT TERMS
o
SACRAMENT, CA 95828 PAGE 1 of 3
o ORiGtNATOR Chia or

1. 00 EACH Ford PIU Buifd for 16 vehicles- lnstalfatian& Equipment 381, 200. 16Qfl $ 381, 2Q0. 16 i.00 EACH Sales Tax 22, 754. 0100 22, 754. 01
The contractor agrees to furnish all labor, equipment and materials necessary ta perfarm the services 403, 954. 17 describe herein ncf agrees to comply with the terms and conditions identified below which are m de a part hereof by this reference( Outline ex ct detail what is to he done, where is ta be done and include work speciFication ,' able.)
DocuSlpned by'
SW'ku,1' S 2/ 9/ 2022
3F595CA i{ 08..

CITY OF ROP VENDdR ( Signature)
RECOM OEQ FOR APPROVAL DATE APPRdVED BY pATE
Sumeet Singh
02/ 09/ 2022
CITY O LATHR4P VENOOR ( Prin! Name)
APPROVED BY DATE APPROVEd BY DATE
Special Instructions
Vehicle Buildout for 1fi Ford PIU- See estirnate# 22d28 a r d s : D t v''' 5 a' w - '-'
i 3n

188
OowSlgn Enveiope ID; 76A564C4- E254- 4L'SE- tlH6E- 69CC} A96F27F2 Pc'' t? t7
ST_'•v`U.4RD PURC SE ORDER
TER• IS A` D C4' DTIIQI S
1 At CEPT_tZ CE r1c: eptaoce af dus P achase Order. s hether b unttea a; iuow ledgement or b periozmance bt• Set2a. shall br upoq the tecros anh cm didans hereo ao other tams or coad cons aU be bmd n t on$ u}tr unless nTettar appra° al thrtrof speciScaU} referrwg eo such other tesm. wd coad uoas sha}!$ a Y beea pacar to Selter I LYl' OICES Separaet iaro ee shall be sugplsed far wcb Rtrchase Order shipmmt, Ea; wsoste s] aU be taoiae3 aad s all shou Coauact tmtiber. mms, d sceimts, date of shipmrnt or smxe dik,. ead Pta} ssse Order i tmyber. Failtv+e to sban said it s ms resutt m dei:}' ef pi}mart n th nll nFhrs resen; ed including cssb cliscounrs, T se trndar nune on ttus Puu:Base Order r,esutred irom a quotanon nmed m the ssme aaate. Pirvmeent aill aot he made m i fum m mr other dun th.0 s3ww a on tf e face ixreof i zthout r ritsm as gnuuat, i P' 1EtiTI lEf iS Seller shill tece e
pa} mtar ather bn Ottt-Time pa} tent iZump 5 1. SlaathlJ• o= Quarnrl RE1ilZED NlOIC.+ lt pa meats nrr m snr rs.
i OKDF3 CKr1? IGES 7'he 3u} es sba11 Eure rhr nght fram t mr ro vme br nz5rten nocices ta make c anaes tn quaatina aad ar denrer} dates of an• arucle. matecuL or semcez carened 6g this Purchase[ hdrr pnoi to t}u time the i em er tems are a: suallti plited m10 fioai produchoa b tht Sellv. If atch chaaaes sre aude after the artule. malen l. ar sen ces are plued utio fia l produtaon bt the Seller and ch c}uasrs cause a substw5a! iacmu ar decnease m Seltrr' s perfosmanca zll be made xnd th s an3ec n ll br a odtfied m anung a; cordtrgh. prac drd t6at sn• ctaua for adjussmeat a ust be as.erted br t6e Se11er azth a a rcas oable aau tin no ra. e ta exeeed hreut} da sl aRer tlir chaaee is oidertd
5 S' PL G Sellcr w ll u cata ptainh• the P mhose{? rder: tiFumber ou Ft bills of 1xdmQ. at1 goods shtp xd piujusot to sazd otda nnd on a13 w aces. frttght bills. and pscl;ages. Each pacla gr musi caaiain a me.morsnd m shm ing 5eIkc°s name. cantmts of pscS:a e< and Putchasr Ordec tumbrr
Shigments of goods spectfied oa this Pucthase Ordet attmba shouid sestslt m l+xrest possibie eieht rate r.s athernys spec: fird hc Buier Penslties or iocreased cLuars d e to 6ihur to ob. ertr Hus grot7ssar w il11x c.hugtd[ o Shcrt.

SFuppmg easts iot aaads on back ordct s at7 be p d onf? at r rate t htch rould Ea e been apphra le had tke comp2ete ardet beea 5 11 St Otk' d1f1l. Y lSttST t03ti S ill bt b0ffit L• Selier. Pan: a3 shipmrnts ust be utead5ed as such aa sluppiae memaranda aad unro ces.
htn s} sippmg. SeiJer nl! m L•e no decLuauon of raive to ramcaf. e.urpc nhere sh pme t s subject ta rckased ra}ue tatme; snr mataiats supplied ro Cin nh ch azr ros errd br t e OSH. Hazud Cammunusu Standard mas br accampaa, ed b}• the appLcabte isterial Safeh tJtta 5heet!', iSDS} at tfx tua af deuren. 6 D£ i3t' EP. Loiess atheraisr e ces s pto uitd StUa shall deln•er all uacles to Bu tt' s prrnaixs. free of W $ ei ht. L: ndltng. truysposisuoa. drat'aet. baeta aad similar rLaraes r1ll pmes m thts: c t act art of the essmce. 7'ER..11N,#TTO 1. Bu- es ma° urouuatt all or psct of th coausct u th or withaut¢ atue. 3f bu}-et tcr T tes w7tha:t canu. then$ u ec shall pa all rrasacwbk tam riaa charga incurrcd bc Seller S DECI,LIE Lti PI{10E5 Bu.er shxl! be proucted m he r rnt ci dectwiag pncr. on the undeLcesrd pc on of dus e. ur«ase Order If pnccs deeIine eat toems ordtred. 5eDer mev etect ta mee[ pnced redu.-tians ar atber vend,ocz. o is ona lau•er pnces: o othec pwcha: ert but if Selkr shauld nfusr t dc. Hu' er shs[! ha Y tLe a*ht tt rancr2 aac er a!I f the balsace due on dus E' tuchase Order ttilthaut cost ro u es
9 FORCE\ f.-1JEL'P.E, Veitber 5elier uor 8u} es shell be Issbk for uonpesforman; e duc o causr be ond ceasonabk coaaai tt'hac onlc a pStT a° SeUei' s tipatih• to perform it escused nader t6is paraaaph. SeIkr must allocated ptod+xtion and deh aies amana t e ru ous custc+ ers tbm mda cantract fos siau] ar oods durin the penod Tbe a! locsltoa must be a ade tu a fau and equitablr marmrr. tCbe r at,hes Sc}ler or B roer cliims sa excuse faa aaopesfacrosace unda dus p rasraph, it must tte eouee ia ro iYing to the ott rr psm•. SeUer sta11 not be eblixpted ta xtl. no: Bu rr ab!'sgned m patc}nu, nt a later daie. thot potti of tfu goods tbas SeUer is un 2e to del c ar Bu}er is uaable ta tccen e or uu due io am• racnsed tause Trs¢ aods ue to be tenderrd b} Selic aRer the expuation ai tbe xrms spec 6ed m thit Purrhese Ordc aztheut; oasent of 8mirs
10 l':1P.F.tiTS'. 5elles namints tbtt all mtc4es aud senicrs cot• nd b thts Pur hsse Osdc nill couform to 3rauines. specsncanons. r sampks and n111 be merrhuuable med of good mataiat deusn and n•oilmaash,- p.& ee trom a! 1 defects. ad r,utsBle for tLr u. c tntrraded 11 anc lrs a[ i be subiect to Buti-as iaspecaae md re ectioo at the plx: e af d ten• Ikfecare atticles ma} be rrnuned te tLe Sella for iull uedli or rep cemeat at dumSellei s nsL• aad ez msa acluduLg tzanspertapoa: harges bmh a s. bus no defecnre anutes s3 all be rep4 ed Kiclwut foimal regluem nt order s ed by the$ u er I ISSIG\ 3iEA7. eitha psm•*.haU ass ga ar rr nsfer tLis Pu hase Qrder n: thaus the wntten coa; eat oE tbe othr. f? C 1L Tf1. SELLER i: R.R.\ TS TH. r GOODS FLR\ZSHED t1'DER IHIS PL'RC i SE ORDER DQ 02 L' FRL' GE T P. 7E.\T. 7RLbE.1L1,RI. OR TR. DE :: fE. OR COPI'RIGHI 3.v 3GREFS ? O ' DE1L' k : 1. 5 t'F FL R] iI.ESS Bt1 R OR FIS t. 1'DEE5 FROat: 1Z! l.\ 3I.L{ L., IS. SLZ S. LI. BFLITIES, D.. 1L GES. L SS S, OR ElYE. SES L tZRRED$ I SL1' ER OR ITS' E1'DEES BS' RE: 50\ OF_ I,L GED L' FRL GE tE\ T OF: i.' i SL' CH RIGHTS.
189
l7ocu5ign Envelape IU': 76A564C: 4-E154- 4C:5E-886E 69CDA96F27F2 PAGE : t)F 3
SEI. LER K4.LL L' DE, C'+'IFl :1.1D HOLD Ii. II.E55 BL`9'ER TIS . GE. TS 1.\' D E\ tE' LOi' EE5 FRO\ i _ G. S?: I.L tL L1IS. D:1.V.1GE5. LQSSES; 1. EIYE.tiSES. L1 LL'DL G: T? OR' E1' S FF.ES.. RISLIG OtT QF OR RES' LI'L1C FR01t THE PERFORIL ICE F THE l'ORIti t?,CSED A1_ 1.' I Z'EGLIGErT t2 QR 4aIISSIt]; OF SEILER.:' S' Si'BCO" fR1CTQR OR." S"O\" E FOR t1{ l5E: C'fS? i,\T OF T iE1t 1L T BE LL IBLE. L C. SE F t O C L' RRI. G F?1L1T. E C H P. RI1' SB I.L BE. IR ITS SH. RE OF TFiE LOSS.

3. BL'1'ER' 5 PP.OPFRl' Si 1at propern• ofBnSrs ia 5ellei s actire or rea: uucnre possesuon or custod. herrunciu n iEi he at 5eller' s nsl, and 5ellrr aaees to reimbune Hu Yr for anr lesz ot daouae to su: h pro} a? howec er caused ld CO` iFLL. VCE ATTfi: 1PPllC:iBI.E L LI rl.`.} P.EGtYLr1TI0i' S Bt acceptance hereot Seller 1Caczaat. a ti at aL' goods. merrhandtu. and matenals dehtrsrd and senves rmdg+rd hrreimder wzl! ha• t been pndu: ed and psond,ed m compIuace nzth all requ ts oi ti e Fair Labar St nder3s rlct of 19? 8. t am ndtd_ aad b} that a13 goads. matesists. aad equipmmt deltremi hrze+mder sh.ill comph x t rhe applicable federa3 tandards prescnbed tn the Occupaa at Safrt' and Healih a.et of! G. or as smraded. c that 5e}kr Kiil comgic x t3 ali applica4sle las 3. niles and regulanoas of fedenl. state and lacal gt*t•etameats aac! aetnues. thtreoi mcludin but mt Lm ied to£. ucua T( hder 1 t? id, l l"+Ol, aad se; ncn Sa: of Fubt c La 9?- I1'., 37rr Rehabt3icsaan Ac af 1973. the pse isions of The r'lnaeneeas ead I?isabil aes . ct Tsaa irat Emplo• et Ia v i.?S5 •'_• 0 F. S. ! io rt seq; an3 Eccess tr L' npnpJo» nmt L{ Sectioa= 40. 5; 0 et seq P. 5.' io.t a tuth are heretn incorporsred bc refrzence. untrs: chis Punhau Order rs e:crmpi pursuwt to said E ecnucti Orders. or Acts and t e re vlanoas issued tbereunder L' SCOP.FtiEP,' S CO\ iPFTS, TIO. 4PIA1 R" S i.Ir1B3LFTF. P GEYER. LLl$ IL1TF ttben n•arl is pertocmed an Bu} ec` praqises. Seller aae e cun- at SeHtr' s aw n rspense.
fa tL'oder' s Compeasanoai a E lo• ei s Lab t}' tas uaace, b} Cr aera! ti hilstt t htdmg Cancacnul I.Labilir attd Prcducn Lsbilur: Completed t?peraaoas) Ixnuancr and , uto LiabtliR• usstumce each n amnunts nn less ttu a 51. 00.1) 00 pts orcumare. Iasutaaee cern6cates of suc}t coreraEe shall be. ibnuRtd 10 Csn L: Ulina' Y.isl f: oa_¢etxim: upon request af Hun• r
t8 NSOL': C' 1 If Seller shsl! t ome insokYstt. fck a gennoa u banl; tupec•, m s} ill muke sa assi t for the benrut of crrd ton, or tf a receicrr at tnt: tee s all be appomted of or fer anr of Sellrr" s pcepem• or business, dx Pnce6au Os der ma• be cancellyd t Bu.•er apiicn nithout lisbikn.
1'. Tr1.1 5. SeUer a ets lo coop te x th Buti er sn opponpg thr saiposihon of aa}• tu on an asnck coi•ered b` th: Pur: hase arda, tLe 1rea4n cf n•luc is qvestioued b. Bu.zr, and m secunnr aa` abatemmt ot an}' n md iharef soughc br HutiYr
18 FOitEIG: SHIP i 1T5. Fareiga ship mma must be pceceded bs e eti.-urim of forn l Coasui r Iuroire : 1r nme oi sh gmenc Ocaau B lls ofLadinz. Causular latroue; usd Commttcul In roices>>n tnptic te, sfsall be fotn rdtd d rctlr to tbe Purchastn t Aaeat issuma tLts P se Ord es.
19 ' 1t'F T'his Purc6, ise t7rder shaA be gm•tmed b• the taa• of the Sqtc of Califottua d HR:\' DL TG 5alles HYrr ats that an mattnals rneerrd b}' thes Purcb.ise Ocda ue ao ahe ed ar misbrsnded tr thm tl e me n.eng of tFu Fedenl Food, Drue aad Cozmeac rtct„ IIOt iri 8lUCI! W'it$ II11° aot. under proasinus of Seceon lat or i65 of sud act, bc iatrodu: ed ato mtantate commer.a aod aot idultentrd or misbranded nith a the mraniag of the purr food and diuz] an. or t}x ord aoncez f oas stste or c h• A•2uch are appi c ble o such sh pmeat or deLccn° aad 5eller erebc° anrrea to iademnifi and sa1 e r Bv• rr raimless fmm aad seain. st aU claims, e sarnes. sccioa 3 grocred Cs b wsLt aea ast Bvtrr bti. lawful Ecn muneac autLanh or b anti• persea oa a; tamt of aur a leged nduir boa or misbr ndm b}• 5elier of nm- su: h uutes l zefeited to abcn-e. Seliv dots no e arsntee agatast anti such matena3 becoauae adultesased ot mubrxnded aflez dek Yn ta$ tnzs bti teason of causes beyroad Selier" s toa troi. 31 COti'FiICTL'tiG TEF\ fS fn tase of a cmfltet betaYtn these ttcnu wd ceodinans aad tbese oi a sepaxate rrsittrn cc aut si„ened br hoth B n aad Sellrr, the mtttea toadatt shall gre ad
2 F.' IEIi OF RECORDS D nmg tlte tttm of the purrhase arder agnemeut aad for tlure)' ears eafter. C n•af I.athrop( Cu a shall harr the nghr to mzen Shcer°s mords, aaf for the p rposes af renftwg claims for pa mmt and tompliaace nzth tht mms aad condstions af tbe Furchasr ardc aQremeas for at] cast tkitee}• wrs aRet# ina! pa auat.

3. OFFSEITIi G BQ.. 5 Cth mrn•ts tiu ndit to ipplr offselnag ps mcnts for goods cior srnzcr,. it arr 'we a¢ s rxK delu qtaeat uniin• bA3s nLich ue due Cih•
ti- ECCZt51E' E:{, REE\ i T. The pusrluse azdear ts a noa-exetusii+t cbasract md Cus•rrsesrez the neht to prmh se snme or lit•e saater als and or se saces from ot6tr s uers as Citt•deerus necessus and agpropnatc. 190
VU4. 4 JI4 1 LIIYOIU G! 4. 1 M 1JV' f I'f` LLJY'} VJL VVV. VJLLI(' JVE Cf t L NextGen Alpha Upfttin Estimate
8404 Carbide Ct Suite A
Sacramento CA 45828 oate Estimate#
2 20'?' 2202fi
Name/ Address
I. athrop Pd
t5 th , athrop,
C . , 3
a Y' f I c. ds
ot., ! 3 D
Project
Item Descriptian ty Rate 7oial
2020 FORD UT( L1Tl' x16 UNITS
hG ORDER LATHROP SP C DECAL lb 1, 675. U4 26, ROO. 00T
LiGH7' ING
NG t}RhER MPLI3QOK IQ- 073 l 1P01 VER LfGHTF3AR RW I3W 16 2,395.(}(} 38, 32t1. 00T 541N
2 G ORDER SOS h"FORCE TRAFFIC ADVISOR AMBER lb 5 5. 00 R, 7Z0. 001' SO5 ENFSWP3D nFORC Singlc l,i t t w' Pcrn anent Mount, 12" hard 32 16y. 91 5. 439. 63T virc ti:' synr option, SAE Class 1, 10- 16v, Bla k
Housine, 12 LED, Dual Color- FtedNJhite- FRO' T
PUSH DUAlPER AND 45 DFGREE
S45 GNFSWP3E nFORCE 3 Single I,ight w/ Pe inancnt Mount, ! 2" hard 32 fi9. 99 439, CRT u rc w. sync option. SAE Class I, 10- 16v, Bl: ck
Housing, I? LED, Dua! Color A S ac lYhitc- FRQ` T
PUSH RU4IPER AND 45 DGGEtEE
SU5 FNT2B3fl 3ntersector Under l iirror Mount Light, 9- 32 Vdc. w 16 189. 99 3, 039. R4T 4- Wedges. Monntinb Gasket Rc Hardwara, 16 LEAs, Dual
Color- RedlWhite
SOS EtvT2B3E { ntersactor Under M rror Mount Lisht, 9- 3? Vdc, w' b I R9. 99 3. 03y. RAT 4- Wec} ges, 1onnting Gaskct L Harclware, ! 6 LEDs, Dual Cator- BIue=lYhite
SQS ENF54YP33 oFtJRCG S Siaglc Light w.' Suction Cup Mount, SAL 32 169. 94 5, 439. 6RT Class 1. ! 0- 16v, Black Housing, 12 I.ED, Dual CQforRED.aDLUE- QUARTER PAWEL LIGH' f1hG 5Q5 EWC3HplOJ Universal Undcfiover Screw- tn(. ED Insert Single L ght 32 9?. 49 Z, 59. 68T Kit, 9- 3? Vdc tiv 10' S- wire hamcss; incEude insert, Lcns I ( Extreme Mglej&. Inline Flashet-- Duaf Colar
Rcd/ Bluc- REAft TAIL LIGHT STROBES
biD HE- TL! White Auxiliary Ughting Pad- l. Sx3 Inch, 3 L D- 32 48. 95 I, Sbb. 4QT

HATCH DQMB LIGHT
MQ HE- TL! R RED Al3XILtARY LIGtiT[' G PQI)- i. SX3! h"CFI, 3 t6 58. 95 y43. 2pT LLD- HATCH Dp41L LIGHT
Total
a
191
y."....,.....,.,.,.. u...- ti,.—....,..-, uu...- a. unaurcrrc NextGen AIpha Upfitting Est mate
84QQ Carbide Ct Suitc: A
Sacrarnento CA 95828 ate Estimate#
Z,, a; 2o oas
Name/ Address
LaQit p Pd
45597 7t t, Lathrop,.

CA 9
D ' f! fil' l
5' ' cE'
C 3
Project
Item Oescription Qty Rate i'otal
St35 E tp52SMS.., mpower" Fasria Ligfu w/ Scrcw i tount, I S" harc! wire 32 129, i9 4, 159. 687 wf sync upiion, SAF Class [ & CA Titte 13, 9- 32
Vdc, Dlack Housing. 18 LED, Tricolor- Rc ilfiluclWh tc

REAR HATCH WARNIIVG LIGHTS
PUSf{ BUMPER S i'UF
1VI' S 36- 2t2S 2d20+ FORD UTIUTY El.ITE F3umper Push[ 3ar; Etite; f6 449. 00 7, 184. OUT Po vder Coated; Bl ck; FtRPO Steet; 2- 3/ 4[ nch Rubber Strip Uprights; Without Nraparound Brush Guard: For
Use With Optional Top Channei
1t' PS 3(- 2! 25P8 2420« FORD U7ILITY WRAP Bumper Guard; Elitr; 1( 459.04 7, 344. OUT Poudcr Coatcd; 131 ck; 7 Gaugc HRPO Stcel; Dual?- 3<4
lnch Vdide Rubber Strips; Requires West'sn Cublic Safery Elitc Bum er Push Har
tVPS 3G- fit}O S2 Bumper!' ush Eiar Top Chai ncE Cover: For tiVcstin Elit 6 34.49 639. 8- i7' Scrics[ 3umper Pnsh I3ar; tVith 2 Soundaff' NFQRCE
Light Mounting Ho1es; Pawder Coated; i3lack; Steet
SIRLN
SOS ENGSA582... 500 series temotc siren uith button controt, 40- lbr 6 1, 049. 50 t6. 792. OdT SOS TSS{ 40I 100J Scrics Camposite Spcnkcr wl Univerxa! 13aik Hrackcz 32 189. 99 G, 079. G8T 100 watt

CCENSULE
TPS CG24- UVL... 202U Ft? RR AULICE I TERCEPTOR t TIE.ITY t6 39a. 75 lS, 3lC+.UO? SPGCIFIC ! 7" LOW. PROFILL COIv'SOI..[ WITt#
Cai 1PU? ER DECK
TPS Ff'- 50380R 4" SOUNDOFF FACFPLATE 16 0.40 O. Q T
TP3 FP- MXTL2SDU 3" FACEPLATE MOTOROLA XTL2544! XTL5QU0:' 16 U.4tl O. 00T APX65t} 0 05, 07, REMOT HCA}
1' PS FP- BE.'[ Cf 1" BLANK FILLLR PLATE 32 0.00 O. OQT TPS F'- BLNI 2 2" BLANK FILL R PLAT J2 0.00 O. 00T
TPS FP- USB- 2DG 2'" FACEPLATE DC OUTLET! LfSB CUTOUTS 16 SR. 58 93I+.00T ELEC7RONICSINCLUDED
ThS AC- ih13HG 1 1TEftNAL DUAL F3bVERAGE HOLDEIi Ifi 9.95 799. 2( T TP5AC- MCM1 ht[ CROPH NECWPPLATGAhDCLIAASS[ IiBLY 32 1Z. 49 41S. 6ftT TPS AC-' TB- ARM... CC3NSOLE MOLTNTLD HEIGHT ADJUSTABLE 16 164. 55 712. 80T ARMREST Vl°ITH STANDARD S1ZE ARM REST

FOAM PAD
Total
Aage 2
192
L/ VLU. 7n GnVCIV JC IU. unJV t r- c. r+`++.u-' uu wo. unau a. r a NextGen Alpha Upfitting Esti mate
8400 Carbide Ct Suite A
Sacramenro CA 95828 aate Estima e
a.xa• a z.z zoz
Same! Add ess
Laihro Pd
1554 fiop.

C 30
t p V'" l

1.' s ' l
a
Projeci
Item Descriptian Qty Rate Totai
TPS Ch9- U4t5H-... CONSULE SNORT BitACKET U- IOUNT 16 259. 75 4, SSf.(34T COMPU' ER MOUNT WI7f- t ROTA7iNG

SNING- ARM
DDCKI' G S7AT[ ON
NG ORI ER GE1' AC S ld- DQCKtNG 5TA"I'Ipl MOEI` tT Vt'! TH 16 l, 29S, Qt) 2U. 72U. U0' C POWER
NG QRDER Cii 3'AC S410 DOCKI vG S' fATION POWFR SUPPLY b 184. 94 3, a:. sar

GUNLOCK
TPS GM- SGRF-... DUAI, tVEAPO: V ti1 UNT lfi 355. 00 4. QRU. 04T TPS GM- B- SCIA... CLAMSHHLL STYLE tVEAPON LQCK E3RACICE' f 16 58. 00 926. Up'

FOR AR STYLE RIFL S
TPS GM- ti-UP- S... HA' DCUF STYLE WEAPON LOCK[ 3RACKF.T E6 6y. OQ I, l04.b{7" C 1VITH tORE PITCI{ FqR AtC STYLG RIFLCS NITH
fiOLT- O t ACCESSORIES
NG OEtDER SC 1 870 FtEMWG' FO I SNqTC,,U1V LtJCK 16 1 t 8, 56 1, R9(. 46T ItiG O[ tDER C 6 t1I tIVERSAL('., UN LOCfC RATCHETl1VG STYLE 16 169. 79 2,Tl9.K- 1T PRiSONER SE7UP
TPS Tt'- GSL6- U... US sizc, Recesscd Paael; Sliding windotw, Sqnare- hole 16 749A5 1 1. 499. 2 T punched rra ci- thru prcvention brucket
1' PS SA$- 20- f D... 2020+ Pi Utiliry[ 3ig- noy partition rnounting kit. Exua 1E 69. 99 l. I ly.A47 seat• 6ack rcclina.

TE' S K'- UV20- d... Zd20+ p[ Utility 3- pe. iek panel w/ E"oot pockrts- Use 16 145. 85 2, 333. bt)T with Hig- Boy mount
TPS PS- 2b- UVFX... Plastic scat with b5 belts, rrarpartitian( squttre- halc), 16 1, 645. 00 2h, 320.ODT with firc cornpartmeni
TPS DP- UV20- SET 202d+ AI Utitiry drivcr and passenger side door panel 16 235. UU 3. 60U. U0T S ET')
TPS VG- 20- FDU.,. 2020 FORll P L[ CE tNTGRCEPTOR/ C1VILfAN 16 215. 45 3. 447. 207' EXPLORGR DRlVER& PASSENGER- 51I3E
VERTICAL DAR VIND0IV CiUARD
REAR BOX A2ti`D EQUIPMENT TRAY
TPS CP• UV? Q- tif... fQRD POL1C l TERCEPTOR UTtLITY SLEVATED 84, 5 3 4, 639. 20T BOX MOUN' 1'
TPS AGEB- SL-T... 2020t PI Utility clectroaics tray. 37. 5" widc x 23. 6" t6 2$ 9, 5 4, 632. ROT long.

Total

193
w.. y w. t.. vN. I J. 1 Ll' 1JwtV4' f LJ' f" TVJL' WVUL VJVNf13i1{ il l L p

1.... 1\ H GI 1
r n r
1 NextGen Alpha Upfitting
Gstimate
8400 Carbide Ct Suite A
5acramenta CA 95$ 28 ate Estimate#
z.€a=2o 2 zo s
Name! Address
Lathrcip Pd
I55 th , ai rap,
C 3
v' l 1 u s ' l
L- m ' ` 3
Pro} ect
Item DescripUon ty ftate Total
TPS AC- Eli- 1' RA... 2020+ PI Utitity electronics tray fence, 37'° ide x S, 6" f 6 45. 95 735. 20T taU ts r AC- EB- SL- TRAY Uniy.

NG ORDER TP5 CP- G84424R- PR- T fiROY BOX ELEVATEA 16 1, 495 00 3, 920. 00T 1NCLUDING StMf' LEX LOCK AND TOP LIP

ACCESSURIES
NG URDFR SPECIAL ORDER TRIHANQ AI`' I'FNNA 714316 16 A89. W 7, 824. UUT TSO 78815 t7 F7 FtG58 ` t'i Laird ME38U vehicle roofmount 3 19. 99 634. 68T anicnna installation hardu• are kit is for hio orola- stylc mabile antennas, 0-- 1000 MHz. This NMO mount is an
aIl brass pemiancnt mount for a 3 4 in hole.

