Agenda — Richmond City Council, September 22, 2026 (part 1 of 3)

PLEASE NOTE: HYBRID MEETING FORMAT

- SPECIAL OPEN SESSION OF THE RICHMOND CITY COUNCIL
- SPECIAL MEETING OF THE RICHMOND SURPLUS PROPERTY AUTHORITY - REGULAR MEETING OF THE RICHMOND CITY COUNCIL

Tuesday, September 22, 2026, 4:30 p.m.

Community Services Building
440 Civic Center Plaza
Richmond, CA 94804
Members:

Eduardo Martinez, Mayor at Large
Jamelia Brown, Councilmember District 1
Cesar Zepeda, Councilmember District 2
Doria Robinson, Vice Mayor, District 3
Soheila Bana, Councilmember District 4
Sue Wilson, Councilmember District 5
Claudia Jimenez, Councilmember District 6
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In Person: Anyone who desires to address the City Council during Open Forum, must complete and file a pink speaker’s card with the City Clerk prior to the City Council’s consideration of the item. Online speakers: must raise their hand when instructed by the clerk. Once the City Clerk has announced the item and given a count of the number of total speakers, no person shall be permitted to speak on the item other than those persons who have submitted their names to the City Clerk or those that have their hand raised.

The amount of time allotted to individual speakers shall be determined based on the total number of persons requesting to speak during this item. The time allocation for each speaker will be as follows: 15 or fewer speakers, a maximum of 2 minutes; 16 to 24 speakers, a maximum of 1 and one-half minutes; and 25 or more speakers, a maximum of 1 minute.

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International numbers available: https://zoom.us/u/aehrwCgISx To comment by video conference: click on the Participants button at the bottom of your screen and select the “Raise Your Hand” button to request to speak when Public Comment is being asked for. When called upon, press the unmute button. After the allotted time, you will then be re-muted. ** To comment by phone: you will be prompted to “Raise Your Hand” by pressing “*9” to request to speak when Public Comment is asked for. When called upon, you will be asked to unmuted by pressing *6. After the allotted time, you will then be re-muted. Instructions of how to raise your hand by phone are available 9-22-26 CC Mtg.
2 at:
https://support.zoom.us/hc/en-us/articles/201362663 -Joining-a-meeting-by-phone. ** **The mayor will announce the agenda item number and open public comment when appropriate.

Via mail: received by 1:00 p.m. the day of the meeting, sent to 450 Civic Center Plaza, 3rd Floor, Office of the Clerk, Richmond, CA 94804.

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Procedures for Removing Items from the Consent Calendar: Members of the public who request to remove an item from the consent calendar must first discuss the item with a staff member by phone or a back-andforth email discussion, and state the name of the staff member when requesting removal of the item from the consent calendar (by 2 p.m. the day of the meeting). The procedures for discussion do not apply to items sponsored by the mayor or councilmembers.

Any member of the City Council who would like to remove an item from the consent calendar must notify the appropriate staff person and the City Clerk’s Office prior to the meeting. Although members of the City Council are encouraged to ask questions and share concerns with staff ahead of the meeting, they are not required to do so.

The Clerk’s Office must be informed of any requests to remove items from the Consent Calendar. Items removed from the Consent Calendar shall be placed at the end of the agenda for consideration.

CONDUCT AT MEETINGS: Richmond City Council meetings are limited public forums during which the City strives to provide an open, safe atmosphere and promote robust public debate. Members of the public, however, must comply with state law, as well as the City’s laws and procedures and may not actually disrupt the orderly conduct of these meetings. The public, for example, may not shout or use amplifying devices, must submit comment cards and speak during their allotted time, may not create a physical disturbance, may not speak on matters unrelated to issues within the jurisdiction of the City Council or the 9-22-26 CC Mtg.
3 agenda item at hand, and may not cause immediate threats to public safety.

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Requests made by mail to City Clerk’s Office, City Council meeting, 450 Civic Center Plaza, Richmond, CA 94804 must be received at least two days before the meeting. Requests will be granted whenever possible and resolved in favor of accessibility.

Unless otherwise noted in an agenda description, all actions taken by the Council include a determination that CEQA does not apply (i.e., the action is not a project and therefore exempt from CEQA).

Disclaimer: The City Clerk's Office translates agendas to enhance public access. Translated agendas are provided as a courtesy and do not constitute legal notice of the meeting or items to be discussed. In case of discrepancy, the English agenda will prevail.

Pages
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4 A. SPECIAL OPEN SESSION TO HEAR PUBLIC COMMENT BEFORE CLOSED

SESSION
4:30 p.m.

B. ROLL CALL
C. CLOSED SESSION
C.1 CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (initiation of litigation pursuant to paragraph (4) of Subdivision (d) of Government Code Section 54956.9)
• One case
C.2 CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION (Significant exposure to litigation pursuant to paragraph (2) or (3) of Subdivision (d) [as applicable] of Government Code Section 54956.9) • One case
C.3 CONFERENCE WITH REAL PROPERTY NEGOTIATOR (Government Code Section 54956.8)
Property: 1689 Regatta Boulevard
Agency Negotiators: Nannette Beacham
Negotiating Parties: DiCon Fiberoptics, Inc.

Under negotiation: Price and terms of payment
•
C.4 PUBLIC EMPLOYEE APPOINTMENT (Government Code Section 54957(b)) • Title: Interim City Manager Recruitment
C.5 PUBLIC EMPLOYEE APPOINTMENT (Government Code Section 54957(b)) • Title: City Manager Recruitment
C.6 PUBLIC EMPLOYEE PERFORMANCE EVALUATION (Government Code Section 54957)
• Title: City Manager
C.7 CONFERENCE WITH LABOR NEGOTIATORS (Government Code Section 54957.6)
Agency Representatives: Sharrone Taylor, Jack Hughes, and Lisa Charbonneau
•
Employee organizations:

1. SEIU Local 1021 Full Time Unit and Part Time Unit

2. IFPTE Local 21 Mid-Level Management Unit and Executive Management Units

3. Richmond Police Officers Association RPOA

4. Richmond Police Management Association RPMA

5. IAFF Local 188

6. Richmond Fire Management Association RFMA
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5 D. PUBLIC COMMENT BEFORE CLOSED SESSION (limited to items on the Closed Session agenda only)
E. ADJOURN TO CLOSED SESSION
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6 F. SPECIAL MEETING OF THE RICHMOND SURPLUS PROPERTY AUTHORITY 5:55 p.m.

G. PLEDGE OF ALLEGIANCE
H. ROLL CALL
I. STATEMENT OF CONFLICT OF INTEREST
J. AGENDA REVIEW
K. SURPLUS PROPERTY AUTHORITY PUBLIC COMMENT (limited to items on the Surplus Property Authority Consent Calendar only)
L. SURPLUS PROPERTY AUTHORITY CONSENT CALENDAR
L.1 Authorization to Negotiate a Lease Agreement with STAX Engineering for Basin 4 at the Point Potrero Marine Terminal
14 ADOPT a resolution to AWARD a lease to STAX Engineering for Basin 4 at the Point Potrero Marine Terminal for use as a maritime emissions control operations facility and Northern California operational headquarters, with an anticipated commencement date in November 2026, and AUTHORIZE the executive director (city manager), or their designee, to negotiate and execute the lease agreement between the Surplus Property Authority of the City of Richmond and STAX Engineering – Economic Development Department (Charles Gerard 510-829-2253).

M. ADJOURNMENT
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7 N. REGULAR MEETING OF THE RICHMOND CITY COUNCIL
6:00 p.m.

O. ROLL CALL
P. STATEMENT OF CONFLICT OF INTEREST
Q. AGENDA REVIEW
R. REPORT FROM THE CITY ATTORNEY OF FINAL DECISIONS MADE DURING

CLOSED SESSION
S. REPORT FROM THE CITY MANAGER (public comment allowed under Open Forum) S.1 New Employee Report
T. COMMENDATIONS, PRESENTATIONS, AND PROCLAMATIONS
T.1 Proclamation Honoring Richmond SOL’s Founder, Volunteer Coaches, Student Athletes, and Families
152
PROCLAMATION honoring Richmond Sports Outreach Leadership (SOL), its founder, volunteer coaches, student athletes, and families for creating a program across the City of Richmond that provides youth ages 4 through 18 with access to competitive and recreational athletic programs, positive opportunities, and pathways to success both on and off the field, while generating community pride and strengthening the fabric of our great City - Councilmember Soheila Bana (510-672-3490). The item was continued from the July 7, 2026, City Council meeting.

T.2 Proclamation Honoring the Outstanding Leadership and Service of Concilio de la Comunidad at Contra Costa College
157
PROCLAMATION to formally honor, recognize and commend the Concilio de La Comunidad at Contra Costa College for their lasting multigenerational impact by building community and a sense of belonging that nurtures student leaders and scholar activists, strengthening the fabric of Contra Costa County, the City of Richmond, and beyond through community service, empowerment, and transformation - Councilmember Claudia Jimenez (510-620-6565).

U. OPEN FORUM FOR PUBLIC COMMENT
(public comment on items that remain on the Consent Calendar or items not on the agenda - limited to 2 minutes unless otherwise specified - Back and forth dialogue with the Council is prohibited)
V. CITY COUNCIL CONSENT CALENDAR
(All items placed under the Consent Calendar are considered to be routine and noncontroversial. These items will be enacted upon together with a motion and second, without discussion, of any member of the City Council, and each item shall be deemed to have received the action recommended.)
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8 V.1 City Council
V.1.a Resolution Urging the United States Congress to Pass H.R. 9694, the Epstein Files Transparency Act II
162
ADOPT a resolution urging the United States Congress to pass H.R. 9694, the Epstein Files Transparency Act II, and DIRECT the city clerk to transmit copies of the resolution to Congressman John Garamendi, Senator Adam Schiff, and Senator Alex Padilla - Councilmember Soheila Bana (510-672-3490).

V.1.b Update on Polluters Pay Settlement Funds’ Community Engagement Process
166
DIRECT the city manager and/or city attorney to provide an update at the City Council meeting on October 20, 2026, on the settlement funds public consultation process, including the consultant proposal, the public consultation plan, the timeline and the current state of the funds, and DIRECT city manager and/or the city attorney to continue to provide monthly updates for upcoming city council meetings on the status of the consultant process and funds until the contract deliverables have been met - Councilmember Claudia Jimenez (510- 620-6565)/Vice Mayor Doria Robinson (510-620-6568). This item was continued from the September 15, 2026, meeting.

V.2 Community Development
V.2.a Naming the Universally Accessible Community Garden in Honor of Joe Lee Fisher Sr.
169
APPROVE the naming of the new community garden at Unity Park the ’Joe Lee Fisher Sr. Universally Accessible Community Garden’ – Community Development Department (Lina Velasco/Beatriz Guerrero 510-620-5450).

V.3 Community Services
V.3.a Accept and Appropriate $1,790,303 in Workforce Development Grant Awards from U.S. Environmental Protection Agency, Kaiser Permanente, and the U.S. Department of Labor
207
ADOPT a resolution to ACCEPT and APPROPRIATE $1,790,303 in workforce development grant funds received from U.S.

Environmental Protection Agency, Department of Labor, and Kaiser Permanente – Community Services Department (Tamara Walker 510-307-8006/LaShonda White 510-620-6828).
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9 V.4 Human Resources
V.4.a Appointment of Retired Annuitant as the Interim City Manager 237 APPROVE the appointment of Mark Scott as interim city manager for a limited term not to exceed six (6) months; ADOPT a resolution approving the interim appointment; APPROVE the employment agreement with Mark Scott for service as interim city manager; and AUTHORIZE the city attorney to execute the employment agreement on behalf of the City – Human Resources/City Attorney’s Office (Shannon Moore/Nickie Mastay/Sharrone Taylor 510-620-6602).

V.5 Mayor's Office
V.5.a Boards and Commissions Vacancies Report 250
ACKNOWLEDGE vacancies on City of Richmond boards,
commissions, and committees as of September 22, 2026, and ask that interested individuals send applications to the city clerk – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

V.5.b Proclamation Commemorating Labor Day 254
PROCLAMATION commemorating Labor Day and recognizing the contributions of workers and the labor movement – Mayor’s Office (Mayor Eduardo Martinez 510-620-6503).

V.5.c Latinx Heritage Month Proclamation 258
PROCLAMATION recognizing Latinx Heritage Month (September 15–October 15, 2026) and honoring the organizers of the 2026 Fiestas Patrias Parade and Celebration – Mayor Eduardo Martinez (510-620-6503)/Councilmember Cesar Zepeda (510-620-6593).

V.5.d Proclamation Recognizing September as Suicide Awareness and Prevention Month
261
PROCLAMATION recognizing September 2026 as Suicide
Awareness and Prevention Month – Mayor Eduardo Martinez (510- 620-6503)/Councilmember Cesar Zepeda (510-620-6593).

V.6 Public Works
V.6.a August 2026 Abatement Report 265
RECEIVE a report on the August 2026 abatement activities – Public Works Department (Daniel Chavarria 510-620-5478/Darin Fitzpatrick 510-231-3044/Hugo Mendoza 510-231-3030).
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10 W. STUDY AND ACTION SESSION
W.1 Contract Amendment with Axon Enterprise and Contract with Assure MSP, Inc. for Law Enforcement and City Facility Video Technology, Surveillance, and Support Services
295
APPROVE a contract amendment with Axon Enterprise to continue servicing body-worn cameras, taser devices, interview room equipment, and virtual reality training equipment, and to add license plate reader and surveillance equipment, increasing the contract amount by $3,500,000, for a total amount not to exceed $12,000,000, for the term of October 1, 2026, through September 30, 2029, with two one-year extension options through September 30, 2031; APPROVE a contract with Assure MSP, Inc. for Verkada closed-circuit television camera equipment and related services at various City facilities, in an amount not to exceed $500,000, for the term of October 1, 2026, through September 30, 2029; AUTHORIZE the City Attorney’s Office to negotiate and finalize the contracts; and AUTHORIZE the city manager, or their designee, to execute the contracts – Police Department (Chief Timothy Simmons 510-621- 1802). This item was continued from the September 15, 2026, meeting.

