Modesto City Council
June 13, 2023

staff solicited and formally advertised an RFQ through Planet Bids for water, wastewater and storm drain engineering services.

On March 17, 2023, staff received ten Statements of Qualifications (SOQs) for water engineering services; two of which were considered local firms. After careful review of the SOQs by staff, the following firms were selected as the four most qualified:
 Carollo Engineers
 West Yost Associates, Inc.
 BKF
 Woodard and Curran
Staff received nine SOQs for wastewater and storm drain engineering services, one of which was considered a local firm. After careful review of the SOQs by staff, the following firms were selected as the four most qualified:
 Carollo Engineers
 West Yost Associates, Inc.
 BKF
 Woodard and Curran
These prequalified consultant lists would be used for CIP projects with a total budget of $2 million or more. Generally, the scope of work to be provided by engineering consultants would include preparation of basis of design reports, final design and potentially peer review for projects such as, but not limited to:
 Larger Sewer Trunk Lines
 Wastewater Pump Stations and Lift Stations
 Wastewater Treatment Plant Improvements
 Water Wells, Wellhead Treatment and Water Pump Stations When services are needed for water, wastewater, and storm drain engineering, a Request for Proposals (RFP) with a specific scope of work may be issued to these firms. Following an evaluation process, staff will then select the most qualified firm. An agreement for services will then be presented to Council for approval.

All of the selected firms have proposed the use of various local firms as subconsultants, with participation depending on the scope of the project.

The prequalified consultant lists will be active for three years from the date of Council approval, after which the lists may be extended via two one-year extension options at the written approval of the Director of Utilities. In the event the firms listed are deemed to lack experience or expertise for specific projects, the City retains the right to recruit other consultants for individual projects and not be restricted to only using the prequalified consultant lists.

FISCAL IMPACT:

There are no fiscal impacts associated with the establishment of a prequalified consultant list.

Costs for water, wastewater and storm drain engineering consultants will be determined on a #11..
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City Council, June 13, 2023
Prequalified Engineering Consultant Lists - Water, Wastewater and Storm Drain

CIP project specific basis once a scope of work and an agreement has been negotiated with the selected firm.

COMMITTEE RECOMMENDATION:

This item was considered by the Finance Committee at the May 22, 2023 meeting where it was recommended that it be forwarded to Council.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving a Prequalified Consultant List with Carollo Engineers, West Yost Associates, BKF and Woodard and Curran for Water, Wastewater, and Storm Drain Engineering Services for various Capital Improvement Program Projects for a period of three years, with two one-year extensions options at the written approval of the Utilities Director.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:

1. Resolution
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1 2023-

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING A PREQUALIFIED CONSULTANT LIST WITH

CAROLLO ENGINEERS, WEST YOST ASSOCIATES, BKF AND WOODARD

AND CURRAN FOR WATER, WASTEWATER, AND STORM DRAIN

ENGINEERING SERVICES FOR VARIOUS CAPITAL IMPROVEMENT

PROGRAM PROJECTS FOR A PERIOD OF THREE YEARS, WITH TWO

ONE-YEAR EXTENSIONS OPTIONS AT THE WRITTEN APPROVAL OF THE

UTILITIES DIRECTOR
WHEREAS, there are a number of Capital Improvement Program (CIP) Projects that may require outside consultant services for efficient project delivery, and WHEREAS, retaining a prequalified consultant list allows the Utilities Department to have accelerated access to water, wastewater and, storm drain engineering services, and
WHEREAS, maintaining a prequalified consultant list will eliminate the need to send out repetitive Requests for Qualifications for projects of similar scope, saving staff time and project cost, and
WHEREAS, in accordance with Modesto Municipal Code 8-3.204(a), “Exceptions to Formal Bidding Requirements”, agreements for professional services are exempt from the formal bidding process and requirements, and
WHEREAS, in accordance with Administrative Directive 3.1, Selection Procedures for Professional Consultants who Provide Architectural and Engineering Services for Capital Projects, a Request for Qualifications to preform water, wastewater and storm drain engineering services was initiated, and WHEREAS, on March 17, 2023 staff received ten Statements of Qualifications (SOQs) for water engineering services, after careful review the following four firms were #11..
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2 2023-
selected as most qualified: Carollo Engineers, West Yost Associates, BKF and Woodard and Curran, and
WHEREAS, on March 17, 2023 staff received nine SOQs for wastewater and storm drain engineering services, after careful review the following four firms were selected as most qualified: Carollo Engineers, West Yost Associates, BKF and Woodard and Curran, and
WHEREAS, when services are needed for water, wastewater, and storm drain engineering, a Request for Proposals (RFP) with a specific scope of work may be issued to these firms. Following an evaluation process, staff will then select the most qualified firm. An agreement for services will then be presented to Council for approval, and WHEREAS, in the event the firms on the prequalified list are deemed to lack experience or expertise for a specific project the City retains the right to recruit consultants for individual projects and not be restricted to only using the prequalified list.

NOW, THEREFORE BE IT RESOLVED, by the Council of the City of Modesto that it hereby approves a prequalified consultant list for water, wastewater, and storm drain engineering services consisting of Carollo Engineers, West Yost Associates, BKF and Woodard and Curran for a period of three years, with two one-year extension options at the written approval of the Utilities Director.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:
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3 2023-
AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: ____________________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 13, 2023
Date: May 24, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Second Amendment to All Season Lawn Landscaping Agreement CONTACT: Jeff Daniels, Water Division Manager, [email protected], 209-342-4585 DESCRIPTION:

Consider approving the Second Amendment to the Purchasing Agreement with All Season Lawn Landscaping for Lawn Maintenance Services for Water Wells and Tanks to a revised total amount of $402,671 and extending the term of the Agreement to December 31, 2023. (Funding Source:

Water Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the 2020-2025 City of Modesto Strategic Plan Initiatives, Goal D: Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

On August 18, 2014, the Purchasing Division awarded an agreement with Fletcher Landscape to maintain twelve water well and tank sites for an annual cost of $14,440, and a total not to exceed cost of $43,320 over three years. On January 23, 2018, Council approved the addition of fourteen sites and an increase to the total spending authority of $32,180 to a new total of $73,812 over the term of the agreement.

On June 26, 2018, by Resolution 2018-263, Council approved an agreement with All Season Lawn Landscaping (“All Season”) for lawn maintenance and landscaping services at twenty-six existing sites, plus three pending sites and the Northeast Corporation Yard at Litt Road. The estimated annual spending was $38,327 in the first year, with increases in subsequent years due to adding new sites, for a total not to exceed $310,871 over five years.

On April 2, 2019, by Resolution 2019-135, Council approved a First Amendment to the purchasing agreement with All Season, adding new sites and increasing the total to a new amount not to exceed $357,671. The current agreement is set to expire June 25, 2023. #12..
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City Council, June 13, 2023
Second Amendment to All Season Lawn Landscaping Agreement

DISCUSSION:

On February 28, 2023, the Purchasing Division issued Invitation For Bids (“IFB”) No.2223-23 for lawn maintenance services for water wells and tanks on the City’s website under commodity codes for landscape architecture, grounds maintenance, mowing, edging plant trimming, tree trimming and pruning services. Prospective bidders were notified online of the bid opportunity, and ten companies chose to download the IFB document. However, due to the ambiguity in the requested scope of work, the bid process was postponed to allow staff to modify the scope of work. The updated bid was posted to the public and additional time is needed to complete the bid process to award.

A Second Amendment is needed to extend the term of the agreement with All Season by six months to a new expiration date of December 31, 2023, and to increase the spending authority from $357,671 by $45,000, for a new total amount not to exceed $402,671.

FISCAL IMPACT:

Funds are budgeted in Fiscal Years 2022-23 and 2023-24, in Water Fund account 4100-45050- 53100, Repair and Maintenance Services. Expenditures over the past five years are below:

Contract Year Total
CY1 $39,556
CY2 $57,913
CY3 $78,414
CY4 $71,880
CY5 (YTD) $65,345
Grand Total $313,110
COMMITTEE RECOMMENDATION:

This item was presented to the Finance Committee on May 22, 2023 and was recommended to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

Staff Recommendation:

Resolution approving the Second Amendment to the Purchasing Agreement with All Season Lawn Landscaping, Escalon, CA, for Lawn Maintenance Services for Water Wells and Tanks, increasing the total amount of $357,671 by $45,000 for a new total amount not to exceed $402,671, and extending the term of the Agreement from June 25, 2023 to December 31, 2023; and authorizing the City Manager, or his designee to execute the Second Amendment.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:

1. Resolution

2. Second Amendment
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City Council, June 13, 2023
Second Amendment to All Season Lawn Landscaping Agreement

3. Original Agreement

4. First Amendment
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1 2023-06-13

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING THE SECOND AMENDMENT TO THE

PURCHASING AGREEMENT WITH ALL SEASON LAWN LANDSCAPING,

ESCALON, CA, FOR LAWN MAINTENANCE SERVICES FOR WATER WELLS AND TANKS, INCREASING THE TOTAL AMOUNT OF $357,671 BY $45,000 FOR A NEW TOTAL AMOUNT NOT TO EXCEED $402,671, AND EXTENDING THE TERM OF THE AGREEMENT FROM JUNE 25, 2023 TO DECEMBER 31, 2023; AND AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE TO

EXECUTE THE SECOND AMENDMENT
WHEREAS, the City of Modesto requires lawn maintenance and landscaping services at water well and tank sites, in addition to the Northeast Corporation Yard at Litt Road, and
WHEREAS, on June 26, 2018, by Resolution 2018-263, Council approved an agreement with All Season Lawn Landscaping (“All Season”) for lawn maintenance and landscaping services at twenty-six existing sites, plus three pending sites and the Northeast Corporation Yard at Litt Road, and
WHEREAS, on April 2, 2019, by Resolution 2019-135, Council approved a First Amendment to the purchasing agreement with All Season, adding new sites and increasing the total to a new amount not to exceed $357,671, and
WHEREAS, the current agreement is set to expire June 25, 2023, therefore the Purchasing Division initiated an Invitation For Bid (“IFB”) process in order to solicit proposals from responsible and qualified bidders, and on February 28, 2023, issued IFB No.2223-23, and
WHEREAS, prospective bidders were notified online of the bid opportunity, and ten companies chose to download the IFB document; however, due to ambiguity in the #12..
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2 2023-06-13
requested scope of work, the bid process was postponed to allow staff to modify the scope of work, and
WHEREAS, the updated bid was posted to the public and additional time is needed to complete the bid process to award, and
WHEREAS, a Second Amendment is needed to extend the term of the agreement with All Season by six months to a new expiration date of December 31, 2023, and to increase the spending authority from $357,671 by $45,000, for a new total amount not to exceed $402,671.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves a Second Amendment to the purchasing agreement with All Season Lawn Landscaping, Escalon, CA, for lawn maintenance services for water wells and tanks, increasing the total amount of $357,671 by $45,000 for a new total amount not to exceed $402,671, and extending the term of the agreement from June 25, 2023 to December 31, 2023.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the Second Amendment in a form approved by the City Attorney. #12..
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3 2023-06-13
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June, 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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1 SECOND AMENDMENT TO PURCHASE AGREEMENT FOR FURNISHING OF LAWN

MAINTENANCE SERVICES FOR WATER WELLS AND TANK SITES
This SECOND AMENDMENT to the PURCHASE AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of _____________, 2023, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and ALL SEASON LAWN LANDSCAPING, ESCALON CA, hereinafter referred to as CONTRACTOR.

This SECOND AMENDMENT to the PURCHASE AGREEMENT is made with reference to the following recitals:

A. A PURCHASE AGREEMENT NO. 143142, hereinafter referred to as AGREEMENT, was entered into by and between CITY and CONTRACTOR on the 8th day of August, 2018 to provide lawn maintenance services for water well and tank sites.

B. CITY and CONTRACTOR approved a First Amendment to the AGREEMENT on the 2nd day of April, 2019, to amend the total contract price by $46,800, to a new total amount not to exceed $357,671 over five years.

C. CITY and CONTRACTOR desire to amend the AGREEMENT by extending the termination date from June 25, 2023 to December 31, 2023, and increasing the annual spending limit by $45,000.00, for a new total amount not to exceed $402,671.00 through the end of the agreement.

D. CITY and CONTRACTOR now desire to memorialize the change to the terms of the AGREEMENT with this SECOND AMENDMENT.

NOW, THEREFORE, the parties hereto mutually agree to the following:

1. Section 1, “TERM OF THE CONTRACT” termination date shall be amended from June 25, 2023 to December 31, 2023, and the total not to exceed amount shall increase by $45,000 to #12..
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2 $402,671.00.

2. Except as modified and amended by this SECOND AMENDMENT to the PURCHASE AGREEMENT, all other provisions of the AGREEMENT shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the CITY OF MODESTO, a Municipal Corporation, has authorized the execution of this Second Amendment to the Purchase Agreement in duplicate by its Purchasing Manager and attested by its City Clerk under authority of Resolution No. , adopted by the Council of the City of Modesto on the ___ day of ___________, 2023, and All Season Lawn Landscaping has caused this Second Amendment to the Purchase Agreement to be duly executed.
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4/7/2020
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 13, 2023
Date: May 22, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Award Agreement with Envirogen for Grayson Wells Treatment System CONTACT: Jeff Daniels, Water Division Manager, [email protected], 209-342-4585 DESCRIPTION:

Consider approving an Agreement with Envirogen Technologies for a Dual MinX Regenerable Ion Exchange Treatment System for a total amount not to exceed $1,660,348. (Funding Source:

Water Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the 2020-2025 City of Modesto Strategic Plan Initiatives, Goal D: Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

The Grayson Community Water System has over 277 water service connections serving approximately 875 residents. The City of Modesto provides water service through Well #274 and Well #295 which both have high nitrate levels. In August 2002, the California Department of Public Health issued a Compliance Order directing the City to have a reliable treatment system in place by April 2003. Basin Water, Inc. was awarded a contract to install an ion exchange treatment process to reduce the nitrate levels. Basin Water, Inc. was later purchased by Envirogen Technologies, Inc. (Envirogen) for nitrate treatment services and they have been providing operational support and critical parts for the on-site existing ion exchange equipment for the last eighteen years.

On October 11, 2016, by Resolution 2016-412, Council authorized an Equipment Lease to Purchase Agreement with Envirogen for the equipment used at Well #274 and Well #295.

The two wells within the Grayson Community Water System continue to have high nitrate levels.

The equipment previously leased under the Envirogen Lease and now owned by the City of Modesto reduces nitrate levels by using an ion exchange treatment process.

DISCUSSION:

In April 2022, the State’s Division of Drinking Water informed City Staff that the existing nitrate removal system in place since 2003 is at the end of its useful life. The State’s review of the City’s past inspection reports, water quality monitoring data and system performance records, require #13..
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City Council, June 13, 2023
Award Agreement with Envirogen for Grayson Wells Treatment System

the City to replace the existing system with a similar approved and tested treatment system. The Envirogen System has already been approved and vetted by the State as a treatment system that removes nitrates.

Due to the existing Envirogen Treatment System nearing the end of its useful life, a replacement is required for Grayson residents to continue having access to water that meets state water quality requirements. The proposed new system is an updated design that provides the same level of treatment at the existing site where the units are located. Additionally, this system utilizes Envirogen’s most current control system that will provide better support for integration and monitoring operations.

Envirogen has been providing technical support, replacement parts, and consumables since the inception of the Grayson Nitrate Treatment Facility to ensure proper and reliable operation.

Envirogen’s ion exchange treatment process is a patented technology and provides a support service team with over twenty years of experience on Envirogen equipment. In addition to service, Envirogen supplies critical spare parts for the equipment that was developed in 2009.

The design has been modified over time such that some parts of the older versions of the treatment equipment are no longer utilized in the current units being installed, thus another reason for replacing the current treatment system.

Keeping the system in place will not only enable the City of Modesto to maintain its current permit with the State, but also ensure compliance with the drinking water quality standards it has previously maintained. Due to the acute nature of nitrate contamination that is known to cause health issues, it is not recommended to utilize a new technology that may or may not be approved by the State. For these reasons, staff requests approving this sole source purchase with Envirogen for a new Dual MinX Regenerable Ion Exchange Treatment System.

Modesto Municipal Code, Section 8-3.203 generally requires all purchases, more than fifty thousand dollars to follow formal bidding procedures. However, MMC Section 8-3.204(b) provides that a purchase may be exempted from the City’s formal bidding requirement where the Purchasing Agency’s requirements can be met solely by a single article or process. Envirogen is the original equipment manufacturer and sole proprietor of the necessary support services to Well #274 and Well #295 with the Grayson Community water system. Therefore, this purchase qualifies for exemption from the formal bidding procedures.

FISCAL IMPACT:

The following capital project account has been created to track the expenses associated with this effort:

Project 101484 – Grayson Nitrate System Replacement
ANTICIPATED PROJECT EXPENDITURES:

Equipment and Consulting Services Agreement –
Envirogen Technologies, Inc.
$1,509,407
Additional Services As Needed - Envirogen (10%) $150,941 Engineering/Administration/Construction Force – City Staff $125,000 Total Project Costs Not To Exceed $1,785,348
A budget adjustment amending the Fiscal Year 2022-23 Multi-Year Program budget in the amount of $1,785,348 will be necessary to fully fund this project. #13..
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City Council, June 13, 2023
Award Agreement with Envirogen for Grayson Wells Treatment System

COMMITTEE RECOMMENDATION:

This item was presented to the Finance Committee on May 22, 2023 and was recommended to forward to Council for approval.

RECOMMENDED COUNCIL ACTION:

STAFF RECOMMENDATIONS:

Resolution approving an Agreement with Envirogen Technologies, Inc., Rancho Cucamonga, CA, for a Dual MinX Regenerable Ion Exchange Treatment System in the amount of $1,509,407, plus $150,941 in additional services and materials if needed, for a total amount not to exceed $1,660,348 and authorizing the City Manager, or his designee to execute the Agreement.

Resolution amending the Fiscal Year 2022-23 Capital Improvement Project Multi-Year Budget in the amount of $1,785,348 to be transferred into the Project from Water Reserves to fund and authorizing the City Manager, or his designee, to implement the provisions of this Resolution.

Approved by:

William Wong, Director of Utilities
Joseph P. Lopez, City Manager
Attachments:

1. Resolution – Approve Envirogen Ion Exchange System

2. Resolution – Amend Budget for Envirogen System

3. Agreement – Envirogen Ion Exchange System

4. Proposal #24304 - Envirogen Ion Exchange System

5. Financial Interest Disclosure - Envirogen

6. Bid Waiver Approval Form - Envirogen

7. Sole Source Letter Justification - Envirogen
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1 2023-06-13

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-

RESOLUTION APPROVING AN AGREEMENT WITH ENVIROGEN
TECHNOLOGIES, INC., RANCHO CUCAMONGA, CA, FOR A DUAL MINX

REGENERABLE ION EXCHANGE TREATMENT SYSTEM IN THE AMOUNT OF $1,509,407, PLUS $150,941 IN ADDITIONAL SERVICES AND MATERIALS IF NEEDED, FOR A TOTAL AMOUNT NOT TO EXCEED $1,660,348 AND

AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE TO EXECUTE THE

AGREEMENT
WHEREAS, the City of Modesto provides water service to the Grayson Community Water System, which has over 277 water service connections serving approximately 875 residents, and
WHEREAS, the water is provided by two wells, Well #274 and Well #295, which both have high nitrate levels, and
WHEREAS, in August 2002, the California Department of Public Health issued a Compliance Order directing the City to have a reliable treatment system in place by April 2003. Basin Water, Inc. was awarded a contract to install an ion exchange treatment process to reduce the nitrate levels, and
WHEREAS, Basin Water, Inc. was later purchased by Envirogen Technologies, Inc. (Envirogen) for nitrate treatment services and they have been providing operational support and critical parts for the on-site existing ion exchange equipment for the last eighteen years, and
WHEREAS, on October 11, 2016, by Resolution 2016-412, Council authorized an Equipment Lease to Purchase Agreement with Envirogen for the equipment used at Well #274 and Well #295, and
WHEREAS, the two wells within the Grayson Community Water System continue to have high nitrate levels., and the equipment previously leased under the Envirogen Lease #13..
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2 2023-06-13
and now owned by the City of Modesto reduces nitrate levels by using an ion exchange treatment process, and
WHEREAS, in April 2022, the State’s Division of Drinking Water informed City Staff that the existing nitrate removal system in place since 2003 is at the end of its useful life, and the State’s review of the City’s past inspection reports, water quality monitoring data and system performance records, require the City to replace the existing system with a similar approved and tested treatment system, and
WHEREAS, the Envirogen System has already been approved and vetted by the State as a treatment system that removes nitrates, and due to the acute nature of nitrate contamination that is known to cause health issues, it is not recommended to utilize a new technology that may or may not be approved by the State, and WHEREAS, keeping the system in place will not only enable the City of Modesto to maintain its current permit with the State, but also ensure compliance with the drinking water quality standards it has previously maintained, and WHEREAS, the Modesto Municipal Code Section 8-3.203 generally requires all purchases more than fifty thousand dollars to follow formal bidding procedures. However, MMC Section 8-3.204(b) provides that a purchase may be exempted from the City’s formal bidding requirement where the Purchasing Agency’s requirements can be met solely by a single article or process, and
WHEREAS, Envirogen is the original equipment manufacturer and sole proprietor of the necessary support services to Well #274 and Well #295 with the Grayson Community water system, therefore this purchase qualifies for exemption from the formal bidding procedures.
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NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves an agreement with Envirogen Technologies, Inc., Rancho Cucamonga, CA, for a Dual MinX Regenerable Ion Exchange Treatment System in the amount of $1,509,407, plus $150,941 in additional services and materials if needed, for a total cost not to exceed $1,660,348.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to execute the Agreement in a form approved by the City Attorney. #13..
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4 2023-06-13
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June, 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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1 2023-06-13

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-
RESOLUTION AMENDING THE FISCAL YEAR 2022-23 CAPITAL

IMPROVEMENT PROJECT MULTI-YEAR BUDGET IN THE AMOUNT OF
$1,785,348 TO BE TRANSFERRED INTO THE PROJECT FROM WATER

RESERVES TO FUND AND AUTHORIZING THE CITY MANAGER, OR HIS

DESIGNEE, TO IMPLEMENT THE PROVISIONS OF THIS RESOLUTION WHEREAS, certain budgetary transactions are necessary in the amount of $1,785,348, in order to fully fund the Grayson Nitrate System Replacement Project, and WHEREAS, the Fiscal Year 2022/23 Multi-Year Program Budget must be amended.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the amendment of the Fiscal Year 2022/23 Multi-Year Program Budget in the amount of $1,785,348.

BE IT FURTHER RESOLVED that the City Manager, or his designee, is hereby authorized to implement the provisions of this resolution. #13..
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The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th of June 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ____________________________________
JOSE M. SANCHEZ, City Attorney
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-1-

STANDARD AGREEMENT

FOR EQUIPMENT AND CONSULTANT SERVICES
THIS AGREEMENT made and entered into in the City of Modesto, State of California, this day of _________________ , 2023, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and Envirogen Technologies, Inc. , a Delaware corporation, hereinafter referred to as "Vendor." For purposes of this Agreement, the capitalized term “Parties” shall be a collective reference to both City and Vendor. The capitalized term “Party” may refer to either City or Vendor interchangeably as appropriate.

This Agreement is made with regard to the following recitals:

A. The City has determined that an Envirogen Dual MinX Treatment System for the Grayson Community, for which the City provides potable water service, should be prepared for the City to purchase, and continue to provide quality water service for the Grayson Community.

B. Vendor represents that it is qualified, willing, and able to provide the services to design, manufacture and supply a packaged ion exchange system with the Dual MinX Treatment System contained in a shipping container.

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF EQUIPMENT AND SERVICES.

Vendor shall undertake and complete the preparation of the scope of work as set forth and described in the documents attached hereto entitled “ENVIROGEN DUAL MinX ION EXCHANGE NITRATE TREATMENT SYSTEM, Envirogen Proposal #24304 Rev #13..
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4” and referred to as Exhibit "A" or "project". The Vendor shall perform the services as described in Exhibit "A" in a manner compatible with the standards of its profession and shall produce a fully complete project that is acceptable to City.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all equipment and services authorized by City and performed by Vendor, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

Vendor shall undertake and complete the preparation of the scope of work as set forth and described in the documents commonly referred to as “project” attached hereto as Exhibit "A" and made a part hereof. City hereby gives Vendor notice to proceed with the preparation of the project in the manner described in Exhibit "A", as of the Effective Date of this agreement. Vendor shall diligently proceed with the preparation of the project and agrees to complete said preparation within the estimated time period set forth in Exhibit "A".

3. COMPENSATION.

Vendor agrees to accept a sum not to exceed ONE MILLION FIVE HUNDRED NINE THOUSAND FOUR HUNDRED SEVEN AND 00/100 DOLLARS ($1,509,407) (maximum compensation) as full remuneration for providing and performing all equipment and services for Modesto in accordance with Exhibit "A" attached hereto and for performance by Vendor of all of its duties and obligations under this Agreement, except those additional services may be compensated as described below.

The Compensation shall be paid in the manner and at the times set forth in Exhibit “A” attached hereto, upon the submission of an invoice by Vendor to City. #13..
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Additional services may be authorized by the City Manager in an amount up to, but not to exceed ten percent (10%) of the agreed maximum compensation, or ONE HUNDRED FIFTY THOUSAND NINE HUNDRED FORTY-ONE AND 00/100 DOLLARS ($150,941). In the event that additional services are deemed necessary, the Consultant shall provide a written request to the City Manager indicating the reason for additional work, scope and cost of such work. The City Manager shall provide a written response to the request, either approving or denying the additional expenditure. If additional services are requested and approved, they will be billed at the hourly rates set forth in Exhibit “B” and may not exceed the amount requested and approved in writing by the City Manager. In that event, the new total compensation shall not exceed ONE MILLION SIX HUNDRED SIXTY THOUSAND THREE HUNDRED FORTY-EIGHT AND 00/100 DOLLARS ($1,660,348). If additional services in excess of this amount are deemed necessary by City Staff, an amendment to this Agreement will be required and must be approved by the City Council prior to commencing the work, as provided in Paragraph 9 of this agreement.

4. OBLIGATIONS OF VENDOR.

Throughout the term of this Agreement, Vendor shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. Vendor warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities, and other resources necessary to provide the City with the services contemplated by this Agreement.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Ownership of Documents
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All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the City, and may be used by City as it may require without any additional cost to City. No reports shall be used by the Vendor for purposes other than this contract without the express prior written consent of City.

Title to Data
If, as a part of the agreement Vendor is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this agreement will be delivered to City upon the completion or termination of services under the contract.

All materials, documents, data, or information obtained from the City data files or any City medium furnished to Vendor in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Vendor after termination of this Agreement without written consent of the City.

7. NEWS AND INFORMATION RELEASE.

Vendor agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Manager.

8. INTEREST OF CONTRACTOR.

Vendor warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of #13..
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services required to be performed under this Agreement. Vendor warrants that, in performance of this Agreement, Vendor shall not employ any person having any such interest. Vendor agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this contract if so required at the option of City.

9. AMENDMENTS.

Both parties to this Agreement understand that it may become desirable or necessary during the execution of this Agreement, for City or Vendor to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work.

Until a change order is so executed, City will not be responsible to pay any charges Vendor may incur in performing such additional services, and Vendor shall not be required to perform any such additional services.