NG ORDFR JD 425- 3R lC MAGNF.TIC MIC 3 a, 95 1, 438. 4UT NG ORD R h'G7615 12V SO1. E OIb TIMER UI lIT ADlUS1' ABLE 16 16y, y9 2, 7 y, gaT NG dRDER IOOA WG AUTOIvfOTiV 12V CiRCU[ T RxAKER 16 32, 49 519. 8;; B5S 5426 ST Btade Fuse 31ock- 12 Circu ts with lveganve Qus and 16 49.99 799. 84T Covcr
NG SHiP IN SHlPP[ NG lIV COST FRO 1 V6itiDOR t6 523.OU 8, aUU. OU NGINSTALATIt t 1 1hSTALLAI' ipNOFCUSTOMERSUPPLIED 16 125. 00 IS, OOO. UU MODGM, R11!? 1Q Ah'D AXON SYS?'L-tT( PRE- WIRF
iF POSSIL# LE)
t G SHOP SUPPL... SH( P SUPPLIES- 70 INCLUD VEH[ CE. E UPFIT- 16 19R. 75 3, 1RO. o0T BRACK£ TS. FUSES. CLAMPS, W1RES, LOO; i, MtSC
ACCE.SSURIES
NG[ NSTALATION 1NSTALLATIQA' LABt}R CE[ ARGE FOR AAOVE 16 3, 8? 3. 00 61. 20U, 00 EQU[ PMENT PER LA7HROP POI. TCE
DEPARTMENT 5I' EC
SalcsTax 7. 75°Jo 22. 754. 0!
Total 83, 45. I7

194
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP RATIFYING CONTRACT CHANGE ORDER NO. 1 WITH NEXTGEN ALPHA

UPFITTING FOR THE RETRO- FITTING OF POLICE EQUIPMENT IN THE

EXISTING POLICE DEPARTMENT FLEET
WHEREAS, the San Joaquin County Sheriff' s Department is gradually returning the Police Services vehicle fleet to the City; and WHEREAS, the new Lathrop Police Department will continue to operate and maintain the vehicle fleet; and
WHEREAS, retro-fitting each vehicle and motorcycle to meet the approved specifications of the new Lathrop Police Department vehicle fleet is the next step in preparing them for service; and
WHEREAS, the services consist of replacing all the police equipment in the Police Services fleet with modern police equipment used in the build out of the new Lathrop Police Department vehicle fleet; and
WHEREAS, the City will continue its partnership with Next Gen Alpha Upfitting to perform the retro- fitting of police equipment in the existing Police Services vehicle fleet; and
WHEREAS, due to the timeliness surrounding the new Police Department the contract was signed and is being brought forth for ratification at the proceeding City Council meeting on May 16, 2022.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Lathrop, does hereby Ratify the Contract Change Order No. 1 with Next Gen Alpha Upfitting for the Retro- fitting of Police Equipment in the Existing Police Department Fleet.

Attachment " G"
195
The foregoing resolution was passed and adopted this 16th day of May, 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Page2of2
Attachment " G"
196
DocuSign Envelope ID: 5476A893- 1E62- 4513- 8071- 69F4DC58FAF2 CHANGE ORDER NO. 1
Purchase and Installation of Police Vehicle
Equipment for the New City of Lathrop Police
Department Vehicle Fleet City of Lathrop
CONTRACT CHANGE ORDER NO. 1

EMERGENCY CONTRACT FOR THE PURCHASE AND INSTALLATION OF POLICE

VEHICLE EQUIPMENT FOR THE NEW CITY OF LATHROP POLICE DEPARTMENT Contractor: NextGen Alpha Upfitting
Address: 8400 Carbide Ct, Suite A
Sacramento, CA 95828
Change Order Date: May 2022
Notice to Proceed Date: February 10, 2022
Contract Execution Date: February 10, 2022
This contract change order augments or changes the following:
1) ADDITIONS TO CONTRACT
Pursuant to the provisions of the Contract Specifications and proposal attached as Exhibit A, you are hereby directed to make the herein described additions, and scope of work contracted for within the terms of the agreement between the City of Lathrop and NextGen Alpha Upfitting dated February 10, 2022.

I. CHANGES IN THE SPECIFICATIONS
A. None
II. ADDITIONS TO CONTRACT
NO. DESCRIPTION QTY UNIT UNIT PRICE TOTAL
1 Purchase and Installation of Police Vehicle 1 Lump $ 166, 432. 00 $ 166, 432. 00 Equipment to retrofit 9 Vehicles, 2 Sum
Motorc cles, and 2 Animal Control Vehicles
TOTAL ADDITIONAL COST FROM THIS CHANGE ORDER NO. 1 166, 432. 00 ORIGINAL CONTRACT AMOUNT 403, 955. 00
REVISED CONTRACT AMOUNT AFTER CHANGE ORDER NO. 1 570, 387. 00

END OF CHANGES)

DESCRIPTION OF WORK
See additions to contract. The contractor shall provide all labor, material, equipment and shall perform all incidental tasks as necessary to complete the change order.

TIME OF COMPLETION
The effective date of Change Order No. 1 is May 2022 and it shall terminate no later than December 31, 2022.

Attachment "
197
H"
DocuSign Envelope ID: 5476A893- 1E62- 4513-8071- 69F4DC58FAF2 CHANGE ORDER NO. 1
Purchase and Installation of Police Vehicle
Equipment for the New City of Lathrop Police
Department Vehicle Fleet City of Lathrop

RELEASE AND WAIVER
Acceptance of this Contract Change Order constitutes a full and final resolution of all pending disputes between City and Contractor regarding scope of work and payment for work. Contractor accepts this Contract Change Order as full payment for ali work performed to date and hereafter to be performed, up to and including Contract Change Order No. 1. Contractor releases and discharges City from any and all ciaims, demands, damages, actions and causes of actions and causes of action for injuries, damages or losses, whether known or unknown, foreseen or unforeseen, arising directly from Contractor' s work on this contract. Contractor expressly waives the provisions of California Civil Code, Section 1542, which reads as follows:

A general release does not extend to claims which the Creditor does not know or suspect to exist in his favor at time of executing the release, which if known by him must have materially affected his settlement with the debtor.

END OF SECTION)
198
DocuSign Envelope ID: 5476A893- 1E62- 4513-8071- 69F4DC58FAF2 CHANGE ORDER NO. 1
Purchase and Installation of Police Vehicle
Equipment for the New City of Lathrop Police
Department Vehicle Fleet City of Lathrop
Recommended
By: 5 L Z—
Raymond Bechler Date
Chief of Police
City of Lathrop
Approved As
To Form: S•- Z- v ZZ
Salvador Navarrete Date
City Attorney
City of Lathrop
Approved By:

Stephen J. Salvatore Date
City Manager
City of Lathrop
DocuSigned by:

Accepted By S S 5/ 3/ 2022
Contractor:

NextGen Alpha Upfitting Date
Sumeet Singh 02/ 09/ 2022
Print Name and Title
199
NextGen Alpha Upfitt EXHIBITA imate ng Est
8400 Carbide Ct Suite A
ate Estimate#
Sacramento CA 95828 aii i 2ozz 2zio6
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Descriptian Qty Rate Tatal
CSO 2019 CHEVY TAHOE x4

ALL AMBER WHITE LIGHTING ONLY

LIGHTING
NG ORDER EMPLBOOSD9- 2GE MP04VER LIGHTBAR AW 4 2, 395. 40 9, 80. 00T 54IN
NG ORDER SOS MPOWER TRAFFIC ADVISOR AMBER 4 659. 76 2, 639A4T SOS EMPS2SMSSRAW mpower 4" Fascia Light v/ ScreN Mount, 18" 16 129. 99 2, 079. 84T hard wire w! sync option, SAE Class 1& CA Title
13, 4- 32 Vdc, Stack Housing, 18 LED,-
AmbedWhite- FRONT PUSH BUMPER LIGHTS
NG ORDER SOS ENT2B3F Intersector Under Mirror Mount 8 189. 99 f, 519. 92T Light, 9- 32 Vdc, w/ 4- Wedges, Mounting Gasket&
Hardware, 16 LEDs, Dual Color- AMBER/ White
SOS EMAS25MSSRAW mpower 4" Fascia Light v! Screw Mount, 18" 8 129. 99 1, 039.92T hard wire w/ sync option, SAE Class 1 & CA Title
13, 9- 32 Vdc, Slack Housing, 18 LED,-
Amber/ White- QUARTER PANEL LIGHTIT' G
SOS EMPS2SMSSRAW mpower 4" Fascia Light w/ Screw Mount, 18" 8 129. 99 1, 039. 92T hard wire w/ sync option, SAE Class 1& CA Title
13, 9- 32 Vdc, Blacl: Housing, 18 LGD,-
Amber/ White- REAR LiC LIGHT3
NG ORDER SOS ELUC3HOIOA Universal UnderCover 8 92. 49 739. 92T Screw- In LED 1nseR Single Light Kit, 9- 32 Vde w/
10' S- vire hamess: includes insert, Lens 1
Exireme Angle)& Inline Flasher—AMBERREAR TAIL LIGHT STROBES MD[- IE- TL1 White Auxiliary Ligltting Pod- L x3 Inch, 3 LED 8 48. 95 391. 6U7 HATCH DOME LtGHT
MD HE-TLIR RED AUXILIARY LIGHTING POD- I. SX3 4 58, 95 235. 80'f INCH, 3 LED- HATCH DOME LIGHT
SQS EMP52SMSSRAW mpower 4" Fascia Light w/ Screw Mount, l8" 8 129. 99 1, 039. 92T hard wire w/ syne option, SA Class 1& CA Title
13, 9- 32 Vdc, Black Housing, 18 LED,-
AmberlWhite- REAR HATCH WARNING
SIREN
SOS ENGSA582RSP 00 series remote siren with button control, 1 Q- 16v 4 1, 044. 50 4, 198. 00T Phone# 916) 423- 5052
Total
Web Site NEXTGENAI.. PHAUPFITTING. NET

200
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
oate Estimate
Sacramento CA 95828
4i>>i2o2Z 22 06
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
SOS ETSS100J I OOJ Series Composite Speafcer v/ Universal Bail 8 189. 99 1, 19. 92T Bracket- 100 watt

CONS LE
NG ORDER TPS FP- S0540-R SOUI IDOFF FACEPLATE 4 39. 99 159.96T NG ORDER ICOM RADIO FACEPLATE F7520- I 1 - NE 4 39.99 159. 96T PTECE RADIa
TPS FP- USB- 2DC 2" FACEPLATE DC OUTLET/ USB CUTOUTS 4 58. 50 234.00T

ELECTRONICS MCLUDED
TPS AC- MCMI MICROPHONE CLIP PLATE AND CLIP 8 12. 99 J0392T

ASSEMBLY
NG ORDER TPS CM- SDMT-SL- LED CONSOLE 4 49. 00 1, 980. 00T SIDE- MOUNT W1TH ROTATING&

HXTENDABLE SLIDE- ARM
TPS AC- SIDEARM- 6 6" SIDE- MOUI' T ARM REST 8 88. 75 710. 00T

DOCKMG STATION
NG ORDER GETAC S410- DOCKING STATIOI MOUNT 4 1. 295. 00 5, 180. 007'

WITH POWER
NG ORDER GETAC S4L0 DOCKING STATION POWER 4 189. 49 759. 96T SL3PPLY

ACCESSORIES
TSO 78815 17 FT RG58 The Laird MB8U vehicle roof mount 4 19. 99 79. 967' antenna installation hardware kit is for
Motorola- style mobile antennas, 0- 1000 MHz.

This NMO mount is an all brass permanent mount
for a 3/ 4 in hole.

NG ORDER D 425- 3816 MAGiVETiC MIC 8 44. 95 359. 60T
NG ORDER NG7615 12V SOLENOID TIMER UI lIT 4 I b9.99 674.96T

ADJUSTABLE
NG ORDER IOOA WG AUTOMOTIVE 12V C1RCUiT 4 32,49 129. 96T

BREAKER
BSS 5026 ST Blade Fuse Block- 12 Circuits with 1 fegative 4 49.99 199. 96T Bus and Cover
NG SFi[ P IN SH[ PPING IN COST FROM VENDOR 4 325. 00 1, 300. 00 NG INSTALATION INSTALLATION OT CUSTOMER SUPPLIED 4 1, 125. 00 4, 500. 00

MODBM, RADIO AND AXON

SYSTEM( PRE- WIRE IF POSSIBLE)
Phone# 916} 423- Sb52
Total
Web Site NEXTGENALPHAUPFITTING. NET

201
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Sacramento CA 95828 a t Zo22 22to6
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
NG 3HOP SUPPLIES SHOP SUPPLIES- TO INCLtJDE VEHICLE 4 198. 75 795. 00T

UPFIT- BRACKETS, FUSES, CLAMPS, WIRES,

LOOM, MISC ACCESSORIES
NG INSTALATION INSTALLATION LABOR CHARGE FOR 4 3, 225. 00 12, 900. 00

ABOVE EQUIPMENT PER LATHROP POLICE

DEPARTMENT SPEC
NG MSTALATION REMOVAL OF ALL OLD EQUIPMENT THAT 4 4 d.00 1, 800. 00 WILL BE REPLACED. LIGH" I' LNG SIREN
SETUP. CHECK TO MAKE SURE VEHICLE
WIRING FOR USE QF CSO VEHiCLE
Safes Ta 7. 75% 2, 910. 59
Phone# 9l6) 423- 5052
Total
Web Site N XTGENALPHAUPFiTTING. NET 60, 966. 63

202
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Sacramento CA 95828 4/ 1 I/ 2022 22ioa
Name IAddress
Lathrop Pd
940 River Islands Park vay,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
2020 CHEVY TAHOE K9 UNIT

LIGHTING
NG ORDER EMPLBOOK9Q- 073 MFOWER LIGHTBAR RW 2 2, 395. 00 4, 790. 00? BW 54IN
NG 01tDER SOS MPOWER TRAFFIC ADVISOR AMBER 2 659. 76 1, 319.52T SG S EMPS2SMSSRBW mpower 4" Fascia Light w/ Screw Mount, 18" 8 129. 99 1, 039. 92T hard wire w/ sync option, SAE Class 1 & CA Title
13, 9- 32
Vdc, Black Housing, 18 LHD, TricolorRedlBluelWhite- FRdNT PUSH BUMPER LIGHTS
SOS ENT2B3D Intersector Under Mirror Mount Light, 9- 32 Vde, 2 159.99 3' 19. 98T v/ 4- R'edges, Mounting Gasket& Hazdware, 16
LEDs, Dual
Color- Red/ White
SOS ENT2B3E Intersector Under Mirror Mount Light, 9- 32 Vde, 2 189. 99 379. 98T w/ 4-Wedges, Mounting Gasket& Hardware. 16
L Ds, Dual Color- Blue/ White
SOS EMP52SMSSRBW mpower 4" Fascia Light v/ Scre Mount, I8" 4 129.99 5[ 9. 96T hard wire w/ sync option, SAE Cfass 1 R: CA Title
13, 9- 32
Vdc, Black Housing, 18 LED,- Red/ BlueQUATtTER PAt BL LiGHTiNG SOS EMPS2SMSSRBW mpo verB 4" Fascia Light w/ Scre v Mount, 18" 4 129. 99 519. 96T hard wire w/ s mc option, SAE Class I & CA Title
13, 9-32
Vde, Blaek Housing, 18 LBD,- Red/Blue- REAFi

LIC LIGHTS
SOS ELUC3[-IOIOJ Universal UnderCaver Screw- In LED Insert Single 4 92.44 369. 96T Light Kit, 9- 32 Vdc w/ 10' S- wire harness: includes
insert, Lens# 1 ( Extreme Angle}& Inline Flasher—
Dual Color Red/ Blue- REAIt TAIL LIGHT

STROBES
MB HE-TL1 White Auxitiary Lighting Pod- L x3 Inch, 3 LED 4 48.95 19. 80T HATCH DOME L1GHT
Phone# 916) 423- 5052
Totat
Web Site NE3 TGENALPHAUPFITTII 3G. NET

203
NextGen A1pha Upfitting Estimate
8400 Carbide Ct Suite A
Dete Estimate#
Sacramento CA 95828 a 1 2022 22104
Name/ Address
Lathrop Pd
940 River Islands Park vay,
I. athrop CA 45330 Estimate good for 30 days.

Item Description Qty Rate Total
MD HE-TL1R RED AU{ ILIARY LIGHTING POD- l. SX3 2 58. 95 117. 90T 1NCH, 3 LED- HATCH DQME LIGHT
SQS EMAS2SMSSRBW mpower 4" Fascia Light v/ Screw Mount, 1 S" 4 129. 99 519. 96T hard wire wl sync option, SAE Class l & CA Title
13, 9- 32
Vdc, Black I-Iousing, 18 LED, TricolorRedlBlue/ White- REAR HATCH WARNING L[ GHTS

PUSH BUMPER SETUP
NG ORDER SE FK2271TAH15 PB9 PS300/ 400 STEEL StDE 2 539. 85 1, 479. 70T

FENDEWBUMPER GUARDS FOR CHEVY
TAHOE
SIREN
SOS ENGSA582RSP 500 series remote siren with button control, 10- 16v 2 I, 049.50 2, 099. 00T SOS ETSS100J 1QOJ Series Composite Speaker w/ Universal Sail 4 189. 99 759. 96T Bracket- 100 watt

CONSOLE
NG ORDER TPS FP-SOS00- R SOUNDOFF FACEPLATE 2 39. 99 79. 9ST NC ORDER COM RADIO FACEPLA' E F7520- 11 - ON 2 39. 99 79. 98T

PIECE RADIO
rPS FP- USB- 2DC 2" FACEPLATE DC OUTLET/ USB CUTOUTS 2 58. 50 117.00T ELEC"I' RONICS INCLUDED
TPS AGMCMI MICROPHONE CL1P PLATE AND CLIP 4 12. 99 51. 9bT

ASSEMBLY
NG ORDER TPS CM- SDMT- SL- LED CONSOLE 2 495. 00 99d. 007"

SIDE- MOUNT WITH ROTATING&
EXTENDAI3LE SLIDE- ARM
TPS AC- SIDEAItM- 6 6" SIDE- MOUNT ARM REST 4 88. 75 3 S. 00T

DOCKING STATION
NG ORDER GEFAC S410- DaCKING STATION MOUNT 2 1, 295. 00 2, 590. 00T

WITH POWER
NG ORDER GETAC S410 DOCKING STATION POWER 2 189. 99 379. 98T SUPPLY

GUNLOCK
Phone# 916) 423- 5052
Total
Web Site TIEXTGENALPHAUPFITTING. NET

204
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Sacramento CA 45828
ar ino2a 22ioa
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Descriptian Qty Rate Total
NG ORDER TPS GM- SGL-MNT SINGLE WEAPON MOLJNT 4 192. 45 769.80T TPS GM- B- SCIAR- BKT CLAMSHELL STYLE WEAP N LOCK 2 58. 40 I I6. OdT

BRACKET F R AR STYLE RIFLES
TPS GM- B- OP- SCS- BKT HANDCUFF STYLE WEAPON LOCK 2 69. 00 138. 00T

BRACKET WITH MORE PITCH FOR AR
STYLE RIFLES W1TH BOLT- ON

ACCESSORIES
NG ORDER SC I 870 REMINGTON SHOTGUN LOCK 2 118. 56 237. 12T

UNIVERSAL LOCK SUPPLIED BY CITY

FROM OLD GUN LOCK
K9 SETUP
NG ORDER AA EZPF- TAH- IS- CURRENT- AA E1Z RIDER 2 3, 245.00 6, 490. 00T K9 INSERT WITH LED K1T, POWDER

COATED AND WATER DISH INCLUB D
NG ORD R AK9 HAOFKIO- P 10" FAN ACCESSORY 2 129. 99 259. 98T NG RDfiR AK9 NGHP- 5020 K9 HOT N POP PRQ TEMP 2 1, 689. 55 3, 379. lOT

ALARM WITH DOOR POP AND WINDOW
DRpP
NG SHIP IN SHIPPING IN COST FROM VENDOR 2 725. 00 1, 450.00 NG CUSTOM CUSTOM MADE BRACKETS FOR REAR BOX 2 250. 00 SOO. 00T MOUNT MODIFICATTON 1N ORDER TO
WORK WITH K9 UNIT
Iv G ORDER PG SS 5S0008 SAFEST P SECURE IDLE 2 195. 00 390. 00T SY3TEM FOR CHEVY T' AHOE
NG INSTALATION INSTALLLATION OP K9 KENNEL AND HEAT 2 1, 550. 00 3, 100. 00 ALARM SYSTEM WITH 3AFESTOP UNIT

ACCESSORIES
TSO 78815 17 FT RG58 The Laird MBBU vehicle roof mount 2 19. 99 39.98T antenna instatlation hardware kit is for
Motorola- style mobile antennas, 0—] 000 MHz.

This NMO mouni is an all brass permanent mount
for a 3! 4 in hole.

NG ORDER JD 425- 38I6 MAGNETIC M1C 4 44.95 179. 80T
NG ORDER NG7615 12V SOLENOID TIMER UNIT 2 169. 99 339. 98T

AD) USTABLE
NG dRDER I OOA WG AUTOMOTIVE 12V CIRCUIT 2 32. 49 64, 98T

BREAKER
Phone# 916) 423- 5052
Total
Web Site NEXTGENALPHAUPFITTING. NET

205
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Sacraniento CA 95828 ai ii2o22 22iaa
Name! Address
Lathrop Pd
940 River Islands Park vay,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
BSS 5026 ST Blade Fuse Block- l2 Circuits with Negative 2 49. 99 99. 98T Bus and Cover
1`' G SHIP TN SHIPPIIriG IN COST FROM VENDQR 2 325. 00 650. 00 h G INSTALATION INSTALLAT] ON OF CUSTOMER SUPPLIED 2 1. 125. 00 2, 250. 00

MUDEM, RADIO AND AXON

SYSTEM( PRE- WIRE IF POSSIBLE)
NG SHdP SUPPLIES SHOP SUPPLIES- TO It3CLUDE VEHICLE 2 198. 75 397. SOT

UPFIT- BRACKETS, FUSBS, CLAMPS, WIRES,
LaOM, MISC ACCE550RIES
NG INSTALATION INSTALLATION LABOR CHARGE FOR 2 3, 525. 00 7, 050. 00

ABOVE EQUIPMENT PER LATHROP POLICE
DEPAR7 fENT SPEC
NG INSTALATION REMOVAL OF ALL OLD EQUIPMENT THAT 2 450.00 900. 00 WILL BE REPLACED. LIGFITING SIREN
SETUP. CHECK TO MAKE SURE VEHtCLE

WIRING FOR USE OF EMERGENCY VEHICLE
S31es" 1' ax

7.' 15% 2, 490. 67
Phone# 9I6) 423- 5052
Tota I
Web Site NEXTGENALPT- IAUPFITTING. NET 50, 028. 39

206
NextGen Alpha Upfitting Esti m ate
8400 Cazbide Ct Suite A
Date Estimate#
SacramentoCA95828 a iiizoza Zaia
Name! Address
Lathrop Pd
940 River Islands Park vay,
Lathrop CA 95330 Estimate good far 30 days.

Item Description Qty Rate Totai
CSO FORD FI50 x2

ALL AMBER WHITE LIGHTING ONLY

LIGHTING
NG ORDER EMPLBOOSD9- 2GE MPOWER LIGHTBAR AW 2 2,395. 00 4, 790. 00T 54IN
NG ORDER SO5 MPOWER TRAFFIC ADVISOR AMBER 2 659. 76 1, 319. 52T SOS EMPS2SMSSRAW mpower 4" Fascia Light w/ Screw Mount, 18" 8 129. 99 1, 039. 92T hard vire w/ sync option, SAE Class 1& CA Title
13, 9- 32 Vdc, Black Housing, 18 LED,-
Amber/ White- FRONT PUSH BUMPER LIGHTS
TIG ORDER S05 E2 lT2B3F Intersector Under Mirror Mount 4 189. 99 759. 96T Light, 9- 32 Vdc, w/ 4- Wedges, Mounting Gasket&
Hardware, 16 LEDs, Dual Color- AMSER/ White
SOS EMPS2SMSSRAW mpower 4" Fascia Light w/ Screw Mount, I S" 4 129. 99 519. 9GT hard wire v/ sync option, SAE Ciass I& CA Title
13, 9- 32 Vdc; Black Housing, 18 LED,-
Amber/ White- QUARTER PANEL LIGHTING
NG ORDER SOS ELUC3HOl0A Universal UnderCover 4 92. 49 364. 96T Scre v- In LED Insert Single Light Kit, 9- 32 Vdc w/
10'- wire harness: inciudes insert, Lens# 1
Extreme Angle)& Inline Flasher— AMBERREAR TAIL LIGHT STROBES SOS EMPS2SMSSRAW mpower 4" Fascia l.ight w/ Screw Mount, 1$" 4 129. 99 519. 96T hard wire v/ syne option, SAE Class 1 & CA Tide
13, 4- 32 Vdc, Black Housing, 18 LED,-
Amber/ White- REAR iJNDER TAIL GATE
S1REN
SOS ENGSA582RSP 500 series remote siren with button cantrol, 10- 16v 2 1, 044. 0 2, 099. 00T SOS ETSSl00J 100J Series Composite Speaker v/ Universa! Bait 4 189. 99 759. 96T Bracket-! 00 watt

CONSOLE
NG ORDER TPS FP- SO500- R SOUNDOFF FACEPLATE 2 39. 99 79. 48T NG ORDER ICOM RADIO FACEPLATE F7520- I 1 - ONE 2 39, 99 74. 98T PIECE RADId
Phone# 9 t 6} 423- 5052
Tota I
Web Site NEXTGENALPHAUPFI' ITING. NET

207
NextGen Alpha Upfitting Esti mate
400 Carbide Ct Suite A
Date Estimate#
Sacramento CA 95828 aii ii2oza zaio
Name/ Address
Lathrop Pd
94b River lslands Pazkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
TPS FP- U5B- 2DC 2" FACEPLATE DC OUTLET/ USB CUTOUTS 2 8. 50 117. 00T ELECTRONICS 1NCLUDED
TPS AGMCM 1 MICROPHONE CLIP PLATE AND CLIP 4 12. 99 51. 96T

ASSEMBLY
NG ORDER TPS CM- SDMT- SL- LEll CONS LE 2 495. 00 990. 00T

SIDE- MOUNT WITH ROTATING&

EXTENDABLE SLIDE- ARM
TPS AC- SIDEARM- 6 6" SIDE-MOUt IT ARM REST 4 88. 75 355. 00T

DOCKING STATION
NG QRDER GETAC S420- DOCKIT G STATION MOUNT 2 1, 295. 00 2, 590. 00T

WITH POWER
NG ORDER GETAC 5410 DOCK] NG STATION POWER 2 189. 99 379. 98T SUPPLY

ACCESSORIES
NG CUSTOM CUSTOM MADE UNDERSEAT BOX COVER 2 175. 00 350. 00T FOR ELECTROI` TICS
TSO 78815 17 FT RG58 The Laird MB8U vehicle roof mount 2 19. 99 39. 98T antenna installation hardware kit is for
Motorola- style mobile antennas, 0— 1000 MHz.

This NMO mount is an all brass permanent mount
for a 3/ 4 in hole.

