Oxnard City Council
May 3, 2022

Written materials relating to an item on this agenda that are distributed to the legislative bodies within 72 hours before the item is to be considered at its regularly scheduled meeting will be made available for public inspection at the City Clerk’s Office, 300 West Third Street 4th Floor during customary business hours. Agenda reports are also on the City of Oxnard web site at www.oxnard.org.

In compliance with the Americans with Disabilities Act, if you require special assistance to participate in a meeting, please contact the City Clerk’s Office at 385-7803. Notice at least 72 hours prior to the meeting will enable the City to reasonably arrange for your accessibility to the meeting.

Agenda Item time estimates: (Presentation / Council Discussion / Public Comment) AGENDA

OXNARD CITY COUNCIL

OXNARD COMMUNITY DEVELOPMENT COMMISSION SUCCESSOR AGENCY

OXNARD FINANCING AUTHORITY

OXNARD HOUSING AUTHORITY
Meeting Location: Council Chambers, 305 West Third Street May 3, 2022
Appointment Items - 5:00 PM
Regular Meeting - 6:00 PM
Zoom details to call-in for public comment during a meeting:

1. Dial Phone Number: (888) 475-4499

2. Enter Meeting ID: 860 3290 4133

3. Passcode: 624083
If you wish to speak during public comments or a particular item on the agenda, please sign-on by following the zoom calling in steps listed above. Once the Mayor calls for public speakers, press *9 to raise your hand to inform the City Clerk you would like to speak during the public speaking section for that particular item on the agenda, while in the zoom waiting room.\ The public may view the meeting from home on Spectrum channel 10, Frontier channel 35, or YouTube at Youtube.com/oxnardnews.

Video recordings of the meeting are typically available online following the meeting at the City’s website at www.oxnard.org/city- meetings.
*Please see the link for the Measure M pre-recorded presentation video for each item listed on this agenda.

YOU MAY PARTICIPATE IN THE MEETING IN THE FOLLOWING WAYS:

1. ATTEND THE MEETING AT THE LOCATION LISTED ABOVE: Submit a speaker card to the City Clerk.

2. EMAIL COMMENTS OR SIGN UP TO SPEAK REMOTELY BEFORE THE MEETING a. Submit a request to speak by no later than 3 p.m. on the day of the meeting by using the form available at www.oxnard.org/citymeetings.
b. Submit an email to [email protected] no later than 3 p.m. on the day of the meeting (indicate the agenda item number in the subject line). All email correspondence will be forwarded to the City Council prior to the start of the meeting and made part of the legislative record. c. Contact the City Clerk’s Office at (805) 385-7803 to submit your request.

3. PROVIDING PUBLIC COMMENTS REMOTELY DURING THE MEETING a. To provide public comment during the meeting dial (888) 475-4499 and enter the Meeting ID and Passcode listed above as the Zoom details for this meeting. When the Mayor announces the particular item on the agenda you want to speak on, press *9 to raise your hand while in the zoom waiting room. Once called on, press *6 to unmute your phone.
b. Public comments on agenda items will be taken following the announcement of the item. After the item is announced, members of the public may register or otherwise be recognized for the purpose of providing public comment.
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OXNARD COMMUNITY DEVELOPMENT COMMISSION SUCCESSOR AGENCY May 3, 2022 PAGE 2
Detailed participation instructions can be found at www.oxnard.org/city-meetings. * The City has filed pre-election and post-election lawsuits regarding the validity of Measure M.

A. ROLL CALL, POSTING OF AGENDA
THE FOLLOWING LEGISLATIVE BODIES ARE MEETING: City Council

B. APPOINTMENT ITEMS (5:00 PM)

1. Cultural & Community Services Department
SUBJECT: Senior Services Commission Annual Report. (5/5/5) RECOMMENDATION: That City Council receives the Senior Services Commission annual report.

Legislative Body: City Council
Contact: Terrel Harrison, (805) 385-7994

2. SUBJECT: Presentation by the Youth Coalition of Oxnard on Waste Disposal Research and Improvement. (20/5/5)

C. OPENING CEREMONIES (6:00 PM)
Pledge of allegiance to the flag of the United States.

D. CEREMONIAL ITEMS

1. SUBJECT: Presentation of a Proclamation Designating the Month of May, 2022 as "Older Americans Month."

2. SUBJECT: Presentation of a Proclamation Designating the Month of May, 2022 as "Asian American and Pacific Islander Heritage Month."

3. SUBJECT: Presentation of a Proclamation Designating the Week of May 15 - 21, 2022 as "Public Works Week."

4. SUBJECT: Presentation of a Proclamation Designating the Month of May, 2022 as "Building Safety Month."

E. PUBLIC COMMENTS ON ITEMS NOT ON THE AGENDA

A person may address the legislative body only on matters not appearing on the agenda and within the subject matter jurisdiction of the legislative body. Speaker requests shall be submitted as set forth on the first page of this agenda. Speakers are limited to three minutes. After 30 minutes, if all speakers have not had the opportunity to speak, the remaining speakers will be given an opportunity to speak prior to adjournment of the meeting. The legislative body cannot enter into a detailed discussion or take action on any items presented during public comments at this time. Such items may only be referred to the City Manager/Executive Director/Secretary for administrative action or scheduled on a subsequent agenda for discussion. Persons wishing to speak on public hearing items should do so at the time of the hearing.

F. REPORT OF CITY MANAGER/EXECUTIVE DIRECTOR/SECRETARY

The City Manager/Executive Director/Secretary shall report on items of interest to the legislative body occurring since the last meeting. The legislative body cannot enter into detailed discussion or take action on any item presented during this report. Such items may only be referred to the City 2 OXNARD CITY COUNCIL OXNARD FINANCING AUTHORITY HOUSING AUTHORITY

OXNARD COMMUNITY DEVELOPMENT COMMISSION SUCCESSOR AGENCY May 3, 2022 PAGE 3
Manager/Executive Director/Secretary for administrative action or scheduled on a subsequent agenda for discussion.

G. CITY COUNCIL/HOUSING AUTHORITY/SUCCESSOR AGENCY/FINANCING AUTHORITY

BUSINESS/COMMITTEE REPORTS

At this time, a member of the legislative body may make a brief announcement, or make a brief report on his or her activities. Further, members of the legislative body may request to schedule consideration of whether to place an item on a future agenda. The legislative body cannot enter into detailed discussion or take action on any item presented during this report. The member's report shall not exceed three minutes, unless additional time is granted by the presiding officer.

H. REVIEW OF INFORMATION/CONSENT AGENDA
The members of the legislative body will consider whether to remove Information/Consent Agenda items for discussion later during the meeting.

I. PUBLIC COMMENTS ON INFORMATION/CONSENT AGENDA
At this time, a person may address the legislative body only on matters appearing on the information/consent agenda. The presiding officer shall limit public comments to three minutes.

J. INFORMATION/CONSENT AGENDA

1. City Clerk Department
SUBJECT: Approval of Minutes.

RECOMMENDATION: That the City Council approve the minutes of the March 15, 2022 regular meetings as presented.

Legislative Body: City Council
Contact: Rose Chaparro, (805) 385-7805

2. Community Development Department
SUBJECT: First Amendment to Agreement for Environmental Services with Rincon Consultants and Environmental Science Associates.

RECOMMENDATION: That the City Council execute a First Amendment with Rincon Consultants, Inc., and Environmental Science Associates (ESA), to increase Agreements #9062- 20-CD and #9077-20-CD by $200,000 for Rincon Consultants, and $100,000 for ESA, respectively, for revised not-to-exceed amounts of $400,000 and $300,000, respectively.

Legislative Body: City Council
Contact: Vyto Adomaitis, (805) 385-7882

3. Community Development Department

SUBJECT: Adoption of Ordinance No. 3015 - Portofino Place: A request for a General Plan Amendment to change the 2030 General Plan land use designation of a 7.61-acre site located along the south side of Fifth Street at the intersection of Portofino Place (south of the Oxnard Airport) (APNs: 185-0-221-025, 185-0-221-265, and 185-0-223-015) from Business Research Park (BRP) to Residential Medium (RM) (PZ 20-620-02); a Zone Change from Business Research Park to Multiple-Family (R-2) (PZ 20-570-02), and a Tentative Subdivision Map (Tract No. 6064) for condominium purposes (PZ 20-300-02) to allow for the construction of 90, two-story condominium dwelling units and associated site improvements.

RECOMMENDATION: That the City Council adopt Ordinance No. 3015 approving Planning and 3 OXNARD CITY COUNCIL OXNARD FINANCING AUTHORITY HOUSING AUTHORITY

OXNARD COMMUNITY DEVELOPMENT COMMISSION SUCCESSOR AGENCY May 3, 2022 PAGE 4
Zoning Permit No. 20-570-02 (Zone Change) to change the zoning of the project site from Business Research Park to Multiple-Family (R-2).

Legislative Body: City Council
Contact: Vyto Adomaitis, (805) 385-7882

4. Public Works Department

SUBJECT: Agreement A-8444 with Pirate California Holdings, LLC dba Pirate Staffing for Temporary and Supplemental Labor Services at the Del Norte Regional Recycling and Transfer Station.

RECOMMENDATION: That the City Council authorize the Mayor to execute Agreement A-8444 with Pirate California Holdings, LLC dba Pirate Staffing in an amount not to exceed $800,000 for a three-year term, for temporary and supplemental labor services at the Del Norte Regional Recycling and Transfer Station.
(Public Works and Transportation Committee approved 3-0) Legislative Body: City Council
Contact: Michael Wolfe, (805) 385-8055

5. Public Works Department
SUBJECT: Agreements for a Total Value of $10,700,000 for Supply and Delivery of Chemicals to Wastewater, Water and Recycled Water Facilities.

RECOMMENDATION: That the City Council approve and authorize the Mayor to execute the following Agreements for the supply and delivery of chemicals to Water, Wastewater, and Recycled Water Facilities through June 30, 2024 as follows:

1. Agreement A-8445 with HASA, Inc., in the amount not to exceed $1,000,000 for the supply and delivery of sodium hypochlorite to the Oxnard Wastewater Treatment Plant;

2. Agreement A-8446 with JCI Jones Chemicals, Inc., in the amount not to exceed $100,000 for the supply and delivery of sodium bisulfite to the Oxnard Wastewater Treatment Plant;

3. Agreement A-8447 with Pencco, Inc., the amount not to exceed $2,500,000 for the supply and delivery of ferric chloride to the Oxnard Wastewater Treatment Plant and Ferrous Chloride to Oxnard Lift Station 6;

4. Agreement A-8448 with Univar Solutions USA, Inc., in the amount not to exceed $150,000 for the supply and delivery of sodium hydroxide to the Oxnard Wastewater Treatment Plant Headworks Facility;

5. Agreement A-8449 with HASA, Inc., in the amount not to exceed $600,000 for the supply and delivery of sodium hypochlorite to the Oxnard Water Campus, Blending Station No. 3, and Advanced Water Purification Facility;

6. Agreement A-8450 with Hill Brothers Chemical Company in the amount not to exceed $300,000 for the supply and delivery of aqueous ammonia to the Oxnard Water Campus and Blending Station No. 3;

7. Agreement A-8451 with King Lee Chemical Company dba King Lee Technologies in the amount not to exceed $550,000 for the supply and delivery of Antiscalant Pretreat Plus 0100 to the Oxnard Water Campus and Advanced Water Purification Facility;

8. Agreement A-8452 with Miles Chemical Company, Inc. in the amount not to exceed $1,250,000 for the supply and delivery of hydrogen peroxide and liquid lime to the Advanced Water Purification Facility;

9. Agreement A-8453 with Pacific Star Chemical dba Northstar Chemical in the amount not 4 OXNARD CITY COUNCIL OXNARD FINANCING AUTHORITY HOUSING AUTHORITY

OXNARD COMMUNITY DEVELOPMENT COMMISSION SUCCESSOR AGENCY May 3, 2022 PAGE 5
to exceed $1,500,000 for the supply and delivery of sodium hydroxide, and citric acid to the Oxnard Water Campus and Advanced Water Purification Facility;

10. Agreement A-8454 with Univar Solutions USA, Inc. in the amount not to exceed $2,750,000 for the supply and delivery of sodium bisulfate, and sulfuric acid to the Advanced Water Purification Facility.
(Public Works and Transportation Committee approved 3-0) Legislative Body: City Council
Contact: Michael Wolfe, (805) 385-8055

6. City Attorney Department
SUBJECT: Adoption of a Just Cause Eviction And Tenant Protection Ordinance and a Rent Stabilization Ordinance.

RECOMMENDATION: That the City Council:

1. Adopt Ordinance No. 3012 adding Article I to Chapter 27 of the Oxnard City Code that is entitled:
“AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF OXNARD ADDING ARTICLE I TO CHAPTER 27 OF THE OXNARD CITY CODE ESTABLISHING JUST CAUSE EVICTIONS AND OTHER TENANT PROTECTIONS”

2. Adopt Ordinance No. 3013 adding Article II to Chapter 27 of the Oxnard City Code that is entitled:
“AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF OXNARD ADDING ARTICLE II TO CHAPTER 27 OF THE OXNARD CITY CODE ESTABLISHING RENT

STABILIZATION REGULATIONS INCLUDING PROHIBITING RESIDENTIAL REAL PROPERTY RENTAL RATE INCREASES THAT EXCEED FOUR PERCENT (4%) ANNUALLY”
Legislative Body: City Council
Contact: Stephen Fischer, Emilio Ramirez, (805) 385-7483, (805) 385-8094 K. PUBLIC HEARINGS

1. Public Works Department
SUBJECT: Five Year Capital Improvement Program for Fiscal Years 2022-2027. (0/15/15)

RECOMMENDATION: That the City Council:

1. Hold a public hearing to receive public testimony regarding the proposed 2022-2027 City of Oxnard Five-Year Capital Improvement Program; 2. Approve and authorize the Fiscal Year 2022- 23 & 2023-24 projects to be selected from the Proposed 2022-2027 City of Oxnard Five Year Capital Improvement Program; and

3. Adopt the 2022-2027 City of Oxnard Five Year Capital Improvement Program. (As of the date of this City Council agenda being posted, there is not yet an outcome from the April 26, 2022 Public Works and Transportation Committee. Staff is available to answer any 5 OXNARD CITY COUNCIL OXNARD FINANCING AUTHORITY HOUSING AUTHORITY

OXNARD COMMUNITY DEVELOPMENT COMMISSION SUCCESSOR AGENCY May 3, 2022 PAGE 6
questions.)
Please click the following link to view the required Measure M pre-recorded presentation video:
https://youtu.be/6ibQu-BEMDI
Legislative Body: City Council
Contact: Michael Wolfe, (805) 385-8055
L. REPORTS

1. City Treasurer
SUBJECT: City Treasurer’s Monthly Investment Report for the Period Ending March 31, 2022.

RECOMMENDATION: That the City Council receive and file the report.

Please click the following link to view the required Measure M pre-recorded presentation video: https://youtu.be/4f51B4ByeEA
Legislative Body: City Council
Contact: Phillip Molina, (805) 385-7808

2. Finance Department
SUBJECT: Adopt a resolution approving Water Infrastructure Finance and Innovation Act (“WIFIA”) Loan from the U.S. Environmental Protection Agency (“EPA”). (10/5/5)

RECOMMENDATION: That the City Council adopt a resolution approving an Installment Purchase Agreement, Indenture of Trust, a WIFIA Loan Agreement, and a WIFIA Loan Term Sheet with respect to the issuance by the City of Oxnard Financing Authority of bonds in an aggregate principal amount not to exceed $55,000,000 and other matters pertaining thereto.

That the Board of Directors of the City of Oxnard Financing Authority adopt a resolution approving an Installment Purchase Agreement, Indenture of Trust, a WIFIA Loan Agreement, and a WIFIA Loan Term Sheet with respect to the issuance by the City of Oxnard Financing Authority of bonds in an aggregate principal amount not to exceed $55,000,000 and other matters pertaining thereto.
(Presentation will be live upon Consultant's request.)
Legislative Body: City Council
Contact: Betsy George, (805) 200-5400

3. Public Works Department
SUBJECT: Fifth Amendment to Agreement A- 8094 with WKE, Inc. for Rice Avenue at Fifth Street/State Route 34 Grade Separation. (0/5/5)

RECOMMENDATION: That the City Council approve and authorize the Mayor to execute a Fifth Amendment with WKE, Inc. Agreement A-8094 in the amount of $495,559.48, for a new not to exceed contract value of $9,500,957.18 to complete the Plans, Specifications and Estimates for the Rice Avenue at Fifth Street/State Route 34 Grade Separation, Project 133101. (This item did not originate in Committee as this is a capital improvement project specifically listed in the Capital Improvement Program budget, which was previously approved by the City Council.)
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OXNARD COMMUNITY DEVELOPMENT COMMISSION SUCCESSOR AGENCY May 3, 2022 PAGE 7
Please click the following link to view the required Measure M pre-recorded presentation video: https://youtu.be/tE_3cdm_nvs
Legislative Body: City Council
Contact: Michael Wolfe, (805) 385-8055
M. ADJOURNMENT

7 CITY COUNCIL AGENDA REPORT

APPOINTMENT ITEMS (5:00 PM)
AGENDA ITEM NO. B.1

DATE: May 3, 2022

TO: City Council

FROM: Terrel Harrison, Cultural & Community Services Director, (805) 385-7994, [email protected]

SUBJECT: Senior Services Commission Annual Report. (5/5/5)

RECOMMENDATION

That City Council receives the Senior Services Commission annual report.

BACKGROUND

The Senior Services Commission’s annual report to Council traditionally is given in the month of May to highlight Older Americans Month and the great programs offered through Oxnard Senior Services. The live presentation will include highlights of programs and services offered in 2021, the second year of COVID-19. This was a year of adaptation and resilience as we closed programs yet continued to search for ways to meet the needs of the senior community. Outdoor programs were developed to keep safety in the forefront, while senior nutrition became an absolute necessity for many. It continues to be the mission of Senior Services to evaluate, promote and encourage new and existing activities and services that enhance the quality of life for the seniors of Oxnard.

STRATEGIC PRIORITIES

This agenda item is a routine operational item or does not relate to the five strategic priorities adopted by City Council on March 16, 2021.

FINANCIAL IMPACT

There is no financial impact.

COMMITTEE OUTCOME

This item did not originate in Committee.

Prepared by: Marisue Eastlake, RDVP Director

ATTACHMENTS
None
8 CITY COUNCIL AGENDA REPORT

INFORMATION/CONSENT AGENDA
AGENDA ITEM NO. J.1

DATE: May 3, 2022

TO: City Council

FROM: Rose Chaparro, City Clerk, (805) 385-7805, [email protected]

SUBJECT: Approval of Minutes.

RECOMMENDATION

That the City Council approve the minutes of the March 15, 2022 regular meetings as presented.

BACKGROUND

Approval of Minutes.

STRATEGIC PRIORITIES

This agenda item is a routine operational item or does not relate to the five strategic priorities adopted by City Council on March 16, 2021.

FINANCIAL IMPACT

There is no financial impact.

COMMITTEE OUTCOME

This item did not originate in Committee.

Prepared by: Rose Chaparro, City Clerk

ATTACHMENTS

1. MINUTES 03 15 2022 CC Regular Meeting
9 MINUTES

OXNARD CITY COUNCIL
Regular Meeting
March 15, 2022

A. ROLL CALL, POSTING OF AGENDA
At 4:33 p.m., Mayor John C. Zaragoza called to order the regular meeting of the Oxnard City Council (concurrently with the Oxnard Housing Authority), in the City Hall Council Chambers at 305 W. Third Street, Oxnard, California. The City Clerk called the roll and announced the posting of the agenda.

Councilmembers Gabriela Basua, Vianey Lopez, Oscar Madrigal, Bert E. Perello, Gabriel (Gabe) Teran, Mayor Pro Tem Bryan A. MacDonald, and Mayor John C. Zaragoza were present.

Housing Authority Commissioner Jose Andrade arrived at 6:00 p.m., Commissioner Francisco Vega was absent.

Staff members present in person were Alexander Nguyen, City Manager; Stephen M. Fischer, Ci ty Attorney; Ashley Golden, Assistant City Manager; Jennie Kelly, Assistant City Attorney ; Steve Naveau, Director of Human Resources; Jason Benites, Police Chief; Kenneth Rozell; Jason Zaragoza, Deputy City Attorney ; Joe Pearson II, AICP, Senior Planner ; Scott Kolwitz, Planning & Environmental Services Manager; and Simone Seydoux, Assistant City Clerk.

Staff members Alexander Hamilton, Fire Chief; Betsy George, Chief Financial Officer; Brian Yanez, Assistant Public Works; Eden Alomeri, Revenue & Licensing Director & Assistant City Treasurer ; Emilio Ramirez, Housing Director ; Eric L. Storrie, Special Districts Manager; Helen Miller, Chief Information Officer; Jason Benites, Police Chief; Jeff Miller, Wastewater Infrastructure Manager ; Jeff Pengilley, Community Development Assistant Director; Kumar Neppalli, Traffic Operations Engineer; Luis Ortega, Wastewater Management Analyst II; Michael Wolfe, Public Works Director; Shiri Klima, Deputy City Manager ; Steve Howlett, Assistant Public Works Director ; Tai P. Chau, PE, QSD/P, Supervising Civil Engineer ; Tatiana Arnaout, City Engineer; Timothy Beaman, Supervising Civil Engineer; Vyto Adomaitis, Community Development Director ; and Denise Shadinger, Assistant Chief of Police participated via videoconference.

Erik Nasarenko, Ventura County District Attorney; Michael Jump, Ventura County Chief Deputy District Attorney; Javier Gomez, Inlakech Cultural Arts Center; Ann Walsh, Shea Properties; Jonathan Cornelius, Fore Properties; Mark Di Cecco, RiverPark Town; Sean Mohn, Gibson Transportation; Tony Locacciato, Meridian Consultants ; Tony Talamante, Talamante Project ; Anthony Valdez, Starbucks; Hollee King Winegar, MPA, AICP; and Christian Sprunger, Assistant VP also participated via videoconference.

THE FOLLOWING LEGISLATIVE BODIES ARE MEETING: City Council and Housing Authority

B. PUBLIC COMMENTS ON CLOSED SESSION ITEMS
Public comments were received from Ray Blattel (cumulative cost of health benefit contributions from the City).

C. CLOSED SESSION (4:30 PM)

1. CONFERENCE WITH LABOR NEGOTIATORS (Government Code section 54957.6) Agency designated representatives: Alex Nguyen, City Manager, Steve Naveau, Director of Human Resources; and Jennie Kelly, Assistant City Attorney. 10 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 2

Employee organizat ion: Service Employees International Union CTW, CLC, Local 721 (SEIU Local 721); International Union of Operating Engineers AFL -CIO, Local No. 501 (IUOE Local 501); International Association of Firefighters, AFL -CIO (IAFF), Local No. 1684; Oxnard Public Safety Managers Association (OPSMA); Oxnard Peace Officers Association (OPOA); Oxnard Mid-Managers’ Association; (OMMA); and unrepresented employees: City Manager; City Attorney; Assistant City Manager; Chief Financial Officer; City Clerk; Assistant City Treasurer/Director of Revenue and Licensing; Deputy City Manager; Community Development Director; Fire Chief; Housing Director; Human Resources Director; I.T. Director; Cultural and Community Services Director; Police Chief; Public Works Director (Departmen t Directors); Chief Assistant City Attorney; Assistant City Attorney; Deputy City Attorney.

Legislative Body: City Council

The City Attorney read the following closed session statement:

“The City Council will recess after the Public Comment period is closed to a closed session, pursuant to Government Code section 54957.6 to review the status of labor negotiations and to review its available funds and funding priorities for the purpose of providing instructions to the City’s negotiators regarding the organizations and the unrepresented positions specified in Item C.1 of the meeting agenda.”

At 4:38 p.m., the City Council recessed to a closed session. At 5:02 p.m. the City Council reconvened in open session in the Council Chambers. The City Attorney announced the City Council met with its labor negotiators and provided instructions.

D. APPOINTMENT ITEMS (5:00 PM)

1. SUBJECT: Update by District Attorney Erik Nasarenko on the Family Justice Center in Oxnard.

District Atto rney Erik Nasarenko and Chief Deputy District Attorney Michael Jump gave a PowerPoint presentation to the City Council on the Family Justice Center in Oxnard.

E. OPENING CEREMONIES (6:00 PM)
The flag salute was followed by a moment of silence for the people of Ukraine.

F. CEREMONIAL ITEMS

1. SUBJECT: Presentation of a Proclamation Designating March 31, 2022 as "Cesar E. Chavez Day."

Mayor Zaragoza read the proclamation and presented it to Mr. Javier Gomez , Inlakech Cultural Arts Center. Mr. Gomez accepted the Proclamation on behalf of the community and announced a virtual celebration recognizing Cesar E. Chavez Day.

G. PUBLIC COMMENTS ON ITEMS NOT ON THE AGENDA

Tom Barber (Sunset Little League 50th Anniversary ), Deirdre Frank (Efforts in Ukraine and the Ukrainian Orthodox Church in Oxnard, Cannabis application in Oxnard Shores, cost of litigation and the Council), Douglas Partello (contract service with Mariposa Landscaping and work done at the Cabrillo neighborhood.
11 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 3

H. REPORT OF CITY MANAGER

1. City Manager Department SUBJECT: COVID-19 Update from Director of Emergency Services. (10/5/5)

RECOMMENDATION: That the City Council:

1. Receive and file an update from the Director of Emergency Services ("Director") on the COVID- 19 Local Emergency ("Emergency"); and

2. Ratify orders issued by the Director pertaining to the Emergency, potentially including an order addressing freight container shipping congestion and orders rescinding or modifying previously issued orders.

City Manager Nguyen announced an update on COVID -19, rental assistance, microbusiness relief grants, bulky item drop-off days and upcoming sports park idea day.

City Attorney Fischer announced there was no director order action to take tonight and that it would take place at the next Council meeting.

I. CITY COUNCIL/HOUSING AUTHORITY/SUCCESSOR AGENCY/FINANCING AUTHORITY

BUSINESS/COMMITTEE REPORTS

Councilmember Lopez made comments on how happy she was being back in Chambers and highlighted the local business Absolute Plumbing and Routing.

Councilmember Teran featured locally -owned Hair Supplies and Great Cuts and gave an update on volunteering with Councilmember Perello on March 5 at the bulky item collection at th e Police Activities League parking lot.

Mayor Pro Tem MacDonald picked Dolce Vita in the Transportation Center as his business. Mayor Pro Tem announced that the LOSSAN Rail Corridor Agency Board he serves on which manages the Amtrak Pacific Surfliner is trying to return to a normal schedule of commuter transportation. Also, the Oxnard Convention & Visitors Bureau Board he serves on is putting together a program for temporary banners and murals for the OTC to encourage visitors.

Councilmember Basua recommends the Vineyard Cafe.

Councilmember Perello discussed neighborhood clean- ups. He highlighted this is a way of addressing illegal dumping. Attended opening of the Little Leagues at East Side Park and at the Durley Park.

Durley Park Sunset Little League ha d seven members of the 1972 World Champion Senior League runner ups attending, with a plaque donated in their honor. Councilmember Perello also attended a low rider car show at Oxnard High School, the beginning of the Cabrillo Neighborhood Council and the Airport Authority. Thanked the Neighborhood Pride and Casa de Vida volunteers for their clean up and featured Henry’s Cafe as his business.

Councilmember Madrigal recommended local family business American Drive -In Cleaners. He also announced that he had the pleasure of participating Read Across America through Zoom.

12 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 4

Mayor Zaragoza attended opening day for the youth program at the Northside Little League along with Councilmember Perello, Chief Benites and Assistant Chief Sonstegard. The Mayor also attende d the Neighborhood Clean -up Program, the Bulky Item Drop- Off Days at Region two and thanked all the departments involved. The Mayor shared photos from the Sunset Little League 50th Anniversary Celebration at Durley Park and commended Tom Barber and his com mittee for planning the celebration.

The Mayor called on Chief Benites who spoke on the microgrants they give to community organizations and this year they presented a check for $4,000 to the Sunset Little League. The Mayor recommended Kabuki at the Collections.

1. City Manager Department
SUBJECT: Appointment of Voting Delegate and Alternate for Southern California Association of Governments General Assembly.

RECOMMENDATION: That the City Council appoint Councilmember Gabriela Basua as the City's voting delegate to attend the 2022 Southern California Association of Governments (SCAG) General Assembly scheduled for May 5 - 6, 2022 in Palm Desert, California and appoint an alternate delegate.

It was moved by Mayor Pro Tem MacDona ld, seconded by Councilmember Perello, to approve the recommended action and appoint Councilmember Vianey Lopez to serve as an alternate. VOTE: Basua, Lopez, MacDonald, Madrigal, Perello, Teran, and Zaragoza voted in favor; motion passed 7-0.

J. REVIEW OF INFORMATION/CONSENT AGENDA
Items L-1 through L-12 were discussed among the Council and staff.

K. PUBLIC COMMENTS ON INFORMATION/CONSENT AGENDA
Chuck Carter, Channel Islands Neighborhood Council Volunteer (K.8 Measuring of Water Quality).

L. INFORMATION/CONSENT AGENDA

1. City Clerk Department SUBJECT: Approval of Minutes.

RECOMMENDATION: That the City Council approve the minutes of the February 9, 2022 special meeting, the February 15, 2022 regular meeting, and the February 16, 2022 special meeting as presented.

2. City Attorney Department
SUBJECT: Adoption of Ordinance 3008 Amending Oxnard City Code Section 2-2.5.Regarding the Boundaries and Identifying Number of Each City Council District.

RECOMMENDATION: That the City Council adopt Ordinance 3008 that amends Oxnard City Code Section 2-2.5 regarding the boundaries and identifying number of each City Council district.

3. Finance Department
SUBJECT: Resolution 15,546 Declaring the Intent of the City to be Reimbursed for Certain Capital Expenditures from the Proceeds of Indebtedness.
13 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 5

RECOMMENDATION: That the City Council adopt Resolution 15,546 declaring the intent of the City to be reimbursed for certain capital expenditures from the proceeds of indebtedness. (Finance and Governance Committee approved 3-0.)

4. Public Works Department
SUBJECT: Third Amendment to Agreement A-8243 with Northern Digital, Inc. for Water System SCADA Design Project PW 20-97

RECOMMENDATION: That the City Council approve and authorize the Mayor to execute a Third Amendment to Agreement A-8243 with Northern Digital, Inc. in the amount of $78,500 for a new not to exceed contract amount of $344,700 for additional design work required for the Water System Supervisory Control and Data Acquisition Design Project PW 20-97 (Project No. 206509).

(This item did not originate in Committee as this is a capital improvement project specifically listed in the Capital Improvement Program budget, which was previously approved by the City Council.)

5. Fire Department SUBJECT: Purchase Order Western Extrication Specialist Inc., in the amount of $316,748.40.

RECOMMENDATION: That City Council authorize the Mayor to sign a Purchase Order with Western Extrication Specialists Inc. for $316,748.40 to purchase battery-operated extrication equipment.
(Community Services, Public Safety, Housing & Development Committee approved 3-0.)