10. INDEPENDENT CONTRACTOR.

All acts of Vendor, its agents, officers, and employees and all others acting on behalf of Vendor relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers, or employees of City. Vendor, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. Vendor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer, or employee of the City is to be considered an employee of Vendor. It is understood by both Vendor and City that this Agreement shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture. #13..
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Vendor, its agents, officers, and employees are and, at all times during the terms of this Agreement, shall represent and conduct themselves as independent contractors and not as employees of City.

Vendor shall determine the method, details, and means of performing the work and services to be provided by Vendor under this Agreement. Vendor shall be responsible to City only for the requirements and results specified in this Agreement, and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of the Vendor in fulfillment of this Agreement. Vendor has control over the manner and means of performing the services under this Agreement. Vendor is permitted to provide services to others during the same period service is provided to City under this Agreement. If necessary, Vendor has the responsibility for employing other persons or firms to assist Vendor in fulfilling the terms and obligations under this Agreement.

If in the performance of this Agreement any third persons are employed by Vendor, such persons shall be entirely and exclusively under the direction, supervision, and control of Vendor. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Vendor.

It is understood and agreed that as an independent contractor and not an employee of City neither the Vendor or Vendor's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever.
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It is further understood and agreed that Vendor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Vendor's personnel.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR VENDOR: Name: Envirogen Technologies, Inc.

Address: 2627 Chestnut Ridge Road, Suite 200
Kingwood, TX 77339
Attention: Todd S. Webster, Ph D., P.E.

Phone: (877) 312-1385
Email: [email protected]
FOR CITY: Name: City of Modesto
Address: P.O. Box 642
Modesto, CA 95353
Attention: Jeff Daniels, Water Division Manager
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Phone: (209) 342-4585
Email: [email protected]

14. INSURANCE REQUIREMENTS.

The Vendor shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Vendor shall provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Vendor shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. #13..
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(b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability insurance with a minimum limit of $1,000,000 per claim and policy aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, the Vendor shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the Vendor to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated. Failure of the Vendor to obtain and/or maintain any required insurance shall not relieve the Vendor from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Vendor concerning indemnification. The City, its agents, #13..
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officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Vendor for the City. The Vendor's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Vendor must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

VENDOR shall provide CITY with separate endorsements evidencing proof of the CITY’s additional insured status as to both the general liability and automobile liability insurance policies. In addition, VENDOR shall provide CITY with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number.

For any claims related to this project, the VENDOR’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the VENDOR’S insurance and shall not contribute with it.

15. TERMINATION OF AGREEMENT.

Termination by City for Default of Vendor
Should Vendor default in the performance of this Agreement or materially breach any of its provisions, at its option, City may terminate this Agreement by giving written #13..
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notification to Vendor. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services or duties, willful destruction of City's property by Vendor, dishonesty, or theft.

Termination by City for Convenience
The City may also terminate the Vendor's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience and shall endeavor to provide the Vendor with consultation with the City prior to termination.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Vendor shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, #13..
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title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Vendor or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Vendor in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Vendor shall provide sufficient oral or written status reports to make City reasonably aware of the status of Vendor's work on the project.

City will pay Vendor an amount based on the percentage of work completed in accordance with the notice of termination. The final payment to the Vendor after #13..
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termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Vendor as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Vendor.
c. Upon such a termination for convenience, City shall pay Vendor (i) for all Products and services delivered prior to the date of termination, and (ii) any and all Costs incurred by Envirogen prior the date of Termination incurred by Vendor in the engineering, design, production, acquisition, transportation or otherwise for any Product or service as yet undelivered and (iii) all reasonable Costs associated with the demobilization of Vendor following the termination.

Authorization to Terminate Agreement
Termination of the Agreement may be invoked by the City Manager, or his/her designee, subject to the right of the Vendor to appeal the City Manager, or his/her designee’s, decision to the City Council. The Vendor shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination #13..
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of the Agreement. In the event that termination of this Agreement is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.

17. INDEMNITY.
a. Each Party hereby agrees to defend, indemnify and hold the other Party and their respective partners, affiliates and subsidiaries, and their respective directors, officers, partners, members, employees and agents (collectively “Indemnified Parties”), harmless from and against any and all claims, liabilities, suits, proceedings, judgments, orders, fines, penalties, damages, losses, Costs and expenses (including, without limitation, costs of defense, settlement and reasonable attorneys’ fees and expenses) (all of the foregoing herein collectively called “Liabilities”), arising out of (i) the Indemnifying Party’s negligence or willful misconduct; and, (ii) failure of the Indemnifying Party or any of its employees or agents to observe or comply with any of the Indemnifying Party’s duties or obligations under this Agreement, including, without limiting the generality of the foregoing, any failure to observe or comply with any applicable laws, ordinances, codes, orders, rules or regulations; violation or breach of any provision of this Agreement including, but not limited to, any warranty for which a remedy is not specified. The foregoing obligations of indemnity will include, but not be limited to, any and all Liabilities for or relating to (i) injury to or death of any person (including, without limitation, employees or agents of the Parties), (ii) damage to or loss or destruction of any property (including, without limitation, property of the Parties, or their respective employees or agents), and (iii) any spill, release or leak of any hazardous substance or waste or any contamination of, injury or damage to or adverse effect on the environment. The Indemnifying Party shall be liable, however, only for #13..
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that percentage of total Liabilities that corresponds to the indemnifying Party’s percentage of total negligence or fault as compared to that of the indemnified Party. b. Neither Party shall have any liability to the other Party for any indirect, incidental, aggravated, exemplary, punitive, or consequential damages incurred by the other Party, whether brought on an action for breach of contract, breach of warranty, tort, strict liability, or otherwise and irrespective of whether caused or allegedly caused by either Party’s negligence or willful misconduct and none shall be awarded by any tribunal against a Party hereto in favor of a Party hereto; provided, however, that the limitations on liability contained in this Section 17 shall not apply to damages which are part of a third party claim for which a Party is claiming an indemnity obligation under this agreement from the other Party and the Party entitled to indemnity protection under this agreement is seeking an indemnity or other relief against the payment of such damages from the Party required to provide such indemnity or other relief. Anything in the Agreement notwithstanding, any liability of a Party shall not exceed $1,000,000.

18. DISPUTE RESOLUTION.

All claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be determined by binding arbitration in Modesto, California by one arbitrator, except as otherwise specified in this Agreement. The American Arbitration Association shall administer the arbitration under its Arbitration Rules then in effect, subject to the modifications of those rules contained in this paragraph. This agreement to arbitrate shall be specifically enforceable under the prevailing law of any court having jurisdiction, and the award #13..
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rendered by the arbitrator may be entered in any court having jurisdiction. The appropriate venue for any arbitration or court proceeding relating to or arising out of this provision shall be in Stanislaus County, California.

This paragraph is not intended to and does not waive the claim filing requirements found in California Government Code section 900 et seq. In the event that a timely and legally sufficient, arbitrable claim is filed by Vendor with City, and the claim is rejected in whole or in part by City, this paragraph shall result in the conclusive, final, and binding resolution of all the issues presented in the claim by Vendor so long as any issues presented by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by Vendor to arbitration pursuant to the Arbitration Rules of the American Arbitration Association within ninety (90) days after mailing of the written rejection by City to Vendor. Otherwise, the claim or claims shall be deemed waived in their entirety.

The “fast track’ rules of the American Arbitration Association shall apply to any claim or counterclaim less than ONE HUNDRED FIFTY THOUSAND AND 00/100 ($150,000.00) DOLLARS. In arbitration not proceeding under the “fast track” rules, the arbitrator shall have the power to order those depositions be taken and other discovery be made.

Both City and Vendor shall have the right, upon written notice, to take no more than three (3) depositions of the other as a matter of right in an arbitration proceeding under the “fast track” rules.

Whether or not City and Vendor may be engaged in interstate commerce, any controversy or dispute mentioned above shall be determined by, and the parties shall be bound by, the substantive law of the State of California, and not the Federal Arbitration Act at 9 USC Section 1 et seq.
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The arbitrator may grant any remedy or relief deemed by the arbitrator just and equitable under the circumstances, whether or not such relief could be awarded in a court of law. The arbitrator shall be empowered to award monetary sanctions against a party for failure of cooperation in the arbitration. The arbitrator shall, in written award, allocate all the costs of the arbitration, including the fees of the arbitrator and the reasonable attorney fees of the prevailing party, against the party who did not prevail. The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

Notwithstanding anything in this provision to the contrary, the arbitrator shall have no power to award punitive damages or other damages not measured by the party’s actual damages (excluding litigation costs and fees) against any party. This limitation of the arbitrator’s powers under this Agreement shall not operate as an exclusion of the issue of punitive damages from this Agreement to Arbitrate sufficient to vest jurisdiction in a court with respect to that issue.

The parties hereby waive any rights provided by Title 9.2 of the California Code of Civil Procedure, Section 1296. The arbitrator’s award shall be deemed final, conclusive, and binding to the fullest extent allowed by California law.

19. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Vendor and City. Additional or new terms contained in this Agreement which vary from Vendor's proposal are controlling and are deemed accepted by Vendor by shipment of any article or other commencement of performance hereunder. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver of #13..
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or exception to any of the terms, conditions, and provisions of this Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

20. PARTIAL INVALIDITY.

If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

21. WAIVER.

The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

22. AUDIT.

Consultant agrees to retain reports, records, documents, and files related to charges under this Agreement for a period of four (4) years following the date of final payment for Consultant services. City's representative shall have the right to reproduce any of the aforesaid documents.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.
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Vendor shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Vendor shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.

26. CITY BUSINESS LICENSE.

Vendor will have a City of Modesto business license.

27. SUPPLEMENTAL PROVISIONS.

The text of Sections 1-7 and 9 Confidential Information of Exhibit A, Appendix A are hereby incorporated by this reference into the agreement. #13..
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IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2023- , adopted by the Council of the City of Modesto on the day of _________________ , 2023, and Envirogen Technologies, Inc. has caused this agreement to be duly executed in duplicate as of the Effective Date. #13..
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Finlays Extracts and Ingredients, USA, Inc. Resin Adsorption and IPA Stripping and Recovery Equipment Wildfox III
A Lifecycle Performance Company
ENVIROGEN DUAL MinX ION EXCHANGE

NITRATE TREATMENT SYSTEM

PREPARED FOR CITY OF MODESTO

3/7/2023
Envirogen Proposal # 24304 Rev 5
877-312-8950
2627 Chestnut Ridge Rd, Suite 200
Kingwood, TX 77339
www.envirogen.com
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Proposal 24304 City of Modesto
Envirogen Proposal i

PROPRIETARY & CONFIDENTIAL

LICENSING AND CONFIDENTIALITY STATEMENT
ALL INFORMATION CONTAINED IN THIS DOCUMENT IS THE PROPERTY OF ENVIROGEN TECHNOLOGIES, INC. ("ENVIROGEN") AND ITS AFFILIATES. THE DESIGN CONCEPTS AND INFORMATION CONTAINED HEREIN ARE THE PROPERTY OF ENVIROGEN AND ARE SUBMITTED IN CONFIDENCE. THEY ARE NOT TRANSFERABLE AND MUST BE USED ONLY FOR THE USE AND PROJECT FOR WHICH THE DOCUMENT IS EXPRESSLY SUBMITTED. THEY MUST NOT BE

DISCLOSED, REPRODUCED, LOANED, OR USED IN ANY OTHER MANNER WITHOUT THE EXPRESS WRITTEN CONSENT OF ENVIROGEN. ENVIROGEN ASSUMES NO RESPONSIBILITY OR LIABILITY FOR THE USE OF THIS DOCUMENT OR THE

DESIGN CONCEPTS AND INFORMATION CONTAINED HEREIN FOR ANOTHER PROJECT OR IN A MANNER THAT DOES NOT RELATE TO THE ORIGINALLY INTENDED USE OF THIS DOCUMENT. IN NO EVENT SHALL THIS DOCUMENT OR THE

DESIGN CONCEPTS AND INFORMATION CONTAINED HEREIN BE USED IN ANY MANNER DETRIMENTAL TO THE INTERESTS OF ENVIROGEN. THE RIGHTS AND OBLIGATIONS OF ENVIROGEN AND ITS CUSTOMER ARE FURTHER LIMITED IN THE AGREEMENT BETWEEN THEM FOR THIS PROJECT. ALL PATENT AND OTHER RIGHTS ARE RESERVED.

ACCEPTANCE OF THE DELIVERY OF THIS DOCUMENT CONSTITUTES AGREEMENT TO THESE TERMS AND CONDITIONS.

Revisions Log
Revision General Notes:

Proposal
Revision Date Notes/Comments Issued
by
Approved
by
1 7/7/2022 Final Issue TW KS
2 7/28/2022 Revised for SIR-100 Resin TW/MD KS
3 8/11/2022 Revised to Add Container/Resin Removal TW KS 4 1/12/2023 Updated Scope and Pricing TW KS
5 3/6/2023 Updated Scope and Pricing TW KS
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Proposal 24304 City of Modesto
March 7, 2023 Page 1
Envirogen Technologies Confidential – Trade Secret and Proprietary Information

TABLE OF CONTENTS

1.0 PROJECT SUMMARY AND APPROACH ...................................................................................... 2

1.1 INTRODUCTION..................................................................................................................... 2

1.2 PROPOSED APPROACH AND NEEDS...................................................................................... 2

2.0 TECHNICAL OVERVIEW.............................................................................................................. 3

2.1 PACKAGED ION EXCHANGE SYSTEM..................................................................................... 3

3.0 DESIGN, SCOPE AND MANAGEMENT ....................................................................................... 4

3.1 ION EXCHANGE SYSTEM EQUIPMENT................................................................................... 4

3.2 PROJECT ENGINEERING DELIVERABLES................................................................................. 6

3.3 QUALITY ASSURANCE ............................................................................................................ 6

3.4 OPERATING AND MAINTENANCE MANUAL.......................................................................... 6

3.5 EQUIPMENT NOTES & CLARIFICATION ................................................................................. 6

3.6 DISPOSAL OF CONTAINER AND RESIN................................................................................... 8

3.7 FIELD AND TECHNICAL SERVICES .......................................................................................... 8

3.8 CLIENT-FURNISHED ITEMS .................................................................................................... 9

4.0 PRICING................................................................................................................................... 10

4.1 ION EXCHANGE SYSTEM EQUIPMENT................................................................................. 10

4.2 COMMERCIAL CONSIDERATIONS........................................................................................ 10

4.3 ESCALATION CONCERNS & CLAUSE .................................................................................... 12

5.0 SCHEDULE ............................................................................................................................... 13 #13..
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Proposal 24304 City of Modesto
March 7, 2023 Page 2
Envirogen Technologies Confidential – Trade Secret and Proprietary Information

1.0 PROJECT SUMMARY AND APPROACH

1.1 INTRODUCTION
Envirogen Technologies, Inc. (Envirogen) has prepared this firm-fixed pricing proposal for the design and supply of a pair of MinX Ion Exchange system for the City of Modesto’s Grayson Wells (City, Wells 274 & 295). This proposal represents a modern-day replacement for the existing pair of Envirogen SimPACK™ Ion Exchange system currently used to treat the Grayson Wells.

1.2 PROPOSED APPROACH AND NEEDS
Limited feed water quality data was provided by City staff on February 1, 2022 for Wells 274 & 295. Currently, the City has two existing SimPACK treatment systems at the site. The systems were originally supplied by Envirogen in the 2004 timeframe and are nearing the end of their useful life.

The proposed new systems involve our current, updated design that provides the same level of treatment as the existing units. Additionally, these systems utilize our most current control system that will provide better support for integration and monitoring operations.

Envirogen has selected the proposed system based on the provided water quality parameters shown in Tables 1a and 1b.

Table 1a – Influent and Target Effluent Flow/Concentrations Per Train Analyte Units Influent Range Effluent Target
Flow Rate gpm 300 300
Nitrate (as N) mg/L ≤16 ≤8
Table 1b - Influent Water Modeling Assumptions1
Analyte Units Influent Range
Sulfate mg/L ≤300
Chloride mg/L ≤343
Bicarbonate (as HCO3) mg/L ≤268
Hardness (as CaCO3) mg/L ≤748
pH SU 7.8-8.0
1 A full-water evaluation with metal (i.e., chromium, arsenic, iron, manganese) and total dissolved solids (TDS) analysis is warranted.
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Proposal 24304 City of Modesto
March 7, 2023 Page 3
Envirogen Technologies Confidential – Trade Secret and Proprietary Information

2.0 TECHNICAL OVERVIEW

2.1 PACKAGED ION EXCHANGE SYSTEM
Envirogen’s MinX ion exchange system allows for continuous on-demand treatment with the use of regenerable ion exchange resins. Our automated system controls the flow of water for treatment, as well as regeneration and rinse cycles for exhausted bed vessels, to maintain a set number of beds for treatment of the target contaminant.

The major components of the system include:
• Pre-filtration
• Ion Exchange (IX) treatment vessels inside an engineered, equipment shelter container • Regeneration system controlled and monitored by a programmable logic controller (PLC) utilizing Envirogen MinX control logic.

The process begins with raw water being sent from the wellfield to the client provided backpressure and flow splitting assembly. Raw water then enters into the container and through a flow meter and modulating flow control valve that will maintain optimum treatment flow. Raw water then flows to the pre-filtration unit where suspended solids greater than 5 microns are removed using standard bag-type filters. The prefiltration unit removes any large amount of Total Suspended Solids (TSS) and eliminates the need to backwash the IX vessels.

After being filtered, the water is then sent to Envirogen’s MinX IX system where the nitrate is removed using proven IX technology. Envirogen uses a multi-bed design operated in a staggered mode process. The staggered bed is Envirogen’s N+1 method which means that while the active beds are providing treatment, one vessel is in standby or being regenerated. This design provides the system treatment redundancy that is required by regulators, while producing a consistent effluent water quality that meets the target water quality requirements. During the treatment process, nitrate levels are monitored using an on-line nitrate analyzer that can measure the systems effluent, and if desired alternate between the effluent and influent.

Treatment occurs as the nitrates in the raw water are exchanged for chlorides on the IX resin.

Once a vessel is exhausted, it is automatically removed from service and a regeneration of that vessel’s resin
bed is controlled by the MinX PLC controller. The
system’s resin beds are regenerated using brine reclaim and concentrated brine (NaCl) in a counter-current
flow process. Once the regeneration process is
complete, the vessel isrinsed using the treated effluent water. The rinse water is partially recovered and used
as make-up water for the brine tank and partially to the brine recovery tank. The remaining rinse water, along
with the brine waste, is sent to waste. All steps in the MinX regeneration process are designed to minimize waste generation. The actual daily volume of waste will be determined based on the final process set points and treatment system utilization. #13..
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information The MinX system is controlled and monitored using a PLC controller accessed via a human machine interface (HMI) panel located inside the system container. The PLC monitors all key performance criteria, including nitrate levels, and provides all system notifications and alarms.

In the event of a process issue or equipment failure, the PLC triggers an alarm, which can trigger a well(s) shutdown, ensuring that water quality is always maintained. The PLC is also capable of being remotely monitored and can be tied into the customer’s SCADA system if desired. This system allows for minimal operator interaction for general operational conditions.

3.0 DESIGN, SCOPE AND MANAGEMENT
Envirogen’s proposed scope of supply is outlined below.

3.1 ION EXCHANGE SYSTEM EQUIPMENT
Envirogen will design, manufacture, and supply a packaged Ion Exchange system with one MinX system in one shipping container. Table 2 below summarizes the major equipment included in Envirogen’s proposed scope of supply.
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information Table 2 - Major Equipment List
Description of Item Qty Description
(or equal)
Pre-Filter Skid Assembly
Flange Common Inlet/Outlet Manifold, 304 Stainless Steel Ten (10)- #2 bag filter housing, each with
304 Stainless Steel Construction
Swing Bolt Quick Release Covers with Vent port
Isolation and Drain Valves
Epoxy Coated Steel Skid Frame
1 Rosedale or
Equal
MinX Ion Exchange System
40’-0” Modified shipping container as Equipment Shelter Two (2) trains of MinX Ion Exchange Systems Each Consisting of o 4- ø48” X 72” FRP IX vessels
o Motor operated Valve for Flow, Regen and Rinse Control o Internal Piping & Manifolds – Sch80 PVC
o 240 ft3 of Nitrate Selective Resin (SIR 100) (Certified NSF-61) o Main System PLC based Control Panel
 NEMA 4 Wall Mount Enclosure
 10” Color Touch Screen HMI
 Battery UPS for PLC, HMI and Comms
 Ethernet connection for remote communications
Online Nitrate Sensor and Analyzer
Miscellaneous, Instruments and transmitters for process measurement and control.
1 Envirogen
Brine Recovery Tank Assembly
Nominal 1400 gallon
5’ 1” ø x 11’-9” HDXLPE Tank, SG 1.35
Natural Translucent Color
PVC Tank Fittings and Vent
Seismic restraint/Hold assembly
Level Transmitter
2 Envirogen,
Polyprocessing
Replacement Tank for Brine Storage
15 ton Briner Tank
Aprox 6’-0” ø x 12’-0” Side Wall HDPE Tank
Color Black
PVC Tank Fittings and Vent Connection

*Note: This is item shall be an in-kind replacement tank. No other ancillaries such as salt fill tube, dust bag, level sensor, etc. are included.
2 Brinemaker or
Equal
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3.2 PROJECT ENGINEERING DELIVERABLES
The engineering deliverables for the system will include the documents:
• Process Flow Diagrams
• Piping and Instrumentation Diagrams
• Detailed Process Description
• General Arrangement Drawings
• General Process Piping Layouts
• Schematic Wiring Diagrams

3.3 QUALITY ASSURANCE
Envirogen will have oversight of various subcontracted services. Responsibilities will be to ensure the quality of the work and that the required schedules are maintained. The following subcontracted services will be managed:
• Receipt inspection of manufactured of components
• Shop assembly of system
• Equipment inspections (prior to delivery)

3.4 OPERATING AND MAINTENANCE MANUAL
Equipment manuals, as well as data and specifications, will be compiled into an O&M Manual.

One (1) electronic PDF copy of the final O&M Manual will be provided in no later than 120 working days after process startup. The O&M Manual will include the sections:
• Table of Contents
• Operating and Maintenance instructions
• Copies of Equipment Layout Drawings with record comments • Detailed process description
• Copy of the “Bill of Material”
• Copies of component equipment O&M manuals supplied by the manufacturer. • Recommended Operator Log Sheet

3.5 EQUIPMENT NOTES & CLARIFICATION

1. Due to market conditions and global supply chain issues, any noted component manufacture is subject to change based on availability and schedule. Should an alternate component be required, it will be presented to the Buyer before the change.

2. All material in contact with the water shall be food grade or NSF 61 compliant.

3. All commodity items (valves, motor-driven equipment, instruments, equipment skids, etc.) will be manufacturer’s standard or as stated in catalog cuts.

4. All equipment proposed is rated for use in non-hazardous areas.

5. All motors will have Total Enclosed Fan Cooled (TEFC) housing. #13..
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6. All items located inside the MinX Equipment Shelter will be piped and wired together for ease of installation at site. Connections to external wiring or piping as well as any penetration into the enclosure, shall be done by installing contractors.

7. The Supplied Uninterruptable Power Supply (UPS) is design to provide power to just the PLC, HMI and network communication. It does not supply power to outputs external instruments or valves.

8. The Pad for the installation of the treatment unit should be flat and level. Shimming of the container may be required to ensure the container frame sits proper and square so doors opening and close properly.

9. Motor selection will be by the equipment manufacturer based on the performance requirements of the equipment. For pumps, motors will be sized for end of curve horsepower rating.

10. PLC, HMI and I/O modules will be Allen Bradley Compact Logix Series. Ethernet communication will be AB TCP/IP protocol.

11. Any radiological contaminants, metals, organics, and oxyanions that are removed by the IX unit and ultimately released into the brine waste are assumed to be disposable into the waste brine tanks and are the responsibility of others.

12. The proposed unit is a modern-day equivalent of the existing SimPACK. Although the physical configuration of the unit is different, the unit will have the same general process and functionality as the existing unit.

13. The proposed system will consist of two independent trains housed inside one equipment enclosure to provide the same redundancy the current system provides.

14. The scope includes only a replacement tank for the briners. Any existing ancillary equipment such as the salt fill tube, dust bag and duct, drain valves, level senor, anchors, or ladders shall be carefully removed for reuse on the new tanks by the installer. The installer is also responsible for any repair or modification, if needed, to mate the ancillaries to the new tank.

15. Replacement tanks are expected to be of the same size and shape as the existing tanks. No new seismic calculation or certification are included this scope.

16. No waste tanks are included in this scope. It is assumed the existing waste tanks are in good condition and can be reused with the new MinX System.

17. No Brine Pumps and Brine Filters are included in this scope. It is assumed the existing brine pump and filters are in good condition and can be reused with the new MinX System. #13..
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3.6 DISPOSAL OF CONTAINER AND RESIN
Envirogen will coordinate the removal of the spent resin from the existing vessels for disposal, as well as the existing container and its contents from the site.

Disposal of the resin will consist of removal of the by an Envirogen technician at site. Prior to removal the resin will be tested to confirm it non-hazardous and suitable for disposal. Then, the resin will be removed and placed in dewatering supersacks. The super sacks will be pickedup at the site and moved to the disposal facility.

Disposal of the container will consist of haul away of the container from site and disposal.

Envirogen shall arrange for container for pickup by roll-off service and moved to a facility for disposal.

Clarification for Disposal Services:
• Resin removal is contingent that resin is non-hazardous, and the receiving facility accepts the material. The City must support and allow removal resin must within 10 days of testing. If process is delayed or material is deemed hazardous or unacceptable, a change order will be required.
• All electrical, plumbing, or mechanical connections to the existing container will be disconnected by the City of Modesto.
• The City of Modesto shall position the container to allow removal by roll-truck from site driveway. This shall include lifting or movement of the container on site or removal of fence/gate if required.
• Any permits required for the removal of the container will be the responsibility of the City of Modesto.
• All water inside the unit, used to sluice out resin, can be disposed of on site, to waste tank or drain. No hauling of water is included.

3.7 FIELD AND TECHNICAL SERVICES
This proposal includes the following for Technical Support for assistance during installation, review of installation, and start-up. All services to be provided during normal business hours Monday thru Friday between 7am and 3pm.

Envirogen has included time for One (1) Technician for up to:
• Two (2) trips up to Five (5) days each for a total of up to ten (10) days onsite.

The trips to involve the activities:
• Removal of existing Resin for disposal
• Mechanical installation check‐out
• Supervision of System disinfection (by others)
• Supervision of initial loading of media (by others)
• Start-up support assistance
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information • Operator training, 1 session 4 hours
Any additional services or time, if requested by the Owner or contractor, shall be invoiced based on Envirogen’s published or prevailing rates. Expenses associated with any additional Envirogen labor including travel, will be invoiced at Cost plus 15%.

3.8 CLIENT-FURNISHED ITEMS

1. Coordination of information that may impact Envirogen’s ability to fulfill its obligations as set forth in in this Proposal and attachments.

2. All required permits including any construction or environmental permits.

3. Access to site for visits and walk-downs, including, if required, any site-specific safety training, orientations, or escorts while on site.

4. Any Demolition, Decommissioning, or Refurbishment work required to ready the site for new equipment, unless specifically noted in this proposal.