NG ORDER JD 425- 3816 MAGNETIC MIC 4 44. 95 179. 80T
NG ORDER NG7615 12V SOLENOID TIMER LJNIT 2 169. 99 339. 98T

ADJUSTABLB
h'G ORDER 100A WG AUTOM07IVE 12V CIRCUIT 2 32, 49 64. 98T

BREAKER
BSS Sa26 ST Btade Fuse Block- l2 Circuits with Negative 2 49. 99 99. 98T Bus and Cover
IvTG SHIP IN SHIPPING IN COST FROM VEND R 2 325. 00 G50. 00 Iv`G 1NSTALATION INSTALLATION OF CUSTOMER SUPPLIED 2 1, 125. 00 2, 250. 00

MODEM, RADIO AND AXON
SY3TEM(PRE- WIRE IF POSSIBLE)
NG SHOP SUPPLIES SHOP SUPPLIfiS- TO INCLUDE VEH[ CLE 2 198. 75 397. SOT UPFIT- BRACKETS, FUSES, CLAMPS, W1RES,

LOOM, MISC ACCCSSORIES
Phone# 916} 423- SU52
Total
Web Siie NEXTGBNA. LPHAUPPIT7' ING. NET

208
Nex Gen Alpha Upfitting Estimate
400 Carbide Ct Suite A
Date Estimate# t
Sacramento CA 95828 aiiii2ozz zato
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
1 G INSTALATIdN INSTALLATION LAB R CHARGE FOR 2 3, 000. 00 6, 000. 00

ABOVE EQU(PMENT PER LATHROP POLICG

DEPARTMENT SPEC
NG INSTALATION REMOVAL OF ALL OLD EQUIPMENT THAT 2 450. 00 900. 00 WILL BE REPLAC D. LIGHTI; IG SIREN
SETUP. CHBCK TO MAKE SURE VEHICLE

WIRING FOR USE OF CSO VEHICLE
Sales Tax 7. 75% 1, 417. 81
Phone# 916) 423- 5052
Total
Web Site NEXTGENALPHAUPFITT[ NG.N T 29, 512. 17

209
NextGen Alpha Upfitting Estimate
8400 Caxbide Ct Suite A
Date Estimate#
Sacramento CA 95828
a i i 2o2a z2osz
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lachrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
FORD UTILITY IC9 UNIT

LIGHTMG
NG ORDER MPL$ OOK9Q- 073 MPOWER LIGHTBAR RW I 2, 395. 00 2,39. 00T RW 4IN
NG ORDER SOS MPOWER TRAFFIC ADVISOR AMBER 1 609. 75 609. 75T SOS EMPS2SMSSRBW mpower 4" Fascia Light v! Serew Mount, 18" 4 129. 99 S 19. 96T hard wire w/ sync option, SAE Class 1 & CA T' itle
13, 9- 32
Vdc, Black Housing, 18 LED, TricalorRed/ BIuelWhite- FRONT PUSH BUMPER LIGHTS
SOS ENT2B3D Intersector Under Mirror Mount Light, 9- 32 Vdc, I 189. 99 I 89. 99T w/ 4- Wedges, Mounting Gasket& Hardware, 16
LEDs, Bual Color- Red/ White
SOS ENT2B3 Intersector Under Mirror Mount Light, 9- 32 Vdc, 1 189. 99 189. 997 w/ 4- Wedges, Monnting Gasket& Haxdware, i 6
LEDs, Dual Color- Blue/ V6' hite
SOS EMPS2SMSSRBW mpower 4" Fascia Light tiv/ Screw Mount, IS° 2 129. 99 259. 98T hard wire w/ syne option, SAE Ctass 1& CA Tit1e
13, 4- 32
Vdc, Black Housing, 18 LED,- RedBlue
QUAI2ETER PANEL LIGHTING
S S EMPS2SMS5RBW mpo ver 4" Fascia Light v/ Screw Mount, 18" 2 129. 94 259. 98T hard wire w/ sync option, SAE Class 1 & CA Tit3e
13, 9- 32
Vdc, Blaek Housing. ( 8 LED, Tricolor- Red/ Blue
REAR LIC LIGI-fI S
SOS ET. UC3HOIOJ Universal UnderCover Screw- 1n LED inseR Single 2 92. 49 184. 98T Light Kit, 9- 32 Vdc w/ 10' S- vire harness: includes
insert, Lens# 1 ( Extreme Angle)& Inline Flasher—
Dual Color Red/ Blue- REAR TAiI, LIGHT

STROBES
1vID HE- TLI White Auxiliary Lighting Pod- I. Sx3 Inch, 3 LED 2 48.95 97. 90T

HATCH DOME LIGHT
MD HE- TLIR RED AUXILIARY LIGHTI3 1G POD- l. X3 1 58. 95 58. 95T INCH, 3 LED- HATCH DOME LIGHT
Phone# 916) 423- 5052
Tota I
Web Site NEXTGENALPHAUPFITTI; IG.NET

210
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Saczamento CA 95828 ari li2oa2 a2os2
Name! Address
Lathrop Pd
940 River Isiands Parlcway,
Lathrop CA 95330 Estimate good for 30 days.
item Descripfion Qty Rate Total
SOS EMPS2SMSSR$ W mpower 4" Fascia Light w/ Screw Mount, 18" 2 129. 99 259. 48T hard wire w/ sync option, SAE Class 1 & CA Title
13, 9- 32
Vdc, Black Housing, 18 LED, TricolorRed/ Blue/ White- REAR HATCH WARNING L1GHT5

PUSH BUMF' ER SETUP
NG ORDER SE FK2271ITU16 SET[ NA STEEL FEt' DER 1 509. a0 509. 00T WRAPS
SIREN
SOS ENGSA582RSP 500 series remote siren with button control, 10- 16 1 1, 049. 50 1, 049. SOT SOS ETSSIOOJ IOOJ Series Composite Speaker t/ Universal Bail 2 189. 99 379. 98' C Bracket- 100 vatt
COTlSOLE
NG dRDEIt TPS FP- SO500- R SOUNDOFF FACEPLATE I 39. 99 39.99T NG OFLDfiR ICOM RADIO FACEPLATE F7520- 11 - ONE 39. 99 39. 99T

PIECE RADIO
TPS FP- USB- 2DC 2" FACBPLATE DC OUTLET/ USB CUTOUTS 1 58. 50 S8. SOT ELECTRONICS It lCLUDED
TP5 AGMCMI MICROPHONE CLIP PLATE AND CLIP 2 12.99 25. 98T

ASSEMBLY
TPS AC- TB-ARMMNT- 58 CONSOLE MOUNTED HEIGHT ADJUSTABLE 1 169. 55 I69. 557

ARMREST WITH STANDARD SIZE ARM REST

FOAM PAD
NG ORDER TPS CM- SDMT- SL- L D CONSOLE I 495. 00 49. 00T SIDE- MOUNT COMPUTER MOUNT W1Tl-I

ROTATING& EXTENDABLE SLIDE- ARM
DOCKING STAT[ 02!
NG ORDER G TAC S410- DQCKING STATION MOLJNT 1 1, 295. 00 1, 295. 00T

WITH POWER
Phone# 916) 423- 5052
Total
Web Site NEXTGENALPHAUPFITT( NG. 1 ET

211
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Sacramento CA 95828 aii s zaaz 22o$ z
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
NG ORDER GETAC 5410 DOCKING STATION POWER I 189. 99 189. 997' SUPPLY

GUNLOCK
NG ORDER TPS GM- SGL- MNT SMGLE WEAPOIV MOUNT 2 192. 45 384. 90T TPS GM- B- SCIAR-BKT CLAMSHELL STYLE WEAPON LOCK 1 8. 00 58. 00T BRACK6T FOR AR STYLE RIFLES
TP5 GM- B- OP- 5C5- BKT HANDCUFP STYLE WCAPON LOCK 1 69.00 69. 00T

BRACKET WITH MOIZE PITCH FOR AR

STYLE RIFLES WITH BOLT- ON

ACCESSORIES
NG ORDER SC 1 870 R MINGT N SHOTGUN LOCK 1 118. 56 I( 8. 6T lJNIVERSAL LOCK SUPPLIED BY CITY

FRQM OLD GUN LOCK
K9 SETUP
K9 KENNEL SUPPLIED FROM OLD VEHICLE
BUILD
NG ORDER AK9 HAOFKIO- P IO" FAN ACCESSORY i 129. 99 129. 99T NG ORDER AK9 NGHP- 5020 K9 HOT N POP PRO TEMP 1 I, 689, 55 1, 689. S T

ALARM WITH DOOR POP AND WINDOW
DROP
NG CUSTOM CUSTOM MADE B12ACKETS FOR 12EAR BQX 1 250. 00 250. 00T MOUNT MODIF[ CATION IN ORDER TO
WORK WITH 1C9 UNIT
NG ORDER PG SS0002 SAFESTOP SECURE IDLE SYSTEM 1 195. 00 195. 00T NG INSTALATION INSTALLATiON OF K9 HEAT A1.ARM 1 1, 150. 00 I, I50. 00

SYSTEM WITH SAFESTOP UNIT
ACCES50R1ES
TSO 7881 17 FT RG 8 The Laird Mf38U vehicle roof moant 1 19. 99 19. 99T antenna installation hardware kit is for
Motorola- style mobile antennas, 0—] 000 MHz.

This NMO mount is an al] brass permanent mount
for a 3/ 4 in hole.

NG ORDER JD 425- 3816 MAGNETIC MIC 2 44. 9 89. 90T
NG ORDER NG7615 12V SOLENOID TIMER Ut1JT 1 169. 99 I69. 99T

ADJUSTABLE
Phone# 916) 423- 5052
Tota!
Web Site NEXTGENALPHAUPFITTING. NGT

212
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Sacramenta CA 95828 ai iizo22 22os2
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
NG ORDER 100A WG AUTOMOTIVE 12V CIRCUIT 1 32. 49 32. 49T

BREAKER
BSS 5026 ST Blade Fuse Block- 12 Circuits with Negative 1 39. 99 49. 99T Bus and Cover
NG SH1P IN SHIPPING IN CdST FROM VENDOR I 325. 00 325. 00 NG INSTALATION INSTALLATION OF CUSTOMER SUPPLIED 1 1, 125. 00 1, 125. 00

MOD M, RADIO AND AXON

SYSTEM( PRE- R IRE IF POSSIBLE)
NG SHOP SUPFLIES SHOP SUPPLIES- TO INCLUD VEHICLE 1 198. 75 98. 75T

UPFIT- BRACKETS, FUSES, CLAMPS, WIRES,

LOOM, MISC ACCESSORIES
NG INSTALATION INSTALLATION LABOR CHARGE FOR 1 3, 52. 00 3, 52. 00 ABOVE EQUIPMENT PER LATHROP POLICfi
DEPAR'IMENT SPLC- RE- W1RE T LA7HROP
SPEC
NG INSTALATION REMOVAL OF ALL OLD EQUIPMENT THAT I 450. 00 450. 00 WILL BE REPLACED. LIGHTING SIREN
SETUP. CHECI T MAKE SURE VEHICLE

WIRING FOR USE OF EMERGBNCY VBHICLE

SERVTCING
Sales TaY 7. 75% 986. 97
Phone# 916} 423- 5052
Tota I
Web Site NEXTGENALPHAUPFITTING. NET 20, 29' 7. 02

213
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
Date Estimate#
Sacramento CA 95828 ai26i2ozz 22>>
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Latl, rop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
FORD F2$ 0 MDT AND RADIO INSTALL
NG ORDER TPS CM- FIS- SL- LED FORD TRUCKS F1 0— 2 569J5 1, 139. SOT F550 PASSENGER SEAT COMPUTER h OLT?' T

ITH ROTATING& EXTENDABLE

SLIDE- ARM
TSO 78815 17 FT RGSR The Laird MBSU vehicle roof mount 2 29. 99 59. 98T antenna installation hardware kit is for
Motorola- style mobile antennas, 0— 1000 MHz.

This NMO mount is an all brass permanent mouut
for a 3i4 in hole.

NG ORDER ANTENNA WHIP 254492 2 66. 5 132. 90T
NG SHOP SUPPLIES SHOP SUPPLIES- TO I? CLUDE VEHICLE 2 39. 99 79. 9RT

UPFIT- BRACKETS, FUSES, CLAMPS, WIRES,
LOOM, MISC ACCESSORiES
NG INSTALATION RADIO AND MDT INSTALL( N FORD F250 2 925. 00 1, R50. 00 NG SHIP IN SHIPPING IN COST FROM VENDOR 2 85. 00 170. OU Sales Tax 7. 75' o 109. 46
Phone# 916) 423- 5052
Total
Web Site NEXTGENALPHAUPFITTITv' GNET 3, 541. 82
214
NextGen Alpha Upfitting Estimate
8400 Carbide Ct Suite A
ate Estimate#
Sacramento CA 95828 aiz6 2ozz z 3t
Name/ Address
Lathrop Pd
940 River Islands Parkway,
Lathrop CA 95330 Estimate good for 30 days.

Item Description Qty Rate Total
BMW MOTORCYCL RAD10 INSTALL
NU ORDER CUSTOM AI ITEIv'NA BASE HOLDER 2 4250 RS. 00T
BRACKET 429779N
TSO 78815 17 FT RG58 The Laird MBSU vehicle roof mount 2 29. 99 59. 9RT antenna installation hardware kit is for
Motorola- style mobile antennas, 0—] 000 MHz.

This NMO mount is an all brass permanent mount
for a 3/ 4 in hole.

NG ORDER ANTENNA W} IP 254492 2 G6. 45 132. 90T
NG SHOP SUPPLIES SHOP SUPPLIES- TO INCLUDE VEHICLE 2 39. 99 i9. 98T UPFIT- BRACKETS, FliSES, CLAA4PS, WIRES,

LOOM, MISC ACCESSORIES
NG INSTALATION RADIO A?vD MDT INSTALL IN BMW 2 825. 00 1, 650. 00

MOTORGYCL
NG SHIP I7' SHIPPING IN COST FROM VENDOR 2 25. 00 50. 00 PLEASE NOT** NOT Itv'CLUDING ANY
EXTR. 4 RADIO BRACKETS THAT? 4AY B,

NE DED( UPON INSPECTION)
Sales Tax 7. 759/ 0 27. 73
Phone# 916} 423- 5052
Tota I
Web Site NEXTGENALPHALTI' FITTP:v'G.?v'ET 2, 085. 59
215
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP

RATIFYING AN EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO BODY PAINT SERVICES OF THE NEW AND EXISTING POLICE

DEPARTMENT VEHICLE FLEET
WHEREAS, on June 14, 2021 Council approved the purchase of eleven ( 11) Police vehicles that will establish the fleet for the new Police Department; and WHEREAS, an additional twelve ( 12) new Police vehicles were approved by Council on September 13, 2021; and
WHEREAS, the City has chosen a white color scheme for the color specification to represent the new LPD vehicle fleet; and WHEREAS, the City has selected Continental Collision to re- paint the autobody of each vehicle of the new and existing Police Department vehicle fleet to meet the current specifications; and
WHEREAS, the contract was signed referencing Lathrop Municipal Code LMC) Section 2. 36. 080 Purchasing System: Emergency Procedures. The purchasing procedures may be eliminated for the following reasons as determined by the Department Head: " 2. To efficiently and timely maintain essential public services". Police Department vehicle retro- fitting was determined to be an essential public service and due to the timeliness surrounding the new Police Department the contract was signed and is being brought forth for ratification at the proceeding City Council meeting on May 16, 2022.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Lathrop, does hereby Ratify the Emergency Contract with Continental Collision for the Auto Body Paint Services of the New and Existing Police Department Vehicle Fleet.

Attachment I"
216
The foregoing resolution was passed and adopted this 16th day of May, 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Page2of2
Attachment" I"
217
DocuSign Envelope ID: F04B102E- OFO6- 4E80- AFF6- 949FBD501405

CITY OF LATHROP

EMERGENCY CONTRACT WITH CONTINENTAL COLLISION FOR THE

AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE

VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET
THIS AGREEMENT, dated for convenience this day of May, 2022 is by and between CONTINENTAL COLLISION (" CONTRACTOR") and the CITY OF LATHROP, a California municipal corporation (" CITY");
RECITALS:

WHEREAS, CONTRACTOR is specially trained, experienced, and competent to perform Auto- body Paint Services, which will be required by this agreement; and WHEREAS, CITY selected the CONTRACTOR as the most qualified to perform these services; and
WHEREAS, CONTRACTOR is able and willing to render such Auto- Body Paint Services in the time required to ensure all new vehicles are ready to enter service on July 1, 2022 as part of the newly formed Lathrop Police Department; and WHEREAS, the City will be receiving existing vehicles returned from the Sheriff's Department that will need to be repainted and CONTRACTOR is able and willing to render such Auto- Body Paint Services to be consistent with the new Lathrop Police Department vehicle fleet; and
NOW, THEREFORE, CONTRACTOR and the CITY agree as follows:

AGREEMENT
1) Scoqe of Service
CONTRACTOR agrees to perform services in conformance with scope of work attached and fee proposal submitted by the CONTRACTOR, attached as Exhibit A, and incorporated herein by reference. CONTRACTOR agrees to diligently perform these services in accordance with the standards of its profession and CITY' S satisfaction.
2) Compensation
CITY hereby agrees to pay CONTRACTOR a sum- not- to- exceed $ 111, 020 57, 440 for new vehicles and $ 53,580 for existing vehicles) for the Auto-Body Paint Services of the new and existing vehicles as set forth in Exhibit " A" plus a Attachment " J"
218
DocuSign Envelope ID: F04B102E- OF06- 4E80- AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
contingency budget of $ 25, 000. CONTRACTOR shail be paid within thirty ( 30) days of receipt of billings containing all information contained in Paragraph 5 below. In no event shall CONTRACTOR be entitled to compensation for work not included in Exhibit " A" unless CITY' s City Manager executes a written change order or authorization describing the extra work and payment terms prior to the commencement of the work.
3) Effective Date and Term
The effective date of this Agreement is May 2022 and it shall terminate no later than December 31, 2022.
4) Independent Contractor Status
It is expressly understood and agreed by both parties that CONTRACTOR, while engaged in carrying out and complying with any of the terms and conditions of this Agreement, is an independent contractor and not an employee of the CITY.

CONTRACTOR expressly warrants not to represent, at any time or in any manner, that CONTRACTOR is an employee of the CITY.
5) Billinqs
CONTRACTOR' S bills shall include a list of all tasks, a total amount due, the amounts previously billed, and the net amount due on the invoice. Except as specifically authorized by CITY, CONTRACTOR shall not bill CITY for duplicate services performed by more than one person. In no event shall CONTRACTOR submit any billing for an amount in excess of the maximum amount of compensation provided in section ( 2) for either task or for the entire Agreement, unless modified by a properly executed change order.
6) Advice and Status Reportinq
CONTRACTOR shall provide the CITY with timely reports, orally or in writing, of all significant developments arising during performance of its services hereunder, and shall furnish to CITY such information as is necessary to enable CITY to monitor the performance of this Agreement.
7) Assipnment and Subcontractinq
It is recognized by the parties hereto that a substantial inducement to CITY for entering into this Agreement was, and is, the professional reputation and competence of CONTRACTOR. Neither this Agreement nor any interest therein may be assigned by CONTRACTOR without the prior written approval of CITY'S City Manager. CONTRACTOR shall not subcontract any portion of the performance contemplated and provided for herein, other than the subcontractors

219
DocuSign Envelope ID: F046102E- OFO6- 4E80- AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
noted in the proposal, without prior written approval of the CITY' S City Manager. 8) Assiqnment of Personnel
CONTRACTOR shall assign only competent personnel to perform services pursuant to this Agreement. If CITY asks CONTRACTOR to remove a person assigned to the work called for under this Agreement, CONTRACTOR agrees to do so immediately, regardless of the reason, or the lack of a reason, according to the CITY'S request.
9) Insurance
On or before beginning any of the services or work called for by any term of this Agreement, CONTRACTOR, at its own cost and expense, shall carry, maintain for the duration of the Agreement, and provide proof thereof that is acceptable to the CITY the insurance specified in subsections ( a) through ( c) below with insurers and under forms of insurance satisfactory in all respects to the CITY.

CONTRACTOR shall not allow any subcontractor to commence work on any subcontract until all insurance required of the CON1' RACTOR has also been obtained for the subcontractor. Verification of this insurance shall be submitted and made part of this Agreement prior to execution.
a) Workers' Compensation. CONTRACTOR shall, at
CONTRACTOR' S sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer' s Liability Insurance for any and all persons employed directly or indirectly by CONTRACTOR. Said Statutory Workers' Compensation Insurance and Employer' s Liability Insurance shall be provided with limits of not less than one million dollars. In the alternative, CONTRACTOR may rely on a self-insurance program to meet these requirements provided that the program of self- insurance complies fully with the provisions of the California Labor Code. The insurer, if insurance is provided, or the CONTRACTOR, if a program of self- insurance is provided, shall waive all rights of subrogation against the CITY for loss arising from work performed under this Agreement.
b) Commercial General and Automobile Liabilitv Insurance.

CONTRACTOR, at CONTRACTOR'S own cost and expense, shall maintain commercial general and automobile liability insurance for the period covered by this Agreement in an amount not less than one million dollars per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If Commercial General Liability Insurance or an Automobile Liability form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be

220
DocuSign Envelope ID: F04B102E- OF06- 4E80-AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to properry resulting from activities contemplated under this Agreement, including the use of owned and non- owned automobiles.

Coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 ( ed. 11/ 88) and Insurance Services Office Automobile Liability form CA 0001 ed. 12/ 90) Code 1 ( any auto).

Each of the following shall be included in the insurance coverage or added as an endorsement to the policy:
i) CITY, its officers, employees, and volunteers are to be covered as additional insured with coverage from ISO form CG 20 10 or its equivalent :. The coverage shall contain no special limitations on the scope of protection afforded to CITY, its officers, employees, agents, or volunteers
ii) The insurance shall cover on an occurrence or an accident basis, and not on a claim made basis.
iii) An endorsement must state that coverage is primary insurance and that no other insurance affected by the CITY will be called upon to contribute to a loss under the coverage. iv) Any failure of CONTRACTOR to comply with reporting
provisions of the policy shall not affect coverage provided to CITY and its officers, employees, agents, and volunteers. v) Insurance is to be placed with California- admitted insurers with a Best's rating of no less than A: VII.
vi) Notice of cancellation or non-renewal must be received by CITY at least thirty days prior to such change.
c) Notice of Reduction in Coveraqe. In the event that any coverage required under subsections ( a), ( b), or ( c) of this section of the Agreement is reduced, limited, or materially affected in any o#her manner, CONTRACTOR shall provide written notice to CITY at CONTRACTOR' S earliest possible opportunity and in no case later than five days after CONTRACTOR is notified of the change in coverage.

221
DocuSign Envelope ID: F046102E- OF06- 4E80- AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
d) In addition to any other remedies CITY may have if CONTRACTOR fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, CITY may, at its sole option:
i) Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement;
ii) Order CONTRACTOR to stop work under this Agreement or withhold any payment which becomes due to CONTRACTOR
hereunder, or both stop work and withhold any payment, until CONTRACTOR demonstrates compliance with the
requirements hereof;
iii) Terminate this Agreement.

Exercise of any of the above remedies, however, is an alternative to other remedies CITY may have and is not the exclusive remedy for CONTRACTOR' S breach.
10) Indemnification - CONTRACTOR' S Responsibilitv
Notwithstanding anything contrary to anything contained in the Agreement CONTRACTOR agrees to defend and hold City of Lathrop harmless from and against any and all loss, cost, liability and expense from third party claims where any equipment provided and installed by CONTRACTOR hereunder is the sole and direct cause of any property damage or personal injury (as opposed to cases where failure or malfiunction of the system merely contributes to a loss or injury started from another source), or where an employee of CONTRACTOR causes personal injury or property damage in performing the installation or servicing of equipment while on User's premises or where the loss or injury is caused by negligent acts or omissions of installers or maintenance personnel of CONTRACTOR, constituting intentional and willful misconduct. User shall indemnify, defend, protect and hold CONTRACTOR harmless from and against any and all property loss claims including all third party property losses except where any equipment provided and installed by CONTRACTOR hereunder is the sole and direct cause of any property damage or personal injury ( as opposed to cases where failure or malfunction of the system merely contributes to a loss or injury started from another source), or where an employee of CONTRACTOR causes personal injury or property damage in performing the installation or servicing of equipment while on User' s premises or where the loss or injury is caused by negligent acts or omissions of installers or maintenance personnel of CONTRACTOR, constituting intentional and willful misconduct.. For any third

222
DocuSign EnvelopelD: F048102E- OFO6- 4E80- AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
party losses where CONTRACTOR' s actions while on site are the sole and direct cause of aforesaid loss vs equipment or monitoring failure, CONTRACTOR has the duty to defend as set forth in Section 2778 of the California Civil Code. 11) Licenses
If a license of any kind, which term is intended to include evidence of registration, is required of CONTRACTOR, its employees, agents, or subcontractors by federal or state law, CONTRACTOR warrants that such license has been obtained, is valid and in good standing, and CONTRACTOR shall keep it in effect at all times during the term of this Agreement, and that any applicable bond has been posted in accordance with all applicable laws and regulations.
12) Business Licenses
CONTRACTOR shall obtain and maintain a CITY of Lathrop Business License until all Agreement services are rendered and accepted by the CITY. 13) Termination
Either CITY or CONTRACTOR may cancel this Agreement upon 30 days written notification to the other party. In the event of termination, the CONTRACTOR shall be entitled to compensation for services performed to the effective date of termination; provided, however, that the CITY may condition payment of such compensation upon CONTRACTOR' S delivery to the CITY of any or all documents, photographs, computer software, video and audio tapes, and other materials provided to CONTRACTOR or prepared by or for CONTRACTOR or the CITY in connection with this Agreement.
14) Fundinq
CONTRACTOR agrees and understands that renewal of this agreement in subsequent years is contingent upon action by the City Council consistent with the appropriations limits of Article XIII ( B) of the California Constitution and that the Council may determine not to fund this agreement in subsequent years. 15) Notices
All contracts, appointments, approvals, authorizations, claims, demands, Change Orders, consents, designations, notices, offers, requests and statements given by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if ( 1) personally served, ( 2) sent by the United States mail, postage prepaid, ( 3) sent by private express delivery service, or ( 4) in the case of a facsimile transmission, if sent to the telephone FAX number set forth below during regular business hours of the receiving party and followed with two

223
DocuSign Envelope ID: F04B102E- OF06- 4E80- AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
2) Days by delivery of a hard copy of the material sent by facsimile transmission.

Personal service shall include, without limitation, service by delivery and service by facsimile transmission.

To City: City of Lathrop
City Clerk
390 Towne Centre
Lathrop, CA 95330
Copy to: City of Lathrop
Information Technologies
390 Towne Centre
Lathrop, CA 95330
MAIN: ( 209) 941- 7340
FAX: ( 209) 941- 7439
To Contractor: Continental Collision
9752 Kent St, Suite 100
Elk Grove, CA 95624
Phone: 916) 213- 9752
16) Miscellaneous
a) Consent. Whenever in this Agreement the approval or consent of a party is required, such approval or consent shall be in writing and shall be executed by a person having the express authority to grant such approval or consent.
b) Controlling Law. The parties agree that this Agreement shall be governed and construed by and in accordance with the Laws of the State of California.
c) Definitions. The definitions and terms are as defined in these specifications.
d) Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Agreement, which directly results from an Act of God or an act of a superior governmental authority.
e) Headings. The paragraph headings are not a part of this Agreement

224
DocuSign Envelope ID: F046102E- OF06- 4E80- AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
and shall have no effect upon the construction or interpretation of any part of this Agreement.
fl Incorporation of Documents. All documents constituting the Agreement documents described in Section 1 hereof and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated in the Agreement and shall be deemed to be part of this Agreement. g) Integration. This Agreement and any amendments hereto between the parties constitute the entire Agreement between the parties concerning the Project and Work, there are no other prior oral or written agreements between the parties that are not incorporated in this Agreement.
h) Modification of Agreement. This Agreement shall not be modified or be binding upon the parties unless such modification is agreed to in writing and signed by the parties.
i) Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or other stipulation in the Agreement shall define or otherwise control, establish or limit the performance required or permitted or to be required of or permitted by either party.

All provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions.

Q) Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the provisions of this Agreement not so affected shall remain in full force and effect.
k) Status of CONTRACTOR. In the exercise of rights and obligations under this Agreement, CONTRACTOR acts as an independent contractor and not as an agent or employee of CITY.

CONTRACTOR shall not be entitled to any rights and benefits accorded or accruing to the City Council members, officers or employees of CITY, and CONTRACTOR expressly waives any and all claims to such right and benefits.

I) Successors and Assigns. The provisions of this Agreement shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties.
m) Time of the Essence. Time is of the essence of this Agreement and each of its provisions. In the calculation of time hereunder, the time

225
DocuSign Envelope ID: F04B102E- OF06- 4E80-AFF6-949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION

FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXISTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.
in which an act is to be performed shall be computed by excluding the first Day and including the last. If the time in which an act is to be performed falls on a Saturday, Sunday or any Day observed as a legal holiday by CITY, the time for performance shall be extended to the foliowing Business Day.
n) Venue. In the event that suit is brought by either party hereunder, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin or in the United States District Court for the Eastern District of California. o) Recovery of Costs. The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement may recover its reasonable costs, including reasonable attorney' s fees, incurred or expended in connection with such action against the non- prevailing party.
17) Notice to Proceed
Prior to commencing work under this agreement, CONTRACTOR shall receive a written " Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary bonds and insurances have been received. City shall not be obligated to pay CONTRACTOR for any services prior to issuance of the Notice to Proceed.
18) Siqnatures
The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONTRACTOR and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

226
DocuSign Envelope ID: F04B102E- OF06- 4E80- AFF6- 949FBD501405 CITY OF LATHROP — EMERGENCY CONTRACT WITH CONTINENTAL COLLISION FOR THE AUTO- BODY PAINT SERVICES OF NEW AND EXtSTING POLICE VEHICLES FOR THE NEW LATHROP POLICE DEPARTMENT FLEET.