W.2 Create a Financial report to the council 447
DIRECT the City Finance Department to bring for the next council meeting the following information and fill out the attachment with this information and to • Revenue
• Short term / one time revenue
• Expenses
• Surplus / Deficit
• Allocated Surplus
• Reserves
using the following criteria :
• PREVIOUS YEAR BUDGET PROJECTION
• COUNCIL APPROVED BUDGET
• MID TERM BUDGET REVISION
• BUDGET at CLOSE
• ACTUALS at CLOSE
• AUDITED FINANCIALS
and DIRECT Finance Department to engage the municipal advisor HNA to peer review this temple and confirm that they agree with the numbers - Councilmember Doria Robinson (510-620-6568)/Councilmember Claudia Jimenez (510-620-6565).
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11 W.3 Richmond Fund for Children and Youth (RFCY) 2025 Evaluation 454 RECEIVE a presentation from WestEd, the Richmond Fund for Children & Youth’s independent third-party evaluator, on the Calendar Year 2025 Evaluation Report on the Richmond Fund for Children & Youth – Richmond Department of Children (Patrick Seals/Jora Atienza Washington/Nicholas Delgado 510-620-6523).

W.4 City Manager Accomplishments, Major Milestones, and Organizational Progress
620
RECEIVE a presentation from City Manager Shasa Curl regarding key accomplishments, major milestones, and organizational progress during her service to the City of Richmond – City Manager’s Office (Shasa Curl 510-620- 6512).

W.5 On-Street Accessible Parking Program Update 655
RECEIVE an update on the draft On-Street Accessible Parking Program, and REVIEW, COMMENT, and PROVIDE DIRECTION to staff regarding the proposed policy, potential application and appeal fees, staff time, and capital program considerations – Public Works Department (Janney Lockman 510- 307-8097/Daniel Chavarria 510-620-5478).

W.6 Presentation on the Proposed Veterans Housing Project at 338 Carlson Boulevard
700
RECEIVE a presentation from the Veterans Resource Program (VRP) regarding the proposed Veterans Housing Project at 338 Carlson Boulevard in South Richmond, including the project's proposed housing, affordability, veteran eligibility and services, commercial and workforce-development components, community benefits, financing, community engagement, entitlement and permitting status, and anticipated development timeline - Vice Mayor Doria Robinson (510-620-6568).

W.7 Presentation from Electronic Frontier Foundation (EFF) and conducting data analysis regarding the effectiveness of LPR technology
720
DIRECT staff to: 1) coordinate a presentation by the Electronic Frontier Foundation (EFF) at a future City Council meeting regarding the effectiveness, limitations, and impacts of license plate reader (LPR) technology, as well as to 2) bring objective statistical analysis of Richmond data regarding the effectiveness of LPRs in reducing crime, recovering stolen vehicles, supporting criminal investigations, and making arrests that lead to conviction, as well as information regarding data retention and information sharing for any LPR systems under consideration - Councilmember Claudia Jimenez (510-620- 6593)/Councilmember Sue Wilson (510-609-2111)/Vice Mayor Doria Robinson (510-672-1387).
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12 W.8 Keller Beach Sanitary Sewer (KBSS) Feasibility Study – Presentation of Findings and Alternatives Analysis, and Direction on Recommended Interim and Long-Term Improvements
723
RECEIVE a presentation on the findings and recommendations of the draft KBSS Feasibility Study; PROVIDE direction to staff to proceed with implementation of the recommended interim and long-term improvements; and return to Council with a final report and recommended action in November/December 2026 - Public Works Department (Hillal Hamdan 510- 621-1612/Daniel Chavarria 510-620-5478).

X. REPORTS OF OFFICERS: REFERRALS TO STAFF, AND GENERAL REPORTS (INCLUDING AB 1234 REPORTS)(limited to two minutes per Councilmember) Y. ADJOURNMENT
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September 22, 2026
Economic Development
PORT
DATE: September 22, 2026
TO: Mayor Martinez as the President of the Board of the Surplus Property Authority and its Board Members
FROM: Nannette Beacham, Economic Development Director
Charles Gerard, Port Director
Danny Wan, Project Manager III
Lizeht Zepeda, Senior Business Assistance Officer
Kyle Lam, Management Analyst
Subject: Authorization to Negotiate a Lease Agreement with STAX Engineering for Basin 4 at the Point Potrero Marine
Terminal
FINANCIAL IMPACT: The proposed lease agreement with STAX Engineering (STAX) would generate initial base rent of $210,000
annually ($17,500 per month) for the Port Enterprise
Fund beginning in Fiscal Year 2026-27. The proposed
lease would include an initial five-year term with two
additional five-year extension options, for a potential total term of 15 years. Final rent adjustments and other
business terms will be established through lease
negotiations (Account String: 40161080 – 362801) This
item has no impact on the General Fund.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

City staff released a Request for Proposals for a new
tenant at Basin 4 and is recommending the selection of
the sole respondent, STAX Engineering. The proposed
tenancy would increase use of the property, support the City’s green economy and environmental objectives, help reduce harmful ship emissions throughout the Port of
Richmond, create industrial waterfront employment and
AGENDA
REPORT
14

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September 22, 2026
economic development opportunities, and generate
revenue for the Port Enterprise Fund.

RECOMMENDED ACTION: ADOPT a resolution to AWARD a lease to STAX Engineering for Basin 4 at the Point Potrero Marine
Terminal for use as a maritime emissions control
operations facility and Northern California operational headquarters, with an anticipated commencement date in
November 2026, and AUTHORIZE the executive director
(city manager), or their designee, to negotiate and
execute the lease agreement between the Surplus
Property Authority of the City of Richmond and STAX
Engineering – Economic Development Department
(Charles Gerard 510-829-2253).

DISCUSSION:

Background
Basin 4 is one of five concrete graving basins (dry docks) located at the Point Potrero Marine Terminal (PPMT), at the end of Canal Boulevard. Its history is known as World War II's historical Shipyard Number 3 at the Port of Richmond. Measuring roughly 575 by 100 feet, Basin 4 was built to construct and repair wartime cargo and military vessels. The current Basin 4 occupant lease expires in October 2026.

In July 2026, the Port of Richmond released a Request for Proposals (RFP) for a new tenant at Basin 4. The RFP included the lease, development, and operation of Basin 4 with the objective of activating the property for productive maritime use while generating revenue, supporting economic and workforce development, and advancing the City and Port's environmental objectives.

STAX submitted a proposal dated August 5, 2026, to lease, improve, and operate Basin 4 as its Northern California regional hub for maritime emissions capture and control operations. STAX proposes to use Basin 4 as a base for the berthing, provisioning, maintenance, and dispatch of its emissions capture and control barges serving vessels at the Port of Richmond and elsewhere in the San Francisco Bay Area.

STAX operates barge-based emissions capture and control systems designed to reduce emissions from ocean-going vessels while at berth. California Air Resources Board (CARB) Executive Orders included with STAX's proposal authorize STAX's systems as CARB Approved Emission Control Strategies (CAECS) for regulated vessel categories, including roll-on/roll-off vessels. STAX's system is designed to capture and treat auxiliary-engine exhaust and reduce oxides of nitrogen (NOx), particulate matter (PM), and reactive organic gases (ROG).
15

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September 22, 2026
Proposal Evaluation
A five-member evaluation panel reviewed STAX's proposal based on the following evaluation criteria. The criteria included:
 Commercial maritime operations and port experience, including demonstrated maritime emissions reduction technology;
 Regulatory approval for CARB At-Berth compliance capability;  Financial capacity, including established business in Richmond;  Proposed base rent and investment outlook for Basin 4;  Expected environmental and community air quality benefits; and  Alignment with City of Richmond and Port of Richmond objectives, including economic development, workforce development, and green economy benefits.

All five evaluators determined STAX met requirements in each RFP evaluation category and issued an overall determination of “Meets Requirements”. Based on the evaluation, staff recommends to proceed with negotiation of a lease agreement with STAX for Basin 4.

Proposed Use of Basin 4
Under its proposal, STAX would establish Basin 4 as its Northern California Emissions Control Hub. Basin 4 would function as the fixed operating base from which STAX's emissions-control barges would be berthed between service calls, provisioned, maintained, and dispatched to vessels calling at Richmond and other terminals in the region.

STAX anticipates initially stationing two to three emissions capture and control barges at Basin 4, with the potential to increase the number based on contracted demand.

Supporting upland uses would include crew and dispatch functions, storage of parts and consumables, maintenance staging, parking, security, utilities, and related maritime support activities.

Lease and Proposal Analysis
The Port retained Land Econ Group for an economic market analysis on lease rates at PPMT. Land Econ Group provided a memorandum (Attachment 3) regarding current industrial waterfront market lease rent rates.

Based on its analysis of comparable lease rates and the operational and economic benefits associated with establishing STAX’s Northern California emissions-control hub at Basin 4, Land Econ Group recommended a negotiation range of $16,000 to $18,000 per month, with annual CPI adjustments of between three and five percent. STAX’s proposed initial base rent of $17,500 per month falls within the recommended range.

Proposed Lease Terms
STAX's proposal submission includes the following principal business terms, which would serve as the basis for final lease negotiations:
16

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September 22, 2026
 Initial Term: Five years, with anticipated commencement in November 2026.  Extension Options: Two additional five-year extension options, potentially providing a total lease term of 15 years.
 Base Rent: $210,000 annually, payable monthly at $17,500 per month.  Tenant Improvements: Improvements to Basin 4 would be funded by STAX and constructed pursuant to Port-approved plans.
 Maintenance: STAX would be responsible for maintaining the premises in a safe, clean, and professional condition.

Investment and Property Improvements
STAX proposes investing approximately $525,000 in improvements to Basin 4 during the first five years of the lease. Proposed improvements include berth and waterside upgrades; utilities; security; crew, dispatch, and office facilities; and environmental, safety, and spill-readiness measures.

Financial Capacity
STAX submitted financial information addressing its ability to undertake the proposed lease and improvements. STAX also submitted an August 5, 2026, financial health attestation from an independent Chief Financial Officer who reviewed recent financial statements, cash flow information, projections, debt obligations, and working-capital metrics. The attestation states that STAX maintains positive operating cash flow and adequate working capital and concludes that the company has the financial capacity to fulfill the obligations contemplated by the Basin 4 RFP without undue financial strain.

Environmental, Community and Workforce Benefits
The proposed lease would support the Port's efforts to reduce emissions associated with ocean-going vessels calling at Richmond terminals. STAX's technology captures vessel exhaust at the source and treats it through its barge-based emissions-control system.

In addition to direct lease revenue to the Port, STAX's proposal identifies potential local economic and workforce benefits associated with establishing its Northern California operating hub in Richmond. STAX projects approximately 125 maritime and technical positions, including barge and marine crew, system operators, maintenance and mechanical technicians, dispatch and operations personnel, and site supervision and regulatory compliance staff. STAX proposes to prioritize local recruitment and work with Richmond-area workforce organizations and training partners. 17

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September 22, 2026
Conclusion
STAX's proposal meets the evaluation criteria established for the lease, development, and operation of Basin 4. The evaluation panel determined that the proposal meets requirements across all evaluated categories. STAX has demonstrated relevant maritime emissions-control experience, CARB regulatory approvals, financial capacity, proposed private investment in Basin 4, and potential environmental, economic, and workforce benefits.

ADOPT a resolution Authorizing the Executive Director, or their designee, to negotiate and execute a lease with STAX that will allow the Port to move forward with activation of Basin 4 while preserving the ability to negotiate final business, operational, environmental, and risk-management terms on behalf of the Surplus Property Authority.

SYNERGISTIC POLICIES:

The proposed transition of Basin 4 supports City Council Strategic Goal Area 2 – Increase Revenue and Improve Economic Development, including:
 2.2: Revitalize, attract, and retain existing, small, and new businesses;  2.3: Create or re-envision infrastructure to attract new business and retail, manufacturing, infill development, and new customers for existing Richmond businesses; and
 2.5: Support revitalization of the Port.

The proposed transition also supports City Council Strategic Goal Area 6 – Address Shoreline Issues and Ecological Sustainability, including:
 6.1: Develop and implement strategies consistent with the Blue and Green New Deal.

DOCUMENTS ATTACHED:

Attachment 1 – Request for Proposals
Attachment 2 – Basin 4 Lease and Office Area Site Map
Attachment 3 – Land Econ Group Basin 4 Memo
Attachment 4 – STAX Engineering Basin 4 Proposal
Attachment 5 – STAX Engineering Financial Health Attestation Attachment 6 – Basin 4 Evaluation Matrix Summary
Attachment 7 – Resolution STAX Basin 4 Lease
Attachment 8 – DRAFT PORT Lease Agreement Basin 4_STAX
18 Request For Proposal
City of Richmond – Port of Richmond
Lease, Development, and Operation of Basin 4 at Point Potrero Marine Terminal for Maritime Emissions Reduction, Clean Maritime Technology, and Supporting Port Operations
Port of Richmond
City of Richmond
1322 Canal Boulevard,
Richmond, CA 94804
RELEASE DATE: July 16, 2026
DUE DATE: August 5, 2026 at 3:00 PM
RESPONSES MUST BE SUBMITTED ELECTRONICALLY TO:
www.ci.richmond.ca.us/bids
19 Table of Contents
OVERVIEW....................................................................................................................................... 3 PROJECT BACKGROUND/DESCRIPTION .......................................................................................... 3 SCOPE OF PROJECT ......................................................................................................................... 4 GOALS.......................................................................................................................................... 4 DESCRIPTION OF THE PREMISES ................................................................................................. 4 QUALIFICATIONS/EXPERIENCE........................................................................................................ 4 PROPOSAL REQUIREMENTS............................................................................................................ 5 SELECTION PROCESS ....................................................................................................................... 6 TIMELINE......................................................................................................................................... 7 PROPOSAL SUBMISSION INFORMATION ........................................................................................ 7 GENERAL GUIDELINES..................................................................................................................... 8 PUBLIC RECORDS......................................................................................................................... 9 INSURANCE REQUIREMENTS....................................................................................................... 9 BUSINESS LICENSES ..................................................................................................................... 9 COMPLIANCE WITH CITY ORDINANCES ...................................................................................... 9 SANCTUARY CITY CONTRACTING ORDINANCE ........................................................................... 9 COLLUSION.................................................................................................................................. 9 WITHDRAWAL OF PROPOSAL.................................................................................................... 10 PORT’S OBJECTIVE......................................................................................................................... 10 ATTACHMENTS.............................................................................................................................. 10 Attachment 1: Basin 4 Site Map................................................................................................ 10 Attachment 2: Property and Existing Conditions Information ................................................. 10 Attachment 3: Insurance Requirements................................................................................... 10 Attachment 4: Proposed Lease Terms / Form of Lease............................................................ 10 20 OVERVIEW
The City of Richmond, CA ("City"), through the Port of Richmond ("Port"), invites proposals from qualified firms and organizations interested in leasing, developing, improving, and operating certain waterfront property located at Basin 4 within the Point Potrero Marine Terminal ("PPMT").

