Agenda packet — Pittsburg City Council, September 16, 2024 (part 2 of 2)

total project cost shown in the table is the actual cost for that project. For those projects yet to be constructed, the total cost shown is based on the cost estimate presented in the 2020 Report, plus a cost escalation factor of 0.375 to bring the 2020 cost estimates up to year 2023 dollars.

Assessment:
• Significant progress has been made in delivering the capital projects on the list. Several major projects have been completed and others are in various stages of being designed, constructed, or closed out.
• Per the information provided, ECCRFFA is still committed to delivering the program of projects identified in the 2020 Report.
• The actual costs of the capital projects on the list have generally remained relatively consistent with the cost estimates presented in the 2005 Report. At the time of the 2005 Report, the total aggregate cost of the full list of capital projects was $1.69 billion. The construction cost escalation factor between 2005 and 2023 is 1.004; applying that factor to the total cost from 2005 equates to $3.39 billion in 2023 dollars. The current estimate of project costs shown in Table 1 (excluding project #27, which was not part of the 2005 Report) is $2.9 billion; it is logical that this value would be lower than the fully escalated cost, because some of the projects were completed years ago and the costs of those projects shown in Table 1 have been fixed at their actual values and have not been escalated to current dollars.

Development Patterns and Fee Expectations
Both the 2005 Report and the 2020 Report addressed a 21-year planning period, from 2005 to 2025 and from 2020 to 2040, respectively. These reports included projections of future population and employment growth throughout the East County area for that planning period, which were used in calculating an appropriate fee per unit of new development. Table 2 shows a comparison between these projections. As seen on this table, the 2020-2040 projected employment growth in East County is around 30 percent of what was projected in 2005, while the projected residential growth is very similar in both cases. Table 2 also presents an updated growth projection between 2023 and 2040 that results from interpolating the 2020 Report projections to the current year.

Table 3 shows the fee amounts that are currently levied on new development in East County.

Applying the current fee amounts to the updated growth projections, and accounting for the ongoing 15% fee discount that is being applied, results in an estimate of total fee revenue over the 2023-2040 time period of about $533 million (in current year dollars). For reference, Table 3 also shows the total fee revenues that have been collected from the inception of the program through 2023, at about $491 million.
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Assessment:
• The 2005 Report estimated fee revenue of $406.5 million (in 2005 dollars) over the 21- year planning horizon of that study, or an average of approximately $19 million per year.

The updated projections from 2023 to 2040 indicate revenues of approximately $29 million (in current dollars) annually going forward.

Program Funding Status
The fee revenues generated by the ECCRFFA program are one of several funding sources that are used to support regional transportation improvements. The 2005 Report included a discussion of the broader funding picture for the full ECCRFFA program; this included known and anticipated revenues from the fee program, the countywide sales tax program (at that time, Measure C and Measure J), regional fund sources such as RM2, state sources such as the STIP, and other funding programs. The conclusion of the 2005 Report was that the majority of the project funding had been identified, but there remained a shortfall of approximately $390 million (in 2005 dollars).

The 2017 program assessment concluded that the program’s shortfall was approximately $552 million (in 2017 dollars).

Table 4 provides an updated picture of the funding status of the projects included in the ECCRFFA program. The table includes an accounting of fee revenues already collected and those anticipated, known funding that has already been used to support or is committed to specific projects, and funds that are available for programming through the Measure J Strategic Plan Update. Taken together, the program is now anticipated to have a shortfall of approximately $601 million (in current dollars). Converting that number to 2005 dollars would result in a shortfall estimate of $300 million, indicating that the overall program shortfall has decreased in real terms compared to the original calculation of $390 million in 2005.

Assessment:
• Fee revenue collections have been strong during periods of relatively high economic activity, and the region has successfully attracted funding from other sources. In constant dollars, the program shortfall has declined compared with what was predicted in the 2005 Report.

Conclusions
This memo has presented a basic assessment of the status of the ECCRFFA program. Based on the information presented here, the program has been tracking well compared to the expectations from the 2005 and 2020 Reports. Substantial progress has been made on project delivery and the region remains committed to the list of capital projects. The region has successfully attracted funds from other sources for many of its projects. 329
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Table 1: ECCRFFA Project List
Number Project Description/Project
Limits
Jurisdiction Total
Cost ($
million)
Potential or
Actual Fee
Contribution
($ million)
Status
1 SR 4 Freeway
widening
Railroad Avenue to
Loveridge Road, widen to
8 lanes
CCTA $101.0 $2.0 Completed
Loveridge interchange CCTA $157.8 Completed

Loveridge to Bypass (8
lanes to Hillcrest, 6 lanes
to Bypass)
CCTA $374.7 Completed
Hillcrest interchange
expansion CCTA $10.0 Completed
2 SR 4 Bypass
Segment 1
Phase 1, 6 lanes to Laurel,
interchanges at Laurel Rd
and Lone Tree
Bypass Authority $113.7 $88.7 Completed
Phase 2, SR 160
interchange Bypass Authority $50.1 $0.2 Completed
Laurel interchange, phase
2 Bypass Authority $1.0 $1.0 Completed
3 SR 4 Bypass
Segment 2 Phase 1, 2 lanes Bypass Authority $33.3 $33.3 Completed

Phase 2, 4 lanes, Sand
Creek Road to Balfour
Road
Bypass Authority $16.0 Completed
Widen to 6 lanes, Laurel
Road to Sand Creek Road Bypass Authority $39.9 $39.9

Sand Creek interchange
and 4 lanes, Laurel to
Sand Creek
Bypass Authority $43.8 $5.8 Completed
4 SR 4 Bypass
Segment 3
Balfour to Marsh Creek (2
lanes) plus Marsh Creek
east-west connector
Bypass Authority $77.8 $77.8 Completed
Marsh Creek to Vasco, 2
lanes Bypass Authority $12.6 $12.6 Completed

Segment 3, widen to 4
lanes, and Balfour
interchange Phase 2
Bypass Authority $81.1 $81.1
Balfour interchange Phase
1 Bypass Authority $58.0 $28.0 Completed
Marsh Creek interchange Bypass Authority $51.2 $51.2
Vasco interchange Bypass Authority $42.7 $42.7
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5 Laurel Road
extension
SR4 Bypass to Empire, 6
lanes Bypass Authority $22.6 $22.6 Completed
6 SR 239/84
Connector
Armstrong Road
extension, 2 lanes
(formerly Byron Airport
Road)
County $161.0 $161.0
Environmental
Phase in
Progress
7 SR 239
Corridor study and
preliminary design (no
construction costs)
County $101.0 $101.0
Environmental
Phase in
Progress
8 SR 4 (Main St or
Brentwood Blvd)
widening
Vintage Pkwy in Oakley to
Marsh Creek bridge in
Brentwood and from
Chestnut Street to Balfour
Road in south Brentwood,
4 lanes
Oakley,
Brentwood $24.5 $24.5 Partially
Completed
9 Balfour Road
widening
Deer Valley to Brentwood
city limits, widen to 4
lanes
County $14.2 $14.2
10 Marsh Creek
Road/Deer Valley
Road Safety
Enhancements
Marsh Creek: Walnut
Boulevard to Clayton;
Deer Valley: Balfour Road
to Marsh Creek Road
County $29.3 $9.7
11 Route 84/Vasco
Road
Widen to 4 lanes to
County line County $317.0 $317.0
Northern Parallel Arterials
12 Pittsburg-Antioch
Highway
Widen to 4 lanes,
Somersville to Loveridge
Antioch,
Pittsburg $55.9 $55.9
13 Ninth and Tenth
Streets
Couplet improvements, A
St to L St Antioch $9.6 $9.6
14 California Avenue Widen to 4 lanes, Railroad
to Loveridge Pittsburg $6.6 $6.6 Partially Completed
15 Willow Pass Road
Widen to 4 lanes, Range
to Loftus and Bailey to
city limits
Pittsburg,
County $14.7 $14.7
Southern Parallel Arterials
16 James Donlon Blvd
Extension (formerly
Buchanan Bypass)
New 4-lane arterial
(perhaps 2 lanes,
depending on study
results)
Pittsburg
$115.6 $78.6
Design in
Progress (for
James Donlon
Blvd Extension)
or Buchanan Road Widen to 4 lanes, Railroad
to Somersville Pittsburg
17 West
Tregallas/Fitzuren
Widen to 4 lanes, Lone
Tree to Buchanan Antioch $53.3 $53.3
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18 West Leland Road Extend, San Marco to
Avila Road (Concord) Pittsburg
$33.4 $33.4
or Evora Road
Widen to 4 lanes, Willow
Pass (BP) to Willow Pass
(Concord)
County
Regional Arterial Projects
19 Wilbur Avenue Widen to 4 lanes, Minaker
Drive to SR 160 Antioch, County $42.7 $42.7
20 Neroly Road Widen to 4 lanes, Oakley
Rd to Laurel Rd Oakley $10.6 $10.6
21 Deer Valley Road Widen to 4 lanes, Antioch
city limits to Balfour Road County $31.2 $31.2
22 Walnut Boulevard
Widen to 4 lanes,
Brentwood city limits to
SR 4 Bypass
County $29.5 $29.5
23 John Muir Parkway
New Roadway between
Balfour Road and Fairview
Avenue
Brentwood $17.7 $3.6

ECCRFFA
commitment
completed
24 Byron Highway
Safety Improvements
between Delta Road and
SR 4
County $20.0 $6.7
27 Sand Creek Road
Extension of 4-lane
roadway between SR 4
and Deer Valley Road
Antioch $38.1 $11.8
Regional Transit Projects
25 East County Express
Bus Tri-Delta Transit $9.1 $3.0
26 Commuter Rail CCTA $513.0 $38.0 Completed
TOTAL $2,935.3 $1,543.5
Table 2: East County Growth Projections
Growth Projections
from 2005-2025
(from 2005 Report)
Growth Projections
from 2020-2040
(from 2020 Report)
Updated Projections from
2023-2040
New Households 29,293 29,889 25,406
New Jobs 50,971 15,132 12,862
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Table 3: ECCRFFA Fee Revenues
ECCRFFA Fee Schedule (2024)
Single-Family Residential (per DU, accounting for 15% fee rebate)
$24,066
Multi-Family Residential (per DU, accounting for 15% fee rebate)
$14,773
Commercial (per SF) $2.35
Office (per SF) $2.04
Industrial (per SF) $2.04
Anticipated Fee Revenues ($ million)
Total Estimated ECCRFFA Revenue at Full Fees, 2023-2040 $624.7 Fee Revenues Foregone Due to 15% Discount, 2023-2040 $92.1 Total Future Fee Revenues Anticipated, 2023-2040 $532.6 ECCRFFA Fees Collected, Inception – 2023 $491.0
Total Fee Revenues, Inception through 2040 $1,023.6
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Table 4: ECCRFFA Program Funding Considerations
Program Funding Sources ($ million)
Total Program Cost $2,935.3
Total Future Fee Revenues Anticipated, 2023-2040 $532.6 Fees Already Collected, Inception through 2023 $491.0
Measure J Funds - 2022 Strategic Plan Update
(James Donlon Extension - $7.3M)
$7.3
Other Known Funds (see below) $1,303.6
Total Funding $2,334.5
Total Surplus/Deficit ($600.8)
Other Known Funds for Specific Projects ($ million)
Railroad Avenue Interchange $101.0
Loveridge Road Interchange $157.8
SR 4, Somersville to SR4 Bypass $374.7
eBART Extension to Hillcrest Avenue $475.0
SR160/SR4 Connectors $49.9
SR 4 Bypass Segments 1 and 3 $25.0
Sand Creek Interchange and Widening from Laurel to Sand Creek Road $49.2
Balfour Road Interchange and Widening from Sand Creek to Balfour $46.0
Future RM3 funds: Byron Airport Connector ($10M) and Vasco Road Improvements ($15M) $25.0
TOTAL $1,303.6
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Combined Agency/City Council Minutes Page 1 of 4 August 19, 2024

CITY OF PITTSBURG

CITY COUNCIL/AGENCY CONCURRENT MEETING MINUTES
DATE: August 19, 2024
LOCATION: Council Chamber, City Hall, 65 Civic Avenue, Pittsburg, CA 94565

CITY COUNCIL/AGENCY MEMBERS
Juan Antonio Banales, Mayor/Chair
Jelani Killings, Vice-Mayor/Chair
Dionne Adams, Council/Agency Member
Angelica Lopez, Council/Agency Member
Shanelle Scales-Preston, Council/Agency Member
S.L. Floyd, Agency Member
Annie Hill Herring, Agency Member

APPOINTED OFFICIALS
Garrett Evans, City Manager/Executive Director
Donna Mooney, City Attorney/Legal Counsel
Alice E. Evenson, City Clerk/Agency Secretary (elected) Nancy Parent, City Treasurer (elected)
Mayor Banales called the regular meeting to order at 7:04 P.M. in the Council Chamber at City Hall, 65 Civic Avenue Pittsburg, CA after having convened at 5:40 P.M. for a Special Meeting for Commission Interviews.

ROLL CALL
Member Lopez was absent and excused.

PLEDGE OF ALLEGIANCE
Mayor Banales led the Pledge of Allegiance.

PRESENTATIONS

2. Contra Costa County College – State of the District

3. Draft 2024/2025 through 2028/2029 Five-Year Capital Improvement Program

CITY MANAGER REPORTS/REMARKS
City Manager Evans requested that item 13 on the consent calendar be pulled for discussion amongst the City Council. He also noted that the City of Pittsburg would not be placing a tax measure on the ballot in November. Lastly, he gave an update on the pool incident that was mentioned during the public comment period at the August 5th City Council meeting.

Assistant City Manager Aliotti gave an update on Community events. 335
Combined Agency/City Council Minutes Page 2 of 4 August 19, 2024

PUBLIC COMMENTS
Wolfgang Croskey, Pittsburg Chamber of Commerce CEO, invited City Council and members of the community to the Seafood Festival taking place on September 7th and 8th in downtown Pittsburg. He gave an overview of the vendors and music lineup.

COMMITTEE REPORTS
Vice Mayor Killings attended the Finance and Community and Economic Development subcommittee meetings.

CONSIDERATION

7. Adoption of a City Council Resolution Authorizing the City Manager to Negotiate and Execute Software Service Agreements with 1) Tyler Technologies, Inc. for a New Citywide Enterprise Resource Planning (ERP) System; and 2) NEOGOV for Supplemental Human Resources Cloud-Based Services
On motion by Vice Mayor Killings, seconded by Member Adams, and adopted by the following vote:

AYES: Adams, Killings, Scales-Preston, Banales
ABSENT: Lopez

CONFLICT OF INTEREST STATEMENT
There were no conflicts of interest statements.

COMBINED CITY COUNCIL, PITTSBURG ARTS AND COMMUNITY FOUNDATION,

PITTSBURG POWER COMPANY, SOUTHWEST PITTSBURG GHAD II AND SUCCESSOR

AGENCY CONSENT CALENDAR
As noted earlier in the City Manager reports/remarks, Item 13 on the Consent Calendar was pulled for discussion and voted on separately.

Bruce Ohlson, Pittsburg, provided comment on item 9 on the consent calendar. He asked for lane striping to fit bicycle lanes to be part of the roadway upgrades. He noted that in addition to vehicle lanes there should be enough space for bike lanes.

On Motion by Member Scales-Preston, seconded by Member Adams without Item 13 and adopted by the following vote:

AYES: Adams, Killings, Scales-Preston, Banales
ABSENT: Lopez

8. Minutes of August 5, 2024

9. Adoption of a City Council Resolution Accepting Plans and Specifications and Authorize Award of Project 2038 – Citywide Roadway Improvements

10. Adoption of a City Council Resolution Adopting the Local Road Safety Plan 336
Combined Agency/City Council Minutes Page 3 of 4 August 19, 2024

11. Adoption of a City Council Resolution Authorizing the Execution of a Funding Agreement Between the City of Pittsburg and Contra Costa Transportation Authority

12. Adoption of a City Council Resolution Allocating Additional Funds, Accepting the Plans and Specifications, and Awarding Project 5704-Central Harbor Park and Boat Launch Facilities

14. Adoption of a City Council Resolution Authorizing the Applications for Various Funding Opportunities and Acceptance of Awarded Funds

15. Adoption of a City Council Resolution to Approve a Lease Agreement by and between the City of Pittsburg and Taco & Company, LLC

16. Adoption of a City Council Resolution Authorizing the Execution of a Consulting Services Agreement with Chambers Group Inc. for contract Planning Services related to the Blue Planet Global Innovation Center Project

17. Adoption of a Pittsburg Power Company Resolution Approving the Fiscal Year 2024- 2025 Consultant Agreement with Open Opportunities Incorporated Item 13 was pulled for discussion

13. Adoption of a City Council Resolution to Renew and Execute and Agreement with The 100 Companies LLC for the East Bay 100
Wolfgang Croskey, Pittsburg, spoke in favor of further discussion on this item at a subcommittee. He mentioned he would be interested in working with the City on a newsletter.

On Motion by Mayor Banales, seconded by Vice Mayor Killings to send the item to the Community and Economic Development Subcommittee for further review and approved by the following vote:

AYES: Adams, Killings, Scales-Preston, Banales
ABSENT: Lopez

COUNCIL REQUEST FOR FUTURE AGENDA ITEMS
There were no requests for Future Agenda Items.

COUNCIL MEMBER REMARKS
Council Member Scales-Preston noted that she attended the New Homes block party event on California Avenue and Edward Avenue. She also attended a Ribbon Cutting at the Bay Church for the second shower trailer. She thanked Bay Church, New Destiny and everyone involved in making this program successful.
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Combined Agency/City Council Minutes Page 4 of 4 August 19, 2024

ADJOURNMENT
The meeting adjourned at 9:01 P.M. to September 16, 2024.

Respectfully submitted,
Alice E. Evenson, City Clerk
338

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Receive and File the Treasurer’s Report for the Quarter Ending June 30, 2024
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
Attached is the Treasurer’s Report for the fiscal quarter ending June 30, 2024. The report includes the combined detailed information of the City and the Successor Agency’s (Agency) investments, which are compliant with the City’s and Agency’s Investment Policies.

FISCAL IMPACT
The City’s expenditure requirements for the next six months are covered by anticipated revenues from City operations and liquidity from maturing investments. The difference between market value and cost as of June 30, 2024, will be reflected in the City’s financial statements for Fiscal Year 2023-24 as an adjustment to interest income for each of the City’s funds on a pro rata basis as required by Governmental Accounting Standards Board Statement Number 31. Due to the recent rise in interest rates available in the capital markets, value for existing holdings have fallen on paper and will not be realized. This drop in value had increased as inflationary pressure have continued to move rates higher. Market values change on a daily basis. The change in market value is considered temporary in nature, as the City mostly holds its investments until maturity, when they can be redeemed at par value.

RECOMMENDATION
City Council accept the Treasurer’s Report for the quarter ending June 30, 2024, for information purposes only.

BACKGROUND
Each fiscal quarter, an Investment Summary Report is required to be provided, by policy, to the City Council for review.
339

SUBCOMMITTEE FINDINGS
This item was not reviewed by a subcommittee.

STAFF ANALYSIS
The City’s objectives in order of priority, are to provide safety, ensure the preservation of capital, provide sufficient liquidity for cash needs and earn a competitive rate of return (yield) within the confines of the California Government Code and the Investment Policy. Chandler Asset Management is responsible for managing investments in accordance with the City’s investment policy. All portfolio holdings were held with investment grade securities.

The advisor-managed funds are comprised of operating funds managed in a Core Portfolio account, as well as several Non-Successor Agency bond-related funds. The City’s advisor works to achieve the City’s objectives by investing in high quality fixed income securities consistent with the City’s investment policy and California Government Code.

The Core Portfolio represents the City’s cash reserves. Its return objective is to enhance both interest income and principal value as measured by total return. Total return reflects the value added to the portfolio for a period of time from interest income, realized gains and losses, as well as unrealized gains and losses. The portfolio’s total return for the quarter was 1.0%, comparing to the City performance benchmark of 0.94%, the Intercontinental Exchange Bank of America Merrill Lynch (ICE BAML) 1-3 Year U.S. Treasury/Agency Index.

Since inception (7/31/2018), the portfolio’s total return through quarter end is 1.86%, which slightly overperformed the benchmark return of 1.56% for the same period. Total returns for the quarter and since inception reflect fluctuations in market value. 340
Governmental Accounting Standards Board Statement 31 requires the City to recognize the fair market value of its investments at the end of each fiscal year. The market values of investments included in this report were obtained from the State Controller’s office for Local Agency Investment Funds (LAIF), and from the City’s registered investment advisor and bond trustees for longer-term investments.

Attached is the Chandler Asset Management (CAM) Investment Report detailing an economic update, account profile and investment activity for the quarter ending June 30, 2024.

ATTACHMENTS: Letter from City Treasurer
Investment Report by Chandler Asset Management
Report Prepared By: Christina Nguyen, Accountant II
Report Reviewed By: Andy Wang, Assistant Director of Finance 341
342

INVESTMENT REPORT
City of Pittsburg | As of June 30, 2024
CHANDLER ASSET MANAGEMENT | chandlerasset.com
Chandler Team:

For questions about your account, please call (800) 317-4747, or contact [email protected]
Information contained herein is confidential. We urge you to compare this statement to the one you receive from your qualified custodian. Please see Important Disclosures at the end of the statement. 343

TABLE OF CONTENTS
City of Pittsburg | As of June 30, 2024

ECONOMIC UPDATE

ACCOUNT PROFILE

CONSOLIDATED INFORMATION

PORTFOLIO HOLDINGS

TRANSACTIONS
1 344

ECONOMIC UPDATE
2 345
Economic Update



Recent economic data suggests positive but slower growth this year fueled by consumer spending. While the consumer has been resilient, growing credit card debt, higher delinquencies, and a moderating labor market pose potential headwinds to future economic growth.

Inflationary trends are subsiding, but core levels remain above the Fed’s target. Given the cumulative effects of restrictive monetary policy and tighter financial conditions, we believe the economy will gradually soften and the Fed will loosen monetary policy in 2024.

As expected at the June meeting, the Federal Open Market Committee voted unanimously to leave the federal funds rate unchanged at a target range of 5.25-5.50%, emphasizing the need to see sustained evidence of easing inflation before considering any rate cuts. The FOMC's latest projections now suggest only one interest rate cut in 2024, with four more cuts expected in 2025 and a slightly higher longterm neutral rate. Additionally, the Fed continues to reduce its holdings of U.S. Treasury securities and agency mortgage-backed securities as per its predefined schedule of $25 billion and $35 billion per month.

The US Treasury yield curve shifted lower in June as economic data moderated. The 2-year Treasury yield fell 12 basis points to 4.76%, the 5-year Treasury dropped 13 basis points to 4.38%, and the 10-year Treasury yield declined 10 basis points to 4.40%. The inversion between the 2-year Treasury yield and 10-year Treasury yield remained relatively stable at -36 basis points at June month-end versus -37 basis points at May month-end. The spread between the 2-year Treasury and 10-year Treasury yield one year ago was -106 basis points. The inversion between 3-month and 10-year Treasuries widened to -96 basis points in June from -91 basis points in May. 3 346
Employment
-400
-200
0 200
400
600
800
1,000
MOM Change In Thousands (000's)
Nonfarm Payroll (000's)
Non-farm Payroll (000's)
3-month average (000's)

0.0%

5.0%

10.0%

15.0%

20.0%

25.0%
Unemployment Rate
Underemployment Rate (U6)
Unemployment Rate (U3)
Rate (%)
The U.S. economy added 206,000 jobs in June, remaining ahead of consensus expectations of 190,000 jobs. The gains were broad based, with government, health care, and social assistance posting the largest gains. The three-month moving average and six-month moving average payrolls have weakened from the first quarter to 177,000 and 222,000 respectively. The unemployment rate edged up to 4.1% in June, and the labor participation rate inched up to 62.6%, remaining below the pre-pandemic level of 63.3%. The U-6 underemployment rate, which includes those who are marginally attached to the labor force and employed part time for economic reasons held steady at

7.4%. Average hourly earnings rose 3.9% year-over-year in June, down from 4.1% year-over-year in May. The labor markets continue to show signs of cooling in line with the Federal Reserve’s view that there has been “substantial” progress towards better balance in the labor market between demand and supply for workers.

Source: US Department of Labor Source: US Department of Labor 4 347
Job Openings & Labor Turnover Survey
0 2,000
4,000
6,000
8,000
10,000
12,000
14,000
Job Openings
Recession
Historical Average
In Thousands (000's)
The Labor Department’s Job Openings and Labor Turnover Survey (JOLTS) increased to 8.140 million job openings in May from a downwardly revised 7.919 million in April. Job openings still represent a healthy ratio of around 1.2 jobs for each unemployed individual.

While the current level of job openings remains elevated from a historical perspective, the trend is decelerating.

Source: US Department of Labor
5 348
Inflation

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%
Consumer Price Index (CPI)
CPI YOY % Change
Core CPI YOY % Change
YOY (%) Change

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%

7.0%

8.0%

9.0%

10.0%
Personal Consumption Expenditures (PCE)
PCE Price Deflator YOY % Change
PCE Core Deflator YOY % Change
Fed Target
YOY (%) Change
In June, the Consumer Price Index (CPI) declined 0.1% month-over-month and rose 3.0% year-over-year, reflecting broad-based cost reductions. The month-over-month drop was the first deflationary data point since the pandemic. The Core CPI, which excludes volatile food and energy components, was up just 0.1% month-over-month and 3.3% year-over-year in June, down from 3.4% in May and lower than expected. The Personal Consumption Expenditures (PCE) Index decelerated in May as expected. The headline PCE deflator was unchanged in May from April versus up 0.3% in the prior month. Year-over-year, the PCE deflator rose 2.6%. The Core PCE deflator (the Fed’s preferred gauge) increased 0.1% in May from the prior month versus up 0.3% in April. The Core PCE deflator also rose 2.6% yearover-year, still above the Fed’s 2% inflation target. Much of the lingering inflation has been driven by shelter costs and demand for services.

Source: US Department of Labor Source: US Department of Commerce 6 349
Consumer
-30.0%
-20.0%
-10.0%

0.0%

10.0%

20.0%

30.0%

40.0%

50.0%

60.0%
Retail Sales YOY % Change
YOY (%) Change
Retail Sales were unchanged month-over-month in June after an upwardly revised 0.3% gain in May. On a year-over-year basis, Retail Sales growth further slowed to 2.3% in June from 2.6% in May. Nonstore retailers were a bright spot in June, while motor vehicle and gasoline sales declined. The Conference Board’s Consumer Confidence Index fell to 100.4 in June from 101.3 in May. While the present situation component rose marginally, consumers are less optimistic about future expectations for business conditions and potential income increases. While the consumer has been resilient, consumption has begun to moderate in the face of higher interest rates, rising credit card balances, and growing delinquencies.
0 20
40 60
80 100
120
140
160
Index Level
Consumer Confidence
Recession
Source: US Department of Commerce Source: The Conference Board All time high is 144.70 (1/31/00); All time low is 25.30 (2/28/09) 7 350
Leading Indicators of Economic Activity
-25.0%
-20.0%
-15.0%
-10.0%
-5.0%

0.0%

5.0%

10.0%

15.0%
Leading Economic Indicators (LEI)
Recession
YOY (%) Change
-1.00
-0.75
-0.50
-0.25

0.00 0.25

0.50 0.75

1.00 Chicago Fed National Activity Index (CFNAI)
Recession
3 Month Average
The Conference Board’s Leading Economic Index (LEI) fell 0.2% in June following a 0.4% decline in May. The index dropped 4.8% year-overyear. The report stated that "due to the smaller month-on-month rate of decline, the LEI's long-term growth has become less negative, pointing to a slow recovery.” The Chicago Fed National Activity Index (CFNAI) decreased to 0.05 in June from 0.23 in May, surpassing consensus expectations. The three-month moving average rose to -0.01 in June from -0.08 in May, indicating slightly below-trend growth expectations for the economy.

Source: The Conference Board Source: Federal Reserve Bank of Chicago 8 351
Housing
0 200
400
600
800
1,000
1,200
1,400
1,600
1,800
2,000
2,200
2,400
In Thousands of Units
Annualized Housing Starts
Multi Family Housing Starts
Single Family Housing Starts
Housing starts jumped 3.0% month-over-month in June to a higher-than-expected 1.353 million units, driven primarily by the multi-family category. Starts were down 4.4% year-over-year. The Freddie Mac average rate for a 30-year fixed mortgage edged down to 6.92% in June from 7.06% in May. According to the Case-Shiller 20-City Home Price Index, housing prices rose a higher-than-expected 7.2% yearover-year in April versus March's upwardly revised 7.5% increase. Tight inventories and higher mortgage rates continue to impact affordability.

Source: US Department of Commerce Source: S&P
-20.0%
-16.0%
-12.0%
-8.0%
-4.0%

0.0%

4.0%

8.0%

12.0%

16.0%

20.0%

24.0%
S&P/Case-Shiller 20 City Composite Home Price Index
Recession
YOY (%) Change
9 352
Survey Based Measures
40 45
50 55
60 65
70 Institute of Supply Management (ISM) Surveys
ISM Manufacturing ISM Services

EXPANDING

CONTRACTING
The Institute for Supply Management (ISM) Manufacturing index edged down to 48.5 in June from 48.7 in May. While new orders picked up, prices paid for materials fell the most in over a year. The ISM Services Index returned to contraction declining to 48.8 in June, from

53.8 in the previous month. Although the level of the decline was a surprise, the trend in the Services PMI, which applies to a larger share of US economic output, has been steadily decreasing.

Source: Institute for Supply Management
10 353
Gross Domestic Product (GDP)
Components of GDP 6/23 9/23 12/23 3/24

0.6% 2.1% 2.2% 1.0%

0.9% 1.7% 0.2% 0.8%

0.0% 0.0% 0.3% -0.7%

0.1% 0.5% 0.2% 0.0%

0.5% 0.5% 0.6% 0.3%

2.1% 4.9% 3.4% 1.4%
State and Local (Consumption and Gross
Investment)
Personal Consumption Expenditures
Gross Private Domestic Investment
Net Exports and Imports
Federal Government Expenditures
Total
-40.0%
-30.0%
-20.0%
-10.0%

0.0%

10.0%

20.0%

30.0%

40.0%
Gross Domestic Product (GDP)
GDP QOQ % Change
GDP YOY % Change
Source: US Department of Commerce Source: US Department of Commerce The third and final estimate of first quarter GDP came in as expected with growth up 1.4%, a small upward revision from 1.3% in the second estimate. Notably, the personal consumption expenditures component was revised down substantially to +1.5% in the final estimate from +2.0% in the second estimate. Weaker growth in consumer spending was offset by upward revisions in other major categories, particularly gross fixed investment. The consensus projection calls for 2.0% growth in the second quarter and 2.3% growth for the full year 2024.
11 354
Federal Reserve
Source: Federal Reserve Source: Bloomberg
0 1,000,000
2,000,000
3,000,000
4,000,000
5,000,000
6,000,000
7,000,000
8,000,000
9,000,000
10,000,000
Federal Reserve Balance Sheet Assets
Recession
In $ millions
As expected at the June meeting, the Federal Open Market Committee voted unanimously to leave the federal funds rate unchanged at a target range of 5.25-5.50%, emphasizing the need to see sustained evidence of easing inflation before considering any rate cuts. The FOMC's latest projections now suggest only one interest rate cut in 2024, with four more cuts expected in 2025 and a slightly higher longterm neutral rate. The Fed’s inflation projections ticked up marginally, while unemployment and GDP growth forecasts remained steady.

Additionally, the Fed continues to reduce its holdings of U.S. Treasury securities and agency mortgage-backed securities as per its predefined schedule of $25 billion and $35 billion per month. Since the Fed began its Quantitative Tightening campaign in June 2022, securities holdings have declined by approximately $1.7T to approximately $7.3T.

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%
Effective Federal Funds Rate
Recession
Yield (%)
12 355
Bond Yields
Source: Bloomberg Source: Bloomberg

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%
US Treasury Note Yields
2-Year
5-Year
10-Year
Yield (%)

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

6.0%
US Treasury Yield Curve
Jun-24
Mar-24
Jun-23
Yield (%)
At the end of June, the 2-year Treasury yield was 15 basis points lower, and the 10-Year Treasury yield was 56 basis points higher, yearover-year. The inversion between the 2-year Treasury yield and 10-year Treasury yield remained relatively stable at -36 basis points at June month-end versus -37 basis points at May month-end. The inversion has occurred since July 2022 and remains historically long. The average historical spread (since 2003) is about +130 basis points. The inversion between 3-month and 10-year Treasuries widened to -96 basis points in June from -91 basis points in May.
13 356

ACCOUNT PROFILE
14 357

OBJECTIVES
City of Pittsburg | As of June 30, 2024
Investment Objectives
The investment objectives for the City of Pittsburg, in order of priority, are to provide safety to ensure the preservation of capital in the overall portfolio, provide sufficient liquidity for cash needs and a market rate of return consistent with the investment program.

Chandler Asset Management Performance Objective
The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index.

Strategy
In order to achieve these objectives, the portfolio invests in high quality fixed income securities consistent with the City's investment policy and California Government Code.
15 358

STATEMENT OF COMPLIANCE
City of Pittsburg Managed Cons | Account #10618 | As of June 30, 2024 Rules Name Limit Actual Compliance
Status Notes

AGENCY MORTGAGE SECURITIES (CMOS)
Max % (MV) 100.0 6.1 Compliant
Max % Issuer (MV) 30.0 6.1 Compliant
Max Maturity (Years) 5.0 3.6 Compliant

ASSET-BACKED SECURITIES (ABS)
Max % (MV) 20.0 7.6 Compliant
Max % Issuer (MV) 5.0 1.1 Compliant
Max Maturity (Years) 5.0 4.8 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant

BANKERS' ACCEPTANCES
Max % (MV) 40.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 180 0.0 Compliant
Min Rating (A-1 by 1) 0.0 0.0 Compliant
CAMP
Max % (MV) 100.0 0.0 Compliant

COLLATERALIZED TIME DEPOSITS (NON-NEGOTIABLE
CD/TD)
Max % (MV) 30.0 0.0 Compliant
Max Maturity (Years) 1.0 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

COMMERCIAL PAPER
Max % (MV) 25.0 1.0 Compliant
Max % Issuer (MV) 5.0 1.0 Compliant
Max Maturity (Days) 270 215 Compliant
Min Rating (A-1 by 1 or A- by 1) 0.0 0.0 Compliant

CORPORATE MEDIUM TERM NOTES
Max % (MV) 30.0 14.7 Compliant
Max % Issuer (MV) 5.0 1.2 Compliant
Max Maturity (Years) 5 3 Compliant
16 359

STATEMENT OF COMPLIANCE
City of Pittsburg Managed Cons | Account #10618 | As of June 30, 2024 Rules Name Limit Actual Compliance
Status Notes
Min Rating (A- by 1) 0.0 0.0 Compliant

FDIC INSURED TIME DEPOSITS (NON-NEGOTIABLE CD/
TD)
Max % (MV) 30.0 0.0 Compliant
Max Maturity (Years) 1.0 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

FEDERAL AGENCIES
Max % (MV) 100.0 18.1 Compliant
Max % Issuer (MV) 30.0 9.0 Compliant
Max Callables (MV) 20.0 0.0 Compliant
Max Maturity (Years) 5 4 Compliant

LOCAL AGENCY INVESTMENT FUND (LAIF)
Max Concentration (MV) 75.0 0.0 Compliant

LOCAL GOVERNMENT INVESTMENT POOL (LGIP)
Max % (MV) 100.0 0.0 Compliant

MONEY MARKET MUTUAL FUNDS
Max % (MV) 20.0 0.3 Compliant
Max % Issuer (MV) 10.0 0.3 Compliant
Min Rating (AAA by 2) 0.0 0.0 Compliant

MORTGAGE-BACKED SECURITIES, CMOS (NON-AGENCY)
Max % (MV) 20.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5.0 0.0 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant

MUNICIPAL SECURITIES (CA, LOCAL AGENCY)
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

MUNICIPAL SECURITIES (CA, OTHER STATES)
17 360

STATEMENT OF COMPLIANCE
City of Pittsburg Managed Cons | Account #10618 | As of June 30, 2024 Rules Name Limit Actual Compliance
Status Notes
Max % (MV) 30.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A- by 1) 0.0 0.0 Compliant

MUTUAL FUNDS
Max % (MV) 20.0 0.0 Compliant
Max % Issuer (MV) 10.0 0.0 Compliant
Min Rating (AAA by 2) 0.0 0.0 Compliant

NEGOTIABLE CERTIFICATES OF DEPOSIT (NCD)
Max % (MV) 30.0 3.6 Compliant
Max % Issuer (MV) 5.0 2.1 Compliant
Max Maturity (Years) 5 0.0 Compliant
Min Rating (A-1 by 1 or A- by 1 if > FDIC Limit) 0.0 0.0 Compliant

REPURCHASE AGREEMENTS
Max % (MV) 15.0 0.0 Compliant
Max % Issuer (MV) 5.0 0.0 Compliant
Max Maturity (Days) 90.0 0.0 Compliant
Min Rating (A- by 2 or A-1 by 1) 0.0 0.0 Compliant

SUPRANATIONAL OBLIGATIONS
Max % (MV) 30.0 2.3 Compliant
Max % Issuer (MV) 10.0 1.6 Compliant
Max Maturity (Years) 5 2 Compliant
Min Rating (AA- by 1) 0.0 0.0 Compliant
U.S. TREASURIES
Max % (MV) 100.0 44.8 Compliant
Max Maturity (Years) 5 4 Compliant
18 361

ACCOUNT STRUCTURE
City of Pittsburg | As of June 30, 2024
*Market value changes daily and is subject to a number of economic forces, including supply and demand, and can incur unrealized gains and losses.

Original Cost Market Value % of Portfolio
Funds Managed Internally
Cash Equivalents 31,587,863.02 31,571,589.30 11.52%
Investment Pools 41,628,224.12 41,782,147.80 15.24%
Additional Bonded Debt Funds 94,972,548.89 94,988,822.61 34.65% Total 168,188,636.03 168,342,559.71 61.40%
Funds Managed by City's Investment Advisor
Operating Funds 99,119,050.84 98,988,655.20 36.11%
Bond Managed Reserve 3,015,761.28 3,020,465.12 1.10%
Total 102,134,812.12 102,009,120.32 37.21%
City's Section 115 Trust
Section 115 Trust 3,649,054.00 3,811,681.20 1.39%
Total 3,649,054.00 3,811,681.20 1.39%
Total City Funds 273,972,502.15 274,163,361.23 100.00%
19 362

SECTOR ALLOATION
City of Pittsburg | As of June 30, 2024
1,2Funds not managed by City's investment adviser; 3Bonded Debt Funds not managed, nor tracked by City's investment adviser *Market value changes daily and is subject to a number of economic forces, including supply and demand, and can incur unrealized gains and losses.