6. Public Works Department
SUBJECT: Resolution 15,547 for a Grant from California Water and Wastewater Arrearage Payment Program.

RECOMMENDATION: That the City Council adopt Resolution 15,547 authorizing the City Manager or designee to:

1. Accept a grant from the California Water and Wastewater Arrearage Payment Program in the amount of $1,258,764.85 for delinquent water charges related to COVID-19;

2. Apply for a grant from the California Water and Wastewater Arrearage Payment Program in the amount of $848,092.67 for delinquent wastewater charges related to COVID-19; and

3. Execute grant agreements; the Finance Director or designee to submit financial reports and grant claims and approve budget appropriations for the use of grant funds; the Director of Public Works or designee to submit non-financial reports.
(This item did not originate in Committee.)

7. Community Development Department

SUBJECT: Approving the Appeal and overturning the Planning Commission’s Denial of Planning and Zoning Permit No. 21-550-01 (Major Modification to U-916 (Special Use Permit) for the proposed Starbucks at 2551 North Vineyard Avenue (APN: 132-0-043-215).

RECOMMENDATION: That the City Council:

1. Find the Project to be Categorically Exempt from environmental review pursuant to the California Environmental Quality Act (CEQA) Guidelines Section 15301 (Existing Facilities); and

2. Adopt Resolution 15,548 Approving the Appeal and overturning the Planning 14 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 6

Commission’s Denial of Planning and Zoning Permit No. 21-550-01 (Major Modification to U-916 (Special Use Permit)), subject to certain conditions and findings. (This item did not originate in Committee.)

8. Public Works Department SUBJECT: Channel Islands Water Quality and Quality Assurance Project Plan (QAPP) Report.

RECOMMENDATION: That the City Council receive and file a report on water quality monitoring efforts in the Channel Islands Harbor.
(Public Works and Transportation Committee approved 3-0.)

9. Public Works Department
SUBJECT: Agreement A-8431 with Executive Facilities Services, Inc. for Custodial Services at Various City Locations.

RECOMMENDATION: That the City Council approve and authorize the:

1. Mayor to execute Agreement A-8431 with Executive Facilities Services, Inc., for a term of one year with the option to extend for two consecutive periods of one year each upon the written agreement of both parties for a maximum possible contract term of three (3) years, and for a total contract not-to-exceed amount over the entire possible contract term of $735,000 to provide custodial services for the Water Campus, Blending Stations 3, 4 and 5, Wastewater Treatment Plant, Advanced Water Purification Facility (AWPF) and Del Norte Regional Recycling and Transfer Station (Del Norte); and

2. Purchasing Agent to execute amendments to extend the term of Agreement A-8431 up to a total maximum term of three (3) years.

(Public Works and Transportation Committee approved 3-0.)

10. Public Works Department
SUBJECT: Agreement A-8440 with South Coast Industrial Door, Inc. for Roll-Up Door Maintenance and On-Call Repair Services Specification No. PW 22-71.

RECOMMENDATION: That the City Council approve and authorize the Mayor to execute Agreement A-8440 with South Coast Industrial Door, Inc. in the amount of $750,000 for a three year term for the Roll-Up Door Maintenance and On-Call Repair Services Specification No. PW 22-71.
(Public Works and Transportation Committee approved 3-0)

11. Public Works Department

SUBJECT: Agreement A-8438 with Garcia’s Landscaping Maintenance Inc. for On-Call Landscape Vegetation and Irrigation Systems Repair and Maintenance Services Specification No.

PW 22-73.

RECOMMENDATION: That the City Council approve and authorize the Mayor to execute Agreement A-8438 with Garcia’s Landscaping Maintenance Inc. in the amount of $1,000,000 for a three year term for On-Call Landscape Vegetation and Irrigation Systems Repair and Maintenance Services Specification No. PW 22-73.
(Public Works and Transportation Committee approved 3-0.) 15 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 7

12. Housing Department
SUBJECT: Purchase and Sale Agreement between the City of Oxnard and the Oxnard Housing Authority for the sale, in the amount of $1, of a single-family home located at 3139 J Street.

RECOMMENDATION:

1. That the City Council adopt Resolution 15,549 authorizing the City Manager or designee to execute and take all needed actions in consultation with the City Attorney relative to entering into a purchase and sale agreement, a re gulatory agreement, and a declaration of restrictive covenants by and between the City of Oxnard and the Oxnard Housing Authority for the sale of residential real property located at 3139 J Street.

2. That the Board of Commissioners of the Oxnard Housi ng Authority adopt Housing Resolution 1328
approving and authorizing its Executive Director or designee to execute and take all needed actions in consultation with the Authority’s General Counsel relative to entering into a purchase and sale agreement, a regulatory agreement, and a declaration of restrictive covenants by and between the City of Oxnard and the Oxnard Housing Authority for the purchase of residential real properties located at 3139 J Street.

Consent Item L.2
It was moved by Councilmem ber Lopez, seconded by Councilmember Perello, to approve the recommended action as presented. VOTE: Basua, Lopez, MacDonald, Perello, Teran, and Zaragoza voted in favor; Madrigal voted against; motion passed 6-1.

Consent Item L.7
It was moved by Councilm ember Basua, seconded by Councilmember Teran, to approve the recommended action as presented. VOTE: Basua, Lopez, MacDonald, Madrigal, Teran, and Zaragoza voted in favor; Perello voted against; motion passed 6-1.

Consent Items L.1, L.3 - L.6, and L.8 - L.11
It was moved by Councilmember Teran , seconded by Councilmember Lopez, to approve the Information/Consent items as presented. VOTE: Basua, Lopez, MacD onald, Madrigal, Perello, Teran, and Zaragoza voted in favor; motion passed 7-0.

Consent Item L.12
It was moved by Councilmember Basua, seconded by Councilmember Teran, to approve the recommended item as presented. VOTE: Basua, Lopez, MacD onald, Madrigal, Perello, Teran, and Zaragoza and Housing Authority Commissioner Andrade voted in favor; motion passed 8-0. Housing Authority Commissioner Vega was absent.

M. PUBLIC HEARINGS

1. Housing Department
SUBJECT: 5-Year PHA Plan, Annual Agency Plan and Capital Fund Program Five-Year Action Plan for Low Rent Public Housing. (0/10/5)

RECOMMENDATION: That the Board of Commissioners of the Housing Authority of the City of Oxnard (OHA):

1. Hold a public hearing to receive comments concerning the third year of the 5-Year PHA Plan, 16 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 8

the 2022 Capital Fund Budget, and the Capital Fund Five-Year Action Plan; and

2. Adopt Housing Resolution 1329;
a. Approving the 2022 Annual Agency Plan, 5-Year PHA Plan for the Housing Authority; b. Authorizing and directing the Chairman to execute the Department of Housing and Urban Development Public Housing Agency Certification Compliance Form certifying the Housing Authority’s compliance with HUD’s policies and procedures; c. Authorizing the Housing Director to execute and submit all reports, documents and all other certifications required to comply with policies and procedures of the Department of Housing and Urban Development regarding the Annual Agency Plan and the 5-Year PHA Plan; d. Approving the 2022 Capital Fund Budget and Capital Fund Five-Year Action Plan; and e. Authorizing the Housing Director to accept and expend the funds as indicated in the 2022 Capital Fund Budget and Capital Fund Five-Year Action Plan.

The City Clerk announced the affidavit of publication and stated that no written communications were received.

Emilio Ramirez, Housing Director; gave a report and answered questions.

Mayor Zaragoza opened the public testimony portion of the public hearing. There were no public speakers.

Without objection, the Council approved closing the public testimony portion of the public hearing.

Discussion ensued among the Council and staff.

It was moved by Councilmember Basua, seconded by Councilmember Madrigal, to approve the recommended action. VOTE: Basua, Lopez, MacD onald,
Madrigal, Perello, Teran, and Zaragoza and Housin g Authority Commissioner Andrade voted in favor; motion passed 8- 0. Housing Authority Commissioner Vega was absent.

At 9:58 p.m. City Council voted to continue the meeting past 10:00 p.m., and take action on the remainder of the items on the agenda.

It was moved by Councilmember Perello, seconded by Councilmember Teran, to approve continuing the meeting past 10:00 p.m. VOTE: Basua, Lopez, MacDonald, Madrigal, Perello, Teran, and Zaragoza voted in favor; the motion carried 7-0.

2. Community Development Department

SUBJECT: RiverPark Specific Plan Amendment & RiverPark and Fore Property Development Agreement Amendments; Located in The RiverPark Specific Plan area generally located North of the Ventura Freeway (Highway 101), west of East Vineyard Avenue, east of the Santa Clara River, and south of Central Avenue (RiverPark) and 2700 and 2750 North Ventura Road (APN 132-0-100- 095 & 132-0-100-085) (Fore Property). (10/20/30)

RECOMMENDATION:

That the City Council:

1. Conduct a public hearing, and
Take the actions identified under one of the three following options:

Option 1 – Applicants’ Original Request/Staff’s Recommended Action – Allowing 17 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 9

residential development in Districts B, C, and D of the RiverPark Specific Plan totaling a maximum of 1,025 additional units. No Project Labor Agreement would be required by the City for future residential development in these Districts:
a. Certify an Addendum to FEIR No. 00-03; and

b. Introduce an Ordinance (by title only, waiving further reading) approvin g Planning and Zoning Permit No. 20- 630-01 (Specific Plan Amendment No. 7 to The RiverPark Specific Plan) for map and text amendments to The RiverPark Specific Plan , subject to certain findings; and

c. Introduce an Ordinance (by title only, waiving further reading) approving Planning and Zoning Permit No. 20- 670-04 (Sixth Amendment to Development Agreement No. A-6128) for The RiverPark Property, subject to certain findings; and d. Introduce an Ordinance (by title only, waiving further reading) approving Planni ng and Zoning Permit No. 20-670-03 (Second Amendment to Development Agreement No. A-7113) for the Fore Property, subject to certain findings.

Option 2 – Reduced Specific Plan Amendment Alternative – Allowing residential development in Districts B and C of the RiverPark Specific Plan totaling a maximum of 613 additional units. No Project Labor Agreement would be required by the City for future residential development in these Districts:
a. Certify an Addendum to FEIR No. 00-03; and

b. Introduce an Ordinance (by title only, waiving further reading) approving Planning and Zoning Permit No. 20- 630-01 (Specific Plan Amendment No. 7 to The RiverPark Specific Plan) for map and text amendments to The RiverPark Specific Plan, subject to certain findings; and

c. Introduce an Ordinance (by title only, waiving further reading) approving Planning and Zoning Permit No. 20- 670-04 (Sixth Amendment to Development Agreement No. A-6128) for The RiverPark Property, subject to certain findings; and d. Introduce an Ordinance (by title onl y, waiving further reading) approving Planning and Zoning Permit No. 20-670-03 (Second Amendment to Development Agreement No. A-7113) for the Fore Property, subject to certain findings.

Option 3 – Planning Commission Recommendation – Allowing residential development in Districts B and C of the RiverPark Specific Plan totaling a maximum of 613 additional units, subject to the Applicants first entering into Project Labor Agreements:
a. Provide direction to City staff to negotiate new language in both the Fore P roperty Development Agreement Planning and Zoning Permit No. 20- 670-03 (Second Amendment to Development Agreement No. A -7113) and the RiverPark Development Agreement Amendment Planning and Zoning Permit No. 20- 670-04 (Sixth Amendment to Development Agreeme nt No. A -6128) that requires the 18 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 10

Applicants to enter into Project Labor Agreements for their respective properties prior to the issuance of building permits within District B and District C, and continue the item to a date uncertain for consideration of the Development Agreement Amendments, Specific Plan Amendment, and certify an environmental document.

The City Clerk announced the affidavit of publication and stated that written communications were received and forwarded to Council.

The City Counc il members disclosed and reported on the ex parte communications that they received. Each councilmember provided a summary of the ex parte communications received.

Vyto Adomaitis, Community Development Director, made introductory remarks. S cott Kolwitz, Planning & Environmental Services Manager and Joe Pearson II, AICP, Senior Planner ; gave a report and answered questions. A presentation was made by Ann Walsh, Shea Properties and Jonathan Cornelius, Fore Properties.

Mayor Zaragoza opened the public test imony portion of the public hearing. Public comments were received from Austin Meyer (parking issue looks resolved); Gene Ramirez (business owners in favor); Michael Schanafelt (Resident and business owner in favor); Alex Perez (local union carpenter in f avor of PLA); Manley McNinch (member carpenter union in favor of PLA) ; Anthony Ventura (carpenter union in favor of PLA); Anthony Mireles (Original partner with Shea in favor of PLA); Daniel Mora (Central Coast Labor Council in favor of PLA); Jonathan Dur an (carpenter and union representative and in favor of PLA); Max Ghenis (in favor of more housing); Tai Hartley (oppose all options presented); Barbara Macri -Ortiz (disappointed in affordability of units); Rich Niday (local hire and apprenticeship opportunities); Jeff Bode (Apprenticeship programs thanks to PLAs), Joshua Medrano (PLA covers all workers); Deirdre Frank (this is a zoning issue); Douglas Partello (affordable housing needed, build in the south); Dan Smith (outreach to the youth and military with local employment); Alex Mireles (preserve the PLA); Andrew Fogg (represent Shea Properties, addressing EIR questions); Katherine Lazier (resident wants balance).

Without objection, the Council approved closing the public testimony portion of the public hearing.

Discussion ensued among the Council, staff, and presenters.

Councilmember Perello made a motion for a hybrid of Option 1 with the addition of a PLA. Motion was seconded by Councilmember Lopez. Deputy City Attorney Zaragoza clarified the motion as being Option 3 with the inclusion of District D.

Mayor Pro Tem MacDonald amended the motion on the floor to go back to Option 1. Mayor Zaragoza seconded the motion.

Councilmember Basua moved to amend the amended motion on the floor by adding a 35% local hire amendment to Option 1. Motion was seconded by Councilmember Madrigal.

Deputy City Attorney clarified Councilmember Basua’s motion for the record that this was a motion to amend the amendment recommending approval of Option 1 with the following language added to the development agreements:

The 6
th Amendment to Development Agreement regarding Riverpark would read as follows:

Section 6
19 MARCH 15, 2022 OXNARD CITY COUNCIL PAGE 11

Selection of Local Sub-Contractors.

In order to promote and maximize the employment of City of Oxnard and Ve ntura County residents on the project, Owner, to the extent allowed by law, commits to make a good faith effort to achieve a goal of at least 35% of sub-contractors performing project work be primarily located in Ventura County.

The 2
nd Amendment to Development Agreement for the Fore Property would read as follows:

Section 7
Selection of Local Sub-Contractors.

In order to promote and maximize the employment of City of Oxnard and Ventura County residents on the project, Owner, to the extent allowed by law , commits to make a good faith effort to achieve a goal of at least 35% of sub-contractors performing project work be primarily located in Ventura County.

Vote was taken on motion by Council member Basua, seconded by Councilmember Madrigal to amend the amended motion of Mayor Pro Tem MacDonald by adding the above language regarding 35% local hire .

VOTE: Basua, Lopez, MacDonald, Madrigal, Perello, Teran, and Zaragoza voted in favor; the motion carried 7-0.

Vote was taken on the now amended motion by Mayor Pro Tem MacDonald, seconded by Mayor Zaragoza which amended the motion on the floor by removing the Project Labor Agreement . VOTE: Basua, Lopez, MacDonald, Madrigal, and Zaragoza voted in favor; Perello and Teran voted against; motion carried 5-2.

Vote was taken on the now twice amended motion by Councilmember Perello, seconded by Councilmember Lopez which now reads as choosing Option 1 with a 35% local hire amendment to the development agreements. VOTE: Basua, Lopez, MacDonald, Madrigal, Perello, and Zar agoza voted in favor; Teran voted against; motion carried 6-1.

With Option 1 passing, Ordinance 3009, 3010 and 3011 were introduced with a first reading and will be brought back to a subsequent City Council meeting for adoption.

N. ADJOURNMENT
There being no further business on the agenda, and without objection, Mayor Zaragoza adjourned the meeting at 10:40 a.m.

ROSE CHAPARRO JOHN C. ZARAGOZA
City Clerk Mayor

20 CITY COUNCIL AGENDA REPORT

INFORMATION/CONSENT AGENDA
AGENDA ITEM NO. J.2

DATE: May 3, 2022

TO: City Council

FROM: Vyto Adomaitis, Community Development Director, (805) 385-7882, [email protected]

SUBJECT: First Amendment to Agreement for Environmental Services with Rincon Consultants and Environmental Science Associates.

RECOMMENDATION

That the City Council execute a First Amendment with Rincon Consultants, Inc., and Environmental Science Associates (ESA), to increase Agreements #9062-20-CD and #9077-20-CD by $200,000 for Rincon Consultants, and $100,000 for ESA, respectively, for revised not-to-exceed amounts of $400,000 and $300,000, respectively.

BACKGROUND

From time to time, the Community Development Department utilizes the services of environmental consultants to assist with analysis and environmental evaluations which are either beyond the capacity of planning staff due to the scope of the project and/or when the project analysis requires special expertise. Given that environmental consulting firms provide services to a variety of public and private clients, multiple contracts are required to ensure that conflict of interests do not occur (see Attachments 1 and 2).

In April 2020, the City issued a Request for Qualifications (RFQ) for environmental consulting services. The City received 14 proposals. In November 2020, the City selected four (4) environmental consulting firms; each contract was for $200,000 and was within the City Manager’s contract signature authority. One firm was determined to be unresponsive and failed to return their contract despite numerous prompts; and therefore, contracts were executed with three (3) environmental consulting firms: Rincon Consultants; ESA; and Dudek. Since this time, the Planning (Current and Long Range Planning) and Housing Divisions and Public Works Department have been utilizing these contracts for environmental analysis associated with development projects, as well as housing related environmental analysis. The Public Works Department recently executed a contract with an environmental consultant and is no longer using the Community Development Department's environmental contract.

ANALYSIS
The robust economy has resulted in an increased number of development applications which has resulted in the need for environmental services support. Additionally, the City has secured planning grants from the State of California, Department of Housing and Community Development. These grants to implement programs and ordinance amendments to facilitate and create incentives for housing development will likely result in the need for additional environmental analysis. Further, additional environmental analysis may be necessary to implement the City’s 2021-2029 Housing Element. Rincon was actively involved in assisting staff in preparing the environmental document for the Housing Element and may be needed for additional environmental analysis work on this document.

To date, approximately $196,000 and $91,000 of each of the $200,000 contracts has been earmarked for work performed or completed by Rincon and ESA, respectively. In the coming months, Dudek is expected to perform work associated with their contract, but staff does not recommend amending their contract at this time, as Dudek is not close to meeting 21 its contract maximum.

For the above reasons, and given that the Rincon contract is close to meeting its contract maximum, staff is recommending a $200,000 increase to the Rincon contract and a $100,000 increase to the ESA contract. ESA would be responsible for preparation of environmental documents for private development projects. Staff is proactively seeking to increase the contract totals to ensure that necessary and appropriate consultants have contracts to provide needed environmental services. The Housing Department will also utilize these contracts for assistance in preparing required federal environmental documents, as well as monitoring and reporting documentation.

The scope of work to be performed by these two firms will not change from the original contract and will include: Private development projects (“planning applications”), such as larger development projects that require more extensive California Environmental Quality Act (CEQA) review (Environmental Impact Report or more involved Initial Study / Mitigated Negative Declaration documents or technical studies); Federal related housing analysis and Studies; and Public projects, should the City require these specialized services for its own projects related to 6th cycle Housing Element implementation through HCD grant funding. Additionally, the term of each current contract is three (3) years, and each contact includes billing rates. This amendment does not propose to extend the term or modify the billing rates.

STRATEGIC PRIORITIES

This agenda item supports the Organizational Effectiveness strategy. The purpose of the Organizational Effectiveness strategy is to reinforce, stabilize, improve, and strengthen the organizational foundation of the City in order to build a modern, high-functioning City government that effectively and efficiently supports the operating departments in providing high-quality services and programs for our residents and businesses.

This agenda item supports the Infrastructure and Natural Resources strategy. The purpose of the Infrastructure and Natural Resources strategy is to preserve and improve our roads, utilities, parks, trees, water supply and natural resources through effective planning, prioritization, and an equitable and efficient use of available funding.

This agenda item supports the Quality of Life strategy. The purpose of the Quality of Life strategy is to restore and increase quality services and programs that enrich Oxnard's diverse community, promotes safe neighborhoods, encourages community engagement, and supports our residents in their efforts to improve their quality of life.

FINANCIAL IMPACT

The various funding sources used to pay for this Amendment to the Agreement include developer deposits, grant funds, and funding from other City departments. The Community Development Department is not proposing to utilize any General Fund money for the proposed contract amendments.

The on-call environmental services, allocates funding via a request to encumber funds prior to any work being done for each project. No budget appropriation is being requested. Services are funded by developer deposits or grant funding.

There is no impact on the City's General Fund.

COMMITTEE OUTCOME

This is already budgeted for, so this item did not originate in Committee.

Prepared by: Kathleen Mallory, Planning & Sustainability Manager

ATTACHMENTS

1. #9077-20-CD- ESA

2. #9062-20-CD - Rincon Consultants
22 23
02/03/22
Terri Avila (Feb 4, 2022 09:48 MST)
Terri Avila
02/04/22
24 25
02/09/2022
02/09/2022
26 CITY COUNCIL AGENDA REPORT

INFORMATION/CONSENT AGENDA
AGENDA ITEM NO. J.3

DATE: May 3, 2022

TO: City Council

FROM: Vyto Adomaitis, Community Development Director, (805) 385-7882, [email protected]

SUBJECT: Adoption of Ordinance No. 3015 - Portofino Place: A request for a General Plan Amendment to change the 2030 General Plan land use designation of a 7.61-acre site located along the south side of Fifth Street at the intersection of Portofino Place (south of the Oxnard Airport) (APNs: 185-0-221-025, 185-0-221- 265, and 185-0-223-015) from Business Research Park (BRP) to Residential Medium (RM) (PZ 20-620- 02); a Zone Change from Business Research Park to Multiple-Family (R-2) (PZ 20-570-02), and a Tentative Subdivision Map (Tract No. 6064) for condominium purposes (PZ 20-300-02) to allow for the construction of 90, two-story condominium dwelling units and associated site improvements.

RECOMMENDATION

That the City Council adopt Ordinance No. 3015 approving Planning and Zoning Permit No. 20-570-02 (Zone Change) to change the zoning of the project site from Business Research Park to Multiple-Family (R-2).

BACKGROUND

Ordinance No. 3015 was introduced to the City Council at its April 19, 2022 meeting. Following a public hearing, the Council introduced the ordinance for first reading by title only, waiving further reading. If adopted by Council on May 3, 2022, the ordinance will take effect in thirty days, on June 2, 2022.

This project was heard by the Planning Commission on November 18, 2021; therefore, this item did not originate in Committee. The Planning Commission took action and adopted Resolution Nos. 2021-40 through 2021-44 recommending that the City Council approve the Project, subject to certain findings and conditions.

STRATEGIC PRIORITIES

This agenda item supports the Quality of Life strategy. The purpose of the Quality of Life strategy is to restore and increase quality services and programs that enrich Oxnard's diverse community, promotes safe neighborhoods, encourages community engagement, and supports our residents in their efforts to improve their quality of life.

FINANCIAL IMPACT

The approval of the General Plan Amendment, Zone Change, Tentative Subdivision Map Tract No. 6064, and Affordable Housing Agreement provides the opportunity for future development that will result in increased property tax revenue for the City. The Project will be required to pay impact fees for wastewater, water system, water service and meters, storm drain, traffic (City and County), growth capital, Quimby (park), public art, and General Plan maintenance connection and/or impact fees. When completed, the 90 residential condominium units will generate property taxes to the City.

There is no future financial cost to the City due to the private streets incorporated within the development.

COMMITTEE OUTCOME
27 This project did not originate in one of the City Council Committees. This is a Public Hearing and was heard by the Planning Commission on November 18, 2021; therefore, this item did not originate in Committee. The Planning Commission took action and adopted Resolution Nos. 2021-40 through 2021-44 recommending that the City Council approve the Project, subject to certain findings and conditions.

Prepared by: Joe Pearson II, Principal Planner

ATTACHMENTS

1. Attachment A - Ordinance No. 3015 - PZ No. 20-570-02 (Zone Change) 28 CITY COUNCIL OF THE CITY OF OXNARD
ORDINANCE NO. 3015

ORDINANCE OF THE CITY COUNCIL OF THE CITY OF OXNARD
APPROVING A ZONE CHANGE ORDINANCE PZ 20-570-02 FOR THE
SUBJECT PROJECT SITE (APNS: 185-0-221-025, 185-0-221-265, AND 185-0- 223-015) FROM BUSINESS RESEARCH PARK (BRP) TO RESIDENTIAL MULTIPLE-FAMILY (R-2). FILED BY THE LAW OFFICE OF K.M.

NEISWENDER, P.O. BOX 1225, BLUE JAY, CA 92317, THE APPLICANT.

WHEREAS, the Law Offices of K.M. Neiswender filed entitlement applications with the City of Oxnard on November 7, 2019, General Plan Amendment (PZ 20-620- 02), Zone Change (PZ 20-570-02), Special Use Permit (PZ 19-500-04), and a Tentative Subdivision Map (PZ 20-300-02); and
WHEREAS, if the aforementioned entitlement applications are collectively approved by the City of Oxnard, the project would be permitted to develop a 7.61 acre project site with 90, two-story condominium dwelling units each with attached 2-car garages, 214 total visitor parking spaces, common swimming pool and playground area, 3,281 square-foot recreation building, entry gates and perimeter walls, private roads, detention basins, landscaping and associated site improvements at the subject project site (APNs: 185-0-221-025, 185-0-221-265, AND 185-0-223-015) (“Project”); and WHEREAS, the proposed applicant requests that the City’s Zoning Ordinance Map change the zoning of the subject project site from Business Research Park (BRP) to Residential Multiple-Family (R-2); and
WHEREAS, the Project was initially reviewed by the City Council as a Pre- Application (PZ 18-600-02) on March 19, 2019, where the City Council discussed the ability for the project to incorporate inclusionary housing on the project site instead of requesting to pay the affordable housing in-lieu fee payment; and WHEREAS, the Project applicant mailed notices to all property owners within the Seaview Estates neighborhood and presented the project at the April 20, 2020 Community Workshop; and
WHEREAS, the Project has been reviewed by the Development Advisory Committee (DAC) and the DAC has prepared conditions of approval that are incorporated within the recommended entitlements; and
WHEREAS, on November 18, 2021, the Planning Commission of the City of Oxnard held a public hearing, reviewed the request, and recommended that the City Council approve the requested Zone Change; and
29 Ordinance No. 3015 – PZ 20-570-02 [Zone Change]
City Council Hearing Date: May 3, 2022

WHEREAS, on February 10, 2022, the Oxnard Airport Authority reviewed the project and determined the project is an acceptable land use and is consistent with the adopted Ventura County Airport Comprehensive Land Use Plan; and WHEREAS, on March 4, 2022, the Airport Land Use Commission reviewed the project and determined the project is consistent with the adopted Ventura County Airport Comprehensive Land Use Plan; and
WHEREAS, the City Council has carefully reviewed Planning Commission Resolution No. 2021-42 recommending approval of a Zone Change for the subject project site; and
WHEREAS, the City Council is concurrently considering a General Plan Amendment requests that the General Plan Land Use Map change the land use designation of the subject project site from Business Research Park to Residential Medium (PZ 20-620-02), and a Tentative Subdivision Map (Tract No. 6064) for condominium purposes and to combine three existing lots into two lots (PZ 20-300-02) WHEREAS, on April 19, 2022, the City Council has held a public hearing and received and reviewed written and oral comments related to the proposed PZ No. 20-570- 02; and
WHEREAS, the City Council finds after due study and deliberation that the public interest and general welfare require the adoption of PZ No. 20-570-02 and the Zone Change to Residential Multiple-Family (R-2) as shown on Attachment A hereto; and
WHEREAS, the City Council finds that the Zone Change is consistent with the 2030 General Plan; and
WHEREAS, the pursuit of the Zone Change is a reasonable exercise of the City’s police powers to ensure the continued health, safety, and welfare of the public by providing housing opportunities for the residents of the City of Oxnard; and WHEREAS, the proposed Zone Change is consistent with the policies and directives in the 2030 General Plan if the associated General Plan Amendment (PZ No. 20-620-02) is approved and the Zoning Ordinance to allow orderly development to those areas that can be served by existing or planned utilities, transportation, and service systems. The proposed Zone Change does not represent a significant change in the 2030 General Plan and Zoning Ordinance nor does it result in significant new environmental impacts that have not been previously evaluated; and
WHEREAS, in accordance with the California Environmental Quality Act, the Planning Commission and City Council considered the proposed Addendum to a previously adopted Mitigated Negative Declaration (Final MND 2004-11) before making 30 Ordinance No. 3015 – PZ 20-570-02 [Zone Change]
City Council Hearing Date: May 3, 2022

its recommendation, finds on the basis of the whole record before it (including the initial study and adopted MND 2004-11) that with the previously adopted Mitigation Monitoring/Reporting Program is included in MND 2004-11 document and incorporated by reference in this and related resolutions and permits and imposition of mitigation measures as conditions of approval, there is no substantial evidence that the project will have a significant effect on the environment, further finds that the Addendum to the previously adopted MND 2004-11 reflects the independent judgment of the City, and recommends that the City Council adopt the Addendum to the previously adopted MND 2004-11; and
WHEREAS, the Applicant agrees, as a condition of adoption of this ordinance at the Applicant’s own expense, to indemnify, defend, and hold harmless City and its agents, officers, and employees from and against any claim, action or proceeding to attack, review, set aside, void, or annul the approval of this resolution or any proceedings, acts, or determination taken, done, or made prior thereto that were part of the approval process.

NOW, THEREFORE, the City Council of the City of Oxnard does ordain as follows:

SECTION 1. The Recitals above are true and correct and incorporated herein by this reference.

SECTION 2. The City Council finds that the Zone Change is internally consistent with all other provisions of the City of Oxnard 2030 General Plan if the corresponding General Plan Amendment (PZ No. 20-620-02) is adopted.

SECTION 3. The City Council finds that the Zone Change will not be detrimental to the public interest, health, safety, convenience, or welfare of the City.

SECTION 4. The City Council finds that the project site associated with the Zone Change is physically suitable in terms of design, location, operating characteristics, shape, size, topography, and the provision of public and emergency vehicle access, and public services and utilities and is served by highways and streets adequate in width and improvement to carry the kind and quantity of traffic the proposed use would likely generate, to ensure that the proposed use(s) and/or development will not endanger, jeopardize, or otherwise constitute a hazard to the property or improvements in the vicinity in which the property is located.

SECTION 5. The City Council determines that the proposed Zone Change from Business Research Park (BRP) to Residential Multiple-Family (R-2) is the best use for the subject project site.

SECTION 6. The City Council determines that the Zone Change is in the best interests and welfare of the City and its residents.