The Port seeks an experienced maritime operator capable of establishing and maintaining a long-term maritime emissions reduction, clean maritime technology services, and related operations at the Port of Richmond Point Potrero Marine Terminal facility at Basin 4. The selected Proposer will be expected to operate a financially sustainable maritime business; support compliance with applicable air quality and maritime environmental regulations; reduce emissions from vessels visiting Richmond; maintain the Premises in a safe and professional condition; and generate fair and reasonable economic value for the Port.

This RFP describes the project, the desired uses of the Premises, the tenant selection process, and the minimum information that must be included in the proposal. Failure to submit information in accordance with the RFP requirements and procedures may be cause for disqualification. Respondents are required to read and understand all information contained within this entire proposal package. By responding to this RFP, the Respondent agrees to have read and understood these documents.

Issuance of this RFP does not obligate the City to enter into a lease or other agreement. The City reserves the right to reject any or all proposals, waive minor irregularities, request additional information, conduct negotiations, modify the solicitation process, and terminate the solicitation when determined to be in the City’s best interests.

PROJECT BACKGROUND/DESCRIPTION
The Port of Richmond is a municipal port operated by the City of Richmond and serves as an important maritime industrial, logistics, and economic development asset for the City and the San Francisco Bay Area. The Port operates as a landlord port and seeks to maximize the productive use of its real property assets while advancing the following strategic objectives:
• Safety and security;
• Financial sustainability and economic growth;
• Productive utilization of Port property;
• Environmental stewardship and emissions reduction;
• Creation and retention of maritime and industrial employment; and • Long-term protection and enhancement of City-owned waterfront assets.

Point Potrero Marine Terminal is a major Port facility supporting maritime commerce, automobile imports, vessel operations, industrial tenants, maritime services, and other Portrelated activities. 21 Basin 4 is a waterfront property within PPMT that presents a unique opportunity for the development of a maritime emissions reduction and clean maritime technology facility supporting vessels calling at the Port of Richmond and potentially other maritime facilities within the San Francisco Bay Area. The zoning for this facility is IW, Water-Related Industrial Zoning district.

The purpose of this RFP is to identify and select a qualified tenant and maritime operator that will lease, improve, activate, maintain, and operate Basin 4 for uses that provide substantial operational, environmental, financial, and strategic benefits to the Port and City. The Port is particularly interested in proposals that establish Basin 4 as a base of operations for marinebased technologies, vessels, barges, equipment, and personnel providing emissions reduction services to ocean-going vessels and other maritime operations.

SCOPE OF PROJECT
GOALS
This RFP seeks proposals capable of:
• Supporting compliance with the California Air Resources Board (CARB) At-Berth Regulation and other applicable air quality requirements; • Deploying commercially demonstrated maritime emissions control technology; • Providing services to regulated vessel categories calling at the Port of Richmond; • Investing in the Premises and associated maritime equipment; • Creating skilled maritime, technical, operational, and maintenance employment; • Advancing the City’s environmental, economic development, and green economy objectives; and
• Providing competitive rent and other economic benefits to the Port.

DESCRIPTION OF THE PREMISES
The Premises consist of City-owned waterfront property located at Basin 4 within Point Potrero Marine Terminal. A site map and available property and existing conditions information are provided in the Attachments to this RFP.

The Port makes no representation regarding the condition, suitability, load capacity, regulatory status, environmental condition, utility capacity, or fitness of the Premises for any particular use. Proposers are encouraged to attend the pre-proposal conference and site tour and to conduct their own due diligence.

QUALIFICATIONS/EXPERIENCE
22 To be considered responsive, a Proposer must demonstrate the following minimum qualifications:
• Maritime Operations Experience: A minimum of five (5) years of experience operating marine vessels, barges, maritime industrial equipment, emissions control equipment, or comparable maritime infrastructure.
• Commercial Operating Experience: Demonstrated experience providing commercial services to ocean-going vessels, marine terminals, shipping companies, ports, or comparable maritime customers.
• Emissions Reduction Technology: Demonstrated ownership of, contractual control over, or legally enforceable access to commercially operational maritime emissions reduction technology. The technology proposed for deployment must be approved, authorized, accepted, or otherwise eligible for use under applicable California Air Resources Board regulations, as evidenced by a current Executive Order documenting CARB-Approved Emissions Control Solution approval. The Proposer must have confirmed and contracted business within the Port of Richmond and at other sites within the San Francisco Bay Area.
• Financial Capacity: Sufficient financial resources to fund tenant improvements; maintain operations; maintain required insurance; pay rent and other lease obligations; and operate the proposed facility without requiring the Port to fund the Proposer’s primary business equipment or operations.

PROPOSAL REQUIREMENTS
Proposals should be clear, concise, and sufficiently detailed to permit the Port to evaluate the qualifications of the Proposer and the benefits of the proposed use. Proposals should include the following information:
• Cover Letter and Executive Summary: Provide an overview of the proposed project, proposed use of Basin 4, anticipated investment, environmental benefits, economic benefits, and reasons the proposal represents the best overall value to the Port. • Proposer Qualifications: Provide legal name and organizational structure; ownership information; corporate headquarters; years in operation; relevant maritime experience; relevant emissions reduction experience; port and marine terminal operating experience; key customers; regulatory approvals; and relevant project references. • Proposed Use and Operating Plan: Describe the proposed use of Basin 4; marine vessels and barges to be stationed at the Premises; equipment and technology to be deployed; and the number and type of employees.
• Capital Investment Plan: Describe anticipated investment in the improvement of the facilities, including operational improvements, utility improvements, security improvements, and other capital investments. Provide the estimated dollar value of investment to be made during the first five (5) years of the lease. The successful 23 proposer's capital investment, operational commitments, and project schedule may be incorporated into the final lease as performance obligations. • Economic and Workforce Benefits: Describe the number of permanent jobs; types of employment; apprenticeship opportunities; workforce training; local hiring opportunities; contracting opportunities for local businesses; and other economic benefits.
• Financial Capacity: Provide evidence of financial capacity, which may include audited financial statements; reviewed financial statements; bank references; evidence of financing; investor commitments; available capital; corporate guarantees; and other evidence demonstrating the ability to perform the proposed project. The Port may request additional financial information during the evaluation and negotiation process. • Lease and Economic Proposal: Provide the proposed initial lease term; requested extension options; proposed annual base rent; and other proposed financial terms. ◦ As part of the financial proposal, the Proposer shall include a proposed Gross Revenue Share Percentage to be paid to the Port of Richmond for all revenues generated from operations within the City of Richmond.
◦ The Gross Revenue Share Percentage shall be expressed as a fixed percentage (%) of the Proposer’s total gross revenues, without deductions, exclusions, or offsets, except as may be expressly permitted under the final lease or operating agreement.
◦ The Port reserves the right to negotiate a final Gross Revenue Share Percentage as part of the award process.
• References: Provide relevant project and customer references. • Required City Forms: Include all required City forms, including the Sanctuary City Compliance Statement.
• Exceptions: Identify any exceptions to the proposed lease terms or RFP requirements.

Proposals should be less than 15 pages. Detailed data and information may be provided as Appendices to the base proposal.

SELECTION PROCESS
The Port intends to use a qualifications- and best-value-based evaluation process. Proposals will be reviewed by an evaluation committee designated by the City. The City may request clarification; request supplemental information; conduct site visits; verify references; perform financial due diligence; request a Best and Final Offer; and recommend a preferred Proposer to the City Council. The City Council retains final authority to approve any lease resulting from this solicitation.

The information in each proposal will be reviewed and evaluated based on the following criteria:
24 Evaluation Criteria Points
Commercial Maritime Operations and Port Experience, including Demonstrated Maritime Emissions Reduction Technology
10 Regulatory Approval for CARB At-Berth Compliance Capability 20 Financial Capacity, including Established Business in Richmond 20 Proposed Base Rent and Investment Outlook in Basin 4 20 Expected Environmental and Community Air Quality Benefits 15 Alignment with City of Richmond and Port of Richmond Objectives:

Economic Development, Workforce Development, Green Economy Benefits 15 TOTAL 100
The City is not required to select the proposal offering the highest rent. Selection will be based upon the proposal determined to provide the greatest overall value to the Port and City.

TIMELINE

ACTIVITY DATE
RFP Issued July 16, 2026
Pre-Proposal Site Tour* July 23, 2026, at 10:30 AM
Deadline for Questions July 28, 2026, at 3:00 PM
Responses to Questions/Addenda July 31, 2026
Proposals Due August 5, 2026, at 3:00 PM
Selection of Preferred Proposer August 2026
City Council Consideration of Lease September 2026
Anticipated Lease Commencement November 2026
*The Site Tour will take place on July 23, 2026, at 10:30 AM. Please meet at 1319 Canal Blvd., Richmond, CA parking area. This location is at the head of the Basins and immediately in front of the Red Oak Victory ship (WWII Museum Ship).

The City reserves the right to modify this schedule.

PROPOSAL SUBMISSION INFORMATION
25 Electronic proposals shall be submitted via the City’s secure online bidding system. All required sections of the proposal must be submitted via the website. The Respondent is solely responsible for "on time" submission of their electronic proposal. The Bid Management System will not accept late proposals, and no exceptions shall be made. Respondents will receive an ebid confirmation number with a time stamp from the Bid Management System indicating that their proposal was submitted successfully. The City will only receive those proposals that were transmitted successfully. The proposal must be received no later than 3:00 p.m., local time, on August 5, 2026. The proposal and any required certifications shall be signed by an individual or individuals authorized to execute legal documents on behalf of the Respondent.

All questions must be submitted via the electronic BidsOnline system on the Q&A tab by July 28, 2026 at 3:00 PM. If the City finds it necessary to issue an addendum, prospective Respondents will receive e-mail notification of the addendum. Otherwise, answers to questions received will be provided on the Q&A tab and notification will be sent by July 31, 2026. It is the Respondent’s responsibility to periodically check the BidsOnline website, www.ci.richmond.ca.us/bids, for any possible addenda to the RFP that may have been posted.

Any party submitting a proposal shall not contact or lobby any City Council member, City official, employee (except those specified for contact), or agent regarding the RFP. Any party attempting to influence or circumvent the RFP, bid submittal, and review process shall have their proposal rejected for violating this provision of the RFP.

Interested parties may download copies of the abovementioned proposal by visiting the City’s website, www.ci.richmond.ca.us/bids. To download the RFP, new Respondents will be required to register. Once the Respondent downloads any documents relative to a solicitation, that Respondent’s name will appear on the Prospective Bidders list for that project and will receive any addenda or notifications relating to the RFP.

GENERAL GUIDELINES
This RFP does not commit the City of Richmond to award a lease or contract, to defray any costs incurred in the preparation of a proposal pursuant to this RFP, or to procure or contract for work. The City of Richmond may reject a proposal without providing the reason(s) underlying the declination. A failure to award a lease to the proposer offering the highest rent shall not constitute a valid cause of action against the City of Richmond. The City shall not be responsible for work done, even in good faith, prior to final approval of the proposed lease. The City may investigate the qualifications of any Respondent under consideration, require confirmation of information furnished by the Respondent, and require additional evidence of qualifications to perform the uses described in this RFP.

The City reserves the right to:
• Reject any or all proposals;
• Issue subsequent Requests for Proposals;
• Postpone opening for its own convenience;
26 • Remedy technical errors in the Request for Proposals process; • Negotiate with any, all, or none of the Respondents;
• Solicit best and final offers from all or some of the Respondents; • Select one or more Respondents;
• Accept other than the highest proposed rent; and
• Waive informalities and irregularities in proposals.

PUBLIC RECORDS
All proposals submitted in response to this RFP become the property of the City of Richmond and public records and, as such, may be subject to public review. Documents protected by law from public disclosure will not be disclosed by the City of Richmond if clearly marked with the word "confidential" on each applicable page. Trade secrets may be marked as confidential only to the extent they meet the requirements of California Government Code section 6254.7. Only information claimed to be a trade secret at the time of submittal to the City of Richmond and marked as "confidential" will be treated as a trade secret.

INSURANCE REQUIREMENTS
The City of Richmond requires parties doing business with it to obtain insurance, as shown in the RFP Attachments. The required insurance certificates must comply with all requirements of the standards as shown and must be provided within fifteen (15) days of issuance of the Notice of Intent to Award and prior to the commencement of any occupancy of or work on the Premises.

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

COMPLIANCE WITH CITY ORDINANCES
The successful Respondent shall comply with all applicable City contracting, business license, prevailing wage, local employment, and other applicable requirements, as further described in the Attachments.

SANCTUARY CITY CONTRACTING ORDINANCE
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"). Respondents must submit the Sanctuary City Compliance Statement with their proposal.

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

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

PORT’S OBJECTIVE
Through this solicitation, the City seeks to transform Basin 4 into a productive, revenuegenerating maritime facility that supports regulatory compliance, clean maritime technology deployment, private capital investment, environmental stewardship, skilled employment, and the long-term competitiveness of the Port of Richmond.

The selected tenant should demonstrate the technical expertise, operational capability, financial strength, regulatory experience, and commitment to private investment necessary to establish Basin 4 as a significant center for maritime emissions reduction and clean maritime operations serving the Port of Richmond and the broader San Francisco Bay maritime industry.

ATTACHMENTS
Attachment 1: Basin 4 Site Map
Attachment 2: Facility Plans
Attachment 3A/3B: Insurance Requirements
Attachment 4: Port Lease Template (final terms to be negotiated with selected tenant)
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MEMO - SECOND DRAFT
To: Charles Gerard, Director of the Port of Richmond
From: Bill Lee, Land Econ Group
Re: Assistance with Lease Negotiation for Basin 4
Date: August 14, 2026
CC: Nannette Beacham, Economic Development Director
Lizeht Zepeta and Soco Montore
Introduction
Basin 4 of the Point Potrero Marine Terminal is currently leased to Alcatraz Cruise Tours which uses it for vessel or equipment storage and occasional vessel repair. Their lease expires in October of 2026.

STAX Engineering has approached the Port indicating interest in leasing this basin and plans to use it for barge docking and emission capture operations. The Port issued an RFP for the leasing of Basin 4, and STAX was the only respondent. This memo, therefore, focuses on STAX Corporation.

STAX is an environmental technology company that provides mobile emissions capture for ships while they are docked in port. Its system uses specially equipped barges to bring the emission control system directly to the ship’s smokestack to remove pollutants before they enter the atmosphere (Figure 1).

This technology has been approved by the California Air Resources Board (CARB) for several classes of vessels, including container ships, auto carriers and tankers. This STAX technology has received 19 patents with two more pending.

STAX Engineering Inc.