Security Type Original Cost Market Value % of Portfolio Average Maturity Average Yield Operating Funds
Cash Equivalents1 $31,587,863.02 $31,571,589.30 18.32% 1 N/A Money Market Funds 335,490.26 335,490.26 0.19% 1 4.89%
Investment Pools2 41,628,224.12 41,782,147.80 24.24% 1 N/A Total Liquidity 73,551,577.40 73,689,227.36 42.76% 1 4.89% U.S. Treasury Notes 44,990,786.34 45,172,375.07 26.21% 230 3.95% Federal Agency Securities 18,270,343.65 18,163,381.21 10.54% 949 4.21% Negotiable Certificates of Deposit 3,499,981.55 3,501,944.50 2.03% 99 5.79% Medium-Term Corporate Notes 14,838,992.05 14,705,205.53 8.53% 642 3.76% Asset-Backed Securities 7,682,793.25 7,662,201.17 4.45% 1259 4.71% Commercial Paper 963,636.11 968,842.00 0.56% 215 5.47%
Supranationals 2,351,445.60 2,334,952.28 1.35% 529 3.00% Collateralized Mortgage Obligations 6,185,582.03 6,144,263.18 3.57% 858 4.16% Total Securities 98,783,560.58 98,653,164.94 57.24% 545 4.10% Total Operating Funds 172,335,137.98 172,342,392.30 100.00% 312 2.36% Bonded Debt Funds
Pittsburg Pension Bond 1,836,323.32 1,836,323.32 1.87% 1 5.14% Pittsburg AD Auto Mall 354,436.61 359,140.45 0.37% 47 5.30% Pittsburg AD Vista DM 825,001.35 825,001.35 0.84% 1 5.14% Additional Bonded Debt Funds3 $94,972,548.89 $94,988,822.61 96.92% N/A N/A Total Bonded Debt Funds 97,988,310.17 98,009,287.73 100.00% 7 5.16% Section 115 Trust
Equity Mutual Fund2 $3,649,054.00 $3,811,681.20 100.00% N/A N/A Total Section 115 Trust Funds 3,649,054.00 3,811,681.20 100.00% N/A N/A Total City Funds 273,972,502.15 274,163,361.23
20 363

PORTFOLIO CHARACTERISTICS
City of Pittsburg Managed Cons | Account #10618 | As of June 30, 2024 6/30/2024
Portfolio
3/31/2024
Portfolio
Average Maturity (yrs) 1.69 1.56
Average Modified Duration 1.46 1.39
Average Purchase Yield 4.04% 3.83%
Average Market Yield 4.95% 5.05%
Average Quality** AA+ AA+
Total Market Value*** 100,596,113 99,595,436
*Benchmark: NO BENCHMARK REQUIRED
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. ***Excludes accrued interest.
21 364

HISTORICAL AVERAGE PURCHASE YIELD
City of Pittsburg | Account #10607 | As of June 30, 2024 Purchase Yield as of 06/30/24 = 3.65%
22 365

PORTFOLIO CHARACTERISTICS
City of Pittsburg Bond Reserve Cons | Account #10640 | As of June 30, 2024 6/30/2024
Portfolio
3/31/2024
Portfolio
Average Maturity (yrs) 0.02 0.13
Average Modified Duration 0.02 0.13
Average Purchase Yield 5.16% 5.27%
Average Market Yield 5.15% 5.30%
Average Quality** AAA AAA
Total Market Value*** 3,020,465 2,982,890
*Benchmark: NO BENCHMARK REQUIRED
**The credit quality is a weighted average calculation of the highest of S&P, Moody’s and Fitch. ***Excludes accrued interest.
23 366

CONSOLIDATED INFORMATION
24 367

SECTOR DISTRIBUTION
City of Pittsburg Total Cons | Account #10638 | As of June 30, 2024 Sector as a Percentage of Market Value
Sector 06/30/2024 03/31/2024
Cash 46.2% 40.6%
US Treasury 16.6% 19.3%
Invest Pool 15.2% 16.6%
Agency 6.6% 5.8%
Corporate 5.4% 7.0%
ABS 2.8% 2.1%
Agency CMBS 2.2% 2.5%
Equity Fund 1.4% 1.3%
Neg CD 1.3% 1.4%
Money Mkt Fd 1.1% 1.1%
Supras 0.9% 0.9%
Comm Paper 0.4% 1.2%
25 368

ISSUERS
City of Pittsburg Total Cons | Account #10638 | As of June 30, 2024 Issuer Investment Type % Portfolio
City of Pittsburg Multiple 62.21%
United States US Treasury 16.59%
Federal Home Loan Banks Agency 3.31%
Farm Credit System Agency 2.97%
FHLMC Agency CMBS 2.24%
Allspring Group Holdings LLC Money Mkt Fd 1.10%
Coöperatieve Rabobank U.A. Neg CD 0.73%
Inter-American Development Bank Supras 0.59%
Cash Cash 0.59%
The Toronto-Dominion Bank Neg CD 0.55%
Toyota Motor Corporation Multiple 0.44%
Royal Bank of Canada Corporate 0.42%
American Express Credit Master Trust ABS 0.39%
Honda Auto Receivables Owner Trust ABS 0.39%
Caterpillar Inc. Corporate 0.36%
Cisco Systems, Inc. Corporate 0.36%
The Home Depot, Inc. Corporate 0.36%
Chase Issuance Trust ABS 0.36%
FNMA Agency 0.35%
State Street Corporation Corporate 0.31%
John Deere Owner Trust ABS 0.28%
Bank of Montreal Corporate 0.27%
BMW Vehicle Lease Trust ABS 0.27%
Apple Inc. Corporate 0.27%
Massachusetts Mutual Life Insurance Corporate 0.27%
Chubb Limited Corporate 0.26%
Amazon.com, Inc. Corporate 0.26%
Honeywell International Inc. Corporate 0.26%
26 369

ISSUERS
City of Pittsburg Total Cons | Account #10638 | As of June 30, 2024 Issuer Investment Type % Portfolio
International Finance Corporation Supras 0.26%
Toyota Auto Receivables Owner Trust ABS 0.23%
Mastercard Incorporated Corporate 0.21%
Northern Trust Corporation Corporate 0.21%
BMW Vehicle Owner Trust ABS 0.21%
PACCAR Inc Corporate 0.20%
Hyundai Auto Lease Securitization Tr ABS 0.19%
GM Financial Securitized Term ABS 0.19%
Bank of America Corporation Corporate 0.18%
BNY Mellon Corp Corporate 0.18%
Deere & Company Corporate 0.18%
Duke Energy Corporation Corporate 0.18%
Target Corporation Corporate 0.18%
Bank of America Credit Card Trust ABS 0.13%
Morgan Stanley Corporate 0.12%
PepsiCo, Inc. Corporate 0.10%
Hyundai Auto Receivables Trust ABS 0.08%
Mercedes-Benz Auto Lease Trust ABS 0.07%
Walmart Inc. Corporate 0.06%
Salesforce, Inc. Corporate 0.04%
TOTAL 100.00%
27 370

QUALITY DISTRIBUTION
Rating 06/30/2024 03/31/2024
AAA 9.7% 9.1%
AA 22.6% 24.7%
A 4.9% 7.3%
NR 62.7% 58.9%
Rating 06/30/2024 03/31/2024
AAA 31.6% 33.8%
AA 1.0% 1.1%
A 4.1% 5.5%
NR 63.3% 59.6%
Rating 06/30/2024 03/31/2024
AAA 9.2% 9.0%
AA 22.1% 24.9%
A 2.3% 2.8%
NR 66.3% 63.3%
City of Pittsburg Total Cons | Account #10638 | As of June 30, 2024 S&P Rating Moody’s Rating Fitch Rating
28 371

DURATION DISTRIBUTION
City of Pittsburg Total Cons | Account #10638 | As of June 30, 2024 Date 0-.25 .25-.5 .5-1 1-2 2-3 3-4 4-5 5-7 7+
06/30/2024 69.8% 4.0% 6.0% 7.2% 9.7% 2.9% 0.5% 0.0% 0.0% 03/31/2024 60.0% 6.5% 5.5% 6.3% 7.3% 3.9% 0.5% 0.0% 0.0% 29 372

PORTFOLIO HOLDINGS
30 373

HOLDINGS REPORT
City of Pittsburg Total Cons | Account #10638 | As of June 30, 2024 Cusip Security Description Par Value/
Units
Purchase
Date
Purchase
Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
ABS
47788UAC6 JDOT 2021 A3 0.36 09/15/2025 17,929.88 03/02/2021 17,926.43 99.37 17,817.09 0.01% Aaa/NA 1.21

0.37% 17,929.11 4.93% 2.87 (112.02) AAA 0.14
43815EAC8 HAROT 2021-3 A3 0.41 11/18/2025 90,390.49 08/17/2021 90,389.17 98.51 89,047.12 0.03% NA/AAA 1.39

0.41% 90,390.12 4.36% 13.38 (1,343.00) AAA 0.38
43815GAC3 HAROT 2021-4 A3 0.88 01/21/2026 73,921.44 11/16/2021 73,905.86 97.97 72,417.37 0.03% Aaa/NA 1.56

0.89% 73,916.20 4.64% 18.07 (1,498.83) AAA 0.55
47789QAC4 JDOT 2021-B A3 0.52 03/16/2026 69,102.88 07/13/2021 69,096.71 98.07 67,772.14 0.02% Aaa/NA 1.71

0.52% 69,100.90 4.81% 15.97 (1,328.76) AAA 0.45
89238JAC9 TAOT 2021-D A3 0.71 04/15/2026 72,853.87 11/09/2021 72,852.31 98.00 71,396.02 0.03% NA/AAA 1.79

0.95% 72,853.45 4.44% 22.99 (1,457.43) AAA 0.57
44935FAD6 HART 2021-C A3 0.74 05/15/2026 130,035.55 07/27/2022 124,219.50 98.36 127,903.13 0.05% NA/AAA 1.87

3.67% 127,365.16 4.11% 42.77 537.98 AAA 0.49
05602RAD3 BMWOT 2022-A A3 3.21 08/25/2026 121,332.40 05/10/2022 121,326.09 98.66 119,710.06 0.04% Aaa/AAA 2.15

3.23% 121,329.43 4.97% 64.91 (1,619.37) NA 0.78
47787JAC2 JDOT 2022 A3 0.36 09/15/2026 127,712.25 03/10/2022 127,684.00 98.03 125,199.99 0.05% Aaa/NA 2.21

2.34% 127,699.25 5.46% 131.69 (2,499.27) AAA 0.64
448977AD0 HART 2022-A A3 2.22 10/15/2026 85,481.86 05/02/2022 83,398.24 98.19 83,932.48 0.03% NA/AAA 2.29

3.40% 84,490.19 4.60% 84.34 (557.71) AAA 0.78
448988AD7 HALST 24A A3 5.02 03/15/2027 255,000.00 01/17/2024 254,951.68 99.58 253,922.29 0.09% NA/AAA 2.71

5.03% 254,958.38 5.37% 568.93 (1,036.09) AAA 1.63
05611UAD5 BMWLT 2024-1 A3 4.98 03/25/2027 750,000.00 06/20/2024 746,015.63 99.46 745,964.85 0.27% Aaa/AAA 2.73

5.40% 746,055.20 5.39% 622.50 (90.35) NA 1.60
36265WAD5 GMCAR 2022-3 A3 3.64 04/16/2027 157,725.75 07/06/2022 157,724.66 98.64 155,577.75 0.06% Aaa/NA 2.79

3.93% 157,725.21 4.95% 239.22 (2,147.46) AAA 1.03
44934FAD7 HALST 24B A3 5.41 05/17/2027 280,000.00 05/14/2024 279,992.22 100.22 280,609.98 0.10% NA/AAA 2.88

5.41% 279,992.51 5.36% 673.24 617.47 AAA 1.69
02582JJT8 AMXCA 2022-2 A 05/17/2027 510,000.00 05/17/2022 509,887.19 98.21 500,871.00 0.18% NA/AAA 0.87

3.42% 509,952.39 5.54% 768.40 (9,081.39) AAA 0.92
161571HS6 CHAIT 2022-1 A 3.97 09/15/2027 1,000,000.00 05/11/2023 993,945.31 98.37 983,680.00 0.36% NR/AAA 3.21

4.28% 995,523.96 5.45% 1,764.44 (11,843.96) AAA 1.23
31 374

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
58770JAD6 MBALT 2024-A A3 5.32 01/18/2028 190,000.00 05/17/2024 189,977.77 100.29 190,544.05 0.07% Aaa/NA 3.55

5.73% 189,978.42 5.25% 449.24 565.63 AAA 2.00
05592XAD2 BMWOT 2023-A A3 5.47 02/25/2028 135,000.00 07/11/2023 134,976.08 100.31 135,423.01 0.05% NA/AAA 3.66

5.47% 134,981.04 5.39% 123.08 441.97 AAA 1.96
438123AC5 HAROT 2023-4 A3 5.67 06/21/2028 235,000.00 11/01/2023 234,958.62 100.88 237,071.92 0.09% Aaa/NA 3.98

5.74% 234,964.41 5.37% 370.13 2,107.52 AAA 2.28
89239FAD4 TAOT 2023-D A3 5.54 08/15/2028 195,000.00 11/07/2023 194,978.98 100.71 196,392.87 0.07% NA/AAA 4.13

6.30% 194,981.77 5.32% 480.13 1,411.10 AAA 2.51
437918AC9 HAROT 2024-1 A3 5.21 08/15/2028 670,000.00 02/13/2024 669,970.86 100.05 670,333.12 0.24% Aaa/AAA 4.13

5.27% 669,973.19 5.26% 1,551.42 359.93 NA 2.44
89238DAD0 TAOT 2024-A A3 4.83 10/16/2028 375,000.00 01/23/2024 374,924.96 99.36 372,584.85 0.14% Aaa/AAA 4.30

4.89% 374,931.63 5.13% 805.00 (2,346.78) NA 2.62
47800RAD5 JDOT 2024 A3 4.96 11/15/2028 180,000.00 03/11/2024 179,989.92 99.61 179,291.65 0.07% Aaa/NA 4.38

5.12% 179,990.54 5.22% 396.80 (698.89) AAA 2.07
36268GAD7 GMCAR 2024-1 A3 4.85 12/18/2028 360,000.00 -- 359,958.35 99.39 357,814.44 0.13% Aaa/NA 4.47

4.90% 359,962.12 5.13% 727.50 (2,147.68) AAA 2.77
096919AD7 BMWOT 2024-A A3 5.18 02/26/2029 320,000.00 06/04/2024 319,951.39 100.10 320,316.13 0.12% Aaa/AAA 4.66

5.18% 319,951.95 5.21% 920.89 364.17 NA 2.10
47786WAD2 JDOT 2024-B A3 5.2 03/15/2029 365,000.00 06/11/2024 364,928.64 100.31 366,127.67 0.13% Aaa/NA 4.71

5.81% 364,929.18 5.14% 685.39 1,198.49 AAA 2.32
02582JKH2 AMXCA 2024-1 A 5.23 04/16/2029 570,000.00 04/16/2024 569,883.15 100.94 575,335.43 0.21% NA/AAA 4.79

5.30% 569,887.58 4.99% 1,324.93 5,447.85 AAA 2.53
05522RDJ4 BACCT 2024-1 A 4.93 03/15/2029 365,000.00 06/06/2024 364,979.52 100.04 365,144.76 0.13% Aaa/AAA 4.71

4.93% 364,979.73 4.99% 899.73 165.03 NA 2.61
7,682,793.25 99.50 7,662,201.17 2.79% Aaa/AAA 3.45
Total ABS 7,701,486.36 4.71% 7,688,793.02 5.21% 13,767.96 (26,591.85) AAA 1.82 AGENCY
3133ENKS8 FEDERAL FARM CREDIT BANKS 425,000.00 01/06/2022 424,043.75 97.88 415,969.17 0.15% Aaa/AA+ 0.52 FUNDING CORP 1.125 01/06/2025 1.20% 424,834.34 5.35% 2,324.22 (8,865.17) AA+ 0.50 3130AWER7 FEDERAL HOME LOAN BANKS 4.625 1,000,000.00 06/13/2023 997,830.00 99.49 994,910.00 0.36% Aaa/AA+ 0.93 06/06/2025 4.74% 998,978.12 5.19% 3,211.81 (4,068.12) AA+ 0.90 32 375

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
3135G05X7 FEDERAL NATIONAL MORTGAGE
ASSOCIATION 0.375 08/25/2025
1,000,000.00 03/07/2022

1.76%
953,120.00
984,447.39

94.81 5.07%
948,103.18
1,312.50

0.35%
(36,344.21)
Aaa/AA+
AA+

1.15 1.12
3133EPJX4 FEDERAL FARM CREDIT BANKS
FUNDING CORP 3.625 02/17/2026
1,000,000.00 05/15/2023

3.89%
993,250.00
996,004.97

98.03 4.90%
980,276.82
13,493.06

0.36%
(15,728.15)
Aaa/AA+
AA+

1.64 1.54
3130B0ZP7 FEDERAL HOME LOAN BANKS 4.875
03/13/2026
1,000,000.00 06/21/2024

4.85%
1,000,450.00
1,000,444.98

99.99 4.88%
999,883.67
9,750.00

0.36%
(561.31)
Aaa/AA+
AA+

1.70 1.60
3133EPHH1 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.0 04/28/2026
1,500,000.00 05/09/2023

3.90%
1,504,095.00
1,502,515.93

98.54 4.84%
1,478,137.61
10,500.00

0.54%
(24,378.33)
Aaa/AA+
AA+

1.83 1.73
3133EPVP7 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.75 07/08/2026
1,000,000.00 12/06/2023

4.48%
1,006,424.00
1,005,015.35

99.86 4.83%
998,558.99
22,826.39

0.36%
(6,456.36)
Aaa/AA+
AA+

2.02 1.86
3133EPZY4 FEDERAL FARM CREDIT BANKS
FUNDING CORP 5.0 07/30/2026
1,000,000.00 11/09/2023

4.85%
1,003,740.00
1,002,858.67
100.41

4.79%
1,004,135.16
20,972.22

0.37%
1,276.49
Aaa/AA+
AA+

2.08 1.92
3130AXU63 FEDERAL HOME LOAN BANKS 4.625
11/17/2026
1,000,000.00 11/30/2023

4.53%
1,002,530.00
1,002,031.95

99.90 4.67%
998,994.87
5,652.78

0.36%
(3,037.08)
Aaa/AA+
AA+

2.38 2.22
3133EP6K6 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.5 03/26/2027
1,000,000.00 03/25/2024

4.45%
1,001,450.00
1,001,321.55

99.77 4.59%
997,723.94
11,875.00

0.36%
(3,597.61)
Aaa/AA+
AA+

2.74 2.52
3130B0TY5 FEDERAL HOME LOAN BANKS 4.75
04/09/2027
865,000.00 04/10/2024

4.85%
862,716.40
862,885.63
100.28

4.64%
867,454.40
9,130.56

0.32%
4,568.77
Aaa/AA+
AA+

2.77 2.55
3133ERDS7 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.75 05/06/2027
1,000,000.00 05/22/2024

4.70%
1,001,317.00
1,001,269.35
100.37

4.61%
1,003,707.98
7,256.94

0.37%
2,438.63
Aaa/AA+
AA+

2.85 2.62
3130B1EF0 FEDERAL HOME LOAN BANKS 4.625
06/11/2027
1,000,000.00 06/26/2024

4.57%
1,001,530.00
1,001,524.33
100.12

4.58%
1,001,152.76
6,038.19

0.37%
(371.57)
Aaa/AA+
AA+

2.95 2.71
3130ATUS4 FEDERAL HOME LOAN BANKS 4.25
12/10/2027
1,000,000.00 05/15/2023

3.66%
1,024,620.00
1,018,542.44

99.11 4.53%
991,116.15
2,479.17

0.36%
(27,426.29)
Aaa/AA+
AA+

3.45 3.16
3130ATS57 FEDERAL HOME LOAN BANKS 4.5
03/10/2028
1,000,000.00 04/24/2023

3.76%
1,032,720.00
1,024,765.05

99.88 4.53%
998,773.03
13,875.00

0.36%
(25,992.02)
Aaa/AA+
AA+

3.70 3.32
3130AWC24 FEDERAL HOME LOAN BANKS 4.0
06/09/2028
1,000,000.00 07/06/2023

4.49%
978,470.00
982,749.63

98.67 4.37%
986,695.28
2,444.44

0.36%
3,945.65
Aaa/AA+
AA+

3.94 3.60
3130AWTR1 FEDERAL HOME LOAN BANKS 4.375
09/08/2028
1,250,000.00 09/07/2023

4.49%
1,243,625.00
1,244,661.33

99.66 4.46%
1,245,800.14
17,165.80

0.45%
1,138.81
Aaa/AA+
AA+

4.19 3.74
3133EPWK7 FEDERAL FARM CREDIT BANKS
FUNDING CORP 4.5 09/22/2028
1,250,000.00 10/12/2023

4.71%
1,238,412.50
1,240,077.04
100.16

4.46%
1,251,988.06
15,468.75

0.46%
11,911.02
Aaa/AA+
AA+

4.23 3.77
33 376

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
18,270,343.65 99.32 18,163,381.21 6.62% Aaa/AA+ 2.60
Total Agency 18,290,000.00 4.21% 18,294,928.05 4.71% 175,776.82 (131,546.84) AA+ 2.38

AGENCY CMBS
3137BM7C4 FHMS K-051 A2 3.308 09/25/2025 500,000.00 05/16/2022 503,886.72 97.68 488,401.05 0.18% Aaa/AA+ 1.24

2.99% 501,381.87 5.34% 1,378.33 (12,980.82) AAA 1.05
3137BNGT5 FHMS K-054 A2 2.745 01/25/2026 1,000,000.00 02/15/2023 949,570.31 96.46 964,585.60 0.35% Aaa/AA+ 1.57

4.64% 973,506.31 5.22% 2,287.50 (8,920.71) AAA 1.38
3137BSP72 FHMS K-058 A2 2.653 08/25/2026 710,000.00 11/29/2022 664,903.91 95.24 676,229.99 0.25% Aaa/AA+ 2.15

4.51% 684,351.18 4.99% 1,569.69 (8,121.19) AAA 2.00
3137BVZ82 FHMS K-063 A2 3.43 01/25/2027 500,000.00 12/05/2022 484,082.03 96.36 481,792.15 0.18% Aaa/AA+ 2.57

4.27% 490,193.62 4.98% 1,429.17 (8,401.47) AAA 2.27
3137F2LJ3 FHMS K-066 A2 3.117 06/25/2027 1,000,000.00 05/10/2023 969,218.75 95.14 951,379.20 0.35% Aaa/AA+ 2.99

3.93% 977,820.01 4.92% 2,597.50 (26,440.81) AAA 2.66
3137FAWS3 FHMS K-067 A2 3.194 07/25/2027 1,000,000.00 05/10/2023 971,562.50 95.15 951,517.20 0.35% Aaa/AA+ 3.07

3.92% 979,350.75 4.90% 2,661.67 (27,833.55) AA+ 2.80
3137FBU79 FHMS K-069 A2 3.187 09/25/2027 750,000.00 06/09/2023 714,902.34 95.02 712,620.90 0.26% Aaa/AAA 3.24

4.41% 723,631.17 4.89% 1,991.88 (11,010.27) AA+ 2.89
3137FETN0 FHMS K-073 A2 3.35 01/25/2028 965,000.00 05/24/2023 927,455.47 95.10 917,737.10 0.33% Aaa/AA+ 3.57

4.27% 936,365.86 4.87% 2,693.96 (18,628.76) AAA 3.18
6,185,582.03 95.64 6,144,263.18 2.24% Aaa/AA+ 2.63
Total Agency CMBS 6,425,000.00 4.16% 6,266,600.77 5.00% 16,609.69 (122,337.59) AAA 2.35 CASH
CCYUSD Receivable 143.12 -- 143.12 1.00 143.12 0.00% Aaa/AAA 0.00

0.00% 143.12 0.00% 0.00 0.00 AAA 0.00
CCYUSD Receivable 3,227.53 -- 3,227.53 1.00 3,227.53 0.00% Aaa/AAA 0.00

0.00% 3,227.53 0.00% 0.00 0.00 AAA 0.00
CCYUSD Receivable 7,186.33 -- 7,186.33 1.00 7,186.33 0.00% Aaa/AAA 0.00

0.00% 7,186.33 0.00% 0.00 0.00 AAA 0.00
34 377

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
CCYUSD Receivable 41,459.07 --

0.00%
41,459.07
41,459.07

1.00 0.00%
41,459.07

0.00 0.02%

0.00 Aaa/AAA
AAA

0.00 0.00
CCYUSD Receivable 1,565,999.03 --

0.00%
1,565,999.03
1,565,999.03

1.00 0.00%
1,565,999.03

0.00 0.57%

0.00 Aaa/AAA
AAA

0.00 0.00
90PITT$00 City of Pittsburg 29,980,404.92 --

0.00%
29,980,404.92
29,980,404.92

1.00 0.00%
29,980,404.92

0.00 10.93%

0.00 NA/NA
NA

0.00 0.00
90PITT$02 City of Pittsburg 94,972,548.89 --

0.00%
94,972,548.89
94,972,548.89

1.00 0.00%
94,988,822.61

0.00 34.64%
16,273.72
NA/NA
NA

0.00 0.00
Total Cash 126,570,968.89 0.00%
126,570,968.89
126,570,968.89

1.00 0.00%
126,587,242.61

0.00 46.17%
16,273.72
Aaa/AAA
AAA

0.00 0.00

COMMERCIAL
PAPER
89233GNX0 Toyota Motor Credit Corporation
01/31/2025
1,000,000.00 05/29/2024

5.47%
963,636.11
968,494.44

96.88 5.42%
968,842.00

0.00 0.35%
347.56
P-1/A-1+
F1

0.59 0.57
Total Commercial
Paper 1,000,000.00 5.47%
963,636.11
968,494.44

96.88 5.42%
968,842.00

0.00 0.35%
347.56
P-1/A-1+
F1

0.59 0.57

CORPORATE
06367TQW3 BANK OF MONTREAL 0.625
07/09/2024
750,000.00 09/10/2021

0.65%
749,392.50
749,995.28

99.88 5.24%
749,132.48
2,239.58

0.27%
(862.80)
A2/AAA0.02

0.02 79466LAG9 SALESFORCE INC 0.625 07/15/2024 115,000.00 06/29/2021

0.64%
114,941.35
114,999.25

99.81 5.23%
114,779.05
331.42

0.04%
(220.20)
A1/A+
NA

0.04 0.04
037833DM9 APPLE INC 1.8 09/11/2024 750,000.00 08/18/2021

0.59%
776,857.50
751,013.02

99.29 5.43%
744,642.96
4,125.00

0.27%
(6,370.06)
Aaa/AA+
NA

0.20 0.20
78015K7C2 ROYAL BANK OF CANADA 2.25
11/01/2024
500,000.00 05/19/2021

0.74%
525,750.00
502,513.69

98.87 5.65%
494,357.54
1,875.00

0.18%
(8,156.15)
A1/A
AA0.340.33
57636QAN4 MASTERCARD INC 2.0 03/03/2025 600,000.00 10/28/2021

1.05%
618,294.00
603,335.97

97.81 5.35%
586,832.17
3,933.33

0.21%
(16,503.80)
Aa3/A+
NA

0.67 0.65
87612EBL9 TARGET CORP 2.25 04/15/2025 500,000.00 02/17/2022

2.08%
502,465.00
500,567.15

97.57 5.43%
487,836.06
2,375.00

0.18%
(12,731.09)
A2/A
A

0.79 0.77
35 378

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
437076CM2 HOME DEPOT INC 2.7 04/15/2025 500,000.00 03/24/2022

2.76%
499,125.00
499,773.79

97.97 5.35%
489,855.95
2,850.00

0.18%
(9,917.84)
A2/A
A

0.79 0.76
06406RBC0 BANK OF NEW YORK MELLON CORP

3.35 04/25/2025
510,000.00 04/19/2022

3.35%
509,928.60
509,980.57

98.31 5.48%
501,398.19
3,132.25

0.18%
(8,582.38)
A1/A
AA0.820.79
26442UAA2 DUKE ENERGY PROGRESS LLC 3.25
08/15/2025
500,000.00 04/18/2022

3.21%
500,605.00
500,171.62

97.80 5.28%
489,012.77
6,138.89

0.18%
(11,158.86)
Aa3/A
WR

1.13 1.07
57629WDK3 MASSMUTUAL GLOBAL FUNDING II

4.15 08/26/2025
750,000.00 05/10/2023

4.74%
740,385.00
745,163.78

98.74 5.28%
740,562.68
10,807.29

0.27%
(4,601.10)
Aa3/AA+
AA+

1.16 1.10
931142EW9 WALMART INC 3.9 09/09/2025 155,000.00 09/06/2022

3.92%
154,891.50
154,956.94

98.56 5.15%
152,775.23
1,880.67

0.06%
(2,181.71)
Aa2/AA
AA

1.19 1.13
857477BR3 STATE STREET CORP 1.746
02/06/2026
190,000.00 02/02/2022

1.75%
190,000.00
190,000.00

97.57 5.84%
185,389.38
1,336.18

0.07%
(4,610.62)
A1/A
AA1.610.58
00440EAV9 CHUBB INA HOLDINGS LLC 3.35
05/03/2026
750,000.00 08/24/2023

5.19%
715,927.50
726,646.94

96.76 5.21%
725,732.83
4,047.92

0.26%
(914.11)
A3/A
A

1.84 1.75
69371RR32 PACCAR FINANCIAL CORP 1.1
05/11/2026
600,000.00 02/10/2023

4.54%
538,422.00
564,626.51

92.95 5.11%
557,699.54
916.67

0.20%
(6,926.97)
A1/A+
NA

1.86 1.80
89236TJK2 TOYOTA MOTOR CREDIT CORP 1.125
06/18/2026
250,000.00 01/11/2023

4.55%
223,112.50
234,601.97

92.61 5.12%
231,518.89
101.56

0.08%
(3,083.08)
A1/A+
A+

1.97 1.90
857477CD3 STATE STREET CORP 5.272
08/03/2026
350,000.00 07/31/2023

5.27%
350,000.00
350,000.00
100.19

5.17%
350,666.84
7,585.82

0.13%
666.84
A1/A
AA2.091.84
06428CAA2 BANK OF AMERICA NA 5.526
08/18/2026
500,000.00 08/24/2023

5.48%
500,680.00
500,481.48
100.71

5.17%
503,550.14
10,207.75

0.18%
3,068.66
Aa1/A+
AA

2.13 1.88
437076CV2 HOME DEPOT INC 4.95 09/30/2026 500,000.00 11/30/2023

4.86%
501,140.00
500,900.60

99.86 5.01%
499,303.50
6,256.25

0.18%
(1,597.11)
A2/A
A

2.25 2.08
61690U7W4 MORGAN STANLEY BANK NA 5.882
10/30/2026
335,000.00 10/30/2023

5.88%
335,000.00
335,000.00
101.23

5.31%
339,132.07
3,338.85

0.12%
4,132.07
Aa3/A+
AA2.332.07
438516BL9 HONEYWELL INTERNATIONAL INC

2.5 11/01/2026
750,000.00 05/10/2023

3.96%
714,847.50
726,371.09

94.51 5.02%
708,848.11
3,125.00

0.26%
(17,522.99)
A2/A
A

2.34 2.22
713448FW3 PEPSICO INC 5.125 11/10/2026 275,000.00 11/08/2023

5.13%
274,925.75
274,941.60
100.44

4.92%
276,208.33
1,996.61

0.10%
1,266.73
A1/A+
NA

2.36 2.11
24422EXF1 JOHN DEERE CAPITAL CORP 4.5
01/08/2027
500,000.00 01/18/2024

4.52%
499,705.00
499,748.66

99.00 4.92%
495,023.37
10,812.50

0.18%
(4,725.30)
A1/A
A+

2.53 2.30
36 379

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
78016HZT0 ROYAL BANK OF CANADA 4.875
01/19/2027
665,000.00 01/10/2024

4.88%
664,833.75
664,858.63

99.34 5.15%
660,591.74
14,588.44

0.24%
(4,266.89)
A1/A
AA2.562.32
17275RBQ4 CISCO SYSTEMS INC 4.8 02/26/2027 1,000,000.00 --

4.81%
999,831.60
999,851.79

99.73 4.91%
997,295.80
16,666.67

0.36%
(2,555.99)
A1/AANA2.66

2.43 857477CL5 STATE STREET CORP 4.993
03/18/2027
325,000.00 03/13/2024

4.99%
325,000.00
325,000.00

99.88 5.04%
324,606.96
4,642.80

0.12%
(393.04)
A1/A
AA2.712.48
665859AW4 NORTHERN TRUST CORP 4.0
05/10/2027
600,000.00 09/12/2022

4.08%
597,906.00
598,714.51

97.61 4.90%
585,684.10
3,400.00

0.21%
(13,030.41)
A2/A+
A+

2.86 2.65
14913UAL4 CATERPILLAR FINANCIAL SERVICES
CORP 5.0 05/14/2027
1,000,000.00 05/15/2024

4.89%
1,002,930.00
1,002,809.26
100.06

4.97%
1,000,617.18
6,527.78

0.36%
(2,192.08)
A2/A
A+

2.87 2.63
023135BC9 AMAZON.COM INC 3.15 08/22/2027 750,000.00 06/26/2024

4.90%
712,095.00
712,226.73

94.95 4.90%
712,151.71
8,465.63

0.26%
(75.02)
A1/AA
AA3.152.91
Total Corporate 14,970,000.00 3.76%
14,838,992.05
14,839,250.83

98.28 5.17%
14,705,205.53
143,704.85

5.36%
(134,045.29)
A1/A+
A+

1.76 1.62

EQUITY MUTUAL
FUND
90PARS$00 City of Pittsburg 3,649,054.00 --

0.00%
3,649,054.00
3,649,054.00

1.04 0.00%
3,811,681.20

0.00 1.39%
162,627.20
NA/NA
NA

0.00 0.00
Total Equity Mutual
Fund 3,649,054.00 0.00%
3,649,054.00
3,649,054.00

1.04 0.00%
3,811,681.20

0.00 1.39%
162,627.20
NA/NA
NA

0.00 0.00

INVESTMENT POOL
90PITT$01 City of Pittsburg 41,628,224.12 --

0.00%
41,628,224.12
41,628,224.12

1.00 0.00%
41,782,147.80

0.00 15.24%
153,923.68
NA/NA
NA

0.00 0.00
Total Investment
Pool 41,628,224.12 0.00%
41,628,224.12
41,628,224.12

1.00 0.00%
41,782,147.80

0.00 15.24%
153,923.68
NA/NA
NA

0.00 0.00

MONEY MARKET
FUND
37 380

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
94975H296 ALLSPRING:TRS+ MM I 36,450.94 -- 36,450.94 1.00 36,450.94 0.01% Aaa/ 0.00

5.16% 36,450.94 5.16% 0.00 0.00 AAAm 0.00
NA
94975H254 ALLSPRING:GOVT MM S 86,252.73 -- 86,252.73 1.00 86,252.73 0.03% Aaa/ 0.00

4.89% 86,252.73 4.89% 0.00 0.00 AAAm 0.00
NA
94975H254 ALLSPRING:GOVT MM S 249,237.53 -- 249,237.53 1.00 249,237.53 0.09% Aaa/ 0.00

4.89% 249,237.53 4.89% 0.00 0.00 AAAm 0.00
NA
94975H296 ALLSPRING:TRS+ MM I 821,773.82 -- 821,773.82 1.00 821,773.82 0.30% Aaa/ 0.00

5.16% 821,773.82 5.16% 0.00 0.00 AAAm 0.00
NA
94975H296 ALLSPRING:TRS+ MM I 1,829,136.99 -- 1,829,136.99 1.00 1,829,136.99 0.67% Aaa/ 0.00

5.16% 1,829,136.99 5.16% 0.00 0.00 AAAm 0.00
NA
Aaa/
Total Money Market 3,022,852.01 1.00 3,022,852.01 1.10% AAAm 0.00 Fund 3,022,852.01 5.13% 3,022,852.01 5.13% 0.00 0.00 NA 0.00

NEGOTIABLE CD
21684XH82 COÖPERATIEVE RABOBANK U.A., 2,000,000.00 09/07/2023 1,999,981.55 100.09 2,001,814.00 0.73% P-1/A-1 0.19 NEW YORK BRANCH 5.9 09/06/2024 5.90% 1,999,996.60 5.17% 97,677.78 1,817.40 F1+ 0.18 89115BL57 Toronto-Dominion Bank - New York 1,500,000.00 11/20/2023 1,500,000.00 100.01 1,500,130.50 0.55% P-1/A-1+ 0.39 Branch 5.65 11/20/2024 5.65% 1,500,000.00 5.44% 52,497.92 130.50 F1+ 0.39 3,499,981.55 100.06 3,501,944.50 1.28% P-1/AA- 0.27
Total Negotiable CD 3,500,000.00 5.79% 3,499,996.60 5.29% 150,175.69 1,947.90 F1+ 0.27

SUPRANATIONAL
4581X0DZ8 INTER-AMERICAN DEVELOPMENT 895,000.00 09/15/2021 894,337.70 98.88 884,990.36 0.32% Aaa/AAA 0.23 BANK 0.5 09/23/2024 0.52% 894,949.24 5.40% 1,218.19 (9,958.87) NA 0.23 4581X0EK0 INTER-AMERICAN DEVELOPMENT 750,000.00 06/27/2023 749,422.50 99.34 745,015.25 0.27% Aaa/AAA 1.87 BANK 4.5 05/15/2026 4.53% 749,622.19 4.87% 4,312.50 (4,606.95) NA 1.77 38 381

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
45950KDF4 INTERNATIONAL FINANCE CORP 710,000.00 11/29/2023 707,685.40 99.29 704,946.67 0.26% Aaa/AAA 2.54

4.375 01/15/2027 4.49% 708,109.20 4.68% 14,323.26 (3,162.53) NA 2.33 2,351,445.60 99.15 2,334,952.28 0.85% Aaa/AAA 1.45
Total Supranational 2,355,000.00 3.00% 2,352,680.63 5.01% 19,853.96 (17,728.35) NA 1.35

US TREASURY
91282CCL3 UNITED STATES TREASURY 0.375 1,000,000.00 08/05/2021 1,000,273.44 99.81 998,081.50 0.36% Aaa/AA+ 0.04 07/15/2024 0.37% 1,000,003.56 5.03% 1,730.77 (1,922.06) AA+ 0.04 91282CFA4 UNITED STATES TREASURY 3.0 3,000,000.00 -- 2,945,468.75 99.80 2,994,082.77 1.09% Aaa/AA+ 0.08 07/31/2024 5.47% 2,994,100.37 5.26% 37,582.42 (17.60) AA+ 0.08 912797GK7 UNITED STATES TREASURY 2,000,000.00 08/15/2023 1,899,113.61 99.45 1,988,932.50 0.73% P-1/A-1+ 0.11 08/08/2024 5.36% 1,989,291.39 5.22% 0.00 (358.89) F1+ 0.11 91282CCT6 UNITED STATES TREASURY 0.375 1,000,000.00 09/10/2021 998,632.81 99.38 993,808.59 0.36% Aaa/AA+ 0.13 08/15/2024 0.42% 999,942.34 5.30% 1,411.40 (6,133.75) AA+ 0.13 912797KB2 UNITED STATES TREASURY 2,000,000.00 02/20/2024 1,950,060.00 99.34 1,986,896.56 0.72% P-1/A-1+ 0.13 08/15/2024 5.33% 1,987,231.25 5.25% 0.00 (334.69) F1+ 0.12 912797KC0 UNITED STATES TREASURY 325,000.00 03/19/2024 317,842.55 99.25 322,546.39 0.12% P-1/A-1+ 0.15 08/22/2024 5.32% 322,598.79 5.25% 0.00 (52.40) F1+ 0.14 91282CCX7 UNITED STATES TREASURY 0.375 2,800,000.00 01/31/2024 2,721,578.13 98.98 2,771,562.50 1.01% Aaa/AA+ 0.21 09/15/2024 5.03% 2,773,744.22 5.28% 3,081.52 (2,181.72) AA+ 0.21 912797GW1 UNITED STATES TREASURY 1,500,000.00 10/19/2023 1,424,710.52 98.65 1,479,731.25 0.54% P-1/A-1+ 0.26 10/03/2024 5.47% 1,479,721.46 5.28% 0.00 9.79 F1+ 0.26
91282CDB4 UNITED STATES TREASURY 0.625 1,000,000.00 12/02/2021 993,281.25 98.63 986,328.12 0.36% Aaa/AA+ 0.29 10/15/2024 0.86% 999,319.78 5.37% 1,314.89 (12,991.66) AA+ 0.29 91282CFQ9 UNITED STATES TREASURY 4.375 2,000,000.00 02/20/2024 1,989,062.50 99.66 1,993,125.00 0.73% Aaa/AA+ 0.34 10/31/2024 5.18% 1,994,725.79 5.38% 14,741.85 (1,600.79) AA+ 0.33 91282CDH1 UNITED STATES TREASURY 0.75 1,000,000.00 11/10/2021 998,554.69 98.31 983,066.41 0.36% Aaa/AA+ 0.38 11/15/2024 0.80% 999,819.34 5.35% 957.88 (16,752.93) AA+ 0.37 91282CDN8 UNITED STATES TREASURY 1.0 1,100,000.00 12/29/2021 1,100,472.66 98.08 1,078,827.15 0.39% Aaa/AA+ 0.46 12/15/2024 0.99% 1,100,073.02 5.29% 480.87 (21,245.87) AA+ 0.45 91282CGD7 UNITED STATES TREASURY 4.25 2,000,000.00 03/07/2024 1,986,406.25 99.46 1,989,160.16 0.73% Aaa/AA+ 0.50 12/31/2024 5.11% 1,991,652.16 5.36% 230.98 (2,492.00) AA+ 0.49 39 382

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
91282CDS7 UNITED STATES TREASURY 1.125
01/15/2025
1,300,000.00 03/06/2024

5.09%
1,257,242.19
1,273,038.07

97.80 5.30%
1,271,397.47
6,750.00

0.46%
(1,640.60)
Aaa/AA+
AA+

0.54 0.52
912828ZC7 UNITED STATES TREASURY 1.125
02/28/2025
1,000,000.00 02/03/2022

1.42%
991,054.69
998,067.17

97.33 5.24%
973,271.48
3,760.19

0.35%
(24,795.69)
Aaa/AA+
AA+

0.67 0.65
912828ZC7 UNITED STATES TREASURY 1.125
02/28/2025
1,300,000.00 04/04/2024

5.09%
1,255,109.38
1,266,980.15

97.33 5.24%
1,265,252.92
4,888.25

0.46%
(1,727.23)
Aaa/AA+
AA+

0.67 0.65
912797KJ5 UNITED STATES TREASURY
03/20/2025
2,000,000.00 04/19/2024

5.18%
1,909,068.89
1,928,241.11

96.40 5.15%
1,927,916.64

0.00 0.70%
(324.47)
P-1/A-1+
F1+

0.72 0.71
912828ZF0 UNITED STATES TREASURY 0.5
03/31/2025
750,000.00 03/03/2021

0.54%
748,886.72
749,795.75

96.57 5.21%
724,284.67
942.62

0.26%
(25,511.08)
Aaa/AA+
AA+

0.75 0.73
912797KS5 UNITED STATES TREASURY
04/17/2025
1,500,000.00 04/24/2024

5.16%
1,427,000.94
1,440,701.04

96.04 5.12%
1,440,637.61

0.00 0.53%
(63.44)
P-1/A-1+
F1+

0.80 0.78
912828ZL7 UNITED STATES TREASURY 0.375
04/30/2025
500,000.00 01/13/2021

0.39%
499,609.38
499,924.47

96.12 5.19%
480,590.82
315.90

0.18%
(19,333.65)
Aaa/AA+
AA+

0.83 0.81
912797LB1 UNITED STATES TREASURY
05/15/2025
1,500,000.00 05/16/2024

5.12%
1,426,492.50
1,435,605.00

95.68 5.11%
1,435,174.38

0.00 0.52%
(430.62)
P-1/A-1+
F1+

0.87 0.85
912828ZT0 UNITED STATES TREASURY 0.25
05/31/2025
1,250,000.00 10/06/2021

0.72%
1,228,759.77
1,244,674.00

95.62 5.19%
1,195,275.88
264.69

0.44%
(49,398.12)
Aaa/AA+
AA+

0.92 0.89
9128285C0 UNITED STATES TREASURY 3.0
09/30/2025
750,000.00 04/29/2022

2.90%
752,314.45
750,846.34

97.56 5.03%
731,718.75
5,655.74

0.27%
(19,127.59)
Aaa/AA+
AA+

1.25 1.20
9128285J5 UNITED STATES TREASURY 3.0
10/31/2025
1,000,000.00 06/02/2022

2.88%
1,004,023.44
1,001,572.56

97.47 4.98%
974,726.56
5,054.35

0.36%
(26,846.00)
Aaa/AA+
AA+

1.34 1.28
912828M56 UNITED STATES TREASURY 2.25
11/15/2025
1,000,000.00 08/25/2022

3.36%
966,093.75
985,538.71

96.43 4.97%
964,257.81
2,873.64

0.35%
(21,280.90)
Aaa/AA+
AA+

1.38 1.33
9128285T3 UNITED STATES TREASURY 2.625
12/31/2025
1,000,000.00 08/25/2022

3.34%
977,421.88
989,883.23

96.74 4.90%
967,421.88

71.33 0.35%
(22,461.35)
Aaa/AA+
AA+

1.50 1.44
9128286L9 UNITED STATES TREASURY 2.25
03/31/2026
1,000,000.00 08/29/2022

3.39%
961,640.63
981,303.84

95.75 4.81%
957,500.00
5,655.74

0.35%
(23,803.84)
Aaa/AA+
AA+

1.75 1.68
912828U24 UNITED STATES TREASURY 2.0
11/15/2026
1,500,000.00 05/09/2023

3.65%
1,418,964.84
1,445,324.92

94.10 4.65%
1,411,523.43
3,831.52

0.51%
(33,801.49)
Aaa/AA+
AA+

2.38 2.27
912828V98 UNITED STATES TREASURY 2.25
02/15/2027
1,000,000.00 11/29/2022

4.06%
930,585.94
956,717.76

94.28 4.59%
942,773.44
8,468.41

0.34%
(13,944.32)
Aaa/AA+
AA+

2.63 2.48
40 383

Gain/Loss
Moody's/
S&P/
Fitch
Maturity
Duration
91282CEF4 UNITED STATES TREASURY 2.5
03/31/2027
1,100,000.00 11/03/2022

