Richmond City Council
November 19, 2024

WHEREAS, the six (6) business/organizations selected are:
 ACCE Institute
 Coach to discover (C2D)
 Just Cities LLC
 MCE Community Choice
Energy
 Trust for Public Land
 The Good Job Company; and
WHEREAS, the City Manager’s Office staff will distribute the proposals from the preapproved organizations to all departments to enable them to review proposals and select a nonprofit, community-based, public, and private local organization(s) based on department need and service expertise; and
WHEREAS, the City will be able to negotiate and enter into contracts with approved business/organization to serve City departments ; and
WHEREAS, City departments will be required to take a contract with selected consultant before City Council for approval where the contract not-to-exceed amount is $10,000 or more; and WHEREAS, non-profit, community-based, public, and private local organizations selected for grant partnership services may meet with City department staff to review priorities and funding needs; facilitate department decision-making process regarding the sustainability in managing and administering grant funding; facilitate partnership meetings on grant funded projects, convene or attend meetings with departments and/or collaboratives; develop a monitoring and evaluation plan; assist in gathering grant-funding information; provide grant audits of City departments commitment when grant funding is received; budgeting and submitting reimbursement requests; submitting financial and progress reports; and staff grant compliance training (as needed); and
WHEREAS, each department will manage their own contracts; and WHEREAS, it is anticipated that the qualified non-profit, community-based, public, and private local organizations list for grant partnership services will be modified to include new vendors at the end of each round, with the reissuance of the RFQ through the BidsOnline system and at that time a modified list will be brought before City Council review and approval.

NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Richmond, California, hereby preapproves the non-profit, community-based, public, and private local organization listed in the recitals for potential contracts to provide grant partnership services to the City.
******************
***THE CLERK’S OFFICE WILL COMPLETE THE INFORMATION BELOW**** I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a regular meeting thereof held on November___, 2024, by the following vote:
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AYES:

NOES:

ABSTENTIONS:

ABSENT:

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

Mayor
Approved as to form:

City Attorney
State of California }
County of Contra Costa : ss.

City of Richmond }
I certify that the foregoing is a true copy of Resolution No. _____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on November __, 2024.
_______________________________________
Pamela Christian, Clerk of the City of Richmond
305

November 19, 2024
City Manager's Office
DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Shasa Curl, City Manager
Patrick Seals, Administrative Chief
Kaitlen Burnom, Management Analyst
Subject: Approval of Qualified Consultant List for Group Facilitation, Retreats, and Mediation Services
FINANCIAL IMPACT: The establishment of the qualified consultant list allows the City to negotiate and enter into contracts with
approved consultants for facilitation-related services in an efficient and timely manner. Each department will be
responsible for funding these services from their
respective operating budgets (400201)

PREVIOUS COUNCIL
ACTION:

None

STATEMENT OF THE
ISSUE:

In an effort to support City departments in successfully receiving various group facilitation services, the City Manager’s Office released a Request for Qualifications
(RFQ) on September 10, 2024, to create a prequalified
pool of firms and organizations who can facilitate and
strengthen the working relationships within City
departments.

AGENDA
REPORT
306

November 19, 2024
RECOMMENDED ACTION: ADOPT a resolution approving a consultant list of ten firms to provide retreat and team building, working group facilitation, and conflict resolution and mediation service pursuant to contracts in an amount not-to-exceed
$50,000 per vendor, per fiscal year for Fiscal Years
2024-2025 through 2027- 2028 – City Manager’s Office
(Patrick Seals 307-8016/Kaitlen Burnom 621-1240).

DISCUSSION:

City staff is requesting City Council adoption of a resolution to approve City on-call or as-needed group facilitation-related consultants from a pre-qualified list of eligible consulting firms, or organizations (Attachment 1).

The City Manager’s Office would like to support City staff and sanctioned coordinated partnerships with skilled and qualified facilitators to strengthen the working relationships and communications within departments, boards and commissions, community collaboration, and stakeholders with the goal of leveraging group facilitation promising practices, techniques and expertise. More specifically, group facilitator activities would include but not be limited to

1. Retreats/ Team Building: Create activities that enhance organizational effectiveness by improving communication, fostering collaboration, and building strong relationships among team members. The goal of providing these activities is to develop a more effective, cohesive, and motivated team, ultimately contributing to success and productivity

2. Meeting/ Group Facilitation: Engage members in best practices for brainstorming, group flow, and dialogue to improve productivity, motivation, and rapport of teams. The goal of the facilitator during these discussions will be to guide and support groups in achieving their objectives effectively and efficiently.

The facilitator will provide structured discussions, enhanced collaboration strategies, inclusive participation, and will prevent meetings from becoming unproductive or prolonged.

3. Conflict Resolution and Mediation: Incorporate methods and approaches to handle and resolve disputes. Address and resolve underlying issues that may cause conflict within groups. Provide participants with strategies and tools that prepare them should future conflicts arise. Engage in facilitating discussions between conflicting parties to help reach mutually acceptable agreements through structured dialogue.
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November 19, 2024
The City Manager’s Office issued a Request for Qualification (RFQ) on September 10, 2024, through the City of Richmond's BidsOnline system (Attachment 2). All responses were submitted by October 1, 2024. Each proposal included information on pricing, experience, qualifications, references, and experience in providing facilitation services to public agencies. Eleven (11) firms responded to the RFQ, and after the review of the proposals by City staff from the City Manager’s Office, Human Resources, and Office of Neighborhood Safety (ONS). The following ten (10) firms scored an average of 70 or higher out of 100 (Attachment 4). Staff are recommending that the firms listed below be placed on a pre-approved vendor list:

Coach to Discover Seed Collaborative
Empress Set-up for Success
Kearns and West Spark Decks
Partners in Public
Innovation The Consulting Team
Place Works Richmond Community
Foundation (RCF)
The City Manager’s Office staff will make each proposal accessible to all departments staff to review and select a consultant from the list of pre-approved consultants, as needed. If approved, City will be able to negotiate and enter into contracts with approved consultants for an amount not to exceed $50,000 per vendor, per year for fiscal years 2024-2025 through 2027-2028.

If the not-to-exceed amount of $50,000 per year, per vendor is reached, the City will be required to take any additional contract(s) before City Council for approval. City Manager staff will inform all consultants and City staff of the requirement.

If needed, the qualified consultant list for facilitation-related services may be modified to include new vendors at the end of each fiscal year. This will be done by reissuing the RFQ through the BidsOnline system. At that time, a modified list will be brought before City Council for review and approval.

SYNERGISTIC POLICIES:

None at this time
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November 19, 2024
DOCUMENTS ATTACHED:

Attachment 1 – City Council Resolution for Qualified List of Group Facilitation Providers Attachment 2 – Request for Qualifications (RFQ)
Attachment 3 – BidsOnline Project Report
Attachment 4 – Rating Scoring Sheet
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Resolution No. ____

RESOLUTION OF THE COUNCIL OF THE CITY OF RICHMOND, CALIFORNIA,

APPROVING CONSULTANTS FOR AS-NEEDED GROUP FACILITATION, STAFF

RETREAT, AND MEDIATION SERVICES FOR AN AMOUNT NOT TO EXCEED $50,000 PER VENDOR, PER YEAR FOR FISCAL YEARS 2024-2025 THROUGH 2027- 2028
WHEREAS, the City Manager’s Office would like to support City staff and sanctioned coordinated partnerships with skilled and qualified facilitators to strengthen the working relationships and communications within departments, boards and commissions, community collaboration, and stakeholders; and
WHEREAS, group facilitator activities both intra- and interdepartmentally including sanctioned partnership and collaborations with community-based organizations may include, but not be limited to retreats/team building to create activities that enhance organizational effectiveness by improving communication, fostering collaboration, and building strong relationships among team members, meeting/ group facilitation to engage members in best practices for brainstorming, group flow, and dialogue to improve productivity, motivation, and rapport of teams, conflict resolution and mediation to incorporate methods and approaches to handle and resolve disputes; and
WHEREAS, in effort to support City departments to successfully receive facilitation services the City Manager’s Office released a Request for Qualifications on September 10, 2024, to create a pre-qualified eligibility list of consulting firms, or organizations who can facilitate and strengthen the working relationships within City departments; and .

WHEREAS, eleven (11) firms responded to the Request for Qualifications; and WHEREAS, in evaluating proposals, staff from the City Manager’s Office, the Office of Neighborhood Safety (ONS), and Human Resources considered (1) the qualifications of the consultant and project team; (2) the relevant experience and strengths of each consultant and project team; and (3) pricing; and
WHEREAS, ten (10) proposals were recommended for inclusion on the qualified list finding that all have the expertise to perform the work required; and WHEREAS, the ten (10) firms selected are:
 Coach to Discover
 Empress
 Kearns and West
 Partners in Public Innovation
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 PlaceWorks
 Richmond Community Foundation (RCF)
 Seed Collaborative
 Set-up for Success
 Spark Decks
 The Consulting Team
WHEREAS, the City Manager’s Office staff will make each proposal available on the intranet for all departments to enable them to review proposals and select a consultant based on department need and consultant expertise; and
WHEREAS, City will be able to negotiate and enter into contracts with approved consultants for an amount not to exceed $50,000 per vendor, per year; and WHEREAS, if needed, the qualified consultant list for facilitation-related services may be modified to include new vendors at the end of each fiscal year through the reissuance of the RFQ through the BidsOnline system and at that time a modified list will be brought before City Council review and approval.

NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Richmond, California, herby authorizes the City to approve contracts for as-needed facilitation services with the ten (10) approved consultants for an amount not to exceed $50,000 per vendor, per year for fiscal years 2024-2025 through 2027-2028.
********************
I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a regular meeting thereof held on November ___, 2024, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:
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CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

Mayor
Approved as to form:

City Attorney
State of California }
County of Contra Costa : ss.

City of Richmond }
I certify that the foregoing is a true copy of Resolution No. _____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on November ___, 2024.
_______________________________________
Pamela Christian, Clerk of the City of Richmond
312

Request for Qualifications
Group Facilitation Support
Release Date: September 10, 2024
Deadline for Submittal
October 1, 2024
Contact: Patrick Seals
Email: [email protected]
Phone Number: 510-620-6512 or 510-307-8016
City of Richmond
City Manager’s Office
313

INTRODUCTION
This Request for Qualifications (RFQ) is being issued by the City Manager’s Office, on behalf of all City Departments, and Boards and Commissions. The City is seeking qualified firms and organizations to provide proposals for partnerships on services that satisfy various facilitation needs.

The City will evaluate proposals to create a pre-qualified pool of proposers. Proposers that are prequalified under this RFQ are not guaranteed a contract. The City will use the prequalified pool at its discretion, on an as-needed basis.

Multiple Service Areas: The prequalified pool will consist of entities with experience in the service areas listed below. Proposers are not required to have experience in all service areas but must have experience in at least one:

1. Retreats/ Team Building

2. Working Group Facilitation

3. Conflict Resolution and Mediation

PROJECT BACKGROUND / DESCRIPTION
The City of Richmond takes great pride in its commitment to upholding community values and ensuring that its governance system is both transparent and effective. The City operates through a diverse structure, encompassing many departments and nearly 30 Boards and Commissions. Each of these entities is staffed by dedicated professionals, engaged Richmond residents, and other vital stakeholders. Together, they work tirelessly to support the City's mission and goals, striving to enhance the quality of life for all Richmond residents. This collaborative effort is essential in maintaining the City's high standards of service, fostering community engagement, and driving continuous improvement in City operations and governance.

The City has identified a need for skilled and qualified facilitators to strengthen the working relationships within City departments, Boards and Commissions, community partners, and stakeholders. This project should be an ongoing effort to promote a positive and more effective working culture, collaboration, and engagement so the needs of Richmond residents can remain at the forefront of the work the City does.

The City is seeking firms and individuals who can employ an approach built on cultural competency, foster constructive and meaningful dialogue through mediation, conflict resolution, and facilitate meetings that promote meaningful discussions. The prequalified pool will conduct all administrative tasks needed to ensure a seamless experience during all meetings. The City looks forward to receiving proposals that will strengthen collective efforts in improving the various working groups. 314

SCOPE OF SERVICES
The City will oversee the implementation of the services within this RFQ. This RFQ is being issued to create a prequalified pool of organizations (i.e., individuals, consulting firms, non-profits, community-based) to administer the services listed below. The service areas listed below could target a variety of departments, projects, and demographics. This could include but are not limited to youth, residents, city staff, councilmembers, boards and commissions, and management-level staff. Organizations should be grounded in a methodology and practice structured around equity, race, health, process, and humanity.

Multiple Service Areas: The prequalified pool will consist of organizations with experience in the following areas. Proposers are not required to have experience with all service areas but MUST have experience in at least (1) one:

1. Retreats/ Team Building: Create activities that enhance organizational effectiveness by improving communication, fostering collaboration, and building strong relationships among team members. The goal of providing these activities is to create a more effective, cohesive, and motivated team, ultimately contributing to success and productivity

2. Meeting/ Group Facilitation: Engages members in best practices for brainstorming, group flow, and dialogue to improve productivity, motivation, and rapport of teams. The goal of the facilitator during these discussions will be to guide and support groups in achieving their objectives effectively and efficiently.

The facilitator will provide structured discussions, enhanced collaboration strategies, inclusive participation, and will prevent meetings from becoming unproductive or prolonged.

3. Conflict Resolution and Mediation: Encompasses a range of methods and approaches to handle and resolve disputes. Address and resolve underlying issues that may cause conflict within groups. Provide participants with strategies and tools that prepare them should future conflicts arise. Engage in facilitating discussions between conflicting parties to help reach mutually acceptable agreements through structured dialogue.

SERVICE PERIOD
Per the City’s contracting policy or unless otherwise noted, contracts are limited to a term of up to three (3) years with two one (1) year extensions. All decisions regarding the contract amount, term, budget, scope of work, and reporting requirements are subject to the City Council’s approval and budget availability. Continuation of service is not guaranteed, and future terms will depend on the performance of the facilitators during the initial period and other policy considerations as determined by the City.

Facilitators will be required to submit a final report on their activities, and if the City decides to extend services, a revised scope of work and budget for the extension 315

period(s) must be submitted for review. The City reserves the right, at its sole discretion, to decide not to extend service.

RFQ SCHEDULE
The anticipated schedule for awarding initial funding is as follows:

Estimated Date Activity
September 10, 2024 Release RFQ
September 18, 2024 Final day to submit questions (5:00 PM) September 24, 2024 Responses to questions posted on
BidsOnline
October 1, 2024 RFQ due date
October/ November 2024 Final selection and City approval process

PROPOSAL FORMAT GUIDELINES
The proposal should be concise, well organized, and demonstrate the proposer’s qualifications and experience applicable to the selected service area(s). The proposal shall be limited to three (3) double-sided pages (8.5 inches x 11 inches), inclusive of graphics, forms, pictures, photographs, dividers, etc., but not of cost proposal, resumes, required forms, certifications, front and back covers, or letters of commitment from subconsultants. The required font size is 12 point, with minimum left and right margins of one inch, and top and bottom margins of 0.7 inches. Each proposal will adhere to the following order and content of sections. The proposal should be straightforward, concise, innovative and be culturally responsive within the service areas. The following proposal sections are to be included in the proposer’s response:

A. Background and Project Summary Section
The Background and Project Summary Section should describe your understanding of the City, the work to be done, and the objectives to be accomplished. Refer to scope of services for this RFQ. Explain your organization’s goals and objectives and how they align with the selected RFQ service area(s).

B. Qualifications
Describe the proposer’s relevant qualifications along with detailing the experience of proposed partners, sub-partner (if applicable), and staff. Describe how these qualifications will serve the proposer in developing and executing the proposed work.

Provide the experience of the proposer’s project team, including the team’s project manager(s), other key staff members, and capacity. Also, explain your experience with council staff, boards and commissions, and community members. 316

C. Approach and Activities
The proposal outlines the specifics of the chosen service area(s) and provides a clear plan for how the proposed work will be executed. It details how the approach is grounded in the proposer’s experience and supported by relevant research and literature. Additionally, the proposal showcases the organization’s ability to effectively manage and deliver on the selected service area(s).

D. Cost Information
Provide the total costs to complete all tasks identified in the scope of services. This could include:
• Hourly rates based on job classifications within your organization • Costs based on types of projects
• Etc.

Proposers will be paid at the same rates set forth in their cost proposal unless further negotiated in writing and agreed to by the City of Richmond.

E. Supplementary Attachments
Provide at least three (3) references that received similar services from your organization. The City of Richmond reserves the right to contact any of the organizations or individuals listed. Information provided shall include:
i) Client Name and contact info
(1) Telephone & e-mail address
(2) Physical address
ii) Description of services provided including contract amount ii) Project start and end dates
F. Value Added Services
Please provide any additional services of benefit not specifically required herein, which the proposer offers to provide.

G. Contractor Assignment of Sub-Contract
Any resulting contract shall not be assigned, transferred, or sublet, in whole or in part, without the prior written approval of the City of Richmond. If proposers intend to subcontract any portion of the resulting contract, they must describe their process for selecting such subcontractor(s) and the quality control measures that the proposer will employ to ensure that any subcontractor complies with the provisions of proposer’s contract with the City.
317

H. Statement of Impartiality and Disclosure
The nature of the project(s) requires an impartial unbiased approach on the part of the proposer’s team. This proposal shall include a statement declaring that the proposer and sub-consultants are not currently, and will not, during the performance of these services, participate in any other similar work involving a third party with interests currently in conflict or likely to conflict with the City of Richmond’s interests. Additionally, the proposer is required to disclose any pending or active investigations or litigation that may affect the reputation or ability of the proposer to carry out the project.

PROCESS FOR SUBMITTING PROPOSALS
Questions Concerning Request for Proposals
All questions must be submitted via the electronic BidsOnline system (category codes 91800, 91883, 96105) on the Q&A tab by the deadline. If the City finds it necessary to issue an addendum, the prospective proposer (s) will receive an e-mail notification of the addendum. It is the proposer’s responsibility to periodically check the BidsOnline website www.ci.richmond.ca.us/bids for any possible addenda to the RFQ that may have been posted.

Note: For organizations with 501(c)(3) tax status, City staff may check websites such as the Internal Revenue Service at www.irs.gov and GuideStar at www.guidestar.org to gather additional information about the applicant organization.

City staff will confirm that the organization has filed the required document(s) in California and is authorized to carry out its business activities (California Secretary of State [https://businesssearch.sos.ca.gov] and the State of California Department of Justice [https://oag.ca.gov/charities]). Applications submitted by organizations not identified with “active” or “current” status may be disqualified.

PROPOSAL EVALUATION AND SELECTION PROCESS
First, the City will review all proposals to determine if they are complete and meet the eligibility criteria. Incomplete, late, or otherwise ineligible proposals will not be considered, and proposers will be notified if their proposals have been disqualified.

Selection Criteria
Proposals will be reviewed and evaluated using the criteria described in this section.

Point values indicate the relative importance placed on each section and points will be awarded based on the extent to which the proposal addresses the criteria listed.

Proposers should prepare their proposals with these criteria in mind. 318

Depending on the number and quality of proposals, proposers may be invited to be interviewed by the review committee to make a final selection. Each proposer will be considered individually and the organization’s overall capacity to the number of projects proposed will also be considered when projects and proposals are recommended for funding.

PREQUALIFICATION PROCESS
Proposers scoring 70% and above may be added to the prequalified pool and eligible for potential negotiations with the City on an as-needed basis in the Service Area described in the section above. Due to the varied nature of the services to be performed, the City reserves the right to contract with any or all prequalified Respondents.

SELECTION FROM PREQUALIFIED POOL
The City may select from the prequalified pool with these options, as described below.

Selections must be made before pool expiration.
a) Select the organization (s) that rank highest based on the City's evaluation of the partnership criteria for each service area from the prequalified pool, or b) Request quotes or proposals from a select group of the prequalified pool based on the opportunity.

The City may select partners from the prequalified pool at its sole and absolute discretion. After the prequalified pool has been established, the City may issue Request(s) for Quotes or Request(s) for Proposals, oral selection interviews/demonstrations, conduct reference checks to the prequalified consultant pool to better assess qualifications for a specific scope of service, which may include staffing, scheduling, deliverable, and cost considerations. The City reserves the right to request proposals, quotes, oral interviews/demonstrations, and conduct reference checks from vendors simultaneously.

Background and Project Summary – 30%
• The proposal demonstrates knowledge of the needs of City and its various departments
• The proposal presents clearly how it will:
o contribute to achieving the goals and objectives stated in the RFQ o innovate and create a solution to meet the needs of the City Qualifications- 25%
• The proposal demonstrates the proposer's relevant professional qualifications and experience and any proposed partners, subgrantees, and staff, including their previous roles in implementing similar projects or activities. 319

• The proposal presents staffing assignments that are feasible and sustainable, taking into consideration skills, availability, and workload.

Approach and Activities – 30%
• The proposal presents details on the selected service area(s) and how the proposed work will be accomplished
• The proposal describes how practices are supported by the proposer’s experience and/or research and literature.
• The proposal demonstrates the organization’s capacity to carry out the selected service area (s)
Budget – 15%
• Proposal includes a brief organization budget describing each line item • Proposer maintains fiscal control and would ensure the prudent use, proper and timely disbursement, and accurate accounting of funds awarded under this RFQ Proposals that meet a minimum score of 70% will be considered for the project pool.

GUIDELINES FOR PROPOSALS
The proposal and any required certifications shall be signed by an individual or individuals authorized to execute legal documents on behalf of the proposer.

Electronic proposals shall be submitted via the City’s secure online bidding system, BidsOnline. All required sections of the proposal must be submitted via the website.

Proposers will receive an e-bid confirmation number with a time stamp from the Bid Management System indicating that their bid was submitted successfully. The City will only receive those proposals that were transmitted successfully through BidsOnline.

The City of Richmond reserves the right to waive inconsequential irregularities.

BACKGROUND CHECK REQUIREMENTS
Organizations that provide services to youth or other vulnerable populations must require comprehensive background checks and fingerprinting of all employees and/or volunteers who work directly with youth or other vulnerable populations.

INSURANCE REQUIREMENTS
The City of Richmond requires consultants doing business with it to obtain insurance, as shown in Attachment C. The required insurance certificates must comply with all requirements of the standards as shown and must be provided within fifteen (15) days of issuance of the Notice of Intent to Award and before the commencement of any work on the project.
320

BUSINESS LICENSES
The successful contractor and all subcontractors used in the work will be required to hold or obtain a City of Richmond business license. The business license fee will not be waived.

COMPLIANCE WITH CITY ORDINANCES
The contractor and all subcontractors shall comply with the City of Richmond Nondiscrimination Clauses in City Contracts Ordinance (Richmond Municipal Code (RMC) Chapter 2.28), Business Opportunity Ordinance (RMC Chapter 2.50), Local Employment Program Ordinance (RMC Chapter 2.56), Living Wage Ordinance (RMC Chapter 2.60) and Ordinance Banning the Requirement to Provide Information of Prior Criminal Convictions on all employment applications (“Ban the Box”) (RMC Chapter

2.65), which are incorporated into the contract documents by this reference.

SANCTUARY CITY CONTRACTING ORDINANCE (SCCO)
The Richmond Sanctuary City Contracting Ordinance No. 12-18 (Attachment F) prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”).

Proposers must submit the attached Sanctuary City Compliance Statement (Attachment G) with their Proposal.

LIMITED LIABILITY COMPANY DISCLOSURE STATEMENT (LLCS)
Resolution No. 86-21 (Attachment D), requires disclosure of the identities of beneficial & responsible owners of Limited Liability Corporations (LLC). Proposers must submit the attached Disclosure Statement of Limited Liability Companies Form with their Proposal (Attachment E).

COLLUSION
By submitting a proposal, each respondent represents and warrants that its proposal is genuine and not false or collusive or made in the interest of, or on behalf of any person not named therein; that the respondent has not directly or indirectly induced or solicited any other person to submit a false proposal, or any other person to refrain from submitting a proposal; and that the respondent has not, in any manner, sought collusion to secure any improper advantage over any other person submitting a proposal. 321

WITHDRAWAL OF PROPOSALS
A respondent may withdraw their proposal before the expiration of the time for submission of proposals by delivering to the Finance Department a written request for withdrawal signed by, or on behalf of, the respondent.