5. Unloading of Envirogen-supplied Equipment. This shall include any blocking or cribbing for stored materials at the site before being set.

6. On-site space for storage and equipment staging.

7. Site security fencing, lighting, safety, and fire prevention equipment (eyewash, showers, fire extinguishers, etc.).

8. Appropriate office facilities, space to work and restroom facilities for Envirogen or subcontractors during on-site activities.

9. Design and construct a concrete foundation for the supplied equipment to meet API standards and tolerances.

10. Design, supply, and install all field piping, wiring, pipe supports, stairs, catwalks, containment areas, sumps, and drains for the equipment area.

11. Installation of the Envirogen supplied components or other free issued materials for field assembly. Including loading of media

12. Design, supply, and Installation of interconnecting piping and electrical to complete connections to and from the individual equipment limits.

13. Supply and connection of electrical power feed, single phase 230 volt and single phase 120- volt systems as required.

14. Designated area for equipment installation

15. Supply and addition of Salt to Briner or other chemicals for start-up and post start-up operations.

16. Piping insulation or freeze protection, or personnel protection where required.

17. All required lubricants, including the first fill of all equipment covered in this Proposal.

18. Supply and disposal of clean water for on-site hydro and functional testing.

19. Installation contractor to supply labor for electrical and mechanical punch list items discovered during dry &wet shakedown or performance testing.

20. Connection and integration to Plant SCADA or RTU system.

21. Performance testing equipment rental and any analytical services (onsite or Third Party).

22. Labor, chemical and service to disinfector per local requirements upon checkout of system and prior to loading of media

23. Prepare, submit and obtain necessary permitting of system prior to performance testing. #13..
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24. Provide flow-to-waste capability and disposal of water, chemical and other waste produced during start-up, testing and demonstration of the treatment system.

25. Provide all necessary well pump controls for staging, sequencing, blending controls and interface with MinX unit.

26. Provide necessary piping, valves and equipment to limit feed pressure to less than 150 psi and to protect the MinX unit from damage as the result of over-pressurization, surge and water hammer.

27. Provide necessary equipment to maintain a minimum of 35 psi backpressure on the discharge side of the MinX unit.

28. Characterize waste profile of generated brine.

29. Provide influent feed water flow meter to the IX treatment unit.

30. Ongoing service agreement for cellular modem connection with client chosen provider.

31. Flood Abatement measures.

32. Anything not explicitly detailed in our offer.

4.0 PRICING

4.1 ION EXCHANGE SYSTEM EQUIPMENT
The pricing for the Scope of Work and Equipment provided in Section 3.0 is:

Dual MinX Ion Exchange System and Removal of Existing Resin/Container.... $1,509,407.00

4.2 COMMERCIAL CONSIDERATIONS
• This proposal is valid for 30 days from date of proposal. • Any associated sales taxes, fees, permits, etc., shall be the responsibility of the client. • Payment Milestones provided as shown in Table 3.
• Payments are NET 30 from the date of invoice issuance. • Shipping is Delivered-at-Place (DAP) Modesto, CA.
• Envirogen Standard Terms and Conditions (ETIGC #2121118, Appendix A) must be part of any issued purchase order.
• Due to volatility with supply chain all pricing and lead times are subject to change.

Once under contract, cost of equipment will be subject to general escalation clause requirements as noted in Section 4.3.
• This Proposal/Offer and its appendices must be attached to or incorporated by reference in any purchase order.
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information Table 3 – Payment Milestones
Milestone # Event
Percent of
Contract Value
1 Upon Execution of Purchase Order or Contract 15%
2 Upon Submittal of the Project-Specific Drawings
Submittals will occur in stages and will be invoiced as 1) Process Submittal – 10%
2) Mechanical Submittal – 10%
3) Electrical Submittal – 10%
One invoice will be submitted as each submittal occurs. 30%
3 Upon the Issuance of Major Equipment Purchase Orders
This milestone shall be invoiced upon presentation of unpriced copies of Envirogen’s Purchase orders for major Components (Container, Vessels, Controls Panels and Resin).

Multiple invoices potentially issued for this milestone. 30%
4 Upon the Notification to Ship Equipment
This milestone shall be invoiced Upon the earlier of (i) Shipment of the Equipment or (ii) 30 calendar days following the date buyer is notified the equipment is ready to ship.

This invoice may be prorated based on the equipment shipped or available to ship.
20%
5 Upon Commissioning of System1
This milestone shall be invoiced upon the earlier of (i) successful commissioning/start-up of the system, or (ii) 60 calendar days following the installation of the equipment, or (iii) 120 calendar days following the date that Envirogen provides notice that the major equipment was ready to ship. 5%
1 Successful commissioning of the MinX system is defined as full design flow through the system and attainment of full treatment as expected by the system. Full flow for the base system is 300 gpm/train (or whatever can be supplied from the site extraction process if less than 300 gpm/train is attainable), and full treatment is defined as reducing the treated water across the MinX system itself to the effluent contaminant concentration levels provided in Table 1a at the supplied flow rate. This level of treatment is contingent on the specific influent contaminant concentrations being less than or equal to the values shown in Tables 1a/b of this proposal. In the event the feed water provided to the treatment system is outside of these flow and contaminant specifications during the commissioning period, the start-up will be deemed successful, with the treatment considered satisfied. #13..
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4.3 ESCALATION CONCERNS & CLAUSE
Due to the current market volatility, at any time before client release for fabrication, the price of materials significantly increases, through no fault of Envirogen, the price (for the Ion Exchange System) shall be equitably adjusted by an amount reasonable and necessary to cover such increase. As used herein, a significant price increase shall mean any increase in price equal to or exceeding 3% experienced by Envirogen from the date of this proposal.

Escalation of Envirogen's price shall apply in the event of an increase in prices of metals, metal products, PVC products and Fiberglass Reinforced products as measured by the following indices:

1. Index: PPI Commodity data for Metals and metal products-Hot rolled steel bars, plates, and structural shapes, not seasonally adjusted.

Issuer: Bureau of Labor Statistics / United States Department of Labor.

Series ID: WPU101704
http://data.bls.gov/timeseries/wpu101704

2. Index: PPI Commodity data for Plastics Material and Resins Manufacturing, not seasonally adjusted.

Issuer: Bureau of Labor Statistics / United States Department of Labor.

Series ID: PCU
https://data.bls.gov/timeseries/PCU325211325211
Envirogen’s price shall be adjusted upward, if there is an increase in price equal to or exceeding 3% and the increase shall be measured using the formula and indices from the base date of this proposal. The increase shall be calculated as:
((PO Value *.85*%Metals) * (Metals IndexPO-Metals IndexProp)/Metals IndexProp) + ((PO Value * .85* %Plastic) * (Plastics IndexPO-Plastics IndexProp)/Plastics IndexProp)))+ PO value Where:
• Metals Indexpo is the Metals index value for the month of release of purchase orders to suppliers.
• Metals IndexProp is the Metals index value for the month of this proposal. • % Metals is equal to 12%
• Plastics Indexpo is the Plastics index value for the month of release of purchase orders to suppliers.
• Plastics IndexProp is the Plastics index value for the month of this proposal. • % Plastic is equal to 17%
No upward adjustment shall apply to supplies or services that are required to be delivered or performed before the effective date of the adjustment, unless Envirogen’s failure to deliver or perform according to the delivery schedule results from causes beyond Envirogen’s control and without its fault or negligence, within the meaning of the Default clause. #13..
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information The aggregate of the increases to the contract price made under this clause shall not exceed 10 percent of the original price.

5.0 SCHEDULE
Envirogen will engineer and submit required drawings as shown in Table 4 below.

Table 4- Estimated Schedule
Task Milestone Estimated Dates
Submittal of Engineering Drawing 6 weeks After Receipt of Order Client Review Period 2 Weeks (10 days) After Submittal
Notice of “Ready” to Ship 24-40 Weeks after Submittal Approval Completion of Site Testing / Commissioning 1 Week
While drawings are issued for approval, they are intended for informational purposes only.

All drawings will remain the property of Envirogen and may not be used by others for fabrication.

Submittal documentation shall be provided electronically in PDF including the operations and maintenance documentation.

Any request by Client to either accelerate or delay a deliverable date described above for any reason other than an event of force majeure, shall require a mutually acceptable change order pursuant to Section 12.5 of Envirogen’s General Conditions attached as Appendix A. Such change order shall include the new schedule of deliverable due date(s) and any price adjustment occasioned by the change in schedule.
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APPENDIX A

GENERAL CONDITIONS FOR THE SALE OF PRODUCTS AND SERVICES BY ENVIROGEN TECHNOLOGIES, INC. (ETIGC #221118)
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GENERAL CONDITIONS FOR THE SALE
OF PRODUCTS AND SERVICES BY ENVIROGEN TECHNOLOGIES, INC.

ETIGC #221118
The following General Conditions are and shall be an integral part of any Order to which these terms and conditions are attached and/or referenced. In no event shall any term or condition attached to or made part of any purchase order or other contract document issued by Purchaser, or any shipping document or other document associated with the services or Products described in the Order to which these General Conditions apply have any controlling effect whatsoever unless specifically adopted in writing by an authorized representative of both Envirogen Technologies, Inc. (“Envirogen”) and Purchaser.

1. Definitions. Throughout these General Conditions or any Order or other document to which they apply, the following words and phrases, when printed with the initial letter capitalized (unless shown below without capitalization), shall have the meanings ascribed to them below, unless the context requires otherwise:
“Cost” shall mean all expenses incurred by Envirogen for materials, supplies, energy, regulatory permitting, labor, outside contractors and professionals, transportation, supervision, excise, sales and similar taxes. For all purchases of materials, supplies and services, “Costs” shall include an additional ten percent (10%) of the direct expense to reimburse Envirogen for purchasing and accounting activities. Labor charges for Envirogen’s personnel will be at rates shown in any Order or attachment, exhibit or schedule incorporated therein. In the absence of any such specification of rate(s), labor charges for Envirogen’s personnel will be at the individual’s hourly wage rate (or equivalent) plus forty percent (40%) for employee and group benefits and employee taxes. “Purchaser” shall mean the person or entity purchasing Products or services from Envirogen. “Day” or “day” shall mean a calendar day unless otherwise indicated. “Party” or “Parties” shall mean either Envirogen or Purchaser or both. “Products” shall mean products, equipment, parts, goods, media or materials meeting the description or specifications set forth in the Order.
“Order” shall mean any purchase order, work order, change order, letter agreement or similar contract document issued by Purchaser and accepted in writing by Envirogen or issued by Envirogen and accepted in writing by Purchaser which either references or attaches these General Conditions and/or all attachments, amendments or any ancillary documents to any such contract document.
“Owner” shall mean the ultimate end user of the Product or service where the end user if not the Purchaser. Normally this would occur where the Purchaser is a prime contractor and Envirogen is a subcontractor.
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information In addition to the definitions set forth above, embedded within these General Conditions or any Order, there may be additional defined terms which are designated as such in a parenthetical and highlighted with quotation marks.

2. Cooperation of Purchaser. To assist Envirogen in providing Products and/or performing services, Purchaser shall (i) provide Envirogen with all relevant material, data, and information in its possession pertaining to the specific project or activity, (ii) consult with Envirogen when requested, (iii) permit Envirogen reasonable access to relevant Purchaser or Owner controlled sites, (iv) ensure reasonable cooperation of Purchaser’s employees and the Owner, and (v) unless a longer period is provided for in the Order, return all drawings or other documents submitted by Envirogen to Purchaser for review, comment and/or approval within a commercially reasonable time following submission not to exceed ten (10) business days. Any failure to return documents within the time prescribed shall be considered a waiver by Purchaser of its right to review and approve or comment on the documents.

3. Price, Costs and Payments.

3.1 Unless otherwise stated therein, the price(s) and charges for Products and/or services specified in any Order are exclusive of any sales, use, value added, excise, gross receipts, business and occupation or similar present or future taxes imposed by any governmental entity on the sale, delivery, use or other handling of the Product or service or in connection with any transactions contemplated by the Order to which these General Conditions apply. If any such taxes are incurred by Envirogen, Purchaser shall reimburse Envirogen the amount of such taxes.

3.2 Whenever rates or prices in any Order include transportation or when transportation is charged separately by Envirogen, such rates, prices or charges shall be exclusive of (i) material increases in the cost of transportation occasioned by significant increases in the costs of fuel or weather, road or access conditions which could not have been reasonably anticipated in advances of pricing the cost of transportation or (ii) any extraordinary or excess demurrage charges incurred by Envirogen from third party carriers which arise from delays or demurrage at the delivery point. Demurrage will be charged to Purchaser except to the extent such demurrage primarily results from the negligence or other fault on the part of Envirogen or its carrier.

3.3 Unless otherwise specifically indicated in the Order, all prices (or other values) in the Order are stated in U.S. dollars and all payments are to be made in U.S. dollars.

3.4 Invoices may be provided to Purchaser, at the option of Envirogen, by mail, delivery service, electronic mail or fax and payments by Purchaser shall, at the election of Envirogen, be made by mail, overnight delivery service or electronic funds transfer. Purchaser shall provide Envirogen with contact information for delivery of invoices. Invoices shall be due and payable within thirty (30) days of receipt by Purchaser of the invoice. TIME IS OF THE ESSENCE for payment of all fees and charges. Interest on delinquent payments shall accrue until paid at the greater rate of (i) twelve percent (12%) per annum or (ii) the prime interest rate as quoted by the Wall Street Journal plus 500 basis points (adjusted on the first day of each calendar quarter.) In the event that the interest rate described above exceeds the maximum interest rate chargeable under law for such transactions, such maximum legal rate shall apply.

3.5 Should any portion of an Envirogen invoice be disputed by Purchaser, Purchaser will pay the #13..
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information undisputed portion and within the payment period prescribed above shall provide Envirogen with written notice of the disputed portion of the invoice and the reasons for the dispute. In no event shall Purchaser withhold payment of any undisputed portion of a Envirogen invoice based on the set-off of a Purchaser claim against Envirogen or as a back-charge for monies claimed to be owed Purchaser by Envirogen. At the request of Purchaser, Envirogen shall provide Purchaser with a written partial release of statutory liens utilizing Envirogen’s standard form which shall be conditioned on actual receipt of payment of a particular invoice.

3.6 Envirogen may, from time to time, establish such credit terms as it shall, in the sole judgment of Envirogen, deem reasonably necessary, including, but not limited to, credit limits.

3.7 In the event that Envirogen should incur Costs, including, but not limited to, attorney’s fees and collection agency fees, to collect overdue invoices and accounts, Purchaser shall reimburse Envirogen for all such reasonable Costs whether or not litigation has been initiated to collect the overdue account.

3.8 When fees or charges are based in whole or in part on a reimbursement by Purchaser of Envirogen’s actual costs, with or without a mark-up, such costs shall be determined at the time of invoicing whether or not the cost has already been paid by Envirogen or has, as of that time, accrued as an expense for purposes of accounting. Any future rebate or credit to Envirogen which may be associated either directly or indirectly with the cost or expense, shall not give rise to a similar rebate or credit from Envirogen to Purchaser.

4. Delivery and Risk of Loss.

4.1 Except as otherwise set forth in the Order, delivery of Product shall be DAP work/installation site (Incoterms 2010).

4.2 Except as otherwise set forth in the Order, Purchaser agrees to take delivery of Product upon notice from Envirogen that the Product is ready for delivery. If for any reason Purchaser is either unable or unwilling to accept delivery, Purchaser shall be responsible to pay or reimburse Envirogen for all additional Costs incurred for storage, insurance and/or transportation.

4.3 Title to and risk of loss with respect to Products shall pass from Envirogen to Purchaser at the time the Product is delivered to Purchaser. Product shall be deemed to be delivered when the Product has been loaded to Purchaser’s carrier or if delivered by Envirogen to Purchaser’s or Owner’s work site, upon arrival at the work site. (See Section 4.1) Offloading from the Envirogen carrier is the responsibility of Purchaser. Damages to the Product incurred during offloading shall be the responsibility of Purchaser. To qualify for a credit, any shortage or damages (other than those incurred after delivery DAP) to the Product shall be reported in writing to Envirogen by Purchaser within five (5) business days of the date of delivery of the Product.

5. Force Majeure. If Envirogen is rendered unable to perform its obligations under the Order by an event beyond the reasonable control of Envirogen, Envirogen shall not be liable to Purchaser for failure or delay in such performance to the extent that the failure or delay is due to such force majeure event. Force majeure events shall include, but shall not be limited to, war (whether declared or undeclared), fire, flood, lightning, earthquake, hurricane, storm or any other act of God; strikes, lockouts or other labor difficulties; civil disturbances, riots, sabotage, accident not involving fault on the part of Envirogen or explosion; inability to secure necessary fuel, power, #13..
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information equipment, transportation or raw materials and/or any other reason beyond the reasonable control of Envirogen.

6. Supervening Event. ‘Supervening Event’ is defined as an event or circumstance beyond Envirogen’s control that could not reasonably have been provided against before entering into the Purchase Order, which, having arisen, could not reasonably have been avoided or overcome, and which is not substantially attributable to the fault of Purchaser. A Supervening Event may include, but is not limited to exceptional events or circumstances of the following kind:
6A. Civil commotion, civil disobedience or dissent, riot, theft, vandalism or civil commotion or any declared State of Emergency, third-party protest
6B. Blockade or embargo, industrial action, or other labor-related disputes, strike, or lockout by persons other than Envirogen's personnel and other employees of Envirogen and Envirogen’s subcontractors;
6C. Munitions of war, explosive materials, ionizing radiation, or contamination by radioactivity, except as may be attributable to the Envirogen's use of such munitions, explosives, radiation, or radioactivity;
6D. Commercial impracticability, irreparable disruption of the economy or solvency of the agreement that is no fault of Envirogen;
6E. Governmental acts or omissions, changes in laws or regulations, failure of any utility supplier or governmental authority;
6F. Epidemic, pandemic, mandatory quarantine as declared by local governmental authority; 6G. Generalized lack of availability of materials or critical components or equipment within the local market;
This offer is predicated on the Parties acknowledging that the war in Ukraine and the COVID-19 pandemic are currently causing global disruption. While neither party is aware of any current cause that would prevent or delay Envirogen in its contract performance, it is understood that both Parties acknowledge that a Supervening Event could arise because of future impacts of these events.

Envirogen is neither responsible nor liable for any failure, hindrance, or delay in performing any obligation due to any ‘supervening or exceptional event’ beyond its reasonable control. If such an event occurs, Envirogen will work collaboratively with the Purchaser and take reasonable steps to meet contractual obligations and other associated provisions or find alternative solutions acceptable to the relevant counterparties. If Envirogen is prevented from performing any of his obligations under the Purchase Order due to a supervening event and suffers delay and/or incurs cost because of such event, in that case, Envirogen shall be entitled to an extension of time for any such delay (if completion is or will be delayed) and additional compensation associated with the event, which will be collaboratively and transparently agreed with Purchaser as soon as such an event materializes

7. Warranties. The following warranties are in addition to any other warranties specifically set forth in the Order:
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information

7.1 Products. Envirogen warrants to Purchaser that (i) Envirogen will have title to all Products delivered to Purchaser, free and clear of all liens, encumbrances and security interests, and (ii) that all Product will conform at the time of delivery to the written mechanical product description and/or specifications set forth or otherwise referenced in the Order. In the event of a failure by Envirogen to materially meet the terms of the warranty set forth in this Subsection 7.1, Envirogen, at its own expense, shall remove the defective, non-conforming product and replace it with a like quantity of conforming Product meeting the description or specifications.

7.2 Equipment, Parts and Goods. Except as otherwise provided for in the Order, Envirogen warrants as follows:

A. Equipment and systems which are the subject of the Order shall, when constructed, installed, used, maintained and operated in strict compliance with the plans, specifications and instructions of Envirogen, meet the performance criteria specifically set forth in the Order during the performance testing period described therein.

B. At the time of delivery, equipment and parts will be free from any and all material defects which would reasonably interfere with their use by Purchaser. In the event such defect is reported to Envirogen within twelve (12) months from date of installation of the equipment or part or within fourteen (14) months following delivery by Envirogen, whichever comes first, Envirogen will repair or replace the defective component without charge.

7.3 Services. Envirogen warrants as follows:

A. In providing services under the Order, Envirogen will comply with all federal, state and local laws.

B. The services to be provided by Envirogen shall be performed utilizing the same generally accepted standards of due diligence, skill, reasonable care and safety ordinarily employed by service providers similarly situated in the same geographic region and at the same time.

C. All Envirogen personnel engaged in providing the services pursuant to the Order (i) shall be appropriately supervised by qualified persons in Envirogen’s employ, (ii) shall be appropriately skilled to perform the work to which they are assigned, and (iii) shall have met appropriate licensing and certification requirements of the state in which the service are to be provided.

7.4 Media and Resins. Unless otherwise set forth in the Order, Envirogen warrants that media supplied by Envirogen meets or exceeds Envirogen’s specifications for the media and manufacturer’s specifications for the media at the time of shipment.

7.5 Patents. Envirogen warrants that neither its Products nor its services shall infringe upon any patent(s) or copyright(s), or misappropriate or misuse trade secret(s) or other confidential information unless such Product or service is provided in compliance with Purchaser provided specifications. In the event of a default under this patent and intellectual property warranty, upon notice of the default by Purchaser, Envirogen shall obtain on behalf of Purchaser such releases, licenses or other appropriate authorizations as shall be necessary to prevent the infringement.

7.6 ENVIROGEN MAKES NO WARRANTY, EXPRESSED OR IMPLIED, PURSUANT TO THESE

GENERAL CONDITIONS, THE ORDER OR OTHERWISE OTHER THAN AS IS SPECIFICALLY SET FORTH IN THIS WARRANTIES PARAGRAPH AND THE ORDER AND NONE SHALL BE IMPLIED. THE #13..
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information

WARRANTIES AND ANY REMEDIES SET FORTH IN THIS WARRANTIES PARAGRAPH AND/OR THE ORDER ARE EXCLUSIVE. THE WARRANTIES ARE GIVEN AND ACCEPTED BY PURCHASER IN LIEU

OF ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESSED OR IMPLIED, INCLUDING

WITHOUT LIMITATION ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A

PARTICULAR PURPOSE, ALL SUCH WARRANTIES BEING HEREBY EXPRESSLY DISCLAIMED BY ENVIROGEN AND WAIVED BY PURCHASER. ANY REMEDIES PROVIDED FOR IN THIS

WARRANTIES PARAGRAPH AND OR THE ORDER ARE IN LIEU OF ALL OTHER REMEDIES AT LAW OR IN EQUITY FOR BREACH OF A WARRANTY.

7.7 Purchaser may assign Envirogen’s warranty obligations to the Owner without the consent of Envirogen and shall provide Envirogen with written notice of such an assignment.

8. Indemnification.

8.1 Each Party hereby agrees to defend, indemnify and hold the other Party and their respective partners, affiliates and subsidiaries, and their respective directors, officers, partners, members, employees and agents (collectively “Indemnified Parties”), harmless from and against any and all claims, liabilities, suits, proceedings, judgments, orders, fines, penalties, damages, losses, Costs and expenses (including, without limitation, costs of defense, settlement and reasonable attorneys’ fees and expenses) (all of the foregoing herein collectively called “Liabilities”), arising out of (i) the indemnifying Party’s negligence or willful misconduct; and, (ii) failure of the indemnifying Party or any of its employees or agents to observe or comply with any of the indemnifying Party’s duties or obligations under these General Conditions or the Order, including, without limiting the generality of the foregoing, any failure to observe or comply with any applicable laws, ordinances, codes, orders, rules or regulations; violation or breach of any provision in these General Conditions or the Order including, but not limited to, any warranty for which a remedy is not specified. The foregoing obligations of indemnity will include, but not be limited to, any and all Liabilities for or relating to (i) injury to or death of any person (including, without limitation, employees or agents of the Parties), (ii) damage to or loss or destruction of any property (including, without limitation, property of the Parties, or their respective employees or agents), and (iii) any spill, release or leak of any hazardous substance or waste or any contamination of, injury or damage to or adverse effect on the environment. The indemnifying Party shall be liable, however, only for that percentage of total Liabilities that corresponds to the indemnifying Party’s percentage of total negligence or fault as compared to that of the indemnified Party.

8.2 Neither Party shall have any liability to the other Party for any indirect, incidental, aggravated, exemplary, punitive, or consequential damages incurred by the other Party, whether brought on an action for breach of contract, breach of warranty, tort, strict liability, or otherwise and irrespective of whether caused or allegedly caused by either Party’s negligence or willful misconduct and none shall be awarded by any tribunal against a Party hereto in favor of a Party hereto; provided, however, that the limitations on liability contained in this Section 7.2 shall not apply to damages which are part of a third party claim for which a Party is claiming an indemnity obligation under this agreement from the other Party and the Party entitled to indemnity protection under this agreement is seeking an indemnity or other relief against the payment of such damages from the Party required to provide such indemnity or other relief. Anything in the #13..
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Proposal 24304 City of Modesto
March 7, 2023 Page 21
Envirogen Technologies Confidential – Trade Secret and Proprietary Information Order or these General Conditions notwithstanding, any liability of Envirogen under the Order shall not exceed in the cumulative aggregate, the lesser of the total fee or charges invoiced under the Order or $1,000,000.

9. Confidential Information.

9.1 Purchaser agrees that all information related to Envirogen’s systems, services, Products, methods, procedures, techniques, and equipment (“Confidential Information”) is and shall remain Envirogen’s exclusive proprietary and confidential information, know-how and property.

Purchaser agrees to use Confidential Information solely for the purposes set forth in the Order.

Purchaser agrees to keep Confidential Information confidential in accordance with the provisions of Section 8.2, and Purchaser shall not disclose, use or exploit for its benefit or the benefit of any third party Confidential Information other than in furtherance of the purpose of the Order.

Purchaser shall not reverse engineer, disassemble, chemically or biologically analyze or decompile any Product or other tangible objects which embody Envirogen’s Confidential Information.

9.2 Disclosure of Confidential Information may be in tangible form, by electronic media, by visual display or inspection or it may be provided orally. Confidential Information need not be marked “confidential”, “secret” or the like. Purchaser shall not use or disclose Confidential Information for any purpose other than as specified in the Order. Purchaser will use at least the same degree of care to avoid disclosure or unauthorized use of Confidential Information as Purchaser uses with respect to its own confidential information, but in no event less than a reasonable standard of care. Purchaser shall require in writing that the Owner agree to be contractually bound to Envirogen by the provisions of this Section 7.2. Envirogen may seek injunctive relief to enforce its rights under this Section without any requirement of proving irreparable injury. Confidential Information does not include the following: (a) information which prior to receipt by Purchaser was either generally available to the public or in Purchaser `s possession free of any restrictions on its use or disclosure from a source other than Envirogen; or (b) information which after the receipt thereof by the Purchaser either becomes available to the public through no fault of Purchaser or is acquired by Purchaser from a third party who has the legal right to transfer the information to Purchaser; or (c) information required to be disclosed by Purchaser pursuant to law but only after reasonable notice of the requirement of disclosure is provided to Envirogen.

10. Termination for Convenience. If the Order provides that the Purchaser may terminate the Order for its convenience and without cause, such termination shall be accomplished by written notice from the Purchaser to Envirogen. Upon such a termination for convenience, Purchaser shall pay Envirogen (i) for all Products and services delivered prior to the date of termination, and (ii) any and all Costs incurred by Envirogen prior the date of Termination incurred by Envirogen in the engineering, design, production, acquisition, transportation or otherwise for any Product or service as yet undelivered plus a mark-up of 25% and (iii) all reasonable Costs associated with the demobilization of Envirogen following the termination.