4.46%
1,014,148.44
1,046,449.56

94.79 4.54%
1,042,636.72
6,912.57

0.38%
(3,812.84)
Aaa/AA+
AA+

2.75 2.60
91282CEN7 UNITED STATES TREASURY 2.75
04/30/2027
1,500,000.00 02/13/2024

4.39%
1,427,167.97
1,435,751.08

95.27 4.54%
1,429,101.57
6,949.73

0.52%
(6,649.51)
Aaa/AA+
AA+

2.83 2.67
91282CEW7 UNITED STATES TREASURY 3.25
06/30/2027
1,250,000.00 11/03/2022

4.44%
1,187,792.97
1,209,944.39

96.49 4.51%
1,206,103.51
110.39

0.44%
(3,840.87)
Aaa/AA+
AA+

3.00 2.82
91282CFH9 UNITED STATES TREASURY 3.125
08/31/2027
800,000.00 01/30/2023

3.72%
779,968.75
786,150.64

95.94 4.51%
767,500.00
8,355.98

0.28%
(18,650.64)
Aaa/AA+
AA+

3.17 2.94
9128283F5 UNITED STATES TREASURY 2.25
11/15/2027
1,500,000.00 05/16/2023

3.59%
1,417,031.25
1,437,786.06

93.02 4.50%
1,395,351.57
4,310.46

0.51%
(42,434.49)
Aaa/AA+
AA+

3.38 3.18
9128285M8 UNITED STATES TREASURY 3.125
11/15/2028
1,500,000.00 04/18/2024

4.72%
1,402,792.96
1,407,039.59

94.96 4.40%
1,424,355.47
5,986.75

0.52%
17,315.88
Aaa/AA+
AA+

4.38 4.01
Total US Treasury 46,725,000.00 3.96%
45,308,628.89
45,903,558.91

97.41 5.07%
45,494,921.45
142,690.83

16.59%
(408,637.45)
Aaa/AA+
AA+

1.08 1.03
Total Portfolio 275,837,585.38 1.54%
273,972,502.15
274,685,402.27

36.04 1.87%
274,179,634.95
662,579.81
100.00%
(505,767.32)
Aa1/AA
AA+

0.62 0.54
Total Market Value +
Accrued 274,842,214.77
41 384

TRANSACTIONS
42 385

ACQUISITIONS
Purchase 04/05/2024 912828ZC7 1,300,000.00 UNITED STATES TREASURY 1.125
02/28/2025

96.547 5.09% (1,255,109.38) (1,430.71) (1,256,540.09) 0.00 Purchase 04/11/2024 3130B0TY5 865,000.00 FEDERAL HOME
LOAN BANKS 4.75
04/09/2027

99.736 4.85% (862,716.40) 0.00 (862,716.40) 0.00
Purchase 04/19/2024 9128285M8 1,500,000.00 UNITED STATES TREASURY 3.125
11/15/2028

93.520 4.72% (1,402,792.96) (20,089.29) (1,422,882.25) 0.00 Purchase 04/22/2024 912797KJ5 2,000,000.00 UNITED STATES TREASURY 03/20/2025

95.453 5.18% (1,909,068.89) 0.00 (1,909,068.89) 0.00
Purchase 04/23/2024 02582JKH2 570,000.00 AMXCA 2024-1 A 5.23 04/16/2029

99.980 5.30% (569,883.15) 0.00 (569,883.15) 0.00
Purchase 04/25/2024 912797KS5 1,500,000.00 UNITED STATES TREASURY 04/17/2025

95.133 5.16% (1,427,000.94) 0.00 (1,427,000.94) 0.00
Purchase 05/17/2024 14913UAL4 1,000,000.00 CATERPILLAR

FINANCIAL SERVICES
CORP 5.0 05/14/2027
100.293 4.89% (1,002,930.00) (416.67) (1,003,346.67) 0.00 Purchase 05/17/2024 912797LB1 1,500,000.00 UNITED STATES TREASURY 05/15/2025

95.100 5.12% (1,426,492.50) 0.00 (1,426,492.50) 0.00
Purchase 05/22/2024 44934FAD7 280,000.00 HALST 24B A3 5.41 05/17/2027

99.997 5.41% (279,992.22) 0.00 (279,992.22) 0.00
Purchase 05/23/2024 58770JAD6 190,000.00 MBALT 2024-A A3 5.32 01/18/2028

99.988 5.73% (189,977.77) 0.00 (189,977.77) 0.00
Purchase 05/23/2024 3133ERDS7 1,000,000.00 FEDERAL FARM CREDIT

BANKS FUNDING CORP

4.75 05/06/2027
100.132 4.70% (1,001,317.00) (2,243.06) (1,003,560.06) 0.00 Purchase 05/29/2024 89233GNX0 1,000,000.00 Toyota Motor Credit Corporation
01/31/2025

96.364 5.47% (963,636.11) 0.00 (963,636.11) 0.00
43 386

5.18 02/26/2029

99.985 5.18% (319,951.39) 0.00 (319,951.39) 0.00
Purchase 06/13/2024 05522RDJ4 365,000.00 BACCT 2024-1 A 4.93 03/15/2029

99.994 4.93% (364,979.52) 0.00 (364,979.52) 0.00
Purchase 06/18/2024 47786WAD2 365,000.00 JDOT 2024-B A3 5.2 03/15/2029

99.980 5.81% (364,928.64) 0.00 (364,928.64) 0.00
Purchase 06/21/2024 05611UAD5 750,000.00 BMWLT 2024-1 A3

4.98 03/25/2027

99.469 5.40% (746,015.63) (2,697.50) (748,713.13) 0.00
Purchase 06/24/2024 3130B0ZP7 1,000,000.00 FEDERAL HOME LOAN BANKS 4.875
03/13/2026
100.045 4.85% (1,000,450.00) (8,802.08) (1,009,252.08) 0.00 Purchase 06/27/2024 023135BC9 750,000.00 AMAZON.COM INC

3.15 08/22/2027

94.946 4.90% (712,095.00) (8,203.13) (720,298.13) 0.00
Purchase 06/27/2024 3130B1EF0 1,000,000.00 FEDERAL HOME LOAN BANKS 4.625
06/11/2027
100.153 4.57% (1,001,530.00) (5,524.30) (1,007,054.30) 0.00 Purchase 06/30/2024 90PITT$01 287,775.57 City of Pittsburg 1.000 0.00% (287,775.57) 0.00 (287,775.57) 0.00 Purchase 06/30/2024 90PARS$00 635,854.95 City of Pittsburg 1.000 0.00% (635,854.95) 0.00 (635,854.95) 0.00 Purchase 06/30/2024 90PITT$00 8,710,930.46 City of Pittsburg 1.000 0.00% (8,710,930.46) 0.00 (8,710,930.46) 0.00 Purchase 06/30/2024 90PITT$02 16,007,861.02 City of Pittsburg 1.000 0.00% (16,007,861.02) 0.00 (16,007,861.02) 0.00 Total Purchase 42,897,422.00 (42,443,289.50) (49,406.74) (42,492,696.24) 0.00 TOTAL
ACQUISITIONS 42,897,422.00 (42,443,289.50) (49,406.74) (42,492,696.24) 0.00

DISPOSITIONS
Call
Redemption
05/14/2024 06051GJY6 (540,000.00) BANK OF AMERICA
CORP 5.74866
06/14/2024
100.000 5.82% 540,000.00 0.00 540,000.00 0.00
Call
Redemption
06/01/2024 46647PCH7 (600,000.00) JPMORGAN CHASE &
CO 0.824 06/01/2025
100.000 0.82% 600,000.00 0.00 600,000.00 0.00
44 387

TRANSACTION LEDGER
City of Pittsburg Total Cons | Account #10638|04/01/2024 Through 06/30/2024| Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/DispYield Amount Interest Pur/Sold Total Amount Gain/Loss Total Call
Redemption (1,140,000.00) 1,140,000.00 0.00 1,140,000.00 0.00 Maturity 04/04/2024 912797GZ4 (1,300,000.00) UNITED STATES TREASURY 04/04/2024
100.000 0.00% 1,300,000.00 0.00 1,300,000.00 0.00
Maturity 04/12/2024 62479LDC6 (2,000,000.00) MUFG Bank, Ltd. - New York Branch
04/12/2024
100.000 0.00% 2,000,000.00 0.00 2,000,000.00 0.00
Maturity 04/15/2024 91282CBV2 (1,000,000.00) UNITED STATES TREASURY 0.375
04/15/2024
100.000 0.38% 1,000,000.00 0.00 1,000,000.00 0.00
Maturity 04/25/2024 912797HG5 (1,400,000.00) UNITED STATES TREASURY 04/25/2024
100.000 0.00% 1,400,000.00 0.00 1,400,000.00 0.00
Maturity 05/12/2024 023135BW5 (750,000.00) AMAZON.COM INC

0.45 05/12/2024
100.000 0.45% 750,000.00 0.00 750,000.00 0.00
Maturity 05/15/2024 912828WJ5 (1,400,000.00) UNITED STATES TREASURY 2.5
05/15/2024
100.000 2.50% 1,400,000.00 0.00 1,400,000.00 0.00
Maturity 05/15/2024 91282CCC3 (650,000.00) UNITED STATES

OF AMERICA
(GOVERNMENT) 0.25
05/15/2024
100.000 0.25% 650,000.00 0.00 650,000.00 0.00
Maturity 05/15/2024 91324PEB4 (250,000.00) UNITEDHEALTH GROUP INC 0.55 05/15/2024
100.000 0.55% 250,000.00 0.00 250,000.00 0.00
Maturity 05/17/2024 14913R2L0 (715,000.00) CATERPILLAR

FINANCIAL SERVICES
CORP 0.45 05/17/2024
100.000 0.45% 715,000.00 0.00 715,000.00 0.00
Maturity 05/23/2024 89233GEP7 (1,000,000.00) Toyota Motor Credit Corporation
05/23/2024
100.000 0.00% 1,000,000.00 0.00 1,000,000.00 0.00
Maturity 05/28/2024 912797JY4 (1,750,000.00) UNITED STATES TREASURY 05/28/2024
100.000 0.00% 1,750,000.00 0.00 1,750,000.00 0.00
Maturity 06/07/2024 24422EVQ9 (425,000.00) JOHN DEERE CAPITAL CORP 0.45 06/07/2024
100.000 0.45% 425,000.00 0.00 425,000.00 0.00
45 388

TRANSACTION LEDGER
City of Pittsburg Total Cons | Account #10638|04/01/2024 Through 06/30/2024| Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/DispYield Amount Interest Pur/Sold Total Amount Gain/Loss Maturity 06/12/2024 89114QCA4 (750,000.00) TORONTO-DOMINION BANK 2.65 06/12/2024
100.000 2.65% 750,000.00 0.00 750,000.00 0.00
Maturity 06/15/2024 91282CCG4 (1,000,000.00) UNITED STATES TREASURY 0.25
06/15/2024
100.000 0.25% 1,000,000.00 0.00 1,000,000.00 0.00
Maturity 06/18/2024 89236TJH9 (425,000.00) TOYOTA MOTOR CREDIT CORP 0.5
06/18/2024
100.000 0.50% 425,000.00 0.00 425,000.00 0.00
Maturity 06/30/2024 91282CEX5 (1,500,000.00) UNITED STATES TREASURY 3.0
06/30/2024
100.000 3.00% 1,500,000.00 0.00 1,500,000.00 0.00
Total Maturity (16,315,000.00) 16,315,000.00 0.00 16,315,000.00 0.00 TOTAL
DISPOSITIONS (17,455,000.00) 17,455,000.00 0.00 17,455,000.00 0.00 46 389

IMPORTANT DISCLOSURES
City of Pittsburg | Account #10607 | As of June 30, 2024 2024 Chandler Asset Management, Inc, An Independent Registered Investment Adviser.

Information contained herein is confidential. Prices are provided by ICE Data Services Inc (“IDS”), an independent pricing source. In the event IDS does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.

Performance results are presented gross-of-advisory fees and represent the client’s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio.

Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index.

Source ICE Data Indices, LLC (“ICE”), used with permission. ICE permits use of the ICE indices and related data on an “asis” basis; ICE, its affiliates and their respective third party suppliers disclaim any and all warranties and representations, express and/or implied, including any warranties of merchantability or fitness for a particular purpose or use, including the indices, index data and any data included in, related to, or derived therefrom. Neither ICE data, its affiliates or their respective third party providers guarantee the quality, adequacy, accuracy, timeliness or completeness of the indices or the index data or any component thereof, and the indices and index data and all components thereof are provided on an “as is” basis and licensee’s use it at licensee’s own risk. ICE data, its affiliates and their respective third party do not sponsor, endorse, or recommend chandler asset management, or any of its products or services.

This report is provided for informational purposes only and should not be construed as a specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice. Any opinions or views expressed are based on current market conditions and are subject to change. This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results. This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment.

Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk: the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk: the bond market in general could decline due to economic conditions, especially during periods of rising interest rates.

Ratings information have been provided by Moody’s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy.

Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody’s and Fitch respectively. 47 390

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of a Minute Order Approving Leave of Absence for Planning Commissioner
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City Council will be considering a leave of absence by a Planning Commissioner.

FISCAL IMPACT
There is no fiscal impact.

RECOMMENDATION
By Minute Order, approve a leave of absence for Planning Commissioner Donna Smith from Monday, August 26, 2024 through Tuesday, September 24, 2024.

BACKGROUND
Advisory bodies play an important role in City government by assisting and advising the City Council, the body that sets policy. Advisory bodies develop recommendations and present supporting information to the City Council, based on the City Council’s annually adopted goals, policies, and priorities for the following fiscal year.

The City Council approves the formation, composition, and responsibilities of all advisory bodies. Some advisory bodies, such as the Planning Commission, have responsibilities as delegated to it by the City Council under State law.

The Planning Commission’s role is important because it make recommendations to the City Council for adoption of specific land uses, planning entitlements, and ordinances.

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.
391

STAFF ANALYSIS
The City Council appointed Donna Smith to the Planning Commission on March 1, 2023.

During her short tenure, she has worked diligently in her role and is currently one of two members on the Recognition Committee.

The 2022 Handbook for City Advisory Bodies includes the following language regarding attendance for members of the City’s advisory bodies (page 7):
“Any Member who is absent for three consecutive regular meetings, without approval by way of formal action of the City Council, shall be deemed to have resigned his/her position on the advisory body. Additionally, any member who misses four meetings a year of the regular meetings held (not cancelled) in any twelve-month period, without approval of the City Council by way of formal action, shall be deemed to have resigned their position on the advisory body.”
Commissioner Smith has requested a leave of absence to extend through September 24, 2024, in order to fulfill some personal familial obligations.

ATTACHMENTS:

1. Commissioner Smith - Leave of Absence Request
Report Prepared By: John Funderburg, Assistant Director of Community and Economic Development Department
392
From: Smith, Donna <[email protected]>
Sent: Wednesday, August 7, 2024 7:50 AM
To: John Funderburg <[email protected]>
To: John Funderberg
From: Donna Smith
Re: Personal Leave from Planning Commission
I am requesting a personal leave from our Pittsburg Planning Commission meetings from August 27th to the middle of September, 2024. I have had urgent family medical issues which have taken me out of the area for considerable time. I certainly hope to be able to return to our regular meeting schedule as soon as I am able.

Thank you for your considerate response.

Donna M. Smith
[email protected]
393

EXECUTIVE SUMMARY
Pursuant to the Political Reform Act (Act), local governments are required to conduct a biennial review of its Conflict of Interest Code (Code) to determine accuracy. As part of this year’s biennial review, City staff has determined that the Code must be amended to reflect new, reclassified, and eliminated employee positions. Updating the Code will identify all of the designated positions that are required, by state law, to disclose financial interests.

FISCAL IMPACT
There is no fiscal impact.

RECOMMENDATION
Adopt the amended Code.

BACKGROUND
Section 18730 of Title 2 of the California Code of Regulations contains the terms of a standard Conflict of Interest Code which may be adopted and incorporated by reference as the City's Code.

Government Code Section 87200 et seq. requires members of the City Council, Planning Commissioners, City Manager, City Attorney, City Treasurer and other public officials who manage public investments to disclose certain financial interests annually. The City’s Code identifies all other employee positions that participate in the making of governmental decisions. These designated positions are required to disclose certain financial interests under state law.
394
A public official or employee has a conflict of interest under the Act when all of the following occur:
• The official makes, participates in making, or uses their official position to influence a governmental decision;
• It is reasonably foreseeable that the decision will affect the official’s economic interest; • The effect of the decision on the official’s economic interest will be material; and • The effect of the decision on the official’s economic interest will be different than its effect on the public generally.

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.

STAFF ANALYSIS
Upon review, City staff determined that the Code must be amended in order to accurately reflect the addition, reclassification, and elimination of certain employee positions.

Organizational structure requires amending the Code to accurately identify and designate employee positions that are subject to state financial disclosure requirements.

The City’s conflict of interest code must designate all officials and employees of, and consultants to, the agency who make or participate in making governmental decisions that could cause conflicts of interest. These individuals are required by the code to file statements of economic interests and to disqualify themselves when conflicts of interest occur. The disclosure required under a conflict of interest code for a particular designated official or employee should include only the kinds of personal economic interests they could significantly affect through the exercise of their official duties.

The attached Resolution adopts the Fair Political Practices Commission’s standard Conflict of Interest Code and amends the City’s Code with an updated list of designated positions and identifies the disclosure categories to reflect the City’s current organizational structure.

ATTACHMENTS: Exhibit A – Designated Positions
Exhibit B – Disclosure Categories
Resolution
Report Prepared By: Melaine Venenciano, Director of City Clerk Services 395

EXHIBIT A

DESIGNATED POSITIONS
As part of the Conflict of Interest Code of the City of Pittsburg, the positions set forth below are deemed designated. These positions shall be presumed to make or participate in the making of decisions which foreseeably have a material effect on a financial interest and shall thus be required to file a Form 700 with the City Clerk’s Office.

ELECTED AND APPOINTED COMMISSIONERS
Designated Positions Disclosure Category
REQUIRED BY STATUTE:

Council Members I
Planning Commissioners I
City Manager I
City Attorney I
City Clerk I
City Treasurer I

COMMUNITY ADVISORY COMMISSION
Appointed Commissioners I

CONSULTANTS
(Regardless of Department or Agency) I

ENHANCED INFRASTRUCTURE

FINANCING DISTRICT
Appointed Commissioner I

HOUSING COMMISSION
Appointed Commissioners I

MEASURE M OVERSIGHT
Appointed Commissioners I

PITTSBURG POWER COMPANY
Executive Director I
Director of Power I
Power Company Manager I
Administrative Analyst II, III
Administrative Officer I

SOUTHWEST PITTSBURG GEOLOGIC

HAZARD ABATEMENT DISTRICT II
Executive Director I
General Manager I
396

SUCCESSOR AGENCY
Executive Director I
Development Manager I
Administrative Analyst II

EMPLOYEE POSITIONS
Classification Disclosure Category
Accountant I I
Accountant II I
Accounting Supervisor I
Administrative Analyst I II
Administrative Analyst II II
Administrative Coordinator I
Administrative Specialist I
Administrative Officer I
Assistant City Clerk I
Assistant City Engineer I
Assistant City Manager I
Assistant Director of Finance I
Assistant Director of Public Works - Operations I
Assistant Director, Community & Economic Development I
Assistant Director, Public Works - Utilities I
Assistant Engineer I
Associate Engineer I
Assistant to the City Manager II
Assistant Planner I
Associate Planner I
Building Inspection Supervisor I
Chief Building Official I
Chief of Police I
City Engineer I
Code Enforcement Supervisor I
Combination Building Inspector I
Community Outreach Coordinator I
Community Relations Manager I
Construction Inspector I/II I
Crime Analyst I
Deputy Chief Information Systems Officer I
Deputy City Clerk I
Deputy Director, Information Technology Operations I
Deputy General Manager, Pittsburg Power Company I
Development Services Coordinator I
Development Services Supervisor I
Director of City Clerk Services I
Director of Community & Economic Development I
Director of Community Services I
Director of Finance I
Director of Human Resources I
397
Director of Public Works/City Engineer I
Director of Recreation I
Economic Development Manager I
Engineering Technician I/II I
Environmental Affairs Manager I
Environmental Health & Safety Officer I
Equipment Shop Supervisor II
Executive Assistant II
Executive Assistant to the Chief of Police II
Finance Division Manager I
Financial Analyst I
Geographical Information Systems (GIS) Administrator I
Harbormaster I
Housing Manager I
Housing Program Analyst I I
Housing Program Analyst II I
Human Resources Analyst I
Human Resources Specialist II
Information Technology Analyst I I
Information Technology Analyst II I
Information Technology Manager I
Laboratory Supervisor I
Lead Public Works Superintendent I
Paralegal I
Permit Center Supervisor I
Planning Manager I
Police Captain I
Police Lieutenant I
Police Records Supervisor I
Police Services Administrator I
Power Company Manager I
Principal Planner I
Property and Evidence Supervisor I
Public Works Superintendent II, III
Public Works Supervisor I
Purchasing Analyst I
Recreation Supervisor I
Revenue Operations Supervisor I
Senior Administrative Analyst I
Senior Civil Engineer I
Senior Combination Building Inspector I
Senior Construction Inspector I
Senior Financial Analyst I
Senior Housing Program Analyst I
Senior Human Resources Analyst I
Senior Information Technology Analyst I
Senior Planner I
Utility Supervisor I
Water Plant Superintendent I
Water Plant Supervisor I
398

EXHIBIT B

DISCLOSURE CATEGORIES
As part of the Conflict of Interest Code of the City of Pittsburg, the designated positions described in Exhibit A are assigned to one or more of the following disclosure categories. Each holder of a designated position shall file an annual statement (Form 700) disclosing that individual’s interest in investments, business positions, real property, and income, designated as reportable under that category to which the office or position is assigned as follows:

An investment, business position, interest in real property, or income is reportable if the business entity in which the investment or business position is held, the interest in real property, or the income or source of income may foreseeably be affected materially by any decision made or participated in by the holder of the designated position, or by virtue of the designated position held by that individual.

Designated Employees in Category “I” must report:

All investments, business positions in, and income from sources located in or doing business in the City and all interests in real property located in the City, including property located within a two-mile radius of the City or any property owned or used by the City of Pittsburg.

Designated Employees in Category “II” must report:

All investments, business positions in, and sources of income of the type which provide services, supplies, materials, machinery or equipment of the type utilized by the City of Pittsburg.

Designated Employees in Category “III” must report:

All investments, business positions in, and sources of income which are subject to the regulatory, permit or licensing authority of the City of Pittsburg.

Disclosure by Consultants
Consultants shall be included in the list of designated employees and shall disclose pursuant to the broadest disclosure category (Category I) in the Conflict of Interest Code subject to the following limitation:

The City Manager may determine in writing that a particular consultant, although a “designated position,” is hired to perform a range of duties that is limited in scope and thus is not required to fully comply with the disclosure requirements in this section. The written determination shall include the basis for this determination and shall be maintained as a public record to the same extent as other disclosures made under the Conflict of Interest Code. 399

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter of:

Amending the City’s Conflict of ) RESOLUTION NO. 24-
Interest Code )
WHEREAS, the Political Reform Act requires the City of Pittsburg to conduct a biennial review its Conflict of interest Code (Code) to determine whether or not the Code must be amended; and
WHEREAS, Section 18730 of Title 2 of the California Code of Regulations contains the terms of a standard Code which may be adopted and incorporated by reference as the City's Code; and
WHEREAS, upon review, City staff determined that the Code must be amended in order to accurately reflect the addition, reclassification, and elimination of certain employee positions; and
WHEREAS, the City’s organizational structure requires amending the Code to accurately identify and designate employee positions that are subject to state financial disclosure requirements as listed in Exhibits A and B.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby adopts the amended Conflict of Interest Code.

PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
_________________________
Juan Antonio Banales, Mayor
ATTEST:
_____________________________
Alice E. Evenson, City Clerk
400

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of a City Council Resolution Authorizing the Submission of a Substantial Plan Amendment of Permanent Local Housing Allocation Funds
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City is the recipient of funds from the Permanent Local Housing Allocation (PLHA) program, administered by the California Department of Housing and Community Development (HCD). The City has designated the funds for two specific categories:

Category 6, which focuses on assisting individuals who are experiencing or at risk of homelessness; and Category 8, which supports efforts to acquire and rehabilitate vacant or foreclosed homes and apartments. Staff is proposing to reallocate all funds from Category 8 to Category 6.

FISCAL IMPACT
The City is an entitlement jurisdiction and is eligible to receive an estimated $1,906,098 over the 5-year funding period according to HCD. It is important to note that this is only an estimate since annual PLHA amounts are subject to change because funding for the PLHA is generated through a fee on real estate transactions, which fluctuates each year.

Currently, the City has received $317,683 from 2019 and $493,778 from 2020. The City has been allocated $543,387 for 2021 and $272,347 for 2022. The 2021 and 2022 allocations have not been disbursed to the City. HCD has not yet to be determined the award amount for 2023.

RECOMMENDATION
City Council adopt the Resolution authorizing the submission of a Substantial Plan Amendment for the 2020 allocation remaining balance, the 2021 and 2022 allocation to be disbursed, and future allocations and disbursements.
401

BACKGROUND
The PLHA program provides a permanent source of funding to cities and counties to help meet the unmet need for affordable housing and increase the supply of affordable housing units.

On November 15, 2021, through Resolution 21-14010, the City Council authorized the submission of an application for, and acceptance of, funds awarded through the Notice of Funding Availability released by HCD.

In the City’s application, the two categories identified where these funds would most benefit the community are Category 6, focusing on assisting individuals who are experiencing or at risk of homelessness, and Category 8, supporting efforts to acquire and rehabilitate vacant or foreclosed homes and apartments.

Coordinated Outreach Referral and Engagement (CORE) team was originally sponsored by Contra Costa County (County). The County offered full sponsorship for two (2) fiscal years (2021-2022 and 2022-2023) to address the impacts on the community of the County’s acquisition and conversion of Motel 6 as a permanent homeless shelter under Project Home Key. This facility, referred to as Delta Landing, has 174 interim housing units and provides supportive services. According to data provided by the County, CORE members refer on average, approximately 45 unsheltered people in Pittsburg to Delta Landing each month.

On June 29,2023, by City Council Resolution 23-14316, the City contracted with the County for its own dedicated CORE team for fiscal year 2023-2024. This CORE team consists of two staff members who are specifically assigned to serve the Pittsburg community, Monday through Friday, from 8:00 AM to 5:00 PM. The CORE Team’s presence during these hours allows the staff to engage directly with the community, providing essential outreach services, connecting people with resources, and addressing urgent needs as they arise.

This consistent coverage underscores the City’s commitment to addressing homelessness and improving access to critical services.

The PLHA funds received have been used to partially fund the CORE contract for fiscal year 2023-2024 and to purchase and rehabilitate a residential property in Pittsburg. Upon completion, this property was transferred to the Housing Authority of the City of Pittsburg to expand its affordable housing inventory and leased to a Housing Choice Voucher program, also known as Section 8, participant.

SUBCOMMITTEE FINDINGS
This item was discussed at the Life Enrichment subcommittee meeting on August 21, 2024.

STAFF ANALYSIS
The City aims to continue building on the success of the CORE program, which has demonstrated measurable outcomes in reducing homelessness and improving the quality of life for vulnerable populations in the community. This strategic allocation reflects a commitment to leveraging resources in a way that maximizes impact and supports the broader goals of the City's homeless services strategy. 402
According to collected data, the CORE program has been instrumental in improving the City’s outreach efforts by connecting vulnerable populations with essential services and support.

The following services were provided by the Pittsburg CORE Team for the calendar year January – December 2023.
 Number of contacts made 3,073
 Number of unduplicated people served 906
 Total number of services provided 9,825
 Number of persons placed in emergency shelters 110
 Number of persons placed in warming centers 622
 Number of emergency supplies provided 2,882
 Number of other services provided (DMV, bus tickets) 8,994  Number placed in permanent housing 90
 Number exited to positive housing destinations 616
CORE serves as the first entry point into the County’s Coordinated Entry system. The data recorded in this system is used by the Department of Housing and Urban Development (HUD) to determine funding allocations for each jurisdiction. Therefore, maintaining accurate records is crucial for all cities and counties to continue to receive funding.

The County, through its CORE Teams, conducts a Point-in-Time (PIT) count every year to ascertain the scope of homelessness in the County. In addition to this data being required by HUD from all communities receiving federal dollars for their homelessness programs, the County uses this data to develop programs and policies to ensure equitable provision of services.

The table below shows the PIT Count data from 2020 – 2024.

Year County wide Pittsburg
2020 2,277 102
2021 2,295 128
2022 3,093 221
2023 2,372 58
2024 2,843 110
At the City Council meeting held on June 17, 2024, the City Council approved Resolution 24-14488, a three-year contract with CORE, totaling $880,848. This contract will guarantee that the City maintains continuity and stability in the services provided, ensuring ongoing benefits and consistent support for the Pittsburg community. The reallocation of funds from Category 8 to Category 6 will ensure that PLHA funds are utilized to assist the underserved and very vulnerable members of the community.

ATTACHMENTS: Resolution – City
Resolution – PLHA
5-Year Plan Amendment Workbook
Report Prepared By: Ishani Rasanayagam, Administrative Analyst II 403
Resolution No. 24- Page 1 of 2 September 16, 2024

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter of:

Authorizing the Submission of a )
Substantial Plan Amendment ) RESOLUTION NO. 24-
Of Permanent Local Housing )
Allocation (PLHA) Funds )
WHEREAS, the Permanent Local Housing Allocation (PLHA) program provides a permanent source of funding to cities and counties to help meet the need for affordable housing and increase the supply of affordable housing units; and WHEREAS, on November 15, 2021, the City Council, through a public hearing process, adopted Resolution 21-14010, authorizing the submission of the application for and acceptance of PLHA grant funds. Two out of the ten eligible activities under the PLHA program in which the City has applied and received funding are: 1) assist persons who are experiencing or at risk of homelessness, also known as Category 6; and 2) acquire and rehabilitate vacant or foreclosed homes and apartments, also known as Category 8; and WHEREAS, the City currently has a dedicated Coordinated Outreach Referral and Engagement (CORE) Team, which consists of two staff members dedicated specifically to Pittsburg. These staff members are available Monday through Friday, 8 am to 5 pm, ensuring consistent and reliable support for unsheltered persons in need, and WHEREAS, a Pittsburg CORE Team was originally sponsored by Contra Costa County in fiscal years 2021-2022 and 2022-2023 to address the impacts on the community of the County’s acquisition and conversion of Motel 6 as a permanent homeless shelter under Project Home Key, referred to as Delta Landing; and WHEREAS, the City aims to continue building on the success of the Pittsburg CORE Team, and the funds received under Category 6 was allocated to fund part of the contract with CORE for the fiscal year 2023-2024; and
WHEREAS, on June 17, 2024, the City Council approved Resolution 24-14488, a 3- year contract with CORE for fiscal years 2024-2027, which staff is proposing to be funded by the reallocation PLHA grant funds from Category 8 to Category 6.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby authorizes the submission of a Substantial Plan Amendment of PLHA funds to the California Department of Housing and Community Development to reallocate the balance of funds remaining from the 2020 allocation, the awarded funds from the 2021 and 2022 allocations, and future award from the 2023 allocation to Category 6. 404
Resolution No. 24- Page 2 of 2 September 16, 2024
PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024 by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
________________________
Juan Antonio Banales, Mayor
ATTEST:
________________________
Alice E. Evenson, City Clerk
405
_____________
___________________________________________________________ __________________________________________________________________ AUTHORIZING RESOLUTION OF _______________________________

AUTHORIZING THE APPLICATION AND ADOPTING THE PLHA PLAN FOR THE

PERMANENT LOCAL HOUSING ALLOCATION PROGRAM
________________________________________________ of the ________________________________________________________ of _______________________________hereby consents to, adopts, and ratifies the following resolution:

A. WHEREAS, the Department is authorized to provide up to $296 million under the SB 2 Permanent Local Housing Allocation Program Formula Component from the Building Homes and Jobs Trust Fund for assistance to Cities and Counties (as described in Health and Safety Code section 50470 et seq. (Chapter 364, Statutes of 2017 (SB 2)).

B. WHEREAS the State of California (the “State”), Department of Housing and Community Development (“Department”) issued a Notice of Funding Availability (“NOFA”) dated 12/29/2023 under the Permanent Local Housing Allocation (PLHA) Program;
C. WHEREAS _______________________________ is an eligible Local government who has applied for program funds to administer one or more eligible activities, or a Local or Regional Housing Trust Fund to whom an eligible Local government delegated its PLHA formula allocation.

D. WHEREAS the Department may approve funding allocations for PLHA Program, subject to the terms and conditions of the Guidelines, NOFA, Program requirements, the Standard Agreement, and other contracts between the Department and PLHA grant recipients;
NOW THEREFORE BE IT RESOLVED THAT:

1. If Applicant receives a grant of PLHA funds from the Department pursuant to the above referenced PLHA NOFA, it represents and certifies that it will use all such funds in a manner consistent and in compliance with all applicable state and federal statutes, rules, regulations, and laws, including without limitation all rules and laws regarding the PLHA Program, as well as any and all contracts Applicant may have with the Department.

2. Applicant is hereby authorized and directed to receive a PLHA grant, in an amount not to exceed the five-year estimate of the PLHA formula allocations, as stated in Appendix B of the current NOFA ______________________ in accordance with all applicable rules and laws.
406

3. Applicant hereby agrees to use the PLHA funds for eligible activities as approved by the Department and in accordance with all Program requirements, Guidelines, other rules and laws, as well as in a manner consistent and in compliance with the Standard Agreement and other contracts between the Applicant and the Department.

4. Pursuant to Section 302(c)(4) of the Guidelines, Applicant’s PLHA Plan for the 2019-2023 Allocations is attached to this resolution, and Applicant hereby adopts this PLHA Plan and certifies compliance with all public notice, public comment, and public hearing requirements in accordance with the Guidelines.

5. If applicable: Applicant certifies that it was delegated by _______________________ to submit an application on its behalf and administer the PLHA grant award for the formula allocation of PLHA funds, pursuant to Guidelines Section 300(c) and 300(d), and the legally binding agreement between the recipient of the PLHA funds and the Applicant is submitted with the PLHA application.

6. If applicable: Applicant certifies that it has or will subgrant some or all of its PLHA funds to another entity or entities. Pursuant to Guidelines Section 302(c)(3), “entity” means a housing developer or program operator, but does not mean an administering Local government to whom a Local government may delegate its PLHA allocation.

7. If applicable: Applicant certifies that its selection process of these subgrantees was or will be accessible to the public and avoided or shall avoid any conflicts of interest.

8. If applicable: Pursuant to Applicant’s certification in this resolution, the PLHA funds will be expended only for eligible Activities and consistent with all program requirements.

9. If applicable: Applicant certifies that, if funds are used for the acquisition, construction or rehabilitation of for-sale housing projects or units within for-sale housing projects, the grantee shall record a deed restriction against the property that will ensure compliance with one of the requirements stated in Guidelines Section 302(c)(6)(A),(B) and (C).

10. If applicable: Applicant certifies that, if funds are used for the development of an Affordable Rental Housing Development, the Local government shall make PLHA assistance in the form of a low-interest, deferred loan to the Sponsor of the Project, and such loan shall be evidenced through a Promissory Note secured by a Deed of Trust and a Regulatory Agreement shall restrict occupancy and rents in accordance with a Local government-approved underwriting of the Project for a term of at least 55 years.

11. Applicant shall be subject to the terms and conditions as specified in the Standard Agreement, the PLHA Program Guidelines and any other applicable SB 2 Guidelines published by the Department.

12. ______________________________________ is/are authorized to execute the PLHA Program Application, the PLHA Standard Agreement and any subsequent amendments or modifications thereto, as well as any other documents which are related to the Program or the PLHA grant awarded to Applicant, as the Department may deem appropriate.
407
PASSED AND ADOPTED at a regular meeting of the __________________________ this day of, 2024, by the following vote:

AYES: ABSTENTIONS: NOES: ABSENT:

Signature of Approving Officer:_______________________________ ___________________________________________
INSTRUCTION: The attesting officer cannot be the person identified in the resolution as the authorized signor

CERTIFICATE OF THE ATTESTING OFFICER
The undersigned, Officer of _________________________________ does hereby attest and certify that the ________________________ Resolution is a true, full and correct copy of a resolution duly adopted at a meeting of the
__________________________________ which was duly convened and held on the date stated thereon, and that said document has not been amended, modified, repealed or rescinded since its date of adoption and is in full force and effect as of the date hereof.

ATTEST:

Signature of Attesting Officer
_________________________
408
Final Filing Date: June 30, 2027
at 4:00 P.M. PST
Gustavo Velasquez, Director
Department of Housing and Community Development
Program Design and Implementation, PLHA Program
2020 West El Camino Avenue, Suite 150, Sacramento, CA 95833 Website: https://www.hcd.ca.gov/grants-and-funding/programs-active/permanentlocal-housing-allocation Email: [email protected]
Business, Consumer Services and Housing Agency
Permanent Local Housing Allocation
(PLHA) Formula Allocation
5-Year Plan Amendment Form
State of California
Governor, Gavin Newsom
Melinda Grant, Undersecretary
409
§301 Eligible Activities
PLHA Formula - Amendment for years 2020, 2021, 2022, 2023 Rev. 05/22/24 Eligible Applicant Type: Entitlement
Local Government Recipient of PLHA Formula Allocation: Pittsburg §300 Eligible Applicants
§300(a) and (b) Eligible Applicants for the Entitlement and Non-Entitlement formula component described in Section §100(b)(1) and (2) are limited to the metropolitan cities and urban counties allocated a grant for the federal fiscal year 2017 pursuant to the federal CDBG formula specified in 42 USC, Section §5306 and Nonentitlement local governments.

Applicant: City of Pittsburg
Address: 65 Civic Avenue
County: Contra Costa
Auth Rep Name: Garrett Evans Title: City Manager Auth Rep. Email: [email protected] Phone: 925-252-4034 City: Pittsburg State: CA Zip: 94565
Zip Code: 94565
Contact Name: Ishani Rasanayagam Title: Administrative Analyst II Contact Email: [email protected] Contact Phone: 925-252-4155 Address: 65 Civic Avenue City: Pittsburg State: CA
File Name:

Application and/or Adopting the
PLHA Plan (2020-2023
Allocations) Reso
Pursuant to section 302(c)(4) of the Guidelines, Applicant’s PLHA Plan for 2020- 2023 allocations is attached to this resolution, and Applicant certifies compliance with all public notice, comment, and hearing requirements in accordance with the Guidelines.

Uploaded to
HCD? Yes
Zip Code: 94565
§300(d) Is Applicant delegated by another Local government to administer on its behalf its formula allocation of program funds? No §300(d) If Applicant answered "Yes" above, has the Applicant attached the legally binding agreement required by §300(c) and (d)?
A sample agreement can be
found by double clicking on
the icon to the right
Address: 65 Civic Avenue City: Pittsburg State: CA
File Name: Gov TIN Provide a signed Gov't TIN Form Uploaded to HCD? Yes File Name: Applicant Delegation
Agreement
Legally binding agreement between Delegating and Administering Local Governments (sample provided—just click on icon in row 19, column AH) Uploaded to HCD? Yes §301(a)(9) Homeownership opportunities, including, but not limited to, down payment assistance. §301(a)(10) Fiscal incentives made by a county to a city within the county to incentivize approval of one or more affordable housing Projects, or matching funds invested by a county in an affordable housing development Project in a city within the county, provided that the city has made an equal or greater investment in the Project. The county fiscal incentives shall be in the form of a grant or low-interest loan to an affordable housing Project. Matching funds investments by both the county and the city also shall be a grant or low-interest deferred loan to the affordable housing Project. §301(a)(6) Assisting persons who are experiencing or At-risk of homelessness, including, but not limited to, providing rapid re-housing, rental assistance, supportive/case management services that allow people to obtain and retain housing, operating and capital costs for navigation centers and emergency shelters, and the new construction, rehabilitation, and preservation of permanent and transitional housing.

Yes
§301(a)(7) Accessibility modifications in Lower-income Owner-occupied housing. §301(a)(8) Efforts to acquire and rehabilitate foreclosed or vacant homes and apartments. Yes §301(a)(3) Matching portions of funds placed into Local or Regional Housing Trust Funds. §301(a)(4) Matching portions of funds available through the Low- and Moderate-Income Housing Asset Fund pursuant to subdivision (d) of HSC Section 34176.
§301(a)(5) Capitalized Reserves for services connected to the preservation and creation of new permanent supportive housing. §301(a) Eligible activities are limited to the following: Select below:
§301(a)(1) The predevelopment, development, acquisition, rehabilitation, and preservation of multifamily, residential live-work, rental housing that is affordable to Extremely low-,Very low-, Low-, or Moderate-income households, including necessary operating subsidies. §301(a)(2) The predevelopment, development, acquisition, rehabilitation, and preservation of affordable rental and ownership housing, including Accessory Dwelling Units (ADUs), that meets the needs of a growing workforce earning up to 120 percent of AMI, or 150 percent of AMI in high-cost areas. ADUs shall be available for occupancy for a term of no less than 30 days.

Document
PLHA Page 1 Formula Allocation Application
410
Total Percentage of Funds
Allocated for 2020 100% Total Percentage of Funds Allocated for 2021 100% Total Percentage of Funds Allocated for 2022 100% Total Percentage of Funds Allocated for 2023 100% Admin 0% Admin 0% Admin 0%
§302(c)(4)(C) Provide a description of how the Plan is consistent with the programs set forth in the Local Government’s Housing Element.

The goals and policies outlined in the Housing Element focus on promoting diversity in the type, density, size, affordability, and tenure of residential development to address Pittsburg's housing needs while preserving the community’s quality of life. Additionally, the City aims to ensure an adequate supply of mixed-use and residentially zoned land at appropriate densities to accommodate both current and future housing needs throughout the 6th Cycle. The City also seeks to foster collaborative partnerships with nonprofit organizations to increase access to affordable housing funds and encourage the construction of both high-end and moderate-income housing.