SECTION 7. The City Council finds and determines the project is in compliance with the California Environmental Quality Act because an Addendum to the Mitigated Negative Declaration (Final MND 2004-11) that was prepared for the 2004 Dunkirk 31 Ordinance No. 3015 – PZ 20-570-02 [Zone Change]
City Council Hearing Date: May 3, 2022

Drive Project was considered by the Planning Commission at the public hearing for the Portofino Place project. The Addendum to the Final MND was prepared pursuant to the requirements of the California Environmental Quality Act (CEQA, Public resources Code §§ 21000, et seq.), the regulations promulgated thereunder (14 California Code of Regulations, §15000, et seq., CEQA Guidelines), and the City’s Environmental Review Guidelines. The City of Oxnard is the Lead Agency. The Addendum is appropriate pursuant to CEQA Guidelines § 15164 since only minor changes and additions to the MND are necessary to address the Project changes and no circumstances exist calling for the preparation of a subsequent negative declaration pursuant to CEQA Guidelines § 15162 and 15163. With implementation of the MND 2004-11 mitigation measures, there is no substantial evidence that the proposed project will have a significant effect upon the environment.

SECTION 8. Except as expressly amended herein, the City’s Zoning Ordinance Map shall remain in full force and effect and shall apply to the property affected by this Resolution.

SECTION 9. PZ No. 20-570-02 (Zone Change) is approved, as shown on the map attached hereto as Attachment A and incorporated herein by reference.

SECTION 10. Within fifteen days after passage, the City Clerk shall cause this ordinance to be published one time in a newspaper of general circulation, published and circulated in the City. Ordinance No. 3015 was first read on April 19, 2022, and finally adopted on May 3, 2022, to become effective thirty days thereafter. [Remainder of Page Left Intentionally Blank]
32 Ordinance No. 3015 – PZ 20-570-02 [Zone Change]
City Council Hearing Date: May 3, 2022

PASSED AND ADOPTED this 3rd day of May, 2022, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

RECUSED:
____________________________________
John C. Zaragoza, Mayor
ATTEST:
_______________________
Rose Chaparro, City Clerk
APPROVED AS TO FORM:
___________________________
Stephen M. Fischer, City Attorney
33 Ordinance No. 3015 – PZ 20-570-02 [Zone Change]
City Council Hearing Date: May 3, 2022

34 CITY COUNCIL AGENDA REPORT

INFORMATION/CONSENT AGENDA
AGENDA ITEM NO. J.4

DATE: May 3, 2022

TO: City Council

FROM: Michael Wolfe, Public Works Director, (805) 385-8055, [email protected]

SUBJECT: Agreement A-8444 with Pirate California Holdings, LLC dba Pirate Staffing for Temporary and Supplemental Labor Services at the Del Norte Regional Recycling and Transfer Station.

RECOMMENDATION

That the City Council authorize the Mayor to execute Agreement A-8444 with Pirate California Holdings, LLC dba Pirate Staffing in an amount not to exceed $800,000 for a three-year term, for temporary and supplemental labor services at the Del Norte Regional Recycling and Transfer Station. (Public Works and Transportation Committee approved 3-0)

BACKGROUND

The City of Oxnard, Public Works, Environmental Resources Division (ER) is responsible for the City’s solid waste, recyclable and organic material collection and for the operation of the Del Norte Regional Recycling and Transfer Station (Del Norte). Del Norte processes over 275,000 tons of solid waste, recyclable and organic material each year from Oxnard and the western region of Ventura County.

ER operations rely on a workforce of over 180 employees in 25 job classifications to successfully perform the tasks required of a full-service solid waste utility. The job classifications of Sorter, Maintenance Worker Trainee, and Office Assistant I/II have a high turnover rate and recruitment for these are often ongoing. During recruitment, these vacancies affect scheduling and the efficiency of the operation and often require overtime to backfill throughout the vacancy.

Having the option for temporary labor services through qualified, outside vendors ensures that ER operations are able to maintain cost-effective, uninterrupted service to the public.

Currently, ER contracts with Employment Services LLC, dba Pirate Staffing and LaborMax Staffing through Agreement 8613-19-PW. This agreement was approved by Council on July 7, 2020, and expires on July 15, 2022.

DISCUSSION
On December 16, 2021, the City’s Purchasing Department conducted a formal solicitation for temporary labor services for ER through Bid Number PW 22-74. Information regarding the solicitation provided to 27 firms, was posted on the City’s website, and at publicpurchase.com. Pirate California Holdings, LLC, dba Pirate Staffing was the only responsive bidder to submit by the January 13, 2022 deadline. Pirate Staffing has been found to meet all City required contractual provisions, including possession of a City business tax certificate, insurance certificates, and corporate filing with the California Secretary of State.

The Pirate Staffing bid response is as follows:
35 Position Hourly Bill Rate Payable to Vendor Overtime Bill Rate Payable to Vendor Sorter $28.58 $42.87
Maintenance Worker Trainee $28.58 $42.87
Office Assistant I/II $23.24 $34.86
The use of Pirate Staffing allows ER to temporarily fill job vacancies of high turnover rate for the positions of Sorter, Maintenance Worker Trainee, and Office Assistant I/II. The use of temporary staffing reduces the use of costly overtime and provides continuity to operations and customer service.

Based upon the satisfactory performance of Pirate Staffing under current Agreement 8613-19-PW and the results of Bid Number PW 22-74, staff recommends approval of proposed Agreement A-8444 with Pirate Staffing in an amount not to exceed $800,000 for a three-year term, for temporary and supplemental labor services at Del Norte.

In accordance with the City’s Living Wage Policy, this proposed agreement includes the current Living Wage rate as of July 1, 2022, and allows for annual adjustments through the proposed three-year term.

STRATEGIC PRIORITIES

This agenda item is a routine operational item or does not relate to the five strategic priorities adopted by City Council on March 16, 2021.

FINANCIAL IMPACT

The total cost of this proposed agreement with Pirate Staffing shall not exceed $800,000 for a three-year term through July 15, 2025. There is no minimum monthly retainer nor minimum hours for services rendered by Pirate Staffing. This does not add to full time staffing levels and will only backfill vacancies in the job classifications of Sorter, Maintenance Worker Trainee, and Office Assistant I/II during recruitment. No temporary or supplemental worker providing services under this Agreement shall work more than 960 hours during one fiscal year period.

The estimated spending plan for FY 2022-23 is $260,000 and will be requested in the proposed budget from the Environmental Resources Fund (631). Future fiscal year allocations will be requested each year during the annual budget process.

Pirate California Holdings, LLC dba Pirate Staffing
Spending Plan
Fund FY 2022-23 FY 2023-24 FY 2024-25 FY 2025-26 TOTAL
Environmental Resources - 631-6301-842-8209
$260,000 $265,000 $265,000 $10,000 $800,000

COMMITTEE OUTCOME

The Public Works and Transportation Committee approved 3-0 on April 12, 2022 to approve the staff recommendation and to forward the item for Council approval.

36 Prepared by: Brian Yanez, Assistant Public Works Director, Todd Vasquez-Housley, Environmental Resources Division Manager

ATTACHMENTS

1. Pirate California Holdings dba Pirate Staffing A-8444 37 Agreement No. A-8444

AGREEMENT FOR TRADE SERVICES

COVER PAGE
(1) Agreement Start Date: July 16, 2022
(2) Vendor: Pirate California Holdings, LLC dba Pirate Staffing (3) Services: Vendor to provide temporary and supplemental labor services for the Del Norte Regional Recycling and Transfer Station (“Del Norte''), including the solid waste and recycling collection program and Materials Recovery Facility (“MRF”).
(4) Schedule of Services:On-Call as Needed, contingent on temporary labor needs at the Del Norte Regional Recycling and Transfer Station
(5) Agreement Ending Date: July 15, 2025
(6) Total Agreement Amount: $800,000
(7) City’s Project Manager: Todd Vasquez-Housley, Environmental Resources Division Manager (8) Vendor’s Project Manager: Richard Abraham, District Manager (9) Insurance Coverage: INS- B
(10) What wages are required for this Project?
☐ Living wage but not prevailing wages, in which case: Section 20(a) through (d) and the Living Wage Policy Exhibit are incorporated and are required; but Section 20(e) and the Prevailing Wage Exhibit are not incorporated and are not required.
☐ Prevailing wages but not living wage, in which case: Section 20(e) and the Prevailing Wages Exhibit are incorporated and are required; but Section 20(a) through (d) and the Living Wage Policy Exhibit are not incorporated and are not required.
☐ Both living wage and prevailing wages, in which case Section 20, the Living Wage Policy Exhibit, and the Prevailing Wages Exhibit are incorporated and required. ☐ Neither living wage nor prevailing wages, in which case Section 20, the Living Wage Policy Exhibit, and the Prevailing Wages Exhibit are not incorporated and are not required. (11) Addresses for Notice:

FOR VENDOR: FOR CITY:

Pirate California Holdings dba Pirate Staffing City of Oxnard - Environmental Resources 3475 Saviers Rd. 111 South Del Norte Blvd.

Oxnard, CA 93033 Oxnard, CA 93030
Attn: Richard Abraham, District Manager Attn: Todd Vasquez-Housley, Division Manager (12) Contact Emails:

VENDOR’S PROJECT MANAGER: CITY’S PROJECT MANAGER:

Richard Abraham, [email protected] Todd Vasquez-Housley,[email protected] The Agreement for Trade Services is attached hereto and incorporated herein by this reference. The following exhibits are also attached hereto and incorporated herein by this reference into the Agreement:
☐ Scope of Services Exhibit ☐ Living Wage Policy Exhibit ☐ Rates and Costs Exhibit ☐ Prevailing Wages Exhibit
☐ Schedule of Services Exhibit ☐ Insurance Exhibit (INS-B) 38 Agreement No. A-8444

AGREEMENT FOR TRADE SERVICES
THIS AGREEMENT FOR TRADE SERVICES (“Agreement”) is entered into in Ventura County,California, onthe datethatiswrittenas“(1)AgreementStartDate”ontheCoverPage,whichisattachedheretoandincorporatedhereinbythisreference.ThisAgreementisenteredbyandbetweentheCityofOxnard(“City”)andtheperson or entity listed as “(2) Vendor” on the Cover Page, subject to the following terms and conditions:

1. Scope of Services. Vendor shall providetoCitytheserviceslistedas“(3)Services”ontheCoverPage(the“Services”). Vendor shall provide the Services duringthe termof this Agreement, as set forthbelow, accordingtothe schedule written as “(4) Schedule of Services” on the Cover Page, and as further explained in the Scope ofServices Exhibit, which is attached hereto and incorporated herein by this reference. Inthe event of anyconflictbetween the terms of this Agreement and any incorporated document(s), the terms of this Agreement shall control.

2. Term. This Agreement shall beginonthe date that is writtenas “(1) Agreement Start Date” onthe CoverPage and shall endonthe date that is writtenas “(5) Agreement EndingDate” onthe Cover Page. Time is of theessence in this Agreement.

3. Compensation. For the Services performed during the termof this Agreement, Cityshall payVendor anamount not to exceed the amount that is listedas “(6) Total Agreement Amount” onthe Cover Page, at the rateslisted in the Rates and Costs Exhibit, attached hereto and incorporated herein by this reference. The rates intheRates and Costs Exhibit shall be in effect through the end of this Agreement unless otherwise stated therein.

4. Invoices. Vendor shall submit a payment request to City by the end of each calendar month listing theServices provided, costs of those Services, and total amount due for the month. Each invoice must also list thecurrent balance on the Agreement, including that invoice, as well as the months remaining on the termof theAgreement. Invoices may be emailed to: [email protected].

5. Most Favored Nation. Throughout the termof the Agreement, inthe event Vendor provides the Serviceshavingterms more favorable thanthis Agreement toanypersonor entityother thanCity, Vendor shall notifyCitywithin 10 calendar days of signing the other contract, or if there is no other contract, of finalizing that deal orproviding any services, whichever occurs first in time. In that notice, Vendor shall offer City to amend thisAgreement to reflect suchmore favorable terms intothis Agreement without anycontingencytoamendanyotherprovision of this Agreement.

6. Acceptance of Payment. Vendor’s acceptance of final payment made pursuant to this Agreement shallconstitute a release of City from all claims and liabilities for compensation to Vendor for anything completed,finishedor relatingtothe Services. City’s paymentshallnotconstitutenorbedeemedareleaseoftheresponsibilityandliabilityof Vendor for the accuracyandcompetencyoftheinformationprovidedand/ortheServicesperformedhereunder, norshallsuchpaymentbedeemedtobeanassumptionofresponsibilityorliabilitybyCityforanydefector error in the Services performed by Vendor andits employees, agents andsubcontractors. Vendor shall provideCity with a completed Request for Taxpayer Identification Number and Certification, as issued by the InternalRevenue Service. If anysales taxis due for the Services performedbyVendorormaterialsorproductsprovidedtoCity by Vendor, Vendor shall pay the sales tax. City shall not reimburse Vendor for sales taxes paid by Vendor.

7. Non-bindingTerms. Anytermsandconditionsthataretyped,printed,orotherwiseincludedinanyVendorinvoicerenderedpursuanttothisAgreementshallbedeemedtobesolelyfortheconvenienceoftheparties.Nosuchtermor conditionshall be bindinguponCity, andnoactionbyCity(including, without limitation, the payment ofanysuchinvoice inwhole or inpart) shall be construedas bindingCitywithrespecttoanysuchtermorcondition,unless the specific termor conditionhas beenpreviouslyagreedtobyVendor andCityinthis Agreement or inabinding amendment thereto.

8. Non-AppropriationofFunds.PaymentstobemadetoVendorbyCityfortheServicesperformedwithinthecurrent fiscal year are within the current fiscal budget and within an available, unexhausted and unencumbered Page1of 26
39 Agreement No. A-8444
appropriationofCity. IntheeventCitydoesnotappropriatesufficientfundsforpaymentoftheServicesbeyondthecurrent fiscal year, this Agreement shall cover payment for the Services onlyuptothe conclusionofthelastfiscalyear in which City appropriated sufficient funds and shall automatically terminate at that fiscal year’s conclusion.

9. Coordination of Services. The Services shall be coordinatedwiththe personinthe positionlistedin“(7)City’s Project Manager” on the Cover Page, subject tothe directionof the CityManager or Department Director.Vendor herebydesignates the personinthe positionlistedin“(8) Vendor’s Project Manager”ontheCoverPageasthe person responsible for the Services who shall coordinate with City’s Project Manager in making bindingdecisions in line with this Agreement on behalf of Vendor.

10. Personnel. Vendor represents that ithasorshallsecureatitsownexpenseallpersonnelrequiredtoperformthe Services. Vendor shall make reasonable efforts tomaintainthe continuityof Vendor’s staffwhoareassignedtoperformthe Services. Vendor mayassociate withor employassociates or subcontractors inthe performance oftheServices, but at all times shallVendorberesponsibleforitsassociatesandsubcontractors’labor,adviceormaterialsprovidedinfurtherance of providingthe Services. ShouldanyofVendor’semployees,assignsorsubcontractorsnotconduct him- or herself appropriately, as determinedbythe City’s Project Manager, intheprocessofprovidingtheServices or any portion thereof, the City’s Project Manager may notify the Vendor’s Project Manager, whoshallimmediately handle the problem, as determined appropriate by him or her, such that the problem does not persist.

11. Additional Work. City may request additional specified work under this Agreement. The City’s ProjectManager must authorize all suchworkinwritingbeforecommencement. Vendorshallperformsuchwork,andCityshall payfor suchadditional work, inaccordance withthe Rates andCosts Exhibit. Shouldtheworknotfallunderanysuchlistedrate or cost, Vendor shall submit a quote for all additional work, whichthe City’s ProjectManagermust approve inwritingbybefore anysuchworkmaycommence. TheCityshallcompensateVendorforanyworkthat does not fall under a rate or cost listedinthe Rates andCostsExhibit,andforwhichVendordidnotobtaintheCity’s Project Manager’s writtenapproval before workcommenced,asdeterminedbytheCity’sProjectManagerinhis or her sole discretion.

12. Advertising and Publicity. Vendor shall not use the name of or refer toCitydirectlyor indirectlyinanyadvertisement, news release, or professional or trade publication without prior written approval from the CityManager. This Section shall survive the termination of this Agreement.

13. Audit. City shall have the optionof inspecting, auditingand/or reproducingall records andother writtenmaterials: usedbyVendor inpreparingits billingstoCityasaconditionprecedenttoanypaymenttoVendor;orforother purposes relating to the Agreement. Vendor will promptly furnish all documents requested by City.Additionally,ifthisAgreementisinexcessof$10,000,theStateAuditormayexamineandauditVendorforaperiodof 3years after final payment under the Agreement. Regardless of whether a State audit ispermitted,Vendorshallmaintain and preserve all suchrecords for a periodof at least 3years after final payment under the Agreement oruntil an audit has been completed and accepted by City, whichever occurs later. Vendor shall maintain all suchrecords inCityor topromptlyreimburse Cityfor all reasonable costs incurredinconductingtheauditatalocationotherthaninCity,includingbutnotlimitedtoexpensesforpersonnel,salaries,privateauditor,travel,lodging,mealsandoverhead. Vendor shall include a copyof this Sectioninall contracts withits subcontractors,andVendorshallbe responsible for immediately obtaining those records or other written material fromits subcontractors upon arequest by the State Auditor and/or City.

14. Termination. City may terminate this Agreement at anytime, withor without cause andwithout penalty,upon15calendardays’priorwrittennotice.Suchterminationshallbeeffectiveonthedatespecifiedinthenotice,orif nodate is specified, then15calendar days fromthe date of the notice. Vendor mayterminate this Agreement atanytime, withor without cause andwithout penalty, upon30calendar days’priorwrittennotice.Suchterminationshall be effective onthedatespecifiedinthenotice,orifnodateisspecified,then30calendardaysfromthedateofnotice and only if all assignments acceptedbyVendor have beencompletedbefore the date of termination. IntheeventofterminationofthisAgreementbyeitherpartyduetonofaultorfailureofperformancebyVendor,CityshallpayVendorcompensationforallServicessatisfactorilycompletedinaccordancewithallofthetermsandprovisionsof thisAgreement,asdeterminedbytheCity,beforetheeffectivedateoftermination;provided,innoeventshallthePage2of 26 \
40 Agreement No. A-8444
Vendor receive an amount exceeding that which would have beenpaidtoVendor for the full performance of theServices. If City pays for any materials, City shall be entitled to the title and possession of such.

15. Hold Harmless, Defense and Indemnity.

Tothe fullest extent permittedbylaw,Vendorshallimmediatelydefend,indemnify,andholdharmlessCity, its legislative and advisory bodies, and the City’s officials, directors, officers, employees, and agents (the“Indemnitees”) fromandagainst all liabilitiesregardlessofnature,type,orcause,arisingoutoforresultingfromorinconnectionwithVendor’sperformanceofthisAgreementorVendor’sfailuretocomplywithanyofitsobligationscontainedinthisAgreement. Liabilitiessubjecttothedutiestodefendandindemnifyinclude,withoutlimitation,allclaims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses;defense costs, including but not limited toreasonable attorneys’ fees; court costs; andcosts of alternative disputeresolution. Vendor’sobligationtoindemnifyappliesunlessitisadjudicatedthatanyoftheliabilitiescoveredbythisSection 15 are the result of the sole active negligence or sole willful misconduct of any of the Indemnitees. a. The dutytodefendis a separate anddistinct obligationfromVendor’s dutytoindemnify. Vendorshallbeobligatedtodefendinall legal, equitable, administrative, or special proceedingswithcounselapprovedbytheCityAttorney immediately upon tender toVendor of the claiminanyformor at anystage of anactionor proceeding,whether or not liabilityis established. Anallegationordeterminationofnegligenceorwillfulmisconductbyanyofthe Indemnitees shall not relieve Vendor fromits separate anddistinct obligationtodefendthe Indemnitees. Theobligationtodefendextends throughfinal judgment, includingexhaustionof anyappeals. The defense obligationincludes the obligationtoprovide independent defense counsel if Vendor asserts that liabilityiscausedinwholeorin part by the negligence or willful misconduct of the Indemnitees. If it is finallyadjudicatedthat liabilitywascaused by the sole active negligence or sole willful misconduct of anyof the Indemnitees, Vendor maysubmit aclaim to City for reimbursement of reasonable attorneys’ fees and defense costs. b. The review, acceptance or approval of Vendor’s workor workproductbyanyoftheIndemniteesshallnotaffect, relieve or reduce Vendor’s indemnificationor defense obligations. ThisSection15shallsurvivecompletionof the Services or terminationofthisAgreement. TheprovisionsofthisSection15shallnotberestrictedbyanddonot affect the provisions of this Agreement relating to insurance.

16. Insurance. Vendor shall obtainandmaintainduringthe performance of anyservicesunderthisAgreementthe insurance coverages listedwithinthe insurance documentstatedin“(9)InsuranceCoverage”ontheCoverPageand in the Insurance Exhibit, which is attached hereto and incorporated hereinbythis reference, unless the RiskManager waives, in writing, the requirement that Vendor obtain and maintain such insurance coverages. Suchinsurance must be issuedbya companysatisfactorytothe RiskManager. Vendor shall, before performanceofanyServices pursuant tothis Agreement, filewiththeRiskManagerevidenceofinsurancecoverageasspecifiedin“(9)Insurance Coverage” on the Cover Page and in the Insurance Exhibit. Maintenance of insurance coverages byVendor is a material element of this Agreement. Vendor’s failure tomaintainor renewinsurance coverages or toprovide renewal evidence may be considered a material breach of this Agreement.

17. Documents and Materials.
a. All finalcomputations,exhibits,files,plans,correspondence,reports,drawings,designs,data,photographs,specifications, information, images, video files, media, or other deliverables prepared, created, drawn, calculated,photographed or developed by Vendor pursuant to this Agreement (“Documents and Materials”) shall be thepropertywithout restrictionor limitationuponits use, duplicationor disseminationbytheCity.AllDocumentsandMaterials shall be considered“works made for hire,” andall Documents andMaterials andanyandallintellectualpropertyrights arisingfromtheir creation, including, but not limitedto, all copyrights andotherproprietaryrights,shall be and remain the property of the City without restriction or limitation upon their use, duplication ordissemination bythe City. Vendor shall not obtainor attempt toobtaincopyright protectionas toanyDocumentsand Materials. Vendor herebyassigns tothe Cityall ownershipandanyandall intellectual propertyrights totheDocuments and Materials that are not otherwise vested in the City pursuant to this Section 17.

Page3of 26
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41 Agreement No. A-8444
b. Vendor shall deliver all Documents and Materials to City’s Project Manager upon completion of theServices or termination of this Agreement without additional cost or expense tothe City. Additionally, anytime atCity’s request, Cityshall be entitledtopossessionof, andVendor shall furnishtoCity’sProjectManagerwithin10calendar days, any or all of the Documents and Materials without additional cost or expense tothe City. Inbothsituations, if Vendor prepares Documents and Materials on a computer, Vendor shall provide City with saidDocuments andMaterials bothina printedformat andinanelectronicformatthatisacceptabletotheCity.Vendormay retain copies of these Documents and Materials but must request permission from the City before use,duplicationor disseminationthese Documents andMaterialsforanypurposeotherthanfortheServicesprovidedtothe City pursuant to this Agreement. c. Any substantive modification of the Documents and Materials byCitystaff or anyuse of the completedDocuments andMaterials for other Cityprojects, or anyuse ofuncompletedDocumentsandMaterials,withoutthewritten consent of Vendor, shall be at City’s sole risk and without liability or legal exposure to Vendor. d. Vendor warrants andrepresents that it has securedall necessarylicenses, consents orapprovalstouseanyinstrumentality, thingor component as towhichanyintellectual propertyrightexists,includingcomputersoftware,usedinthe renderingof the Services andthe productionof all Documents andMaterials, andthattheCityhasfulllegal title to and the right to use, duplicate or disseminate the Documents and Materials. Vendor shall defend,indemnifyandholdIndemnitees harmless fromanyloss, claimor liabilityinanywayrelatedtoaclaimthatCity’suse ofanyoftheDocumentsandMaterialsisviolatingfederal,stateorlocallaws,anycontractualprovisions,oranylaws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectualproperty rights and/or interests in products or inventions. Vendor shall bear all costs arising fromthe use ofpatented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes inconnection with its provision of the services and Documents and Materials. In the event the use of any of theDocuments and Materials by the City is held to constitute an infringement and the use of any of the same isenjoined, Vendor, at its ownexpense, shall: secureforCitytherighttocontinueusingtheDocumentsandMaterialsby suspension of any injunction, or by procuring a license or licenses for City; or modify the Documents andMaterials so that they become non-infringing while remaining in compliance with the requirements of thisAgreement. e. This Section 17 shall survive the termination of this Agreement.

18. Confidentiality of Information.
a. For the purposes of this Agreement, “Confidential Information” means all information, inwhateverformtransmitted, relatingtothe past, present or future business affairs of the City,includingwithoutlimitation,(i)technical information, including patent, copyright, trade secret, and other proprietary information, techniques,sketches, drawings, models, inventions, processes, apparatus, equipment, algorithms, software programs, softwaresource documents, andformulas; or (ii) non-technical information, includingwithout limitationfinances, financialand accounting data and information, suppliers, customers, customer lists, purchasing data and any otherinformationbelongingtothe Cityor toa thirdpartywhose informationis intheCity’spossessionorcontrolunderobligations of confidentiality, andwhichis disclosedtoVendor or isdevelopedbyVendorinwholeorinpartattheCity’s expense. b. All Documents and Materials shall be considered Confidential Information and shall not bereproduced, transmitted, disclosedor usedbythe Vendor without the writtenconsent of the City,exceptasmaybenecessary for Vendor to fulfill its obligations to the City. c. Notwithstandingthe above, these limitationsshallnotapplytoinformationthat(i)isalreadyknowntoVendor at the time of that information’sdisclosureorbecomespubliclyknownthroughnowrongfulactoromissionof Vendor, (ii) is communicated to a third party with the express written consent of City and is not subject torestrictions on further use or disclosure, (iii) is independently developed by Vendor and has no relation to thisAgreement, or (iv) is required by law, court order, court-issued subpoena or other legal process tobe disclosed;provided, however, that before makingsuchdisclosure, Vendor shall immediatelyprovide CitywithwrittennoticePage4of 26 \
42 Agreement No. A-8444
anda reasonable opportunityfor Citytoobject tothe disclosure or totake actiontomaintaintheconfidentialityofthe information, unless such prior disclosure is legally impermissible. d. Vendor shall use reasonable care toprotect the Confidential Information. Inthe event of a breachorthreatenedbreachof this Agreement, Cityshall be entitledtoobtainaninjunctionprohibitinganysuchbreach,thecosts of whichshall bepaidbyVendor.Anyreliefgrantedshallbeinadditiontoandnotinlieuofanyotherlegalorequitable relief, includingmoneydamages. The parties acknowledge that Confidential Informationis valuable andunique and that disclosure of the Confidential Information in breach of this Agreement mayresult inirreparableinjury to the City. e. Other than an obligation uponthe Citytodeal ingoodfaith, the Citymakes nowarranties andshallbear no liability or responsibility for errors or omissions in any Confidential Information disclosed under thisAgreement or for any business decisions made by Vendor in reliance on any Confidential Informationdisclosedunder this Agreement. f. This Section 18 shall survive the termination of this Agreement.

19. IndependentContractor.Vendorisandshallatalltimesremain,astoCity,awhollyindependentcontractor.Neither City nor any of its employees or agents shall have control over the conduct of Vendor or any of itsemployees, except as statedinthis Agreement. Vendor hasandshallretaintherighttoexercisefullcontrolovertheemployment, direction,meansofperformance,location,compensationanddischargeofallpersonsassistingVendor,andit is free todispose of all portions of itstimewhichitisnotobligatedtodevotetoCityinsuchamannerandtosuch persons, firms, or corporations as Vendor wishes except as expressly provided in this Agreement. ThisAgreement shall not be interpreted to prevent or preclude Vendor fromrenderinganyservices for Vendor’s ownaccount or to any other person or entity as Vendor in its sole discretionshall determine; provided, however, thatperformingsuchservicesshallnotmateriallyinterferewiththeServicesVendorshallperformfortheCity.ExceptasCity’s Project Manager specifies in writing, Vendor and its employees and agents have no authority, express orimplied, toact onbehalfofCityinanycapacity,toincuranydebt,obligationorliabilityonbehalfofCity,bindCityinanymanner, or otherwise act onbehalf of Cityas anagent.VendoranditsemployeesarenotemployeesofCity.Vendor andits employees are not entitledtoreceive fromCityanyof the benefits or rights affordedemployees ofCity, includingbutnotlimitedtoreserveleave,sickleave,vacationleave,holidayleave,compensatoryleave,PublicEmployees Retirement Systembenefits, and health, life, dental, long-termdisability and workers’ compensationinsurance benefits. Vendor shall not,atanytimeorinanymanner,representthatitoranyofitsagentsoremployeesare inanymanner agents or employees of City. Vendor agrees topayall requiredtaxesonamountspaidtoVendorunder this Agreement, andtoindemnifyandholdCityharmless fromanyandalltaxes,assessments,penalties,andinterest assertedagainstCitybyreasonoftheindependentcontractorrelationshipcreatedbythisAgreement.Vendorshall be solely responsible for, andshall save Cityharmless from, all matters relatingtothe payment of Vendor’ssubcontractors, material suppliers, directors, officers, employees, agents andrepresentatives, includingcompliancewith social security requirements, federal and State income tax withholding, and all other regulations governingemployer-employee relations, as applicable. City shall have the right to offset against the amount of anycompensationdue toVendor under this Agreement anyamount due toCityfromVendor asaresultofitsfailuretopromptly pay to City any reimbursement or indemnification arising under this Section.