11. Insurance. If the services and/or the delivery of the Products require Envirogen or its contractors or carriers to enter on to any property owned or occupied by Purchaser, then Envirogen shall procure and maintain the following insurance coverages:
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Proposal 24304 City of Modesto
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information Coverage Policy Limits
Workers’ Compensation Statutory
Employer’s Liability Insurance $1,000,000 per accident or disease Commercial General Liability $1,000,000 per occurrence and including contractual liability; and $1,000,000 in the
aggregate
Automobile Liability Policy $1,000,000 per occurrence (including owned, non-owned, and hired vehicles) non-owned, and
hired vehicles)
All such policies shall name Purchaser and Owner as an additional insured as respects liability arising from work or operations performed by or on behalf of Envirogen (excluding the workers’ compensation policy). Envirogen shall promptly furnish Purchaser with certificates of insurance evidencing the required insurance coverage.

12. Miscellaneous Provisions.

12.1 For all purposes of the Order, Envirogen is and shall remain an independent contractor.

There are no intended third party beneficiaries to these General Conditions or the Order and nothing in this Contract will entitle any person other than Envirogen or Purchaser to any claim, cause of action, remedy or right of any kind under the Order.

12.2 Purchaser agrees that during the term of the Order and for a period of twelve (12) months thereafter, Purchaser will not, directly or indirectly, solicit, request or otherwise induce any Envirogen employee or personnel to terminate his or her employment with Envirogen if such employee has been materially engaged in providing Product or services to Purchaser under the Order. Nothing herein shall be construed to prohibit the hiring of Envirogen employees who have responded without any direct inducement by Purchaser to publically available employment advertisements by Purchaser.

12.3 Those provisions of these General Conditions or the Order which by their nature are intended to survive the termination, cancellation, completion or expiration of these general conditions or the Order to which they apply shall continue as valid and enforceable obligations of the Parties, notwithstanding any such termination, cancellation, completion or expiration. Such provisions include, but are not limited to, provisions concerning warranties, indemnifications and confidentiality.

12.4 The validity, interpretation and performance of these General Conditions shall be governed exclusively in accordance with and by the laws of the State of Texas, save and except those Texas laws governing choice of laws which would result in the choice of a law or laws of another jurisdiction.
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Proposal 24304 City of Modesto
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Envirogen Technologies Confidential – Trade Secret and Proprietary Information

12.5 In the event of any dispute between the parties arising under these General Conditions or the Order, the parties agree that (i) the civil courts in and for the County of Montgomery, State of Texas, shall have exclusive jurisdiction and venue to determine such dispute(s) and each party hereby waives any objection to such jurisdiction and venue in any such court and any claim that such forum is an inconvenient forum and (ii) the prevailing Party shall be awarded its costs of suit, including reasonable attorney's fees.

12.6 The Order and these General Conditions set forth the entire agreement of the Parties regarding the services and Products described in the Order and supersede all prior discussions and agreements of the Parties, whether written or verbal other than prior confidentiality or nondisclosure agreements between Purchaser and Envirogen. The Order and these General Conditions may not be modified, amended, rescinded, canceled or waived in whole or in part by amendment or change order, except by written instrument, signed by both Parties, which makes specific reference to the Order and which specifies that the Order or these General Conditions are being amended, modified or otherwise altered. All change orders shall make specific reference to the Order and shall be signed by both Parties. All change orders shall indicate any modifications or amendment to the pricing or delivery schedule resulting from the change in scope. Any request by Purchaser to either accelerate or delay a deliverable date described in the Order for any reason shall require a mutually acceptable change order pursuant to this Section.

Such change order shall include the new schedule of deliverable due date(s) and any price adjustment occasioned by the change in schedule.

12.7 Any waiver by either Party of any provision or condition of the Order or these General Conditions shall not be construed or deemed to be a waiver of any other provision or condition of the Order or these General Conditions, nor a waiver of any subsequent breach of the same provision or condition.

12.8 If any section, subsection, paragraph, clause or sentence of the Order or these General Conditions shall be adjudged illegal, invalid or unenforceable, such event shall not affect the legality, validity or enforceability of the remaining portions of the Order and these General Conditions as a whole or any portion thereof.

12.9 The covenants and agreements contained herein shall be binding on and inure to the benefit of the Parties hereto and their respective successors and assigns.

12.10 The Order (or any amendment) may be executed in two or more identical counterparts, each of which shall be deemed to be an original and all of which taken together shall be deemed to constitute the Order when a duly authorized representative of each Party has signed a counterpart. Photographic, facsimiled and scanned copies of such executed counterparts may be used in lieu of the originals for any purpose. #13..
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1 SOLE SOURCE # 2223-35

GRAYSON ENVIROGEN DUAL MINX TREATMENT
SYSTEM

BID FORM F - FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this IFB process and Bidder’s submission of a Bid therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Bidder until all person with a direct or indirect financial interest of greater than $2,000 in the Bidder are identified by name.

Bidder must therefore complete this Bid Form F – Financial Interest Disclosure, listing by name all parties that have a material financial interest in the agreement, contract or development right.

PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.

Financial Interest Disclosure to City of Modesto
The Bidder shall identify any person with a financial interest in the Bidder by name, below.

For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.

Persons having an aggregate economic interest in the Bidder less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.

Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Bidder meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-

10.03(h) are satisfied.

It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Bidder is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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2 SOLE SOURCE # 2223-35

GRAYSON ENVIROGEN DUAL MINX TREATMENT
SYSTEM
Print Names of Persons Having a Financial Interest in Bidder Receiving this Agreement:

First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:

Joe Higgins, CEO
Kris Sticinski, COO
Todd Webster, VP
Envirogen Technologies, Inc.

JOSEPH HIGGINS, Group CEO
80 #13..
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03/20/2023
Please see attached justification from the department. CW 03/202/2023 #13..
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A Lifecycle Performance Company
www.envirogen.com
September 16, 2022
Mr. Jeff Daniels
Water Division Manager
Utilities Department
Water Services Division
City of Modesto, CA
Re: Sole sourcing of Envirogen Technologies, Inc. for a Dual MinX Regenerable Ion Exchange System Dear Mr. Daniels:

On September 12, 2022, Envirogen Technologies, Inc. (Envirogen) was requested by the City of Modesto (City) to provide a justification regarding the potential sole sourcing of Envirogen as it relates to a new, updated regenerable ion exchange (IX) system. This letter is in response to that request.

Background
Currently, operating at the Grayson site (Wells 274 & 295), the City has two existing Envirogen SimPack regenerable IX treatment systems, both originally supplied by Envirogen in the 2004 timeframe. These IX treatment units are at the end of their useful life, utilizing outdated technology with parts that are becoming obsolete. Subsequently, for the past nine months, Envirogen has been in discussions with the City staff about the need to provide an equivalent, updated treatment system to replace the existing legacy units.

Equipment
Envirogen’s ion exchange treatment process is a patented technology that has been developed through two decades of research & development. At the Grayson site, the existing Envirogen SimPack IX technology continues to offer the City a safe source of nitrate-treated water for its ratepayers. However, over recent years, this legacy equipment has developed operational concerns and issues as it approaches the end of its useful life.

Envirogen is proposing to replace the legacy SimPack systems with a new Dual MinX ion exchange system. This Dual MinX system offers all of the existing features of the legacy SimPack units, but also incorporates numerous technology, controls, and operational advancements from the past twenty years of innovation of the technology.

Still, the Dual MinX design and operation are fundamentally similar to the existing SimPack systems. As the legacy system is replaced with the newer version of the technology, this similar design and operation aspect is important on two fronts:
(1) With the current baseline of City staff knowledge in the operation of the legacy equipment, a smoother transition to a similarly designed and operating newer unit will occur. (2) The Department of Drinking Water (DDW) observes this replacement of the existing equipment by Envirogen simply as an upgrade, and not a complete change to a new piece of treatment equipment.

This aspect is critical as it allows the drinking water permit to only be amended for the newer equipment.

Such an amended permit for the similar equipment will result in minimal delays in the implementation and permitting of this technology, ensuring that only limited downtime exists during the transition to a fully commissioned Dual MinX. During such times of continued drought, an efficient change from one similar technology to another (by the same manufacturer) is of significant importance, ensuring the ratepayers are receiving adequate and consistently treated supplies of water. #13..
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A Lifecycle Performance Company
www.envirogen.com
In addition to the supply of the equipment, Envirogen continues to support the City through an established service contract. This relationship and effort will continue with the newly installed equipment, with Envirogen’s local and experienced service technicians available for operational assistance and staff training. In continuing to assist the City staff in maintaining the unit in a peak operational state, Envirogen also maintains a local warehouse supply of spare critical parts. Such a continued and ongoing commitment allows for further efficient operation of the new equipment by the City.

Conclusion
Sole-sourcing of Envirogen to provide such updated equipment and continued service is of paramount importance. The existing water treatment plant has been a critical resource for the City of Modesto in supplying safe potable water to its consumers, and the implementation and utilization of this upgraded Envirogen Dual MinX equipment will result in the continued operational robustness and reliability experienced by the City for the past twenty years.

Thank you for this opportunity to explain the uniqueness of the treatment equipment and the current relationship between the City and Envirogen. We are always open and available for discussions on how to strengthen our partnership and make it more effective for the City. If you require additional information, please contact me directly per my information below.

Sincerely,
Todd S. Webster, Ph.D., P.E.

Vice President
[email protected]
(619)887-1385
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 13, 2023
Date: May 10, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: Non-Emergency Transport Application for America West Medical Transportation, Inc.

CONTACT: Bob Meredith, Lieutenant, [email protected], 209-572-9500 DESCRIPTION:

Hearing to consider approving the application and issuance of a Permit to operate as a NonEmergency Medical Transport Company to America West Medical Transportation, Inc. in the City of Modesto. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

This item is related to the 2020-2025 Strategic Plan goal of improving community safety and quality of life through a combination of prevention and intervention efforts that address safety and its underlying issues. (Goal A of Quality of Life Goals and Strategies) BACKGROUND:

The City allows non-emergency medical transport companies to apply for a non-emergency transport permit. In addition to the application, the transport company is required to pay a filing fee of $1,000 and provide all the necessary documents and information as outlined in Modesto Municipal Code 3-9.01 to 3-9.20. Once the application, documentation, and necessary fees have been received by the Modesto Police Department (MPD), a background investigation must be completed by the department. Upon successful completion of the background investigation, the application proceeds to a hearing before the City Council to determine whether the public convenience and necessity require the proposed services. The Council must grant the applicant a permit upon making the following findings:
(a) That the vehicles described in the application and proposed to be used are appropriate for the purpose of nonemergency transport;
(b) That the color scheme, insignia, name, monogram or other distinguishing characteristics proposed to be used upon such nonemergency transport vehicles is not in conflict with and do not imitate any color scheme, insignia, name, monogram or other distinguishing #14..
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City Council, June 13, 2023
Non-Emergency Transport Application for America West Medical Transportation, Inc.

characteristics used by any other person, in such manner as to mislead or tend to mislead, deceive, or defraud the public;
(c) That the applicant is fit, willing and able to perform nonemergency transport service and to conform to the provisions of this chapter, and such rules and regulations as may be promulgated by the Council. In making such findings, the Council shall take into consideration the character, experience, and responsibility of the applicant; (d) That the proposed nonemergency transport service is required by the public convenience and necessity. In making such finding, the Council shall take into consideration the number of nonemergency transport vehicles already in operation, whether existing nonemergency transport service is adequate to meet public need, and the probable effect of increased nonemergency transport service on local traffic conditions; and (e) None of the factors enumerated in Section 3-9.07 of the Modesto Municipal Code exist, such as misleading color schemes, disqualifying background factors, and proof of insurance.

After approval from Council has been provided, the permit will be issued by the Modesto Police Department.

Currently there are eight permitted ambulance companies in Modesto to provide non-emergency transport: Amwest Ambulance, Bay Medic Transportation, Citizens Medical Transport, Heavenly Medical Transport LLC, MacIntosh Transport LLC, Provident Senior Solutions Inc, Rose Medical Transportation and Star Nonemergent Transportation.

DISCUSSION:

America West Medical Transportation, Inc. applied to operate a non-emergency medical transportation service in the City of Modesto. America West Medical Transportation, Inc. has paid the $1,000 filing fee to cover administrative, investigative, and other incidental costs associated with the application and have provided all necessary information as outlined in Sections 3-9.01 to 3-9.20 of the Modesto Municipal Code. Photos of the proposed vehicles are provided. They depict vehicles that are appropriate for their intended use, and the vehicle color and markings are not misleading. In reviewing the application and subsequent background, it appears the applicant is capable of performing the proposed services, and these services benefit the public convenience and necessity based on the number of licensed providers currently operating in the city. There are no disqualifying factors at this time. The MPD concluded the required background investigation on America West Medical Transportation, Inc. indicating the applicant has complied with the requirements contained in the Modesto Municipal Code 3-9.01 through 3-9.20 and recommended to staff to proceed with Council approval to issue the operational permit.

FISCAL IMPACT:

America West Medical Transportation, Inc. will be required to obtain a City Business license and renew it annually – which currently costs $75 and includes a $4 fee to the State of California for Disability Act AB1379. Additionally, America West Medical Transportation, Inc. will be required to pay mill tax, which is currently at a rate of 0.002, on their gross receipts while operating in the City. Fees and mill tax paid to the City are revenue to the General Fund. #14..
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City Council, June 13, 2023
Non-Emergency Transport Application for America West Medical Transportation, Inc.

COMMITTEE RECOMMENDATION:

This was presented to the Safety & Communities Committee on May 8, 2023, and was recommended to forward to Council for approval.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Resolution approving the application of America West Medical Transportation, Inc., and authorizing the issuance of a Permit to operate as a Non-Emergency Medical Transport Company in the City of Modesto.

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Resolution
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MODESTO CITY COUNCIL
RESOLUTION NO. 2023-XX

RESOLUTION APPROVING THE APPLICATION OF AMERICA WEST

MEDICAL TRANSPORTATION, INC, AND AUTHORIZING THE ISSUANCE

OF A PERMIT TO OPERATE AS A NON-EMERGENCY MEDICAL

TRANSPORT COMPANY IN THE CITY OF MODESTO
WHEREAS America West Medical Transportation, Inc has submitted an application to provide non-emergency medical transport services within the City of Modesto; and
WHEREAS, the City allows non-emergency medical transport companies to apply for a non-emergency transport permit. In addition to the application, the transport company is required to pay a filing fee of $1,000 and provide all the necessary documents and information as outlined in Modesto Municipal Code 3-

9.01 to 3-9.20; and
WHEREAS, the Modesto Police Department has completed background investigations regarding America West Medical Transport, In per Modesto Municipal Code Section 3-9.05; and
WHEREAS, Council approval is required for America West
Transportation, Inc to function as a non-emergency medical transport service provider within the City of Modesto; and
WHEREAS a duly noticed public hearing was held by the City Council of the City of Modesto on June 13, 2023 at 5:30 p.m. in the Tenth Street Place Chambers located at 1010 Tenth Street, Modesto, California, to consider authorizing the issuance of a permit to America West Medical Transportation, Inc for a non-emergency medical transport service within the City of Modesto; and #14..
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WHEREAS, Modesto City Council finds that America West Medical Transportation, Inc will serve the public convenience and necessity requirements.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the application of America West Medical Transportation, Inc and issues America West Medical Transportation, Inc a permit to operate as a non-emergency medical transport company in the City of Modesto.

The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 13th day of June 2023, by Councilmember ________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________
DIANE NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _________________________________
JOSE M. SANCHEZ, City Attorney
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 13, 2023
Date: May 10, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Brandon Gillespie, Chief of Police
SUBJECT: Non-Emergency Transport Application for Quality Care Transportation, Inc.

CONTACT: Bob Meredith, Lieutenant, [email protected], 209-572-9500 DESCRIPTION:

Hearing to consider approving the application and issuance of a Permit to operate as a NonEmergency Medical Transport Company to Quality Care Transportation, Inc in the City of Modesto. (Funding Source: General Fund)
STRATEGIC PLAN ELEMENT:

This item is related to the 2020-2025 Strategic Plan goal of improving community safety and quality of life through a combination of prevention and intervention efforts that address safety and its underlying issues. (Goal A of Quality of Life Goals and Strategies) BACKGROUND:

The City allows non-emergency medical transport companies to apply for a non-emergency transport permit. In addition to the application, the transport company is required to pay a filing fee of $1,000 and provide all the necessary documents and information as outlined in Modesto Municipal Code 3-9.01 to 3-9.20. Once the application, documentation, and necessary fees have been received by the Modesto Police Department (MPD), a background investigation must be completed by the department. Upon successful completion of the background investigation, the application proceeds to a hearing before the City Council to determine whether the public convenience and necessity require the proposed services. The Council must grant the applicant a permit upon making the following findings:
(a) That the vehicles described in the application and proposed to be used are appropriate for the purpose of nonemergency transport;
(b) That the color scheme, insignia, name, monogram or other distinguishing characteristics proposed to be used upon such nonemergency transport vehicles is not in conflict with and do not imitate any color scheme, insignia, name, monogram or other distinguishing #15..
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City Council, June 13, 2023
Non-Emergency Transport Application for Quality Care Transportation, Inc

characteristics used by any other person, in such manner as to mislead or tend to mislead, deceive, or defraud the public;
(c) That the applicant is fit, willing and able to perform nonemergency transport service and to conform to the provisions of this chapter, and such rules and regulations as may be promulgated by the Council. In making such findings, the Council shall take into consideration the character, experience, and responsibility of the applicant; (d) That the proposed nonemergency transport service is required by the public convenience and necessity. In making such finding, the Council shall take into consideration the number of nonemergency transport vehicles already in operation, whether existing nonemergency transport service is adequate to meet public need, and the probable effect of increased nonemergency transport service on local traffic conditions; and (e) None of the factors enumerated in Section 3-9.07 of the Modesto Municipal Code exist, such as misleading color schemes, disqualifying background factors, and proof of insurance.

After approval from Council has been provided, the permit will be issued by the Modesto Police Department.

Currently there are eight permitted ambulance companies in Modesto to provide non-emergency transport: Amwest Ambulance, Bay Medic Transportation, Citizens Medical Transport, Heavenly Medical Transport LLC, MacIntosh Transport LLC, Provident Senior Solutions Inc, Rose Medical Transportation and Star Nonemergent Transportation.

DISCUSSION:

Quality Care Transportation, Inc applied to operate a non-emergency medical transportation service in the City of Modesto. Quality Care Transportation, Inc has paid the $1,000 filing fee to cover administrative, investigative, and other incidental costs associated with the application and have provided all necessary information as outlined in Sections 3-9.01 to 3-9.20 of the Modesto Municipal Code. Photos of the proposed vehicles are provided. They depict vehicles that are appropriate for their intended use, and the vehicle color and markings are not misleading. In reviewing the application and subsequent background, it appears the applicant is capable of performing the proposed services, and these services benefit the public convenience and necessity based on the number of licensed providers currently operating in the city. There are no disqualifying factors at this time. The MPD concluded the required background investigation on Quality Care Transportation, Inc. indicating the applicant has complied with the requirements contained in the Modesto Municipal Code 3-9.01 through 3-9.20 and recommended to staff to proceed with Council approval to issue the operational permit.

FISCAL IMPACT:

Quality Care Transportation, Inc. will be required to obtain a City Business license and renew it annually – which currently costs $75 and includes a $4 fee to the State of California for Disability Act AB1379. Additionally, Quality Care Transportation, Inc. will be required to pay mill tax, which is currently at a rate of 0.002, on their gross receipts while operating in the City. Fees and mill tax paid to the City are revenue to the General Fund.
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Non-Emergency Transport Application for Quality Care Transportation, Inc

COMMITTEE RECOMMENDATION:

This was presented to the Safety & Communities Committee on May 8, 2023, and was recommended to forward to Council for approval.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Resolution approving the application Quality Care Transportation, Inc. and authorizing the issuance of a Permit to operate as a Non-Emergency Medical Transport Company in the City of Modesto.

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Resolution
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MODESTO CITY COUNCIL
RESOLUTION NO. 2023-XX

RESOLUTION APPROVING THE APPLICATION OF QUALITY CARE

TRANSPORTATION, INC, AND AUTHORIZING THE ISSUANCE OF A

PERMIT TO OPERATE AS A NON-EMERGENCY MEDICAL TRANSPORT

COMPANY IN THE CITY OF MODESTO
WHEREAS Quality Care Transportation, Inc has submitted an application to provide non-emergency medical transport services within the City of Modesto; and
WHEREAS, Quality Care Transportation, Inc has paid the required $1,000 filing fee and has provided all necessary information as outline in Modesto Municipal Code Section 3-9.01-3-9.20; and
WHEREAS, the Modesto Police Department has completed background investigations regarding Quality Care Transportation, Inc per Modesto Municipal Code Section 3-9.05; and
WHEREAS, Council approval is required for Quality Care Transportation, Inc to function as a non-emergency medical transport service provider within the City of Modesto; and
WHEREAS a duly noticed public hearing was held by the City Council of the City of Modesto on June 13, 2023 at 5:30 p.m. in the Tenth Street Place Chambers located at 1010 Tenth Street, Modesto, California, to consider authorizing the issuance of a permit to Quality Care Transportation, Inc for a nonemergency medical transport service within the City of Modesto; and WHEREAS, Modesto City Council finds that Quality Care Transportation, Inc will serve the public convenience and necessity requirements. #15..
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NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that it hereby approves the application of Quality Care Transportation, Inc and issues Quality Care Transportation, Inc a permit to operate as a non-emergency medical transport company in the City of Modesto.

The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 13th day of June 2023, by Councilmember ________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST: _____________________________
DIANA NAYARES-PEREZ, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _________________________________
JOSE M. SANCHEZ, City Attorney
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CITY OF MODESTO

COUNCIL AGENDA REPORT
DATE OF MEETING:

June 13, 2023
Date: June 2, 2023
TO: Mayor and City Council
THROUGH: Joseph P. Lopez, City Manager
FROM: Christina Alger, Director of Human Resources
SUBJECT: Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027
CONTACT: Christina Alger, Director of Human Resources
[email protected], 209-571-5126
DESCRIPTION:

Consider approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and Modesto City Employees Association (MCEA), Modesto Confidential and Management Association (MCMA), and Modesto Police and Fire Non-Sworn Association (MPNSA) all for terms of July 1, 2023, through June 30, 2027 (Funding Source: All Funds)
STRATEGIC PLAN ELEMENT:

This item supports the 2020-2025 Strategic Plan’s Service and Delivery Goals & Strategies - Building a High-Performing Organization by Attracting and Retaining High-Performance Employees.

BACKGROUND:

Since the downturn of the economy that began in 2008, the City’s miscellaneous employees have assisted the City in balancing the annual budgets during the Great Recession. Employees made significant contributions and sacrifices by accepting changes to the retiree medical benefit; taken furloughs; and have agreed to pay their full share of California Public employees Retirement System’s (PERS) cost that resulted in a 5% reduction in their pay. In addition to the reductions of the recession, employees also assisted the City throughout the pandemic crisis by taking further furloughs.

During this period of time, the salaries of many City job classes have fallen behind the labor market, and are no longer competitive with the City’s comparable jurisdictions. The City currently maintains a practice of setting salaries 7.5% below the labor market median which is made up of other jurisdictions similar in size and services, as well as other jurisdictions within our local labor market. Over the last several years, the City has seen recruitment and retention issues that have severely impacted City services. By not maintaining competitive salaries, the #16..
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City Council, June 13, 2023
Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027

City loses out on many qualified and well experienced employees, and the City has seen many experienced employees leave for better paying agencies. This has a direct impact on the City’s ability to deliver quality services to the citizens of Modesto.

In addition to using labor market median to set wages, the city has historically set salary ranges by maintaining internal alignment among positions. Internal alignment is a fairness principle that takes into consideration the proximity of one job's salary to the salaries of others within the organization that have comparable levels of training and experience; duties and responsibilities; performance; and knowledge, skills, abilities, and competencies. These relationships form a pay structure that supports the organization’s strategy, workflow, and motivates behavior toward organization objectives.

As we exit the pandemic effects on the economy and experience low unemployment rates, the City continues to experience significant recruitment and retention challenges, impacting City services. Given these challenges, the City determined it was prudent to begin the restoration of salaries to both maintain the capacity and ability to provide essential services to the community and to reward its most essential resource – staff talent, improving its competitive position in recruiting and retention. Consequently, the City began meeting with the bargaining groups and established the tentative agreements (TA) outlined below.

DISCUSSION:

The contracts between the City of Modesto and Modesto City Employees Association (MCEA), Modesto Confidential and Management Association (MCMA), and Modesto Police and Fire Non-Sworn Association (MPNSA) all expire on June 30, 2023.

These new contracts do not contain any further reductions in compensation and take a step toward making City employee salaries more competitive with the labor market. Accordingly, the most significant change entails changing the compensation philosophy of 92.5% of the labor market to 95% of the market median. The classes receiving an increase due to the labor market surveys are identified in Exhibit X of each TA. The proposed contracts also contain across the board increases to combat record inflation rates, changes to the health insurance contribution, and other benefit enhancements to allow the City to be more competitive.

A successor contract with the Modesto Confidential & Management Association (MCMA) is being recommended for approval. As in previous years, the City desires to provide substantially similar salary and benefit changes to non-sworn unrepresented management and confidential employees including Charter Officers and Executives as was negotiated with MCMA.