Approved as to Form: City of Lathrop
City Attorney
Salv or Navarrete Date
Recommended for Approval: City of Lathrop
Chie of Police
li
Raymond Bechler Date
Accepted By: City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Stephen J. Salvatore Date
City Manager
CONTRACTOR: Continental Collision
9752 Kent St
Suite 100
Elk Grove, CA 95624
Fed ID # ty r ", L25b
Business License # N A
DocuSigned by:
p, q 5/ 2/ 2022
ignature ° Date
Hidai iaz owner
Print Name and Title)

227

EXHIBIT A
9752 Kent St# 100
Elk grove, CA 95624
916) 213. 9752 pRITINEI 1Tfl
info@continentaicoilisioneg. com
3+t' i--_`,.._--
co . L c n
Estimate
ADDRESS ESTIMATE# 1007
Lathrop Police Department DATE 04/ 18/ 2022
390 Towne Centre Dr
Lathrop, CA 95330
STOCK#$ PROJECT
Explorer interceptors w/ jambs
QATE ACT VITY DESGRiPTION QTY RATE AMOUNT
Full Pairrt Job 1 FMSK8A64MGC41793 1 3, 590. 00 3, 590. 00 Full PaintJob 1FM5K8A63MGC41445 1 3, 590. 00 3, 590. 00 Fuil PaintJob 1FM5KSA62NGA27550 1 3, 590. 00 3, 590. 00 FuilPaintJob 1FM5K8A63NGA27251 1 3, 590. 00 3, 590. 00
FuIlPaintJob 1FMSK8A69NGA27545 1 3, 590. 00 3, 590. 00
FuIlPeintJob 1FM5KSAB2NGA27399 1 3, 590. 00 3, 590. 00
FuIlPaintJob 1FM5K8AB8NGA27116 1 3, 590. 00 3, 590. 00
Full Paint Job 1 FM5K8ABSMGC39741 1 3, 590. 00 3, 590. 00 Fuil PeintJob 1FM5K8AB5NGA27395 1 3, 590. 00 3, 590. 00 Full Pa1nt Job 1 FM5KSAB9NGA27030 1 3, 590. 00 3, 590. 00 Full PeintJob 1FM5K8A66NGA27213 1 3, 590. 00 3, 590. 00 FuIlPairrtJob 1FM5K8AB6MGC39463 1 3, 590. 00 3, 590. 00 Full Pair t Job 1 FM5K8A63MGC41865 1 3, 590. 00 3, 590. 00 FuIlPaintJob 1FM5K8AB4MGC43365 1 3, 590. 00 3, 590. 00
Full PeintJob 1FM5K8AB9MGC39442 1 3, 590. 00 3, 590. 00 Full Paint Job 1 FM5K8AB1 MGC39483 1 3, 590. 00 3, 590. 00 S U BTOTAL 57, 440. 00
TAX 0. 00
TOTAL
57,440.00
228
9752 Kent St# 100
Elk grove, CA 95624
916) 213. 9752 pNTINENTfl
info@continentalcollisioneg. com
cc i on
Estimate
ADDRESS ESTIMATE# 1008
Lathrop Police Department DATE 04/ 18/ 2022
390 Towne Centre Dr
Lathrop, CA 95330
STOCK# 8 PROJECT
FULL PAINT JOB PT. 2
DATE ACTIVITY DESCR1PTtON QTY RATE AMOUNT
Full Paint Job TAHOE CSO 1 5, 250. 00 5, 250. 00
Fuil Peint Job TAHOE CSO 1 5, 250. 00 5, 250. 00
Full PBint JOb TAHOE CSO 1 5, 250. 00 5, 250. 00
Full Peint JOb TAHOE CSO 1 5, 250. 00 5, 250. 00
Full Peirlt Job TAHOE K9 1 5, 250. 00 5, 250. 00
Full Peint Job TAHOE K9 1 5, 250. 00 5, 250. 00
Full Paint Job F150 CSO 1 4, 750. 00 4, 750. 00
Full Pa1MJob F150 CSO 1 4, 750. 00 4, 750. 00
Full PairrtJob Motorcycle Traffic 1 1, 9$ 0. 00 1, 980. 00 SUBTOTAL 42, 980. 00
TAX 0. 00
TOTAL
42,980.00
Accepted By Accepted Date
229
9752 Kent St# 100
EIk grove, CA 95624
916) 213. 9752 ONTINENTfl
info@continentalcollisioneg. com
co rsian
Estimate
ADDRESS ESTIMATE# 1009
Lathrop Police Department DATE 05/ 03/ 2022
390 Towne Centre Or
Lathrop, CA 95330
STOCK# 8 PROJECT
FULL PAINT JOB PT. 2

DATE ACTIVITY DESCRIPTION QTY RATE AMOUNT
Full Paint Job Ford Utility K9 1 3; 600. 00 3, 600. 00
Repair/ Rust removal& paint Animal Control 2 2, 000. 00 4, 000. 00 Full Paint Job Motorcycle Trailer 1 3, 000. 00 3, 000. 00 SUBTOTAL 10, 600. 00
T 0. 00
TOTAL
10, 600. 00
Accepted By Accepted Date
230
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP

RATIFYING AGREEMENT WITH WAVE BUSINESS SOLUTIONS, LLC TO

PROVIDE COMMUNICATIONS FOR DISPATCH SERVICES BETWEEN THE CITY

OF LATHROP POLICE DEPARTMENT AND THE RIPON POLICE DEPARTMENT

AND PROVIDE INTERNET ACCESS TO THE NEW POLICE DEPARTMENT WHEREAS, on November 11, 2021 Council approved and ratified an agreement with Wave Business Solutions, LLC to provide a private and secure communication circuit between the Lathrop Police Department and the Ripon Police Department Dispatch Center; and
WHEREAS, in order to provide an independent secure and private communication circuit for the new Lathrop Police Department, new underground facilities were required; and
WHEREAS, a service order change was executed to modify and extend the term of the service order for an additional 24 month from the initial 36 month standard term for a total of 60 months or five ( 5) years; and WHEREAS, this connection will transmit data using the Computer Aided Dispatch Software and will allow dispatchers to communicate with officer; and WHEREAS, in addition, the contract will provide an internet circuit at the Lathrop Police Building; and
WHEREAS, this connection is necessary to support Dispatch services and required to meet the security compliance of the California Law Enforcement Telecommunication System ( CLETS).

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Lathrop, does hereby ratify a five year agreement with Wave Business Solutions, LLC to provide internet access for Dispatch Services between the City of Lathrop Police Department and the Ripon Police Department.

Attachment K"
231
The foregoing resolution was passed and adopted this 16t'' day of May, 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney

Attachment " K"
232

ORDER FORM FOR MOVE/ ADD/ CHANGE/ DELETE
By signing this Order Form for Move/ Add/ Change/ Disconnect, the undersigned Customer requests and authorizes Wave eusiness Solutions, LLC to make the changes to Customer' s account described below:

Customer Name( and DBA, if applicable): CSG Account No.:

City of Lathrop InFlight Change to OP242109
Street Address of Service Site at Issue: Customer Contact Person:
940 River Islands Parkway Chris Fahey
Lathrop, CA 95330 Tfernandes@ci. lathrop. ca. us
209- 585- 8100
Circuit ID( s) and Date of Service Order Being Modified:

Inflight Change to increase MRC from$ 2225 to$ 4200 and Term from 3 to 5 years Pending Services: Current MRC per circuit
1Gbps/ iGbps Dedicated Internet Access( 940 River Islands Pkwy. Lathrop 95330) $ 1, 375. 00 29 IP Addresses( 8 IPs: 5 useable) 0.00
1Gbps Ethernet Private Line between Lathrop PD and Ripon PD( 940 River 850. 00 lslands Pkwy, Lathrop 95330 to 259 N. Wilma Ave, Ripon 95366) Total MRC: 2, 225. 00
Description of Change( s) to Be Made to Pending Service: New MRC per circuit:
1Gbps/ 1Gbps Dedicated Internet Access( 940 River Islands Pkwy, Lathrop 95330 $ 2, 100. 00 29 IP Addresses( 8 IP' s; 5 useable) 0. 00
1Gbps Ethernet Private Line between Lathrop PD and Ripon PD( 940 River 2, 100. 00 Islands Pkwy, Lathrop 95330 to 259 N. Wilma Ave, Ripon 95366 Totdl MRC: 4, 200. 00
Current NRC; New NRC:

0. 00 0. 00
Any NRC associated with the requested changes will be due to Wave upon completion of the changes. Any change to the MRC for the Service s) resulting from the requested changes will take effect once the changes are completed and the revised Service( s) are available for Customer' s use.

CUSTOMER SIGNATURE: WAVE SIGNATURE:
j '-
s,.-.
gy h
Name: PF]El l T SL.•' S'afLc Name:_ N A e Zt`
Title: C1iY rSMt l6E( Z Title: SiP. 7L0. 7 i lGc. Q.

Date: 3•23' 2Z Date: ` S a -
Attachment " L"
233
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP

AMENDING THE POLICE DEPARTMENT SWORN COMPENSATION PLAN
WHEREAS, on July 21, 2021, the City Council approved a Sworn Compensation Plan for the New Lathrop Police Department; and WHEREAS, some of these benefits are incentives to bring over experienced officers from other agencies, including an annual City contribution to deferred compensation, a one- time signing bonus, credit for service time to assign vacation accrual and an initial sick leave and vacation bank of 40 hours each upon hire.

Other benefits, consistent with compensation practices in police agencies throughout the State, include special assignment pay in recognition of additional training and performance requirements, uniform allowance and compensation for education and Peace Officer Standards and Training ( POST) training; and WHEREAS, over the last several months, staff had identified additional elements that needed to be added to the Plan. Staff proposes the following amendments:

Adding special assignments pay of 5% for officers assigned to SWAT Adding certified bi- lingual 2. 5%
Establishing the Fair Labor Standards Act ( FLSA) 7( k) exemption Establishing Military leave procedures
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Lathrop, does hereby amend the Police Department Sworn Compensation Plan.

Attachment M"
234
The foregoing resolution was passed and adopted this 16t'' day of May, 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Page2of2
Attachment " M"
235
City of
390 Towne Centre Drive, Lathrop, CA 95330
Phone( 209) 941- 7220— Fax( 209J 941- 7229
www. ci. lathrop. ca. us
City of Lathrop Police Department
Sworn Compensation Plan
Approved by Resolution No.

In order to recruit and retain employees for the new Lathrop Police Department, the City has identified the following compensation components to be considered during the hiring and employment process. This Sworn Compensation Plan is an updated plan from the previously adopted plan, approved by Resolution No. 21- 4921.

Incentive pay is based upon current salary step and range for the employee. The incentive pays are cumulative unless specifically stated.

Pension Plan
The City participates in CaIPERS retirement. The safety plan is a 2. 7% @ 57 pension formula for sworn personnel.

Deferred Compensation
Laterals exiting a 3% @ 50 pension plan or 3% @ 55 pension plan, or were members of a Public Agency Retirement system prior to January 1, 2013 ( Pre- PEPRA) the City will offer the following deferred compensation contribution on an annual basis. Contribution will be prorated and paid bi- weekly:
o Chief: $ 5, 000 ($ 192. 31 per pay period)
o Commander: $ 4, 000($ 153. 85 per pay period)
o Sergeant and Lateral Officer: $ 3, 000($ 115. 39 per pay period) Education and Police Officer Standards and Trainin ( POST1 Certification The Commission on Peace Officer Standards and Training ( POST), through the POST Professional Certificates Unit, awards professional certificates at the following levels: Basic, Intermediate, Advanced, Supervisory, Management, Executive,
These POST Professional Certificate Programs provide education, training, and support professionalism in law enforcement. Participation in POST training raises the level of competence of law enforcement officers and fosters cooperation between the Commission, Public Safety Departments, and individuals.
1 Attachment " N"
236
Incentive pay for POST certification will be provided as follows:

Officers:

2. 5% Intermediate Certificate

2. 5°/a Advanced Certificate
Sergeants:

2. 5% Advanced Certificate

2. 5% Supervisory Certificate
Commanders:

2. 5% Supervisory Certificate

2. 5% Management Certificate
The City will pay a 2. 5% incentive on the existing salary step and range for sworn employees who possess an Associates of Arts degree. The City will pay a 5% incentive on existing salary step and range for sworn employees with a Bachelor' s Degree or higher. A maximum of 5% education incentive will be provided for this benefit.

Vacation Leave
Vacation Leave for employees shall accrue as follows:

Years of Service Hours Per Pay Hours Per Year Maximum Accrual Period
0- 4 3. 08 80 240 hours
5- 9 4. 61 120 360 hours
10+ 6. 15 160 480 hours
Newly hired employees who begin employment from August 1, 2021 to December 31, 2022 will accrue vacation leave as follows:

Years of Service at Hours Per Pay Hours Per Year Maximum Accrual Prior Agency Period
0- 4 3. 08 80 240 hours
5- 9 4. 61 120 360 hours
10+ 6. 15 160 480 hours
Vacation accrual increase shall include years of service at prior agency in accordance with the timeframe above. Also within that hiring timeframe, newly hired sworn personnel will be provided an initial vacation bank of 40 hours upon hire. 2 Attachment " N"
237
Sick Leave
The City understands there are times when an employee, because of illness or injury, or caring for a family member who is ill or injured, cannot and should not be at work. Sick leave is provided on an accrual basis at eight ( 8) hours per month.

Sworn employees hired from August 1, 2021 to December 31, 2022 will be provided an initial sick leave bank of 40 hours upon hire.

Sick Leave Conversion at Retirement
An employee who retires with at least ten ( 10) years of City service may elect one of the following options 1) convert all accrued sick leave to a medical insurance bank. The value of the medical insurance bank shall be determined by multiplying the number of accrued sick leave hours by the employee' s hourly rate of pay. The retired employee and his/ her dependents shall be entitled to continued insurance coverage, dental and/ or vision coverage currently in effect, with premiums for such coverage being deducted from the medical insurance bank until said bank is exhausted. Thereafter, the retiree and his/ her dependents may continue to participate in the City' s group health plan, at group rates, provided the City receives the retiree' s payment for the premium by the 10th of each month for the following month' s coverage. 2) Convert to CALPERS service credit per the City' s current contract.

Terms of the Policy Agreement with the City' s insurance carrier regarding coverage and eligibility shall apply to the retiree and his/ her dependents.

Health Insurance
Effective January 1, 2022 City contributes up to a maximum of $ 1, 865 per month for Health Insurance ( medical, dental, and vision) for full-time employees and eligible dependents.

Sworn Staff have the option of contributing the unused health insurance balance to a 457 or taxable cash of unused balance. Up to$ 7, 836 annually($ 653/ month).

Uniform
The City will provide a uniform allowance of $ 1, 200 per year. Uniform allowance will be a onetime payment, paid the first pay period in January, beginning in January 2023.

Signing Bonus
Sworn personnel hired between August 1, 2021 and December 31, 2022 will receive a cash bonus of$ 5, 000 upon hire.
3 Attachment " N"
238
Special Assi nment Pav
Sworn personnel assigned to perform special assignments shall receive the following compensation:

Detective 5%
School Resource Officer S%
Traffic 5%
Field Training Officer 5%
SWAT Officer 5%
Bilingual Pay 2. 5%
Canine Officer may receive a stipend of$ 600 per month.

Mana ement Leave
The Chief of Police will receive 120 hours of Management Leave in accordance with City rules.

Police Commanders will receive 100 hours of Management Leave in accordance with City rules.

Overtime for Non- Exempt 7( K) Public Safety Employee
Employees covered by this compensation plan are law enforcement employees as defined by the Fair Labor Standards Act( FLSA) and as designated by the City under the 7( Kj overtime exemption provision of the FLSA, who do not otherwise qualify for exemption from the FLSA overtime provisions.

Work Period
City of Lathrop law enforcement employees have a 14- day work period. When the number of hours actually worked by law enforcement employees, exceeds eight six ( 86) hours in a 14- day work period, and those hours have been approved by the supervisor, the excess hours are considered overtime.

Military Leave
Military leave shall be granted in accordance with provisions of State and Federal laws. For purposes of this section, " military duty" applies to both " active" and " inactive" military duty.

Employees who are ordered to active military duty shall provide the City with a copy of the Orders. Employees who are required to engage in weeknight of weekend military drills as part of their inactive military duty, shall provide the City with documentation of the requirement. All employees entitled to military leave shall give the Chief an opportunity, within the limits of military regulations, to determine when such leave shall be granted. An employee on military leave of absence will be entitled to receive City salary for the first 30 calendar days of such absence. Pay for such purposes shall not exceed 30 days in any one fiscal year. 4 Attachment " N"
239
Educational Reimbursement
In accordance with the City' s Tuition Reimbursement Program, employees are eligible to receive tuition reimbursement for educational purposes which are intended to improve his/ her ability to accomplish his/ her City job for courses taken on the employee' s own time. Courses taken at any college or university, business or technical school, or courses given by a recognized correspondence school shall be recognized when they are:
a. Related to the employee' s current position within the City b. Related to the employee' s potential development within the City c. Part of a program leading to a degree relating to the employee' s position or possible development within the City
Reimbursement must be recommended by the Department Head and approved by the City Manager prior to enrollment. Requests are to be submitted on the approved form. Requests will be returned to the employee within fourteen ( 14) calendar days of submittal. Payment of education funds is discretionary with a Department Head within appropriate budget limits:
a. Costs not to exceed a maximum of $ 3, 000 per calendar year, per employee; including books and materials and lab fees.
b. Employee' s time and travel are at employee' s own expense. c. Class time must be on employee' s own time, unless the Department Head approves an exception.
d. A passing grade of C or better, or a certificate of completion, is required in each course for reimbursement.

The City shall reimburse the employee within ( 30) calendar days of submitting the necessary documentation. If an employee voluntarily separates within one year of receiving the educational reimbursement, he/ she must reimburse the City of Lathrop within one year from the separation date.

Sworn Positions covered under this benefits alan include:

Police Chief Police Officer
Police Sergeant Police Commander
5 Attachment " N"
240
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP

APPROVING THE ADDITION OF TWO POLICE OFFICER POSITIONS
WHEREAS, on July 21, 2021, the City Council approved the creation of 24 police officer positions as part of the development of the City' s new police force; and
WHEREAS, two of the budgeted police officer positions are dedicated as School Resource Officers ( SRO); and
WHEREAS, it was determined that a third School Resource Officer and a dedicated Community Response Officer ( CRO) is required to meet the City' s growing needs; and
WHEREAS, the proposed third SRO position would allow for better coverage for Lathrop' s current five ( 5) elementary schools and high school; and WHEREAS, the benefit of adding a third SRO would allow for more time to build and establish relationships with school staff, students, and parents. The SROs would have more opportunities to develop training and draft plans for emergencies, intruders, and active shooter scenarios;
WHEREAS, a dedicated Community Resource Officer is also recommended.

The CRO will provide quicker response to address low level crimes and public nuisance calls such as homelessness, property damage, theft, vandalism, etc.; and WHEREAS, this would add two ( 2) new positions for a total of 26 police officers.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Lathrop, does hereby approve the addition of Two Police Officer Positions and the Amended Position Control Roster.

Attachment O"
241
The foregoing resolution was passed and adopted this 16t" day of May, 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney

Attachment " O"
242
ITEM 4. 11

CITY MANAGER' S REPORT
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
ITEM: APPROVE TASK ORDER NO. 10 FOR DE NOVO

PLANNING GROUP TO PREPARE AN

ENVIRONMENTAL IMPACT REPORT FOR THE

MOSSDALE LANDING WEST PROJECT
RECOMMENDATION: Adopt a Resolution Approving Task Order No. 10 for De Novo Planning Group to Prepare an
Environmental Impact Report for the Mossdale
Landing West Project.

SUMMARY:

The applicant, Mr. Surjit Chahal, is proposing a General Plan Amendment, Rezone, Specific Plan Amendment, Urban Design Concept, Tentative Subdivision Map, Williamson Act Cancellation and Development Agreement for the proposed Mossdale Landing West Project. The proposed project is a low- density residential community that includes 829 single- family lots on a 169- acre site. The project will feature a 6. 2- acre park near the center of the subdivision and a 5. 5- acre linear park along the perimeter of the site adjacent to the San Joaquin River. The project site is located within the West Lathrop Specific Plan, bounded by Barbara Terry Boulevard to the north, River Islands Parkway to the south, and San Joaquin River to the west.

Given the scope of work and the expertise necessary to accomplish the task, staff is requesting approval of Task Order No. 10 for De Novo Planning Group to prepare the Environmental Impact Report ( EIR) for the project.

Staff has reviewed the Scope of Work and finds it to be appropriate, and requests the City Council approve Task Order No. 10. City staff will manage the contract which will be fully funded by the developer.

BACKGROUND:

In 1991, the City Council adopted the City of Lathrop General Plan, which included Stewart Tract and Mossdale Village. In 1996, the City Council further refined the vision and implementation policies contained within the General Plan for urban development of Stewart Tract and Mossdale Village with the adoption of the West Lathrop Specific Plan ( WLSP). The WLSP envisioned Mossdale Village as a predominantly traditional residential community with complementary retail and public uses with an emphasis on pedestrian access via a system of trails, linking parks, schools, and nearby commercial uses.
243
CITY MANAGER' S REPORT PAGE 2
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
TASK ORDER NO. 10 DE NOVO PLANNING GROUP
The proposed project is a low- density residential community that includes 829 singlefamily lots on a 169- acre site. The project will feature a 6. 2- acre park near the center of the subdivision and a 5. 5- acre linear park along the perimeter of the site adjacent to the San ] oaquin River. The linear park will tie into the linear parks already constructed in Mossdale and future connection to Stanford Crossing. The project will include new roads ( and will complete the connection between Spartan Way and Towne Centre Drive) which will be designed according to City standards. Various utilities such as sanitary sewer, water, and storm drain systems will be extended to serve the subdivision.

The project site is located within the West Lathrop Specific Plan, bounded by Barbara Terry Boulevard to the north, River Islands Parkway to the south, and San Joaquin River to the west.

In order to accommodate the development of the project, the applicant has applied for various project- level entitlements that includes the following:

1. General Plan Amendment

2. Rezone

2. Specific Plan Amendment

3. Urban Design Concept

3. Tentative Subdivision Map

4. Williamson Act Cancellation

5. Development Agreement
REASON FOR RECOMMENDATION:

On August 3, 2015, the City Council approved a Master Agreement with De Novo Planning Group for environmental related services. The Master Agreement allows work to be added with Task Orders approved by Council when necessary. The term of the Master Agreement is valid throughout the completion of Task Order No. 10, and is automatically renewed on July lst of each year unless the City cancels the agreement.

At staff' s request, De Novo Planning Group prepared and submitted a Scope of Work to prepare an EIR for the project ( exhibit to Attachment # 2). An EIR is an informational document intended to inform public decision- makers, responsible or interested agencies, and the general public of the potential environmental effects of a project, and where applicable, provide mitigation measures that can be implemented to reduce or avoid the potential adverse environmental effects.

De Novo Planning Group provides effective and reliable professional consulting services and is well qualified to prepare the necessary California Environmental Quality Act ( CEQA) documents for the proposed Mossdale Landing West Project. 244
CITY MANAGER' S REPORT PAGE 3
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
TASK ORDER NO. 10 DE NOVO PLANNING GROUP
FISCAL IMPACT:

The funds required for Task Order No. 10 will be fully funded by the applicant. The applicant will be required to execute a funding authorization and transfer the funds to the City before the Notice to Proceed is issued. The proposed contract amount of 248, 451 for time and materials, plus the City' s Administrative Fee of $ 15, 000, accounts for a combined total amount not to exceed $ 263, 451. Staff is requesting the City Council to approve a budget amendment as follows:

Fiscal Year 2021- 2022
Increase Revenue
1010- 2010- 371- 9000 263, 451
Increase Expense
1010- 2010- 420- 0100 263, 451
ATTACH M ENTS:

1. Resolution Approving Task Order No. 10 for De Novo Planning Group

2. Task Order No. 10 with De Novo Planning Group
245
CITY MANAGER' S REPORT PAGE 4
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
TASK ORDER NO. 10 DE NOVO PLANNING GROUP
APPROVALS:
z- ZZ
Ri Caguiat Da e
A sistant C munity Development Director
2 2oZ2—
Ma k M iss er Date
Community Deve opment Director
y,
Cari Jame5 Date
Director of inance
S- z
z,o z Z
Salvador Navarrete Date
City Attorney

Z ' Z Z
St n J. Salvatore Date
City Manager
246
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP APPROVING TASK ORDER NO. 10 FOR DE NOVO PLANNING GROUP TO

PREPARE AN ENVIRONMENTAL IMPACT REPORT FOR THE MOSSDALE LANDING WEST PRO) ECT.

WHEREAS, the applicant, Mr. Surjit Chahal is proposing a General Plan Amendment, Rezone, Specific Plan Amendment, Urban Design Concept, Tentative Subdivision Map, Williamson Act Cancellation and Development Agreement for the proposed Mossdale Landing West Project; and
WHEREAS, in order to proceed with the project, the City needs to prepare the appropriate environmental documents to comply with the California Environmental Quality Act ( CEQA); and
WHEREAS, De Novo Planning Group has prepared and submitted a Scope of Work to prepare the Environmental Impact Report for the project; and WHEREAS, on August 3, 2015, the City of Lathrop entered into a Master Agreement with De Novo Planning Group to provide environmental services to the City; and
WHEREAS, pursuant to the Master Agreement, the City can add additional work with Task Orders approved by the City Council when necessary; and WHEREAS, Task Order No. 10 will be fully funded by the applicant pursuant to an executed Funding Authorization; and
WHEREAS, the proposed contract amount of $248, 451 for time and materials, plus the City' s Administrative Fee of $ 15, 000, accounts for a combined total amount not to exceed $ 263, 451.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop does hereby approve Task Order No. 10 with De Novo Planning Group to prepare an Environmental Impact Report for the Mossdale Landing West Project.

BE IT FURTHER RESOLVED, that the City Council of the City of Lathrop approves the following budget amendment for Fiscal Year 2021- 2022:

Increase Revenue
1010- 2010- 371- 9000 263, 451
Increase Expense
1010- 2010- 420- 0100 263, 451
Resolution No. 22-
247
The foregoing resolution was passed and adopted this 16th day of May 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney Resolution No. 22-
248

ATTACHMENT

CITY OF LATHROP
TASK ORDER NO. 10 PURSUANT TO

MASTER AGREEMENT FOR CONSULTING SERVICES
DATED AUGUST 3, 2015

DE NOVO PLANNING GROUP FOR

MOSSDALE WEST PROJECT ENVIRONMENTAL IMPACT REPORT
THIS TASK ORDER NO. 10, dated for convenience this 16th day of May 2022 is by and made and entered into by and between De Novo Planning Group CONSULTANT") and the CITY OF LATHROP, a California municipal corporation CITY");
RECITALS:

WHEREAS, on August 3, 2015, CONSULTANT entered into a Master Agreement AGREEMENT") with the CITY, by which the CONSULTANT has agreed to provide Professional Consulting Services for the City of Lathrop. The City Council authorized the execution of the AGREEMENT, pursuant to Resolution 15- 3966; and WHEREAS, at the request of CITY, CONSULTANT submitted the scope of work and fee estimate to prepare the Mossdale West Project Environmental Impact Report, and said fee estimate are attached hereto as Exhibit " A" and incorporated herein by reference.

NOW, THEREFORE, CONSULTANT and the CITY agree as follows:

AGREEMENT
1) Incorporation Of Master Aqreement
This Task Order hereby incorporates by reference all terms and conditions set forth in the Master Agreement for Consulting Services for this project, unless specifically modified by this Task Order.
2) Scope of Service
CONSULTANT agrees to prepare the Mossdale West Project
Environmental Impact Report in accordance with the scope of work and fee proposal provided in Exhibit " A". CONSULTANT agrees to diligently perform these services in accordance with the upmost standards of its profession and to the CITY' S satisfaction.

249
CITY OF LATHROP — CONSULTING SERVICES AGREEMENT
DE NOVO PLANNING GROUP FOR TASK ORDER NO. 10 — MOSSDALE WEST

PROJECT ENVIRONMENTAL IMPACT REPORT
3) Time Of Performance
CONSULTANT shall commence performance upon receipt of notice to proceed pursuant to section 5 and shall complete all required services by no later than June 30, 2023.
4) Compensation
CITY hereby agrees to pay CONSULTANT a sum not to exceed $ 248, 451 for time and material, for the preparation of the Mossdale West Project Environmental Impact Report as set forth in Exhibit " A". CONSULTANT shall be paid any uncontested sum due and payable within thirty ( 30) days of receipt of billings containing all information pursuant to Paragraph 5 of the Master Agreement. Compensation for any task must be equal to or less than the percentage of task complete. In no event shall CONSULTANT be entitled to compensation for work not included in Exhibit " A", unless a written change order or authorization describing the extra work and payment terms has been executed by CITY' s authorized representative prior to the commencement of the work.
5) Notice to Proceed
Prior to commencing work under this agreement, CONSULTANT shall receive a written "Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary bonds and insurance have been received.

City shall not be obligated to pay CONSULTANT for any services prior to issuance of the Notice to Proceed.
6) Siqnatures
The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONSULTANT and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

250
CITY OF LATHROP — CONSULTING SERVICES AGREEMENT
DE NOVO PLANNING GROUP FOR TASK ORDER NO. 10 — MOSSDALE WEST

PROJECT ENVIRONMENTAL IMPACT REPORT
Approved as to Form: City of Lathrop
City Attorney
Z 7 ZozZ
Salvador Navarrete Date
Recommended for Approval: City of Lathrop
Community Development Director
Mark Meissner Date
Accepted By: City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Stephen J. Salvatore Date
City Manager
CONSULTANT: De Novo Planning Group
Steve McMurtry, Principal
1020 Suncast Lane Suite 106
EI Dorado Hills, CA 95762
Fed I D # 26- 2962235
Bus License # 20512
Signature Date
Print Name and title)

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De Novo Planning Group— Lathrop Mossdale West EIR Proposai

TABLE OF CONTENTS
PROJECT UNDERSTANDING 1 . a
Project Location 1 ',
Existing Conditions 1
Project Background 1 '
Approvals and Permits Required 3
COPE OF WORK AND APPROACH 3
Approach 3
Scope of Work 3

PROJECT SCHEDULE ZZ
BUDGET 23
De Novo Planning Group i
254
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ii De Novo Planning Group
255
De Novo Planning Group— Lathrop Mossdale West EIR Proposal

PROJECT UNDERSTANDING

PROJECT LOCATIOIV
Mossdale West is within the West Lathrop Specific Plan ( WLSP) area in the City of Lathrop. The approximately 169- acre site is bounded by Barbara Terry Boulevard to the north, open space and an existing subdivision to the northeast, River Islands Parkway to the southeast, and the San Joaquin River to the west, north and south.

EXISTING CONDITIONS
The majority of the project site is currently undeveloped and is being actively farmed. There is a two- story structure and a one- story storage structure south of River Islands Parkway that will be removed in the future to develop the parkland dedication area. The project site is comprised of the following APNs:
191- 190- 010, 191- 190- 072, 191- 610- 020, 191- 610- 022, 191- 620- 590, and 191- 340- 030.

The parcels listed above are owned by WSBG Investments, LP ( WSBG), the project applicant, which surround parcels owned by the Reclamation District # 17 ( RD17). These areas were granted to RD17 by the previous owner of the property. The Mossdale West project will develop approximately 169 acres of the approximately 210. 1 acres that WSBG owns.

PROJECT BACKGROUND
Mossdale West is a 169- acre development that will include 830 single-family lots. Thirteen of these lots are located in the existing residential area southeast of River Islands Parkway along Trestle Point, Western Coach and the extension of Towne Centre Drive. There are four categories of minimum lot sizes on the site: 42' x80'/ 85', 45' x75', 50' x80' and 50' x100'.