STAX was founded in 2016 and has been growing rapidly. Headquartered in Long Beach, the firm has received several rounds of investment funding with the latest round being $150 million from Bain Capital which allows the firm to scale up its maritime emissions capture ahead of CARB’s 2027 tanker compliance deadline.1 Its interest in Basin 4 is part of this scale up strategy. STAX will establish Basin 4 as its Northern California Emissions Control Hub and will service ships docking at the Port of Richmond 1 STAX Engineering press release 30 June, 2026
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and in the Carquinez Strait. Initially two or three barges will be based at Basin 4, and as demand scales the number could grow to four to six barges.

For the Port of Richmond, the stationing of a dedicated fleet of STAX barges alleviates the Port’s need to install power and pollution control equipment at multiple terminals at significant expense and improves the Port’s competitive position relative to its competition. The Richmond City Council approved $2.25 million in funding to secure a dedicated STAX barge fleet by guaranteeing a minimum level of utilization with the expectation that demand for such services will grow as additional vessel types become subject to CARB requirements in 2027. By basing the dedicated barges at the Port, STAX is also bringing approximately 125 year-round maritime and technical jobs into the city.

Figure 1: STAX Barge Extracting Pollutants from Ship in Port Currently Lease Profile
The current lease profile for Point Potrero Marine Terminal (PPMT) is displayed in Table 1 below, and the terminals are mapped in Figure 1.
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Table 1: Existing Tenants and Lease Rates at PPMT
The current average monthly lease including the larger finger piers is slightly over $17,800. The average lease for Basins 1, 2 and 4, which are comparable to the basin that STAX is seeking, is approximately $13,300.

Figure 2: Map of Point Potrero Marine Terminal and Tenants The Importance of STAX Barge to Richmond
A dedicated STAX barge fleet is important to the City and Port in several ways:
32 4
• It extracts pollutants from ships docked at the Port of Richmond to allow the port to satisfy current and future CARB requirements. This maintains the Port of Richmond’s competitive position relative to other California ports that provide alternative docking to visiting ships. • It alleviates the Port of Richmond from having to incur the capital expenditures to install power and pollution extraction equipment at multiple docks and the staff to operate such equipment. • It improves the air quality for the North Bay communities. • While the City did make an investment in securing a dedicated fleet of STAX barges, its Port will eventually recover that investment by collecting Environmental Services Tariff charges from ships that use the port.
• STAX intends to invest approximately $250,000 per year in improvements to Basin 4. This will result in spending for goods and services in Richmond.
• STAX with its barge fleet will bring approximately 125 new marine and technical jobs to Richmond resulting in a significant economic development contribution.

Recommended Leasing Terms
Because securing a fleet of dedicated STAX barges is more important to the City of Richmond than simply gaining a lucrative commercial lease, we recommend that the Port offer a favorable lease based upon comparable leases rates rather than use its leverage to extract maximum revenue. We recommend a negotiation range of $16,000 to $18,000 per month with a CPI escalator of not less than three and not more than five percent per year. As the port improves its competitive position over time, the monthly lease will increase with inflation; and the Port will earn growing wharfage and other tariff revenue.
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Executive Order G-23-294-004 1
State of California

AIR RESOURCES BOARD
Executive Order G-23-294-004
CARB Approval of the STAXbox system used to control emissions from container vessels for compliance with the Control Measure for Ocean-Going Vessels At Berth STAX Engineering (STAX)
STAXbox
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) of the 2020 At Berth Regulation;
WHEREAS STAX is subject to the 2020 At Berth Regulation as a CAECS operator; WHEREAS STAX developed STAXbox, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going container vessel while at berth; WHEREAS STAXbox consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) dated February 28, 2023, 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; 56 Executive Order G-23-294-004 2
WHEREAS the original emission control system STAXbox.A-1 described in STAX’s Test Plan has been renamed to STAXbox 1-1;
WHEREAS STAX submitted their final Test Plan on February 28, 2023, using the STAXbox 1-1, 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), dated May 2, 2023; WHEREAS CARB reviewed and evaluated the Test Report and request for Executive Order for the STAXbox 1-1 based on the requirements specified in the 2020 At Berth Regulation; WHEREAS CARB found the submitted documents indicate STAXbox 1-1 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 CARB issued EO G-23-294 on December 4, 2023, approving the STAXbox 1-1 for use for compliance with the 2020 At Berth Regulation for container vessels; WHEREAS EO G-23-294 approved STAXbox 1-1 to control a single auxiliary engine; WHEREAS G-23-294-002 approved STAXbox 1-2 as a duplicate of STAXbox 1-1 to control a single auxiliary engine;
WHEREAS STAX submitted “Research Test Plan for Design Change - RoRo Vessels:

Two Sources to Two Xbox Emissions Control System” (Design Change Test Plan) on May 5, 2025, seeking to use STAXbox 1-1 and 1-2 as a dual train system where each STAXbox controls one engine exhaust simultaneously, and CARB issued STAX a test plan approval letter on June 12, 2025, for the Design Change Test Plan; WHEREAS, STAXbox, also known as the control unit or train, is the emission control system, and Xcraft is the barge. Xcraft-1 barge includes two STAXboxes (STAXbox 1-1 and STAXbox 1-2), where each STAXbox controls one auxiliary engine; WHEREAS the Xcraft barge can operate either one STAXbox to control one auxiliary engine or both STAXboxes simultaneously to control two auxiliary engines, a configuration known as dual-train operation;
WHEREAS STAX submitted “Testing Results for Design Change – RoRo Vessels Two Sources to Two Xbox Emissions Control System” (Design Change Test Report) on May 15, 2025, and supplemental data submitted on July 7, 2025;
WHEREAS CARB found the submitted documents indicate the STAXbox 1-1 and 1-2 dual train system is a modification to the design or operation of a CAECS per section 93130.5(i)(2) of the 2020 At Berth Regulation, and the Executive Officer found it was appropriate to update the approval with changes to reflect the modification which include 57 Executive Order G-23-294-004 3
the approval to operate a single STAXbox individually or two STAXboxes operating simultaneously in dual-train mode on the same ro-ro vessel and issued EO G-24-054-003; WHEREAS STAX submitted a request to extend the approved dual train operation for ro-ro vessels to container vessels on October 27, 2025;
WHEREAS STAX manufactured additional equipment that is a duplicate of the STAXbox 1-1 (single train system) and the STAXbox 1-1 and STAXbox 1-2 (dual train system) to be operated under the same approved operating conditions, and requested the duplicate be added to the Executive Order;
WHEREAS duplicate equipment can be added to an Executive Order after the equipment has been verified to be a duplicate, with the condition that the required in-use compliance testing is conducted with the in-use compliance test (including emissions) data submitted to CARB within 6 months or 30 vessel visits, whichever comes first; WHEREAS duplicate equipment must be identical to the equipment described in STAX’s Test Plan submitted on February 28, 2023, as amended by STAX’s Design Change Test Plan submitted on May 5, 2025, which updated the genset make/model information and dual train system operation;
WHEREAS equipment can be considered duplicates of either STAXbox 1-1 (single train system) or STAXbox 1-1 and STAXbox 1-2 (dual train system); WHEREAS the following in-use compliance tests must be conducted on duplicate equipment within 6 months or 30 vessel visits, whichever comes first, after the date that the duplicate equipment is approved and added to the Executive Order: 1) Third-party source testing at one load point following the requirements of section 93130.5(g) of the 2020 At Berth Regulation with Relative Accuracy Test Audit (RATA) testing.; 2) Third-party capture efficiency testing at one load point.; 3) Durability testing on a minimum of five vessels and a minimum of 200 hours;
WHEREAS for systems approved to use similar operating conditions for use on multiple vessel types (such as container, ro-ro, and/or tanker vessels) for auxiliary engines, the in-use compliance testing requirements outlined above shall only be conducted on one selected vessel type, based on the earliest applicable in-use compliance deadline, to avoid duplicative testing across vessel types;
WHEREAS for dual train systems approval, both STAXboxes (trains) must complete all of the in-use compliance testing outlined above;
WHEREAS during in-use compliance testing, either a single STAXbox can operate individually or two STAXboxes can operate simultaneously in dual-train mode on the same vessel;
WHEREAS in-use compliance third-party source testing must be conducted for all pollutants listed in section 93130.5 (g) of the 2020 At Berth Regulation, and all testing must follow the 58 Executive Order G-23-294-004 4
test methods specified in section 93130.5 (g) and in STAX’s Test Plan submitted on February 28, 2023;
WHEREAS duplicate equipment may require additional testing or be removed from the Executive Order if the required testing is not submitted to CARB within 6 months or 30 vessel visits, whichever comes first, after the date that the duplicate equipment is approved and added to the Executive Order;
WHEREAS duplicate equipment will be removed from the Executive Order if, after CARB evaluates the test data, CARB determines that the in-use compliance test data demonstrates the system achieves emission rates greater than those specified in section 93130.5(d) of the 2020 At Berth Regulation;
WHEREAS during the in-use compliance period, all requirements of the Executive Order must be followed, including all malfunction reporting and recordkeeping requirements.

Failure to comply with the requirements of the Executive Order, including section 93130.12 of the 2020 At Berth Regulation, will cause the equipment to be removed from the Executive Order and the approved equipment list;
WHEREAS STAX requested the STAXbox system(s) listed in addition to the STAXbox 1-1 and STAXbox 1-2 dual train system in Attachment 1 to be approved as duplicate equipment under this Executive Order and submitted information for CARB to verify the systems are duplicates of the STAXbox 1-1 (single train system) or the STAXbox 1-1 and STAXbox 1-2 (dual train system);
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 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;
NOW, THEREFORE, IT IS ORDERED that the STAXbox 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 STAXbox system(s) (Approved Equipment) and the vessel and engine types for which the STAXbox system(s) are approved to control can be found in Attachment 1 of this Executive Order.

APPROVAL OF DUPLICATE EQUIPMENT
BE IT FURTHER ORDERED, the duplicate STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order are approved as verified duplicates of the equipment described in STAX’s Test Plan submitted on February 28, 2023, as amended by 59 Executive Order G-23-294-004 5
STAX’s Design Change Test Plan submitted on May 5, 2025, which updated the genset make/model information and dual train system operation, and may be used pursuant to the terms and conditions of this Executive Order on the vessels and engine types as provided in Attachment 1.

BE IT FURTHER ORDERED, STAX will conduct the required in-use compliance testing to verify compliance of duplicate equipment within six months or 30 vessel visits, whichever comes first, for every new piece of equipment added to this Executive Order.

BE IT FURTHER ORDERED, STAX may only use the STAXbox equipment identified as Approved Equipment in Attachment 1 to demonstrate compliance with the 2020 At Berth Regulation pursuant to this Executive Order, and any additional duplicates must receive CARB approval prior to use pursuant to this Executive Order.

APPROVED OPERATING CONDITIONS
Parameter Value
Ocean-going vessel engine type
Approved operating modes for STAXboxes on
ocean-going container vessels:
• One STAXbox controlling one auxiliary
engine,
• Two STAXboxes operating simultaneously in
dual train mode, each controlling 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))
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) per engine 3,500 kW per STAXbox Ocean-going vessel allowable operating range (kW)
per engine 266 kW to 890 kW
Allowable exhaust flow rate in standard cubic feet
per minute (scfm) per STAXbox 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
60 Executive Order G-23-294-004 6
Parameter Value
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) 320 kW
CAECS auxiliary generator renewable diesel carbon
intensity limit in grams of carbon dioxide equivalent
per megajoule of fuel (g CO2e/MJ)

26.99 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 following the notification and operational requirements per sections 93130.12(b)(1) and 93130.12(b)(2) of the 2020 At Berth Regulation:

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

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

MONITORING REQUIREMENTS
BE IT FURTHER ORDERED, for every 1,000 hours of operation (and at a minimum annually), STAX shall submit data to the Executive Officer from the continuous emission monitoring system (CEMS) for each visit the CAECS is operated, to verify that the emission reduction levels are maintained, paying the applicable Certification Fee for the 2020 At Berth Regulation (California Code of Regulations, Title 13, 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 CEMS parameter list submitted on June 4, 2025.

BE IT FURTHER ORDERED, within 30 days of a vessel departure, for every visit where STAXbox is used as a CAECS, STAX shall report to CARB visit information as required by section 93130.12(b)(3) of the 2020 At Berth Regulation. 61 Executive Order G-23-294-004 7
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) of the 2020 At Berth Regulation, 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) of the 2020 At Berth Regulation, 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-hr. 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) of the 2020 At Berth Regulation, 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 in accordance with “Section 5. Maintenance” of STAX’s Test Plan.

BE IT FURTHER ORDERED, the Executive Officer may request that the STAXbox 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 of the 2020 At Berth Regulation.

BE IT FURTHER ORDERED, STAX shall report within 24 hours to CARB, by electronic means, any malfunction with the CEMS system that occurs for a period greater than one hour and makes the emission control unverifiable, and STAX shall retain for five years all records pertaining to the malfunction pursuant to section 93130.12 of the 2020 At Berth Regulation. 62 Executive Order G-23-294-004 8
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) of the 2020 At Berth Regulation.

BE IT FURTHER ORDERED, records made pursuant to section 93130.12 of the 2020 At Berth Regulation shall be kept for a minimum of five years and STAX shall submit information to CARB according to section 93130.19 of the 2020 At Berth Regulation.

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 complies with the Approved Operating Conditions in this Executive Order. • STAX must inform the vessel operator of the STAXbox operating conditions and ensure the vessel is only operating one or two auxiliary engine(s) while the STAXbox(s) is controlling emissions.
• STAX must operate either one STAXbox to control a single auxiliary engine on a container vessel, or two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same container vessel, where each STAXbox controls only one auxiliary engine.
• Delays or interruptions in emissions control caused by a malfunction, or when the operational requirements in section 93130.12 of the 2020 At Berth Regulation 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 Xcraft or STAXbox design, or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified and approves in advance per section 93130.5(i)(2) of the 2020 At Berth Regulation. Design changes include changes to any part of the STAXbox 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 (California Code of Regulations, Title 13, 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, or approval of any 63 Executive Order G-23-294-004 9
or all STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order, if the system fails to demonstrate that the expected emissions reductions are being achieved or if the STAXbox design or approved operating parameters are changed without prior notification and approval by the Executive Officer. If a STAXbox system malfunctions and fails to achieve emissions reductions required by the 2020 At Berth Regulation while performing with the same design, conditions, and requirements approved for the original approved system, the Executive Officer may revoke its approval of the duplicate system, remove it from the Executive Order, and/or require additional testing requirements if necessary.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date G-23-294 was executed (December 4, 2023) unless it is revoked by CARB as set forth in section 93130.5(l) of the 2020 At Berth Regulation. 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 2020 At Berth Regulation, after paying any applicable Certification Fees for the At Berth Regulation (California Code of Regulations, Title 13, Division 3, Chapter 16, Article 7, sections 2913 and 2914).