AWARD
When the Review Panel has completed its work, City staff will then recommend the City Manager and/or City Council for approval. The services provided by the selected venders shall be governed by a Standard Services Agreement (Attachment B). 322
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Group Facilitation Support
Request for Qualifications
RFQ Rating Matrix Coach to
Discover Empress
Kearns and
West
Partners in Public
Innovation PlaceWorks Project
Mediation RCF Seed
Collaborative
Set-up for
Success Spark Decks The Consulting
Team
1 90 60 73 93 85 73 93 78 83 85 85
2 90 100 85 75 80 50 100 90 73 95 100
3 100 50 100 95 85 70 90 90 85 100 85
4 100 75 95 100 100 95 85 95 90
5 60 90 80 88 72 75 70 78 95 95 90
Average 88 75 86.6 90.2 84.4 67 89.6 84.2 86.2 93 90
467

November 19, 2024
City Manager's Office
DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM: LaShonda White, Deputy City Manager – Community
Service
Patrick Seals, Administrative Chief
Nicholas Delgado, Associate Management Analyst
Guadalupe Morales, Associate Management Analyst
Abdul Black, Community Services Technician
Subject: Fiscal Year 2024-25 ECIA Category 3 Awards
FINANCIAL IMPACT: The Environmental Community Investment Agreement (ECIA) provides $80 million in revenue to Richmond over a 10-year period. A total of $6 million was allocated for the ECIA Competitive Grant Program.

For the Fiscal Year 2024-25 grant cycle, $606,000 is
currently allocated for Categories 1 through 4, with
$56,000 allocated for Category 3 City Council-Approved
grant awards (11771018 400201 2A111).

PREVIOUS COUNCIL
ACTION:

November 28,2023
June 20, 2023
December 20, 2022

STATEMENT OF THE
ISSUE:

Under the direction of the City Council, City staff
continued to utilize four grant funding categories for the Fiscal Year (FY) 2024-25 ECIA grant program to provide
opportunities for a wider breadth of organizations, of
varied capacities, to access grant funds. The City Council appointed an ECIA Grant Review Ad Hoc committee
consisting of Councilmembers Soheila Bana, Melvin
Willis, and Cesar Zepeda, to work with City staff to
AGENDA
REPORT
468

November 19, 2024
provide a recommendation to City Council on awarding
FY 2024-25 ECIA grant funds through the City CouncilApproved Awards category (Category 3) to non-profit organizations that applied through the ECIA grant
application process.

RECOMMENDED ACTION: APPROVE a recommendation from the City Council ECIA Grant Review Ad Hoc Committee to award $56,000
in Fiscal Year 2024-25 ECIA Grant funds (Category 3 -
City Council-Approved Award) to four (4) Richmondserving non-profit organizations; ADOPT a resolution; and AUTHORIZE the City Manager to negotiate and
execute Grant Service Agreements with approved
grantees – City Manager’s Office (Patrick Seals 510-307- 5016/Nicholas Delgado/Guadalupe Morales/Abdul Black
510-620-6523).

DISCUSSION:

Background
The City Council has granted approval for the Fiscal Year (FY) 2024-25 Environmental Community Investment Agreement (ECIA) Grant Program, which encompasses four (4) categories created to facilitate broader access to $606,000 in ECIA grant funds by organizations of diverse capacities. Below is a brief overview of the four categories. A comprehensive explanation of each category is available in the June 25, 2024, City Council staff report (Item P.3.b).
 Categories 1 and 2: “Competitive Grant Awards” with a total allocation of $500,000
 Category 3: “City Council-Approved Awards” with a total allocation of $56,000  Category 4: “Community Services Mini-Grant Awards” with a total allocation of $50,000 (Grants are available in amounts up to $5,000. Information is available on the Community Services Department webpage at
http://www.ci.richmond.ca.us/3508/Richmond-CSD-Mini-Grant-Program.) In the beginning of 2023, City Council appointed ECIA Ad Hoc committee members (Committee) consisting of Councilmembers Soheila Bana, Melvin Willis, and Cesar Zepeda, to work with City staff to provide award recommendations to City Council, to non-profit organizations through the City Council-Approved Awards (Category 3).

City Council ECIA Ad Hoc Committee Recommendations
On September 24, 2024, City staff met with the Council ECIA Ad Hoc Committee to deliberate over the selection of eligible organizations for Category 3 funding. The Ad 469

November 19, 2024
Hoc Committee put forth recommendations regarding which organizations should receive funding, subject to City Council's review and approval. The pool of eligible organizations was comprised of 44 entities that submitted completed applications for the ECIA grant but were not awarded funding in Categories 1 and 2 (Attachment 1).

Notably, a total of 60 eligible organizations submitted grant applications for Categories 1 and 2, with 16 of them receiving funding during the City Council meeting held on June 18, 2024.

The Ad Hoc Committee was provided with access to individual applications for review. In preparation for the meeting, City staff provided the Committee with proposed project summaries that were included as part of each applicant’s original grant application. City staff shared information from each organization’s full application and shared additional information requested by Committee members.

Various factors were considered when making funding recommendations, including:
 Annual budget amounts
 Previous grant recipients
 Number of Richmond residents served
 Capacity to address current and pressing needs facing the Richmond community
 ECIA Grant Review Committee’s rankings and evaluations Based on the above considerations and discussion, the Ad Hoc Committee made the following recommendations (Attachment 2):

FY 2023-24 Category 3 Recommendations – City Council Approved Awards Organization Name Project Titles Requested
Amount
Ad Hoc
Committee
Recommendation
P.U.S.H 4 Purpose
Mental Health
Awareness $ 20,000 $ 20,000
Motivated 2 Help
Others
Youth Development
Program $ 50,000 $ 13,000
Renaissance
Entrepreneurship
Center
Richmond
Entrepreneur
Program
$ 35,000 $ 13,000
Studio 510 Social &
Emotional
Restoration
Restorative Justice
for Richmond $ 10,000 $ 10,000
TOTAL $ 115,000 $56,000
470

November 19, 2024
Next Steps
Upon approval of the grant award recommendations by City Council, City staff will enter into grant agreements with grantees, with proposed end dates of June 30, 2026. City staff will manage the contract processes which will include entering into contracts with grantees, contract administration, serving as a point of contact for all grantees, conducting site visits, and reviewing and approving progress reports and invoices.

DOCUMENTS ATTACHED:

Attachment 1 – ECIA Grant Evaluation Scores for Ad Hoc Committee Attachment 2 – Resolution FY 2024-2025 ECIA Grant Award (Category 3) 471
Organization Project Title Project Description Requested Amount
Recommended
Amount
Average Score
(110 Total)
Practice Space** Club de Oratoria y Debate
Club de Oratoria y Debate at Richmond High School is a Speech & Debate program facilitated in Spanish to support English Learners and Newcomers. It provides a safe, inclusive space to develop public speaking and oral literacy skills in a way that honors students' identities and ancestries.
$9,000 $9,000 109.00
Greater Richmond
Interfaith Program**
Playground Renovation
Project
Support the refurbishment of A playground area that has been sitting unused for some years. The space needs to be updated to be usable by families utilizing GRIP's emergency shelter.
$50,000 $25,000 107.67
East Bay Center for
the Performing Arts**
Cross-Cultural Performing
Arts Education Program
East Bay Center will partner with 10 Title 1 Richmond schools to deliver a yearlong arts (music/dance) program for 3,500 WCCUSD students, offering a unique approach to teaching fundamental music skills rich in cross-cultural art forms while positively impacting school climate and increasing educational equity for students.
$50,000 $25,000 105.33
Watershed Project** Richmond Watershed
Connections
The Watershed Project will partner with West Contra Costa Unified School District teachers to deliver quality environmental educational programs to 275 6th-12th grade Richmond students, including classroom learning and fun outdoor learning experiences with field trips to local parks that involve physical activity, service learning, and nature connection.
$50,000 $25,000 103.33
Earth Team** Sustainable Youth Internships
Earth Team will offer a paid afterschool work-based internship to 28 underserved youth enrolled in Richmond’s public Title 1 high schools, promoting sustainability awareness, leadership, and service behaviors through environmental skills training and the building of community connections.
$42,627 $42,627 103.00
Latina Center** Toma Mi Mano (Take My
Hand)
The Latina Center proposes a 10-month parent-youth relationship strengthening program called “Toma Mi Mano” (“Take My Hand” in English). These will serve 100+ unduplicated Richmond residents - 85 youth and 15 parents. $50,000 $16,000 102.67
Richmond
Neighborhood
Housing Services**
Highschool to Home
Ownership
High School students who live within the City of Richmond will participate in a financial education workshops series to prepare them for homeownership as adults. Youth will also receive a stipend and job placement services. $50,000 102.00
Desarrollo Familiar** Trauma Informed Care in
Schools
Trauma-Informed Care in Schools will provide bilingual (English/Spanish) mental health services for youth ages 11-14 attending Lovonya Dejean Middle School and their families, and consultation and coaching for teachers and other staff. $50,000 101.33
** Represents organizations located in Richmond 4721
Organization Project Title Project Description Requested Amount
Recommended
Amount
Average Score
(110 Total)
Richmond Police
Activities League** Richmond Young Scholars
Richmond Young Scholars has taken youth on college tours from 2016-2019 and again in 2023 to tour colleges locally and nationally. RYS focuses on providing under-served youth with exposure and access to college experiences and preparation, along with culturally-immersive experiences that empower them to succeed.
$46,822 100.67
West County Salesian
Youth Club**
West County Youth Sports
Project
The West County Youth Sports project aims to enhance youth sports in Richmond by offeringdiverse opportunities in basketball, baseball, and soccer, focusing on skill development, teamwork, and community well-being.
$50,000 $25,000 100.33
Early Childhood
Mental Health
Program**
Connect, Attune,
Understand, Thrive
The program aims to eliminate disparities in access to assessment and treatment for children in Richmond at risk for attachment disruption and marginalization. By bringing information and awareness of the children's needs to caregivers and service providers, we enable them to make decisions that benefit the children's emotional well-being.
$50,000 99.00
Renaissance
Entrepreneurship
Center**
Richmond Entrepreneur
Program
Renaissance will deliver small business training, individual consulting and access to capital services to help 75 lower-income aspiring and established entrepreneurs in Richmond to start and expand their own businesses, which will result in economic mobility.
$35,000 98.67
YES Nature to
Neighborhodds** YES Wellness Training
YES’s Wellness Specialist will provide direct therapeutic services and case management; trauma-informed training for YES staff, volunteers, and partners; and mental health/wellness workshops for Richmond residents. $48,569 98.67
Studio 510 Social &
Emotional
Restoration**
Restorative Justice for
Richmond
Supports the city’s efforts to remove systemic barriers that disproportionately affect Black youth. In an effort to disrupt the school to prison pipeline, StudioFive10 will expand its programs at its Richmond school sites with a focus restorative justice training and workshops.
$10,000 97.67
Motivated 2 Help
Others** Youth Development Program
Mentoring, tutoring and physical fitness programs to a minimum of 80 underserved, high-risk youth between the ages of 16-18 who are either in the juvenile justice system or transitioning back into society. We aim to reduce recidivism and encourage upward mobility by developing participant self-worth and accountability.
$50,000 96.00
Youth Code Now** YouthCodeNow STEM
Program
To provide underserved and underrepresented children and youth in Richmond, CA equitable and high-quality after school STEM and academic intervention programs; motivate and inspire our youth to excel socially, emotionally, physically and academically through tutoring and mentorship; to expose our youth to technology and its impact on society.
$50,000 95.67
** Represents organizations located in Richmond 4732
Organization Project Title Project Description Requested Amount
Recommended
Amount
Average Score
(110 Total)
Berkeley Baby Book
Project Free Books for Children
Richmond is designated a “book desert” by Unite for Literacy. Too many Richmond kids read below grade level. The BBBP provides children 0-to-5 with ownership of high quality books. Owning books from birth is proven to boost school readiness and literacy.
$24,612 95.00
Scientific Adventures
for Girls SAfG After School STEM
SAfG is changing the face of science with an after-school, hands-on STEM program reaching up to 420 Richmond girls with 27 weeks of education on-site at 12 Richmond elementary schools (27 hours per student). Serving primarily girls of color (85%+) and students eligible for the free and reduced price lunch program (80%+).
$50,000 95.00
Safe Organized
Spaces**
WashWorks for Unhoused
Neighbors
Regular access to laundry services - i.e. clean clothes and bedding - is essential for a transition to housing and jobs. Free laundry is a universally requested service that provides an opportunity to build trusting relationships and help connect unhoused neighbors to other desired services such as Medi-Cal, IDs, housing, jobs. $50,000 94.67
SparkPoint Contra
Costa**
SparkPoint Richmond Youth
Financial Freedom
SPCC aims to help individuals and families achieve financial sustainability and freedom. Through age appropriate workshops and individual coaching, financial barriers are addressed. Thus, youth education becomes a catalyst in creating new pathways to overcome barriers.
$22,795 94.00
Ephesians Community
Development
Center**
Southside Computer
Technology and Resource
Center
Ephesians Community Development Center (ECDC) launches The Southside “EXCEL” Tech & Resource Center that offers state-of-the-art computerized educational courses and computer training for adults and youth. A learning center for Southside Richmond and the surrounding communities of Richmond and West Contra Costa County.
$50,000 93.67
Richmond Community
Tennis Association** Richmond Tennis & Pickleball
The proposed project aims to resurface five (5) tennis courts in various parts of Richmond. These courts are used for Richmond youth tennis and adult programs that are manages by a collaboration among the Richmond Recreation Department, Youth Tennis Advantage Organization and RTA as well as being generally used by Richmond residents as we promote an active and healthy lifestyle for all our residents.Additionally, 3 of the courts will be designed for joint use by pickleball as well as tennis.
$50,000 93.33
Mira Vista PTA Mira Vista Garden Education
Program
Funds are requested to sustain the exemplary Mira Vista School Garden Day Program as an education and community resilience center to build health, wellness, and eco-literacy for students, families, teachers, and community in Richmond.
$38,500 93.00
** Represents organizations located in Richmond 4743
Organization Project Title Project Description Requested Amount
Recommended
Amount
Average Score
(110 Total)
YMCA of the East Bay Building SEL Skills
Support the expansion of our Social Emotional Learning (SEL) programming for our high-impact Early Learning Program in Coronado and Sheldon Elementary Schools in Richmond, and DeJean Middle School in Richmond, collectively serving 215 lowincome Richmond youth grades K-8. $33,000 92.33
Jelly's Place Youth Give Back The Youth Give Back program is a workforce development program where youth learn important job readiness skills while volunteering at Jelly’s Place. $26,000 91.67 18 Reasons Nourishing Community -
Food Security Program
"Nourishing Community: Food Security & Job Skills Training," we will teach 300 lowincome Richmond residents to stretch their food budgets while making delicious, affordable and healthy meals for their families; we will support healthy pregnancy outcomes for marginalized pregnant people; and we will distribute free groceries to class participants.
$50,000 91.33
Community Housing
Development
Corporation**
Heritage Point Grocery Store
The grocery store will provide quality, affordable food staples within the North Richmond community. CHDC's goal is to help illuminate North Richmond being categorized as a food dessert by providing access to fresh local affordable produce, healthy food, limited bakery/milk case merchandise, and day to day home products.
$50,000 91.33
Coherent
Development
Research Institute
Summer Math and Literacy
Program
A math and literacy tutorial program for middle schoolers, centering academic advancement and community engagement. High school and college interns will provide personalized one-on-one math and literacy tutoring to middle schoolers, as well as group mentorship and family visits. The program will run four days a week over five weeks.
$18,700 90.67
West Contra Costa
Public Edication
Fund**
Summer Matters with the Ed
Fund
Through dynamic enrichment providers, the Ed Fund will provide engaging literacy lessons, STEM education, artistic exploration, and social justice lessons for Richmond students attending Camp Achieve and Freedom School. $50,000 90.00
Youth Finance
Institute of America Finance Workshop Series
Youth Finance Institute of America’s Self-Service Personal Finance Workshop Program educate youth about basic personal finance life skills. Our curriculum offers an opportunity for youth to break the cycle of poor money management habits. This program allows schools and non-profits, located within Richmond, access to our curriculum, free of charge.
$34,000 89.33
Youth Tennis
Advantage Youth Tennis
Youth Tennis Advantage runs a free, year round tennis, academic and life skills program at Nicholl Park for Richmond under-resourced youth in partnership with Richmond CSD.
$30,000 88.67
** Represents organizations located in Richmond 4754
Organization Project Title Project Description Requested Amount
Recommended
Amount
Average Score
(110 Total)
Collaborising** Black Homeless Support
Collaborising will develop an online program for Black unhoused residents in Richmond to increase personal self efficacy and self determination. Participants will develop an individual roadmap for housing transition using 1: 1 coaching and group mindfulness sessions to fill the gap until local housing providers find them homes.
$50,000 88.33
Summer Search Bay
Area
Summer Search High School
Program
Summer Search’s comprehensive program spans seven to nine years, starting in a student’s sophomore year of high school, and includes intensive, year-round mentoring, summer experiential learning opportunities, post-secondary advising, networking, and professional development coaching.
$50,000 87.67
North & Greater
Richmond Blues
Foundation**
Blues Out North
The Blues Out North celebrates and preserves the city’s rich blues heritage by showcasing local talent, fostering community engagement, and providing cultural enrichment. Through live performances, educational workshops, and interactive experiences, the events promote appreciation for the blues genre while supporting and uplifting local musicians.
$50,000 87.00
Weigh of Life** Weight of Life - Youth and
Families
Weigh of Life will provide exercise including zumba and kick boxing, as well as nutrition information to the community. We have initiated a new program which provides exercise as well as street clothes, at no cost to women and youth. We will hosted clients from Richmond non-profits who bring children and youth with needs for health information as well as wardrobe assistance in order to add exercise and health goals to their life style.
$42,000 87.00
Bike East Bay Access to Bikes, Health, and
Environment
Richmond contains many miles of coastline trails, open spaces, bikeway facilities, and more. In alignment with Richmond’s Climate Action Plan and Health and Wellness Goals outlined in the Richmond General Plan, Bike East Bay will provide a variety of outdoor bike education classes to empower residents to access Richmond’s resources.
$19,546 86.67
Children's Art Studio
Richmond** Art Studio Richmond
The Children's Art Studio Richmond / Taller de Arte Para Niños Richmond is a program that offers immersive arts experiences designed to nurture creativity and foster artistic potential for early learners, aged 2 - 5, and their families in West Contra Costa County.
$50,000 86.67
A.B.L.E Community
Development
Foundation **
A.B.L.E After School Support
Augment current after school futoring and social club service at DeJean Middle School funded by the Richmond Children Fund to work with 30 Middle School aged youths to get them involve in the after school tutoring and social club activities. $47,550 86.00
** Represents organizations located in Richmond 4765
Organization Project Title Project Description Requested Amount
Recommended
Amount
Average Score
(110 Total)
Community Violence
Solutions
Richmond Youth Mental
Health
CVS will provide targeted mental health support for underserved youth in the City of Richmond. Through a longstanding partnership with West Contra Costa Unified School District, CVS will raise awareness of the importance and availability of mental health services, identify youth in need, and deliver therapy services. $49,999 86.00
** Represents organizations located in Richmond 4776
Reso. No. ____

DocID #29727v1
RESOLUTION NO. ____

RESOLUTION OF THE COUNCIL OF THE CITY OF RICHMOND, CALIFORNIA

AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE GRANT

SERVICE AGREEMENTS WITH NONPROFIT ORGANIZATIONS THAT RECEIVED

GRANT AWARDS FROM THE COUNCIL-APPROVED AWARD CATEGORY
(CATEGORY 3) FOR FISCAL YEAR (FY) 2024-2025 ENVIRONMENTAL AND

COMMUNITY INVESTMENT AGREEMENT (ECIA) FOR AN AMOUNT NOT TO EXCEED FIFTY-SIX THOUSAND DOLLARS ($56,000.00)
WHEREAS, on July 29, 2014, the City of Richmond and Chevron Products Company entered into the initial Chevron Modernization Project Environmental and Community Investment Agreement (“ECIA”); and
WHEREAS, the ECIA was amended in August 2015 and December 2015; and WHEREAS, the ECIA provides $90 million to Richmond over a 10-year period ($80 million in revenue to the City and $10 million for a photovoltaic solar farm) and includes investments in community-based greenhouse gas reduction programs and various community programs, including but not limited to a competitive grant program; and WHEREAS, $6 million is allocated to fund the competitive grant program which was established to fund community programs and non-profits focused on community, youth, and youth sports; and
WHEREAS, $606,000 is allocated for Fiscal Year (FY) 2024-2025 for grant awards within four (4) grant categories; and
WHEREAS, in FY 2024-2025 there is a total of $500,000 available to award for category 1 [organizations reporting gross receipts of equal to or less than $50,000 annually (990N)] and category 2 [organizations reporting gross receipts of more than $50,000 annually (990)], $56,000 available to award in category 3 [organizations that were not awarded grants through categories 1 and 2 and were selected by the Council-appointed ECIA Council Ad-Hoc Committee], and $50,000 available to award in category 4 [ECIA mini-grant awards through the Community Services Department]; and
WHEREAS, on June 18, 2023, the City Council authorized the release of the “Fiscal Year 2024-2025 Richmond - ECIA Community Grant Program Guidelines and Application”; and
WHEREAS, eligible organizations were required to have 501(c)(3) tax status and provide services to Richmond and/or North Richmond residents; and WHEREAS, the ECIA grant application was released on December 22, 2023; and 478
Reso. No. ____

DocID #29727v1
WHEREAS, applications were due on February 9, 2024, and sixty-four (64) organizations submitted applications totaling nearly $2 million in funding requests; and WHEREAS, after review by City staff for completeness, sixty (60) applications were forwarded for review and scoring by the Council-appointed ECIA Grant Review Committee; and WHEREAS, the ECIA Grant Review Committee recommended to City Council that grants be awarded to sixteen (16) organizations in Category 1 and 2, for a total award amount not to exceed $500,000; and
WHEREAS, the City Council of the City of Richmond adopted the Resolution 67-24, to allocate FY 2024-2025 Environmental and Community Investment Agreement (“ECIA”) funds to the grantees in Category 1 and 2, and authorized the City Manager’s Office to negotiate and execute contracts with award recipients; and
WHEREAS, after review by City staff for completeness, forty-four (44) applications were forwarded for review and scoring to the Council-appointed ECIA Council Ad-Hoc Committee; and
WHEREAS, the ECIA Council Ad Hoc Committee recommended to City Council that grants be awarded to the following four (4) organizations, for a total award amount not to exceed $56,000; and Category
3 (990N and 990
Organizations)
Organization
Recommended
Award Amount
P.U.S.H 4 Purpose $ 20,000
Motivated 2 Help Others $ 13,000
Renaissance Entrepreneurship Center $ 13,000
Studio 510 Social & Emotional Restoration $ 10,000
TOTAL $56,000
NOW, THEREFORE BE IT RESOLVED, that the Council of the City of Richmond adopts the resolution to allocate FY 2024-2025 Environmental and Community Investment Agreement (“ECIA”) funds to the granteesin the amounts specified above, and authorizes the City Manager’s Office to negotiate and execute contracts with award recipients; and BE IT FURTHER RESOLVED, that the Council of the City of Richmond authorizes City staff to negotiate and enter into grant service agreements with the four (4) recipient organizations and to provide oversight to assure that deliverables are met and that activities and expenses are consistent with the intent of each agreement.
479
Reso. No. ____

DocID #29727v1
I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a regular meeting thereof held on November 19, 2024, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

Mayor
Approved as to form:

City Attorney
State of California }
County of Contra Costa : ss.

City of Richmond }
I certify that the foregoing is a true copy of Resolution No. ____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on November 5, 2024.
_________________________________________
Pamela Christian, Clerk of the City of Richmond
480

November 19, 2024
Economic Development
PORT
DATE: November 19, 2024
TO: Mayor Martinez and Members of the City Council
FROM: Charles Gerard, Port Director
Lizeht Zepeda, Sr. Business Assistance Officer
Subject: Port Contract with STAX Engineering for CARB-Approved Emissions Control Solution
FINANCIAL IMPACT: The proposed expenditure was approved by Council through a Port Fund appropriation within Fiscal Year (FY) 2024-2025 Port Budget ($500,000 Account String:
40161080 400201).

