Agenda packet — Economic Development Committee, March 4, 2024 (part 1 of 2)

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www.modestogov.com
AGENDA
City of Modesto

ECONOMIC DEVELOPMENT COMMITTEE

COUNCIL WORKSHOP
2001-40 Del Puerto Room.

Tenth Street Place, 1010 10th Street
Modesto, California
Monday, March 04, 2024 at 4:00 PM
Roll Call: Chris Ricci, Chair
Eric Alvarez, Vice-Chair
Sue Zwahlen, Member
Alternates: Nick Bavaro, Rosa Escutia-Braaton, Jeremiah Williams, David Wright Council has not delegated directive or final approval authority to the Committees.

Committee actions are recommendations to the full City Council, not final decisions on an issue. * Public Comment will only be in-person. Members of the public who wish to address the Committee, by providing public comment, during the meeting must do so in-person in the 2001-40 Del Puerto Room. As an alternative, members of the public may also provide written public comment submitted via email as indicated in the Submitting Comments by Email instructions on this agenda. Zoom will still be available for viewing and Wordly translation. *Members of the public will be allowed to provide public comment through Zoom if a Committee Member is participating remotely pursuant to the provisions of Assembly Bill 2449. *Effective March 1, 2023, if a technical issue arises with Zoom or the phone dial-in option, the Committee meeting will continue unless the meeting is being held pursuant to the provisions of Assembly Bill 2449. Alternative viewing options are listed below, and the meeting is physically open to the public.
“Wordly” can translate into 25+ different languages! To access written translation during the meeting, please scan the QR Code or click this link https://attend.wordly.ai/join/RJDY-6364.
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"Wordly" puede traducir a más de 25 idiomas diferentes! Para acceder a la traducción durante la reunión, por favor escanee el código QR o haga clic en el enlace https://attend.wordly.ai/join/RJDY-6364.

THE MEETING CAN BE VIEWED BY ZOOM VIDEO

CONFERENCING OR TELEPHONE
Joining the Committee meeting via Zoom
The City of Modesto is now offering the ability to view Committee meetings via telephonic conferencing via “Zoom” video conferencing computer technology. The meeting may be accessed through the use of Zoom using the following options:
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To use Zoom, please visit: https://zoom.us/ and either sign-up for a free Zoom account or continue as a guest. Once you have downloaded the app onto your mobile device, joined from your web browser, or downloaded the Zoom software on your computer you will be ready for the upcoming Committee meeting.

Joining the Committee meeting via Telephone
If you don’t have a smart phone or computer to access the meeting via Zoom, you can listen by phone, by calling 1-877-853-5257 (Toll Free) or 1-888-475-4499 (Toll Free) and enter the Webinar ID 869 4597 0570 Passcode 84326

PUBLIC COMMENTS IN PERSON
Three-minute time limit per speaker.

Only interested persons in the audience may present these matters.

Under State law, Committee Members may respond to matters being presented under this item only as follows:
a. Briefly respond to statements made or questions raised. b. Ask a question for clarification.
c. Provide a reference to staff or other resources for factual information. d. Request staff to report back at a subsequent meeting. e. Finally, a Committee Member or the Committee itself may take action to direct staff to place a matter of business on a future agenda.

SUBMITTING COMMENTS BY E-MAIL
Written comments may be submitted via email to: [email protected] (include Agenda Item Number in the subject line). All comments will be shared with the Committee - 2 -
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Members and placed in the record but will not be read aloud during the meeting. Written comments must be received two hours before the meeting.

This Agenda is on file in the City Clerk’s Office, Sixth Floor, 10th Street Place, Posting Board at entry of 10th Street Place, and is available on the City’s Web site at www.modestogov.com.

Materials related to an item on this Agenda submitted to the Council after distribution of the agenda packet are available for public inspection in the Clerk’s office during normal business hours. Such documents are also available online, subject to staff’s ability to post the documents before the meeting, at the following website www.modestogov.com/councilmeetings In accordance with the requirements of Title II of the Americans with Disabilities Act (“ADA”) of 1990, the Fair Employment & Housing Act (“FEHA”), the Rehabilitation Act of 1973 (as amended), Government Code section 11135 and other applicable codes, the City of Modesto (“City”) will not discriminate against individuals on the basis of disability in the City’s services, programs, or activities. For more information, please visit the City of Modesto website at https://www.modestogov.com/865/Americans-with-Disabilities-Act-ADA In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk (209) 577-5396. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting
Any and all of the following agenda items are subject to action by the Modesto City Council.

CONSENT ITEMS – ROLL CALL VOTE REQUIRED:

Information concerning the consent items listed below has been forwarded to each Committee Member prior to this meeting for study. Unless some member of the audience or Committee Member has a question concerning an item and asks that it be withdrawn from the consent list, the Committee approves the items at one time. The action taken by the Committee in approving consent items is set forth in the explanation of this individual item.

CONSENT
An item may be removed from consent and discussed at the request of an audience member or committee member.

Consent

1. Consider the submittal of a Federal Grant application for Surface Transportation Block Grant (STBG) funds in the amount of $1,200,000 and $2,000,000 in Local Measure L funds for a total project amount of $3,200,000 for improvements on Claus Road, south of Scenic Drive to Yosemite Boulevard, and forwarding to Council for approval. (Funding Source: Federal STBG grant funds and Local Funds – Measure L)  Motion recommending the submittal of a Federal Grant application for Surface Transportation Block Grant (STBG) funds in the amount of $1,200,000 and - 3 -
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$2,000,000 in Local Measure L funds for a total project amount of $3,200,000 for improvements on Claus Road, south of Scenic Drive to Yosemite Boulevard, and forwarding to Council for approval.

ENGINEERING SERVICES; Michael Sacuskie, 209-571-5552,
[email protected]
Consent

2. Consider the submittal of a Federal Grant application for Congestion Mitigation and Air Quality (CMAQ) grant funds in the amount of $1,200,000 and $800,000 in Local Measure L Funds for a total project amount of $2,000,000 for street improvements and installation of a roundabout on College Avenue and Bowen Avenue and forwarding to Council for approval. (Funding Source: Federal CMAQ grant funds and Local Funds – Measure L)
 Motion recommending the submittal of a Federal Grant application for Congestion Mitigation and Air Quality (CMAQ) grant funds in the amount of $1,200,000 and $800,000 in Local Measure L funds for a total project amount of $2,000,000 for street improvements and installation of a roundabout on College Avenue and Bowen Avenue, and forwarding to Council for approval.

ENGINEERING SERVICES; Michael Sacuskie, 209-571-5552,
[email protected]
Consent

3. Consider the Fourth Amendment with Bay City Electric Works, Livermore, CA. for the Generator Repair Service and Preventative Maintenance, to a revised total amount of $935,000 and extending the term of the Agreement from May 10, 2024, to August 31, 2024, and forwarding to Council for approval. (Funding Source: Various Funds)  Motion recommending the Fourth Amendment increasing the Agreement amount with Bay City Electric Works, Livermore, CA for the Generator Repair Service and Preventative Maintenance Services by $360,000 from $575,000 to a new not to exceed amount of $935,000 and extending the term of the Agreement from May 10, 2024, to August 31, 2024; and forwarding to Council for approval.

UTILITIES; Jeff Daniels, 209-577-6255, [email protected] Consent

4. Consider the Agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Services with Compactor Management Company LLC, Union City, CA, for a total amount not to exceed $282,050, over five years, and forwarding to Council for approval. (Funding Source: Sewer Operations Funds)
 Motion recommending the Award of Bid and Agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Services to Compactor Management Company LLC, Union City, CA, for a two-year agreement with three one-year extension options, for an estimated annual amount of $50,000, and a total amount not to exceed $282,050 over five years, and forwarding to Council for approval.

UTILITIES; Jeff Daniels, 209-577-6255, [email protected] - 4 -
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Consent

5. Consider the First Amendment to the Agreement with Duke’s Root Control Service for the provision of Sewer Root Control Services to a revised total amount not to exceed $551,758 over five years; and forwarding to Council for approval. (Funding Source:

Wastewater Fund)
 Motion recommending the First Amendment increasing the Agreement amount with Duke’s Root Control Service, for Sewer Root Control Services by $54,121 from $65,879 to a revised annual estimated amount of $120,000, to be applied to agreement years three, four, and five, and an additional 25% to be included in agreement years four and five, and a new total amount not to exceed $551,758; and forwarding to Council for approval.

UTILITIES; Jeff Daniels, 209-577-6255, [email protected]

NEW BUSINESS

6. Consider a Modesto Forward Grant Agreement for the J & 10th St. Lighting and Safety Pilot Project (the Project) with Visit Modesto for a total amount not to exceed $251,000 and forwarding to Council for approval. (Funding Source: American Rescue Plan Act Funds)
 Motion recommending a Modesto Forward Grant Agreement for the J & 10th St. Lighting and Safety Pilot Project (the Project) with Visit Modesto for a total amount not to exceed $251,000 and forwarding to Council for approval.

CED; Trevin Barber, 209-860-1251, [email protected]

7. Consider authorizing the development of City-Led Specific Plans and a Consultant Services Agreement with De Novo Planning Group for Specific Plan Services for a total amount not to exceed $650,000 over three years and forwarding to Council for approval. (Funding Source: General Fund)
 Motion recommending development of City-Led Specific Plans and a Consultant Services Agreement with De Novo Planning Group for Specific Plan Services for a total amount not to exceed $650,000 over three years and forwarding to Council for approval.

CED; Peter Ibrahim, 209-577-5211, [email protected]

ADJOURNMENT
Posted pursuant to Government Code Section 54954.2 on the bulletin board at Tenth Street Place on at by
date time signature
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

March 4, 2024
Date: February 8, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services/City Engineer SUBJECT: Surface Transportation Block Grant Program (STBG) Application Request CONTACT: Michael Sacuskie, Assistant City Engineer, [email protected], 209-571-5552
DESCRIPTION:

Consider the submittal of a Federal Grant application for Surface Transportation Block Grant (STBG) funds in the amount of $1,200,000 and $2,000,000 in Local Measure L funds for a total project amount of $3,200,000 for improvements on Claus Road, south of Scenic Drive to Yosemite Boulevard, and forwarding to Council for approval. (Funding Source: Federal STBG grant funds and Local Funds – Measure L)
STRATEGIC PLAN ELEMENT:

The recommended action is consistent with the City of Modesto 2020-2025 Strategic Goal D, “Ensure Safe, Efficient, and Reliable Infrastructure.”
BACKGROUND:

The Surface Transportation Block Grant Program (STBG) provides flexible funding for a variety of transportation projects. Funds are provided by the Federal government to each state through the STBG program for road, transit, active transportation, and other transportation needs. In the State of California, these funds are administered by Caltrans, who distributes these funds to regional agencies, like the Stanislaus Council of Governments (StanCOG).

StanCOG typically announces a call for STBG project application submissions every two years.

With previous STBG call for project cycles, each Local Agency in Stanislaus County was guaranteed to receive a set dollar amount utilizing a formula based on population, number of roadway miles and similar criteria. However, all STBG funds for the current cycle will be awarded based on a competitive application process. Point selection criteria for the current cycle was #1..
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Economic Development Committee, March 4, 2024
Surface Transportation Block Grant Program (STBG) Application Request

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approved by StanCOG’s Policy Board on April 19, 2023, and amendments to the guidelines were approved by StanCOG’s Policy Board on January 17, 2024.

StanCOG announced the call for STBG projects on January 18, 2024, for a total of approximately $14.8 million in competitive STBG funds available for the 2025 and 2026 Federal Fiscal Years.

The application deadline for the current Call for Projects is March 15, 2024.

The StanCOG Policy Board directs the programming of STBG funds through a formal project selection process. Project eligibility is outlined in 23 U.S.C. 133(b) and (c), with a few additional project types included as part of the Infrastructure Investment and Jobs Act (IIJA). There is no maximum number of applications a Local Agency can submit for STBG funding; however each project application has a cap of $1.2 million in grant funds.

Typically, there is a required minimum local match of 11.47% for STBG funding for all project phases. In recent years, the local match requirement was sometimes waived as local agencies could request Toll Credits for new projects with federal funding, however the current guidance from Caltrans is not clear on whether Toll Credits will continue to be an option and now with the competitive nature of the STBG funds, it is advantageous for a local agency to contribute higher than the minimum 11.47% local match.

DISCUSSION:

An STBG call for projects is typically made every two years. StanCOG will include successful project applications from the current Call for Projects in the Federal Transportation Improvement Program (FTIP) prior to agencies being able to submit for reimbursement of federal funds.

The intent of the STBG program is that funds be expended on projects that improve safety for all roadway users including those who walk, bike, drive, and ride transit. STBG funds are a relatively flexible source of funds that can be used for preliminary engineering, right of way acquisition, capital costs, and construction costs associated with eligible activities. STBG funds are not to be used on any type of a facility classified as a local road or minor collector.

Staff evaluated several potential projects based on need and the ability to receive a competitive score within the scoring guidelines adopted by the StanCOG Policy Board. After thorough evaluation, staff is recommending the proposed project application to provide pavement rehabilitation, new striping, ADA curb ramps and install bike lane improvements on Claus Road south of Scenic Drive to Yosemite Boulevard for submittal. This project was identified in the 2021 Non-Motorized Transportation Master Plan (prepared by StanCOG) as a recommended project to improve connectivity for local non-motorized transportation networks. As proposed, this project will be a general roadway maintenance project on Claus Road but will be expanded to also meet all the goals of the STBG program.

FISCAL IMPACT:

The Division that typically apply for STBG funds is the Transportation Engineering and Design Division. The cost to prepare the grant application to apply for funds will come from the operating budget of the respective division.

The grant application will be for $1.2 million in STBG funds, which is the maximum allowed project cap. The grant application will also show a local match of $2 million from the Measure L Local #1..
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Economic Development Committee, March 4, 2024
Surface Transportation Block Grant Program (STBG) Application Request

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control funds, which includes categories for Local Streets & Roads, Traffic Management and Bike & Pedestrian.

CEQA/NEPA REQUIREMENTS:

Environmental review for this project will take place during the Preliminary Engineering phase of the project if the City is successful in securing these STBG grant funds. It is anticipated that this project will be classified as a Categorical Exemption.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the submittal of a Federal Grant application for Surface Transportation Block Grant (STBG) funds in the amount of $1,200,000 and $2,000,000 in Local Measure L funds for a total project amount of $3,200,000 for improvements on Claus Road, south of Scenic Drive to Yosemite Boulevard, and forwarding to Council for approval.

Approved by:

Toby Wells, Director of Engineering Services/City Engineer Joseph P. Lopez, City Manager
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

March 4, 2024
Date: February 8, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Toby Wells, Director of Engineering Services/City Engineer SUBJECT: Congestion Mitigation and Air Quality (CMAQ) Grant Application Request CONTACT: Michael Sacuskie, Assistant City Engineer, [email protected], 209- 571-5552
DESCRIPTION:

Consider the submittal of a Federal Grant application for Congestion Mitigation and Air Quality (CMAQ) grant funds in the amount of $1,200,000 and $800,000 in Local Measure L Funds for a total project amount of $2,000,000 for street improvements and installation of a roundabout on College Avenue and Bowen Avenue and forwarding to Council for approval. (Funding Source:

Federal CMAQ grant funds and Local Funds – Measure L)
STRATEGIC PLAN ELEMENT:

The recommended action is consistent with the City of Modesto 2020-2025 Strategic Goal D, “Ensure Safe, Efficient, and Reliable Infrastructure.”
BACKGROUND:

The Congestion Mitigation and Air Quality (CMAQ) program was implemented to support surface transportation projects and other related efforts contributing to the improvement of air quality and providing congestion relief. The Bipartisan Infrastructure Bill (BIL)1 continues the CMAQ program to provide a flexible funding source to State and Local governments for transportation projects and programs to help meet the requirements of the Clean Air Act2. Funding is available to reduce congestion and improve air quality for nonattainment areas that do not meet the National Ambient Air Quality Standards (NAAQS) for ozone, carbon monoxide, or particulate matter (PM2.5 or PM10) and for maintenance areas, which are former nonattainment areas that are now in 1 The Bipartisan Infrastructure Bill (BIL) -https://dot.ca.gov/programs/local-assistance/fed-and-state-programs/congestion-relief-program 2 Clean Air Act - https://dot.ca.gov/programs/environmental-analysis/air-quality/conformity-laws-regulations #2..
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Congestion Mitigation and Air Quality (CMAQ) Grant Application Request

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compliance. The Stanislaus region is currently designated as nonattainment for ozone and PM2.5 and as an attainment area for PM10.

The Federal Government apportions funds as a lump sum to each State. The CMAQ apportionment for each state is then calculated based on a ratio specified by law as outlined in 23 U.S.C. 104(b)(4). StanCOG manages the CMAQ funds apportioned to the Stanislaus Region.

Projects eligible for CMAQ funds must be transportation related, demonstrate emissions reduction, and must be in nonattainment or maintenance areas as outlined above.

StanCOG typically announces a call for CMAQ application submissions every two years. As with previous cycles of CMAQ call for projects, the Federal Highway Administration (FHWA) requires a performance-based project selection process to determine which project submissions will receive CMAQ funding. Point selection criteria for the current cycle was approved by StanCOG’s Policy Board on April 19, 2023, and amendments to the guidelines were approved by StanCOG’s Policy Board on January 17, 2024.

StanCOG announced the call for CMAQ projects on January 18, 2024, for a total of approximately $14.5 million in competitive CMAQ funds available for Local Agencies and Transit Agencies for the 2025 and 2026 Federal Fiscal Years. The application deadline for the current Call for Projects is March 15, 2024.

Based on the distribution methodology adopted by the StanCOG Policy Board, the CMAQ program is geared towards providing a balanced program of transportation projects that will improve air quality in the region with a major emphasis placed on projects that support alternative modes of transportation, provide congestion relief measures, provide low-polluting transit vehicles and equipment, and provide new technologies/improvements geared towards providing a more efficient and safer transportation system. There is no maximum number of applications a Local Agency can submit for CMAQ funding; however, each project application has a cap of $1.2 million in grant funds.

Typically, there is a required minimum local match of 11.47% for CMAQ funding for all project phases. In recent years, the local match requirement was sometimes waived as local agencies could request Toll Credits for new projects with federal funding, however the current guidance is that a minimum 11.47% local match be included in every project application. However, with the competitive nature of the CMAQ funds, it is advantageous for a local agency to contribute higher than the minimum 11.47% local match.

DISCUSSION:

A CMAQ call for projects is typically made every two years. StanCOG will include successful project applications from the current Call for Projects in the Federal Transportation Improvement Program (FTIP) prior to agencies being able to submit for reimbursement of federal funds.

The intent of the CMAQ program is that funds be utilized for projects that will improve air quality and relieve congestion, while working within the parameters of the program that no roadway widening is to occur. CMAQ funds can be utilized for preliminary engineering, right of way acquisition, capital costs, construction costs associated with eligible activities. However, with only two federal fiscal years in the programming cycle it is often difficult to deliver a project with both right of way acquisition and construction costs.
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Economic Development Committee, March 4, 2024
Congestion Mitigation and Air Quality (CMAQ) Grant Application Request

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Staff has evaluated several potential projects based on need and the ability to receive a competitive score within the scoring guidelines adopted by the StanCOG Policy Board. One of the successful methods to accomplish both goals of air quality improvement and congestion relief is through the removal of stop signs and installation of roundabouts.

After thorough evaluation, staff is recommending the submittal of a proposed project application for improvements and installation of a roundabout at the intersection of College Avenue and Bowen Avenue. A roundabout at this intersection will further enhance the Bowen Avenue corridor which currently has two existing roundabouts, one at Phelps Avenue and another at Fremont Avenue. This proposed roundabout will also provide additional safety for bicycles and pedestrians by providing traffic calming and raised crosswalks to further slow vehicular traffic. The proposed project application will also include construction of a bike path through Whitmore Park along existing City of Modesto right of way and make a connection to the Virginia Corridor Trail.

FISCAL IMPACT:

The Divisions that typically apply for CMAQ funds are the Traffic Operations Division and the Transportation Engineering and Design Division. The cost to prepare the grant application to apply for funds will come from the operating budget of the respective division.

The grant application will be for $1.2 million in CMAQ funds, which is the allowed project cap. The grant application will also show a local match of $800,000 from the Measure L Local control funds, which includes categories for Local Streets & Roads, Traffic Management and Bike & Pedestrian.

CEQA/NEPA REQUIREMENTS:

Environmental review for this project will take place during the Preliminary Engineering phase of the project if the City is successful in securing these CMAQ grant funds. It is anticipated that this project will be classified as a Categorical Exemption.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the submittal of a Federal Grant application for Congestion Mitigation and Air Quality (CMAQ) grant funds in the amount of $1,200,000 and $800,000 in Local Measure L funds for a total project amount of $2,000,000 for street improvements and installation of a roundabout on College Avenue and Bowen Avenue, and forwarding to Council for approval.

Approved by:

Toby Wells, Director of Engineering Services/City Engineer Joseph P. Lopez, City Manager
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

March 4, 2024
Date: February 13, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice-Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Fourth Amendment to Bay City Electric Works Agreement CONTACT: Jeff Daniels, Acting Wastewater Division Manager, [email protected], 209-577-6255
DESCRIPTION:

Consider the Fourth Amendment with Bay City Electric Works, Livermore, CA. for the Generator Repair Service and Preventative Maintenance, to a revised total amount of $935,000 and extending the term of the Agreement from May 10, 2024, to August 31, 2024, and forwarding to Council for approval. (Funding Source: Various Funds)
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 May 9, 2017, by Resolution 2017-188, Council approved the award of bid for generator preventative maintenance and repairs services for the Water and Wastewater Divisions for a twoyear agreement to Central California Generator of Riverbank, California, with three (3) one-year extension options for an estimated annual cost of $115,000 and a total combined cost not to exceed $575,000 over five years, through May 10, 2022.

In October 2020, a new Agreement with the same terms and conditions was issued to Bay City Electric Works of Livermore, California (“Bay City”) due to the acquisition of Central California Generator and assumption of their contracts. The balance of the previous agreement was $124,850.60, leaving $450,149.40 remaining on the agreement with Bay City. #3..
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Economic Development Committee, March 4, 2024
Fourth Amendment to Bay City Electric Works Agreement

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On December 14, 2021, by Resolution 2021-492, Council approved the First Amendment to the Agreement with Bay City, extending the termination date from May 10, 2022, to November 10, 2022, with no increase in spending authority.

On November 17, 2022, the Director of Finance approved the Second Amendment to the Agreement with Bay City, extending the termination date from November 10, 2022, to November 10, 2023, with no increase in spending authority.

On October 5, 2023, the Director of Finance approved the Third Amendment to the Agreement with Bay City, extending the termination date from November 10, 2023, to May 10, 2024, with no increase in spending authority.

DISCUSSION:

The City of Modesto Utilities Department, Public Works Department, Fire Department, and Police Department operate several facilities that require generator maintenance and repair services. The Wastewater Division provides preventive maintenance for generators at a Treatment Plant and multiple lift stations, but also require additional services for troubleshooting and repairs. The Water Division requires preventive maintenance services for approximately 36 generators located at well and tank sites. Police, Fire, and Public Works have generators that require biannual maintenance and emergency repairs.

The current agreement was awarded to Central California Generator in 2017, and the company was subsequently acquired by Bay City in 2020. City staff experienced challenges in the first two years of the contract with Bay City, primarily difficulties with scheduling repair work and establishing ongoing preventive maintenance. There were also some concerns that the City may need to revise the original agreement’s terms and conditions and scope of work in order to accurately reflect the needs of all departments seeking generator repair services.

In January 2022, Purchasing Division staff were able to successfully negotiate a price increase requested by Bay City. Work increased over the following months as Bay City technicians began addressing the large backlog of repair and maintenance for City generators, as shown in the table below. City staff and the Purchasing Division began developing a new, more comprehensive scope of work with the assistance of several departments. In order to allow the City to continue to receive services, three term extensions were approved. During this process, the Purchasing Division experienced a turnover of staff which caused a delay in finalizing and posting the new bid. On January 17, 2024, the Purchasing Division posted the project on the City’s bidding website; however, due to staff receiving a large number of questions, Purchasing staff determined it more appropriate to pull the bid and better define the scope of work.

Modesto Municipal Code Section 8-3.203 generally requires all purchases which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204(e) where the Purchasing Manager, in his or her discretion, determines that the term of an existing agreement should be extended for a period of no greater than one (1) year to allow the City to complete a formal bidding process for a long-term agreement or to avoid disruption to City projects or services.

Staff are requesting one additional term extension, as well as an increase in spending authority of $360,000 through the term of the agreement, for a new not to exceed amount of $935,000 #3..
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Economic Development Committee, March 4, 2024
Fourth Amendment to Bay City Electric Works Agreement

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through August 31, 2024. This will allow staff to complete the competitive bidding process and select a vendor for a new five-year agreement.

FISCAL IMPACT:

Actual expenditures for the generator agreement over the previous contract years are listed below:

Contract Year Total
CY1 (2017-18) $43,202
CY2 (2018-19) 33,909
CY3 (2019-20) 32,037
CY4 (2020-21) 19,128
CY5 (2021-22) 14,571
Amendment 1 28,320
Amendment 2 333,570
Amendment 3 68,575
Grand Total $573,312
The significant increase in expenditures during the term of Amendment 2 was due to the completion of a large backlog of repair and maintenance work.

Funds are budgeted in Fiscal Year 2023-24 current operating budget in the Water Fund (4100), Sewer Operations Fund (4210), and General Fund (0100).

RECOMMENDED COMMITTEE ACTION:

Staff Recommendation:

Motion recommending the Fourth Amendment increasing the Agreement amount with Bay City Electric Works, Livermore, CA for the Generator Repair Service and Preventative Maintenance Services by $360,000 from $575,000 to a new not to exceed amount of $935,000 and extending the term of the Agreement from May 10, 2024, to August 31, 2024; and forwarding to Council for approval.

Approved by:

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

1. Fourth Amendment

2. Original Agreement

3. First Amendment – Bay City Electric Works

4. Second Amendment – Bay City Electric Works

5. Third Amendment – Bay City Electric Works
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1 FOURTH AMENDMENT TO PURCHASE AGREEMENT

FOR GENERATOR REPAIR SERVICE AND PREVENTATIVE MAINTENANCE, BAY CITY ELECTRIC WORKS.

This FOURTH AMENDMENT to the Purchase Agreement, made and entered into in the City of Modesto, State of California, this _____ day of _______________, 2024, by and between the City of Modesto, a Charter city and municipal corporation of the State of California, hereinafter called CITY, and Bay City Electric Works, Livermore, CA hereinafter collectively referred to as CONTRACTOR.