BE IT FURTHER ORDERED, marketing of the STAXbox using any identification other than that shown in this Executive Order or marketing of the STAXbox 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 STAX does not comply with any of the requirements in this Executive Order.

Executive Order EO G-23-294-003 is hereby superseded and is of no further force and effect.

Executed at Sacramento, California, this 20th day of May 2026. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
Attachment 1: Approved Equipment List
64 Executive Order G-23-294-004 10
Barge STAXbox Ocean-going
Vessel Type
Ocean-going
Vessel Engine
Type***
Capture
Hood Type
In-Use Compliance
Testing*
Xcraft-1 STAXbox 1-1 Container
vessel
One auxiliary
engine Flex duct
Original STAXbox system
approved, and not a
duplicate. No requirement.

Xcraft-1 STAXbox 1-2 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by June 23, 2025,
whichever comes first.

Xcraft-2 STAXbox 2-1 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 15, 2025,
whichever comes first.

Xcraft-3 STAXbox 3-1 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by June 23, 2025,
whichever comes first.

Xcraft-3 STAXbox 3-2 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by June 23, 2025,
whichever comes first.

Xcraft-4 STAXbox 4-1 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-4 STAXbox 4-2 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-5 STAXbox 5-1 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-5 STAXbox 5-2 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.
65 Executive Order G-23-294-004 11
Barge STAXbox Ocean-going
Vessel Type
Ocean-going
Vessel Engine
Type***
Capture
Hood Type
In-Use Compliance
Testing*
Xcraft-6 STAXbox 6-1 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-6 STAXbox 6-2 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-7 STAXbox 7-1 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-7 STAXbox 7-2 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-8 STAXbox 8-1 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.

Xcraft-8 STAXbox 8-2 Container
vessel
One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by
November 30, 2025,
whichever comes first.**
* Consistent with the terms and conditions of the Executive Order, duplicate equipment listed in Attachment A may be used for compliance with the At Berth Regulation. Duplicate equipment remains eligible for use under this Executive Order unless or until removed from Attachment 1.
** STAX requested the STAXbox 8-2 be removed from this Executive Order on November 12, 2025. STAXbox 8-2 is no longer approved for use on container vessels.

Before it can be used on container vessels, STAX must reapply and request that STAXbox 8-2 be added to this Executive Order.
*** Consistent with the terms and conditions of the Executive Order, STAX is approved to operate either one STAXbox to control a single auxiliary engine on a container vessel, or two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same container vessel.
66 Executive Order G-24-054-004 1
State of California

AIR RESOURCES BOARD
Executive Order G-24-054-004
CARB Approval of the STAXbox 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
WHEREAS on 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) of the 2020 At Berth Regulation;
WHEREAS STAX is subject to the 2020 At Berth Regulation as a CAECS operator; WHEREAS STAX developed STAXbox, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going ro-ro vessel while at berth; WHEREAS STAXbox consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) dated February 28, 2023, 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; 67 Executive Order G-24-054-004 2
WHEREAS the original emission control system STAXbox.A-1 described in STAX’s Test Plan has been renamed to STAXbox 1-1;
WHEREAS STAX submitted their final Test Plan on February 28, 2023, using the STAXbox 1-1, 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) and request for Executive Order on May 26, 2023;
WHEREAS CARB reviewed and evaluated the Test Report and request for Executive Order for the STAXbox 1-1 based on the requirements specified in the 2020 At Berth Regulation; WHEREAS CARB found the submitted documents indicate STAXbox 1-1 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 CARB issued EO G-24-054 on March 21, 2024, approving the STAXbox 1-1 for use for compliance with the 2020 At Berth Regulation for ro-ro vessels; WHEREAS EO G-24-054 approved STAXbox 1-1 to control a single auxiliary engine; WHEREAS G-24-054-002 approved STAXbox 1-2 as a duplicate of STAXbox 1-1 to control a single auxiliary engine;
WHEREAS STAX submitted “Research Test Plan for Design Change - RoRo Vessels: Two Sources to Two Xbox Emissions Control System” (Design Change Test Plan) on May 5, 2025, seeking to use STAXbox 1-1 and 1-2 as a dual train system where each STAXbox controls one engine exhaust simultaneously, and CARB issued STAX a test plan approval letter on June 12, 2025, for the Design Change Test Plan;
WHEREAS, STAXbox, also known as the control unit or train, is the emission control system, and Xcraft is the barge. Xcraft-1 barge includes two STAXboxes (STAXbox 1-1 and STAXbox 1-2), where each STAXbox controls one auxiliary engine; WHEREAS the Xcraft barge can operate either one STAXbox to control one auxiliary engine or both STAXboxes simultaneously to control two auxiliary engines, a configuration known as dual-train operation;
WHEREAS STAX submitted “Testing Results for Design Change – RoRo Vessels Two Sources to Two Xbox Emissions Control System” (Design Change Test Report) on May 15, 2025, and supplemental data submitted on July 7, 2025;
WHEREAS CARB found the submitted documents indicate the STAXbox 1-1 and 1-2 dual train system is a modification to the design or operation of a CAECS per section 93130.5(i)(2) of the 2020 At Berth Regulation, and the Executive Officer finds it is appropriate to update the approval with changes to reflect the modification which include the approval to operate a single STAXbox individually or two STAXboxes operating simultaneously in dual-train mode on the same ro-ro vessel and issued EO G-24-054-003; 68 Executive Order G-24-054-004 3
WHEREAS STAX manufactured additional equipment that is a duplicate of the STAXbox 1-1(single train system) and the STAXbox 1-1 and STAXbox 1-2 (dual train system) to be operated under the same approved operating conditions, and requested the duplicate be added to the Executive Order;
WHEREAS duplicate equipment can be added to an Executive Order after the equipment has been verified to be a duplicate, with the condition that the required in-use compliance testing is conducted with the in-use compliance test (including emissions) data submitted to CARB within 6 months or 30 vessel visits, whichever comes first; WHEREAS duplicate equipment must be identical to the equipment described in STAX’s Test Plan submitted on February 28, 2023, as amended by STAX’s Design Change Test Plan submitted on May 5, 2025, which updated the genset make/model information and dual train system operation;
WHEREAS equipment can be considered duplicates of either STAXbox 1-1 (single train system) or STAXbox 1-1 and STAXbox 1-2 (dual train system).

WHEREAS the following in-use compliance tests must be conducted on duplicate equipment within 6 months or 30 vessel visits, whichever comes first, after the date that the duplicate equipment is approved and added to the Executive Order: 1) Third-party source testing at one load point following the requirements of section 93130.5(g) of the 2020 At Berth Regulation with Relative Accuracy Test Audit (RATA) testing.; 2) Third-party capture efficiency testing at one load point.; 3) Durability testing on a minimum of 5 vessels and a minimum of 200 hours;
WHEREAS for systems approved to use similar operating conditions for use on multiple vessel types (such as container, ro-ro, and/or tanker vessels) for auxiliary engines, the in-use compliance testing requirements outlined above shall only be conducted on one selected vessel type, based on the earliest applicable in-use compliance deadline, to avoid duplicative testing across vessel types;
WHEREAS for dual train systems approval, both STAXboxes (trains) must complete all of the in-use compliance testing outlined above;
WHEREAS during in-use compliance testing, either a single STAXbox can operate individually or two STAXboxes can operate simultaneously in dual-train mode on the same vessel;
WHEREAS in-use compliance third-party source testing must be conducted for all pollutants listed in section 93130.5 (g) of the 2020 At Berth Regulation, and all testing must follow the test methods specified in section 93130.5 (g) and in STAX’s Test Plan submitted on February 28, 2023;
WHEREAS duplicate equipment may require additional testing or be removed from the Executive Order if the required testing is not submitted to CARB within 6 months or 69 Executive Order G-24-054-004 4
30 vessel visits, whichever comes first, after the date that the duplicate equipment is approved and added to the Executive Order;
WHEREAS duplicate equipment will be removed from the Executive Order if, after CARB evaluates the test data, CARB determines that the in-use compliance test data demonstrates the system achieves emission rates greater than those specified in section 93130.5(d) of the 2020 At Berth Regulation;
WHEREAS during the in-use compliance period, all requirements of the Executive Order must be followed, including all malfunction reporting and recordkeeping requirements.

The approved STAXbox system(s) (Approved Equipment) and the vessel and engine types for which the STAXbox system(s) are approved to control can be found in Attachment 1 of this Executive Order.

APPROVAL OF DUPLICATE EQUIPMENT
BE IT FURTHER ORDERED, the duplicate STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order are approved as verified duplicates of the equipment described in STAX’s Test Plan submitted on February 28, 2023, as amended by STAX’s Design Change Test Plan submitted on May 5, 2025, which updated the genset make/model information and dual train system operation, and may be used pursuant to the terms and conditions of this Executive Order on the vessels and engine types as provided in Attachment 1.
70 Executive Order G-24-054-004 5
BE IT FURTHER ORDERED, STAX will conduct the required in-use compliance testing to verify compliance of duplicate equipment within six months or 30 vessel visits, whichever comes first, for every new piece of equipment added to this Executive Order.

APPROVED OPERATING CONDITIONS
Parameter Value
Ocean-going vessel engine type
Approved operating modes for STAXboxes on
ocean-going ro-ro vessels:
• One STAXbox controlling one auxiliary
engine,
• Two STAXboxes operating simultaneously in
dual train mode, each controlling 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))
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) per engine 3,500 kW per STAXbox Ocean-going vessel allowable operating range (kW)
per engine 266 kW to 890 kW
Allowable exhaust flow rate in standard cubic feet
per minute (scfm) per STAXbox 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)
457.5lb/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)

25.70 g CO2e/MJ fuel
Maximum ammonia slip emissions in parts per
million by volume, dry basis (ppmdv) 5 ppmdv averaged over 60 minutes 72 Executive Order G-24-054-004 7

BE IT FURTHER ORDERED, the CEMS parameters submitted to the Executive Officer must follow the parameters and measurement methods listed in STAX’s CEMS parameter list submitted on June 4, 2025.

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) of the 2020 At Berth Regulation, 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) of the 2020 At Berth Regulation, the vessel operator must 73 Executive Order G-24-054-004 8
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, STAX shall maintain the STAXbox in accordance with “Section 5.

Maintenance” of STAX’s Test Plan.

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) of the 2020 At Berth Regulation.

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) of the 2020 At Berth Regulation.
74 Executive Order G-24-054-004 9
BE IT FURTHER ORDERED, records made pursuant to section 93130.12 of the 2020 At Berth Regulation shall be kept for a minimum of five years, and STAX shall submit information to CARB according to section 93130.19 of the 2020 At Berth Regulation.

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 complies with the Approved Operating Conditions in this Executive Order. • STAX must inform the vessel operator of the STAXbox operating conditions and ensure the vessel is only operating one or two auxiliary engine(s) while the STAXbox(s) is controlling emissions.
• STAX must operate either one STAXbox to control a single auxiliary engine on a ro-ro vessel, or two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same ro-ro vessel, where each STAXbox controls only one auxiliary engine.
• Delays or interruptions in emissions control caused by a malfunction, or when the operational requirements in section 93130.12 of the 2020 At Berth Regulation 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 Xcraft or STAXbox design or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified and approves in advance per section 93130.5(i)(2) of the 2020 At Berth Regulation. Design changes include changes to any part of the STAXbox 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 (California Code of Regulations, Title 13, 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, or approval of any or all STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order, if the system fails to demonstrate that the expected emissions reductions are being achieved or if the STAXbox design or approved operating parameters are changed without prior notification and approval by the Executive Officer. If a STAXbox system malfunctions and fails to achieve emissions reductions required by the 2020 At Berth Regulation while performing with the same design, conditions, and requirements approved for the original approved system, the Executive Officer may revoke its approval of the 75 Executive Order G-24-054-004 10
duplicate system, remove it from the Executive Order, and/or require additional testing requirements if necessary.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date G-24-054 was executed (March 21, 2024) unless it is revoked by CARB as set forth in section 93130.5(l) of the 2020 At Berth Regulation. 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 2020 At Berth Regulation, after paying any applicable Certification Fees for the At Berth Regulation (California Code of Regulations, Title 13, Division 3, Chapter 16, Article 7, sections 2913 and 2914).

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 STAX does not comply with any of the requirements in this Executive Order.

Executive Order EO G-24-054-003 is hereby superseded and is of no further force and effect.

Executed at Sacramento, California, this 20th day of May 2026. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
Attachment 1: Approved Equipment List
76 Executive Order G-24-054-004 11
Attachment 1: Approved Equipment List
Barge STAXbox Ocean-going
Vessel Type
Ocean-going
Vessel Engine
Type***
Capture
Hood Type
In-Use Compliance
Testing*
Xcraft-1 STAXbox 1-1 Ro-Ro vessel One auxiliary
engine Flex duct
Original STAXbox system
approved, and not a
duplicate. No requirement.

Xcraft-1 STAXbox 1-2 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by June 23, 2025,
whichever comes first.

Xcraft-2 STAXbox 2-1 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 24, 2025,
whichever comes first.**
Xcraft-3 STAXbox 3-1 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by June 23, 2025,
whichever comes first.

Xcraft-3 STAXbox 3-2 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by June 23, 2025,
whichever comes first.

Xcraft-4 STAXbox 4-1 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-4 STAXbox 4-2 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-5 STAXbox 5-1 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-5 STAXbox 5-2 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.
77 Executive Order G-24-054-004 12
Barge STAXbox Ocean-going
Vessel Type
Ocean-going
Vessel Engine
Type***
Capture
Hood Type
In-Use Compliance
Testing*
Xcraft-6 STAXbox 6-1 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-6 STAXbox 6-2 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-7 STAXbox 7-1 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-7 STAXbox 7-2 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-8 STAXbox 8-1 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.