Activities Detail (Activities Detail (Must make a selection on Formula Allocation Application worksheet under Eligible Activities, §301)) §302(c)(4) Plan Rev. 05/22/24
§302(c)(4)(A) Describe the manner in which allocated funds will be used for eligible activities.

The City entered into a 3-year contract with Contra Costa County on behalf of Health, Housing and Homeless Services for the fiscal years 2024-2025, 2025-2026 and 2026-2027 for Coordinated Outreach Referral and Engagement (CORE) program services to assist individuals living in a state of homelessness. The CORE program works to engage and stabilize homeless persons and families through consistent outreach and to refer the unhoused to resources such as shelters, daytime drop-in care centers, emergency food, job training, healthcare, mental health counseling, transportation, substance abuse treatment, and other services. CORE teams serve as an entry point into the County’s coordinated entry system for the unhoused and work to locate, engage, stabilize, and house chronically homeless individuals and families.
§302(c)(4)(B) Provide a description of the way the Local government will prioritize investments that increase the supply of housing for households with incomes at or below 60 percent of Area Median Income (AMI).

The City is preparing to release an RFP for a project that will include a minimum of 300 residential units, with 30% designated for low-income families. Additionally, the City is collaborating with Hope Solutions on the development of a Transition Age Youth (TAY) housing facility on property owned by the Church of the Nazarene. This project will receive a fully forgivable loan from the City and will provide 14-17 units of housing.

Admin 0%
Funds Allocated 100% Funds Allocated 100% Funds Allocated 100% Funds Allocated 100% §301(a)(6) Assisting persons who are experiencing or At risk of homelessness, including, but not limited to, providing rapid rehousing, rental assistance, supportive/case management services that allow people to obtain and retain housing, operating and capital costs for navigation centers and emergency shelters, and the new construction, rehabilitation, and preservation of permanent and transitional housing. §302(c)(4)(E)(i) Provide a detailed and complete description of how allocated funds will be used for the proposed Activity.

TThe City has a dedicated team from the Coordinated Outreach Referral Engagement (CORE) program that has achieved significant measurable success in addressing homelessness within the community. Due to this success, the City Council approved a new contract on June 17th, securing a dedicated CORE team for Pittsburg for the next three fiscal years (2024-2025, 2025-2026, and 2026-2027). The CORE program is designed to serve people experiencing homelessness by connecting them with essential services such as shelter, healthcare, and social support. The Pittsburg CORE team works to build trust with homeless individuals, helping them access resources like food, clothing, and housing options. The program's goal is to reduce homelessness by assisting individuals in transitioning off the streets and into stable, supportive environments. Additionally, CORE teams collaborate with local agencies, nonprofits, and community partners to ensure a comprehensive approach to addressing homelessness.

Type of Activity for Persons Experiencing or At
Risk of Homelessness
Supportive/Cas
e Management
Services
Supportive/Ca
se
Management
Services
Supportive/Ca
se
Management
Services
Supportive/Ca
se
Management
Services
Complete the table below for each proposed Activity to be funded with 2020-2023 PLHA allocations. If a single Activity will be assisting households at more than one level of Area Median Income, please list the Activity as many times as needed to capture all of the AMI levels that will be assisted, but only show the percentage of annual funding allocated to the Activity one time (to avoid double counting).

Funding Allocation Year 2020 2021 2022 2023
§302(c)(4)(E)(ii) Area Median Income Level
Served 30% 30% 30% 30%
§302(c)(4)(E)(i) Percentage of Funds Allocated
for the Proposed Activity 15% 100% 100% 100%
213
§302(c)(4)(E)(ii) Projected Number of
Households Served N/A N/A N/A N/A
TOTAL
§302(c)(4)(E)(ii) Unmet share of the RHNA at
AMI Level
Note: complete for years 2020, 2021, 2022
only
238 27 -52 N/A
§302(c)(4)(E)(iii) A description of major steps/actions and a proposed schedule for the implementation and completion of the Activity.

Given the effectiveness of the CORE program in helping homeless individuals transition off the streets and access necessary services, the City has entered into a three-year contract with CORE to ensure the program's continued success. 0 §302(c)(4)(E)(iv) Period of Affordability for the
Proposed Activity (55 years required for
rental housing projects)

N/A N/A N/A N/A
The City purchased and rehabilitated a vacant home that was for sale and transferred it to the Housing Authority to add to the Section 8 inventory. The property is deed-restricted for 55 years to ensure it remains affordable. The house has since been leased to a family of seven (7)
Complete the table below for each proposed Activity to be funded with 2020-2023 PLHA allocations. If a single Activity will be assisting households at more than one level of Area Median Income, please list the Activity as many times as needed to capture all of the AMI levels that will be assisted, but only show the percentage of annual funding allocated to the Activity one time (to avoid double counting).

Funding Allocation Year 2020
§301(a)(8) Efforts to acquire and rehabilitate foreclosed or vacant homes and apartments. §302(c)(4)(E)(i) Provide a detailed and complete description of how allocated funds will be used for the proposed Activity. Enter Percentage of Funds Allocated for Affordable Owneroccupied Workforce Housing (AOWH) 0% §302(c)(4)(E)(i) Percentage of Funds Allocated
for the Proposed Activity 85%
Type of Activity Ownership:

Acquisition
TOTAL
§302(c)(4)(E)(ii) Unmet share of the RHNA at
AMI Level
Note: complete for years 2020, 2021, 2022
only
§302(c)(4)(E)(ii) Area Median Income Level
Served 60%
1 §302(c)(4)(E)(iv) Period of Affordability for the
Proposed Activity (55 years required for
rental housing projects)
N/A
0 §302(c)(4)(E)(ii) Projected Number of
Households Served 1
§302(c)(4)(E)(iii) A description of major steps/actions and a proposed schedule for the implementation and completion of the Activity.

The City reviewed MLS listings in Pittsburg to identify a home within the budget allocated from the PLHA entitlement. After obtaining City Council approval to purchase the property and completing the necessary rehabilitation, the City secured approval from both the City Council and the Housing Authority to transfer the property to the HA. The Housing Authority added this house to its Section 8 stock and has since leased it to a qualified low-income household. 2022 Allocation 2023 Allocation
Total Percentage of Funds Allocated Calculator (2020 - 2023) File Name: Plan Adoption Reso §302(c)(4)(D) Evidence that the Plan was authorized and adopted by resolution by the Local jurisdiction and that the public had an adequate opportunity to review and comment on its content. Uploaded to HCD? 2020 Allocation 2021 Allocation
PLHA Page 1 302(c)(4) Plan 411
Organization: Email: Contact Phone:

Application Development Team (ADT) Support Form Rev. 05/22/24 Please complete the "yellow" cells in the form below and email a copy to: [email protected]. A member of the Application Development Team will respond to your request within ASAP.

Full Name: Date Requested: Application
Version Date:

Issue # Program
Name & Tab Section Cell# Update/Comment Urgency ADT Status Status Date 2 PLHA Supp
App
1 PLHA Supp
App
3 PLHA Supp
App
4 PLHA Supp
App
6 PLHA Supp
App
5 PLHA Supp
App
7 PLHA Supp
App
8 PLHA Supp
App
10 PLHA Supp
App
9 PLHA Supp
App
11 PLHA Supp
App
12 PLHA Supp
App
14 PLHA Supp
App
13 PLHA Supp
App
15 PLHA Supp
App
16 PLHA Supp
App
18 PLHA Supp
App
17 PLHA Supp
App
19 PLHA Supp
App
20 PLHA Supp
App
22 PLHA Supp
App
21 PLHA Supp
App
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App
24 PLHA Supp
App
25 PLHA Supp
App
PLHA Page 1 Application Support 412

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of a City Council Resolution Authorizing Execution of the First Amendment to Agreement with Western States Oil for Bulk Gasoline Services
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City has various departments that require large quantities of fuel to carry out their responsibilities to maintain operations. The existing contract with Western States Oil (Agreement) for bulk gasoline expires on October 1, 2024. The amendment to the Agreement (First Amendment) proposes a six-month extension to the Agreement without changes to current contract pricing or terms.

FISCAL IMPACT
Funding for the First Amendment is available in the Fleet Maintenance (611-43201-1361) and Marina Operations (550-41121-1361) accounts. The First Amendment not only extends the Agreement for six months but also increases the contract amount by $525,000, which consists of $225,000 for Public Works and $300,000 for Marina Operations. The original Agreement was for $1,050,000 and with this First Amendment, the Agreement will be increased to $1,575,000.

RECOMMENDATION
City Council adopt the attached Resolution and authorize execution of the First Amendment to the Agreement with Western States Oil for the purchase of bulk gasoline.

BACKGROUND
The Public Works Department is responsible for the operations and maintenance of the City’s vehicle and equipment fleet of predominantly gas-powered cars, trucks, and other equipment, including generators for the City’s water system. The City also has responsibility for Marina operations. This department and division require large quantities of fuel to carry out their responsibilities, including fuel for the operation of fleet vehicles and for resale at the Marina.
413
Staff previously conducted a competitive public bid process to establish the rate for purchasing bulk gasoline in the form of Cost per Gallon plus a mark-up for delivery, overhead and other costs. Vendors are required to obtain and deliver fuel supplied by the “Rack Supplier” with the lowest price currently available. Cost proposals from vendors generally give a price that is plus or minus over the “rack” rate over the lowest available price, and the City pays the combined total per gallon. Western States Oil was the lowest, responsive, responsible bidder.

Project 3118 Corporation Yard Fueling System Replacement was approved by the City Council on September 19, 2022, Resolution 22-14167. This project is currently still in progress. Removal of tanks has resulted in lower quantities of fuel delivered and has disrupted the schedule of regular fuel deliveries. The project completion date and other necessary details required for normal bidding procedures for a fuel contract are currently unknown, making the required bidding for normal purchasing procedures arbitrary at this time.

On November 6, 2023, Resolution 23-14400, approved the Agreement with Western States Oil for a one year term for the purchase of gasoline with the expectation that Project 3118 would be complete by this time. Project 3118 is anticipated to be completed by the Spring of 2025.

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.

STAFF ANALYSIS
Western States Oil has provided satisfactory service, delivering fuel to City facilities for several years and has been supplying fuel to the City since the start of Project 3118.

Western States Oil is also familiar with the variabilities that occur in quantity and frequency of deliveries.

The First Amendment, extending the Agreement for a period of six months, October 1, 2024 to April 1, 2025, will enable the City to conduct a normal bid process for a fuel contract when Project 3118 is completed.

ATTACHMENTS: Resolution
First Amendment to Agreement with Western States Oil for Gasoline Report Prepared By: Natasha Farmer, Public Works Administrative Analyst II 414
Resolution No. 24- Page 1 of 2 September 16, 2024

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter of:

Authorizing Execution of the First )
Amendment to the Contract With Western ) RESOLUTION NO. 24- States Oil for Bulk Gasoline Services )
WHEREAS, the City requires large quantities of fuel to carry out its responsibilities to maintain operations; and
WHEREAS, Western States Oil has provided satisfactory services in delivering fuel to City facilities for several years; and
WHEREAS, staff previously conducted a competitive public bid process and Western States Oil was the lowest, responsive, responsible bidder; and WHEREAS, on November 6, 2023, Resolution 23-14400 approved a contract with Western States Oil (Agreement) for a one year term, October 1, 2023 to October 1, 2024 for $1,050,000; and
WHEREAS, Project 3118 Fueling System Replacement is in progress, precluding the City from a regular schedule of deliveries; and
WHEREAS, Western States Oil has been supplying fuel to the City since the start of Project 3118 and is familiar with the variabilities that occur in quantity and frequency of deliveries; and
WHEREAS, the City is proposing to execute an amendment to the Agreement (First Amendment), extending the contract for six months without changes to current contract pricing or terms; and
WHEREAS, the City Council adopted Resolution No. 24-14489, which approved funding for gasoline fuel purchases for Fleet Maintenance and Marina as a part of the Fiscal Year 2024/25 Operating Budget.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby authorizes the City Manager to execute a First Amendment to the Agreement with Western States Oil in the amount of $525,000. 415
Resolution No. 24- Page 2 of 2 September 16, 2024
PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
________________________
Juan Antonio Banales, Mayor
ATTEST:

Alice E. Evenson, City Clerk
416

FIRST AMENDMENT TO

CONTRACT FOR BULK GASOLINE SERVICES BETWEEN

CITY OF PITTSBURG AND

WESTERN STATES OIL
THIS First Amendment to the Principal Agreement made and entered into on October 1, 2023, hereafter referred to as Agreement, between Western States Oil, a California limited liability company, therein referred to as Contractor, and the City of Pittsburg, a municipal corporation, therein referred to as City, is made and entered into on this 1
ST day of October, 2024.

WHEREAS, the parties entered into an Agreement for bulk gasoline delivery services; and
WHEREAS, the parties desire to extend the term of the agreement and increase the compensation amount accordingly.

NOW, THEREFORE, Contractor and City do mutually agree as follows:

1. Term. Section 1.1 of the Agreement term is hereby amended to read as follows:

The term of this Agreement shall begin on the Effective Date and shall end on April 1, 2025 or the date the Contractor completes the services specified in Exhibit A, whichever occurs first, unless the term of the Agreement is otherwise terminated or extended, as referenced herein

2. Compensation. Section 2 of the Agreement is hereby amended to read as follows:

City hereby agrees to pay Contractor a sum not to exceed one million five-hundred seventy-five thousand dollars ($1,575,000), as set forth in Exhibit A, attached hereto and incorporated herein for services to be performed and reimbursable expenses incurred under this Agreement. This dollar amount is not a guarantee that the City will pay that full amount to the Consultant, but is merely a limit of potential City expenditures under this Agreement.

3. Exhibit A Compensation Schedule. Exhibit A is hereby replaced with Exhibit A of this First Amendment.

4. Integration. This First Amendment contains the entire agreement between the parties with respect to its subject matter and supersedes whatever oral or written understanding they may have had prior to the execution of this First Amendment. This First Amendment shall not be amended or modified except by a written agreement executed by each of the parties. Except as specifically revised herein, all terms and conditions of the Agreement shall remain in full force and effect, and Contractor shall perform all duties, obligations and conditions required under the Agreement.

5. Inconsistencies. In the event of any conflict or inconsistency between the Docusign Envelope ID: 6719CF47-B0C8-430D-B48A-422945FCD587 417
provisions of this First Amendment and the Agreement, the provisions of this First Amendment shall control in all respects.

6. Ambiguities. The parties have each carefully reviewed this First Amendment and have agreed to each term of this First Amendment. No ambiguity shall be presumed to be construed against either party.

7. Counterparts. This First Amendment may be executed by the parties in one or more counterparts all of which collectively shall constitute one document and agreement.

8. Authority. The person signing this First Amendment for Contractor hereby represents and warrants that he or she is fully authorized to sign this First Amendment on behalf of Contractor.

IN WITNESS WHEREOF, the parties have entered into this First Amendment on the day and year first hereinabove appearing.

CONTRACTOR:

WESTERN STATES OIL, a limited liability
company
By:

Robin Jackson, Director of Fuel Sales
CITY:

CITY OF PITTSBURG, a municipal
corporation of the State of California
By:

Garrett Evans, City Manager
APPROVED AS TO FORM:

By:

Donna Mooney, City Attorney
ATTACHMENT [1]
Docusign Envelope ID: 6719CF47-B0C8-430D-B48A-422945FCD587 418

EXHIBIT A

COMPENSATION SCHEDULE
Oil Price Information Service (OPIS) San Jose Daily Rack Average Price plus $.19354 The total compensation from October 1, 2023 to April 1, 2025 shall not exceed $1,575,000.00.

The total compensation from October 1, 2024 to April 1, 2025 shall not exceed $525,000.00.

Docusign Envelope ID: 6719CF47-B0C8-430D-B48A-422945FCD587 419

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of a City Council Resolution Allocating American Rescue Plan Act Funds to the Citywide Full Trash Capture Project and Authorizing the Negotiation and Execution of an Agreement With Revel Environmental Manufacturing
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City has a requirement under Provision C.10 of the National Pollutant Discharge Elimination Systems Municipal Regional Stormwater Permit to ensure that lands that drain to storm drain inlets are equipped with Full Trash Capture Systems or are managed with trash capture discharge control actions equivalent to or better than full trash capture devices.

FISCAL IMPACT
Adoption of the Resolution will allocate $200,000 of American Rescue Plan Act (ARPA) Funds to the project. These funds have been designated for this use.

RECOMMENDATION
Staff recommends the City Council adopt the attached resolution to allocate $200,000 of ARPA funds to the Citywide Full Trash Capture Project and authorize the negotiation and execution of an agreement with Revel Environmental Manufacturing, Inc. to purchase and install the full trash capture devices for an amount not to exceed $200,000.

BACKGROUND
The City of Pittsburg’s Clean Water Division is responsible for complying with the California Regional Water Quality Control Board San Francisco Bay Region Municipal Regional Stormwater NPDES Permit Order No. R2-2022-0018 and NPDES Permit No. CAS612008.

As of May 1, 2022, Provision C.10 Trash Load Reduction has set forth a requirement, including mandatory minimum full trash capture systems, to meet the goal of 100 percent trash load reduction or no adverse impact to receiving waters from trash by June 30, 2025. 420
On August 1, 2024, the City received a proposal for 264 Full Trash Capture devices from Revel Environmental Manufacturing, Inc. that includes the purchase and installation of the devices

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.

STAFF ANALYSIS
By July 1, 2025, the City will have an obligation to ensure that private lands that are moderate, high, or very high trash generating, and that drain to storm drain inlets that are plumbed to the City’s storm drain system are equipped with full trash capture systems or are managed with trash discharge control actions equivalent to or better than full trash capture systems in order to be compliant with the 100 percent trash load reduction or no adverse impact to receiving waters.

Revel Environmental Manufacturing, Inc. is the only company that can send staff to measure, manufacture and install these devices.

ATTACHMENTS: Resolution
Exhibit I- Revel Environmental Manufacturing, Inc. Proposal Report Prepared By: April Chamberlain, Administrative Analyst II 421

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter of:

Allocating American Rescue Plan Act Funds )
To the Citywide Full Trash Capture Project and )
Authorizing the Negotiation and Execution of ) RESOLUTION NO. 24- An Agreement with Revel Environmental )
Manufacturing, Inc. )
WHEREAS, the City has a requirement under Provision C.10 of the National Pollutant Discharge Elimination Systems Municipal Regional Stormwater Permit to ensure that lands that drain to storm drain inlets are equipped with Full Trash Capture Systems or are managed with trash capture discharge control actions equivalent to or better than full trash capture devices; and
WHEREAS, the City of Pittsburg’s Clean Water Program is responsible for complying with the California Regional Water Quality Control Board San Francisco Bay Region Municipal Regional Stormwater NPDES Permit Order No. R2-2022-0018 and NPDES Permit No. CAS612008; and
WHEREAS, as of May 1, 2022, Provision C.10 Trash Load Reduction has set forth a requirement, including mandatory minimum full trash capture systems, to meet the goal of 100 percent trash load reduction or no adverse impact to receiving waters from trash by June 30, 2025; and
WHEREAS, on August 1, 2024, the City received a proposal for 264 full trash capture devices from Revel Environmental Manufacturing, Inc. that includes the purchase and installation of the devices which upon installation, will support the City’s efforts in becoming compliant with Provision C.10.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby allocates $200,000 in American Rescue Plan Act funds to the Citywide Full Trash Capture Project and authorizes the City Manager to negotiate and execute an agreement with Revel Environmental Manufacturing, Inc for the purchase and installation of the full trash capture devices.

PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
____________________________
Juan Antonio Banales, Mayor
ATTEST:
_____________________________
Alice E. Evenson, City Clerk
422

ESTIMATE
DATE
8/1/2024
ESTIMATE NO.
18778
Name / Address
City of Pittsburg
Finance Department - A/P
65 Civic Ave
Pittsburg, CA 94565-3814
Project
City of Pittsburg
Various locations
P.O. NUMBER TERMS
Net 30
REP
MJS
Ship VIA
TOTAL
Subtotal
Sales Tax (9.25%)

ITEM CODE DESCRIPTION QTY COST TOTAL
REM TRITON PERF-F... REM TRITON PERF-FTC Trash Capture devices. (Configured with Trash Capture 5 mm perforated stainless steel screen.) 264 485.00 128040.00T
Installation Chg Furnish and Install REM FTC devices.. 264 225.00 59,400.00 $199,283.70
$187,440.00
$11,843.70
423

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of a City Council Resolution Authorizing the City Manager to Execute a Consulting Services Agreement for Urban Forest Management and Tree Inventory Services
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City proposes to enter into a consulting services agreement (Agreement) for urban forest management and tree inventory services with PlanItGeo, Inc. (PlanIt Geo).

FISCAL IMPACT
There is no fiscal impact from this action. The Agreement with PlanIt Geo is funded by the Urban and Community Forestry Grant Program Funds (Project 3091). This is an appropriate use of these funds.

RECOMMENDATION
City Council adopt the attached Resolution authorizing the City Manager to execute an Agreement with PlanIt Geo in an amount not to exceed $965,000 for the grant period ending in March 2029.

BACKGROUND
On December 18, 2023, the City Council adopted Resolution 23-14412, accepting $2,000,000 from the U.S. Department of Agriculture Forest Service’s Urban Forest Management Lauch Project (Grant). Grant funding includes reimbursement for an urban forest management plan and tree inventory services with no matching funds are required.

The project consists of a tree inventory, tree canopy analysis, City tree ordinance review and recommendations, and tree care recommendations for removal, replacement, planting and pruning (collectively, the “Project”). In order to implement the Project, staff require the services of a company that specializes in urban and community forestry, tree inventory and software, and urban forest management plan development. 424
In April 2024, staff solicited proposals from qualified firms. A total of five companies submitted responses to the request for proposal. Davey Resource Group (Davey) was first selected through the competitive process; however, a contract could not be negotiated for various reasons. As a result, PlanIt Geo is the subsequent service provider chosen through the competitive process.

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.

STAFF ANALYSIS
The urban forest provides a variety of benefits to the community and plays a key role in mitigating urban heat islands, reducing electricity bills, improving air quality, reducing stormwater runoff and flooding damage, and improving overall emotional, psychological, and physical health. In order to establish and maintain the stream of benefits potentially provided by an urban forest, the community's trees need to be well planned-for and managed over the long term. Implementing a tree inventory and management plan can help establish and maintain a healthy forest that continually delivers social, environmental, and economic advantages to the City.

PlanIt Geo has thoroughly reviewed the agreement and requirements, and confirmed their ability to agree to the terms for this Project. PlanIt Geo offers similar services to Davey with equally knowledgeable and skilled staff, user-friendly inventory software, competitive pricing, and has experience working on similar projects of this size and scope in nearby cities.

ATTACHMENTS: Resolution
Consulting Services Agreement
Report Prepared By: Natasha Farmer, Public Works Administrative Analyst II 425

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter Of:

Authorizing the City Manager to )
Execute a Consulting Services )
Agreement for Urban Forest ) RESOLUTION NO. 24-
Management and Tree Inventory )
Services )
WHEREAS, the City is the recipient of the U.S. Department of Agriculture Forest Service’s Urban Forest Management Launch Program grant funds (Grant); and WHEREAS, in order to execute the project which consists of a tree inventory, tree canopy analysis, City tree ordinance review and recommendations, and tree care recommendations for removal, replacement, planting and pruning (collectively, the “Project”), staff requires the services of a company that specializes in urban and community forestry, tree Inventory and software, and urban forest management plan development; and
WHEREAS, in April 2024, staff solicited and received proposals for the implementation of the Project and PlanIt Geo is the service provider chosen; and WHEREAS, funding for the consulting services agreement with PlanIt Geo is available through the Grant.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby authorizes the City Manager to execute the consulting services agreement with PlanIt Geo.

PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
_______________________________
Juan Antonio Banales, Mayor
ATTEST:
_______________________________
Alice E. Evenson, City Clerk
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CONSULTING SERVICES AGREEMENT BETWEEN

THE CITY OF PITTSBURG AND

PLANIT GEO, INC
THIS Agreement (“Agreement”) for consulting services is made by and between the City of Pittsburg (“City”) and PlanIt Geo, Inc., a Colorado corporation (“Consultant”) (together referred to as the “Parties”) as of September 15, 2024 (the “Effective Date”).

Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Work attached as Exhibit A, and incorporated herein, at the time and place and in the manner specified therein.

1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall end on March 31, 2029, unless the term of the Agreement is otherwise terminated or extended, as referenced herein.

1.2 Standard of Performance. Consultant shall perform all services required pursuant to this Agreement according to the standards observed by a competent practitioner of the profession in which Consultant is engaged.

1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, requests in writing the reassignment of any such persons to ensure Consultant performs services in accordance with the Standard of Performance, Consultant shall, immediately upon receiving City’s request, reassign such persons.

1.4 Time. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided herein above and to satisfy Consultant’s obligations hereunder.

Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed nine hundred sixty-five thousand dollars ($965,000), as set forth in Exhibit B, attached hereto and incorporated herein for services to be performed and reimbursable expenses incurred under this Agreement. This dollar amount is not a guarantee that the City will pay that full amount to the Consultant, but is merely a limit of potential City expenditures under this Agreement.

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and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement.

2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed and reimbursable costs incurred prior to the invoice date.

Invoices shall contain the following information, unless waived by the City Manager, or his or her designee:
▪ Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
▪ The beginning and ending dates of the billing period; ▪ A Task Summary containing the original contract amount, the amount of prior billings, the total due this period, the balance available under the Agreement, and the percentage of completion; ▪ At City’s option, for each work item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person doing the work, the hours spent by each person, a brief description of the work, and each reimbursable expense;
▪ The total number of hours of work performed under the Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing services hereunder;
▪ The Consultant’s signature.

2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed, and for authorized reimbursable costs incurred. City shall pay undisputed invoices that comply with the above requirements within 30 days from the receipt of the invoice.

2.3 Final Payment. Consultant shall submit its final invoice within 60 days of completing its services. Consultant’s failure to submit its final invoice within this 60 day period shall constitute Consultant’s waiver of any further billings to, or payments from, City.

2.4 Reimbursable Expenses. Reimbursable expenses, if any, are specified in Exhibit B and included in the total compensation referenced in Section

2. Expenses not listed in Exhibit B are not chargeable to, or reimbursable by, City.

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2.5 Payment of Taxes. Consultant is solely responsible for the payment of all federal, state and local taxes, including employment taxes, incurred under this Agreement.

2.6 Authorization to Perform Services. The Consultant is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of a written authorization from the City Manager, or his or her designee.

Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement Section 4. INSURANCE REQUIREMENTS. Before beginning any services under this Agreement, Consultant, at its own cost and expense, shall procure the types and amounts of insurance specified herein and maintain that insurance throughout the term of this Agreement. The cost of such insurance shall be included in the Consultant’s bid or proposal. Consultant shall be fully responsible for the acts and omissions of its subcontractors or other agents.

4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Consultant in the amount required by applicable law. The requirement to maintain Statutory Workers’ Compensation and Employer’s Liability Insurance may be waived by the City upon written verification that Consultant is a sole proprietor and does not have any employees and will not have any employees during the term of this Agreement.

4.2 Commercial General and Automobile Liability Insurance.

4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than $2,000,000 per occurrence and $4,000,000 aggregate, combined single limit coverage for risks associated with the work contemplated by this Agreement.

4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (most recent edition) covering comprehensive General Liability on an “occurrence” basis.

Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 (most recent edition) covering any auto (Code 1), or if Consultant has no owned Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 429
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autos, hired (code 8) and non-owned autos (Code 9). No
endorsement shall be attached limiting the coverage.

4.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
a. The Commercial General and Automobile Liability Insurance shall cover on an occurrence basis.
b. City, its officers, officials, employees, agents, and volunteers shall be covered as additional insureds for liability arising out of work or operations on behalf of the Consultant, including materials, parts, or equipment furnished in connection with such work or operations; or automobiles owned, leased,
hired, or borrowed by the Consultant. Coverage can be
provided in the form of an endorsement to the Consultant’s insurance at least as broad as CG 20 10 11 85, or both CG 20 10 10 01 and CG 20 37 10 01.
c. For any claims related to this Agreement or the work hereunder, the Consultant’s insurance covered shall be
primary insurance as respects the City, its officers, officials, employees, agents, and volunteers. Any insurance or selfinsurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the
Consultant’s insurance and non-contributing.
d. The policy shall cover inter-insured suits and include a “separation of Insureds” or “severability” clause which treats each insured separately.
e. Consultant agrees to give at least 30 days prior written notice to City before coverage is canceled or modified as to scope or amount.

4.3 Professional Liability Insurance.

4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing work pursuant to this Agreement in an amount not less than $1,000,000 per occurrence or claim covering the Consultant’s errors and omissions.

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4.3.2 Claims-made limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement or the work.
c. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of this Agreement, Consultant must purchase an extended period coverage for a minimum of five (5) years after completion of work under this Agreement. d. A copy of the claim reporting requirements must be
submitted to the City for review prior to the commencement of any work under this Agreement.

4.4 All Policies Requirements.

4.4.1 Submittal Requirements. Consultant shall submit the following to City prior to beginning services:
a. Certificate of Liability Insurance in the amounts specified in this Agreement; and
b. Additional Insured Endorsement as required for the General Commercial and Automobile Liability Polices.

4.4.2 Acceptability of Insurers. All insurance required by this Agreement is to be placed with insurers with a Bests' rating of no less than A:VII.

4.4.3 Deductibles and Self-Insured Retentions. Insurance obtained by the Consultant shall have a self-insured retention or deductible of no more than $100,000.

4.4.4 Wasting Policies. No policy required herein shall include a “wasting” policy limit (i.e. limit that is eroded by the cost of defense).

4.4.5 Waiver of Subrogation. Consultant hereby agrees to waive subrogation which any insurer or contractor may require from Consultant by virtue of the payment of any loss. Consultant agrees Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 431
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to obtain any endorsements that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant, its employees, agents, and subcontractors.

4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for
subcontractors shall be subject to all of the requirements stated herein, and Consultant shall ensure that City, its officers, officials, employees, agents, and volunteers are covered as additional insured on all coverages.

4.4.7 Excess Insurance. If Consultant maintains higher insurance limits than the minimums specified herein, City shall be entitled to coverage for the higher limits maintained by the Consultant.

4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option: 1) obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement; 2) order Consultant to stop work under this Agreement and withhold any payment that becomes due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof; and/or 3) terminate this Agreement.

Section 5. INDEMNIFICATION AND CONSULTANT’S RESPONSIBILITIES.

5.1 General Requirement. To the fullest extent permitted by law, Consultant shall indemnify, defend with counsel acceptable to City, and hold harmless City and its officers, officials, employees, agents and volunteers (collectively, “Indemnitees”) from and against any and all liability, loss, damage, claims, expenses, and costs, including without limitation, attorney’s fees, costs and fees of litigation, (collectively, “Liability”) of every nature arising out of or in connection with Consultant’s performance of the services under this Agreement, or its failure to comply with any of its obligations contained in this Agreement, or its failure to comply with any applicable law or regulation, except such Liability caused by the sole negligence or willful misconduct of City.

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Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Consultant from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply to any damage or claims for damages whether or not such insurance policies shall be determined to apply.

5.2 PERS Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Section 6. STATUS OF CONSULTANT.

6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City.

6.2 Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever.

Section 7. LEGAL REQUIREMENTS.

7.1 Governing Law. The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with all laws applicable to the performance of the work hereunder. Consultant shall also, to the extent required by the California Labor Code, pay not less than the latest prevailing wage rates as determined by the California Department of Industrial Relations.

7.3 Licenses and Permits. Consultant represents and warrants to City that Consultant and its employees, agents, and any subcontractors have, and will maintain at their sole cost and expense, all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. In addition to the foregoing, Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 433
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Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City.

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

Section 8. TERMINATION AND MODIFICATION.

8.1 Termination. Upon ten days’ prior written notice, City may cancel this Agreement at any time and without cause upon such written notification to Consultant. In the event of termination, Consultant shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or the City in connection with this Agreement.

8.2 Amendments. The parties may amend this Agreement only by a writing signed by the parties hereto.

8.3 Assignment and Subcontracting. City and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant’s unique personal competence, experience, and specialized personal knowledge.

Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Consultant. Consultant may not assign this Agreement or any interest therein without the prior written approval of the City Manager, or his or her designee. Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the City Manager, or his or her designee.

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8.4 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant, including but not limited to the provisions of Section 5, shall survive the termination of this Agreement.

8.5 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City’s remedies shall include, but not be limited to, the following:

8.5.1 Immediately terminate the Agreement;

8.5.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement;

8.5.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant; or

8.5.4 Charge Consultant the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had completed the work, provided that such charges do not exceed $50,000.

8.5.5 The remedies mentioned in this Agreement are not exclusive of any other right, power or remedy permitted by law. The City’s failure or delay in exercising any remedy shall not constitute a waiver of such remedy or preclude the further exercise of City’s rights.

Section 9. KEEPING AND STATUS OF RECORDS.

9.1 Records Created as Part of Consultant’s Performance. All final versions of reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of the City.

Consultant hereby agrees to deliver those documents to the City upon termination of the Agreement, and the City may use, reuse or otherwise dispose of the documents without Consultant’s permission. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the City and are not necessarily suitable for any future or other use. City and Consultant agree that, until final approval by City, all data, plans, specifications, reports and other Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 435
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documents are confidential drafts and will not be released to third parties by Consultant without prior written approval of City.

9.2 Consultant’s Books and Records. Consultant shall maintain any and all records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of 3 years, or for any longer period required by law, from the date of final payment to the Consultant to this Agreement. All such records shall be maintained in accordance with generally accepted accounting principles and shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City. Pursuant to Government Code Section 8546.7, the Agreement may be subject to the examination and audit of the State Auditor for a period of 3 years after final payment under the Agreement.

Section 10 MISCELLANEOUS PROVISIONS.

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

10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of California in Contra Costa County or in the United States District Court for the Northern District of California.

10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement.

10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement.

10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties.

10.6 Conflict of Interest. Consultant may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 436
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of location, would place Consultant in a “conflict of interest,” as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 et seq.

Consultant shall not employ any City official in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 et seq.

10.7 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or interview related to this Agreement, either orally or through any written materials.

10.8 Notices. Any notice, demand, request, consent or approval that either party is required to give the other pursuant to this Agreement, shall be in writing and may be given by either (i) personal service, or (ii) certified United States mail, postage prepaid, return receipt requested. Notice shall be effective upon personal delivery or delivery to the addresses specified below, as reflected on the receipt of delivery or return receipt, as applicable.

Consultant: PlanIt Geo
P.O. Box 1334
Wheat Ridge, CO 80034
City: City of Pittsburg
65 Civic Avenue
Pittsburg, CA 94565
ATTN: City Manager

10.9 Professional Seal. Where applicable in the determination of the City Manager, or his or her designee, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled “Seal and Signature of Registered Professional with report/design responsibility.”

10.10 Integration. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibits A and B represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral.

To the extent there are any inconsistencies between this Agreement, the Exhibits, and Consultant’s proposal, the Agreement shall control. To the Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 437
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extent there are any inconsistencies between the Exhibits and the Consultant’s Proposal, the Exhibits shall control.

Exhibit A Scope of Services
Exhibit B Compensation Schedule

10.11 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

10.12 Construction of Agreement. Each party hereto has had an equivalent opportunity to participate in the drafting of the agreement and/or to consult with legal counsel. Therefore, the usual construction of an agreement against the drafting party shall not apply hereto.

10.13 No Third Party Beneficiaries. This Agreement is made solely for the benefit of the parties hereto, with no intent to benefit any third parties.

The Parties have executed this Agreement as of the Effective Date.

CITY OF PITTSBURG PLANIT GEO, INC.
____________________________ ______________________________ Garrett Evans, City Manager Stephen Bay, President / COO Approved as to Form:
____________________________
Donna Mooney, City Attorney
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EXHIBIT A

SCOPE OF SERVICES
Services shall begin in September, 2024. All work on this project must be completed by December 31, 2028.
a. The project area includes the entire City, which covers approximately 18 square miles of land. b. Consultant shall provide monthly updates on progress made in each aspect of the contract, including a summary of outputs.
c. Consultant shall provide a reproducible color version of the final, City-Council adopted Plan.

Part A: Tree Inventory Services
The City manages an estimated 60,000 trees. Consultant shall perform specific tree canopy analysis for City-managed trees in streets, parks, trails, tree wells, medians and right-of-way planting strips. “City-managed tree” may be identified as owned by the City, or particular circumstances where the City has done work on the tree.

The tree inventory data will be used to inform the Urban Forest Management Plan. The plan will assess the current state of the urban forest and identify the most strategic opportunities to protect and enhance the City’s tree resources. The tree inventory data will also be used to educate the citizens of the City on the benefits of their urban canopy and help them to take an active stewardship role in the care and enhancement of the urban forest. a. Consultant shall provide a tree inventory and management software system. The system must provide tree mapping software similar to GIS mapping that has the capability of mapping and prioritizing tree care in Pittsburg for city managed trees. The purpose of the mapping service will be for Public Works staff to utilize the software following the completion of the plan. The software must be available for information updates, such as new trees planted, tree pruning and tree removals. All software must be cloud-based/web- based. Consultant shall coordinate with City staff for installation of all software. GIS integration is preferred. - Software must be able to provide assessment of all city trees to determine the overall structure of the tree population and to calculate carbon sequestration and energy savings. - Provide software training to City Staff
b. The contractor is required to use an ISA certified team to inventory all City managed trees and public planting areas.
c. The inventory shall be conducted to include all trees maintained by the City including:
- Trees located along City right-of-way
- Trees on City facilities
- Trees in City Parks
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d. Develop a complete inventory and health condition analysis of the City’s trees including identification of dead, dying, and/or diseased trees, young trees and current health and maintenance needs. Currently the City has no inventory or tree data. e. Conduct a comprehensive canopy assessment and GIS land cover mapping to address, Historic Change, Ecosystem Services, Priority Planting Plan with Tree Placement Model, Socio-Economic Analysis, Urban Heat Island mapping, Pollution and Relative Tree Health assessment, Climate Vulnerability, Asthma reduction steps, and Stormwater Analysis. The urban heat assessment should incorporate social vulnerability maps such as CalEnviroScreen, Green Zones, and Equity Atlas. Other urban heat data sources should be considered/utilized.
f. Using the criteria from the urban heat assessment and tree inventory data, develop a map of priority tree planting areas.
g. Set targets for tree canopy and shade and the estimated timeline for achieving targets.

Part B: Urban Forest Management Plan
Once the tree inventory has been completed Consultant shall review and analyze the data to assess the current status of the city’s urban forest; determine the health, viability, and condition of the City’s urban forest. Consultant shall provide an outline of a plan to develop the Urban Forest Management Plan. Consultant shall attend public meetings which shall be held virtually or Inperson. Consultant shall perform the following:
a. Meet with City staff to review the scope of work, desired deliverables, schedules and identify the criteria for documenting and developing the City’s Urban Forest Management Plan. b. Build consensus and a vision from all community stakeholders, including homeowners, businesses, schools, City staff and City Council on a desirable, achievable and sustainable future urban forest.
c. Facilitate at a minim two (2) public meetings, one focusing on youth input d. Present at a minimum of (1) Subcommittee Commission meeting. e. Present at a minimum of (1) City Council meeting.
f. Use analysis from tree inventory on areas such as streets, parks, trails, tree wells, medians and right-of-way planting strips to determine the optimal size and species of trees to plant for maximum environmental benefits.
g. Assess the status of the City’s urban forest and identify ecologically sound tree care and maintenance practices, establish regular pruning cycles and pest control, yearly tree mitigation plantings, community involvement opportunities, and policies and procedures. h. Review city tree ordinances, city street tree planting list, city processes, tree care standards, written policies and procedures for consistency with industry best practices. Provide recommendations for updates to the city tree ordinances. The ordinances are at Pittsburg Municipal Code Sections [12.32, 18.84.825-870, 15.88 ]. i. Provide a recommended vision for the City’s tree canopy that can serve as a guide for the next 5-10 years, 20 years and 40 years. This should include establishing long-term goals for the expansion of the tree-canopy by setting achievable tree planting targets.

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j. Develop a data-informed Early Action and Priority Tree Planting Plan taking into consideration areas that may need irrigation or irrigation repair. k. Integrate the Urban Forest Management Plan with city tree ordinances and the General Plan. l. Provide analysis of the City’s tree canopy with similar cities in California or city’s of similar size.
m. Identify city management team and organizational structure required to effectively implement the Plan; estimate annual city budget needed to effectively achieve annual work plans and goals.
n. Prepare a draft plan for City review and incorporate City comments in the final plan. o. Provide training to the Public Works staff who will be responsible for administering the Urban Forest Management Plan.
p. Best practices established by CAL FIRE are recommended Scope of Work will be performed in accordance with PlanIt Geo Proposal submitted on May 6, 2024
A new timeline of services will be established due to contract execution delays

TASKS & DELIVERABLES

TREE INVENTORY AND URBAN HEAT ASSESSMENT / CANOPY
Task 1.1 Tree inventory and Software
Task 1.2 Tree data assessments (canopy coverage, urban heat, eco benefits, etc.) Task 1.3 Priority planting areas (1 year, 10 year and beyond) Task 1.4 Goals for tree canopy

OUTREACH AND ENGAGEMENT
Task 2.1 Outreach Plan
Task 2.2 Education/Training Recommendations

IMPLEMENTATION PLAN
Task 3.1 Identify challenges, principles, goals
Task 3.2 Tree species and management recommendations
Task 3.3 Recommended tree infrastructure team
Task 3.4 Budget and revenue for tree work
Task 3.5 Revisions to City ordinances or policy

MAINTENANCE PLAN
Task 4.1 Tree planting implementation
Task 4.2 Tree maintenance implementation
Task 4.3 Managing hazards of declining trees and tree removal Task 4.4 Infrastructure issues
Task 4.5 Maintenance record keeping
Task 4.6 Key performance indicators
Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 441
Consulting Services Agreement between August 23, 2024
City of Pittsburg and PlanItGeo, Inc. Page 4 of 5

EXHIBIT B

COMPENSATION SCHEDULE
*TreePlotter Software term past 3 years TBD
Total cost of all work not to exceed $965,000
Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 442
Consulting Services Agreement between August 23, 2024
City of Pittsburg and PlanItGeo, Inc. Page 5 of 5
CERTIFICATE OF COMPLIANCE WITH LABOR CODE § 3700
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.