The following describes the primary terms of the proposed successor agreements for unions which provides for a contract term of July 1, 2023, to June 30, 2027, with salary and benefits effective the first pay period in which July 1 falls:

Applicable to MCEA, MCMA, MPNSA and Unrepresented Management, Confidential, Executives, and Charter Officers
1) Implements across the board salary increase in wages of:
a) 4% base wage increase effective June 20, 2023
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Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027

b) 3% base wage increase effective June 18, 2024
c) 3% base wage increase effective July 1, 2025
d) 3% base wage increase effective June 30, 2026
2) Add new Step F to all salary schedules effective July 1, 2025 3) Market Equity Adjustments as listed in Exhibit X of each TA:
a) Installment 1 effective June 20, 2023
b) Installment 2 effective June 18, 2024
4) Changes to the City’s contribution for medical, dental, and vision insurance of:
a) Initial increase to City contributions (excluding opt out), as listed below effective January 1, 2024
b) 4% increase to City contributions (excluding opt out), effective January 1, 2025 c) 4%increase to City contributions (excluding opt out), effective January 1, 2026 d) 4%increase to City contributions (excluding opt out), effective January 1, 2027 The City’s bi-weekly (based on 24 pay periods) contribution rate medical, dental and vision insurance premiums as described below:

July 1, 2023 January 1,
2024
January 1,
2025
January 1,
2026
January 1,
2027
Single $336.50 $345 $359 $374 $389
Employee + 1 $602 $690 $718 $747 $777
Family $850.50 $975 $1,014 $1,055 $1,097
5) Increase City Retiree Health Savings Account contributions for all employees regardless of date of hire as follows:
a) Increase from $100.00 to $110.00 monthly per employee effective January 1, 2024 b) Increase from $110.00 to $120.00 monthly per employee effective January 1, 2025 c) Increase from $120.00 to $130.00 monthly per employee effective January 1, 2026 d) Increase from $130.00 to $140.00 monthly per employee effective January 1, 2027 6) Education Incentive Pay of 2.5% for Bachelor’s Degree and 5.0% for Master’s Degree for highest degree obtained
7) 2.5% Longevity Incentive Pay at 10 years of service
8) Paid Holidays: Juneteenth and Cesar Chavez Day
9) Leave Bank Purchase Option of 48 hours – Employee paid #16..
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City Council, June 13, 2023
Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027

Applicable to MCEA only
1) ICC Certification Incentive Pay increase from $100 to $125 2) Water & Wastewater Certification Incentive of 0.5% per certification, up to maximum of 1.5% 3) Uniform Allowance increase from $68 to $72 monthly for Police & Fire Department Administrative and Clerical Employees
4) Annual Safety Footwear Allowance increase from $200 to $220 5) Annual Tool Allowance increase from $500 to $700 in Year 1; and to $750 in Year 3 6) Change Pesticide Application Incentive Pay from $6 per shift to 0.5% 7) Meal Allowance increase from $12.50 to $14.50
Applicable to MCMA only
1) Driver Trainer Incentive Pay of $50; increase to $55 effective 7/1/25 2) Driver Examiner Incentive Pay of $50; increase to $55 effective 7/1/25 3) DMV Administrator Incentive Pay of $50; increase to $55 effective 7/1/25 4) Notary Incentive Pay increase from $50 to $55 effective 7/1/25 5) Meal Allowance increase from $12.50 to $14.50
6) Monthly Uniforms Allowance increases and additions as follows:
a) Police Support Specialist II (Confidential) and Police Civilian Supervisor from $68 to $92 b) Animal Control Supervisors from $95.66 to $120
c) Deputy Fire Marshal from $105 to $125
d) Add Uniform allowance for Police Civilian Manager of $92 monthly 2) Annual Safety Footwear Allowance increase from $200 to $220 Applicable to MPNSA only
1) Monthly Uniforms Allowance increases and additions as follows:
a) Police Community Service Officers and Police Animal Control Officers from $100 to $120
b) Police Identification Technicians from $100 to $105
c) Police Evidence & Property Technicians from $85 to $105 d) Police Support Specialists from $72 to $92
e) Part time Police Cadets from $50 to $60
f) Add Police Technicians assigned to Records at $92; Police Technicians assigned to RTCC at $105
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City Council, June 13, 2023
Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027

g) Add Outreach Specialists at $105
h) Add Full Time Police Cadets at $120
2) Police Community Service Officer Assignment Pay increase from 2.5% to 5.0% 3) Police Support Specialist Assignment Pay increase from 2.5% to 5.0% 4) Collateral Assignment Pay for Crisis Negotiations Team as follows:
a) 1.0% effective June 20, 2023
b) 1.5% effective June 18, 2024
c) 2.0% effective July 1, 2025
d) 2.5% effective June 30, 2026
5) City paid Gym membership of $12 per month
6) Accrual of Holiday Compensatory Time Off equivalent to work schedule hours The City’s health and RHS contributions for Unrepresented Sworn Fire and Police employees mirror that of non-sworn unrepresented management and confidential employees. As such, the City requests adjusting healthcare and RHS contributions for unrepresented sworn Fire and Police employees as outlined below:

July 1, 2023 January 1,
2024
January 1,
2025
January 1,
2026
January 1,
2027
Single $336.50 $345 $359 $374 $389
Employee + 1 $602 $690 $718 $747 $777
Family $850.50 $975 $1,014 $1,055 $1,097
Increase City Retiree Health Savings Account contributions for all employees regardless of date of hire as follows:
a) Increase from $100.00 to $110.00 monthly per employee effective January 1, 2024 b) Increase from $110.00 to $120.00 monthly per employee effective January 1, 2025 c) Increase from $120.00 to $130.00 monthly per employee effective January 1, 2026 d) Increase from $130.00 to $140.00 monthly per employee effective January 1, 2027 Pursuant to Meyers, Milias, Brown Act (MMBA), the City and each bargaining group met in good faith to reach these tentative agreements. Ratification status is as follows:
 MCEA membership is currently in their ratification process, which will conclude on June 13, 2023, at 12:00PM. Should this agreement not be ratified, it will be removed from consideration.
 MCMA membership ratified the tentative agreement on May 30, 2023. #16..
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Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027

 MPNSA membership ratified the tentative agreement on June 1, 2023.

This Council action will also authorize the City Manager or designee to take the necessary administrative action to execute these agreements consistent with the terms of the tentative agreements.

FISCAL IMPACT:

The fiscal impact of the agreements outlined in this item include costs of $2,476,837 in the General Fund and $5,142,353 in various Non-General Funds for a total of $7,619,190 in the first year of the agreements. The total costs of the four-year term of the agreements are $19,400,132 in the General Fund and $41,203,624 in various Non-General Funds for a total of $60,603,756. The breakdown of these costs for each element of the agreement is shown below:
4% 3% STEP+3% 3%
Category 2024 2025 2026 2027 Term Total
Step & Wage Increase: 4;3;step+3;3 3,608,521 6,456,975 12,181,873 15,564,554 37,811,923 Market Equity Adjustment 1,359,829 2,028,980 2,126,304 2,227,341 7,742,454 Health 85/15 1,073,770 1,526,084 2,039,441 2,634,375 7,273,670 2 Additional Holidays 25,469 25,470 25,470 25,470 101,879 Longevity 2.5@10 771,876 868,754 1,055,771 1,193,759 3,890,160 Education Incentive* BA 2.5; MA 5.0 544,745 546,788 546,817 540,905 2,179,255 Retiree Health Savings +10/annually (4 years) 107,880 215,760 323,640 431,520 1,078,800 Tool Allowance additional $200/200/250 (MCEA)* 7,400 7,400 7,400 7,400 29,600 ICC Certification additional $25 (unlimited certs) (MCEA)* 344 344 344 344 1,376 Pesticide Applicator 0.5% (MCEA)* 2,386 2,386 2,386 2,386 9,544 Boot Allowance (MCEA/MCMA)* 8,120 8,120 8,120 8,120 32,480 Meal Allowance additional $2 (MCEA/MCMA)* 2,477 2,477 2,477 2,477 9,908 Water Certs (MCEA)* 34,635 34,635 34,635 34,635 138,540 Driver Trainer Incentive + Notary +5 annually (MCMA)* 6,760 7,775 9,268 14,867 38,670 Fatigue Pay(MCMA)* 2,767 2,850 3,021 3,111 11,749
Uniform Allowance (MCMA/MPNSA)* 27,018 26,997 26,973 26,950 107,938 Special Assignment Pay +2.5% (MPNSA)* 25,831 26,355 27,871 28,594 108,651 Collateral (MPNSA)* 5,150 5,112 5,054 4,999 20,315
Holiday CTO +2/3 Hours (MPNSA)* 3,047 3,047 3,047 3,047 12,188 Gym $12 (97 members)(MPNSA)* 1,164 1,164 1,164 1,164 4,656 Total City Proposal $7,619,189 $11,797,473 $18,431,076 $22,756,018 60,603,756 General Fund $2,476,837 $3,824,075 $5,866,535 $7,232,685 19,400,132 COMMITTEE RECOMMENDATION:

This item has not been to Committee for review or action.

RECOMMENDED COUNCIL ACTION:

Staff Recommendations:

Resolution approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto City Employees Association (MCEA) for a term of July 1, 2023, to June 30, 2027; and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.

Resolution approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Confidential and Management Association (MCMA) for a term of July 1, 2023, to June 30, 2027; and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.
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City Council, June 13, 2023
Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027

Resolution approving an Agreement including language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Police and Fire NonSworn Association (MPNSA) for a term of July 1, 2023, to June 30, 2026, and authorizing the City Manager or designee to take the necessary administrative action to implement the Agreement.

Resolution approving changes to benefit offerings for unrepresented Non-Sworn Management and Confidential Employees, including Charter Officers and Executives consistent with those in represented units as set forth in attached exhibit A, “Summary of Benefit Offerings for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, including Charter Officers and Executives”; and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.

Resolution approving salary changes for Unrepresented Non-Sworn Management and Confidential Employees, including Charter Officers and Executives consistent with those in represented units, effective June 20, 2023; superseding Resolution No. 2022-267, and authorizing the City Manager or designee to take the necessary administrative action to implement the provisions of this resolution.

Resolution amending the Class Range Table for General Classes to amend the salary range based on the labor market study
Resolution amending the Class Range Table for Represented Management and Confidential Non-Sworn Classes to amend the salary range based on the labor market study Resolution amending the Class Range Table for Public Safety Non-Sworn Classes to amend the salary range based on the labor market study
Resolution amending the Class Range Table for Executive Management Classes to amend the salary range based on the labor market study
Resolution amending the Class Range Table for Unrepresented Management and Confidential Non-Sworn Classes to amend the salary range based on the labor market study Resolution amending the Fiscal Year 2023-24 Annual Operating Budget for the Memorandum of Understanding (MOU) Agreements and authorizing the City Manager to take the necessary steps to implement the required budget adjustments
Approved by:

Christina Alger, Director of Human Resources
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City Council, June 13, 2023
Successor Memorandum of Understandings for July 1, 2023, through June 30, 2027

Joseph P. Lopez, City Manager
Attachments:

1. Resolutions

2. Tentative Agreement between the City of Modesto and MCEA

3. Tentative Agreement between the City of Modesto and MCMA

4. Tentative Agreement between the City of Modesto and MPNSA

5. Summary of Benefit Offerings for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives

6. Summary of Salary Ranges and Schedules for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives

7. MCEA Salary Schedules

8. 100 SERIES – GENERAL CLASS RANGE TABLES

9. MCMA Salary Schedules

10. 400 SERIES – REPRESENTED MANAGEMENT AND CONFIDENTIAL NON-SWORN

CLASS RANGE TABLES

11. MPNSA Salary Schedules

12. 1100 SERIES – PUBLIC SAFETY NONSWORN CLASS RANGE TABLES

13. 1400 SERIES – EXECUTIVE MANAGEMENT CLASS RANGE TABLES

14. 2400 SERIES – UNREPRESENTED MANAGEMENT AND CONFIDENTIAL NONSWORN CLASS RANGE TABLES #16..
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION APPROVING AN AGREEMENT INCLUDING LANGUAGE

CHANGES FOR A SUCCESSOR MEMORANDUM OF UNDERSTANDING
(MOU) BETWEEN THE CITY OF MODESTO AND THE MODESTO CITY
EMPLOYEES ASSOCIATION (MCEA) FOR A TERM OF JULY 1, 2023 TO JUNE 30, 2027; AND AUTHORIZING THE CITY MANAGER OR DESIGNEE

TO TAKE THE NECESSARY ADMINISTRATIVE ACTION TO IMPLEMENT

THE AGREEMENT
WHEREAS, the current Memorandum of Understanding (MOU) between the City of Modesto (CITY) and the Modesto City Employees Association (MCEA) expires on June 30, 2023, and
WHEREAS, representatives of the CITY and the MCEA have met and conferred in good faith concerning wages, hours, terms and conditions of employment for employees in said bargaining unit, and
WHEREAS, the CITY and MCEA have reached agreement on language changes for a successor MOU which, upon execution, shall be attached hereto and made a part hereof, and
WHEREAS, the MOU provides as follows:

Article 1. TERM. The term of the MOU shall be from July 1, 2023 to June 30, 2027.

Article 5. SALARY RATES AND STEP ADVANCEMENT. Following ratification of this MOU by MCEA and adoption by the City Council, effective June 20, 2023, employees will receive a 4% base wage increase. Effective June 18, 2024, employees will receive a 3% base wage salary increase. Effective July 1, 2025, employees will receive 3% base wage increase and adding Step F. Effective June 30, 2026, employees will receive a 3% base wage increase. In addition, based on the results #16..
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06/13/2023/HR/CAlgers/Item X 2 2023-X
of the City’s most recent labor market study, the salary range for each of the benchmark classes listed in Exhibit X, along with any related classes, shall increase in accordance with the schedules set forth in Exhibits A through D attached hereto.

Article 12. OVERTIME. Meal Allowance. An employee required to work unscheduled overtime for four (4) or more consecutive hours beyond the scheduled shift on emergency work, or for four (4) or more consecutive hours of work when on Standby or Call-Back, will be compensated fourteen dollars and fifty cents ($14.50) for a meal allowance during any twenty-four (24) hour period and will be entitled to a thirty (30) minutes unpaid meal period for every additional four (4) hours worked. Only one (1) fourteen dollars and fifty cents ($14.50) payment will be made per employee per 24-hour shift, unless the employee works four (4) or more consecutive hours, is released from duty, and must return for four (4) or more hours in the same 24 hour period.

Article 18. LICENSES, CERTIFICATES AND ENDORSEMENTS.

International Code Council (ICC) Certification. Employees in the classifications of Building Inspector I/II and Plans Examiner who acquire a new International Code Council (ICC) certification will receive a one time payment of one hundred twenty five dollars ($125) for each new building, plumbing, mechanical, or electrical inspection certification including, without limitation, Building Plans Examiner, Special Inspector for Reinforced Concrete, Special Inspector for Pre-Stressed Concrete, Special Inspector Structural Masonry, Special Inspector for Structural Steel/Welding, and Special Inspector for Spray-Applied Fireproofing. Thereafter, the one hundred twenty give dollars ($125) will be paid on a one (1) time only basis for obtaining additional certificates and will not be paid for subsequent renewals or reinstatement of certificates. #16..
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06/13/2023/HR/CAlgers/Item X 3 2023-X
Water Division and Wastewater Division “Desirable” Certifications: Employees in the classifications listed below are eligible for 0.5% certification incentive pay per certification, up to a maximum of 1.5% when they obtain any of the “Desirable Certifications” listed in table below that are not already mandatory for their current job classification.

Classification in
Utilities
Required
Certification
Desirable Certifications
-Utility Service Worker III
(Water)
-Senior Utility Service Worker
(Water)
Distribution Grade 3 Distribution Grade 4
Distribution Grade 5
Treatment Grade 1
Treatment Grade 2
Backflow Prevention Testing
Cross-Connection Control
Testing
-Utilities Plant Operator II
(Water)
-Senior Utilities Plant Operator
(Water)
Distribution Grade 3 & Treatment
Grade 1
Distribution Grade 4
Distribution Grade 5
Treatment Grade 2
Backflow Prevention Testing
Cross-Connection Control Testing
-Utilities Service Worker III
(Wastewater)
-Senior Utilities Service Worker
(Wastewater)
Collection System Maintenance
Grade 2
Collection System
Maintenance Grade 3
Collection System
Maintenance Grade 4
Backflow Prevention Testing
Cross-Connection Control
Testing
-Utilities Plant Operator II
(Wastewater)
-Senior Utilities Plant Operator
(Wastewater)
Grade 3 Treatment Plant Grade 4 Treatment
Grade 5 Treatment
Backflow Prevention Testing
Cross-Connection Control Testing
Article 19. SHIFT AND PAY DIFFERENTIALS.

Pesticide Applicator. Bargaining unit employees in the Public Works and Parks, Recreation and Neighborhoods Departments who are required to possess and maintain certification as a Pesticide Applicator from the State of California to mix and apply #16..
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06/13/2023/HR/CAlgers/Item X 4 2023-X
pesticides will receive a one-half-of-one percent (0.5%) pay differential for all hours worked.

Longevity Incentive Pay. Effective July 1, 2023. Employees with ten (10) years of service with the City shall be eligible for two-and-one-half (2.5) Longevity Incentive Pay.

Educational Incentive. Effective July 1, 2023, employees who possess a degree from an accredited institution that enhances their ability to perform their job responsibilities shall be eligible for a maximum of fix percent (5.0%) compensation for the highest college degree obtained and listed below:

Bachelor’s Degree 2.5%
Master’s Degree 5.0%
Article 21. DRESS AND GROOMING. Subsection F. Safety Footwear. Each department will designate employees in certain job assignments for which safety footwear is required and the City will pay each employee so designated an annual safety footwear allowance of two hundred and twenty dollars ($220) during the first pay period of July.

Article 22. EQUIPMENT MECHANIC TOOLS ALLOWANCE. Subsection C.

The City will pay Equipment Mechanics a tool allowance of six hundred and fifty dollars ($650) per year, paid quarterly to offset the cost of such employee-provided tools. Effective January 1, 2025, the tool allowance will increase to seven hundred dollars ($700). In order to be eligible for each quarterly allowance, an employee must be employed by the City on the last regular working day of that quarter.

Article 23. UNIFORMS AND UNIFORM ALLOWANCES.
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Police Department Administrative and Clerical Employees. All Police Department administrative and clerical employees who are required to wear uniforms will do so in accordance with the Police Department’s Manual of Uniforms and Equipment and will receive uniform allowance of seventy-two dollars ($72) month.

Fire Department Administrative and Clerical Employees. All Fire Department administrative and clerical employees who are required to wear uniforms will do so in accordance with the Fire Department Rules and Regulations and will receive a uniform allowance of seventy-two dollars ($72) per month
Article 25. HOLIDAYS. Adding two additional annual holidays for Juneteenth and Cesar Chavez Day.

Article 31. HEALTH, DENTAL, VISION INSURANCE. Increase to City contribution per pay period (for 24 periods) as described below:

July 1, 2023 January 1,
2024
January 1,
2025
January 1,
2026
January 1,
2027
Single $336.50 $345 $359 $374 $389
Employee +
1 $602 $690 $718 $747 $777
Family $850.50 $975 $1,014 $1,055 $1,097
Article 32. RETIREE HEALTH INSURANCE. The defined City contribution shall be increased annually by $10 monthly each year of the contract, up to a maximum contribution of $140 per month.

New Article. LEAVE BANK PURCHASE OPTION. The City and MCEA agree to allow employees of this bargaining unit to elect a leave bank purchase option of 48 hours.
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CONTINUATION OF REMAINING PROVISIONS. Except as provided above, the remaining provisions of the March 9, 2019 through June 30, 2023 MOU between the CITY and MCEA shall continue in the new MOU. The exact language of all provisions shall be set forth in the MOU between the CITY and MCEA.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that the Council hereby approves the language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto City Employees Association (MCEA), which covers a term from July 1, 2023 through June 30, 2027, and upon execution of same, a copy of the MOU will be on file in the office of the City Clerk.

BE IT FURTHER RESOLVED that the City Manager, or designee, is hereby authorized to execute the agreement and take the necessary administrative action to implement the agreement.
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06/13/2023/HR/CAlgers/Item X 7 2023-X
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June, 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION APPROVING AN AGREEMENT INCLUDING LANGUAGE

CHANGES FOR A SUCCESSOR MEMORANDUM OF UNDERSTANDING
(MOU) BETWEEN THE CITY OF MODESTO AND THE MODESTO

CONFIDENTIAL AND MANAGEMENT ASSOCIATION (MCMA) FOR A
TERM OF JULY 1, 2023, TO JUNE 30, 2027; AND AUTHORIZING THE CITY

MANAGER OR DESIGNEE TO TAKE THE NECESSARY ADMINISTRATIVE

ACTION TO IMPLEMENT THE AGREEMENT
WHEREAS, the current Memorandum of Understanding (MOU) between the City of Modesto (CITY) and the Modesto Confidential and Management Association (MCMA) expired on June 30, 2019, and
WHEREAS, representatives of the CITY and the MCMA have met and conferred in good faith concerning wages, hours, terms and conditions of employment for employees in said bargaining unit, and
WHEREAS, the CITY and MCMA have reached agreement on language changes for a successor MOU which, upon execution, shall be attached hereto and made a part hereof, and
WHEREAS, the MOU provides as follows:

Article 1. TERM. The term of the MOU shall be from July 1, 2023, to June 30, 2027.

Article 5. SALARY RATES AND STEP ADVANCEMENT. Following ratification of this MOU by MCMA and adoption by the City Council, effective June 20, 2023, employees will receive a 4% base wage increase. Effective June 18, 2024, employees will receive a 3% base wage salary increase. Effective July 1, 2025, employees will receive 3% base wage increase and adding Step F. Effective June 30, 2026, employees will receive a 3% base wage increase. In addition, based on the results #16..
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06/13/2023/HR/CAlgers/Item X 2 2023-X
of the City’s most recent labor market study, the salary range for each of the benchmark classes listed in Exhibit X, along with any related classes, shall increase in accordance with the schedules set forth in Exhibits A through D attached hereto.

Article 14. OVERTIME FOR NON-EXEMPT EMPLOYEES. Subsection E.

Meal Allowance. An employee required to work unscheduled overtime for four (4) or more consecutive hours beyond the scheduled shift on emergency work, or for four (4) or more consecutive hours of work when on Standby or Call-Back, shall be compensated fourteen dollars and fifty cents ($14.50) for a meal allowance during any twenty-four (24) hour period and shall be entitled to a thirty (30) minutes unpaid meal period for every additional four (4) hours worked. Only one (1) fourteen dollar and fifty cents ($14.50) payment shall be made per shift, unless the employee works four (4) or more consecutive hours, is released from duty, and must return for four (4) or more hours in the same shift.

Article 20. HOLIDAYS. Adding two additional annual holidays for Juneteenth and Cesar Chavez Day.

Article 26. PAY DIFFERENTIALS.

Educational Incentive. Employees who possess a Bachelor’s Degree from an accredited
institution shall be eligible for two-and-one-half percent (2.5%) Education Incentive Pay, subject to criteria established by the CITY. Employees who possess a Master’s Degree or Juris Doctor from an accredited institution shall be eligible for five percent (5.0%) Education Incentive Pay, subject to criteria established by the CITY. The maximum pay differential is five percent (5.0%), regardless of the number of Degrees obtained.

Eliminate waiting period.
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06/13/2023/HR/CAlgers/Item X 3 2023-X
Longevity Incentive Pay. Effective July 1, 2023. Employees with ten (10) years of service with the City shall be eligible for two-and-one-half percent (2.5%) Longevity Incentive Pay.

Driver Trainer Incentive Pay. Effective July 1, 2023, employees registered as a Driver’s Trainer under the Federal Motor Carrier Safety Administration’s ELDT Training Provider Registry and assigned to provide Behind the Wheel or Theory training for employees to obtain/renew their Commercial License shall receive fifty dollars ($50) per pay period.

Driver Examiner Incentive Pay. Effective July 1, 2023, qualified employees assigned to conducting Behind the Wheel or Theory DMV Commercial License exams onsite for employees to obtain/ renew their Commercial License shall receive fifty dollars ($50) per pay period.

DMV Administrator Incentive Pay. Effective July 1, 2023, employees assigned to DMV Commercial License administration for City employees to obtain/ renew their Commercial Driver’s License shall receive fifty dollars ($50) per pay period.

Effective July 1, 2025, Driver Trainer Incentive Pay, Driver Examiner Incentive Pay, DMV Examiner Pay and Notary pay will increase by five dollars ($5.00) to fiftyfive dollars ($55.00) per pay period.

Article 27. DRESS, GROOMING AND UNIFORMS. Effective July 1, 2023, the annual safety footwear allowance will increase by twenty dollars ($20.00) to two hundred twenty dollars ($220) payable during the first pay period in July.

Subsection C. Uniform Allowances – Employees in the classification of Police Support Specialist II (Confidential), Police Civilian Supervisor and Police Civilian #16..
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06/13/2023/HR/CAlgers/Item X 4 2023-X
Manager shall be required to wear a uniform and shall receive a uniform allowance of ninety-two dollars ($92) per month, paid monthly. Animal Control Supervisors shall be required to wear a uniform and shall receive a uniform allowance of one hundred twenty dollars ($120) per month. Employees in the classifications of Deputy Fire Marshall shall be required to wear a uniform and shall receive a uniform allowance of one hundred twenty-five dollars ($125) per month.

Article 30. HEALTH, DENTAL, VISION INSURANCE. Effective January 1, 2023, an increase in City contribution per pay period (for 24 periods) as described below:

July 1, 2023 January 1,
2024
January 1,
2025
January 1,
2026
January 1,
2027
Single $336.50 $345 $359 $374 $389
Employee +
1 $602 $690 $718 $747 $777
Family $850.50 $975 $1,014 $1,055 $1,097
Article 31. RETIREE HEALTH INSURANCE. The defined City contribution shall be increased annually by ten dollars ($10) monthly each year of the contract, up to a maximum contribution of $140 per month.

FATIGUED EMPLOYEES. Add language to provide parity with Modesto City Employees Association (MCEA).

DECLARED EMERGENCY PAY. In the event the City receives reimbursement for a declared emergency, and employees are scheduled to work outside of their regular duty hours or functions, the City will provide a daily stipend to employees in this bargaining unit for working during such emergencies. The daily stipend will only be #16..
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06/13/2023/HR/CAlgers/Item X 5 2023-X
applicable when declared emergency event provides for the City to be reimbursed for such stipend.

LEAVE BANK PURCHASE OPTION. The City and MCMA agree to allow employees to elect a leave bank purchase option of 48 hours.

CONTINUATION OF REMAINING PROVISIONS. Except as provided above, the remaining provisions of the July 1, 2019 through June 30, 2023 MOU between the CITY and MCMA shall continue in the new MOU. The exact language of all provisions shall be set forth in the MOU between the CITY and MCMA.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that the Council hereby approves the language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Confidential and Management Association (MCMA), which covers a term from July 1, 2023 through June 30, 2027, and upon execution of same, a copy of the MOU will be on file in the office of the City Clerk.

BE IT FURTHER RESOLVED that the City Manager, or designee, is hereby authorized to execute the agreement and take the necessary administrative action to implement the agreement.
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06/13/2023/HR/CAlgers/Item X 6 2023-X
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST:
_____________________________

DIANE NAYARES-PEREZ,
CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION APPROVING AN AGREEMENT INCLUDING LANGUAGE

CHANGES FOR A SUCCESSOR MEMORANDUM OF UNDERSTANDING
(MOU) BETWEEN THE CITY OF MODESTO AND THE MODESTO POLICE AND FIRE NON-SWORN ASSOCIATION (MPNSA) FOR A TERM OF JULY 1, 2023 TO JUNE 30, 2027; AND AUTHORIZING THE CITY MANAGER OR

DESIGNEE TO TAKE THE NECESSARY ADMINISTRATIVE ACTION TO

IMPLEMENT THE AGREEMENT
WHEREAS, the current Memorandum of Understanding (MOU) between the City of Modesto (CITY) and the Modesto Police and Fire Non-Sworn Association (MPNSA) expires on June 30, 2023, and
WHEREAS, representatives of the CITY and the MPNSA have met and conferred in good faith concerning wages, hours, terms and conditions of employment for employees in said bargaining unit, and
WHEREAS, the CITY and MPNSA have reached agreement on language changes for a successor MOU which, upon execution, shall be attached hereto and made a part hereof, and
WHEREAS, the MOU provides as follows:

Article 1. TERM. The term of the MOU shall be from July 1, 2023 to June 30, 2026.

Article 5. SALARY RATES AND STEP ADVANCEMENT. Following ratification of this MOU by MPNSA and adoption by the City Council, effective June 20, 2023, employees will receive a 4% base wage increase. Effective June 18, 2024, employees will receive a 3% base wage salary increase. Effective July 1, 2025, employees will receive 3% base wage increase and adding Step F. Effective June 30, 2026, employees will receive a 3% base wage increase. In addition, based on the results #16..
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06/13/2023/HR/CAlgers/Item X 2 2023-X
of the City’s most recent labor market study, the salary range for each of the benchmark classes listed in Exhibit X, along with any related classes, shall increase in accordance with the schedules set forth in Exhibits A through D attached hereto.