20. Wages. If the first optionis selectedinresponseto(10)ontheCoverPageand,thus,thepaymentoflivingwage is required, only this paragraphandsubsections (a) through(d) of this Section20shall apply. If the secondoption is selected in response to (10) on the Cover Page and, thus, the payment of prevailingwages (andrelatedLabor Code provisions) is required, onlythisparagraphandsubsection(e)ofthisSection20shallapply.Ifthethirdoptionis selectedinresponse to(10) onthe Cover Page and, thus, boththe payment oflivingwageandprevailingwages (and related Labor Code provisions) is required, this paragraphandsubsections (a) through(e) shall apply,meaningVendor shall compensate all of itsemployeesprovidingservicestoCityinaccordancewithboththeCity’sLivingWage PolicyandState-requiredprevailingwages. Inthe event ofaconflictbetweentheCity’sLivingWagePolicy and State-required prevailing wages, the higher of the twoshall prevail. If the fourthoptionis selectedinresponse to(10) onthe Cover Page and, thus, neither thepaymentoflivingwagenorprevailingwages(andrelatedLabor Code provisions) is required, no part of this Section 20 shall apply.Page5of 26 \
43 Agreement No. A-8444
If either the first or third option is selected in response to (10) on the Cover Page, Vendor shallcompensate anyemployeeofVendorwhoprovidesServicestotheCityunderthisAgreementinaccordancewiththeLiving Wage Policy Exhibit, which is attached hereto and incorporated herein by this reference. While thisAgreement is in effect, Vendor shall pay such employee no less than $16.89 per hour for each hour that suchemployee provides services under this Agreement. ThishourlyrateshallbeadjustedonJuly1,2022,andeachJuly1thereafter, accordingtothe percentage change inthe Consumer Price Index, all items, preparedbytheBureauofLabor Statistics for the Los Angeles area relating to all urban consumers (CPI-U), index base 1982-84=100,comparing May of the previous year to May of the current year. In addition, while this Agreement is ineffect,Vendor shall provide to such employee no less than 96 hours of paid leave per calendar year. a. Vendor agrees topost, at a locationreadilyaccessible tothose employees providingservicestotheCity,acopy of the Living Wage Policy adopted by the Oxnard City Council on July 9, 2002, and effective October 1, 2002. b. If Vendor fails to compensate such employee pursuant to the Living Wage Policy, the CityManager ordesignee shall terminate this Agreement on written notice to Vendor, effective immediately. c. Inaddition, if Vendor fails tocomplywiththeLivingWagePolicyinanymanner,VendorshallpaytoCitya fine of $500andshall paytoanyemployee providingservices under this Agreement a penaltyofthreetimestheamount or value of the compensationowedtosuchemployeeundertheLivingWagePolicy. Vendorshallpaysuchfine andpenaltywithin15days after the CityManagerordesigneeprovideswrittennoticetoVendoroftheamountowed. d. If either the second or thirdoptionis selectedinresponse to(10) onthe Cover Page, inaccordance withLabor Code Section1770etseq.,theProjectisa“publicwork.”TheVendorshallpaywagesinaccordancewiththedeterminationof the Director of the Department of IndustrialRelations(“DIR”)regardingtheprevailingrateofperdiemwages. Copies of those rates are onfile withthe Public Works Director andare available toanyinterestedparty upon request. The Vendor shall post a copy of the DIR’s determinationof the prevailingrate of per diemwages at the jobsite. TheVendorshallcomplywithallprovisionsofthePrevailingWageExhibit,whichisattachedhereto and incorporated herein by this reference.

21. NondiscriminatoryEmployment. Vendor shall not unlawfullydiscriminate againstanyindividualbasedonrace, color, religion or religious creed, national origin, ancestry, ethnic group identification, primary language,physical disability, mental disability, medical condition, genetic information, maritalstatus,gender,genderidentity,gender expression,sex,sexualorientation,age,immigrationstatus,citizenshipormilitaryandveteranstatus.Vendorunderstands and agrees that it is bound by andwill complywithall legal nondiscriminationmandates. For everysubcontractor whowill performServices, Vendor shallberesponsibleforsuchsubcontractor’scompliancewiththisSection.

22. Vendor’s Representations. Vendor represents, covenants and guarantees that: a) Vendor is licensed,qualified, and capable of furnishing the labor, materials, and expertise necessary to perform the Services inaccordance withthe terms andconditions set forthinthis Agreement; b) therearenoobligations,commitments,orimpediments of anykindthat will limit or preventVendor’sfullperformanceunderthisAgreement;c)totheextentrequired bythe standardof practice, Vendor has investigatedandconsideredthe scope of Services performed, hascarefully considered how the Services should be performed, and understands the facilities, difficulties andrestrictions attending performance of the Services under this Agreement.

23. Compliance with Laws. In performing the Services under this Agreement, Vendor shall complywithallapplicable laws, ordinances and regulations. Before performingthe Services under this Agreement, Vendor shallobtain all required licenses and permits, including a City business tax certificate.

24. Conflict of Interest. If, in performing the Services set forth in this Agreement, Vendor makes, orparticipates in, a “governmental decision” as described in Title 2, Section 18701(a)(2) of the California Code ofRegulations, orperformsthesameorsubstantiallyallthesamedutiesforCitythatwouldotherwisebeperformedbyPage6of 26 \
44 Agreement No. A-8444
a City employee holding a position specified in City's conflict of interest code, Vendor shall be subject toCity'sconflict of interest code, the requirements of which include the filing of one or more statements of economicinterests disclosing the relevant financial interests of Vendor’s personnel providing the Services set forth in thisAgreement. Furthermore, Vendor shall not to accept any employment or representation during the termof thisAgreement or within12months after completionof the Services whichis or maylikelymake Vendor “financiallyinterested,” as providedinCaliforniaGovernmentCodeSections1090and87100,inanydecisionsmadebyCityonany matter in connection with which Vendor has been retained pursuant to this Agreement.

25. Fictitious Name. If Vendor has a fictitious name, Vendor shall submit toCitya newFictitious BusinessName Statement approved by any California county before Vendor’s prior Fictitious Business Name Statementexpires if such expiration may occur during the term of this Agreement, including any term amendment.

26. Non-Assignability. Vendor shall not assignor transfer anyinterest inthis Agreement or anypart thereof,whether byassignment or novation, without City’s prior writtenconsent, whichmaybe withheldforanyreasonorfor no reason at all. Any purported assignment without written consent shall be null, void, andof noeffect, andVendor shall holdharmless, defendandindemnifyIndemnitees regardingall Claims arisingfromorrelatingtoanyunauthorized assignment.

27. Protection of Services. Vendor shall continuously maintain adequate protection of all of Vendor’s workfromdamage and shall protect the City’s property fromany andall injuryor loss arisinginconnectionwiththisAgreement. Vendor shall takeallnecessaryprecautionforthesafetyofemployeesonthejobandshallcomplywithall applicable provisions of federal, State and municipal safety laws and building codes to prevent accidents orinjury to persons on, about or adjacent to any premises where the Services are being performed.

28. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the heirs,executors, administrators, successors and assigns of Vendor.

29. Applicable Law; Venue. Thevalidity,interpretation,andperformanceofthisAgreementshallbecontrolledbyandconstruedunder thelawsoftheStateofCalifornia,excludingCalifornia’schoiceoflawrules.Venueforanysuch action relating to the Agreement shall be in the Ventura County Superior Court.

30. Titles. The titles used in this Agreement are for convenience only and shall in no way define, limit ordescribe the scope or intent of this Agreement or any part of it.

31. Force Majeure. Neither Citynor Vendorshallberesponsiblefordelaysorfailuresinperformanceresultingfromacts beyondthe control of either party. SuchactsshallincludebutarenotbelimitedtoactsofGod,riots,actsof war, epidemics, fire, earthquakes, or other disasters.

32. Authority. Anypersonexecutingthis Agreement onbehalfofVendorwarrantsandrepresentsthats/hehasthe authority to execute this Agreement on behalf of Vendor and to bind it to the performance of these obligations.

33. Binding Agreement. The parties do not intend this Agreement tobe bindinguponthemandshall not beheld liable to its terms until it is fully executed by all required signers.

34. Cumulative Remedies. All rights andremedies of Cityhereinshall be inadditiontoall other rights andremedies availableatlaworinequity,including,withoutlimitation,specificperformancefortheenforcementofthisAgreement, and temporary and permanent injunctive relief.

35. Integration; Amendment. This Agreement, includinganyother documents incorporatedhereinbyspecificreference, constitutes the entire andintegratedagreement ofCityandVendorregardingthesubjectmatterdescribedherein. This Agreement supersedes all prior oral or written communications, negotiations, representations,agreements andpromises. This Agreement maynot be modifiedor amended, nor anyprovisionor breachwaived,except in a writing, signed by both parties, that expressly refers to this Agreement.

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45 Agreement No. A-8444

36. Construction. Inthe eventofanyassertedambiguityinordisputeregardingtheinterpretationofanymatterherein, the interpretation of this Agreement shall not be resolved by any rules of construction providing forinterpretation against the party who causes the uncertainty to exist or who drafted the Agreement in whole or in part.

37. No Waiver. Waiver by either party of any one or more of the conditions of performance under thisAgreement shall not be a waiver of anyother conditionof performanceunderthisAgreement.InnoeventshallthemakingbyCityof anypayment toVendorconstituteorbeconstruedasawaiverbyCityofanybreachofcovenant,or anydefault that maythenexist onthe part of Vendor, andthe makingof anysuchpayment byCityshall innoway impair or prejudice any right or remedy available to City with regard to such breach or default.

38. Attorneys’ Fees. The prevailing party shall be entitled to recover reasonable costs, attorneys’ fees(including the reasonable value of the services rendered by the City Attorney’s Office) and expenses, includinginvestigationfees andexpertwitnessfees,inadditiontoanyotherrelievetowhichthatpartymaybeentitled,inanylegal actionor other proceeding, includinganactionfordeclaratoryrelief,fortheenforcementofthisAgreementorbecause of an alleged dispute, breach, default or misrepresentation in connection with this Agreement.

39. Notice. Except as otherwise required by law, a notice or communication authorized or required by thisAgreement shall be in writing and shall be deemed received—on (a) the dayof deliveryif deliveredbyhandorovernight courier service duringCity’s regular business hours or (b) onthe thirdbusiness dayfollowingdepositinthe UnitedStatesmail,postageprepaid—totheaddresseslistedas“(11)AddressesforNotice”ontheCoverPageorto such other address as one party may notify the other in writing.

40. Counterparts.ThisAgreementmaybeexecutedinoneormorecounterparts,eachofwhichshallbedeemedtobe anoriginalandallofwhich,whentakentogether,shallbedeemedtobeoneandthesameagreement.Asignedcopyof this Agreement transmittedbyemail toeither of Cityor Vendor’s Project Managers’ emailslistedin“(12)Contact Emails” onthe Cover Page or byother means of electronic transmissionshallbedeemedtohavethesamelegal effect as delivery of an original executed copy of this Agreement for all purposes.

41. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwiseunenforceable byacourtofcompetentjurisdiction,theremainingprovisionsofthisAgreementshallcontinueinfullforce and effect. [Signatures on next page]
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46 Agreement No. A-8444
IN WITNESS WHEREOF, the parties hereto have executed the Agreement on the date that is written as “(1) Agreement Start Date” on the Cover Page.

CITY OF OXNARD PIRATE CALIFORNIA HOLDINGS

DBA PIRATE STAFFING
☐ John C. Zaragoza, Mayor Date Catherine L. Abraham Date1 ☐ Alexander Nguyen, City Manager President
☐, Purchasing Manager
☐ , Buyer
Richard Abraham Date
ATTEST: District Manager
Rose Chaparro, City Clerk Date
(only if Mayor signs)
APPROVED AS TO FORM:

Stephen M. Fischer, City Date
Attorney (always required)
1 The City Council must authorize and the Mayor must sign any agreement over $200,000 annually. The City Manager may authorize and sign any agreement over $100,000 but up to $200,000 annually. The Purchasing Manager may authorize and sign any agreement up to $100,000 annually. A Buyer may authorize and sign any agreement up to $25,000 annually.

47 Agreement No. A-8444

SCOPE OF SERVICES EXHIBIT
Vendor to provide temporary and supplemental labor services for the Del Norte Regional Recycling and Transfer Station,which includes the solid waste and recycling collection program, and the Materials Recovery Facility (MRF). Vendor mustprovide temporary and supplemental labor services for the following positions: Sorter, Maintenance Worker Trainee, and officeassistant. No temporary or supplemental worker providing services under this Agreement shall work more than nine hundredsixty (960) hours providing such services during the term of this Agreement. Duties and responsibilities for each position are asfollows:

SORTER
DESCRIPTION:

Under general supervision, performs the full array of duties assigned, including processing and separating by hand variousmaterials in a safe and efficient manner, from material piles on the Materials Recovery Facility (“MRF”) tipping floor, or on amoving conveyor. Maintains a clean and hazard-free work area, demonstrates a full understanding of all applicable policies,procedures and work methods associated with assigned duties. Assists, occasionally, in training newer assigned staff andperforms other related duties as assigned. In addition to the abovementioned duties, the MRF Sorter may be required to directvehicle traffic on the tipping floor, report any equipment malfunctions and follow standard operating procedures (SOPs).

SUPERVISION RECEIVED/EXERCISED:

General supervision is provided by an Environmental Resources Supervisor and the Environmental ResourcesSuperintendent / Manager, or designee.

ESSENTIAL FUNCTIONS:(including but not limited to the following)

1. Sorts and segregates by hand recoverable materials (e.g., aluminum, plastic, glass, paper, etc.) from incomingwaste or green waste material, from material piled on the tipping floor or, on a moving conveyor.2. Deposits recoverable materials safely and efficiently into appropriate containers; places separated material into3. appropriate piles or containers.4. Assists other sorters on an as-needed basis with heavy or bulky items.5. Assists customers with unloading vehicles in the self-haul area.6. Follows all City safety policies and procedures, including wearing personal protective equipment (PPE) at alltimes and stopping the conveyor belt in emergency situations.7. Inspects incoming loads for unacceptable waste, removes unacceptable items as required and arranges forhandling through appropriate processes, or by notifying appropriate staff.8. Communicates with equipment operators regarding incoming loads of special waste or other loads that requirespecial attention.9. Maintains a clean workstation and area.10. Performs minor maintenance on equipment as necessary.11. Empties and cleans waste or material receptacles.12. Maintains assigned equipment and work area in a clean and orderly manner.13. Demonstrates a full understanding of applicable policies, procedures and work methods associated withassigned duties.

QUALIFICATIONS:(The following are minimal qualifications necessary for entry into the classification) Education and/or Experience:

The education, experience, knowledge, skills and abilities for an Environmental Resources MRF Sorter Page10of 26
48 Agreement No. A-8444
include: equivalence of a high school diploma and six (6) months of experience in MRF sorting or relatedwork.

License/Certificate:

Possession of, or ability to, obtain a class "C" California driver license.

KNOWLEDGE, ABILITIES, AND SKILLS:
(The following are a representative sample of the knowledge, skills, and abilities necessary to performessential duties of the position) Knowledge:

Operations and SOPs of a MRF, use and minor maintenance of hand and power tools and equipment, cleaning supplies andequipment, operational characteristics of MRF standard equipment, occupational hazards and standard safety practices,methods and techniques for maintaining a safe and clean working environment.

Skills:

Operate standard MRF sorting equipment including, but not limited to, emergency shut-off equipment, brooms, shovels, mops,vacuum cleaners and other hand tools used in the separation of materials.

Ability:

Plan, organize and conduct work assignments, identify conditions that are unsafe and act upon them, respond courteously toneeds of customers and coworkers, analyze and evaluate new and existing methods and SOPs, make adjustments to standardmethods and procedures as appropriate, work independently, respond to issues and concerns of the staff, communicate clearly,understand and follow instructions, direct traffic with hand signals and hand-held flash lights, establish and maintain effectiveworking relationships, spot and troubleshoot emerging safety issues in real time and report the same.

WORKING CONDITIONS:

Position requires sitting, standing for long periods of time, walking on level and slippery surfaces, reaching, twisting, turning,kneeling, bending, stooping, squatting, crouching, grasping and making repetitive hand movements in the performance of dailyduties. The position requires both near and far vision when reading gauges, inspecting work and operating assigned equipment.Lifting, carrying and pushing tools, equipment and supplies weighing 50 pounds or more are required. The Sorter may workoutdoors in all weather conditions including wet, hot, and cold. Sorters use cleaning and lubricating chemicals, which mayexpose the employee to fumes, dust, and air contaminants. Sorters are exposed directly to municipal solid waste and areexpected to work in noisy, dusty environments and may be exposed to pollen. Sorters are required to wear breathing apparatus,dust masks, hearing protection and other safety equipment in the regular course of duties. The Sorter may be exposed tobiohazards, insecticide spray, industrial cleaning chemicals, paint, and may be assigned to work in confined spaces. The natureof the work also requires the Sorter to climb ladders, use power and noise producing equipment, and often work with constantdistractions and interruptions.

MAINTENANCE WORKER TRAINEE
DESCRIPTION:

Under direct supervision, performs routine and unskilled maintenance, repair, and related duties as required.

DISTINGUISHING CHARACTERISTICS:

Work performed at this level is routine, unskilled, and often repetitive in nature. Work is closely supervised, and changes ordeviations are thoroughly explained in detail.

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SUPERVISION RECEIVED/EXERCISED:

Direct supervision is provided by the Senior Facilities Maintenance Worker. Maintenance Worker Trainees do not routinelyexercise supervision.

ESSENTIAL FUNCTIONS:(include but are not limited to the following)

1. Performs unskilled, manual labor for Del Norte.2. Picks up scattered trash, rubbish, and debris.3. Digs post holes, ditches, and trenches.4. Repairs fences, walls, and related appurtenances.5. Cleans storm drains, catch basins, waterways, roadsides, and gutters.6. Assists in planting, removing, and maintaining a variety of landscaping and shrubbery.7. Cleans restrooms, fountains, and other publicly accessible areas.8. Assists in repairing sidewalks, curbs, gutters and walkways.

QUALIFICATIONS:(The following are minimal qualifications necessary for entry into the Maintenance Worker Trainee position) Education and/or Experience:

Any combination of education and experience that has provided the knowledge, skills and abilities necessary for a MaintenanceWorker Trainee. No experience is required for this level. Experience in the performance of related work is desirable.

License/Certificate:

Possession of a valid unrestricted class C California driver license is required. Depending on assignment, additionalcertifications and licenses may be required.

KNOWLEDGE, ABILITIES, AND SKILLS:

Knowledge:

Use and proper care for a variety of hand tools; safe and efficient work practices; techniques and materials used in generalmaintenance and repair; operations and maintenance of a wide variety of construction hand and power tools and equipment;safe work methods and safety regulations pertaining to the work.

Skills:

Operate a variety of small hand tools and equipment used in street maintenance and repair.

Ability:

Perform heavy and routine manual labor; understand and follow instructions; learn to operate tools and simple equipment in avariety of maintenance activities; learn to and operate a variety of vehicular and mechanical equipment in a safe and efficientmanner; learn to read and maintain related machinery as needed; learn safety operations and traffic flagging; exerciseindependent judgment and initiative within established guidelines without close supervision.

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WORKING CONDITIONS:

Position requires sitting, standing, walking on level and slippery surfaces, reaching, twisting, turning, kneeling, bending,stooping, squatting, crouching, grasping and making repetitive hand movements in the performance of daily duties. Theposition also requires both near and far vision when inspecting work and operating assigned equipment. The need to lift, carryand push tools, equipment and supplies weighing 25 pounds or more is also required. Additionally, the Maintenance WorkerTrainee works in all weather conditions including wet, hot, and cold. The Maintenance Worker Trainee may use cleaning andlubricating chemicals which may expose the Maintenance Worker Trainee to fumes, dust, and air contaminants. The nature ofthe work also requires the Maintenance Worker Trainee to climb ladders, use power and noise producing tools and equipment,drive motorized vehicles and heavy equipment as needed, work in heavy vehicle traffic conditions and often work withconstant interruptions.

OFFICE ASSISTANT I/II
DESCRIPTION:

Under general supervision of the Departmental management or designee, performs a variety of office support and clerical taskssuch as greeting the public, maintaining files, processing forms and distributing documents and reports; performs related dutiesas assigned.

DISTINGUISHING CHARACTERISTICS:

The Office Assistant I is the entry-level class for this clerical series. Incumbents, in this classification, are expected to learndepartment and/or office procedures and policies and apply these appropriately to various office situations. This class isdistinguished from the next higher level of Office Assistant II by the latter's responsibility for more complex assignments andthe ability to work independently with little or no direct supervision. This classification provides general clerical support to theassigned work unit or departmental program.

The Office Assistant II is the journey level classification for the series. Incumbents at the II level perform clerical supportfunctions as assigned with little or no direct supervision.

SUPERVISION RECEIVED/EXERCISED:

General supervision is provided by an Environmental Resources Supervisor and the Environmental Resources Superintendent /Manager, or designee.

ESSENTIAL FUNCTIONS:(including but not limited to the following)

1. Receives and screens callers, evaluates and responds to inquiries regarding departmental services or officialnotices; refers callers to appropriate individuals and or offices; provides information to the public andemployees; distributes and explains forms or written informational materials; takes messages, requests, and/ormaintains appointment calendar, schedules meetings and activities for City staff and/or the public.2. Assists in the preparation and distribution of agenda packets and agenda packet materials.3. Assists other sorters on an as-needed basis with heavy or bulky items.4. Receives and processes fees, fines or other money; prepares receipts and balances money received.5. Performs general office support activities such as opening and distributing mail, processing outgoing mail andordering office supplies.6. Establishes and maintains general file and/or automated record-keeping systems; assigns alpha and/or numericidentification codes; sorts and files information; purges files; posts information to records and files to updateinformation and documents activity transactions; conducts file search to locate misplaced documents, compilesdata and/or research information.7. Prepares a variety of documents such as reports, letters and contracts from handwritten, typed or voice-recorded copy; proofs and corrects copy for grammar, spelling, punctuation and conformance with established Page13of 26
51 Agreement No. A-8444
guidelines; collates and binds copies of documents produced; distributes documents.8. Assists in processing time sheets, payroll/personnel transactions, claims and purchase orders/requisitions;maintains workload statistics, mileage records, supplies and fixed assets.9. Takes and prepares informal meeting notes and minutes; assists in report and budget request preparation;establishes and documents clerical operational and work methods procedures.10. Maintains office equipment and facilities; requests and follows up on building maintenance and custodialservices; operates and performs routine preventative maintenance on office machines including data/wordprocessors, copiers, field dispatch equipment, etc.11. Coordinates with government-funded programs to locate free assistance.12. Receives incoming telephone and voice radio calls, secures and records information and uses radio to dispatchnecessary City services.13. Demonstrates a full understanding of applicable policies, procedures and work methods associated withassigned duties.14. Assists in making and confirming travel arrangements; requests travel advances; compiles expense reports.

QUALIFICATIONS:(The following are minimal qualifications necessary for entry into the classification) Education and/or Experience:

The education, experience, knowledge, skills and abilities for an Office Assistant I include: the equivalent to a high schooldiploma.

The education, experience, knowledge, skills and abilities necessary for an Office Assistant II include: the equivalent to a highschool diploma and at least six (6) months of office experience in the City of Oxnard.

Some positions may require the ability to speak, read and/or write Spanish and English or other combinations of bilingualskills.

License/Certificate:

Possession of, or ability to, obtain a class "C" California driver license.

KNOWLEDGE, ABILITIES, AND SKILLS:(The following are a representative sample of the knowledge, skills, and abilities necessary to perform essential duties of theposition) The level and scope of the knowledge and abilities listed below vary according to the I versus II levels distinguished above.

Knowledge:

Standard office and administrative policies and procedures; specified computer applications involving word processing, dataentry, database access and/or standard report generation; business arithmetic; standard office practices and procedures,including filing and the operation of standard office equipment, including a computer and applicable software; business letterwriting and the standard format for typed materials; methods and techniques for basic report preparation and writing; recordkeeping principles and practices; correct business English, including spelling, grammar and punctuation; depending onassignment, knowledge of accounting, clerical, construction, legal and computer operation terminology may be required;administrative procedures affecting inventory, purchasing, accounting and personnel/payroll transactions.

Skills:Operate an office computer Point of Sales (POS) devices, and a variety of word processing, financial transaction and softwareapplications; operate a variety of automated office machinery and equipment including printer, typewriter, calculator, facsimilemachine, copier, multi-line telephone systems, etc.; type at a net 30 words per minute.

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Ability:

Provide general clerical support to a specialized work unit, read, understand, and review documents for accuracy and relevantinformation; use applicable office terminology, forms, documents and procedures in the course of the work; use soundjudgment in following and applying appropriate laws, regulations, policies and procedures; learn the policies, procedures andguidelines of the department to which assigned in a timely manner; maintain accurate office files; make accurate arithmeticcalculations in the receipt of moneys; compose correspondence or documents; meet critical deadlines; deal successfully withthe public, in person and over the telephone; courteously respond to community issues, concerns and needs; make adjustmentsto standard operating procedures as is appropriate and as approved by senior staff; work independently; understand and followinstructions; plan, organize and direct the work of subordinate staff; establish and maintain effective working relationships.

WORKING CONDITIONS:

Position requires prolonged sitting, standing, walking, reaching, twisting, turning, kneeling, bending, squatting, and stooping inthe performance of daily activities. The position also requires grasping, repetitive hand movement, and fine coordination inpreparing statistical reports and data using a computer keyboard. Additionally, the position requires near vision in readingcorrespondence, statistical data on the computer, and acute hearing is required when providing phone service andcommunicating in person. The need to lift, drag, and push files, computer reports or other materials weighing up to 25 poundsalso is required.

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RATES AND COSTS EXHIBIT
Position
TemporaryEmployee’sHourly PayRate
Hourly BillRate Payableto Vendor
% Mark up(Included inHourly BillRate Payableto Vendor)
TemporaryEmployee’sHourlyOvertime PayRate
OvertimeHourlyBill RatePayable toVendor
% Mark up(Included inOvertimeHourly BillRate Payableto Vendor)Sorter $16.89 $28.58 69.20% $25.34 $42.87 69.20%MaintenanceWorker Trainee $16.89 $28.58 69.20% $25.34 $42.87 69.20%Office AssistantI/II $16.89 $23.24 37.57% $25.34 $34.86 37.57%
In case of any discrepancy between the cost per unit/services and the extended amount, the cost per unit/service shall prevail;but, if the amount set forth as an cost per unit/service amount is ambiguous, unintelligible, uncertain, omitted or identical to theamount listed in the extended amount, then the amount set forth in the extended amount shall prevail. In case of anydiscrepancy between the extended amount and the total bid amount, the extended amount shall prevail; but, if the amount setforth as an extended amount is ambiguous, unintelligible, uncertain, omitted or identical to the amount listed in the total bidamount, then the amount set forth in the total bid amount shall prevail. In case of any discrepancy between words and figuresin the total bid amount, the words shall prevail.

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SCHEDULE OF SERVICES EXHIBIT
Schedule of Services is contingent on temporary labor needs at the Del Norte Regional Recycling and Transfer Station, to beidentified by the City’s Project Manager, but shall not extend beyond the hours of operation. The facility is closed on NewYear’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, and Christmas Day.

Operating Hours:

Monday through Saturday5:30 a.m. to 5:00 p.m.

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INSURANCE EXHIBIT Exhibit INS-B

INSURANCE REQUIREMENTS FOR CONSULTANTS(WITHOUT ERRORS AND OMISSIONS REQUIREMENT)

1. Consultant shall obtain and maintain during the performance of any services under this Agreement the following insurance against claims forinjuries to persons or damages to property which may arise from or in connection with the performance of services hereunder by Consultant, its agents,representatives, employees or subconsultants. a. Commercial General Liability Insurance, including Contractual Liability, in an amount not less than $1,000,000combinedsinglelimitfor bodily injury and property damage for each claimant for general liability with coverage equivalent to Insurance Services Office Commercial GeneralLiability Coverage (Occurrence Form CG 0001). If a general aggregate limit is used, that limit shall apply separately to the project or shall be twice theoccurrence amount; b. Business automobile liability insurance in an amount not less than $1,000,000 combined single limit for bodily injury and propertydamage for each claimant for automobile liability with coverage equivalent to Insurance Services Office Automobile Liability Coverage (Occurrence FormCA0001) covering Code No. 1, “any auto”; c. Workers’ compensationinsuranceincompliancewiththelawsoftheStateofCalifornia,andemployer’sliabilityinsuranceinanamountnot less than $1,000,000perclaimant.Additionally,theworkers’compensationpolicyshallincludeawaiverofallrightsofsubrogationwhichtheinsurermayhave against the City.

2. Consultant shall, prior to performance of any services, file with the Risk Manager certificates of insurance with original endorsements affectingcoverage requiredbythisExhibitINS-B. Thecertificatesandendorsementsforeachinsurancepolicyaretobesignedbyapersonauthorizedbythatinsurertobind coverage on its behalf. The certificates and endorsements are to be on the attached forms or on other forms approved by the Risk Manager. Allcertificates and endorsements are to be received and approved by the Risk Manager before work commences. City reserves the right to require completecertified copies of allrequiredinsurancepoliciesatanytime. Thecertificatesofinsuranceandendorsementsshallbesentviaemail(orfaxifnecessary)totheRisk Manager, addressed as follows (do not send hard copies):City of OxnardInsurance ComplianceReference No.P.O. Box 100085 – OXDuluth, GA 30096Via Email:[email protected] Fax: 678-259-1007

3. Consultant agrees that all insurance coverages shall be provided by a California admitted insurance carrier with an A.M. Best rating ofA:VIIorbetter and shall be endorsed to state that coverage may not be suspended, voided, canceled by eitherparty,orreducedincoverageorlimitswithout30days’priorwrittennoticetotheRiskManager. TheRiskManagershallnotapproveoracceptanyendorsementiftheendorsementcontains“besteffort”modifiersorif the insurer is relieved from the responsibility to give such notice.

4. Consultant agrees that the commercial general liability andbusinessautomobileliabilityinsurancepoliciesshallbeendorsedtonameCity,itsCityCouncil, officers, employees and volunteers as additional insureds as respects: liability arising out of activities performed by or on behalf of Consultant;products and completed operations of Consultant; premises owned, occupied or used by Consultant; or automobiles owned, leased, hired or borrowed byConsultant. The coverage shall contain nospeciallimitationsonthescopeofprotectionaffordedtoCity,itsCityCouncil,officers,employeesandvolunteers.The General liability Special Endorsement FormandAutomobile Liability Special Endorsement Formattachedto this ExhibitINS-Borsubstituteforms containing the same informationandacceptabletotheRiskManagershallbeusedtoprovidetheendorsements(ISOformCG201011/85orifnot available. CG 2010 with an edition date prior to 01/04andCG 2037).

5. The coverages provided to City shall be primary and not contributing to or in excess of any existing City insurance coverages (this must beendorsed). Additionally, the workers’ compensation policy shall include a waiver of all rights of subrogation which the insurer may have againsttheCity.Any failure to comply with reportingprovisionsofthepoliciesshallnotaffectcoverageprovidedtoCity,itsCityCouncil,officers,employeesandvolunteers.The insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

6. Any deductibles or self-insured retentions must be declared to and approved by the Risk Manager. At the optionoftheRiskManager,eithertheinsurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its City Council, officers, employees and volunteers, or thecontractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.

7. All insurance standards applicable to Consultant shall alsobeapplicabletoConsultant’ssubconsultants. Consultantagreestomaintainappropriateagreements with subconsultants and to provide proper evidence of coverage upon receipt of a written request from the Risk Manager.

Page18of 26
56 Agreement No. A-8444

INSTRUCTION FOR SUBMITTING INSURANCE CERTIFICATES AND ENDORSEMENT FORMS Certificates of Insurance
Thesampleaccordformonthefollowingpageisprovidedtofacilitateyourpreparationandsubmissionofcertificatesofinsurance.Youmayusethisoranyindustryformthatshowscoverageasbroadasthatshownontheattachedsample.Pleasenotethecertificateholderaddressmustbeasshownon theattachedsampleaccordformwiththecontractnumberandinsuranceexhibitidentificationinformationcompleted.Improperlyaddressedcertificatesmaydelaythecontractstart-updatebecausetheCity’s practiceistoreturnunidentifiableinsurancecertificatestotheinsuredforclarificationastothecontractnumber. Cancellationprovisionsmustbeendorsedtothepolicy. Modifyingthecertificatedoesnot change coverage or obligate the carrier to provide notes of cancellation.

Endorsement Forms
Originalendorsementsarerequiredforgeneralliabilityandautomobileliabilityinsurancepoliciesandmustbeattachedtotheapplicablecertificateofinsurance.Citypreferenceisthatyouusetheendorsementformswhichareattached.Substituteformswillbeaccepted,however,aslongastheyinclude provisions comparable to the attached.