Xcraft-8 STAXbox 8-2 Ro-Ro vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by March 29, 2026,
whichever comes first.****
* Consistent with the terms and conditions of the Executive Order, duplicate equipment listed in Attachment 1 may be used for compliance with the At Berth Regulation. Duplicate equipment remains eligible for use under this Executive Order unless or until removed from Attachment 1.
** STAX requested the STAXbox 2-1 be removed from this Executive Order on March 16, 2025. STAXbox 2-1 is no longer approved for use on ro-ro vessels. Before it can be used on ro-ro vessels, STAX must reapply and request that STAXbox 2-1 be added to this Executive Order.
*** Consistent with the terms and conditions of the Executive Order, STAX is approved to operate either one STAXbox to control a single auxiliary engine on a ro-ro vessel, or two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same ro-ro vessel.
78 Executive Order G-24-054-004 13
**** STAX requested the STAXbox 8-2 be removed from this Executive Order on November 12, 2025. STAXbox 8-2 is no longer approved for use on ro-ro vessels. Before it can be used on ro-ro vessels, STAX must reapply and request that STAXbox 8-2 be added to this Executive Order.
79 Executive Order G-25-200-001 1
State of California

AIR RESOURCES BOARD
Executive Order G-25-200-001
CARB Approval of the STAXbox system used to control emissions from tanker vessels for compliance with the Control Measure for Ocean-Going Vessels At Berth STAX Engineering (STAX)
STAXbox
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) of the 2020 At Berth Regulation;
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/kWhr for NOx,

0.03 g/kWhr for PM 2.5, and 0.02 g/kWhr 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 STAX is subject to the 2020 At Berth Regulation as a CAECS operator; WHEREAS STAX developed STAXbox, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going tanker vessel while at berth; 80 Executive Order G-25-200-001 2
WHEREAS, STAXbox consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) dated December 18, 2024, 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; WHEREAS, STAXbox, also known as the control unit or train, is the emission control system, and Xcraft is the barge. Xcraft-1 barge includes two STAXboxes (STAXbox 1-1 and STAXbox 1-2), where each STAXbox controls one auxiliary engine.

WHEREAS STAX submitted their final Test Plan on December 18, 2024 using the Xcraft-1 (STAXbox 1-1 and STAXbox 1-2), and CARB issued STAX a Test Plan approval letter on March 19, 2025;
WHEREAS STAX submitted the “Emissions Measurement from Tanker Vessels Using STAX Engineering’s Barge Based Capture and Control System” (Test Report) and request for Executive Order on January 7, 2025;
WHEREAS CARB reviewed and evaluated the Test Report, supplemental data submitted on March 13, 2025, May 22, 2025, June 6, 2025, July 9, 2025, and request for Executive Order for the STAXbox 1-1 and STAXbox 1-2 based on the requirements specified in the 2020 At Berth Regulation;
WHEREAS CARB found the submitted documents indicate STAXbox 1-1 and STAXbox 1-2 achieves the emission reductions and has GHG emissions that are grid neutral for 2025 as stated in the Test Report and required by the 2020 At Berth Regulation under section 93130.5(d) and issued EO G-25-200 on July 29, 2025, approving STAXbox 1-1 and STAXbox 1-2 for use for compliance with the 2020 At Berth Regulation for tanker vessels.

WHEREAS STAX submitted “Research Test Plan for Design Change – Tankers: Two Sources to One STAXbox Emissions Control System ” (Design Change Test Plan) on July 22, 2025, seeking to use STAXbox 1-1 and STAXbox 1-2 to demonstrate control of two auxiliary engines with one STAXbox by using a “Y” manifold, and CARB issued STAX a test plan approval letter on August 28, 2025, for the Design Change Test Plan; WHEREAS STAX submitted “Testing Results for Design Change – Tanker Vessels:

Two Sources to One STAXbox Emissions Control System” (Design Change Test Report) on January 27, 2026;
WHEREAS CARB found the submitted documents indicate the use of the “Y” manifold to control two auxiliary engines with one STAXbox is a modification to the design or operation of a CAECS per section 93130.5(i)(2) of the 2020 At Berth Regulation, and the Executive Officer finds it is appropriate to update the approval with changes to reflect the modification which include the approval to control two tanker auxiliary engines using one STAXbox; WHEREAS CARB found the testing submitted by STAX indicates the STAXbox achieves the performance standards in section 93130.5(d) when operated as either one STAXbox to 81 Executive Order G-25-200-001 3
control a single auxiliary engine on a tanker vessel, two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same tanker vessel, where each STAXbox controls only one auxiliary engine, one STAXbox using a “Y” manifold to control two auxiliary engines while the other STAXbox is not in operation, or one STAXbox using a “Y” manifold to control two auxiliary engines while the other STAXbox controls one auxiliary engine;
WHEREAS STAX manufactured additional equipment that is a duplicate of the STAXbox 1-1 and STAXbox 1-2 dual train system to be operated under the same approved operating conditions, and requested the duplicate be added to the Executive Order; WHEREAS duplicate equipment can be added to an Executive Order after the equipment has been verified to be a duplicate, with the condition that the required in-use compliance testing is conducted with the in-use compliance test (including emissions) data submitted to CARB within 6 months or 30 vessel visits, whichever comes first; WHEREAS duplicate equipment must be identical to the equipment described in STAX’s Test Plan submitted on December 18, 2024.

WHEREAS the following in-use compliance tests must be conducted on each duplicate equipment within 6 months or 30 vessel visits, whichever comes first, after the date that the duplicate equipment is approved and added to the Executive Order: 1) Third-party source testing at one load point following the requirements of section 93130.5(g) of the 2020 At Berth Regulation with Relative Accuracy Test Audit (RATA) testing; 2) Third-party capture efficiency testing at one load point; 3) Durability testing on a minimum of 5 vessels and a minimum of 200 hours;
WHEREAS for systems approved for use on multiple vessel types (such as container, ro-ro, and/or tanker vessels) for auxiliary engines, the in-use compliance testing requirements outlined above shall only be conducted on one selected approved vessel type, based on the earliest applicable in-use compliance deadline, to avoid duplicative testing across vessel types;
WHEREAS for dual train systems, each of the two STAXboxes (trains) must complete all of the in-use compliance testing outlined above.

WHEREAS in-use compliance third-party source testing must be conducted for all pollutants listed in section 93130.5 (g) of the 2020 At Berth Regulation, and all testing must follow the test methods specified in section 93130.5 (g) and in STAX’s Test Plan submitted on December 18, 2024;
WHEREAS duplicate equipment will be removed from the Executive Order if the required testing is not submitted to CARB within 6 months or 30 vessel visits, whichever comes first, after the date that the duplicate equipment is approved and added to the Executive Order; WHEREAS duplicate equipment may require additional testing or be removed from the Executive Order if, after CARB evaluates the test data, CARB determines that the in-use 82 Executive Order G-25-200-001 4
compliance test data demonstrates the system achieves emission rates greater than those specified in section 93130.5(d) of the 2020 At Berth Regulation; WHEREAS during the in-use compliance period, all requirements of the Executive Order must be followed, including all malfunction reporting and recordkeeping requirements.

Failure to comply with the requirements of the Executive Order, including section 93130.12 of the 2020 At Berth Regulation, will cause the equipment to be removed from the Executive Order and the approved equipment list;
WHEREAS STAX requested the STAXbox system(s) listed in addition to the STAXbox 1-1 and STAXbox 1-2 dual train system in Attachment 1 to be approved as duplicate equipment under this Executive Order and submitted information for CARB to verify the systems are duplicates of the STAXbox 1-1 and STAXbox 1-2 dual train system; 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 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;
NOW, THEREFORE, IT IS ORDERED that the STAXbox 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 STAXbox system(s) (Approved Equipment) and the vessel and engine types for which the STAXbox system(s) are approved to control can be found in Attachment 1 of this Executive Order.

APPROVAL OF DUPLICATE EQUIPMENT
BE IT FURTHER ORDERED, the duplicate STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order are approved as verified duplicates of the approved STAXbox 1-1 and STAXbox 1-2 dual train system described in STAX’s Test Plan submitted on December 18, 2024, and may be used pursuant to the terms and conditions of this Executive Order on the vessels and engine types as provided in Attachment 1.

APPROVED OPERATING CONDITIONS
Parameter Value
Ocean-going vessel engine type
Approved operating modes for STAXboxes on
ocean‑going tanker vessels:
• One STAXbox controlling one auxiliary
engine,
• Two STAXboxes operating simultaneously in
dual‑train mode, each controlling one
auxiliary engine,
• One STAXbox using a “Y” manifold to
control two auxiliary engines while the other
STAXbox is not in operation, or
• One STAXbox using a “Y” manifold to
control two auxiliary engines while the other
STAXbox controls one auxiliary engine.

Only one STAXbox may use a “Y” manifold at a time,
and the maximum number of auxiliary engines
controlled between both STAXboxes is three.

Ocean-going vessel type Tanker 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))
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) 1056 kW per STAXbox
Ocean-going vessel allowable operating range (kW)
for one engine per STAXbox 207 kW to 671 kW
Allowable exhaust flow rate in standard cubic feet
per minute (scfm) for one engine per STAXbox 2,106 to 5134 scfm of engine exhaust Ocean‑going vessel total allowable operating range
combined for two engines (kW) per STAXbox when
using the “Y” manifold
257 to 1087 kW
Allowable exhaust flow rate for two engines in
standard cubic feet per minute (scfm) per STAXbox
when using the “Y” manifold
2938 to 7325 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
84 Executive Order G-25-200-001 6
Parameter Value
GRID Neutral Target – CA CO2e state output
emission rate from eGRID2023 in pounds per
megawatt hour (lb/MWh)
394.8 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)

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

BE IT FURTHER ORDERED, the CEMS parameters submitted to the Executive Officer must follow the parameters and measurement methods listed in STAX’s CEMS parameter list submitted on June 4, 2025.

BE IT FURTHER ORDERED, within 30 days of a vessel departure, for every visit where STAXbox is used as a CAECS, STAX shall report to CARB visit information as required by section 93130.12(b)(3) of the 2020 At Berth Regulation. 85 Executive Order G-25-200-001 7
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) of the 2020 At Berth Regulation, 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 in accordance with “Section 5. Maintenance” of STAX’s Test Plan.

BE IT FURTHER ORDERED, STAX shall report within 24 hours to CARB, by electronic means, any malfunction with the CEMS system that occurs for a period greater than one hour and makes the emission control unverifiable, and STAX shall retain for five years all records pertaining to the malfunction pursuant to section 93130.12 of the 2020 At Berth Regulation. 86 Executive Order G-25-200-001 8
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) of the 2020 At Berth Regulation.

BE IT FURTHER ORDERED, records made pursuant to section 93130.12 of the 2020 At Berth Regulation shall be kept for a minimum of five years, and STAX shall submit information to CARB according to section 93130.19 of the 2020 At Berth Regulation.

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 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 complies with the Approved Operating Conditions in this Executive Order. • STAX must inform the vessel operator of the STAXbox operating conditions and ensure the vessel is only operating one or two auxiliary engine(s) while the STAXbox(s) are controlling emissions.
• STAX must operate either one STAXbox to control a single auxiliary engine on a tanker vessel, or two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same tanker vessel, where each STAXbox controls only one auxiliary engine.
• Delays or interruptions in emissions control caused by a malfunction, or when the operational requirements in section 93130.12 of the 2020 At Berth Regulation 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 Xcraft or STAXbox design or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified and approves in advance per section 93130.5(i)(2) of the 2020 At Berth Regulation. Design changes include changes to any part of the STAXbox 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 (California Code of Regulations, Title 13, 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, or approval of any 87 Executive Order G-25-200-001 9
or all STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order, if the system fails to demonstrate that the expected emissions reductions are being achieved or if the STAXbox design or approved operating parameters are changed without prior notification and approval by the Executive Officer. If a STAXbox system malfunctions and fails to achieve emissions reductions required by the 2020 At Berth Regulation while performing with the same design, conditions, and requirements approved for the original approved system, the Executive Officer may revoke its approval of the duplicate system, remove it from the Executive Order, and/or require additional testing requirements if necessary.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date G-25-200 was executed (July 29, 2025), unless it is revoked by CARB as set forth in section 93130.5(l) of the 2020 At Berth Regulation. 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 2020 At Berth Regulation, after paying any applicable Certification Fees for the At Berth Regulation (California Code of Regulations, Title 13, Division 3, Chapter 16, Article 7, sections 2913 and 2914).

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 does not comply with any of the requirements in this Executive Order.

Executive Order EO G-25-200 is hereby superseded and is of no further force and effect.

Executed at Sacramento, California, this 19th day of March 2026. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
Attachment 1: Approved Equipment List
88 Executive Order G-25-200-001 10
Attachment 1: Approved Equipment List
Barge STAXbox Ocean-going
Vessel Type
Ocean-going
Vessel Engine
Type**
Capture
Hood Type
In-Use Compliance
Testing*
Xcraft-1 STAXbox 1-1 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Original STAXbox system
approved, and not a
duplicate. No requirement.

Xcraft-1 STAXbox 1-2 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Original STAXbox system
approved, and not a
duplicate. No requirement.

Xcraft-5 STAXbox 5-1 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-5 STAXbox 5-2 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-6 STAXbox 6-1 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Test data must be submitted
to CARB within 30 vessel
visits or by
September 19, 2026,
whichever comes first.

Xcraft-6 STAXbox 6-2 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Test data must be submitted
to CARB within 30 vessel
visits or by
September 19, 2026,
whichever comes first.

Xcraft-7 STAXbox 7-1 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-7 STAXbox 7-2 Tanker vessel One or two
auxiliary engines
Flex duct or
“Y” manifold
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-8 STAXbox 8-1 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.***
89 Executive Order G-25-200-001 11
Barge STAXbox Ocean-going
Vessel Type
Ocean-going
Vessel Engine
Type**
Capture
Hood Type
In-Use Compliance
Testing*
Xcraft-8 STAXbox 8-2 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.***
*Consistent with the terms and conditions of the Executive Order, duplicate equipment listed in Attachment 1 may be used for compliance with the At Berth Regulation. Duplicate equipment remains eligible for use under this Executive Order unless or until removed from Attachment 1.
**Consistent with the terms and conditions of the Executive Order, STAX is approved to operate either one STAXbox to control a single auxiliary engine on a tanker vessel, two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same tanker vessel, where each STAXbox controls only one auxiliary engine, one STAXbox using a “Y” manifold to control two auxiliary engines while the other STAXbox is not in operation, or one STAXbox using a “Y” manifold to control two auxiliary engines while the other STAXbox controls one auxiliary engine.
*** STAX requested that STAXbox 8-1 and STAXbox 8-2 be removed from this Executive Order on November 12, 2025. STAXbox 8-1 and STAXbox 8-2 are no longer approved for use on tanker vessels. Before they can be used on tanker vessels, STAX must reapply and request that STAXbox 8-1 and STAXbox 8-2 be added to this Executive Order. 90 Executive Order G-25-200 1
State of California

AIR RESOURCES BOARD
Executive Order G-25-200
CARB Approval of the STAXbox system used to control emissions from tanker vessels for compliance with the Control Measure for Ocean-Going Vessels At Berth STAX Engineering (STAX)
STAXbox
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 oceangoing 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) of the 2020 At Berth Regulation;
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/kWhr for NOx,

0.03 g/kWhr for PM 2.5, and 0.02 g/kWhr 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 STAX is subject to the 2020 At Berth Regulation as a CAECS operator; WHEREAS STAX developed STAXbox, a barge-based capture and control system to reduce emissions from the auxiliary engines on an ocean-going tanker vessel while at berth; 91 Executive Order G-25-200 2
WHEREAS, STAXbox consists of the following components and subcomponents as specified in the Description of Control Strategy in “Test Plan: STAXbox Emissions Control System” (Test Plan) dated December 18, 2024, 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; WHEREAS, STAXbox, also known as the control unit or train, is the emission control system, and Xcraft is the barge. Xcraft-1 barge includes two STAXboxes (STAXbox 1-1 and STAXbox 1-2), where each STAXbox controls one auxiliary engine.