This FOURTH AMENDMENT to the Purchase Agreement is made with reference to the following recitals:

A. A Purchase Agreement NO. 190028, hereinafter referred to as AGREEMENT was entered into by and between CITY and CONTRACTOR on the 9th day of May 2017, for generator repair service and preventative maintenance.

B. CITY and CONTRACTOR approved a First Amendment to the AGREEMENT on the 14th day of December 2021, to amend the termination date from May 10, 2022, to November 10, 2022.

C. CITY and CONTRACTOR approved a Second Amendment to the Agreement on the 17th day of November 2022, to amend the termination date from November 10, 2022, to November 10, 2023.

D. CITY and CONTRACTOR approved a Third Amendment to the Agreement on the 5 th day of October 2023, to amend the termination date from November 10, 2023, to May 10, 2024.

E. CITY and CONTRACTOR desire to amend the AGREEMENT by extending the termination date from May 10, 2024, to August 31, 2024, to the AGREEMENT. #3..
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2 F. CITY and CONTRACTOR desire to amend the AGREEMENT by increasing in previously approve amount by $360,000 from $575,000 and a new not to exceed amount of $935,000 to the AGREEMENT.

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

1. Section 1, “TERM OF THE CONTRACT” termination date shall be amended from May 10, 2024, to August 31, 2024.

2. CITY and CONTRACTOR mutually agree to increase the previously approved amount by $360,000 and a new not to exceed amount $935,000.

3. Except as modified and amended by this FOURTH AMENDMENT to the 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 FOURTH AMENDMENT to the AGREEMENT by its Director of Finance, under the authority of Resolution No. 2024-_________on the _____ day of ___________, 2024, and Bay City Electric Work, has caused this FOURTH AMENDMENT to the AGREEMENT to be duly executed.
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1 FIRST AMENDMENT TO PURCHASE AGREEMENT

FOR GENERATOR REPAIR SERVICE AND PREVENTATIVE MAINTENANCE, BAY CITY ELECTRIC WORKS.

This FIRST AMENDMENT to the PURCHASE AGREEMENT, made and entered into in the City of Modesto, State of California, this _____ day of ____, 2021, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Bay City Electric Work, Livermore, CA hereinafter collectively referred to as CONTRACTOR.

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

A. A PURCHASE AGREEMENT NO. 190028, hereinafter referred to as AGREEMENT was entered into by and between CITY and CONTRACTOR on the 9th day of May, 2017 for generator repair service and preventative maintenance.

B. CITY and CONTRACTOR desire to amend the AGREEMENT by extending the termination date from May 10, 2022 to November 10, 2022.

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

1. Section 1 TERM OF THE CONTRACT termination date shall be amended from May 10, 2022 to November 10, 2022.

2. Except as modified and amended by this FIRST AMENDMENT to the 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 FIRST AMENDMENT to the 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 ___________, 2021, and Bay City #3..
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2 Electric Work, has caused this FIRST AMENDMENT to the AGREEMENT to be duly executed. #3..
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BY: ________________________________________ BY: ________________________________________ VENDOR

NAME/TITLE -DATE

CITY OF MODESTO

PURCHASING DIVISION -DATE
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1 SECOND AMENDMENT TO PURCHASE AGREEMENT

FOR GENERATOR REPAIR SERVICE AND PREVENTATIVE MAINTENANCE, BAY CITY ELECTRIC WORKS.

This SECOND AMENDMENT to the Purchase Agreement, made and entered into in the City of Modesto, State of California, this _____ day of _______________, 2022, by and between the City of Modesto, a Charter city and municipal corporation of the State of California, hereinafter called CITY, and Bay City Electric Works, Livermore, CA hereinafter collectively referred to as CONTRACTOR.

This SECOND AMENDMENT to the Purchase Agreement is made with reference to the following recitals:

A. A Purchase Agreement NO. 190028, hereinafter referred to as AGREEMENT was entered into by and between CITY and CONTRACTOR on the 9 th day of May, 2017, for generator
repair service and preventative maintenance.

B. CITY and CONTRACTOR approved a First Amendment to the AGREEMENT on the 14th day of December, 2021, to amend the termination date from May 10, 2022 to November 10, 2022.

B. CITY and CONTRACTOR desire to amend the AGREEMENT by extending the termination date from November 10, 2022 to November 10, 2023 to the AGREEMENT.

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

1. Section 1, “TERM OF THE CONTRACT” termination date shall be amended from November 10, 2022 to November 10, 2023.

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

DocuSign Envelope ID: E5BFE200-C5E1-47FD-8327-CF4BC85F3A04 17th November
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2 IN WITNESS WHEREOF, the CITY OF MODESTO, a Municipal Corporation, has authorized the execution of this SECOND AMENDMENT to the AGREEMENT in duplicate by its Director of Finance, on the ___ day of ___________, 2022, and Bay City Electric Work, has caused this SECOND AMENDMENT to the AGREEMENT to be duly executed.

DocuSign Envelope ID: E5BFE200-C5E1-47FD-8327-CF4BC85F3A04 17th November
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BY: ________________________________________ BY: ________________________________________ VENDOR –

NAME/TITLE -DATE
CITY OF MODESTO –

PURCHASING DIVISION -DATE
DocuSign Envelope ID: E5BFE200-C5E1-47FD-8327-CF4BC85F3A04 Bay City electric works service sales executive
11/17/2022
11/17/2022
Director of Finance
11/17/22
11/17/2022
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1 THIRD AMENDMENT TO PURCHASE AGREEMENT

FOR GENERATOR REPAIR SERVICE AND PREVENTATIVE MAINTENANCE, BAY CITY ELECTRIC WORKS.

This THIRD 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 Charter city and municipal corporation of the State of California, hereinafter called CITY, and Bay City Electric Works, Livermore, CA hereinafter collectively referred to as CONTRACTOR.

This THIRD AMENDMENT to the Purchase Agreement is made with reference to the following recitals:

A. A Purchase Agreement NO. 190028, hereinafter referred to as AGREEMENT was entered into by and between CITY and CONTRACTOR on the 9 th day of May 2017, for
generator repair service and preventative maintenance.

B. CITY and CONTRACTOR approved a First Amendment to the AGREEMENT on the 14th day of December 2021, to amend the termination date from May 10, 2022, to November 10, 2022.

C. CITY and CONTRACTOR approved a Second Amendment to the Agreement on the 17th day of November 2022, to amend the termination date from November 10, 2022, to November 10, 2023.

D. CITY and CONTRACTOR desire to amend the AGREEMENT by extending the termination date from November 10, 2023, to May 10, 2024, to the AGREEMENT.

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

1. Section 1, “TERM OF THE CONTRACT” termination date shall be amended from November 10, 2023, to May 10, 2024.

DocuSign Envelope ID: 86F840A4-F154-4CFE-8436-720B449809C4 5th October
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2 2. Except as modified and amended by this THIRD AMENDMENT to the 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 AGREEMENT by its Director of Finance, on the ______ day of _____________, 2023, and Bay City Electric Work, has caused this THIRD AMENDMENT to the AGREEMENT to be duly executed.

DocuSign Envelope ID: 86F840A4-F154-4CFE-8436-720B449809C4 5th October
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BY: ________________________________________ BY: ________________________________________ VENDOR –

NAME/TITLE -DATE
DEANNA CHRISTENSEN –

DIRECTOR OF FINANCE -DATE
DocuSign Envelope ID: 86F840A4-F154-4CFE-8436-720B449809C4 10/5/2023
service sales executive
ed doty
City of Modesto
Finance Department
10/5/23
10/5/2023
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

March 4, 2024
Date: February 5, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice-Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: Agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Services
CONTACT: Jeff Daniels, Acting Wastewater Division Manager, [email protected], 209-577-6255
DESCRIPTION:

Consider the Agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Services with Compactor Management Company LLC, Union City, CA, for a total amount not to exceed $282,050, over five years, and forwarding to Council for approval. (Funding Source:

Sewer Operations Funds)
STRATEGIC PLAN ELEMENT:

BACKGROUND:

Wastewater Screening and Grit (Grit) removal is part of the City’s wastewater treatment process.

Grit (dirt, rocks, sand, eggshells, etc.) enters the Sutter Wastewater Treatment plant through pipelines from the City’s collection system. Part of the treatment process is to isolate and remove these items. The grit must be profiled and properly disposed of at a permitted landfill.

The City uses Republic Services, Inc., Forward Landfill (Forward), to dispose of Wastewater Screening and Grit. Forward is in Manteca, CA, and is the closest landfill to the City that is approved by the Central Valley Regional Water Quality Control Board to accept wastewater solids. The City must contract with a trucking company to move the bins filled with the grit to Forward. Currently, the City uses Bertolotti Modesto Disposal Inc. #4..
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Economic Development Committee, March 4, 2024
Agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Services

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DISCUSSION:

On October 27, 2023, the City Manager authorized the Purchasing Manager to solicit the procurement for the Transport of Hon-Hazardous Wastewater Debris to Disposal Site Services.

On December 8, 2023, the Purchasing Division issued IFB No. 2324-44, for the Transport of NonHazardous Wastewater Debris to Disposal Site Services on the City’s PlanetBids public bidding website under various commodity codes.1 Prospective bidders were notified online and via email of the bid opportunity. Twenty-nine (29) downloaded the IFB document from PlanetBids.

On January 11, 2024, City staff scheduled a mandatory site walk for prospective bidders, three (3) vendors attended.

On January 23, 2024, bids were formally opened in the City Clerk’s office and broadcast via Microsoft Teams Livestream. Two (2) chose to respond, there was no local bids received. Based on providing the lowest responsive and responsible bid, City staff recommended to award the transport of non-hazardous wastewater debris to disposal site services to Compactor Management Company LLC, Union City, CA, for a (2) two-year agreement with (3) three one-year extension options for an estimated annual amount of $50,000 and a total amount not to exceed $282,050, over five years.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. Based on providing the lowest responsive and responsible bid which confirms to the Modesto Municipal Code, 8-

3.203 City Staff recommends the award of bid for the transport of non-hazardous wastewater debris to disposal site services for the Utilities Department to Compactor Management Company LLC, Union City, CA.

FISCAL IMPACT:

Actual contract year expenditures for the current transportation of wastewater grit services agreement with Bertolotti over the past five years is listed below:

Agreement Year Date Range Expenditure
1 5/7/2019 – 5/6/2020 $4,869
2 5/7/2020 – 5/6/2021 $20,067
3 5/7/2021 – 5/6/2022 $1,623
4 5/7/2022 – 5/6/2023 $3,658
5 5/7/2023 – YTD $7,436
TOTAL $37,653
1 90682 – Solid Wastes; Disposal Systems – Architectural Services; 91027 – Garbage/Trash Removal, Disposal and/or Treatment; 95812 – Bio-Solids Management Services;
96239 – Material Hauling Services;
96800 – Public Works and Related Services
96871 – Solid or liquid waste disposal (including management services); 96895 – Wastewater treatment plant, operations, and testing; 96896 – Water and Wastewater Treatment services
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Economic Development Committee, March 4, 2024
Agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Services

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ANTICIPATED AGREEMENT EXPENDITURES:

The new contract pricing is significantly higher than the previous Agreement.

AY Year 1 Year 2 Year 3 Year 4 Year 5
2024-2025 2025-2026 2026-2027 2027-2028 2028-2029 NTE
Annual Cost $50,000 $50,000 $55,000 $60,500 $66,550 Total TOTAL $50,000 $100,000 $155,000 $215,500 $282,050 $282,050 Agreement Years 3 –5 include a 10% increase per year to absorb price increase requests from the vendor for Consumer Price Index and potential fuel increases. Any requested price increases will be negotiated through the Purchasing Division.

Sufficient funds are budgeted in the Sewer Operations Fund in account 4210-44312-53100.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendation:

Motion recommending the Award of Bid and Agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Services to Compactor Management Company LLC, Union City, CA, for a (2) two-year agreement with (3) three one-year extension options, for an estimated annual amount of $50,000 and a total amount not to exceed $282,050 over five years and forwarding to Council for approval.

Approved by:

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

1. Agreement

2. Cost Abstract

3. IFB No. 2324-44

4. Bid Submittal
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ANNUAL AGREEMENT NO. 268355

FOR TRANSPORT OF NON-HAZARDOUS WASTEWATER DEBRIS TO DISPOSAL SITE

SERVICES

COMPACTOR MANAGEMENT COMPANY, LLC
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _____________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Compactor Management Company, LLC, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for the Transport of Wastewater Debris to Disposal Site Services to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B”, and made a part hereof, and WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the Transport of Non-Hazardous Wastewater Debris to Disposal Site Service as described in IFB 2324-44, attached hereto as Exhibit “C”, and made a part hereof (hereinafter called IFB).

NOW, THEREFORE, the parties hereto mutually agree as follows:
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1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount of $50,000. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $282,050. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Description Per Bin (6-12 tons)
20 Yard Bin $875 Bin
26 Yard Bin $875 Bin
Equipment Rental Fee
26 Yard Bin – Rental Fee $160 Monthly fee per location

3. CITY REPRESENTATIVE:

CITY Representative: Ben Koehler, Superintendent – Chief Plant Operator, (209) 342-4502 Purchasing: Melvin Rosal, Buyer, (209) 577-5420
The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of #4..
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shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with (3) three one-year extension options at the sole discretion of CITY, for a total of up to (5) five years.

Year 1: May 7, 2024 through May 6, 2025
Year 2: May 7, 2025 through May 6, 2026
Year 3: May 7, 2026 through May 6, 2027
Year 4: May 7, 2027 through May 6, 2028
Year 5: May 7, 2028 through May 6, 2029
Pricing as set forth in Section 1.e. above shall remain firm for the first two (2) years of the AGREEMENT.

Price increases for any subsequent AGREEMENT years following the second year, shall not exceed the percentage change in the Consumer Price Index (CPI) for the West Urban Area in any one AGREEMENT year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, 90 days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.

Price adjustments for diesel fuel fluctuations may be considered. A thirty (30) day written notice is required for consideration. Any price adjustments shall be negotiated through the Purchasing Division. The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration:

Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data.

5. LIABILITY INSURANCE:

The CONTRACTOR 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 City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies. #4..
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a. General Liability - insurance with a minimum limit of liability per occurrence of $2,000,000 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. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability.
b. Automobile Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage. c. Workers' 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 per accident for bodily injury or disease. d. Pollution Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 and $2,000,000 aggregate per policy period of one year.

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 CONTRACTOR shall promptly obtain a new policy, submit the same to the CITY’s Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR 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 CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification. The CITY, its officers, officials, employees, agents, and volunteers, shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation. #4..
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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 CONTRACTOR for the CITY.

The CONTRACTOR’s insurance policy(ices) 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 CITY’s Risk Manager.

For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, agents, and volunteers. Any insurance or selfinsurance maintained by CITY, its officers, officials, employees, agents, and volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR Net 45 Days via manual check. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:
 This AGREEMENT number 268355
 CITY department/division name and address
 Billing period
 Service hours worked day and week
 Unit price, extended price, sales tax, and total
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8. INDEMNITY:

The CONTRACTOR shall hold the CITY, its officers, officials, employees, agents and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its officers, officials, employees, agents and volunteers relating to or during the performance of its obligations under this AGREEMENT.

CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

9. VENUE & GOVERNING LAW:

Venue for any dispute or claim arising or related to this AGREEMENT its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California This AGREEMENT shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of law’s provisions or principles.

10. ATTORNEYS’ FEES:

If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and #4..
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Executed Agreement;
a. Resolution No.2024-_______;
b. CONTRACTOR Bid submittal;
c. IFB No. 2324-44;
d. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Within 10 days after receipt of notification, the breaching party shall correct any non-performance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance under the Agreement, either in whole or in part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors, and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, 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, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES not completed or undertaken, including materials #4..
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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 CONTRACTOR in performing the SERVICES 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 SERVICES 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 SERVICES and/or property related to the SERVICES; h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

CITY will pay CONTRACTOR for SERVICES actually completed prior to the receipt of the termination notice or otherwise completed in accordance with the notice of termination. The final payment to the CONTRACTOR after 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 SERVICES such as subcontractor agreements or contracts for materials; b. The AGREEMENT price allocable to the portion of the SERVICES properly performed or goods supplied to the work site by the CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR for such SERVICES.
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13. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the SERVICES described herein, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

14. FAILURE TO PERFORM SATISFACTORY WORK:

It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

Those discrepancies and deficiencies in the SERVICES that remains uncorrected after the date set for correction may be the necessary justification for a billing adjustment in the month following the occurrence.

Unless otherwise negotiated, billing adjustments for this incomplete or uncorrected work shall be permanent retention of 100% of the estimated monthly cost for the SERVICES not corrected or completed.

15. ASSIGNMENT OF RIGHTS:

The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554). #4..
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16. CITY PROCESS/PROCEDURE APPROVALS:

CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES:

If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

18. NOTICES:

Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: Compactor Management Company, LLC
Zoe Mapa – Inside Sales/Customer Service
34420 Central Avenue
Union City, CA 94587
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES:

No minimum or maximum is guaranteed or implied.
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21. FUNDING:

All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

22. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES:

If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply.

23. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full.
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b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours’ notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT.
e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

24. CONTRACTOR LICENSES & PERMITS:

CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

25. RECORDS:

All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse, or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other #4..
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materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

26. FACILITIES AND EQUIPMENT:

Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

27. INDEPENDENT CONTRACTOR; NOT AGENT:

At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

28. DRUG FREE WORKPLACE:

CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter

5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

30. 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.
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31. HEADINGS NOT CONTROLLING:

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

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY.

Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this AGREEMENT shall control. All previous bids, 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 or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

34. 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.
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IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and Compactor Management Company, LLC. has caused this Agreement to be duly executed.
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Description
20 Yard Bin
26 Yard Bin
26 Yard Bin - Rental
Fee
Total Price
Lowest Bid
$ 3,081.45
X
$ 875.00
$ 160.00
Cost
$ 1,305.00
$ 1,305.00
$ 471.45

CITY OF MODESTO
PO BOX 642 MODESTO CA 95353
IFB NO. 2324-44 Transport of Non-Hazardous Debris to Disposal Site Service

COMPACTOR

MANAGEMENT COMPANY
LLC

UNION CITY, CA
$ 1,910.00
Cost

DANVILLE, CA
BRADLEY TANKS INC.
$ 875.00
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INVITATION FOR BIDS # 2324-44

TRANSPORT OF NON-HAZARDOUS

WASTEWATER DEBRIS TO DISPOSAL

SITE SERVICES
1 INVITATION FOR BIDS (“IFB”) NO. 2324-44
FOR

TRANSPORT OF NON-HAZARDOUS WASTEWATER DEBRIS TO DISPOSAL SITE SERVICES BID OPENING: January 23, 2024 at 11:00 A.M.

CITY OF MODESTO CONTACT: Melvin Rosal, Buyer
E-MAIL ADDRESS: [email protected]
PHONE: (209) 577-5420
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INVITATION FOR BIDS # 2324-44

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2 Table of Contents
NOTICE TO BIDDERS ............................................................................................................................. 3 CALENDAR OF EVENTS ........................................................................................................................ 5 CITY CONTACT ....................................................................................................................................... 5 PRECEDENCE........................................................................................................................................... 5 VIRTUAL BID OPENING......................................................................................................................... 6 GENERAL BID REQUIREMENTS .......................................................................................................... 7 BID SUBMITTAL CHECKLIST............................................................................................................. 15 BID FORM A - IFB ACKNOWLEDGEMENT .................................................................................. 16 BID FORM B – BIDDER COMPANY INFORMATION................................................................... 19 BID FORM C - PRICING SCHEDULE .............................................................................................. 21 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS.......................... 22 BID FORM E – BIDDER CUSTOMER REFERENCES .................................................................... 23 BID FORM F - FINANCIAL INTEREST DISCLOSURE.................................................................. 25 BID FORM G – SUPPORT OF LOCAL VENDORS.......................................................................... 27 BID FORM H - BIDDER COMPANY HISTORY STATEMENT..................................................... 28 BID FORM I - ADDENDA ACKNOWLEDGEMENT ...................................................................... 29 BID FORM J – BIDDER WARRANTY STATEMENTS................................................................... 30 BID FORM K – BIDDER EXPERIENCE AND CERTIFICATIONS................................................ 31 BID FORM L - SUBCONTRACTOR LIST.......................................................................................... 32 TECHNICAL SPECIFICATIONS AND REQUIREMENTS ................................................................. 33

1.1 SCOPE OF WORK:........................................................................................................................ 33

1.2 REQUIRED LICENSES:................................................................................................................ 33 SAMPLE AGREEMENT......................................................................................................................... 36 #4..
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INVITATION FOR BIDS # 2324-44

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3 NOTICE TO BIDDERS
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive at the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 sealed Bids (each, a “Bid”) from qualified Bidders (each, a “Bidder”) for furnishing of the transport of non-hazardous wastewater debris to disposal site services (the “Services”) for the City of Modesto, Utilities Department, Wastewater Division.

All equipment, materials, and supplies shall be furnished F.O.B. City of Modesto (delivery charges borne by Bidder, included in the Services pricing herein, and not separately charged to the City).

Bidders are highly recommended to download all IFB documents from the City’s Purchasing Division website at http://www.modestogov.com/257/Contracting-Bid-Opportunities; such IFB documents shall include all specifications necessary for Bidders to submit a responsive Bid..

Each Bid shall be sealed and filed with the City Clerk’s office, 1010 Tenth Street, Suite 6600, Modesto, CA 95354 prior to Tuesday, January, 23, 2024 at 11:00 A.M., at which time Bids will be opened, read and recorded. The opening of bids will not be physically open to the public, but may be viewed simultaneously via video conferencing in the manner provided for herein. All Bids shall be available for review following City Council award approval at the Purchasing Division, 1010 Tenth Street, 5th Floor, Suite 5300, Modesto, CA 95354.

Bids will be received only at the address shown above, and prior to the time indicated. Any Bid received at or after said time and/or date, or at a place other than the stated address cannot be considered and will be returned to the Bidder unopened.

All Bids, whether delivered by an employee of the Bidder, U.S. Postal Service, courier or package delivery service must be received and time stamped at the stated address prior to the time designated.

The City Clerk’s time stamp shall be considered the official timepiece for the purpose of establishing the actual receipt of Bids. Bids will not be accepted by email or facsimile. The City of Modesto assumes no responsibility for delay in the delivery of the Bid. #4..
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INVITATION FOR BIDS # 2324-44

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WASTEWATER DEBRIS TO

DISPOSAL SITE SERVICES
4 On the outside of the Bid envelope and courier envelope, if any, the Bidder shall indicate the following:
“NAME AND ADDRESS OF BIDDER
BID IN RESPONSE TO INVITATION FOR BIDS # 2324-44

TRANSPORT OF NON-HAZARDOUS WASTEWATER DEBRIS

TO DISPOAL SITE SERVICES
BID OPENING DATE: JANUARY 23, 2024 AT 11:00 A.M.”
Bidder must deliver your Bid by a preferred method to the appropriate location below:

MAIL TO: CITY CLERK DELIVER/ COURIER TO: CITY CLERK

CITY OF MODESTO CITY OF MODESTO
P.O. BOX 642 1010 10TH STREET, SUITE 6600
MODESTO, CA 95353 MODESTO, CA 95354
The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

No Bidder may withdraw its Bid for a period of 90 days after the date set for the opening thereof. #4..
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5 CALENDAR OF EVENTS
Event Date
IFB Issued December 8, 2023
Written Questions Due via Email December 19, 2023
Addendum Issued (if required) December 26, 2023 (approximate date) Bid Due Date & Time PRIOR 11:00 A.M. on Tuesday, January 23, 2024 Contract Award Approximately Feruary, 2024

CITY CONTACT
All questions regarding these specifications, terms, and conditions shall be submitted in writing via email to the City’s Purchasing Division contact named on the cover page of this IFB (“City Contact”) by the date listed in the CALENDAR OF EVENTS above. The City will respond to pertinent questions through issuance of an Addendum to be available to all Bidders. All contact between Bidder and the City regarding the Bid process shall be through the City Contact. Attempts by the Bidder to contact other City personnel regarding this IFB and associated process may result in disqualification of the Bidder. Notwithstanding the foregoing, information intentionally or un-intentionally provided by any person other than the City Contact may not be correct and will not be binding upon the City.

BIDDER FAMILIARITY WITH SERVICE CONDITIONS
It is the responsibility of each Bidder to become familiar with all of the specifications, terms and conditions and the site condition (if applicable). The Bidder agrees to and acknowledges all IFB specifications, terms, and conditions and indicates the ability to perform by submission of a Bid. By the submission of a Bid, the Bidder certifies that if awarded a contract it will make no claim against the City based upon ignorance of conditions or misunderstanding of the specifications.

PRECEDENCE
Bidder agrees that any agreement resulting from City’s acceptance of its Bid, together with the terms in any City purchase order and associated specifications provided by the City to Bidder therewith, shall comprise the entire agreement between City and Bidder. Moreover, Bidder agrees that any additional or contrary terms contained in Bidder’s acknowledgement of, shall be null and void. #4..
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INVITATION FOR BIDS # 2324-44

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6 VIRTUAL BID OPENING
The City of Modesto will be broadcasting Bid openings live electronically via Microsoft Teams at 11:00 a.m. (Pacific Time) on Tuesday, January 23, 2024. The City Clerk Record of Bid document should be available on Planet Bids by the end of the same day.

The public Bid opening for this Invitation for Bids will be available using the URL link containing the Number and Title of the Bid on the cover page, provided below. By submitting your Bid for the abovestated IFB you acknowledge, understand, and agree to this modified Bid opening procedure.

URL: https://teams.microsoft.com/l/meetupjoin/19%3ameeting_NTI0YzBiMDMtNDQ0Yi00YjNlLWIwZjYtYzg4ZDVjMDdkM2Mz%40thread.v2 /0?context=%7b%22Tid%22%3a%22125ccacf-fc61-463c-9976-
189f876ff90b%22%2c%22Oid%22%3a%229715c333-c997-4dd7-8984-12cd4deaa705%22%7d • Click here to join the meeting
• +1 469-998-7409
• Conference ID: 961 656 049#
Should you have any questions regarding this, please do not hesitate to contact the Purchasing Department Contact listed on the Cover Page.
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INVITATION FOR BIDS # 2324-44

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DISPOSAL SITE SERVICES
7 GENERAL BID REQUIREMENTS
A. BID SUBMITTAL: Bidders should submit two “inked” (preferably blue ink) signed original Bid document, plus one copy of the signed original Bid document, and one electronic copy submitted via USB. The original Bid document shall be clearly marked. Photocopies do not constitute an original Bid. FAILURE TO FURNISH AT LEAST TWO “INKED” SIGNED ORIGINAL BID DOCUMENT MAY RESULT IN DISQUALIFICATION.