Page19of 26
57 Agreement No. A-8444

ACORD CERTIFICATE OF INSURANCE ISSUE DATE (MM/DD/YY)

PRODUCER
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATEDOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.

CODE SUB-CODE

COMPANIES AFFORDING INSURANCE COVERAGE

INSURED COMPANYLETTER

A SPECIFY COMPANY NAMES IN THIS SPACE

COMPANYLETTER
B
COVERAGESTHIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TOWHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

COLTR

TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVEDATE (MM/DD/YY)

POLICY EXPIRATIONDATE (MM/DD/YY)
LIMITS
A
GENERAL LIABILITY[x] COMMERCIAL GENERAL LIABILITY [x] CLAIMS MADE[x] OCCUR.[x] OWNER'S & CONTRACTOR'S PROT.

GENERAL AGGREGATE
$1,000,000
PRODUCTS COMP/OP AGG.
$1,000,000
PERSONAL & ADV. INJURY
$1,000,000

EACH OCCURRENCE
$1,000,000
FIRE DAMAGE (Any one fire)
$
MED. EXPENSE (Any one person)
$
A AUTOMOBILE LIABILITY[x] ANY AUTOALL OWNED AUTOSSCHEDULED AUTOSHIRED AUTOSNON-OWNED AUTOSGARAGE LIABILITY

COMBINED SINGLE
$1,000,000LIMIT

BODILY INJURY
$ (Perperson)

BODILY INJURY
$(Per accident)

PROPERTY DAMAGE
$

A EXCESS LIABILITYUMBRELLA FORMOTHER THAN UMBRELLA FORM

EACH OCCURRENCE
$

AGGREGATE
$

A WORKERS' COMPENSATIONANDEMPLOYERS' LIABILITY

STATUTORY LIMITS

EACH ACCIDENT
$1,000,000

DISEASE-POLICY LIMIT
$1,000,000

DISEASE-EACH EMPLOYEE
$1,000,000

A OTHER

DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/RESTRICTIONS/SPECIAL ITEMS

CERTIFICATE HOLDER
CITY OF OXNARDAttn: Insurance ComplianceReference No._______P.O. Box 100085 – OXDuluth, GA 30096Via Email:[email protected] Fax: 678-259-1007 CANCELLATIONSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TOMAIL 30DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALLIMPOSE NO OBLIGATION OR LIABILITY OFANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES.AUTHORIZED REPRESENTATIVE Page20of 26
58 Agreement No. A-8444
GENERAL LIABILITY SPECIAL ENDORSEMENTFOR THE CITY OF OXNARD (the “City”)

SUBMIT IN DUPLICATE
ENDORSEMENT NO.

ISSUE DATE (MM/DD/YY)
PRODUCER POLICY INFORMATION:Insurance Company:Policy No.:Policy Period: (from) (to)LOSS ADJUSTMENT EXPENSE  Included in Limits In Addition to Limits Telephone:
 Deductible  Self-Insured Retention (check which)of $with an Aggregate of $ appliestocoverage. Per Occurrence  Per Claim(which)

NAMED INSURED
APPLICABILITYThis insurance pertains to the operations, productsand/ortenancyofthenamedinsuredunderall writtenagreementsandpermitsinforcewith the City unless checked herein which caseonly the following specific agreements and permits with the City are covered:

CITY AGREEMENTS/PERMITS

TYPE OF INSURANCE
GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY COMPREHENSIVE GENERAL LIABILITY OWNERS & CONTRACTORS PROTECTIVE  Claims MadeRetroactive Date Occurrence

OTHER PROVISIONS

COVERAGES
LIABILITY LIMITS IN THOUSANDS $

EACH OCCURRENCE

AGGREGATE
 GENERAL PRODUCTS/COMPLETED OPERATIONS PERSONAL & ADVERTISING INJURY FIRE DAMAGE Underwriter=s representative for claims pursuant to this insurance.

CLAIMS:Name: Address:

Telephone: ( )
In consideration of the premium charged and notwithstanding any inconsistent statement in the policy to which this endorsement is attached or any endorsement now or hereafter attached thereto, insurance company agrees as follows:

1. INSURED. The City, its officers, agents, employeesand volunteers are included as insureds with regard to liability and defense of suits arising from the operations, products and activities performed by or on behalf of the named insured.2. CONTRIBUTIONNOTREQUIRED. Asrespects:(a)workperformedbythenamedinsuredfororonbehalfoftheCity;or(b)productssoldbythenamedinsuredtotheCity;or(c)premisesleasedbythenamedinsuredfromtheCity, theinsuranceaffordedbythispolicyshallbeprimaryinsuranceasrespectstheCity,itsofficers,agents,employeesorvolunteers;orstandinanunbrokenchainofcoverageexcessofthenamedinsured’sscheduledunderlyingprimarycoverage.Ineitherevent,anyotherinsurancemaintainedbytheCity,its officers, agents, employees or volunteers shall be in excess of this insurance and shall not contribute with it.3. SEVERABILITYOFINTEREST. Thisinsuranceappliesseparatelytoeachinsuredagainstwhomclaimismadeorsuitisbroughtexceptwithrespecttothecompany’slimitsofliability. Theinclusionofanypersonororganizationasaninsuredshallnotaffectany right which such person or organization would have as a claimant if not so included.4. CANCELLATION NOTICE. With respect to the interestsof the City, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days prior written notice by receipted delivery has been given to the City.5. PROVISIONS REGARDING THE INSURED’S DUTIES. Any failureto comply with reporting provisions of the policy or breaches or violations of warranties shall not affect coverage provided to the City, its officers, agents, employees or volunteers.6. SCOPE OF COVERAGE. This policy, if primary, affordscoverage at least as broad as:a. Insurance Services Office Commercial General Liability Coverage, “occurrence” form CG0001; orb. If excess, affords coverage which is at least as broad as the primary insurance form CG0001.Except as stated above nothing herein shall be held to waive, alter or extend any of the limits, conditions, agreements or exclusions of the policy to which this endorsement is attached.

ENDORSEMENT HOLDER
CITY OF OXNARDAttn: Insurance ComplianceReference No._______P.O. Box 100085 – OXDuluth, GA 30096Via Email:[email protected] Fax: 678-259-1007

AUTHORIZED REPRESENTATIVE
 Broker/Agent  Underwriter
I (print/typename),warrantthatI haveauthoritytobindtheabove-mentionedinsurancecompany and by my signature hereon do so bind this company to this endorsement.

Signature
(original signature required)
Telephone: ( ) Date Signed
Page21of 26
59 Agreement No. A-8444
AUTOMOBILE LIABILITY SPECIAL ENDORSEMENTFOR THE CITY OF OXNARD (the “City”)

SUBMIT IN DUPLICATE
ENDORSEMENT NO.

ISSUE DATE (MM/DD/YY)
PRODUCER POLICY INFORMATION:Insurance Company:Policy No.:Policy Period: (from) (to)LOSS ADJUSTMENT EXPENSEIncluded in LimitsIn Addition to Limits Telephone:
 Deductible  Self-Insured Retention (check which)of $with an Aggregate of $ applies tocoverage.  Per Occurrence  Per Claim (which)

NAMED INSURED
APPLICABILITY. Thisinsurancepertainstotheoperations,productsand/ortenancyofthenamedinsuredunderallwrittenagreementsandpermitsinforcewiththeCityunlesscheckedhereinwhichcaseonlythefollowingspecificagreementsandpermitswiththeCityarecovered:

CITY AGREEMENTS/PERMITS

TYPE OF INSURANCE

OTHER PROVISIONS
 COMMERCIAL AUTO POLICY
 BUSINESS AUTO POLICY
 OTHER

LIMIT OF LIABILITY
CLAIMS:Underwriter’s representative for claims pursuantto this insurance.

Name:

Address:

Telephone: ()
$ per accident, for bodily injury and propertydamage.

In consideration of the premium charged and notwithstanding any inconsistent statement in the policy to which this endorsement is attached or any endorsement now or hereafter attached thereto, insurance company agrees as follows:

1. INSURED. The City, its officers, agents, volunteersand employees are included as insureds with regard to liability and defense of suits arising from the operations, products and activities performed by or on behalf of the named insured.2. CONTRIBUTIONNOTREQUIRED. Asrespects:(a)workperformedbythenamedinsuredfororonbehalfoftheCity;or(b)productssoldbythenamedinsuredtotheCity;or(c)premisesleasedbythenamedinsuredfromtheCity, theinsuranceaffordedbythispolicyshallbeprimaryinsuranceasrespectstheCity,itsofficers,agents,employeesorvolunteers;orstandinanunbrokenchainofcoverageexcessofthenamedinsured’sscheduledunderlyingprimarycoverage.Ineitherevent,anyotherinsurancemaintainedbytheCity, its officers, agents, employees or volunteers shall be in excess of this insurance and shall not contribute with it.3. SEVERABILITYOFINTEREST. Thisinsuranceappliesseparatelytoeachinsuredagainstwhomclaimismadeorsuitisbroughtexceptwithrespecttothecompany’slimitsofliability. Theinclusionofanypersonororganizationasaninsuredshallnotaffectany right which such person or organization would have as a claimant if not so included.4. CANCELLATION NOTICE. With respect to the interestsof the City, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days prior written notice by receipted delivery has been given to the City.5. PROVISIONS REGARDING THE INSURED’S DUTIES. Any failureto comply with reporting provisions of the policy or breaches or violations of warranties shall not affect coverage provided to the City, its officers, agents, employees or volunteers.6. SCOPE OF COVERAGE. This policy, if primary, affordscoverage at least as broad as:a. Insurance Services Office Automobile Liability Coverage, “occurrence” form CA0001, code ("any auto"); orb. If excess, affords coverage which is at least as broad as the primary insurance form referenced in the preceding section (1).Except as stated above nothing herein shall be held to waive, alter or extend any of the limits, conditions, agreements or exclusions of the policy to which this endorsement is attached.

ENDORSEMENT HOLDER
CITY OF OXNARDAttn: Insurance ComplianceReference No._______P.O. Box 100085 – OXDuluth, GA 30096Via Email:[email protected] Fax: 678-259-1007

AUTHORIZED REPRESENTATIVE
 Broker/Agent  Underwriter
I (print/typename),warrantthatI haveauthorityto bindtheabove-mentionedinsurance company and by my signature hereon do so bind this company to this endorsement.

Signature
(original signature required)
Telephone: ( ) Date Signed
Page22of 26
60 Agreement No. A-8444

LIVING WAGE POLICY EXHIBIT
The LivingWage PolicyoftheCityofOxnardisherebyadoptedbytheCityCouncilonJuly9,2002tobeeffectiveOctober1,2002.

1. Pursuant to this Living Wage Policy, Vendor shall pay those employees who provide services to the City under contract:
(a) Effective October 1, 2002, at least $9.00anhour for the time duringwhichthe employee isprovidingservicestothe City; (b) Effective July1, 2003, at least $9.25anhour for the time duringwhichthe employee is providingservicestotheCity and 32 hours of paid leave per every calendar year in which an employee provides services to the City; (c) Effective July1, 2004, at least $10.59anhour for the timeduringwhichtheemployeeisprovidingservicestotheCity and 64 hours of paid leave per every calendar year in which an employee provides services to the City; and (d) Effective July1, 2005, at least $12.22anhour for the timeduringwhichtheemployeeisprovidingservicestotheCity and 96 hours of paid leave per every calendar year in which an employee provides services to the City.

2. The hourly rates established in Section 1 shall be adjusted July 1, 2006 and, each July 1thereafter, accordingtothepercentage change since July 1, 2005 in the Consumer Price Index prepared by the Bureau of Labor Statistics for the LosAngeles area relating to all urban consumers.

3. AservicecontractorexecutingaservicecontractwiththeCityforwhichtheCitywillpaythecontractor$25,000ormoreduring the contract term shall be subject to the Living Wage Policy.

4. Aservice contractor executing more than one service contract with the City, and the combinedmonetarytotal of thepayments by the City pursuant to such contracts is $25,000or more for the combinedcontract terms shall be subject totheLiving Wage Policy.

5. This LivingWage Policyshall not governthefollowingtypesofcontractsfor: (a)thepurchase,rentalorleaseofgoods,products, equipment, supplies or other personal property; (b) public works projects as definedinState or local law; and(c)professional services.

6. This Living Wage Policyshall not governthe followingservice contractors: (a) nonprofit entities organizedunder IRSCode section501(c)(3); (b) public entities suchas cities, counties, special districts, states andthefederalgovernment;and(c)businesses employing fewer than five persons.

7. The CityAttorneyis directedtoinclude inall standardtrade services contracts andall contractsinvolvinguniquetradeservices, the language set forth inExhibit 1attachedhereto and incorporated herein by this reference.

8. If Vendor fails to comply with this Living Wage Policy, the CityManager is directedtoterminate the subject servicecontract immediately and to impose appropriate fines and penalties as set forth in the service contract.

9. The City Manager and the City Attorney are responsible for the administration and enforcement, respectively, of theLivingWagePolicy.IfanemployeeofaservicecontractorgovernedbytheLivingWagePolicyconcludesthathe/shehasbeenretaliated against for the exercise of rights under the LivingWage Policy, the employee shouldcontact the CityManager at385-7430.

10. The City Manager shall reasonably cooperate with representatives of the Ventura County Living Wage Coalition toensure the effective administration and enforcement of the Living Wage Policy.

11. This Living Wage Policy may be changed only by City Council and only after a duly noticed public hearing.

12. The City Manager is directed to ensure that the City Council will reviewthe Living Wage Policy as part of the FY2003-2004/05 budget process.

Page23of 26
61 Agreement No. A-8444
Exhibit 1
Living Wage Policy
Pursuant to the Living Wage Policy adopted July 9, 2002 by the City Council and effective October 1, 2002, the CityManager and City Attorneyare directedtoinclude the followinglanguage inall standardtrade services contracts andallunique trade services contracts governed by the Living Wage Policy.

A. Vendor shall compensate anyemployee of Vendor whoprovides services under this Agreement inaccordance withthe Living Wage Policy, attachedheretoandincorporatedhereinbyreference as the LivingWage PolicyExhibit. Whilethis Agreement is ineffect, Vendor shall paysuchemployeenolessthan$16.89perhourforeachhourthatsuchemployeeprovides services under this Agreement. In addition, while this Agreement is in effect, Vendor shall provide to suchemployee no less than 96 hours of paid leave per calendar year.

B. Vendor agrees topost, atalocationreadilyaccessibletothoseemployeesprovidingservicestotheCity,acopyoftheLiving Wage Policy adopted by City Council on July 9, 2002 and effective October 1, 2002.

C. If Vendor fails tocompensate suchemployeepursuanttotheLivingWagePolicy,theCityManagerordesigneeshallterminate this Agreement on written notice to Vendor, effective immediately.

D. Inaddition, if Vendor fails tocomplywiththe LivingWage Policyinanymanner,VendorshallpaytoCityafineof$500andshall paytoanyemployee providingservices under this Agreement apenaltyofthreetimestheamountorvalueof the compensationowedtosuchemployee under the LivingWage Policy. Vendorshallpaysuchfineandpenaltywithin15 days after the City Manager or designee provides written notice to Vendor of the amount owed.

Page24of 26
62 Agreement No. A-8444
CITY OF OXNARD LIVING WAGE REQUIREMENTSEFFECTIVE JULY 1, 2021

42. Vendor shall compensate anyemployee ofVendorwhoprovidesservicesunderthisAgreementinaccordancewiththe LivingWagePolicy,attachedheretoandincorporatedhereinbyreferenceasExhibit1. WhilethisAgreementisineffect, Vendor shall paysuchemployee noless than$16.89per hour for eachhour that suchemployeeprovidesservicesunder this Agreement. This hourlyrate shall beadjustedonJuly1,2022,andeachJuly1thereafter,accordingtothepercentage change in the Consumer Price Index, all items, prepared by the Bureau of Labor Statistics for the LosAngeles area relating to all urban consumers (CPI-U), indexbase 1982-84=100, comparingMayof the previous year toMayof the current year. Inaddition,whilethisAgreementisineffect,Vendorshallprovidetosuchemployeenolessthan96 hours of paid leave per calendar year. a. Vendor agrees topost, at a locationreadilyaccessibletothoseemployeesprovidingservicestotheCity,acopyofthe Living Wage Policy adopted by the Oxnard City Council on July 9, 2002 and effective October 1, 2002. b. If Vendor fails tocompensate suchemployee pursuant tothe LivingWage Policy, the CityManager or designeeshall terminate this Agreement on written notice to Vendor, effective immediately. c. Inaddition, if Vendor fails tocomplywiththe LivingWage Policyinanymanner,VendorshallpaytoCityafineof $500 and shall pay to any employee providing services under this Agreement a penaltyof three times the amount orvalue of the compensationowedtosuchemployee under the LivingWage Policy. Vendorshallpaysuchfineandpenaltywithin 15 days after the City Manager or designee provides written notice to Vendor of the amount owed. d. The foregoing requirements are restated on page 5 of the Agreement for Trade Services.

Page25of 26
63 Agreement No. A-8444
PREVAILING WAGES EXHIBIT1. Vendor acknowledges that the Project defined in the Agreement between Vendor and City is a “public work” asdefined in Division 2, Part 7, Chapter 1 of the California Labor Code (“Chapter 1”), and that this Agreement is subject toChapter 1 and the rules and regulations established by the Director of Industrial Relations (“DIR”) implementing suchstatutes. Vendor shall perform the Project as a public work. Vendor shall comply with and be bound by all the terms, rulesand regulations described in Chapter 1 and the DIR’s rules and regulations as though set forth in full herein.2. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft,classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to anyinterested party on request. Vendor acknowledges receipt of a copy of the DIR determination of such prevailing rate of perdiem wages, and Vendor shall post such rates at each job site covered by this Agreement.3. Vendor is required to post job site notices, as prescribed by regulation. See Labor Code Section 1771.4(a)(2).4. Vendor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning thepayment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Vendor shall, as apenalty to City, forfeit not more than $200 for each calendar day or portion thereof for each worker paid less than the DIR’sdetermined prevailing rates for the work or craft in which the worker is employed pursuant to this Agreement by Vendor orany subcontractor. The Labor Commissioner shall determine the amount of the penalty as described in Section 1775.5. Vendor shall comply with Labor Code Section 1776, which requires Vendor and each subcontractor to (1) keepaccurate payroll records and verify such records in writing under penalty of perjury, (2) certify and make such payrollrecords available for inspection, and (3) inform City of the location of the records.6. Vendor shall comply with Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative CodeTitle 8, Section 200et seq. concerning the employmentof apprentices on public works projects for all apprenticeableoccupations. Before commencing work under this Agreement, Vendor shall provide City with a copy of the informationsubmitted to any applicable apprenticeship program. Within 60 days after concluding the Project, Vendor and each of itssubcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under thisAgreement.7. Vendor may not be debarred or suspended throughout the Agreement Term pursuant to Labor Code Section 1777.1or 1777.7. If he, she or it becomes debarred or suspended in the Agreement Term, Vendor must immediately notify City.8. Vendor is not qualified to bid on, be listed in a Bid proposal, or engage in the performance of any contract forpublic work, as defined in Labor Code Sections 1720 through 1861, unless currently registered and qualified to performpublic work pursuant to Labor Code Section 1725.5. Vendor shall continue without interruption to stay registered andqualified to perform public work pursuant to Section 1725.5 for the duration of the term of this Agreement. This provisiondoes not apply to construction, alteration, demolition, installation or repair work of $25,000 or less or to maintenance workof $15,000 or less.9. Vendor acknowledges that 8 hours labor constitutes a legal day’s work. Vendor shall comply with and be bound byLabor Code Section 1810.10. Vendor shall comply with and be bound by Labor Code Section 1813 concerning penalties for workers who workexcess hours. Vendor shall, as a penalty to City, forfeit $25 for each worker employed in the performance of this Agreementby Vendor or by any subcontractor for each calendar day during which such worker is required or permitted to work morethan 8 hours in any calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7,Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by Vendor’s employees inexcess of 8 hours per day and 40 hours per week shall be permitted upon public work upon compensation for all hoursworked in excess of 8 hours per day at not less than 1 ½ times the basic rate of pay.11. The Project listed in the Agreement is subject to compliance monitoring and enforcement by the DIR.12. Vendor shall be responsible for each and every one of its subcontractors’ compliance with Chapter 1, the DIR’srules and regulations, and Labor Code Sections 1860 and 3700. Vendor shall include in the written contract between it andeach subcontractor a copy of, and a requirement that each subcontractor shall comply with, those statutory provisions.Vendor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractors’compliance, including without limitation, conducting a periodic review of the certified payroll records of eachsubcontractor, and upon becoming aware of the failure of the subcontractor to pay its workers the specified prevailing rateof wages, Vendor shall diligently take corrective action to halt or rectify any failure.13. To the maximum extent, Vendor shall hold harmless, defend (with counsel approved by the City Attorney) andindemnify City, its legislative bodies, and its officials, officers, employees and agents from any demand or claim fordamages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed aboveby any person or entity (including Vendor, its subcontractors, and each of their officials, officers, employees and agents) inconnection with any work undertaken or in connection with the Agreement, including without limitation the payment of allattorneys’ fees and other related costs. All duties of Vendor under this Section shall survive Agreement termination Page26of 26
64 CITY COUNCIL AGENDA REPORT

INFORMATION/CONSENT AGENDA
AGENDA ITEM NO. J.5

DATE: May 3, 2022

TO: City Council

FROM: Michael Wolfe, Public Works Director, (805) 385-8055, [email protected]

SUBJECT: Agreements for a Total Value of $10,700,000 for Supply and Delivery of Chemicals to Wastewater, Water and Recycled Water Facilities.

RECOMMENDATION

That the City Council approve and authorize the Mayor to execute the following Agreements for the supply and delivery of chemicals to Water, Wastewater, and Recycled Water Facilities through June 30, 2024 as follows:

1. Agreement A-8445 with HASA, Inc., in the amount not to exceed $1,000,000 for the supply and delivery of sodium hypochlorite to the Oxnard Wastewater Treatment Plant;

2. Agreement A-8446 with JCI Jones Chemicals, Inc., in the amount not to exceed $100,000 for the supply and delivery of sodium bisulfite to the Oxnard Wastewater Treatment Plant;

3. Agreement A-8447 with Pencco, Inc., the amount not to exceed $2,500,000 for the supply and delivery of ferric chloride to the Oxnard Wastewater Treatment Plant and Ferrous Chloride to Oxnard Lift Station 6;

4. Agreement A-8448 with Univar Solutions USA, Inc., in the amount not to exceed $150,000 for the supply and delivery of sodium hydroxide to the Oxnard Wastewater Treatment Plant Headworks Facility;

5. Agreement A-8449 with HASA, Inc., in the amount not to exceed $600,000 for the supply and delivery of sodium hypochlorite to the Oxnard Water Campus, Blending Station No. 3, and Advanced Water Purification Facility;

6. Agreement A-8450 with Hill Brothers Chemical Company in the amount not to exceed $300,000 for the supply and delivery of aqueous ammonia to the Oxnard Water Campus and Blending Station No. 3;

7. Agreement A-8451 with King Lee Chemical Company dba King Lee Technologies in the amount not to exceed $550,000 for the supply and delivery of Antiscalant Pretreat Plus 0100 to the Oxnard Water Campus and Advanced Water Purification Facility;

8. Agreement A-8452 with Miles Chemical Company, Inc. in the amount not to exceed $1,250,000 for the supply and delivery of hydrogen peroxide and liquid lime to the Advanced Water Purification Facility;

9. Agreement A-8453 with Pacific Star Chemical dba Northstar Chemical in the amount not to exceed $1,500,000 for the supply and delivery of sodium hydroxide, and citric acid to the Oxnard Water Campus and Advanced Water Purification Facility;

10. Agreement A-8454 with Univar Solutions USA, Inc. in the amount not to exceed $2,750,000 for the supply and delivery of sodium bisulfate, and sulfuric acid to the Advanced Water Purification Facility. (Public Works and Transportation Committee approved 3-0)

BACKGROUND

The Oxnard Wastewater Treatment Plant (OWTP) provides primary, and secondary treatment. Primary treatment consists of settling tanks to remove inorganic materials and heavy solid materials. Secondary treatment consists of biological treatment and settling tanks to remove soluble organics. The OWTP utilizes the following chemicals:
65 Sodium hydroxide solution for odor control
Ferric chloride to enhance primary treatment, and odor control Ferrous chloride for odor control along major sewer pipelines Sodium hypochlorite for disinfection of treated wastewater Sodium bisulfite to dechlorinate disinfected wastewater before discharging into the ocean The City of Oxnard Water Division utilizes three sources of water to serve its potable water customers: groundwater from the City’s wells, groundwater delivered by the United Water Conservation District (UWCD) and imported surface water delivered by Calleguas Municipal Water District (CMWD). The City owns and operates six blending stations where the Water Division blends its three sources of water. The Water Division utilizes the following chemicals:
Sodium hydroxide solution for pH balance
Sodium hypochlorite and solutions for disinfection
Aqueous ammonia for disinfection
Antiscalant for membrane treatment
The Advanced Water Purification Facility (AWPF) provides recycled water treatment which consists of membrane filtration and reverse osmosis followed by advanced oxidation and disinfection to remove dissolved organics, minerals, and viruses. The AWPF utilizes the following chemicals:
Sulfuric acid solution for pH control
Hydrogen peroxide for advanced oxidation disinfection
Sodium hydroxide, sodium hypochlorite, sodium bisulfite, and citric acid solutions for microfiltration and reverse osmosis membrane cleaning
Antiscalant for membrane treatment
Liquid Lime for PH adjustment re-mineralization of the finished water

DISCUSSION
Every 2-3 years, the Public Works Department conducts a formal solicitation for chemical products utilized in the treatment of potable and non-potable water managed by the Department’s Water and Wastewater divisions. Due to the current volatility of the economy, the chemical manufacturing industry began seeing unprecedented operating costs that were subsequently passed through to the end user customers. As a result, the City began receiving large price increases on chemicals ranging from 20-150% . As a result of the cost increases the previously held purchase orders did not have sufficient funding; therefore, a new solicitation was generated to obtain the most competitive pricing.

On January 6, 2022, The Purchasing Division, on behalf of the Public Works Department, published request for proposal (RFP) solicitation # PW 22-77 for utility chemicals for the wastewater, water and recycled water treatment. The City closed RFP PW 22-77 on February 3, 2022.

A total of 12 vendors submitted proposals on 17 chemical items. Subsequently, eight vendors were identified as the most qualified and responsive proposers based on a vendor’s technical competency and experience, past performance, responsiveness, and cost proposal/ price increase methodology. Each of the selected vendors have been found to meet all City required contractual provisions, including possession of a City business tax certificate, insurance certificates, and corporate filing with the California Secretary of State. In order to accommodate the volatility of the market, vendors included price adjustment frequencies and methodology in their proposals. The price increase methodology included adjustment frequency and price adjustment approach. Vendors included adjusting rates on a quarterly to annual basis, depending on the individual chemical. Vendors also included price adjustments as flat price percentage increases or market increases associated with the Producer Price Index (PPI). As a result of individual chemical market conditions, the City found value in awarding some agreements based on flat percentage increases and others based on PPI increases.

Adding this section to the proposal allows for the City to better predict and budget for future increases. 66 Following this determination, staff reviewed all documentation received from vendors. Based upon the available information and research performed to date, staff believes that the selected vendors are capable of satisfactorily completing the supply and delivery of chemicals. In order to support utility operations, vendors have been awarded agreements based on locations where the chemicals will be delivered, rather than awarding a single agreement for delivery to different locations operated by Water and Wastewater, respectively. By awarding agreements based on location, this will allow operations staff to have more control on monitoring and managing the agreement usage and authorized authority amounts. It also allows separate enterprise funds to manage their budgets more efficiently.

The approval of these Agreements will ensure the water, wastewater, and recycled water treatment facilities do not run out of crucial chemicals, meet regulations, and supply reliable and safe potable and recycled water to our customers.

STRATEGIC PRIORITIES

This agenda item supports the Infrastructure and Natural Resources strategy. The purpose of the Infrastructure and Natural Resources strategy is to preserve and improve our roads, utilities, parks, trees, water supply and natural resources through effective planning, prioritization, and an equitable and efficient use of available funding.

FINANCIAL IMPACT

The cost for these chemical supply and delivery agreements shall not exceed the amounts indicated above for a term not to exceed June 30, 2024. Although the estimated spending plan for Water is $1.2m for chemicals each fiscal year, contract authority allows for additional capacity, if needed, based on operational impacts. Future fiscal year allocations for these agreements will be requested each year during the budget process from the Water Operating Fund 601 (accounts 601-6001-843-8106 and 601-6012-843-8106) and Wastewater Operating Fund 621 (account 621-6202- 843-8106).

Estimated Utility Chemical Spending Plan
Division FY 22-23 FY 23-24 TOTAL
Water $1,200,000 $1,200,000 $2,400,000
Wastewater $1,875,000 $1,875,000 $3,750,000
TOTAL $3,075,000 $3,075,000 $6,150,000

COMMITTEE OUTCOME

The Public Works and Transportation Committee approved 3-0 on April 12, 2022 to approve the staff recommendation and to forward the item for Council approval.

Prepared by: Jan Hauser, Wastewater Division Manager, Omar Castro, Water Division Manager

ATTACHMENTS

1. A-8445 Hasa

2. A-8446 JCI

3. A-8447 Pencco

4. A-8448 Univar

5. A-8449 HASA

6. A-8450 Hill Brothers

7. A-8451 King Lee

8. A-8452 Miles Chemical

9. A-8453 NorthStar Chemical

10. A-8454 Univar
67 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES

COVER PAGE

(1) Agreement Start Date: July 1, 2022
(2) Vendor: HASA, Inc.
(3) Services: Supply and Delivery of Sodium Hypochlorite 12.5% to the Oxnard Wastewater Treatment Plant (4) Schedule of Services: The services must be completed through June 30, 2024, if extended (5) Agreement Ending Date: June 30, 2023 subject to renewal for up to one (1) consecutive one (1) year term upon written agreement between both parties for a maximum total contract of two (2) years (6) Total Agreement Amount: $1,000,000
(7) City’s Project Manager: Roberto Fuentes
(8) Vendor’s Project Manager: Briana Muñoz
(9) Insurance Coverage: INS-I
(10) What wages are required for this Project?
☐ Living wage but not prevailing wages, in which case: Section 20(a) through (d) and the Living Wage Policy Exhibit are incorporated and are required; but Section 20(e) and the Prevailing Wage Exhibit are not incorporated and are not required.
☐ Prevailing wages but not living wage, in which case: Section 20(e) and the Prevailing Wages Exhibit are incorporated and are required; but Section 20(a) through (d) and the Living Wage Policy Exhibit are not incorporated and are not required.
☐ Both living wage and prevailing wages, in which case Section 20, the Living Wage Policy Exhibit, and the Prevailing Wages Exhibit are incorporated and required. ☐ Neither living wage nor prevailing wages, in which case Section 20, the Living Wage Policy Exhibit, and the Prevailing Wages Exhibit are not incorporated and are not required. (11) Addresses for Notice:

FOR VENDOR: FOR CITY:

HASA, Inc City of Oxnard
Attn: Briana Muñoz Attn: Roberto Fuentes
23119 Drayton Street 6001 Perkins Road
Saugus, CA 91350 Oxnard, CA 93033

(12) Contact Emails:

VENDOR’S PROJECT MANAGER: CITY’S PROJECT MANAGER:
[email protected] [email protected]

The Agreement for Trade Services is attached hereto and incorporated herein by this reference. The following exhibits are also attached hereto and incorporated herein by this reference into the Agreement:
☐ Scope of Services Exhibit ☐ Living Wage Policy Exhibit ☐ Rates and Costs Exhibit ☐ Prevailing Wages Exhibit ☐ Iran Contracting Act Certification ☐ Insurance Exhibit (INS-I)

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AGREEMENT FOR TRADE SERVICES

THIS AGREEMENT FOR TRADE SERVICES (“Agreement”) is entered into in Ventura County, California, on the date that is written as “(1) Agreement Start Date” on the Cover Page, which is attached hereto and incorporated herein by this reference. This Agreement is entered by and between the City of Oxnard (“City”) and the person or entity listed as “(2) Vendor” on the Cover Page, subject to the following terms and conditions:

1. Scope of Services. Vendor shall provide to City the services listed as “(3) Services” on the Cover Page (the “Services”). Vendor shall provide the Services during the term of this Agreement, as set forth below, according to the schedule written as “(4) Schedule of Services ” on the Cover Page, and as further explained in the Scope of Services Exhibit, which is attached hereto and incorporated herein by this reference. In the event of any conflict between the terms of this Agreement and any incorporated document(s), the terms of this Agreement shall control.