PLANIT GEO, INC.

By:

Title: President/COO
Docusign Envelope ID: 15990F8F-AD07-4836-B20A-27A180CF081E 443

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of City Council Resolution Authorizing the City Manager to Negotiate and Execute a Contract for the Purchase of a Water Valve Turning Machine
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City maintains a fleet of vehicles and equipment necessary for maintenance of the City’s infrastructure, including a water valve turning machine that is over fourteen years old and needs replacement.

FISCAL IMPACT
There is no fiscal impact. The City Council approved sufficient funds for the purchase of the water valve turning machine with adoption the City’s Operating Budget for Fiscal Year 2024/25 (Resolution 24-14489), including the Water Operations – Water Lines (501-44101).

This is an appropriate use of these funds.

RECOMMENDATION
City Council adopt the attached Resolution authorizing the City Manager to negotiate and execute a purchase contract with Wachs Utility Products for a not to exceed amount of $100,000, for purchase of a trailer-mounted long-reach water valve turning machine.

BACKGROUND
The City of Pittsburg’s water infrastructure consists of a complex network of pipes, valves, and fire hydrants that require regular maintenance to ensure efficient operation. One of the critical components of this network is valves, which regulate the flow of water through the City’s water lines. As valves age they become less effective in isolating given areas of the City’s water system. The valve raisers are vulnerable to debris build up over time. Regular valve exercise can extend the life of these valves and prevent costly repairs in the future. In the event of a water main break, it is essential that these water valves are in good operating condition to isolate and shut off water in the affected areas. 444
The water valve turning machine provides the necessary cleaning for the valve raisers.

Additionally, the 250-gallon spoils tank provides ample capacity for smaller tasks such as potholing for buried utilities and cleaning out water main valve boxes. The current valve turning machine is over fourteen (14) years old and no longer provides reliable service. The purchase of a trailer-mounted long-reach water valve turning machine will enable Public Works to continue inspecting and exercising the system valves and assist field crews in isolating leaks for more timely repairs.

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.

STAFF ANALYSIS
Staff identified the specifications a water valve turning machine would need to maintain the City’s water infrastructure. Wachs Utility Products is the only vendor in the region able to provide a water valve turning machine with the needed specifications to meet all the City’s requisites.

ATTACHMENTS: Resolution
Wachs Utility Products Quote
Report Prepared By: Shannon Tully, Public Works Administrative Assistant 445

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter of:

Authorizing the City Manager to Negotiate )
And Execute a Contract for the Purchase ) RESOLUTION NO. 24- Of a Water Valve Turning Machine )
WHEREAS, the City of Pittsburg’s water infrastructure consists of a complex network of pipes, valves, and fire hydrants that require regular maintenance of valve raisers to ensure efficient operation; and
WHEREAS, the City’s current valve turning machine is over fourteen (14) years old and no longer provides reliable service; and
WHEREAS, the City Council approved sufficient funds for the purchase of water equipment with the adoption of the City’s Operating Budget for Fiscal Year 2024-25 (Resolution 24-14489); and
WHEREAS, Wachs Utility Products’ trailer-mounted long-reach water valve turning machine is the only equipment in the region that meets the City’s required specifications.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby authorizes the City Manager to negotiate and execute a contract with Wachs Utility Products, Inc. in an amount not to exceed $100,000, for the purchase of a trailer-mounted long-reach water valve turning machine.

PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Juan Antonio Banales, Mayor
ATTEST:

Alice E. Evenson, City Clerk
446

Page 1 of 2 ends

Estimated Delivery: 6 Weeks ARO
Valid Through: 9/27/2024
FCA Origin
Net 30
CD219681
7/29/2024
Shipping Terms:

Payment Terms:

Quotation Number:

Date:

City of Pittsburg
65 Civic Ave.

Pittsburg, CA 94565
TO: Freddy Rivera
Quotation
Reference: CD210917
E.H. Wachs is pleased to offer the following quotation.

Item Number Description Qty U/M Disc%
Unit Price
(USD)
Line Total
(USD)
Standard LX (Gas) – VMT (RH): Single turner valve maintenance trailer; EA 1 81,995.00 80,355.10 includes Wachs 750 Ft/lb (1020 Nm) Extended Reach Valve operator for those preventive maintenance activities, telescoping valve key and Wachs ruggedized TC-100 with GPS controller/datalogger. A 27 HP (20 kW) gasoline powered Kohler overhead cam air cooled engine provides ample power for all contained functions, including an auxiliary HTMA Class II circuit; 10 gallon (38 L) reservoir, fan cooled heat exchanger, continuous duty rated for 8 GPM (30.3 LPM) @ 2,000 PSI (140 bar). A positive displacement blower provides 500 CFM (14.2 cmm)-11" (280mm) Hg vacuum, with spoils containment provided by a 250 (950 L) gallon tank with power hydraulic dump (rear discharge) and latching rear door. Also driven from the common power train is a 2.5 GPM (9.5 LPM) @ 3000 PSI (210 bar) pressure washer system with 3 gallon (11.4 L) anti-freeze tank and 95 gallon (360 L) water tank.

Includes 2-1/2" (63.5mm), 1-1/4" (31.75mm) & 7/8” (22mm) suction wands and one each short and long wash-down guns. The LX package bundles the service light bar with arrow board, 45' (14 M) auxiliary hydraulic hose reel for operation of hydraulic power tools & Bluetooth tethering module (installed in ERV-750) for wireless communication between the exerciser and Controller/Data Logger and 24" (61cm) X 18" (46cm) x 18" (46cm) aluminum job box.
1 77-000-36 2.0%
2 SALES TAX Sales Tax EA 1 7,432.85 7,432.85
Field training - 1 day program. Training topics range from field operation of EA 1 2,495.00 0.00 the mechanical systems like hydro-excavation and Valve operator; to training of computerized controllers and preventive maintenance software like VITALS. Field crews and participants will be shown, in detail, standard procedures for safe and efficient operation and use of valve maintenance tools.
3 79-430-20 100.0%
Subtotal 87,787.95
Motor Freight 5,415.00
Total (USD) $93,202.95
~IMPORTANT~
(Pricing does NOT include SALES TAX!!!!) We collect sales tax in all but the following states: AK, DE, MT, OR and NH. If you are tax exempt, please supply your identification number and certificate with your order. If your exempt number is not on file, tax will be added to your order when purchasing.

To place an order:

Ken Redding
Inside Sales Rep
847-484-2773
[email protected]
For questions, technical support, or for rental availibilty:

Chris Damkoehler
Territory Manager - Northwest
424-304-4937
[email protected]
447

Page 2 of 2 ends

CD219681
7/29/2024
Quotation Number:

TO: Freddy Rivera Date:

Quotation
Sales of E.H. Wachs products and services are expressly limited to and made conditional on acceptance of its current Terms and Conditions of Sale, found at ehwachs.com (“Terms”). Any additional or different terms are hereby rejected. Commencement of work by E.H. Wachs or acceptance of delivery of products by you constitutes your acceptance of the Terms.
448

MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City’s water system distributes potable water utilizing meters to approximately 19,640 residential, commercial, industrial, and institutional customers. Public Works crews maintain the water meters and purchase necessary supplies under an annual contract with Badger Meter (formerly National Meter and Automation) of Milwaukee, Wisconsin.

FISCAL IMPACT
There is no fiscal impact. The City Council approved sufficient funds for the purchase of meter supplies with the adoption of the City’s Operating Budget for Fiscal Year (FY) 2024/25 (Resolution No. 24-14489), included within Water Operations (Fund 501).

RECOMMENDATION
City Council adopt the attached Resolution authorizing the City Manager execute a contract with Badger Meter for meter supplies in the amount of $300,000 at a unit price of no more than five percent higher than last FY.

BACKGROUND
The City’s Public Works Department operates a water system that distributes potable water to customers. A feature of this procedure includes a Badger Automatic Meter Reading (AMR) system, allowing for the diagnosis and reporting of accounts where there are leaks detected.

In addition to maintaining the current meters, Public Works crews are replacing outdated 1- 1/2” – 2” meters with Advanced Metering Infrastructure (AMI) cellular meters that assist in preventing water loss for both customers and the City.
449

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.

STAFF ANALYSIS
With an AMR system, meter readings and event data are transmitted via radio frequency to a mobile receiver during drive-by or walk-by readings. This data then synchronizes with the City’s billing system. Public Works staff is transitioning to Badger AMI cellular meters and products to update and enhance the current water system, identify the detection of leaks earlier, and provide a useful tool for water conservation.

Badger Meter, Inc., is the sole product distributor for the City’s water meters. During recent years, nearly every industry has seen an exceptional rise in costs of metals, materials, gas, and shipping. These increases have made it significantly more expensive to manufacture products, including those compatible with the City’s water system. Badger has offered to sell products this FY at no more than a five percent increase over last year’s prices due to the sharp inflation costs. Staff has reviewed the response to the City's request for the agreement submitted by Badger Meter, Inc. and has determined the five percent increase is reasonable for this equipment.

ATTACHMENTS: Resolution
Proposal from Badger
Report Prepared By: Shannon Tully, Public Works Administrative Assistant 450

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter of:

Authorizing the City Manager to )
Execute a Contract for Meter ) RESOLUTION NO. 24-
Supplies with Badger Meter, Inc. )
WHEREAS, the Public Works department operates a water system that utilizes meters to distribute potable water to approximately 19,640 residential, commercial, industrial, and institutional customers; and,
WHEREAS, an Automatic Meter Reading (AMR) system assists efforts of water conservation, improves system efficiency, and enhances customer service capabilities; and
WHEREAS, the City Council approved sufficient funds for the purchase of meter supplies with the adoption of the City’s Operating Budget for Fiscal Year (FY) 2024/25 (Resolution No. 24-14489); and
WHEREAS, sufficient funds are available in the Water Operating Fund (Fund 501); and
WHEREAS, Public Works staff is transitioning from AMR to Advanced Metering Infrastructure (AMI) cellular meters and products to update and enhance the current water system, identify the detection of leaks earlier, and provide a useful tool for water conservation; and
WHEREAS, Badger Meter, Inc., is the sole manufacturer and distributor for Badger supplies necessary to be compatible with the existing water system.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby authorizes the City Manager to execute a contract with Badger Meter, Inc., in the amount of $300,000, at unit prices no more than five (5) percent higher than last FY for meter supplies for FY 2024/25.

PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:

Juan Antonio Banales, Mayor
ATTEST:

Alice E. Evenson, City Clerk
451
452
453

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of a City Council Resolution Authorizing Execution of the Second Amendment to the Agreement with Western States Oil for Renewable Diesel
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City requires diesel fuel for vehicles and equipment to maintain operations and provide services to the public. The existing contract with Western States Oil for bulk renewable diesel (Agreement) expires on September 30, 2024. The amendment to the Agreement (Second Amendment) proposes a six-month extension without changes to current contract pricing or terms.

FISCAL IMPACT
Funding for the Second Amendment is available in the Fleet Maintenance (611-43201- 1361) and Marina Operations (550-41121-1361) accounts. The Second Amendment not only extends the Agreement for six months but also increases the contract amount by $252,500, which consists of $92,500 for Fleet Maintenance and $160,000 for Marina Operations.

RECOMMENDATION
City Council adopt the attached resolution authorizing execution of the Second Amendment to the Agreement with Western States Oil for the purchase of renewable diesel fuel for an amount not to exceed $252,500.

BACKGROUND
Staff regularly conducts a competitive public bid process to establish the rate for purchasing renewable diesel fuel. However, in order to take advantage of significantly better bulk fuel pricing, staff is using a “piggyback” purchase contract from Western States Oil with the terms and pricing established by the County of Santa Clara’s Renewable Diesel in its contract with Western States Oil of San Jose. The County of Santa Clara has undertaken competitive bidding process equivalent to or better than the requirements in the City’s 454
purchasing policy and awarded a contract to Western States Oil, LLC as its vendor for renewable diesel.

On September 19, 2022, Resolution 22-14171 approved the Agreement between the City and Western States Oil for the purchase of renewable diesel fuel during the period of October 1, 2022 to September 30, 2023 for the total amount of $340,000.

On October 2, 2023, Resolution 23-14382, approved the First Amendment to the Agreement, extending the term for one year, October 1, 2023 to September 30, 2024 for $505,000. The expectation was that during the term of the First Amendment, the fueling system replacement (Project 3118) would be completed. Project 3118 is still underway and is scheduled to be complete by the Spring 2025.

Removal of tanks has resulted in lower quantities of fuel delivered and has disrupted the schedule of regular fuel deliveries. Project 3118 completion date and other necessary details required for normal bidding procedures for a fuel contract are currently unknown, making the required bidding for normal purchasing procedures arbitrary at this time.

SUBCOMMITTEE FINDINGS
This item was not presented to a subcommittee.

STAFF ANALYSIS
The Public Works Department and the Marina division require large quantities of fuel, both Renewable Diesel and Renewable Diesel-Red, to maintain operational readiness.

The proposed Second Amendment will provide fuel for City vehicles and equipment, stationary equipment at the Water Treatment Plant, and at the Marina for resale to the Marina tenants and the boating public while Project 3118 is being completed.

Western States Oil has provided satisfactory service, delivering renewable diesel to City facilities for several years.

ATTACHMENTS: Resolution
Second Amendment to Agreement with Western States Oil for Diesel Report Prepared By: Natasha Farmer, Public Works Administrative Analyst II 455
Resolution No. 24- Page 1 of 2 September 16, 2024

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter of:

Authorizing Execution of the Second )
Amendment to the Agreement with ) RESOLUTION NO. 24-
Western States Oil for Renewable Diesel)
WHEREAS, the City requires diesel fuel for vehicles and equipment to maintain operations and provide service to the public; and,
WHEREAS, Santa Clara County conducted a competitive process that identified Western States Oil of San Jose as its vendor for diesel fuel supply and delivery; and WHEREAS, on September 19, 2022, Resolution 22-14171 approved a “piggyback” agreement with Western States Oil (Agreement) for renewable diesel at the same price as the County of Santa Clara for a period of one year, October 1, 2022 to September 30, 2023 for $340,000; and
WHEREAS, on October 2, 2023, Resolution 23-14382 approved an amendment to the Agreement (First Amendment), extending the term a period of one year, October 1, 2023 to September 30, 2024. The expectation was that during the term of the First Amendment, the fueling system replacement project (Project 3118) would be completed; and
WHEREAS, Project 3118 is still underway and is scheduled to complete by Spring 2025; and
WHEREAS, Western States Oil has provided satisfactory service delivering renewable diesel to City facilities over several years; and WHEREAS, the City is proposing to execute a second amendment to the Agreement (Second Amendment), further extending the contract for another six months without changes to current contract pricing or terms; and WHEREAS, on June 17, 2024, the City Council adopted Resolution 24-14489, which funded diesel fuel purchases for Fleet Maintenance and Marina Operations as a part of the Fiscal Year 2024/25 Operating Budget.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby authorizes the City Manager to execute the Second Amendment to the Agreement with Western States Oil in the amount of $252,500. 456
Resolution No. 24- Page 2 of 2 September 16, 2024
PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
_____________________________
Juan Antonio Banales, Mayor
ATTEST:
____________________________
Alice E. Evenson, City Clerk
457

SECOND AMENDMENT TO

RENEWABLE DIESEL FUEL AGREEMENT BETWEEN

CITY OF PITTSBURG

AND WESTERN STATES OIL
This Second Amendment to the City of Pittsburg Bulk Renewable Diesel for Fiscal Year 2022-2023 Agreement made and entered into on October 1, 2022, hereafter referred to as Agreement, between Western States Oil, a California limited liability company, therein referred to as Western States Oil, and the City of Pittsburg, a municipal corporation, therein referred to as City, is made and entered into on this 30th day of September, 2024.

WHEREAS, the County of Santa Clara in August, 2020, conducted a competitive bidding process meeting or surpassing the requirements of the City of Pittsburg Purchasing Policy, which resulted in a determination that Western States Oil submitted the lowest, responsive, responsible bid; and
WHEREAS, the County of Santa Clara and Western States Oil intend to extend their contract through February, 2026; and
WHEREAS, City staff seek to extend the duration of the Agreement, and “piggyback” on the County of Santa Clara contract by purchasing renewable diesel fuel at the price bid.

WHEREAS, City seeks to add or clarify certain terms of the Contract for purposes of applicability to City.

City and Western States agree as follows:

1. Compensation. Beginning October 1, 2024, Western States agrees to receive and accept the prices shown below with an additional $0.06427 to cover the haul differential as full compensation:
458
The total compensation from October 1, 2024 through March 31, 2025, shall not exceed $252,000.

2. Term. Article 6 of the Agreement is hereby amended to read as follows:

The work described in the Contract shall begin October 1, 2022, and shall terminate March 31, 2025, unless earlier terminated as provided in the Contract.

3. Governing Law and Venue. The laws of the State of California shall govern this Agreement and Contract No. CW2239583 (“Contract”). In the event that either party brings any action against the other under this Agreement or the Contract, the parties agree that trial of such action shall be vested exclusively in the state courts of California in Contra Costa County or in the United States District Court for the Northern District of California.

4. Workers’ Compensation. Western States shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Western States in the amount required by applicable law.

5. Compliance with Applicable Laws. Western States and any subcontractors shall comply with all laws applicable to the performance of the work hereunder. Western States shall also, to the extent required by the California Labor Code, pay not less than the latest prevailing wage rates as determined by the California Department of Industrial Relations.

6. Order of Precedence. In the event of any inconsistency between this Agreement and the Contract, the terms of this Agreement shall govern.

7. Representations. Western States represents and warrants that it is bound by all terms in Contract to the City to the same extent as to the County of Santa Clara except as set forth in this Agreement.
459
The Parties have executed this Agreement as of the Effective Date.

CITY OF PITTSBURG WESTERN STATES OIL, LLC
____________________________ ______________________________ Garrett Evans, City Manager Robin Jackson, Director of Sales Approved as to Form:
____________________________
Donna Mooney, City Attorney

460

OFFICE OF THE CITY MANAGER/EXECUTIVE DIRECTOR
65 Civic Avenue
Pittsburg, CA 94565
TO: Mayor and Council Members
FROM: Garrett Evans, City Manager
SUBJECT: Adoption of a City Council Resolution Authorizing Execution of a Contract with BNO Builders for San Marco Median Renovation MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
The City of Pittsburg Public Works Department is responsible for the maintenance care of medians and rights-of-way throughout the city. The City is proposing to execute a contract with BNO Builders (BNO) for renovating the landscape in the median along San Marco Boulevard.

FISCAL IMPACT
No new funds are requested. The renovation is funded by the Landscape Maintenance Master Plan (LMMP) Project No. 1756 budget. This is an appropriate use of these funds.

RECOMMENDATION
City Council adopt the attached Resolution authorizing the City Manager to execute a contract with BNO Builders in an amount not to exceed $195,010 for landscape renovation.

BACKGROUND
The Public Works Department is responsible for the care of City facilities and infrastructure, including routine and emergency maintenance of medians and rights-of-way throughout the city.

The City’s LMMP was created and presented in 2020 to guide the City’s landscaping maintenance operations and present a cohesive vision for the future. The LMMP was developed by staff and adopted by City Council by Minute Order on December 21, 2020, as a guide for prioritization of various projects to accomplish community goals for landscaping in parks, medians, and City Rights-of-Way.

General Fund Surplus generated Fiscal Year 20-21 enabled a $1.5m funding allocation to the LMMP which was adopted on June 20, 2022 as part of the Fiscal Year 2022-2023 461
Operating Budget. This funding is to implement projects specified in the 2020 LMMP, including landscape renovation projects to reduce labor hours, increase water and financial savings, and improve the overall landscape of the City. The San Marco Boulevard median landscape renovation was one project identified in the LMMP as a project that would meet several goals.

The median renovation consists of removing all lawns and plants from the current median, converting the spray irrigation to drip irrigation, and installing drought-tolerant and native plants appropriate for the microclimate. Replacing nonfunctional grass and lawns with drought-tolerant and native plants is a key part of increasing community resilience to climate change, improving water security, and adapting to a present and future with less water.

SUBCOMMITTEE FINDINGS
An update to the 2020 LMMP, including projects and planned use of funds, was presented to the Infrastructure and Transportation Subcommittee on December 15, 2023.

STAFF ANALYSIS
The project will take advantage of the Contra Costa Water District’s (CCWD) Lawn to Garden Rebate Program. CCWD offers rebates to customers for replacing their lawn with water-wise landscaping. Staff submitted an application for the San Marco median renovation to CCWD and the project was approved to receive a rebate up to $20,000 once complete.

Public Works solicited bids from several qualified contractors through a request for proposal process. A total of three companies submitted responses. BNO Builders was the lowest, responsive, responsible bidder.

The median landscape renovation project is expected to take place for approximately 3-4 weeks in the months of October and November and will be completed on or before the CCWD project deadline of December 14, 2024.

ATTACHMENTS: Resolution
Contract with BNO Builders
Plans and Concept
Report Prepared By: Natasha Farmer, Public Works Administrative Analyst II 462

BEFORE THE CITY COUNCIL OF THE CITY OF PITTSBURG
In the Matter Of:

Authorizing Execution of a Contract )
With BNO Builders for San Marco ) RESOLUTION NO. 24-
Median Renovation )
WHEREAS, the Public Works Department is responsible for the care and maintenance of City facilities and infrastructure, including routine and emergency maintenance of medians and rights-of-way throughout the city; and WHEREAS, the San Marco Boulevard median landscape renovation project was identified in the Landscape Maintenance Master Plan (LMMP) as a project that would meet several goals to reduce work hours, increase water and financial savings, and improve the overall landscape of the City; and
WHEREAS, in July 2024, staff solicited proposals for the project and BNO Builders was the lowest, responsive, responsible bidder; and
WHEREAS, the project was approved by the Contra Costa Water District to receive a rebate up to $20,000 once the project is complete; and WHEREAS, General Fund Surplus generated Fiscal Year 20-21 enabled a $1.5m funding allocation to the LMMP, which was adopted on June 20, 2022 as part of the Fiscal Year 2022-2023 Operating Budget. There are sufficient funds available within the LMMP Project No.1756 budget.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Pittsburg hereby authorizes the City Manager to execute a contract with BNO Builders in an amount not to exceed $195,010 for San Marco Median Landscape Renovation.

PASSED AND ADOPTED by the City Council of the City of Pittsburg at a regular meeting on the 16th Day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
_______________________________
Juan Antonio Banales, Mayor
ATTEST:
_______________________________
Alice E. Evenson, City Clerk
463
Yucca fil. ‘Color Guard’
or similar
Lomandra
Western Redbud (Native)
Phormium ‘Black Adder’
Lilac Groundcover
(Native)
Leucadendron ‘Gold
Strike’
San Marco Median Landscape Renovation
Concept Example
464
San Marco Median Landscape Renovation
Plan Section
465
SM Median Renovation 2024 Form CONTRACT
MED80724 Page 1
Public Works Contract
San Marco Median Landscape Renovation
MED80724
This public works contract (“Contract”) is entered into by and between The City of Pittsburg (“City”) and BNO Builders, Inc. (“Contractor”), for work on the San Marco Median Landscape Renovation Project (“Project”).

The parties agree as follows:

1. Award of Contract. In response to the Notice Inviting Bids, Contractor has submitted a Bid Proposal to perform the Work to construct the Project. On September 16, 2024 City authorized award of this Contract to Contractor for the amount set forth in Section 4, below.

City has elected to include the following Project alternate(s) in the Contract: See Technical Specifications.

2. Contract Documents. The Contract Documents incorporated into this Contract include and are comprised of all of the documents listed below. The definitions provided in Article 1 of the General Conditions apply to all of the Contract Documents, including this Contract.

2.1 Notice Inviting Bids;

2.2 Instructions to Bidders;

2.3 Addenda, if any;

2.4 Bid Proposal and attachments thereto;

2.5 Contract;

2.6 Payment and Performance Bonds;

2.7 General Conditions;

2.8 Special Conditions;

2.9 Project Plans and Technical Specifications;

2.10 Change Orders, if any;

2.11 Notice of Potential Award;

2.12 Notice to Proceed;

3. Contractor’s Obligations. Contractor will perform all of the Work required for the Project, as specified in the Contract Documents. Contractor must provide, furnish, and supply all things necessary and incidental for the timely performance and completion of the Work, including all necessary labor, materials, supplies, tools, equipment, transportation, onsite facilities, and utilities, unless otherwise specified in the Contract Documents. Contractor must use its best efforts to diligently prosecute and complete the Work in a professional and expeditious manner and to meet or exceed the performance standards required by the Contract Documents.

4. Payment. As full and complete compensation for Contractor’s timely performance and completion of the Work in strict accordance with the terms and conditions of the Contract Documents, City will pay Contractor a sum not to exceed $195,010 (“Contract Price”) for all of Contractor’s direct and indirect costs to perform the Work, including all labor, materials, supplies, equipment, taxes, insurance, bonds and all overhead costs, in accordance with the payment provisions in the General Conditions.

5. Time for Completion. Contractor will fully complete the Work for the Project, meeting all requirements for Final Completion, by December 14, 2024. By signing below, Contractor expressly waives any claim for delayed early completion.

6. Liquidated Damages. As further specified in Section 5.4 of the General Conditions, if Contractor fails to complete the Work within the Contract Time, City will assess liquidated Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 466
SM Median Renovation 2024 Form CONTRACT
MED80724 Page 2
damages in the amount of $150 per day for each day of unexcused delay in achieving Final Completion, and such liquidated damages may be deducted from City’s payments due or to become due to Contractor under this Contract.

7. Labor Code Compliance.

7.1 General. This Contract is subject to all applicable requirements of Chapter 1 of Part 7 of Division 2 of the Labor Code, including requirements pertaining to wages, working hours and workers’ compensation insurance, as further specified in Article 9 of the General Conditions.

7.2 Prevailing Wages. This Project is subject to the prevailing wage requirements applicable to the locality in which the Work is to be performed for each craft, classification or type of worker needed to perform the Work, including employer payments for health and welfare, pension, vacation, apprenticeship and similar purposes. Copies of these prevailing rates are available online at http://www.dir.ca.gov/DLSR.

7.3 DIR Registration. City may not enter into the Contract with a bidder without proof that the bidder and its Subcontractors are registered with the California Department of Industrial Relations to perform public work pursuant to Labor Code § 1725.5, subject to limited legal exceptions.

8. Workers’ Compensation Certification. Pursuant to Labor Code § 1861, by signing this Contract, Contractor certifies as follows: “I am aware of the provisions of Labor Code § 3700 which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract.”

9. Conflicts of Interest. Contractor, its employees, Subcontractors, and agents may not have, maintain, or acquire a conflict of interest in relation to this Contract in violation of any City ordinance or requirement, or in violation of any California law, including Government Code § 1090 et seq., or the Political Reform Act, as set forth in Government Code § 81000 et seq. and its accompanying regulations. Any violation of this Section constitutes a material breach of the Contract.

10. Independent Contractor. Contractor is an independent contractor under this Contract and will have control of the Work and the means and methods by which it is performed. Contractor and its Subcontractors are not employees of City and are not entitled to participate in any health, retirement, or any other employee benefits from City.

11. Notice. Any notice, billing, or payment required by or pursuant to the Contract Documents must be made in writing, signed, dated, and sent to the other party by personal delivery, U.S. Mail, a reliable overnight delivery service, or by email as a PDF file. Notice is deemed effective upon delivery, except that service by U.S. Mail is deemed effective on the second working day after deposit for delivery. Notice for each party must be given as follows:

City:

City of Pittsburg, Public Works Department
65 Civic Ave.

Pittsburg, CA 94565
Attn: San Marco Median Project
[email protected]
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[email protected]
Contractor:

Name: BNO Builders
Address: 2290 N 1st St., Ste. 108
City/State/Zip: San Jose, CA 95131
Phone: (800) 644-1872
Attn: Ben Giat
Email: [email protected]
Copy to: [email protected]

12. General Provisions.

12.1 Assignment and Successors. Contractor may not assign its rights or obligations under this Contract, in part or in whole, without City’s written consent. This Contract is binding on Contractor’s and City’s lawful heirs, successors and permitted assigns.

12.2 Third Party Beneficiaries. There are no intended third party beneficiaries to this Contract.

12.3 Governing Law and Venue. This Contract will be governed by California law and venue will be in the Contra Costa County Superior Court, and no other place.

Contractor waives any right it may have pursuant to Code of Civil Procedure § 394, to file a motion to transfer any action arising from or relating to this Contract to a venue outside of Contra Costa County, California.

12.4 Amendment. No amendment or modification of this Contract will be binding unless it is in a writing duly authorized and signed by the parties to this Contract.

12.5 Integration. This Contract and the Contract Documents incorporated herein, including authorized amendments or Change Orders thereto, constitute the final, complete, and exclusive terms of the agreement between City and Contractor.

12.6 Severability. If any provision of the Contract Documents is determined to be illegal, invalid, or unenforceable, in whole or in part, the remaining provisions of the Contract Documents will remain in full force and effect.

12.7 Iran Contracting Act. If the Contract Price exceeds $1,000,000, Contractor certifies, by signing below, that it is not identified on a list created under the Iran Contracting Act, Public Contract Code § 2200 et seq. (the “Act”), as a person engaging in investment activities in Iran, as defined in the Act, or is otherwise expressly exempt under the Act.

12.8 Authorization. Each individual signing below warrants that he or she is authorized to do so by the party that he or she represents, and that this Contract is legally binding on that party. If Contractor is a corporation, signatures from two officers of the corporation are required pursuant to California Corporations Code § 313. [Signatures are on the following page.]
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The parties agree to this Contract as witnessed by the signatures below:

CITY: Approved as to form:
s/_______________________________ s/________________________________ Garrett Evans, City Manager Donna Mooney, City Attorney Name/Title Name/Title
Date: ___________________________ Date: _____________________________

CONTRACTOR: ___________________________________________________ Business Name
s/_______________________________ Seal:
_________________________________
Name, Title
Date: ____________________________
Second Signature (See Section 12.8):
s/_______________________________
_________________________________
Name, Title
Date: ____________________________
___________________________________________________
Contractor’s California License Number(s) and Expiration Date(s)

END OF CONTRACT
Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF CEO
1107971 . 08/31/2025
Ben Giat
8/29/2024
BNO Builders INC
469
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Payment Bond
The City of Pittsburg (“City”) and ________________________ (“Contractor”) have entered into a contract for work on the <_________________________________________________> Project (“Project”). The Contract is incorporated by reference into this Payment Bond (“Bond”).

1. General. Under this Bond, Contractor as principal and ____________________________, its surety (“Surety”), are bound to City as obligee in an amount not less than $_________________, under California Civil Code § 9550 et seq., to ensure payment to authorized claimants. This Bond is binding on the respective successors, assigns, owners, heirs, or executors of Surety and Contractor.

2. Surety’s Obligation. If Contractor or any of its Subcontractors fails to pay a person authorized in California Civil Code § 9100 to assert a claim against a payment bond, any amounts due under the Unemployment Insurance Code with respect to work or labor performed under the Contract, or any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of Contractor and its Subcontractors under California Unemployment Insurance Code § 13020 with respect to the work and labor, then Surety will pay the obligation.

3. Beneficiaries. This Bond inures to the benefit of any of the persons named in California Civil Code § 9100, so as to give a right of action to those persons or their assigns in any suit brought upon this Bond. Contractor must promptly provide a copy of this Bond upon request by any person with legal rights under this Bond.

4. Duration. If Contractor promptly makes payment of all sums for all labor, materials, and equipment furnished for use in the performance of the Work required by the Contract, in conformance with the time requirements set forth in the Contract and as required by California law, Surety’s obligations under this Bond will be null and void. Otherwise, Surety’s obligations will remain in full force and effect.

5. Waivers. Surety waives any requirement to be notified of alterations to the Contract or extensions of time for performance of the Work under the Contract. Surety waives the provisions of Civil Code §§ 2819 and 2845. City waives the requirement of a new bond for any supplemental contract under Civil Code § 9550. Any notice to Surety may be given in the manner specified in the Contract and sent to Surety as follows:

Attn: _____________________________________________________ Address: __________________________________________________ City/State/Zip: ______________________________________________ Phone: ___________________________________________________ Email: ____________________________________________________

6. Law and Venue. This Bond will be governed by California law, and venue for any dispute pursuant to this Bond will be in the <__________________> County Superior Court, and no other place. Surety will be responsible for City’s attorneys’ fees and costs in any action to enforce the provisions of this Bond.
[Signatures are on the following page.]
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7. Effective Date; Execution. This Bond is entered into and is effective on __________, 20__.

SURETY:
___________________________________
Business Name
s/__________________________________ ______________________________ Date
___________________________________
Name, Title

(Attach Acknowledgment with Notary Seal and Power of Attorney) CONTRACTOR:
___________________________________
Business Name
s/__________________________________ ______________________________ Date
___________________________________
Name, Title

APPROVED BY CITY:

s/ __________________________________ ______________________________ Date
____________________________________
Name, Title

END OF PAYMENT BOND
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Performance Bond
The City of Pittsburg (“City”) and __________________________ (“Contractor”) have entered into a contract for work on the San Marco Median Renovation Project (“Project”). The Contract is incorporated by reference into this Performance Bond (“Bond”).

1. General. Under this Bond, Contractor as principal and ___________________________, its surety (“Surety”), are bound to City as obligee for an amount not less than $__________________ to ensure Contractor’s faithful performance of its obligations under the Contract. This Bond is binding on the respective successors, assigns, owners, heirs, or executors of Surety and Contractor.

2. Surety’s Obligations. Surety’s obligations are co-extensive with Contractor’s obligations under the Contract. If Contractor fully performs its obligations under the Contract, including its warranty obligations under the Contract, Surety’s obligations under this Bond will become null and void. Otherwise, Surety’s obligations will remain in full force and effect.

3. Waiver. Surety waives any requirement to be notified of and further consents to any alterations to the Contract made under the applicable provisions of the Contract Documents, including changes to the scope of Work or extensions of time for performance of Work under the Contract. Surety waives the provisions of Civil Code §§ 2819 and 2845.

4. Application of Contract Balance. Upon making a demand on this Bond for completion of the Work prior to acceptance of the Project, City will make the Contract Balance available to Surety for completion of the Work under the Contract. For purposes of this provision, the Contract Balance is defined as the total amount payable by City to Contractor as the Contract Price minus amounts already paid to Contractor, and minus any liquidated damages, credits, or backcharges to which City is entitled under the terms of the Contract.

5. Contractor Default. Upon written notification from City of Contractor’s termination for default under Article 13 of the Contract General Conditions, time being of the essence, Surety must act within the time specified in Article 13 to remedy the default through one of the following courses of action:

5.1 Arrange for completion of the Work under the Contract by Contractor, with City’s consent, but only if Contractor is in default solely due to its financial inability to complete the Work;

5.2 Arrange for completion of the Work under the Contract by a qualified contractor acceptable to City, and secured by performance and payment bonds issued by an admitted surety as required by the Contract Documents, at Surety’s expense; or

5.3 Waive its right to complete the Work under the Contract and reimburse City the amount of City’s costs to have the remaining Work completed.

6. Surety Default. If Surety defaults on its obligations under the Bond, City will be entitled to recover all costs it incurs due to Surety’s default, including legal, design professional, or delay costs.

7. Notice. Any notice to Surety may be given in the manner specified in the Contract and sent to Surety as follows:

Attn: _____________________________________________________ Address: __________________________________________________ Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 472
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City/State/Zip: ______________________________________________ Phone: ___________________________________________________ Fax: ______________________________________________________ Email: ____________________________________________________

8. Law and Venue. This Bond will be governed by California law, and venue for any dispute pursuant to this Bond will be in the Contra Costa County Superior Court, and no other place. Surety will be responsible for City’s attorneys’ fees and costs in any action to enforce the provisions of this Bond.

9. Effective Date; Execution. This Bond is entered into and effective on ____________________, 20___.

SURETY:
___________________________________
Business Name
s/__________________________________ ______________________________ Date
___________________________________
Name, Title

APPROVED BY CITY:

s/ __________________________________ ______________________________ Date
____________________________________
Name, Title

END OF PERFORMANCE BOND
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General Conditions
Article 1 - Definitions
Definitions. The following definitions apply to all of the Contract Documents unless otherwise indicated, e.g., additional definitions that apply solely to the Specifications or other technical documents. Defined terms and titles of documents are capitalized in the Contract Documents, with the exception of the following (in any tense or form): “day,” “furnish,” “including,” “install,” “work day,” or “working day.”
Allowance means a specific amount that must be included in the Bid Proposal for a specified purpose.

Article, as used in these General Conditions, means a numbered Article of the General Conditions, unless otherwise indicated by the context.

Change Order means a written document duly approved and executed by City, which changes the scope of Work, the Contract Price, or the Contract Time.

City means the municipality which has entered into the Contract with Contractor for performance of the Work, acting through its City Council, officers, employees, City Engineer, and any other authorized representatives.

City Engineer means the City Engineer for City and his or her authorized delegee(s).

Claim means a separate demand by Contractor for a change in the Contract Time or Contract Price, that has previously been submitted to City in accordance with the requirements of the Contract Documents, and which has been rejected by City, in whole or in part; or a written demand by Contractor objecting to the amount of Final Payment.

Contract means the signed agreement between City and Contractor for performing the Work required for the Project, and all documents expressly incorporated therein.

Contract Documents means, collectively, all of the documents listed as such in Section 2 of the Contract, including the Notice Inviting Bids; the Instructions to Bidders; addenda, if any; the Bid Proposal and attachments thereto; the Contract; the Notice of Potential Award and Notice to Proceed; the payment and performance bonds; the General Conditions; the Special Conditions; the Project Plans and Specifications; any Change Orders; and any other documents which are clearly and unambiguously made part of the Contract Documents. The Contract Documents do not include documents provided “For Reference Only,” or documents that are intended solely to provide information regarding existing conditions.

Contract Price means the total compensation to be paid to Contractor for performance of the Work, as set forth in the Contract and as may be amended by Change Order or adjusted for an Allowance. The Contract Price is not subject to adjustment due to inflation or due to the increased cost of labor, material, supplies, or equipment following submission of the Bid Proposal.

Contract Time means the time specified for complete performance of the Work, as set forth in the Contract and as may be amended by Change Order.

Contractor means the individual, partnership, corporation, or joint-venture that has signed the Contract with City to perform the Work.

Day means a calendar day unless otherwise specified.

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Design Professional means the licensed individual(s) or firm(s) retained by City to provide architectural, engineering, or other design professional services for the Project. If no Design Professional has been retained for this Project, any reference to Design Professional is deemed to refer to the Engineer.

DIR means the California Department of Industrial Relations.

Drawings has the same meaning as Plans.

Engineer means the City Engineer for the City of Pittsburg and his or her authorized delegees.

Excusable Delay is defined in Section 5.3(B), Excusable Delay.

Extra Work means new or unforeseen work added to the Project, as determined by the Engineer in his or her sole discretion, including Work that was not part of or incidental to the scope of the Work when the Contractor’s bid was submitted; Work that is substantially different from the Work as described in the Contract Documents at bid time; or Work that results from a substantially differing and unforeseeable condition.

Final Completion means Contractor has fully completed all of the Work required by the Contract Documents to the City’s satisfaction, including all punch list items and any required commissioning or training, and has provided the City with all required submittals, including the instructions and manuals, product warranties, and as-built drawings.

Final Payment means payment to Contractor of the unpaid Contract Price, including release of undisputed retention, less amounts withheld or deducted pursuant to the Contract Documents.

Furnish means to purchase and deliver for the Project.

Government Code Claim means a claim submitted pursuant to California Government Code § 900 et seq.

Hazardous Materials means any substance or material identified now or in the future as hazardous under any Laws, or any other substance or material that may be considered hazardous or otherwise subject to Laws governing handling, disposal, or cleanup.

Including, whether or not capitalized, means “including, but not limited to,” unless the context clearly requires otherwise.

Inspector means the individual(s) or firm(s) retained or employed by City to inspect the workmanship, materials, and manner of construction of the Project and its components to ensure compliance with the Contract Documents and all Laws.

Install means to fix in place for materials, and to fix in place and connect for equipment.

Laws means all applicable local, state, and federal laws, regulations, rules, codes, ordinances, permits, orders, and the like enacted or imposed by or under the auspices of any governmental entity with jurisdiction over any of the Work or any performance of the Work, including health and safety requirements.

Non-Excusable Delay is defined in Section 5.3(D), Non-Excusable Delay.

Plans means the City-provided plans, drawings, details, or graphical depictions of the Project requirements, but does not include Shop Drawings.

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Project means the public works project referenced in the Contract, as modified by any Project alternates elected by City, if any.

Project Manager means the individual designated by City to oversee and manage the Project on City’s behalf and may include his or her authorized delegee(s) when the Project Manager is unavailable. If no Project Manager has been designated for this Project, any reference to Project Manager is deemed to refer to the Engineer.

Recoverable Costs is defined in Section 5.3(F), Recoverable Costs.

Request for Information or RFI means Contractor’s written request for information about the Contract Documents, the Work or the Project, submitted to City in the manner and format specified by City.

Section, when capitalized in these General Conditions, means a numbered section or subsection of the General Conditions, unless the context clearly indicates otherwise.

Shop Drawings means drawings, plan details or other graphical depictions prepared by or on behalf of Contractor, and subject to City acceptance, which are intended to provide details for fabrication, installation, and the like, of items required by or shown in the Plans or Specifications.

Specialty Work means Work that must be performed by a specialized Subcontractor with the specified license or other special certification, and that the Contractor is not qualified to selfperform.

Specifications means the technical, text specifications describing the Project requirements, which are prepared for and incorporated into the Contract by or on behalf of City, and does not include the Contract, General Conditions or Special Conditions.

Subcontractor means an individual, partnership, corporation, or joint-venture retained by Contractor directly or indirectly through a subcontract to perform a specific portion of the Work.

The term Subcontractor applies to subcontractors of all tiers, unless otherwise indicated by the context. A third party such as a utility performing related work on the Project is not a Subcontractor, even if Contractor must coordinate its Work with the third party.

Technical Specifications has the same meaning as Specifications.

Work means all of the construction and services necessary for or incidental to completing the Project in conformance with the requirements of the Contract Documents.

Work Day or Working Day, whether or not capitalized, means a weekday when the City is open for business, and does not include holidays observed by the City.

Worksite means the place or places where the Work is performed, which includes, but may extend beyond the Project site, including separate locations for staging, storage, or fabrication.

