Attachment 1 - STAX Standard City Contract.pdf — Richmond City Council, November 19, 2024

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.

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

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 re- sponse 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, pio- neered 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 modifica - tion 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 commission- ing 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 Internation- al 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.

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 capi- tal 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

BIDDER: STAX ENGINEERING, LLC

OCEAN-GOING VESSEL

AT BERTH EMISSIONS

CONTROL SERVICES

POINT POTRERO MARINE TERMINAL

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

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

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 under- standing of the marine industry, proven record of superior compliance service, and dedi - cated 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 mecha- nism in place, STAX is fully prepared to expand its barge fleet efficiently to meet the require- ments 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 stew- ardship 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
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 indus- try.

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 Exec- utive 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 experi- ence 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, For- tune 500 executive, and senior-level U.S. Coast Guard Officer. He has previously captained the San Pedro Bay Ports and was Deputy Exec- utive Director for the Port of Los Angeles from 2007-2013, oversee- ing 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 al- most 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.

STAX Engineering, LLC 3

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 Supervi- sors, Systems Manager, Support Engineer, System Operators, and deckhands. Each area of operation has a local area manager and Barge Supervisors tasked with ensuring the main- tenance and operation of the STAXcraft barge, scheduling personnel and tug(s), and work- ing 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 moni- toring 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.

STAX Engineering, LLC 5

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 free- board. 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 sys- tems, 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 die- sel 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 con- trols 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 chal- lenges during day-to-day vessel traffic and for all vessel placement scenarios.

STAX Engineering, LLC 6
STAX has developed Standard Operation Procedures (SOPs) that ensure proper coordina- tion 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 fre- quently 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 fur- ther 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 berth- to-berth.

STAX leaves no room for uncertainty when it comes to meeting CARB deadlines. We have op- erations 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.

STAX Engineering, LLC 7

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.

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

APPENDIX
FORMS

ATTACHMENT B

RICHMOND SANCTUARY CITY CONTRACTING ORDINANCE NO. 12-18

Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836 Docusign Envelope ID: D45D7BDF-A0C0-42E3-824B-D6E70216C836

CITY OF RICHMOND
Sanctuary City Compliance Statement

The undersigned, an authorized agent of (hereafter "Contractor"), h as had an o pportunity to rev iew the requ irements of City of Richmond Ordinance 12 -18 ( hereafter " Sanctuary C ity Contracting O rdinance" or “SCCO”). Contra ctor unders tands and agrees th at the C ity m ay choose w ith whom it will m aintain 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 co llection 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 a ggregation of data that was collected for another purpose from that for which it is ultimately used.

b. “Ex treme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services."

Con
tractor unders tands th at it is not e ligible to rec eive or r etain a City contra ct if at the time the Contra ct is executed, or at any time during the term of the Con tract, it provides Data Broker or Ex treme Vetting services to ICE.

Contractor further unders tands and agrees that Contractor's fail ure to comply with the S CCO shall constitute a material default of th e Contract and the C ity Manag er m ay terminate the Contra ct and b ar Contra ctor fro m bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By execu
ting this Statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the te rm 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 S CCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the for egoing, the undersi gned dec lares und er penalty of perjury und er the laws of the State of California that the foregoing is true and correct. Executed this d ay of , 20 , at , C alifornia.

Printed Name: T itle:

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

ATTACHMENT C

RESOLUTION NO. 86-21 - DISCLOSURE STATEMENT OF LIMITED LIABILITY COMPANIES FORM

Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 Docusign Envelope ID: 1A042FF3-F92C-4B2E-8C35-FE6808A4FED7 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

CARB

EXECUTIVE ORDERS
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 t he 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;
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 ap proval 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 CON DITIONS
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
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 R EQUIREMENTS
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.

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.

MALFUNCTI ON 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 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. • S TAX 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 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

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 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):

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

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, 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.

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 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 O RDERED, 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 21
st day of March, 2024.

______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division

Attachment:1 Approved operating conditions for ro-ro vessels.

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

CARB-APPROVED

TEST PLANS
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.

Michael Walker, CEO
January 12, 2024

Page 2 ends

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).

Michael Walker, CEO
January 12, 2024

Page 3 ends

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

Sincerely,
B
onnie 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

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).

Michael Walker
February 16, 2024

Page 2 ends

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.

Michael Walker
February 16, 2024

Page 3 ends

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

STAX ENGINEERING, LLC

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

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

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]:

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

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.

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

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: ________________________________________________ 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, 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.

Contract No: ________ For the Contract between the City of Richmond and
_____________________________
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 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
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 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
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 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 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
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.

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

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 Contract No: ________ For the Contract between the City of Richmond and
_____________________________
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, Contract No: ________ For the Contract between the City of Richmond and
_____________________________
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.

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

EXHIBIT E

SPECIAL CONDITIONS

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

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

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
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
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)
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

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:
___ Exhibit F
___ 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 Self- Insure, signed by the California Department of Industrial Relations and Self- Insurance. 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.

___ 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 R EQUIRED 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. ___ 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 non- renewed, 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.
___ 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.

Richmond City CouncilNovember 19, 2024

Richmond City Council
November 19, 2024