WHEREAS the Xcraft barge can operate either one STAXbox to control one auxiliary engine or both STAXboxes simultaneously to control two auxiliary engines, a configuration known as dual-train operation.

WHEREAS STAX manufactured additional equipment that is a duplicate of the STAXbox 1-1 and STAXbox 1-2 dual train system to be operated under the same approved operating conditions, and requested the duplicate be added to the Executive Order; WHEREAS duplicate equipment can be added to an Executive Order after the equipment has been verified to be a duplicate, with the condition that the required in-use compliance testing is conducted with the in-use compliance test (including emissions) data submitted to CARB within 6 months or 30 vessel visits, whichever comes first; WHEREAS duplicate equipment must be identical to the equipment described in STAX’s Test Plan submitted on December 18, 2024.

WHEREAS in-use compliance third-party source testing must be conducted for all pollutants listed in section 93130.5 (g) of the 2020 At Berth Regulation, and all testing must follow the test methods specified in section 93130.5 (g) and in STAX’s Test Plan submitted on December 18, 2024;
WHEREAS duplicate equipment will be removed from the Executive Order if the required testing is not submitted to CARB within 6 months or 30 vessel visits, whichever comes first, after the date that the duplicate equipment is approved and added to the Executive Order; WHEREAS duplicate equipment may require additional testing or be removed from the Executive Order if, after CARB evaluates the test data, CARB determines that the in-use compliance test data demonstrates the system achieves emission rates greater than those specified in section 93130.5(d) of the 2020 At Berth Regulation; WHEREAS during the in-use compliance period, all requirements of the Executive Order must be followed, including all malfunction reporting and recordkeeping requirements.

Failure to comply with the requirements of the Executive Order, including section 93130.12 of the 2020 At Berth Regulation, will cause the equipment to be removed from the Executive Order and the approved equipment list;
WHEREAS STAX requested the STAXbox system(s) listed in addition to the STAXbox 1-1 and STAXbox1-2 dual train system in Attachment 1 to be approved as duplicate equipment under this Executive Order and submitted information for CARB to verify the systems are duplicates of the STAXbox 1-1 and STAXbox1-2 dual train system; 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 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;
NOW, THEREFORE, IT IS ORDERED that the STAXbox 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. 93 Executive Order G-25-200 4
The approved STAXbox system(s) (Approved Equipment) and the vessel and engine types for which the STAXbox system(s) are approved to control can be found in Attachment 1 of this Executive Order.

APPROVAL OF DUPLICATE EQUIPMENT
BE IT FURTHER ORDERED, the duplicate STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order are approved as verified duplicates of the approved STAXbox 1-1 and STAXbox 1-2 dual train system described in STAX’s Test Plan submitted on December 18, 2024, and may be used pursuant to the terms and conditions of this Executive Order on the vessels and engine types as provided in Attachment 1.

APPROVED OPERATING CONDITIONS
Parameter Value
Ocean-going vessel engine type
One auxiliary engine per STAXbox, either by
operating a single STAXbox individually or by
operating two STAXbox simultaneously in dual-train
mode on the same tanker vessel
Ocean-going vessel type Tanker 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))
SCR inlet operating temperature range in degrees
Fahrenheit (⁰F) 600 – 720⁰F
Ocean-going vessel engine maximum continuous
rating (MCR) in kilowatts (kW) 1056 kW per STAXbox
Ocean-going vessel allowable operating range (kW)
per STAXbox 207 kW to 671 kW
Allowable exhaust flow rate in standard cubic feet
per minute (scfm) per STAXbox 2,106 to 5134 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
94 Executive Order G-25-200 5
Parameter Value
GRID Neutral Target – CA CO2e state output
emission rate from eGRID2023 in pounds per
megawatt hour (lb/MWh)
394.8 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)

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

BE IT FURTHER ORDERED, the CEMS parameters submitted to the Executive Officer must follow the parameters and measurement methods listed in STAX’s CEMS parameter list submitted on June 4, 2025.

BE IT FURTHER ORDERED, within 30 days of a vessel departure, for every visit where STAXbox is used as a CAECS, STAX shall report to CARB visit information as required by section 93130.12(b)(3) of the 2020 At Berth Regulation. 95 Executive Order G-25-200 6
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) of the 2020 At Berth Regulation, 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 in accordance with “Section 5. Maintenance” of STAX’s Test Plan.

BE IT FURTHER ORDERED, STAX shall report within 24 hours to CARB, by electronic means, any malfunction with the CEMS system that occurs for a period greater than one hour and makes the emission control unverifiable, and STAX shall retain for five years all records pertaining to the malfunction pursuant to section 93130.12 of the 2020 At Berth Regulation. 96 Executive Order G-25-200 7
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) of the 2020 At Berth Regulation.

DESIGN CHANGES AND EXTENSIONS
BE IT FURTHER ORDERED, no changes are permitted to Xcraft or STAXbox design or approved operating parameters set forth in STAX’s application, test plan, and this Executive Order and its appendices, unless CARB is notified and approves in advance per section 93130.5(i)(2) of the 2020 At Berth Regulation. Design changes include changes to any part of the STAXbox 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 (California Code of Regulations, Title 13, 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, or approval of any 97 Executive Order G-25-200 8
or all STAXbox system(s) listed as Approved Equipment in Attachment 1 of this Executive Order, if the system fails to demonstrate that the expected emissions reductions are being achieved or if the STAXbox design or approved operating parameters are changed without prior notification and approval by the Executive Officer. If a STAXbox system malfunctions and fails to achieve emissions reductions required by the 2020 At Berth Regulation while performing with the same design, conditions, and requirements approved for the original approved system, the Executive Officer may revoke its approval of the duplicate system, remove it from the Executive Order, and/or require additional testing requirements if necessary.

BE IT FURTHER ORDERED, this Executive Order shall have a duration of five years from the date it was executed, unless it is revoked by CARB as set forth in section 93130.5(l) of the 2020 At Berth Regulation. 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 2020 At Berth Regulation, after paying any applicable Certification Fees for the At Berth Regulation (California Code of Regulations, Title 13, Division 3, Chapter 16, Article 7, sections 2913 and 2914).

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 does not comply with any of the requirements in this Executive Order.

Executed at Sacramento, California, this 29th day of July 2025. ______________________________
Bonnie Soriano, Branch Chief
Freight Activity Branch
Transportation and Toxics Division
Attachment 1: Approved Equipment List
98 Executive Order G-25-200 9
Attachment 1: Approved Equipment List
Barge STAXbox Ocean-going
Vessel Type
Ocean-going
Vessel Engine
Type**
Capture
Hood Type
In-Use Compliance
Testing*
Xcraft-1 STAXbox 1-1 Tanker vessel One auxiliary
engine Flex duct
Original STAXbox system
approved, and not a
duplicate. No requirement.

Xcraft-1 STAXbox 1-2 Tanker vessel One auxiliary
engine Flex duct
Original STAXbox system
approved, and not a
duplicate. No requirement.

Xcraft-5 STAXbox 5-1 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-5 STAXbox 5-2 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-7 STAXbox 7-1 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-7 STAXbox 7-2 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-8 STAXbox 8-1 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.

Xcraft-8 STAXbox 8-2 Tanker vessel One auxiliary
engine Flex duct
Test data must be submitted
to CARB within 30 vessel
visits or by January 29, 2026,
whichever comes first.
*Consistent with the terms and conditions of the Executive Order, duplicate equipment listed in Attachment 1 may be used for compliance with the At Berth Regulation. Duplicate equipment remains eligible for use under this Executive Order unless or until removed from Attachment 1.
99 Executive Order G-25-200 10
**Consistent with the terms and conditions of the Executive Order, STAX is approved to operate either one STAXbox to control a single auxiliary engine on a tanker vessel, or two STAXboxes operating simultaneously in dual-train mode to control two auxiliary engines on the same tanker vessel, where each STAXbox controls only one auxiliary engine. 100
Financial Statement
Independent auditor's report evidencing STAX's capacity to fund tenant improvements, operations, insurance, and lease
obligations without Port funding.

Proposal for the Lease, Development, and Operation of Basin 4 • Point Potrero Marine Terminal STAX ENGINEERING, LLC Proposal • Lease, Development & Operation of Basin 4

APPENDIX
Point Potrero Marine Terminal 101
STAX HOLDING INC.

CONSOLIDATED FINANCIAL STATEMENTS
DECEMBER 31, 2025
102
1 INDEPENDENT AUDITOR’S REPORT
To the Board of Directors of
STAX Holding Inc.

California
Opinion
We have audited the accompanying consolidated financial statements of STAX Holding Inc. (the “Company”), which comprise the consolidated balance sheet as of December 31, 2025, and the related consolidated statements of operations, changes in stockholders’ deficit, and cash flows for the year then ended, and the related notes to the consolidated financial statements.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025, and the results of their operations and their cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for Opinion
We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audits. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Responsibilities of Management for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the consolidated financial statements are available to be issued.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with generally accepted auditing standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from 103
To the Board of Directors of
STAX Holding Inc.
2 error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements.

In performing an audit in accordance with generally accepted auditing standards, we:
 Exercise professional judgment and maintain professional skepticism throughout the audit.  Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks.

Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
 Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Accordingly, no such opinion is expressed.  Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.
 Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified during the audit.

MILLER KAPLAN ARASE LLP
Burbank, California
June 4, 2026
104
105

ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD

DATE (MM/DD/YYYY)

PRODUCER CONTACT
NAME:

PHONE FAX
(A/C, No, Ext): (A/C, No):

E-MAIL
ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $
DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $
PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG $
OTHER: $
COMBINED SINGLE LIMIT $ (Ea accident)
ANY AUTO BODILY INJURY (Per person) $
OWNED SCHEDULED BODILY INJURY (Per accident) $ AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Per accident) $
OCCUR EACH OCCURRENCE $
CLAIMS-MADE AGGREGATE $
DED RETENTION $ $

PER OTH- STATUTE ER
E.L. EACH ACCIDENT $
E.L. DISEASE - EA EMPLOYEE $
E.L. DISEASE - POLICY LIMIT $ If yes, describe under
DESCRIPTION OF OPERATIONS below
INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.

ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD

CERTIFICATE OF LIABILITY INSURANCE
Lockton Companies, LLC
DBA Lockton Insurance Brokers, LLC in CA
CA license #0F15767
8110 E Union Ave., Ste. 100
Denver CO 80237
[email protected]
STAX Holding, Inc.
and its subsidiaries
215 West Figueroa Street
Floor 2
Santa Barbera, CA 93101 Great American Assurance Company 26344 Beazley Insurance Company, Inc. 37540
Endurance American Insurance Company 10641
Starr Indemnity & Liability Company 38318
American Longshore Mutual Association
--- SEE ATTACHMENT ---
X
X
1,000,000
100,000
5,000
1,000,000
2,000,000
1,000,000

XXXXXXX

XXXXXXX
X
X
4,000,000

XXXXXXX

XXXXXXX
N
X
1,000,000
1,000,000
1,000,000
Pollution
Hull & Mach/P&I
$10M
See attachment; P&I: $1M
A MASILSF00601425 (60%) 3/22/2025 3/22/2026
B OML30083010400 (25%) 3/22/2025 3/22/2026
C V39398250101 (15%) 3/22/2025 3/22/2026
D See Attachment 3/22/2025 3/22/2026
D See Attached 3/22/2025 3/22/2026
E WCE832401 03 3/22/2025 3/22/2026
F ALMA-032222-065916-04 3/22/2025 3/22/2026

NOT APPLICABLE
3/22/2026
1543261
Y N
N N
N
4/4/2025
Y N
21434464
21434464 XXXXXXX
Acquiom Agency Services LLC,
as Notes Representative
Attn: Shon McCraw-Davis
950 17th St Suite 1400
Denver CO 80202
THIS CERTIFICATE SUPERSEDES ALL PREVIOUSLY ISSUED CERTIFICATES FOR THIS HOLDER, APPLICABLE TO THE CARRIERS LISTED AND THE POLICY TERM(S) REFERENCED.

Pollution Liability Policy #: V-17687-25 Carrier: Safe Harbor Pollution Insurance - Policy Term: 03/22/2025 - 03/22/2026 - Limit: $10,000,000.

Mortgagee Interest Insurance / Mortgagee Additional Perils Pollution Policy #: MACR2510004350-01, SE25CFTZ0CAGC03/SE25LIAZ0CAGC04, OPK30084862900 Carrier: Ascot Insurance Company (50%) Navigators Insurance Co. (25%) Endurance Risk Solutions Assurance Co. (25%) - Policy Term: 4/4/2025 - 3/22/2026 - Limit: $20M RE: Acquiom Agency Services LLC is/are Additional Insured on the General Liability, Vessel Pollution, and Protection and Indemnity policies with respect to liability arising out of the operations of the insured and to the extent provided by the policy language or endorsement issued or approved by the insurance carrier. Acquiom Agency Services LLC is/are included as Lender's Loss Payee on the Hull & Machinery policy.