PREVIOUS COUNCIL
ACTION:

October 1, 2024

STATEMENT OF THE
ISSUE:

The Port seeks approval of a contract agreement with
STAX Engineering to provide a CARB-Approved
Emissions Control System to comply with CARB At-Berth
regulations that become effective January 1, 2025.

RECOMMENDED ACTION: APPROVE an agreement with STAX Engineering, LLC in the amount of $500,000 to be paid over a two-year period to offset deployment and operations costs of deploying a California Air Resources Board (CARB)-Approved
Emissions Control Solution at the Port of Richmond for a term ending December 31, 2026 – Economic
Development Department (Charles Gerard 510-829-
2253/Lizeht Zepeda 510-620-6653).

AGENDA
REPORT
481

November 19, 2024
DISCUSSION:

The Port of Richmond is selecting an emissions control system to comply with the California Air Resources Board (CARB) regulations for ocean-going vessels. After evaluating various proposals, the Port of Richmond has chosen STAX Engineering’s CARB-approved Emissions Control System over G4 California Advanced Emissions Control System (CAECS). This decision was based on a comprehensive assessment of regulatory compliance, operational readiness, cost-effectiveness, and environmental impact.

The 2020 CARB At-Berth Regulations require that ocean-going vessels at berth in California ports reduce emissions of diesel particulate matter (PM) and oxides of nitrogen (NOx). This regulation applies to vessels visiting the Point Potrero Marine Terminal (PPMT) that handles roll-on/roll-off (RO-RO) cargo.

To ensure compliance by the January 1, 2025, deadline, the Port issued a Request for Proposals (RFP) for a CARB-Approved Emission Control System (CAECS) (Attachment 2). Two organizations submitted responsive proposals: STAX Engineering’s CAECS and G4 CAECS (Attachments 3 and 4). City Staff reviewed both proposals and STAX Engineering scored highest (Attachment 5).

STAX Engineering's system is already CARB-approved for container and auto carrier vessels and is expected to receive additional approvals for tanker vessels by the end of 2024. This ensures that the Port of Richmond can meet its regulatory obligations immediately upon the system's deployment. G4 CAECS, while demonstrating technological promise, had not yet completed CARB approval for the full range of vessel types required under the At-Berth Regulations.

STAX Engineering’s system boasts operational advantages, including a patented selfmooring spud-equipped barge and an exhaust capture system with the industry’s longest positioning boom reach. This flexibility allows the system to adapt to different vessel configurations without requiring significant infrastructure changes. The G4 CAECS system, while effective, did not provide the same level of adaptability to the unique operational environment at the Port of Richmond.

The STAX system provides lower long-term operational costs due to its modular design and efficiency in handling multiple vessel types. Additionally, STAX has secured contracts with major shipping companies such as NYK Line and Hyundai GLOVIS, which would ensure direct billing and offset costs for the Port. G4 CAECS proposed a more generalized cost model that would have resulted in higher expenses for the Port.

STAX Engineering has a proven track record of reducing harmful emissions at ports in Los Angeles, Long Beach, and Oakland. This aligns with the Port of Richmond's commitment to improving air quality for nearby communities, which are significantly 482

November 19, 2024
impacted by port emissions. STAX's system demonstrated faster implementation timelines and greater emissions reductions compared to G4 CAECS.

STAX Engineering is fully prepared to deploy its system as soon as possible. The company has three barges under construction and is strategically expanding its fleet to meet future demand. G4 CAECS, while technologically innovative, did not provide the same level of operational readiness for immediate deployment.

The Port of Richmond will contribute $500,000 towards offsetting the capital costs of deploying the STAX system, spreading this cost over a 24-month period, reducing the financial burden on the Port. The Port of Richmond's decision to choose STAX Engineering's CARB-approved emissions control system over G4 CAECS was influenced by a variety of factors, including regulatory compliance, cost, technological flexibility, and future-proofing. By selecting STAX Engineering, the Port demonstrates its commitment to meeting California's rigorous environmental standards while addressing the immediate air quality concerns of local residents.

POLICY SYNERGIES:

The contract supports the City overall efforts to reduce greenhouse gas emissions and increase health equity by improving the health of the environment. Specifically, the contract supports:
 Climate Action Plan - Strategy GB1 Reduce Industrial Carbon Emissions  Climate Action Plan - Strategy GB5 Reduce Emissions from Goods Movement DOCUMENTS ATTACHED:

Attachment 1 – STAX Standard City Contract
Attachment 2 – 2024.09 CARB PPMT RFP Final
Attachment 3 – STAX RICHMOND Proposal
Attachment 4 – G4 Management Inc. City of Richmond Bid RFP Attachment 5 – CARB-Approved ECS Assessment Ranking
483

CITY OF RICHMOND

STANDARD CONTRACT
Department: City Project Manager:

City Project Manager E-mail: City Project Manager Phone No:

Vendor No: Contract No:

Description of Services:

The parties to this STANDARD CONTRACT do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the City of Richmond, a municipal corporation (“the City”), and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:
☐ A California corporation, ☐ limited liability corporation ☐ general partnership, ☐ limited partnership, ☐ individual, ☐ non-profit corporation, ☐ individual dba as [specify:] ____________________ ☐ other [specify:] _______________________________

2. Term. The effective date of this Contract is _______________________ and terminates _________________ unless terminated earlier as set forth herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $______________ (“Contract Payment Limit”) unless a Contract Amendment has been approved by the City Council or City Manager. If this amount includes a contingency, Contractor acknowledges that any use of such contingency shall be for work beyond the original scope of services and requires prior written authorization by the City. If noted below, Compensation for work done under this Contract, shall not exceed as follows:

FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________

4. Contractor’s Obligations. Contractor agrees to perform all work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, in accordance with the Service Plan set forth in Exhibit A, attached hereto and incorporated herein.

5. City Obligations. City shall make payments to the Contractor in accordance with the Payment Provisions set forth in Exhibit B, attached hereto and incorporated herein. 484

6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C), attached hereto and incorporated herein.

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D), which are attached hereto and incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any), which are attached hereto and incorporated herein.

9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F), which are attached hereto and incorporated herein.

10. Sanctuary City Compliance Statement. This Contract is subject to the Sanctuary City Compliance Statement (Exhibit G), which is attached hereto and incorporated herein.

11. Signatures. These signatures attest the parties' agreement hereto:

CITY OF RICHMOND,
a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board, President, or Vice President should sign below)
By: _________________________ By: ___________________________ Title: ________________________ Title: __________________________ Date Signed: _________________ Date Signed: ___________________ I hereby certify that this Contract (* The Corporation Chief Financial Officer or Assistant has been approved by City Council Treasurer, or Secretary or Assistant Secretary should or the City Manager. sign below)
By: _________________________ By: ___________________________ City Clerk Title: __________________________
Date Signed: ____________________
Approved as to form:
(NOTE: Pursuant to California Corporations Code Section By: _________________________ 313, if Contractor is a corporation or nonprofit organization, City Attorney this Contract (1) must be signed by (a) the Chairperson of the Board, President, or Vice-President and (b) the
Chief Financial Officer or Assistant Treasurer, or
Secretary or Assistant Secretary)
LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Sanctuary City Compliance Statement Exhibit G
485
STAX Engineering, LLC
215 W Figueroa Street
Santa Barbara, CA 93101
September 25, 2024
City of Richmond
Charles Gerard, Port Director
450 Civic Center Plaza
Richmond, California 94804
Re: STAX Engineering Proposal in response to City of Richmond’s RFP “POINT POTRERO MARINE TERMINAL OCEAN-GOING VESSEL AT BERTH REGULATION” Dear Charles Gerard:

STAX Engineering, LLC is proud to present our unparalleled CARB Approved Emission Control System (CAECS) for the Port of Richmond’s Point Potrero Marine Terminal (PPMT), in direct response to the City’s RFP “POINT POTRERO MARINE TERMINAL OCEAN-GOING VESSEL AT BERTH REGULATION.” With a collective executive and operations team experience of over 70 years, STAX Engineering is the most seasoned company in the industry. Our founder, Bob Sharp, pioneered emissions capture and control technology over two decades ago and has consistently improved its design, making the STAX system the most versatile and technologically advanced CAECS, capable of serving any vessel in the most demanding operational environments.

Our patented self-mooring (spud-equipped barge), with its patented (optional) self-propulsion design, is a testament to our commitment to addressing the unique space and operational challenges at the PPMT. STAX treatment barges feature the industry’s longest positioning boom reach, and their compact and modular design allows for easy capacity expansion or modification to adapt to the changing needs of vessels visiting the Port. Furthermore, STAX Engineering is the only company with a CARB EO for container and auto carrier/RORO vessels and one for tanker vessels, which is expected to receive approval very soon (Q4 2024). These factors enable us to provide the most comprehensive service to control emissions from vessels visiting your port, ensuring that your air quality objectives are met with the highest level of effectiveness and efficiency.

Our proven operational and logistical track record, demonstrated by our successful commissioning of a barge at the Port of Los Angeles / Long Beach in 2022 and in Oakland in 2023, along with our rapidly expanding fleet (three more systems under construction and planned for service later this year), underline our ability to meet your service requirements. We are proud to have the most experienced team of trained operators, and our existing contract with the International Boatman’s Union (IBU) ensures our continued superior service, which has fostered successful customer relationships and secured multi-year and multi-terminal contracts with container, RORO, and tanker vessel operators and terminals.
486
STAX will obtain all necessary certifications, permits, and permissions to provide CAECS services in the Port of Richmond. STAX will comply with all City of Richmond ordinances. STAX proposes the use of the City Standard Contract for the proposed City costs to offset STAX capital costs to deploy the CAECS.

In conclusion, STAX Engineering is the most experienced CAECS service provider, backed by robust financial support, a top-notch management and operational team, and a proven successful service provision track record. By choosing STAX, you ensure immediate, worry-free compliance for you and your customers. We eagerly anticipate the opportunity to collaborate with you and your team. Please do not hesitate to reach out if you require further information or have any questions.

Sincerely,
Michael Walker
CEO
STAX Engineering, LLC
487
BIDDER: STAX ENGINEERING, LLC

OCEAN-GOING VESSEL

AT BERTH EMISSIONS

CONTROL SERVICES
488

POINT POTRERO MARINE TERMINAL

OCEAN-GOING VESSEL AT BERTH REGULATION
BIDDER: STAX ENGINEERING, LLC
489

CONTENTS
QUALIFICATIONS AND EXPERIENCE .............................................................................1 MANAGEMENT AND STAFFING .....................................................................................3

DESCRIPTION OF THE CAECS AND APPROACH
TO PROVIDING SERVICES ...............................................................................................5 SPACE REQUIREMENTS ........................................................................................................6 CARB EXECUTIVE ORDERS...................................................................................................7 STAX (PORT) LOCATIONS................................................................................................8 SCHEDULE ...........................................................................................................................8 COST PROPOSAL...............................................................................................................8

APPENDIX
490

QUALIFICATIONS AND EXPERIENCE
STAX Engineering, LLC (STAX) is pleased to present this proposal to provide emissions control services for ocean-going vessels to meet CARB’s At Berth Regulation requirements in the Port of Richmond’s Point Potrero Marine Terminal (PPMT). Our comprehensive understanding of the marine industry, proven record of superior compliance service, and dedicated 24/7/365 operation with two STAXcraft barges in revenue service set us apart from competitors. This track record of successful compliance service of vessels is a testament to our ability to deliver on our promises and meet the needs of our clients, instilling confidence in the feasibility and success of our proposal.

STAX Engineering is leading the industry, driven by a dedicated investor team and bolstered by robust revenue streams from our operational barges. With a strategic financing mechanism in place, STAX is fully prepared to expand its barge fleet efficiently to meet the requirements of the impending At Berth Regulation compliance deadline of January 1, 2025. The company has already secured agreements with numerous carriers and terminals, ensuring timely deployment of capture and control barges well before the deadline. Currently, three barges are under construction in the shipyard, with several more in the pipeline, affirming STAX’s commitment to meeting regulatory obligations and advancing environmental stewardship in maritime operations. This strategic planning and preparedness should provide the audience with reassurance about the implementation and adherence to the regulatory obligations of our proposal.

STAX Engineering, LLC 1
491
STAX Engineering is the only company awarded executive orders by the California Air Resources Board (CARB) for CARB-approved emission control systems (CAECS) complying with their At-Berth Regulation for container and auto carriers/RORO vessels with approved test plans to expand the operating envelope of our systems to include all vessel sizes by Q4 of this year. STAX, with our CARB-approved tanker test plan, is well on its way to obtaining additional approval from CARB to service the tanker sector beginning next year.

STAX Engineering, LLC 2
Our commitment to exceptional service, financial stability, technology, and seasoned professionals has helped us secure contracts with multiple carriers, terminals, and ports.

Our clientele includes the top two auto carriers in California, Nippon Yusen Kabushiki Kaisha (NYK Line) & Hyundai GLOVIS Co., Ltd., two leading container carriers, CMA CGM Group and ZIM Integrated Shipping Services Ltd. (ZIM), a tanker terminal operated by Shell plc, three auto carrier terminals, AMPORTS, SSA, and Toyota and one port, Port of Hueneme. This extensive client base reflects our relentless pursuit of excellence and innovation in the industry. 492

MANAGEMENT AND STAFFING
STAX Engineering is a team of professionals specializing in Emissions Capture and Control Systems (ECCS) technology with over 70 years of combined experience in ECCS design and service. The STAX leadership team consists of Mike Walker, a proven technology Chief Executive Officer; Bob Sharp, our Founder and Chief Technology Officer; Dr. John Holmes (CAPT, USCG, ret.), our Chief Operating Officer; and Dr. Randall Pasek, our Chief Regulatory Officer.

Michael Walker has been CEO of STAX since 2019. During this time, he has overseen the construction of several barge systems and manages product commercialization, marketing, contracting, and accounting.

Michael has over 20 years of operations, management, and leadership experience in building companies, from the pre-commercialization start-up phase to successful market penetration and integration in environmental infrastructure markets. His financial acumen provides a solid foundation for STAX’s future expansion and ongoing operations.

Bob Sharp, an original capture and control technology pioneer since 2004, is the Founder and CTO of STAX Engineering. Bob has experience developing several ECCS barges, implementing lessons learned over the past 20 years, and researching principles in science and health to develop the current next-generation (STAX) system. Bob founded STAX in 2016.

Dr. John Holmes, COO of STAX Engineering, is a former Coast Guard Captain with over 40 years of maritime experience. He has served in various roles, including Independent Marine Consultant, COO, Fortune 500 executive, and senior-level U.S. Coast Guard Officer. He has previously captained the San Pedro Bay Ports and was Deputy Executive Director for the Port of Los Angeles from 2007-2013, overseeing operations at the nation’s largest Port. John began working with barge-based ECCS in 2013 and joined STAX in 2022.

Dr. Randall Pasek, Chief Regulatory Officer, has extensive experience with operations and regulatory compliance of ECCS systems. He has amassed over 35 years in air pollution control, with almost two decades of experience at the California Air Resources Board and a decade of experience working on similar off-road projects at the South Coast Air Quality Management District. Dr. Pasek joined STAX in 2018.

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The expanded STAX team comprises more than 30 full-time employees, including additional support staff supplied by the International Boatman’s Union (IBU). The STAX management model focuses on decentralized (local) operations with a centralized support infrastructure.

The operational support team includes an Assistant Director of Operations, Barge Supervisors, Systems Manager, Support Engineer, System Operators, and deckhands. Each area of operation has a local area manager and Barge Supervisors tasked with ensuring the maintenance and operation of the STAXcraft barge, scheduling personnel and tug(s), and working with and being available for local stakeholders to ensure that the barge(s) meet CARB requirements with minimal impact to port operations.

STAX Engineering, LLC 4
A STAX crew, including a Barge Supervisor, two System Operators, and three deckhands, will operate each barge. Service will be crewed on twelve-hour shifts by a two-person team consisting of one System Operator and one deckhand. The System Operator supervises the barge’s operations, places the collection device, and monitors and adjusts the system. The deckhand maintains the lines, operates the spuds, and assists the System Operator in monitoring service operations. The local Barge Supervisor (a qualified System Operator) will serve as the relief System Operator and perform supervisory duties. The third deckhand will serve as a relief. IBU has committed to providing deckhands for our PPMT barge.

In addition, all STAX barges are connected by the internet to key technology, engineering, and maintenance personnel who can examine the health and operation of the processing systems remotely to assist the crew with efficient system operation. 494
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DESCRIPTION OF THE CAECS AND APPROACH TO PROVIDING SERVICES Our STAX Engineering team and technology are ideally suited to operating smoothly in the Port of Richmond. The STAX CAECS typically includes a 160-foot-long and 40-foot-wide barge, STAXcraft, that contains two processing units, STAXbox, powered by electricity provided by on-board diesel generators. The STAXcraft barge draws approximately three feet (depending on the ballast the barge has on board) and has approximately six feet of freeboard. All U.S. Coast Guard-required safety equipment and certifications are included in the design.

The STAXcraft includes a patented exhaust capture system, XCAP™, consisting of a placement arm (boom) with the industry’s most extended reach (252 feet, 279 feet with pedestal) and a proprietary connection system (bonnet) adaptable to all types of exhaust pipe configurations (U.S. Patents 11,325,687 and 11,345,455).

STAX has experience with auto carrier/RORO vessels with unique stack configurations and added fixtures. We tested our ECCS system on vessels from four companies with four unique stack configurations during auto carrier testing for CARB EO approval.

The STAX placement arm has two ducts equipped to capture exhaust from two exhaust pipes simultaneously. Ship exhaust is ducted to two independent STAXbox purification systems, which control NOx, PM10, PM2.5, DPM, and ROG to meet regulatory levels.

The STAX system is powered by Tier 4F gensets running on renewable diesel that meets or exceeds grid-neutral requirements. These generators burn specially blended renewable diesel with an ultra-low carbon intensity (CI). STAX barges have federal and state Certificates of Financial Responsibility (COFR) and a NonTank Vessel Oil Spill Contingency Plan approved by the State of California.

A central data management system that records and analyzes emissions in real-time controls and monitors the entire STAX system. System Operators and remote personnel can monitor the system 24/7 to ensure its health and efficient operation. STAX will monitor and report per the At Berth Regulation requirements and any Executive Order provisions through an automated emissions monitoring system, generating 7-day and 30-day reports. STAX will report malfunctions to the Port and CARB within the regulatory time frames. All data and records are stored for the required five years.

STAX provides the most flexible system for barge positioning. STAX will select the best out of three options to move and position the STAXcraft barge. The preferred approach is to use local tug service. A STAXcraft barge may also use its patented self-propulsion system (U.S.

Patent 10,953,960). Lastly, STAX may use the tugs already available on-site to escort the vessels for movement of the barge. This operational flexibility helps STAX meet unique challenges during day-to-day vessel traffic and for all vessel placement scenarios. 495
STAX Engineering, LLC 6
STAX has developed Standard Operation Procedures (SOPs) that ensure proper coordination with the vessel and tug. One such document is the STAX Engineering Introduction and Safety Instructions, which includes detailed information on the STAX system, answers to frequently asked questions, data forms for vessel operators, and a comprehensive list of critical safety issues. This document is sent to vessels one week before scheduled service visits.

The STAX team has consistently delivered on several hundred service calls within 2 hours of “Ready to Work” and 1 hour of “Pilot on Board” as mandated by CARB regulations. STAX further solidifies its commitment to safety by pledging to collaborate with the Port to devise a port-specific rapid response plan for relocating the barge if required by ships shifting berthto-berth.

STAX leaves no room for uncertainty when it comes to meeting CARB deadlines. We have operations personnel on standby 24 hours a day, ready to spring into action. It is STAX policy to promptly engage tugs to ensure the barge is prepared and waiting for a ship’s arrival. STAX has maintained a flawless record, never failing to meet the CARB requirements.

STAX SPACE REQUIREMENTS
A STAXcraft barge will require approximately 180 feet of dock space. Parking for a maximum of six staff vehicles will be required daily. A 240-volt shore power receptacle and a small secure shoreside storage area are also requested.
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CARB EXECUTIVE ORDERS AND APPROVED TEST PLANS
STAX is the 2021 California Air Resource Board’s grant recipient for technology advancement, ensuring our solutions meet expanding regulations today and in the future.

Executive Orders for STAX CARB-approved emission control systems (CAECS) for compliance with the At Berth Regulation.

EO G-23-294
A barge based capture and control system to treat emissions from auxiliary engines on ocean-going container vessels.

EO G-24-054
A barge based capture and control system to treat emissions from auxiliary engines on ocean-going auto carriers/roll-on roll-off (RORO) vessels.

It is important to note that CARB Executive Orders are issued based on the capacity of the systems on the vessel available for EO testing. STAX will continuously conduct testing and evaluation to expand our Executive Orders and ensure that our ECCS continues to meet the requirements of any vessel that calls on West Coast ports.

STAX anticipates receiving a third EO later this year for a barge based capture and control system to treat emissions from auxiliary engines on ocean-going tanker vessels.

The Appendix includes copies of CARB Executive Orders for container and RORO vessels, letters for three CARB-approved test plans for tanker vessels, and the expansion of the load range for the container and RORO vessel categories. All testing is expected to be completed in Q3 of this year, and Executive Orders will be issued before the end of the year. 497

STAX (PORT) LOCATIONS
For further confirmation of our treatment and service record, STAX is pleased to share the following port locations where STAX operates.

Port of Los Angeles (since 2022)
Port of Long Beach (since 2022)
Port of Oakland (since 2023)
Port of Hueneme (Q4 2024)
Port of Benicia (Q1 2025)
STAX operations at the Port of Richmond will continue to deliver the same high-quality service that we have demonstrated by implementing our time-proven training, operations, customer service, and top-quality equipment.

SCHEDULE
STAX will have a barge available for service in PPMT by January 2025. STAXcraft barges three, four, and five are in production and expected to be ready for deployment in the third and fourth quarters of 2024.

COST PROPOSAL
STAX Engineering will provide one barge system with management, staffing, and support for servicing auto carriers/RORO vessels for all hours for all days per year.

The Port of Richmond will be responsible for $500,000 to offset the capital costs to deploy the barge in PPMT. Billing and payments may be spread across as many as 24 months.

STAX will service auto carrier/RORO ships on a tier system based on the number of visits/ hours, with rates ranging between $1500 - $3200 per hour. STAX has existing multi-year and multi-terminal contracts in place with NYK Line and Hyundai GLOVIS Co., Ltd. STAX will bill these carriers directly per the terms of their contracts.

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APPENDIX
499
FORMS
500

ATTACHMENT B
RICHMOND SANCTUARY CITY CONTRACTING ORDINANCE NO. 12-18 Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 501
Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 502
Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 503
Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 504

CITY OF RICHMOND
Sanctuary City Compliance Statement
The undersigned, an authorized agent of (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker” means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used. b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services." Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this day of , 20 , at , California.

Printed Name: Title:

Signed: Date:

Business Entity:

Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 9/20/2024
24 September
STAX Engineering, LLC
20th
Santa Barbara
CEO
STAX Engineering, LLC
Michael Walker
505

ATTACHMENT C
RESOLUTION NO. 86-21 - DISCLOSURE STATEMENT OF LIMITED LIABILITY COMPANIES FORM Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 506
Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 507
Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 508
Disclosure Statement for Limited Liability Companies
This Statement Shall be included with all Bid and Proposal Submissions Is your Business a Limited Liability Company (LLC)? YES NO If you answered YES, please provide the City with the names and business addresses of any and all shareholders, directors, officers, members, managers, other authorized persons, partners, and “Beneficial Owners” of the applying LLC. A Beneficial Owner is any person or entity who: (1) exercises substantial control over the applying LLC; (2) owns 25% or more of the interest in the applying LLC; or (3) receives substantial economic benefits from the assets of the applying LLC.

If any LLC shareholder, director, officer, member, manager, other authorized person, partner, or Beneficial Owner is itself an LLC or other business entity, the names and business addresses must also be provided for any and all shareholders, directors, officers, members, managers, other authorized persons, partners, and Beneficial Owners of that LLC or other business entity all the way up through each entity in the organizational chart until ultimate ownership by individual people is disclosed.