2. Term. This Agreement shall begin on the date that is written as “(1) Agreement Start Date” on the Cover Page and shall end on the date that is written as “(5) Agreement Ending Date” on the Cover Page. Time is of the essence in this Agreement.

3. Compensation. For the Services performed during the term of this Agreement, City shall pay Vendor an amount not to exceed the amount that is listed as “(6) Total Agreement Amount” on the Cover Page, at the rates listed in the Rates a nd Costs Exhibit, attached hereto and incorporated herein by this reference. The rates in the Rates and Costs Exhibit shall be in effect through the end of this Agreement unless otherwise stated therein.

4. Invoices. Vendor shall submit a payment request to City by the end of each calendar month listing the Services provided, costs of those Services, and total amount due for the month. Each invoice must also list the current balance on the Agreement, including that invoice, as well as the months remaining on the term of the Agreement. Invoices may be emailed to: [email protected].

5. Most Favored Nation . Throughout the term of the Agreement, in the event Vendor provides the Services having terms more favorable than this Agreement to any person or entity other than City, Vendor shall notify City within 10 calendar days of signing the other contract, or if there is no other contract, of finalizing that deal or providing any services, whichever occurs first in time. In that notice, Vendor shall offer City to amend this Agreement to reflect such more favorable terms into this Agreement without any contingency to amend any other provision of this Agreement.

6. Acceptance of Payment. Vendor’s acceptance of final payment made pursuant to this Agreement shall constitute a release of City from all claims and liabilities for compensation to Vendor for anything completed, finished or relating to the Services. City’s payment shall not constitute nor be deemed a release of the responsibility and liability of Vendor for the accuracy and competency of the information provided and/or the Services performed hereunder, nor shall such payment be deemed to be an assumption of responsibility or liability by City for any defect or error in the Services performed by Vendor and its employees, agents and subcontractors. Vendor shall provide City with a completed Request for Taxpayer I dentification Number and Certification, as issued by the Internal Revenue Service. If any sales tax is due for the Services performed by Vendor or materials or products provided to City by Vendor, Vendor shall pay the sales tax. City shall not reimburse Vendor for sales taxes paid by Vendor.

7. Non-binding Terms . Any terms and conditions that are typed, printed, or otherwise included in any Vendor invoice rendered pursuant to this Agreement shall be deemed to be solely for the convenience of the parties.

No such term or condition shall be binding upon City, and no action by City (including, without limitation, the payment of any such invoice in whole or in part) shall be construed as binding City with respect to any such term or condition, unless the specific term or condition has been previously agreed to by Vendor and City in this Agreement or in a binding amendment thereto.

8. Non-Appropriation of Funds . Payments to be made to Vendor by City for the Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted and unencumbered appropriation of City. In the event City does not appropriate suff icient funds for payment of the Services beyond the current fiscal year, this Agreement shall cover payment for the Services only up to the 69 Agreement No. A-8445

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conclusion of the last fiscal year in which City appropriated sufficient funds and shall automatically terminate at that fiscal year’s conclusion.

9. Coordination of Services . The Services shall be coordinated with the person in the position listed in “(7) City’s Project Manager” on the Cover Page, subject to the direction of the City Manager or Department Director. Vendor hereby designates the person in the position listed in “(8) Vendor’s Project Manager” on the Cover Page as the person responsible for the Services who shall coordinate with City’s Project Manager in making binding decisions in line with this Agreement on behalf of Vendor.

10. Personnel. Vendor represents that it has or shall secure at its own expense all personnel required to perform the Services. Vendor shall make reasonable efforts to maintain the continuity of Vendor’s staff who are assigned to perform th e Services. Vendor may associate with or employ associates or subcontractors in the performance of the Services, but at all times shall Vendor be responsible for its associates and subcontractors’ labor, advice or materials provided in furtherance of provi ding the Services. Should any of Vendor’s employees, assigns or subcontractors not conduct him - or herself appropriately, as determined by the City’s Project Manager, in the process of providing the Services or any portion thereof, the City’s Project Manag er may notify the Vendor’s Project Manager, who shall immediately handle the problem, as determined appropriate by him or her, such that the problem does not persist.

11. Additional Work . City may request additional specified work under this Agreement. The C ity’s Project Manager must authorize all such work in writing before commencement. Vendor shall perform such work, and City shall pay for such additional work, in accordance with the Rates and Costs Exhibit. Should the work not fall under any such listed rate or cost, Vendor shall submit a quote for all additional work, which the City’s Project Manager must approve in writing by before any such work may commence. The City shall compensate Vendor for any work that does not fall under a rate or cost listed i n the Rates and Costs Exhibit, and for which Vendor did not obtain the City’s Project Manager’s written approval before work commenced, as determined by the City’s Project Manager in his or her sole discretion.

12. Advertising and Publicity . Vendor shall not use the name of or refer to City directly or indirectly in any advertisement, news release, or professional or trade publication without prior written approval from the City Manager. This Section shall survive the termination of this Agreement.

13. Audit. City shall have the option of inspecting, auditing and/or reproducing all records and other written materials: used by Vendor in preparing its billings to City as a condition precedent to any payment to Vendor; or for other purposes relati ng to the Agreement. Vendor will promptly furnish all documents requested by City. Additionally, if this Agreement is in excess of $10,000, the State Auditor may examine and audit Vendor for a period of 3 years after final payment under the Agreement. Regardless of whether a State audit is permitted, Vendor shall maintain and preserve all such records for a period of at least 3 years after final payment under the Agreement or until an audit has been completed and accepted by City, whichever occurs later. Ve ndor shall maintain all such records in City or to promptly reimburse City for all reasonable costs incurred in conducting the audit at a location other than in City, including but not limited to expenses for personnel, salaries, private auditor, travel, l odging, meals and overhead. Vendor shall include a copy of this Section in all contracts with its subcontractors, and Vendor shall be responsible for immediately obtaining those records or other written material from its subcontractors upon a request by the State Auditor and/or City.

14. Termination. City may terminate this Agreement at any time, with or without cause and without penalty, upon 15 calendar days’ prior written notice. Such termination shall be effective on the date specified in the notice, or if no date is specified, then 15 calendar days from the date of the notice. Vendor may terminate this Agreement at any time, with or without cause and without penalty, upon 30 calendar days’ prior written notice. Such termination shall be effective on the date specified in the notice, or if no date is specified, then 30 calendar days from the date of notice and only if all assignments accepted by Vendor have been completed before the date of termination. In the event of termination of this Agreement by either party due to no fault or failure of perfo rmance by Vendor, City shall pay Vendor compensation for all Services satisfactorily completed in accordance with all of the terms and provisions of this Agreement, as determined by the City, before the effective date of termination; provided, in no event shall the Vendor receive an amount exceeding that which would have been paid to Vendor for 70 Agreement No. A-8445

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the full performance of the Services. If City pays for any materials, City shall be entitled to the title and possession of such.

15. Hold Harmless, Defense and Indemnity.

To the fullest extent permitted by law, Vendor shall immediately defend, indemnify, and hold harmless City, its legislative and advisory bodies, and the City’s officials, directors, officers, employees, and agents (the “Indemnitees”) from and against all l iabilities regardless of nature, type, or cause, arising out of or resulting from or in connection with Vendor’s performance of this Agreement or Vendor’s failure to comply with any of its obligations contained in this Agreement. Liabilities subject to th e duties to defend and indemnify include, without limitation, all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limited to reasonable attorneys’ fees; court costs; and costs of alternative dispute resolution. Vendor’s obligation to indemnify applies unless it is adjudicated that any of the liabilities covered by this Section 15 are the result of the sole active negligence or sole willful misconduct of any of the Indemnitees.

a. The duty to defend is a separate and distinct obligation from Vendor’s duty to indemnify.

Vendor shall be obligated to defend in all legal, equitable, administrative, or special proceedings with counsel approved by the City Attorney im mediately upon tender to Vendor of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination of negligence or willful misconduct by any of the Indemnitees shall not relieve Ve ndor from its separate and distinct obligation to defend the Indemnitees. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes the obligation to provide independent defense counsel if Vendor asserts that liability is caused in whole or in part by the negligence or willful misconduct of the Indemnitees. If it is finally adjudicated that liability was caused by the sole active negligence or sole willful misconduct of any of the Indemn itees, Vendor may submit a claim to City for reimbursement of reasonable attorneys’ fees and defense costs.

b. The review, acceptance or approval of Vendor’s work or work product by any of the Indemnitees shall not affect, relieve or reduce Vendor’s indemnification or defense obligations. This Section 15 shall survive completion of the Services or termination of t his Agreement. The provisions of this Section 15 shall not be restricted by and do not affect the provisions of this Agreement relating to insurance.

16. Insurance. Vendor shall obtain and maintain during the performance of any services under this Agreement the insurance coverages listed within the insurance document stated in “(9) Insurance Coverage” on the Cover Page and in the Insurance Exhibit, which is attached hereto and incorporated herein by this reference, unless the Risk Manager waives, in writing, the requirement that Vendor obtain and maintain such insurance coverages.

Such insurance must be issued by a company satisfactory to the Risk Manager. Vendor shall, before performance of any Services pursuant to this Agreement, file with the Risk Manager evidence of insurance coverage as specified in “(9) Insurance Coverage” on the Cover Page and in the Insurance Exhibit. Maintenance of insurance coverages by Vendor is a material element of this Agreement. Vendor’s failure to maintain or renew insurance coverages or to provide renewal evidence may be considered a material breach of this Agreement.

17. Documents and Materials.

a. All final computations, exhibits, files, plans, correspondence, reports, drawings, designs, data, photographs, specifications, information, images, video files, media, or other deliverables prepared, created, drawn, calculated, photographed or developed by Vendor pursuant to this Agreement (“Documents and Materials”) shall be the property without restriction or limitation upon its use, duplication or dissemination by the City. All Documents and Materials shall be considered “works made for hire,” and all Do cuments and Materials and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of the City without restriction or limitation upon their use, duplication or dissemination by the City. Vendor shall not obtain or attempt to obtain copyright protection as to any Documents and Materials. Vendor hereby assigns to the City all ownership and any and all intellectual property rights to the Documents and Materials that are not otherwise vested in the City pursuant to this Section 17.

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b. Vendor shall deliver all Documents and Materials to City’s Project Manager upon completion of the Services or termination of this Agreement without additional c ost or expense to the City. Additionally, anytime at City’s request, City shall be entitled to possession of, and Vendor shall furnish to City’s Project Manager within 10 calendar days, any or all of the Documents and Materials without additional cost or e xpense to the City. In both situations, if Vendor prepares Documents and Materials on a computer, Vendor shall provide City with said Documents and Materials both in a printed format and in an electronic format that is acceptable to the City. Vendor may re tain copies of these Documents and Materials but must request permission from the City before use, duplication or dissemination these Documents and Materials for any purpose other than for the Services provided to the City pursuant to this Agreement.

c. Any substantive modification of the Documents and Materials by City staff or any use of the completed Documents and Materials for other City projects, or any use of uncompleted Documents and Materials, without the written consent of Vendor, shall be at City’s sole risk and without liability or legal exposure to Vendor.

d. Vendor warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Se rvices and the production of all Documents and Materials, and that the City has full legal title to and the right to use, duplicate or disseminate the Documents and Materials. Vendor shall defend, indemnify and hold Indemnitees harmless from any loss, clai m or liability in any way related to a claim that City’s use of any of the Documents and Materials is violating federal, state or local laws, any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Vendor shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the services and Documents and Materials. In the event the use of any of the Documents and Materials by the City is held to constitute an infringement and the use of any of the same is enjoined, Vendor, at its own expense, shall: secure for City the right to continue using the Documents and Materials by suspension of any injunction, or by procuring a license or licenses for City; or modify the Documents and Materials so that they become non -infringing while remaining in com pliance with the requirements of this Agreement.

e. This Section 17 shall survive the termination of this Agreement.

18. Confidentiality of Information.

a. For the purposes of this Agreement, “Confidential Information” means all information, in whatever form transmitted, relating to the past, present or future business affairs of the City, including without limitation, (i) technical information, including patent, copyright, trade secret, and other proprietary information, techniques, sketches, drawings, models, inventions, processes, apparatus, equipment, algorithms, software programs, software source documents, and formulas; or (ii) non -technical information, including without limitation finances, financial and accounting data and information, suppliers, customers, customer lists, purchasing data and any other information belonging to the City or to a third party whose information is in the City’s possession or control under obligations of confidentiality, and which is disclosed to Vendor or is developed by Vendor in whole or in part at the City’s expense.

b. All Documents and Materials shall be considered Confidential Information and shall not be reproduced, transmitted, disclosed or used by the Vendor without the written consent of the City, except as may be necessary for Vendor to fulfill its obligations to the City.

c. Notwithstanding the above, these limitations shall not apply to information that (i) is already known to Vendor at the time of that information’s disclosure or becomes publicly known through no wrongful act or omission of Vendor, (ii) is communicated to a third party with the express written consent of City and is not subject to restrictions on further use or disclosure, (iii) is independently developed by Vendor and has no relation to this Agreement, or (iv) is required by law, court order, court -issued subpoena or other legal process to be disclosed; provided, however, that before making suc h disclosure, Vendor shall immediately provide City with written notice 72 Agreement No. A-8445

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and a reasonable opportunity for City to object to the disclosure or to take action to maintain the confidentiality of the information, unless such prior disclosure is legally impermissible.

d. Vendor shall use reasonable care to protect the Confidential Information. In the event of a breach or threatened breach of this Agreement, City shall be entitled to obtain an injunction prohibiting any such breach, the costs of which shall be paid by Vendor. Any relief granted shall be in addition to and not in lieu of any other legal or equitable relief, including money damages. The parties acknowledge that Confidential Information is valuable and unique and that disclosure of the Confidential Information in breach of this Agreement may result in irreparable injury to the City.

e. Other than an obligation upon the City to deal in good faith, the City makes no warranties and shall bear no liability or responsibility for errors or omissions in a ny Confidential Information disclosed under this Agreement or for any business decisions made by Vendor in reliance on any Confidential Information disclosed under this Agreement.

f. This Section 18 shall survive the termination of this Agreement.

19. Independent Contractor . Vendor is and shall at all times remain, as to City, a wholly independent contractor. Neither City nor any of its employees or agents shall have control over the conduct of Vendor or any of its employees, except as stated in this Ag reement. Vendor has and shall retain the right to exercise full control over the employment, direction, means of performance, location, compensation and discharge of all persons assisting Vendor, and it is free to dispose of all portions of its time which it is not obligated to devote to City in such a manner and to such persons, firms, or corporations as Vendor wishes except as expressly provided in this Agreement. This Agreement shall not be interpreted to prevent or preclude Vendor from rendering any ser vices for Vendor’s own account or to any other person or entity as Vendor in its sole discretion shall determine; provided, however, that performing such services shall not materially interfere with the Services Vendor shall perform for the City. Except as City’s Project Manager specifies in writing, Vendor and its employees and agents have no authority, express or implied, to act on behalf of City in any capacity, to incur any debt, obligation or liability on behalf of City, bind City in any manner, or otherwise act on behalf of City as an agent. Vendor and its employees are not employees of City. Vendor and its employees are not entitled to receive from City any of the benefits or rights afforded employees of City, including but not limited to reserve leav e, sick leave, vacation leave, holiday leave, compensatory leave, Public Employees Retirement System benefits, and health, life, dental, long -term disability and workers’ compensation insurance benefits. Vendor shall not, at any time or in any manner, repr esent that it or any of its agents or employees are in any manner agents or employees of City. Vendor agrees to pay all required taxes on amounts paid to Vendor under this Agreement, and to indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Vendor shall be solely responsible for, and shall save City harmless from, all matters relating to the payment of Vendor’s sub contractors, material suppliers, directors, officers, employees, agents and representatives, including compliance with social security requirements, federal and State income tax withholding, and all other regulations governing employer -employee relations, as applicable. City shall have the right to offset against the amount of any compensation due to Vendor under this Agreement any amount due to City from Vendor as a result of its failure to promptly pay to City any reimbursement or indemnification arising under this Section.

20. Wages. If the first option is selected in response to (10) on the Cover Page and, thus, the payment of living wage is required, only this paragraph and subsections (a) through (d) of this Section 20 shall apply. If the second option is selected in response to (10) on the Cover Page and, thus, the payment of prevailing wages (and related Labor Code provisions) is required, only this paragraph and subsection (e) of this Section 20 shall apply. If the third option is selected in response to (10) on the Cover Page and, thus, both the payment of living wage and prevailing wages (and related Labor Code provisions) is required, this paragraph and subsections (a) through (e) shall apply, meaning Vendor shall compensate all of its employees providing services to City in accordance with both the City’s Living Wage Policy and State -required prevailing wages. In the event of a conflict between the City’s Living Wage Policy and State -required prevailing wages, the higher of the two shall prevail. If t he fourth option is selected in response to (10) on the Cover Page and, thus, neither the payment of living wage nor prevailing wages (and related Labor Code provisions) is required, no part of this Section 20 shall apply.

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If either the first or third option is selected in response to (10) on the Cover Page, Vendor shall compensate any employee of Vendor who provides Services to the City under this Agreement in accordance with the Living Wage Policy Exhibit, which is attache d hereto and incorporated herein by this reference. While this Agreement is in effect, Vendor shall pay such employee no less than $16.89 per hour for each hour that such employee provides services under this Agreement. This hourly rate shall be adjusted on July 1, 2022, and each July 1 thereafter, according to the percentage change in the Consumer Price Index, all items, prepared by the Bureau of Labor Statistics for the Los Angeles area relating to all urban consumers (CPI -U), index base 1982- 84=100, comparing May of the previous year to May of the current year. In addition, while this Agreement is in effect, Vendor shall provide to such employee no less than 96 hours of paid leave per calendar year.

a. Vendor agrees to post, at a location readily accessi ble to those employees providing services to the City, a copy of the Living Wage Policy adopted by the Oxnard City Council on July 9, 2002, and effective October 1, 2002.

b. If Vendor fails to compensate such employee pursuant to the Living Wage Policy, the City Manager or designee shall terminate this Agreement on written notice to Vendor, effective immediately.

c. In addition, if Vendor fails to comply with the Living Wage Policy in any manner, Vendor shall pay to City a fine of $500 and shall pay to any employee providing services under this Agreement a penalty of three times the amount or value of the compensation owed to such employee under the Living Wage Policy. Vendor shall pay such fine and penalty within 15 days after the City Manager or designee provides written notice to Vendor of the amount owed.

d. If either the second or third option is selected in respon se to (10) on the Cover Page, in accordance with Labor Code Section 1770 et seq., the Project is a “public work.” The Vendor shall pay wages in accordance with the determination of the Director of the Department of Industrial Relations (“DIR”) regarding th e prevailing rate of per diem wages. Copies of those rates are on file with the Public Works Director and are available to any interested party upon request. The Vendor shall post a copy of the DIR’s determination of the prevailing rate of per diem wages at the job site. The Vendor shall comply with all provisions of the Prevailing Wage Exhibit, which is attached hereto and incorporated herein by this reference.

21. Nondiscriminatory Employment . Vendor shall not unlawfully discriminate against any individual based on race, color, religion or religious creed, national origin, ancestry, ethnic group identification, primary language, physical disability, mental disability, medical condition, genetic information, marital status, gender, gender identity, gender expression, sex, sexual orientation, age, immigration status, citizenship or military and veteran status. Vendor understands and agrees that it is bound by and will comply with all legal nondis crimination mandates. For every subcontractor who will perform Services, Vendor shall be responsible for such subcontractor’s compliance with this Section.

22. Vendor’s Representations . Vendor represents, covenants and guarantees that: a) Vendor is licensed, qualified, and capable of furnishing the labor, materials, and expertise necessary to perform the Services in accordance with the terms and conditions set forth in this Agreement; b) there are no obligations, commitments, or impediments of any kind that wi ll limit or prevent Vendor’s full performance under this Agreement; c) to the extent required by the standard of practice, Vendor has investigated and considered the scope of Services performed, has carefully considered how the Services should be performed , and understands the facilities, difficulties and restrictions attending performance of the Services under this Agreement.

23. Compliance with Laws . In performing the Services under this Agreement, Vendor shall comply with all applicable laws, ordinances and regulations. Before performing the Services under this Agreement, Vendor shall obtain all required licenses and permits, including a City business tax certificate.

24. Conflict of Interest. If, in performing the Services set forth in this Agreement, Vendor makes, or participates in, a “governmental decision” as described in Title 2, Section 18701(a)(2) of the California Code of Regulations, or performs the same or substantially all the same duties for City that would otherwise be performed by a City employee holding a position specified in City's conflict of interest code, Vendor shall be subject to City's 74 Agreement No. A-8445

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conflict of interest code, the requirements of which include the filing of one or more statements of economic interests disclosing the relevant financial interests of Vendor’s personnel providing the Services set forth in this Agreement. Furthermore, Vendor shall not to accept any employment or representation during the term of this Agreement or within 12 months after completion of the Services which is or may likely make Vendor “financially interested,” as provided in California Government Code Sections 1090 and 87100, in any decisions made by City on any matter in connection with which Vendor has been retained pursuant to this Agreement.

25. Fictitious Name. If Vendor has a fictitious name, Vendor shall submit to City a new Fictitious Business Name Statement approved by any California county before Vendor’s prior Fictitious Business Name Statement expires if such expiration may occur during the term of this Agreement, including any term amendment.

26. Non-Assignability. Vendor shall not assign or transfer any interest in this Agreement or any part thereof, whether by assignment or novation, without City’s prior written consent, which may be withheld for any reason or for no reason at all. Any purported assignment without written consent shall be null, void, and of no effect, and Vendor shall hold harmless, defend and indemnify Indemnitees regarding all Claims arising from or relating to any unauthorized assignment.

27. Protection of Services . Vendor shall continuously maintain adequate protection of all of Vendor’s work from damage and shall protect the City’s property from any and all injury or loss arising in connection with this Agreement. Vendor shall take all necessary precaution for the safety of employees on the job and shall comply with all applicable provisions of federal, State and municipal safety laws and building codes to prevent accidents or injury to persons on, about or adjacent to any premises where the Services are being performed.

28. Successors and Assigns . This Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of Vendor.

29. Applicable Law; Venue . The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of California, excluding California’s choice of law rules.

Venue for any such action relating to the Agreement shall be in the Ventura County Superior Court.

30. Titles. The titles used in this Agreement are for convenience only and shall in no way define, limit or describe the scope or intent of this Agreement or any part of it.

31. Force Majeure. Neither City nor Vendor shall be res ponsible for delays or failures in performance resulting from acts beyond the control of either party. Such acts shall include but are not be limited to acts of God, riots, acts of war, epidemics, fire, earthquakes, or other disasters.

32. Authority. Any person executing this Agreement on behalf of Vendor warrants and represents that s/he has the authority to execute this Agreement on behalf of Vendor and to bind it to the performance of these obligations.

33. Binding Agreement. The parties do not intend this Agreement to be binding upon them and shall not be held liable to its terms until it is fully executed by all required signers.

34. Cumulative Remedies. All rights and remedies of City herein shall be in addition to all other rights and remedies available at law or in equity, including, without limitation, specific performance for the enforcement of this Agreement, and temporary and permanent injunctive relief.

35. Integration; Amendment . This Agreement, including any other documents incorporated herein by specific reference, constitutes the entire and integrated agreement of City and Vendor regarding the subject matter described herein. This Agreement supersedes all prior oral or written communications, negotiations, representations, agreements and promises. This Agreement may not be modified or amended, nor any provision or breach waived, except in a writing, signed by both parties, that expressly refers to this Agreement.

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AGREEMENT FOR TRADE SERVICES (V-11/29/18)

36. Construction. In the event of any asserted ambiguity in or dispute regarding the interpretation of any matter herein, the interpretation of this Agreement shall not be resolved by any rules of construction providing for interpretation against the party who causes the uncertainty to exist or who drafted the Agreement in whole or in part.

37. No Waiver . Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by City of any payment to Vendor constitute or be construed as a waiver by City of any breach of covenant, or any default that may then exist on the part of Vendor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default.

38. Attorneys’ Fees . The prevailing party shall be entitled to recover reasonable costs, attorneys’ fees (including the reasonable value of the services rendered by the City Attorney’s Office) and expenses, including investigation fees and expert witness fees, in addition to any other relieve to which that party may be entitled, in any legal action or other proceeding, including an action for declaratory relief, f or the enforcement of this Agreement or because of an alleged dispute, breach, default or misrepresentation in connection with this Agreement.

39. Notice. Except as otherwise required by law, a notice or communication authorized or required by this Agreement shall be in writing and shall be deemed received —on (a) the day of delivery if delivered by hand or overnight courier service during City’s regular business hours or (b) on the third business day following deposit in the United States mail, postage prepaid—to the addresses listed as “(11) Addresses for Notice” on the Cover Page or to such other address as one party may notify the other in writing.

40. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which, when taken together, shall be deemed to be one and the same agreement.

A signed copy of this Agreement transmitted by email to either of City or Vendor’s Project Managers’ emails listed in “(12) Contact Emails” on the Cover Pa ge or by other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement for all purposes.

41. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.

42. Iran Contracting Act Certification: In accordance with Public Contract Code Section 2200 et seq., the City requires that any person that submits a bid or proposal or otherwise proposes to enter into or renew a contract with the City with respect to goods or services of one million dollars ($1,000,000) or more, must certify at the time an Agreement is signed or renewed, that the person is not identified on a list created pursuant to subdivision (b) of Public Contract Code Section 2203 as a person engaging in investment activities in Iran described in subdivision (a) of Public Contract Code Section 2202.5, or as a person described in subdivision (b) of Public Contract Code Section 2202.5, as applicable. The form of such Iran Contracting Certificate is included with this Agreement and must be signed and dated under penalty of perjury.

[Signatures on next page]
76 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)
IN WITNESS WHEREOF, the parties hereto have executed the Agreement on the date that is written as “(1) Agreement Start Date” on the Cover Page.

CITY OF OXNARD HASA, INC

☐ John C. Zaragoza, Mayor1 Date Chris Brink, CEO2 Date ☐ Alexander Nguyen, City Manager
☐ , Purchasing Manager
☐ , Buyer
Ken Ward, CFO Date
ATTEST:

Rose Chaparro, City Clerk Date
(only if Mayor signs)

APPROVED AS TO FORM:

Stephen M. Fischer, City Date
Attorney (always required)

1 The City Council must authorize and the Mayor must sign any agreement over $200,000 annually. The City Manager may authorize and sign any agreement over $100,000 but up to $200,000 annually. The Purchasing Manager may authorize and sign any agreement up to $100,000 annually. A Buyer may authorize and sign any agreement up to $25,000 annually.

2 The City requires the following for any contract:
● For a corporation, the signatures of the Board President, CEO or Vice President and of the Board Secretary, Assistant Secretary, CFO or Assistant Treasurer;
● For an LLC, the signatures of at least two managers of the LLC (company directors, not lower -level managers); or
● For a partnership, the signature of a partner. If the partnership is a limited partnership, the signer must be a general partner.

If the company has a different structure, or if the above-listed persons are not the appropriate signers, please submit to the City Attorney legally-binding documentation stating who can sign and bind your company.

77 Agreement No. A-8445

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SCOPE OF SERVICES EXHIBIT

The specifications provide for chemical supply and delivery to the Oxnard Wastewater Treatment Plant in the anticipated amounts as indicated.

SUPPLIER SPECIFICATIONS & GENERAL REQUIREMENTS

1. Delivery
a. Timing: Product shall be delivered within 48 hours of agency request. All deliveries shall be made Monday through Friday between 8:00 a.m. and 4:00 p.m.
b. Delivery vehicles: Shall be in good condition and operated by Supplier. Truck tractors and tank trailers shall be pneumatic-tired; conform to all applicable State and Federal regulations; and be fully equipped and maintained to safely transport and deliver specified chemical product. Tank trailers shall be specially designed to prevent leakage and resist rupture in the event of a collision, and carry all equipment necessary to respond to an accidental chemical release.
c. Delivery Driver: Shall be trained and experienced in handling specified chemical product, and be specifically trained to stop chemical flow in the event of an emergency. Supplier shall provide evidence of such training and experience upon request.
d. Posted Speed Limits: Shall be observed at all times while driving on agency property. Supplier shall be completely liable for any damage to property or personnel. e. Delivery Equipment: Shall include an appropriate compression unit and piping to permit safe transfer of the specified chemical product to stationary bulk containers. Hoses, fittings and appurtenant equipment shall be provided by Supplier and be free of leaks.
f. Unloading: Unloading shall be done in accordance with the following:
i. Shall be done in a safe manner by Supplier in the presence of a plant operator. ii. Appropriate personal protective equipment (PPE) clothing shall be worn, and industry safety practices and procedures followed explicitly at all times. iii. Driver may be required to capture a sample of the product from the delivery tank in order for a plant operator to do a visual inspection.
iv. Supplier to be able to provide proof of tank and hose inspections prior to delivery demonstrate that all components are in proper working order.
g. Refusal of delivery: City will refuse delivery of product at no penalty to the City if:
i. Product does match the specific gravity.
ii. If there is debris in the sample from the delivery truck. iii. Vendor is non compliant with industry standard safety practices and procedures. iv. Failure of Supplier to wear proper PPE while making chemical transfers. Supplier is to provide their staff with all required PPE.
h. Pay Quantity of Bulk Product Delivered: Shall be determined by weighing the tank trailer before and after filling at Supplier’s plant on a certified truck scale. Copies of weigh master’s certificates shall be provided with delivery.
i. Other: Agency may require Supplier to furnish an affidavit stating product complies fully with this specification, a certified analysis of the product delivered, and/or the preventative maintenance schedule of delivery truck’s unloading compressor.
j. Deliver to the following locations as required:
• City of Oxnard Wastewater Treatment Plant, 6001 Perkins Road, Oxnard, CA • City of Oxnard Wastewater Treatment Plant Headworks Facility, 5741 Perkins Road, Oxnard, CA

2. Quantity
Exact quantities may vary from the estimates given, and may be increased or decreased to meet agency’s requirements. No minimum is guaranteed.