B. CONFIDENTIAL BIDDER INFORMATION: It is the responsibility of the Bidders to identify information in their Bid submission that they may consider to be confidential under the California Public Records Act. To the extent that the City agrees with that designation, such information will be held in confidence whenever possible. All other information will be considered public.

C. BIDDER COSTS INCURRED IN RESPONDING TO IFB: All costs associated with the preparation and submission of a Bid shall be borne by the Bidder.

D. BIDDER EXCEPTIONS: All exceptions taken to this IFB and associated specifications shall be specifically and clearly identified on Exceptions, Clarifications and Amendments form.

Failure to comply with this provision may deem the Bid as non-responsive. Please review the Sample Agreement and make note on the Exceptions, Clarifications, and Amendments form for any changes. Exceptions taken shall not affect the overall performance and quality of equipment, materials and/or provision of Services required by the City. The Purchasing Manager or designated agent shall make the final decision regarding the acceptability of equipment, materials and/or provision of Services with exceptions.

E. CITY ACCEPTANCE/REJECTION OF IRREGULAR BIDS: An agreement shall be awarded to the Bidder whose Bid most closely satisfies the needs of the City and is deemed the most advantageous to the City. The City reserves the right to reject any or all Bids or to waive any informalities or minor irregularities in a Bid.

F. COMPLETE BID DOCUMENT: The following forms constitute the makeup of a complete Bid document and shall be signed wherever indicated and submitted to the City in the order listed ):
• Bid Form A - IFB Acknowledgement
• Bid Form B – Bidder Company Information
• Bid Form C - Pricing Schedule
• Bid Form D – Bidder Exceptions, Clarifications, Amendments • Bid Form E – Bidder Customer References
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INVITATION FOR BIDS # 2324-44

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8 • Bid Form F - Financial Interest Disclosure
• Bid Form G – Support of Local Vendors
• Bid Form H – Bidder Company History Statement
• Bid Form I - Addenda Acknowledgement Page (if applicable) • Bid Form J – Bidder Warranty Statements
• Bid Form K– Bidder Experience and Certifications
• Bid Form L - Subcontractor List
Failure to furnish any of these documents may result in disqualification.

G. COMPLIANCE/NON-COMPLIANCE: If Bidder cannot comply with a specification requirement in this IFB, note on the Exception, Clarifications, Amendments form of the specification paragraph, your exception, and your recommendation. The Purchasing Manager will evaluate your recommendation. If after evaluation it is determined that the Bidder is not in compliance with the specification, the Bid may be rejected.

H. PROPOSED PRICING FORMAT:
• The cost of labor, equipment, fuel, licenses, bonds, permits, and insurance necessary to perform the required provision of Services shall be included in Bid pricing, along with Bidder’s profit margin and any other cost factors.
• Unless otherwise stated, the Bidder agrees that, in the event of a price decline, the benefit of such lower pricing shall be extended to the City.
• The City of Modesto shall not pay mileage charges or travel time from the Contractor’s place of business to the job site, or from site to site, or for the Contractor’s travel time to pick up materials.
• Bidder shall use the pricing schedule provided in this IFB to present Bid pricing. No other form or format shall be accepted. Bid must be submitted on the Pricing Schedule provided. No alterations may be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on the Exception, Clarification, Amendments Form.

I. AWARD OF BID:
• The City may award one or more agreements to one or more Bidder in order to provide for backup, or in case the “primary” contractor is unable to meet the City’s needs. #4..
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INVITATION FOR BIDS # 2324-44

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9 • The City reserves the right to decline to award any agreement if it is determined that the proposed pricing is not competitively priced based on similar agreements with public agencies within the State of California or if the bids received fail to meet the City’s requirements.
• The City reserves the right to select that Bid, which best suits the City’s needs. In addition to price, consideration will be given to the quality and performance of the service to be purchased, and the criteria listed in Modesto Municipal Code Section 8-

3.203(f). Regardless of City staff’s recommendation, the City Council reserves the right to award an agreement to the Bidder that best suits the City’s needs as determined by the City Council whether or not said award is consistent with City staff’s recommendation for award.

J. SUPPORT OF LOCAL VENDORS: Should the Bidder that submits the lowest responsive Bid or and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code (MMC) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within 5% of the lowest Bid, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid or quote of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager. To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

K. INDEMNITY: The successful Bidder (the “Contractor”) will be required to hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of the Contractor, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Bid. Contractor’s obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement for Contractor to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of City-owned vehicles by Contractor’s employees will be apportioned to Contractor in accordance with the provisions contained in indemnity.

L. BIDDER REPRESENTATION: Bidder represents that:
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INVITATION FOR BIDS # 2324-44

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10 • Bidder has had an opportunity to examine and has examined any and all of the documents, including specifications, any resultant contract and supporting data, and that it has, from the information contained in such documents, specifications, and data, fully acquainted itself with all conditions relevant to the work. • Bidder has made all reasonable investigations essential to a full understanding of the difficulties, which may be encountered in performing the work. • Bidder will complete the proposed provision of Services for the compensation stated in any resultant agreement.
• Bidder assumes full and complete responsibility for all conditions relevant to the proposed provision of Services and all risks in connection therewith. • Bidder represents that it is fully qualified to perform the proposed provision of Services in accordance with the terms of any resultant agreement within the time specified therein.

M. BID PROTEST AND APPEAL PROCEDURES: Bidders wishing to protest or appeal a contract award decision by the City of Modesto must follow the procedures provided in this section. Protests or appeals which are not submitted in accordance with these procedures will not be reviewed.

Definitions
For the purposes of these procedures: "Days" means working days in which City Hall is open for business, excluding holidays and weekends.
"Bid" includes the term "offer" or "proposal" as used in the context of formal, informal, or negotiated procurements.
"Announced Decision" includes the term “Notice of Intent to Award Letter”. Once the City has issued an Announced Decision, the date noted will begin the time that a Bidder may lodge a protest.

Protest Procedures
• Only a Bidder who has actually submitted a Bid is eligible to submit a protest against the City’s Announced Decision.
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11 • Subcontractors are not eligible to submit bid protests. • A Bidder may not rely on the bid protest submitted by another bidder, but must timely pursue its own protest.
• A written protest to an Announced Decision must be made to the City of Modesto's Director of Finance no later than ten days after the date of the Announced Decision. • The protest shall be delivered or sent by registered mail and received by the City by the deadline, or protest will be automatically rejected. Protestors who choose to be represented by legal counsel are responsible for the associated expenses. • The protest shall be accompanied by a certified or cashier's check in the amount of $300.00, (except for protests of Federally Funded agreements), made payable to the Clerk of the City of Modesto. Protests filed without the requisite fee will be rejected without any additional review.
• The protest filed with the Director of Finance shall:
a. Include the name, address, email address and business telephone number of the protestor;
b. Identify the protest by name, Invitation for Bid (IFB) or Request for Proposal (RFP) number, and IFB/RFP date;
c. The bid protest must contain a complete statement of the basis for the protest and all supporting documentation. The protest must refer to the specific portion or portions of the Contract Documents upon which the protest is based; d. Include all supporting documentation, if any. Documentation submitted after filing deadline will not be reviewed.
• Bid Protests: A Bidder shall follow, in order, the following steps:
a. Protest to Director of Finance: Upon receipt of a complete and timely protest, the Director of Finance shall review all the submitted materials and shall create and retain a written record of the review. The Director of Finance shall respond at least generally to each material issue raised in the protest not later than ten days after receipt of the protest. Notice of the Director of Finance's decision may be given by letter mailed through U.S. Postal Service.

All protests to the Director of Finance shall either be delivered to:
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INVITATION FOR BIDS # 2324-44

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12 City Clerk’s Office
Attn: Director of Finance
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Director of Finance
PO Box 642
Modesto CA 95353
b. Appeal to Deputy City Manager: At the protestor’s discretion, the decision of the Director of Finance may be appealed in writing to the City of Modesto's Deputy City Manager(s) no later than ten days after the date of the Director of Finance’s Decision. The scope of the appeal shall be limited by the issues raised in the initial protest to the Director of Finance. The Deputy City Manager shall not be permitted to review any newly raised issues. The Deputy City Manager shall review the appeal, accompanying supporting documents, if any and the written records of the protest review by the Director of Finance. A written record of the Deputy City Manager's review shall be created and maintained. The Deputy City Manager shall give notice of their decision to the protestor within ten days after receipt of appeal.

Further protest appeals shall either be delivered to:

City Clerk’s Office
Attn: Deputy City Manager
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: Deputy City Manager
PO Box 642
Modesto CA 95353
d. Appeal to City Council: Any protestor seeking to appeal to the decision of the Deputy City Manager may appeal in writing to the City Council by filing with the #4..
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13 City Clerk a written notice of such appeal not later than ten days after the date of the Deputy City Manager's decision. The City Clerk will calendar the protest for Council hearing and give notice of the time and place of the hearing as provided in Modesto Municipal Code Sections 1-4.01 through 1-4.05. The City Council’s decision on the appeal shall be final.

All protest appeals to the City Council shall either be delivered to:

City Clerk’s Office
Attn: City Council
1010 Tenth St. Suite 6600
Modesto CA 95354
Or mailed to:

City Clerk’s Office
Attn: City Council
PO Box 642
Modesto CA 95353
e. Optional Alternative Process for Protests of Procurement Actions Exceeding $250,000: A Bidder protesting procurements exceeding $250,000 shall comply with the procedures contained herein, except that in lieu of appeal to the Deputy City Manager a protestor may request that the protest be heard and decided at an administrative hearing.

A written request for administrative hearing shall be accompanied by a certified or cashier's check in the amount of $1,500, (except for protests of Federally Funded projects); The request for hearing shall include the specific grounds of the appeal.

The City of Modesto shall select and engage an impartial and qualified person to act as hearing officer in the pending protest. The protestor shall have the right to twice reject the selected hearing officer, provided that the City is notified of such rejection within three days of notice to protestor of the name of the hearing officer.

The protest shall be heard not later than twenty days after receipt of protestor's request for hearing and the selection of a hearing officer. Protests not made in a timely manner shall be deemed withdrawn, unless the City and the protestor mutually agree otherwise in writing. The protestor’s failure to accept a hearing #4..
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14 officer after the third attempt by City staff to identify an impartial hearing officer shall be deemed a withdrawal of the protest.

The costs of the hearing officer and expenses of the protest shall be borne by the protestor. The sums deposited with the request for hearing shall be credited to the costs of the hearing officer and other hearing expenses. f. Mandatory Alternative Process for Protests of Procurements Obtained with Federal Funds: If the protested procurement involves federal funds, the Deputy City Manager, City Council, or hearing officer shall give notice, accompanying their respective decisions, to the protestor that he or she has the right to appeal to the appropriate federal agency, for which an agency name, contact (where available) and address shall be provided by City staff. Such an appeal shall be filed with the appropriate agency within seven business days of the dispatch or rejection notices to the protestor. Federal agencies may entertain protests alleging that the City has failed to adopt written protest procedures or has failed to follow such procedures. The City Council is the highest authority of the City of Modesto and its decisions are final. A disappointed Bidder for a contract involving expenditures of Federal funds shall have the right to appeal the City Council decision directly to the federal agency as described herein. #4..
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15 BID SUBMITTAL CHECKLIST

BID SUBMITTAL CHECKLIST
The Bidder shall provide a complete Bid in a sealed envelope by the required deadline on the Bid Opening Date. Failure to provide all the required documents may cause the Bid to be considered nonresponsive.

Bidder’s Bid must contain the following applicable elements completed and signed as described morefully herein. The following checklist is provided solely for Bidder’s use in reviewing the completeness of your submission:

COMPLETE BID ELEMENTS 
Bid Form A – IFB Acknowledgement
Bid Form B – Bidder Company Information
Bid Form C - Pricing Schedule
Bid Form D – Bidder Exceptions, Clarifications, Amendments Bid Form E – Bidder Customer References
Bid Form F - Financial Interest Disclosure
Bid Form G – Support of Local Vendors
Bid Form H – Bidder Company History Statement
Bid Form I - Addenda Acknowledgement
Bid Form J – Bidder Warranty Statements
Bid Form K – Bidder Experience and Certifications
Bid Form L - Subcontractor List

Bidder’s submission should include all City of Modesto forms. If any form is not applicable, Bidder should write or type “Not Applicable” on it but still include the form in your submission. #4..
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16 BID FORM A - IFB ACKNOWLEDGEMENT
The City is soliciting Bids from qualified firms (each a “Bidder” to fulfill the City’s requirements per the specifications, terms and conditions contained in this Invitation for Bids (“Invitation for Bids” or “IFB”).

This Bid Acknowledgement must be completed, signed by an authorized responsible officer or employee, dated and submitted with the Bid response. Obligations assumed by such signature will include the following:

1. Preparation of Bids: (a) All prices and notations must be printed in ink or typewritten. No erasures permitted. Errors may be crossed out and corrections printed in ink or typewritten adjacent and must be initialed in ink by person signing the Bid. (b) Quote price as specified in Bid. No alterations or changes of any kind shall be permitted to the Bid Form. Responses that do not comply shall be subject to rejection in total.

2. Failure to Submit Bid: If you are not submitting a Bid but want to remain on the mailing list and receive future Bids, complete, sign and return this Bid Acknowledgement and state the reason you are not pricing.

3. Taxes and Freight Charges: (a) Unless otherwise required and specified in the IFB, the prices quoted herein do not include Sales, Use or other taxes. (b) No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or for any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the Bid. (c) Amount paid for transportation of property to the City is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping paper shows the consignee as one (1) of the City; as such papers may be accepted by the carrier as proof of the exempt character of the shipment. (d) Articles sold to the City are exempt from certain Federal excise taxes. The City will furnish an exemption certificate.

4. Award: (a) Unless otherwise specified by the Bidder or the IFB gives notice of an all-or-none award, the City may accept any item or group of items of any Bid. (b) Bids are subject to acceptance by the City at any time within 45 days of opening, unless otherwise specified in the IFB. A Bidder shall not change its bid if accepted within such time. (c) A valid, contract based on the sample agreement attached to the IFB and the submitted bid shall be mailed, or otherwise furnished, to the successful Bidder within the time for acceptance specified, and such contract shall be a binding agreement without further action by either party. The contract shall be interpreted, construed and given effect in all respects according to the laws of the State of California.

5. Patent Indemnity: Bidders who do business with the City shall hold the City, its officers, agents and employees, harmless from liability of any nature or kind, including cost and expenses, for infringement or use of any patent, copyright or other proprietary right, secret process, patented or un- #4..
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17 patented invention, article or appliance furnished or used in connection with the contract or purchase order.

6. Samples: Samples of items, when required, shall be furnished free of expense to the City and if not destroyed by test may upon request (made when the sample is furnished), be returned at the Bidder’s expense.

7. Rights and Remedies of City for Default: (a) In the event any item furnished by the Bidder in the performance of the contract or purchase order should fail to conform to the specifications therefore or to the sample submitted by the Bidder with its Bid, the City may reject the same, and it shall thereupon become the duty of the Bidder to reclaim and remove the same forthwith, without expense to the City, and immediately to replace all such rejected items with others conforming to such specifications or samples; provided that should the Bidder fail, neglect or refuse to do so, the City shall thereupon have the right to purchase in the open market, in lieu thereof, a corresponding quantity of any such items. City may deduct from any moneys due or that may there after come due to Bidder, or send an invoice to the Bidder which shall be paid within thirty (30) days, the difference between the prices named in the contract or purchase order and the actual cost thereof to the City. In the event that the Bidder fails to make prompt delivery as specified for any item, the same conditions as to the rights of the City to purchase in the open market and to reimbursement set forth above shall apply, except when delivery is delayed by fire, strike, freight embargo, or Act of God or the government. (b) Cost of inspection or deliveries or offers for delivery, which do not meet specifications, will be borne by the Bidder. (c) The rights and remedies of the City provided above shall not be exclusive and are in addition to any other rights and remedies provided by law or under the contract.

8. Payment Terms and Methods: Bidder will be able to choose from either of the following payment methods and associated timings:
(a) Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30 day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
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18 ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Bidder’s pricing proposal hereunder.

Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this IFB.
(b) Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed via US Postal Service First Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.

9. California Government Code Section 4552: In submitting a Bid to the City, the Bidder offers and agrees that if the Bid is accepted, it will assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of Services, materials, or services by the Bidder for sale to the purchasing body pursuant to the Bid. Such assignment shall be made and become effective at the time the purchasing body tender’s final payment to the Bidder.

10. No Guarantee or Warranty: The City makes no guarantee or warranty as to the condition, completeness or safety of any material or equipment that may be traded under a contract or purchase order resulting from this Bid.

11. Two “Inked” Signed Original Bids Document Required: Failure to furnish two “inked” signed original Bid document may result in disqualification. These must be accompanied by one copy and one electronic document recorded onto a USB storage device.

12. Minor Irregularities. The City reserves the right, in its sole discretion, to waive any informalities or minor irregularities in a Bid.

The undersigned acknowledges receipt of the referenced IFB and/or Addenda and offers and agrees to furnish the articles and/or services specified on behalf of the Bidder indicated in Bidder’s Bid Forms A through L, attached hereto and made a part hereof, for the pricing proposed on the Pricing Schedule.

Bidder Company Name:

Bidder Headquarters Address:

City/State/Zip:

Signature/Title/Date:
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19 BID FORM B – BIDDER COMPANY INFORMATION
A. Bidder Company Full
Legal Name
B. Bidder Company
Marketplace (or DBA)
Name
C. Type of Legal Entity: ___ Corporation, registered in ____________________ (State) ___ Limited Liability Company, registered in _________________(State) ___ Partnership, registered in ________________(State)
___ Sole Proprietorship, registered in ____________(State) ___ Other ___________________________________________(Describe) D. Headquarters Address
(Street Address, City,
State, Country, Postal
Code):

E. Website Address: www.___________
F. Contact Person Details: Name:

Title:

Phone (Office):

Phone (Mobile):

Mailing Address (Street Address, City, State, Postal Code):

Fax Number:

Email:

G. Federal Taxpayer
Identification Number
(TIN):

H. Dun & Bradstreet
(DUNS) Number:

I. Names and Titles of
Top Three Bidder
Officers:

J. Years in Business:

K. Bidder Office Address
Closest to City of
Modesto (Street
Address, City, State,
Country, Postal Code):

L. City of Modesto
Business License
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20 Number (note –
provide only if
available now - - but
not required until any
contract begins):
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21 BID FORM C - PRICING SCHEDULE
All labor, materials, equipment, tools, fuel, licenses, bonds, insurance and other expenses necessary for Bidder to perform the required services shall be included in Bid pricing. Bid must be submitted on the below Pricing Schedule provided. No alterations should be made to the pricing schedule. Any exceptions, amendments or adjustments should be noted on Bid Form D – Bidder Exceptions, Clarifications, Amendments.

Description Per Bin (6-12 tons)
20 Yard Bin $ _______________/Bin
26 Yard Bin $ _______________/Bin
Payment Terms:

Check which of the following payment terms/methodology Bidder accepts (a description of each can be found in Bid Form A – IFB Acknowledgement):

Choose One:
• Option A (Preferred): City of Modesto ePay Payment on Net 30 Day Timing: ___ Choose by checking () here. If selected, for bid comparison purposes, Bidder’s pricing will be reduced by the City of Modesto’s average ePay card program rebate percentage; or ePay Email Address: ________________________________
• Manual Check Payment Mailed by US Postal Service First Class Mail Only on Net 45 Day Timing:
___ Choose by checking () here.

THE undersigned acknowledges receipt of the referenced IFB and any associated Addenda and offers to furnish the articles and/or services specified, in accordance with the specifications, terms and conditions of this IFB and these Bid documents, for the pricing indicated on the Pricing Schedule.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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22 BID FORM D – BIDDER EXCEPTIONS, CLARIFICATIONS, AMENDMENTS Exceptions to the City of Modesto’s IFB package, sample agreement, and associate specifications are not encouraged and may cause Bidder to be considered not responsible and/or its Bid to be considered not responsive. Therefore, if no exceptions, clarifications or amendments are proposed by Bidder, it is preferred that Bidder so indicate by typing or writing “Not Applicable” in the Description field in the first item row below. Less preferred, Bidder may indicate no exceptions, clarifications or amendments are proposed by leaving this form out of its’ Bid submission.

Nonetheless, Bidder may request Bid clarifications and exceptions below, if any, sign and submit with your Bid response.

Any requested exception, clarification or amendment may not be accepted and may deem the Bidder as non-responsive.

Item # Reference To: Description
Page # Section or
Paragraph #
Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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23 BID FORM E – BIDDER CUSTOMER REFERENCES
Bidder must provide a list of five current or former customers able to discuss prior experience with similar type of services requested by the City in the above-referenced IFB. Bidder’s references shall have similar volume and requirements to the City of Modesto’s as described in the above-referenced IFB. Bidders failing to provide references may be deemed as non-responsive.

The City may contact some or all of the references provided in order to determine the Bidder’s performance record on services similar to that described in the above-referenced IFB. The City reserves the right to contact references other than those provided in Bidder’s submission and to use the information gained from them in the award process.

Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Service:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code:

Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:
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24 City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
Company Name:

Address:

City, State, Zip Code
Contact Person:

Email Address:

Telephone Number:

Type of Business or
Governmental
Agency:

Date Range of
Services:

Annual Contract Value $
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25 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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26 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
By signing this document, I agree to the information contained within.

Bidder Company Name:

Name of Bidder Signatory:

Signature of Bidder Representative:
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27 BID FORM G – SUPPORT OF LOCAL VENDORS
Notice Pursuant to Modesto Municipal Code section 8.3-206 - Should the Bidder which submits the lowest responsive Bid (and would otherwise normally qualify to receive the Bid pursuant to Sections 8-3.203 and 8-

3.204 of the Modesto Municipal Code) not be a local business as defined herein, the lowest Bid or quote submitted by a local business that is within five percent (5%) of the lowest Bid or quote, whether or not that Bidder is the second lowest Bidder, may be deemed to be the lowest Bidder if the local Bidder agrees to reduce its Bid to match the Bid of the lowest Bidder in writing within five business days after notification by City Purchasing staff, provided that said local Bidder is deemed to be a responsible Bidder as determined by the Purchasing Manager.

Notwithstanding the foregoing, award to the local Bidder must still be approved by the City Council as would have the typical award.

To qualify as a local Bidder, the Bidder must have a physical business location within the City of Modesto and a current City of Modesto business license.

This document is only required should the Bidder request to be considered for the Support of Local Vendor preference, and meets the criteria noted above.

Check here:

I declare I am a local business per the above criteria
Bidder Company Name:

City of Modesto Address (Street,
City, State, Postal Code:

City of Modesto Business License
Number:

Under penalty of perjury, the undersigned declares that the foregoing information is true and correct:

Print/Type Name:

Title:

Signature:

Date:
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28 BID FORM H - BIDDER COMPANY HISTORY STATEMENT
Bidder shall have been in business for a minimum of three continuous years (immediately prior to the time of the City’s solicitation) providing the services described in this Invitation for Bids (IFB).

The Bidder’s company history overview statement shall be approximately one to three pages in length and inserted below:

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Company History Overview Statement Beginning Here:
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29 BID FORM I - ADDENDA ACKNOWLEDGEMENT
In order to obtain any addenda information, throughout the IFB period, Bidder is responsible for regularly checking the City of Modesto’s Planet Bid website at https://pbsystem.planetbids.com/portal/14999/bo/bosearch for the IFB number listed on the Cover Page and in the header of each subsequent page of this IFB, and in any event, no later than the day prior to Bid opening.. The changes identified in any addenda issued will modify this IFB and specifications. The addenda now become a part of this IFB and Bidder’s resultant Bid.

Signing the Bid on the signature portion thereof, the Bidder is acknowledging that the Bidder has confirmed that it has received all addenda issued for IFB, and has included costs for such in the Bid submitted. Failure to list and acknowledge all addenda numbers may cause Bidder’s Bid to be considered nonresponsive.

Do not attach any of the addenda to this sheet nor include them with the Bid.

If no addenda have been issued against this IFB solicitation, Bidder may write “Not Applicable” and return this Bid Form as part of its submission. Alternatively, Bidder may leave this Bid Form out of its submission.

But if any addenda have been issued by the City of Modesto this document is required to be completed and returned.

The Bid is submitted with respect to the changes to the IFB included in addenda numbers:

List All Addenda Numbers, Separated by Commas
(“,”):

Bidder Company Name:
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30 BID FORM J – BIDDER WARRANTY STATEMENTS
As a material part of its Bid, Bidder shall insert below a written statement detailing any materials and workmanship warranties, term and conditions in conformance with the specifications and requirements set forth in this IFB.

Notwithstanding any other provisions of this IFB, Bidder warrants that the materials, supplies, or other services furnished under any contract or purchase order resulting from its Bid shall be on the most suitable grade and meet or exceed the standards set forth in this IFB. Such warranty shall include the following; performance, workmanship, labor, materials, and Bidder design or engineering contributions. If a defect is discovered in any item of the materials, assemblies, components, supplies or services covered in this Bid, Bidder shall correct at its sole expense, all such defects as are reported within 30 days of City’s final acceptance. Upon expiration of the applicable warranty period, all such liability shall terminate except for fraud or such gross mistakes as amount to fraud, latent defects, or specific failure to comply with the terms or any resultant purchase order.

All materials, parts, labor, assemblies and components shall by subject to the warranty conditions and terms unless specifically exempted in writing by the City of Modesto.

Bidder Company Legal Name: Insert Bidder Logo Here (if existent):

Insert Bidder Warranty Statement Beginning Here:
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31 BID FORM K – BIDDER EXPERIENCE AND CERTIFICATIONS
Bidder shall provide below a summary covering the following:

A. Experience: The Contractor and its employees directly involved in providing inspections, services and repairs shall have a minimum of three years’ experience providing the types of services requested in this IFB:
i. Identify key personnel and their position within your organization. ii. Provide a biographical summary or resume detailing the experience, level of expertise and qualifications of the key individuals providing the types of services requested herein. iii. If you plan to subcontract work, you must also indicate in Bid Form L – Subcontractor List the name and address of each firm and the type of work or tasks the subcontractor will perform. Identify key personnel assigned to the project, their position, qualifications and representative experience.