Parks and Landscaping: The site will feature two park areas: a 6. 2- acre park near the center of the subdivision, and a 30' wide, 5. 5- acre linear park around the perimeter where the site is adjacent to the San Joaquin River. In addition, each major road right- of- way will include street trees, which will be a mixture of evergreen and deciduous varieties best suited to the climate, spaced 30- 40 feet on center. Every residential lot will have a minimum of one street tree. The park spaces will include street trees, accent trees, low water use shrubs and turf. Irrigation for the landscaping will be provided as follows:

Root watering systems for the trees,
Rotor/ rotary for turf, and
Point source for shrubs.

There is also a two- acre parkland dedication south of Towne Center Drive that may or may not be developed as a part of this project.

Roads and Utilities: The project will include newly constructed local roads, which will be designed according to City of lathrop standards with a 56' right- of-way. The one exception would Towne Center Drive, which will have a City standard 80' right- of- way width. Existing De Novo Planning Group 1
256
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Towne Centre Drive south of River Islands Parkway will be extended under River Islands Parkway and continue north through the Mossdale West site to Barbara Terry Boulevard. Full frontage improvements will be added to the extension south of River Islands Parkway. The scope of this project includes widening the existing River Islands Parkway and Barbara Terry Boulevard with full frontage improvements where they are adjacent to the site to the ultimate right- of-way widths of 156' and 45- 52' respectively.

Sanitary sewer, water and storm drain systems will be built in the rights- of-way of the proposed streets and will connect to nearby existing systems.

Discretionary Permit Application: This Project Description accompanies a Discretionary Permit Application for Mossdale West that incorporates the following entitlements:

A General Plan Amendment to update the City of Lathrop General Plan designation from LD to P and LD,
A rezone from REC RES- MV, CV- MV, P- MV, RL- MV to P- MV, RL- MV, An amendment to the West Lathrop Specific Plan to reflect the proposed Mossdale West project,
A vesting tentative map approval, and
An updated Urban Design Concept.

Land Uses: Figure VI- 1 of the WLSP, shows the project site as part of the fourth and final stage of development in Mossdale Village. Phase 4 was to include a total of 482 low density housing units, 173 of which would be marina housing, with a population of approximately 1, 562 people.

A four- acre Village Center and four acres of waterfront commercial were also planned for this phase of development along with parks, a 50- acre high school site and a road along the river' s edge.

The Mossdale West project proposes to update the land uses set forth in the WLSP. Instead of marina housing and waterfront commercial, the site will feature low density single- family homes and parks, which will increase the density to better meet the demand for housing. Table 1 describes the zoning and land use breakdown for the Mossdale West site.

Table 1 - Mossdale West Zoning and Land Use Concept
Zonin General Plan Desi nation ;. Land Use Acres' Units RL- MV One Family Residential Low Residential 150. 2 830 CV- MV Village Commercial Village Center
P- MV Public Park( Center of Site) 6. 2
P- MV Public High School
P- MV Public Parkland Dedication 2. 0
CW- MV Waterfront Resort Commercial Waterfront Commercial CW- MV Marina Marina( Water Only)
P- MV Public Riverfront Park 5. 5
RL- MV Undeveloped Area Undeveloped 38. 7
River Islands Parkway 7. 5
Subtotal 210. 1 830
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De Novo Planning Group— Lathrop Mossdale West EIR Proposal

APPROVALS AND PERMITS REQUIRED
The following is a list of approvals and permits that may be required to implement the Mossdale West Project:

City of Lathrop: w
o General Plan amendment approval,
o West Lathrop Specific Plan amendment approval,
o Urban Design Concept amendment approval,
o Vesting tentative map approval,
o Williamson Act cancellation,
o Approval of development agreement between the applicant and the City, o Improvement plan approval, and
o Project CEQA approvaL
Regional Water Quality Control Board
o Construction activity stormwater permit

SCOPE OF WORK AND APPROACH

APPROACH
The De Novo Team will prepare an Environmental Impact Report ( EIR) for the proposed project.

An EIR is an informational document intended to inform public decision- makers, responsible or interested agencies and the general public of the potential environmental effects of a project, and where applicable, provide mitigation measures that can be imptemented to reduce or avoid the potential adverse environmental effects.

While CEQA requires that major consideration be given to avoiding adverse environmental effects, the lead agency and other responsible public agencies must balance adverse environmental effects against other public objectives, including the economic and social benefits of a proposed project, in determining whether a proposed project should be approved.

A Project- level EIR is described in State CEQA Guidelines § 15161 as:

The most common type of EIR( whichJ examines the environmental impacts of a specific development project. This type of EIR should focus primarily on the changes in the environment that would result from the development project. The EIR shall examine all phases of the project including planning, construction, and operation.

SCOPE OF WORK

TASK A - PROJECT INITIATION
Within one week of project commencement, the De Novo team will meet with City Staff to discuss the following:

Refinement of project work scope and schedule,
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City preferences for point of contact, method of communication, meeting responsibilities, s E,,, project updates, etc.

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P '! TASK B — PREPARE PRO) ECT DESCRIPTION
De Novo will prepare a detailed description including text and graphics utilizing the information provided by the applicant and applicant' s engineer. The project description will include a regional and local setting, project history and land uses, past ownership, objectives, characteristics, important project features including discretionary actions and entitlements, consistency with the General Plan and zoning designations, a list of responsible and other agencies expected to use the product document in decision making, and a list of approvals for which the product document wili be used. We will provide the draft project description to the City staff for review and comment. Upon receipt of comments from the City staff we will finalize the project description for use in the NOP/ Initiai Study as described in Task C, which will involve a second review of the Project Description along with the Initial Study.

TASK C - NOP INITIAL STUDY
De Novo will prepare an Initial Study and Notice of Preparation ( NOP) in an administrative draft form for City staff to review. Comments received will be incorporated into the Initial Study and Notice of Preparation for public circulation. After the document is " Screen Checked" by City staff, we will finalize the document. The public draft will be published and distributed with the proper notices to the State Clearinghouse. We will provide City staff with a copy to be filed by the City with the County Clerk, and a newspaper of regional circulation. The results of the Initial Study and NOP will be presented at a public scoping meeting in coordination with City staff.

The intent of the Initial Study/ NOP and public scoping meeting is to narrow the focus of the environmental analysis in the EIR to the most pertinent and relevant environmental issues. The Initial Study will review the following topics: Aesthetics, Agricultural Resources, Air Quality, Biological Resources, Cultural Resources, Energy, Greenhouse Gas Emissions, Hazards and Hazardous Materiais, Hydrology and Water Quality, Land Use Planning, Mineral Resources, Population, Public Services, Noise, Recreation, Traffic, Tribal Resources, and Utilities. Once the Initial Study is completed, we may find that the project will not have significant adverse impacts on certain topics and a cursory level of analysis is all that would be needed in the EIR for that particular topic. For other topics, we would require a full EIR analysis of the topic.

The Initial Study and Scoping Meeting will also serve as an opportunity to define and solidify the project aiternatives in a public forum. This will be an important step during this project task in an effort to streamline the Environmental Review process. We will review all available community information to assist in the development of up to four( 4) project alternatives to be addressed in the EIR.
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De Novo Planning Group- Lathrop Mossdale West EIR Proposal De Novo will prepare a Notice of Preparation ( NOP) in an administrative draft form for City staff to review. Comments received from staff will be incorporated into the Final NOP, which De Novo will provide to the City in an electronic form for distribution. De Novo De Novo will present the results of the NOP at a public scoping meeting in coordination with City staff. a`.

Deliverables: One( 1J electronic copy of the Admin Draft NOP with appendices, in MS Word and PDF format. One( 1J electronic copy of the Final NOP with appendices, in MS Word and PDF format. s

TASK D - TECHNICAL STUDIES
The following discusses the individual technical studies that will be prepared for the project. In addition to those listed, we will prepare an Air Quality, Greenhouse Gas Emissions, and Energy Analysis that will be incorporated into the EIR, but is not intended to be a standalone document.

A Biological Analysis will also be prepared as an EIR section, and is not intended to be a standalone document. Lastly, any Engineering Studies, Calculations, and Drawings prepared by the applicant' s Engineers will be reviewed by our staff ( and the appropriate City Departments/ Staff) and incorporated into the EIR as appropriate.

CULTURAL RESOURCESSTUDY
The De Novo team includes Peak and Associates to prepare a Cultural Resources Study. The project involves the proposed residential development of a 169- acre project site, located on adjacent to the San Joaquin River at its junction with Old River. It lies at the west terminus of the former Johnson Ferry Road, in Lathrop, California. The project area contains a residential complex, with at least one older building. We assume the levee system has been recorded and evaluated for the River Islands Parkway project or other developments in the region.

To ensure that the proposed development will not occasion impact to significant cultural resources, the following scope of work is proposed:

1. A record search will be conducted for the project area and 0. 25- mile radius of the project area through the Central California lnformation Center of the California Historical Resources Information System to determine if there are previous surveys or recorded sites within or near the project site.

2. We will obtain a check of the Sacred Lands Files through the Native American Heritage Commission, and a list of names for SB 18 contacts for use by the City of Lathrop.

3. A field survey will be conducted of the project site of 169 acres, using complete coverage. The buildings in the complex at the southern end of the property will be photographed and recorded. Any other sites present will be field recorded and photographed. We assume the project proponent will complete all access arrangements for the field survey.

4. Archival research will be conducted on the history of the ownership and use of the property to prepare the historic context. Using the background research, an evaluation will be made of the residential complex under the criteria of the California Register of Historical Resources. A site form will be prepared for the building complex and any other sites present. All sites present may require additional measures to determine significance for the California Register of Historical Resources.

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5. The report will be prepared so as to meet CEQA guidelines, detailing the resuits of the record search, cultural background, field survey methods and results, site evaluations to the degree possible from surface evidence, conclusions and recommendations. Any site records for sites in the project area will be an appendix to the report. Additional measures may be needed such as trenching to determine if there are prehistoric sites in this very sensitive area.

NOISE STUDY
The De Novo team includes Saxelby Acoustics to prepare a Noise and Vibration Study. The following outlines the scope of work for this study:
1A. Existing Noise Environment:

Traffic Noise: Existing noise levels due to nearby transportation noise sources will be quantified. Saxelby Acoustics uses the Federal Highway Administration ( FHWA) traffic noise prediction model for the prediction of traffic noise levels. Direct inputs to the traffic model will include traffic data provided by the project traffic consultant, existing posted speed limits, truck count information, and 24- hour traffic split data collected by Saxelby Acoustics.

Community Noise Survey: Saxelby Acoustics will conduct a noise survey within the project site to quantify existing background noise levels. The noise survey will consist of short-term noise level measurements and continuous noise level measurements for a minimum period of 24- hours.
1B. Analysis of Transportation Noise Environment: Saxelby Acoustics will evaluate increased traffic noise levels at existing sensitive receptors in the project vicinity. This task will be perFormed using traffic volumes provided by the traffic engineer. We anticipate providing traffic noise levels for existing, existing plus project, cumulative, and cumulative plus project scenarios.

However, should additional scenarios be included in the traffic study, we will also evaluate those scenarios. We will also calculate exterior and interior traffic noise levels on the proposed residential uses. If necessary, we will evaluate any required exterior or interior noise control measures needed to achieve compliance with the City of Lathrop noise level standards. 1C. Analysis of Stationary Noise Environment: Saxelby Acoustics will provide an analysis of the noise and vibration impacts associated with construction of the project at existing sensitive receptors in the project vicinity. It is expected that this analysis will follow the assumptions used in the project air quality analysis.
1D. Report Preparation: Saxelby Acoustics will provide a draft report which details our findings, methodology, and noise reduction measures ( if required). The report will be prepared to meet the requirements of the City of Lathrop and CEQA. Saxelby Acoustics will provide the technical noise study in a generic technical format, or a De Novo specific format if preferred. 6 De Novo Planning Group
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TRAFFIC STUDY
The following scope of work presents the work tasks that will be required to complete the Transportation Section of the Environmental Impact Report, including Vehicle Miles Traveled VMT) for CEQA, as well as the evaluation of local intersections. The traffic study to be prepared t t
by TJKM would be a part of the environmental analysis. The scope of services is as follows:

TJKM proposes to conduct a near-term and long term evaluation of nearby key intersections f" under a variety of scenarios. TJKM will first determine the existing conditions at proposed study intersections. Key intersections will include:

Golden Valley Parkway and Spartan
Golden Valley Parkway and Stanford Crossing Drive
Golden Valley Parkway and River Islands
Golden Valley Parkway and Town Center
River Island Parkway and McKee Blvd.

Barbara Terry Blvd. and McKee Blvd.

Barbara Terry Blvd. and Marsh Road
Barbara Terry Blvd. and Sierra Mar Road
Barbara Terry Blvd. and Towne Centre
River Islands Parkway and Street C
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Spartan Way/ Lathrop Road and I- 5 NB ramps
Spartan Way/ Lathrop Road and I- 5 SB ramps
River Islands Parkway and I- 5 NB ramps
River Islands Parkway and I- 5 SB ramps
The land use scenarios to be assumed for this study include:

Existing,
Existing plus W. Mossdale
Existing plus approved projects ( baseline),
Basetine plus W. Mossdale,
Cumulative; and
Cumulative plus W. Mossdale.

Because of the backlog of approved and pending projects in the area, it will be important to carefully define these scenarios with aii parties. Some of the proposed existing study locations have recent counts conducted for the City of Lathrop. TJKM proposes to use the projected 2020 peak hour volumes developed in the recent traffic volume study for existing volumes. The list of approved and pending projects will be obtained from the City.

TJKM will determine the site trip generation, trip distribution and trip assignment for W.

Mossdale. T1KM will determine appropriate mitigation measures for impacted intersections.

Other scope items of concern to be addressed include:

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9 TJKM will prepare a free-standing traffic impact study suitable for inclusion as an appendix to the planned environmental document
Evaluate of pedestrian, bicycle, and transit operations 4 Determine Vehicle Miles Traveled ( VMT) in accordance with City of Lathrop adopted standards
Evaluate site circulation and parking
Other items identified by the City of Lathrop
It should be noted that the City currently or in the near future will be updating the General Plan and the Central Lathrop Specific Plan. We will utilize these documents as appropriate with permission.

OPTIONAL TASK - WATER SUPPLY ASSESSMENT
Based on the number of units to be developed, the proposed project calls for an 56 610 WSA.

This work may already be contracted with the Project Engineer, and we would anticipate utilizing the WSA prepared by the Project Engineer. However, in the event that this work is not available for our use in the EIR, we could add an optional task to the scope. The cost is generally between 20- 25K depending on several factors. Below is a typical scope of services from an engineering consultant ( West Yost) that we regularly use for this work. It is noted that this work is not reflected in our current budget.

1. Preparation of Water Supply Assessment: West Yost will calculate the estimated water demand for buildout of the Project based on land use- based water demand factors provided in the City' s UWMP. Only the buildout water demand will be calculated; no water demands for phasing of the Project will be calculated or evaluated by West Yost.

West Yost will then conduct an evaluation of available water supplies to meet the Project' s water demands. West Yost will use the City' s UWMP, as a basis for determining the available water supplies to meet the demands under normal, single dry, and multiple dry year conditions.

Based on the evaluation of supply availability, West Yost will identify whether the City has sufficient supplies and supply reliability to meet the water demand associated with the proposed Project. Because the proposed Project is within City' s planning area and outside the existing City limits, the proposed project will require annexation into the City limits. This proposed scope of services does assume that the City' s water supply will be extended to areas within the planning area outside the existing City limits as those areas are approved for development and annexed into the City.

West Yost will then prepare a WSA for the Project in accordance with the requirements of SB 610 as adopted in the California Water Code as Sections 10910- 10915.

The WSA will be based on the projected water demands for buildout of the Project; the assumed water supplies for the Project; Project information provided by the City and Project Applicant representatives; the City' s existing and future water supply and 8 De Novo Planning Group
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De Novo Planning Group— Lathrop Mossdale West EIR Proposal demand as documented in the City' s UWMP; other identified supplies if required; and other existing data to the extent available. It will be assumed that all Project water demands wi l be met through the City' s potable water system.

The work will include the following:

A description of the Project, including location, overall area, number of parcels, type of proposed development, if applicable;
A description of the total estimated water demand associated with buildout of the Project;
A description of the City' s current and future water supply and demand conditions, including supply entitlement and contractual amounts, supply reliability under varying hydrologic conditions, and existing and anticipated future water demands; A description of the potential water supply impacts of the Bay- Delta Plan Amendment;
A description of determinations as required by SB 610, including:
a. If the Project is subject to the requirements of the California Environmental Quality Act( CEQA),
b. If the Project meets the SB 610 definition of a project, c. Identification of the City as the responsible water system, and d. If the City' s UWMP includes the water demands for the proposed Project.

Preparation of a WSA for the Project that will include the following:
a. Identification of existing water supplies for the Project and demonstration that said supplies exist,
b. If inadequate supplies exist, identification of potential options to meet the water supply deficit,
c. Evaluation of the sufficiency and reliability of the proposed supply for the P roj ect,
d. Identification of any potential conflicts that may arise from the exercise of water supply entitlements required for the Project, and e. Proposed use and sufficiency of groundwater supplies ( based on existing available data and studies).

A determination of sufficiency of existing and future supply for the Project.

Results of the analysis described above will be documented in an Administrative Draft WSA Report for the Project, which will include the following: a description of the Project and the associated water demand; a description of the City' s existing and future water supply and De Novo Planning Group 9
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TASK E — ADMINISTRATIVE DRAFT EIR
De Novo will prepare the project- level EIR for the project in an administrative draft form for City staff to review. The EIR will be intended to provide the information and environmental analysis necessary to assist public agency decision- makers in considering approval of the project.

The EIR will consider all potential environmental effects of the project to determine the level of significance and will analyze these potential effects to the detail necessary to make these determinations on significance. Each section will include GIS graphics and figures to create an easy to comprehend document that is user-friendly.

The EIR will consist of the following sections:

EXECUTIVE SUMMARY
This section will provide a concise description of the project, the potential areas of controversy, issues to be resolved, project alternatives, and a summary of impacts and mitigation measures.

The intent of this section is to provide the City and the public with a simple and easy to understand overview of the project and related issues, which will be analyzed and discussed much more thoroughly in the contents of the EIR.

INTRODUCTION
The Introduction will serve as an overview of the EIR, describing its purpose and relevant environmental review procedures, the document organization, and the methodology used.

PROJECT DESCRIPTION
The Project Description section will consist of a detailed description of the project ( See Task B), including the proposed actions, the project goals and objectives, and the relationship of the project to other regional plans and projects. This section will also present the City' s and other agency involvement in the project, and the use of the EIR by other agencies, including permits and approvals. This section will be consistent with the requirements of State CEQA Guidelines Section 15124.

De Novo will prepare the Project Description prior to including it in the Initial Study and Notice of Preparation. The Project Description will be provided in an administrative draft form for City staffto review. Comments received will be incorporated intothe revised Project Description and included in the Initial Study and Notice of Preparation. After the document is " Screen Checked" by City staff, we will finalize the Project Description for public release. 10 De Novo Planning Group
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De Novo Planning Group— Lathrop Mossdale West EIR Proposal

ENVIRONMENTAL SETTING, IMPACTS, AND MITIGATION MEASURES The Environmentai Setting, Impacts, and Mitigation Measures section will present a detailed discussion of each individual environmental topic. Each discussion will include the following:

An environmental setting and environmental baseline conditions ( including figures and GIS graphics);
The applicable local, state, and federal regulatory setting; The threshold of significance used for each impact determination; The methodology used for conducting the environmental analysis and making significance determinations;
An analysis of all identified direct and indirect impacts associated with project; An analysis of the cumulative impacts associated with the project; Identification of mitigation measures to reduce impacts; and A determination of the significance of each impact after mitigation.

De Novo will work closely with City staff to formulate the appropriate mitigation measure language and timing that is appropriate for inclusion in the EIR. Each EIR section will be organized concisely for ease of use and future reference.

AESTHETICS VISUAL RESOURCES
This section will identify applicable General Plan policies that protect the visual resources located along public roadways and surrounding land uses, and will also address the potential for the project to substantially impair the visual character of the project vicinity. The analysis will address the proposed design and landscaping plans developed by the applicant and provide a narrative description of the anticipated changes to the visual characteristics of the project area as a result of project implementation and the conversion of the existing on- site land uses to an urbanized use. If architectural renderings are available for the proposed project, we will compare and contract design elements to existing architecture and design standards in the city.

The analysis will also address potential impacts associated with light spillage onto adjacent properties during nighttime activities. This section of the EIR will provide a discussion of viewsheds, proximity to scenic roadways and scenic vistas, existing lighting standards, an impact analysis, and recommendations for mitigating potentially significant impacts. ( Note: Visual simulations are not included in this scope but can be added upon request.) This section will provide an analysis including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to reduce impacts on aesthetics/ visual resources.

AGRICULTURAL RESOURCES
This section will describe the character ofthe region' s agricultural lands, including maps of prime farmlands, other important farmland classifications, and protected farmland ( including Williamson Act contracts). The County Agricultural Commissioner' s Office and the State De Novo Planning Group 11
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Department of Conservation will be consulted and their respective plans, policies, laws, and regulations affecting agricultural lands will be presented.

This section will provide an analysis including the methodology, thresholds of significance, project impact analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to offset the loss of agricultural lands and Williamson Act t
r cancellations as a result of project implementation. We will review the General Plan and General Plan EIR, and note the City' s previous conclusions regarding the loss of agricultural land.

AIR QUALITY
The project site is located within the jurisdiction of the San Joaquin Valley Air Pollution Control District ( SJVAPCD). The project may result in short- term construction- related emissions and long- term operational emissions, primarily attributable to emissions from vehicle trips and from energy consumption by the residential uses. We will consult with the SJVAPCD regarding the project' s potential to cause impacts, and the applicability of the SJVAPCD' s Rules and Regulations. The Air Quality analysis will include the following:

Regional air quality and local air quality in the vicinity of the project site will be described.

Meteorological conditions in the vicinity of the project site that could affect air pollutant dispersal or transport will be described. Appiicable air quality regulatory framework, standards, and significance thresho ds will be discussed.

Short- term ( i. e., construction) increases in regional criteria air poitutants will be quantitatively assessed. The ARB- approved CaIEEMod computer model will be used to estimate regional mobile source and particulate matter emissions associated with the construction of the proposed project.

Long-term ( operational) increases in regional criteria air pollutants will be quantitatively assessed for area source, mobile sources, and stationary sources. The ARB- approved CaIEEMod computer model will be used to estimate emissions associated with the proposed project. Exposure to odorous or toxic air contaminants will be assessed through a screening method as recommended by the SIVAPC6.

Local mobile- source CO concentrations will be assessed through a CO screening method as recommended by the SJVAPCD. Mobile source CO concentrations are modeled for signalized intersections expected to operate at unacceptable levels of service ( i. e., LOS E or worse). If the screening method indicates that modeling is necessary, upon review of the traffic analysis, CO concentrations will be modeled using the Caltrans- approved CALINE4 computer model.

This section will provide an analysis including the methodology( to be verified by the San Joaquin Valley Air Pollution Control District prior to the analysis), threshoids of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to reduce impacts on air quality. Greenhouse Gases and Climate Change will be addressed in a separate chapter. 12 De Novo Planning Group
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De Novo Planning Group— Lathrop Mossdale West EIR Proposal Note: We do not anticipate the need for a Health Risk Assessment based on the project characteristics and are knowledge of land uses in the vicinity. However, if one is needed, we can add an additional task to prepared this study.)

BIOLOGICAL RESOURCES
y€ De Novo will perform a biological resources assessment for the proposed project. This wil) include various biological database searches, including a search of the California Natural Diversity Database ( CNDDB), the California Native Plant Society' s Electronic Inventory, the California Wildlife- Habitat Relationships database, and the United States Fish and Wildlife Service' s list of special- status species with potential to occur in the region. A qualified biologist will perform a reconnaissance- level field survey of the project site to verify habitat conditions and the potential for presence of special status species or habitats. The timing of the biological survey may not coincide with the flowering season so the survey may not be considered a protocol level plant survey ( flowering season March- May). Because of the agricultural makeup of the site, protocol level surveys may not be warranted. A qualified biologist will field survey the project site for wetlands and other waters that are regulated under federal and state law.

We will map the potential wetlands on the site based on aerial mapping, soil survey mapping, and field verification. ( Note: We do not propose to process any permitting if any are required.

We can add permitting as an optional task if desired.) We anticipate that the project will ultimately seek coverage under the San Joaquin County Multi-Species Open Space and Conservation Plan as administered by the San Joaquin Council of Governments ( SJCOG). We will coordinate with the SJCOG to inform them of the project, the study that is to be performed under this task, and the outcome of the study. Any communications that we have with SJCOG staff will be relayed back to City staff to ensure all parties are informed.

This EIR section will present the regulatory setting, including a summary of all relevant federal, state, and local laws and regulations that apply to the protection of biological resources, and will provide an analysis including the methodology, thresholds of significance, and a summary of local biological resources, including descriptions and mapping of plant communities, the associated plant and wild ife species, and sensitive biological resources known to occur, or with the potential to occur in the project vicinity. The biological resources analysis will conclude with a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented in order to reduce impacts on biological resources and to ensure comptiance with the federal and state regulations.

CULTURAL AND TRIBAL RESOURCES
The De Novo Team includes Peak Associates, a cultural resources firm with exceptional local knowledge and experience. The scope of work includes the preparation of a cultural resources study, which will be incorporated into this section of the EIR. In addition, the Native American Consultation effort will be incorporated into this section.

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This EIR section will include a full discussion of any cultural, historical, and/ or tribal resources found during the site investigations and a comprehensive mitigation plan to address any x potentially significant impacts identified.

ENERGY
De Novo will prepare an Energy analysis pursuant to the requirements of CEQA. This will include s
an evaluation of the energy consumption ( electricity, oil, and naturai gas) and a review of the project related to the Title 24, Part 6 of the California Code of Regulations, known as the Building Energy Efficiency Standards ( Standards), including the CALGreen standards. In order to ensure that energy implications are considered in project decisions, Appendix F of the CEQA Guidelines requires that EIRs include a discussion of the potential energy impacts of proposed projects, with particular emphasis on avoiding or reducing inefficient, wasteful and unnecessary consumption of energy. The goal of conserving energy implies the wise and efficient use of energy.

Per Appendix G of the State CEQA Guidelines, the proposed project would result in a significant impact on energy use if it would result in potentiaily significant environmental impact due to wasteful, inefficient, or unnecessary consumption of energy resources, during project construction or operation; or conflict with or obstruct a state or local plan for renewable energy or energy efficiency.

This section will provide an analysis including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to reduce impacts associated with energy consumption.

GEOLOGY SOILS SE[ SMICITY
We will review published documents, geologic maps and other geological and geotechnical literature pertaining to the site and surrounding area to aid in evaluating geologic resources and geologic hazards that may be present. We will review documents provided by the project appiicant( s). Potentially useful documents may include geotechnical, geologic, and environmental reports, site plans, plot plans, and correspondence with regulatory agencies. We will review aerial photographs of the site to aid in evaluating geologic hazards that may be present. We will perform a site reconnaissance to observe the site and features of interest identified during the literature and air photo evaluations. We will prepare a geohazards evaluation to address soils, geology, and seismicity issues, and propose mitigations, as applicable, to address identified impacts.

The work for this section will include a description of the applicable regulatory setting, a description of the existing geologic and soils conditions on and around the project site, an evaluation of geologic hazards at the project site, a description of the nature and general characteristics of the subsurface conditions within the project site, and the provision of findings and potential mitigation strategies to address any geotechnical concerns or potential hazards. 14 De Novo Planning Group
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De Novo Planning Group— Lathrop Mossdale West EIR Proposal

GREENHOUSE GASES AND CLIMATE CHANGE
De Novo will prepare a Green House Gas Emissions analysis pursuant to the requirements of federal, state, regional, and local laws and regulations related to thresholds and methodology for this analysis. The analysis will follow the California Air Pollution Control Officers Association CAPCOA) white paper methodology and recommendations presented in Climate Change & CEQA, which was prepared in coordination with the California Air Resources Board and the Governor' s Office of Planning and Research as a common platform for public agencies to ensure that GHG emissions are appropriately considered and addressed under CEQA. This analysis will consider a regional approach toward determining whether GHG emissions are significant, and will present mitigation measures to reduce impacts. The discussion and analysis will include quantification of GHGs generated by the project using ARB- approved CaIEEMod computer model as well as a qualitative discussion of the project' s consistency with any applicable state and local plans to reduce the impacts of climate change. The De Novo team will work with City staff to implement a methodology and mitigation strategy that meets all legal requirements and is consistent with current City policies and preferences.

This section will provide an analysis including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to reduce impacts associated with greenhouse gas emissions.

HAZARDS HAZARDOUS MATERIALS
The De Novo team will prepare an environmental hazards evaluation in accordance with accepted guidelines for the preparation of an EIR. The environmental hazards evaluation wifl include a review of hazardous site databases ( i. e. California Environmental Protection Agency' s Cal EPA) Cortese List, the Department of Toxic Substances Control Envirostor database, the State Water Resources Control Board Geotracker database, Cal- EPA' s CAL- SITES Abandoned Site Program Information System ( ASPIS) database, and others that are deemed relevant). We will perform a site reconnaissance to observe the site and areas of potential interest. Based on the findings in the evaluation, we will propose mitigations, as applicable, to address identified impacts. This section of the EIR will present the methodology, thresholds of significance, impact analysis, and a discussion of feasible mitigation measures that should be implemented to reduce impacts, as applicable.