Article 2 - Roles and Responsibilities

2.1 City.
(A) City Council. The City Council has final authority in all matters affecting the Project, except to the extent it has delegated authority to the Engineer. (B) Engineer. The Engineer, acting within the authority conferred by the City Council, is responsible for administration of the Project on behalf of City, including Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 476
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authority to provide directions to the Design Professional and to Contractor to ensure proper and timely completion of the Project. The Engineer’s decisions are final and conclusive within the scope of his or her authority, including interpretation of the Contract Documents.
(C) Project Manager. The Project Manager assigned to the Project will be the primary point of contact for the Contractor and will serve as City’s representative for daily administration of the Project on behalf of City. Unless otherwise specified, all of Contractor’s communications to City (in any form) will go to or through the Project Manager. City reserves the right to reassign the Project Manager role at any time or to delegate duties to additional City representatives, without prior notice to or consent of Contractor.
(D) Design Professional. The Design Professional is responsible for the overall design of the Project and, to the extent authorized by City, may act on City’s behalf to ensure performance of the Work in compliance with the Plans and Specifications, including any design changes authorized by Change Order. The Design Professional’s duties may include review of Contractor’s submittals, visits to any Worksite, inspecting the Work, evaluating test and inspection results, and participation in Project-related meetings, including any pre-construction conference, weekly meetings, and coordination meetings. The Design Professional’s interpretation of the Plans or Specifications is final and conclusive.

2.2 Contractor.
(A) General. Contractor must provide all labor, materials, supplies, equipment, services, and incidentals necessary to perform and timely complete the Work in strict accordance with the Contract Documents, and in an economical and efficient manner in the best interests of City, and with minimal inconvenience to the public. (B) Responsibility for the Work and Risk of Loss. Contractor is responsible for supervising and directing all aspects of the Work to facilitate the efficient and timely completion of the Work. Contractor is solely responsible for and required to exercise full control over the Work, including the construction means, methods, techniques, sequences, procedures, safety precautions and programs, and coordination of all portions of the Work with that of all other contractors and Subcontractors, except to the extent that the Contract Documents provide other specific instructions. Contractor’s responsibilities extend to any plan, method or sequence suggested, but not required by City or specified in the Contract Documents. From the date of commencement of the Work until either the date on which City formally accepts the Project or the effective date of termination of the Contract, whichever is later, Contractor bears all risks of injury or damage to the Work and the materials and equipment delivered to any Worksite, by any cause including fire, earthquake, wind, weather, vandalism, or theft. (C) Project Administration. Contractor must provide sufficient and competent administration, staff, and skilled workforce necessary to perform and timely complete the Work in accordance with the Contract Documents. Before starting the Work, Contractor must designate in writing and provide complete contact information, including telephone numbers and email address, for the officer or employee in Contractor’s organization who is to serve as Contractor’s primary representative for the Project, and who has authority to act on Contractor’s behalf. A Subcontractor may not serve as Contractor’s primary representative.
(D) On-Site Superintendent. Contractor must, at all times during performance of the Work, provide a qualified and competent full-time superintendent acceptable to City, and assistants as necessary, who must be physically present at the Project site while any Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 477
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aspect of the Work is being performed. The superintendent must have full authority to act and communicate on behalf of Contractor, and Contractor will be bound by the superintendent’s communications to City. City’s approval of the superintendent is required before the Work commences. If City is not satisfied with the superintendent’s performance, City may request a qualified replacement of the superintendent. Failure to comply may result in temporary suspension of the Work, at Contractor’s sole expense and with no extension of Contract Time, until an approved superintendent is physically present to supervise the Work. Contractor must provide written notice to City, as soon as practicable, before replacing the superintendent.
(E) Standards. Contractor must, at all times, ensure that the Work is performed in an efficient, skillful manner following best practices and in full compliance with the Contract Documents, Laws, and applicable manufacturer’s recommendations. Contractor has a material and ongoing obligation to provide true and complete information, to the best of its knowledge, with respect to all records, documents, or communications pertaining to the Project, including oral or written reports, statements, certifications, Change Order requests, or Claims.
(F) Meetings. Contractor, its project manager, superintendent and any primary Subcontractors requested by City, must attend a pre-construction conference, if requested by City, as well as weekly Project progress meetings scheduled with City. If applicable, Contractor may also be required to participate in coordination meetings with other parties relating to other work being performed on or near the Project site or in relation to the Project, including work or activities performed by City, other contractors, or other utility owners.
(G) Construction Records. Contractor will maintain up-to-date, thorough, legible, and dated daily job reports, which document all significant activity on the Project for each day that Work is performed on the Project. The daily report for each day must include the number of workers at the Project site; primary Work activities; major deliveries; problems encountered, including injuries, if any; weather and site conditions; and delays, if any.

Contractor will take date and time-stamped photographs to document general progress of the Project, including site conditions prior to construction activities, before and after photographs at offset trench laterals, existing improvements and utilities, damage and restoration. Contractor will maintain copies of all subcontracts, Project-related correspondence with Subcontractors, and records of meetings with Subcontractors. Upon request by the City, Contractor will permit review of and/or provide copies of any of these construction records.
(H) Responsible Party. Contractor is solely responsible to City for the acts or omissions of any Subcontractors, or any other party or parties performing portions of the Work or providing equipment, materials or services for or on behalf of Contractor or the Subcontractors. Upon City’s written request, Contractor must promptly and permanently remove from the Project, at no cost to City, any employee or Subcontractor or employee of a Subcontractor who the Engineer has determined to be incompetent, intemperate or disorderly, or who has failed or refused to perform the Work as required under the Contract Documents.
(I) Correction of Defects. Contractor must promptly correct, at Contractor’s sole expense, any Work that is determined by City to be deficient or defective in any way, including workmanship, materials, parts, or equipment. Workmanship, materials, parts, or equipment that do not conform to the requirements under the Plans, Specifications, and other Contract Documents, as determined by City, will be considered defective and subject to rejection. Contractor must also promptly correct, at Contractor’s sole expense, any Work performed beyond the lines and grades shown on the Plans or established by City, and any Extra Work performed without City’s prior written approval. If Contractor Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 478
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fails to correct or to take reasonable steps toward correcting defective Work within five days following notice from City, or within the time specified in City’s notice to correct, City may elect to have the defective Work corrected by its own forces or by a third party, in which case the cost of correction will be deducted from the Contract Price. If City elects to correct defective Work due to Contractor’s failure or refusal to do so, City or its agents will have the right to take possession of and use any equipment, supplies, or materials available at the Project site or any Worksite on City property, in order to effectuate the correction, at no extra cost to City. Contractor’s warranty obligations under Section 11.2, Warranty, will not be waived nor limited by City’s actions to correct defective Work under these circumstances. Alternatively, City may elect to retain defective Work, and deduct the difference in value, as determined by the Engineer, from payments otherwise due to Contractor. This paragraph applies to any defective Work performed by Contractor during the one-year warranty period under Section 11.2.
(J) Contractor’s Records. Contractor must maintain all of its records relating to the Project in any form, including paper documents, photos, videos, electronic records, approved samples, and the construction records required pursuant to paragraph (G), above. Project records subject to this provision include complete Project cost records and records relating to preparation of Contractor’s bid, including estimates, take-offs, and price quotes or bids.
(1) Contractor’s cost records must include all supporting documentation, including original receipts, invoices, and payroll records, evidencing its direct costs to perform the Work, including, but not limited to, costs for labor, materials, and equipment. Each cost record should include, at a minimum, a description of the expenditure with references to the applicable requirements of the Contract Documents, the amount actually paid, the date of payment, and whether the expenditure is part of the original Contract Price, related to an executed Change Order, or otherwise categorized by Contractor as Extra Work. Contractor’s failure to comply with this provision as to any claimed cost operates as a waiver of any rights to recover the claimed cost.
(2) Contractor must continue to maintain its Project-related records in an organized manner for a period of five years after City’s acceptance of the Project or following Contract termination, whichever occurs first. Subject to prior notice to Contractor, City is entitled to inspect or audit any of Contractor’s records relating to the Project during Contractor’s normal business hours. Contractor’s records may also be subject to examination and audit by the California State Auditor, pursuant to Government Code § 8546.7. The record-keeping requirements set forth in this subsection 2.2(J) will survive expiration or termination of the Contract.
(K) Copies of Project Documents. Contractor and its Subcontractors must keep copies, at the Project site, of all Work-related documents, including the Contract, permit(s), Plans, Specifications, addenda, Contract amendments, Change Orders, RFIs and RFI responses, Shop Drawings, as-built drawings, schedules, daily records, testing and inspection reports or results, and any related written interpretations. These documents must be available to City for reference at all times during construction of the Project.

2.3 Subcontractors.
(A) General. All Work which is not performed by Contractor with its own forces must be performed by Subcontractors. City reserves the right to approve or reject any and all Subcontractors proposed to perform the Work, for reasons including the Subcontractor’s poor reputation, lack of relevant experience, financial instability, and lack of technical Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 479
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ability or adequate trained workforce. Each Subcontractor must obtain a City business license before performing any Work.
(B) Contractual Obligations. Contractor must require each Subcontractor to comply with the provisions of the Contract Documents as they apply to the Subcontractor’s portion(s) of the Work, including the generally applicable terms of the Contract Documents, and to likewise bind their subcontractors. Contractor will provide that the rights that each Subcontractor may have against any manufacturer or supplier for breach of warranty or guarantee relating to items provided by the Subcontractor for the Project, will be assigned to City. Nothing in these Contract Documents creates a contractual relationship between a Subcontractor and City, but City is deemed to be a third-party beneficiary of the contract between Contractor and each Subcontractor. (C) Termination. If the Contract is terminated, each Subcontractor’s agreement must be assigned by Contractor to City, subject to the prior rights of any surety, but only if and to the extent that City accepts, in writing, the assignment by written notification, and assumes all rights and obligations of Contractor pursuant to each such subcontract agreement.
(D) Substitution of Subcontractor. If Contractor requests substitution of a listed Subcontractor under Public Contract Code § 4107, Contractor is solely responsible for all costs City incurs in responding to the request, including legal fees and costs to conduct a hearing, and any increased subcontract cost to perform the Work that was to be performed by the listed Subcontractor. If City determines that a Subcontractor is unacceptable to City based on the Subcontractor’s failure to satisfactorily perform its Work, or for any of the grounds for substitution listed in Public Contract Code § 4107(a), City may request removal of the Subcontractor from the Project. Upon receipt of a written request from City to remove a Subcontractor pursuant to this paragraph, Contractor will immediately remove the Subcontractor from the Project and, at no further cost to City, will either (1) self-perform the remaining Work to the extent that Contractor is duly licensed and qualified to do so, or (2) substitute a Subcontractor that is acceptable to City, in compliance with Public Contract Code § 4107, as applicable.

2.4 Coordination of Work.
(A) Concurrent Work. City reserves the right to perform, have performed, or permit performance of other work on or adjacent to the Project site while the Work is being performed for the Project. Contractor is responsible for coordinating its Work with other work being performed on or adjacent to the Project site, including by any utility companies or agencies, and must avoid hindering, delaying, or interfering with the work of other contractors, individuals, or entities, and must ensure safe and reasonable site access and use as required or authorized by City. To the full extent permitted by law, Contractor must hold harmless and indemnify City against any and all claims arising from or related to Contractor’s avoidable, negligent, or willful hindrance of, delay to, or interference with the work of any utility company or agency or another contractor or subcontractor.
(B) Coordination. If Contractor’s Work will connect or interface with work performed by others, Contractor is responsible for independently measuring and visually inspecting such work to ensure a correct connection and interface. Contractor is responsible for any failure by Contractor or its Subcontractors to confirm measurements before proceeding with connecting Work. Before proceeding with any portion of the Work affected by the construction or operations of others, Contractor must give the Project Manager prompt written notification of any defects Contractor discovers which will prevent the proper execution of the Work. Failure to give notice of any known or reasonably discoverable defects will be deemed acknowledgement by Contractor that the work of others is not Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 480
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defective and will not prevent the proper execution of the Work. Contractor must also promptly notify City if work performed by others, including work or activities performed by City’s own forces, is operating to hinder, delay, or interfere with Contractor’s timely performance of the Work. City reserves the right to backcharge Contractor for any additional costs incurred due to Contractor’s failure to comply with the requirements in this Section 2.4.

2.5 Submittals. Unless otherwise specified, Contractor must submit to the Project Manager for review and acceptance, all schedules, Shop Drawings, samples, product data, and similar submittals required by the Contract Documents, or upon request by the Engineer.

Unless otherwise specified, all submittals, including Requests for Information, are subject to the general provisions of this Section, as well as specific submittal requirements that may be included elsewhere in the Contract Documents, including the Special Conditions or Specifications. The Project Manager may require submission of a submittal schedule at or before a pre-construction conference, as may be specified in the Notice to Proceed. (A) General. Contractor is responsible for ensuring that its submittals are accurate and conform to the Contract Documents.
(B) Time and Manner of Submission. Contractor must ensure that its submittals are prepared and delivered in a manner consistent with the current City-accepted schedule for the Work and within the applicable time specified in the Contract Documents, or if no time is specified, in such time and sequence so as not to delay the performance of the Work or completion of the Project.
(C) Required Contents. Each submittal must include the Project name and contract number, Contractor’s name and address, the name and address of any Subcontractor or supplier involved with the submittal, the date, and references to applicable Specification section(s) and/or drawing and detail number(s).
(D) Required Corrections. If corrections are required, Contractor must promptly make and submit any required corrections as specified in full conformance with the requirements of this Section, or other requirements that apply to that submittal. (E) Effect of Review and Acceptance. Review and acceptance of a submittal by City will not relieve Contractor from complying with the requirements of the Contract Documents. Contractor is responsible for any errors in any submittal, and review or acceptance of a submittal by City is not an assumption of risk or liability by City. (F) Enforcement. Any Work performed or any material furnished, installed, fabricated or used without City’s prior acceptance of a required submittal is performed or provided at Contractor’s risk, and Contractor may be required to bear the costs incident thereto, including the cost of removing and replacing such Work, repairs to other affected portions of the Work or material, and the cost of additional time or services required of City, including costs for the Design Professional, Project Manager, or Inspector. (G) Excessive RFIs. A RFI will be considered excessive or unnecessary if City determines that the explanation or response to the RFI is clearly and unambiguously discernable from the Contract Documents. City’s costs to review and respond to excessive or unnecessary RFIs may be deducted from payments otherwise due to Contractor.

2.6 Shop Drawings. When Shop Drawings are required by the Specifications or requested by the Engineer, they must be prepared according to best practices at Contractor’s expense. The Shop Drawings must be of a size and scale to clearly show all necessary details. Unless otherwise specified by City, Shop Drawings must be provided to the Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 481
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Engineer for review and acceptance at least 30 days before the Work will be performed.

If City requires changes, the corrected Shop Drawings must be resubmitted to the Engineer for review within the time specified by the Engineer. For all Project components requiring Shop Drawings, Contractor will not furnish materials or perform any Work until the Shop Drawings for those components are accepted by City. Contractor is responsible for any errors or omissions in the Shop Drawings, shop fits and field corrections; any deviations from the Contract Documents; and for the results obtained by the use of Shop Drawings. Acceptance of Shop Drawings by City does not relieve Contractor of Contractor’s responsibility.

2.7 Access to Work. Contractor must afford prompt and safe access to any Worksite by City and its employees, agents, or consultants authorized by City; and upon request by City, Contractor must promptly arrange for City representatives to visit or inspect manufacturing sites or fabrication facilities for items to be incorporated into the Work.

2.8 Personnel. Contractor and its Subcontractors must employ only competent and skillful personnel to perform the Work. Contractor and its Subcontractor’s supervisors, security or safety personnel, and employees who have unescorted access to the Project site must possess proficiency in English sufficient to read, understand, receive, and implement oral or written communications or instructions relating to their respective job functions, including safety and security requirements. Upon written notification from the Engineer, Contractor and its Subcontractors must immediately discharge any personnel who are incompetent, disorderly, disruptive, threatening, abusive, or profane, or otherwise refuse or fail to comply with the requirements of the Contract Documents or Laws, including Laws pertaining to health and safety. Any such discharged personnel may not be reemployed or permitted on the Project in any capacity without City’s prior written consent.

Article 3 - Contract Documents

3.1 Interpretation of Contract Documents.
(A) Plans and Specifications. The Plans and Specifications included in the Contract Documents are complementary. If Work is shown on one but not on the other, Contractor must perform the Work as though fully described on both, consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. The Plans and Specifications are deemed to include and require everything necessary and reasonably incidental to completion of the Work, whether or not particularly mentioned or shown. Contractor must perform all Work and services and supply all things reasonably related to and inferable from the Contract Documents. In the event of a conflict between the Plans and Specifications, the Specifications will control, unless the drawing(s) at issue are dated later than the Specification(s) at issue. Detailed drawings take precedence over general drawings, and large-scale drawings take precedence over smaller scale drawings. Any arrangement or division of the Plans and Specifications into sections is for convenience and is not intended to limit the Work required by separate trades. A conclusion presented in the Plans or Specifications is only a recommendation. Actual locations and depths must be determined by Contractor’s field investigation. Contractor may request access to underlying or background information in City’s possession that is necessary for Contractor to form its own conclusions. (B) Duty to Notify and Seek Direction. If Contractor becomes aware of a changed condition in the Project, or of any ambiguity, conflict, inconsistency, discrepancy, omission, or error in the Contract Documents, including the Plans or Specifications, Contractor must promptly submit a Request for Information to the Engineer and wait for a response from City before proceeding further with the related Work. The RFI must notify City of the issue and request clarification, interpretation or direction. The Engineer’s Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 482
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clarification, interpretation or direction will be final and binding on Contractor. If Contractor proceeds with the related Work before obtaining City’s response, Contractor will be responsible for any resulting costs, including the cost of correcting any incorrect or defective Work that results. Timely submission of a clear and complete RFI is essential to avoiding delay. Delay resulting from Contractor’s failure to submit a timely and complete RFI to the Engineer is Non-Excusable Delay. If Contractor believes that City’s response to an RFI justifies a change to the Contract Price or Contract Time, Contractor must perform the Work as directed, but may submit a timely Change Order request in accordance with the Contract Documents. (See Articles 5 and 6.) (C) Figures and Dimensions. Figures control over scaled dimensions. (D) Technical or Trade Terms. Any terms that have well-known technical or trade meanings will be interpreted in accordance with those meanings, unless otherwise specifically defined in the Contract Documents.
(E) Measurements. Contractor must verify all relevant measurements in the Contract Documents and at the Project site before ordering any material or performing any Work, and will be responsible for the correctness of those measurements or for costs that could have been avoided by independently verifying measurements. (F) Compliance with Laws. The Contract Documents are intended to comply with Laws and will be interpreted to comply with Laws.

3.2 Order of Precedence. Information included in one Contract Document but not in another will not be considered a conflict or inconsistency. Unless otherwise specified in the Special Conditions, in case of any conflict or inconsistency among the Contract Documents, the following order of precedence will apply, beginning from highest to lowest, with the most recent version taking precedent over an earlier version:
(A) Change Orders;
(B) Addenda;
(C) Contract;
(D) Notice to Proceed;
(E) Attachment B – Federal Contract Requirements (only if used); (F) Special Conditions;
(G) General Conditions;
(H) Payment and Performance Bonds;
(I) Specifications;
(J) Plans;
(K) Notice of Potential Award;
(L) Notice Inviting Bids;
(M) Attachment A – Federal Bidding Requirements (only if used); (N) Instructions to Bidders;
(O) Contractor’s Bid Proposal and attachments;
(P) the City’s standard specifications, as applicable; and (Q) Any generic documents prepared by and on behalf of a third party, that were not prepared specifically for this Project, such as the Caltrans Standard Specifications or Caltrans Special Provisions.

3.3 Caltrans Standard Specifications. Any reference to or incorporation of the Standard Specifications of the State of California, Department of Transportation (“Caltrans”), including “Standard Specifications,” “Caltrans Specifications,” “State Specifications,” or “CSS,” means the most current edition of Caltrans’ Standard Specifications, unless otherwise specified (“Caltrans Standard Specifications”), including the most current amendments as of the date that Contractor’s bid was submitted for this Project. The Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 483
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following provisions apply to use of or reference to the Caltrans Standard Specifications or Special Provisions:
(A) Limitations. The “General Provisions” of the Caltrans Standard Specifications, i.e., sections 1 through 9, do not apply to these Contract Documents with the exception of any specific provisions, if any, which are expressly stated to apply to these Contract Documents.
(B) Conflicts or Inconsistencies. If there is a conflict or inconsistency between any provision in the Caltrans Standard Specifications or Special Provisions and a provision of these Contract Documents, as determined by City, the provision in the Contract Documents will govern.
(C) Meanings. Terms used in the Caltrans Standard Specifications or Special Provisions are to be interpreted as follows:
(1) Any reference to the “Engineer” is deemed to mean the City Engineer. (2) Any reference to the “Special Provisions” is deemed to mean the Special Conditions, unless the Caltrans Special Provisions are expressly included in the Contract Documents listed in Section 2 of the Contract. (3) Any reference to the “Department” or “State” is deemed to mean City.

3.4 For Reference Only. Contractor is responsible for the careful review of any document, study, or report provided by City or appended to the Contract Documents solely for informational purposes and identified as “For Reference Only.” Nothing in any document, study, or report so appended and identified is intended to supplement, alter, or void any provision of the Contract Documents. Contractor is advised that City or its representatives may be guided by information or recommendations included in such reference documents, particularly when making determinations as to the acceptability of proposed materials, methods, or changes in the Work. Any record drawings or similar final or accepted drawings or maps that are not part of the Contract Documents are deemed to be For Reference Only. The provisions of the Contract Documents are not modified by any perceived or actual conflict with provisions in any document that is provided For Reference Only.

3.5 Current Versions. Unless otherwise specified by City, any reference to standard specifications, technical specifications, or any City or state codes or regulations means the latest specification, code, or regulation in effect on the date that bids were due.

3.6 Conformed Copies. If City prepares a conformed set of the Contract Documents following award of the Contract, it will provide Contractor with two hard copy (paper) sets and one copy of the electronic file in PDF format. It is Contractor’s responsibility to ensure that all Subcontractors, including fabricators, are provided with the conformed set of the Contract Documents at Contractor’s sole expense.

3.7 Ownership. No portion of the Contract Documents may be used for any purpose other than construction of the Project, without prior written consent from City. Contractor is deemed to have conveyed the copyright in any designs, drawings, specifications, Shop Drawings, or other documents (in paper or electronic form) developed by Contractor for the Project, and City will retain all rights to such works, including the right to possession.

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Article 4 - Bonds, Indemnity, and Insurance

4.1 Payment and Performance Bonds. Within ten days following issuance of the Notice of Potential Award, Contractor is required to provide a payment bond and a performance bond, each in the penal sum of not less than 100% of the Contract Price, and each executed by Contractor and its surety using the bond forms included with the Contract Documents.
(A) Surety. Each bond must be issued and executed by a surety admitted in California. If an issuing surety cancels the bond or becomes insolvent, within seven days following written notice from City, Contractor must substitute a surety acceptable to City.

If Contractor fails to substitute an acceptable surety within the specified time, City may, at its sole discretion, withhold payment from Contractor until the surety is replaced to City’s satisfaction, or terminate the Contract for default.
(B) Supplemental Bonds for Increase in Contract Price. If the Contract Price increases during construction by five percent or more over the original Contract Price, Contractor must provide supplemental or replacement bonds within ten days of written notice from City pursuant to this Section, covering 100% of the increased Contract Price and using the bond forms included with the Contract Documents.

4.2 Indemnity. To the fullest extent permitted by law, Contractor must indemnify, defend, and hold harmless City, its Council, officers, officials, employees, agents, volunteers, and consultants (individually, an “Indemnitee,” and collectively the “Indemnitees”) from and against any and all liability, loss, damage, claims, causes of action, demands, charges, fines, costs, and expenses (including, without limitation, attorney fees, expert witness fees, paralegal fees, and fees and costs of litigation or arbitration) (collectively, “Liability”) of every nature arising out of or in connection with the acts or omissions of Contractor, its employees, Subcontractors, representatives, or agents, in bidding or performing the Work or in failing to comply with any obligation of Contractor under the Contract, except such Liability caused by the active negligence, sole negligence, or willful misconduct of an Indemnitee. This indemnity requirement applies to any Liability arising from alleged defects in the content or manner of submission of Contractor’s bid for the Contract.

Contractor’s failure or refusal to timely accept a tender of defense pursuant to this Contract will be deemed a material breach of the Contract. City will timely notify Contractor upon receipt of any third-party claim relating to the Contract, as required by Public Contract Code § 9201. Contractor waives any right to express or implied indemnity against any Indemnitee. Contractor’s indemnity obligations under this Contract will survive the expiration or any early termination of the Contract.

4.3 Insurance. No later than ten days following issuance of the Notice of Potential Award, Contractor must procure and provide proof of the insurance coverage required by this Section in the form of certificates and endorsements acceptable to City. The required insurance must cover the activities of Contractor and its Subcontractors relating to or arising from the performance of the Work, and must remain in full force and effect at all times during the period covered by the Contract, through the date of City’s acceptance of the Project. All required insurance must be issued by a company licensed to do business in the State of California, and each such insurer must have an A.M. Best’s financial strength rating of “A” or better and a financial size rating of “VIII” or better. If Contractor fails to provide any of the required coverage in full compliance with the requirements of the Contract Documents, City may, at its sole discretion, purchase such coverage at Contractor’s expense and deduct the cost from payments due to Contractor, or terminate the Contract for default. The procurement of the required insurance will not be construed to limit Contractor’s liability under this Contract or to fulfill Contractor’s indemnification obligations under this Contract.

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(A) Policies and Limits. The following insurance policies and limits are required for this Contract, unless otherwise specified in the Special Conditions:
(1) Commercial General Liability (“CGL”) Insurance: The CGL insurance policy must be issued on an occurrence basis, written on a comprehensive general liability form, and must include coverage for liability arising from Contractor’s or its Subcontractor’s acts or omissions in the performance of the Work, including contractor’s protective coverage, contractual liability, products and completed operations, and broad form property damage, with limits of at least $2,000,000 per occurrence and at least $4,000,000 general aggregate. The CGL insurance coverage may be arranged under a single policy for the full limits required or by a combination of underlying policies with the balance provided by excess or umbrella policies, provided each such policy complies with the requirements set forth in this Section, including required endorsements. (2) Automobile Liability Insurance: The automobile liability insurance policy must provide coverage of at least $2,000,000 combined single-limit per accident for bodily injury, death, or property damage, including hired and non-owned auto liability.
(3) Workers’ Compensation Insurance and Employer’s Liability: The workers’ compensation and employer’s liability insurance policy must comply with the requirements of the California Labor Code, providing coverage of at least $1,000,000 or as otherwise required by the statute. If Contractor is self-insured, Contractor must provide its Certificate of Permission to Self-Insure, duly authorized by the DIR.
(B) Notice. Each certificate of insurance must state that the coverage afforded by the policy or policies will not be reduced, cancelled or allowed to expire without at least 30 days written notice to City, unless due to non-payment of premiums, in which case ten days written notice must be made to City.
(C) Waiver of Subrogation. Each required policy must include an endorsement providing that the carrier will waive any right of subrogation it may have against City. (D) Required Endorsements. The CGL policy, automobile liability policy, pollution liability policy, and builder’s risk policy must include the following specific endorsements:
(1) The City, including its Council, officials, officers, employees, agents, volunteers and consultants (collectively, “Additional Insured”) must be named as an additional insured for all liability arising out of the operations by or on behalf of the named insured, and the policy must protect the Additional Insured against any and all liability for personal injury, death or property damage or destruction arising directly or indirectly in the performance of the Contract. The additional insured endorsement must be provided using ISO form CG 20 10 11 85 or equivalent form(s) approved by the City.
(2) The inclusion of more than one insured will not operate to impair the rights of one insured against another, and the coverages afforded will apply as though separate policies have been issued to each insured.
(3) The insurance provided by Contractor is primary and no insurance held or owned by any Additional Insured may be called upon to contribute to a loss.

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(4) This policy does not exclude explosion, collapse, underground excavation hazard, or removal of lateral support.
(E) Contractor’s Responsibilities. This Section 4.3 establishes the minimum requirements for Contractor’s insurance coverage in relation to this Project, but is not intended to limit Contractor’s ability to procure additional or greater coverage. Contractor is responsible for its own risk assessment and needs and is encouraged to consult its insurance provider to determine what coverage it may wish to carry beyond the minimum requirements of this Section. Contractor is solely responsible for the cost of its insurance coverage, including premium payments, deductibles, or self-insured retentions, and no Additional Insured will be responsible or liable for any of the cost of Contractor’s insurance coverage.
(F) Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions that apply to the required insurance (collectively, “deductibles”) in excess of $100,000 are subject to approval by the City’s Risk Manager, acting in his or her sole discretion, and must be declared by Contractor when it submits its certificates of insurance and endorsements pursuant to this Section 4.3. If the City’s Risk Manager determines that the deductibles are unacceptably high, at City’s option, Contractor must either reduce or eliminate the deductibles as they apply to City and all required Additional Insured; or must provide a financial guarantee, to City’s satisfaction, guaranteeing payment of losses and related investigation, claim administration, and legal expenses. (G) Subcontractors. Contractor must ensure that each Subcontractor is required to maintain the same insurance coverage required under this Section 4.3, with respect to its performance of Work on the Project, including those requirements related to the Additional Insureds and waiver of subrogation, but excluding pollution liability or builder’s risk insurance unless otherwise specified in the Special Conditions. A Subcontractor may be eligible for reduced insurance coverage or limits, but only to the extent approved in writing in advance by the City’s Risk Manager. Contractor must confirm that each Subcontractor has complied with these insurance requirements before the Subcontractor is permitted to begin Work on the Project. Upon request by the City, Contractor must provide certificates and endorsements submitted by each Subcontractor to prove compliance with this requirement. The insurance requirements for Subcontractors do not replace or limit the Contractor’s insurance obligations.

Article 5 - Contract Time

5.1 Time is of the Essence. Time is of the essence in Contractor’s performance and completion of the Work, and Contractor must diligently prosecute the Work and complete it within the Contract Time.
(A) General. Contractor must commence the Work on the date indicated in the Notice to Proceed and must fully complete the Work in strict compliance with all requirements of the Contract Documents and within the Contract Time. Contractor may not begin performing the Work before the date specified in the Notice to Proceed. (B) Authorization. Contractor is not entitled to compensation or credit for any Work performed before the date specified in the Notice to Proceed, with the exception of any schedules, submittals, or other requirements, if any, that must be provided or performed before issuance of the Notice to Proceed.
(C) Rate of Progress. Contractor and its Subcontractors must, at all times, provide workers, materials, and equipment sufficient to maintain the rate of progress necessary to ensure full completion of the Work within the Contract Time. If City determines that Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 487
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Contractor is failing to prosecute the Work at a sufficient rate of progress, City may, in its sole discretion, direct Contractor to provide additional workers, materials, or equipment, or to work additional hours or days without additional cost to City, in order to achieve a rate of progress satisfactory to City. If Contractor fails to comply with City’s directive in this regard, City may, at Contractor’s expense, separately contract for additional workers, materials, or equipment or use City’s own forces to achieve the necessary rate of progress. Alternatively, City may terminate the Contract based on Contractor’s default.

5.2 Schedule Requirements. Contractor must prepare all schedules using standard, commercial scheduling software acceptable to the Engineer, and must provide the schedules in electronic and paper form as requested by the Engineer. In addition to the general scheduling requirements set forth below, Contractor must also comply with any scheduling requirements included in the Special Conditions or in the Technical Specifications.
(A) City’s Review of Schedules. City will review and may note exceptions to the baseline schedule, and to the progress schedules submitted as required below, to assure completion of the Work within the Contract Time. Contractor is solely responsible for resolving any exceptions noted in a schedule and, within seven days, must correct the schedule to address the exceptions. City’s review or acceptance of Contractor’s schedules will not operate to waive or limit Contractor’s duty to complete the Project within the Contract Time, nor to waive or limit City’s right to assess liquidated damages for Contractor’s unexcused failure to do so.
(B) Effect of Acceptance. Contractor and its Subcontractors must perform the Work in accordance with the most current City-accepted schedule unless otherwise directed by City. City’s acceptance of a schedule does not operate to extend the time for completion of the Work or any component of the Work, and will not affect City’s right to assess liquidated damages for Contractor’s unexcused delay in completing the Work within the Contract Time.
(C) Reservation of Rights. City reserves the right to direct the sequence in which the Work must be performed or to make changes in the sequence of the Work in order to facilitate the performance of work by City or others, or to facilitate City’s use of its property. The Contract Time or Contract Price may be adjusted to the extent such changes in sequence actually increase or decrease Contractor’s time or cost to perform the Work.
(D) Authorized Working Days and Times. Contractor is limited to working Monday through Friday, excluding holidays, during City’s normal business hours, except as provided in the Special Conditions or as authorized in writing by City. City reserves the right to charge Contractor for additional costs incurred by City due to Work performed on days or during hours not expressly authorized in the Contract Documents, including reimbursement of costs incurred for inspection, testing, and construction management services.

5.3 Delay and Extensions of Contract Time.
(A) Notice of Delay. If Contractor becomes aware of any actual or potential delay affecting the critical path, Contractor must promptly notify the Engineer in writing, regardless of the nature or cause of the delay, so that City has a reasonable opportunity to mitigate or avoid the delay.

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(B) Excusable Delay. The Contract Time may be extended if Contractor encounters “Excusable Delay,” which is an unavoidable delay in completing the Work within the Contract Time due to causes completely beyond Contractor’s control, and which Contractor could not have avoided or mitigated through reasonable care, planning, foresight, and diligence, provided that Contractor is otherwise fully performing its obligations under the Contract Documents. Grounds for Excusable Delay may include fire, natural disasters including earthquake or unusually severe weather, acts of terror or vandalism, epidemic, unforeseeable adverse government actions, unforeseeable actions of third parties, encountering unforeseeable hazardous materials, unforeseeable site conditions, or suspension for convenience under Article 13. The Contract Time will not be extended based on circumstances which will not unavoidably delay completing the Work within the Contract Time based on critical path analysis. (C) Weather Delays. A “Weather Delay Day” is a Working Day during which Contractor and its forces, including Subcontractors, are unable to perform more than 40% of the critical path Work scheduled for that day due to adverse weather conditions which impair the ability to safely or effectively perform the scheduled critical path Work that day.

Adverse weather conditions may include rain, saturated soil, and Project site clean-up required due to adverse weather. Determination of what constitutes critical path Work scheduled for that day will be based on the most current, City-approved schedule.

Contractor will be entitled to a non-compensable extension of the Contract Time for each Weather Delay Day in excess of the normal Weather Delay Days within a given month as determined by reliable records, including monthly rainfall averages, for the preceding ten years (or as otherwise specified in the Special Conditions or Specifications). (1) Contractor must fully comply with the applicable procedures in Articles 5 and 6 of the General Conditions regarding requests to modify the Contract Time. (2) Contractor will not be entitled to an extension of time for a Weather Delay Day to the extent Contractor is responsible for concurrent delay on that day.
(3) Contractor must take reasonable steps to mitigate the consequences of Weather Delay Days, including prudent workforce management and protecting the Work, Project Site, materials, and equipment.
(D) Non-Excusable Delay. Delay which Contractor could have avoided or mitigated through reasonable care, planning, foresight, and diligence is “Non-Excusable Delay.” Contractor is not entitled to an extension of Contract Time or any compensation for NonExcusable Delay, or for Excusable Delay that is concurrent with Non-Excusable Delay.

Non-Excusable Delay includes delay caused by:
(1) weather conditions which are normal for the location of the Project, as determined by reliable records, including monthly rainfall averages, for the preceding ten years;
(2) Contractor’s failure to order equipment and materials sufficiently in advance of the time needed for completion of the Work within the Contract Time; (3) Contractor’s failure to provide adequate notification to utility companies or agencies for connections or services necessary for completion of the Work within the Contract Time;
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(5) Contractor’s failure, refusal, or financial inability to perform the Work within the Contract Time, including insufficient funds to pay its Subcontractors or suppliers;
(6) performance or non-performance by Contractor’s Subcontractors or suppliers;
(7) the time required to respond to excessive RFIs (see Section 2.5(G)); (8) delayed submission of required submittals, or the time required for correction and resubmission of defective submittals;
(9) time required for repair of, re-testing, or re-inspection of defective Work; (10) enforcement of Laws by City, or outside agencies with jurisdiction over the Work; or
(11) City’s exercise or enforcement of any of its rights or Contractor’s duties pursuant to the Contract Documents, including correction of defective Work, extra inspections or testing due to non-compliance with Contract requirements, safety compliance, environmental compliance, or rejection and return of defective or deficient submittals.
(E) Compensable Delay. Pursuant to Public Contract Code § 7102, in addition to entitlement to an extension of Contract Time, Contractor is entitled to compensation for costs incurred due to delay caused solely by City, when that delay is unreasonable under the circumstances involved and not within the contemplation of the parties (“Compensable Delay”). Contractor is not entitled to an extension of Contract Time or recovery of costs for Compensable Delay that is concurrent with Non-Excusable Delay.

Delay due to causes that are beyond the control of either City or Contractor, including Weather Delay Days, discovery of Historic or Archeological Items pursuant to Section

7.18, or the actions or inactions of third parties or other agencies, is not Compensable Delay, and will only entitle Contractor to an extension of time commensurate with the time lost due to such delay.
(F) Recoverable Costs. Contractor is not entitled to compensation for Excusable Delay unless it is Compensable Delay, as defined above. Contractor is entitled to recover only the actual, direct, reasonable, and substantiated costs (“Recoverable Costs”) for each working day that the Compensable Delay prevents Contractor from proceeding with more than 50% of the critical path Work scheduled for that day, based on the most recent progress schedule accepted by City. Recoverable Costs will not include home office overhead or lost profit.
(G) Request for Extension of Contract Time or Recoverable Costs. A request for an extension of Contract Time or any associated Recoverable Costs must be submitted in writing to City within ten calendar days of the date the delay is first encountered, even if the duration of the delay is not yet known at that time, or any entitlement to the Contract Time extension or to the Recoverable Costs will be deemed waived. In addition to complying with the requirements of this Article 5, the request must be submitted in compliance with the Change Order request procedures in Article 6 below. Strict compliance with these requirements is necessary to ensure that any delay or consequences of delay may be mitigated as soon as possible, and to facilitate costefficient administration of the Project and timely performance of the Work. Any request for an extension of Contract Time or Recoverable Costs that does not strictly comply with all of the requirements of Article 5 and Article 6 will be deemed waived.

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(1) Required Contents. The request must include a detailed description of the cause(s) of the delay and must also describe the measures that Contractor has taken to mitigate the delay and/or its effects, including efforts to mitigate the cost impact of the delay, such as by workforce management or by a change in sequencing. If the delay is still ongoing at the time the request is submitted, the request should also include Contractor’s plan for continued mitigation of the delay or its effects.
(2) Delay Days and Costs. The request must specify the number of days of Excusable Delay claimed or provide a realistic estimate if the duration of the delay is not yet known. If Contractor believes it is entitled to Recoverable Costs for Compensable Delay, the request must specify the amount and basis for the Recoverable Costs that are claimed or provide a realistic estimate if the amount is not yet known. Any estimate of delay duration or cost must be updated in writing and submitted with all required supporting documentation as soon as the actual time and cost is known. The maximum extension of Contract Time will be the number of days, if any, by which an Excusable Delay or a Compensable Delay exceeds any concurrent Non-Excusable Delay. Contractor is entitled to an extension of Contract Time, or compensation for Recoverable Costs, only if, and only to the extent that, such delay will unavoidably delay Final Completion. (3) Supporting Documentation. The request must also include any and all supporting documentation necessary to evidence the delay and its actual impacts, including scheduling and cost impacts with a time impact analysis using critical path methodology and demonstrating the unavoidable delay to Final Completion. The time impact analysis must be submitted in a form or format acceptable to City.
(4) Burden of Proof. Contractor has the burden of proving that: the delay was an Excusable Delay or Compensable Delay, as defined above; Contractor has fully complied with its scheduling obligations in Section 5.2, Schedule Requirements; Contractor has made reasonable efforts to mitigate the delay and its schedule and cost impacts; the delay will unavoidably result in delaying Final Completion; and any Recoverable Costs claimed by Contractor were actually incurred and were reasonable under the circumstances.
(5) Legal Compliance. Nothing in this Section 5.3 is intended to require the waiver, alteration, or limitation of the applicability of Public Contract Code § 7102. (6) No Waiver. Any grant of an extension of Contract Time, or compensation for Recoverable Costs due to Compensable Delay, will not operate as a waiver of City’s right to assess liquidated damages for Non-Excusable Delay. (7) Dispute Resolution. In the event of a dispute over entitlement to an extension of Contract Time or compensation for Recoverable Costs, Contractor may not stop Work pending resolution of the dispute, but must continue to comply with its duty to diligently prosecute the performance and timely completion of the Work. Contractor’s sole recourse for an unresolved dispute based on City’s rejection of a Change Order request for an extension of Contract Time or compensation for Recoverable Costs is to comply with the dispute resolution provisions set forth in Article 12 below.

5.4 Liquidated Damages. It is expressly understood that if Final Completion is not achieved within the Contract Time, City will suffer damages from the delay that are difficult to determine and accurately specify. Pursuant to Public Contract Code § 7203, if Contractor Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 491
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fails to achieve Final Completion within the Contract Time due to Contractor’s NonExcusable Delay, City will charge Contractor in the amount specified in the Contract for each calendar day that Final Completion is delayed beyond the Contract Time, as liquidated damages and not as a penalty. Any waiver of accrued liquidated damages, in whole or in part, is subject to approval of the City Council or its authorized delegee. (A) Liquidated Damages. Liquidated damages will not be assessed for any Excusable Delay or Compensable Delay, as set forth above. (B) Milestones. Liquidated damages may also be separately assessed for failure to meet milestones specified elsewhere in the Contract Documents. (C) Setoff. City is entitled to deduct the amount of liquidated damages assessed against any payments otherwise due to Contractor, including progress payments, Final Payment, or unreleased retention. If there are insufficient Contract funds remaining to cover the full amount of liquidated damages assessed, City is entitled to recover the balance from Contractor or its performance bond surety. (D) Occupancy or Use. Occupancy or use of the Project in whole or in part prior to Final Completion does not constitute City’s acceptance of the Project and will not operate as a waiver of City’s right to assess liquidated damages for Contractor’s Non-Excusable Delay in achieving Final Completion.
(E) Other Remedies. City’s right to liquidated damages under this Section applies only to damages arising from Contractor’s Non-Excusable Delay or failure to complete the Work within the Contract Time. City retains its right to pursue all other remedies under the Contract for other types of damage, including damage to property or persons, costs or diminution in value from defective materials or workmanship, costs to repair or complete the Work, or other liability caused by Contractor.