Name: _____________________
Title: _____________________
Address:__________________________________________
Name: _____________________
Title: _____________________
Address:__________________________________________
Name: _____________________
Title: _____________________
Address:__________________________________________
☐ Check this box if additional ownership information is attached to this Disclosure Statement.

In signing this Disclosure Statement, I represent that the information submitted in this Disclosure Statement, and any attachments, is true and correct.

Signature: _____________________
Printed Name: _____________________
Title: _____________________
Date: _____________________
STAX Holding, Inc.
215 W Figueroa St, Santa Barbara, CA 93101
Robert Sharp
Founder, CTO
1895 Old Ranch Road, Camarillo, CA 93012
Michael Walker
CEO
Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 9/24/2024
509
CARB

EXECUTIVE ORDERS
510
Executive Order G-23-294 1
State of California

AIR RESOURCES BOARD
Executive Order G-23-294
CARB Approval of the STAXbox.A-1 system used to control emissions from container vessels for compliance with the Control Measure for Ocean-Going Vessels At Berth STAX Engineering (STAX)
STAXbox.A-1
WHEREAS August 27, 2020, the California Air Resource Board (CARB) adopted the Control Measure for Ocean-Going Vessels (OGV) At Berth, California Code of Regulations, sections 93130 - 93130.22 (2020 At Berth Regulation), which establishes requirements for ocean-going vessels at berth in a California port to reduce oxides of nitrogen (NOx), diesel particulate matter (PM), and reactive organic gases (ROG) emissions from auxiliary engines; WHEREAS section 93130.5 of the 2020 At Berth Regulation establishes requirements for an emission control strategy to qualify as a CARB Approved Emission Control Strategy (CAECS) that can be used to reduce emissions from ocean-going vessel auxiliary engines and applicable tanker auxiliary boilers while at berth in a California port; WHEREAS no emission control strategy may be used to comply with the requirements of the 2020 At Berth Regulation unless CARB approves it as a CAECS; WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for auxiliary engines, achieves emission rates of less than 2.8 grams per kilowatt hour (g/kW-hr) for NOx, 0.03 g/kW-hr for PM 2.5, and 0.1 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d) of the 2020 At Berth Regulation;
WHEREAS for strategies approved after 2020, greenhouse gas (GHG) emissions from the strategy must be grid-neutral using the grid emission rate for the year that the technology is granted an Executive Order, as specified under section 93130.5(d); WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for tanker auxiliary boilers, achieves emission rates less than 0.4 g/kW-hr for NOx, 0.03 g/kW-hr for PM 2.5, and 0.02 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d); WHEREAS STAX developed STAXbox.A-1, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going vessel while at berth; WHEREAS, STAXbox.A-1 consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) including: an exhaust capture system using flexible ducting, and an emission control system comprising of a particulate filter and Selective Catalytic Reduction (SCR) unit to reduce NOx, PM, and ROG;
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Executive Order G-23-294 2
WHEREAS STAX submitted their final Test Plan on February 28, 2023, and CARB issued STAX a Test Plan approval letter on April 10, 2023;
WHEREAS STAX submitted the “Emissions Measurement from Ocean Going Container Vessels Using a Capture and Control System” (Test Report) and “Application for CARB Approval of STAX Engineering’s STAXBox Emissions Control System as a CARB Approved Emissions Control Strategy (CAECS)” (request for Executive Order) for the STAXbox.A-1, dated May 2, 2023;
WHEREAS CARB reviewed and evaluated the Test Report and request for Executive Order for the STAXBox Emissions Control System based on the requirements specified in the 2020 At Berth Regulation;
WHEREAS CARB found the submitted documents indicate STAXbox.A-1 achieves the emission reductions and has GHG emissions that are grid neutral for 2023 as stated in the Test Report and required by the 2020 At Berth Regulation under section 93130.5(d); WHEREAS the Executive Officer finds it is appropriate to issue this Executive Order that identifies the operating conditions, recordkeeping, and monitoring requirements for STAX’s use of the STAXbox.A-1 to allow its use as a CAECS for compliance with the 2020 At Berth Regulation;
WHEREAS this approval does not constitute an air pollution or land use permit, nor does it relieve the responsibility of STAX or the end user to comply with all Federal, State, and local laws, rules, and regulations;
WHEREAS STAX is subject to the 2020 At Berth Regulation as a CAECS operator; NOW, THEREFORE, IT IS ORDERED that the STAXbox.A-1 is approved for use in demonstrating compliance with the 2020 At Berth Regulation as a CAECS, when used by STAX as intended and in accordance with the following terms and conditions, and in accordance with all other applicable requirements in the 2020 At Berth Regulation.

APPROVED OPERATING CONDITIONS
Parameter Value
Ocean-going vessel engine type One auxiliary engine
Ocean-going vessel type Container vessel
Ocean-going vessel fuel composition limitation
Marine distillate fuel meeting 0.1% sulfur content
limit (0.1% sulfur marine gas oil (MGO) or marine
diesel oil (MDO)), or R99/R100 renewable diesel
fuels that meet the specifications of MGO/MDO
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) 3,500 kW
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Executive Order G-23-294 3
Parameter Value
Ocean-going vessel allowable operating range (kW) 266 kW to 890 kW Allowable exhaust flow rate in standard cubic feet
per minute (scfm) 3,642 to 6,330 scfm of engine exhaust Maximum engine exhaust temperature requirements 1,000⁰F Static Pressure Differential pressure between -2 to -20 inches of water across the diesel particulate filter
Other parameters that affect performance 1-2 inches of water back pressure at the capture system inlet
GRID Neutral Target – CA CO2e state output
emission rate from eGRID2021 in pounds per
megawatt hour (lb/MWh)
480.5 lb/MWh
Maximum CAECS auxiliary generator operating load
(kW) 382 kW
CAECS auxiliary generator renewable diesel carbon
intensity limit in grams of carbon dioxide equivalent
per megajoule of fuel (g CO2e/MJ)

29.49 g CO2e/MJ fuel
Maximum ammonia slip emissions in parts per
million by volume, dry basis (ppmdv) 5 ppmdv averaged over 60 minutes

OPERATIONAL REQUIREMENTS
BE IT FURTHER ORDERED, STAX will operate the STAXbox.A-1 following the notification and operational requirements per sections 93130.12(b)(1) and 93130.12(b)(2):

1. At least seven calendar days before a vessel’s arrival, the operator of the CAECS must coordinate in writing with the vessel operator and terminal operator for the use of the strategy and supply the vessel operator with information about the compatibility with the vessel and terminal of the CAECS.

2. During each visit, the operator of the CAECS shall:
a. Begin controlling emissions within two hours of vessel “Ready to Work”; b. Record inlet and outlet levels of emissions during the visit; c. Continue controlling emissions until at least one hour before “Pilot on Board”; and
d. Ensure vessels are operating on CARB compliant distillate marine fuel.

MONITORING REQUIREMENTS
BE IT FURTHER ORDERED, for every 1,000 hours of operation (and at a minimum annually), STAX shall submit data to the Executive Officer from the continuous emission monitoring system (CEMS) for each visit the CAECS is operated, to verify that the emission reduction levels are maintained, paying the applicable Certification Fee for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) for each visit. 513
Executive Order G-23-294 4
BE IT FURTHER ORDERED, the CEMS parameters submitted to the Executive Officer must follow the parameters and measurement methods listed in STAX’s Test Plan submitted on February 28, 2023.

BE IT FURTHER ORDERED, within 30 days of a vessel departure, for every visit where STAXbox.A-1 is used as a CAECS, STAX shall report to CARB visit information as required by section 93130.12(b)(3).

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their vessel operator customers the information necessary for vessel operators to submit their visit information to CARB as required by section 93130.7(e)(4), including the following:
1) Emissions control start date and time
2) Emission control end date and time
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, when vessel operators submit visit information to CARB as required by section 93130.7(e)(4), the vessel operator must also report the following information per the compliance instructions for section 93130.7(e)(4)(Q):
1) Total power generated by vessel’s auxiliary engines while at berth in kW-h. Data must be recorded at a minimum once an hour.

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their terminal operator customers the information necessary for terminal operators to submit their visit information to CARB as required by section 93130.9(d)(5), including the following:
1) Emissions control start date and time;
2) Emission control end date and time;
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, STAX shall maintain the STAXbox.A-1in accordance with “Section 5. Maintenance” of STAX’s Test Plan.

BE IT FURTHER ORDERED, the Executive Officer may request that the STAXbox.A-1 be tested annually using the test methods specified in the 2020 At Berth Regulation to demonstrate the overall percentage of the emission reduction being achieved, and the results of such testing shall be provided to the Executive Officer within 30 days of testing per section 93130.5(j) of the 2020 At Berth Regulation.

MALFUNCTION REPORTING and RECORDKEEPING REQUIREMENTS
BE IT FURTHER ORDERED, STAX shall report within 24 hours to CARB, by electronic means, any malfunction that is expected to create emissions in excess of any applicable emissions 514
Executive Order G-23-294 5
limitation for a period greater than one hour and shall retain for five years all records pertaining to the malfunction pursuant to section 93130.12.

BE IT FURTHER ORDERED, a delay or interruption in emissions control caused by a malfunction is eligible for remediation for the hours of uncontrolled emissions only when CARB is notified by STAX according to the provisions of section 93130.12(c).

BE IT FURTHER ORDERED, STAX shall submit a corrective action report within seven calendar days after a malfunction has been corrected as pursuant to section 93130.12(d).

BE IT FURTHER ORDERED, records made pursuant to section 93130.12 shall be kept for a minimum of five years and STAX shall submit information to CARB according to section 93130.19.

BE IT FURTHER ORDERED, this approval is subject to the following conditions:
• STAX must submit documentation, within 30 days upon request, to CARB showing STAXbox.A-1 is being maintained and the maintenance schedule in “Section 5.

Maintenance” of STAX’s Test Plan is being adhered to.
• STAX must keep records, including purchase receipts, for a minimum of five years, for renewable diesel purchases demonstrating the fuel used on the STAXbox.A-1 complies with the Approved Operating Conditions in this Executive Order. • STAX must communicate with the vessel operator and ensure the vessel is only operating one auxiliary engine while the STAXbox.A-1 is controlling emissions. • Delays or interruptions in emissions control caused by a malfunction, or when the operational requirements in section 93130.12(b)(2) are not met may result in enforcement actions and ultimately revocation of the EO unless the visits are made compliant through use of the Remediation Fund or with a Vessel Incident Event (VIE) or Terminal Incident Event (TIE).

DESIGN CHANGES AND EXTENSIONS
BE IT FURTHER ORDERED, no changes are permitted to STAXbox.A-1 design, or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified in advance per section 93130.5(i)(2). Design changes include changes to any part of the STAXbox.A-1 system including the exhaust capture hood, ducting, control equipment, and deployment platform. The changes must be approved in writing by the Executive Officer and any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) must be paid before the modifications may be used for compliance with the 2020 At Berth Regulation. The Executive Officer may revoke this Executive Order if the STAXbox.A-1 design or approved operating parameters are changed without prior notification and approval by the Executive Officer.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date it is executed unless it is revoked by CARB as set forth in section 93130.5(l). As specified in section 93130.5(i)(1), at least six months prior to the expiration of this 515
Executive Order G-23-294 6
Executive Order, STAX may apply for an extension by submitting an extension application to the Executive Officer asserting that the strategy has not changed and is still effective, following the requirements specified in section 93130.5(d) as provided in section 93130.5(i)(1) of the Control Measure, after paying any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914).

BE IT FURTHER ORDERED, marketing of the STAXbox.A-1 using any identification other than that shown in this Executive Order or marketing of the STAXbox.A-1 for an application other than those listed in this Executive Order shall be prohibited unless prior approval is obtained from CARB.

BE IT FURTHER ORDERED, this Executive Order does not relieve STAX from complying with all other applicable regulations.

BE IT FURTHER ORDERED, this Executive Order may be revoked if the Executive Officer determines that STAXbox.A-1 does not comply with any of the requirements in this Executive Order.

Executed at Sacramento, California, this 4th day of December, 2023. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
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Executive Order G-24-054 1
State of California

AIR RESOURCES BOARD
Executive Order G-24-054
CARB Approval of the STAXbox.A-1 system used to control emissions from auto carriers/roll-on roll-off (ro-ro) vessels for compliance with the Control Measure for Ocean-Going Vessels At Berth
STAX Engineering (STAX)
STAXbox.A-1
WHEREAS August 27, 2020, the California Air Resource Board (CARB) adopted the Control Measure for Ocean-Going Vessels (OGV) At Berth, California Code of Regulations, sections 93130 - 93130.22 (2020 At Berth Regulation), which establishes requirements for ocean-going vessels at berth in a California port to reduce oxides of nitrogen (NOx), diesel particulate matter (PM), and reactive organic gases (ROG) emissions from auxiliary engines; WHEREAS section 93130.5 of the 2020 At Berth Regulation establishes requirements for an emission control strategy to qualify as a CARB Approved Emission Control Strategy (CAECS) that can be used to reduce emissions from ocean-going vessel auxiliary engines and applicable tanker auxiliary boilers while at berth in a California port; WHEREAS no emission control strategy may be used to comply with the requirements of the 2020 At Berth Regulation unless CARB approves it as a CAECS; WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for auxiliary engines, achieves emission rates of less than 2.8 grams per kilowatt hour (g/kW-hr) for NOx, 0.03 g/kW-hr for PM 2.5, and 0.1 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d) of the 2020 At Berth Regulation;
WHEREAS for strategies approved after 2020, greenhouse gas (GHG) emissions from the strategy must be grid-neutral using the grid emission rate for the year that the technology is granted an Executive Order, as specified under section 93130.5(d); WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for tanker auxiliary boilers, achieves emission rates less than 0.4 g/kW-hr for NOx, 0.03 g/kW-hr for PM 2.5, and 0.02 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d); WHEREAS STAX developed STAXbox.A-1, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going vessel while at berth; WHEREAS, STAXbox.A-1 consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) including: an exhaust capture system using flexible ducting, and an 517
Executive Order G-24-054 2
emission control system comprising of a particulate filter and Selective Catalytic Reduction (SCR) unit to reduce NOx, PM, and ROG;
WHEREAS STAX submitted their final Test Plan for ro-ro vessels on February 28, 2023, and CARB issued STAX a Test Plan approval letter on April 10, 2023; WHEREAS STAX submitted the “Emissions Measurement from Ocean Going Roll On/Roll Off (RoRo) Vessels Using a Capture and Control System” (Test Report) for the STAXbox.A-1, on May 26, 2023 and request for Executive Order;
WHEREAS CARB reviewed and evaluated the Test Report and request for Executive Order for the STAXBox.A-1 Emissions Control System based on the requirements specified in the 2020 At Berth Regulation;
WHEREAS CARB found the submitted documents indicate STAXbox.A-1 achieves the emission reductions and has GHG emissions that are grid neutral for 2024 as stated in the Test Report and required by the 2020 At Berth Regulation under section 93130.5(d); WHEREAS the Executive Officer finds it is appropriate to issue this Executive Order that identifies the operating conditions, recordkeeping, and monitoring requirements for STAX’s use of the STAXbox.A-1 to allow its use as a CAECS for compliance with the 2020 At Berth Regulation;
WHEREAS this approval does not constitute an air pollution or land use permit, nor does it relieve the responsibility of STAX or the end user to comply with all Federal, State, and local laws, rules, and regulations;
WHEREAS STAX is subject to the 2020 At Berth Regulation as a CAECS operator; NOW, THEREFORE, IT IS ORDERED that the STAXbox.A-1 is approved for use in demonstrating compliance with the 2020 At Berth Regulation as a CAECS, when used by STAX as intended and in accordance with the following terms and conditions, and in accordance with all other applicable requirements in the 2020 At Berth Regulation. The approved operating conditions including the vessel and engine types for which the STAXbox.A-1 is verified can be found in Attachment 1.

OPERATIONAL REQUIREMENTS
BE IT FURTHER ORDERED, STAX will operate the STAXbox.A-1 following the notification and operational requirements per sections 93130.12(b)(1) and 93130.12(b)(2):

1. At least seven calendar days before a vessel’s arrival, the operator of the CAECS must coordinate in writing with the vessel operator and terminal operator for the use of the strategy and supply the vessel operator with information about the compatibility with the vessel and terminal of the CAECS.

2. During each visit, the operator of the CAECS shall:
a. Begin controlling emissions within two hours of vessel “Ready to Work”; b. Record inlet and outlet levels of emissions during the visit; 518
Executive Order G-24-054 3
c. Continue controlling emissions until at least one hour before “Pilot on Board”; and
d. Ensure vessels are operating on CARB compliant distillate marine fuel.

MONITORING REQUIREMENTS
BE IT FURTHER ORDERED, for every 1,000 hours of operation (and at a minimum annually), STAX shall submit data to the Executive Officer from the continuous emission monitoring system (CEMS) for each visit the CAECS is operated, to verify that the emission reduction levels are maintained, paying the applicable Certification Fee for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) for each visit.

BE IT FURTHER ORDERED, the CEMS parameters submitted to the Executive Officer must follow the parameters and measurement methods listed in STAX’s Test Plan submitted on February 28, 2023.

BE IT FURTHER ORDERED, within 30 days of a vessel departure, for every visit where STAXbox.A-1 is used as a CAECS, STAX shall report to CARB visit information as required by section 93130.12(b)(3).

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their vessel operator customers the information necessary for vessel operators to submit their visit information to CARB as required by section 93130.7(e)(4), including the following:
1) Emissions control start date and time
2) Emission control end date and time
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, when vessel operators submit visit information to CARB as required by section 93130.7(e)(4), the vessel operator must also report the following information per the compliance instructions for section 93130.7(e)(4)(Q):
1) Total power generated by vessel’s auxiliary engines while at berth in kW-h. Data must be recorded at a minimum once an hour.

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their terminal operator customers the information necessary for terminal operators to submit their visit information to CARB as required by section 93130.9(d)(5), including the following:
1) Emissions control start date and time;
2) Emission control end date and time;
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, STAX shall maintain the STAXbox.A-1in accordance with “Section 5. Maintenance” of STAX’s Test Plan.
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Executive Order G-24-054 4
BE IT FURTHER ORDERED, the Executive Officer may request that the STAXbox.A-1 be tested annually using the test methods specified in the 2020 At Berth Regulation to demonstrate the overall percentage of the emission reduction being achieved, and the results of such testing shall be provided to the Executive Officer within 30 days of testing per section 93130.5(j) of the 2020 At Berth Regulation.

MALFUNCTION REPORTING and RECORDKEEPING REQUIREMENTS
BE IT FURTHER ORDERED, STAX shall report within 24 hours to CARB, by electronic means, any malfunction that is expected to create emissions in excess of any applicable emissions limitation for a period greater than one hour and shall retain for five years all records pertaining to the malfunction pursuant to section 93130.12.

BE IT FURTHER ORDERED, a delay or interruption in emissions control caused by a malfunction is eligible for remediation for the hours of uncontrolled emissions only when CARB is notified by STAX according to the provisions of section 93130.12(c).

BE IT FURTHER ORDERED, STAX shall submit a corrective action report within seven calendar days after a malfunction has been corrected as pursuant to section 93130.12(d).

BE IT FURTHER ORDERED, records made pursuant to section 93130.12 shall be kept for a minimum of five years and STAX shall submit information to CARB according to section 93130.19.

BE IT FURTHER ORDERED, this approval is subject to the following conditions:
• STAX must submit documentation, within 30 days upon request, to CARB showing STAXbox.A-1 is being maintained and the maintenance schedule in “Section 5.

Maintenance” of STAX’s Test Plan is being adhered to.
• STAX must keep records, including purchase receipts, for a minimum of five years, for renewable diesel purchases demonstrating the fuel used on the STAXbox.A-1 complies with the Approved Operating Conditions in this Executive Order. • STAX must communicate with the vessel operator and ensure the vessel is only operating one auxiliary engine while the STAXbox.A-1 is controlling emissions. • Delays or interruptions in emissions control caused by a malfunction, or when the operational requirements in section 93130.12(b)(2) are not met may result in enforcement actions and ultimately revocation of the Executive Order unless the visits are made compliant through use of the Remediation Fund or with a Vessel Incident Event (VIE) or Terminal Incident Event (TIE).

DESIGN CHANGES AND EXTENSIONS
BE IT FURTHER ORDERED, no changes are permitted to STAXbox.A-1 design, or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified in advance per section 93130.5(i)(2). Design changes include changes to any part of the STAXbox.A-1 system including the exhaust capture hood, ducting, control equipment, and deployment platform. The changes must be approved in 520
Executive Order G-24-054 5
writing by the Executive Officer and any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) must be paid before the modifications may be used for compliance with the 2020 At Berth Regulation. The Executive Officer may revoke this Executive Order if the STAXbox.A-1 design or approved operating parameters are changed without prior notification and approval by the Executive Officer.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date it is executed unless it is revoked by CARB as set forth in section 93130.5(l). As specified in section 93130.5(i)(1), at least six months prior to the expiration of this Executive Order, STAX may apply for an extension by submitting an extension application to the Executive Officer asserting that the strategy has not changed and is still effective, following the requirements specified in section 93130.5(d) as provided in section 93130.5(i)(1) of the Control Measure, after paying any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914).

BE IT FURTHER ORDERED, marketing of the STAXbox.A-1 using any identification other than that shown in this Executive Order or marketing of the STAXbox.A-1 for an application other than those listed in this Executive Order shall be prohibited unless prior approval is obtained from CARB.

BE IT FURTHER ORDERED, this Executive Order does not relieve STAX from complying with all other applicable regulations.

BE IT FURTHER ORDERED, this Executive Order may be revoked if the Executive Officer determines that STAXbox.A-1 does not comply with any of the requirements in this Executive Order.

Executed at Sacramento, California, this 21st day of March, 2024. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
Attachment:1 Approved operating conditions for ro-ro vessels. 521
Executive Order G-24-054 6
Attachment 1

APPROVED OPERATING CONDITIONS FOR RO-RO VESSELS
Parameter Value
Ocean-going vessel engine type One auxiliary engine
Ocean-going vessel type Ro-ro vessel
Ocean-going vessel fuel composition limitation
Marine distillate fuel meeting 0.1% sulfur content
limit (0.1% sulfur marine gas oil (MGO) or marine
diesel oil (MDO)), or R99/R100 renewable diesel
fuels that meet the specifications of MGO/MDO
STAXbox.A-1 exhaust capture hood Flexible ducting
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) 3,500 kW
Ocean-going vessel allowable operating range (kW) 266 kW to 890 kW Allowable exhaust flow rate in standard cubic feet
per minute (scfm) 3,642 to 6,330 scfm of engine exhaust Maximum engine exhaust temperature requirements 1,000⁰F Static Pressure Differential pressure between -2 to -20 inches of water across the diesel particulate filter
Other parameters that affect performance 1-2 inches of water back pressure at the capture system inlet
GRID Neutral Target – CA CO2e state output
emission rate from eGRID2022 in pounds per
megawatt hour (lb/MWh)
457.5 lb/MWh
Maximum CAECS auxiliary generator operating load
(kW) 320 kW
CAECS auxiliary generator renewable diesel carbon
intensity limit in grams of carbon dioxide equivalent
per megajoule of fuel (g CO2e/MJ)

19.16 g CO2e/MJ fuel
Maximum ammonia slip emissions in parts per
million by volume, dry basis (ppmdv) 5 ppmdv averaged over 60 minutes 522

CARB-APPROVED

TEST PLANS
523
arb.ca.gov 1001 I Street • P.O. Box 2815 • Sacramento, California 95812 (800) 242-4450 January 12, 2024
Michael Walker, CEO
STAX Engineering, Inc.
65 Pine Avenue, Suite 943
Long Beach, California 90802
[email protected]
Dear Michael Walker:

California Air Resources Board (CARB) staff have reviewed the amended Test Plan for the barge-based STAXbox.A-1 system (XCRAFT-1 + XBOX-1P) to treat emissions from container vessel auxiliary engines.

STAX Engineering, Inc. (STAX) submitted “Research Test Plan to Expand Containership CAECS and Test XCap Connector” (Test Plan, Version 1, dated October 31, 2023) to CARB while Executive Order (EO) approval for the STAXbox.A-1 system was still pending. The STAXbox.A-1 was granted EO G-23-294 on December 4, 2023.