Note: This scope does not include any soil or groundwater sampling, although that work can be added if necessary. Also this scope is for a CEQA- level hazards assessment, and is not a Phase 1 ESA which is necessary for financing and insurance purposes beyond CEQA.)

HYDROLOGY WATER QUALITY
We will utilize any storm drainage engineering work perFormed by the applicant' s engineer in the preparation of this section of the EIR. This section of the EIR will present the existing FEMA flood zones, levee protection improvements, reclamation districts, and risk of flooding on the project site and general vicinity. We will consult with the applicable reclamation district if De Novo Planning Group 15
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needed. We will review the drainage study/ calculations, and improvement plans prepared by the applicant' s engineer for the proposed project if available. We will summarize onsite hydrology and hydraulic calculations under existing and proposed conditions. Some of the specific items to be reviewed include: land use classification; acreage calculations; runoff coefficients; time of concentration; and methodology. Calculations will be reviewed for reasonableness and consistency with the site plan and with the City' s master plans.

We will also review the project plans and other existing information to evaluate the potential construction and operational impacts of the proposed project on water quality. We will describe the surFace drainage patterns of the project area and adjoining areas based on the drainage study/ calculations, and improvement plans; and identify surface water quality in the project area based on existing and available data. We will identify 303D listed impaired water bodies in the vicinity of the project site. Conformity of the proposed project to water quality regulations will also be discussed. Mitigation measures will be developed to incorporate Best Management Practices( BMPs), consistent with the requirements of the Central Valley Regional Water Quality Control Board ( CVRWQCB) to reduce the potential for site runoff.

This section will provide an analysis including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to reduce impacts associated with hydrology and water quality.

LAND USE AND PLANNING
This section will include a detailed discussion of the project entitlements as it relates to the existing General Plan, Zoning Code, and other local regulations. We will discuss and map the existing and planned land uses and the character of the region. The local, regional, state, and federal jurisdictions potentially affected by the project will be identified, as well as their respective plans, policies, laws, and regulations( including zoning), and potentially sensitive land uses. We will evaluate the proposed project for consistency the General Plan, the Zoning Ordinance, and any other relevant planning document. Planned development and land use trends in the region will be identified based on currently available plans. Reasonably foreseeable future development projects within the region wi l be noted, and the potential land use impacts associated with the project will be presented.

This section will provide an analysis including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to ensure consistency with the existing and planned land uses.

MINERAL RESOURCES
This section of the EIR will include a detailed discussion of the mineral resources documented on the project site and in the vicinity, Mineral Resource Zone mapping, history of mining in the region and vicinity, and local, state, and federal policies related to mineral resources and mining. 16 be Novo Planning Group
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De Novo Planning Group— Lathrop Mossdale West EIR Proposal This section will provide an analysis including the thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented.
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NOISE
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The De Novo Team includes Saxelby Acoustics, an acoustical consulting firm with exceptional k
local knowledge and experience. The scope of work includes the preparation of a noise study, which will be incorporated into this section of the EIR.

This EIR section will include a full discussion of any existing noise environment, an analysis of stationary noise generated by the project. We will also conduct an analysis of the noise and vibration impacts associated with construction of the project at existing sensitive receptors in the project vicinity. This section will include a comprehensive mitigation plan to address any potentially significant impacts identified.

POPULATION AND HOUSING
This section will begin with a detailed discussion of existing population and housing trends within the city. Relevant policies related to the location and intensity of housing development and population growth will be summarized and addressed. We will utilize the Housing Element to identify housing supply, and future availability of housing within the City. Potential impacts related to the existing housing supply and the future availability of housing will be addressed.

This section will include population growth and housing unit forecasts associated with full buildout of the proposed project and General Plan.

PUBLIC SERVICES RECREATION
Implementation of the project has the potential to result in impacts to the public services/ recreation. Specifically, implementation of the project may result in a significant increase in demand for public services/ recreation in the project area and may result in level of service impacts to police, fire (including split jurisdiction), and emergency service providers, as well as park and open space facilities.

We will contact public service and recreation providers in order to determine existing service levels in the project areas. This will include documentation regarding existing staff levels, equipment and facilities, current service capacity, existing service boundaries, and planned service expansions. We will review master plans from such public service and recreation providers. We will describe City policies, programs, and standards associated with the provision of public services and recreation.

This section will provide an analysis including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented reduce impacts associated with public services and recreation.
e Novo Planning Group 1
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The De Novo Team includes TJKM, a traffic consulting firm with exceptional local knowledge and experience. The scope of work includes the preparation of a traffic, which will be incorporated into this section of the EIR.

The Traffic Report will include both a VMT analysis to comply with the requirements of SB 743 effective luly 1, 2020), and a LOS Analysis for compliance with General Plan policy. This work product will serve as the critical path for the project. The results of the traffic study will be incorporated into this section of the EIR.

UTILITIES AND SERVICES SYSTEMS
We understand that an engineer has been retained by the applicant to perform civil engineering for this project. We will utilize the engineering design/ calculations performed by the engineer in the preparation of this section of the EIR. This section will focus on wastewater, water, and storm drainage infrastructure, as well as other utilities ( i. e. solid waste, gas, electric, etc.) that are needed to serve the proposed project. It is noted that these topics are relevant to the Utilities Department and the appropriate level of coordination will be performed to confirm that the plans are acceptable and that the project description is accurate. This section will provide an analysis, including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented to reduce impacts associated with utilities and service systems. A brief description of the wastewater, storm drainage, and water are provided below.

Wastewater: We will analyze the impacts associated with on- site and off-site construction of the conveyance system, including temporary impacts associated with the construction phase.

We will present the proposed infrastructure as provided by the developer' s engineer. This will likely include a system of gravity pipes, pump station( s), and a forcemain( s). Lastly, we will discuss the disposal methods and location, including environmental impacts and permit requirements associated with disposal of treated wastewater. We will address the potential for the use of recycled water for irrigation to the extent allowed by the City' s Waste Discharge Permit issued by the RWQCB.

Storm Drain: We will analyze the impacts associated with on- site and off- site construction of the storm drainage system, including temporary impacts associated with the construction phase. We will identify permit requirements and mitigations needed to minimize and/ or avoid impacts. We will present the proposed infrastructure as provided by the developer' s engineer.

We will review the proposed system for consistency with the City' s Master Storm Drain Plan.

This section will include some information that will also be presented in the hydrology and water quality section of the EIR ( i. e. flood hazards), although the focus of this section will be on the environmental impacts associated with the system.

Water Supply: The size of the project warrants an SB 610 Water Supply Assessment ( WSA). We have included an optional task to prepare a WSA, which is described in a separate task. 18 De Novo Planning Group
273
De Novo Planning Group— Lathrop Mossdale West EIR Proposal Otherwise, we wouid anticipate that the Project Engineer would provide a WSA. Results of the WSA will be documented in an Administrative Draft WSA Report for the Project, which will include the following: a description of the Project and the associated water demand; a description of the City' s existing and future water supply and demand conditions; a description of determinations as required by SB 610; documentation of the WSA for the Project; and determination of sufficiency of existing and future supplies to meet the proposed demand of the Project. The WSA will be the basis for this section.

WILDFIRES
De Novo will evaluate the proposed project for wildlife fire impacts. This will include a review of the project for the potential to expose people or structures to significant risks, including downslope or downstream flooding or landslides, as a result of runoff, post- fire slope instability, or drainage changes. We will determine if there is a slope, prevailing winds, or other factors, that might exacerbate wildfire risks, and thereby expose project occupants to, pollutant concentrations from a wildfire or the uncontrolled spread of a wildfire. We will evaluate the potential for the project to substantially impair an adopted emergency response plan or emergency evacuation plan. Lastly, we will evaluate the project to determine if it will require the installation or maintenance of associated infrastructure ( such as roads, fuel breaks, emergency water sources, power (ines or other utilities) that may exacerbate fire risk or that may result in temporary or ongoing impacts to the environment.

This section will provide an analysis including the methodology, thresholds of significance, a consistency analysis, cumulative impact analysis, and a discussion of feasible mitigation measures that should be implemented reduce impacts associated with wildfire.

CUMULATIVE IMPACT SUMMARY
De Novo will analyze the environmental impacts of the project when viewed in combination with other known, approved, or reasonably foreseeable projects in the region. The cumulative analysis will address each topic covered in the environmental analysis and will identify appropriate mitigation measures for any significant impacts identified. This cumulative analysis will be based on a list of known projects in the region as well as forecasts.

ALTERNATIVES
De Novo will coordinate with City staff to formulate up to four( 4) alternatives for analysis in the EIR as required by the CEQA Guidelines. Our efforts will result in an EIR that will include an examination of a range of reasonable alternatives that could feasibly achieve the basic objectives of the project.

The CEQA Guidelines require that a " No Project" alternative be analyzed among the range of alternatives. An alternative location must also be analyzed unless it is determined by the lead agency that a feasible alternative location does not exist. If the lead agency determines that an alternative location does not exist, it must disclose the reasons for this conclusion in the EIR.

De Novo Planning Group 19
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The alternatives section wiil provide a description and comparison of the alternatives. Finally, an environmental superior alternative will be selected. From our experience with similar EIRs, we will provide suggested alternatives for City staff to consider. Once the alternatives are initially formulated, they wili be presented at the public scoping meeting and refined based on public input. (Note: We do not anticipate the need to analyze the alternatives at an equal level to the proposed project.)

OTHER CEQA REQUIREMENTS
The section will inciude the other required CEQA sections including issues previously determined to be less than significant, growth- inducing impacts, significant irreversible environmental effects, and a summary of significant and unavoidable impacts.

REPORT PREPARERS AND REFERENCES
This section will provide a list of all persons, agencies, and references used to prepare the EIR.

Deliverables: Five( 5J copies of the Admin Draft EIR, with appendices; one( 1J electronic copy.

TASK F - PUBLIC DRAFT EIR AND NOTICE OF COMPLETION
Comments received from City staff regarding the Administrative Draft EIR will be incorporated into the Draft EIR for public circulation. De Novo will generate a " Screen- check" Draft EtR for a final staff review before we produce the document for public review. After the document is finalized, we will publish the document and distribute it with the proper notices ( Notice of Completion) to the State Clearinghouse, the County Clerk ( Notice of Availability), and a newspaper of regional circulation ( Notice of Availability). Additional press releases can be accommodated at the request of City staff.

Deliverables: Five ( SJ copies of the Draft E/ R with appendices. We will file with the SCH, and the City will distribute locally. Additional copies will be$ 75 per EIR.

TASK G - ATTENDANCE AT PUBLIC MEETINGS FOR DEIR
De Novo will attend up to two ( 2) public meetings for the DEIR.

TASK H - ADMINISTRATIVE FINAL EIR
Upon completion of the public review period De Novo will coordinate with City staff and prepare a written response to the public comments, and where necessary the appropriate revisions will be made to the EIR text. Any additional text will be marked in underline format and any deleted text will be marked in« format. All responses will be prepared pursuant to Section 15088 of the State CEQA Guidelines and provided to Stockton staff for review.

We anticipate 20 or fewer comment letters, two to three pages in length. Excessively long comment letters, or those that are complicated and require a significant effort and/ or additional analysis to respond to are considered outside the scope of work and cost estimate.

Deliverables: Five( SJ copies of the first administrative Final EIR. 20 De Novo Planning Group
275
De Novo Planning Group- Lathrop Mossdale West EIR Proposal TAsx I - FtNA[. EIR AtvD MMRP
Comments received from City staff regarding the Administrative Draft Final EIR will be incorporated into the Final EIR for public circulation. De Novo will generate a " Screen- check" Final EIR for a final staff review before we produce the document for public review. After the document is finalized, we will product the document and deliver it to the City for distribution.

This task will also include the preparation of a Mitigation Monitoring and Reporting Program MMRP) pursuant to Section 21081. 6 ofthe Public Resources Code. The MMRP will consolidate information contained in the environmental analysis, including the specific mitigation measure, the party responsible for implementation, the party responsible for monitoring, the time frame for implementation, and a section for confirmation of implementation.

Deliverables: Five( 5J copies of the Final EIR, with the Mitigation Monitoring and Reporting Program included. Additional distribution beyond the five provided in this scope will be$ 75 per E/ R.

TASK J - FINDINGS OF FACT OVERRIDING CONSIDERATIONS
De Novo will prepare the required CEQA Findings of Fact and Statement of Overriding Considerations pursuant to requirements of Sections 15091 and 15093 of the State CEQA Guidelines. These findings shall be prepared using Stockton' s format and will be provided to City staff for an administrative review. Comments received from staff regarding the Administrative Findings will be incorporated into a final version of the Findings for use by the City at the public hearings.

Deliverables: One five( 5J copies of the first admin findings. One five (5J copies of the final findings.

TASK K - ATTENDANCE AT PLANNING COMM( SSION CITY COUNCIL MEETINGS De Novo will attend up to two ( 2) public hearings, which includes a Planning Commission and City Council hearing. De Novo will be responsible for preparing any exhibits that may be necessary for display at these meetings, presentations, and responses to public comment. We anticipate that the Project Manager will be required for each meeting. Technical support from other members may be required on occasion and will be accommodated as necessary.

TASK L- NOTICE OF DETERMINATION
Upon certification of the EIR De Novo will prepare a Notice of Determination for filing with the State Clearinghouse. The applicant will be responsible for paying the CDFW filing fees, which are approximately$ 3, 445. 25, but are anticipated to increase on January 1, 2022. The applicant will also be responsible for paying the Clerk fee, which is$ 50.

Deliverables: One( 1 J electronic copy of the NOD.

De Novo Planning Group 21
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PROJECT SCHEDULE
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Task A antl B— roject tn tiat'ion and'Project bescrip#ion Notice to Proceed 1- Jun- 22 1- Jun- 22
Kickoff Call 7 1- Jun- 22 8- Jun- 22
Draft Project Description 14 8- Jun- 22 22- Jun- 22
Staff Administrative Review 14 22-Jun- 22 6-Ju1- 22
Prepare Revised Project Description 7 6- Ju1- 22 13- Ju1- 22 Task G— IVtJP
NOP 14 1- Jun- 22 15- Jun- 22
Staff Administrative Review 14 15- Jun- 22 29- Jun- 22
Complete Public NOP 7 29- Jun- 22 6- Ju1- 22
Staff Screencheck Review 7 6-Ju1- 22 13- Ju1- 22
Statutory 30- day Public Review Period 30 13- Ju1- 22 12-Aug- 22 Public Scoping Meeting 1 TBD TBD
Task U nd E— T rh Repo ts and# d in pra i EIR
Cultural Report 75 1- Jun- 22 15- Aug- 22
Noise Report( Requires Traffic Data) 75 1- Jun- 22 15- Aug- 22 Traffic Report 120 1- 1un- 22 29- Sep- 22
Staff Administrative Review of Tech Report 14 29-Sep- 22 13- Oct- 22 Administrative Draft EIR 120 1- Jun- 22 29- Sep- 22
Staff Administrative Review of Draft EIR 14 29-Sep- 22 13- Oct- 22 Task— f i blic Draft EIR/ NUC
Screen- check Draft EIR 21 13- Oct- 22 3- Nov- 22
Staff Screencheck Review of Draft EIR 14 3- Nov-22 17-Nov-22 Complete Public Draft EIR 14 17- Nov- 22 1- Dec- 22
Statutory 45-day Public Review Period 45 1- Dec- 22 IS-Jan- 23 Task G—/ 4dmir Fina1 EIR
Complete Administrative Final EIR 21 15- Jan- 23 5- Feb- 23 Staff Administrative Review 14 5- Feb- 23 19- Feb- 23
Task H— Finat EIR and MMRP
Screen- check Final EIR and MMRP 7 19- Feb- 23 26- Feb- 23 Staff Screen check Review of Final EIR 14 26-Feb- 23 12-Mar-23 Complete Final EIR and MMRP 2 26- Feb- 23 28- Feb- 23
Send Final EIR to all Commentors 2 28- Feb- 23 2- Mar- 23 Task 1— indings of Fact/ flverriding Considera#ions
Admin Findings/ Overriding Considerations 7 2- Mar- 23 9- Mar- 23 Staff Review Findings/ Overriding Considerations 7 9- Mar-23 16- Mar- 23 Complete Findings/ Overriding Considerations 7 16- Mar- 23 23- Mar- 23 Task J— i wbtit Hearings for Draft EtR
Public Hearing 10 23- Mar- 23 2- Apr- 23
task K— tV t ce of[ letermination
File NOD with SCH/ County Clerk S 2- Apr- 23 7- Apr- 23 22 De Novo Planning Group
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ITEM 4. 12

CITY MANAGER' S REPORT
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
ITEM: APPROVAL OF TASK ORDER NO. 28 WITH
4LEAF, INC., FOR BUILDING INSPECTION

SERVICES
RECOMMENDATION: Adopt Resolution Approving Task Order No. 28 with 4LEAF Inc., to provide Building Inspection
Services Pursuant to Master Professional
Services Consulting Agreement dated
September 21, 2015
SUMMARY:

The City of Lathrop continues to experience rapid growth over the past few years, and even during the recent pandemic, the increase in construction and development projects has remained steady.

Due to the continued increase in construction activity related to capital improvement, private land development, residential, commercial, and industrial projects, staff requested a proposal from 4LEAF, Inc. ( 4LEAF), to provide continued professional services in the Building Division. A series of various task orders have been previously approved to provide various professional services within the Building Division, such as professional building inspection, plan checking, and staff augmentation services.

Staff is requesting City Council approval of Task Order No. 28 with 4LEAF to provide continued professional consultant services in the capacity of Building Inspection Services for an amount not to exceed $ 240, 000.

Sufficient funds have been allocated in the budget for fiscal year 22/ 23.

BACKG ROU N D:

The Public Works Department is comprised of five divisions: Administration, Building, Engineering, Construction, and Utility Operations. The Building Division is responsible for the permitting and inspection of construction ( including, but not limited to new construction, additions, alterations, repairs, and remodeling) throughout the City' s building permitting jurisdiction as required by the International Building Codes. The Building Division enforces the California Building Codes and the Lathrop Municipal Code.

Due to the continued increase in construction activity related to capital improvement, private land development, residential, commercial, and industrial projects, staff requested a proposal from 4LEAF to provide continued professional services in the Building Division for Building Inspection Services.
283
CITY MANAGER' S REPORT PAGE 2
MAY 16, 20Z2 CITY COUNCIL SPECIAL MEETING
APPROVAL OF TASK ORDER NO. 28 WITH 4LEAF INC, FOR BUILDING

INSPECTION SERVICES
The City recovers its costs to provide building inspection services for active construction projects by charging a construction permit fee collected when building permits are issued. These services are fully funded in the Building Division budget and offset by revenue received from building permits.

Below is a summary table of previously approved task orders to date:

Task Order No. Approved Building Division Work Scope Description 1 2 2015 Staff Au mentation Plan Check Services
3- 5 2016 Plan Check & Ins ection Services
6 7 2017 Plan Check & Ins ection Services
8- 11 2018
Interim Chief Building Official ( CBO), Plan Check &
Ins ection Services
12- 16 2019
Staff Augmentation, Plan Check & Inspection Services,
Interim CBO, Professional Services
17- 19 2020 Interim CBO, Staff Au mentation Ins ection Services 20- 25 2021
Interim CBO, Plan Check & Inspection, Staff
Augmentation Services
26- 27 202Z Interim CBO Staff Au mentation
REASON FOR RECOMMENDATION:

Additional professional services are needed in the Building Division to keep up with the continued increase in construction activity related to capital improvement, private land development, including residential, commercial and industrial projects.

FISCAL IMPACT:

The cost of Task Order No. 28 is not to exceed $ 240, 000 and will be paid on a time and material basis. The proposed scope will provide professional services from June 2022 to December 2022. Sufficient funds have been allocated in the budget for fiscal year 22/ 23.

ATTACH M ENTS:

A. Resolution Approving Task Order No. 28 with 4LEAF Inc., to provide Building Inspection Services Pursuant to Master Professional Services Consulting Agreement dated September 21, 2015
B. Task Order No. 28 Pursuant to Master Consulting Agreement dated September 21, 2015 with 4LEAF, Inc. to provide Building Inspection Services 284
CITY MANAGER' S REPORT PAGE 3
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
APPR( V L OF TASK ORDER NO. 28 WITH 4LEAF INC, FOR BUILDING

INSPECTION SERVICES
APPROVALS:

I,/---- 2` t- ZoZ Z
Michael King Date
Public Works ' ector
0 0+-
Cari Jam Date
Finance ' ector
S Z - 2 D ZZ
Salvador Navarrete Date
City Attorney
5 'ZZ.

Step en J. Salvatore Date
City Manager
285
RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP APPROVING TASK ORDER NO. 28 WITH 4LEAF INC., TO PROVIDE BUILDING

INSPECTION SERVICES, PURSUANT TO MASTER PROFESSIONAL SERVICES CONSULTING AGREEMENT DATED SEPTEMBER 21, 2015
WHEREAS, due to the continued increase in construction activity related to capital improvement, private land development, residential, commercial, and industrial projects, staff requested a proposal from 4LEAF to provide continued professional services in the Building Division in the capacity of Building Inspection Services in the amount of $ 240, 000; and
WHEREAS, the City utilizes contracted professional personnel services in the Building Division in order to keep pace with ongoing construction activity; and WHEREAS, the cost of Task Order No. 28 is not to exceed $ 240, 000, and will be paid on a time and material basis. Sufficient funds of $ 240, 000 will be paid from funds allocated FY 22/ 23 budget for Building Division professional services.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Lathrop does hereby approve Task Order No. 28 for an amount not to exceed 240, 000 with 4LEAF, Inc. to provide Building Inspection Services pursuant to Master Professional Services Consulting Agreement dated September 21, 2015. 286
The foregoing resolution was passed and adopted this 16th day of May 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSENT:

ABSTAIN:

Sonny Dhaliwal, Mayor
ATTEST: APPROVED AS TO FORM:

Teresa Vargas, City Clerk Salvador Navarrete, City Attorney 287
ATTACHMENT 6

CITY OF LATHROP
TASK ORDER NO. 28

PURSUANT TO MASTER CONSULTING AGREEMENT DATED
SEPTEMBER 21, 2015 WITH 4LEAF, INC.

TO PROVIDE BUILDING INSPECTION SERVICES
THIS TASK ORDER NO. 28 dated for convenience this 16th day of May 2022 is by and made and entered into by and between 4LEAF, Inc. (" CONSULTANT") and the CITY OF LATHROP, a California municipal corporation (" CITY"); RECITALS:

WHEREAS, on September 21, 2015, CONSULTANT entered into a Master Agreement with the CITY, and parties approved an extension of the term to June 30, 2021, pursuant to Amendment No. 2, dated May 13, 2019. On March 8, 2021, City Council approved an extension of the term to June 30, 2023 pursuant to Amendment No. 3 AGREEMENT"), by which the CONSULTANT has agreed to provide Building Inspection Services; and
WHEREAS, CONSULTANT is specially trained, experienced, and competent to perform Building Inspection Services, which are required by this agreement; and WHEREAS, CITY selected the CONSULTANT pursuant to said qualifications; and WHEREAS, CONSULTANT is willing to render such Building Inspection Services, as hereinafter defined, on the following terms and conditions.

NOW, THEREFORE, CONSULTANT and the CITY agree as follows:

AGREEMENT
1) Incorporation Of Master Aqreement
This Task Order hereby incorporates by reference all terms and conditions set forth in the Master Agreement for Consulting Services for this project, unless specifically modified by this Task Order.
2) Scope of Service
CONSULTANT agrees to perform Building Inspection Services in accordance with the scope of work and fee proposal provided in Exhibit "A" to this Task Order.

288
CITY OF LATHROP — TASK ORDER NO. 28 WITH 4LEAF INC. TO PROVIDE

BUILDING INSPECTION SERVICES
CONSULTANT agrees to diligently perform these services in accordance with the upmost standards of its profession and to the CITY' S satisfaction. 3) Effective Date and Term
The effective date of this Task Order No. 28 is May 16, 2022, and it shall terminate no later than December 30, 2022.
4) Compensation
CITY hereby agrees to pay CONSULTANT hourly rates and other charges detailed in Exhibit " A" up to a total sum not to exceed $ 240, 000 for the Interim Building Inspection Services. CONSULTANT shall be paid any uncontested sum due and payable within thirty ( 30) days of receipt of billings containing all information pursuant to Paragraph 5 in the Master Consulting Agreement Dated September 21 , 2015.
5) Notice to Proceed
Prior to commencing work under this agreement, CONSULTANT shall receive a written " Notice to Proceed" from CITY. A Notice to Proceed shall not be issued until all necessary insurance have been received. City shall not be obligated to pay CONSULTANT for any services rendered prior to issuance of the Notice to Proceed.
6) Siqnatures
The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the CONSULTANT and the CITY. This agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns.

289
CITY OF LATHROP — TASK ORDER NO. 28 WITH 4LEAF INC. TO PROVIDE

BUILDING INSPECTION SERVICES
Approved as to Form: City of Lathrop
City Attorney
s Z- , Z
Salvador Navarrete Date
Recommended for Approval: City of Lathrop
Public Works Director
Michael King Date
Approved by:

City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Stephen J. Salvatore Date
City Manager
CONSULTANT: 4LEAF Inc.
2126 Rheem Drive
Pleasanton, CA 94588
Fed ID # 94- 3393574
Bus License # 20088
Signature Date
Kevin J. Duqqan, President
Print Name and title)

290
4LEAF, INC.

EXHIBIT A
ENGINEERING . CONSTRUCTION MANAGEMENT
PLAN CHECK. BUILDING ItdSPECTION. PLANNWG

SCOPE OF SERVICES
Plan Review
4LEAF will provide plan review for any and ali types of structures to ensure compliance with all adopted codes, local ordinances ( including Tier 1 of Cal Green, if required) and state and federal laws that pertain to Building and Safety, and for compliance with the adopted International Code Council ( ICC) Building, Plumbing, Electrical, Mechanical, National Fire Protection codes and standards, and the Accessibility and Noise and Energy Conservation requirements as mandated by the State of California Title 24, State of California Water Efficient Landscape Ordinance, the State of California Certified Access Specialist ( CASp) compliance, and all other applicable ordinances. Types of projects we provide these services for include: Single- Family Dwellings, MultiFamily Dwelling Units, Commercial, and Industrial.

On- Site Review Work Plan
4LEAF can supply Registered Professional Engineers to the City to work on- site performing structural plan review and non- structural reviews at the Jurisdiction' s discretion. Some of the jurisdictions we work with that have 4LEAF plan review staff onsite:

County of Sonoma City of Victorville
City of Palo Alto County of San Joaquin
City of Solvang City of Malibu
City of Signal Hill City of Hollister
City of Greenfield City of Gilroy
City of Hemet City of Fontana
City of Whitter County of San Benito
Off-Site Review Work Plan
4LEAF works effectively with design teams and assist Public Works, Planning, Fire, and Building Departments in the construction, rehabilitation, and repair of both public and private projects. Our experience includes checking for compliance with the structural, life- safety, accessibility, plumbing, mechanical, electrical, fire, and local codes/ ordinances.

Approach
We understand that the specific building plan review responsibilities will include, but are not limited to:

Examining plans, drawings, specifications, computations documents, soils reports, and additional data Ascertaining whether projects are in accordance with applicable building and fire codes, and City ordinances, including but not limited to Title 24 and Title 25 Performing such reviews as, structural, MEP, green building, fire and life safety, grading, and drainage Reviewing plans to ensure conformity to the required strengths, stresses, strains, loads, and stability as per the applicable laws
Reviewing plans to ensure conformity with use and occupancy classification, general building heights and areas, types of construction, fire resistance construction and protection systems, means of egress, accessibility, structural design, soils and foundations, and masonry Providing additional plan review services as requested by the City Conducting all plan review at the City Department or at a site mutually agreed upon in writing Supplying all plan review staff with all code books and other basic professional references 4LEAF Scope of Services Page 1 of 5
September 1, 2020
291
4LEAF, INC.

ENGWEERING . CONSTRUCTION MANAGEMENT
PLAN CHECK. BUILDiNG INSPECTION. PLANNING
4LEAF Plan Review QA/ QC Process for all Reviews
Task 1— Proiect Trackin Set- up
The first step of our process will be to set up the project in our system to enable 4LEAF and the City to track the progress of the review. Our plan tracking procedures are designed to track each submittal throughout the review process and maintain accurate and comprehensive records for each submittal.

Task 2- Complete Submittal Review
Upon receiving the plans from the City, 4LEAF will triage ( preliminary plan review performed by 4LEAF plan review project lead) the submittal to verify that the submittal received is complete ( i. e., all pertinent plans, calculations, reports, and other related documents) in order that we can begin our review. If the submitted package is incomplete, we will communicate with the City to discuss the documents needed to proceed.

Task 3- Plan Review Assi nment
After the triage process is performed and a complete package is verified, the project will be assigned to a qualified Plans Examiner and a turnaround time will be established. We then log each application into our database the same day the plans are received to assure that they are routed in a timely manner and to allow for daily project tracking.

Task 4- Plan Review
4LEAF will provide the project contact ( Developer, Contractor, Architect, or Engineer) desired by the City with a list of any items needing correction and clarification to comply with applicable building codes, ordinances, and regulations. A correction list will be created based on the missing codes and ordinances.