Article 6 - Contract Modification

6.1 Contract Modification. Subject to the limited exception set forth in subsection (D) below, any change in the Work or the Contract Documents, including the Contract Price or Contract Time, will not be a valid and binding change to the Contract unless it is formalized in a Change Order, including a “no-cost” Change Order or a unilateral Change Order. Changes in the Work pursuant to this Article 6 will not operate to release, limit, or abridge Contractor’s warranty obligations pursuant to Article 11 or any obligations of Contractor’s bond sureties.
(A) City-Directed Changes. City may direct changes in the scope or sequence of Work or the requirements of the Contract Documents, without invalidating the Contract.

Such changes may include Extra Work as set forth in subsection (C) below, or deletion or modification of portions of the Work. Contractor must promptly comply with City-directed changes in the Work in accordance with the original Contract Documents, even if Contractor and City have not yet reached agreement as to adjustments to the Contract Price or Contract Time for the change in the Work or for the Extra Work. Contractor is not entitled to extra compensation for cost savings resulting from “value engineering” pursuant to Public Contract Code § 7101, except to the extent authorized in advance by City in writing, and subject to any applicable procedural requirements for submitting a proposal for value engineering cost savings.
(B) Disputes. In the event of a dispute over entitlement to or the amount of a change in Contract Time or a change in Contract Price related to a City-directed change in the Work, Contractor must perform the Work as directed and may not delay its Work or Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 492
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cease Work pending resolution of the dispute, but must continue to comply with its duty to diligently prosecute the performance and timely completion of the Work, including the Work in dispute. Likewise, in the event that City and Contractor dispute whether a portion or portions of the Work are already required by the Contract Documents or constitute Extra Work, or otherwise dispute the interpretation of any portion(s) of the Contract Documents, Contractor must perform the Work as directed and may not delay its Work or cease Work pending resolution of the dispute, but must continue to comply with its duty to diligently prosecute the performance and timely completion of the Work, including the Work in dispute, as directed by City. If Contractor refuses to perform the Work in dispute, City may, acting in its sole discretion, elect to delete the Work from the Contract and reduce the Contract Price accordingly, and self-perform the Work or direct that the Work be performed by others. Alternatively, City may elect to terminate the Contract for convenience or for cause. Contractor’s sole recourse for an unresolved dispute related to changes in the Work or performance of any Extra Work is to comply with the dispute resolution provisions set forth in Article 12, below.
(C) Extra Work. City may direct Contractor to perform Extra Work related to the Project. Contractor must promptly perform any Extra Work as directed or authorized by City in accordance with the original Contract Documents, even if Contractor and City have not yet reached agreement on adjustments to the Contract Price or Contract Time for such Extra Work. If Contractor believes it is necessary to perform Extra Work due to changed conditions, Contractor must promptly notify the Engineer in writing, specifically identifying the Extra Work and the reason(s) the Contractor believes it is Extra Work. This notification requirement does not constitute a Change Order request pursuant to Section

6.2, below. Contractor must maintain detailed daily records that itemize the cost of each element of Extra Work, and sufficiently distinguish the direct cost of the Extra Work from the cost of other Work performed. For each day that Contractor performs Extra Work, or Work that Contractor contends is Extra Work, Contractor must submit no later than the following Working Day, a daily report of the Extra Work performed that day and the related costs, together with copies of certified payroll, invoices, and other documentation substantiating the costs (“Extra Work Report”). The Engineer will make any adjustments to Contractor’s Extra Work Report(s) based on the Engineer’s records of the Work. When an Extra Work Report(s) is agreed on and signed by both City and Contractor, the Extra Work Report(s) will become the basis for payment under a duly authorized and signed Change Order. Failure to submit the required documentation by close of business on the next Working Day is deemed a full and complete waiver for any change in the Contract Price or Contract Time for any Extra Work performed that day. (D) Minor Changes and RFIs. Minor field changes, including RFI replies from City, that do not affect the Contract Price or Contract Time and that are approved by the Engineer acting within his or her scope of authority, do not require a Change Order. By executing an RFI reply from City, Contractor agrees that it will perform the Work as clarified therein, with no change to the Contract Price or Contract Time. (E) Remedy for Non-Compliance. Contractor’s failure to promptly comply with a City-directed change is deemed a material breach of the Contract, and in addition to all other remedies available to it, City may, at its sole discretion, hire another contractor or use its own forces to complete the disputed Work at Contractor’s sole expense, and may deduct the cost from the Contract Price.

6.2 Contractor Change Order Requests. Contractor must submit a request or proposal for a change in the Work, compensation for Extra Work, or a change in the Contract Price or Contract Time as a written Change Order request or proposal. (A) Time for Submission. Any request for a change in the Contract Price or the Contract Time must be submitted in writing within ten calendar days of the date that Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 493
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Contractor first encounters the circumstances, information or conditions giving rise to the Change Order request, even if the total amount of the requested change in the Contract Price or impact on the Contract Time is not yet known at that time. If City requests that Contractor propose the terms of a Change Order, unless otherwise specified in City’s request, Contractor must provide the Engineer with a written proposal for the change in the Contract Price or Contract Time within five working days of receiving City’s request, in a form satisfactory to the Engineer.
(B) Required Contents. Any Change Order request or proposal submitted by Contractor must include a complete breakdown of actual or estimated costs and credits, and must itemize labor, materials, equipment, taxes, insurance, subcontract amounts, and, if applicable, Extra Work Reports. Any estimated cost must be updated in writing as soon as the actual amount is known.
(C) Required Documentation. All claimed costs must be fully documented, and any related request for an extension of time or delay-related costs must be included at that time and in compliance with the requirements of Article 5 of the General Conditions.

Upon request, Contractor must permit City to inspect its original and unaltered bidding records, subcontract agreements, subcontract change orders, purchase orders, invoices, or receipts associated with the claimed costs.
(D) Required Form. Contractor must use City’s form(s) for submitting all Change Order requests or proposals, unless otherwise specified by City. (E) Certification. All Change Order requests must be signed by Contractor and must include the following certification:
“The undersigned Contractor certifies under penalty of perjury that its statements and representations in this Change Order request are true and correct. Contractor warrants that this Change Order request is comprehensive and complete as to the Work or changes referenced herein, and agrees that any known or foreseeable costs, expenses, or time extension requests not included herein, are deemed waived.”

6.3 Adjustments to Contract Price. The amount of any increase or decrease in the Contract Price will be determined based on one of the following methods listed below, in the order listed with unit pricing taking precedence over the other methods. Markup applies only to City-authorized time and material Work, and does not apply to any other payments to Contractor. For Work items or components that are deleted in their entirety, Contractor will only be entitled to compensation for those direct, actual, and documented costs (including restocking fees), reasonably incurred before Contractor was notified of the City’s intent to delete the Work, with no markup for overhead, profit, or other indirect costs.
(A) Unit Pricing. Amounts previously provided by Contractor in the form of unit prices, either in a bid schedule or in a post-award schedule of values pursuant to Section

8.1, Schedule of Values, will apply to determine the price for the affected Work, to the extent applicable unit prices have been provided for that type of Work. No additional markup for overhead, profit, or other indirect costs will be added to the calculation. (B) Lump Sum. A mutually agreed upon, all-inclusive lump sum price for the affected Work with no additional markup for overhead, profit, or other indirect costs. (C) Time and Materials. On a time and materials basis, if and only to the extent compensation on a time and materials basis is expressly authorized by City in advance of Contractor’s performance of the Work and subject to any not-to-exceed limit. Time and Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 494
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materials compensation for increased costs or Extra Work (but not decreased costs or deleted Work), will include allowed markup for overhead, profit, and other indirect costs, calculated as the total of the following sums, the cumulative total of which may not exceed the maximum markup rate of 15%:
(1) All direct labor costs provided by the Contractor, excluding superintendence, project management, or administrative costs, plus 15% markup; (2) All direct material costs provided by the Contractor, including sales tax, plus 15% markup;
(3) All direct plant and equipment rental costs provided by the Contractor, plus 15% markup;
(4) All direct additional subcontract costs plus 10% markup for Work performed by Subcontractors; and
(5) Increased bond or insurance premium costs computed at 1.5% of total of the previous four sums.

6.4 Unilateral Change Order. If the parties dispute the terms of a proposed Change Order, including disputes over the amount of compensation or extension of time that Contractor has requested, the value of deleted or changed Work, what constitutes Extra Work, or quantities used, City may elect to issue a unilateral Change Order, directing performance of the Work, and authorizing a change in the Contract Price or Contract Time for the adjustment to compensation or time that the City believes is merited. Contractor’s sole recourse to dispute the terms of a unilateral Change Order is to submit a timely Claim pursuant to Article 12, below.

6.5 Non-Compliance Deemed Waiver. Contractor waives its entitlement to any increase in the Contract Price or Contract Time if Contractor fails to fully comply with the provisions of this Article. Contractor will not be paid for unauthorized Extra Work.

Article 7 - General Construction Provisions

7.1 Permits, Fees, Business License, and Taxes.
(A) Permits, Fees, and City Business License. Contractor must obtain and pay for all permits, fees, and licenses required to perform the Work, including a City business license. Contractor must cooperate with and provide notifications to all government agencies with jurisdiction over the Project, as may be required. Contractor must provide City with copies of all records of permits and permit applications, payment of required fees, and any licenses required for the Work.
(B) Taxes. Contractor must pay for all taxes on labor, material, and equipment, except Federal Excise Tax to the extent that City is exempt from Federal Excise Tax.

7.2 Temporary Facilities. Contractor must provide, at Contractor’s sole expense, any and all temporary facilities for the Project, including an onsite staging area for materials and equipment, a field office, sanitary facilities, utilities, storage, scaffolds, barricades, walkways, and any other temporary structure required to safely perform the Work along with any incidental utility services. The location of all temporary facilities must be approved by the City prior to installation. Temporary facilities must be safe and adequate for the intended use and installed and maintained in accordance with Laws and the Contract Documents. Contractor must fence and screen the Project site and, if Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 495
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applicable, any separate Worksites, including the staging area, and its operation must minimize inconvenience to neighboring properties. Additional provisions pertaining to temporary facilities may be included in the Specifications or Special Conditions. (A) Utilities. Contractor must install and maintain the power, water, sewer, and all other utilities required for the Project site, including the piping, wiring, internet and wifi connections, and any related equipment necessary to maintain the temporary facilities. (B) Removal and Repair. Contractor must promptly remove all such temporary facilities when they are no longer needed or upon completion of the Work, whichever comes first. Contractor must promptly repair any damage to City’s property or to other property caused by the installation, use, or removal of the temporary facilities, and must promptly restore the property to its original or intended condition.

7.3 Noninterference and Site Management. Contractor must avoid interfering with City’s use of its property at or adjacent to the Project site, including use of roadways, entrances, parking areas, walkways, and structures. Contractor must also minimize disruption of access to private property in the Project vicinity. Contractor must coordinate with affected property owners, tenants, and businesses, and maintain some vehicle and pedestrian access to their residences or properties at all times. Temporary access ramps, fencing or other measures must be provided as needed. Before blocking access to a private driveway or parking lot, Contractor must provide effective notice to the affected parties at least 48 hours in advance of the pending closure and allow them to remove vehicles.

Private driveways, residences and parking lots must have access to a roadway during non-Work hours.
(A) Offsite Acquisition. Unless otherwise provided by City, Contractor must acquire, use, and dispose of, at its sole expense, any Worksites, licenses, easements, and temporary facilities necessary to access and perform the Work. (B) Offsite Staging Area and Field Office. If additional space beyond the Project site is needed, such as for the staging area or the field office, Contractor may need to make arrangements with the nearby property owner(s) to secure the space. Before using or occupying any property owned by a third party, Contractor must provide City with a copy of the necessary license agreement, easement, or other written authorization from the property owner, together with a written release from the property owner holding City harmless from any related liability, in a form acceptable to the City Attorney. (C) Traffic Management. Contractor must provide traffic management and traffic controls as specified in the Contract Documents, as required by Laws, and as otherwise required to ensure public and worker safety, and to avoid interference with public or private operations or the normal flow of vehicular, bicycle, or pedestrian traffic.

7.4 Signs. No signs may be displayed on or about City’s property, except signage which is required by Laws or by the Contract Documents, without City’s prior written approval as to size, design, and location.

7.5 Project Site and Nearby Property Protections.
(A) General. Contractor is responsible at all times, on a 24-hour basis and at its sole cost, for protecting the Work, the Project site, and the materials and equipment to be incorporated into the Work, until the City has accepted the Project, excluding any exceptions to acceptance, if any. Except as specifically authorized by City, Contractor must confine its operations to the area of the Project site indicated in the Plans and Specifications. Contractor is liable for any damage caused by Contractor or its Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 496
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Subcontractors to the Work, City’s property, the property of adjacent or nearby property owners and the work or personal property of other contractors working for City, including damage related to Contractor’s failure to adequately secure the Work or any Worksite. (1) Subject to City’s approval, Contractor will provide and install safeguards to protect the Work; any Worksite, including the Project site; City’s real or personal property and the real or personal property of adjacent or nearby property owners, including plant and tree protections.
(2) City wastewater systems may not be interrupted. If the Work disrupts existing sewer facilities, Contractor must immediately notify City and establish a plan, subject to City’s approval, to convey the sewage in closed conduits back into the sanitary sewer system. Sewage must not be permitted to flow in trenches or be covered by backfill.
(3) Contractor must remove with due care, and store at City’s request, any objects or material from the Project site that City will salvage or reuse at another location.
(4) If directed by Engineer, Contractor must promptly repair or replace any property damage, as specified by the Engineer. However, acting in its sole discretion, City may elect to have the property damage remedied otherwise, and may deduct the cost to repair or replace the damaged property from payment otherwise due to Contractor.
(5) Contractor will not permit any structure or infrastructure to be loaded in a manner that will damage or endanger the integrity of the structure or infrastructure.
(B) Securing Project Site. After completion of Work each day, Contractor must secure the Project site and, to the extent feasible, make the area reasonably accessible to the public unless City approves otherwise. All excess materials and equipment not protected by approved traffic control devices must be relocated to the staging area or demobilized. Trench spoils must be hauled off the Project site daily and open excavations must be protected with steel plates. Contractor and Subcontractor personnel may not occupy or use the Project site for any purpose during non-Work hours, except as may be provided in the Contract Documents or pursuant to prior written authorization from City. (C) Unforeseen Conditions. If Contractor encounters facilities, utilities, or other unknown conditions not shown on or reasonably inferable from the Plans or apparent from inspection of the Project site, Contractor must immediately notify the City and promptly submit a Request for Information to obtain further directions from the Engineer.

Contractor must avoid taking any action which could cause damage to the facilities or utilities pending further direction from the Engineer. The Engineer’s written response will be final and binding on Contractor. If the Engineer’s subsequent direction to Contractor affects Contractor’s cost or time to perform the Work, Contractor may submit a Change Order request as set forth in Article 6 above.
(D) Support; Adjacent Properties. Contractor must provide, install, and maintain all shoring, bracing, and underpinning necessary to provide support to City’s property and adjacent properties and improvements thereon. Contractor must provide notifications to adjacent property owners as may be required by Laws. See also, Section 7.15, Trenching of Five Feet or More.
(E) Notification of Property Damage. Contractor must immediately notify the City of damage to any real or personal property resulting from Work on the Project. Contractor Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 497
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must immediately provide a written report to City of any such property damage in excess of $500 (based on estimated cost to repair or replace) within 24 hours of the occurrence.

The written report must include: (1) the location and nature of the damage, and the owner of the property, if known; (2) the name and address of each employee of Contractor or any Subcontractor involved in the damage; (3) a detailed description of the incident, including precise location, time, and names and contact information for known witnesses; and (4) a police or first responder report, if applicable. If Contractor is required to file an accident report with another government agency, Contractor will provide a copy of the report to City.

7.6 Materials and Equipment.
(A) General. Unless otherwise specified, all materials and equipment required for the Work must be new, free from defects, and of the best grade for the intended purpose, and furnished in sufficient quantities to ensure the proper and expeditious performance of the Work. Contractor must employ measures to preserve the specified quality and fitness of the materials and equipment. Unless otherwise specified, all materials and equipment required for the Work are deemed to include all components required for complete installation and intended operation and must be installed in accordance with the manufacturer’s recommendations or instructions. Contractor is responsible for all shipping, handling, and storage costs associated with the materials and equipment required for the Work. Contractor is responsible for providing security and protecting the Work and all of the required materials, supplies, tools and equipment at Contractor’s sole cost until City has formally accepted the Project as set forth in Section 11.1, Final Completion. Contractor will not assign, sell, mortgage, or hypothecate any materials or equipment for the Project, or remove any materials or equipment that have been installed or delivered.
(B) City-Provided. If the Work includes installation of materials or equipment to be provided by City, Contractor is solely responsible for the proper examination, handling, storage, and installation in accordance with the Contract Documents. Contractor must notify City of any defects discovered in City-provided materials or equipment, sufficiently in advance of scheduled use or installation to afford adequate time to procure replacement materials or equipment as needed. Contractor is solely responsible for any loss of or damage to such items which occurs while the items are in Contractor’s custody and control, the cost of which may be offset from the Contract Price and deducted from any payment(s) due to Contractor.
(C) Intellectual Property Rights. Contractor must, at its sole expense, obtain any authorization or license required for use of patented or copyright-protected materials, equipment, devices, or processes that are incorporated into the Work. Contractor’s indemnity obligations in Article 4 apply to any claimed violation of intellectual property rights in violation of this provision.

7.7 Substitutions.
(A) “Or Equal.” Any Specification designating a material, product, or thing (collectively, “item”) or service by specific brand or trade name, followed by the words “or equal,” is intended only to indicate the quality and type of item or service desired, and Contractor may request use of any equal item or service. Unless otherwise stated in the Specifications, any reference to a specific brand or trade name for an item or service that is used solely for the purpose of describing the type of item or service desired, will be deemed to be followed by the words “or equal.” A substitution will only be approved if it is a true “equal” item or service in every aspect of design, function, and quality, as determined by City, including dimensions, weight, maintenance requirements, durability, fit with other elements, and schedule impacts.

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(B) Request for Substitution. A post-award request for substitution of an item or service must be submitted in writing to the Engineer for approval in advance, within the applicable time period provided in the Contract Documents. If no time period is specified, the substitution request may be submitted any time within 35 days after the date of award of the Contract, or sufficiently in advance of the time needed to avoid delay of the Work, whichever is earlier.
(C) Substantiation. Any available data substantiating the proposed substitute as an equal item or service must be submitted with the written request for substitution.

Contractor’s failure to timely provide all necessary substantiation, including any required test results as soon as they are available, is grounds for rejection of the proposed substitution, without further review.
(D) Burden of Proving Equality. Contractor has the burden of proving the equality of the proposed substitution at Contractor’s sole cost. City has sole discretion to determine whether a proposed substitution is equal, and City’s determination is final.

(E) Approval or Rejection. If the proposed substitution is approved, Contractor is solely responsible for any additional costs or time associated with the substituted item or service. If the proposed substitution is rejected, Contractor must, without delay, install the item or use the service as specified by City.
(F) Contractor’s Obligations. City’s approval of a proposed substitution will not relieve Contractor from any of its obligations under the Contract Documents. In the event Contractor makes an unauthorized substitution, Contractor will be solely responsible for all resulting cost impacts, including the cost of removal and replacement and the impact to other design elements.

7.8 Testing and Inspection.
(A) General. All materials, equipment, and workmanship used in the Work are subject to inspection and testing by City at all times and at all locations during construction and/or fabrication, including at any Worksite, shops, and yards. All manufacturers’ application or installation instructions must be provided to the Inspector at least ten days prior to the first such application or installation. Contractor must, at all times, make the Work available for testing or inspection. Neither City’s inspection or testing of Work, nor its failure to do so, operate to waive or limit Contractor’s duty to complete the Work in accordance with the Contract Documents. (B) Scheduling and Notification. Contractor must cooperate with City in coordinating the inspections and testing. Contractor must submit samples of materials, at Contractor’s expense, and schedule all tests required by the Contract Documents in time to avoid any delay to the progress of the Work. Contractor must notify the Engineer no later than noon of the Working Day before any inspection or testing and must provide timely notice to the other necessary parties as specified in the Contract Documents. If Contractor schedules an inspection or test beyond regular Work hours, or on a Saturday, Sunday, or recognized City holiday, Contractor must notify the Engineer at least two Working Days in advance for approval. If approved, Contractor must reimburse City for the cost of the overtime inspection or testing. Such costs, including the City’s hourly costs for required personnel, may be deducted from payments otherwise due to Contractor. (C) Responsibility for Costs. City will bear the initial cost of inspection and testing to be performed by independent consultants retained by City, subject to the following exceptions:

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(1) Contractor will be responsible for the costs of any subsequent inspections or tests which are required to substantiate compliance with the Contract Documents, and any associated remediation costs.
(2) Contractor will be responsible for inspection costs, at City’s hourly rates, for inspection time lost because the Work is not ready, or Contractor fails to appear for a scheduled inspection.
(3) If any portion of the Work that is subject to inspection or testing is covered or concealed by Contractor prior to the inspection or testing, Contractor will bear the cost of making that portion of the Work available for the inspection or testing required by the Contract Documents, and any associated repair or remediation costs.
(4) Contractor is responsible for properly shoring all compaction test sites deeper than five feet below grade, as required under Section 7.15 below. (5) Any Work or material that is defective or fails to comply with the requirements of the Contract Documents must be promptly repaired, removed, replaced, or corrected by Contractor, at Contractor’s sole expense, even if that Work or material was previously inspected or included in a progress payment. (D) Contractor’s Obligations. Contractor is solely responsible for any delay occasioned by remediation of defective or noncompliant Work or material. Inspection or testing of the Work does not in any way relieve Contractor of its obligations to perform the Work as specified. Any Work done without the inspection(s) or testing required by the Contract Documents will be subject to rejection by City. (E) Distant Locations. If required off-site testing or inspection must be conducted at a location more than 100 miles from the Project site, Contractor is solely responsible for the additional travel costs required for testing and/or inspection at such locations. (F) Final Inspection. The provisions of this Section 7.8 also apply to final inspection under Article 11, Completion and Warranty Provisions.

7.9 Project Site Conditions and Maintenance. Contractor must at all times, on a 24-hour basis and at its sole cost, maintain the Project site and staging and storage areas in clean, neat, and sanitary condition and in compliance with all Laws pertaining to safety, air quality, and dust control. Adequate toilets must be provided, and properly maintained and serviced for all workers on the Project site, located in a suitably secluded area, subject to City’s prior approval. Contractor must also, on a daily basis and at its sole cost, remove and properly dispose of the debris and waste materials from the Project site. (A) Air Emissions Control. Contractor must not discharge smoke or other air contaminants into the atmosphere in violation of any Laws. Contractor must comply with all Laws, including the California Air Resources Board’s In-Use Off-Road Diesel-Fueled Fleets Regulation (13 CCR § 2449 et seq.).
(B) Dust and Debris. Contractor must minimize and confine dust and debris resulting from the Work. Contractor must abate dust nuisance by cleaning, sweeping, and immediately sprinkling with water excavated areas of dirt or other materials prone to cause dust, and within one hour after the Engineer notifies Contractor that an airborne nuisance exists. The Engineer may direct that Contractor provide an approved waterspraying truck for this purpose. If water is used for dust control, Contractor will only use the minimum necessary. Contractor must take all necessary steps to keep waste water out of streets, gutters, or storm drains. See Section 7.19, Environmental Control. If City Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 500
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determines that the dust control is not adequate, City may have the work done by others and deduct the cost from the Contract Price. Contractor will immediately remove any excess excavated material from the Project site and any dirt deposited on public streets. (C) Clean up. Before discontinuing Work in an area, Contractor must clean the area and remove all debris and waste along with the construction equipment, tools, machinery, and surplus materials.
(1) Except as otherwise specified, all excess Project materials, and the materials removed from existing improvements on the Project site with no salvage value or intended reuse by City, will be Contractor’s property.
(2) Hauling trucks and other vehicles leaving the Project site must be cleaned of exterior mud or dirt before traveling on City streets. Materials and loose debris must be delivered and loaded to prevent dropping materials or debris. Contractor must immediately remove spillage from hauling on any publicly traveled way.

Streets affected by Work on the Project must be kept clean by street sweeping. (D) Disposal. Contractor must dispose of all Project debris and waste materials in a safe and legal manner. Contractor may not burn or bury waste materials on the Project site. Contractor will not allow any dirt, refuse, excavated material, surplus concrete or mortar, or any associated washings, to be disposed of onto streets, into manholes or into the storm drain system.
(E) Completion. At the completion of the Work, Contractor must remove from the Project site all of its equipment, tools, surplus materials, waste materials and debris, presenting a clean and neat appearance. Before demobilizing from the Project site, Contractor must ensure that all surfaces are cleaned, sealed, waxed, or finished as applicable, and that all marks, stains, paint splatters, and the like have been properly removed from the completed Work and the surrounding areas. Contractor must ensure that all parts of the construction are properly joined with the previously existing and adjacent improvements and conditions. Contractor must provide all cutting, fitting and patching needed to accomplish that requirement. Contractor must also repair or replace all existing improvements that are damaged or removed during the Work, both on and off the Project site, including curbs, sidewalks, driveways, fences, signs, landscaping, utilities, street surfaces and structures. Repairs and replacements must be at least equal to the previously existing improvements, and the condition, finish and dimensions must match the previously existing improvements. Contractor must restore to original condition all property or items that are not designated for alteration under the Contract Documents and leave each Worksite clean and ready for occupancy or use by City. (F) Non-Compliance. If Contractor fails to comply with its maintenance and cleanup obligations or any City clean up order, City may, acting in its sole discretion, elect to suspend the Work until the condition(s) is corrected with no increase in the Contract Time or Contract Price, or undertake appropriate cleanup measures without further notice and deduct the cost from any amounts due or to become due to Contractor.

7.10 Instructions and Manuals. Contractor must provide to City three copies each of all instructions and manuals required by the Contract Documents, unless otherwise specified. These must be complete as to drawings, details, parts lists, performance data, and other information that may be required for City to easily maintain and service the materials and equipment installed for this Project.
(A) Submittal Requirements. All manufacturers’ application or installation instructions must be provided to City at least ten days prior to the first such application.

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The instructions and manuals, along with any required guarantees, must be delivered to City for review.
(B) Training. Contractor or its Subcontractors must train City’s personnel in the operation and maintenance of any complex equipment or systems as a condition precedent to Final Completion, if required in the Contract Documents.

7.11 As-built Drawings. Contractor and its Subcontractors must prepare and maintain at the Project site a detailed, complete and accurate as-built set of the Plans which will be used solely for the purpose of recording changes made in any portion of the original Plans in order to create accurate record drawings at the end of the Project. (A) Duty to Update. The as-built drawings must be updated as changes occur, on a daily basis if necessary. City may withhold the estimated cost for City to have the as-built drawings prepared from payments otherwise due to Contractor, until the as-built drawings are brought up to date to the satisfaction of City. Actual locations to scale must be identified on the as-built drawings for all runs of mechanical and electrical work, including all site utilities installed underground, in walls, floors, or otherwise concealed. Deviations from the original Plans must be shown in detail. The exact location of all main runs, whether piping, conduit, ductwork or drain lines, must be shown by dimension and elevation. The location of all buried pipelines, appurtenances, or other improvements must be represented by coordinates and by the horizontal distance from visible aboveground improvements. (B) Final Completion. Contractor must verify that all changes in the Work are depicted in the as-built drawings and must deliver the complete set of as-built drawings to the Engineer for review and acceptance as a condition precedent to Final Completion and Final Payment.

7.12 Existing Utilities.
(A) General. The Work may be performed in developed, urban areas with existing utilities, both above and below ground, including utilities identified in the Contract Documents or in other informational documents or records. Contractor must take due care to locate identified or reasonably identifiable utilities before proceeding with trenching, excavation, or any other activity that could damage or disrupt existing utilities.

This may include excavation with small equipment, potholing, or hand excavation, and, if practical, using white paint or other suitable markings to delineate the area to be excavated. Except as otherwise provided herein, Contractor will be responsible for costs resulting from damage to identified or reasonably identifiable utilities due to Contractor’s negligence or failure to comply with the Contract Documents, including the requirements in this Article 7.
(B) Unidentified Utilities. Pursuant to Government Code § 4215, if, during the performance of the Work, Contractor discovers utility facilities not identified by City in the Contract Documents, Contractor must immediately provide written notice to City and the utility. City assumes responsibility for the timely removal, relocation, or protection of existing main or trunkline utility facilities located on the Project site if those utilities are not identified in the Contract Documents. Contractor will be compensated in accordance with the provisions of the Contract Documents for the costs of locating, repairing damage not due to Contractor’s failure to exercise reasonable care, and removing or relocating utility facilities not indicated in the Plans or Specifications with reasonable accuracy, and for equipment on the Project necessarily idled during such work. Contractor will not be assessed liquidated damages for delay in completion of the Work, to the extent the delay was caused by City’s failure to provide for removal or relocation of the utility facilities.

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7.13 Notice of Excavation. Contractor must comply with all applicable requirements in Government Code § 4216 et seq., which are incorporated by reference herein.

7.14 Trenching and Excavations of Four Feet or More. As required by Public Contract Code § 7104, if the Work includes digging trenches or other excavations that extend deeper than four feet below the surface, the provisions in this Section apply to the Work and the Project.

(A) Duty to Notify. Contractor must promptly, and before the following conditions are disturbed, provide written notice to City if Contractor finds any of the following conditions:
(1) Material that Contractor believes may be a hazardous waste, as defined in § 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with the provisions of existing Laws;
(2) Subsurface or latent physical conditions at the Project site differing from those indicated by information about the Project site made available to bidders prior to the deadline for submitting bids; or
(3) Unknown physical conditions at the Project site of any unusual nature, materially different from those ordinarily encountered and generally recognized as inherent in work of the character required by the Contract Documents. (B) City Investigation. City will promptly investigate the conditions and if City finds that the conditions materially differ from those indicated, apparent, or reasonably inferred from information about the Project site made available to bidders, or involve hazardous waste, and cause a decrease or increase in Contractor’s cost of, or the time required for, performance of any part of the Work, City will issue a Change Order. (C) Disputes. In the event that a dispute arises between City and Contractor regarding any of the conditions specified in subsection (B) above, or the terms of a Change Order issued by City, Contractor will not be excused from completing the Work within the Contract Time, but must proceed with all Work to be performed under the Contract. Contractor will retain any and all rights provided either by the Contract or by Laws which pertain to the resolution of disputes between Contractor and City.

7.15 Trenching of Five Feet or More. As required by Labor Code § 6705, if the Contract Price exceeds $25,000 and the Work includes the excavation of any trench or trenches of five feet or more in depth, a detailed plan must be submitted to City for acceptance in advance of the excavation. The detailed plan must show the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation. If the plan varies from the shoring system standards, it must be prepared by a California registered civil or structural engineer. Use of a shoring, sloping, or protective system less effective than that required by the Construction Safety Orders is prohibited.

7.16 New Utility Connections. Except as otherwise specified, City will pay connection charges and meter costs for new permanent utilities required by the Contract Documents, if any. Contractor must notify City sufficiently in advance of the time needed to request service from each utility provider so that connections and services are initiated in accordance with the Project schedule.

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7.17 Lines and Grades. Contractor is required to use any benchmark provided by the Engineer. Unless otherwise specified in the Contract Documents, Contractor must provide all lines and grades required to execute the Work. Contractor must also provide, preserve, and replace if necessary, all construction stakes required for the Project. All stakes or marks must be set by a California licensed surveyor or a California registered civil engineer. Contractor must notify the Engineer of any discrepancies found between Contractor’s staking and grading and information provided by the Contract Documents.

Upon completion, all Work must conform to the lines, elevations, and grades shown in the Plans, including any changes directed by a Change Order.

7.18 Historic or Archeological Items.
(A) Contractor’s Obligations. Contractor must ensure that all persons performing Work at the Project site are required to immediately notify the Project Manager, upon discovery of any potential historic or archeological items, including historic or prehistoric ruins, a burial ground, archaeological or vertebrate paleontological site, including fossilized footprints or other archeological, paleontological or historical feature on the Project site (collectively, “Historic or Archeological Items”). (B) Discovery; Cessation of Work. Upon discovery of any potential Historic or Archeological Items, Work must be stopped within an 85-foot radius of the find and may not resume until authorized in writing by City. If required by City, Contractor must assist in protecting or recovering the Historic or Archeological Items, with any such assistance to be compensated as Extra Work on a time and materials basis under Article 6, Contract Modification. At City’s discretion, a suspension of Work required due to discovery of Historic or Archeological Items may be treated as Excusable Delay pursuant to Article 5, or as a suspension for convenience under Article 13.

7.19 Environmental Control. Contractor must not pollute any drainage course or its tributary inlets with fuels, oils, bitumens, acids, insecticides, herbicides or other harmful materials.

Contractor must prevent the release of any hazardous material or hazardous waste into the soil or groundwater, and prevent the unlawful discharge of pollutants into City’s storm drain system and watercourses as required below. Contractor and its Subcontractors must at all times in the performance of the Work comply with all Laws concerning pollution of waterways.
(A) Stormwater Permit. Contractor must comply with all applicable conditions of the State Water Resources Control Board National Pollutant Discharge Elimination System General Permit for Waste Discharge Requirements for Discharges of Stormwater Runoff Associated with Construction Activity (“Stormwater Permit”). (B) Contractor’s Obligations. If required for the Work, a copy of the Stormwater Permit is on file in City’s principal administrative offices, and Contractor must comply with it without adjustment of the Contract Price or the Contract Time. Contractor must timely and completely submit required reports and monitoring information required by the conditions of the Stormwater Permit. Contractor also must comply with all other Laws governing discharge of stormwater, including applicable municipal stormwater management programs.

7.20 Noise Control. Contractor must comply with all applicable noise control Laws. Noise control requirements apply to all equipment used for the Work or related to the Work, including trucks, transit mixers or transient equipment that may or may not be owned by Contractor.

7.21 Mined Materials. Pursuant to the Surface Mining and Reclamation Act of 1975, Public Resources Code § 2710 et seq., any purchase of mined materials, such as construction Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 504
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aggregate, sand, gravel, crushed stone, road base, fill materials, and any other mineral materials must originate from a surface mining operation included on the AB 3098 List, which may be accessed online at: https://www.conservation.ca.gov/smgb/Pages/AB3098-List.aspx.

Article 8 - Payment

8.1 Schedule of Values. Prior to submitting its first application for payment, Contractor must prepare and submit to the Project Manager a schedule of values apportioned to the various divisions and phases of the Work, including mobilization and demobilization. If a Bid Schedule was submitted with Contractor’s bid, the amounts in the schedule of values must be consistent with the Bid Schedule. Each line item contained in the schedule of values must be assigned a value such that the total of all items equals the Contract Price.

The items must be sufficiently detailed to enable accurate evaluation of the percentage of completion claimed in each application for payment, and the assigned value consistent with any itemized or unit pricing submitted with Contractor’s bid. (A) Measurements for Unit Price Work. Materials and items of Work to be paid for on the basis of unit pricing will be measured according to the methods specified in the Contract Documents.
(B) Deleted or Reduced Work. Contractor will not be compensated for Work that City has deleted or reduced in scope, except for any labor, material, or equipment costs for such Work that Contractor reasonably incurred before Contractor learned that the Work could be deleted or reduced. Contractor will only be compensated for those actual, direct and documented costs incurred, and will not be entitled to any mark up for overhead or lost profits.

8.2 Progress Payments. Following the last day of each month, or as otherwise required by the Special Conditions or Specifications, Contractor will submit to the Project Manager a monthly application for payment for Work performed during the preceding month based on the estimated value of the Work performed during that preceding month. (A) Application for Payment. Each application for payment must be itemized to include labor, materials, and equipment incorporated into the Work, and materials and equipment delivered to the Project site, as well as authorized and approved Change Orders. Each payment application must be supported by the unit prices submitted with Contractor’s Bid Schedule and/or schedule of values and any other substantiating data required by the Contract Documents.
(B) Payment of Undisputed Amounts. City will pay the undisputed amount due within 30 days after Contractor has submitted a complete and accurate payment application, subject to Public Contract Code § 20104.50. City will deduct a percentage from each progress payment as retention, as set forth in Section 8.5, below, and may deduct or withhold additional amounts as set forth in Section 8.3, below.

8.3 Adjustment of Payment Application. City may adjust or reject the amount requested in a payment application, including application for Final Payment, in whole or in part, if the amount requested is disputed or unsubstantiated. Contractor will be notified in writing of the basis for the modification to the amount requested. City may also deduct or withhold from payment otherwise due based upon any of the circumstances and amounts listed below. Sums withheld from payment otherwise due will be released when the basis for that withholding has been remedied and no longer exists. (A) For Contractor’s unexcused failure to perform the Work as required by the Contract Documents, including correction or completion of punch list items, City may Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 505
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withhold or deduct an amount based on the City’s estimated cost to correct or complete the Work.
(B) For loss or damage caused by Contractor or its Subcontractors arising out of or relating to performance of the Work or any failure to protect the Project site, City may deduct an amount based on the estimated cost to repair or replace. (C) For Contractor’s failure to pay its Subcontractors and suppliers when payment is due, City may withhold an amount equal to the total of past due payments and may opt to pay that amount separately via joint check pursuant to Section 8.6(B), Joint Checks. (D) For Contractor’s failure to timely correct rejected, nonconforming, or defective Work, City may withhold or deduct an amount based on the City’s estimated cost to correct or complete the Work.
(E) For any unreleased stop notice, City may withhold 125% of the amount claimed. (F) For Contractor’s failure to submit any required schedule or schedule update in the manner specified or within the time specified in the Contract Documents, City may withhold an amount equal to five percent of the total amount requested until Contractor complies with its schedule submittal obligations.
(G) For Contractor’s failure to maintain or submit as-built documents in the manner specified or within the time specified in the Contract Documents, City may withhold or deduct an amount based on the City’s cost to prepare the as-builts. (H) For Work performed without Shop Drawings that have been accepted by City, when accepted Shop Drawings are required before proceeding with the Work, City may deduct an amount based on the estimated cost to correct unsatisfactory Work or diminution in value.
(I) For fines, payments, or penalties assessed under the Labor Code, City may deduct from payments due to Contractor as required by Laws and as directed by the Division of Labor Standards Enforcement.
(J) For any other costs or charges that may be withheld or deducted from payments to Contractor, as provided in the Contract Documents, including liquidated damages, City may withhold or deduct such amounts from payment otherwise due to Contractor.

8.4 Early Occupancy. Neither City’s payment of progress payments nor its partial or full use or occupancy of the Project constitutes acceptance of any part of the Work.

8.5 Retention. City will retain five percent of the full amount due on each progress payment (i.e., the amount due before any withholding or deductions pursuant to Section 8.3, Adjustment of Payment Application), or the percentage stated in the Notice Inviting Bids, whichever is greater, as retention to ensure full and satisfactory performance of the Work.

Contractor is not entitled to any reduction in the rate of withholding at any time, nor to release of any retention before 35 days following City’s acceptance of the Project. (A) Substitution of Securities. As provided by Public Contract Code § 22300, Contractor may request in writing that it be allowed, at its sole expense, to substitute securities for the retention withheld by City. Any escrow agreement entered into pursuant to this provision must fully comply with Public Contract Code § 22300 and will be subject to approval as to form by City’s legal counsel. If City exercises its right to draw upon such securities in the event of default pursuant to section (7) of the statutory Escrow Agreement for Security Deposits in Lieu of Retention, pursuant to subdivision (g) of Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 506
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Public Contract Code § 22300 (“Escrow Agreement”), and if Contractor disputes that it is in default, its sole remedy is to comply with the dispute resolution procedures in Article 12 and the provisions therein. It is agreed that for purposes of this paragraph, an event of default includes City’s rights pursuant to these Contract Documents to withhold or deduct sums from retention, including withholding or deduction for liquidated damages, incomplete or defective Work, stop payment notices, or backcharges. It is further agreed that if any individual authorized to give or receive written notice on behalf of a party pursuant to section (10) of the Escrow Agreement are unavailable to give or receive notice on behalf of that party due to separation from employment, retirement, death, or other circumstances, the successor or delegee of the named individual is deemed to be the individual authorized to give or receive notice pursuant to section (10) of the Escrow Agreement.
(B) Release of Undisputed Retention. All undisputed retention, less any amounts that may be assessed as liquidated damages, retained for stop notices, or otherwise withheld pursuant to Section 8.3, Adjustment of Payment Application, will be released as Final Payment to Contractor no sooner than 35 days following recordation of the notice of completion, and no later than 60 days following acceptance of the Project by City’s governing body or authorized designee pursuant to Section 11.1(C), Acceptance, or, if the Project has not been accepted, no later than 60 days after the Project is otherwise considered complete pursuant to Public Contract Code § 7107(c).

8.6 Payment to Subcontractors and Suppliers. Each month, Contractor must promptly pay each Subcontractor and supplier the value of the portion of labor, materials, and equipment incorporated into the Work or delivered to the Project site by the Subcontractor or supplier during the preceding month. Such payments must be made in accordance with the requirements of Laws pertaining to such payments, and those of the Contract Documents and applicable subcontract or supplier contract. (A) Withholding for Stop Notice. Pursuant to Civil Code § 9358, City will withhold 125% of the amount claimed by an unreleased stop notice, a portion of which may be retained by City for the costs incurred in handling the stop notice claim, including attorneys’ fees and costs, as authorized by law.
(B) Joint Checks. City reserves the right, acting in its sole discretion, to issue joint checks made payable to Contractor and a Subcontractor or supplier, if City determines this is necessary to ensure fair and timely payment for a Subcontractor or supplier who has provided services or goods for the Project. As a condition to release of payment by a joint check, the joint check payees may be required to execute a joint check agreement in a form provided or approved by the City Attorney’s Office. The joint check payees will be jointly and severally responsible for the allocation and disbursement of funds paid by joint check. Payment by joint check will not be construed to create a contractual relationship between City and a Subcontractor or supplier of any tier beyond the scope of the joint check agreement.