Article 15. CALL BACK. When on call-back, an employee receives the following compensation:

Three (3) hours of straight time per call-back occurrence; In addition to the three (3) hours of straight time, overtime will be applied as paying time and one-half pay for actual time worked in excess of sixty (60) minutes.

Article 19. SHIFT BIDDING & SPECIAL ASSIGNMENTS.

Special assignments and terms are set forth in General Order 2.14, Specialized and Collateral Assignments. Notwithstanding this special assignment provision, the Chief of Police ultimately has the discretion to determine the length and terms of any assignment based on the needs of the department. Police Community Service Officer Assignment Pay: Police Community Service Officers assigned to non-patrol duties as set forth in this subsection (C) shall receive an additional five percent (5.0%) in compensation for the duration of that special assignment and ending upon return to patrol duties. Police Support Specialist Assignment Pay: Police Support Specialists serving in a special assignment as set forth in this subsection (C) shall receive an additional five percent (5.0%) in compensation for the duration of that special assignment and ending upon return to traditional Records Division assignment.

Special Assignment Pay for Collateral Assignment on the Crisis Negotiation Team. In order to be eligible for this specialty pay, employees must be routinely and consistently assigned to work a collateral assignment on the Crisis Negotiation Team. #16..
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06/13/2023/HR/CAlgers/Item X 3 2023-X
Effective June 20, 2023, employees shall receive a one percent (1.0%) collateral assignment pay.

Effective June 18, 2024, employees shall receive an additional one half percent (0.5%) for a maximum of one and one half percent (1.5%) collateral assignment pay.

Effective July 1, 2025, employees shall receive an additional one half percent (0.5%) for a maximum of two percent (2.0%) collateral assignment pay.

Effective June 30, 2026, employees shall receive an additional one half percent (0.5%) for a maximum of two and one half percent (2.5%) collateral assignment pay.

Article 21. SPECIALTY PAY.

Longevity Pay. Effective July 1, 2023, employees with ten (10) years of service with the City shall be eligible for two-and one-half percent (2.5%) Longevity Incentive Pay.

Educational Incentive. Effective July 1, 2023, employees who possess a degree from an accredited institution that enhances their ability to perform their job responsibilities shall be eligible for a maximum of five percent (5.0%) compensation for the highest college degree obtained and listed below:

Bachelor’s Degree 2.5%
Master’s Degree 5.0%
Article 23. UNIFORM ALLOWANCES.

All Police Department employees who are required to wear uniforms shall do so in accordance with the Police Department’s uniform and equipment regulation and receive uniform allowance as follows:
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06/13/2023/HR/CAlgers/Item X 4 2023-X
Police Community Service Officers and Police Animal Control Officers shall receive a uniform allowance of one hundred and twenty dollars ($120.00) per month paid on the last paycheck of the month.

Police Technicians assigned to RTCC, Police Identification Technicians, Police Evidence and Property Technicians and Outreach Specialists and shall receive a uniform allowance of one hundred and five dollars ($105.00) per month paid on the last paycheck of the month.

Police Technicians assigned to Records and Police Support Specialist shall receive a uniform allowance of ninety-two dollars ($92.00) per month paid on the last paycheck of the month.

Article 25. HOLIDAYS. Adding two additional annual holidays for Juneteenth and Cesar Chavez Day.

Holiday CTO. Whenever a regular employee is required to work on a fixed holiday, which falls within the employee's regularly scheduled work week, the employee shall accrue, on an hour-for-hour basis, up to a total of regularly scheduled hours (eight (8), nine (9), ten (10) or eleven (11), holiday compensatory time. Whenever a regular employee is required to work on a fixed holiday which falls on a regular day off, the employee shall accrue on an hour-for-hour basis up to a total of eleven (11) hours of holiday compensatory time depending on the employee's current work schedule (4/10, 4/11 or 9/80).

Article 32. HEALTH, DENTAL, VISION INSURANCE. Increase to City contribution per pay period (for 24 periods) as described below:

July 1, 2023 January 1,
2024
January 1,
2025
January 1,
2026
January 1,
2027
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06/13/2023/HR/CAlgers/Item X 5 2023-X
Single $336.50 $345 $359 $374 $389
Employee +
1 $602 $690 $718 $747 $777
Family $850.50 $975 $1,014 $1,055 $1,097
GYM MEMBERSHIP. The City shall pay members a monthly membership fee of twelve dollars ($12) for each employee to utilize the fitness center located at 1018 13th Street, Modesto. The monthly fee shall not increase during the term of this Agreement.

Article 33. RETIREE HEALTH INSURANCE. The defined City contribution shall be increased annually by $10 monthly each year of the contract, up to a maximum contribution of $140 per month.

LEAVE BANK PURCHASE OPTION. The City and MPNSA agree to allow employees of this bargaining unit to independently agree to elect a leave bank purchase option of 48 hours.

CONTINUATION OF REMAINING PROVISIONS. Except as provided above, the remaining provisions of the July 1, 2019 through June 30, 2023 MOU between the CITY and MPNSA shall continue in the new MOU. The exact language of all provisions shall be set forth in the MOU between the CITY and MPNSA.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that the Council hereby approves the language changes for a successor Memorandum of Understanding (MOU) between the City of Modesto and the Modesto Police and Fire Non-Sworn Association (MPNSA), which covers a term from July 1, 2023 through June 30, 2027, and upon execution of same, a copy of the MOU will be on file in the office of the City Clerk.
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06/13/2023/HR/CAlgers/Item X 6 2023-X
The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June, 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST: _____________________________
DIANE NAYARES-PEREZ, CMC, City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION APPROVING CHANGES TO BENEFIT OFFERINGS FOR

UNREPRESENTED NON-SWORN MANAGEMENT AND CONFIDENTIAL

EMPLOYEES, INCLUDING CHARTER OFFICERS AND EXECUTIVES

CONSISTENT WITH THOSE IN REPRESENTED UNITS AS SET FORTH IN ATTACHED EXHIBIT A, “SUMMARY OF BENEFIT OFFERINGS FOR

UNREPRESENTED SWORN MANAGEMENT AND NON-SWORN MANAGEMENT

AND CONFIDENTIAL EMPLOYEES, INCLUDING CHARTER OFFICERS AND EXECUTIVES”; AND AUTHORIZING THE CITY MANAGER OR DESIGNEE TO

TAKE THE NECESSARY ADMINISTRATIVE ACTION TO IMPLEMENT THE

PROVISIONS OF THIS RESOLUTION
WHEREAS, on June 7, 2022, by Resolution No 2022-268 Council approved benefit changes to Unrepresented Management Confidential employees, including Charter Officers and Executives, and
WHEREAS, the City has historically implemented terms and conditions of employment for Unrepresented Management Confidential employees consistent with the terms and conditions of employment covering employees in the Modesto Confidential and Management Association (MCMA) bargaining unit, and
WHEREAS, a Summary Of Benefit Offerings For Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives includes the changes below, as set forth in the following exhibit and shall be attached hereto as and made a part hereof:
1) Changes to the City’s contribution for medical, dental, and vision insurance of:
a) Initial increase to City contributions (excluding opt out), as listed below effective January 1, 2024
b) Four percent increase to City contributions (excluding opt out), effective January 1, 2025
c) Four percent increase to City contributions (excluding opt out), effective January 1, 2026
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d) Four percent increase to City contributions (excluding opt out), effective January 1, 2027
e) The City’s bi-weekly (based on 24 pay periods) contribution rate medical, dental and vision insurance premiums as described below:

July 1, 2023 January 1, 2024 January 1, 2025 January 1, 2026 January 1, 2027 Single $336.50 $345 $359 $374 $389
Employee + 1 $602 $690 $718 $747 $777
Family $850.50 $975 $1,014 $1,055 $1,097
2) Increase City Retiree Health Savings Account contributions for all employees regardless of date of hire as follows:
a) An additional $10.00 monthly per employee effective January 1, 2024 b) An additional $10.00 monthly per employee effective January 1, 2025 c) An additional $10.00 monthly per employee effective January 1, 2026 d) An additional $10.00 monthly per employee effective January 1, 2027 3) Education Incentive Pay of 2.5% for Bachelor’s Degree and 5.0% for Master’s Degree 4) 2.5% Longevity Incentive Pay at 10 years of service
5) Paid Holidays: Juneteenth and Cesar Chavez Day
6) Leave Bank Purchase Option of 48 hours – Employee paid WHEREAS, the Summary Of Benefit Offerings for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives set forth in the following exhibit which are attached hereto and made a part hereof shall supersede Resolution No. 2022-268.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that the Council hereby approves the Summary of Benefit Offerings for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives, attached hereto as Exhibit A.
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BE IT FURTHER RESOLVED that the City Manager, or designee, is hereby authorized to take the necessary administrative action to implement the provisions of this resolution.

BE IT FURTHER RESOLVED, the City Attorney is directed to prepare any Amendments to the At-Will Employment Agreements for the City Manager and City Clerk necessary to implement the modifications in this Resolution and its attachments, and the Mayor is authorized to execute such Amendments.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June, 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST: _____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION APPROVING SALARY CHANGES FOR UNREPRESENTED NON

SWORN MANAGEMENT AND CONFIDENTIAL EMPLOYEES, INCLUDING

CHARTER OFFICERS AND EXECUTIVES CONSISTENT WITH THOSE IN REPRESENTED UNITS, EFFECTIVE JUNE 20, 2023; AS SET FORTH IN ATTACHED EXHIBIT A, “SUMMARY OF SALARY RANGES AND SCHEDULES FOR

UNREPRESENTED SWORN MANAGEMENT AND NON-SWORN MANAGEMENT

AND CONFIDENTIAL EMPLOYEES, INCLUDING CHARTER OFFICERS AND EXECUTIVES”; SUPERCEDING RESOLUTION 2022-267, AND AUTHORIZING THE

CITY MANAGER OR DESIGNEE TO TAKE THE NECESSARY ADMINISTRATIVE

ACTION TO IMPLEMENT THE PROVISIONS OF THIS RESOLUTION
WHEREAS, on June 7, 2022, by Resolution No 2022-267 Council approved salary changes to Unrepresented Management and Confidential employees, including Charter Officers and Executives, and
WHEREAS, the City has historically implemented terms and conditions of employment for Unrepresented Management consistent with the terms and conditions of employment covering employees in the Modesto Confidential and Management Association (MCMA) bargaining unit, and
WHEREAS, the Council of the City of Modesto adopted an agreement with Modesto Confidential and Management Association (MCMA) on June 13, 2023 which included salary increases,
WHEREAS, the Council of the City of Modesto desires to approve a four percent (4.0%) base salary increase for all Unrepresented Non-Sworn employees effective June 20, 2023; followed by an additional three (3.0%) percent salary increase effective June 18, 2024; followed by an additional three (3.0%) percent salary increase effective July 1, 2025; followed by an additional three (3.0%) percent salary increase effective June 30, 2026 and #16..
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WHEREAS, the City desires to maintain competitive position with the labor market.

Therefore, a Summary of Salary Ranges and Schedules for Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives provides for the changes below, as set forth in the following exhibits and shall be attached hereto as and made a part hereof:
1) Implements across the board salary increase in base wages for Non-Sworn Confidential and Management employees, including Charter Officers and Executives as follows:
a) 4% base wage increase effective June 20, 2023
b) 3% base wage increase effective June 18, 2024
c) 3% base wage increase effective July 1, 2025
d) 3% base wage increase effective June 30, 2026
2) Effective July 1, 2025 a new Step “F” shall be added to all salary schedules for all NonSworn Unrepresented classifications and shall be 5% above then Step E. 3) Based on the results of the City’s most recent labor market study, the salary range for each of the classes listed in “Exhibit X Market Adjustment for Non-Sworn Unrepresented”, along with any related classes, shall receive market equity adjustments as follows, in accordance with the schedule and is set forth in the attached Exhibits:
a) Installment 1 effective June 20, 2023
b) Installment 2 effective June 18, 2024
WHEREAS, the Summary Of Salary Ranges and Schedules For Unrepresented Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives set forth in the following exhibit which are attached hereto and made a part hereof shall supersede Resolution No. 2022-267.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto that the Council hereby approves the Summary of Salary Ranges and Schedules For Unrepresented #16..
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Sworn Management and Non-Sworn Management and Confidential Employees, Including Charter Officers and Executives, attached hereto as Exhibit A.

BE IT FURTHER RESOLVED that the City Manager, or designee, is hereby authorized to implement the provisions of this resolution.

BE IT FURTHER RESOLVED, the City Attorney is directed to prepare any Amendments to the At-Will Employment Agreements for the City Manager and City Clerk necessary to implement the modifications in this Resolution and its attachments, and the Mayor is authorized to execute such Amendments.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June, 2023, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST: _____________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: ________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION AMENDING THE CLASS RANGE TABLE FOR GENERAL

CLASSES TO AMEND THE SALARY RANGE BASED ON THE LABOR
MARKET STUDY.

WHEREAS, the City of Modesto Class Range Table General Classes Effective June 6, 2023, was adopted by Modesto City Council Resolution No. 2023-268, WHEREAS, the City Council desires to amend Exhibit “6” of Resolution No. 2023-268, which approved the Class Range Table for Represented General Classes Effective June 6, 2023, and
WHEREAS, the positions will be effective upon Council adoption, NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto as follows:

SECTION I. AMENDMENT TO RESOLUTION NO. 2023-. Exhibit “6” entitled “City of Modesto Class Range Table General Association Effective June 6, 2023”, is hereby amended and replaced with the new Exhibits A and B attached hereto and made a part hereof as though set forth in full herein and summarized as follows:

A. Exhibit “A” entitled “City of Modesto Class Range Table General Classes Effective June 20, 2023”
B. Exhibit “B” entitled “City of Modesto Class Range Table General Classes Effective June 18, 2024”
SECTION II. EFFECTIVE DATE. This resolution shall become effective on and after June 20, 2023.
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06/13/2023/HR/CAlgers/Item X 2 2023-X
The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 13th day of June, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST:
________________________________
DIANE NAYARES-PEREZ, City
Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION AMENDING THE CLASS RANGE TABLE FOR REPRESENTED

MANAGEMENT AND CONFIDENTIAL NON-SWORN CLASSES TO AMEND

THE SALARY RANGE BASED ON THE LABOR MARKET STUDY
WHEREAS, the City of Modesto Class Range Table Represented Management and Confidential Non-Sworn Classes Effective June 6, 2023, was adopted by Modesto City Council Resolution No. 2023-268,
WHEREAS, the City Council desires to amend Exhibit “6” of Resolution No. 2023-268, which approved the Class Range Table for Represented Management and Confidential Non-Sworn Classes Effective June 6, 2023, and WHEREAS, the positions will be effective upon Council adoption, NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto as follows:

SECTION I. AMENDMENT TO RESOLUTION NO. 2023-268. Exhibit “6” entitled “City of Modesto Class Range Table Represented Management and Confidential Non-Sworn Classes Effective June 6, 2023”, is hereby amended and replaced with the new Exhibits A and B attached hereto and made a part hereof as though set forth in full herein and summarized as follows:

A. Exhibit “A” entitled “City of Modesto Class Range Table Represented Management and Confidential Non-Sworn Classes Effective June 20, 2023”
B. Exhibit “B” entitled “City of Modesto Class Range Table Represented Management and Confidential Non-Sworn Classes Effective June 18, 2024”
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06/13/2023/HR/CAlgers/Item X 2 2023-X
SECTION II. EFFECTIVE DATE. This resolution shall become effective on and after June 20, 2023.

The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 13th day of June, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST:
________________________________
DIANE NAYARES-PEREZ, City
Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION AMENDING THE CLASS RANGE TABLE FOR PUBLIC

SAFETY NON-SWORN CLASSES TO AMEND THE SALARY RANGE BASED

ON THE LABOR MARKET STUDY
WHEREAS, the City of Modesto Class Range Table Public Safety Non-Sworn Classes Effective June 6, 2023 was adopted by Modesto City Council Resolution No. 2023-268,
WHEREAS, the City Council desires to amend Exhibit “6” of Resolution No. 2023-268, which approved the Class Range Table for Public Safety Non-sworn Classes Effective June 6, 2023, and
WHEREAS, the positions will be effective upon Council adoption, SECTION I. AMENDMENT TO RESOLUTION NO. 2023-. Exhibit “6” entitled “City of Modesto Class Range Table Public Safety Nonsworn Classes Effective June 6, 2023”, is hereby amended and replaced with the new Exhibits A, and B attached hereto and made a part hereof as though set forth in full herein and summarized as follows:

A. Exhibit “A” entitled “City of Modesto Class Range Table Public Safety Nonsworn Classes Effective June 20, 2023 ”
B. Exhibit “B” entitled “City of Modesto Class Range Table Public Safety Non-Sworn Classes Effective June 18, 2024”
SECTION II. EFFECTIVE DATE. This resolution shall become effective on and after June 20, 2023.

BE IT FUTHER RESOLVED by the Council of the City of Modesto that the City Manager or designee is hereby authorized to execute the agreement. #16..
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06/13/2023/HR/CAlgers/Item X 2 2023-X
The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 13th day of June, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST:
________________________________
DIANE NAYARES-PEREZ, City
Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION AMENDING THE CLASS RANGE TABLE FOR EXECUTIVE

MANAGEMENT CLASSES TO AMEND THE SALARY RANGE BASED ON

THE LABOR MARKET STUDY
WHEREAS, the City of Modesto Class Range Table Executive Management Classes Effective June 6, 2023, was adopted by Modesto City Council Resolution No. 2023-268,
WHEREAS, the City Council desires to amend Exhibit “6” of Resolution No. 2023-268, which approved the Class Range Table for Executive Management Classes Effective June 6, 2023, and
WHEREAS, the positions will be effective upon Council adoption, NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto as follows:

SECTION I. AMENDMENT TO RESOLUTION NO. 2023-. Exhibit “6” entitled “City of Modesto Class Range Table Executive Management Effective June 6, 2023”, is hereby amended and replaced with the new Exhibits A and B attached hereto and made a part hereof as though set forth in full herein and summarized as follows:

A. Exhibit “A” entitled “City of Modesto Class Range Table Executive Management Classes Effective June 20, 2023”
B. Exhibit “B” entitled “City of Modesto Class Range Table Executive Management Classes Effective June 18, 2024”
SECTION II. EFFECTIVE DATE. This resolution shall become effective on and after June 20, 2023.
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06/13/2023/HR/CAlgers/Item X 2 2023-X
The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 13th day of June, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST:
________________________________
DIANE NAYARES-PEREZ, City
Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlgers/Item X 1 2023-X

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-?

RESOLUTION AMENDING THE CLASS RANGE TABLE FOR

UNREPRESENTED MANAGEMENT AND CONFIDENTIAL NON-SWORN

CLASSES TO AMEND THE SALARY RANGE BASED ON THE LABOR

MARKET STUDY
WHEREAS, the City of Modesto Class Range Table Unrepresented Management and Confidential Non-Sworn Classes Effective June 6, 2023 was adopted by Modesto City Council Resolution No. 2023-268,
WHEREAS, the City Council desires to amend Exhibit “6” of Resolution No. 2023-268, which approved the Class Range Table for Unrepresented Management and Confidential Non-Sworn Classes Effective June 6, 2023, and WHEREAS, the positions will be effective upon Council adoption, NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto as follows:

SECTION I. AMENDMENT TO RESOLUTION NO. 2023-. Exhibit “6” entitled “City of Modesto Class Range Table Unrepresented Management and Confidential Non-Sworn Classes Effective June 6, 2023”, is hereby amended and replaced with the new Exhibits A and B attached hereto and made a part hereof as though set forth in full herein and summarized as follows:

A. Exhibit “A” entitled “City of Modesto Class Range Table Unrepresented Management and Confidential Non-Sworn Classes Effective June 20, 2023”
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06/13/2023/HR/CAlgers/Item X 2 2023-X
B. Exhibit “B” entitled “City of Modesto Class Range Table Unrepresented Management and Confidential Non-Sworn Classes Effective June 18, 2024”
SECTION II. EFFECTIVE DATE. This resolution shall become effective on and after June 20, 2023.

The foregoing resolution was introduced in a regular meeting of the Council of the City of Modesto held on the 13th day of June, by Councilmember ?, who moved its adoption, which motion being duly seconded by Councilmember ?, was upon roll call carried and the resolution adopted by the following vote:

AYES: Councilmembers: ?
NOES: Councilmembers: ?
ABSENT: Councilmembers: ?
ATTEST:
________________________________
DIANE NAYARES-PEREZ, City
Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________________
JOSE M. SANCHEZ, City Attorney
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06/13/2023/HR/CAlger/Item X 1 2023-XX

MODESTO CITY COUNCIL
RESOLUTION NO. 2023-
RESOLUTION AMENDING THE FISCAL YEAR 2023-24 ANNUAL

OPERATING BUDGET FOR THE MEMORANDUM OF UNDERSTANDING
(MOU) AGREEMENTS AND AUTHORIZING THE CITY MANAGER TO TAKE

THE NECESSARY STEPS TO IMPLEMENT THE REQUIRED BUDGET

ADJUSTMENTS
WHEREAS, the City’s miscellaneous employees have assisted the City in balancing the annual budgets during the Great Recession and employees have made significant contributions and sacrifices by accepting changes to the retiree medical benefits; taken furloughs; and have agreed to pay their full share of the California Public Employees Retirement System (CALPERS) cost that resulted in a 5% reduction in pay, and
WHEREAS, the salary of many City job classes have fallen behind the labor market and are no longer competitive with the City’s comparable jurisdictions, and the City has had a practice up to 2018 of setting salaries at 90% of the labor market median with a movement to 92.5% of the median in 2019, and
WHEREAS, as we exit the COVID-19 pandemic effects and experience low unemployment rates, the City has experienced recruitment and retention challenges that have impacted City services and made the City determine that it was time to begin the restoration of salaries to both reward its most essential resource – staff talent, and to improve its competitive position in recruiting and retention, and WHEREAS, the contracts between the City of Modesto and Modesto City Employees Association (MCEA), Modesto Confidential and Management Association (MCMA), and Modesto Police and Fire Non-Sworn Association (MPNSA) expire on June 30, 2023, and
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06/13/2023/HR/CAlger/Item X 2 2023-XX
WHEREAS, staff began meeting with the bargaining groups and established new tentative agreements between the City of Modesto and each bargaining group totaling $2,476,837 in the General Fund and $5,142,353 in various Non-General Funds for a total of $7,619,190 in the first year of the agreements, and $19,393,074 in the General Fund and $41,193,036 in various Non-General Funds for a total of $60,586,110 for the four year term of the agreements, and
WHEREAS, below is a breakdown of the impact to each fund of the agreements for all bargaining groups for the first year of the agreements:

Fund Number Fund Name Total Increase
0100 General Fund $ 2,476,837
1133 HUD Administration $ 86,450
1300 Capital Improvement Support $ 391,358
1342 Grants - Police $ 18,079
1390 American Rescue Grants $ 28,552
1700 Surface Transportation Fund $ 666,923
3220 Infrastructure Financing Program Administration $ 45,888 4000 Parking Fund $ 53,064
4100 Water Fund $ 1,122,793
4210 Sewer Operations Fund $ 1,095,202
4310 Airport Operating Fund $ 47,611
4480 Storm Drainage Fund $ 59,981
4700 Community Center Operations Fund $ 34,048
4890 Compost Fund $ 73,600
4891 Solid Waste Fund $ 82,778
4892 Green Waste Fund $ 304,052
5110 Inventory Purchases Fund $ 26,828
5120 Mail Services ISF $ 8,235
5230 Information Technology Fund $ 457,713
5310 Insurance Administration Fund $ 32,557
5400 Fleet Management Fund $ 417,163
5520 Employee Benefits Administration Fund $ 9,556
5800 Building Services Fund $ 68,892
5810 10th Street Place Building Services $ 11,030
Grand Total $ 7,619,190
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Modesto #16..
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06/13/2023/HR/CAlger/Item X 3 2023-XX
that it hereby approves amending the Fiscal Year 2023-24 Annual Operating Budget for the necessary adjustments required to appropriate the funds for the approved Memorandum of Understanding (MOU) between the City of Modesto and the Modesto City Employees Association (MCEA), Modesto Confidential and Management Association (MCMA), and Modesto Police and Fire Non-Sworn Association (MPNSA) for the term of July 1, 2023, through June 30, 2027 for each agreement.

BE IT FURTHER RESOLVED that the City Manager is authorized to take the necessary steps to implement the required budget adjustments necessary for this action.

The foregoing resolution was introduced at a regular meeting of the Council of the City of Modesto held on the 13th day of June 2023, by Councilmember _________, who moved its adoption, which motion being duly seconded by Councilmember ______, was upon roll call carried and the resolution adopted by the following votes:

AYES: Councilmembers:

NOES: Councilmembers:

ABSENT: Councilmembers:

ATTEST:
________________________________

DIANE NAYARES-PEREZ,
CMC,
City Clerk
(SEAL)
APPROVED AS TO FORM:

BY: _____________________________________
JOSE M. SANCHEZ, City Attorney
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City of Modesto Package Proposal for MCEA
May 18, 2023
The parties agree that a total tentative agreement for a successor Memorandum of Understanding (MOU) has been reached on the below items. This total tentative agreement is contingent upon ratification by the bargaining unit and approval by the City Council. All items in the current MOU not identified in this total tentative agreement shall remain the same.

There shall be no retroactivity for any proposed enhancement in this total tentative agreement. The effective date of any proposed enhancement in this total tentative agreement shall be the date identified in the tentative agreement, or the date the City Council approves the enhancement in a successor MOU, whichever is later.

Accordingly, to the extent this total tentative agreement identifies a date that is prior to the Council’s approval of a successor MOU, those dates shall be revised to the effective date of the successor MOU.

Summary
1) Wages
a) June 20, 2023, 4% base wage increase
b) June 18, 2024, 3% base wage increase
c) July 1, 2025, add Step F and 3% base wage increase
d) June 30, 2026, 3% base wage increase
2) Market Equity - Enhancement
a) As listed in Exhibit X:
i) Installment 1 effective June 20, 2023
ii) Installment 2 effective June 18, 2024
3) New Article 4. Association Security
4) Education Incentive – New
a) BA/BS 2.5% and MA/MS 5%
5) Cafeteria Plan – Enhancement
a) Increase to City contribution as described below.
6) Longevity Incentive - New
a) 2.5% at 10 years of service
7) Holidays – Enhancement
a) Adding Juneteenth and Cesar Chavez Day
8) Retiree Health Savings – Increase
a) Additional $10 per month each year of the contract
9) Licenses, Certificates, and Endorsements - Enhancement a) ICC Certification – Increase $25 from $100 to $125
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b) Desirable Water & Wastewater Certification Incentive of 0.5%, up to maximum of 1.5%
10) Meal Allowance – Enhancement
a) Increase $2.00 from $12.50 to $14.50
11) Uniforms – Enhancement
a) Increase of $5 from $68 to $72 for Police & Fire Department Administrative and Clerical Employees
12) Safety Footwear – Enhancement
a) Increase $20 to $220 annually
13) Tool Allowance – Enhancement
a) Increase $200 to $650/annually in Year 1;
b) Increase additional $50 to $700/annually in Year 3
14) Pesticide Application - Enhancement
a) Increase from $6.00 per shift to 0.5% incentive
15) Leave Bank Purchase Option of 48 hours
16) Language Clean up to be agreed by the parties
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LANGUAGE
ARTICLE 1. TERM OF AGREEMENT
This MOU becomes effective at 12:01am on March July 19, 202319, and will continue in effect through midnight on June 30, 20273, unless extended or superseded by mutual agreement of the City and MCEA.