CARB staff reviewed the Test Plan (Version 1) and provided comments to STAX on December 15, 2023. At CARB staff’s suggestion, STAX subdivided the testing identified in Test Plan (Version 1) and submitted Test Plan A (Version 2) on December 17, 2023, to include only testing for the purposes of 1) expanding the operating conditions for the STAXbox.A-1 system, and 2) evaluating the XCAP connector which is an added component that may be attached to the original flexible ducting connector to improve exhaust capture design. CARB staff met with STAX on December 19, 2023, and STAX revised and resubmitted Test Plan A (Version 3) later that same day. CARB staff reviewed Test Plan A (Version 3) and provided comments to STAX on December 20, 2023. STAX revised and resubmitted Test Plan A (Version 4) on December 21, 2023, though the title page of the document was not updated and still lists the December 19, 2023, date from the previous version. STAX submitted additional information on January 2, 2024, regarding the XCAP connector dimensions and the minimum and maximum exhaust pipe diameter that can be serviced using this XCAP. CARB staff reviewed Test Plan A (Version 4) and provided comments to STAX on January 10, 2024. STAX revised and resubmitted Test Plan A (Version 5, attached) on January 11, 2024.

Based on CARB staff’s review, and pursuant to Health and Safety Code section 93130.5(f) of the 2020 At Berth Regulation, STAX’s Test Plan A (Version 5, submitted January 11, 2024) is hereby approved in accordance with testing requirements under the 2020 At Berth Regulation and the CARB Recommended Emissions Testing Guidelines for Ocean-Going Vessels.
524
Michael Walker, CEO
January 12, 2024

CARB approval is based on the system description, design, and operational procedures outlined in STAX’s Test Plan A (Version 5). No changes or modifications are permitted to the STAXBox.A-1 system, including the capture system design and operation, without prior CARB approval. In order to modify EO G-23-294 to reflect the requested changes outlined in the Test Plan, STAX will need to complete all testing outlined in their Test Plan A (Version 5) and provide all reports generated from these tests.

The application requirements that STAX must meet to submit test results are outlined in section 93130.5 of the 2020 At Berth Regulation. Per section 93130.5(i) of the 2020 At Berth Regulation, if testing deviates from the approved Test Plan without prior CARB approval, the Executive Officer may deem the application incomplete or disapprove the application. An example of deviating from the Test Plan includes conducting testing on additional vessel visits beyond those approved in the Test Plan and claiming such visits qualify for the research exception set forth in section 93130.8(d) or 93130.10(e) of the 2020 At Berth Regulation. CARB reserves the right to request the results of any testing conducted beyond the testing described in the approved Test Plan.

Vessel visits that coincide with the tests specified in the approved test plan may count as a compliant visit under the research exceptions in section 93130.8(d) or 93130.10(e) of the 2020 At Berth Regulation; however, these sections only apply for testing identified in Test Plan A (Version 5) and conducted after the date of this letter when Test Plan A (Version 5) was approved. All testing must adhere to the system description, design, and operational procedures outlined in the approved Test Plan. To complete the testing outlined in Test Plan A (Version 5), a total of 12 vessel visits are approved to utilize the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e).

STAX is responsible for tracking the usage of the 12 approved vessel visits that may utilize the research exception, and STAX must provide a copy of the approved Test Plan to each vessel participating in the research. STAX is also responsible for communicating with the vessel operator to ensure the operator knows what tests are being performed during the visit, and which number out of the 12 approved visits the vessel is participating in. As noted above, any tests completed in excess of those approved in the Test Plan would not be eligible for the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e). If more than 12 vessel visits are needed to complete all the testing outlined in the approved Test Plan, STAX must seek additional approval from CARB.

Testing for a new purification train to be added to the XCRAFT-1 barge (XBOX-1S) and a new system (XCRAFT-2 + XBOX-2P) will be addressed in future Test Plan(s). 525
Michael Walker, CEO
January 12, 2024

If you have any questions, please contact Angela Csondes, Manager, Marine Strategies Section, at [email protected].

Sincerely,
Bonnie Soriano, Chief, Freight Activity Branch, Transportation and Toxics Division Enclosure: STAX CARB Expanded EO XCAP research test plan.005 cc: Angela Csondes, Section Manager, Marine Strategies Section 526
527
528
arb.ca.gov 1001 I Street • P.O. Box 2815 • Sacramento, California 95812 [email protected] February 16, 2024
Michael Walker, CEO
STAX Engineering, Inc.
65 Pine Avenue, Suite 943
Long Beach, California 90802
[email protected]
Dear Michael Walker:

California Air Resources Board (CARB) staff have reviewed the amended Test Plan B for the two barge-based STAXbox.A-1 systems (XCRAFT-1 + XBOX1-2; XCRAFT-2 + XBOX2-1) to treat emissions from container vessel auxiliary engines.

STAX Test Plan Submission History
On October 31, 2023, STAX Engineering, Inc. (STAX) submitted “Research Test Plan to Expand Containership CAECS and Test XCap Connector” (Expanded Test Plan) to CARB while Executive Order (EO) approval for the STAXbox.A-1 system, under STAX’s original test plan for container vessels, was still pending. The STAXbox.A-1 was granted EO G-23-294 on December 4, 2023.

CARB staff reviewed the Expanded Test Plan and provided comments to STAX on December 15, 2023. At CARB staff’s suggestion, STAX subdivided the testing identified in the Expanded Test Plan into Test Plans A and B.
• Test Plan A was approved separately in a letter to STAX dated January 12, 2024, and includes testing for the purposes of expanding the operating conditions for the STAXbox.A-1 system and evaluating the XCAP connector. Upon successful completion of the testing and performance demonstration described in Test Plan A, EO G-23-294 will be amended to include the expanded operating conditions and the XCAP connector.
• STAX submitted Test Plan B on December 23, 2023, which includes testing for the purposes of demonstrating equivalency of two additional STAXbox.A-1 purification trains (XBOX1-2 and XBOX2-1) to the train approved under Test Plan A so the two additional trains can be used for compliance with the 2020 At Berth Regulation.

CARB staff reviewed Test Plan B and provided comments to STAX on January 19, 2024. To address CARB staff’s comments, STAX revised and resubmitted Test Plan B on January 21, 2024 (though this document is dated January 22, 2024). CARB staff met with STAX on February 8, 2024 to discuss Test Plan B and the process for approving duplicate systems, and provided comments following the meeting. To address CARB staff’s comments, STAX revised and resubmitted Test Plan B on February 8, 2024 (though this document is dated February 9, 2024).
529
Michael Walker
February 16, 2024

Stipulations for CARB Approval of Test Plan B
Based on CARB staff’s review, and pursuant to Health and Safety Code section 93130.5(f) of the 2020 At Berth Regulation, STAX’s Test Plan B (submitted February 8, 2024, attached) is hereby approved in accordance with testing requirements under the 2020 At Berth Regulation and the CARB Recommended Emissions Testing Guidelines for Ocean-Going Vessels. To complete the testing outlined in Test Plan B (submitted February 8, 2024), a total of 20 vessel visits (10 visits per train) are approved to utilize the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e).

The two additional trains (XBOX1-2 and XBOX2-1) are duplicates of the modified XBOX1-1 train approved under Test Plan A. Since there are modifications to the XBOX1-1 train that are pending approval under Test Plan A, the testing described in Test Plan A must be completed by STAX and reviewed and approved by CARB before STAX’s two additional trains (XBOX1-2 and XBOX2-1) can be granted Executive Order approval for compliance with the 2020 At Berth Regulation.

CARB approval is based on the system description, design, and operational procedures outlined in STAX’s Test Plan B (submitted February 8, 2024). No changes or modifications are permitted to the STAXBox.A-1 system, including the capture system design and operation, without prior CARB approval. CARB approval for the STAXBox.A-1 system remains limited to containership auxiliary engines and one engine/exhaust stream only.

Although the XCRAFT-1 barge is equipped with XBOX1-1 and XBOX1-2, STAX is only approved to operate one XBOX at a time. No simultaneous control of two auxiliary engines shall be performed. STAX will need to complete all testing outlined in their Test Plan B (submitted February 8, 2024) and provide all reports generated from these tests.

The application requirements that STAX must meet to submit test results are outlined in section 93130.5 of the 2020 At Berth Regulation. Per section 93130.5(i) of the 2020 At Berth Regulation, if testing deviates from the approved Test Plan without prior CARB approval, the Executive Officer may deem the application incomplete or disapprove the application. An example of deviating from the Test Plan includes conducting testing on additional vessel visits beyond those approved in the Test Plan and claiming such visits qualify for the research exception set forth in section 93130.8(d) or 93130.10(e) of the 2020 At Berth Regulation. CARB reserves the right to request the results of any testing conducted beyond the testing described in the approved Test Plan.

Vessel visits that coincide with the tests specified in the approved test plan may count as a compliant visit under the research exceptions in section 93130.8(d) or 93130.10(e) of the 2020 At Berth Regulation; however, these sections only apply for testing identified in Test Plan B (submitted February 8, 2024) and conducted after the date of this letter when Test Plan B was approved. All testing must adhere to the system description, design, and operational procedures outlined in the approved Test Plan B. 530
Michael Walker
February 16, 2024

STAX is responsible for tracking the usage of the 20 approved vessel visits that may utilize the research exception, and STAX must provide a copy of the approved Test Plan B to each vessel participating in the research. STAX is also responsible for communicating with the vessel operator to ensure the operator knows what tests are being performed during the visit, and which number out of the 20 approved visits the vessel is participating in. As noted above, any tests completed in excess of those approved in the Test Plan B would not be eligible for the research exception to compliance with the 2020 At Berth Regulation set forth in section 93130.8(d) or 93130.10(e). If more than 20 vessel visits are needed to complete all the testing outlined in the approved Test Plan, STAX must seek additional approval from CARB.

If you have any questions, please contact Angela Csondes, Manager, Marine Strategies Section, at [email protected].

Sincerely,
Bonnie Soriano, Chief, Freight Activity Branch, Transportation and Toxics Division Attachment: [STAX CARB Expanded EO XCAP research test plan new systems .003.docx] cc: Angela Csondes, Section Manager, Marine Strategies Section 531

STAX ENGINEERING, LLC

MICHAEL WALKER
+1 (805) 708-2275
[email protected]

RANDALL PASEK
+1 (949) 201-5778
[email protected]
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Contract No: ________ For the Contract between the City of Richmond and
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EXHIBIT A

SERVICE PLAN
Contractor shall, to the satisfaction of the Project Manager (set forth in Exhibit B), perform the following services and be compensated as outlined below [or attach service plan if necessary]:
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Contract No: ________ For the Contract between the City of Richmond and
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EXHIBIT B

PAYMENT PROVISIONS

1. COMPENSATION TO CONTRACTOR:
a. Provided Contractor is not in default under this Contract, Contractor shall be compensated in the manner set forth herein.
b. All payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photocopying, meals and travel, etc.). Invoices shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request. c. All City vendors receiving new contracts shall sign up to receive electronic payments through the City’s Automated Clearinghouse (ACH) payments service/provider.

2. SUBMISSION OF INVOICES:

Contractor shall submit timely invoices by email to
[email protected] and/or to the following address:

Attention: City of Richmond Finance/Account Payable
Project Manager: _______________________
P.O. Box 4046
Richmond, CA 94804

3. All invoices that are submitted by Contractor shall be subject to the approval of the City Project Manager, _______________________, before payments shall be authorized.
a. The City will pay invoice(s) within 45 days after completion of services to the City’s satisfaction. The City shall not pay late fees or interest.
b. All appropriate permits, certificates, and licenses, including a City business license shall be obtained and maintained for the duration of this Contract before any payment is authorized.

4. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract is executed by the City. The insurance coverage required by this Contract shall be maintained by Contractor for the duration of this Contract and must be in place before any payment is authorized.
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Contract No: ________ For the Contract between the City of Richmond and
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EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. All required written notices shall be delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.

2. Each notice shall be deemed to have been received on the earlier to occur of:
actual delivery or the date on which delivery is refused; or three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).

3. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address.

4. All notices, demands, requests, or approvals from Contractor to the City shall be addressed to the City at:

City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
Email: ________________________________________________

5. All notices, demands, requests, or approvals from the City to Contractor shall be addressed to Contractor at:

Attn:

Email: ________________________________________________ 535
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT D

GENERAL CONDITIONS

1. INDEPENDENT PARTIES:

Contractor hereby declares that Contractor is engaged as an independent business and Contractor agrees to perform the services as an independent contractor.

The manner and means of conducting the services and tasks are under the control of Contractor except to the extent they are limited by statute, rule or regulation and the express terms of this Contract. No civil service status or other right of employment will be acquired by virtue of Contractor’s services. None of the benefits provided by the City to its employees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Contractor, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any compensation due to Contractor. Payments of the above items, if required, are the responsibility of Contractor.

2. TIME IS OF THE ESSENCE:

Contractor and the City agree that time is of the essence regarding the performance of this Contract.

3. STANDARD OF CARE:

Contractor agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service Contractors, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

Contractor assumes all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Contractor shall indemnify, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Contractor.

5. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, 536
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.

6. CITY PROPERTY:
a. Each and every report, draft, work product, map, record, applicable plans, drawings, calculation, data, specification, video, graphic, or any other material or document produced, prepared or caused to be prepared by Contractor pursuant to or in connection with this Contract shall be the exclusive property of the City. b. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data. c. No report, information or other data given to or prepared or assembled by Contractor pursuant to this Contract shall be made available to any individual or organization by Contractor without prior approval of the City Manager or their designee. d. Contractor shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Contract.

7. RECORDS:
a. Contractor shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Contractor’s performance under the Contract, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Contract (collectively the “Records”).
b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Contract. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Contractor for a period of five (5) years after receipt of final payment.
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Contract No: ________ For the Contract between the City of Richmond and
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c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.

8. PERMITS AND LICENSES:

Contractor, at its sole expense, shall obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses, including a City business license, required in connection with the performance of the services and tasks hereunder.

The failure to obtain such permits and licenses shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.

9. TERMINATION:
a. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder immediately upon transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.
b. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Exhibit B; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

10. CONFLICT OF INTEREST:

Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under 538
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this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:
a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract. b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:
a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.
b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer.

The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for 539
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money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent. c. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or jointventure or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.
d. Only those persons and/or businesses whose names and resumés are attached to this Contract shall be used in the performance of this Contract. However, if after the start of this Contract, Contractor wishes to use sub-contractors, at no additional costs to the City, then Contractor shall submit a written request for consent to add subcontractors including the names of the sub-contractors and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion. e. Each sub-contractor shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Contractor.
f. In addition, any tasks or services performed by sub-contractors shall be subject to each provision of this Contract. Contractor shall include the following language in their Contract with any sub-contractor: “Sub-Contractors hired by Contractor agree to be bound to Contractor and the City in the same manner and to the same extent as Contractor is bound to the City.”
g. The requirements in this Section 12 shall not apply to persons who are merely providing materials, supplies, data or information that Contractor then analyzes and incorporates into its work product.

13. SAFETY:
a. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor will be solely and completely responsible for conditions of all vehicles owned or operated by Contractor, including the safety of all persons and property during performance of the services and tasks under this Contract.

Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours. In addition, Contractor will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable 540
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federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.
b. Contractor will immediately notify the City (in no event less than 24 hours) of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Contract. Contractor will promptly submit to the City a written report of all incidents that occur in connection with this Contract. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Contractor’s employee(s) involved in the incident; (iii) name and address of Contractor’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.
c. Contractor acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Contractor agrees to comply with all such requirements, including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings.

Contractor also agrees to make available to the City, at the City’s request, records to demonstrate Contractor’s compliance with this Section.

14. INSURANCE:

Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.

15. COMPLIANCE WITH ALL APPLICABLE LAWS:
a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50,

2.52, 2.56, and 2.60, if applicable.
b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance as prescribed in § 2.60.070 of the Municipal Code.
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c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential sub-contractor. d. Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at http://www.ci.richmond.ca.us/workplacepolicies.

Contractor agrees to abide by the terms and conditions of said policies.

16. INTEGRATED CONTRACT:

The Recitals and exhibits are a material part of this Contract and are expressly incorporated herein. This Contract represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Contract will be effective only by written execution signed by both the City and Contractor.

17. CONFLICTING PROVISIONS:

In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Condition as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.

18. FORCE MAJEURE:

Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.

19. CONFLICT OF LAW:

This Contract shall be interpreted under, and enforced by the laws of the State of 542
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California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.

20. CLAIMS:

Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.

21. INTERPRETATION:

This Contract shall be interpreted as if drafted by both parties.

22. WARRANTY:

If any product is be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.

23. SEVERABILITY:

In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

24. AUTHORITY:

City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that they are duly authorized to enter into and execute this Contract on behalf of Contractor, 543
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and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.

25. WAIVER:

The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach. Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor’s performance, or payment therefore, or any combination of these acts, shall not relieve the Contractor’s obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.

26. COUNTERPARTS:

This Contract may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):

The Richmond Sanctuary City Contracting Ordinance No. 12-18 prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G. 544
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EXHIBIT E

SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable, otherwise please state “NONE”):
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EXHIBIT F

INSURANCE PROVISIONS
☐ CHECK HERE IF RISK MANAGEMENT HAS APPROVED WAIVING INSURANCE REQUIREMENTS FOR THIS CONTRACT.

1. CERTIFICATES: Before the commencement of the terms of this Contract, and during the entire term of this Contract and any extension or modification thereof, Contractor shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with coverage requirements set forth by the City and incorporated herein.

Such certificates, which do not limit Contractor’s indemnification, shall also contain substantially the following statement:
“Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the City of Richmond.

Attention: Risk Manager.”
Contractor shall maintain in force at all times during the performance of this Contract all appropriate coverage of insurance required by this Contract with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Contractor shall deliver updated insurance certificates to the City at the address set forth in Exhibit C prior to the expiration of the existing insurance certificate for the duration of the term of Contract.

Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.

2. COVERAGE REQUIREMENTS: The City’s insurance requirements depend upon the type of service being provided and/or the provider. The City’s insurance requirements will fall into one of the following categories (unless otherwise provided by the City):

Consultants and Contractors – Type 1
Professional Services – Type 2
Environmental Risk/Hazardous Waste Material – Type 3
Lease of City Property – Type 4
Vendors, Suppliers, Small Grant Recipients & Nonprofit Organizations – Type 5 Transportation Providers – Type 6
Professional Services Pyrotechnics – Type 7
Cyber and I.T. Risks – Type 8
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The insurance requirements classification applicable to this Contract shall be attached to this Exhibit F and made a part hereof.

3. FAILURE TO SECURE: If Contractor at any time during the term hereof should fail to secure or maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Contractor’s name or as an agent of Contractor and shall be compensated by Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.

4. SUFFICIENCY OF INSURANCE: The insurance limits required by the City are not represented as being sufficient to protect Contractor. Contractor is advised to consult Contractor’s insurance broker to determine adequate coverage for Contractor. The coverage and limits shall be (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of the coverage carried by or available to Contractor; whichever is greater.

INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
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EXHIBIT G

SANCTUARY CITY COMPLIANCE STATEMENT
The undersigned, (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”).

Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker” means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Printed Name: Title:

Signed: Date:

Business Entity:
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___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 1 of 4
Revised: September 2011
In all instances where a CONTRACTOR or its representatives will be conducting business and/or providing services, the City requires the following MINIMUM insurance requirements and limits.

CONTRACTOR shall procure and maintain for the duration of the contract, agreement, or other order for work, services or supplies, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the CONTRACTOR, its agents, representatives, employees or subcontractors. Maintenance of proper insurance coverage is a material element of the contract. Failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of contract.

CONTRACTOR agrees that in the event of loss due to any of the perils for which it has agreed to provide Commercial General Liability insurance, CONTRACTOR shall look solely to its insurance for recovery. CONTRACTOR hereby grants to CITY, on behalf of any insurer providing Commercial General Liability insurance to either CONTRACTOR or CITY with respect to the services of CONSULTANT herein, a waiver of any right to subrogation which any such insurer of said CONTRACTOR may acquire against the CITY by virtue of the payment of any loss under such insurance.

Original, signed certificates and original, separate policy endorsements, naming the City as an additional insured for general liability, as well as a waiver of subrogation for Workers’ Compensation insurance, shall be received and approved by the City before any work may begin. However, failure to do so shall not operate as a waiver of these insurance requirements.

City reserves the right to modify or require additional coverages for specific risk exposures depending on scope of CONTRACTORS work.

Minimum coverage is detailed below. The policy limits of coverage shall be made available to the full limits of the policy.

The minimum limits stated herein shall not serve to reduce the policy limits of coverage of CONTRACTOR.

Minimum Scope of Insurance – the following forms shall be provided and coverage shall be at least as broad as the following:

1. Insurance Services Office Commercial General Liability coverage (ISO Occurrence Form CG 0001) including coverage for bodily and personal injury, property damage, and products and completed operations.

2. Insurance Services Office Automobile Liability coverage (ISO Form CA 0001, Code 1, Any Auto)

3. Original and Separate Additional Insured Endorsements for General Liability (ISO Form CG 20 10 11/85 or its equivalent) with primary and non-contributory language.

4. Workers’ Compensation Insurance as required by the State of California including Employer’s Liability coverage.

5. Original and Separate Waiver of Subrogation for Workers’ Compensation and Builder’s Risk/ Course of Construction Insurance.

6. Builder’s Risk/Course of Construction insurance covering all risks of loss less policy exclusions when the City of Richmond has a financial interest in the property. – (Only required for Construction Contracts involving property)

7. Contractor’s Pollution Liability (if applicable for Construction Contractors) Required Coverage Minimum Limits
Workers’ Compensation and
Employers’ Liability
Statutory limits as required by the State of California including $1 million Employers’ Liability per accident, per employee for bodily injury or disease.

If CONTRACTOR is self-insured, provide a certificate of Permission to SelfInsure, signed by the California Department of Industrial Relations and SelfInsurance. If contractor is a sole proprietor (has no employees) than contractor must sign “Contractor Release of Liability” found at:
http://www.ci.richmond.ca.us/index.aspx?nid=61.
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___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 2 of 4
Revised: September 2011

PROJECT COST REQUIRED LIMIT
$0 - $5 million $2 million p/o
$5 million - $10 million $5 million p/o
Over $10 million $10 million p/o
Fireworks $5 million p/o
General Liability
(primary and excess limits
combined)

Includes coverage for bodily injury, personal injury, property damage and products and completed operations. The policy shall not exclude coverage for XCU perils (explosion, collapse, or damage to underground property).

If the policy includes a general aggregate, either the general aggregate shall apply separately to this project, service or location or the minimum required aggregate limit shall be twice the per occurrence limit ($4 million aggregate limit).

Policy shall be endorsed to name the City of Richmond as an additional insured per the conditions detailed below.

Automobile Liability $1,000,000 per occurrence for bodily injury and property damage.

Builders’ Risk/Course of
Construction – Covers property
under construction, repair or
renovation as well as equipment
and materials to be installed.
(Only required for Construction
Projects involving property and
equipment installation.)
Coverage shall include all risks of direct physical loss, excluding earthquake, for an amount equal to the full completed value of the covered structure or replacement value of alterations or additions, including soft costs and business interruption.

If the project does not involve new or major reconstruction, an Installation Floater may be acceptable. For such projects, a property installation floater shall be obtained that provides for the improvement, remodel, modification, alteration, conversion or adjustment to existing buildings, structures, processes, machinery and equipment. The Property Installation Floater shall provide property damage coverage for any building, structure, machinery or equipment damaged, impaired, broken or destroyed during the performance of the Work, including during transit, installation and testing at the City of Richmond’s site.

The City of Richmond shall be named as loss payee as its interest may appear. The insurer shall waive all rights of subrogation against City.

Contractor’s Pollution Liability (if
applicable)
Protects against:
unexpected/unintended release of
pollution resulting from contractors
covered operations such as:

HVAC, paving, carpentry, pipeline
& tank installation, drillers,
remediation contractors,
maintenance, mechanical,
demolition, excavation, grading,
street/road construction,
residential & commercial builders.

Same limits as General Liability.

Required Policy Conditions
A. M. Best Rating A:VII or Better. If the A.M. Best Rating falls below the required rating, CONTRACTOR must replace coverage immediately and provide notice to City.