B. Certifications: Bidder shall provide copies of all relevant certifications held for both company and any individuals required to perform the services requested herein. #4..
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32 BID FORM L - SUBCONTRACTOR LIST
Bidder shall list the name and the address of the place of business for each subcontractor who will perform work or labor or render services to the Bidder. In addition, list the type of work the subcontractor will perform, and; (if applicable) its Department of Industrial Relations (DIR) registration number and its California Contractor’s license number:

Name of
Subcontractor
Address Type of Work Contractor
License # (if any)
DIR
Registration #
(if any)

N/A N/A

N/A N/A
Bidder Company Name:
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33 TECHNICAL SPECIFICATIONS AND REQUIREMENTS

1.1 SCOPE OF WORK:

The City of Modesto, Utilities Department, Wastewater Division is seeking a qualified Contractor for the transport of Non-Hazardous Wastewater Debris, three to five times a week, to Disposal Site in City owned Grit Bins. The disposal of debris will be paid by the City of Modesto to Forward Inc. The successful bidder shall furnish all labor, equipment, fuel, licenses, permits and insurance necessary to perform the work covered by these specifications on an as needed basis.

The equipment required to do this service needs to be a roll off bin truck capable of handling standard rail size roll off bins. Contractor shall be capable of removing bin(s) within twenty-four (24) hours of request for pick up. Contractor shall transport the Wastewater Debris directly to the disposal site, Forward Inc. Landfill, and return the bin(s) to the pickup location with no layover or off-loading of the City of Modesto owned bin at any other facility including contracted haulers facility. Each load is between 6-12 tons per load.

Current pick up locations are: Disposal Site:

Primary Wastewater Treatment Plant Forward Inc.
1221 Sutter Ave. 9999 S. Austin Road
Modesto, CA 95351 Manteca, CA 95336
Secondary Wastewater Treatment Plant
7007 Jennings Ave.

Modesto, CA 95358

1.2 DELIVERY REQUIREMENTS:

The successful bidder shall have the capability to pick up and return bins Monday through Thursday 6:00 A.M – 4:30 P.M.

1.3 CITY REPRESENTATIVE:

Work under any resulting contract shall be performed under the general technical guidance and direction of the "City Representative". The City Representative is not authorized to commit the City to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effected only by written change to the contract, issued by the City of Modesto, Purchasing Division.

1.4 REQUIRED LICENSES:

Prior to beginning any service that shall be furnished under this specification, the Bidder shall secure the appropriate Business/Delivery license from the City of Modesto. Business/Delivery license information may be obtained by calling (209) 577-5389 or emailing [email protected]. The successful Bidder shall maintain a City of Modesto business license for the duration of the agreement.

1.5 TERM OF CONTRACT:
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34 The term of the contract shall be for a period of two-years with three (3) one-year extension options at the sole discretion of City, for a total of three (5) years.

A. Pricing shall remain firm for the first two years of any contract, which may be awarded pursuant to this IFB.

B. Price increases for subsequent contract years three, four, and five, shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one contract year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by Contractor(s) in writing, sixty (60) days prior to the annual anniversary date of the contract to be effective for the subsequent year.

C. Price adjustments for diesel fuel fluctuations may be considered. A thirty (30) day written notice is required for consideration. Any price adjustment shall be negotiated through the Purchasing Division.

The index used to determine price adjustments on diesel fuel shall come from the Energy Information Administration:

Web site : HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/,California data.

1.6 CONTRACTOR’S RESPONSIBILITY FOR WORK:

Until the formal acceptance of the work by the City Representative, the Contractor shall be responsible for and have care, custody, and control of the work and of the parts, materials and equipment to be used therein, including parts, materials and equipment delivered to the work site. The Contractor shall bear full risk of loss, injury or damage to any part of the work and parts, material or equipment by action of the elements, or from any other cause, whether arising from the execution or non-execution of the work. The Contractor shall rebuild, repair, restore and make whole, all loss or damage to any portion of the work, parts or materials, before final acceptance, and shall bear the expense thereof, except for such loss or damage caused by the acts of the City, State, or Federal Government, or by an act of God as defined in Section 4150 of the California Government Code.

Suspension of work for any cause whatsoever shall not relieve the Contractor of his/her responsibility for the work or parts and materials as specified on the work request.

The Contractor shall be responsible for and remedy all defects arising from faulty, improper or inferior workmanship, or parts and materials discovered in any part of the work, during one year after the completion and acceptance of the work.

The Contractor shall be responsible for any damage his/her activities cause to adjacent public or private property. The Contractor shall take all measures necessary to protect the surrounding area from Debris or other damage resultant from the project activities.

1.7 CHARACTER OF WORKERS:
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INVITATION FOR BIDS # 2324-44

TRANSPORT OF NON-HAZARDOUS

WASTEWATER DEBRIS TO

DISPOSAL SITE SERVICES
35 If any person employed by the Contractor fails or refuses to carry out the direction of the City Representative or appears to be incompetent or acts in a disorderly or improper manner, that person shall be discharged immediately from the job on the request of the City Representative or Purchasing Manager, and such person shall not again work on any City job.

1.8 DELAY BY THE CITY:

Any act or omission of any kind by the City of Modesto, its officers, agents or employees, which causes the Contractor delay in the completion of the work shall be grounds for extension of time on the part of the Contractor to complete the work, but shall give the Contractor no damages for such delay.

1.9 ADDITIONAL AND EMERGENCY PROTECTION:

Whenever, in the opinion of the City Representative, the Contractor has not taken sufficient precautions for the safety of the public, or property and structures adjacent to the work site, the City Representative may provide suitable protection with or without first notifying the Contractor. The cost and expense of such protection provided by the City shall be borne by the Contractor. The City shall deduct the cost of such protection from any monies due or to become due to the Contractor.
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36 SAMPLE AGREEMENT
ANNUAL AGREEMENT NO. [AGREEMENT #]

FOR TRANSPORT OF NON-HAZARDOUS WASTEWATER DEBRIS TO DISPOSAL SITE

SERVICES
[VENDOR NAME]
This agreement, hereinafter called AGREEMENT, made and entered into in the City of Modesto, State of California, this ____ day of _________, 2024, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and _________________, a ______ _______, hereinafter called CONTRACTOR.

W I T N E S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2024-______ authorizing the Award of Bid and agreement for the Transport of Wastewater Debris to Disposal Site SERVICES to CONTRACTOR, attached hereto as Exhibit “A” and made a part hereof, and WHEREAS, the CONTRACTOR provided a responsive and responsible submittal that best meets the CITY needs, attached hereto as Exhibit “B” and made a part hereof, and #4..
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37 WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the Transport of Wastewater Debis to Disposal Site SERVICES as described in IFB 2324-44, attached hereto as Exhibit “C” and made a part hereof (hereinafter called IFB).

NOW, THEREFORE, the parties hereto mutually agree as follows:

1. THE WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, bonds and insurance necessary to perform and complete the required work as specified in Exhibit “C”, and in strict accordance with the conditions of the complete AGREEMENT. b) CONTRACTOR shall do and perform the work contemplated hereby in a good workmanlike manner under the direction of and to the satisfaction of the CITY Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the AGREEMENT.
d) CONTRACTOR shall maintain a CITY business license for the duration of the AGREEMENT.
e) CONTRACTOR shall furnish said services at the following AGREEMENT rates for an estimated annual amount $_________________. The total amount paid by CITY to CONTRACTOR over the full term of the AGREEMENT shall not exceed $____________. Unless the services provided are for a lump sum or flat fee, fees for work performed by CONTRACTOR on an hourly basis shall not exceed the amounts shown on Bid attached hereto as Exhibit B.

AGREEMENT PRICING
Description Per Bin (6-12 tons)
20 Yard Bin $ _______________/Bin
26 Yard Bin $ _______________/Bin

3. CITY REPRESENTATIVE:
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38 CITY Representative is:

Purchasing: Melvin Rosal, Buyer Phone: (209) 577-5420
The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the AGREEMENT, issued by the City of Modesto, Purchasing Division.

4. TERM OF AGREEMENT:

The term of the AGREEMENT shall be for a period of two (2) years, with (3) three one-year extension options at the sole discretion of CITY, for a total of up to (5) five years.

The indx used to determine price adjustments on diesel fuel shall come from the Energy Information Administration:

Website: HTTPS://WWW.EIA.GOV/PETROLEUM/GASDIESEL/, California data. #4..
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39 5. LIABILITY INSURANCE:

The CONTRACTOR 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 City Clerk of the CITY. The policies or certificates thereof shall provide that, at least 30 days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the CITY via PINS Advantage Insurance Program, for all of the following stated insurance policies.
a. General Liability - insurance with a minimum limit of liability per occurrence of $2,000,000 for bodily injury and property damage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent contractors and subcontractors; products and completed operations; and/or professional liability. b. Automobile Liability - insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage and transportation related pollution liability. This insurance shall cover any automobile for bodily injury and property damage.
c. Workers' 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 per accident for bodily injury or disease. d. Pollution Liability - insurance with a minimum limit of liabitliy per occurrence of $1,000,000 and $2,000,000 aggregare per policy period of one year.

The CITY, its officers, officials, employees, agents and volunteers, shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

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 CONTRACTOR for the CITY.

For any claims related to this AGREEMENT, the CONTRACTOR’s insurance coverage shall be primary insurance as respects CITY, its officers, officials, employees, agents and volunteers. Any insurance or selfinsurance maintained by CITY, its officers, officials, employees, agents and volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

7. PAYMENT:

CONTRACTOR shall invoice CITY not less than once per month based on the cost for services performed and reimbursable costs incurred prior to the invoice date. All invoices shall be paid in full the following payment terms within thirty days after completion and acceptance of the Services by the CITY, and receipt of a properly prepared invoice, CITY will pay CONTRACTOR [TO BE DETERMINED BY IFB RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.]. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
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41 At a minimum, invoices shall state the following:
• This AGREEMENT number
• CITY department/division name and address
• Billing period
• Service hours worked day and week
• Unit price, extended price, sales tax and total

8. INDEMNITY: The CONTRACTOR shall hold the CITY, its officers, officials, employees, agents and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its officers, officials, employees, agents and volunteers relating to or during the performance of its obligations under this AGREEMENT. CONTRACTOR’s obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONTRACTOR to procure and maintain a policy of insurance.

9. VENUE & GOVERNING LAW:

10. ATTORNEYS’ FEES: If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall #4..
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42 be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.

11. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced as immediately after the agreement administrator receives and has on file:

Proofs of insurance (approved by CITY Risk Manager); and Executed Agreement;
a. Resolution No.2024-_______;
b. CONTRACTOR Bid submittal;
c. IFB No. 2324-44;
d. Contractor’s City of Modesto business license

12. TERMINATION OF SERVICES:

Termination for Default: In the event either party fails to perform under this AGREEMENT or breaches any condition contained herein, the other party shall notify in writing the breaching party of the nonperformance. Within 10 days after receipt of notification, the breaching party shall correct any nonperformance to the reasonable satisfaction of the non-breaching party, or such other time as may be identified in the notice. Failure to correct any non-performance shall allow the non-breaching party to terminate this AGREEMENT for cause.

Termination by City for Convenience: The City may also terminate this AGREEMENT the Contractor's performance underthe Agreement, eitherin whole orin part, at its own discretion and without cause.

Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date #4..
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43 and see to it that its employees, subcontractors and agents are notified of such termination and act as specified in the notice of termination; b. Terminate all orders and subcontracts except as necessary to complete any portion of the SERVICES that are not terminated;
c. If directed in writing by the CITY to do so, assign all right, 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, but in no event shall recovery by any CONTRACTOR or subcontractor include lost profits for portions of the SERVICES 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 CONTRACTOR in performing the SERVICES 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 SERVICES 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 SERVICES and/or property related to the SERVICES;
h. If CITY so requests, and at CITY's cost, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR’s work on the SERVICES.
i. CONTRACTOR understands and agrees that CITY may, in CITY’s sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR's SERVICES which were performed by CONTRACTOR on the project prior to the #4..
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44 termination date and which remain unacceptable and/or not useful to CONTRACTOR as of the termination date.

13. COMPLIANCE WITH ALL LAWS:

14. FAILURE TO PERFORM SATISFACTORY WORK: It is agreed and understood that if the CONTRACTOR fails to perform the SERVICES as specified herein, CITY's representative may:
a. Consent to accept such unsatisfactory service with an appropriate adjustment in contract price, based on established cost factors,
b. Have such required work done by CITY forces or otherwise, and charge the cost thereof to the CONTRACTOR, or
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45 c. Recommend termination of AGREEMENT between said the CONTRACTOR and the City of Modesto.

15. ASSIGNMENT OF RIGHTS: The CONTRACTOR offers and agrees, and will require all subcontractors and suppliers to agree, to assign to the CITY all rights, title, and interest in and to all causes of action it and they may have under Section 4 of the Clayton Act (15 United States code, Section 15) or under the Cartwright Act (Business and Professions Code, Section 16700 et seq.), arising from the acquisition of goods, services, or materials pursuant to this AGREEMENT or any allowed subcontract. The assignment made by CONTRACTOR and all assignments made by subcontractors and suppliers shall be made and become effective at the time the CITY makes final payment to The CONTRACTOR, without further acknowledgment by the parties (Government Code, Sections 4550-4554).

16. CITY PROCESS/PROCEDURE APPROVALS: CITY approval of any process or procedure shall not relieve CONTRACTOR of its responsibility to furnish the required SERVICES meeting all specifications contained herein.

17. CONTRACTOR'S RESPONSIBILITY FOR DAMAGES: If CONTRACTOR damages any property belonging to the CITY or a third party, the CONTRACTOR will be required to make repairs immediately, at CONTRACTOR’s sole cost and expense, to the satisfaction of the CITY. In the event that CONTRACTOR fails to perform the necessary repairs, the CITY may either retain from the money due to CONTRACTOR an amount sufficient to repair the damage or perform the repairs and send an invoice to the CONTRACTOR for such costs, which shall be paid within thirty (30) days.

18. NOTICES:
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46 Any notice, payment or instrument required or permitted by this AGREEMENT to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR: __________________
__________________
__________________
__________________
CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

19. SIGNATORY(IES) FOR CONTRACTOR:

Each signatory for CONTRACTOR below warrants and represents that it is legally competent to, and have full authority to, execute the AGREEMENT.

20. QUANTITIES: No minimum or maximum is guaranteed or implied.

21. FUNDING: All annual extensions are based upon continuous funding for that purpose by the City Council. Failure to fund any annual extension shall result in an immediate termination of the AGREEMENT without redress.

22. OTHER GOVERNMENT/PUBLICLY FUNDED AGENCIES: If mutually agreeable to all parties, the issuance of any resultant contract/purchase order referencing these specifications and modified by mutual agreement between all parties may be extended to other government or publicly funded agencies. It shall be understood that all terms and conditions as specified herein shall apply. #4..
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47 23. NON-DISCRIMINATION:
a. During the performance of this AGREEMENT, CONTRACTOR and any allowed subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, color, ancestry, religion, sex, national origin, marital status, age, medical condition (cancer related), physical handicap (including AIDS), sexual orientation, or any other basis prohibited by Federal or California law. Equal employment opportunity extends, but is not limited to recruitment, compensation, benefits, layoff, termination, and all other conditions of employment. The CONTRACTOR and any allowed subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination.

The CONTRACTOR and any allowed subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Administrative Code, Title 2, and Section 7285.0 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12900, set forth in Chapter 5 of Division 4 of Title 2 of the California Administrative Code are incorporated into this contract by reference and made a part hereof as if set forth in full. b. The CONTRACTOR and any allowed subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement.
c. The CONTRACTOR shall include the nondiscrimination and compliance provisions of this clause in any allowed subcontracts to perform SERVICES. d. The Contractor shall permit access by representatives of the Department of Fair Employment and Housing and the CITY upon reasonable notice at any time during the normal business hours, but in no case less than 24 hours notice, to such of its books, records, accounts, other sources of information and its facilities as said Department or CITY shall require to ascertain compliance with this AGREEMENT. #4..
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48 e. By executing this AGREEMENT, CONTRACTOR certifies that it shall follow and be in compliance with the Americans with Disabilities Act of 1990, the applicable administrative requirements promulgated in response thereto, and any other applicable Federal laws and regulations relating to handicap discrimination and participation, and will continue to do so for at least the duration of the AGREEMENT and any extensions thereof.

24. CONTRACTOR LICENSES & PERMITS: CONTRACTOR warrants and represents that it possesses and shall maintain all licenses, and shall secure and maintain all necessary permits, necessary to perform the SERVICES.

25. RECORDS: All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that CONTRACTOR prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the CITY. CONTRACTOR hereby agrees to deliver those documents to the CITY upon termination of the AGREEMENT, and the CITY may use, reuse or otherwise dispose of the documents without CONTRACTOR’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the City and are not necessarily suitable for any future or other use.

26. FACILITIES AND EQUIPMENT: Except as set forth herein, CONTRACTOR shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this AGREEMENT. CITY shall make available to CONTRACTOR only the facilities and equipment listed in EXHIBIT “B” and “C”, and only under the terms and conditions set forth herein.

27. INDEPENDENT CONTRACTOR; NOT AGENT: At all times during the term of this AGREEMENT, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR’s services rendered pursuant to this AGREEMENT. Except as City may specify in writing, CONTRACTOR shall have no authority, express or #4..
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49 implied, to act on behalf of CITY in any capacity whatsoever as an agent. CONTRACTOR shall have no authority, express or implied, pursuant to this AGREEMENT to bind City to any obligation whatsoever.

28. DRUG FREE WORKPLACE: CONTRACTOR certifies that it is following and in compliance with Sections 8350 - 8355 of Chapter 5.5 of the Government Code, Drug Free Workplace Act whereby each person or organization awarded a contract/purchase order or grant for the procurement of any property or service from any state agency (city) shall certify to the contracting or granting agency that it will provide a drug free workplace.

29. ASSIGNMENT:

Neither this AGREEMENT nor any SERVICES hereunder shall be subcontracted or assigned by CONTRACTOR without the prior written consent of the CITY in each and every instance.

30. WAIVER:

31. HEADINGS NOT CONTROLLING:

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

32. MISCELLANEOUS:

Time is of the essence in CONTRACTOR’s performance under each provision of this AGREEMENT.

33. ENTIRE AGREEMENT:

This Agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this AGREEMENT which vary from CONTRACTOR’S bid are controlling and are deemed accepted by CONTRACTOR by performance of any SERVICES or other commencement of performance hereunder. The terms and conditions of the IFB, attached hereto as Exhibit C, are incorporated herein. In the event of a conflict between the IFB and this AGREEMENT, this #4..
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50 AGREEMENT shall control. All previous bids, 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 or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by the parties.

34. 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.
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51 IN WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this Agreement by its City Manager and attested by its City Clerk under authority of Resolution No. 2024-_______, adopted by the Council of the City of Modesto on the _____________ day of _____________________, 2024 and _____________________has caused this Agreement to be duly executed.

CITY OF MODESTO, CONTRACTOR
A municipal corporation
By: __________________________ By: _________________________________ JOSEPH P. LOPEZ, (Signature)
City Manager
By: _________________________________
(Name & Title)
ATTEST: Date: _______________________________
By: __________________________

DIANE NAYARES-PEREZ, CMC,
City Clerk

(SEAL)

APPROVED AS TO FORM:

By: ____________________________
JOSE M. SANCHEZ,
City Attorney
By: ____________________________
JOE F. RODRIQUEZ,
Risk Manager
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

March 04, 2024
Date: February 13, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice-Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: William Wong, Director of Utilities
SUBJECT: First Amendment to the Agreement with Duke’s Root Control Service for Sewer Root Control Services
CONTACT: Jeff Daniels, Acting Wastewater Division Manager, [email protected], 209-577-6255
DESCRIPTION:

Consider the First Amendment to the Agreement with Duke’s Root Control Service for the provision of Sewer Root Control Services to a revised total amount not to exceed $551,758 over five years; and forwarding to Council for approval. (Funding Source: Wastewater Fund) STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s 2020-2025 Strategic Plan Initiatives Goal D:

Provide safe, efficient, and reliable infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

The Utilities Department, Wastewater Division requires services to control and prevent root intrusion in the sewer pipes. As tree roots enter the sewer system pipes through cracks and joints, they create blockages and impede normal system flows. This often results in a sanitary system overflow (SSO). In addition, damage to the pipes lead to significant repair costs and the risk of hefty fines from the State and exposure to lawsuits from Environmental groups in the event SSOs occur.

Chemical root control is the most efficient and effective method of managing root intrusion into the sewer pipes due to it requiring less time, labor, and equipment while not adversely affecting the trees. The City has successfully used this method of root control for several years.

On July 06, 2021, by Resolution No. 2021-266, Council approved an agreement for the furnishing of root control services with Duke’s Root Control, Inc., Syracuse, NY, for a two (2) #5..
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Economic Development Committee, March 04, 2024
First Amendment to the Agreement with Duke’s Root Control Service for Sewer Root Control Services

Page 2 of 3 ends

year agreement with three (3) one-year extension options, for an estimated annual amount of $65,879, and a total amount not to exceed $329,395 over five (5) years.

DISCUSSION:

The treatment of roots within the sewer system is an on-going process. Sewer lines are treated for roots on a three-year cycle due to the effectiveness of treatment and rate of root regrowth.

Once Staff identifies roots within a sewer pipeline, these locations are placed on regular root treatment preventative maintenance (PM) schedules. Over the years, staff has continued to identify new locations within the system requiring treatment. As the number of sewer lines with active root treatment PMs continues to grow, the agreement amount is no longer enough to treat all of sewer lines according to the schedule. As a result, sewer root control has often been delayed or rolled over to the next year to stay within Agreement constraints. This has created a compounding effect over time and requires an increase to the agreement to ensure all lines receive root treatment in a timely manner.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $100,000 for material, equipment, or contractual services to be formally bid. However, exceptions to the formal bidding process are granted in MMC 8-3.204 “Where the Purchasing Manager, in his or her discretion, determines that it is appropriate to amend the services or goods provided under an existing agreement to include additional similar goods or services, of limited quantity or scope, in order to increase efficiency and avoid delays or disruptions to City projects or services. It was determined that the overall need for this service, in terms of PM work orders has increased since the establishment of the original agreement. Due to this increase, it is necessary to increase the annual spend limits and the resulting five-year spend limit in order to avoid postponing maintenance within the City’s collection system. Deferred maintenance will result in an increase in SSOs which must be reported to the State and could result in heavy fines.

FISCAL IMPACT:

The anticipated annual cost of $120,000, with an additional 25% included in years four (4) and five (5), will be absorbed within the current Fiscal Year (FY) 2023-24 and FY 2024-25 operating budget, (Wastewater Fund, Sewer Collections, Repair and Maintenance Account (4210-44211- 53100).

EXPENDITURES TO DATE
AY Pipe
Treated (Ft.)
Original Amount
Agreed Increase Additional 25%
New Annual
Agreed Expended
1 50,863 $65,879 $0 $65,879 $57,877
2 59,088 $65,879 $0 $65,879 $64,406
3 99,437 $65,879 $120,000 $120,000 $110,096

ANTICIPATED AGREEMENT EXPENDITURES
AY Est. Pipe
Treated (Ft.)
Original Amount
Agreed Increase Additional25%
New Annual
Agreed Est. Cost
4 105,903 $65,879 $120,000 $30,000 $150,000 $118,627
5 80,397 $65,879 $120,000 $30,000 $150,000 $87,974
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First Amendment to the Agreement with Duke’s Root Control Service for Sewer Root Control Services

Page 3 of 3 ends

ESTIMATED
TOTALS 395,688 $329,395 $360,000 $60,000 $551,758 $438,980 RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending the First Amendment increasing the Agreement amount with Duke’s Root Control Service, for Sewer Root Control Services by $54,121 from $65,879 to a revised annual estimated amount of $120,000, to be applied to agreement years three (3), four (4), and five (5), and an additional 25% to be included in agreement years four (4) and five (5), and a new total amount not to exceed $551,758; and forwarding to Council for approval.

Approved by:

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

1. First Amendment

2. Original Agreement
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FIRST AMENDMENT FOR SEWER AND ROOT CONTROL SERVICES
WITH DUKE’S ROOT CONTROL, INC.

This First Amendment to the Sewer and Root Control Services Agreement (the “First Amendment”) is entered into between the CITY OF MODESTO, a municipal corporation of the State of California hereinafter referred to as “CITY” and Duke’s Root Control, Inc., hereinafter referred to as “CONTRACTOR” entered into by the parties on the _____ day of _________________ , 2024.

RECITALS
This First Amendment is made with regard to the following recitals:

WHEREAS, CITY and CONTRACTOR previously entered into an Agreement for Sewer and Root Control Services dated July 6, 2021 (the “Original Agreement”), and WHEREAS, CITY and CONTRACTOR desire to amend the Original Agreement by increasing the previously approved estimated annual amount from $65,879 to an estimated annual amount of $120,000. All other provisions of the Original Agreement shall remain in effect.

NOW, THEREFORE, in consideration of this First Amendment, and the mutual promises, covenants, and stipulations contained in the Original Agreement for Sewer and Root Control Services and this First Amendment to the Original Agreement, the parties agree as follows:

1. Section 1e “Scope of Work”, paragraph 1, the following is removed and replaced with:
“CONTRACTOR shall furnish said services at the follow agreement rates, for an estimated annual amount of $120,000 and a total amount not to exceed $551,758.”

2. Except as provided for in this First Amendment, all other terms and conditions of the Original Agreement, as previously amended, shall remain in full force and effect.

IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this First Amendment to Original Agreement for Sewer and Root Control Services by its City Manager and attestation by its City Clerk under authority of Resolution No. ___________, adopted by the Council of the City of Modesto on the ________ day of _____________, 2024, and Duke’s Root Control, Inc. has caused this First Amendment to be duly executed as of the Effective Date. #5..
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1 AGREEMENT
This Agreement, made and entered into in the City of Modesto, State of California, this 6th day of July, 2021, by and between the City of Modesto, a municipal corporation of the State of California, hereinafter called CITY, and Control, Inc., hereinafter called CONTRACTOR, W I T N E S S E T H:

WHEREAS, the Modesto City Council adopted Resolution No. 2021-____ authorizing the award of bid and agreement for the SEWER ROOT CONTROL SERVICES to CONTRACTOR, attached hereto as Exhibit and made a part hereof, and
WHEREAS, the CONTRACTOR provided a responsive and responsible bid submittal that best meets the CITY needs, , and
WHEREAS, the CITY and CONTRACTOR shall enter into an agreement for the SEWER ROOT CONTROL SERVICES as described in RFB 2021-32,
hereof, and
NOW, THEREFORE, the parties hereto mutually agree as follows:

1. SCOPE OF WORK:
a) CONTRACTOR shall furnish all labor, materials, equipment, fuel, tools, licenses, and insurance necessary to perform and complete the required work as specified in Exhibit B and in strict accordance with the conditions of the complete agreement. b) CONTRACTOR shall do and perform the work contemplated hereby in a good and workmanlike manner under the direction of and to the satisfaction of the City Representative. c) CONTRACTOR shall maintain proper insurance with the CITY for the duration of the agreement.
d) CONTRACTOR shall maintain a CITY business license for the duration of the agreement. e) CONTRACTOR shall furnish said services at the following agreement rates, for an estimated annual cost of $65,879.