8.7 Final Payment. Contractor’s application for Final Payment must comply with the requirements for submitting an application for a progress payment as stated in Section

8.2, above. Corrections to previous progress payments, including adjustments to estimated quantities for unit priced items, may be included in the Final Payment. If Contractor fails to submit a timely application for Final Payment, City reserves the right to unilaterally process and issue Final Payment without an application from Contractor in order to close out the Project. For the purposes of determining the deadline for Claim submission pursuant to Article 12, the date of Final Payment is deemed to be the date that City acts to release undisputed retention as final payment to Contractor, or otherwise provides written notice to Contractor of Final Payment or that no undisputed funds remain available for Final Payment due to offsetting withholdings or deductions pursuant to Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 507
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Section 8.3, Adjustment of Payment Application. If the amount due from Contractor to City exceeds the amount of Final Payment, City retains the right to recover the balance from Contractor or its sureties.

8.8 Release of Claims. City may, at any time, require that payment of the undisputed portion of any progress payment or Final Payment be contingent upon Contractor furnishing City with a written waiver and release of all claims against City arising from or related to the portion of Work covered by those undisputed amounts subject to the limitations of Public Contract Code § 7100. Any disputed amounts may be specifically excluded from the release.

8.9 Warranty of Title. Contractor warrants that title to all work, materials, or equipment incorporated into the Work and included in a request for payment will pass over to City free of any claims, liens, or encumbrances upon payment to Contractor.

Article 9 - Labor Provisions

9.1 Discrimination Prohibited. Discrimination against any prospective or present employee engaged in the Work on grounds of race, color, ancestry, national origin, ethnicity, religion, sex, sexual orientation, age, disability, or marital status is strictly prohibited.

Contractor and its Subcontractors are required to comply with all applicable Laws prohibiting discrimination, including the California Fair Employment and Housing Act (Govt. Code § 12900 et seq.), Government Code § 11135, and Labor Code §§ 1735, 1777.5, 1777.6, and 3077.5.

9.2 Labor Code Requirements.
(A) Eight Hour Day. Pursuant to Labor Code § 1810, eight hours of labor constitute a legal day’s work under this Contract.
(B) Penalty. Pursuant to Labor Code § 1813, Contractor will forfeit to City as a penalty, the sum of $25.00 for each day during which a worker employed by Contractor or any Subcontractor is required or permitted to work more than eight hours in any one calendar day or more than 40 hours per calendar week, except if such workers are paid overtime under Labor Code § 1815.
(C) Apprentices. Contractor is responsible for compliance with the requirements governing employment and payment of apprentices, as set forth in Labor Code § 1777.5, which is fully incorporated by reference.
(D) Notices. Pursuant to Labor Code § 1771.4, Contractor is required to post all job site notices prescribed by Laws.

9.3 Prevailing Wages. Each worker performing Work under this Contract that is covered under Labor Code §§ 1720, 1720.3, or 1720.9, including cleanup at the Project site, must be paid at a rate not less than the prevailing wage as defined in §§ 1771 and 1774 of the Labor Code. The prevailing wage rates are on file with the City and available online at http://www.dir.ca.gov/dlsr. Contractor must post a copy of the applicable prevailing rates at the Project site.
(A) Penalties. Pursuant to Labor Code § 1775, Contractor and any Subcontractor will forfeit to City as a penalty up to $200.00 for each calendar day, or portion thereof, for each worker paid less than the applicable prevailing wage rate. Contractor must also pay each worker the difference between the applicable prevailing wage rate and the amount actually paid to that worker.

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(B) Federal Requirements. If this Project is subject to federal prevailing wage requirements in addition to California prevailing wage requirements, Contractor and its Subcontractors are required to pay the higher of the currently applicable state or federal prevailing wage rates.

9.4 Payroll Records. Contractor must comply with the provisions of Labor Code §§ 1771.4, 1776, and 1812 and all implementing regulations, which are fully incorporated by this reference, including requirements for monthly electronic submission of payroll records to the DIR.
(A) Contractor and Subcontractor Obligations. Contractor and each Subcontractor must keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed in connection with the Work. Each payroll record must contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following:
(1) The information contained in the payroll record is true and correct; and (2) Contractor or the Subcontractor has complied with the requirements of Labor Code §§ 1771, 1811, and 1815 for any Work performed by its employees on the Project.
(B) Certified Record. A certified copy of an employee’s payroll record must be made available for inspection or furnished to the employee or his or her authorized representative on request, to City, to the Division of Labor Standards Enforcement, to the Division of Apprenticeship Standards of the DIR, and as further required by the Labor Code.
(C) Enforcement. Upon notice of noncompliance with Labor Code § 1776, Contractor or Subcontractor has ten days in which to comply with the requirements of this section. If Contractor or Subcontractor fails to do so within the ten-day period, Contractor or Subcontractor will forfeit a penalty of $100.00 per day, or portion thereof, for each worker for whom compliance is required, until strict compliance is achieved. Upon request by the Division of Apprenticeship Standards, or the Division of Labor Standards Enforcement, these penalties will be withheld from payments then due to Contractor.

9.5 Labor Compliance. Pursuant to Labor Code § 1771.4, the Contract for this Project is subject to compliance monitoring and enforcement by the DIR.

Article 10 - Safety Provisions

10.1 Safety Precautions and Programs. Contractor and its Subcontractors are fully responsible for safety precautions and programs, and for the safety of persons and property in the performance of the Work. Contractor and its Subcontractors must at all times comply with all applicable health and safety Laws and seek to avoid injury, loss, or damage to persons or property by taking reasonable steps to protect its employees and other persons at any Worksite, materials and equipment stored on or off site, and property at or adjacent to any Worksite.
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occurring at any Worksite within 24 hours of the occurrence. The written report must include: (1) the name and address of the injured or deceased person; (2) the name and address of each employee of Contractor or of any Subcontractor involved in the incident; (3) a detailed description of the incident, including precise location, time, and names and contact information for known witnesses; and (4) a police or first responder report, if applicable. If Contractor is required to file an accident report with a government agency, Contractor will provide a copy of the report to City.
(B) Legal Compliance. Contractor’s safety program must comply with the applicable legal and regulatory requirements. Contractor must provide City with copies of all notices required by Laws.
(C) Contractor’s Obligations. Any damage or loss caused by Contractor arising from the Work which is not insured under property insurance must be promptly remedied by Contractor.
(D) Remedies. If City determines, in its sole discretion, that any part of the Work or Project site is unsafe, City may, without assuming responsibility for Contractor’s safety program, require Contractor or its Subcontractor to cease performance of the Work or to take corrective measures to City’s satisfaction. If Contractor fails to promptly take the required corrective measures, City may perform them and deduct the cost from the Contract Price. Contractor agrees it is not entitled to submit a Claim for damages, for an increase in Contract Price, or for a change in Contract Time based on Contractor’s compliance with City’s request for corrective measures pursuant to this provision.

10.2 Hazardous Materials. Unless otherwise specified in the Contract Documents, this Contract does not include the removal, handling, or disturbance of any asbestos or other Hazardous Materials. If Contractor encounters materials on the Project site that Contractor reasonably believes to be asbestos or other Hazardous Materials, and the asbestos or other Hazardous Materials have not been rendered harmless, Contractor may continue Work in unaffected areas reasonably believed to be safe, but must immediately cease work on the area affected and report the condition to City. No asbestos, asbestos-containing products or other Hazardous Materials may be used in performance of the Work.

10.3 Material Safety. Contractor is solely responsible for complying with § 5194 of Title 8 of the California Code of Regulations, including by providing information to Contractor’s employees about any hazardous chemicals to which they may be exposed in the course of the Work. A hazard communication program and other forms of warning and training about such exposure must be used. Contractor must also maintain Safety Data Sheets (“SDS”) at the Project site, as required by Laws, for materials or substances used or consumed in the performance of the Work. The SDS will be accessible and available to Contractor’s employees, Subcontractors, and City.
(A) Contractor Obligations. Contractor is solely responsible for the proper delivery, handling, use, storage, removal, and disposal of all materials brought to the Project site and/or used in the performance of the Work. Contractor must notify the Engineer if a specified product or material cannot be used safely. (B) Labeling. Contractor must ensure proper labeling on any material brought onto the Project site so that any persons working with or in the vicinity of the material may be informed as to the identity of the material, any potential hazards, and requirements for proper handling, protections, and disposal.

10.4 Hazardous Condition. Contractor is solely responsible for determining whether a hazardous condition exists or is created during the course of the Work, involving a risk of Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 510
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bodily harm to any person or risk of damage to any property. If a hazardous condition exists or is created, Contractor must take all precautions necessary to address the condition and ensure that the Work progresses safely under the circumstances.

Hazardous conditions may result from, but are not limited to, use of specified materials or equipment, the Work location, the Project site condition, the method of construction, or the way any Work must be performed.

10.5 Emergencies. In an emergency affecting the safety or protection of persons, Work, or property at or adjacent to any Worksite, Contractor must take reasonable and prompt actions to prevent damage, injury, or loss, without prior authorization from the City if, under the circumstances, there is inadequate time to seek prior authorization from the City.

Article 11 - Completion and Warranty Provisions

11.1 Final Completion.
(A) Final Inspection and Punch List. When the Work required by this Contract is fully performed, Contractor must provide written notification to City requesting final inspection. The Engineer will schedule the date and time for final inspection, which must include Contractor’s primary representative for this Project and its superintendent. Based on that inspection, City will prepare a punch list of any items that are incomplete, missing, defective, incorrectly installed, or otherwise not compliant with the Contract Documents.

The punch list to Contractor will specify the time by which all of the punch list items must be completed or corrected. The punch list may include City’s estimated cost to complete each punch list item if Contractor fails to do so within the specified time. The omission of any non-compliant item from a punch list will not relieve Contractor from fulfilling all requirements of the Contract Documents. Contractor’s failure to complete any punch list item within the time specified in the punch list will not waive or abridge its warranty obligations for any such items that must be completed by the City or by a third party retained by the City due to Contractor’s failure to timely complete any such outstanding item.
(B) Requirements for Final Completion. Final Completion will be achieved upon completion or correction of all punch list items, as verified by City’s further inspection, and upon satisfaction of all other Contract requirements, including any commissioning required under the Contract Documents and submission of all final submittals, including instructions and manuals as required under Section 7.10, and complete, final as-built drawings as required under Section 7.11, all to City’s satisfaction. (C) Acceptance. The Project will be considered accepted upon City Council action during a public meeting to accept the Project, unless the Engineer is authorized to accept the Project, in which case the Project will be considered accepted upon the date of the Engineer’s issuance of a written notice of acceptance. In order to avoid delay of Project close out, the City may elect, acting in its sole discretion, to accept the Project as complete subject to exceptions for punch list items that are not completed within the time specified in the punch list.
(D) Final Payment and Release of Retention. Final Payment and release of retention, less any sums withheld pursuant to the provisions of the Contract Documents, will not be made sooner than 35 days after recordation of the notice of completion. If Contractor fails to complete all of the punch list items within the specified time, City may withhold up to 150% of City’s estimated cost to complete each of the remaining items from Final Payment and may use the withheld retention to pay for the costs to selfDocusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 511
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perform the outstanding items or to retain a third party to complete any such outstanding punch list item.

11.2 Warranty.
(A) General. Contractor warrants that all materials and equipment will be new unless otherwise specified, of good quality, in conformance with the Contract Documents, and free from defective workmanship and materials. Contractor further warrants that the Work will be free from material defects not intrinsic in the design or materials required in the Contract Documents. Contractor warrants that materials or items incorporated into the Work comply with the requirements and standards in the Contract Documents, including compliance with Laws, and that any Hazardous Materials encountered or used were handled as required by Laws. At City’s request, Contractor must furnish satisfactory evidence of the quality and type of materials and equipment furnished. Contractor’s warranty does not extend to damage caused by normal wear and tear, or improper use or maintenance.
(B) Warranty Period. Contractor’s warranty must guarantee its Work for a period of 90-days from the date of Project acceptance (the “Warranty Period”), except when a longer guarantee is provided by a supplier or manufacturer or is required by the Specifications or Special Conditions. Contractor must obtain from its Subcontractors, suppliers and manufacturers any special or extended warranties required by the Contract Documents.
(C) Warranty Documents. As a condition precedent to Final Completion, Contractor must supply City with all warranty and guarantee documents relevant to equipment and materials incorporated into the Work and guaranteed by their suppliers or manufacturers.
(D) Subcontractors. The warranty obligations in the Contract Documents apply to Work performed by Contractor and its Subcontractors, and Contractor agrees to be coguarantor of such Work. (E) Contractor’s Obligations. Upon written notice from City to Contractor of any defect in the Work discovered during the Warranty Period, Contractor or its responsible Subcontractor must promptly correct the defective Work at its own cost. Contractor’s obligation to correct defects discovered during the Warranty Period will continue past the expiration of the Warranty Period as to any defects in Work for which Contractor was notified prior to expiration of the Warranty Period. Work performed during the Warranty Period (“Warranty Work”) will be subject to the warranty provisions in this Section 11.2 for a one-year period that begins upon completion of such Warranty Work to City’s satisfaction.
(F) City’s Remedies. If Contractor or its responsible Subcontractor fails to correct defective Work within ten days following notice by City, or sooner if required by the circumstances, City may correct the defects to conform with the Contract Documents at Contractor’s sole expense. Contractor must reimburse City for its costs in accordance with subsection (H), below.
(G) Emergency Repairs. In cases of emergency where any delay in correcting defective Work could cause harm, loss or damage, City may immediately correct the defects to conform with the Contract Documents at Contractor’s sole expense. Contractor or its surety must reimburse City for its costs in accordance with subsection (H), below. (H) Reimbursement. Contractor must reimburse City for its costs to repair under subsections (F) or (G), above, within 30 days following City’s submission of a demand for Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 512
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payment pursuant to this provision. If City is required to initiate legal action to compel Contractor’s compliance with this provision, and City is the prevailing party in such action, Contractor and its surety are solely responsible for all of City’s attorney’s fees and legal costs expended to enforce Contractor’s warranty obligations herein, in addition to any and all costs City incurs to correct the defective Work.

11.3 Use Prior to Final Completion. City reserves the right to occupy or make use of the Project, or any portions of the Project, prior to Final Completion if City has determined that the Project or portion of it is in a condition suitable for the proposed occupation or use, and that it is in its best interest to occupy or make use of the Project, or any portions of it, prior to Final Completion.
(A) Non-Waiver. Occupation or use of the Project, in whole or in part, prior to Final Completion will not operate as acceptance of the Work or any portion of it, nor will it operate as a waiver of any of City’s rights or Contractor’s duties pursuant to these Contract Documents, and will not affect nor bear on the determination of the time of substantial completion with respect to any statute of repose pertaining to the time for filing an action for construction defect.
(B) City’s Responsibility. City will be responsible for the cost of maintenance and repairs due to normal wear and tear with respect to those portions of the Project that are being occupied or used before Final Completion. The Contract Price or the Contract Time may be adjusted pursuant to the applicable provisions of these Contract Documents if, and only to the extent that, any occupation or use under this Section actually adds to Contractor’s cost or time to complete the Work within the Contract Time.

11.4 Substantial Completion. For purposes of determining “substantial completion” with respect to any statute of repose pertaining to the time for filing an action for construction defect, “substantial completion” is deemed to mean the last date that Contractor or any Subcontractor performs Work on the Project prior to City acceptance of the Project, except for warranty work performed under this Article.

Article 12 - Dispute Resolution

12.1 Claims. This Article applies to and provides the exclusive procedures for any Claim arising from or related to the Contract or performance of the Work. (A) Definition. “Claim” means a separate demand by Contractor, submitted in writing by registered or certified mail with return receipt requested, for a change in the Contract Time, including a time extension or relief from liquidated damages, or a change in the Contract Price, when the demand has previously been submitted to City in accordance with the requirements of the Contract Documents, and which has been rejected or disputed by City, in whole or in part. A Claim may also include that portion of a unilateral Change Order that is disputed by the Contractor. (B) Limitations. A Claim may only include the portion of a previously rejected demand that remains in dispute between Contractor and City. With the exception of any dispute regarding the amount of money actually paid to Contractor as Final Payment, Contractor is not entitled to submit a Claim demanding a change in the Contract Time or the Contract Price, which has not previously been submitted to City in full compliance with Article 5 and Article 6, and subsequently rejected in whole or in part by City. (C) Scope of Article. This Article is intended to provide the exclusive procedures for submission and resolution of Claims of any amount and applies in addition to the Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 513
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provisions of Public Contract Code § 9204 and § 20104 et seq., which are incorporated by reference herein.
(D) No Work Delay. Notwithstanding the submission of a Claim or any other dispute between the parties related to the Project or the Contract Documents, Contractor must perform the Work and may not delay or cease Work pending resolution of a Claim or other dispute, but must continue to diligently prosecute the performance and timely completion of the Work, including the Work pertaining to the Claim or other dispute. (E) Informal Resolution. Contractor will make a good faith effort to informally resolve a dispute before initiating a Claim, preferably by face-to-face meeting between authorized representatives of Contractor and City.

12.2 Claims Submission. The following requirements apply to any Claim subject to this Article:
(A) Substantiation. The Claim must be submitted to City in writing, clearly identified as a “Claim” submitted pursuant to this Article 12 and must include all of the documents necessary to substantiate the Claim including the Change Order request that was rejected in whole or in part, and a copy of City’s written rejection that is in dispute.

The Claim must clearly identify and describe the dispute, including relevant references to applicable portions of the Contract Documents, and a chronology of relevant events. Any Claim for additional payment must include a complete, itemized breakdown of all known or estimated labor, materials, taxes, insurance, and subcontract, or other costs.

Substantiating documentation such as payroll records, receipts, invoices, or the like, must be submitted in support of each component of claimed cost. Any Claim for an extension of time or delay costs must be substantiated with a schedule analysis and narrative depicting and explaining claimed time impacts.
(B) Claim Format and Content. A Claim must be submitted in the following format:
(1) Provide a cover letter, specifically identifying the submission as a “Claim” submitted under this Article 12 and specifying the requested remedy (e.g., amount of proposed change to Contract Price and/or change to Contract Time). (2) Provide a summary of each Claim, including underlying facts and the basis for entitlement, and identify each specific demand at issue, including the specific Change Order request (by number and submittal date), and the date of City's rejection of that demand, in whole or in part.
(3) Provide a detailed explanation of each issue in dispute. For multiple issues included within a single Claim or for multiple Claims submitted concurrently, separately number and identify each individual issue or Claim, and include the following for each separate issue or Claim:
a. A succinct statement of the matter in dispute, including Contractor’s position and the basis for that position;
b. Identify and attach all documents that substantiate the Claim, including relevant provisions of the Contract Documents, RFIs, calculations, and schedule analysis (see subsection (A), Substantiation, above);
c. A chronology of relevant events; and
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d. Analysis and basis for claimed changes to Contract Price, Contract Time, or any other remedy requested.
(4) Provide a summary of issues and corresponding claimed damages. If, by the time of the Claim submission deadline (below), the precise amount of the requested change in the Contract Price or Contract Time is not yet known, Contractor must provide a good faith estimate, including the basis for that estimate, and must identify the date by which it is anticipated that the Claim will be updated to provide final amounts.
(5) Include the following certification, executed by Contractor’s authorized representative:
“The undersigned Contractor certifies under penalty of perjury that its statements and representations in this Claim submittal are true and correct. Contractor warrants that this Claim submittal is comprehensive and complete as to the matters in dispute, and agrees that any costs, expenses, or delay not included herein are deemed waived.”
(C) Submission Deadlines.
(1) A Claim disputing rejection of a request for a change in the Contract Time or Contract Price must be submitted within 15 days following the date that City notified Contractor in writing that a request for a change in the Contract Time or Contract Price, duly submitted in compliance with Article 5 and Article 6, has been rejected in whole or in part. A Claim disputing the terms of a unilateral Change Order must be submitted within 15 days following the date of issuance of the unilateral Change Order. These Claim deadlines apply even if Contractor cannot yet quantify the total amount of any requested change in the Contract Time or Contract Price. If the Contractor cannot quantify those amounts, it must submit an estimate of the amounts claimed pending final determination of the requested remedy by Contractor.
(2) With the exception of any dispute regarding the amount of Final Payment, any Claim must be filed on or before the date of Final Payment or will be deemed waived.
(3) A Claim disputing the amount of Final Payment must be submitted within 15 days of the effective date of Final Payment, under Section 8.7, Final Payment. (4) Strict compliance with these Claim submission deadlines is necessary to ensure that any dispute may be mitigated as soon as possible, and to facilitate cost-efficient administration of the Project. Any Claim that is not submitted within the specified deadlines will be deemed waived by Contractor.

12.3 City’s Response. City will respond within 45 days of receipt of the Claim with a written statement identifying which portion(s) of the Claim are disputed, unless the 45-day period is extended by mutual agreement of City and Contractor or as otherwise allowed under Public Contract Code § 9204. However, if City determines that the Claim is not adequately substantiated pursuant to Section 12.2(A), Substantiation, City may first request in writing, within 30 days of receipt of the Claim, any additional documentation supporting the Claim or relating to defenses to the Claim that City may have against the Claim.
(A) Additional Information. If additional information is thereafter required, it may be requested and provided upon mutual agreement of City and Contractor. If Contractor’s Docusign Envelope ID: 0453FC91-7B4F-4F3E-97F7-E8BBA8084CBF 515
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Claim is based on estimated amounts, Contractor has a continuing duty to update its Claim as soon as possible with information on actual amounts in order to facilitate prompt and fair resolution of the Claim.
(B) Non-Waiver. Any failure by City to respond within the times specified above will not be construed as acceptance of the Claim, in whole or in part, or as a waiver of any provision of these Contract Documents.

12.4 Meet and Confer. If Contractor disputes City’s written response, or City fails to respond within the specified time, within 15 days of receipt of City’s response or within 15 days of City’s failure to respond within the applicable 45-day time period under Section 12.3, respectively, Contractor may notify City of the dispute in writing sent by registered or certified mail, return receipt requested, and demand an informal conference to meet and confer for settlement of the issues in dispute. If Contractor fails to notify City of the dispute and demand an informal conference to meet and confer in writing within the specified time, Contractor’s Claim will be deemed waived. (A) Schedule Meet and Confer. Upon receipt of the demand to meet and confer, City will schedule the meet and confer conference to be held within 30 days, or later if needed to ensure the mutual availability of each of the individuals that each party requires to represent its interests at the meet and confer conference. (B) Location for Meet and Confer. The meet and confer conference will be scheduled at a location at or near City’s principal office. (C) Written Statement After Meet and Confer. Within ten working days after the meet and confer has concluded, City will issue a written statement identifying which portion(s) of the Claim remain in dispute, if any.
(D) Submission to Mediation. If the Claim or any portion remains in dispute following the meet and confer conference, within ten working days after the City issues the written statement identifying any portion(s) of the Claim remaining in dispute, the Contractor may identify in writing disputed portion(s) of the Claim, which will be submitted for mediation, as set forth below.

12.5 Mediation and Government Code Claims.
(A) Mediation. Within ten working days after the City issues the written statement identifying any portion(s) of the Claim remaining in dispute following the meet and confer, City and Contractor will mutually agree to a mediator, as provided under Public Contract Code § 9204. Mediation will be scheduled to ensure the mutual availability of the selected mediator and all of the individuals that each party requires to represent its interests. If there are multiple Claims in dispute, the parties may agree to schedule the mediation to address all outstanding Claims at the same time. The parties will share the costs of the mediator and mediation fees equally, but each party is otherwise solely and separately responsible for its own costs to prepare for and participate in the mediation, including costs for its legal counsel or any other consultants.
(B) Government Code Claims.
(1) Timely presentation of a Government Code Claim is a condition precedent to filing any legal action based on or arising from the Contract. Compliance with the Claim submission requirements in this Article 12 is a condition precedent to filing a Government Code Claim.

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(2) The time for filing a Government Code Claim will be tolled from the time Contractor submits its written Claim pursuant to Section 12.2, above, until the time that Claim is denied in whole or in part at the conclusion of the meet and confer process, including any period of time used by the meet and confer process. However, if the Claim is submitted to mediation, the time for filing a Government Code Claim will be tolled until conclusion of the mediation, including any continuations, if the Claim is not fully resolved by mutual agreement of the parties during the mediation or any continuation of the mediation.

12.6 Tort Claims. This Article does not apply to tort claims and nothing in this Article is intended nor will be construed to change the time periods for filing tort-based Government Code Claims.

12.7 Arbitration. It is expressly agreed, under Code of Civil Procedure § 1296, that in any arbitration to resolve a dispute relating to this Contract, the arbitrator’s award must be supported by law and substantial evidence.

12.8 Burden of Proof and Limitations. Contractor bears the burden of proving entitlement to and the amount of any claimed damages. Contractor is not entitled to damages calculated on a total cost basis, but must prove actual damages. Contractor is not entitled to speculative, special, or consequential damages, including home office overhead or any form of overhead not directly incurred at the Project site or any other Worksite; lost profits; loss of productivity; lost opportunity to work on other projects; diminished bonding capacity; increased cost of financing for the Project; extended capital costs; nonavailability of labor, material or equipment due to delays; or any other indirect loss arising from the Contract. The Eichleay Formula or similar formula will not be used for any recovery under the Contract. The City will not be directly liable to any Subcontractor or supplier.

12.9 Legal Proceedings. In any legal proceeding that involves enforcement of any requirements of the Contract Documents, the finder of fact will receive detailed instructions on the meaning and operation of the Contract Documents, including conditions, limitations of liability, remedies, claim procedures, and other provisions bearing on the defenses and theories of liability. Detailed findings of fact will be requested to verify enforcement of the Contract Documents. All of the City’s remedies under the Contract Documents will be construed as cumulative, and not exclusive, and the City reserves all rights to all remedies available under law or equity as to any dispute arising from or relating to the Contract Documents or performance of the Work.

12.10 Other Disputes. The procedures in this Article 12 will apply to any and all disputes or legal actions, in addition to Claims, arising from or related to this Contract, including disputes regarding suspension or early termination of the Contract, unless and only to the extent that compliance with a procedural requirement is expressly and specifically waived by City. Nothing in this Article is intended to delay suspension or termination under Article

13. Article 13 - Suspension and Termination

13.1 Suspension for Cause. In addition to all other remedies available to City, if Contractor fails to perform or correct Work in accordance with the Contract Documents, including non-compliance with applicable environmental or health and safety Laws, City may immediately order the Work, or any portion of it, suspended until the circumstances giving rise to the suspension have been eliminated to City’s satisfaction.

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(A) Notice of Suspension. Upon receipt of City’s written notice to suspend the Work, in whole or in part, except as otherwise specified in the notice of suspension, Contractor and its Subcontractors must promptly stop Work as specified in the notice of suspension; comply with directions for cleaning and securing the Worksite; and protect the completed and in-progress Work and materials. Contractor is solely responsible for any damages or loss resulting from its failure to adequately secure and protect the Project.

(B) Resumption of Work. Upon receipt of the City’s written notice to resume the suspended Work, in whole or in part, except as otherwise specified in the notice to resume, Contractor and its Subcontractors must promptly re-mobilize and resume the Work as specified; and within ten days from the date of the notice to resume, Contractor must submit a recovery schedule, prepared in accordance with the Contract Documents, showing how Contractor will complete the Work within the Contract Time. (C) Failure to Comply. Contractor will not be entitled to an increase in the Contract Time or Contract Price for a suspension occasioned by Contractor’s failure to comply with the Contract Documents.
(D) No Duty to Suspend. City’s right to suspend the Work will not give rise to a duty to suspend the Work, and City’s failure to suspend the Work will not constitute a defense to Contractor’s failure to comply with the requirements of the Contract Documents.

13.2 Suspension for Convenience. City reserves the right to suspend, delay, or interrupt the performance of the Work in whole or in part, for a period of time determined to be appropriate for City’s convenience. Upon notice by City pursuant to this provision, Contractor must immediately suspend, delay, or interrupt the Work and secure the Project site as directed by City except for taking measures to protect completed or inprogress Work as directed in the suspension notice, and subject to the provisions of Section 13.1(A) and (B), above. If Contractor submits a timely request for a Change Order in compliance with Articles 5 and 6, the Contract Price and the Contract Time will be equitably adjusted by Change Order pursuant to the terms of Articles 5 and 6 to reflect the cost and delay impact occasioned by such suspension for convenience, except to the extent that any such impacts were caused by Contractor’s failure to comply with the Contract Documents or the terms of the suspension notice or notice to resume. However, the Contract Time will only be extended if the suspension causes or will cause unavoidable delay in Final Completion. If Contractor disputes the terms of a Change Order issued for such equitable adjustment due to suspension for convenience, its sole recourse is to comply with the Claim procedures in Article 12.

13.3 Termination for Default. City may declare that Contractor is in default of the Contract for a material breach of or inability to fully, promptly, or satisfactorily perform its obligations under the Contract.
(A) Default. Events giving rise to a declaration of default include Contractor’s refusal or failure to supply sufficient skilled workers, proper materials, or equipment to perform the Work within the Contract Time; Contractor’s refusal or failure to make prompt payment to its employees, Subcontractors, or suppliers or to correct defective Work or damage; Contractor’s failure to comply with Laws, or orders of any public agency with jurisdiction over the Project; evidence of Contractor’s bankruptcy, insolvency, or lack of financial capacity to complete the Work as required within the Contract Time; suspension, revocation, or expiration and nonrenewal of Contractor’s license or DIR registration; dissolution, liquidation, reorganization, or other major change in Contractor’s organization, ownership, structure, or existence as a business entity; unauthorized assignment of Contractor’s rights or duties under the Contract; or any material breach of the Contract requirements.

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(B) Notice of Default and Opportunity to Cure. Upon City’s declaration that Contractor is in default due to a material breach of the Contract Documents, if City determines that the default is curable, City will afford Contractor the opportunity to cure the default within ten days of City’s notice of default, or within a period of time reasonably necessary for such cure, including a shorter period of time if applicable. (C) Termination. If Contractor fails to cure the default or fails to expediently take steps reasonably calculated to cure the default within the time period specified in the notice of default, City may issue written notice to Contractor and its performance bond surety of City’s termination of the Contract for default. (D) Waiver. Time being of the essence in the performance of the Work, if Contractor’s surety fails to arrange for completion of the Work in accordance with the Performance Bond within seven calendar days from the date of the notice of termination pursuant to paragraph (C), City may immediately make arrangements for the completion of the Work through use of its own forces, by hiring a replacement contractor, or by any other means that City determines advisable under the circumstances. Contractor and its surety will be jointly and severally liable for any additional cost incurred by City to complete the Work following termination, where “additional cost” means all cost in excess of the cost City would have incurred if Contractor had timely completed Work without the default and termination. In addition, City will have the right to immediate possession and use of any materials, supplies, and equipment procured for the Project and located at the Project site or any Worksite on City property for the purposes of completing the remaining Work.
(E) Compensation. Within 30 days of receipt of updated as-builts, all warranties, manuals, instructions, or other required documents for Work installed to date, and delivery to City of all equipment and materials for the Project for which Contractor has already been compensated, Contractor will be compensated for the Work satisfactorily performed in compliance with the Contract Documents up to the effective date of the termination pursuant to the terms of Article 8, Payment, subject to City’s rights to withhold or deduct sums from payment otherwise due pursuant to Section 8.3, and excluding any costs Contractor incurs as a result of the termination, including any cancellation or restocking charges or fees due to third parties. If Contractor disputes the amount of compensation determined by City, its sole recourse is to comply with the Claim Procedures in Article 12, by submitting a Claim no later than 30 days following notice from City of the total compensation to be paid by City. (F) Wrongful Termination. If Contractor disputes the termination, its sole recourse is to comply with the Claim procedures in Article 12. If a court of competent jurisdiction or an arbitrator later determines that the termination for default was wrongful, the termination will be deemed to be a termination for convenience, and Contractor’s damages will be strictly limited to the compensation provided for termination for convenience under Section 13.4, below. Contractor waives any claim for any other damages for wrongful termination including special or consequential damages, lost opportunity costs, or lost profits, and any award of damages is subject to Section 12.8, Burden of Proof and Limitations.

13.4 Termination for Convenience. City reserves the right, acting in its sole discretion, to terminate all or part of the Contract for convenience upon written notice to Contractor. (A) Compensation to Contractor. In the event of City’s termination for convenience, Contractor waives any claim for damages, including for loss of anticipated profits from the Project. The following will constitute full and fair compensation to Contractor, and Contractor will not be entitled to any additional claim or compensation:

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(1) Completed Work. The value of its Work satisfactorily performed as of the date notice of termination is received, based on Contractor’s schedule of values and unpaid costs for items delivered to the Project site that were fabricated for incorporation in the Work;
(2) Demobilization. Demobilization costs specified in the schedule of values, or if demobilization costs were not provided in a schedule of values pursuant to Section 8.1, then based on actual, reasonable, and fully documented demobilization costs; and
(3) Termination Markup. Five percent of the total value of the Work performed as of the date of notice of termination, including reasonable, actual, and documented costs to comply with the direction in the notice of termination for convenience, and demobilization costs, which is deemed to cover all overhead and profit to date.
(B) Disputes. If Contractor disputes the amount of compensation determined by City pursuant to paragraph (A), above, its sole recourse is to comply with the Claim procedures in Article 12, by submitting a Claim no later than 30 days following notice from City of total compensation to be paid by City.

13.5 Actions Upon Termination for Default or Convenience. The following provisions apply to any termination under this Article, whether for default or convenience, and whether in whole or in part.
(A) General. Upon termination, City may immediately enter upon and take possession of the Project and the Work and all tools, equipment, appliances, materials, and supplies procured or fabricated for the Project. Contractor will transfer title to and deliver all completed Work and all Work in progress to City. (B) Submittals. Unless otherwise specified in the notice of termination, Contractor must immediately submit to City all designs, drawings, as-built drawings, Project records, contracts with vendors and Subcontractors, manufacturer warranties, manuals, and other such submittals or Work-related documents required under the terms of the Contract Documents, including incomplete documents or drafts.
(C) Close Out Requirements. Except as otherwise specified in the notice of termination, Contractor must comply with all of the following:
(1) Immediately stop the Work, except for any Work that must be completed pursuant to the notice of termination and comply with City’s instructions for cessation of labor and securing the Project and any other Worksite(s). (2) Comply with City’s instructions to protect the completed Work and materials, using best efforts to minimize further costs.
(3) Contractor must not place further orders or enter into new subcontracts for materials, equipment, services or facilities, except as may be necessary to complete any portion of the Work that is not terminated. (4) As directed in the notice, Contractor must assign to City or cancel existing subcontracts that relate to performance of the terminated Work, subject to any prior rights, if any, of the surety for Contractor’s performance bond, and settle all outstanding liabilities and claims, subject to City’s approval.

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(5) As directed in the notice, Contractor must use its best efforts to sell any materials, supplies, or equipment intended solely for the terminated Work in a manner and at market rate prices acceptable to City.
(D) Payment Upon Termination. Upon completion of all termination obligations, as specified herein and in the notice of termination, Contractor will submit its request for Final Payment, including any amounts due following termination pursuant to this Article

13. Payment will be made in accordance with the provisions of Article 8, based on the portion of the Work satisfactorily completed, including the close out requirements, and consistent with the previously submitted schedule of values and unit pricing, including demobilization costs. Adjustments to Final Payment may include deductions for the cost of materials, supplies, or equipment retained by Contractor; payments received for sale of any such materials, supplies, or equipment, less re-stocking fees charged; and as otherwise specified in Section 8.3, Adjustment of Payment Application. (E) Continuing Obligations. Regardless of any Contract termination, Contractor’s obligations for portions of the Work already performed will continue and the provisions of the Contract Documents will remain in effect as to any claim, indemnity obligation, warranties, guarantees, submittals of as-built drawings, instructions, or manuals, record maintenance, or other such rights and obligations arising prior to the termination date.

Article 14 - Miscellaneous Provisions

14.1 Assignment of Unfair Business Practice Claims. Under Public Contract Code § 7103.5, Contractor and its Subcontractors agree to assign to City all rights, title, and interest in and to all causes of action it may have under section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Chapter 2 (commencing with § 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, services, or materials pursuant to the Contract or any subcontract. This assignment will be effective at the time City tenders Final Payment to Contractor, without further acknowledgement by the parties.

14.2 Provisions Deemed Inserted. Every provision of law required to be inserted in the Contract Documents is deemed to be inserted, and the Contract Documents will be construed and enforced as though such provision has been included. If it is discovered that through mistake or otherwise that any required provision was not inserted, or not correctly inserted, the Contract Documents will be deemed amended accordingly.

14.3 Waiver. City’s waiver of a breach, failure of any condition, or any right or remedy contained in or granted by the provisions of the Contract Documents will not be effective unless it is in writing and signed by City. City’s waiver of any breach, failure, right, or remedy will not be deemed a waiver of any other breach, failure, right, or remedy, whether or not similar, nor will any waiver constitute a continuing waiver unless specified in writing by City.

14.4 Titles, Headings, and Groupings. The titles and headings used and the groupings of provisions in the Contract Documents are for convenience only and may not be used in the construction or interpretation of the Contract Documents or relied upon for any other purpose.

14.5 Statutory and Regulatory References. With respect to any amendments to any statutes or regulations referenced in these Contract Documents, the reference is deemed to be the version in effect on the date that bids were due.

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14.6 Survival. The provisions that survive termination or expiration of this Contract include Contract Section 11, Notice, and subsections 12.1, 12.2, 12.3, 12.4, 12.5, and 12.6 of Section 12, General Provisions; and the following provisions in these General Conditions:

Section 2.2(J), Contractor’s Records, Section 2.3(C), Termination, Section 3.7, Ownership, Section 4.2, Indemnity, Article 12, Dispute Resolution, and Section 11.2, Warranty.

END OF GENERAL CONDITIONS
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Special Conditions

1.Authorized Work Days and Hours.

1.1 Authorized Work Days. Except as expressly authorized in writing by City, Contractor is limited to performing Work on the Project on the following days of the week, excluding holidays observed by City: Monday – Friday, Saturday upon special request.

1.2 Authorized Work Hours. Except as expressly authorized in writing by City, Contractor is limited to performing Work on the Project during the following hours: 7:00AM – 3:30PM

END OF SPECIAL CONDITIONS
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Technical Specifications
Install plants, trees, soil amendments and mulch as per plans.

Modify irrigation as per plans
Traffic control
Plans are available for viewing at:
https://pittsburgca.my.sharepoint.com/:b:/g/personal/nfarmer_pittsburgca_gov/ETYFxppY2YRLm 3CF1o-v-rYBgM35CpOcrYH5URzj2r-52w?e=bv5b8v
BNO Scope of work to include:
 Prep work
 Provide and install soil amendment in planting holes ONLY  Traffic control
 Irrigation installation/modification (labor only)
 Plant installation (labor only)
 Wood mulch spreading (labor only)
 Provide and install River rock
 Provide and install Weed Fabric
 Install metal edging provided by City of Pittsburg (labor only)  Provide and Install gopher baskets in planting holes
City of Pittsburg will purchase and provide the following to BNO to install:
1) Irrigation materials
2) Plant materials
3) Wood mulch
4) Metal edging
Total Cost of all work Not to Exceed $195,010
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OFFICE OF THE CITY ATTORNEY/GENERAL COUNSEL
65 Civic Avenue
Pittsburg, CA 94565
TO: Chair and Governing Board Members
FROM: Donna Mooney, General Counsel
SUBJECT: Adoption of a Pittsburg Power Company Resolution Authorizing General Counsel to Execute a Second Amendment to Outside Counsel Services Agreement with Cameron-Daniel, PC
MEETING DATE: September 16, 2024

EXECUTIVE SUMMARY
Pittsburg Power Company (PPC) General Counsel proposes a second amendment to an Outside Counsel Services Agreement with the law firm Cameron-Daniel, PC to increase the total compensation to $225,000 for specialized legal services for municipal electric and gas utility initiatives.

FISCAL IMPACT
The amendment would add $75,000 to the contract, which would be funded by the PPC budget.

RECOMMENDATION
Governing Board to the PPC adopt the Resolution authorizing General Counsel to execute the Second Amendment to the Outside Counsel Services Agreement with the law firm Cameron-Daniel, PC.

BACKGROUND
General Counsel retained the law firm Cameron-Daniel in 2022 to provide specialized legal services for the municipal electric and gas utility for a term of three years. The Outside Counsel Services Agreement provided for $75,000 in compensation, which is the amount of signing authority provided to General Counsel.

On April 17, 2023, the Governing Board of the PPC adopted Resolution 23-453, which authorized execution of a First Amendment and raised the maximum compensation to $150,000. PPC staff continue to explore and have made progress on potential municipal utility projects requiring specialized legal services.
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SUBCOMMITTEE FINDINGS
This item was not discussed in a subcommittee.

STAFF ANALYSIS
An increase of $75,000 to the compensation, for a grand total of $225,000, for the threeyear contract will fund ongoing legal advice to PPC for potential municipal utility opportunities to facilitate economic development.

ATTACHMENTS: Resolution
Second Amendment
Report Prepared By: Donna Mooney, General Counsel
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BEFORE THE GOVERNING BOARD OF THE PITTSBURG POWER COMPANY

OF THE CITY OF PITTSBURG
In the Matter of:

Authorizing General Counsel to Execute a )
Second Amendment to Outside Counsel Services ) RESOLUTION NO. 24- Agreement with Cameron-Daniel, PC )
WHEREAS, Pittsburg Power Company (PPC) General Counsel entered into an Outside Counsel Services Agreement (“Agreement”) with the law firm Cameron-Daniel, PC, in September 2022 for specialized legal services regarding municipal electric and gas utility advice, with a maximum compensation of $75,000 and a term ending August 31, 2025; and
WHEREAS, the parties entered into a First Amendment on April 17, 2023 by Resolution 23-453, to increase the compensation to $150,000 upon identifying legal work regarding retail electric service; and
WHEREAS, PPC expects the need for additional legal work to continue in connection with potential municipal utility projects to aid economic development; and WHEREAS, PPC General Counsel seeks to amend the Agreement to add $75,000 to the compensation accordingly.

NOW, THEREFORE, BE IT RESOLVED that the Governing Board of the Pittsburg Power Company hereby authorizes the General Counsel for PPC to execute the Second Amendment to the Outside Counsel Services Agreement with the law firm CameronDaniel, PC.

PASSED AND ADOPTED by the Governing Board of the Pittsburg Power Company of the City of Pittsburg at a regular meeting on the 16th day of September 2024, by the following vote:

AYES:

NOES:

ABSTAINED:

ABSENT:
_____________________________
Juan Antonio Banales, Chair
ATTEST:
______________________________
Garrett Evans, Executive Secretary
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Pittsburg City CouncilSeptember 16, 2024

Pittsburg City Council
September 16, 2024