Task 5- Qualitv Control
Prior to submitting the plan review correction list to the City, the designated plan review project lead will review the correction list for adherence to applicable codes and ordinances as well as for accuracy and completeness.

After completion of our quality control review a correction list will be e- mailed to a designated staff inember at the City or as directed by the City. The correction list and a 4LEAF transmittal form will include the following information: a description of the work, type of construction, occupancy group, square footage, number of floors, and sprinkler requirements.

Task 6- Plan Review Rechecks
Plans received for rechecks will be reviewed for conformance. Our goal is to work with the designers to resolve any unresolved issues after our second review. If it appears that there are issues that might cause a project to go beyond our second review, we will communicate directly with the designer to resolve any concerns.

Task 7- Proiect Approval
Once the final plan reviews are completed and ready for approval, 4LEAF will organize the plans and supporting documents per the City processing requirements and return them to the City, along with our letter of completion.
4LEAF Scope of Services Page 2 of 5
September 1, 2020
292
4LEAF, 1[ vC.

ENGINEERING . CONSTRUCTION MANAGEMENT
PLAN CHECK. BUILDING ItJSPECTION. PLANNING
Turn- Around Times
4LEAF has a tremendous reputation for completing projects on- time and under budget. 4LEAF' s plan review team is widely recognized for quick turn- around times and prompt service. Off- site plan reviews are performed at our office, with plans transmitted by personal delivery or overnight service. The standard turn- around time is within 10 business days for residential plan reviews and within 10 days for commercial/ industrial plan reviews; however, these timeframes are negotiable based on your needs. 4LEAF also provides Fire Plan Review services. 24 Hours ( pick
Residential 10 Days < 5 Days 5 Days 5 Days 3 Days
up& delivery)
Multi- < 24 Hours( pick
10 Days < 5 Days 5 Days 5 Days 3 Days
Family up& delivery)
24 Hours( pick Commercial 10 Days < 5 Days 5 Days 5 Days 3 Days up& delivery)
Large
Z4 Hours( pick Commercial
up& delivery)
Negotiable Negotiable Negotiable Negotiable Negotiable
15, 000 s. f.

Larger complex plan reviews can be neqotiated to achieve the best possible pricing. 4LEAF has a proven track record of workinq with municipalities to provide expedited reviews with special discounted pricing.

Pick- up of all plans will be performed by 4LEAF staff within 24 hours of the City' s phone call or e- mail. 4LEAF prefers to pick- up and deliver the plans in person to communicate information that may be pertinent to the project and maintain consistent communication. At no additional cost, 4LEAF staff will transport the plans to and from the City upon a phone call to the 4LEAF office or simply e- mail for" pick- up" to pickup@4leafinc. com.

Document Control & Electronic Plan Review
When plans and documents are received for review, 4LEAF' s Plan Review Manager and Document Control Technician analyzes the project, creates a job number, and completes a Job Setup Sheet. This form highlights both jurisdiction and project specific design criteria and notes applicable contact information. Jobs are transmitted through 4LEAF' s easily accessed portal that tracks initial and subsequent reviews. The City and their customers can view 4LEAF' s plan control log through EZPIan Review Portal.

Plans then get distributed for review to a 4LEAF
team consisting of a Ptan Review Engineer or Pf01e
Architect ( a licensed state professional) and/ or " . vro, :
an ICC Certified Plans Examiner, as applicable. ``''""' Our staff then performs their function of
analyzing the plans and documentation for - -• w- - -- -•• -• - W - effective conformance to the California Codes, a
w, r
u.,, „ n _ y. „ ,
referenced construction standards, and City '' H~
amendments. Code review methodology entails „ , ,,,,,,, ,,,,., The Effective Use of the CBC" reinforced
through proprietary and jurisdictional checklists. When complete, the Plan Review Manager overviews the project for quality control purposes and forwards comments or approvals to the pre-designated contacts. 4LEAF Scope of Services Page 3 of 5
September 1, 2020
293
4LEAF, INC.

ENGNEERING . CONSTRUCTION MANAGEMENT
PLAN CHECK. BUILDING INSPECTION. PLANNING
4LEAF' s EZPIan Review
EZPIan Review is our in- house tracking software that acts as a communication tool between 4LEAF and the jurisdictions we work with. The use of EZPIan makes communication easy. This web portal allows users visualize project due dates, notes, and status updates so that projects can be followed from start to finish. Additionally, 4LEAF provides electronically stamped and uploaded copies of approved project plans, a value which saves clients time and resources. With the use of EZPIan, 4LEAF hopes to provide a level of ease and transparency during the plan review process.

Electronic Plan Review b'
4LEAF has successfully implemented and used Bluebeam for electronic review of files to help eliminate the use of paper and take the plan review workflow to a whole new level. 4LEAF' s offices are equipped with large scale monitors for easy review of plans.

Bluebeam Revu combines powerful PDF editing, markup, and collaboration a ;•`_ technology with reliable file creation.

Additional Technolo ies
Having served more than 100 jurisdictions, 4LEAF and our staff are knowledgeable and have experience working with a variety of different technologies for Electronic Plan Review, Permit Tracking, and Building Inspections. 4LEAF' s experience with tracking technologies include but are not limited to:

Pro, ect: a; eTRAK T _
sysre: rs Online PermitUng System e- PlanSoft'" Accela
Structural Onlv Review
Upon request, 4LEAF will perform " structural only" reviews for the City. 4LEAF can communicate directly with the designers via email, in- person meetings, and through our EZPIan Review system. 4LEAF prefers PDF files for structural only" reviews as they allow several Structural Engineers to review plans together should there be design- related questions. The majority of 4LEAF' s plan review engineers have a design background and work well with project designers.

Certified Access Specialist( CASp)
4LEAF has nine Certified Access Specialists on staff. We have performed CASp inspections, plan review projects, and have consulted on numerous construction projects for accessibility questions and advice.

Jerry Thome CASp- 104 09/ 14/ 2021
Mike Anderson, P. E. CASp- 328 09/ 22/ 2022
Howard Conroy, CBO CASp- 429 07/ 31/ 2021
David Rashe, CBO CASp- 213 06/ 23/ 2022
Scott Wungluck CASp- 560 04/ 29/ 2020
Brent Hipsher, CBO CASp- 422 04/ 12/ 2021
William Holl, AIA CASp- 509 12/ 6/ 2022
Peter Oliver CASp- 818 04/ 11/ 2021
Logan Ellis CASp- 629 07/ 03/ 2021
4LEAF Scope of Services Page 4 of 5
September 1, 2020
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4LEAF, INC.
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Inspection Services
4LEAF inaintains the largest database of qualified inspectors of varied qualifications. Inspectors vary from current full-time inspection staff, idle staff ( temporarily between assignments), and pre- qualified staff which include inspectors who are available subject to client demand. 4LEAF' s inspectors are all ICC Certified and experienced working within a municipal work environment. 4LEAF will provide inspectors with all the necessary tools, equipment, and current code books sufficient to facilitate all required inspections. 4LEAF can provide interim or full-time inspectors same- day or within one business day. Simply call, email, or text our assigned Project Manager for an immediate response.

We maintain an on- call database for as- needed requests with our clients. 4LEAF utilizes this service for more than 140 municipalities. Below is a snapshot of our database.

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Inspection Options
Periodic Inspection Services Available Next Day
4LEAF can fulfill inspection requests immediately upon request including same day. 4LEAF has a wealth of local and availabte inspectors ready to serve the City. In addition, 4LEAF has a proven track record of providing such services to a number of different building departments.

Part- Time Inspection Services Available Next Day
4LEAF will provide the City with part-time inspectors upon request. 4LEAF can provide part-time staff within 24 hours of request for any duration of time. 4LEAF' s Project Manager will work closely with the department to identify the right personnel and determine the appropriate work schedule.

Full- Time lnspection Services Available Two Days or Less 4LEAF can provide full- time inspectors upon request. 4LEAF provides this service regularly to many clients throughout Northern California, Central Coast, Sacramento Valley, Peninsula/ South Bay, East Bay, North Bay, and Central Valley.

Projed Specific Inspection Services Available Two Days or Less 4LEAF is often tasked with providing inspection services to large projects on behalf of municipalities. 4LEAF currently handles large- scale projects for such clients as the City of Palo Alto, City of Cupertino, etc. These projects are developer funded into a separate City account which is distributed to 4LEAF using a separate invoice and contract number. This is particularly helpful to fast paced projects looking for continuous inspection services over a short period of time ( i. e. 6— 36 Months). 4LEAF Scope of Services Page 5 of 5
September 1, 2020
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4LEAF, INc.

ENGINEERING . CONSTRUCTION MANAGEMENT
PL4N CHECK. BUILDING INSPECTION. PLANNING
2022 FEE SCHEDULE & BA515 OF CHARGES
For the City of Lathrop
All Rates are Subject to Basis of Charges
Inspection Services
Senior Combination Building Inspector( BIII) ..........................................................$ 130/ hour Commercial Building Inspector( BII)........................................................................$ 118/ hour Residential Buildinglnspector( BI) ..........................................................................$ 106/ hour Inspectorof Record ( including DSAorOSHPD).............................................................$ 158/ hour Public Works Inspector............................................................................................$ 163/ hour CASpInspection.............................................................................................................$ 170/ hour FireInspection...............................................................................................................$ 155/ hour Hourly overtime charge per inspector.................................................................... 1. 5 x hourly rate Mileage ( for inspections performed withinthe City)............................................. IRS Rate+ 20%

BASIS OF CHARGES
Rates are inclusive of" tools of the trade" such as forms, telephones, and consumables.

All invoicing will be submitted monthly.

Inspection services work is subject to 4- hour minimum charges unless stated otherwise. 4LEAF assumes that these rates reflect the task order period of June 2022 to December 2022.

Overtime and Premium time will be charged as follows:

Regular time( work begun after 5AM or before 4PMJ 1 x hourly rate Nighttime( work begun after 4PM or before SAMJ 1. 125 x hourly rate Overtime( over 8- hour M- F or Saturdays) 1. 5 x hour/ y rate Overtime( over 8 hours Sat or 15T 8- hour SunJ 2 x hourly rate Overtime( over 8 hours Sun or Holidays) 3 x hourly rate Overtime will only be billed with prior authorization of designated Authority personnel.

All work with less than 8 hours rest between shifts will be charged the appropriate overtime rate.

In accordance with California' s Meal Break and Rest Break Law requirements, Client will be billed one ( 1) additional hour per day at the regular time rate for each missed meal or rest break due to Client- directed tasks or requirements. Client should allow 4LEAF' s non- exempt, hourly employees the opportunity to take their entitled rest and meal breaks during each work shift.

If 4LEAF is requested or otherwise required to conform to Client' s alternative work week schedule AWW"), Client hereby agrees to compensate or reimburse 4LEAF for all overtime paid to its employees who work an AWW.

City of Lathrop Page 1 of 2
Fee Schedule- Inspection Services June 2022
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4LEAF; 1 rvc.

ENGINEERING . CONSTRUCTION MANAGEMENT
PLAN CHEGK. BUILpING WSPECTION. PLANNING
I 4LEAF s a ected emp oyment group approves an AWW e ection and the same is registered, the overtime compensation/ reimbursement shall not be required.

Mileage driven during Inspections will be charged at cost plus 20%.

Payment due on receipt. All payments over 30 days will be assessed a 1. 5% interest charge.

Client shall pay attorneys' fees, or other costs incurred in collecting delinquent amounts.

Client agrees that 4LEAF' s liability will be limited to the value of services provided.

City of Lathrop Page 2 of 2
Fee Schedule- Inspection Services June 2022
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ITEM 4. 13

CITY MANAGER' S REPORT
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
ITEM: APPROVAL OF PARCEL MAP 22- 03 AND

SUBDIVISION IMPROVEMENT AGREEMENT FOR THE
MAVERIK PRO] ECT LOCATED IN THE NORTH

CROSSROADS BUSINESS CENTER
RECOMMENDATION: Adopt Resolution Approving Parcel Map 22- 03 and Subdivision Improvement Agreement for the
Maverik Project Located in the North Crossroads
Business Center with Reynolds & Brown
SUMMARY:

The proposed Parcel Map 22- 03 ( PM 22- 03) will subdivide a portion of the designated remainder created with Parcel Map 20- 02, approved in March 2021, to create a parcel for the Maverik Project. Maverik will be located on E. Louise Avenue just east of McDonalds and will include an approximate 5, 950 square foot convenience store, both gasoline and diesel fuel canopies, and a fresh food restaurant. A vicinity map is included as Attachment B".

Staff recommends that City Council approve the proposed Parcel Map 22- 03 and a Subdivision Improvement Agreement ( SIA) with ASP/ RWM Properties, LLC, R& B Louise, LLC and R& B Delta, LLC (" Reynolds & Brown"), included as Attachment C".

BACKGROUND:

On May 30, 2018, the Planning Commission adopted Resolution No. 18- 13 and Resolution No. 18- 14, adopting the Initial Study/ Mitigated Negative Declaration and approving Site Plan Review No. SPR- 18- 17, for the North Crossroads Business Center Project, respectively. On June 11, 2018, City Council adopted Resolution No. 18- 4413, approving Tentative Parcel Map No. TPM- 18- 18 ( TPM) for the North Crossroads Business Center project. The plans and Consolidated Conditions of Approval ( COA) associated with TPM- 18- 18 were approved on May 30, 2018. On March 8, 2021, City Council approved Parcel Map 20- 02 for the subdivision of the North Crossroads Business Center project, totaling five ( 5) lots. The land for the proposed PM 22- 03 is within the geographic boundaries of the TPM.

As required by the City' s Subdivision Ordinance, the Parcel Map approval must include approval of an SIA to guarantee specific off-site and on- site improvements associated with the Parcel Map. The SIA requires Reynolds & Brown to deposit cash to the City as contribution to the future landscape and lighting improvements within the median and parkway strips as part of the Capital Improvement Project ( CIP) GG 21- 15 and as reimbursement for the construction of pavement improvements completed by the City as part of the CIP PS 18- 01.
299
CITY MANAGER' S REPORT PAGE 2
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
APPROVAL OF PARCEL MAP 22- 03 AND SUBDIVISION IMPROVEMENT

AGREEMENT FOR THE MAVERIK PROJECT LOCATED IN THE NORTH

CROSSROADS BUSINESS CENTER
Pursuant to the SIA requirements, Maverik will complete the offsite improvements and provide the performance and labor & materials bonds as the land lessee with Encroachment Permit No. 2021- 61 ( EP).

The City has completed the construction of a CIP 18- 01 to reconstruct the failing pavement on E. Louise Avenue between Harlan Road and Howland Road. Some of the improvements that are the responsibility of Reynolds & Brown are located in the same area as CIP 18- 01 and therefore were constructed with the City project.

Pursuant to the SIA requirements, Reynolds & Brown will deposit or cause to be deposited $ 167, 243. 86 in escrow to reimburse the City for the construction of a portion of the improvements. The improvements include the construction of the medians, curb and gutter, pavement, traffic signal modifications, curb ramps, signing and striping.

The City will complete the median and parkway strip landscaping and the streetlights as part of a larger project for the E. Louise Avenue corridor with CIP GG 21- 15 to maintain aesthetic consistency. Therefore, Reynolds & Brown will also deposit or cause to be deposited $ 90, 068. 38 into escrow to be released to the City for their fair share of these additional improvements.

Maverik, as Reynolds & Brown' s ground lessee, has obtained an approved Encroachment Permit No. 2021- 61 from the City to guarantee construction of the improvements related to the PM 22- 03, including deceleration lanes, a traffic signal at Bizzibe Street, curb ramps, curb and gutter and pavement.

Reynolds & Brown has executed Deferred Frontage Improvement Agreement ( DFIA) 22- 01 and will record the DFIA in escrow to guarantee Reynolds & Brown' s contribution to 50% of the cost of undergrounding the overhead utilities on the north side of E. Louise Avenue at a later date.

Reynolds & Brown has guaranteed completion of all public improvements on proposed PM 22- 03 in accordance with the provisions of the SIA, as identified on the approved improvement plans, and has completed or guaranteed completion of all required documents and payment of all fees in accordance with the applicable COA.

Staff has confirmed that PM 22- 03 is substantially the same as it appeared on the TPM, is technically correct, and complies with the Subdivision Map Act and Lathrop Municipal Code Chapter 16. Staff has determined that the funding of a Community Facilities District ( CFD) by Reynolds & Brown will not be required prior to the approval of the Parcel Map as this property previously established and funded an assessment district for street maintenance.
300
CITY MANAGER' S REPORT PAGE 3
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
APPROVAL OF PARCEL MAP 22- 03 AND SUBDIVISION IMPROVEMENT

AGREEMENT FOR THE MAVERIK PROJECT LOCATED IN THE NORTH

CROSSROADS BUSINESS CENTER
Table 1 below summarizes the payments and bonds associated with PM 22- 03 that will be deposited to escrow and provided to the City upon recordation of PM 22- 03.

Table 1 — Pa ments and Bonds
Item Amount
CIP PS 18- 01 Reimbursement Pavement 167, 243. 86
CIP GG 21- 15 Contribution Landsca e & Li htin 90, 068. 38 Cit Water Ca acit Fees 40, 284. 12
Cit Wastewater Ca acit Fees 140, 051. 25
Cit Administration Fee 5, 410. 06
Performance Bond 1, 204, 080
Labor & Materials Bond 602, 040
Reynolds & Brown and the City have approved joint escrow instructions, included as Attachment" E", to memorialize all payments and required documents associated with the Parcel Map.

Table 2 below summarizes all of the documents and fees associated with Parcel Map 22- 03:

Table 2 — Documents and Fees
Documents Status

1. Proposed Parcel Map 22- 03
Council approval
with this item

2. Subdivision Improvement Agreement
Council approval
with this item

3. Geotechnical Report Completed

4. Cash Deposits
To be funded in
escrow

5. Purchase and allocation of water and sewer to the new To be funded in Parcel escrow

6. Submitted Certificate of Insurance Received

7. Joint Escrow Instructions for Recordation of proposed Received Parcel Map 22- 03

8. Submitted Tax Letter, Guarantee of Title Received

9. Deferred Frontage Improvement Agreement ( DFIA) 22-
Received
01 10. Encroachment Permit 2021- 61 Approved
301
CITY MANAGER' S REPORT PAGE 4
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
APPROVAL OF PARCEL MAP 22- 03 AND SUBDIVISION IMPROVEMENT AGREEMENT FOR THE MAVERIK PRO7ECT LOCATED IN THE NORTH

CROSSROADS BUSINESS CENTER
Plans Status

1. Traffic Signal ( E. Louise Avenue & Bizzibe Street) Approved

2. Offsite Improvement Approved
Fees/ Guarantees Status

1. Parcel Ma Plan Check Paid

2. Improvement Plans- Plan Check and Ins ection Fees Paid

3. Performance / Labor & Materials Bonds To be provided in escrow
REASON FOR RECOMMENDATION:

Reynolds & Brown has furnished the City with the necessary documents to complete the processing of the proposed Parcel Map and all required fees, as detailed more fully above and in the attached Resolution. The North Crossroads Business Center proposed Parcel Map conforms to the requirements of the Subdivision Map Act and Conditions of Approval.

FISCAL IMPACT:

There is no fiscal impact to the City by this action. City costs are covered by development fees.

ATTACH M ENTS:

A. Resolution Approving Parcel Map 22- 03 and Subdivision Improvement Agreement for the Maverik Project Located in the North Crossroads Business Center with Reynolds & Brown
B. Vicinity Map for PM 22- 03
C. Subdivision Improvement Agreement Between the City of Lathrop and ASP/ RWM Properties / R& B Louise, LLC / R& B Delta, LLC North Crossroads Business Center, Parcel Map 22- 03
D. Parcel Map 22- 03
E. Joint Escrow Instructions for Recordation of Parcel Map 22- 03 ( Maverik), including;
o Deferred Frontage Improvement Agreement Number 22- 01 for E. Louise Avenue, included as B4 of the Joint Escrow Instructions o One original performance bond in the amount of $ 1, 204, 080 in the form approved by the City ( provided by Maverik to Escrow) o One original labor & material bond in the amount of $ 602, 040 in the form approved by the City ( provided by Maverik to Escrow) 302
CITY MANAGER' S REPORT PAGE 5
MAY 16, 2022 CITY COUNCIL SPECIAL MEETING
APPROVAL OF PARCEL MAP 22- 03 AND SUBDIVISION IMPROVEMENT AGREEMENT FOR THE MAVERIK PRO7ECT LOCATED IN THE NORTH

CROSSROADS BUSINESS CENTER
APPROVALS:
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Bra aylor Date
Land Development Manager
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Mic I King Date
Director of Public Works
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Glenn Gebhardt Date
City Engineer
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Financ ector
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Salvador Navarrete Date
City Attorney
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Stephen J. Salvatore Date
City Manager
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RESOLUTION NO. 22-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF LATHROP APPROVING PARCEL MAP 22- 03 AND SUBDIVISION IMPROVEMENT

AGREEMENT FOR THE MAVERIK PROJECT LOCATED IN THE NORTH

CROSSROADS BUSINESS CENTER WITH REYNOLDS & BROWN
WHEREAS, on May 30, 2018, City of Lathrop Planning Commission adopted Resolution No. 18- 13, and Resolution No. 18- 14 adopting the Initial Study/ Mitigated Negative Declaration and approving Site Plan Review No. SPR- 18- 17 for the North Crossroads Business Center Project, respectively; and
WHEREAS, on June 11, 2018, City Council adopted Resolution No. 18- 4413 approving Tentative Parcel Map No. TPM- 18- 18 ( TPM) for the North Crossroads Business Center project. The plans and Consolidated Conditions of Approval ( COA) associated with TPM- 18- 18 were approved on May 30, 2018; and WHEREAS, on March 8 2021, City Council approved Parcel Map 20- 02 for the subdivision of the North Crossroads Business Center project, totaling five ( 5) lots.

The land for the proposed Parcel Map 22- 03 ( PM 22- 03) is within the geographic boundaries of the TPM and Parcel Map 20- 02; and
WHEREAS, as required by the City' s Subdivision Ordinance, approval of the PM 22- 03 must also involve approval of a Subdivision Improvement Agreement, included as Attachment C" to the City Manager' s Report to guarantee certain off-site and on- site improvements associated with the PM 22- 03; and WHEREAS, the SIA requires Reynolds & Brown to deposit cash to the City as contribution to the future landscape and lighting improvements within the median and parkway strips as part of the Capital Improvement Project ( CIP) GG 21- 15 and as reimbursement for the construction of pavement improvements completed by the City as part of the CIP PS 18- 01; and
WHEREAS, pursuant to the SIA requirements, Maverik will complete the offsite improvements and provide the performance and labor & materials bonds as the land lessee with Encroachment Permit No. 2021- 61 ( EP); and WHEREAS, the City has completed the construction of a CIP 18- 01 to reconstruct the failing pavement on E. Louise Avenue between Harlan Road and Howland Road. Some of the improvements that are the responsibility of Reynolds & Brown are located in the same area as CIP 18- 01 and therefore were constructed with the City project; and
WHEREAS, pursuant to the SIA requirements, Reynolds & Brown will deposit or cause to be deposited $ 167, 243. 86 in escrow to reimburse the City for the construction of a portion of the improvements; and
304
WHEREAS, the improvements include the construction of the medians, curb and gutter, pavement, traffic signal modifications, curb ramps, signing and striping; and
WHEREAS, the City will complete the median and parkway strip landscaping and the streetlights as part of a larger project for the E. Louise Avenue corridor with CIP GG 21- 15 to maintain aesthetic consistency. Therefore, Reynolds & Brown will also deposit or cause to be deposited $ 90, 068. 38 into escrow to be released to the City for their fair share of these additional improvements; and WHEREAS, Maverik, as Reynolds & Brown' s ground lessee, has obtained an approved Encroachment Permit No. 2021- 61 from the City to guarantee construction of the improvements related to the PM 22- 03, including deceleration lanes, a traffic signal at Bizzibe Street, curb ramps, curb and gutter and pavement; and WHEREAS, Reynolds & Brown has executed DFIA 22- 01 and will record the DFIA in escrow to guarantee Reynolds & Brown' s contribution to 50% of the cost of undergrounding the overhead utilities on the north side of E. Louise Avenue at a later date; and
WHEREAS, Reynolds & Brown has guaranteed completion of all public improvements on PM 22- 03, in accordance with the provisions of the SIA, as identified on the approved improvement plans, and has completed or guaranteed completion of all required documents and payment of all fees in accordance with the applicable COA; and
WHEREAS, upon City acceptance of the improvements to be constructed by Reynolds & Brown as complete, a one- year warranty bond will be required to secure Reynolds & Brown' s obligation to repair construction defects encountered during the one- year warranty bond period; and
WHEREAS, staff has confirmed that Parcel Map 22- 03 is substantially the same as it appeared on the TPM, is technically correct, and complies with the Subdivision Map Act and Lathrop Municipal Code Chapter 16; and WHEREAS, staff has determined that the funding of a Community Facilities District ( CFD) by Reynolds & Brown will not be required prior to the approval of the Parcel Map as this property previously established and funded an assessment district for street maintenance; and
WHEREAS, Reynolds & Brown and the City have approved joint escrow instructions included as Attachment D" to the City Manager' s Report to memorialize all payments and required documents associated with the SIA. 305
NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of Lathrop that approved and accepts the following actions:

1. Parcel Map 22- 03 and is hereby approved as submitted for recordation with the San Joaquin County Assessor/ Recorder/ County Clerk Office. The recorded executed copy will be filed with the City Clerk.

2. The City Manager, or their designee, is authorized to execute a Subdivision Improvement Agreement with ASP/ RWM Properties, LLC, R& B Louise, LLC and R& B Delta, LLC in substantially the form as attached to the May 16, 2022 staff report, the file executed copy will be filed with the City Clerk. 306
The foregoing resolution was passed and adopted this 16th day of May 2022, by the following vote of the City Council, to wit:

AYES:

NOES:

ABSTAIN:

ABSENT:

Sonny Dhaliwal, Mayor
ATTEST: APPROV AS TO FORM:

Teresa Vargas Salvador Navarrete
City Clerk City Attorney
307

ATTACHMENT B
Vicinity Map for North Crossroads Business Center
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ATTACHMENT C

CITY OF LATHROP

SUBDIVISION IMPROVEMENT AGREEMENT

ASP/ RWM PROPERTIES/ R& B LOUISE, LLC/ R& B DELTA, LLC

NORTH CROSSROADS BUSINESS CENTER
PARCEL MAP 22- 03
This Subdivision Improvement Agreement(" Agreement") is made and entered into this Eleventh ( 16rh) day of May, 2022 (" Effective Date"), by and between the CTTY OF LATHROP, a municipal corporation of the State of California (" CITY") and ASP/ RWM Properties, LLC, R& B Louise, LLC and R& B Delta, LLC, as tenants- in- common collectively, " SUBDIVIDER"). The CITY and SUBDIVIDER may each hereinafter be referred to as a" Party" or collectively, as the " Parties."

RECITALS
A. On May 30, 2018, City of Lathrop Planning Commission adopted Resolution # 18- 13 and Resolution # 18- 14 adopting the Initial Study/Mitigated Negative Declaration and approving Site Plan Review No. SPR- 18- 17 for the North Crossroads Business Center Project, respectively. On June 11, 2018, City of Lathrop City Council adopted Resolution # 18- 4413 approving Tentative Parcel Map No. TPM- 18- 18 (" TPM") for the North Crossroads Business Center Project. The plans and Consolidated Conditions of Approval associated with TPM- 18- 18 were approved on May 30, 2018.

B. Parcel Map 22- 03 (" Parcel Map"), containing one ( 1) commerciallot ( the Property") is in substantial compliance with the TPM and is attached hereto as Exhibit A to this Agreement and hereby incorporated herein by this reference. 309
C. SUBDIVIDER is the record owner of all land within the boundaries shown on the Parcel Map, and therefore is responsible for compliance with all conditions of approval attached to the TPM, including, without limitation, the construction of specified Improvements ( as that term is defined below) as described more fully herein.

D. Pursuant to Division 2 of Title 7 of the Government Code of the State of California and CITY' s Subdivision Regulations ( Ciry of Lathrop, Code of Ordinances, Chapter 16), SUBDIVIDER is required to make certain offers of dedication and to construct certain Improvements required under the Conditions of Approval on the TPM collectively, " COAs") and as identified in the Parcel Map and this Agreement. For purposes of this Agreement, the term " Improvements" shall collectively mean all public and private improvements required under the COAs and as expressly set forth in this Agreement that will provide services and access to lots within the Parcel Map and the term Improvement Plans" shall collectively refer to the Improvement Plans approved by CITY.

E. CTTY has completed some of the Improvements with a Capital Improvement Project (" CIP Improvements") and SUBDIVIDER will deposit or cause to be deposited to CITY, in escrow and prior to SUBDIVIDER' s recordation of Parcel Map, cash in the amount of$ 167, 241. 95 as payment for such offsite improvements.

F. SUBDNIDER will obtain or cause to be obtained an Encroachment Permit EP") to guarantee and construct certain improvements that have not yet been constructed with the CIl' Improvements (" EP Improvements"), including but not limited to sidewalk, curb and gutter, paving, deceleration lanes, traffic signal improvements, and landscaping.