AGREEMENT PRICING
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2 Description
Pipe Size Unit
Payment of Prevailing Wages
Required
Unit Price
4" Linear Foot $0.99/LF
6" Linear Foot $1.09/LF
8" Linear Foot $1.09/LF
10" Linear Foot $1.23/LF
12" Linear Foot $1.32/LF
Linear Foot $1.84/LF
Linear Foot $2.65/LF

2. PREVAILING WAGES:

The payment of prevailing wages is required for maintenance under this agreement and all provisions of Section 7.04 of the General Provisions contained with the CITY standards shall apply.

DIR Project ID#: 371146

3. CITY REPRESENTATIVE:

City Representative: Robert Englent, (209) 577-6222
Purchasing: Carol Wattle, Buyer (209) 577-5406
The CITY Representative is not authorized to commit the CITY to changes in specifications, requirements, or scope of work, changes in price(s), period of performance or delivery date(s) or method of shipment. Changes of a contractual or business nature shall be effective only by written change to the agreement, issued by the City of Modesto, Purchasing Division.

4. TERM OF AGREEMENT:

The term of the agreement shall be for a period of two (2) years, with three (3) one-year extension options at the sole discretion of CITY, for a total of up to five (5) years.

Year 1: July 6, 2021 through July 5, 2022
Year 2: July 6, 2022 through July 5, 2023
Year 3: July 6, 2023 through July 5, 2024
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3 Year 4: July 6, 2024 through July 5, 2025
Year 5: July 6, 2025 through July 5, 2026
Pricing as set forth in Section 1.e. above shall remain firm for the first two (2) years of the agreement.

Price increases for subsequent agreement years, three (3), four (4) and five (5), shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one agreement year, and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONTRACTOR in writing, ninety (90) days prior to the annual anniversary date of the agreement to be effective for the subsequent year.

5. LIABILITY INSURANCE:

The CONTRACTOR 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 City Clerk 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 registered mail, return receipt requested, for all of the following stated insurance policies.
a) General Liability - insurance with a minimum limit of liability per occurrence of $2,000,000 for bodily injury and property damage. The insurance shall indicate on the certificate of insurance the following coverage and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent and subcontractors; products and completed operations; and/or professional liability.
b) 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.
c) Workers' 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. #5..
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4 d) Pollution Liability - insurance with a minimum limit of $1,000,000 per claim and $2,000,000 policy aggregate.

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 CONTRACTOR shall promptly obtain a new policy, submit the same to Risk Manager via PINS for approval and submit a certificate thereof as hereinabove provided. Upon failure of the CONTRACTOR 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 CONTRACTOR to obtain and/or maintain any required insurance shall not relieve the CONTRACTOR from any liability under this agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the CONTRACTOR concerning indemnification. The CITY, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation.

S insurance policy(ices) 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.

S insurance coverage shall be primary
insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance insurance and shall not contribute with it.

6. PAYMENT:
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5 CONTRACTOR shall invoice CITY after time of service. All invoices shall be paid in full within thirty (30) days after completion and acceptance of the services by the CITY, and receipt of a properly prepared invoice, subject to cash discounts allowed and stated in this agreement. The CITY is exempt from payment of Federal Excise Tax, and all invoices shall be exclusive of such excise tax.

Invoice to: City of Modesto
Attn: Accounts Payable
P.O. Box 642
Modesto, CA 95353
Email to: [email protected]
At a minimum, invoices shall state the following:

Reference Annual Agreement #: 201869
CITY department/division name and address
Billing period
Service hours worked day and week
Service Location
Unit price, extended price, sales tax and total

7. INDEMNITY:

The CONTRACTOR shall hold the CITY, its agents, officials, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONTRACTOR, or its agents, officials, officers, employees, or volunteers relating to or during the performance of its obligations under this agreement.

S obligation to defend, indemnify, and hold the CITY, its agents, officials, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this agreement for CONTRACTOR to procure and maintain a policy of insurance. #5..
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6 8. ARBITRATION:

Any dispute or claim arising or related to this agreement, its performance, breach, or interpretation (including issues about its validity or enforceability), shall be exclusively, (except as approved below) resolved by final binding arbitration before the American Arbitration Association (AAA), utilizing its Commercial Arbitration Rules. One Arbitrator shall be selected using AAA procedures. The arbitrator shall use all reasonable efforts to minimize discovery and to complete the arbitration proceedings as expeditiously as possible. The arbitrator shall render a written decision within thirty (30) calendar days of the hearing. The a
exemplary damages, and the parties hereby agree to waive and not seek such damages. Either party may seek judicial relief to compel the other party to comply with the provisions of this section, or injunctive or other equitable relief to protect its intellectual property rights, provided (unless prohibited by applicable law) that the remainder of the dispute or claim is submitted to arbitration. The arbitration shall be held in Modesto California; both parties give their irrevocable consent to jurisdiction of courts of or in the State of California, as well as processes of the AAA in California. Awards shall be final, binding and non-appealable (except on the minimal grounds required under the Federal Arbitration Act or other applicable law). All awards may be filed with one or more courts, state, federal or foreign having jurisdiction over the party against whom such award is rendered or its property, as a basis of judgment and of the issuance of execution for its collection.

9. GOVERNING LAW:

This agreement shall be deemed made in, governed by, performed in, and construed and enforced in accordance with the laws of the State of California, without giving effect to its conflicts of laws provisions or principles.

10. COMMENCEMENT AND COMPLETION OF THE WORK:

The work contemplated herein shall be commenced after the agreement administrator receives and has on file:

Proofs of insurance (approved by Risk Management); and
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7 Business License; and
Executed Agreement and all exhibits thereto.

11. TERMINATION OF SERVICES:

Termination by CITY for Default of CONTRACTOR
Should CONTRACTOR 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 notification to CONTRACTOR. 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 CONTRACTOR, dishonesty or theft.

Termination by CITY for Convenience
The CITY may also terminate the CONTRACTOR'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 day written notice of its intent to terminate the agreement for convenience, and shall endeavor to provide the CONTRACTOR 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 CONTRACTOR shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subcontractors and agents are notified of such #5..
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8 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, 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 subcontractors but in no event shall recovery by any CONTRACTOR or subcontractor 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 CONTRACTOR 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, CONTRACTOR shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONTRACTOR'S work on the project.
i. The CONTRACTOR understands and agrees that CITY may, in CITY'S sole discretion, refuse to pay CONTRACTOR for that portion of CONTRACTOR'S services which were performed by CONTRACTOR on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.
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9 CITY will pay CONTRACTOR an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the CONTRACTOR after 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 subcontractor 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 CONTRACTOR as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONTRACTOR.

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 CONTRACTOR decision to the
City Council. The CONTRACTOR shall appeal by notifying the City Clerk in writing within ten (10) calendar days after receipt of written notification from CITY of termination 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.

12. COMPLIANCE WITH ALL LAWS:

CONTRACTOR hereby agrees that CONTRACTOR and its subcontractors, if any, in the performance of the work described, designated and shown upon the plans herein referred to, will comply with all federal, state, county and municipal laws, rules and regulations which may be applicable to the work herein contracted for, whether now in existence or hereafter adopted.

13. AGREEMENT DOCUMENTS:
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10 The complete agreement between the parties hereto consists of this agreement and the following documents which are incorporated herein by this reference:
a. Resolution No. 2021-_______;
b. CONTRACTOR submittal;
c. 2021-32
d. Insurance Certificates,
These documents include important legal requirements, procedures and restrictions and should be reviewed by CONTRACTOR. They are available for review during normal business hours in the Department of Finance, Purchasing Division. All documents specified above are intended to operate so that any work called for in any one and not mentioned in the other, or vice versa, is to be executed the same as if mentioned in all said documents.

14. NOTICES:

Any notice, payment or instrument required or permitted by this agreement to be given or delivered to either party shall be deemed to have been received when personally delivered, or one calendar week following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows:

CONTRACTOR:
1020 Hiawatha Blvd W
Syracuse, NY 13204

CITY: City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353

Each party may change its address for delivery of notice by delivering written notice of such change of address to the other party.

15. SIGNATOR (IES) FOR CONTRACTOR:
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11 The undersigned signature (ies) for CONTRACTOR warrant(s) and represent(s) those he/she/they is/are legally competent to execute the agreement and has/have full authority to execute this agreement.

16. ASSIGNMENT:

Neither this agreement nor any portion thereof shall be subcontracted or assigned without the written consent of the CITY in each and every instance.

17. 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.

18. HEADINGS NOT CONTROLLING:

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

19. MISCELLANEOUS:

Time is of the essence in every provision of this agreement.

20. ENTIRE AGREEMENT:

This agreement and its exhibits contain the entire understanding between CONTRACTOR and CITY. Additional or new terms contained in this agreement which vary f controlling and are deemed accepted by CONTRACTOR by shipment of any article or other commencement of performance hereunder. All previous bids, 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 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.

21. PARTIAL INVALIDITY:
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12 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.

WITNESS WHEREOF, the CITY OF MODESTO, a municipal corporation, has authorized the execution of this agreement in duplicate by its City Manager and attested by its City Clerk under authority of Resolution No. 2021-_______, adopted by the Council of the City of Modesto on the 6th day of July, 2021 and Dukes Root Control, Inc., as caused this agreement to be duly executed. #5..
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CITY OF MODESTO,
a municipal corporation
BY: ____________________________
JOSEPH P. LOPEZ, City Manager
ATTEST:
(Seal)
BY: ____________________________
STEPHANIE LOPEZ, City Clerk
CONSULTANT, ________________________________ BY: ____________________________ By _____________________________
Name Title
BY: ____________________________
By _____________________________
Name Title
APPROVED AS TO FORM:

BY: ____________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:

BY: ____________________________
JILES SMITH II, Risk Manager
ID # ___________
* Corporations - signature of two (2) officers
required or one (1) officer plus corporate seal.

Partnership - signature of a partner required Sole
Proprietorship - signature of proprietor
required
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

March 04, 2024
Date: February 14, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice-Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: Agreement with Visit Modesto for J & 10th St. Lighting and Safety Pilot Project CONTACT: Trevin Barber, Economic Development Manager
[email protected], 209-860-1251
DESCRIPTION:

Consider a Modesto Forward Grant Agreement for the J & 10th St. Lighting and Safety Pilot Project (the Project) with Visit Modesto for a total amount not to exceed $251,000 and forwarding to Council for approval. (Funding Source: American Rescue Plan Act Funds) STRATEGIC PLAN ELEMENT:

The recommended action supports the City’s Strategic Plan Area of Focus: Quality of Life:
 Goal A: “Improve community safety and quality of life through a combination of prevention and intervention efforts that address safety and its underlying issues”.  Goal B: “Increase pride in Modesto’s diverse neighborhoods and business districts through beautification efforts and by investing in community assets and amenities.” BACKGROUND:

Strategic Plan Implementation
The downtown area of Modesto has been historically challenged with a stubborn perception of high crime. Consumer sentiment has a strong influence on the success and the vibrancy of restaurants, retailers, and business. These perceptions have posed significant challenges for the City and have influenced the development of strategic plans and initiatives aimed at improving perception of safety and quality of life in the downtown area. The City’s efforts to address these issues include the Downtown Master Plan and the Strategic Plan, both of which include measures aimed at enhancing safety and reducing crime. These measures include improved lighting, enhanced pedestrian and bicycle connectivity, and downtown beautification efforts.

The Modesto Strategic Plan 2020-2025 was developed as a roadmap to ensure the City’s prosperity and innovation. It focuses on three main areas: Quality of Life, Economic Vitality, and #6..
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Governance and Service Delivery. The plan aims to engage community partners to ensure consistent policies for the safety, resilience, and attractiveness of Modesto. It also seeks to retain and attract residential, commercial, and industrial development to meet the community’s needs today and for the next generation.

One of the key goals of the plan is to invest in beautification efforts. This includes increasing pride in Modesto’s diverse neighborhoods and business districts through beautification efforts and by investing in community assets and amenities. The aim is to improve community safety and quality of life through a combination of prevention and intervention efforts that address safety and its underlying issues.

In alignment with the Strategic plan, the Modesto Downtown Master Plan was developed to realize the potential of the city’s downtown area, which is essential to the health of the greater city. The plan was presented to the City of Modesto Planning Commission on August 3, 2020, and was unanimously approved by the City Council on August 11, 2020, by Resolution No. 2020-334. The plan was informed by in-depth conversations with stakeholders and included a Design Charrette that engaged the community in meaningful ways.

The plan addresses improved parking, attractive public spaces, such as tiny parks and plazas, and opportunities for housing, transit, and other elements of a successful downtown. It also includes strategic infill development at key nodes to create neighborhood-scale housing and amenities, enhanced pedestrian and bicycle connectivity using road diets and one-way to twoway street conversions.

Modesto Forward Implementation
The City of Modesto received an allotment of funds from the United States Department of Treasury through the Coronavirus Local Recovery Fund established by the American Rescue Plan Act (ARPA).

On May 25, 2021, by Resolution No. 2021-194, Council approved the Pandemic Recovery Strategy – Modesto Forward, hereinafter referred to as “Modesto Forward,” to support local recovery from the pandemic utilizing ARPA funding.

In alignment with the City’s 2020-2025 Strategic Plan, Modesto Forward includes three post pandemic funding initiatives to help the community exit the pandemic period focused on Economic Vitality, Governance and Service Delivery, and Quality of Life. Economic Vitality initiatives are intended to improve the economic vitality of the community; Governance and Service Delivery initiatives are intended to improve the organization and service delivery for residents; and Quality of Life initiatives are intended to improve the quality of life for residents.

Modesto Forward includes an outlined spending plan for Quality of Life initiatives such as Downtown Beautification. The Modesto Forward plan allocated $700,000 in funding to support the “Downtown Beautification.”
Since April 2022, Visit Modesto, working with the Downtown Improvement District and the Downtown Modesto Partnership along with private businesses developed a Phase I plan for Entertainment District Safety and Community Lighting for a proposed project titled “J & 10th St.

Lighting and Safety Pilot Project” at the intersection of J Street and 10th Street. Initial project concept is provided in Attachment 1.
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Community Oriented Solutions
After careful and diligent study throughout the past few years, the J & 10th St. Lighting and Safety Pilot Project was conceived by community members as a response and potential solution to the problems perceived in downtown. In April 2022, Modesto community business organizations began work with community partners to develop a plan for improved downtown lighting. More specifically, the intent was to work together to create a cohesive downtown entertainment district lighting and safety corridor plan with the following goals:
 Create a standardized template for pedestrian and safety lighting in downtown Modesto.  Create a lighting atmosphere that provides a greater sense of safety for pedestrians.  Create a visual deterrent to mischievous activity after businesses are closed.  Enhance the downtown visitor experience that will drive increased sales to the businesses of the downtown district.

The committee included experts in the itinerant disciplines of engineering, electrical contractors, and community benefit organizations and was comprised of Collins Electrical Company, GHG Structural, Pezzoni Engineering, Inc., O’Dell Engineering, Downtown Improvement District, Visit Modesto, and the Downtown Modesto Partnership.

To date, the committee has already donated to the Project a cost of $44,835 in topographical work, engineering plans, renderings, and tests. The committee began testing lighting last year along J Street by installing a string of globe lights between the pedestrian-level light poles. The test provided data points such as necessary tensile strength to achieve the idea curvature and path of the stringed lights. The proposed pilot project was designed to serve as a template for other intersections downtown.

DISCUSSION:

Staff is recommending the approval of the Agreement with Visit Modesto for the J & 10th St.

Lighting and Safety Pilot Project to support the Modesto Forward’s Quality of Life initiative.

Downtown beautification is an integral part of Modesto’s strategic plans and studies have shown that increasing lighting in downtown areas can enhance the perception of safety and boost retail spending, contributing to the overall vitality and attractiveness of these areas.

A study published in the Security Journal found that brighter street lighting leads individuals to feel safer. Over half of the survey respondents were willing to pay an additional $400 per year in taxes to finance a program that would replace dim yellow streetlights with brighter LED lights.

The study also found that better ambient lighting leads people to feel safer when spending time outdoors in their community.

Retailers and researchers have been studying lighting for a long time. Yu-Fong Lin and SoYeon Yoon from the Department of Applied Arts, Fu Jen Catholic University, and the 1Department of Design & Environmental Analysis, Cornell University, respectively, found that efficient lighting can help customers with wayfinding, increasing the average spend per customer. A study conducted in 2015 2found that the LED-lit portion of a supermarket sold 2% 1 Kaplan, J., Chalfin, A. Ambient lighting, use of outdoor spaces and perceptions of public safety: evidence from a survey experiment. Secur J 35, 694–724 (2022).
2 Citation: Lin, Y. F., & Yoon, S. Y. (2015). Exploring the Effects of Lighting on Consumer Responses in a Retail Environment using 3D Walk-Through Animation. Archives of Design Research, 28(2), 5-25 #6..
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more products per customer over the study period. High-quality lighting can make products appear fresher and more attractive. LED lights, which used to give off a pallid glow, now offer warmer, more vibrant shades of light. These findings suggest that improved lighting can increase retail spending by making the shopping environment more appealing and products more attractive to customers—assisting retailers in a sustained recovery from COVID closures.

Research has also shown the impact of daylighting on retail spending. Daylighting, in the context of urban planning, refers to the practice of improving visibility at intersections by clearing them of obstructions like parked cars. The idea behind daylighting is that if intersections are clear or “brighter,” then drivers, pedestrians, and cyclists would all be able to see one another better. Better sightlines lead to a reduced likelihood of crashes. This increased visibility can contribute to a sense of safety and security, making commercial corridors and downtown areas more appealing to pedestrians and businesses. This can lead to increased foot traffic, which can boost local businesses and contribute to the economic vitality of the area.

The Project will provide enhanced and visually appealing lighting to the intersection of J & 10th street in Downtown Modesto with hopes to positively impact the consumer experience, both locals and visitors, and leave a lasting impression of Downtown Modesto.

The Project will involve moving the existing light poles at the intersection of J & 10th street in Downtown Modesto to be in a 90-degree position from each other. Underground work will be needed along with electrical work for the poles. Poles will be installed to provide more clearance height for the lighting to span across the intersection. Near the top of the poles, security cameras (operated by the Modesto Police Department) will be relocated and reinstalled, of which will require additional electrical and wiring work. The proposed plans also include for banners to be installed on the poles along with any necessary hardware, labor and miscellaneous costs associated for the Project.

Visit Modesto is requesting $251,000 for the estimated remaining amount towards the capital for the completion of the project. Should there be any remaining cost needed for the completion of the Project, Visit Modesto will solicit and/or fund the remaining balance. Visit Modesto will also coordinate and fund any regular maintenance needed for the lighting for two years.

FISCAL IMPACT:

The project is currently budgeted in the Modesto Forward ARPA grant allocation for Downtown Beautification, Project Number 101401 which was $700,000 as of January 05, 2024. The proposed Grant Agreement will not exceed $251,000. There is no impact to the General Fund.

Estimated remaining costs for the Project as outlined below:

J and 10th St. Lighting and Safety Pilot Project
Activity Costs
Above Grade Project $169,000
Below Grade Infrastructure $72,000
Hardware, Enhancements & Other Costs $10,000
Total Remaining Project Budget $251,000
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CEQA/NEPA REQUIREMENTS:

CEQA/NEPA requirements will be completed prior to construction.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending a Modesto Forward Grant Agreement for the J & 10th St. Lighting and Safety Pilot Project (the Project) with Visit Modesto for a total amount not to exceed $251,000 and forwarding to Council for approval.

Approved by:

Jessica Hill, Director of Community and Economic
Development
Joseph P. Lopez, City Manager
Attachments:

1. Draft Agreement with Visit Modesto ARPA funding

2. Attachment 1 – Initial Project Concept – J & 10th Street Lighting and Safety Pilot #6..
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Funding Contribution Agreement – Visit Modesto, Inc.

CITY OF MODESTO PANDEMIC RECOVERY STRATEGY

MODESTO FORWARD GRANT AGREEMENT
This Modesto Forward Grant Agreement (“Agreement”) is entered into in the City of Modesto, State of California, this ____ day of ____________ 2024 (“Effective Date”) by and between the City of Modesto, a California municipal corporation (“City”), and the Visit Modesto, Inc., a California nonprofit corporation (“Recipient”). The City and Recipient shall be collectively referred to hereinafter as the “Parties”.

This Agreement is made with regard to the following recitals:

WHEREAS, the City received an allotment of funds from the United States Department of Treasury through the Coronavirus Local Fiscal Recovery Fund established by the American Rescue Plan Act (“ARPA”); and
WHEREAS, on May 25, 2021, by Resolution No. 2021-194, Council approved the Pandemic Recovery Strategy – Modesto Forward, hereinafter referred to as “Modesto Forward”, to support local recovery from the pandemic; and WHEREAS, in alignment with the City’s 5-Year Strategic Plan, Modesto Forward includes three post pandemic funding initiatives to help the community exit the pandemic period and focused on Economic Vitality, Governance and Service Delivery, and Quality of Life; and WHEREAS, Economic Vitality initiatives are intended to improve the economic vitality of the community; Governance and Service Delivery initiatives are intended to improve the organization and service delivery for residents; and Quality of Life initiatives are intended to improve the quality of life for residents; and
WHEREAS, Modesto Forward includes a comprehensive spending plan, which may include ARPA funding, to programs and projects for Quality of Life that includes the Downtown Beautification initiative; and
WHEREAS, on March 12, 2024, the City Council adopted Resolution No. 2024-XXX, awarding a grant of Two Hundred Fifty-One Thousand Dollars ($251,000) to Recipient for the purposes set out in Exhibit A, subject to the terms and conditions set out in this agreement.

NOW THEREFORE, the City and Recipient agree as follows:

1. Term
The term of this Agreement (the “Term”) shall commence upon the effective date.

Scope of Work (Exhibit A) deliverables must be completed by December 31, 2026; the Agreement shall terminate upon fulfillment of Federal reporting requirements (Exhibit B), no later than January 15, 2027.
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Funding Contribution Agreement – Visit Modesto, Inc.

2. Grant Award
A. The City shall provide Recipient with a grant of City of Two Hundred Fifty-One Thousand Dollars ($251,000) (the “Grant”) for the purposes and activities further specified in Exhibit A, attached hereto and incorporated by referenced (the “Activities”). Disbursement of the Grant is dependent upon Recipient providing all records and documentation reasonably required by the City.

B. Recipient shall expend the Grant solely on the Activities, as specified in Exhibit A.

Recipient shall not use the Grant for any other purpose or activity without the prior written consent of the City.

C. The Recipient shall operate within the territorial limits of the City of Modesto and the beneficiaries, if any, of the Activities shall be the residents of the City of Modesto.

D. Recipient shall expend the entirety of the Grant by no later than December 31, 2026.

Any portion of the Grant that has not been expended by December31, 2026 shall be returned to the City no later than January 10, 2027.

3. Recipient’s Obligations
A. Throughout the Term of this Agreement, the Recipient shall obtain and maintain all licenses, permits, qualifications and approvals legally required to conduct business.

The Recipient warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to perform the Activities specified by this Agreement. Recipient shall perform the Activities requires pursuant to this Agreement according to the standards observed by a competent practitioner of the profession in which Recipient is engaged.

B. The Recipient shall provide appropriate acknowledgement of the Grant by using the City’s logo or making a written acknowledgement in its publicity, promotional materials, information materials, press materials, at public occasions relating to the Activities, and on any website maintained by the Recipient.

4. Quarterly Reporting Requirements
Recipient shall submit quarterly reports to the City on the form attached hereto as Exhibit D, and incorporated herein by reference, or on such other form as required by the City.

5. Annual Reporting Requirements
Recipient shall submit an annual report, in accordance with the requirements set forth in Exhibit C, attached hereto and incorporated herein, to the City within 180 days of the end of the Recipient’s fiscal year in a form approved by the City. The annual report shall #6..
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be in addition to the reporting required by Section 4, and shall include, but not limited to:

A. Summary of activities and accomplishments, mandate and/or mission of the organization;
B. List of Board Directors with title, contact information and mandate term of each Director;
C. Organizational Chart;
D. Project/Program Expenditures-to-date (including receipts); E. Any other information reasonably requested by the City.

6. Audit Requirements
A. In addition to all other reports and records required by this Agreement, the Recipient shall keep and make available proper books of account and records of the financial management of the Grant provided under this agreement, in accordance with generally accepted business and accounting practices. Such records shall include, but not be limited to, records providing a full description and accounting of each activity undertaken.

B. Recipient agrees to keep all necessary books and records required by this Agreement for five (5) years following the end of this Agreement, and shall document all transactions so that all expenditures may be properly audited.

C. Recipient agrees that City or any authorized representative has access to and the right to examine all records, books, papers, or documents related to the project.

Recipient shall allow the City or any authorized representative access to all records, books, papers, or documents related to the project within forty-eight (48) hours of a request to examine.

7. Preservation of Assets
Any assets purchased with the Grant, the cost of which exceed $5,000, shall be preserved by the Recipient and shall not be sold, leased, given away or otherwise disposed of prior to the end of the useful life of the asset without prior written consent of the City.

8. Termination, Suspension and/or Repayment of Grant
The City may terminate, suspend and/or require repayment of the Grant in the event of any of the following circumstances, after notice from the City and a reasonable opportunity to cure:

A. The Recipient fails to provide the Activities, or any portion of the Activities, described in Exhibit A of this Agreement or substandard performance of the Activities;
B. The Recipient suspends or fails to carry on and continuously conduct its operations, or there is a disruption on the performance of the Activities; C. The Recipient has a partisan political affiliation and/or participates in partisan political activities.
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D. The Recipient uses the Grant for a purpose or activity other than those specified in Exhibit A.