Additional Insured Endorsement Applicable to General Liability Coverage.

The City of Richmond, its officers, officials, employees, agents and volunteers are to be named as additional insureds for all liability arising out of the operations by or on behalf of the named insured, including but not limited to bodily injury, deaths and property damage or destruction arising in any respect directly or indirectly in the performance of this contract.

ISO form CG 20 10 (11/85) or its equivalent is required. The endorsement must not exclude products and completed operations coverage. If it does, then CG 20 37 (10/01) is also required. 550
___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 3 of 4
Revised: September 2011
Additional Insured Endorsement
(continued)
SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61
Primary and Noncontributory The contractor’s insurance coverage must be primary coverage as it pertains to the City, its officers, officials, employees, agents and volunteers. Any insurance or self insurance maintained by the City is wholly separate from the insurance of the contractor and in no way relieves the contractor from its responsibility to provide insurance.

Waiver of Subrogation
Endorsement Form
Contractor’s insurer will provide a Waiver of Subrogation in favor of the City for Workers Compensation and Builder’s Risk/ Course of Construction coverage during the life of this contract.

SAMPLE Endorsements can be found at
http://www.ci.richmond.ca.us/index.aspx?nid=61
Deductibles and Self-Insured
Retentions
Any deductible or self-insured retention must be declared to and approved by the City. At the option of the City either the insurer shall reduce or eliminate such deductibles or self-insured retention as respects the City or the CONTRACTOR shall procure a financial guarantee in an amount equal to the deductible or self-insured retention guaranteeing payment of losses and related investigations, claims administration and defense expenses.

Contractor is responsible for satisfaction of the deductible and/or self-insured retention for each loss.

Loss Payable Endorsement (only
required when Builder’s Risk
and/or Course of Construction
Insurance is required.)
Applicable to Builder’s Risk/Course of Construction naming the City of Richmond as Loss Payee.

SURETY BONDS
(If a Public Works/Engineering
Project)
The Contractor shall provide:

1. A Bid bond

2. A Performance Bond

3. A Payment Bond
Umbrella/Excess Liability Policies
If an Umbrella or Excess Liability Policy is used to meet the liability limits, coverage shall be as broad as specified for underlying coverages and cover those insured in the underlying policies.

Claims-Made Policies
If any insurance policy is written on a claims-made form: 1) the retroactive date must be shown, and must be before the date of the contract or the beginning of contract work. 2) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3) If coverage is canceled or nonrenewed, and not replaced with another claims-made policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

Subcontractors
CONTRACTOR shall include all subcontractors as insured under its policies or shall furnish to the City for review and approval, separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated herein.

CONTRACTOR agrees to defend and indemnify the City of Richmond for any damage resulting to it from failure of either CONTRACTOR or any subcontractor to take out or maintain the required insurance policies. The fact that insurance is obtained by CONTRACTOR, and/or CONTRACTOR’s subcontractors, will not be deemed to release or diminish the liability of CONTRACTOR, including, without limitation, liability under the indemnity provisions of this contract. Damages recoverable by CITY from CONTRACTOR or any third party will not be limited by the amount of the required insurance coverage.
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___ Exhibit F
___ Section 8
City of Richmond - Insurance Requirements – Type 1:

Consultants and Contractors
Type 1 – Page 4 of 4
Revised: September 2011
Verification of Coverage
All original certificates and endorsements shall be received and approved by the City before work may begin. The City of Richmond reserves the right to require complete, certified copies of all required insurance policies including endorsements affecting the coverage at any time.

Original insurance certificates and required policy endorsements shall be mailed, or delivered to the Designated Project Manager for the City of Richmond.

Insurance certificates and endorsements may be faxed to the Designated Project Manager. However, Contractor must mail the original certificates and endorsements to Designated Project Manager once faxed.

Continuous Coverage
CONTRACTOR shall maintain the required insurance for the life of the contract. Should the CONTRACTOR cease to have insurance as required during this time, all work by the CONTRACTOR pursuant to this agreement shall cease until insurance acceptable to the City is provided. In the event that CONTRACTOR fails to comply with the City’s insurance requirements, the City may take such action as it deems necessary to protect the City’s interests. Such action may include but is not limited to termination of the contract, withholding of payments, or other actions as the City deems appropriate.

If services or the scope of work extend beyond the expiration dates of the required insurance policies initially approved by the City, CONTRACTOR must provide updated certificates and endorsements indicating that the required coverage, terms and conditions are still in place. Renewal certificates and updated endorsements shall be mailed to the Designated Project Manager.

Cancellation
CONTRACTOR shall ensure that coverage shall not be cancelled, reduced or otherwise materially changed except after thirty (30) days’ prior written notice has been given to the City.

Reporting Requirements
Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers.

Consistent with Public Policy
The insuring provisions, insofar as they may be judged to be against public policy shall be void and unenforceable only to the minimum extent necessary so that the remaining terms and provisions herein may be consistent with public policy and thus enforceable.
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RFP - Point Potrero Marine Terminal Ocean-Going Vessel at Berth Regulation

REQUEST FOR PROPOSAL

POINT POTRERO MARINE TERMINAL OCEAN-GOING VESSEL AT BERTH REGULATION Background
As a department of the City of Richmond, the Port is seeking interested parties to support compliance with the California Air Resource’s Board (CARB) 2020 At Berth Regulations for vessels that visit the Point Potrero Marine Terminal as shown in Figure

1. These regulations become effective at the Port on January 1, 2025, for roll-on-off vessels, and aim to reduce diesel particulate matter (PM) and oxides of nitrogen (NOx) from vessel auxiliary engines at berth. The Port seeks a vendor to provide CARB Approved Emission Control Strategy (CAECS) for visiting vessels.

Point Potrero Marine Terminal
The Point Potrero Marine Terminal (PPMT) is the former Historic Shipyard Number 3 developed to construct Liberty and Victory Ships during World War II. PPMT has several tenants with the majority of the site occupied by Auto Warehousing Company (AWC). AWC imports automobiles from Japan and China. AWC generally receives about 80 vessels per year. Each vessel remains at PPMT for about 24 hours. The actual number of vessels calling the facility depends upon vehicle market demand.

The PPMT has two berths entitled, numbers 7 and 8 as shown in Figure 2, which are located along the east side of the facility that occupy a total length of about 1560 feet. The depth of water at the terminals is about 34 feet at mean lower low water. Each terminal is capable of receiving a standard roll-on/off (RORO) vessel, but there are segments of the dock that are in poor condition, which require the Port to specifically designate areas that are rated for vehicle traffic using a HS20-44 distribution.

Compliance Strategy
The Port is currently working on development of a high voltage shore connection (HVSC) system in conformance to the IEC/IEEE CDV 80005-1 “Utility Connections in Port.” However, this will not be complete until 2027. Thus, the Port seeks an interim compliance strategy which could include a land or water-based bonnet system capable of harvesting, storing, and treating vessel emissions. The Port expects this system to be in place from January 2025 to December 2027 as a minimum duration.

The Port seeks a vendor to provide all equipment, labor, and materials to comply with CARB’s requirements.
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Figure 1. Port of Richmond’s Point
Potrero Marine Terminal
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RFP - Point Potrero Marine Terminal Ocean-Going Vessel at Berth Regulation Figure 2. Berths 7 and 8 at the Point Potrero Marine Terminal 554
RFP - Point Potrero Marine Terminal Ocean-Going Vessel at Berth Regulation Anticipated Operational Terms
The Port will not be fully funding a CAECS solution to serve the Port of Richmond, which includes both the public and private terminals. Rather, the Port seeks to partner with a private firm to deploy a near term CAECS solution. The Port may agree to pay a reasonable fee to offset the selected vendor’s capital costs to deploy the solution for Richmond’s public and private terminals. Once deployed, the Port expects that the CAECS provider will be engaging directly with the Shipping Lines that call the Port of Richmond to pay for services.

The Port notes that the selected vendor will be granted exclusive rights to serve the publicly owned terminals. The vendor shall allow the Port or its authorized representative the right to audit its performance related to emissions management during the duration of the engagement.

Figure 3 Roll on/ off Cargo is the Primary use for Berths 7 and 8 Winter 2024 Proposal Requirements
If you are interested in providing a proposal for this effort, in less than 10 pages (single sided with a 11- point font), please provide the following information:

A. Cover letter detailing your interest in the project and contact information. In the letter describe your compliance with Richmond’s ordinances as well as review of any addenda issued. Also note any proposed changes you may have to the City Standard Contract.

B. A narrative describing your approach to compliance with the CARB requirements. Please provide third party data supporting your system’s functionality. Include any space needs you would require on Port property.

C. Provide a summary of other Ports where you are providing this service. 555
D. Provide a statement on your ability to serve the Port in accordance with the required schedule.

E. Detail your proposed cost for establishing operations at the Port of Richmond. Note, the Port prefers paying for this over the duration of the agreement rather than a onetime lump sum fee.

In addition, provide an estimate of the cost or range of costs your firm will charge the individual Shipping Lines to provide the CAECS service between January 2025 and December 2027.

F. Complete and submit forms included in Exhibits B and C. These do not count to the total page count.

Please note that all work must be inclusive of the following:

1. City of Richmond Ordinance No. 16-12 N.S. Richmond Business Opportunity Ordinance.

2. City of Richmond Ordnance Number 15-10 N.S. Local Employment Ordinance.

3. Compensation shall be consistent with Prevailing Wage Requirements as required by the Department of Industrial Relations.

4. Execute an agreement with the City of Richmond; a copy of which is included in Exhibit A.

5. The City of Richmond requires consultants doing business with it to obtain insurance, as shown in the Standard Contract’s Exhibit F. The required insurance certificates must comply with all requirements of the standards as shown and must be provided within fifteen (15) days of issuance of the Notice of Intent to Award and prior to the commencement of any work on the Project.

6. The successful Contractor and all subcontractors used in the work will be required to hold or to obtain a City of Richmond business license for which the fee will not be waived.

7. The Richmond Sanctuary City Contracting Ordinance No. 12-18 (Exhibit B) prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Proposers must submit the attached Sanctuary City Compliance Statement with their Proposal. (Exhibit B)

8. Resolution No. 86-21 (Attachment C), approved by City Council on July 6, 2021, requires disclosure of the identities of beneficial & responsible owners of Limited Liability Corporations (LLC). Proposers must submit the attached Disclosure Statement of Limited Liability Companies Form with their Proposal (Attachment C).

Schedule
The Port anticipates this effort will be completed as follows:

Task Date
Release RFP September 2024
Response Due September 25, 2024
Negotiations with Vendor October 2024
City Council Approves Agreement November 2024
Notice to Proceed December 2024
Commence Service January 2025
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Submittal Process
Any questions from prospective vendors must be submitted via the electronic BidsOnline system no later than 5:00 p.m., Friday September 18, 2024. As necessary, responses to questions will be issued via an addendum.

Electronic Proposals shall be submitted via the City’s secure online bidding system. All required sections of the proposal must be submitted via the website. Vendor is solely responsible for “on time” submission of their electronic proposal. The Bid Management System will not accept late proposals and no exceptions shall be made. Contractors will receive an e-bid confirmation number with a time stamp from the Bid Management System indicating that their bid was submitted successfully. The City will only receive those proposals that were transmitted successfully no later than 2:00 p.m., Friday, September 25, 2024.

Evaluation Criteria
The sole purpose of the proposal evaluation process is to determine which solution best meets the Port’s needs. The Port will review all proposals received as part of a structured evaluation process. For each decision point in the process, the Port will evaluate proposers according to specific criteria.

A review committee will evaluate all responses to the RFP that meet the submittal requirements and deadline. Submittals that do not meet the requirement or deadline will not be considered. The review committee will rank the proposals and arrange interviews if the top two or three firms if deemed necessary.

You must demonstrate the ability to comply with the CARB requirements. If the solution does not meet the requirements, the proposal will not be considered.

The table below describes the criteria that will be used to review proposals and interview performance, if deemed necessary. The Port offers a total of 100 points, weighted as follows:

Criteria Total Points Available
Ability to meet the Port’s schedule. 40
Offers the best value to the Port of Richmond’s
public and private terminal operators. 60
Port’s Rights Reserved
For this RFP, City and Port are used interchangeably. The Port reserves the right, in its sole discretion, to:
• Select the proposal which in its sole judgment best meets the needs of the City. The recommended selection of the evaluation committee is final and subject only to review and final approval by the City Council.
• Reject any or all proposals and to waive technicalities and informalities when such waiver is determined by the City to be in the City’s best interest. • Retain all accepted proposals, including proprietary documentation, regardless of which proposal is selected. No proposals will be returned to proposers. 557
• Request any supplementary information it deems necessary to evaluate proposer’s experience or qualifications. This may include supplemental financial information, additional interview(s), and/or additional presentation by the proposer. • Reconsider any proposal submitted at any stage of the procurement. It also reserves the right to meet with select proposers at any time to gather additional information.

Furthermore, the City reserves the right to delete or add functionality (i.e., modules and components) until the final contract signing.
• Cancel, in part or in its entirety, this RFP, including, but not limited to: selection schedule, submittal date, and submittal requirements. If the City cancels or revises this RFP, all proposers will be notified by the City.
• Revise the RFP prior to the date that proposals are due. The City will communicate changes through addendum to this RFP. All registered proposers will be notified of revisions to the RFP. The City reserves the right to extend the date by which the proposals are due. • To reject any and all proposals and to waive informalities and minor irregularities in any proposals received. Failure to furnish all information requested or to follow the format as determined by City, in its sole discretion, requested herein, may disqualify the proposer.

False, incomplete, misleading or unresponsive statements in a proposal may also be sufficient cause for a proposal’s rejection.

Finally, the Port notes the following:
• This RFP does not commit the City to award a contract. All proposals submitted in response to this RFP become the property of the City and public records, and as such, may be subject to public review.
• The City shall not be liable for any pre-contractual expenses incurred by prospective proposers or designated subcontractors, including but not limited to costs incurred in the preparation or submission of proposals.
• The City shall be held harmless and free from any and all liability, claims, or expenses whatsoever incurred by, or on behalf of, any person or organization responding to this RFP. • Any party submitting a proposal shall not contact or lobby any City Council member, City official, employee (except those specified for contact) or agent regarding the RFP. Any party attempting to influence or circumvent the RFP, bid submittal, and review process may have their proposal rejected for violating this provision of the RFP.

Bids Online Codes
12000
95900
97500
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RFP - Point Potrero Marine Terminal Ocean-Going Vessel at Berth Regulation

ATTACHMENT A

STANDARD CONTRACT
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CITY OF RICHMOND

STANDARD CONTRACT
Department: Project Manager:

Project Manager E-mail: Project Manager Phone No:

Vendor No: Contract No:

Description of Services:

The parties to this STANDARD CONTRACT do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the City of Richmond, a municipal corporation (“the City”), and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:

2. Term. The effective date of this Contract is ________________________ and terminates ______________ unless terminated earlier as set forth herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $______________ (“Contract Payment Limit”) unless a Contract Amendment has been approved by the City Council or City Manager. If this amount includes a contingency, Contractor acknowledges that any use of such contingency shall be for work beyond the original scope of services and requires prior written authorization by the City. If noted below, Compensation for work done under this Contract, shall not exceed as follows:

FY total compensation shall not exceed $
FY total compensation shall not exceed $
FY total compensation shall not exceed $

4. Contractor’s Obligations. Contractor agrees to perform all work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, in accordance with Exhibit A:

Service Plan which is attached hereto and incorporated herein. [ ] A California corporation , [ ] limited liability corporation, [ ] general partnership, [ ] limited partnership, [ ] individual, [ ] non-profit corporation, [ ] individual dba as [specify:]______________________________ [ ] other [specify:]__________________________________
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5. City Obligations. City shall make payments to the Contractor in accordance with the Payment Provisions set forth in Exhibit B, attached hereto and incorporated herein.

6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C), attached hereto and incorporated herein.

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D) which are attached hereto and incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any) which are attached hereto and incorporated herein.

9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F) which are attached hereto and incorporated herein.

10. Signatures. These signatures attest the parties' agreement hereto:

CITY OF RICHMOND,
a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board,
President or Vice President should sign below)
By:

Title By:

I hereby certify that this Contract Title:
has been approved by City Council
or the City Manager. Date Signed:

By:

City Clerk
(* The Corporation Chief Financial Officer, Secretary or Assistant Secretary should sign below)
Approved as to form:

By:

By: Title:

City Attorney
Date Signed:

LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Sanctuary City Compliance Statement Exhibit G
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EXHIBIT A

SERVICE PLAN
Contractor shall, to the satisfaction of the Project Manager (set forth in Exhibit B), perform the following services and be compensated as outlined below [or attach service plan if necessary]:
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EXHIBIT B

PAYMENT PROVISIONS

1. COMPENSATION TO CONTRACTOR:
a. Provided Contractor is not in default under this Contract, Contractor shall be compensated in the manner set forth herein.
b. All payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photo copying, meals and travel, etc). Invoices, shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request.
c. All City vendors receiving new contracts shall sign up to receive electronic payments through the City’s Automated Clearinghouse (ACH) payments service/provider.

2. SUBMISSION OF INVOICES:

Contractor shall submit timely invoices by email to
[email protected] and/or to the following address: Attention:

City of Richmond Finance/Account Payable
Project Manager:

P.O. Box 4046
Richmond, CA 94804

3. All invoices that are submitted by Contractor shall be subject to the approval of the City Project Manager, before payments shall be
authorized.

4. The City will pay invoice(s) within 45 days after completion of services to the City’s satisfaction. The City shall not pay late fees or interest.

5. All appropriate permits, certificates, and licenses, including a City business license shall be obtained and maintained for the duration of this Contract before any payment is authorized.

6. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract is executed by the City. The insurance coverage required by this Contract shall be maintained by Contractor for the duration of this Contract and must be in place before any payment is authorized. 563
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EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. All required written notices shall be delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.

2. Each notice shall be deemed to have been received on the earlier to occur of: actual delivery or the date on which delivery is refused; or three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).

3. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address.

4. All notices, demands, requests, or approvals from Contractor to the City shall be addressed to the City at:

City of Richmond –
Richmond, CA 94804
Email: ______________________________________________________

5. All notices, demands, requests, or approvals from the City to Contractor shall be addressed to Contractor at:

Business Name
Street Address
City, State Zip
Email: ______________________________________________________ 564
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EXHIBIT D

GENERAL CONDITIONS

1. INDEPENDENT PARTIES:

Contractor hereby declares that Contractor is engaged as an independent business and Contractor agrees to perform the services as an independent contractor. The manner and means of conducting the services and tasks are under the control of Contractor except to the extent they are limited by statute, rule or regulation and the express terms of this Contract. No civil service status or other right of employment will be acquired by virtue of Contractor’s services. None of the benefits provided by the City to its employees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Contractor, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employeremployee relationship from any compensation due to Contractor. Payments of the above items, if required, are the responsibility of Contractor.

2. TIME IS OF THE ESSENCE:

Contractor and the City agree that time is of the essence regarding the performance of this Contract.

3. STANDARD OF CARE:

Contractor agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service Contractors, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

Contractor assumes all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Contractor shall indemnify, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Contractor.

5. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political 565
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affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.

6. CITY PROPERTY:
a. Each and every report, draft, work product, map, record, applicable plans, drawings, calculation, data, specification, video, graphic or any other material or document produced, prepared or caused to be prepared by Contractor pursuant to or in connection with this Contract shall be the exclusive property of the City.
b. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data. c. No report, information or other data given to or prepared or assembled by Contractor pursuant to this Contract shall be made available to any individual or organization by Contractor without prior approval of the City Manager or their designee. d. Contractor shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Contract.

7. RECORDS:
a. Contractor shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Contractor’s performance under the Contract, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Contract (collectively the “Records”). b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Contract. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Contractor for a period of five (5) years after receipt of final payment. c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.
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8. PERMITS AND LICENSES:

Contractor, at its sole expense, shall obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses, including a City business license, required in connection with the performance of the services and tasks hereunder. The failure to obtain such permits and licenses shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.

9. TERMINATION:
a. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder immediately upon transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.
b. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Exhibit B; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

10. CONFLICT OF INTEREST:

Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:
a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses 567
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whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor.

Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract. b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:
a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee. b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer. The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent.
c. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or joint-venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture. d. Only those persons and/or businesses whose names and resumés are attached to this Contract shall be used in the performance of this Contract. However, if after the start of this Contract, Contractor wishes to use sub-contractors, at no additional costs to the City, then 568
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Contractor shall submit a written request for consent to add sub-contractors including the names of the sub-contractors and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.
e. Each sub-contractor shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Contractor. f. In addition, any tasks or services performed by sub-contractors shall be subject to each provision of this Contract. Contractor shall include the following language in their Contract with any sub-contractor: “Sub-Contractors hired by Contractor agree to be bound to Contractor and the City in the same manner and to the same extent as Contractor is bound to the City.” g. The requirements in this Section 12 shall not apply to persons who are merely providing materials, supplies, data or information that Contractor then analyzes and incorporates into its work product.
13 SAFETY:
a. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor will be solely and completely responsible for conditions of all vehicles owned or operated by Contractor, including the safety of all persons and property during performance of the services and tasks under this Contract. Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours.

In addition, Contractor will comply with all safety provisions in conformance with U.S.

Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.
b. Contractor will immediately notify the City (in no event less than 24 hours) of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Contract. Contractor will promptly submit to the City a written report of all incidents that occur in connection with this Contract. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Contractor’s employee(s) involved in the incident; (iii) name and address of Contractor’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.
c. Contractor acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Contractor agrees to comply with all such requirements, 569
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including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings. Contractor also agrees to make available to the City, at the City’s request, records to demonstrate Contractor’s compliance with this Section.

14. INSURANCE:

Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.

15. COMPLIANCE WITH ALL APPLICABLE LAWS:
a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50, 2.52, 2.56, and 2.60, if applicable. b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance as prescribed in § 2.60.070 of the Municipal Code. c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential sub-contractor .
d. Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at http://www.ci.richmond.ca.us/workplacepolicies . Contractor agrees to abide by the terms and conditions of said policies.

16. INTEGRATED CONTRACT:

The Recitals and exhibits are a material part of this Contract and are expressly incorporated herein. This Contract represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall 570
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be held to vary the provisions hereof. Any modification of this Contract will be effective only by written execution signed by both the City and Contractor.

17. CONFLICTING PROVISIONS:

In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Condition as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.

18. FORCE MAJEURE:

Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.

19. CONFLICT OF LAW:

This Contract shall be interpreted under, and enforced by the laws of the State of California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.

20. CLAIMS:

Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.

21. INTERPRETATION:

This Contract shall be interpreted as if drafted by both parties.

22. WARRANTY:

If any product is be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to 571
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City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.

23. SEVERABILITY:

In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

24. AUTHORITY:

City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City.

The party signing on behalf of Contractor warrants and represents that they are duly authorized to enter into and execute this Contract on behalf of Contractor, and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.

25. WAIVER:

The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach. Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor’s performance, or payment therefore, or any combination of these acts, shall not relieve the Contractor’s obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.