NEW ARTICLE 4. ASSOCIATION SECURITY
(A) Payroll Deduction of Dues. Upon receipt of a written request from MCEA, the periodic dues of a bargaining unit employee who has joined MCEA shall be deducted from such employee’s pay. MCEA shall notify the City’s Human Resources Director in writing of the amount of dues to be deducted. Deductions shall be made every payroll period and shall be remitted promptly to MCEA’s designated financial officer or representative. MCEA will be custodian of records for such deduction authorization and will provide the City with a certification that it has and will maintain an authorization, signed by the individual from whose salary or wages the deduction or reduction is to be made. MCEA shall not be required to provide the employer a copy of the employee’s authorization unless a dispute arises about the existence or terms of the authorization. However, MCEA will provide the City with adequate information in the certification document for each employee to allow the City to identify the appropriate level of deductions. MCEA shall defend, indemnify, and hold the City harmless against all claims, demands, suits or other forms of liability that may arise out of or, by reason of, any action taken by the City for the purpose of complying with the provisions of this subpart.
(B) Maintenance of Membership. All employees in the general bargaining unit who are members of MCEA as of the effective date of this MOU or who thereafter voluntary join MCEA and consent in writing to payroll deductions for MCEA dues shall continue to pay dues, or the equivalent, to MCEA during the term of this MOU. This article shall not apply during the initial 30-day period of this MOU and the 30-day period prior to the expiration of this MOU for those employees who, by written notice sent to MCEA and the City, give notice of their desire to withdraw their membership from MCEA. MCEA shall defend, indemnify and hold the City harmless against all claims, damages, suits or other forms of liability which may arise out of any action taken or not taken by the City for the purpose of complying with the provisions of this article. (C) Employee Requests to Cancel Membership. The City will direct employee requests to cancel or change deductions to MCEA and will rely on information provided by MCEA regarding whether deductions for MCEA were properly canceled or changed. (D) New Hire Orientations. The City will give MCEA’s designated officers and representatives at least 10 days’ written notice in advance of an orientation for each newly hired bargaining unit employee, including the name, job title, department, work location, work and home address, personal cellular telephone number and personal email address on file with the City for that newly hired employee, except that a shorter notice may be provided in a specific instance where there is an urgent #16..
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need critical to the City’s operations that was not reasonably foreseeable. The City will continue to provide all new bargaining unit employees at the time of their orientation or transfer into the bargaining unit, an information packet explaining MCEA membership. MCEA will supply this information packet to the City. (E) Notice of Newly Hired Employees. Within 30 days of hire or by the first pay period of the month following hire of each new bargaining unit employee, the City will provide to MCEA’s designated officers and representatives electronically in Excel (.XLSX) format the name, job title, department, work location, work and home address, personal cellular telephone number and personal email address on file with the City for that newly hired employee.
(F) 120-Day Bargaining Unit Notice. At least once every 120 days, the City will provide to MCEA’s designated officers and legal representatives electronically in Excel (.XLSX) format the name, job title, department, work location, work and home address, personal cellular telephone number and personal email address on file with the City for that newly hired employee.
(G) MCEA will keep the City informed of the current names, job titles, work locations, telephone numbers, and email addresses for its officers and representatives designated to receive notices and remittances under this article.

ARTICLE 5. SALARY RATES AND STEP ADVANCEMENTS
(A) Salary Rates and Ranges: The classification titles for positions in this bargaining unit, with the corresponding salary range codes, are listed in Appendix A (Classifications and Salary Ranges).
1) Effective the first full pay period after MCEA ratification and approval of this MOU by the City CouncilJune 20, 2023, all bargaining unit employees will receive a 4.0%2.0% salary increase as provided for in Appendix B(1).
2) Effective June 18, 202423, 2020, all bargaining unit employees will receive a 3.0%2.0% salary increase, as provided in Appendix B(2) (Schedule of Salary Ranges after 2.0% Increase).
3) Effective June 22, 2021July 1, 2025, all bargaining unit employees will receive an additional 3.0% 2.0% salary increase, as provided in Appendix B(3).
4) Effective June 21, 2022June 30, 2026, all bargaining unit employees will receive an additional 3.0%2.0% salary increase, as provided in Appendix B(4).
5) Classifications, Job Titles and Salary Ranges may be amended from time to time by Resolutions adopted by the City Council, subject to fulfilling any meet & confer obligations the City may have with MCEA. (B) Labor Market Adjustments:
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(B)1) In addition to the salary increases described in subpart (A) of this article, the salary range for each of the benchmark classes listed in Appendix HExhibit X, along with any related classes, will increase in accordance with the schedule set forth in Appendix HExhibit X. The effective date for the “Year 1 Adjustment” will be the first pay period after MCEA ratification and approval of this MOU by the City CouncilJune 20, 2023. The effective date for the “Year 2 Adjustment” will be June 18, 202423, 2020. The effective date for the “Year 3 Adjustment” will be June 22, 2021. In addition, the City and MCEA agree to continue to meet and confer regarding salary relationships, reporting relationships, and operations of tree trimmers and equipment operators in the Urban Forestry Division.
2) For purposes of this MOUMemorandum, base salary range will mean the salary range assigned to a specific classification as provided in Appendix A. Base salary rate will mean the hourly rate of pay established pursuant to the Step placement within the base salary range as provided in this Memorandum.
3) Paid time will be based upon the base salary rate with the computation rounded to the nearest cent.
(C) (C) Initial Step Placement:

Each salary range will consist of five (5) Steps, A through E. Each salary range shall consist of five (5) steps, A through E, at five percent (5%) increments. Progression through the steps will be based upon both length of service and job performance.
1) Step A will normally be paid upon initial employment. The initial salary may be set at a higher Step only upon approval of the Department Director and City Manager. In cases of exceptional performance, employees hired at higher than Step A may be considered for their first Step increase after thirteen (13) pay periods.
2) Step B will be paid upon completion of thirteen (13) pay periods with an overall “Meets” performance evaluation.
3) Step C through Step E will be paid upon completion of twenty-six (26) pay
periods with an overall “meets” performance evaluation at each Step. (D) Effective July 1, 2025, each salary range shall consist of six (6) steps, A through F, as provided in Exhibits G through I. Progression through the steps will be based upon both length of service and job performance. Effective July 1, 2025, employees who have been in Step E for 26 pay periods or more shall be placed into Step F.
1) Step A will normally be paid upon initial employment. The initial salary may be set at a higher step only upon approval of the Department Director and City Manager. In cases of exceptional performance, #16..
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employees hired at higher than Step A may be considered for their first step increase after thirteen (13) pay periods.
2) Step B shall be paid upon completion of 13 pay periods with an overall "Meets Expectations" performance evaluation.
1)3) Steps C through F shall be paid upon completion of 26 pay periods with an overall "Meets Expectations" performance evaluation at each step.
(E)
(D) Accelerated Step Increase: Accelerated Step increases within the established salary range may be granted in addition to those above, upon approval of the City Manager.
(E) (F) Denial of Step Increase: When a Step increase is denied, there will be another performance evaluation of the employee in thirteen (13) pay periods from the effective date of the denied increase. There is no right of appeal to the withholding of a step increase, but the reasons for withholding will be given in writing to the employee.
(F) (G) Step Reduction:

If an employee does not meet expectations on any area of the yearly performance evaluation, the employee will be placed on a Corrective Interview Memorandum (CIM). The employee will then receive a performance evaluation review three (3) months following the initiation of the CIM. If improvement is still needed, the employee will receive an additional performance review at six (6) months following the initiation of the CIM. If the employee continues to not meet expectations on the relevant area of performance at the six (6) month review, an employee’s Step may be reduced to a lower Step. There is no right of appeal due to the lowering of Steps, but the reasons for reduction will be given in writing to the employee.
(H) Personnel Administrative Orders. All other salary administration policies will be as contained in the Personnel Rules and Personnel Administrative Orders. (I) Amendments to Classifications, Job Titles, and Salary Ranges.

Classifications, job titles and salary ranges may be amended from time to time by Resolutions adopted by the City Council, subject to fulfilling any meet and confer obligations the City may have with MCEA and provided the salary, wage, and step increases negotiated in this MOU are not reduced during the term of this MOU.

ARTICLE 12. OVERTIME
(A) Policy. It is the policy of the City of Modesto to discourage overtime except when necessitated by abnormal or unanticipated workload situations. It is the responsibility of Department Directors to arrange for the accomplishment of workload under their jurisdiction within the normal tour of duty of employees.

Each department will keep complete and accurate records of all overtime #16..
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earned in every pay period. The City has the right to require each employee to work overtime as necessary. To the extent possible and in the sole discretion of the Department Director, overtime will be distributed equitably among qualified employees within the department. Supervisors will not authorize an employee for overtime during the time when he/she is on a disciplinary suspension without pay or while on disciplinary probation.
(B) Definition. Overtime is defined as hours actually worked in excess of forty (40) hours in a workweek. Paid leave will be considered as time actually worked for purposes of computing overtime. Overtime will not affect leave accruals.

Overtime and compensatory time off (CTO) will be recorded and used on a tenth (0.1) of an hour basis.
(C) Overtime Compensation. Any employee authorized by the Department Director or authorized representative to work overtime will be compensated at the overtime rate, i.e. one and one-half (1½) times the employee's regular hourly rate of pay. Upon an employee's request, overtime may be compensated as compensatory time off (CTO). CTO will be credited at one and one-half (1½) times the amount of hours worked.
1) Each employee hired before September 27, 2005 will be paid on a quarterly basis for all compensatory time over one hundred and sixty (160) hours. Each employee hired on or after September 27, 2005 will be paid on a quarterly basis for all compensatory time over one hundred (100) hours.
2) Cash out of hours will be calculated by payroll using the CTO hours from the first pay period ending in the months of March, June, September, and December. Cash out of hours will be paid in the second pay period ending in the months of March, June, September, and December. If employees choose to cash out additional time to be paid in the second pay period of the months listed above, employees will be paid out for both the (i) hours such employees elected to cash out, plus (ii) the hours automatically cashed out in accordance with the preceding paragraph and all cashed out hours will be deducted from the employees’ accrued CTO. 3) At the employees request, payment of CTO will be included as part of a regular paycheck so long as the request is for at least ten (10) hours.

Employees will make this request to the Payroll Division of Finance at least fourteen (14) calendar days prior to payout. CTO leave may be taken at the request of the employee with reasonable advance notice and with the approval of the Department Director or designee. Approval of CTO leave will not be denied unless granting the CTO leave request would result in an undue disruption in City operations. CTO will be taken in straight time hours. 4) MCEA employees will have the opportunity to bank overtime hours as CTO outside of their assigned home cost center. The City agrees to absorb the additional labor costs for tracking these hours outside of the payroll system as a manual work-around. The City will notify MCEA to discuss impacts of the City’s ability to absorb the additional cost as a result of the work-around. #16..
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5) Overtime hours worked in connection to grants, capital projects or other time-restricted funded activities are to be paid as cash on the paycheck following the pay period for which time was worked and therefore should not be approved for hours banked to CTO. Notwithstanding the foregoing, overtime hours worked in connection to capital projects that are fully funded by the City, as opposed to outside funding sources, may be banked as CTO subject to the restrictions set forth above. If it is determined by the City that these overtime hours were worked on a project funded in full or part by an outside funding source, the applicable CTO hours will be cashed out and paid to the employee as soon as administratively possible following this determination.
6) Prior to the promotion or reclassification of an employee, all compensation time off will be taken or paid at the employee’s then current regular rate of pay.
(D) Wash Time. A Department Director, with the concurrence of the affected employee, may arrange for that employee to take such time off at straight time as is necessary to ensure that the employee's actual time worked does not exceed forty (40) hours within a given seven (7) consecutive day workweek. (E) Meal Allowance. An employee required to work unscheduled overtime for four (4) or more consecutive hours beyond the scheduled shift on emergency work, or for four (4) or more consecutive hours of work when on Standby or Call-Back, will be compensated twelve fourteen dollars and fifty cents ($142.50) for a meal allowance during any twenty-four (24) hour period and will be entitled to a thirty (30) minutes unpaid meal period for every additional four (4) hours worked.

Only one (1) twelve fourteen dollars and fifty cents ($142.50) payment will be made per shiftemployee per 24-hour shift, unless the employee works four (4) or more consecutive hours, is released from duty, and must return for four (4) or more hours in the same shift24- hour period.

ARTICLE 13. STANDBY
(A) Standby Defined. Employees on Standby are released from active duty but who are required by the department to leave notice where they can be reached and return to active duty when notified.
(B) Eligibility. Standby eligibility will be based upon an employee’s ability to respond to either the Geographic Center of the City or the employee’s assigned work unit location within thirty (30)forty-five (45) minutes. 1) This response time will be determined by use of the Microsoft Streets and Trips software or the use of similar trip calculation software, agreed upon jointly by the City and MCEA.
2) The response time for determining eligibility will be calculated using the employee’s home address, average speed, beginning time of 5:00 p.m., and the quickest route.
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3) The Geographic Center of the City will be determined annually by the Information Technology Department.
4) Response time eligibility will be recalculated by the Fleet Manager at the beginning of each calendar year or upon a change in the employee’s home address/work site. Exceptions to the thirty (30) minute restriction may be made by the Department Director, based upon operational and staffing needs of the Department.
5) Any employee in the Water Division must have a minimum of Grade II certification in Water Distribution from the State of California in order to be eligible for sStandby. Notwithstanding the foregoingHowever, if the Department Head or their designee determines there is an operational need, electricians in the Water Division may be eligible for standby. 6) Employees who are out unexpectedly on unscheduled take leave for personal illness or injury for more than half their regular workday will not be allowed to serve on Standby for that same workday. Should this leave occur on Friday, the employee may not work standby for on either Saturday or Sunday. Should this leave occur on the day before a holiday the employee may not work standby on the holiday.
(C) Response Time. Employees assigned to Standby must leave a telephone number where they can be reached or wear a communicating device; and be able to respond promptly and strive to be on scene of the emergency or the employee’s assigned work unit location within thirty (30)forty-five (45) minutes. 1) Employees must report to their supervisor any changesd in their availability, at the beginning of the workday or as soon as a change in availability is known, whichever comes first. While on Standby, an employee is free to use the time for his or her own purposes.
(D) Compensation for Standby Pay. Standby time does not count as time worked for purposes of calculating overtime unless the employee is called back to work. (E) Assigned standby personnel will receive standby pay in the amount of two (2) hours of pay on their regularly scheduled workday, and four (4) hours of pay on the employee's regularly scheduled days off and fixed recognized City holidays.

ARTICLE 18. LICENSES, CERTIFICATES, AND ENDORSEMENTS
(A) Costs Associated with Certificates, Licenses or Endorsements (Not Class C Drivers Licenses):
1) Whenever an employee is required to obtain a certificate, license or endorsement in order to carry out the duties assigned, the City will reimburse one time for the costs associated with successfully obtaining the certificate, license or endorsement. The time required to take the test to #16..
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obtain the certificate, license or endorsement will be considered hours worked.
2) The City will reimburse the costs associated with successfully renewing the certificate, license or endorsement, and the time required to attend City authorized CEU training to renew it, will be considered hours worked. 3) The City may temporarily change an employee’s standard tour of duty to accommodate on-duty training and testing for required licenses, certificates, or endorsements with seven (7) calendar days’ notice as provided under Article 9, Standard Tour of Duty.
(B) Class A or B Commercial Driver’s License:
1) All newly hired employees and/or employees promoted into the Maintenance Worker I classification will be required to possess a valid Class A or B commercial driver’s permit (as required by their job specification or this MOU) within ninety (90) days of appointment and a valid Class A or B Commercial Driver’s License (CDL) within one hundred and twenty (120) days of appointment. All newly hired employees and/or employees promoted into the Maintenance Worker job family at, or above, the classification of Maintenance Worker II at their expense, will be required to possess a valid Class A or B driver’s licenseCDL (as required by their job specification for this contract MOU within one hundred and twenty (120) days of the time of appointment).
(A)2) Employees will be allowed the use of a City commercial vehicle and reasonable on-duty time to practice for the pre-trip inspection and driving portion of the commercial driver’s test. Permits and licenses must be issued by the State of California Department of Motor Vehicles. 3) Failure to obtain the appropriate certificate, license or endorsement within the time period specified in the following table and/or failure to pass the federally mandated Department of Transportation (DOT) drug/alcohol test after obtaining the license will be grounds for release from probationary status.
4) Employees in the following classifications are required to acquire and maintain a valid class A or B CDL as a condition of employment and are subject to random drug testing as required by the DOT.

Classification Required to hold
CCDL Class Code Cost Center Other Requirements
Airport Maintenance Crewleader 6193 All
Heavy Equipment Mechanic 6190 All
Heavy Equipment Crewleader 6189 All
Electrician Assistant I/II/III 6545, 6544,
6543
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Classification Required to hold
CCDL Class Code Cost Center Other Requirements
Electrician – Traffic and Buildings 6546
All except
WQC Plant -
54410
Class A or B, as
assigned
Equipment Mechanic 6195 All
Equipment Mechanic Crewleader 6194 All
Equipment Service Technician 6721
All except
WQC Plant
Cost Center
Required only
when hired with
CCDL
Equipment Operator 6314 All
Fire Equipment Mechanic 6192 All
Maintenance Worker I 6707
All; but only
when hired
with Class B
CCDL
Required only
when hired with
CCDL. Must
obtain permit
within ninety (90)
days of
appointment and
CCDL within onehundred twenty
(120) days of
appointment
Maintenance Worker II 6705
All except
Building
Services
and Parking
Lots - 53250
Must obtain
permit within
ninety (90) days
of appointment
and CCDL within
one-hundred
twenty (120) days
of appointment
Operations Crewleader 6148 All
Parks Maintenance Crewleader 6630 All Class B
Parks Maintenance Mechanic 6167
All except
Building
Services
Plant Mechanic I 6717 All
Senior Equipment Operator 6313 All
Senior Fire Equipment Mechanic 6191 All
Tree Trimmer 6615 All
Tree Trimmer Crewleader 6610 All
Utilities Plant Operator I/II 6411, 6412 All
Utilities Services Worker I/II/III 6156, 6157,
6158 All
Water Meter Technician 6698 All
Welder/Fabricator 6196 All
5) Employees in the following classifications are not required to acquire or maintain a valid class A or B California Commercial Driver’s License (CCDL) as a condition of employment and are not subject to random drug #16..
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testing as required by the U.S. Department of TransportationDOT.

Classification Class Code Cost Center
Building Maintenance Technician 6811 All
Cross Connection Specialist 6160 All
Custodian I/II 6822, 6820 All
Electrical and Instrumentation
Technician 6531 All
Parking Facilities Crewleader 6665 All
Production Technician 6557 All
Senior UPO 6413 All
Traffic Operations Technician 6675 All
Traffic Striping Crewleader 6660 All
Utilities Plant Operator I 6411 All
Utilities Plant Operator II 6412 All
Water Conservation Specialist 6161 All
6) Department management may modify or change the number of Commercial Driver’s Licenses required to meet the needs of the department operations. When department management finds it necessary to make such modifications or changes, the department manager will notify the affected employee(s) and MCEA indicating the proposed change prior to its implementation and when MCEA requests to meet and confer, the parties will expeditiously meet and confer regarding the impact the modification or change would have on employees. Employees will be given one hundred and twenty (120) days to obtain this license when such modifications or changes are necessary.
7) Parks Services Employees: Three (3) employees will be required to possess a valid Class A Commercial Driver’s License issued by the California Department of Motor Vehicles. In the absence of volunteers, persons may be designated by management to obtain this license. 8) Traffic & Buildings Electrical Division Employees: Three (3) Electricians will be required to possess a valid Class A Commercial Driver’s LicenseCDL issued by the California Department of Motor Vehicles. In the absence of volunteers, persons may be designated by management to obtain this license.
9)
Operational employees in the Public Works or Parks, Recreation and Neighborhoods Departments that wish to voluntarily maintain their Class A #16..
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or B License CDL will have all fees and charges associated with obtaining and maintaining the licenses paid for by the City. Those employees who choose to maintain their Class A and B License CDL will remain in the Department of Transportation (DOT) program and will be subject to all its provisions.
(C) Hazardous Materials Endorsements:
1) Mandatory Endorsements. Each Department Director or designee will identify and notify those employees who are designated as required to possess a valid Hazardous Material Endorsement. Upon notification, the employee will pass any written testing and submit any background information required to obtain the endorsement within ninety (90) days of notice, or in the case of new hires, within ninety (90) days of date of hire.

The City will reimburse these employees for the cost of obtaining the endorsement upon receipt of the certificate. For employees so required, the City will pay the cost of performing the background check required to obtain or renew the Hazardous Material endorsement. The time required to obtain or renew the endorsement will be considered hours worked.. The City may temporarily change an employee’s standard tour of duty to accommodate on-duty testing for a Hazardous Materials Endorsement with seven (7) calendar days’ notice as provided under Article 9, Standard Tour of Duty.
2) Voluntary Endorsements. The Department Director or appointee will designate the number of employees with voluntary Hazardous Material Endorsements desired per division. A pool of qualified employees will be compiled with priority established in the order the City receives the employee’s completed certification. The City will reimburse the employee for the cost of obtaining the endorsement upon receipt of the certificate. In no event, will the City pay for more than one (1) effort to obtain or renew a voluntary endorsement. Voluntary certificate holders are required to obtain the certificate on their own time.
(D) ICC Certifications: Due to changes in State law, and the impacts associated with Insurance Services Office (ISO) ratings for fire insurance, the City and MCEA agree, that eEmployees in the classifications of Building Inspector I/II and Plans Examiner who acquire a new having more than one (1) International Code Council (ICC) certification will receive a one time payment of one hundred twenty five dollars ($12500) for each new additional certification listed in this Agreement (building, plumbing, mechanical, or electrical inspection certification including, without limitation), Building Plans Examiner, Special Inspector for Reinforced Concrete, Special Inspector for Pre-Stressed Concrete, Special Inspector for Structural Masonry, Special Inspector for Structural Steel/Welding, and Special Inspector for Spray-Applied Fireproofing.

Thereafter, the one hundred twenty five dollars ($12500) will be paid on a one (1) time only basis for obtaining additional certificates and will not be paid for subsequent renewals or reinstatement of certificates.
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(E) Water Division State-Mandated Certifications: Whenever a Water Services Division employee is required by their job specification to possess or maintain a State of California Water Resources Control Board Water Distribution Operator or Water Treatment Operator certificate in order to carry out the duties as assigned, the City will reimburse the costs associated with obtaining or renewing certification up to and including a Water Distribution Operator Grade V (“D-5”) and/or a Water Treatment Operator Grade III (“T-3”) certificate. City will pay for up to two (2) testing attempts per initial certification or renewal. The time required to take tests will be considered as hours worked. The City may temporarily change an employee’s standard tour of duty to accommodate on-duty training and testing for these certificates with seven (7) calendar days’ notice as provided under Article 9, Standard Tour of Duty.
(F) Wastewater Division State-Mandated Certifications: Whenever a Wastewater Division employee is required by their job specification to possess or maintain a State of California Water Resources Control Board Wastewater Treatment Plant Operator certificate in order to carry out the duties as assigned, the City will reimburse the costs associated with obtaining and renewing certification up to and including a Wastewater Treatment Plant Operator Grade V certificate. City will pay for up to two (2) testing attempts per initial certification or renewal. The time required to take tests will be considered as hours worked. The City may temporarily change an employee’s standard tour of duty to accommodate on-duty training and testing for these certificates with seven (7) calendar days’ notice as provided under Article 9, Standard Tour of Duty. (G) Water Division and Wastewater Division “Desirable” Certifications:

Employees in the classifications listed below are eligible for one-half percent 0.5%) certification incentive pay per certification, up to a maximum of one and one-half percent (1.5%), when they obtain any of the “Desirable Certifications” listed in table below that are not already mandatory for their current job classification.

Classification in Utilities Required
Certification Desirable Certifications
-Utility Service Worker III
(Water)
-Senior Utility Service
Worker (Water)
Distribution Grade 3
Distribution Grade 4
Distribution Grade 5
Treatment Grade 1
Treatment Grade 2
Backflow Prevention Testing
Cross-Connection Control
Testing
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-Utilities Plant Operator II
(Water)
-Senior Utilities Plant
Operator (Water)
Distribution Grade 3 &
Treatment Grade 1
Distribution Grade 4
Distribution Grade 5
Treatment Grade 2
Backflow Prevention Testing
Cross-Connection Control Testing
-Utilities Service Worker III
(Wastewater)
-Senior Utilities Service
Worker (Wastewater)
Collection System
Maintenance
Grade 2
Collection System
Maintenance Grade 3
Collection System
Maintenance Grade 4
Backflow Prevention Testing
Cross-Connection Control
Testing
-Utilities Plant Operator II
(Wastewater)
-Senior Utilities Plant
Operator (Wastewater)
Grade 3 Treatment
Plant
Grade 4 Treatment
Grade 5 Treatment
Backflow Prevention Testing
Cross-Connection Control Testing
(H) The City will provide documents and materials to assist employees in preparing to obtain and renew these certifications and City sponsored training may be offered during the employees’ standard tour of duty. The City may temporarily change an employee’s standard tour of duty to accommodate on-duty training for these certificates with seven (7) calendar days’ notice as provided under Article 9, Standard Tour of Duty. (I)
Employees who possess a Water Distribution Operator Grade II or III, and do not attain the required continuing education units and as a result lose their Grade II or III Certification from the State, will demote to Utilities Services Worker I. If demoted, the City will not be responsible for any costs of tests, or course work associated with the re-attainment of a Grade II or III, including CEUs required maintaining the certificate they revert to. If a Grade II or III is earned again, the City will reinstate the employee to the previously held job class and resume reimbursement for continuing education and renewal costs. Water Services Division employees continuously employed by the City since January 1, 2007 or prior who possess a Water Distribution Operator Grade I certificate from the California Department of Public Health may work in the Utility Services Worker I classification but will not advance further in that classification series until the employee achieves a Water Distribution Operator Grade II or higher certification.
(J) Crane Operator Certification:
1) Employees in the job classification of Utilities Plant Operator I/II, Utility Services Worker I/II/III, Senior Equipment Operator, Equipment #16..
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Operator, Electrician (Traffic & Buildings) and Plant Mechanic I/II are required to obtain and renew Crane Operator certification if assigned to a pool of operators. Employees assigned to the pool will receive an additional 1.5% pay differential while certified and assigned. 2) The City will determine the number of qualified crane operators necessary to meet operating needs. Employees in the job classes listed above may volunteer to be considered for this assignment and the City will consider the volunteers when assigning this work. To make the selection, the City will develop a screening process to assess the likelihood that an employee would successfully complete the crane certification training program. The final determination of the number of qualified operators required, the screening process used and the actual assignment of operators remains with management discretion.