3. Invoicing
A separate invoice shall be provided for each delivery during contract period. 78 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)

4. Specification

Supplier shall bring apparent error or omissions to City’s attention

5. Chemical Specification for the following locations:

Wastewater Treatment Plant, located at 6001 Perkins Road, Oxnard, California 93033 Headworks Facility, located at 5741 Perkins Road, Oxnard, California 93033

a. Sodium Hypochlorite 12.5%: Estimated annual quantity is 265,000 gallons. Solution should be approximately 12.5 wt% available NaOCl, suitable for water treatment. Delivery by bulk tank.

79 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)

RATES AND COSTS EXHIBIT

Ship To

Effective
Date

Expiration
Date

Hasa
ProductCode

Item Description

Package

Quantity

Delivered
Price [$/gal]

City of Oxnard (List of facilities below)

7/01/2022

9/30/2022

07000

Multichlor 12.5%
SodiumHypochlorite

Bulk

3,000 Min.

$ 1.275

City of Oxnard (List of facilities below)

10/01/2022

12/31/2022

07000

Multichlor 12.5%
SodiumHypochlorite

Bulk

3,000 Min.

$ 1.425

City of Oxnard (List of facilities below)

1/01/2023

3/16/2023

07000

Multichlor 12.5%
SodiumHypochlorite

Bulk

3,000 Min.

$ 1.475

City of Oxnard (List of facilities below)

3/16/2023

6/30/2023

07000

Multichlor 12.5%
SodiumHypochlorite

Bulk

3,000 Min.

$ 1.515
Delivery locations include:

Wastewater Treatment Plant, located at 6001 Perkins Road, Oxnard, California 93033 Headworks Facility, located at 5741 Perkins Road, Oxnard, California 93033 Updated pricing for year two extension is required by February 1, 2023 for City review and conside ration All costs include but not limited to, freight, delivery, quality assurance costs, etc, in unit price.

Unit pricing excludes Oxnard Sales Tax (9.25%).

80 Agreement No. A-8445

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IRAN CONTRACTING ACT CERTIFICATION
(TO BE EXECUTED AND SUBMITTED WITH THE AGREEMENT)

Pursuant to Public Contract Code 2204.(a) A public entity shall require a person that is submits a bid or proposal to,or othe rwise proposes to enter into or renew a contract with, a public entity with respect to a contract for goods or services of one mill ion dollars ($1,000,000) or more to certify, at the time an Agreement is signed or renewed, that the person is not identified on a list c reated pursuant to subdivision (b) of Section 2203 as a person engaging in investment activities in Iran described in s ubdivision (a) of Section 2202.5 or as a person described in subdivision 9b) of Section 2202.5, as applicable.

To comply with this requirement, please insert your company/entity and Federal ID number (if available) and complete one of the options below. Pl ease note, California law established penalties for providing false certifications, including civil penalties equal to the greater of $250,000 or twice the amount of the contract for which the false certification was made, contract termination and three -year ineligibility to bid on contract in accordance with Public Contract Code section 2205.

OPTION No.1 – CERTIFICATION
I, the official named below, certify I am duly authorized to execute this certification on behalf of the company/entity ident ified below, and the company/entity identified below is not on the current list of persons engaged in investment activities in Iran create d by DGS and is not a financial institution extending twenty million dollars ($20,000,000) or more in credit to another person or e ntity, for 45 days or more, if that other person or company/entity will use the credit to provide goods or services in the energy sector in Iran an d is identified on the current list of persons engaged in investment activities in Iran created by DGS in acc ordance with subdivision (b) of Public Contract Code 2203.

Company Name/Financial Institution (printed): Federal ID Number (or n/a):

By (Authorized Signature):

Printed Name & Title of Person Signing: Date Executed

Executed in the County of in the State of

OPTION No.2 – EXEMPTION
Pursuant to Public Contract Code sections 2203(c) and (d), a public entity may permit a vendor/financial institution engaged in investment activities in Iran, on a case -by-case basis, to be eligible for, or to bid on, submit a proposal for, or enters into or renews, a contract for goods and services. If you have obtained an exemption from the certification requirement under the Iran Contract ing Act, please fill out the information below and attach documentation demonstrating the exemption approval.

Company Name/Financial Institution (printed): Federal ID Number (or n/a):

By (Authorized Signature):

Printed Name & Title of Person Signing: Date Executed

Executed in the County of in the State of

81 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)

INSURANCE EXHIBIT

Exhibit INS-I

INSURANCE REQUIREMENTS FOR VENDORS
(WHO DELIVER, INSTALL OR MAINTAIN PRODUCTS)

1. Vendor shall obtain and maintain during the performance of any services under this Agreement the following insurance against claims for injuries to persons or damages to property which may arise from or in connection with the sale and delivery, installation or maintenance of products by vendor, its agents, representatives, or employees.

a. Commercial General Liability Insurance, including Contractual Liability, in an amount not less than $1,000,000 combined singl e limit for bodily injury and property damage f or each claimant for general liability with coverage equivalent to Insurance Services Office Commercial General Liability Coverage (Occurrence Form CG 0001). If a general aggregate limit is used, that limit shall apply separately to the project or shall be twice the occurrence amount;

b. Business Automobile Liability Insurance in an amount not less than $1,000,000 combined single limit for bodily injury and property damage for each claimant for automobile liability with coverage equivalent to Insurance Services Office Automobile Liability Coverage (Occurrence Form CA0001) covering Code No. 1, “any auto;”

c. Workers’ Compensation Insurance in compliance with the laws of the State of California, and Employer’s Liability Insurance in an amount not less than $1,000, 000 per claimant. Additionally, the workers’ compensation policy shall include a waiver of all rights of subrogation which the insurer may have against the City.

2. Vendor shall, prior to performance of any services, file with the Risk Manager certificates of insurance with original endors ements effecting coverage required by this Exhibit INS -I. The certificates and endorsements for each insurance policy are to be si gned by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be on the attached forms or on other forms approved by the Risk Manager. All certificates and endorsements are to be received and approved by the Risk Manager before work commences. City reserves the right to require complete certified copies of all required insurance policies at any time. The certificates of insurance and endorsements shall be sent via email (or fax if necessary) to the Risk Manager, addressed as follows (do not send hard copies):

City of Oxnard
Insurance Compliance
Reference No.

P.O. Box 100085 – OX
Duluth, GA 30096
Via Email: [email protected]
Via Fax: 678-259-1007

3. Vendor agrees that all insurance coverages shall be provided by a California admitted insurance carrier with an A.M. Best rat ing of A:VII or better and shall be endorsed to state that coverage may not be suspended, voided, canceled by either party, or reduced in coverage or limits without 30 days’ prior written notice to the Risk Manager. The Risk Manager shall not approve or accept any endorseme nt if the endorsement contains “best effort” modifiers or if the insurer is relieved from the responsibility to give such notice.

4. Vendor agrees that the Commercial General Liability and Business Automobile Liability Insurance policies shall be endorsed to name City, its City Council, officers, employees and volunteers as additional insureds as respects: liability arising out of acti vities performed by or on behalf of vendor; products and completed operations of vendor; premises owned, occupied or used by vendor; or automobiles owned, leased, hired or borrowed by vendor. The coverage shall contain no special limitations on the scope of protection afforded to City, its City Council, officers, employees and volunteers. The General Liability Special Endorsement Form and Automobile Liability Special Endorsement Form attached to this Exhibit INS- I or substitute forms containing the same information and acceptable to the Risk Manager shall be used to provide the endorsements (ISO form CG 2010 11/85 or if not available, CG 2010 with an edition date prior to 01/04 and CG 2037).

5. The coverages provided to City shall be primary and not contribut ing to or in excess of any existing City insurance coverages (this must be endorsed) . Additionally, the workers’ compensation policy shall include a waiver of all rights of subrogation which the insurer may have against the City. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its City Council, officers, employees and volunteers. The insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

6. Any deductibles or self -insured retentions must be declared to and approved by the Risk Manager. At the option of the Risk Manager, either the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects City, its City Council, officers, employees and volunteers, or the vendor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses.
2/22
82 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)

INSTRUCTION FOR SUBMITTING INSURANCE CERTIFICATES AND ENDORSEMENT FORMS

Certificates of Insurance

The sample accord form on the following page is provided to facilitate your preparation and submission of certificates of ins urance. You may use this or any industry form that shows coverage as broad as that shown on the attached sample. Please note the certificate holder address must be as shown on the attached sample accord form with the contract number and insurance exhibit identification information completed. Improperly addres sed certificates may delay the contract start -up date because the City’s practice is to return unidentifiable insurance certificates to the insured for clarification as to the contract number. Cancellation provisions must be endorsed to the policy.

Modifying the certificate does not change coverage or obligate the carrier to provide notice of cancellation.

Endorsement Forms

Original endorsements are required for commercial general liability and business automobile liability insurance policies and must be attached to the applicable certificate of insurance. City preference is that you use the endorsement forms which are attached. Substitu te forms will be accepted, however, as long as they include provisions comparable to the attached.

INS-I.doc

83 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)
SAMPLE

ACORD CERTIFICATE OF INSURANCE ISSUE DATE (MM/DD/YY)

PRODUCER

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.

CODE SUB-CODE COMPANIES AFFORDING INSURANCE COVERAGE

INSURED COMPANY

LETTER A SPECIFY COMPANY NAMES IN THIS SPACE

COMPANY

LETTER B

COVERAGES

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY

REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

CO
LTR

TYPE OF INSURANCE

POLICY NUMBER

POLICY EFFECTIVE

DATE (MM/DD/YY)

POLICY EXPIRATION

DATE (MM/DD/YY)

LIMITS
A

GENERAL LIABILITY
[x] COMMERCIAL GENERAL LIABILITY
[x] CLAIMS MADE [x] OCCUR.
[x] OWNER'S & CONTRACTOR'S PROT.

GENERAL AGGREGATE
$1,000,000

PRODUCTS COMP/OP AGG.
$1,000,000

PERSONAL & ADV. INJURY
$1,000,000

EACH OCCURRENCE
$1,000,000

FIRE DAMAGE (Any one fire)
$
MED. EXPENSE (Any one person)
$

A

AUTOMOBILE LIABILITY
[x] ANY AUTO

ALL OWNED AUTOS

SCHEDULED AUTOS

HIRED AUTOS

NON-OWNED AUTOS

GARAGE LIABILITY

COMBINED SINGLE
$1,000,000

LIMIT

BODILY INJURY
$
(Per person)

BODILY INJURY
$
(Per accident)

PROPERTY DAMAGE
$

A

EXCESS LIABILITY

UMBRELLA FORM

OTHER THAN UMBRELLA FORM

EACH OCCURRENCE
$

AGGREGATE
$

A

WORKERS' COMPENSATION
AND

EMPLOYERS' LIABILITY

STATUTORY LIMITS

EACH ACCIDENT
$1,000,000

DISEASE-POLICY LIMIT
$1,000,000

DISEASE-EACH EMPLOYEE
$1,000,000

A

OTHER

DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES/RESTRICTIONS/SPECIAL ITEMS

CERTIFICATE HOLDER

CITY OF OXNARD
Attn: Insurance Compliance
Reference No._______
P.O. Box 100085 – OX
Duluth, GA 30096
Via Email: [email protected]
Via Fax: 678-259-1007

CANCELLATION

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER

NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES.

AUTHORIZED REPRESENTATIVE

84 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)

GENERAL LIABILITY SPECIAL ENDORSEMENT
FOR THE CITY OF OXNARD (the “City”)

SUBMIT IN DUPLICATE
ENDORSEMENT NO.

ISSUE DATE (MM/DD/YY)
PRODUCER POLICY INFORMATION:

Insurance Company:

Policy No.:

Policy Period: (from) (to)
LOSS ADJUSTMENT EXPENSE Included in Limits
In Addition to Limits
Telephone: Deductible Self-Insured Retention (check which) of $ with an Aggregate of $ applies to
coverage. Per Occurrence Per Claim (which) NAMED INSURED

APPLICABILITY This insurance pertains to the operations, products and/or tenancy of the named insured under all written agreements and permits in force with the City unless checked here in which case only the following specific agreements and permits with the City are covered:

CITY AGREEMENTS/PERMITS

TYPE OF INSURANCE

GENERAL LIABILITY
COMMERCIAL GENERAL LIABILITY
COMPREHENSIVE GENERAL LIABILITY
OWNERS & CONTRACTORS PROTECTIVE

Claims Made
Retroactive Date
Occurrence

OTHER PROVISIONS

COVERAGES
LIABILITY LIMITS IN THOUSANDS $
EACH

OCCURRENCE AGGREGATE
GENERAL
PRODUCTS/COMPLETED OPERATIONS
PERSONAL & ADVERTISING INJURY
FIRE DAMAGE

Underwriter=s representative for claims pursuant to this insurance.

CLAIMS: Name:

Address:

Telephone: ( )
In consideration of the premium charged and notwithstanding any inconsistent statement in the policy to which this endorsemen t is attached or any endorsement now or hereafter attached thereto, insurance company agrees as follows:

1. INSURED. The City, its officers, agents, employees and volunteers are included as insureds with regard to liability and defense of sui ts arising from the operations, products and activities performed by or on behalf of the named insured.

2. CONTRIBUTION NOT REQUIRED. As respects: (a) work performed by the named insured for or on behalf of the City; or (b) products sold by the named insured to the City; or (c) premises leased by the named insured from the City, the insurance afforded by this policy shall be primary i nsurance as respects the City, its officers, agents, employees or volunteers; or stand in an unbroken chain of coverage excess of the named insured’s scheduled underlying primary coverage. In either event, any other insurance maintained by the City, its officers, agents, employees or volunteers shall be in excess of this insurance and shall not contribute with it.

3. SEVERABILITY OF INTEREST. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to t he company’s limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included.

4. CANCELLATION NOTICE. With respect to the interests of the City, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days prior written notice by receipted delivery has been given to the City.

5. PROVISIONS REGARDING THE INSURED’S DUTIES. Any failure to comply with reporting provisions of the policy or breaches or violations of warranties shall not affect coverage provided to the City, its officers, agents, employees or volunteers.

6. SCOPE OF COVERAGE. This policy, if primary, affords coverage at least as broad as:
a. Insurance Services Office Commercial General Liability Coverage, “occurrence” form CG0001; or b. If excess, affords coverage which is at least as broad as the primary insurance form CG0001. Except as stated above nothing herein shall be held to waive, alter or extend any of the limits, conditions, agreements or ex clusions of the policy to which this endorsement is attached.

ENDORSEMENT HOLDER

CITY OF OXNARD
Attn: Insurance Compliance
Reference No._______
P.O. Box 100085 – OX
Duluth, GA 30096
Via Email: [email protected]
Via Fax: 678-259-1007

AUTHORIZED REPRESENTATIVE
Broker/Agent Underwriter

I (print/type name), warrant that I have
authority to bind the above- mentioned insurance company and by my signature hereon do so bind this company to this endorsement.

Signature
(original signature required)

Telephone: ( ) Date Signed

Rev. 2/22 INS-I.doc
85 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)

AUTOMOBILE LIABILITY SPECIAL ENDORSEMENT
FOR THE CITY OF OXNARD (the “City”)

SUBMIT IN DUPLICATE
ENDORSEMENT NO.

ISSUE DATE
(MM/DD/YY)
PRODUCER POLICY INFORMATION:

Insurance Company:

Policy No.:

Policy Period: (from) (to)
LOSS ADJUSTMENT EXPENSE Included in Limits
In Addition to Limits
Telephone: Deductible Self-Insured Retention (check which) of $ with an Aggregate of $ applies to
coverage. Per Occurrence Per Claim (which) NAMED INSURED

APPLICABILITY. This insurance pertains to the operations, products and/or tenancy of the named insured under all written agreements and permits in force with the City unless checked here in which case only the following specific agreements and permits with the City are covered:

CITY AGREEMENTS/PERMITS

TYPE OF INSURANCE OTHER PROVISIONS
COMMERCIAL AUTO POLICY
BUSINESS AUTO POLICY
OTHER
LIMIT OF LIABILITY CLAIMS: Underwriter’s representative for claims pursuant to this insurance.

Name:

Address:

Telephone: ( )

$ per accident, for bodily injury and property damage.

In consideration of the premium charged and notwithstanding any inconsistent statement in the policy to which this endorsemen t is attached or any endorsement now or hereafter attached thereto, insurance company agrees as follows:

1. INSURED. The City, its officers, agents, volunteers and employees are included as insureds with regard to liability and defense of sui ts arising from the operations, products and activities performed by or on behalf of the named insured.

2. CONTRIBUTION NOT REQUIRED. As respects: (a) work performed by the named insured for or on behalf of the City; or (b) products sold by the named insured to the City; or (c) premises leased by the named insured from the City, the insurance afforded by this policy shall be primary i nsurance as respects the City, its officers, agents, employees or volunteers; or stand in an unbroken chain of coverage excess of the named insured’s scheduled underlying primary coverage. In either event, any other insurance maintained by the City, its officers, agents, employees or volunteers shall be in excess of this insurance and shall not contribute with it.

3. SEVERABILITY OF INTEREST. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to t he company’s limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included.

4. CANCELLATION NOTICE. With respect to the interests of the City, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days prior written notice by receipted delivery has been given to the City.

5. PROVISIONS REGARDING THE INSURED’S DUTIES. Any failure to comply with reporting provisions of the policy or breaches or violations of warranties shall not affect coverage provided to the City, its officers, agents, employees or volunteers.

6. SCOPE OF COVERAGE. This policy, if primary, affords coverage at least as broad as:
a. Insurance Services Office Automobile Liability Coverage, “occurrence” form CA0001, code ("any auto"); or b. If excess, affords coverage which is at least as broad as the primary insurance form referenced in the preceding section (1). Except as stated above nothing herein shall be held to waive, alter or extend any of the limits, conditions, agreements or ex clusions of the policy to which this endorsement is attached.

ENDORSEMENT HOLDER

CITY OF OXNARD
Attn: Insurance Compliance
Reference No._______
P.O. Box 100085 – OX
Duluth, GA 30096
Via Email: [email protected]
Via Fax: 678-259-1007

AUTHORIZED REPRESENTATIVE
Broker/Agent Underwriter

I (print/type name), warrant that I have authority to bind the above-mentioned insurance company and by my signature hereon do so bind this company to this endorsement.

Signature
(original signature required)

Telephone: ( ) Date Signed
Rev. 2/22 INS-I.doc
86 Agreement No. A-8445

AGREEMENT FOR TRADE SERVICES (V-11/29/18)

LIVING WAGE POLICY EXHIBIT

The Living Wage Policy of the City of Oxnard is hereby adopted by the City Council on July 9, 2002 to be effective October 1, 2002.

1. Pursuant to this Living Wage Policy, Vendor shall pay those employees who provide services to the City under contract:

(a) Effective October 1, 2002, at least $9.00 an hour for the time during which the employee is providing services to the City;

(b) Effective July 1, 2003, at least $9.25 an hour for the time during which the employee is providing services to the City and 32 hours of paid leave per every calendar year in which an employee provides services to the City;

(c) Effective July 1, 2004, at least $10.59 an hour for the time during which the employee is providing services to the City and 64 hours of paid leave per every calendar year in which an employee provides services to the City; and

(d) Effective July 1, 2005, at least $12.22 an hour f or the time during which the employee is providing services to the City and 96 hours of paid leave per every calendar year in which an employee provides services to the City.

2. The hourly rates established in Section 1 shall be adjusted July 1, 2006 and, each July 1 thereafter, according to the percentage change since July 1, 2005 in the Consumer Price Index prepared by the Bureau of Labor Statistics for the Los Angeles area relating to all urban consumers.

3. A service contractor executing a service contract with the City for which the City will pay the contractor $25,000 or more during the contract term shall be subject to the Living Wage Policy.

4. A service contractor executing more than one service contract with the City, and the combined monetary t otal of the payments by the City pursuant to such contracts is $25,000 or more for the combined contract terms shall be subject to the Living Wage Policy.

5. This Living Wage Policy shall not govern the following types of contracts for: (a) the purchase, rental or lease of goods, products, equipment, supplies or other personal property; (b) public works projects as defined in State or local law; and (c) professional services.

6. This Living Wage Policy shall not govern the following service contractors: (a) nonprofit entities organized under IRS Code section 501(c)(3); (b) public entities such as cities, counties, special districts, states and the federal government; a nd (c) businesses employing fewer than five persons.

7. The City Attorney is directed to include in all standard trade services contracts and all contracts involving unique trade services, the language set forth in Exhibit 1 attached hereto and incorporated herein by this reference.

8. If Vendor fails to comply with this Living Wage Policy, the City Manager is directed to terminate the subject service contract immediately and to impose appropriate fines and penalties as set forth in the service contract.

9. The City Manager and the City Attorney are responsible for the administration and en forcement, respectively, of the Living Wage Policy. If an employee of a service contractor governed by the Living Wage Policy concludes that he/she has been retaliated against for the exercise of rights under the Living Wage Policy, the employee should con tact the City Manager at 385-7430.

10. The City Manager shall reasonably cooperate with representatives of the Ventura County Living Wage Coalition to ensure the effective administration and enforcement of the Living Wage Policy.

11. This Living Wage Policy may be changed only by City Council and only after a duly noticed public hearing.

12. The City Manager is directed to ensure that the City Council will review the Living Wage Policy as part of the FY 2003 - 2004/05 budget pr ocess.
87 Agreement No. A-8445

Exhibit 1

Living Wage Policy

Pursuant to the Living Wage Policy adopted July 9, 2002 by the City Council and effective October 1, 2002, the City Manager and City Attorney are directed to include the following language in all standard trade services contracts and all unique trade services contracts governed by the Living Wage Policy.

A. Vendor shall compensate any employee of Vendor who provides services under this Agreement in accordance with the Living Wage Policy, attached hereto and incorporate d herein by reference as the Living Wage Policy Exhibit. While this Agreement is in effect, Vendor shall pay such employee no less than $16.89 per hour for each hour that such employee provides services under this Agreement. In addition, while this Agree ment is in effect, Vendor shall provide to such employee no less than 96 hours of paid leave per calendar year.

B. Vendor agrees to post, at a location readily accessible to those employees providing services to the City, a copy of the Living Wage Policy adopted by City Council on July 9, 2002 and effective October 1, 2002.

C. If Vendor fails to compensate such employee pursuant to the Living Wage Policy, the City Manager or designee shall terminate this Agreement on written notice to Vendor, effective immediately.

D. In addition, if Vendor fails to comply with the Living Wage Policy in any manner, Vendor shall pay to City a fine of $500 and shall pay to any employee providing services under this Agreement a penalty of three times the amount or value of the compensation owed to such employee under the Living Wage Policy. Vendor shall pay such fine and penalty within 15 days after the City Manager or designee provides written notice to Vendor of the amount owed. 88 Agreement No. A-8445

CITY OF OXNARD LIVING WAGE REQUIREMENTS
EFFECTIVE JULY 1, 2021

43. Vendor shall compensate any employee of Vendor who provides services under this Agreement in accordance with the Living Wage Policy, attached hereto and incorporated herein by reference as Exhibit 1. While this Agreement is in effect, Vendor shall pay suc h employee no less than $16.89 per hour for each hour that such employee provides services under this Agreement. This hourly rate shall be adjusted on July 1, 2022, and each July 1 thereafter, according to the percentage change in the Consumer Price Index , all items, prepared by the Bureau of Labor Statistics for the Los Angeles area relating to all urban consumers (CPI -U), index base 1982-84=100, comparing May of the previous year to May of the current year. In addition, while this Agreement is in effect, Vendor shall provide to such employee no less than 96 hours of paid leave per calendar year.

a. Vendor agrees to post, at a location readily accessible to those employees providing services to the City, a copy of the Living Wage Policy adopted by the Oxnard City Council on July 9, 2002 and effective October 1, 2002.

b. If Vendor fails to compensate such employee pursuant to the Living Wage Policy, the City Manager or designee shall terminate this Agreement on written notice to Vendor, effective immediately.

c. In addition, if Vendor fails to comply with the Living Wage Policy in any manner, Vendor shall pay to City a fine of $500 and shall pay to any employee providing services under this Agreement a penalty of three times the amount or value of the compensation owed to such employee under the Living Wage Policy. Vendor shall pay such fine and penalty within 15 days after the City Manager or designee provides written notice to Vendor of the amount owed.

d. The foregoing requirements are restated on page 5 of the Agreement for Trade Services. 89 Agreement No. A-8445

PREVAILING WAGES EXHIBIT

1. Vendor acknowledges that the Project defined in the Agreement between Vendor and City is a “public work” as defined in Division 2, Part 7, Chapter 1 of the California Labor Code (“Chapter 1”), and that this Agreement is subject to Chapter 1 and the rules and regulations established by the Director of Industrial Relations (“DIR”) implementing such statutes. Vendor shall perform the Project as a public work. Vendor shall comply with and be bound by all the terms, rules and regulations described in Chapter 1 and the DIR’s rules and regulations as though set forth in full herein.

2. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Vendor acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Vendor shall post such rates at each job site covered by this Agreement.

3. Vendor is required to post job site notices, as prescribed by regulation. See Labor Code Section 1771.4(a)(2).

4. Vendor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Vendor shall, as a penalty to City, forfeit not more than $200 for each calendar day or portion thereof for each worker paid less than the DIR’s determined prevailing rates for the work or craft in which the worker is employed pursuant to this Agreement by Vendor or any subcontractor. The Labor Commissioner shall determine the amount of the penalty as described in Section 1775.

5. Vendor shall comply with Labor Code Section 1776, which requires Vendor and each subcontractor to (1) keep accurate payroll records and verify such records in writing under penalty of perjury, (2) certify and make such payroll records available for inspection, and (3) inform City of the location of the records.

6. Vendor shall comply with Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative Code Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects for all apprenticeable occupations.

Before commencing work under this Agreement, Vendor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding the Project, Vendor and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement.

7. Vendor may not be debarred or suspended throughout the Agreement Term pursuant to Labor Code Section 1777.1 or 1777.7. If he, she or it becomes debarred or suspended in the Agreement Term, Vendor must immediately notify City.

8. Vendor is not qualified to bid on, be listed in a Bid proposal, or engage in the performance of any contract for public work, as defined in Labor Code Sections 1720 through 1861, unless currently registered and qualifie d to perform public work pursuant to Labor Code Section 1725.5. Vendor shall continue without interruption to stay registered and qualified to perform public work pursuant to Section 1725.5 for the duration of the term of this Agreement. This provision doe s not apply to construction, alteration, demolition, installation or repair work of $25,000 or less or to maintenance work of $15,000 or less.

9. Vendor acknowledges that 8 hours labor constitutes a legal day’s work. Vendor shall comply with and be bound by Labor Code Section 1810.

10. Vendor shall comply with and be bound by Labor Code Section 1813 concerning penalties for workers who work excess hours. Vendor shall, as a penalty to City, forfeit $25 for each worker employed in the performance of this Agreement by Vendor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 hours in any calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by Vendor’s employees in excess of 8 hours per day and 40 hours per week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than 1 ½ times the basic rate of pay.

11. The Project listed in the Agreement is subject to compliance monitoring and enforcement by the DIR.

12. Vendor shall be responsible for each and every one of its subcontractors’ compliance with Chapter 1, the DIR’s rules and regulations, and Labor Code Sections 1860 and 3700. Vendor shall include in the written contract between it and each subcontractor a copy of, and a requirement that each subcontractor shall comply with, those statutory provisions. Vendor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractors’ compliance, including without limitation, conducting a periodic review of the certified payroll records of each subcontractor, and upon becoming aware of the failure of the subcontractor to pay its workers the specified prevailing rate of wages, Vendor shall diligently take corrective action to halt or rectify any failure.

13. To the maximum extent, Vendor shall hold harmless, defend (with counsel approved by the City Attorney) and indemnify City, its legislative bodies, and its officials, officers, employees and agents from any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Vendor, its subcontractors, and each of their officials, officers, employees and agents) i n connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all attorneys’ fees and other related costs. All duties of Vendor under this Section shall survive Agreement termination. 90 Agreement No. A-8446

AGREEMENT FOR TRADE SERVICES
C

OVER PAGE
(1
) Agreement Start Date: July 1, 2022
(2) Vendor: JCI Jones Chemicals, Inc
(3) Services: Supply and Delivery of Sodium Bisulfate 25% to the Oxnard Wastewater Treatment Plant (4) Schedule of Services: The services must be completed through June 30, 2024, if extended (5) Agreement Ending Date: June 30, 2023 subject to renewal for up to one (1) consecutive one (1) year term upon written agreement between both parties for a maximum total contract of two (2) years (6) Total Agreement Amount: $100,000
(7) City’s Project Manager: Roberto Fuentes
(8) Vendor’s Project Manager: Tim Ross
(9) Insurance Coverage: INS-I
(10) What wages are required for this Project?
☐ Living wage but not prevailing wages, in which case: Section 20(a) through (d) and the Living Wage Policy Exhibit are incorporated and are required; but Section 20(e) and the Prevailing Wage Exhibit are not incorporated and are not required.
☐ Prevailing wages but not living wage, in which case: Section 20(e) and the Prevailing Wages Exhibit are i
ncorporated and are required; but Section 20(a) through (d) and the Living Wage Policy Exhibit are not incorporated and are not required.
☐ Both living wage and prevailing wages, in which case Section 20, the Living Wage Policy Exhibit, and the Prevailing Wages Exhibit are incorporated and required. ☐ Neither living wage nor prevailing wages, in which case Section 20, the Living Wage Policy Exhibit, and the Prevailing Wages Exhibit are not incorporated and are not required. (11) Addresses for Notice:

FOR VENDOR: FOR CITY:

JCI Jones Chemical Inc. City of Oxnard
Attn: Tim Ross Attn: Roberto Fuentes
1401 Del Amo Blvd 6001 Perkins Road
Torrance, CA 90501 Oxnard, CA 93033
(
12) Contact Emails:

VENDOR’S PROJECT MANAGER: CITY’S PROJECT MANAGER:
[email protected] [email protected]
T
he Agreement for Trade Services is attached hereto and incorporated herein by this reference. The following exhibits are also attached hereto and incorporated herein by this reference into the Agreement:
☐ Scope of Services Exhibit ☐ Living Wage Policy Exhibit ☐ Rates and Costs Exhibit ☐ Prevailing Wages Exhibit
☐ Schedule of Services Exhibit ☐ Insurance Exhibit (INS-I) 91 Agreement No. A-8446
P
age 2 of 22
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GREEMENT FOR TRADE SERVICES (V-11/29/18)

AGREEMENT FOR TRADE SERVICES
T
HIS AGREEMENT FOR TRADE SERVICES (“Agreement”) is entered into in Ventura County, California, on the date that is written as “(1) Agreement Start Date” on the Cover Page, which is attached hereto and incorporated herein by this reference. This Agreement is entered by and between the City of Oxnard (“City”) and the person or entity listed as “(2) Vendor” on the Cover Page, subject to the following terms and conditions:

1. Scope of Services. Vendor shall provide to City the services listed as “(3) Services” on the Cover Pag e (the “Services”). Vendor shall provide the Services during the term of this Agreement, as set forth below, according to the schedule written as “(4) Schedule of Services” on the Cover Page, and as further explained in the Scope of Services Exhibit, which is attached hereto and incorporated herein by this reference. In the event of any conflict between the terms of this Agreement and any incorporated document(s), the terms of this Agreement shall control.