SUBDIVIDER shall deposit or cause to be deposited to CITY, in escrow and prior to 310
SUBDIVIDER' s recordation of the Parcel Map, cash or bond in the amount of$ 1, 003, 400 as performance security and $ 501, 700 as labor and materials security to guarantee the EP Improvements as detailed in Exhibit " D". Upon completion and acceptance of the EP Improvements, the performance security will be returned to the party that provided the security. The EP Improvements shall be completed prior to the expiration date of this Agreement. If SUBDIVIDER does not construct the EP Improvements prior to the expiration of this Agreement, CITY intends to construct the EP Improvements and use the guarantee posted by SUBDIVIDER as a condition of the EP to reimburse CITY for the cost of CITY constructing the EP Improvements.

G. SUBDIVIDER will enter into a Defen- ed Frontage Improvement Agreement ( DFIA 22- 01) with CITY providing for SUBDIVIDER ( or the then- current owner( s) of the applicable Subdivider Property ( as defined below)) to pay its share of the reasonable cost of undergrounding the overhead power and telephone utility lines on the north side of E. Louise Avenue immediately across from SUBDIVIDER Property in the future when these overhead lines are placed underground.

H. CTTY will install the median and parkway strip landscape and streetlight improvements as part of a larger City project (" Landscape Improvements").

SUBDIVIDER will deposit or cause to be deposited to CITY, in escrow and prior to SUBDIVIDER' s recordation of Parcel Map, cash in the amount of$ 90,068. 38 as payment for the Landscape Improvements as detailed in Exhibit " E". 311

AGREEMENT
NOW, THEREFORE, in consideration of CITY' S pending ( 1) approval of the Parcel Map on May 16, 2022 and subsequent recordation; ( 2) receipt of the cash deposit for the CIP Improvements and Landscape Improvements; ( 3) issuance of an encroachment permit for and construction of the EP Improvements; ( 4) receipt of one fully executed and recorded DFIA 22- 01; and ( 5) approval and acceptance of the EP Improvements, to be constructed or caused to be constructed by SUBDIVIDER in accordance with the terms of this Agreement and all applicable laws and regulations, the parties hereto mutually covenant and agree as follows:

1. SUBDIVIDER shall construct or cause to be constructed at its sole cost and expense the EP Improvements as specified and in accordance with the provisions of this Agreement. All EP Improvements shall be constructed to the reasonable satisfaction and approval of the City Engineer, in a good and workmanlike manner in accordance with the approved Improvement Plans and specifications, the applicable improvement standards and specifications of the CITY' S Department of Public Works, the applicable Ordinances of the City Lathrop, and the applicable provisions of the California Subdivision Map Act.

2. This Agreement expires on May 16, 2023 subject to any extension( s) provided for herein and as otherwise expressly provided for in this Agreement.

SUBDIVIDER shall complete or cause to be completed and CITY shall have accepted all EP Improvements by May l6, 2023. Provided, however, that said deadline shall be extended for twenty-four ( 24) months upon SUBDIVIDER' s request to CITY, supported by reasonable documentation that it is using commercially reasonable efforts to complete same and have said Improvements accepted by CITY.
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3. The parties acknowledge and agree that SUBDIVIDER is removing any existing well sites as may be required in accordance with applicable laws and regulations, including those required by the County Environmental Health Department. The parties further acknowledge and agree that SUBDIVIDER is conveying any and all groundwater rights associated therewith to CTTY via the Parcel Map.

4. CITY has completed some of the Improvements with a Capital Lnprovement Project (" CIP Improvements") and SUBDIVIDER will deposit or cause to be deposited to CITY, in escrow and prior to SUBDIVIDER' s recordation of Parcel Map, cash in the amount of$ 167, 241. 95 as payment for such offsite improvements, as detailed in Exhibit " B".

5. SUBDIVIDER shall obtain or cause to be obtained an Encroachment Permit to guarantee and construct EP Improvements that have not been constructed as part of the CIP Improvements, including but not limited to, sidewalk, curb and gutter, paving, deceleration lanes, traffic signal improvements, and landscaping. SUBDIVIDER shall deposit or cause to be deposited to CITY, in escrow and prior to SUBDIVIDER' s recordation of the Parcel Map, cash or bond in the amount of$ 1, 003, 400 as performance security and $ 501, 700 as labor and materials security to guarantee the EP Improvements as detailed in Exhibit " D". Upon completion and acceptance of the EP Improvements, the performance security will be returned to the party that provided the security. The EP Improvements shall be completed prior to the expiration date of this Agreement and the EP expiration date will reflect this condition. If SUBDIVIDER does not complete construction of the EP Improvements prior to the expiration date of this Agreement, as such date may be extended as stated in Section 2 of this agreement, CITY intends to ( following notice to 313
SUBDIVIDER) construct that portion of the EP Improvements which have not been completed and use the guarantee posted by SUBDIVIDER as a condition of the EP to reimburse CITY for the cost of constructing the EP Improvements. Any excess amount of the guarantee posted by SUBDIVIDER which is unused by CITY shall be returned to SUBDIVIDER.

6. CITY will install the median and parkway strip landscape and streetlight improvements as part of a larger City project (" Landscape Improvements").

SUBDIVIDER will deposit or cause to be deposited to CITY, in escrow and prior to SUBDIVIDER' s recordation of Parcel Map, cash in the amount of$ 90,068. 38 as payment for the Landscape Improvements as detailed in Exhibit "E".

7. SUBDIVIDER is responsible to pay one half the cost of undergrounding all overhead electric, phone and cable TV lines along either side of Louise along the project frontage. This requirement can be funded prior to final map approval, or can be deferred with a Deferred Frontage Improvement Agreenlent prior to final map approval to provide for payment of their( or their successors' and assigns') share of this cost in the future when these overhead lines are placed underground. SUBDIVIDER will enter into a Deferred Frontage Improvement Agreement ( DFIA 22- 01) to defer contribution to these improvements.

8. SUBDIVIDER shall not be required to furnish and deliver a Maintenance and Warranty security to CITY under this Agreement as the Maintenance and Warranty security will be provided as a condition of the EP.
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9. SUBDIVIDER shall, prior to Building Permit issuance for each building, prepare or cause to be prepared a potable water supply and distribution plan to determine the necessary potable water infrastructure for that development including the potable distribution lines, meter locations and fire lines. The plan shall include all necessary private easements and maintenance agreements for all lines that cross another parcel.

10. SUBDIVIDER shall deposit or cause to be deposited cash to CITY for the purchase of water in the amount of $40, 284. 12 {( 3. 165 acres) x ( 860 gallon per day per acre) x ($ 14. 80 per gallon per day)} prior to recordation of the Parcel Map. SUBDIVIDER shall allocate or cause to be allocated to the proposed parcels adequate potable water to serve the subdivision prior to approval of the Parcel Map.

11. SUBDIVIDER shall, prior to Building Permit issuance, prepare, for review and approval by Public Works, a wastewater collection system plan to determine the necessary wastewater infrastructure for that development including the collection and conveyance system and all private pump stations on the Property. The plan shall include all necessary private easements and maintenance agreements for all lines that cross another parcel.

2. SUBDIVIDER shall deposit cash to CITY for the purchase of wastewater collection, treatment, storage and disposal capacity in the amount of$ 140, 051. 25 {( 3. 165 acres) x ( 590 gallons per day per acre) x ($ 75 per gallon per day)} prior to recordation of the Parcel Map.

13. Prior to parcel map approval, the SUBDIVIDER shall prepare, for review and approval by Public Works, a storm drain plan to determine the necessary storm drain infrastructure for that development, including collection and conveyance systems, storage 315
basins and connection to the Crossroads Storm Drainage System. SUBDIVIDER shall pay the required connection fee to that storm drainage system prior to making connection for any existing Parcels and prior to issuance of a building permit for any new Parcels. The plan shall include all necessary private easements and maintenance agreements for all lines that cross another parcel. The on- site storm drainage detention basin shall be private.

14. Prior to the date of this Agreement, SUBDIVIDER has executed a maintenance agreement for all onsite storm water quality treatment devices, swales and/ or ponds.

15. Neither CITY nor any of its officers, employees or agents shall be liable to SUBDIVIDER, and/ or SUBDIVIDER' S agents, contractors or subcontractors for any error or omission arising out of or in connection with any work to be performed under this Agreement on property other than the Property owned by SUBDIVIDER ( and its successors and assigns) ( the " Subdivider Property").

16. Neither CITY nor any of its officers, employees or agents shall be liable to SUBDIVIDER or to any person, entity, or organization, for any injury or damage that may result to any person or property from the subdivision of all or any part of the Property.

17. SUBDIVIDER hereby agrees to, and shall hold CITY, its elective and appointive boards, commissions, officers, agents and employees ( collectively, the Indemnitees"), harmless from any liability for damage or claims which arises from SUBDIVIDER and/ or SUBDIVIDER' S contractors, subcontractors, agents, lessees, or employees' operations under this Agreement, whether such operations be by SUBDIVIDER or by any of SUBDIVIDER' S contractors, subcontractors, lessees, or by any one or more persons directly or indirectly employed by, or acting as agent for, 316
SUBDIVIDER or any of SUBDIVIDER' S contractors ar subcontractors. SUBDIVIDER shall, at its own cost and expense, defend any and all actions, suits, or legal proceedings of any type that maybe brought or instituted against CITY and the Indemnitees on any claim or demand, of any nature whatsoever, and pay or satisfy any judgment that may be rendered against CTTY and the Indemnitees in any such action, suit or legal proceedings, resulting from or alleged to have resulted from SUBDIVIDER performance or non-performance of its duties and obligations under this Agreement, or from the negligent act or omission of itself, its agents, contractors, representatives, servants or employees, except in the event and to the extent said claims resulted from the active negligence or willful misconduct of CITY andlor the Indemnitees. The promises and agreement to indemnify and hold harmless set forth in this Paragraph 17 are not conditioned or dependent on whether or not any Indemnitee has prepared, supplied or approved any plan or specification in connection with this work or subdivision, whether or not any such Indemnitee has insurance or indemnification covering any of these matters. CITY does not, and shall not, waive any rights against SUBDIVIDER which it may have by reason of the aforesaid hold harmless agreement, because of the acceptance by CITY of any deposit with CITY by SUBDIVIDER. The aforesaid hold harmless agreement by SUBDIVIDER shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of the aforesaid operations referred to in this Paragraph 17, regardless of whether or not CITY has prepared, supplied or approved of, plans and/ or specifications for the subdivision.
317

18. Neither SUBDIVIDER nor any of SUBDNIDER' S agents, contractors, lessees or subcontractors are, or shall be, considered to be agents of CITY in connection with the performance of SUBDIVIDER' S obligations under this Agreement. Neither CITY nor any of CITY' s agents, contractors, lessees or subcontractors are, or shall be, considered to be agents of SUBDIVIDER in connection with the performance of any work contemplated under this Agreement.

19. SUBDIVIDER shall not assign this AgreemenC without the prior written consent of CITY, which such consent shall not be unreasonably delayed, conditioned or denied, except that this Agreement may be assigned to any purchaser or transferee of an interest in all or a part of the SUBDIVIDER Property without the need for CITY consent.

If such consent is given, or not required, the terms of this Agreement shall apply to and bind the heirs, successors, executors, administrators and assignees of SUBDIVIDER, and any heirs, successors, executors, administrators and assignees of SUBDIVIDER shall be jointly and severally liable hereunder unless SUBDIVIDER and its assignee have executed an Assignment and Assumption Agreement in which case SUBDIVIDER shall be released from all of its obligations hereunder so assigned to the assignee. Notwithstanding anything to the contrary in the foregoing, SUBDIVIDER shall be permitted to assign its rights and obligations under this Agreement to any " Affiliate", which is defined to mean an entity or person that is directly or indirectly Controlling, Controlled by, or under common Control of SUBDIVIDER. The term " Control" as used herein, shall mean the power to direct the day-to-day management of SUBDIVIDER, and it shall be a presumption that Control with respect to a corporation or limited liability company is the right to exercise, directly or indirectly, mare than fifry percent ( 50%) of the voting rights attributable to the Controlled 318
corporation or limited liability company, and, with respect to any individual, partnership, trust, other entity or association, Control is the possession, indirectly or directly, of the power to direct or cause the direction of the day- to- day management of the controlled entity. Notwithstanding anything contained herein to the contrary, SUBDNIDER may assign certain duties and obligations under this Agreement to Maverik, Inc., a Utah corporation (" Maverik"), the intended ground lessee of the future parcel 2 under Parcel Map 22- 03 without the CTTY' s consent; provided, however, that Maverik expressly assumes in writing those duties and responsibilities assigned hereunder for the benefit of the CITY under an Assignment and Assumption Agreement and SUBDIVIDER provides a
copy thereof to the CITY. SUBDNIDER shall notify CITY upon any assignment of obligations or duties to Maverik.

20. Each Party shall, at its expense, require or cause to require all its contractors and sub- contractors to obtain and maintain all necessary permits and licenses for construction of the DFIA Improvements and EP Improve nents, and commercially reasonable insurance. Prior to the commencement of said Improvement construction, the General Contractor/ subcontractors shall obtain a City of Lathrop Business License.

SUBDNIDER and CITY, as applicable, shall comply with all applicable local, state and federal laws applicable to this Agreement whether or not said laws are expressly stated in this Agreement.

21. This Agreement, the DFIA and the Exhibits attached hereto comprise the entire understanding and agreement between the parties regarding the subject matter of this Agreement.
319
The Recitals are incorporated into this Agreement by this reference, as if fully set forth herein.

22. Notices. For purposes of this Agreement, " notice" means any notice, demand, request, or other communication to be provided under this Agreement. All notices shall be in writing and shall be sent to the below addresses or at such other addresses as either Party may later specify for that purpose. All notices required or permitted under this Agreement shall be personally delivered or sent by registered or certified mail, return receipt requested, postage prepaid, or by a nationally recognized overnight courier, such as FedEx or UPS, with charges prepaid for next business day delivery, addressed to the Parties as follows:

If to CITY: City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Attn: City Clerk
Email: website__cco@ci. lathrop. ca. us
With a
copy: City of Lathrop
390 Towne Centre Drive
Lathrop, CA 95330
Attn: Salvadar Navarrete, City Attorney
Email: website_ cao@ci. lathrop. ca. us
If to SUBDIVIDER: Reynolds & Brown
1200 Concord Avenue, Suite 200
Concord, CA 94520
Attn: Dana Parr
Email: danap@reynolds ndbrown. com
The date of any notice shall be the date of receipt, provided that, rejection or other refusal to accept or the inability to deliver because of a change in address of which no notice was given shall be deemed to constitute receipt of the notice sent. Either Party may change its address for notice by giving notice to the other Party in accordance with this Paragraph 22. 320

23. The following miscellaneous provisions are applicable to this Agreement:
a. Controlling Law. The Parties agree that this Agreement shall be governed and construed by and in accordance with the laws of the State of California. b. Definitions. The definitions and terms are as defined in this Agreement.
c. Exhibits. The following exhibits are attached to this Agreement and are incorporated to this Agreement by this reference:

EXHIBIT A: DRAFT PARCEL MAP No. 22- 03
EXHIBIT B: CITY CAPITAL IMPROVEMENT PROJECT

REIMBURSEMENT
EXHIBIT C: CITY INSURANCE REQUIREMENTS
EXHIBIT D: ENGINEER' S OPINION OF PROBABLE COST,

KIMLEY HORN, ENGINEER' S OFF- SITE

OPINION OF PROBABLE COST
EXHIBIT E: ENGINEER' S OPINION OF PROBABLE COST,

KIER & WRIGHT CIVIL ENGINEERS &

SURVEYORS, LANDSCAPE IMPROVEMENTS
d. Force Majeure. Neither Party shall be deemed to be in default on account of any delay or failure to perform its obligations under this Agreement, and all performance and other dates specified in this Agreement shall be extended, where delays are due to: war; insurrection; strikes and labor disputes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; acts of terrorism; epidemics and related governmental orders and restrictions; quarantine restrictions; freight embargoes; materials shortages and/ or inability to obtain materials due to tariffs, governmental restrictions or priority; unusually severe weather; acts or omissions of the 321
other Party; or acts or failures to act of any public or goverr mental agency or entity( except that acts ar failures to act of CTTY shall not excuse performance by CITY); or moratorium each a" Force Majeure Delay"). An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if Notice ( as that term is defined above) by the Parry claiming such extension is sent to the other Party within sixty ( 60) days of the commencement of the cause.
e. Headin s. The paragraph headings are not a part of this Agreement and shall have no effect upon the construction or interpretation of any part of this Agreement.
f. Incorporation of Documents. All documents referred to herein and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated herein and shall be deemed to be part of this Agreement.
g. Modification of Agreement. This Agreement shall not be modified or be binding upon the Parties unless such modification is agreed to in writing and signed by the Parties.
h. Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is void or unenforceable, the provisions of this Agreement not so affected shall remain in full force and effect.
i. Successors and Assi ns. Except as otherwise expressly provided herein, the provisions of this Agreement shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the Parties.
322
j. Time of the Essence. Time is of the essence of this Agreement and each of its provisions( subject to Subparagraph 23( d)). In the calculation of time hereunder, the time in which an act is to be performed shall be computed by excluding the first day and including the last.

If the time in which an act is to be performed falls on a Saturday, Sunday or any day observed as a legal holiday by CITY, the time for performance shall be extended to the following business day.
k. Venue. In the event either Party brings that suit hereunder, the Parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of San Joaquin. The Party in whose favor judgment is entered shall be awarded reasonable attorneys' fees.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement on this 16th day of May, 2022.

CITY OF LATHROP,
A California municipal corporation of the
State of California
B y:

Stephen J. Salvatore Date
City Manager
ATTEST:

City Clerk of and for the City
of Lathrop, State of California
By:

Teresa Vargas Date
City Clerk

APPROVED AS TO FORM BY THE CITY OF LATHROP CITY ATTORNEY 5' Z z z_
By:

Salvador Navarrete Date
City Attorney
324

SUBDIVIDER
ASI' iR' M Properties
a California limited liabilittit cc mpan
B}: Jones Pariners, LLC, a California lirnited liability ec n pany e- Q.n. cl„
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EXHIBIT A
DRAFT PARCEL MAP NO 22- 03
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EXHIBIT B

CITY CAPITAL IMPROVEMENT PROJECT REIMBURSEMENT
332

EXHIBIT B- CITY CAPITAL IMPROVEMENT PROJECT REIMBURSEMENT

CONTRACT REIMBURSEMENT REIMBURSEMENT

UNITS QUANTITY BID ITEM UNIT COST AMOUNT PERCENTAGE SHARE LS 1 Mobilization, Bonds& Insurance 163, 000. 00 $ 163, 000. 00 30% 48,900. 00 LS 1 TrafficControl 128, 000. 00 $ 128, 000. 00 30% 38, 400. 00 LS 1 Storm Water Pollution Prevention Program 65, 000. 00 $ 65, 000. 00 30% 19, 500. 00 EA 2 Case" B" Curb Ramp 6, 000. 00 $ 12, 000. 00 50% 6, 000. 00 EA 7 Case° C' Curb Ramp 3, 570. 00 $ 24, 990. 00 14% 3, 570. 00 EA 32 Adjust Manhole Cover to Finish Grade 800. 00 25, 600. 00 16% 4, 000. 00 EA 7 Adjust Survey Monument Cover to Finish Grade 800. 00 5, 600. 00 14% 800. 00 EA 10 Install Blue RPM @ Hydrant 16. 00 160. 00 10% 16. 00 LF 1, 750 12" White Crosswalk/ Limit Line( Thermo) 3. 50 6, 125. 00 23% 1, 379. 00 LF 8, 000 Striping Detail# 9( Thermo& Markers) 0. 65 5, 200. 00 25% 1, 31235 LF 1, 458 Striping Detail N25( Thermo& Markers) y1. 50 2, 187. 00 226% 4, 948. 50 EA 13 Pavement Marking Type III( L or R) Arrow( Thermo) 175. 00 2, 275. 00 62% 1, 400. 00 LF 4, 000 3" Conduit With Mule Tape for Future Interconnect 39. 50 158, 000. 00 44% 69, 125. 00 LF 700 3" Sch. 40 Conduit sleeves for future irrigation 13. 50 9,450. 00 100% 9, 450. 00 LS 1 Median Planter Ma[ erial 126, 650. 90 $ 126, 650. 90 30% 37, 995. 27 LF 6, 364 Construct PCC Median Curb 536. 00 229, 104. 00 52% 118, 764. 00 SF 1, 896 Construct Stamped Concrete( Median) 14. 00 26, 544. 00 69% 18, 200. 00 LS 1 Cameras( Louise& Cambridge) 47, 000. 00 $ 47, 000. 00 100% 47, 000. 00 TN 4, 088 3/ 4" HMATypeA( 12") 70. 00 286, 160. 00 21% 59, 944. 42 SF 211, 000 Remove 14" Ex Material( NEW) 31. 40 295, 400. 00 21% 61, 880. 00 Sf 211, 000 TensarFabric( NEW) 027 56, 970. 00 21% 11, 934. 00 SF 211, 000 Subgrade NEW) 020 42, 200. 00 21% 8, 840. 00 Concrete Cap on gas line- outside lane 39, 032. 00 100% 39, 032. 00 SUBTOTAL $ 1, 756, 647. 90 35% 612, 390. 54
Cost per LF of Frontage 352. 66
LF of Maverik Frontage 474. 23
Maverik Reimbursement Con[ ribution 167, 241. 95
333

EXHIBIT C

CITY INSURANCE REQUIREMENTS

1. The Subdivider shall obtain commercial general liability insurance companies licensed to do business in the State of California with an A.M. Best Company rating Insurance rating of no less than A:VII which provides coverage for bodily injury, personal injury and property damage liability in the amount of at least$ 1, 000, 000 for each occurrence and $ 2, 000, 000 in the aggregate.

Said insurance coverage shall be evidenced by a certificate of insurance with policy endorsements, executed by an authorized official of the insurer( s). All parties to the Subdivision Improvement Agreement must be named insured on the policy. The policy endorsements to be attached to the certificate must provide all the following:
a. Name the City of Lathrop, its officers, City Council, boards and commissions, and members thereof, its employees and agents as additional insured as respects to any liability arising out of the activities of the named insured. A CG 2010 or CG 2026 endorsement form or the equivalent is the appropriate form.
b. State that " the insurance coverage afforded by this policy shall be primary insurance as respects to the City of Lathrop, its officers, employees and agents. Any insurance or self-insurance maintained by the City of Lathrop, its officers, employees, or agents shall be in excess of the insurance afforded to the named insured by this policy and shall not contribute to any loss.
c. Include a statement that, " the insurer will provide to the City at least thirty ( 30) days prior notice of cancellation or material change in coverage." The above language can be included on the additional insured endorsement form or on a separate endorsement form. d. The policy must contain a cross liability ar severability of interest clause. e. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially available at reasonable rates.
334
1 JONEDEV- 01 KBORN
4CORo'

CERTIFICATE OF LIABILITY INSURANCE

DATE MM/ DD/ YYYY)
9117/ 2021
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER( S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy( ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement( s).

PRonuceR License# 0757776 coNracr
NAME:

HUB International Insurance Services Inc.
2300 Clayton Rd A/°,"N, EX:( 925) 609- 6500 jac, No:( 925) 609- 6550 Concord, CA 94520 E- M'° i
I
ADDRESS.

WSURER( S AFFORDING COVERAGE NAIC#
wsu_aEaa: Zurich American Insurance Company 16535
INSURED INSURER B:

ASP/ RWM Properties, LLC iNsuaeR c: _ j
914 Dewing Avenue wsuReR o:

Lafayette, CA 94549
INSURER E:

W SURER F:

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

WSR. ADDL SUBR POLICY EFF ' POLICY EXP '

LTR' TYPE OF INSURANCE INSD WVD POLICY NUMBER I MMIDD/ YYYV I MMIDD/ VYYY LIMITS A X I COMMERCIAL GENERAL LIABIIITY I, OOO, OOO EACH OCCURRENCE ;$_ rI DAMAGETO RENTED i CLAIMS- MADE x.. occurt CP0389614503 9/ 1/ 2021 9/ 1/ 2022 1, 000, 000 l __, X PREMIS__ES. Ea_occurrence) .

I. X T2 0 I5177
II , MED EXP jAny one person) $ . _ ,
PERSONAL& ADV_INJURY '. $ OOO, OOO
N' L AGGREGATE LIMR APPLIES PER: I
I
I GENERAL AGGREGATE $ 2, 000, 000 GE',.

POLICY', PRO- X i LOC '.., PRODUCTS COMP/ OPAGG $ 2, 000, 000 JECT I II orHeR I PER LOCATION AG 10, 000, 000
AUTOMOBILE LIABILITY I COMBINED SINGLE LIMIT '.

Eaaccident) .. __.;$
ANYAUTO I, BODILYINJURY( Perperson) , $
I. OWNED '. - SCHEDULED ', i
I AUTOS ONLY ' AUTOS I BODILY INJURY( Per accident), S

I HIRED NON- OWNED
I

I ' I PROPERTY DAMAGE
AUTOS ONLY _ AUTOS ONLY i, ( per acciden

A X , UMBRELLALIAB ',, X OCCUR EACH OCCURRENCE O, OOO, OOO EXCESSLIAB i CLAIMS- MADE. AUC040753703 9/ 1/ 202 9/ 1/ 2022 ',,

AGGREGATE S
r----__ .. .

DED X I RETENTIONS I g
PER OTH- .

AND EMPLOYERS' LIABILITY STATUTE..... I ER

WORKERS COMPENSATION I
ANYPROPRIETOR/ PARTNER/ EXECUTIVE .

Y N '
IOFFICER/ MEMBER EXCLUDED i I N A II ''. E L EACH ACCIDENT '$ i( Mandatory in NH)
E. L. DISEASE- EA EMPLOYEE $
I If yes, describe under i DESCRIPTION OF OPERATIONS below E. L. DISEASE- POLICY LIMIT . S DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES ACORD 107 Additional Remarks Schedule ma be attached if more s ace is e u' e Re: North Crossroads Business Center Project
Y P r q ir d)
City of Lathrop, its officers, City Council, boards and commissions, and members thereof, its employees and agents, as additional insured including Primary 8 Non- Contributory wording applies to General Liability per attached U- GL- 1504- BCW( 04/ 13), as required by written contract.

Notice of Cancellation applies to General Liability per UGL1446ACW- 0510 to be issued by Carrier.

Named Insured includes: ASP/ RWM Properties, LLC, R& B Louise, LLC and R88 Delta, LLC.

CERTIFICATE HOLDER CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Cit of Lathro

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN y p ACCORDANCE WITH THE POLICY PROVISIONS.
390 Towne Centre Drive
Lathrop, CA 95330

AUTHORIZED REPRESENTATIVE
5 cua.c-_
ACORD 25( 2016/ 03) O 1988- 2015 ACORD CORPORATION. All rights reserved.

The ACORD name and logo are registered marks of ACORD
335
General Liability Supplemental Coverage Endorsement ZURICH Real Estate — Enhancement
Policy No. Eff. Date of Pol. Exp. Date of Pol. Eff. Date of End. Producer No. Add' I. Prem Return Prem.

P0389614503 9- 1- 2021 9- 1- 2022 9- 1- 2021
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

This endorsement modifies insurance provided under the:

Commercial General Liability Coverage Part
A. Insured Status— Employees
Paragraph 2. a.( 1) of Section II— Who Is An Insured is replaced by the following:

2. Each of the following is also an insured:
a. Your volunteer workers only while performing duties related to the conduct of your business, or your employees , other than either your executive officers ( if you are an organization other than a partnership, joint venture or limited liability company) or your managers ( if you are a limited liability company), but only for acts within the scope of their employment by you or while performing duties related to the conduct of your business. However, none of these employees or volunteer workers are insureds for:
1) Bodily injury or personal and advertising injury :
a) To you, to your partners or members ( if you are a partnership or joint venture), to your members ( if you are a limited liability company), to a co- employee while in the course of his or her employment or performing duties related to the conduct of your business, or to your other volunteer workers while performing duties related to the conduct of your business; b) To the spouse, child, parent, brother or sister of that co- employee or volunteer worker as a consequence of Paragraph ( 1)( a) above;
c) For which there is any obligation to share damages with or repay someone else who must pay damages because of the injury described in Paragraphs ( 1)( a) or( b) above; or d) Arising out of his or her providing or failing to provide professional health care services.

However:

Paragraphs ( 1)( a) and ( 1)( d) do not apply to your employees or volunteer workers , who are not employed by you or volunteering for you as health care professionals, for bodily injury arising out of Good Samaritan Acts while the employee or volunteer worker is performing duties related to the conduct of your business.

Good Samaritan Acts means any assistance of a medical nature rendered or provided in an emergency situation for which no remuneration is demanded or received.

Paragraphs ( 1)( a), ( b) and ( c) do not apply to any employee designated as a supervisor or higher in rank, with respect to bodily injury to co- employees . As used in this provision, employees designated as a supervisor or higher in rank means only employees who are authorized by you to exercise direct or indirect supervision or control over employees or volunteer workers and the manner in which work is performed.

B. Additional Insureds— Lessees of Premises

1. Section II — Who Is An Insured is amended to include as an additional insured any person or organization who leases or rents a part of the premises you own or manage who you are required to add as an additional insured on this policy under a written contract or written agreement, but only with respect to liability arising out of your U- GL- 1504- B CW( 04/ 13)