The City may also consider an employee’s work performance records, disciplinary actions and status on initial or promotional probation when making the assignment. If an employee is designated to operate a crane, the assignment is considered mandatory and action may be taken should the employee fail to obtain or maintain the required certification.
3) Employees who hold a crane certification and voluntarily renew his or her crane certification may be thereafter designated for the assignment and will be subject to the same requirements as others so designated. 4) Employees in job classifications requiring the crane certification and employees, who are assigned to the crane operator pool, will be required to successfully complete the crane certification training program every five (5) years, in accordance with mandated renewal requirements, subject to the City scheduling the process in a timely manner. If the City fails to schedule an employee for training, the employee will be relieved of the obligation to pass the crane certification training program until the City schedules the training. 5) The City will pay all costs associated with one training and certification class and will determine how preparatory training will be conducted.

Travel to and from, and attendance at training class will be considered as hours worked. Training will be scheduled during the employee’s standard tour of duty. The City may temporarily change an employee’s standard tour of duty to accommodate on-duty training and testing for these certificates with seven (7) calendar days’ notice as provided under Article 9, Standard Tour of Duty. Employees who fail the crane training class provided by the City will be responsible for and obligated to continue to attempt to pass the test at the employee’s own expense within the required six (6) months following appointment to a job classification in which the crane certificate is required. These employees will be permitted to attend testing using the appropriate leave. Upon the employee’s receipt and the City’s notification of the employee successfully passing the required testing, the City will commence the 1.5% pay differential.
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(K) Employees hired or promoted on or after May 31, 2014, will be required to havemust possess the appropriate certification for their classification. The City will not add additional certification requirements to existing job specifications without first meeting and conferring with MCEA.

ARTICLE 19. SHIFT AND PAY DIFFERENTIALS
(A) Shift Differential Pay.
1) Swing Shift. - Employees whose regular assigned tour of duty includes four (4) hours or more in a swing shift: (3:00 p.m. to 11:00 p.m. shift) will be paid a shift differential of $6.00 per shift.
2) Graveyard Shift. - Employees whose regular assigned tour of duty includes four (4) hours or more in “graveyard” shift (11:00 p.m. to 7:00 a.m. shift) will be paid a shift differential of $8.00 per shift.
3) If an employee is directed to work overtime in addition to their regular tour of duty, and those overtime hours include four (4) or more hours in both swing shift and four (4) or more hours in the graveyard shift, the employee will be paid twelve dollars ($12) total shift differential.
(B) DMV Commercial Driver’s License Class A Pay. Employees who hold a classification where a Class A Commercial Driver’s LicenseCDL is not required may voluntarily possess a Class A Commercial Driver’s LicenseCDL.

Such employee who possesses a Class A license CDL will receive a fFive Ddollar ($5.00) shift differential for each shift in which they are assigned and operate any vehicle requiring a Class A Commercial Driver’s LicenseCDL for a minimum of one (1) hour. This provision will not apply to operation of Class A equipment on private (including City owned) property where a commercial license is not required. This provision will not apply to classes where possession of a Class A Commercial Driver’s LicenseCDL is a condition of employment, including but not limited to Plant Mechanic I/II, Utility Services Workers, Senior Equipment Operator or Crew Leaders (except in the Parks Division of the Parks Recreation and Neighborhoods Department). This provision will apply to classifications such as Electrician where some, but not all positions are required to possess a Class A Commercial Driver’s LicenseCDL. Public Works Crewleaders are not expected to have a Class A Commercial Driver’s LicenseCDL.
(C) Miscellaneous Differentials.
1) Pesticide Applicator. Bargaining unit eEmployees in the Public Works and Parks, Recreation and Neighborhoods Departments who are required to possess and maintain that have certification as a Pesticide Applicator from the State of California to mix and apply pesticides will receive a one-half-ofone percent six dollar (0.5%$6.00) pay differential for all hours worked.per shift pay differential for each shift in which they are assigned to mix and apply pesticides. A minimum number of hours of application per day are not required to receive this pay differential.
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The City will pay all costs associated with obtaining and maintaining this certification for a sufficient number of employees that are needed for pesticide application. This number will be determined by the City.

1) Department management will establish the actual number of certified Pesticide Applicators needed. Department management may modify or change the number of certificates required to meet the needs of the service.

When department management finds it necessary to make such modifications or changes, the department manager will notify the affected employee(s) and MCEA indicating the proposed change prior to its implementation and when MCEA requests to meet and confer, the parties will expeditiously meet and confer regarding the impact the modification or change would have on employees.
2) Line Clearance Tree Trimming. Employees in the classification of Tree Trimmer Crew Leader or Tree Trimmer that have certification as Line Clearance Tree Trimmers shall receive a two and one-half percent (2.5%) pay differential. Employees in the classification of Tree Trimmer Crew Leader or Tree Trimmer that have an International Society of Arboriculture certification shall receive a 2.5% pay differential.
3) Utilities Services Worker III Lead Differential. Employees in the classification of Utilities Services Worker III shall receive a five percent (5.0%) pay differential when assigned by the department to serve as the worksite lead for a crew of at least three crewmembers.
4) Solid Waste Enforcement Officer. Employees in the classification of Solid Waste Enforcement Officer shall receive a two and one-half (2.5%) pay differential when assigned to the Used Oil Recycling Program to test and identify chemical waste to allow for proper storage.
(D) Bilingual Pay.
1) Employees working in field operations or in administrative positions that have significant contact with the public will receive bilingual pay if the employee qualifies as bilingual, based on the criteria listed below. For purposes of this Article, bilingual is defined as Spanish, Southeast Asian language(s) common to this area, sign language, or other languages deemed desirable by the Department Director.
2) Prior to January 1st annually, each department will provide to their employees a list of translation opportunities within the department.

Employee participation in this effort is voluntary.
3) A review panel made up of three (3) experts (as determined by the department) will assess the qualifications of employees wishing to volunteer. Two (2) of the three (3) panel members must agree that the person is capable of bilingual translation.
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4) Employees who pass the review panel and are needed in this capacity by the department shall receive three (3) hours of compensatory time off (CTO) per pay period. Employees must agree to use their bilingual skills at the direction of the department for a minimum of one (1) year from the time the compensatory time off begins, unless an unusual hardship is presented by the employee.
5) The Department Director may choose to eliminate the CTO if it is determined that the translation services are not being effectively delivered by the employee and/or the need is no longer present in a specific division. If more employees are deemed to be capable of bilingual translation than the need for these services, the Department Director may choose to rotate this duty between eligible employees.
6) If the Department Director identifies more opportunities for translation than there are employees certified, the Department and the Human Resources Department may establish a second notification for volunteers and a second review panel in July of that year.
7) An employee certified and receiving bilingual compensatory time off shall cease receiving the CTO after they have been out of the workplace for three (3) consecutive pay periods. The CTO will not be granted beginning the first day of the following pay period. The CTO will be resumed the first full pay period the employee returns to work.
(E) Longevity Pay. Effective July 1, 2023, employees with ten (10) years of service shall be eligible for two and one- half percent (2.5%) Longevity Incentive Pay..
(F) Educational Incentive. Effective July 1, 2023, employees who possess a degree from an accredited institution that enhances their ability to perform their job responsibilities shall be eligible for a maximum of five percent (5.0%) compensation for the highest college degree obtained and listed below:
1) Bachelor of Arts/Bachelor of Science, two and one-half percent (2.5%); 2) Master of Arts/Master of Science, five percent (5.0%).

(G) Pay Differentials. Pay differentials provided in paragraphs (A) through (FD) of this section shall be included in base pay for purposes of compensation for approved vacation and holiday leave, compensating time off, and up to forty-eight (48) hours of sick leave per year.

ARTICLE 21. DRESS AND GROOMING
(A) Grooming. All employees will maintain a clean and neat appearance while working, taking into account the employee’s job duties and the work environment the employee is or has been working in. Disagreements over what clean and neat in appearance means as applied to any particular person or circumstance will be resolved upon request of either party by the Problem Solving Committee.
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(B) Personal Protective Equipment. Except as provided in sections (F) , the City will make available to each employee at no cost all personal protective equipment reasonably necessary for the employee to safely perform his or her job including, but not limited to, head protection, eye protection, hearing protection, gloves, reflective garments, respiratory protection, safety footwear, etc. Every employee must wear personal protective equipment as appropriate for the job or task being performed. Employees must not wear or carry items at work that will reduce their safety on the job. Employees are expected to exercise reasonable care for all protective equipment issued to them.
(C) Uniform Shirts, Pants, and Caps. Employees in the maintenance classifications listed on Appendix G, and other similar field, warehouse, and delivery classifications:
1) Will wear, during working hours, either a City-issued uniform shirt or an employee-purchased shirt of an approved color and style. Any shirt worn must include the City of Modesto logo on the front pocket area.

Exceptions may be made by Supervisor where a special event calls for different attire.
2) Will wear, during working hours, City-issued uniform pants, or employeepurchased pants of a City approved color and style, or employeepurchased zipper front shorts of a City approved color and style; provided, however, an employee may not wear shorts if the supervisor determines that it would be unsafe or inappropriate to do so. Shorts may be no shorter than one (1)-inch above the knee.
3) May wear, during working hours, either a City-issued hat or other employee-purchased hat of a City approved color and style. 4) Must, during working hours, be identifiable to the public as a City employee by some article of clothing with a visible City logo. 5) If an employee elects to not wear their City issued uniform shirt during the months of June through August, the employee will receive from the City at no cost five (5) cotton tee shirts of an appropriate size and City approved color and style in June of each year. Tee shirts will include a City logo.

Unless otherwise directed by the Purchasing Division, the City will continue the uniform service during this time.
6) Must not wear clothing such as shirts, sweaters, jackets, or hats during working hours with conspicuously visible pictures, words, graphics, or illustrations other than the City logo except that at no cost to the City, an employee may wear an MCEA patch on the uniform shoulder or may wear a hat bearing the MCEA logo.
7) Will have their uniforms (except tee shirts and employee provided hats) laundered at no cost by the City.
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(D) Cotton or Flame Resistive Garments for Work Near Open Flames and Arcs.

In those work assignments where employees are exposed to hazards of flame, electric arcs, or molten materials, pants, shirts, tee shirts, coveralls, and other garments issued by the City or provided by the employee and worn by the employee will be either cotton or a flame-resistive material. (E) Coveralls and Jackets.
(1) The City will make available at no cost to employees in the following work areas or classifications a clean coverall for each workday:
a. Parks Maintenance Mechanics
b. Building Maintenance Technicians
c. Employees assigned to street maintenance activities
d. Employees assigned to the City's equipment maintenance shop e. Employees assigned to any City Wastewater Treatment Plant Operations
f. Welder/Fabricator
g. Employees assigned to the Compost Division Operations (2) Upon request, the City will provide at no cost to each employee in the following work areas and classifications one (1) coverall and one (1) safety jacket (reflective tape and high visibility color) per fiscal year:
a. Field employees assigned to the Electrical Division
b. Field employees assigned to the Parks Division
c. Field employees assigned to the Urban Forestry Division d. Field employees assigned to the Water Division
e. Field employees assigned to the Wastewater Division
f. Field employees assigned to the Streets Division
g. Field employees in the career ladder of Electrician (may request that one (1) pair of coveralls be insulated)
h. Other work areas or classifications that may later be identified by the uniforms and PPE working group described in Section (I) below in this article.
(3) Care and laundry of the coveralls provided under Section (E) (2) of this Article immediately above are the responsibility of the employee

(F) Safety Footwear. Each department will designate employees in certain job assignments for which safety footwear is required and the City will pay each employee so designated an annual safety footwear allowance of two hundred twenty dollars ($22000) during the first pay period of July.

The City will provide each new employee his or her initial pair of safety footwear upon hire. Following the initial pair of safety footwear, the employee is responsible to purchase all subsequent pairs of safety footwear outside of regular work hours. The Department Director may authorize reimbursement on a case-by-case basis when working conditions cause damage or extreme wear, or in accordance with Personnel Administrative Order 19.1(as may be amended). Each designated employee must wear safety footwear that meets #16..
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American Society for Testing and Materials standards when working in a field environment where safety footwear is required by the City. (G) Rain Gear. The City will provide rain gear for employees whose work requires that they be outdoors during inclement weather. Rain gear will be issued to employees on an as-needed basis through the City’s Central Stores service. During the non-rainy season, rain gear will be returned for cleaning and storage based on procedures defined by the Department Director. (H) Safety Eyewear. The City will provide at no cost safety eyewear for employees in specific classifications as identified by the City’s Risk Management Office. Replacement will occur on an as-needed basis as approved by the work unit supervisor.

Where moisture and humidity are constantly present, upon request by employees wearing prescription lenses, the City will provide at no cost prescription safety goggles. The determination as to whether safety goggles are necessary will be based on the work unit supervisor’s review of pertinent CalOSHA criteria. It will be in the sole discretion of the City as to the price and type of safety goggles selected.

Employees required to wear self-contained breathing apparatus (SCBA) that require prescription lenses, the City will provide at no cost the necessary mask and prescription insert.
(I) Working Group. Representatives of the City and MCEA agree to establish a working group to meet to discuss modifications to this provision with a goal of clarifying the classifications who are in need of uniforms/PPE and improving processes related to the issuance of uniforms and PPE. The City’s representatives will include Department representatives from Public Works, Utilities, Human Resources, and Purchasing, and the Safety Officer.

ARTICLE 22. EQUIPMENT MECHANIC TOOLS ALLOWANCE
(A) Heavy Equipment Mechanics, Heavy Equipment Mechanic Crew Leaders, Equipment Mechanics, Equipment Mechanic Crew Leaders, Equipment Service Technicians, Fire Equipment Mechanics, and Senior Fire Equipment Mechanics (collectively in this article, “Equipment Mechanics”) must initially furnish at their own expense a minimum complement of tools for their own use as listed in Appendix F.
(B) Equipment Mechanics are required to submit a tool inventory to their supervisor at least once a year. The Equipment Mechanic’s supervisor will verify each inventory and will keep them on file.

The City will replace an Equipment Mechanic’s tools if they are stolen during a burglary, provided a police report is filed. Only tools listed on an inventory which are less than one three (31) years old and that have been submitted to the employee’s supervisor will be replaced.
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(C) The City will provide all tools larger than the minimum list requires and all specialized tools that are required to work on equipment owned by the City.

Such specialized tools will remain the property of the City.

The City shall will pay Equipment Mechanics provide a tool allowance of four six hundred and fifty dollars ($650450) per year, paid quarterly to offset the cost of such employee-provided tools. Effective January 1, 2025, the tool allowance will increase to seven hundred dollars ($700). In order to be eligible for each quarterly allowance, an employee must be employed by the City on the last regular working day of that quarter.

ARTICLE 23. UNIFORMS AND UNIFORM ALLOWANCES
(A) Police Department Administrative and Clerical Employees. All Police Department administrative and clerical employees who are required to wear uniforms will do so in accordance with the Police Department's Manual of Uniforms and Equipment and will receive uniform allowance of sixtyeightseventy-two dollars ($7268) per month. (B) Fire Department Administrative and Clerical Employees. All Fire Department administrative and clerical employees who are required to wear uniforms will do so in accordance with the Fire Department Rules and Regulations and will receive a uniform allowance of sixty-eightseventy-two dollars ($7268) per month.
(C) Reimbursement for Damaged Uniforms, Equipment and Personal Property.

The City will reimburse employees for the cost of replacing or repairing damaged uniforms, and safety equipment, and personal property in accordance with Personnel Administrative Order 19.1 (as may be amended).

ARTICLE 25. HOLIDAYS
(A) Recognized Holidays. Employees will be entitled to their entire workday off on the following fixed recognized holidays:

New Year’s Day Martin Luther King, Jr. Day
Presidents’ Day Cesar Chavez Day
Memorial Day Juneteenth
Independence Day Labor Day
Veterans’ Day Thanksgiving Day
Day after Thanksgiving Day Christmas Day
1) If a recognized holiday falls on an employee's regularly scheduled workday, the employee will be entitled to a total of eight (8), nine (9), ten (10), twelve (12) or twenty (20) hours (a full work shift) of holiday time off depending on their current work schedule.
2) If a recognized holiday falls on a Saturday, the preceding Friday will be observed as the fixed holiday. If a recognized holiday falls on a Sunday, the following Monday will be observed.
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3) If a recognized holiday falls on an employee’s regularly scheduled day off, the full-time employee shall be entitled to a total of eight (8) hours of holiday compensatory time.
4) Employees working on recognized holidays will be compensated at time and one-half (1½) for time actually worked; irrespective of hours actually worked in this workweek on the holiday. In no event will such an employee be compensated for working a recognized holiday in excess of one and one-half (1½) times the employee's regular hourly rate of pay plus hour-for-hour holiday compensatory time except as provided in Article 12. 5) Whenever a regular employee is required to work on a recognized holiday, which falls within the employee's regularly scheduled work week, the employee will accrue, on an hour-for-hour basis, up to a total of regularly scheduled hours eight (8), nine (9), ten (10), twelve (12) or twenty (20) respectively) holiday compensatory time.
6) Whenever a regular employee is required to work on a recognized holiday which falls on a regular day off, the employee will accrue on an hour-forhour basis up to a total of eight (8) hours of holiday compensatory time irrespective of employee's normal work schedule (4/10, 9/80, 12/80). 7) Employees on leave without pay the last scheduled workday before and the first scheduled workday after a recognized holiday will not receive holiday pay.
(B) Floating Holiday.
1) Employees in regular positions shall be entitled to a total of eight (8) hours on a 5/2, nine (9) hours for a 9/80, ten (10) hours for a 4/10 schedule, twelve (12) hours for a 12/80 schedule floating holiday time provided that the employee is in active status on the payroll during the pay period in which such floating holiday time is to accrue. Floating holiday time shall be accrued during the pay period in which January 1 falls.
2) Floating holidays accrued are available for use the first day following the pay period in which they are accrued, with the approval of the Department Director.
(C) Employees in regular positions budgeted less than eighty (80) hours per period will receive recognized and floating holiday accruals on a pro-rata basis based on a full time 5/2 schedule (8 hour day).
(D) Holiday time may be accrued up to a maximum of forty (40) hours. When the employee reaches the forty (40) hour maximum, additional holiday time worked will be compensated in cash at straight time rates on a quarterly basis. Upon termination or retirement, employees will be compensated for any unused accrued holiday time at the then current regular hourly rate of pay.
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(E) Employees may request cash-out of up to forty (40) hours of their grand fathered holiday time annually during the pay period in which November 1 falls. This cash-out is at the employee's current regular hourly rate of pay.

ARTICLE 31. HEALTH, DENTAL, VISION INSURANCE
All employees in regular positions budgeted for forty (40) hours or more per pay period will be eligible to participate in the health, dental and vision programs authorized by the City.

The City agrees to make available the health, dental and vision benefits currently provided for employees represented by MCEA or any other program(s) mutually agreed upon by the parties.

Employees may opt out of participation in the City’s medical health plans if the employee provides proof of coverage under another medical health insurance. This option may only be exercised during the City’s open enrollment period or within thirty (30) days of a qualifying “life change” event as defined by the IRS. Employees who opt out of participation shall continue to participate in the City dental and vision plans.

Employees who are on protected FMLA leave only shall receive full payment of the opt out of medical plan stipend that was earned by employee while on protected FMLA leave the first full pay period the employee returns to work. Such payment shall be consistent with current City practice for those on City Medical Plan while on FMLA.

For new employees, eligibility for health, dental and vision insurance benefits shall start with the beginning of the payroll period following completion of four (4) full pay periods.

The City shall contribute the following amounts bi-weekly (based on twenty-four (24) pay periods) toward the combined total premium for health, dental and vision insurance plans; the employee is responsible for the balance of the premium cost, if any.
(A) Effective July 1, 2023, the City currently contributes the following amounts biweekly (based on 24 pay periods) toward the combined total premium for health, dental and vision insurance plans; the employee is responsible for the balance of the premium cost, if any.

Coverage Level Maximum City Contribution
Opt-out of City Medical Coverage $225.00
Employee Only $336.50
Employee + One $602.00
Employee Plus Family $850.50
(B) Effective January 1, 20240, the City shall contribute the following amounts biweekly (based on 24 pay periods) toward the combined total premium for health, #16..
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dental and vision insurance plans; the employee is responsible for the balance of the premium cost, if any.

Coverage Level Maximum City Contribution
Opt-out of City of Medical Coverage $225.00
Employee Only $345.00317.00
Employee + One $690.00567.00
Employee Plus Family $975.00801.50
(C) Effective January 1, 20251, the City shall contribute the following amounts biweekly (based on 24 pay periods) toward the combined total premium for health, dental and vision insurance plans; the employee is responsible for the balance of the premium cost, if any.

Coverage Level Maximum City Contribution
Opt-out of City Medical Coverage $225.00
Employee Only $359.00323.50
Employee + One $718.00578.50
Employee Plus Family $1014.00817.50
(D) Effective January 1, 20262, the City shall contribute the following amounts biweekly (based on 24 pay periods) toward the combined total premium for health, dental and vision insurance plans; the employee is responsible for the balance of the premium cost, if any.

Coverage Level Maximum City Contribution
Opt-out of City Medical Coverage $225.00
Employee Only $374.00330.00
Employee + One $747.00590.00
Employee Plus Family $1055834.00
(E) Effective January 1, 20273, the City shall contribute the following amounts biweekly (based on 24 pay periods) toward the combined total premium for health, dental and vision insurance plans; the employee is responsible for the balance of the premium cost, if any.

Coverage Level Maximum City Contribution
Opt-out of City Medical Coverage $225.00
Employee Only $389.00336.50
Employee + One $777.00602.00
Employee Plus Family $1097.00850.50
(F) The City's contribution for employees with family coverage or employee plus one dependent coverage shall not exceed the actual premium amount for the lowest cost HMO (including dental and vision) offered by the City, regardless of the health plan selected by the employee or the contribution amounts listed above. (G) For employees enrolled in the City-sponsored High Deductible Health Plan, the City shall deposit any balance of the applicable above contribution not needed to #16..
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pay for the employee’s combined premiums, into the employee’s Health Savings Account.

(H) For employees who opt out of health coverage, the City shall pay two hundred twenty-five ($225.00) biweekly ($450.00 monthly). For employees who opt out of medical health coverage, the employee may elect to deposit to the employee’s deferred compensation account, or have paid in cash, an amount equal to the remaining balance of the above contributions, if any, not needed to pay for the dental and vision premium.
1) Employees in regular positions budgeted less than eighty (80) hours per pay period or in job-shared positions, shall receive premium contributions on a pro-rated basis.
2) Except as otherwise required by law or this Memorandum, employees on leave without pay in excess of forty (40) hours in a pay period shall not receive a contribution from the City towards premium payment and coverage shall cease, unless the premium is paid by the employee.

Employees on leave without pay who return to work shall have their health, dental and vision insurance benefits reinstated on the first day of the pay period following the employee's return to work. 3) The City shall continue an IRS Section 125 program for pre-tax deductions for the employee share of health, dental and vision insurance premiums for un-reimbursed health, dental and vision expenses and dependent care costs.
4) The City agrees to provide the benefits described in this Article subject to carrier requirements. Selection of the insurance provider(s) shall be within the sole discretion of the City.
5) The City's health plan year is January through December with open enrollment occurring during the month of October.
6) Reopener: Should the year-over-year healthcare premium for Kaiser HDHP (Employee +1) plan increase by eight percent (8%) or greater, the parties shall meet and confer to discuss the City’s contributions towards employee healthcare costs for the applicable plan year. This reopener provision shall sunset at the expiration of this contract.

ARTICLE 32. RETIREE HEALTH INSURANCE
Eligible Employees hired before January 1, 2011 who retire from the City on or after January 1, 2015:

The City will no longer offer retiree medical plans through City’s group plans effective January 1, 2015, however, retiree may elect on a one-time basis at retirement the option to purchase and maintain City’s dental and vision plans at retiree’s cost.
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Employees who retire after five (5) years continuous years of service in good standing may, on a one-time basis, have ninety percent (90%) of their unused grandfathered sick leave converted to the City sponsored defined contribution retiree medical benefit plan at a rate of eight (8) hours equals one month of contribution to purchase medical insurance.

Funding/Eligibility of Retiree Medical Program/Sick Leave Conversion
(A) For each eight hours converted to retiree medical, the recipient shall be provided a monthly contribution under one of the following schedules:

Non-Medicare Eligible Recipient Medicare Eligible Recipient Retiree Only = $500 Retiree Only = $250
Retiree +1 Dep = $1,000 Retiree +1 Dep = $500
Retiree + Family= $1,000 Retiree + Family = $500
Combined contributions for Retirees
1 Non-Medicare + 1 Medicare coverage = $750
(B) Retiree Only contribution for eligible recipients is allowable regardless of where the retiree acquires authorized and legitimate medical insurance coverage (i.e. through State Exchange, through individual insurance company, through a current employer, or through spouse employer). (C) Retiree shall not be eligible to receive a contribution for dependent, spouse, or registered domestic partner under the Retiree + 1 or Retiree + Family levels if retiree’s dependent, spouse, or registered domestic partner has medical insurance through their current employer, is covered under Retiree’s current employer, or if Retiree does not purchase individual insurance for dependent.
(D) The City shall transfer contributions based on eligibility above into the City’s sponsored Retiree Health Reimbursement ArrangementSavings account (HSARA) account for the individual. Employees will not be eligible for these contributions should they separate from City service prior to retirement.

Contributions to eligible retirees will be made as follows:
1) Upon Retirement – initial contributions will be made for the months from loss of coverage with City through either December 31st or June 30th, whichever date is first. Contributions will be deposited no later than 30 days after retirement date.
2) Ongoing Contribution – a semi-annual years’ worth of contributions will be made on a semi-annual basis no later than Jan 31st (for months January – June) & July 31st (for months July - December) until exhaustion of sick leave conversion.
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a) To receive the semi-annual contribution, the Retiree must provide the City with proof and cost of coverage by December 15th each year to receive a contribution for the following calendar year. Failure to provide proof of coverage will result in the retiree losing a City contribution for that calendar year. This will not result, however, in a reduction to the number of months the Retiree is eligible for receiving contributions in the future. b) If Retiree has a status change during any calendar year that would change the monthly contribution, such as a marriage, divorce, death, birth, spouse or dependent loss of coverage, the City will reconcile the new amount the Retiree is eligible for with the following semi-annual contribution. The change in status is presumed effective the 1st of the month following the month when the retiree provided notice to the City of the change in status. For example, if the Retiree’s status changes from Retiree Only to Retiree +1 on November 15, the City will provide an additional $500 along with the total semi-annual contribution for the following calendar year to compensate the Retiree for the change in status for the month of December in the previous calendar year. If the Retiree’s change in status results in monies owed to the City, the City will recoup the amount owed by deducting it from the following semi-annual contribution.

However, in the event of a death of the Retiree receiving a contribution for the Retiree Only level during the calendar year in which the contribution was already received, any remaining months of contribution will be deleted for subsequent calendar years, but the City will not endeavor to seek payments already made for the months following the Retiree’s death.
c) In the event of the death of Retiree participating in the contribution program, surviving qualified spouse will be eligible to receive a contribution for the following calendar year if the retiree would have been eligible to receive a contribution. If eligible, the contribution will be based on the eligibility criteria as outlined in section (a) & (c) above and continue until the exhaustion of the deceased retiree’s sick leave bank, upon the death of the surviving spouse, upon the spouse and/or
dependents coverage for other insurance through an employer, or upon voluntarily election to not continue with the contribution program.

For all employees hired before January 1, 2011, effective July 2, 2013, the City shall contribute to a Defined Contribution retiree medical benefit plan for each eligible #16..
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