E. The Recipient becomes bankrupt or insolvent, goes into receivership or becomes subject to the provisions of any bankruptcy, insolvency, or any other Act for the benefit of creditors, or makes a general assignment for the benefit of its creditors or otherwise acknowledges its insolvency;
F. The Recipient fails to provide to the City with any report, record, or documentation required by this Agreement, or fails to provide any documentation requested by the City in accordance with the terms of this agreement;
G. The Recipient has made any material misrepresentation to the City or its representatives with respect to any of the matters contained herein and/or in the Recipient’s funding submission/proposal/application for the Grant, or which have been made or may be made in the future surrounding these matters; H. The Recipient breaches any term of this Agreement, after notice from the City and a reasonable opportunity to cure the breach;

9. Compliance with Applicable Laws
Recipient shall carry out, and cause its contractors, consultants, employees and agents to carry out, the Activities, in compliance all applicable federal, state and local laws, rules, ordinances and regulations, including without limitation and to the extent applicable, the prevailing wage provisions of the federal Davis-Bacon Act and implementing rules and regulations and state prevailing wages pursuant to Labor Code Section 1770 et seq. Without limiting the foregoing, Recipient shall comply with ARPA, the regulations implement ARPA (31 CFR Part 35), any interpretative guidance issued by the United Stated Department of Treasury, and those Grant terms and conditions attached hereto as Exhibit B, and incorporated herein.

10. Non-Assignment
The Recipient shall not assign this Agreement, the Grant, or any part thereof, without the Prior written consent of the City. Any assignment in violation of this section shall require an immediate repayment of the Grant to City by the Recipient.

11. Indemnity and Liability
A. The Recipient shall indemnify , defend with counsel acceptable to City, and hold harmless the City, its officials, officers, employees, and agents (“Indemnitees”) from and against all liability, loss, cost, expense (including without limitation attorneys’ fees and costs of litigation), claim, demand, action, suit, judicial or administrative proceeding, penalty, deficiency, fine, order, and damage (all of the foregoing collectively “Claims”) which, directly or indirectly, arises out of or relates to this Agreement or the performance of the Activities, except to the extent the Claims arise from the gross negligence or willful misconduct of City. #6..
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B. The City shall not be liable to the Recipient or any other party in relation to the Grant and/or the services provided by the Recipient pursuant to the terms of this agreement. The Recipient shall be solely responsible for the payment of any individuals employed, engaged or retained by the Recipient for the purpose of assisting it in the fulfilment of its obligations under this agreement.

12. Insurance
The Recipient 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 Recipient shall provide, and shall require its subcontractors to 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 Recipient 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.
(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 The Recipients 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.
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(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 Recipient 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 Recipient 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 Recipient to obtain and/or maintain any required insurance shall not relieve the Recipient from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Recipient concerning indemnification. The City, its agents, 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 The Recipient for the City. The Recipient'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 Recipient must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

THE RECIPIENT 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, THE RECIPIENT 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 RECIPIENT’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 RECIPIENT’S insurance and shall not contribute with it.

13. Non-Discrimination
Recipient shall not discriminate, on the basis of a person’s race, religion, color, national origin, age, physical or mental handicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Recipient under this Agreement. Recipient shall #6..
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comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Recipient, including but not limited to the satisfaction of any positive obligations required of Recipient thereby.

14. NOTIFICATION
Any notice, communication, amendment, addition or deletion to this Agreement, including change of address of either Party during the term of this Agreement, which Recipient or City shall be required or may desire to make shall be in writing and may be personally served or, alternately, sent by prepaid first class mail to the respective Parties as follows:

To City:

City of Modesto
Attn: Jessica Hill, Director of Community and Economic Development 1010 10th Street
Modesto, CA 95353
To Recipient:

Visit Modesto, Inc.

Attn: Todd Aaronson, CEO
1008 12th Street
Modesto, CA 95354

15. SEVERABILITY
If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or City statute, ordinance or regulation; the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.

16. 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 #6..
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court having jurisdiction, and the award 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 the Recipient 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 The Recipient so long as any issues presented by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by the Recipient 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 the Recipient. 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 that depositions be taken and other discovery be made. Both City and the Recipient 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 the Recipient 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.

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.
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The Recipient shall include in all subcontracts a specification whereby the subcontractor consents to being joined in an arbitration between City and The Recipient involving the work of the subcontractor to be joined. The Recipient’s failure to do so shall be a breach of this Agreement.

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.

17. INDEPENDENT PARTIES
Nothing in this Agreement is intended to or shall establish the Parties as partners, coventurers, or principal and agent with one another. At all times during the term of this Agreement, Recipient and City shall be independent parties, and Recipient shall not be an employee of the City. Except as Recipient may specify in writing, Recipient shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Recipient shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. At all times during the term of this Agreement, Recipient and

18. ENTIRE AGREEMENT
This Agreement, including the exhibits attached hereto, represents the entire and integrated agreement between City and Recipient and supersedes all prior negotiations, representations, or agreements, either written or oral. No amendment of any of the terms or provisions of the Agreement shall be deemed valid unless it is in writing and signed by both Parties.

19. GENERAL PROVISIONS
A. Binding Agreement. This agreement shall be binding on and inure to the benefit of the City, the Recipient and their respective successors and assigns. Nothing contained in this Agreement is intended to or shall be deemed to confer upon any person, other than the Parties and their respective successors and assigns, any rights or remedies hereunder.

B. Severability. Any provision of this agreement, which is or becomes prohibited or unenforceable in any jurisdiction, shall not invalidate or impair the remaining provisions of this agreement which shall be deemed severable from the prohibited or unenforceable provision and any prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable that provision in any other jurisdiction.

C. Waiver. The fact that the City refrains from exercising a remedy it is entitled to exercise under this agreement shall not be considered to be a waiver of such right and, furthermore, partial or limited exercise of a right conferred upon the City shall not prevent the City in any way from later exercising any other right or remedy under this agreement or other applicable law. No waiver of any breach #6..
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of any covenant or provision of this Agreement shall be deemed a waiver of any other covenant or provision hereof, and no waiver shall be valid unless in writing and executed by the waiving Party
D. Business License. Recipient will have a valid City of Modesto Business License.

E. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California, excluding chose of law rules.

F. Construction of Agreement. The section headings and captions used herein are solely for convenience and shall not be used to interpret this Agreement. The Parties acknowledge that this Agreement is the product of negotiation and compromise on the part of both Parties, and the Parties agree, that since all of the Parties have participated in the negotiation and drafting of this Agreement, this Agreement shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole, as if all Parties had prepared it.

G. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be an original and all of which taken together shall constitute one instrument. The persons executing this Agreement on behalf of Parties have been duly authorized to do so.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the effective date set forth above.
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EXHIBIT A – SCOPE OF WORK
PROJECT TITLE:

J & 10th Street Lighting and Safety Pilot Project
PROJECT OBJECTIVE:

Visit Modesto, working with Downtown Improvement District and Downtown Modesto Partnership along with private businesses, has developed a Phase I plan for Entertainment District Safety and Community Lighting at the intersection of J Street and 10th Street. The purpose in presenting this project to the City of Modesto is to create a safe, visually attractive, affordable, consistent, and sustainable template for continued lighting in Downtown Modesto.

This project will positively impact the consumer experience, both locals and visitors, and leave a lasting impression of Downtown.

GOALS:
 Create a standardized template for pedestrian and safety lighting in downtown Modesto  Create a lighting atmosphere that provides a greater sense of safety for pedestrians  Create a visual deterrent to mischievous activity after businesses are closed  Enhance the downtown visitor experience that will drive increased sales to the businesses of the downtown district
SCOPE:

The initiatives will comprise of a combination of the following deliverables; Lighting; Above Grade Project;
This portion of the original submission includes a topographical survey for downtown along J Street from east of 9th Street to the west of 12th Street including 10th and 11th Streets between I and K Streets. The actual project estimate for this portion of the project also includes; engineering plans for above ground construction, "White" Lighting Cables, Catenary/Down Safety Lights, above ground infrastructure (4 poles, aircraft cable, clevis, etc. required for construction) and all labor at prevailing wage required to tie into existing electrical grid for the City of Modesto. All insurance requirements for the project are also part of the estimated costs.

Lighting; Below Grade Infrastructure
This portion of the submission is required to maintain a rectangular design with 90- degree angles that would guarantee lighting is over all four pedestrian crosswalks of the intersection. The costs consider modifications and construction to move existing City electrical and labor at prevailing wage.

Hardware, Enhancements, and other costs.

This part of the submission considers the additional needs of the community and City at the intersection. Included in this portion are hardware as well as installation for banners for Downtown Improvement District programs, electrical outlet boxes for seasonal #6..
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lighting, infrastructure for Modesto Police Department cameras (cameras not included) as well as powder coating to match poles for any attachments identified at time of purchase for Above Ground Poles (4).

PROPOSED TIMELINE and BUDGET;
Current plans are focused on this project being completed before December 31, 2026, pending requirements and approvals by the City of Modesto in accordance with infrastructure and State of California codes.

Item Cost
Lighting; Above Grade Project $169,000
Lighting; Below Grade Infrastructure $72,000
Hardware, Enhancements & Other Costs $10,000
TOTAL GRANT REQUEST $251,000
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EXHIBIT B
U.S. DEPARTMENT OF THE TREASURY

CORONAVIRUS LOCAL FISCAL RECOVERY FUND

AWARD TERMS AND CONDITIONS

1. Use of Funds.
a. Recipient understands and agrees that the funds disbursed under this award may only be used in compliance with section 603(c) of the Social Security Act (the Act), U.S.

Department of Treasury’s (“Treasury”) regulations implementing that section, and guidance issued by Treasury regarding the foregoing.
b. Recipient will determine prior to engaging in any project using this assistance that it has the institutional, managerial, and financial capability to ensure proper planning, management, and completion of such project.

2. Period of Performance. The period of performance for this award begins on the date hereof and ends on December 31, 2026. As set forth in Treasury’s implementing regulations, Recipient may use award funds to cover eligible costs incurred during the period that begins on March 3, 2021, and ends on December 31, 2026.

3. Reporting. Recipient agrees to comply with any reporting obligations established by Treasury as they relate to this award.

4. Maintenance of and Access to Records
a. Recipient shall maintain records and financial documents sufficient to evidence compliance with section 603(c) of the Act, Treasury’s regulations implementing that section, and guidance issued by Treasury regarding the foregoing. b. The Treasury Office of Inspector General and the Government Accountability Office, or their authorized representatives, shall have the right of access to records (electronic and otherwise) of Recipient in order to conduct audits or other investigations. c. Records shall be maintained by Recipient for a period of five (5) years after all funds have been expended or returned to Treasury, whichever is later.

5. Pre-award Costs. Pre-award costs, as defined in 2 C.F.R. § 200.458, may not be paid with funding from this award.

6. Administrative Costs. Recipient may use funds provided under this award to cover both direct and indirect costs.

7. Cost Sharing. Cost sharing or matching funds are not required to be provided by Recipient.

8. Conflicts of Interest. Recipient understands and agrees it must maintain a conflict of interest policy consistent with 2 C.F.R. § 200.318(c) and that such conflict of interest policy is applicable to each activity funded under this award. Recipient and subrecipients must disclose in writing to #6..
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Treasury or the pass-through entity, as appropriate, any potential conflict of interest affecting the awarded funds in accordance with 2 C.F.R. § 200.112.

9. Compliance with Applicable Law and Regulations.
a. Recipient agrees to comply with the requirements of section 602 of the Act, regulations adopted by Treasury pursuant to section 602(f) of the Act, and guidance issued by Treasury regarding the foregoing. Recipient also agrees to comply with all other applicable federal statutes, regulations, and executive orders, and Recipient shall provide for such compliance by other parties in any agreements it enters into with other parties relating to this award.
b. Federal regulations applicable to this award include, without limitation, the following:
i. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards, 2 C.F.R. Part 200, other than such provisions as Treasury may determine are inapplicable to this Award and subject to such exceptions as may be otherwise provided by Treasury. Subpart F – Audit Requirements of the Uniform Guidance, implementing the Single Audit Act, shall apply to this award. ii. Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 25 is hereby incorporated by reference.
iii. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170, pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is hereby incorporated by reference.
iv. OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or condition in all lower tier covered transactions (contracts and subcontracts described in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Part 180 and Treasury’s implementing regulation at 31 C.F.R. Part 19. v. Recipient Integrity and Performance Matters, pursuant to which the award term set forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by reference.
vi. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20. vii. New Restrictions on Lobbying, 31 C.F.R. Part 21.
viii. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 (42 U.S.C. §§ 4601-4655) and implementing regulations.
ix. Generally applicable federal environmental laws and regulations. c. Statutes and regulations prohibiting discrimination applicable to this award include, without limitation, the following:
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i. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and Treasury’s implementing regulations at 31 C.F.R. Part 22, which prohibit discrimination on the basis of race, color, or national origin under programs or activities receiving federal financial assistance;
ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§ 3601 et seq.), which prohibits discrimination in housing on the basis of race, color, religion, national origin, sex, familial status, or disability; iii. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794), which prohibits discrimination on the basis of disability under any program or activity receiving federal financial assistance;
iv. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.), and Treasury’s implementing regulations at 31 C.F.R. Part 23, which prohibit discrimination on the basis of age in programs or activities receiving federal financial assistance; and
v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C. §§ 12101 et seq.), which prohibits discrimination on the basis of disability under programs, activities, and services provided or made available by state and local governments or instrumentalities or agencies thereto.

10. Remedial Actions. In the event of Recipient’s noncompliance with section 602 of the Act, other applicable laws, Treasury’s implementing regulations, guidance, or any reporting or other program requirements, Treasury may impose additional conditions on the receipt of a subsequent tranche of future award funds, if any, or take other available remedies as set forth in 2 C.F.R. § 200.339. In the case of a violation of section 602(c) of the Act regarding the use of funds, previous payments shall be subject to recoupment as provided in section 602(e) of the Act and any additional payments may be subject to withholding as provided in sections 602(b)(6)(A)(ii)(III) of the Act, as applicable.

11. Hatch Act. Recipient agrees to comply, as applicable, with requirements of the Hatch Act (5 U.S.C. §§ 1501-1508 and 7324-7328), which limit certain political activities of State or local government employees whose principal employment is in connection with an activity financed in whole or in part by this federal assistance.

12. False Statements. Recipient understands that making false statements or claims in connection with this award is a violation of federal law and may result in criminal, civil, or administrative sanctions, including fines, imprisonment, civil damages and penalties, debarment from participating in federal awards or contracts, and/or any other remedy available by law.

13. Publications. Any publications produced with funds from this award must display the following language: “This project [is being] [was] supported, in whole or in part, by federal award number SLFRP2096 awarded to County of Stanislaus by the U.S. Department of the Treasury.”

14. Debts Owed the Federal Government.
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a. Any funds paid to Recipient (1) in excess of the amount to which Recipient is finally determined to be authorized to retain under the terms of this award; (2) that are determined by the Treasury Office of Inspector General to have been misused; or (3) that are determined by Treasury to be subject to a repayment obligation pursuant to sections 602(e) and 603(b)(2)(D) of the Act and have not been repaid by Recipient shall constitute a debt to the federal government.
b. Any debts determined to be owed the federal government must be paid promptly by Recipient. A debt is delinquent if it has not been paid by the date specified in Treasury’s initial written demand for payment, unless other satisfactory arrangements have been made or if the Recipient knowingly or improperly retains funds that are a debt as defined in paragraph 14(a). Treasury will take any actions available to it to collect such a debt.

15. Disclaimer.
a. The United States expressly disclaims any and all responsibility or liability to Recipient or third persons for the actions of Recipient or third persons resulting in death, bodily injury, property damages, or any other losses resulting in any way from the performance of this award or any other losses resulting in any way from the performance of this award or any contract, or subcontract under this award. b. The acceptance of this award by Recipient does not in any way establish an agency relationship between the United States and Recipient.

16. Protections for Whistleblowers.
a. In accordance with 41 U.S.C. § 4712, Recipient may not discharge, demote, or otherwise discriminate against an employee in reprisal for disclosing to any of the list of persons or entities provided below, information that the employee reasonably believes is evidence of gross mismanagement of a federal contract or grant, a gross waste of federal funds, an abuse of authority relating to a federal contract or grant, a substantial and specific danger to public health or safety, or a violation of law, rule, or regulation related to a federal contract (including the competition for or negotiation of a contract) or grant. b. The list of persons and entities referenced in the paragraph above includes the following:
i. A member of Congress or a representative of a committee of Congress; ii. An Inspector General;
iii. The Government Accountability Office;
iv. A Treasury employee responsible for contract or grant oversight or management;
v. An authorized official of the Department of Justice or other law enforcement agency;
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vi. A court or grand jury; or
vii. A management official or other employee of Recipient, contractor, or subcontractor who has the responsibility to investigate, discover, or address misconduct.
c. Recipient shall inform its employees in writing of the rights and remedies provided under this section, in the predominant native language of the workforce.

17. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR 19217 (Apr. 18, 1997), Recipient should encourage its contractors to adopt and enforce on-the-job seat belt policies and programs for their employees when operating company-owned, rented or personally owned vehicles.

18. Reducing Text Messaging While Driving. Pursuant to Executive Order 13513, 74 FR 51225 (Oct. 6, 2009), Recipient should encourage its employees, subrecipients, and contractors to adopt and enforce policies that ban text messaging while driving, and Recipient should establish workplace safety policies to decrease accidents caused by distracted drivers.

ASSURANCES OF COMPLIANCE WITH CIVIL RIGHTS REQUIREMENTS ASSURANCES OF COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964 As a condition of receipt of federal financial assistance from the Department of the Treasury, the recipient named below (hereinafter referred to as the “Recipient”) provides the assurances stated herein. The federal financial assistance may include federal grants, loans and contracts to provide assistance to the Recipient’s beneficiaries, the use or rent of Federal land or property at below market value, Federal training, a loan of Federal personnel, subsidies, and other arrangements with the intention of providing assistance. Federal financial assistance does not encompass contracts of guarantee or insurance, regulated programs, licenses, procurement contracts by the Federal government at market value, or programs that provide direct benefits.

The assurances apply to all federal financial assistance from or funds made available through the Department of the Treasury, including any assistance that the Recipient may request in the future.

The Civil Rights Restoration Act of 1987 provides that the provisions of the assurances apply to all of the operations of the Recipient’s program(s) and activity(ies), so long as any portion of the Recipient’s program(s) or activity(ies) is federally assisted in the manner prescribed above.

1. Recipient ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to discrimination under programs and activities receiving federal financial assistance, of any person in the United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders such as Executive Order 13166, directives, circulars, policies, memoranda, and/or guidance documents.

2. Recipient acknowledges that Executive Order 13166, “Improving Access to Services for Persons with Limited English Proficiency,” seeks to improve access to federally assisted programs and activities for individuals who, because of national origin, have Limited English proficiency (LEP).

Recipient understands that denying a person access to its programs, services, and activities #6..
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Funding Contribution Agreement – Visit Modesto, Inc.
because of LEP is a form of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the Department of the Treasury’s implementing regulations. Accordingly, Recipient shall initiate reasonable steps, or comply with the Department of the Treasury’s directives, to ensure that LEP persons have meaningful access to its programs, services, and activities. Recipient understands and agrees that meaningful access may entail providing language assistance services, including oral interpretation and written translation where necessary, to ensure effective communication in the Recipient’s programs, services, and activities.

3. Recipient agrees to consider the need for language services for LEP persons when Recipient develops applicable budgets and conducts programs, services, and activities. As a resource, the Department of the Treasury has published its LEP guidance at 70 FR 6067. For more information on taking reasonable steps to provide meaningful access for LEP persons, please visit http://www.lep.gov.

4. Recipient acknowledges and agrees that compliance with the assurances constitutes a condition of continued receipt of federal financial assistance and is binding upon Recipient and Recipient’s successors, transferees, and assignees for the period in which such assistance is provided.

5. Recipient acknowledges and agrees that it must require any sub-grantees, contractors, subcontractors, successors, transferees, and assignees to comply with assurances 1-4 above, and agrees to incorporate the following language in every contract or agreement subject to Title VI and its regulations between the Recipient and the Recipient’s sub-grantees, contractors, subcontractors, successors, transferees, and assignees:

The sub-grantee, contractor, subcontractor, successor, transferee, and assignee shall comply with Title VI of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from excluding from a program or activity, denying benefits of, or otherwise discriminating against a person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by the Department of the Treasury’s Title VI regulations, 31 CFR Part 22, which are herein incorporated by reference and made a part of this contract (or agreement). Title VI also includes protection to persons with “Limited English Proficiency” in any program or activity receiving federal financial assistance, 42 U.S.C. § 2000d et seq., as implemented by the Department of the Treasury’s Title VI regulations, 31 CFR Part 22, and herein incorporated by reference and made a part of this contract or agreement.

6. Recipient understands and agrees that if any real property or structure is provided or improved with the aid of federal financial assistance by the Department of the Treasury, this assurance obligates the Recipient, or in the case of a subsequent transfer, the transferee, for the period during which the real property or structure is used for a purpose for which the federal 6 6. 7. 8. 9.

10. financial assistance is extended or for another purpose involving the provision of similar services or benefits. If any personal property is provided, this assurance obligates the Recipient for the period during which it retains ownership or possession of the property.

7. Recipient shall cooperate in any enforcement or compliance review activities by the Department of the Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation, litigation, and monitoring of any settlement agreements that may result from these actions. The Recipient shall comply with information requests, on-site compliance reviews and reporting requirements.
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Funding Contribution Agreement – Visit Modesto, Inc.

8. Recipient shall maintain a complaint log and inform the Department of the Treasury of any complaints of discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all such reviews or proceedings based on the complaint, pending or completed, including outcome. Recipient also must inform the Department of the Treasury if Recipient has received no complaints under Title VI.

9. Recipient must provide documentation of an administrative agency’s or court’s findings of noncompliance of Title VI and efforts to address the non-compliance, including any voluntary compliance or other agreements between the Recipient and the administrative agency that made the finding. If the Recipient settles a case or matter alleging such discrimination, the Recipient must provide documentation of the settlement. If Recipient has not been the subject of any court or administrative agency finding of discrimination, please so state.

10. If the Recipient makes sub-awards to other agencies or other entities, the Recipient is responsible for ensuring that sub-recipients also comply with Title VI and other applicable authorities covered in this document State agencies that make sub-awards must have in place standard grant assurances and review procedures to demonstrate that that they are effectively monitoring the civil rights compliance of subrecipients.

The United States of America has the right to seek judicial enforcement of the terms of this assurances document and nothing in this document alters or limits the federal enforcement measures that the United States may take in order to address violations of this document or applicable federal law.

Under penalty of perjury, the undersigned official(s) certifies that official(s) has read and understood the Recipient’s obligations as herein described, that any information submitted in conjunction with this assurances document is accurate and complete, and that the Recipient is in compliance with the aforementioned nondiscrimination requirements.
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Funding Contribution Agreement – Visit Modesto, Inc.

EXHIBIT C

ANNUAL REPORTING REQUIREMENTS
Contractor shall use Exhibit C to provide an annual performance report.

The initial report will cover the period from the date the contract was executed to the following June 30, and will be due to the Recipient within 15 days after the end of the reporting period. Thereafter, the report will cover a 12-month period and contractors will be required to submit the report to Recipient within 15 days after the end of the 12-month period (by July 15).

Notes on using this template
All contractors that are recipients of State and Local Fiscal Recovery Funds (SLFRF) awards are required to produce an Annual Report. The Annual Report provides information on the contractor’s project and how they plan to ensure program outcomes are achieved in an effective and equitable manner.

The initial Annual Report will cover the period from the date of award to the following June 30 and must be submitted to Recipient within 15 calendar days after the end of the reporting period. Thereafter, the Annual Report will cover a 12-month period and contractors will be required to submit the report to Recipient within 15 calendar days after the end of the 12-month period (by July 15).

Annual Report Period Covered Due Date
1 Award – June 30, 2022 July 15, 2022
2 July 1, 2022 – June 30, 2023 July 15, 2023
3 July 1, 2023 – June 30, 2024 July 15, 2024
4 July 1, 2024 – June 30, 2025 July 15, 2025
5 July 1, 2025 – June 30, 2026 July 15, 2026
6 July 1, 2026 – December 31, 2026 January 15, 2027
Instructions:

Contractors should consult the SLFRF Guidance on Recipient Compliance and Reporting Responsibilities (Reporting Guidance) located at https://home.treasury.gov/system/files/136/SLFRF-Compliance-andReporting-Guidance.pdf for detailed guidance on the submission of this report or contact county staff for assistance with completing this exhibit.

Recipient recommends the use of infographics, tables, charts, pictures, case studies, and other explanatory elements in describing their programs.

Text in italics represents the requirements from the Reporting Guidance and is meant to serve as a reference as contractors prepare their Annual Report. This instructions page and the text in italics should be removed before the final transmitted report is published and submitted to Recipient. #6..
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Uses of Funds

GENERAL OVERVIEW
Uses of Funds
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Funding Contribution Agreement – Visit Modesto, Inc.

EXHIBIT D

QUARTERLY PROJECT AND EXPENDITURE REPORT REQUIREMENTS
Contractor shall use Exhibit D to provide a quarterly project and expenditure report.

The initial report will cover the period from the date the contract was executed through the end of the quarter, and will be due to the Recipient within 15 days after the end of the reporting period. Thereafter, the report will cover one quarter and contractors will be required to submit the report to Recipient within 15 days after the end of the quarter.

ARPA QUARTERLY PROJECT AND EXPENDITURE REPORT
Reporting on State and Local Fiscal Recovery Funds (SLFRF) Name of Entity:

Visit Modesto, Inc.

Project Name:

J & 10th Street Lighting and Safety Pilot Project
Reporting Period Start Date: Reporting Period End Date:

Expenditure Category:

6.1 Provision of Government Services
Please provide a brief description of the activities conducted:

Category Cumulative
Expenditures to
date ($)
Cumulative
Obligations to
date ($)
Current Period
Expenditures
Current Period
Obligations
6 Revenue Replacement

6.1 Provision of Government
Services
[PLEASE SELECT ONE]
5073279.1

PROJECT

EXPENDITURES

PROJECT STATUS
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

March 4, 2024
Date: February 14, 2024
TO: Economic Development Committee
Chris Ricci, Chair
Eric Alvarez, Vice-Chair
Sue Zwahlen, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Jessica Hill, Director of Community and Economic Development SUBJECT: City-Funded Specific Plans
CONTACT: Peter Ibrahim, Infrastructure Financing Program Supervisor [email protected], 209-577-5211
DESCRIPTION:

Consider authorizing the development of City-Led Specific Plans and a Consultant Services Agreement with De Novo Planning Group for Specific Plan Services for a total amount not to exceed $650,000 over three years and forwarding to Council for approval. (Funding Source:

General Fund)
STRATEGIC PLAN ELEMENT:

The recommended action supports the City Council’s 2020-2025 Strategic Plan, Goal D:

Provide Safe, Efficient, and Reliable Infrastructure through proactive community investment, maintenance, and sustainability efforts.

BACKGROUND:

Since the City’s 1995 General Plan, new growth areas located outside the City limits and inside the General Plan boundary have been defined with their own boundary and name. These areas are defined as Comprehensive Planning Districts (CPDs). The last time Modesto’s General Plan was updated comprehensively was in 1995. The update will look toward the City’s long-term future to reflect the issues, ideas, and aspirations of today and plan through the year 2050.