26. COUNTERPARTS:

This Contract may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):

The Richmond Sanctuary City Contracting Ordinance No. 12-18 prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the 572
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United States Department of Homeland Security (“ICE”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G. 573
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EXHIBIT E

SPECIAL CONDITIONS
The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable, otherwise please state “NONE”):
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EXHIBIT F

INSURANCE PROVISIONS
___ Check here if Risk Management has approved waiving insurance requirements for this contract.
a. Before the commencement of the terms of this Contract, and during the entire term of this Contract and any extension or modification thereof, Contractor shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with Sections 10.b. (1) through (5) Such certificates, which do not limit Contractor’s indemnification, shall also contain substantially the following statement:
“Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the City of Richmond. Attention: Risk Manager.” Contractor shall maintain in force at all times during the performance of this Contract all appropriate coverage of insurance required by this Contract with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Contractor shall deliver updated insurance certificates to the City at the address described in Section 17.f. prior to the expiration of the existing insurance certificate for the duration of the term of Contract. Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.
b. COVERAGE REQUIREMENTS:

Contractor shall maintain insurance coverage and limits at least as broad as:
(1) Workers’ Compensation:

Statutory coverage as required by the State of California. (2) Liability:

Commercial general liability coverage in the following minimum limits:

Bodily Injury: $1,000,000 each occurrence
$2,000,000 aggregate - all other
Property Damage: $1,000,000 each occurrence
$2,000,000 aggregate
If submitted, combined single limit policy with per occurrence limits in the amounts of $2,000,000 and aggregate limits in the amounts of $4,000,000 will be considered equivalent to the required minimum limits shown above. Additional 575
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Insured Endorsement naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers is required. (3) Automotive:

Comprehensive automobile liability coverage (any auto) in the following minimum limits:

Bodily injury: $1,000,000 each occurrence
Property Damage: $1,000,000 each occurrence
or
Combined Single Limit: $2,000,000 each occurrence
Additional Insured Endorsement naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers is required. (4) Professional Liability:

Professional liability insurance which includes coverage appropriate for the professional acts, errors and omissions of Contractor’s profession and work hereunder, including, but not limited to, technology professional liability errors and omissions if the services being provided are technology-based, in the following minimum limits:
$2,000,000 each occurrence
Technology professional liability errors and omissions shall include, or be endorsed to include: property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City in the care, custody, or control of Contractor. If not covered under Contractor’s liability policy, such “property” coverage of the City may be endorsed onto Contractor’s Cyber Liability Policy as covered property as follows: cyber liability coverage in an amount sufficient to cover the full replacement value of damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City that will be in the care, custody, or control of Contractor. (5) Cyber Liability:

Coverage shall be sufficiently broad to respond to the duties and obligations as are undertaken by Contractor in this Contract and shall include, but not be limited to, claims involving infringement of intellectual property, copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations with the following minimum limits:
$2,000,000 per occurrence or claim.
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As to commercial general liability and automobile liability insurance, such insurance will provide that it constitutes primary insurance with respect to claims insured by such policy, and, except with respect to limits, that insurance applies separately to each insured against whom claim is made or suit is brought. Such insurance is not additional to or contributing with any other insurance carried by or for the benefit of the City.
c. SUBROGATION WAIVER:

Contractor hereby agrees to waive rights of subrogation that any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether 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 Contractor, its employees, agents and subcontractors. d. FAILURE TO SECURE:

If Contractor at any time during the term hereof should fail to secure or maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Contractor’s name or as an agent of Contractor and shall be compensated by Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.
e. ADDITIONAL INSUREDS:

The City, its City Council, boards, commissions, officials, employees, agents, and volunteers shall be named as additional insured(s) under all insurance coverages, except workers’ compensation and professional liability insurance. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. Any additional insured named herein shall not be held liable for any premium, deductible portion of any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy.

Additional Insured coverage under Contractor’s policy shall be primary and non-contributory and will not seek contribution from the City’s insurance or self-insurance. Any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits shall be available to the additional insured(s). f. SUFFICIENCY OF INSURANCE:

The insurance limits required by the City are not represented as being sufficient to protect Contractor. Contractor is advised to consult Contractor’s insurance broker to determine adequate coverage for Contractor. The coverage and limits shall be (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of the coverage carried by or available to Contractor; whichever is greater. 577

EXHIBIT G

SANCTUARY CITY COMPLIANCE STATEMENT
The undersigned, an authorized agent of (hereafter
"Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker” means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies; ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.
b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services."
Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this day of , 20 , at , California.

Printed Name: Title:

Signed: Date:

Business Entity:
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ATTACHMENT B
RICHMOND SANCTUARY CITY CONTRACTING ORDINANCE NO. 12-18 579
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CITY OF RICHMOND
Sanctuary City Compliance Statement
The undersigned, an authorized agent of (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker” means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used. b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services." Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this day of , 20 , at , California.

Printed Name: Title:

Signed: Date:

Business Entity:
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ATTACHMENT C
RESOLUTION NO. 86-21 - DISCLOSURE STATEMENT OF LIMITED LIABILITY COMPANIES FORM 584
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Disclosure Statement for Limited Liability Companies
This Statement Shall be included with all Bid and Proposal Submissions Is your Business a Limited Liability Company (LLC)? YES NO If you answered YES, please provide the City with the names and business addresses of any and all shareholders, directors, officers, members, managers, other authorized persons, partners, and “Beneficial Owners” of the applying LLC. A Beneficial Owner is any person or entity who: (1) exercises substantial control over the applying LLC; (2) owns 25% or more of the interest in the applying LLC; or (3) receives substantial economic benefits from the assets of the applying LLC.

If any LLC shareholder, director, officer, member, manager, other authorized person, partner, or Beneficial Owner is itself an LLC or other business entity, the names and business addresses must also be provided for any and all shareholders, directors, officers, members, managers, other authorized persons, partners, and Beneficial Owners of that LLC or other business entity all the way up through each entity in the organizational chart until ultimate ownership by individual people is disclosed.

Name: _____________________
Title: _____________________
Address:__________________________________________
Name: _____________________
Title: _____________________
Address:__________________________________________
Name: _____________________
Title: _____________________
Address:__________________________________________
☐ Check this box if additional ownership information is attached to this Disclosure Statement.

In signing this Disclosure Statement, I represent that the information submitted in this Disclosure Statement, and any attachments, is true and correct.

Signature: _____________________
Printed Name: _____________________
Title: _____________________
Date: _____________________
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STAX Engineering, LLC
215 W Figueroa Street
Santa Barbara, CA 93101
September 25, 2024
City of Richmond
Charles Gerard, Port Director
450 Civic Center Plaza
Richmond, California 94804
Re: STAX Engineering Proposal in response to City of Richmond’s RFP “POINT POTRERO MARINE TERMINAL OCEAN-GOING VESSEL AT BERTH REGULATION” Dear Charles Gerard:

STAX Engineering, LLC is proud to present our unparalleled CARB Approved Emission Control System (CAECS) for the Port of Richmond’s Point Potrero Marine Terminal (PPMT), in direct response to the City’s RFP “POINT POTRERO MARINE TERMINAL OCEAN-GOING VESSEL AT BERTH REGULATION.” With a collective executive and operations team experience of over 70 years, STAX Engineering is the most seasoned company in the industry. Our founder, Bob Sharp, pioneered emissions capture and control technology over two decades ago and has consistently improved its design, making the STAX system the most versatile and technologically advanced CAECS, capable of serving any vessel in the most demanding operational environments.

Our patented self-mooring (spud-equipped barge), with its patented (optional) self-propulsion design, is a testament to our commitment to addressing the unique space and operational challenges at the PPMT. STAX treatment barges feature the industry’s longest positioning boom reach, and their compact and modular design allows for easy capacity expansion or modification to adapt to the changing needs of vessels visiting the Port. Furthermore, STAX Engineering is the only company with a CARB EO for container and auto carrier/RORO vessels and one for tanker vessels, which is expected to receive approval very soon (Q4 2024). These factors enable us to provide the most comprehensive service to control emissions from vessels visiting your port, ensuring that your air quality objectives are met with the highest level of effectiveness and efficiency.

Our proven operational and logistical track record, demonstrated by our successful commissioning of a barge at the Port of Los Angeles / Long Beach in 2022 and in Oakland in 2023, along with our rapidly expanding fleet (three more systems under construction and planned for service later this year), underline our ability to meet your service requirements. We are proud to have the most experienced team of trained operators, and our existing contract with the International Boatman’s Union (IBU) ensures our continued superior service, which has fostered successful customer relationships and secured multi-year and multi-terminal contracts with container, RORO, and tanker vessel operators and terminals.
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STAX will obtain all necessary certifications, permits, and permissions to provide CAECS services in the Port of Richmond. STAX will comply with all City of Richmond ordinances. STAX proposes the use of the City Standard Contract for the proposed City costs to offset STAX capital costs to deploy the CAECS.

In conclusion, STAX Engineering is the most experienced CAECS service provider, backed by robust financial support, a top-notch management and operational team, and a proven successful service provision track record. By choosing STAX, you ensure immediate, worry-free compliance for you and your customers. We eagerly anticipate the opportunity to collaborate with you and your team. Please do not hesitate to reach out if you require further information or have any questions.

Sincerely,
Michael Walker
CEO
STAX Engineering, LLC
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BIDDER: STAX ENGINEERING, LLC

OCEAN-GOING VESSEL

AT BERTH EMISSIONS

CONTROL SERVICES
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POINT POTRERO MARINE TERMINAL

OCEAN-GOING VESSEL AT BERTH REGULATION
BIDDER: STAX ENGINEERING, LLC
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CONTENTS
QUALIFICATIONS AND EXPERIENCE .............................................................................1 MANAGEMENT AND STAFFING .....................................................................................3

DESCRIPTION OF THE CAECS AND APPROACH
TO PROVIDING SERVICES ...............................................................................................5 SPACE REQUIREMENTS ........................................................................................................6 CARB EXECUTIVE ORDERS...................................................................................................7 STAX (PORT) LOCATIONS................................................................................................8 SCHEDULE ...........................................................................................................................8 COST PROPOSAL...............................................................................................................8

APPENDIX
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QUALIFICATIONS AND EXPERIENCE
STAX Engineering, LLC (STAX) is pleased to present this proposal to provide emissions control services for ocean-going vessels to meet CARB’s At Berth Regulation requirements in the Port of Richmond’s Point Potrero Marine Terminal (PPMT). Our comprehensive understanding of the marine industry, proven record of superior compliance service, and dedicated 24/7/365 operation with two STAXcraft barges in revenue service set us apart from competitors. This track record of successful compliance service of vessels is a testament to our ability to deliver on our promises and meet the needs of our clients, instilling confidence in the feasibility and success of our proposal.

STAX Engineering is leading the industry, driven by a dedicated investor team and bolstered by robust revenue streams from our operational barges. With a strategic financing mechanism in place, STAX is fully prepared to expand its barge fleet efficiently to meet the requirements of the impending At Berth Regulation compliance deadline of January 1, 2025. The company has already secured agreements with numerous carriers and terminals, ensuring timely deployment of capture and control barges well before the deadline. Currently, three barges are under construction in the shipyard, with several more in the pipeline, affirming STAX’s commitment to meeting regulatory obligations and advancing environmental stewardship in maritime operations. This strategic planning and preparedness should provide the audience with reassurance about the implementation and adherence to the regulatory obligations of our proposal.

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STAX Engineering is the only company awarded executive orders by the California Air Resources Board (CARB) for CARB-approved emission control systems (CAECS) complying with their At-Berth Regulation for container and auto carriers/RORO vessels with approved test plans to expand the operating envelope of our systems to include all vessel sizes by Q4 of this year. STAX, with our CARB-approved tanker test plan, is well on its way to obtaining additional approval from CARB to service the tanker sector beginning next year.

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Our commitment to exceptional service, financial stability, technology, and seasoned professionals has helped us secure contracts with multiple carriers, terminals, and ports.

Our clientele includes the top two auto carriers in California, Nippon Yusen Kabushiki Kaisha (NYK Line) & Hyundai GLOVIS Co., Ltd., two leading container carriers, CMA CGM Group and ZIM Integrated Shipping Services Ltd. (ZIM), a tanker terminal operated by Shell plc, three auto carrier terminals, AMPORTS, SSA, and Toyota and one port, Port of Hueneme. This extensive client base reflects our relentless pursuit of excellence and innovation in the industry. 594

MANAGEMENT AND STAFFING
STAX Engineering is a team of professionals specializing in Emissions Capture and Control Systems (ECCS) technology with over 70 years of combined experience in ECCS design and service. The STAX leadership team consists of Mike Walker, a proven technology Chief Executive Officer; Bob Sharp, our Founder and Chief Technology Officer; Dr. John Holmes (CAPT, USCG, ret.), our Chief Operating Officer; and Dr. Randall Pasek, our Chief Regulatory Officer.

Michael Walker has been CEO of STAX since 2019. During this time, he has overseen the construction of several barge systems and manages product commercialization, marketing, contracting, and accounting.

Michael has over 20 years of operations, management, and leadership experience in building companies, from the pre-commercialization start-up phase to successful market penetration and integration in environmental infrastructure markets. His financial acumen provides a solid foundation for STAX’s future expansion and ongoing operations.

Bob Sharp, an original capture and control technology pioneer since 2004, is the Founder and CTO of STAX Engineering. Bob has experience developing several ECCS barges, implementing lessons learned over the past 20 years, and researching principles in science and health to develop the current next-generation (STAX) system. Bob founded STAX in 2016.

Dr. John Holmes, COO of STAX Engineering, is a former Coast Guard Captain with over 40 years of maritime experience. He has served in various roles, including Independent Marine Consultant, COO, Fortune 500 executive, and senior-level U.S. Coast Guard Officer. He has previously captained the San Pedro Bay Ports and was Deputy Executive Director for the Port of Los Angeles from 2007-2013, overseeing operations at the nation’s largest Port. John began working with barge-based ECCS in 2013 and joined STAX in 2022.

Dr. Randall Pasek, Chief Regulatory Officer, has extensive experience with operations and regulatory compliance of ECCS systems. He has amassed over 35 years in air pollution control, with almost two decades of experience at the California Air Resources Board and a decade of experience working on similar off-road projects at the South Coast Air Quality Management District. Dr. Pasek joined STAX in 2018.

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The expanded STAX team comprises more than 30 full-time employees, including additional support staff supplied by the International Boatman’s Union (IBU). The STAX management model focuses on decentralized (local) operations with a centralized support infrastructure.

The operational support team includes an Assistant Director of Operations, Barge Supervisors, Systems Manager, Support Engineer, System Operators, and deckhands. Each area of operation has a local area manager and Barge Supervisors tasked with ensuring the maintenance and operation of the STAXcraft barge, scheduling personnel and tug(s), and working with and being available for local stakeholders to ensure that the barge(s) meet CARB requirements with minimal impact to port operations.

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A STAX crew, including a Barge Supervisor, two System Operators, and three deckhands, will operate each barge. Service will be crewed on twelve-hour shifts by a two-person team consisting of one System Operator and one deckhand. The System Operator supervises the barge’s operations, places the collection device, and monitors and adjusts the system. The deckhand maintains the lines, operates the spuds, and assists the System Operator in monitoring service operations. The local Barge Supervisor (a qualified System Operator) will serve as the relief System Operator and perform supervisory duties. The third deckhand will serve as a relief. IBU has committed to providing deckhands for our PPMT barge.

In addition, all STAX barges are connected by the internet to key technology, engineering, and maintenance personnel who can examine the health and operation of the processing systems remotely to assist the crew with efficient system operation. 596
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DESCRIPTION OF THE CAECS AND APPROACH TO PROVIDING SERVICES Our STAX Engineering team and technology are ideally suited to operating smoothly in the Port of Richmond. The STAX CAECS typically includes a 160-foot-long and 40-foot-wide barge, STAXcraft, that contains two processing units, STAXbox, powered by electricity provided by on-board diesel generators. The STAXcraft barge draws approximately three feet (depending on the ballast the barge has on board) and has approximately six feet of freeboard. All U.S. Coast Guard-required safety equipment and certifications are included in the design.

The STAXcraft includes a patented exhaust capture system, XCAP™, consisting of a placement arm (boom) with the industry’s most extended reach (252 feet, 279 feet with pedestal) and a proprietary connection system (bonnet) adaptable to all types of exhaust pipe configurations (U.S. Patents 11,325,687 and 11,345,455).

STAX has experience with auto carrier/RORO vessels with unique stack configurations and added fixtures. We tested our ECCS system on vessels from four companies with four unique stack configurations during auto carrier testing for CARB EO approval.

The STAX placement arm has two ducts equipped to capture exhaust from two exhaust pipes simultaneously. Ship exhaust is ducted to two independent STAXbox purification systems, which control NOx, PM10, PM2.5, DPM, and ROG to meet regulatory levels.

The STAX system is powered by Tier 4F gensets running on renewable diesel that meets or exceeds grid-neutral requirements. These generators burn specially blended renewable diesel with an ultra-low carbon intensity (CI). STAX barges have federal and state Certificates of Financial Responsibility (COFR) and a NonTank Vessel Oil Spill Contingency Plan approved by the State of California.

A central data management system that records and analyzes emissions in real-time controls and monitors the entire STAX system. System Operators and remote personnel can monitor the system 24/7 to ensure its health and efficient operation. STAX will monitor and report per the At Berth Regulation requirements and any Executive Order provisions through an automated emissions monitoring system, generating 7-day and 30-day reports. STAX will report malfunctions to the Port and CARB within the regulatory time frames. All data and records are stored for the required five years.

STAX provides the most flexible system for barge positioning. STAX will select the best out of three options to move and position the STAXcraft barge. The preferred approach is to use local tug service. A STAXcraft barge may also use its patented self-propulsion system (U.S.

Patent 10,953,960). Lastly, STAX may use the tugs already available on-site to escort the vessels for movement of the barge. This operational flexibility helps STAX meet unique challenges during day-to-day vessel traffic and for all vessel placement scenarios. 597
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STAX has developed Standard Operation Procedures (SOPs) that ensure proper coordination with the vessel and tug. One such document is the STAX Engineering Introduction and Safety Instructions, which includes detailed information on the STAX system, answers to frequently asked questions, data forms for vessel operators, and a comprehensive list of critical safety issues. This document is sent to vessels one week before scheduled service visits.

The STAX team has consistently delivered on several hundred service calls within 2 hours of “Ready to Work” and 1 hour of “Pilot on Board” as mandated by CARB regulations. STAX further solidifies its commitment to safety by pledging to collaborate with the Port to devise a port-specific rapid response plan for relocating the barge if required by ships shifting berthto-berth.

STAX leaves no room for uncertainty when it comes to meeting CARB deadlines. We have operations personnel on standby 24 hours a day, ready to spring into action. It is STAX policy to promptly engage tugs to ensure the barge is prepared and waiting for a ship’s arrival. STAX has maintained a flawless record, never failing to meet the CARB requirements.

STAX SPACE REQUIREMENTS
A STAXcraft barge will require approximately 180 feet of dock space. Parking for a maximum of six staff vehicles will be required daily. A 240-volt shore power receptacle and a small secure shoreside storage area are also requested.
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CARB EXECUTIVE ORDERS AND APPROVED TEST PLANS
STAX is the 2021 California Air Resource Board’s grant recipient for technology advancement, ensuring our solutions meet expanding regulations today and in the future.

Executive Orders for STAX CARB-approved emission control systems (CAECS) for compliance with the At Berth Regulation.

EO G-23-294
A barge based capture and control system to treat emissions from auxiliary engines on ocean-going container vessels.

EO G-24-054
A barge based capture and control system to treat emissions from auxiliary engines on ocean-going auto carriers/roll-on roll-off (RORO) vessels.

It is important to note that CARB Executive Orders are issued based on the capacity of the systems on the vessel available for EO testing. STAX will continuously conduct testing and evaluation to expand our Executive Orders and ensure that our ECCS continues to meet the requirements of any vessel that calls on West Coast ports.

STAX anticipates receiving a third EO later this year for a barge based capture and control system to treat emissions from auxiliary engines on ocean-going tanker vessels.

The Appendix includes copies of CARB Executive Orders for container and RORO vessels, letters for three CARB-approved test plans for tanker vessels, and the expansion of the load range for the container and RORO vessel categories. All testing is expected to be completed in Q3 of this year, and Executive Orders will be issued before the end of the year. 599

STAX (PORT) LOCATIONS
For further confirmation of our treatment and service record, STAX is pleased to share the following port locations where STAX operates.

Port of Los Angeles (since 2022)
Port of Long Beach (since 2022)
Port of Oakland (since 2023)
Port of Hueneme (Q4 2024)
Port of Benicia (Q1 2025)
STAX operations at the Port of Richmond will continue to deliver the same high-quality service that we have demonstrated by implementing our time-proven training, operations, customer service, and top-quality equipment.

SCHEDULE
STAX will have a barge available for service in PPMT by January 2025. STAXcraft barges three, four, and five are in production and expected to be ready for deployment in the third and fourth quarters of 2024.

COST PROPOSAL
STAX Engineering will provide one barge system with management, staffing, and support for servicing auto carriers/RORO vessels for all hours for all days per year.

The Port of Richmond will be responsible for $500,000 to offset the capital costs to deploy the barge in PPMT. Billing and payments may be spread across as many as 24 months.

STAX will service auto carrier/RORO ships on a tier system based on the number of visits/ hours, with rates ranging between $1500 - $3200 per hour. STAX has existing multi-year and multi-terminal contracts in place with NYK Line and Hyundai GLOVIS Co., Ltd. STAX will bill these carriers directly per the terms of their contracts.

STAX Engineering, LLC 8
600

APPENDIX
601
FORMS
602

ATTACHMENT B
RICHMOND SANCTUARY CITY CONTRACTING ORDINANCE NO. 12-18 Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 603
Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 604
Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 605
Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 606

CITY OF RICHMOND
Sanctuary City Compliance Statement
The undersigned, an authorized agent of (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”). Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:
a. "Data Broker” means either of the following:
i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;
ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used. b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services." Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Executed this day of , 20 , at , California.

Printed Name: Title:

Signed: Date:

Business Entity:

Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 9/20/2024
24 September
STAX Engineering, LLC
20th
Santa Barbara
CEO
STAX Engineering, LLC
Michael Walker
607

ATTACHMENT C
RESOLUTION NO. 86-21 - DISCLOSURE STATEMENT OF LIMITED LIABILITY COMPANIES FORM Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 608
Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 609
Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 610
Disclosure Statement for Limited Liability Companies
This Statement Shall be included with all Bid and Proposal Submissions Is your Business a Limited Liability Company (LLC)? YES NO If you answered YES, please provide the City with the names and business addresses of any and all shareholders, directors, officers, members, managers, other authorized persons, partners, and “Beneficial Owners” of the applying LLC. A Beneficial Owner is any person or entity who: (1) exercises substantial control over the applying LLC; (2) owns 25% or more of the interest in the applying LLC; or (3) receives substantial economic benefits from the assets of the applying LLC.

If any LLC shareholder, director, officer, member, manager, other authorized person, partner, or Beneficial Owner is itself an LLC or other business entity, the names and business addresses must also be provided for any and all shareholders, directors, officers, members, managers, other authorized persons, partners, and Beneficial Owners of that LLC or other business entity all the way up through each entity in the organizational chart until ultimate ownership by individual people is disclosed.

Name: _____________________
Title: _____________________
Address:__________________________________________
Name: _____________________
Title: _____________________
Address:__________________________________________
Name: _____________________
Title: _____________________
Address:__________________________________________
☐ Check this box if additional ownership information is attached to this Disclosure Statement.

In signing this Disclosure Statement, I represent that the information submitted in this Disclosure Statement, and any attachments, is true and correct.