2. Term. This Agreement shall begin on the date that is written as “(1) Agreement Start Date” on the Cover Page and shall end on the date that is written as “(5) Agreement Ending Date” on the Cover Page. Time is of the essence in this Agreement.

3. Compensation . For the Services performed during the term of this Agreement, City shall pay Vendor an amount not to exceed the amount that is listed as “(6) Total Agreement Amount” on the Cover Page, at the rates listed in the Rates a nd Costs Exhibit, attached hereto and incorporated herein by this reference. The rates in th e R
ates and Costs Exhibit shall be in effect through the end of this Agreement unless otherwise stated therein.

4. Invoices. Vendor shall submit a payment request to City by the end of each calendar month listing the Services provided, costs of those Services, and total amount due for the month. Each invoice must also list th e c
urrent balance on the Agreement, including that invoice, as well as the months remaining on the term of the Agreement. Invoices may be emailed to: [email protected].

5. Most Favored Nation . Throughout the term of the Agreement, in the event Vendor provides the Services having terms more favorable than this Agreement to any person or entity other than City, Vendor shall notify City within 10 calendar days of signing the other contract, or if there is no other contract, of finalizing that deal or providing any services, whichever occurs first in time. In that notice, Vendor shall offer City to amend this Agreement to reflect such more favorable terms into this Agreement without any contingency to amend any other provision of this Agreement.

6. Acceptance of Payment. Vendor’s acceptance of final payment made pursuant to this Agreement shall constitute a release of City from all claims and liabilities for compensation to Vendor for anything completed, finished or relating to the Services. City’s payment shall not constitute nor be deemed a release of the responsibility and liability of Vendor for the accuracy and competency of the information provided and/or the Services performed hereunder, nor shall such payment be deemed to be an assumption of responsibility or liability by City for any defect or error in the Services performed by Vendor and its employees, agents and subcontractors. Vendor shall provide City with a completed Request for Taxpayer Identification Number and Certification, as issued by the Internal Revenue Service. If any sales tax is due for the Services performed by Vendor or materials or products provided to City by Vendor, Vendor shall pay the sales tax. City shall not reimburse Vendor for sales taxes paid by Vendor.

7. Non-binding Terms. Any terms and conditions that are typed, printed, or otherwise included in a ny Vendor invoice rendered pursuant to this Agreement shall be deemed to be solely for the convenience of the parties.

No such term or condition shall be binding upon City, and no action by City (including, without limitation, the payment of any such invoice in whole or in part) shall be construed as binding City with respect to any such term or condition, unless the specific term or condition has been previously agreed to by Vendor and City in this Agreement or in a binding amendment thereto.

8. Non-Appropriation of Funds. Payments to be made to Vendor by City for the Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted and unencumbered appropriation of City. In the event City does not appropriate sufficient funds for payment of the Services beyond the current fiscal year, this Agreement shall cover payment for the Services only up to th e 92 Agreement No. A-8446

A
GREEMENT FOR TRADE SERVICES (V-11/29/18)
conclusion of the last fiscal year in which City appropriated sufficient funds and shall automatically terminate at that fiscal year’s conclusion.

9. Coordination of Services . The Services shall be coordinated with the person in the position listed in “(7) City’s Project Manager” on the Cover Page, subject to the direction of the City Manager or Department Director. Vendor hereby designates the person in the position listed in “(8) Vendor’s Project Manager” on the Cover Page as the person responsible for the Services who shall coordinate with City’s Project Manager in making binding decisions in line with this Agreement on behalf of Vendor.

10. Personnel. Vendor represents that it has or shall secure at its own expense all personnel required to perform the Services. Vendor shall make reasonable efforts to maintain the continuity of Vendor’s staff who are assigned to perform th e Services. Vendor may associate with or employ associates or subcontractors in th e p
erformance of the Services, but at all times shall Vendor be responsible for its associates and subcontractors’ labor, advice or materials provided in furtherance of provi ding the Services. Should any of Vendor’s employees, assigns or subcontractors not conduct him - or herself appropriately, as determined by the City’s Project Manager, in th e p
rocess of providing the Services or any portion thereof, the City’s Project Manag er may notify the Vendor’s Project Manager, who shall immediately handle the problem, as determined appropriate by him or her, such that the problem does not persist.

11. Additional Work . City may request additional specified work under this Agreement. The C ity’s Project Manager must authorize all such work in writing before commencement. Vendor shall perform such work, and City shall pay for such additional work, in accordance with the Rates and Costs Exhibit. Should the work not fall under any such listed rate or cost, Vendor shall submit a quote for all additional work, which the City’s Project Manager must approve in writing by before any such work may commence. The City shall compensate Vendor for any work that does not fall under a rate or cost listed i n the Rates and Costs Exhibit, and for which Vendor did not obtain the City’s Project Manager’s written approval before work commenced, as determined by the City’s Project Manager in his or her sole discretion.

12. Advertising and Publicity . Vendor shall not use the name of or refer to City directly or indirectly in any advertisement, news release, or professional or trade publication without prior written approval from the City Manager. This Section shall survive the termination of this Agreement.

13. Audit. City shall have the option of inspecting, auditing and/or reproducing all records and other written materials: used by Vendor in preparing its billings to City as a condition precedent to any payment to Vendor; or for other purposes relati ng to the Agreement. Vendor will promptly furnish all documents requested b y C
ity. Additionally, if this Agreement is in excess of $10,000, the State Auditor may examine and audit Vendor for a period of 3 years after final payment under the Agreement. Regardless of whether a State audit is permitted, Vendor shall maintain and preserve all such records for a period of at least 3 years after final payment under the Agreement or until an audit has been completed and accepted by City, whichever occurs later. Ve ndor shall maintain all such records in City or to promptly reimburse City for all reasonable costs incurred in conducting the audit at a location other than in City, including but not limited to expenses for personnel, salaries, private auditor, travel, l odging, meals and overhead. Vendor shall include a copy of this Section in all contracts with its subcontractors, and Vendor shall be responsible for immediately obtaining those records or other written material from its subcontractors upon a request by the State Auditor and/or City.

14. Termination. City may terminate this Agreement at any time, with or without cause and without penalty, upon 15 calendar days’ prior written notice. Such termination shall be effective on the date specified in th e n
otice, or if no date is specified, then 15 calendar days from the date of the notice. Vendor may terminate this Agreement at any time, with or without cause and without penalty, upon 30 calendar days’ prior written notice. Suc h te
rmination shall be effective on the date specified in the notice, or if no date is specified, then 30 calendar days from the date of notice and only if all assignments accepted by Vendor have been completed before the date of termination. In the event of termination of this Agreement by either party due to no fault or failure of perfo rmance b
y Vendor, City shall pay Vendor compensation for all Services satisfactorily completed in accordance with all of the terms and provisions of this Agreement, as determined by the City, before the effective date of termination; provided, in no event shall the Vendor receive an amount exceeding that which would have been paid to Vendor for 93 Agreement No. A-8446

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GREEMENT FOR TRADE SERVICES (V-11/29/18)
the full performance of the Services. If City pays for any materials, City shall be entitled to the title and possession of such.

15. Hold Harmless, Defense and Indemnity.

T
o the fullest extent permitted by law, Vendor shall immediately defend, indemnify, and hold harmless City, its legislative and advisory bodies, and the City’s officials, directors, officers, employees, and agents (t he “Indemnitees”) from and against all liabilities regardless of nature, type, or cause, arising out of or resulting from or in connection with Vendor’s performance of this Agreement or Vendor’s failure to comply with any of its obligations contained in this Agreement. Liabilities subject to the duties to defend and indemnify include, without limitation, all claims, losses, damages, penalties, fines, and judgments; associated investigation and administrative expenses; defense costs, including but not limit ed to reasonable attorneys’ fees; court costs; and costs of alternative dispute resolution. Vendor’s obligation to indemnify applies unless it is adjudicated that any of the liabilities covered by this Section 15 are the result of the sole active negligen ce or sole willful misconduct of any of the Indemnitees.
a. T
he duty to defend is a separate and distinct obligation from Vendor’s duty to indemnify.

Vendor shall be obligated to defend in all legal, equitable, administrative, or special proceedings with counsel approved by the City Attorney immediately upon tender to Vendor of the claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination of negligence or willful misconduct by any of the Indemnitees shall not relieve Vendor from its separate and distinct obligation to defend the Indemnitees. The obligation to defend extends through final judgment, including exhaustion of any appeals. The defense obligation includes the obligation to provide independent defense counsel if Vendor asserts that liability is caused in whole or in part by the negligence or willful misconduct of the Indemnitees. If it is finally adjudicated that liability was caused by the sole active negligence or sole willful misconduct of any of the Indemnitees, Vendor may submit a claim to City for reimbursement of reasonable attorneys’ fees and defense costs. b. T
he review, acceptance or approval of Vendor’s work or work product by any of the Indemnitees shall not affect, relieve or reduce Vendor’s indemnification or defense obligations. This Section 15 shall survive completion of the Services or termination of t his Agreement. The provisions of this Section 15 shall not be restricted by and do not affect the provisions of this Agreement relating to insurance.

16. Insurance. Vendor shall obtain and maintain during the performance of any services under this Agreement the insurance coverages listed within the insurance document stated in “(9) Insurance Coverage” on the Cover Page and in the Insurance Exhibit, which is attached hereto and incorporated herein by this reference, unless the Risk Manager waives, in writing, the requirement that Vendor obtain and maintain such insurance coverages.

Such insurance must be issued by a company satisfactory to the Risk Manager. Vendor shall, before performance of any Services pursuant to this Agreement, file with the Risk Manager evidence of insurance coverage as specified in “(9) Insurance Coverage” on the Cover Page and in the Insurance Exhibit. Maintenance of insurance coverages by Vendor is a material element of this Agreement. Vendor’s failure to maintain or renew insurance coverages or to provide renewal evidence may be considered a material breach of this Agreement.

17. Documents and Materials.
a. A
ll final computations, exhibits, files, plans, correspondence, reports, drawings, designs, data, photographs, specifications, information, images, video files, media, or other deliverables prepared, created, drawn, calculated, photographed or developed by Vendor pursuant to this Agreement (“Documents and Materials”) shall b e
th
e property without restriction or limitation upon its use, duplication or dissemination by the City. All Documents and Materials shall be considered “works made for hire,” and all Documents and Materials and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of the City without restriction or limitation upon their use, duplication or dissemination by the City. Vendor shall not obtain or attempt to obtain copyright protection as to any Documents and Materials. Vendor hereby assigns to the City all ownership and any and all intellectual property rights to the Documents and Materials that are not otherwise vested in the City pursuant to this Section 17. 94 Agreement No. A-8446

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GREEMENT FOR TRADE SERVICES (V-11/29/18)
b. Vendor shall deliver all Documents and Materials to City’s Project Manager upon completion of the Services or termination of this Agreement without additional c ost or expense to the City. Additionally, anytime at City’s request, City shall be entitled to possession of, and Vendor shall furnish to City’s Project Manager within 10 calendar days, any or all of the Documents and Materials without additional cost or e xpense to the City. In both situations, if Vendor prepares Documents and Materials on a computer, Vendor shall provide City with sai d D
ocuments and Materials both in a printed format and in an electronic format that is acceptable to the City. Vendor may re tain copies of these Documents and Materials but must request permission from the City before use, duplication or dissemination these Documents and Materials for any purpose other than for the Services provided t o th
e City pursuant to this Agreement.
c. A
ny substantive modification of the Documents and Materials by City staff or any use of the completed Documents and Materials for other City projects, or any use of uncompleted Documents and Materials, without the written consent of Vendor, shall be at City’s sole risk and without liability or legal exposure to Vendor. d. V
endor warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Se rvices and the production of all Documents and Materials, and that the City has full legal title to and the right to use, duplicate or disseminate the Documents and Materials. Vendor shall defend, indemnify and hold Indemnitees harmless from any loss, clai m or liability in any way related to a claim that City’s use of any of the Documents and Materials is violating federal, state or local laws, any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Vendor shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the services and Documents and Materials. In the event the use of any of the Documents and Materials by the City is held to constitute an infringement and the use of any of the same is enjoined, Vendor, at its own expense, shall: secure for City the right to continue using the Documents and Materials by suspension of any injunction, or by procuring a license or licenses for City; or modify the Documents an d
M
aterials so that they become non -infringing while remaining in com pliance with the requirements of this Agreement.
e. T
his Section 17 shall survive the termination of this Agreement.

18. Confidentiality of Information.
a. F
or the purposes of this Agreement, “Confidential Information” means all information, in whatever form transmitted, relating to the past, present or future business affairs of the City, including without limitation, (i) technical information, including patent, copyright, trade secret, and other proprietary information, techniques, sketches, drawings, models, inventions, processes, apparatus, equipment, algorithms, software programs, softwar e
s
ource documents, and formulas; or (ii) non -technical information, including without limitation finances, financial and accounting data and information, suppliers, customers, customer lists, purchasing data and any other information belonging to the City or to a third party whose information is in the City’s possession or control under obligations of confidentiality, and which is disclosed to Vendor or is developed by Vendor in whole or in part at the City’s expense.
b. A
ll Documents and Materials shall be considered Confidential Information and shall not b e r
eproduced, transmitted, disclosed or used by the Vendor without the written consent of the City, except as may be necessary for Vendor to fulfill its obligations to the City. c. N
otwithstanding the above, these limitations shall not apply to information that (i) is already known to Vendor at the time of that information’s disclosure or becomes publicly known through no wrongful act or omission of Vendor, (ii) is communicated to a third party with the express written consent of City and is not subject to restrictions on further use or disclosure, (iii) is independently developed by Vendor and has no relation to this Agreement, or (iv) is required by law, court order, court -issued subpoena or other legal process to be disclosed; provided, however, that before making suc h disclosure, Vendor shall immediately provide City with written notice 95 Agreement No. A-8446

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and a reasonable opportunity for City to object to the disclosure or to take action to maintain the confidentiality of the information, unless such prior disclosure is legally impermissible. d. V
endor shall use reasonable care to protect the Confidential Information. In the event of a breach or threatened breach of this Agreement, City shall be entitled to obtain an injunction prohibiting any such breach, th e c
osts of which shall be paid by Vendor. Any relief granted shall be in addition to and not in lieu of any other legal or equitable relief, including money damages. The parties acknowledge that Confidential Information is valuable and unique and that disclosure of the Confidential Information in breach of this Agreement may result in irreparable injury to the City.
e. O
ther than an obligation upon the City to deal in good faith, the City makes no warranties and shall bear no liability or responsibility for errors or omissions in any Confidential Information disclosed under this Agreement or for any business decisions made by Vendor in reliance on any Confidential Information disclose d und
er this Agreement.
f. T
his Section 18 shall survive the termination of this Agreement.

19. Independent Contractor . Vendor is and shall at all times remain, as to City, a wholly independent contractor. Neither City nor any of its employees or agents shall have control over the conduct of Vendor or any of its employees, except as stated in this Agreement. Vendor has and shall retain the right to exercise full control over the employment, direction, means of performance, location, compensation and discharge of all persons assisting Vendor, and it is free to dispose of all portions of its time which it is not obligated to devote to City in such a manner and to such persons, firms, or corporations as Vendor wishes except as expressly provided in this Agreement. This Agreement shall not be interpreted to prevent or preclude Vendor from rendering any ser vices fo r
V
endor’s own account or to any other person or entity as Vendor in its sole discretion shall determine; provided, however, that performing such services shall not materially interfere with the Services Vendor shall perform for th e C
ity. Except as City’s Project Manager specifies in writing, Vendor and its employees and agents have no authority, express or implied, to act on behalf of City in any capacity, to incur any debt, obligation or liability on behalf of City, bind City in any manner, or otherwise act on behalf of City as an agent. Vendor and its employees are not employees of City. Vendor and its employees are not entitled to receive from City any of the benefits or rights afforded employees of City, including but not limited to reserve leave, sick leave, vacation leave, holiday leave, compensatory leave, Public Employees Retirement System benefits, and health, life, dental, long -term disability and workers’ compensation insurance benefits. Vendor shall not, at any time or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of City. Vendor agrees to pay all required taxes on amounts paid to Vendor under this Agreement, and to indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Vendor shall be solely responsible for, and shall save City harmless from, all matters relating to the payment of Vendor’s sub contractors, material suppliers, directors, officers, employees, agents and representatives, including compliance with social security requirements, federal and State income tax withholding, and all other regulations governing employer -employee relations, as applicable. City shall have the right to offset against the amount of any compensation due to Vendor under this Agreement any amount due to City from Vendor as a result of its failure to promptly pay to City any reimbursement or indemnification arising under this Section.

20. Wages. If the first option is selected in response to (10) on the Cover Page and, thus, the payment of living wage is required, only this paragraph and subsections (a) through (d) of this Section 20 shall apply. If the second option is selected in response to (10) on the Cover Page and, thus, the payment of prevailing wages (and related Labor Code provisions) is required, only this paragraph and subsection (e) of this Section 20 shall apply. If the third option is selected in response to (10) on the Cover Page and, thus, both the payment of living wage and prevailing wages (and related Labor Code provisions) is required, this paragraph and subsections (a) through (e) shall apply, meaning Vendor shall compensate all of its employees providing services to City in accordance with both the City’s Living Wage Policy and State -required prevailing wages. In the event of a conflict between th e
C
ity’s Living Wage Policy and State -required prevailing wages, the higher of the two shall prevail. If t he fourth option is selected in response to (10) on the Cover Page and, thus, neither the payment of living wage nor prevailin g w
ages (and related Labor Code provisions) is required, no part of this Section 20 shall apply. 96 Agreement No. A-8446

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If either the first or third option is selected in response to (10) on the Cover Page, Vendor shall compensate any employee of Vendor who provides Services to the City under this Agreement in accordance with the Living Wage Policy Exhibit, which is attache d hereto and incorporated herein by this reference. While this Agreement is in effect, Vendor shall pay such employee no less than $16.89 per hour for each hour that such employee provides services under this Agreement. This hourly rate shall be adjusted on July 1, 2022, and each July 1 thereafter, according to the percentage change in the Consumer Price Index, all items, prepared by the Bureau of Labor Statistics for the Los Angeles area relating to all urban consumers (CPI- U), index base 1982- 84=100, comparing May of the previous year to May of the current year. In addition, while this Agreement is in effect, Vendor shall provide to such employee no less than 96 hours of paid leave per calendar year. a. V
endor agrees to post, at a location readily accessi ble to those employees providing services to the City, a copy of the Living Wage Policy adopted by the Oxnard City Council on July 9, 2002, and effective October 1, 2002.
b. I
f Vendor fails to compensate such employee pursuant to the Living Wage Policy, the Cit y M
anager or designee shall terminate this Agreement on written notice to Vendor, effective immediately. c. I
n addition, if Vendor fails to comply with the Living Wage Policy in any manner, Vendor shall pay to City a fine of $500 and shall pay to any employee providing services under this Agreement a penalty of thr ee t
imes the amount or value of the compensation owed to such employee under the Living Wage Policy. Vendor shall pay such fine and penalty within 15 days after the City Manager or designee provides written notice to Vendor of the amount owed.
d. I
f either the second or third option is selected in respon se to (10) on the Cover Page, i n a
ccordance with Labor Code Section 1770 et seq., the Project is a “public work.” The Vendor shall pay wages in accordance with the determination of the Director of the Department of Industrial Relations (“DIR”) regarding th e p
revailing rate of per diem wages. Copies of those rates are on file with the Public Works Director and are available to any interested party upon request. The Vendor shall post a copy of the DIR’s determination of the prevailing rate of per diem wages at the job site. The Vendor shall comply with all provisions of the Prevailing Wage Exhibit, which is attached hereto and incorporated herein by this reference.

21. Nondiscriminatory Employment. Vendor shall not unlawfully discriminate against any individual based on race, color, religion or religious creed, national origin, ancestry, ethnic group identification, primary language, physical disability, mental disability, medical condition, genetic information, marital status, gender, gender identity, gender expression, sex, sexual orientation, age, immigration status, citizenship or military and veteran status. Vendor understands and agrees that it is bound by and will comply with all legal nondis crimination mandates. For every subcontractor who will perform Services, Vendor shall be responsible for such subcontractor’s compliance with this Section.

22. Vendor’s Representations . Vendor represents, covenants and guarantees that: a) Vendor is licensed, qualified, and capable of furnishing the labor, materials, and expertise necessary to perform the Services in accordance with the terms and conditions set forth in this Agreement; b) there are no obligations, commitments, or impediments of any kind that wi ll limit or prevent Vendor’s full performance under this Agreement; c) to the extent required by the standard of practice, Vendor has investigated and considered the scope of Services performed, has carefully considered how the Services should be performed , and understands the facilities, difficulties and restrictions attending performance of the Services under this Agreement.

23. Compliance with Laws . In performing the Services under this Agreement, Vendor shall comply with all applicable laws, ordinances and regulations. Before performing the Services under this Agreement, Vendor shall obtain all required licenses and permits, including a City business tax certificate.

24. Conflict of Interest. If, in performing the Services set forth in this Agreement, Vendor makes, or participates in, a “governmental decision” as described in Title 2, Section 18701(a)(2) of the California Code of Regulations, or performs the same or substantially all the same duties for City that would otherwise be performed by a City employe e holding a position specified in City's conflict of interest code, Vendor shall be subject to City's 97 Agreement No. A-8446

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conflict of interest code, the requirements of which include the filing of one or more statements of economic interests disclosing the relevant financial interests of Vendor’s personnel providing the Services set forth in this Agreement. Furthermore, Vendor shall not to accept any employment or representation during the term of this Agreement or within 12 months after completion of the Services which is or may likely make Vendor “financially interested,” as provided in California Government Code Sections 1090 and 87100, in any decisions made by City on any matter in connection with which Vendor has been retained pursuant to this Agreement.

25. Fictitious Name. If Vendor has a fictitious name, Vendor shall submit to City a new Fictitious Business Name Statement approved by any California county before Vendor’s prior Fictitious Business Name Statement expires if such expiration may occur during the term of this Agreement, including any term amendment.

26. Non-Assignability. Vendor shall not assign or transfer any interest in this Agreement or any part thereof, whether by assignment or novation, without City’s prior written consent, which may be withheld for an y r
eason or for no reason at all. Any purported assignment without written consent shall be null, void, and of no effect, and Vendor shall hold harmless, defend and indemnify Indemnitees regarding all Claims arising from or relating to any unauthorized assignment.

27. Protection of Services . Vendor shall continuously maintain adequate protection of all of Vendor’s work from damage and shall protect the City’s property from any and all injury or loss arising in connection with this Agreement. Vendor shall take all necessary precaution for the safety of employees on the job and shall comply with all applicable provisions of federal, State and municipal safety laws and building codes to prevent accidents or injury to persons on, about or adjacent to any premises where the Services are being performed.

28. Successors and Assigns . This Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of Vendor.

29. Applicable Law; Venue. The validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of California, excluding California’s choice of law rules.

Venue for any such action relating to the Agreement shall be in the Ventura County Superior Court.

30. Titles. The titles used in this Agreement are for convenience only and shall in no way define, limit or describe the scope or intent of this Agreement or any part of it.

31. Force Majeure. Neither City nor Vendor shall be res ponsible for delays or failures in performance resulting from acts beyond the control of either party. Such acts shall include but are not be limited to acts of God, riots, acts of war, epidemics, fire, earthquakes, or other disasters.

32. Authority. Any person executing this Agreement on behalf of Vendor warrants and represents that s/he has the authority to execute this Agreement on behalf of Vendor and to bind it to the performance of these obligations.

33. Binding Agreement. The parties do not intend this Agreement to be binding upon them and shall not be held liable to its terms until it is fully executed by all required signers.

34. Cumulative Remedies. All rights and remedies of City herein shall be in addition to all other rights and remedies available at law or in equity, including, without limitation, specific performance for the enforcement of this Agreement, and temporary and permanent injunctive relief.

35. Integration; Amendment . This Agreement, including any other documents incorporated herein by specific reference, constitutes the entire and integrated agreement of City and Vendor regarding the subject matter described herein. This Agreement supersedes all prior oral or written communications, negotiations, representations, agreements and promises. This Agreement may not be modified or amended, nor any provision or breach waived, except in a writing, signed by both parties, that expressly refers to this Agreement. 98 Agreement No. A-8446

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36. Construction. In the event of any asserted ambiguity in or dispute regarding the interpretation of any matter herein, the interpretation of this Agreement shall not be resolved by any rules of construction providing for interpretation against the party who causes the uncertainty to exist or who drafted the Agreement in whole or in part.

37. No Waiver . Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by City of any payment to Vendor constitute or be construed as a waiver by City of any breach of covenant, or any default that may then exist on the part of Vendor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default.

38. Attorneys’ Fees . The prevailing party shall be entitled to recover reasonable costs, attorneys’ fees (including the reasonable value of the services rendered by the City Attorney’s Office) and expenses, includin g in
vestigation fees and expert witness fees, in addition to any other relieve to which that party may be entitled, in any legal action or other proceeding, including an action for declaratory relief, f or the enforcement of this Agreement or because of an alleged dispute, breach, default or misrepresentation in connection with this Agreement.

39. Notice. Except as otherwise required by law, a notice or communication authorized or required by this Agreement shall be in writing and shall be deemed received —on (a) the day of delivery if delivered by hand or overnight courier service during City’s regular business hours or (b) on the third business day following deposit i n th
e United States mail, postage prepaid—to the addresses listed as “(11) Addresses for Notice” on the Cover Page or to such other address as one party may notify the other in writing.

40. Counterparts . This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original and all of which, when taken together, shall be deemed to be one and the same agreement.

A signed copy of this Agreement transmitted by email to either of City or Vendor’s Project Managers’ emails listed in “(12) Contact Emails” on the Cover Pa ge or by other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement for all purposes.

41. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.
[
Signatures on next page]
99 Agreement No. A-8446
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age 10 of 22
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GREEMENT FOR TRADE SERVICES (V-11/29/18)
IN WITNESS WHEREOF, the parties hereto have executed the Agreement on the date that is written as “(1) Agreement Start Date” on the Cover Page.

CI

TY OF OXNARD JCI JONES CHEMICALS INC
☐ J ohn C. Zaragoza, Mayor 1 Date Tim Ross, Branch Manager2 Date ☐ Alexander Nguyen, City Manager
☐ , Purchasing Manager
☐ , B u yer
Cr is Blomgren, Office Manager Date
ATTEST:

Rose Chaparro, City Clerk Date
(only if Mayor signs)
A
PPROVED AS TO FORM:

Stephen M. Fischer, City Date
Attorney (always required)
1 The City Council must authorize and the Mayor must sign any agreement over $200,000 annually. The City Manager may authorize and sign any agreement over $100,000 but up to $200,000 annually. The Purchasing Manager may authorize and sign any agreement up to $100,000 annually. A Buyer may authorize and sign any agreement up to $25,000 annually.
2 The City requires the following for any contract:
● For a corporation, the signatures of the Board President, CEO or Vice President and of the Board Secretary, Assistant Secretary, CFO or Assistant Treasurer;
● For an LLC, the signatures of at least two managers of the LLC (company directors, not lower -level m
anagers); or
● For a partnership, the signature of a partner. If the partnership is a limited partnership, the signer must b e a g
eneral partner.

If the company has a different structure, or if the above-listed persons are not the appropriate signers, please submit to the City Attorney legally-binding documentation stating who can sign and bind your company. 100
Agreement No. A-8446
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age 11 of 22
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GREEMENT FOR TRADE SERVICES (V-11/29/18)

SCOPE OF SERVICES EXHIBIT
Provide chemical supply and delivery of Sodium Bisulfate 25% to the Oxnard Wastewater Treatment Plant.

SUPPLIER SPECIFICATIONS & GENERAL REQUIREMENTS

1. D
elivery
a. Timing: Product shall be delivered within 48 hours of agency request. All deliveries shall be made Monday through Friday between 8:00 a.m. and 4:00 p.m.
b. Delivery vehicles: Shall be in good condition and operated by Supplier. Truck tractors and tank trailers shall be pneumatic-tired; conform to all applicable State and Federal regulations; and be fully equipped and maintained to safely transport and deliver specified chemical product. Tank trailers shall be specially designed to prevent leakage and resist rupture in the event of a collision, and carry all equipment necessary to respond to an accidental chemical release.
c. Delivery Driver: Shall be trained and experienced in handling specified chemical product, and b e s
pecifically trained to stop chemical flow in the event of an emergency. Supplier shall provide evidence of such training and experience upon request.
d. Posted Speed Limits: Shall be observed at all times while driving on agency property. Supplier sha ll be
completely liable for any damage to property or personnel. e. Delivery Equipment: Shall include an appropriate compression unit and piping to permit safe transfer of the specified chemical product to stationary bulk containers. Hoses, fittings and appurtenant equipmen t s
hall be provided by Supplier and be free of leaks.
f. Unloading: Unloading shall be done in accordance with the following:
i. Shall be done in a safe manner by Supplier in the presence of a plant operator. ii. Appropriate personal protective equipment (PPE) clothing shall be worn, and industry safety practices and procedures followed explicitly at all times. iii. Driver may be required to capture a sample of the product from the delivery tank in order for a pl
ant operator to do a visual inspection.
iv. Supplier to be able to provide proof of tank and hose inspections prior to delivery demonstrate tha t a
ll components are in proper working order.
g. Refusal of delivery: City will refuse delivery of product at no penalty to the City if:
i. Product does match the specific gravity.
ii. If there is debris in the sample from the delivery truck. iii. Vendor is non compliant with industry standard safety practices and procedures. iv. Failure of Supplier to wear proper PPE while making chemical transfers. Supplier is to provide their staff with all required PPE.
h. Pay Quantity of Bulk Product Delivered: Shall be determined by weighing the tank trailer before and after filling at Supplier’s plant on a certified truck scale. Copies of weigh master’s certificates shall b e
pr
ovided with delivery.
i. Other: Agency may require Supplier to furnish an affidavit stating product complies fully with this specification, a certified analysis of the product delivered, and/or the preventative maintenance schedule of delivery truck’s unloading compressor.
j. Deliver to the following locations as required:
• City of Oxnard Wastewater Treatment Plant, 6001 Perkins Road, Oxnard, CA

2. Q
uantity
Exact quantities may vary from the estimates given, and may be increased or decreased t o meet agency’s requirements. No minimum is guaranteed.

3. I
nvoicing
A separate invoice shall be provided for each delivery during contract period.

4. S
pecification
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Agreement No. A-8446