The City’s planning approach is to define future Specific Plan areas and require a comprehensive, holistic planning process in advance of annexations. The result is that newly developed neighborhoods are integrated within a larger context that considers transportation systems, utilities and infrastructure, and land uses like parks, schools, and services in advance.

Per the Modesto Municipal Code Section 10-9.1101,
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“It is the intent of the City Council in providing Specific Plan Reimbursement Fees to charge persons who benefit from Specific Plans for the costs of developing those Specific Plans and to reimburse those persons, including the City, who have provided funds to prepare the Specific Plan and related documentation. Specific Plans result in savings to such persons to reducing the cost of documenting environmental consequences and advocating changed land uses which may be authorized pursuant to the Specific Plan.”
Specific plans are beneficial when planning large land areas or complex development projects because the provide a comprehensive document that contains all the land use and infrastructure policies necessary to fully address the potential impacts of the project, and to implement subsequent development requests. The use of specific plan documents to guide growth is authorized by California Government Code Sections §65450 through §65457.

The purpose of this specific plan is to define a comprehensive land use, policy, and regulatory document to govern all future development within the City of Modesto. The specific plan should establish a development framework for land use, resource protection, circulation, public utilities and services, implementation, and design. The specific plan and the subsequent entitlement process allow for a sequence of community input and government review to ensure that development occurs in a logical, consistent, and timely manner.

DISCUSSION:

In a desire to be proactive in future planning development activities within the city, staff reached out to twenty-one cities across California with respect to city-funded specific plans. Of the twenty-one cities, eight of those cities responded that they had funded Specific Plans. The following factors were the reasons behind their financial commitment:
 Economic Development Benefit: The City of Ripon prepared a specific plan which incorporated mixed-use residential and commercial development. The city fronted the costs of the plan and has been recouping the costs through developer deposits. The cost for specific plan development was fronted by the city for the ability to increase business in the specific plan area. By the end of the advancement area being developed the fees will be fully recouped through a specific development area fee.  Community Development Benefit: This benefit includes designated areas for residential development, neighborhood action plans that identify collaborative and community-led actions. The City of Sacramento’s Stockton Blvd. Plan merges both a specific plan and neighborhood action plan of 4,077 housing units and 372,116 sq. ft. of commercial use.

This plan captures the community’s key priorities and identifies collaborative and community-led actions. The specific plan sets the vision for future transportation investments on the corridor. The City of Sacramento fronted the costs for this plan which captured the community’s key priorities and community-led actions.  Transportation Benefit: The City of Vacaville Downtown Specific Plan is a priority development area (PDA) which focuses on reducing greenhouse gas emissions by developing compact development that includes high-density housing near employment uses, and focuses on providing additional pedestrian, bicycle, and transit opportunities.

The City of Vacaville was able to establish a Caltrans Sustainable Communities grant #7..
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and Metropolitan Transportation Commission/Association of Bay Area Governments grant to help off-set these costs based on the PDA benefit.

In the last 24 months staff has seen an unprecedented increase in developer and development inquiries, all which require the preparation of a specific plan. Engaging in the preparation of a specific plan can entail substantial financial and time investments, potentially resulting in delays in timely development, especially when multiple landowners are involved. This can prompt developers to hold off on submitting applications as they navigate the complexities of the process.

To assist with development within the city, staff is proposing to authorize $650,000 from the General Fund to assist with preparing specific plans. The City will prioritize the preparation of a respective specific plan based on factors such as community needs, development goals, economic impact, and alignment with broader citywide objectives, as well as budget allocation, and policy considerations. These decisions prioritize plans aligned with community needs, development goals, and existing city policies. State law authorizes cities to impose a fee to recover costs incurred in preparing a specific plan, including processing related entitlements such as annexations and complying with the California Environmental Quality Act (CEQA).

While the upfront costs of preparing a specific plan will be paid for by the City’s General Fund, pursuant to Modesto Municipal Code Section 10-9.1102 (Adoption of Specific Plan Reimbursement Fees), the City will establish a specific plan reimbursement fee to recover the expenses of any approved specific plan. Reimbursement fees are payable upon submission of a development application within the specific plan area. The specific plan reimbursement fee will be structured to achieve zero net cost to the city and can be distributed equally among parcels within the designated specific plan area based on their net acreage. However, it is possible the City will not be fully reimbursed if development does not occur to the full extent anticipated by the specific plan.

City-led efforts enable the development of a comprehensive vision for the designated area covered by the specific plan. By integrating input from various stakeholders and aligning with broader citywide goals and policies, the specific plan can reflect a holistic vision for sustainable growth and development. Any approved specific plan will work in conjunction with the policies of existing City planning guidelines and plans, including the General Plan.

Developing a specific plan for greenfield development also has the potential to attract investment and spur economic growth in the area. The plan can identify opportunities for commercial, industrial, and residential development, creating jobs, generating tax revenue, and enhancing the local economy. Further, specific plans typically include provisions for infrastructure improvements, such as roads, utilities, parks, and public facilities. By planning for infrastructure needs in advance, the city can ensure that necessary services and amenities are provided to support future development and accommodate population growth.

The Community and Economic Development Department has determined that contracting with private firms is the most efficient way to continue providing specific plan services. Through an informal Request for Qualifications (RFQ) process, staff received two Statement of Qualifications (SOQ) for consideration.
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To ensure a thorough process to retain qualified firms, staff followed the general principles as described in Administrative Directive 3.1 by informally advertising the Request for Qualifications (RFQ).

City staff from the Community and Economic Development Department rated each of the RFQs based on the firm’s specific experience, qualifications, references, familiarity with the services and pricing. The following firm was deemed qualified to prepare specific plans: De Novo Planning Group, of El Dorado Hills, CA.

The support from De Novo Planning Group for specific plan consultation eliminates the need to send out repetitive Request for Proposals (RFPs) for to prepare specific plans. The City reserves the right to request proposals, negotiate a scope of work and contract from consultants other than De Novo Planning Group in the future.

In accordance with Administrative Directive 3.1, Selection Procedures for Professional Consultants Who Provide Specific Plan Consulting Services, a Request for Qualifications (RFQ) to perform Specific Plan Consulting Services was initiated. This RFQ aims to procure services for the creation of specific plans, which is crucial for effectively planning large land areas or complex development projects. Through a defined development framework covering areas such as land use, resource protection, circulation, and public utilities, specific plan preparation and ensuing entitlement process ensure a logical, consistent, and timely progression of community input and government review to guide growth. In accordance with Modesto Municipal Code 8-

3.204(a), “Exceptions to Formal Bidding Requirements,” Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 if competitive quotations or proposals have been sought informally from at least three (3) qualified entities.

The approval for the (Specific Plan Consulting Services) to (De Novo Planning Group) conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing professional services and at least three informal proposals were obtained.

FISCAL IMPACT:

City staff is proposing that the development of the specific plans would be funded from General Fund unassigned reserves. Each specific plan would be funded separately as needed.

The initial costs will be fronted by the City’s General Fund; however, the City will establish a reimbursement mechanism through the establishment of specific plan reimbursement fee to recover the cost of the established specific plan. Recovered costs will include interest, based on the actual rate of return earned by the City’s investment portfolio during the 12-month period immediately preceding a payment date. City fronted costs, including interest, will be collected through a specific plan reimbursement fee. The standard process for specific plan reimbursement fees is that it is allocated equally among the parcels within a defined specific plan area based on their net acreage. An administrative component can also be incorporated to the reimbursement fee program to account for the administration of the program. All costs associated with the specific plan(s) will be monitored and tracked by City staff.

As previously mentioned, State law authorizes cities to impose a fee to recover costs incurred in preparing a specific plan on applicants seeking approvals required to be consistent with that specific plan. The fee may also cover costs incurred in processing related entitlements, such as annexations, and complying with the California Environmental Quality Act (CEQA). The fee charged shall not result in revenue to the City above the total cost of preparing, adopting, and #7..
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administering the specific plan. The specific plan fee is imposed at the time a building permit is issued. Accordingly, it is possible the City will not be fully reimbursed for its costs if portions of the specific plan area do not develop as anticipated.

RECOMMENDED COMMITTEE ACTION:

Staff Recommendations:

Motion recommending development of City-Led Specific Plans and a Consultant Services Agreement with De Novo Planning Group for Specific Plan Services for a total amount not to exceed $650,000 over three years and forwarding to Council for approval.

Approved by:

Jessica Hill, Director of Community
and Economic Development
Joseph P. Lopez, City Manager
Attachments:

1. De Novo Planning Group Statement of Qualifications – Specific Plan Consulting Services

2. Draft Consulting Services Agreement with De Novo Planning Group #7..
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De Novo Planning Group
1020 Suncast Lane, Suite 106
El Dorado Hills, CA 95762
Statement of Qualifications
Specific Plan Consulting Services
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DE NOVO PLANNING GROUP
Specific Plan Consulting Services
1 August 8, 2023
Peter Ibrahim, Infrastructure Financing Program Supervisor City of Modesto
PO Box 642
Modesto, CA 95353
SUBJECT: Statement of Qualifications for Specific Plan Consulting to the City of Modesto Dear Mr. Ibrahim,
We understand that the City of Modesto is seeking a Statement of Qualifications (SOQs) from experienced planning firms for Specific Plan services. We understand that the preparation of Specific Plans will be a collaborative effort on the part of the project applicant and the City. Input shall also be obtained through the public process from community members and property owners and responsible agencies. Based on this input, the City strives to create Specific Plans that conforms to community-wide planning goals.

De Novo Planning Group is a land use and environmental planning firm with 23 employees, specializing in community planning, environmental studies, urban design, and development services. The firm’s principal-level staff have successfully completed hundreds of projects consisting of comprehensive general plans, specific plans, housing elements, environmental impact reports, negative declarations, initial studies, NEPA analyses, climate action plans, hazard mitigation plans, biological assessments, wetland delineations, and development projects throughout California. De Novo Planning Group has fullservice offices in northern California (Corporate Office – 1020 Suncast Lane, Suite 106, El Dorado Hills, CA 95762) and southern California (180 East Main Street, Suite 108, Tustin, CA 92780).

The De Novo team is experienced in providing Municipal Agencies with the desired services and brings the following unique benefits:

Success Providing On-Call Environmental Planning Services and Contract Staff Services. De Novo’s Principals have served as contract planning/environmental staff and provide on-call services for several agencies throughout California, including but not limited to: Citrus Heights, Tracy, Lincoln, Manteca, Lathrop, Brentwood, Davis, Rancho Cordova, Lake Forest, Santa Ana, Irvine, Rancho Santa Margarita, Fullerton, West Hollywood, Burbank, Lancaster, San Clemente, and Long Beach. We understand the role of staff in long range planning, and we pride ourselves on providing prompt and responsive services to our clients. Our team is well experienced with managing complex projects with a range of uses including hotel, office, mixed use, industrial, residential, alternative energy, hospitals, schools, and parks. Our past success has resulted in professional relationships that last years, and we continue to serve as resources for our clients well after individual projects have been completed.

Utilization of Technical Staff and Subconsultants. De Novo technical team members provide expertise in the areas of urban design, city and regional planning, and environmental planning. De Novo regularly teams with the region’s top subconsultants for transportation, infrastructure, noise, cultural studies, and specialized hazards and geology/soils studies, all of whom are leaders in their fields and have experience working on a wide range of projects throughout California.

Diversified Professional Expertise. One of the key things that sets our firm apart from our competitors is the unparalleled experience and diverse skill sets of our Principals. Our team members are experts in a #7..
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DE NOVO PLANNING GROUP
Statement of Qualifications
2 wide range of planning disciplines, including environmental compliance, long-range planning (preparation of comprehensive general plans, specific plans, zoning codes, housing elements, and various ordinances), and development processing. Our team excels at providing meaningful and engaging public and community outreach, consensus building, and workshop facilitation.

Unparalleled Energy and Enthusiasm. All of De Novo’s principal-level planners greatly enjoy our line of work, and rather than spend our time managing large and cumbersome project teams comprised of junior-level planners, we prefer to roll up our sleeves and work on our projects ourselves. As managers of the company, we take great pride in our work products, and we strive to build a strong connection with each of our clients. Providing superior products and client services is a matter of tremendous pride for us, and we bring our high level of energy, creativity and enthusiasm to each project we undertake.

Benefits of a Boutique Planning Firm. All of De Novo’s principal-level staff have served as senior project managers with larger consulting firms, and through this experience we have gained intimate knowledge of some of the operational inefficiencies of large firms. We achieve cost savings through use of a streamlined team composed of De Novo Principals and principal- and senior-level staff of our subconsultants. Because we remain relatively small, we are able to offer our clients significantly lower rates, while still providing Principal-level attention to each project.

We are confident that our experience, record of success, and Principal-level attention to projects will prove to be extremely valuable to the City. We encourage you to contact our references regarding our ability to provide our services at the highest level of legal adequacy while consistently maintaining schedule and budget. Please contact Steve McMurtry at (916) 580-9818 or [email protected] if you have any questions or need any additional information.

Sincerely,

DE NOVO PLANNING GROUP
Steve McMurtry, Principal
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DE NOVO PLANNING GROUP
Specific Plan Consulting Services
3 Table of Contents
Table of Contents................................................................................................................................................................................... 3 A. Firm’s Qualifications.......................................................................................................................................................................... 4 B. Proposed Consultant Team............................................................................................................................................................. 5 C. Technical Approach ........................................................................................................................................................................24 D. Fee Schedule.....................................................................................................................................................................................26 E. Related Experience and References ............................................................................................................................................28 F. Samples of Work..............................................................................................................................................................................29 #7..
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DE NOVO PLANNING GROUP
Statement of Qualifications
4 A. Firm’s Qualifications
De Novo Planning Group is a land use and environmental planning firm specializing in community planning, environmental studies, urban design, and development services. Incorporated in July 2008, De Novo Planning Group has successfully operated in the Sacramento, San Francisco Bay Area, Central Valley, Tahoe Basin, northern California coastal and inland regions. In 2017, De Novo opened an office in southern California, which has served clients throughout the Los Angeles basin, Orange County, and the Inland Empire. The firm’s principal-level staff have successfully completed hundreds of projects consisting of comprehensive general plans, specific plans, housing elements, environmental impact reports, negative declarations, initial studies, NEPA analyses, climate action plans, hazard mitigation plans, biological assessments, wetland delineations, and development projects.

Our Mission
Our mission is to provide municipal and private sector clients with worldclass professional services, through principal-level attention to every project. We pride ourselves on our ability to work with clients to balance the often-conflicting goals of economic, social, environmental, legal, and political forces. Our services result in an integrated planning and environmental solution for every project that is technically sound, cost effective, and delivered within the client's schedule.

Our Philosophy
Our philosophy is to proactively plan and design projects in such a way that public and environmental concerns are addressed and accommodated early in the process. We strongly believe in the use of our knowledge for developing sensible and cost-effective solutions to concerns. Our solutions integrate local knowledge with the best available resources to achieve recognized national and international standards for planning and environmental management, to achieve a balance in local economic, social, and environmental goals. De Novo Planning Group is dedicated to fostering a partnership with each agency we serve, through listening to the community and stakeholders and reflecting the ideas and concerns we hear in the approach developed for each project.

Official Name
De Novo Planning Group
Firm Locations
Northern California (Corporate):
1020 Suncast Lane, Suite 106
El Dorado Hills, CA 95762
916-580-9818
Southern California:
180 E. Main Street, Suite 108
Tustin, CA 92780
Years in Business/Providing
Service
16 Entity Type
California S-Corporation
Employees
23 Ownership
De Novo Planning Group is owned
by Principals Ben Ritchie, Steve
McMurtry, Beth Thompson, and
Amanda Tropiano.

Primary Point of Contact
Steve McMurtry
Principal Planner
916-580-9818
[email protected]
1020 Suncast Lane, Suite 106
El Dorado Hills, CA 95762
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DE NOVO PLANNING GROUP
Specific Plan Consulting Services
5 B. Proposed Consultant Team
De Novo Planning Group serves as the Prime Consultant and lead preparer of Specific Plan documents. De Novo’s project management and technical staff have a deep knowledge of land use planning and urban design and have prepared plans throughout southern California. Our in-house team includes land use planners, urban designers, and environmental planners. Additionally, our team members have served as contract staff to local agencies and are familiar with the planning process and future uses of a planning documents.

De Novo has a project management team with exceptional experience, planning knowledge and on-call planning experience. To complement our in-house services, we have well-established partnerships with highly experienced technical consultants who specialize in the areas of transportation, infrastructure, noise, cultural studies, and specialized hazards and geology/soils studies. This section identifies the key personnel, their responsibilities, and qualifications. The proposed team members have the demonstrated capacity to perform all required services and all team members are adequately staffed and trained to perform the required services, as described in this section and demonstrated in the resumes that follow.

PROJECT MANAGEMENT TEAM
The De Novo project team will be under the management of Steve McMurtry, serving as the point of contact for the City. Steve will be supported by Co-Project Managers and Firm Principals, Christina Erwin, Ben Ritchie, Beth Thompson, who will further ensure supporting team members and resources are readily available and provide overall quality assurance.

Located in the El Dorado Hills office, Steve has over 22 years of experience preparing and managing land use planning documents and CEQA documents throughout California. Steve will be responsible for the day-to-day management and supervision of the De Novo team on all future assignments and will ensure the planning documents are thorough and comply with State law. Steve will review all internal and external work products and be responsible for overseeing and conducting any revisions and providing overall quality control and quality assurance throughout the project’s duration. A team member will also attend scheduled meetings, and in addition to key team members, will represent the project team at public hearings.

A Co-Project Manager will serve as a second point of contact to the City and be responsible for ensuring De Novo’s successful completion of each task, as well as ensuring that the City’s goals and expectations are being met. This includes assisting with review of documents prior to formal submittal and providing quality assurance/quality control. This principal-level attention to each detail of the project ensures a high-quality work product as well as continuity throughout the project. #7..
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DE NOVO PLANNING GROUP
Statement of Qualifications
6 De Novo Planning Group
Management Team
Steve McMurtry, Principal Planner
Project Manager, Primary Point of Contact
- Lead document preparer
- Issue area study preparer
- Biology
- Air quality/health risk assessments
- Greenhouse gas emissions/energy
Christina Erwin, Principal Planner
Co-Project Manager
- Lead document preparer
- Issue area study preparer
- Public outreach and communications
- Quality control
Ben Ritchie, Principal Planner
Co-Project Manager
- Lead document preparer
- Issue area study preparer
- Public outreach and communications
- Quality control
Beth Thompson, Principal Planner
Co-Project Manager
- Lead document preparer
- Issue area study preparer
- Public outreach and communications
- Quality control
Technical Team
Elise Laws
Senior Planner
Megan Knowles
Senior Planner + Designer
Josh Smith, AICP, LEED-AP
Senior Planner
Erik Anderson
Associate Planner
Jeff Setterlund
Associate Planner
Subconsultant Team
Fehr and Peers
Traffic
Ellen Polling, TE – Senior Associate
Ian Barnes, PE – Senior Associate
Saxelby Acoustic
Noise
Luke Saxelby – Principal Consultant
Rex Crane – Acoustic and Vibration Engineer
West Yost (Utility Engineering)
Elizabeth Drayer, PE – Principal
Amy Kwong, PE – Principal
Roger Chu, PE - Associate
Peak Associates (Cultural)
Melinda Peak – Principal Investigator
#7..
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EDUCATION
BS, Natural Resources
Management,
Cal Poly San Luis Obispo

ORGANIZATIONS
Licensed Real Estate Broker,
#01380263
Mr. McMurtry is a Principal with De Novo Planning Group and is responsible for project management, preparation of environmental documents, land use plans, air quality modeling, biological assessments, LESA modeling, regulatory permitting, litigation support, and expert witness testimony. He has successfully led multidisciplinary teams to complete hundreds of environmental, land use planning, and development projects in 32 California counties. Mr. McMurtry’s experience includes service in engineering and planning firms, as well as in the building industry. He has served as the project manager for thirteen RTP EIRs in California and is known as an expert in transportation environmental planning. His environmental experience encompasses public outreach/facilitation, policy/program development, document writing/processing, and permitting. Mr.

McMurtry has extensive experience preparing environmental documents and obtaining regulatory permits for state and federally funded projects, including projects within the State Highway System. Because of his expertise, he has been called on for litigation support and expert witness testimony relative to environmental and CEQA issues.

Steve McMurtry

PRINCIPAL
South Lathrop Specific Plan EIR,
City of Lathrop
Truckee Planned Community 3
(Specific Plan 3) EIR,
Town of Truckee
Cannery Park Master Plan EIR,
City of Davis
Crossroads West Specific Plan EIR,
City of Riverbank
PA-1 Specific Plan and EIR,
City of Brentwood
5175 Vincent Avenue Initial
Study/MND,
City of Irwindale
Seraphina Initial Study/MND,
City of Temecula
LDS Church Initial Study/MND,
City of San Juan Capistrano
Griffin Park Master Plan EIR,
City of Manteca
Whisper Ridge Hotel Resort and Golf
Course Master Plan EIR,
City of Oroville
Silverado Master Plan EIR,
City of Elk Grove
Tra Vigne Master Plan EIR,
City of Stockton
Ventana Specific Plan EIR,
City of Merced
Madera 5-Bridges Specific Plan EIR,
City of Merced
Atwater South Specific Plan EIR,
City of Atwater
Morgan Ranch Specific Plan EIR,
City of Turlock
Family Entertainment Zone Master
Plan EIR,
City of Manteca
Pilot Flying J EIR,
City of Tulare
Pilot Flying J EIR,
City of Lathrop
2015 Placer County RTP EIR,
Placer County Regional Transportation
Planning Agency
2011 San Joaquin County RTP EIR
San Joaquin Council of Governments,
2012 Butte County MTP and SCS
EIR,
Butte County Association of
Governments
2015 Amador County RTP EIR,
Amador County Transportation
Commission
Merced County 2014 RTP EIR,
Merced County Association of
Governments

RELEVANT PROJECT EXPERIENCE
#7..
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EDUCATION
BS, Environmental Policy Analysis
and Planning, University of California,
Davis

ORGANIZATIONS
Urban Land Institute
Christina Erwin is a principal planner with De Novo Planning Group and has more than 22 years of experience in environmental planning for public- and privatesector clients throughout the California Central Valley. She has successfully managed many environmental planning projects involving urban infill, new land development, major sports and entertainment venues, general plans, and largescale specific plans. Christina’s specialty is working on technically and politically complex, multifaceted projects that require a high degree of coordination and interface with multiple stakeholders. She develops and guides the strategic application of CEQA for projects, with a focus on streamlining environmental review, providing rigorous environmental analysis, identifying implementable mitigation measures, and helping clients achieve their project objectives. Christina has significant experience working on prominent projects and delivering high quality environmental documents within strict timeframes.

Christina Erwin

PRINCIPAL PLANNER
Downtown Specific Plan Addendum,
City of Vacaville*
Innovation Park Planned Unit
Development EIR,
City of Sacramento*
Central City Specific Plan EIR,
City of Sacramento*
Sacramento Entertainment and Sports
Center & Related Development
(Golden 1 Center) EIR,
City of Sacramento*
Sacramento Railyards Specific Plan
Update, Kaiser Permanente Medical
Center, Major League Soccer Stadium
& Stormwater Outfall Subsequent EIR,
City of Sacramento*
Village 5 Specific Plan EIR,
City of Lincoln*
Upper Westside Specific Plan EIR,
Sacramento County*
Inglewood Basketball and
Entertainment Center EIR,
City of Inglewood*
Lakeside at Sutter Pointe Addendum,
Sutter County*
Burbank2035 EIR,
City of Burbank*
2030 General Plan Master EIR,
City of Sacramento*
Convention Center Renovation and
Expansion & 15th/K Street Hotel
Projects EIR,
City of Sacramento*
Richards Boulevard Office Complex
Project EIR,
City of Sacramento*
Sacramento Valley Station Area Plan
Addendum,
City of Sacramento*
Tower 301 EIR,
City of Sacramento*
Campus Oaks/Hewlett-Packard
Master Plan EIR Addendum,
City of Roseville*
Element Hotel and Coca Cola
Building Project Addendum,
City of Sacramento*
Arden Gateway Village Infill
Environmental Checklist,
City of Sacramento*
Ice Blocks Mixed Use Development
Project Tiered MND
City of Sacramento*
Sutter County Truck Yard Study,
Sutter County*
Natomas Quad B Office Project
(Centene Corporation Headquarters)
Addendum,
City of Sacramento*

RELEVANT PROJECT EXPERIENCE
* Project was completed by Ms. Erwin while she was employed at another environmental firm #7..
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EDUCATION
MA, City and Regional Planning,
Cal Poly San Luis Obispo
BA, Political Science and History,
Cal Poly San Luis Obispo

ORGANIZATIONS
American Planning Association
Association of Environmental
Professionals
Mr. Ritchie is a founding principal at De Novo Planning Group with over 17 years of experience. Mr. Ritchie’s expertise includes managing long range planning documents, completing complex and controversial CEQA documents, and facilitating community outreach and public communications efforts for the firm. His experience includes a variety of land use, transportation, and sustainability projects throughout California. Mr. Ritchie has extensive knowledge of the California Environmental Quality Act (CEQA) and has assisted jurisdictions in drafting and updating their local CEQA implementation guidelines. He served as the Environmental Coordinator for the City of Rancho Cordova, where he oversaw the environmental planning division and the preparation of all CEQA documents prepared by staff and outside consultants. This experience has given him the knowledge of how local agencies use and implement planning documents, and specifically general plans, on a day to day basis.