Signature: _____________________
Printed Name: _____________________
Title: _____________________
Date: _____________________
STAX Holding, Inc.
215 W Figueroa St, Santa Barbara, CA 93101
Robert Sharp
Founder, CTO
1895 Old Ranch Road, Camarillo, CA 93012
Michael Walker
CEO
Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 9/24/2024
611
CARB

EXECUTIVE ORDERS
612
Executive Order G-23-294 1
State of California

AIR RESOURCES BOARD
Executive Order G-23-294
CARB Approval of the STAXbox.A-1 system used to control emissions from container vessels for compliance with the Control Measure for Ocean-Going Vessels At Berth STAX Engineering (STAX)
STAXbox.A-1
WHEREAS August 27, 2020, the California Air Resource Board (CARB) adopted the Control Measure for Ocean-Going Vessels (OGV) At Berth, California Code of Regulations, sections 93130 - 93130.22 (2020 At Berth Regulation), which establishes requirements for ocean-going vessels at berth in a California port to reduce oxides of nitrogen (NOx), diesel particulate matter (PM), and reactive organic gases (ROG) emissions from auxiliary engines; WHEREAS section 93130.5 of the 2020 At Berth Regulation establishes requirements for an emission control strategy to qualify as a CARB Approved Emission Control Strategy (CAECS) that can be used to reduce emissions from ocean-going vessel auxiliary engines and applicable tanker auxiliary boilers while at berth in a California port; WHEREAS no emission control strategy may be used to comply with the requirements of the 2020 At Berth Regulation unless CARB approves it as a CAECS; WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for auxiliary engines, achieves emission rates of less than 2.8 grams per kilowatt hour (g/kW-hr) for NOx, 0.03 g/kW-hr for PM 2.5, and 0.1 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d) of the 2020 At Berth Regulation;
WHEREAS for strategies approved after 2020, greenhouse gas (GHG) emissions from the strategy must be grid-neutral using the grid emission rate for the year that the technology is granted an Executive Order, as specified under section 93130.5(d); WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for tanker auxiliary boilers, achieves emission rates less than 0.4 g/kW-hr for NOx, 0.03 g/kW-hr for PM 2.5, and 0.02 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d); WHEREAS STAX developed STAXbox.A-1, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going vessel while at berth; WHEREAS, STAXbox.A-1 consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) including: an exhaust capture system using flexible ducting, and an emission control system comprising of a particulate filter and Selective Catalytic Reduction (SCR) unit to reduce NOx, PM, and ROG;
613
Executive Order G-23-294 2
WHEREAS STAX submitted their final Test Plan on February 28, 2023, and CARB issued STAX a Test Plan approval letter on April 10, 2023;
WHEREAS STAX submitted the “Emissions Measurement from Ocean Going Container Vessels Using a Capture and Control System” (Test Report) and “Application for CARB Approval of STAX Engineering’s STAXBox Emissions Control System as a CARB Approved Emissions Control Strategy (CAECS)” (request for Executive Order) for the STAXbox.A-1, dated May 2, 2023;
WHEREAS CARB reviewed and evaluated the Test Report and request for Executive Order for the STAXBox Emissions Control System based on the requirements specified in the 2020 At Berth Regulation;
WHEREAS CARB found the submitted documents indicate STAXbox.A-1 achieves the emission reductions and has GHG emissions that are grid neutral for 2023 as stated in the Test Report and required by the 2020 At Berth Regulation under section 93130.5(d); WHEREAS the Executive Officer finds it is appropriate to issue this Executive Order that identifies the operating conditions, recordkeeping, and monitoring requirements for STAX’s use of the STAXbox.A-1 to allow its use as a CAECS for compliance with the 2020 At Berth Regulation;
WHEREAS this approval does not constitute an air pollution or land use permit, nor does it relieve the responsibility of STAX or the end user to comply with all Federal, State, and local laws, rules, and regulations;
WHEREAS STAX is subject to the 2020 At Berth Regulation as a CAECS operator; NOW, THEREFORE, IT IS ORDERED that the STAXbox.A-1 is approved for use in demonstrating compliance with the 2020 At Berth Regulation as a CAECS, when used by STAX as intended and in accordance with the following terms and conditions, and in accordance with all other applicable requirements in the 2020 At Berth Regulation.

APPROVED OPERATING CONDITIONS
Parameter Value
Ocean-going vessel engine type One auxiliary engine
Ocean-going vessel type Container vessel
Ocean-going vessel fuel composition limitation
Marine distillate fuel meeting 0.1% sulfur content
limit (0.1% sulfur marine gas oil (MGO) or marine
diesel oil (MDO)), or R99/R100 renewable diesel
fuels that meet the specifications of MGO/MDO
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) 3,500 kW
614
Executive Order G-23-294 3
Parameter Value
Ocean-going vessel allowable operating range (kW) 266 kW to 890 kW Allowable exhaust flow rate in standard cubic feet
per minute (scfm) 3,642 to 6,330 scfm of engine exhaust Maximum engine exhaust temperature requirements 1,000⁰F Static Pressure Differential pressure between -2 to -20 inches of water across the diesel particulate filter
Other parameters that affect performance 1-2 inches of water back pressure at the capture system inlet
GRID Neutral Target – CA CO2e state output
emission rate from eGRID2021 in pounds per
megawatt hour (lb/MWh)
480.5 lb/MWh
Maximum CAECS auxiliary generator operating load
(kW) 382 kW
CAECS auxiliary generator renewable diesel carbon
intensity limit in grams of carbon dioxide equivalent
per megajoule of fuel (g CO2e/MJ)

29.49 g CO2e/MJ fuel
Maximum ammonia slip emissions in parts per
million by volume, dry basis (ppmdv) 5 ppmdv averaged over 60 minutes

OPERATIONAL REQUIREMENTS
BE IT FURTHER ORDERED, STAX will operate the STAXbox.A-1 following the notification and operational requirements per sections 93130.12(b)(1) and 93130.12(b)(2):

1. At least seven calendar days before a vessel’s arrival, the operator of the CAECS must coordinate in writing with the vessel operator and terminal operator for the use of the strategy and supply the vessel operator with information about the compatibility with the vessel and terminal of the CAECS.

2. During each visit, the operator of the CAECS shall:
a. Begin controlling emissions within two hours of vessel “Ready to Work”; b. Record inlet and outlet levels of emissions during the visit; c. Continue controlling emissions until at least one hour before “Pilot on Board”; and
d. Ensure vessels are operating on CARB compliant distillate marine fuel.

MONITORING REQUIREMENTS
BE IT FURTHER ORDERED, for every 1,000 hours of operation (and at a minimum annually), STAX shall submit data to the Executive Officer from the continuous emission monitoring system (CEMS) for each visit the CAECS is operated, to verify that the emission reduction levels are maintained, paying the applicable Certification Fee for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) for each visit. 615
Executive Order G-23-294 4
BE IT FURTHER ORDERED, the CEMS parameters submitted to the Executive Officer must follow the parameters and measurement methods listed in STAX’s Test Plan submitted on February 28, 2023.

BE IT FURTHER ORDERED, within 30 days of a vessel departure, for every visit where STAXbox.A-1 is used as a CAECS, STAX shall report to CARB visit information as required by section 93130.12(b)(3).

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their vessel operator customers the information necessary for vessel operators to submit their visit information to CARB as required by section 93130.7(e)(4), including the following:
1) Emissions control start date and time
2) Emission control end date and time
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, when vessel operators submit visit information to CARB as required by section 93130.7(e)(4), the vessel operator must also report the following information per the compliance instructions for section 93130.7(e)(4)(Q):
1) Total power generated by vessel’s auxiliary engines while at berth in kW-h. Data must be recorded at a minimum once an hour.

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their terminal operator customers the information necessary for terminal operators to submit their visit information to CARB as required by section 93130.9(d)(5), including the following:
1) Emissions control start date and time;
2) Emission control end date and time;
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, STAX shall maintain the STAXbox.A-1in accordance with “Section 5. Maintenance” of STAX’s Test Plan.

BE IT FURTHER ORDERED, the Executive Officer may request that the STAXbox.A-1 be tested annually using the test methods specified in the 2020 At Berth Regulation to demonstrate the overall percentage of the emission reduction being achieved, and the results of such testing shall be provided to the Executive Officer within 30 days of testing per section 93130.5(j) of the 2020 At Berth Regulation.

MALFUNCTION REPORTING and RECORDKEEPING REQUIREMENTS
BE IT FURTHER ORDERED, STAX shall report within 24 hours to CARB, by electronic means, any malfunction that is expected to create emissions in excess of any applicable emissions 616
Executive Order G-23-294 5
limitation for a period greater than one hour and shall retain for five years all records pertaining to the malfunction pursuant to section 93130.12.

BE IT FURTHER ORDERED, a delay or interruption in emissions control caused by a malfunction is eligible for remediation for the hours of uncontrolled emissions only when CARB is notified by STAX according to the provisions of section 93130.12(c).

BE IT FURTHER ORDERED, STAX shall submit a corrective action report within seven calendar days after a malfunction has been corrected as pursuant to section 93130.12(d).

BE IT FURTHER ORDERED, records made pursuant to section 93130.12 shall be kept for a minimum of five years and STAX shall submit information to CARB according to section 93130.19.

BE IT FURTHER ORDERED, this approval is subject to the following conditions:
• STAX must submit documentation, within 30 days upon request, to CARB showing STAXbox.A-1 is being maintained and the maintenance schedule in “Section 5.

Maintenance” of STAX’s Test Plan is being adhered to.
• STAX must keep records, including purchase receipts, for a minimum of five years, for renewable diesel purchases demonstrating the fuel used on the STAXbox.A-1 complies with the Approved Operating Conditions in this Executive Order. • STAX must communicate with the vessel operator and ensure the vessel is only operating one auxiliary engine while the STAXbox.A-1 is controlling emissions. • Delays or interruptions in emissions control caused by a malfunction, or when the operational requirements in section 93130.12(b)(2) are not met may result in enforcement actions and ultimately revocation of the EO unless the visits are made compliant through use of the Remediation Fund or with a Vessel Incident Event (VIE) or Terminal Incident Event (TIE).

DESIGN CHANGES AND EXTENSIONS
BE IT FURTHER ORDERED, no changes are permitted to STAXbox.A-1 design, or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified in advance per section 93130.5(i)(2). Design changes include changes to any part of the STAXbox.A-1 system including the exhaust capture hood, ducting, control equipment, and deployment platform. The changes must be approved in writing by the Executive Officer and any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) must be paid before the modifications may be used for compliance with the 2020 At Berth Regulation. The Executive Officer may revoke this Executive Order if the STAXbox.A-1 design or approved operating parameters are changed without prior notification and approval by the Executive Officer.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date it is executed unless it is revoked by CARB as set forth in section 93130.5(l). As specified in section 93130.5(i)(1), at least six months prior to the expiration of this 617
Executive Order G-23-294 6
Executive Order, STAX may apply for an extension by submitting an extension application to the Executive Officer asserting that the strategy has not changed and is still effective, following the requirements specified in section 93130.5(d) as provided in section 93130.5(i)(1) of the Control Measure, after paying any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914).

BE IT FURTHER ORDERED, marketing of the STAXbox.A-1 using any identification other than that shown in this Executive Order or marketing of the STAXbox.A-1 for an application other than those listed in this Executive Order shall be prohibited unless prior approval is obtained from CARB.

BE IT FURTHER ORDERED, this Executive Order does not relieve STAX from complying with all other applicable regulations.

BE IT FURTHER ORDERED, this Executive Order may be revoked if the Executive Officer determines that STAXbox.A-1 does not comply with any of the requirements in this Executive Order.

Executed at Sacramento, California, this 4th day of December, 2023. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
618
Executive Order G-24-054 1
State of California

AIR RESOURCES BOARD
Executive Order G-24-054
CARB Approval of the STAXbox.A-1 system used to control emissions from auto carriers/roll-on roll-off (ro-ro) vessels for compliance with the Control Measure for Ocean-Going Vessels At Berth
STAX Engineering (STAX)
STAXbox.A-1
WHEREAS August 27, 2020, the California Air Resource Board (CARB) adopted the Control Measure for Ocean-Going Vessels (OGV) At Berth, California Code of Regulations, sections 93130 - 93130.22 (2020 At Berth Regulation), which establishes requirements for ocean-going vessels at berth in a California port to reduce oxides of nitrogen (NOx), diesel particulate matter (PM), and reactive organic gases (ROG) emissions from auxiliary engines; WHEREAS section 93130.5 of the 2020 At Berth Regulation establishes requirements for an emission control strategy to qualify as a CARB Approved Emission Control Strategy (CAECS) that can be used to reduce emissions from ocean-going vessel auxiliary engines and applicable tanker auxiliary boilers while at berth in a California port; WHEREAS no emission control strategy may be used to comply with the requirements of the 2020 At Berth Regulation unless CARB approves it as a CAECS; WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for auxiliary engines, achieves emission rates of less than 2.8 grams per kilowatt hour (g/kW-hr) for NOx, 0.03 g/kW-hr for PM 2.5, and 0.1 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d) of the 2020 At Berth Regulation;
WHEREAS for strategies approved after 2020, greenhouse gas (GHG) emissions from the strategy must be grid-neutral using the grid emission rate for the year that the technology is granted an Executive Order, as specified under section 93130.5(d); WHEREAS the 2020 At Berth Regulation requires that the emission control strategy, if applicable for tanker auxiliary boilers, achieves emission rates less than 0.4 g/kW-hr for NOx, 0.03 g/kW-hr for PM 2.5, and 0.02 g/kW-hr for ROG demonstrated through testing conducted under a CARB approved Test Plan as specified in section 93130.5(d); WHEREAS STAX developed STAXbox.A-1, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going vessel while at berth; WHEREAS, STAXbox.A-1 consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) including: an exhaust capture system using flexible ducting, and an 619
Executive Order G-24-054 2
emission control system comprising of a particulate filter and Selective Catalytic Reduction (SCR) unit to reduce NOx, PM, and ROG;
WHEREAS STAX submitted their final Test Plan for ro-ro vessels on February 28, 2023, and CARB issued STAX a Test Plan approval letter on April 10, 2023; WHEREAS STAX submitted the “Emissions Measurement from Ocean Going Roll On/Roll Off (RoRo) Vessels Using a Capture and Control System” (Test Report) for the STAXbox.A-1, on May 26, 2023 and request for Executive Order;
WHEREAS CARB reviewed and evaluated the Test Report and request for Executive Order for the STAXBox.A-1 Emissions Control System based on the requirements specified in the 2020 At Berth Regulation;
WHEREAS CARB found the submitted documents indicate STAXbox.A-1 achieves the emission reductions and has GHG emissions that are grid neutral for 2024 as stated in the Test Report and required by the 2020 At Berth Regulation under section 93130.5(d); WHEREAS the Executive Officer finds it is appropriate to issue this Executive Order that identifies the operating conditions, recordkeeping, and monitoring requirements for STAX’s use of the STAXbox.A-1 to allow its use as a CAECS for compliance with the 2020 At Berth Regulation;
WHEREAS this approval does not constitute an air pollution or land use permit, nor does it relieve the responsibility of STAX or the end user to comply with all Federal, State, and local laws, rules, and regulations;
WHEREAS STAX is subject to the 2020 At Berth Regulation as a CAECS operator; NOW, THEREFORE, IT IS ORDERED that the STAXbox.A-1 is approved for use in demonstrating compliance with the 2020 At Berth Regulation as a CAECS, when used by STAX as intended and in accordance with the following terms and conditions, and in accordance with all other applicable requirements in the 2020 At Berth Regulation. The approved operating conditions including the vessel and engine types for which the STAXbox.A-1 is verified can be found in Attachment 1.

OPERATIONAL REQUIREMENTS
BE IT FURTHER ORDERED, STAX will operate the STAXbox.A-1 following the notification and operational requirements per sections 93130.12(b)(1) and 93130.12(b)(2):

1. At least seven calendar days before a vessel’s arrival, the operator of the CAECS must coordinate in writing with the vessel operator and terminal operator for the use of the strategy and supply the vessel operator with information about the compatibility with the vessel and terminal of the CAECS.

2. During each visit, the operator of the CAECS shall:
a. Begin controlling emissions within two hours of vessel “Ready to Work”; b. Record inlet and outlet levels of emissions during the visit; 620
Executive Order G-24-054 3
c. Continue controlling emissions until at least one hour before “Pilot on Board”; and
d. Ensure vessels are operating on CARB compliant distillate marine fuel.

MONITORING REQUIREMENTS
BE IT FURTHER ORDERED, for every 1,000 hours of operation (and at a minimum annually), STAX shall submit data to the Executive Officer from the continuous emission monitoring system (CEMS) for each visit the CAECS is operated, to verify that the emission reduction levels are maintained, paying the applicable Certification Fee for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) for each visit.

BE IT FURTHER ORDERED, the CEMS parameters submitted to the Executive Officer must follow the parameters and measurement methods listed in STAX’s Test Plan submitted on February 28, 2023.

BE IT FURTHER ORDERED, within 30 days of a vessel departure, for every visit where STAXbox.A-1 is used as a CAECS, STAX shall report to CARB visit information as required by section 93130.12(b)(3).

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their vessel operator customers the information necessary for vessel operators to submit their visit information to CARB as required by section 93130.7(e)(4), including the following:
1) Emissions control start date and time
2) Emission control end date and time
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, when vessel operators submit visit information to CARB as required by section 93130.7(e)(4), the vessel operator must also report the following information per the compliance instructions for section 93130.7(e)(4)(Q):
1) Total power generated by vessel’s auxiliary engines while at berth in kW-h. Data must be recorded at a minimum once an hour.

BE IT FURTHER ORDERED, within seven days of a vessel departure, STAX shall report to their terminal operator customers the information necessary for terminal operators to submit their visit information to CARB as required by section 93130.9(d)(5), including the following:
1) Emissions control start date and time;
2) Emission control end date and time;
3) Details on any delays or interruptions while controlling emissions and the times that emission reductions were uncontrolled during the visit.

BE IT FURTHER ORDERED, STAX shall maintain the STAXbox.A-1in accordance with “Section 5. Maintenance” of STAX’s Test Plan.
621
Executive Order G-24-054 4
BE IT FURTHER ORDERED, the Executive Officer may request that the STAXbox.A-1 be tested annually using the test methods specified in the 2020 At Berth Regulation to demonstrate the overall percentage of the emission reduction being achieved, and the results of such testing shall be provided to the Executive Officer within 30 days of testing per section 93130.5(j) of the 2020 At Berth Regulation.

MALFUNCTION REPORTING and RECORDKEEPING REQUIREMENTS
BE IT FURTHER ORDERED, STAX shall report within 24 hours to CARB, by electronic means, any malfunction that is expected to create emissions in excess of any applicable emissions limitation for a period greater than one hour and shall retain for five years all records pertaining to the malfunction pursuant to section 93130.12.

BE IT FURTHER ORDERED, a delay or interruption in emissions control caused by a malfunction is eligible for remediation for the hours of uncontrolled emissions only when CARB is notified by STAX according to the provisions of section 93130.12(c).

BE IT FURTHER ORDERED, STAX shall submit a corrective action report within seven calendar days after a malfunction has been corrected as pursuant to section 93130.12(d).

BE IT FURTHER ORDERED, records made pursuant to section 93130.12 shall be kept for a minimum of five years and STAX shall submit information to CARB according to section 93130.19.

BE IT FURTHER ORDERED, this approval is subject to the following conditions:
• STAX must submit documentation, within 30 days upon request, to CARB showing STAXbox.A-1 is being maintained and the maintenance schedule in “Section 5.

Maintenance” of STAX’s Test Plan is being adhered to.
• STAX must keep records, including purchase receipts, for a minimum of five years, for renewable diesel purchases demonstrating the fuel used on the STAXbox.A-1 complies with the Approved Operating Conditions in this Executive Order. • STAX must communicate with the vessel operator and ensure the vessel is only operating one auxiliary engine while the STAXbox.A-1 is controlling emissions. • Delays or interruptions in emissions control caused by a malfunction, or when the operational requirements in section 93130.12(b)(2) are not met may result in enforcement actions and ultimately revocation of the Executive Order unless the visits are made compliant through use of the Remediation Fund or with a Vessel Incident Event (VIE) or Terminal Incident Event (TIE).

DESIGN CHANGES AND EXTENSIONS
BE IT FURTHER ORDERED, no changes are permitted to STAXbox.A-1 design, or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified in advance per section 93130.5(i)(2). Design changes include changes to any part of the STAXbox.A-1 system including the exhaust capture hood, ducting, control equipment, and deployment platform. The changes must be approved in 622
Executive Order G-24-054 5
writing by the Executive Officer and any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914) must be paid before the modifications may be used for compliance with the 2020 At Berth Regulation. The Executive Officer may revoke this Executive Order if the STAXbox.A-1 design or approved operating parameters are changed without prior notification and approval by the Executive Officer.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date it is executed unless it is revoked by CARB as set forth in section 93130.5(l). As specified in section 93130.5(i)(1), at least six months prior to the expiration of this Executive Order, STAX may apply for an extension by submitting an extension application to the Executive Officer asserting that the strategy has not changed and is still effective, following the requirements specified in section 93130.5(d) as provided in section 93130.5(i)(1) of the Control Measure, after paying any applicable Certification Fees for the At Berth Regulation (Division 3, Chapter 16, Article 7, sections 2913 and 2914).

BE IT FURTHER ORDERED, marketing of the STAXbox.A-1 using any identification other than that shown in this Executive Order or marketing of the STAXbox.A-1 for an application other than those listed in this Executive Order shall be prohibited unless prior approval is obtained from CARB.

BE IT FURTHER ORDERED, this Executive Order does not relieve STAX from complying with all other applicable regulations.

BE IT FURTHER ORDERED, this Executive Order may be revoked if the Executive Officer determines that STAXbox.A-1 does not comply with any of the requirements in this Executive Order.

Executed at Sacramento, California, this 21st day of March, 2024. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
Attachment:1 Approved operating conditions for ro-ro vessels. 623
Executive Order G-24-054 6
Attachment 1

APPROVED OPERATING CONDITIONS FOR RO-RO VESSELS
Parameter Value
Ocean-going vessel engine type One auxiliary engine
Ocean-going vessel type Ro-ro vessel
Ocean-going vessel fuel composition limitation
Marine distillate fuel meeting 0.1% sulfur content
limit (0.1% sulfur marine gas oil (MGO) or marine
diesel oil (MDO)), or R99/R100 renewable diesel
fuels that meet the specifications of MGO/MDO
STAXbox.A-1 exhaust capture hood Flexible ducting
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) 3,500 kW
Ocean-going vessel allowable operating range (kW) 266 kW to 890 kW Allowable exhaust flow rate in standard cubic feet
per minute (scfm) 3,642 to 6,330 scfm of engine exhaust Maximum engine exhaust temperature requirements 1,000⁰F Static Pressure Differential pressure between -2 to -20 inches of water across the diesel particulate filter
Other parameters that affect performance 1-2 inches of water back pressure at the capture system inlet
GRID Neutral Target – CA CO2e state output
emission rate from eGRID2022 in pounds per
megawatt hour (lb/MWh)
457.5 lb/MWh
Maximum CAECS auxiliary generator operating load
(kW) 320 kW
CAECS auxiliary generator renewable diesel carbon
intensity limit in grams of carbon dioxide equivalent
per megajoule of fuel (g CO2e/MJ)

19.16 g CO2e/MJ fuel
Maximum ammonia slip emissions in parts per
million by volume, dry basis (ppmdv) 5 ppmdv averaged over 60 minutes 624

CARB-APPROVED

TEST PLANS
625
arb.ca.gov 1001 I Street • P.O. Box 2815 • Sacramento, California 95812 (800) 242-4450 January 12, 2024
Michael Walker, CEO
STAX Engineering, Inc.
65 Pine Avenue, Suite 943
Long Beach, California 90802
[email protected]
Dear Michael Walker:

California Air Resources Board (CARB) staff have reviewed the amended Test Plan for the barge-based STAXbox.A-1 system (XCRAFT-1 + XBOX-1P) to treat emissions from container vessel auxiliary engines.

STAX Engineering, Inc. (STAX) submitted “Research Test Plan to Expand Containership CAECS and Test XCap Connector” (Test Plan, Version 1, dated October 31, 2023) to CARB while Executive Order (EO) approval for the STAXbox.A-1 system was still pending. The STAXbox.A-1 was granted EO G-23-294 on December 4, 2023.

CARB staff reviewed the Test Plan (Version 1) and provided comments to STAX on December 15, 2023. At CARB staff’s suggestion, STAX subdivided the testing identified in Test Plan (Version 1) and submitted Test Plan A (Version 2) on December 17, 2023, to include only testing for the purposes of 1) expanding the operating conditions for the STAXbox.A-1 system, and 2) evaluating the XCAP connector which is an added component that may be attached to the original flexible ducting connector to improve exhaust capture design. CARB staff met with STAX on December 19, 2023, and STAX revised and resubmitted Test Plan A (Version 3) later that same day. CARB staff reviewed Test Plan A (Version 3) and provided comments to STAX on December 20, 2023. STAX revised and resubmitted Test Plan A (Version 4) on December 21, 2023, though the title page of the document was not updated and still lists the December 19, 2023, date from the previous version. STAX submitted additional information on January 2, 2024, regarding the XCAP connector dimensions and the minimum and maximum exhaust pipe diameter that can be serviced using this XCAP. CARB staff reviewed Test Plan A (Version 4) and provided comments to STAX on January 10, 2024. STAX revised and resubmitted Test Plan A (Version 5, attached) on January 11, 2024.

Based on CARB staff’s review, and pursuant to Health and Safety Code section 93130.5(f) of the 2020 At Berth Regulation, STAX’s Test Plan A (Version 5, submitted January 11, 2024) is hereby approved in accordance with testing requirements under the 2020 At Berth Regulation and the CARB Recommended Emissions Testing Guidelines for Ocean-Going Vessels.
626
Michael Walker, CEO
January 12, 2024