Ben Ritchie

PRINCIPAL
General Plan Update and EIR,
City of Lake Forest
General Plan Update and EIR,
City of La Verne
General Plan Update, Zoning Code
Update, Climate Action Plan, and EIR,
City of San Jacinto
General Plan Update, Housing
Element, and EIR,
City of Brentwood
PA-1 Specific Plan and EIR,
City of Brentwood
General Plan and Zoning Code
Update, Housing Element, and EIR,
City of Sebastopol
General Plan Update, Housing
Element and EIR,
City of Cotati
General Plan Update, Housing
Element, Zoning Code Update and
EIR,
Colusa County
General Plan Update EIR and Climate
Action Plan,
City of Foster City
Sustainability Element and Climate
Action Plan EIR,
City of Elk Grove
General Plan Update and EIR, General
Plan Annual Report, Genera Plan
Implementation Plan, Housing
Element Updates, and EIR Addendum
City of Lakeport
General Plan Update, Climate Action
Plan, and EIR,
City of Campbell
General Plan Update and EIR,
City of Milpitas
General Plan Update and EIR,
City of Lakeport
General Plan Update and EIR,
City of Manteca
Seraphina MND,
City of Temecula
LDS Church Initial Study/MND,
City of San Juan Capistrano
The Cannery EIR,
City of Davis
West Area Specific Plan EIR,
City of Salinas
Joerger Ranch Specific Plan EIR,
Town of Truckee
Sterling 5th Street Apartments EIR,
City of Davis
Home2Suites MND,
City of Tracy

RELEVANT PROJECT EXPERIENCE
#7..
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EDUCATION
BS, Environmental and Resource
Science,
University of California, Davis

ORGANIZATIONS
American Planning Association
Beth is a principal with De Novo with over 25 years of professional planning experience. Her responsibilities include general plan preparation and management, senior review of environmental documents, environmental planning, Housing Element updates, policy document preparation, and contract planning. Beth specializes in community planning as well as CEQA and NEPA compliance. Her experience includes the preparation and management of numerous General Plan projects. She also has extensive experience preparing and managing General Plan EIRs, development EIRs for a range of project types from ski resort master plans to hospital facilities to subdivisions. Beth is an industry leader in the field of Housing Elements and General Plans, and she has a proven track record of successfully completing environmental and planning documentation for complex projects. While with Laurin Associates (now a subsidiary of Raney Planning and Management) Ms.

Thompson prepared over sixty housing feasibility and market studies for single family and multifamily residential projects in urban and rural areas throughout the US). The market and feasibility studies identified market demand for the proposed housing types, estimated capture rates, identified applicable fees, and known constraints to development.

Beth Thompson

PRINCIPAL
General Plan Update, Housing
Element, and EIR
City of Brentwood
General Plan Update and EIR,
Housing Element
City of Cotati
General Plan Update and EIR
City of Manteca
General Plan Update and EIR, Zoning
Code Update, Housing Element, and
On-Call Staffing
City of Sebastopol
General Plan Update EIR and Climate
Action Plan
City of Foster City
Sustainability Element and Climate
Action Plan EIR/Housing Element EIR
City of Elk Grove
General Plan Annual Report & Implementation Plan, Housing Element Updates (4th, 5th, & 6th Cycles), and
EIR Addendum
City of Lakeport
Springs Specific Plan and EIR
Sonoma County
Housing Element – 4th Cycle
City of Half Moon Bay
Housing Element – 5th Cycle;
Focused General Plan Update
City of Oakley
Housing Element – 4th & 5th Cycle
City of Ripon
Housing Element – 5th & 6th Cycle
City of Winters
Housing Element – 6th Cycle
Shasta County
Housing Element (6th Cycle),
Inclusionary Housing Study, and
Zoning Code Update
Yolo County
Housing Element Update EIR – 5th
Cycle
City of Novato
Cottage Senior Apartments NEPA
City of Manteca
Blue Mountain Terrace NEPA
City of Manteca
The Ranch EIR,
City of Rancho Cordova
Vineyards at El Dorado Hills EIR
El Dorado County
Brownfields Site Reuse and
Revitalization Planning
City of Pittsburg
CEQA Documentation: General Plan
Update and Zoning Code Update
Town of Yountville

RELEVANT PROJECT EXPERIENCE
#7..
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EDUCATION
BS, Environmental Policy and
Planning,
University of California, Davis
Elise is a Senior Planner with De Novo. She has over 10 years of environmental consulting experience completing both CEQA and NEPA documentation in the public and private sectors, as well as collaborating on long-rang planning documents. Elise has worked on a variety of projects throughout California, including large-scale, controversial development projects, Specific and Master Plans, and General Plan Updates. Examples include the West Davis Active Adult Community EIR (City of Davis), Eastview Specific Plan and Annexation EIR (City of Galt), College Park EIR (City of Rocklin), Sebastopol Zoning Code Update (City of Sebastopol), and City of Campbell General Plan Update. Her other skills include air quality modeling using the California Emissions Estimator Model (CalEEMod), California Natural Diversity Database and RareFind research, public outreach and facilitation, and project organization and management.

Elise Laws

SENIOR PLANNER
Sonoma Springs Specific Plan and EIR,
Sonoma County
Tra Vigne Development Project EIR,
City of Stockton
West Davis Active Adult Community
EIR,
City of Davis
College Park EIR,
City of Rocklin
5175 Vincent Avenue EIR,
City of Irwindale
South Lathrop SP EIR,
City of Lathrop
Truckee PC-3 SP EIR,
Town of Truckee
Pilot Flying J EIR,
City of Tulare
West Area Specific Plan EIR,
City of Salinas
Oakwood Trails EIR,
City of Manteca
Oakwood Landing EIR,
City of Manteca
Griffin Park Master Plan EIR,
City of Manteca
Calaveras SR 49 Land Use Study,
Calaveras Council of Governments
Sunrise Tomorrow Specific Plan EIR,
City of Citrus Heights
Crossroads West Specific Plan EIR,
City of Riverbank
Griffin Park Master Plan Project EIR,
City of Manteca
Milpitas General Plan Update,
City of Milpitas
Campbell General Plan Update,
City of Campbell
Manteca General Plan Update,
City of Manteca
Sebastopol Zoning Code Update,
City of Sebastopol
Legacy Trail CEQA and NEPA
Documents,
Town of Truckee
Pilot Flying J EIR,
City of Lathrop
Vineyards at El Dorado Hills,
El Dorado County

RELEVANT PROJECT EXPERIENCE
#7..
- 190 -

EDUCATION
MCP, City Planning, Urban Design
Concentration
University of Pennsylvania,
Philadelphia

BS, Urban, Rural, and
Environmental Planning,
Brigham Young University, Provo

Research,
Cambridge University (UK), Pembroke
College

ORGANIZATIONS
Urban Land Institute
American Planning Association
U.S. Green Building Council
LEED AP BD+C,
Credential Id # 10433552-AP-BD+C
Megan Thorne is a senior planner and designer with De Novo Planning Group. With over 15 years of professional planning experience, Megan has worked on a wide variety of planning projects for public and private sector clients, including numerous general plans, specific plans, corridor plans, site plans, design guidelines, strategic plans, sustainability programs, visioning projects, transit-oriented development plans, zoning documents, outreach programs, and 3D visualizations. Megan possesses the ability to think creatively and envision change while keeping projects grounded with achievable benchmarks and implementable policy goals. She excels at communicating complex information and policy ideas in a compelling and simple manner. As a designer, Megan has differentiated herself with her hand-drawing abilities as well as her technical skills. Her technical expertise includes 3D modeling, graphic design, and web design. She continues to pioneer ways new technology can improve old processes from community outreach approaches to the web-publication of planning documents.

Megan Knowles, LEED AP BD+C
General Plan Update and EIR,
City of San Jacinto
General Plan Update and EIR,
City of La Verne
General Plan Update and EIR,
City of Lake Forest
General Plan Update and EIR,
City of Westminster*
General Plan Update and EIR
City of San Marcos
ADU Ordinance and Guidebook,
City of Ione
City of Bellflower Sign Code Update
City of Bellflower
Irvine Neighborhood Plan
City of Irvine
California High Speed Rail: Palmdale
to Burbank Segment
City of Palmdale, City of Burbank*
West Carson Transit-Oriented
Development Specific Plan
City of West Carson*
Downtown Bellflower TransitOriented Development Specific Plan City of Bellflower*
SCAG 2016 RTP/SCS: Content
Authoring and Web Solution
Southern CA Association of
Governments*
Morena Corridor Specific Plan
City of San Diego*
De Anza Revitalization Plan
City of San Diego*
Long Beach Southeast Area (SEASP)
Specific Plan
City of Long Beach*
Stanton Plaza Specific Plan
Amendment and EIR Addendum
City of Stanton*
Airport Gateway Specific Plan
Inland Valley Development Agency*
Crafton Hills College Village Overlay
Zone
City of Yucaipa*
Livermore Downtown Visioning & Site
Planning
City of Livermore*
The Highlands, Tesoro Del Valle
Master Plan
Newport Pacific Land*
Tesoro Viejo Master Plan
Madera County*
Harmony Specific Plan
Lewis Companies, City of Highland*
SAVI Ranch Land Use and Mobility
Vision Plan
City of Yorba Linda*
LA County Parks Needs Assessment
Los Angeles County*
Measure A Parks Implementation
Los Angeles County*

RELEVANT PROJECT EXPERIENCE
* Project was completed by Ms. Thorne while she was employed at another planning firm #7..
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EDUCATION
BS, Environmental Policy Analysis
and Planning,
University of California, Davis

ORGANIZATIONS
American Planning Association

ACREDITATIONS
AICP
LEED AP O+M
Josh Smith, AICP, is a Senior Planner with De Novo. He has twelve years of experience and is responsible for the preparation of CEQA/NEPA documents (Initial Studies, Negative Declaration, Environmental Impact Reports, and Environmental Assessments), the development of air quality and greenhouse gas technical plans and reports, and climate change planning for local governments.

Josh has extensive experience with air quality, greenhouse gas, and energy modeling, including criteria air pollutant and air dispersion modeling. Josh also has substantial experience developing Climate Action Plans, Energy Action Plans, and toxic air contaminant (TAC) Health Risk Assessments. He served as the primary technical analyst on the Pleasanton, Oakdale, and Hughson Climate Action Plans, and has managed EIRs such as the Manteca Annexation #1 EIR, Placer County RTP EIR, and Amador County RTP EIR. Josh has additional expertise utilizing best-practice standards for developing greenhouse gas (GHG) inventories and context-specific GHG mitigation measures, as well as developing custom air pollutant emissions calculators for complex projects.

Josh Smith, AICP, LEED AP

SENIOR PLANNER
5175 Vincent Avenue MND,
City of Irwindale
South Lathrop SP EIR,
City of Lathrop
Truckee PC-3 SP EIR,
Town of Truckee
Pilot Flying J EIR and HRA,
City of Tulare
Amador County RTP EIR,
Amador County Council of Governments
Placer County RTP EIR,
Placer County Regional Transportation
Planning Agency
Pilot Flying J EIR and HRA,
City of Lathrop
West Area Specific Plan EIR,
City of Salinas
Oakwood Trails EIR,
City of Manteca
Oakwood Landing EIR,
City of Manteca
Griffin Park Master Plan EIR,
City of Manteca
Legacy Trail CEQA and NEPA
Documents,
Town of Truckee
Sonoma Springs Specific Plan and
EIR,
Sonoma County
Sterling Apartments EIR,
City of Davis
Milpitas General Plan Update,
City of Milpitas
Campbell General Plan Update,
City of Campbell
Manteca General Plan Update,
City of Manteca
Manteca Annexation #1 EIR,
City of Manteca
Tra Vigne Development Project EIR,
City of Stockton
Gardena U-haul MND,
City of Gardena
Citrus Heights Sunrise Tomorrow EIR
City of Citrus Heights
Fullerton 1901 Via Burton MND
City of Fullerton
Pleasanton Climate Action Plan
City of Pleasanton*
Hughson Climate Action Plan
City of Hughson*
Hughson Climate Action Plan
City of Hughson*
Rialto Travel Center EIR and HRA
City of Rialto
Palmdale HRA
City of Palmdale

RELEVANT PROJECT EXPERIENCE
* Project was completed by Mr. Smith while she was employed at another planning firm
#7..
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EDUCATION
BA, Political Science,
University of California, Los Angeles
Master of City and Regional
Planning,
Cal Poly, San Luis Obispo

ORGANIZATIONS
American Planning Association
Association of Environmental
Professionals
Congress for the New Urbanism
AWARDS
2019 California Planning Foundation,
Central Coast Section Scholarship
2019 & 2020 Errett Fisher Foundation
Scholarship
Erik has worked on a diverse range of projects for public and private sector clients, with a focus on environmental and sustainability planning, land-use planning, and policy development. Erik provides project support in the preparation of CEQA documentation and long-range planning documents, including General Plans, Housing Elements, and Zoning updates. His experience includes grassroots lobbying with a non-profit environmental organization and work in the legal field.

Erik is passionate about serving communities and creating innovative work through place-based development strategies.

Erik Anderson

ASSOCIATE PLANNER
General Plan Update, Zoning Update,
and EIR
City of San Jacinto
General Plan Update, Hawthorne Blvd
Specific Plan Update, and EIR
City of Lawndale
Zoning Update and Addendum to
General Plan EIR
City of Westminster
General Plan Update and EIR
City of Jackson
General Plan Update and EIR
City of Red Bluff
Mountain House Incorporation IS/ND
San Joaquin County
SR-120 Interchange IS/MND
City of Lathrop/Caltrans
Circulation Element Update IS/ND
City of Bell Gardens
U-Haul Expansion IS/MND
City of Gardena
Pilot Travel Center IS/MND
City of Moreno Valley
Applied Medical Expansion IS/MND
City of Lake Forest
2500 North Hollywood Way EIR
City of Burbank
Harper Project EIR
City of West Hollywood
Focused General Plan Update
City of Glendale
Local Hazard Mitigation Plan
Laguna Hills, CA
Housing and Safety Element Update
City of Rancho Santa Margarita
Housing Element Update (6th Cycle)
Cities of Lawndale, Glendale,
Hawthorne, La Verne, Avalon, Lake
Forest, Rancho Santa Margarita,
Westminster, Temecula, and San
Jacinto
General Plan Update
City of McFarland*
McFarland Zoning Code Update
City of McFarland*

RELEVANT PROJECT EXPERIENCE
* Project was completed by Mr. Anderson while enrolled as a Graduate Student in City and Regional Planning at Cal Poly, San Luis Obispo
#7..
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Courtney is an Assistant Planner with De Novo Planning. She earned a B.S. in City and Regional Planning with a minor in Sustainable Environments from Cal Poly, San Luis Obispo. Courtney has a passion for community planning and has participated in public outreach efforts for cities throughout Southern California.

Courtney work focuses on environmental projects and has worked on a variety of CEQA projects for land development and public policy document projects. She has worked on projects at the programmatic level and at the project-specific level, allowing her to better understand the impacts planning decisions have on both the surrounding communities and individuals.

Courtney has worked on a range of planning projects, including Climate Vulnerability Assessments and General Plan Updates throughout California.

Courtney Marchi

ASSISTANT PLANNER

EDUCATION
BS, City and Regional Planning,
California Polytechnic State University,
San Luis Obispo

ORGANIZATIONS
American Planning Association
AWARDS
2021 Academic Award of Excellence,
APA Central Coast Division
General Plan Update, Zoning Update,
and EIR
City of San Jacinto
General Plan Update EIR,
City of La Verne
General Plan Update EIR,
City of Martinez
Housing Element Update EIR,
City of Sausalito
Pilot Travel Center Project EIR,
City of Moreno Valley
Pilot Travel Center Project EIR,
City of Perris
Harper Project EIR,
City of West Hollywood
2500 North Hollywood Way EIR,
City of Burbank
Great Scott Tree Service IS/MND,
City of Lake Forest
Applied Medical Expansion Project
EIR,
City of Lake Forest
Soma Apartments IS/MND,
City of Manteca
U-Haul Expansion Project IS/MND,
City of Gardena
Climate Vulnerability Assessment,
Cities of Lake Forest, Gardena,
Stanton, and Bradbury
Environmental Justice Element
Update,
City of Anaheim
Environmental Justice Element
Update,
City of Gardena
General Plan Update,
City of San Marcos
General Plan Annual Progress
Report,
City of San Marcos
Background Report & General
Plan Policy Update,*
City of San Joaquin
Downtown Tracy Light Rail
Specific Plan,*
City of Tracy
Urban Design Visions,*
City of San Martin
General Plan Update,
County of Orange

RELEVANT PROJECT EXPERIENCE
* Project was completed by Marchi while enrolled as an Undergraduate Student in City and Regional Planning at the California Polytechnic State University, San Luis Obispo #7..
- 194 -

EDUCATION
BS, City and Regional Planning,
California Polytechnic State University,
San Luis Obispo

ORGANIZATIONS
American Planning Association
AWARDS
2014 1st Place Sacramento Regional
Design Competition, ACE Mentorship
Program, Sacramento Valley Section
Jeff is an Assistant Planner with De Novo and joins our team having recently earned his B.S. in City and Regional Planning from Cal Poly San Luis Obispo. Jeff is passionate about serving communities and creating innovative work through land use planning and design. He is an active member of the APA ambassador program and the APA Small Town & Rural program. Jeff works on a variety of projects for De Novo, including General Plan updates and CEQA documentation.

Jeffrey Setterlund

ASSISTANT
Glenn County General Plan Update,
Glenn County
Willows General Plan Update,
City of Willows
West Area Specific Plan EIR,
City of Fresno
College Park EIR,
City of Rocklin
Lathrop General Plan Update,
City of Lathrop
Wackerly Annexation Plan,
City of Manteca
Campbell General Plan Update,
City of Campbell
Milpitas General Plan Update,
City of Milpitas
Housing Element Update,
City of Escalon
Housing Element Update,
City of Lakeport
Housing Element Update,
Shasta County
Parlier Community Plan Update,
City of Parlier*
Bickford Ranch Specific Plan,
Placer County*
Sunset Industrial Area Specific
Plan,
Placer County*
Placer Ranch Specific Plan,
Placer County*
High Speed Rail Station Area Plan
(Practicum),
City of Riverside*
Downtown Plan (Practicum),
City of San Luis Obispo*
Waterfront Resiliency Project,
City of San Francisco*
Community Plan Update
(Practicum),
Avila Beach*
Corridor Redevelopment Vision,
Meadow Vista*
Secondary Dwelling Code Update,
Placer County*
Housing Element Update,
Placer County*

RELEVANT PROJECT EXPERIENCE
* Project was completed by Mr. Setterlund while enrolled as an Undergraduate Student in City and Regional Planning at the California Polytechnic State University, San Luis Obispo or while he was employed at another planning firm
#7..
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Ellen Poling
Senior Associate
100 Pringle Avenue.

Suite 600
Walnut Creek, CA 94596
925.930.7100
Walnut Creek | Denver | Honolulu | Inland Empire | Oakland | Orange County | Roseville Sacramento | Salt Lake City | San Diego | San Francisco | San José | Seattle | Washington DC about
Ellen has 30 years of experience managing transportation planning and traffic engineering projects. Her projects have included traffic impact studies, environmental impact report transportation chapters, general and specific plan transportation elements, neighborhood traffic calming
studies, freeway interchange project reports, and
university-related studies covering a wide array of issues, including origin-destination surveys, trip generation
surveys, and policy analysis. Her particular areas of
expertise include university and city planning studies, environmental review under CEQA, and development site
traffic engineering review. Her recent city clients include Benicia, Fairfield, Lafayette, Moraga, Pleasant Hill, San Ramon, Stockton, and Vallejo; recent college and
university clients include UC Berkeley, UC Davis, UC
Riverside, UC Merced, CSU East Bay, Stanford University, Mills College, and University of San Francisco.
education
B.S. in Aeronautical Engineering, University of California, Davis, 1986
affiliations
Institute of Transportation Engineers: Member
registrations
Licensed Traffic Engineer, State of California (#1723)
Licensed Mechanical Engineer, State of California (#27941) expertise
• General Plans
• Specific Plans
• University and College Campus Planning
• Traffic Impact Analysis
• Site Access and Circulation Evaluation
• Parking Studies
• Highway Project Development
public service
Lafayette Circulation Commission: 1997 – 2011
publications & presentations
Downtown at the Crossroads: Balancing Capacity Needs
with Quality of Life in Lafayette, CA (Institute of
Transportation Engineers, 2000 National Meeting)
The Roundabout Solution for a Campus Gateway
(Transportation Research Board 4th International
Conference on Roundabouts, April 2014)
project experience
North Downtown Specific Plan (Walnut Creek, CA)
Fehr & Peers is kicking off the transportation planning work for the North Downtown Specific Plan in Walnut
Creek. The Plan area is bounded by Parkside Drive, Civic Drive, California Avenue, Pringle Avenue, and I-680. Our tasks include a baseline traffic operations and
transportation infrastructure report, developing land use and transportation alternatives, multi-modal evaluation of alternatives, preparing the transportation chapter of the Specific Plan, and completing the transportation
impact analysis for the Specific Plan EIR.
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Ian Barnes, PE
Senior Associate/Stockton Office Leader

EDUCATION
Master of Science in Civil Engineering,
University of California, Berkeley, 2011
Bachelor of Science in Civil Engineering,
Magna Cum Laude, California Polytechnic
State University – San Luis Obispo, 2010

REGISTRATIONS
Professional Engineer, State of California
(#C81389)

AFFILIATIONS
Institute of Transportation Engineers (ITE),
Legislative Chair
Founding Officer of the San Francisco Bay
Area chapter of the Young Professionals in
Transportation

PUBLICATIONS
Impact of Peak and Off Peak Tolls on Traffic in
the San Francisco-Oakland Bay Bridge Corridor
(lead author), UC Berkeley Global Metropolitan
Studies, 2011

EXPERTISE
• Traffic operations analysis for PID and PA/ED
• Arterial Traffic Operations
• Senate Bill 743 CEQA VMT analysis for
transportation infrastructure projects
• Technical Software: VISSIM; SYNCHRO/
SIMTRAFFIC; HCS; TRAFFIX
• Microsimulation modeling
ABOUT
Ian Barnes is an award-winning Senior Associate in Fehr & Peers’ Stockton office, where he also serves as Office Leader. Mr. Barnes has over 10 years of experience in multimodal planning and operations analysis over a broad spectrum of settings in the Bay Area and Northern California. He is an expert in microsimulation modeling, including extensive experience with the VISSIM and SimTraffic software analysis packages. His studies focus on complex arterial networks, as well as complex freeway systems. He previously served as the Legislative Chair of the Institute of Transportation Engineers San Francisco Bay Area Section, and was a founding officer of the San Francisco Bay Area chapter of the Young Professionals in Transportation professional society.

SELECT PROJECT EXPERIENCE
State Route 120/Union Road Diverging Diamond Interchange (Manteca, CA)
The SR 120/Union Road interchange serves as a key regional transportation mobility node for the City of Manteca and San Joaquin County as a whole; efficient and safe multimodal operations at the interchange are critical to maintain the quality of life for residents, employees and visitors of the area, while continuing to ensure the function of key economic drivers for the local community. Given the high traffic demands placed on the interchange, an innovative, first-in-California Diverging Diamond Interchange (DDI) concept, along with a grade separated bicycle/pedestrian “ribbon path,” was advanced as the preferred alternative for the project.

Fehr & Peers provided transportation consulting services for the SR 120 / Union Road Diverging Diamond Interchange (DDI) Project in the City of Manteca, including completed the PA&ED phase Traffic Operations Analysis Report (TOAR) for the project. Being committed to providing an efficient and cost-effective analysis of the transportation impacts of the proposed project, we used as much information from prior studies completed by Fehr & Peers for transportation infrastructure and land use projects in the area. The analysis fully evaluated the Diverging Diamond Interchange (DDI) Project and provided improved access from southbound Union Road into the Promenade Shops – Orchard Valley. The TOAR was conducted in conjunction with Caltrans District 10’s policies for transportation analysis and traffic forecasting; relationships with District 10 staff were critical in advancing this innovative interchange design through the Caltrans process. Ian served as the Deputy Project Manager and Technical Manager for this project.
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LUKE SAXELBY, INCE Bd. Cert.

Principal Consultant at Saxelby Acoustics
915 Highland Pointe Drive, Suite 250 | (916) 760-8821 | [email protected] | SaxNoise.com Mr. Saxelby has been practicing acoustic and noise control engineering for the past 21 years and is a Board Certified member of the Institute of Noise Control Engineering (INCE). He is an expert in the requirements of the California Environmental Quality Act (CEQA) relating to noise impacts and has been involved in the preparation of hundreds of noise studies, including CEQA Environmental Impact Reports (EIR) and Mitigated Negative Declarations (MND). He is also a recognized expert witness in issues relating to building acoustics and noise control and has given testimony on various legal projects including construction defect claims and CEQA litigation.

Mr. Saxelby has extensive experience in the use of complex noise modeling programs including the Federal Highway Administration (FHWA) Traffic Noise Model (TNM), the CadnaA (Computer Aided Noise Abatement) sound prediction model, SoundPLAN acoustic model, the Federal Aviation Administration’s (FAA) Integrated Noise Model (INM), and the Enhanced Acoustic Simulator for Engineers (EASE) model. He has also developed many custom computer models used in his practice. Special interests and areas of practice include the application of noise control techniques for mechanical systems, building noise control design, low noise HVAC systems, and architectural acoustics.

KEY EXPERIENCE
▪ Airstrip/Helipad Noise Assessment
▪ Architectural Acoustics Design and Testing
▪ Community Noise Ordinance Development
▪ Compliance Monitoring
▪ Construction Noise/Vibration Analysis
▪ EIR / MND / EIS / HUD Noise Assessments
▪ Expert Witness
▪ General Plan Noise Element Development
▪ Green Building Code Analysis
▪ Industrial Noise Control
▪ Low Noise HVAC Design
▪ Master Plan / Community Plan Noise
▪ Mining Noise Assessment
▪ Peer Review
▪ Transportation Noise Studies
▪ Wind Turbine Noise Analyses

EDUCATION/TRAINING/PROFESSIONAL AFFILIATIONS
▪ Institute of Noise Control Engineering (INCE) | Board Certified (2011) ▪ FHWA Traffic Noise Model (TNM) Training Course | Burlington, MA (2005 ▪ B.S. Mechanical Engineering | California State University | Sacramento, California (1999-2004) ▪ Board for Professional Engineers and Land Surveyors: Engineer-In-Training (EIT) #116045 (2003)

PUBLICATIONS
▪ Noise Control for a Metal Shredder and Recycling System | Sound & Vibration Magazine | August 2012 PROJECT EXPERIENCE – ACOUSTICAL DESIGN AND NOISE CONTROL ENGINEERING ▪ 4045 Broadway Multi-Family Development. Oakland, California. ▪ 401 29th Street Multi-Family Development. Oakland, California ▪ Scotia Apartments Multi-Family Development. San Jose, California ▪ California School for the Deaf Acoustical Design. Riverside, California. ▪ Jackson Street Multi-Family Housing. Seattle, Washington.

PROJECT EXPERIENCE – ENVIRONMENTAL NOISE ASSESSMENT
▪ Bethel Church Collyer Drive Campus. City of Redding, California. ▪ Isabella Dam Safety Modification EIS. Lake Isabella, California. ▪ Central Trunk Sewer Rehabilitation Construction Project. Sacramento, California. #7..
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Steve McMurtry, De Novo Planning Group March 24, 2023 www.SaxNoise.com

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Economic Development CommitteeMarch 4, 2024

Economic Development Committee
March 4, 2024