X
See Attachments
106

ADDENDUM TO CERTIFICATE OF INSURANCE
STAX Holding, Inc. and its subsidiaries 2025-2026
COVERAGE CARRIER POLICY NO. POLICY TERM
Hull & Machinery /
Protection & Indemnity
Endurance American
Insurance Company (25%)
Starr Indemnity and Liability
Company (25%)
Liberty Mutual Insurance Company (20%)
Starstone National Insurance Company (20%)
Hartford (10%)
OBR10015280203
MASIHSF00813725
LIUH-00469-04
MAR00288411P-01
SE25CFTZ0CAGC02
03/22/2025 – 03/22/2026
Attachment Code: D648234 Master ID: 1543261, Certificate ID: 21434464 107
Vessel Schedule
2024-2025
Vessel: H&M /War
Insured Value
H&M Deductible P&I Limit P&I Deductible
$62,500 $1,000,000 $10,000
$15,000 $2,500
STAX-4 $7,462,856 $62,500 $1,000,000 $10,000
$1,000,000 $5,000
STAX-5 $7,462,856 $62,500 $1,000,000 $10,000
$62,500 $1,000,000
STAX-6 $1,000,000 $10,000 $1,000,000 $10,000
STAX-2 $7,462,856
STAX-7 $1,000,000 $10,000 $1,000,000 $10,000
$62,500 $1,000,000
STAX-8 $1,000,000 $10,000 $1,000,000 $10,000
$10,000
$10,000
Skiff – Boston Outrage 20 $16,000 $2,500 $1,000,000 $5,000 STAX-1
Boston Whaler
Skiff – Boston Outrage 22 $16,000 $2,500 $1,000,000 $5,000 $15,000 $2,500
Skiff – Westerly Duffy $12,000 $2,500 $1,000,000 $5,000 $1,000,000 $5,000
Skiff - Wellcat $11,000 $2,500 $1,000,000 $5,000
$7,462,856
Boston Whaler
Skiff – Inmar 550R PT $51,392 $2,500 $1,000,000 $5,000
STAX-3
Total: $40,450,672
$7,462,856
Attachment Code: D648234 Master ID: 1543261, Certificate ID: 21434464 108
Acquiom Agency Services LLC, as Notes Representative Attn: Shon McCraw-Davis 950 17th St Suite 1400
Denver CO 80202
To whom it may concern:

In our continuing effort to provide timely certificate delivery, Lockton Companies is transitioning to paperless delivery of Certificates of Insurance, thus this is your final hard-copy delivery.

To ensure electronic delivery for future renewals of this certificate, we need your email address. Please contact us via one of the methods below, referencing Certificate ID 21434464.  Email: [email protected]  Phone: 303-728-8060
If you received this certificate through an internet link where the current certificate is viewable, we have your email and no further action is needed. In the event your mailing address has changed, will change in the future, or you no longer require this certificate, please let us know using one of the methods above. The above inbox and phone number is for automating electronic delivery of certificates only. Please do NOT send future certificate requests to this inbox or contact the phone number below with email updates.

Thank you for your cooperation and willingness in reducing our environmental footprint. Lockton Companies Lockton Companies
8110 E. Union Avenue, Suite 100
Denver, CO 80237
Attachment Code: D644713 Master ID: 1543261, Certificate ID: 21434464 109

ADDENDUM TO CERTIFICATE OF INSURANCE
STAX Holding, Inc. and its subsidiaries Excess Liability Policies 2024-2026 COVERAGE LIMIT CARRIER POLICY NO. POLICY TERM
1st Layer Excess Liability
$4,000,000
Navigators Insurance
Company (50%)
Starstone Specialty
Insurance Company
(25%)
Beazley Insurance
Company (25%)
SE25LIAZ0CAGC01
MAR00288412P-01
V394C7250101
03/22/2025 –
03/22/2026
COVERAGE LIMIT CARRIER POLICY NO. POLICY TERM
2nd Layer Excess Liability
$5,000,000
Endurance Risk
Solutions Assurance Co. (50%)
Starr Indemnity &
Liability Company
(50%)
OMX30048659602
MASILSF00647325
03/22/2025 –
03/22/2026
COVERAGE LIMIT CARRIER POLICY NO. POLICY TERM
3rd Layer Excess Liability*
*Applicable only to
Protection & Indemnity
and Vessel Pollution
$23,000,000
StarStone National
Insurance Co. (25%)
Beazley Insurance Co.
(25%)
Endurance Risk
Solutions Assurance Co
(25%)
Liberty Mutual
Insurance Co. (25%)
MAR00270310P-00
V38972240101
OMX30073930000
SFAC55M4001
12/1/2024 –
12/1/2025
Attachment Code: D658435 Certificate ID: 21434464
110

ADDENDUM TO CERTIFICATE OF INSURANCE
STAX Holding, Inc. and its subsidiaries
2025-2026
COVERAGE CARRIER POLICY NO. POLICY TERM
Mortgagee Interest
Insurance /
Mortgagee Additional Perils
Pollution /
Breach of Warranty
Ascot Insurance Company
(50%)
Navigators Insurance
Company (25%)
Endurance Risk Solutions
Assurance Co. (25%)
MACR2510004350-01
SE25CFTZ0CAGC03 (MII)
SE25LIAZ0CAGC04 (MAP)
OPK30084862900
4/4/2025 – 3/22/2026
Vessel Schedule
2025-2026
Vessel: Mortgagee Interest
Limit
Mortgagee Additional Perils Pollution
Limit
STAX-1
$20,000,000 $20,000,000
STAX-2
STAX-3
STAX-4
STAX-5
STAX-6
STAX-7
STAX-8
111
112

CITY OF RICHMOND
Sanctuary City Compliance Statement
The undersigned, Department Head of the Risk and Revenue Department (hereafter "Department"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”). The Department understands and agrees that the City shall not knowingly enter into a new contract or agreement, nor amend or extend an existing contract or agreement 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”). Department 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."
Department understands that it shall not knowingly receive or retain a contract if at the time the Contract is executed, or at any time during the term of the Contract, the contractor provides Data Broker or Extreme Vetting services to ICE.

By executing this Statement, Department certifies that it has complied with the requirements of the SCCO during the 20XX Calendar Year. If at any time the Department ceases to comply, Department will promptly notify the City Manager in writing.

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

Department Head
Printed Name: Signature:

Name of Department: Date:

Department SCCO Compliance Statement (Augt2020)
Frank Strasheim
Risk and Revenue August 4, 2026
113
114
115
PO Box 5100
San Pedro, CA 90733-1301
Port Office (310) 549-8030
Shop (310) 835-5021
Fax (310) 835-3924
July 28, 2026
To Whom It May Concern,
It is my pleasure to recommend Stax Engineering as a tenant. They have occupied the warehouse at 327 Lakme Ave in Wilmington, CA since August 2024 and continue to lease the space today. Over that time, I have come to know them as a dependable and conscientious tenant, and I am glad to share my experience.

Stax Engineering has consistently met every obligation under their lease. Payments have always arrived in full and on schedule, and any questions or requests have been handled through clear, courteous communication. They have shown steady respect for the building, for their neighbors, and for the people who manage the property.

I would also point to the care they have invested in the space itself. During their tenancy they have carried out several improvements to the premises, completed to a professional standard and leaving the property in better shape than they found it.

The warehouse has remained clean, orderly, and well cared for under their occupancy. When maintenance issues have come up, they have flagged them promptly and responsibly, treating the space as if it were their own.

In short, Stax Engineering has been the kind of tenant any owner would hope for, and I recommend them wholeheartedly. I have no hesitation about the value they would bring to another property and would happily lease to them again. If it would be helpful to discuss further, I can be reached at (310) 994-2772 or [email protected].

Sincerely,
Kent M. Phillips
Chief Financial Officer
116
Letter of Recommendation for STAX Engineering and Frank Strasheim To Whom It May Concern:

I am pleased to provide this letter of recommendation for STAX Engineering and its Chief Risk and Revenue Officer, Mr. Frank Strasheim.

Olympus Terminals has worked closely with STAX Engineering for more than two years in support of vessel emissions control operations under California's At-Berth Regulation. During that time, STAX has successfully completed more than 100 Capture and Control Emissions Control System (CAECS) vessel calls at our facility.

Throughout our relationship, STAX has consistently demonstrated an unwavering commitment to safety, regulatory compliance, operational excellence, and customer service. They have performed every assignment safely and professionally, with no safety incidents, operational violations, or regulatory compliance issues. Equally important, STAX has maintained a perfect record of reliability, never missing a scheduled vessel operation.

Their team has been diligent in all aspects of execution, including operational planning, vessel coordination, communications, documentation, and regulatory reporting. Their attention to detail has helped ensure full compliance with California Air Resources Board (CARB) At-Berth requirements while providing confidence to terminal operators, vessel operators, and regulatory stakeholders alike.

Frank Strasheim has been an exceptional partner throughout our engagement. His professionalism, responsiveness, and commitment to customer success have contributed significantly to the successful execution of emissions capture operations at our facility. Frank and his team have consistently demonstrated a practical understanding of operational challenges while maintaining a strong focus on compliance, risk management, and service delivery.

Based on our experience, I can recommend STAX Engineering without reservation to any organization seeking a proven, reliable, and compliant emissions capture solution. Their track record of safety, operational performance, and regulatory excellence makes them a trusted partner in supporting environmental compliance and maritime emissions reduction initiatives.

Should you require any additional information regarding our experience with STAX Engineering, I would be pleased to discuss it further.

Sincerely,
Martin Graham
Chief Operating Officer
Olympus Terminals LLC
Long Beach, California
117
118

POST IN A CONSPICUOUS PLACE
215 W. Figueroa Street - NON TRANSFERABLE -
Santa Barbara CA 93101
Expires: 12-31-2026
Business tax is due yearly regardless if renewal notice is received. You are required by City Ordinance RMC 7.04 to have a valid Business Tax Certificate if your business is located in the City of Richmond, or if you perform work within the City.

Summary of Fees Paid
O Transportation, Trucking $1,164.00 eCheck
SB1186 $4.00 eCheck
New Business Application $35.00 eCheck
Receipt for Current License Fees
Receipt No: iMS1142456
Payment Date: 6/23/2026
Paid by: STAX Engineering LLC
Total Paid $1,203.00
Business Type: Class O
License 40069870
City of Richmond • 450 CIVIC CENTER PLAZA • RICHMOND, CA 94804 • (510) 620-6742

BUSINESS TAX CERTIFICATE
2026
Prepared in accordance to the Administrative Policy and Procedures manual POLICY NUMBER: AP 516

DETACH YOUR BUSINESS LICENSE TAX CERTIFICATE FROM ABOVE AND POST IN PUBLIC VIEW License 40069870 Effective Date 6/23/2026 To 12/31/2026 Owner(s)
STAX Holding Inc
215 W Figueroa St
Santa Barbara, CA 93101
STAX Holding Inc
215 W Figueroa St
Santa Barbara, CA 93101
This is not a Bill
For Information contact the City of Richmond Business Tax Office 450 CIVIC CENTER PLAZA • RICHMOND, CA 94804 • (510) 620-6742 www.ci.richmond.ca.us/bl IT-10-11
AP-08-99
STAX Engineering LLC
215 W Figueroa St
Santa Barbara, CA 93101
Business Mailing Address / Account: 40069870
STAX Engineering LLC
119
Eldon Capital Management Ltd
96 Kensington High Street
London W8 4SG
www.eldoncapital.com
August 5, 2026
Port of Richmond
Re: Financial Health Attestation — STAX Engineering — RFP Basin4 Dear Committee:

I have been engaged by STAX Engineering (the “Company”) as an independent Chief Financial Officer to review and evaluate the Company’s financial position. I provide this attestation in connection with the Request for Proposal dated August 5, 2026, regarding Basin 4.

Scope of Review
In the course of my engagement, I reviewed the Company’s financial records, including:
• Recent balance sheets and income statements;
• Cash flow statements and forward-looking projections; and • Current debt obligations and working capital metrics.

Financial Findings
Based on my independent review of these records, I confirm the following:
• The Company maintains positive operating cash flow and adequate working capital to support its ongoing operations.
• Current assets comfortably exceed current liabilities, reflecting a strong liquidity position. • Outstanding debt is manageable and consistent with industry norms for a firm of the Company’s size and sector.
• The Company has the financial capacity to fulfill the obligations contemplated by this RFP without undue financial strain.

Conclusion
In my professional opinion, STAX Engineering is in a sound and stable financial position and possesses the fiscal resources necessary to successfully execute the scope of work outlined in this RFP.

Please contact me directly should you require any further detail or clarification.

Sincerely,
Jan Petzel,
Independent Chief Financial Officer
Docusign Envelope ID: 9D8F1D24-0A8F-88FC-8275-157267B48EBE 120
Evaluation Criteria
Evaluator
Commercial Maritime Operations and Port Experience, including Demonstrated Maritime Emissions Reduction Technology
Regulatory Approval for CARB At-Berth Compliance Capability Financial Capacity, including Established Business in Richmond Proposed Base Rent and Investment Outlook in Basin 4
Expected Environmental and Community Air Quality Benefits Alignment with City of Richmond and Port of Richmond Objectives:

Economic Development, Workforce Development, Green Economy Benefits

OVERALL DETERMINATION
121
Rating 1 Rating 2 Rating 3 Rating 4
Lizeht Zepeda Tamara Walker Rita Martinez Craig Murray
Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements Meets Requirements 122
Rating 5
Charles Gerard
Meets Requirements
Meets Requirements
Meets Requirements
Meets Requirements
Meets Requirements
Meets Requirements
Meets Requirements
123
Reso. No. _____

Page 1 of 2 ends

RESOLUTION NO. ______

A RESOLUTION OF THE SURPLUS PROPERTY AUTHORITY OF THE CITY OF

RICHMOND AUTHORIZING THE CITY MANAGER AS EXECUTIVE

DIRECTOR OF THE SURPLUS PROPERTY AUTHORITY, OR THEIR

DESIGNEE, TO NEGOTIATE AND EXECUTE A LEASE AGREEMENT WITH STAX ENGINEERING, LLC FOR BASIN 4 AT THE POINT POTRERO MARINE

TERMINAL
WHEREAS, The Surplus Property Authority, through the Port of Richmond, owns and operates the Point Potrero Marine Terminal ("PPMT"); and WHEREAS, the existing tenancy at Basin 4 at PPMT is scheduled to terminate in November 2026, after which the premises will become available for a new maritime use; and WHEREAS, in July 2026, the Port of Richmond issued a competitive Request for Proposals ("RFP") for the lease, development, and operation of Basin 4 for maritime emissions reduction, clean maritime technology, and supporting Port operations; and WHEREAS, the RFP sought a qualified maritime operator capable of leasing, improving, maintaining, and operating Basin 4 in a manner that supports maritime operations, environmental stewardship and emissions reduction, financial sustainability, economic development, and maritime and industrial employment; and
WHEREAS, STAX Engineering, LLC ("STAX") submitted a proposal dated August 5, 2026, to lease, improve, and operate Basin 4 as its Northern California Emissions Control Hub and regional base for the berthing, provisioning, maintenance, and dispatch of emissions capture and control barges serving vessels at the Port of Richmond and elsewhere in the San Francisco Bay Area; and
WHEREAS, STAX operates barge-based maritime emissions capture and control systems designed to capture and treat exhaust from ocean-going vessels while at berth, and California Air Resources Board Executive Orders authorize STAX systems as CARB Approved Emission Control Strategies for regulated vessel categories; and WHEREAS, a five-member City evaluation panel reviewed STAX's proposal pursuant to the criteria established in the RFP, and issued an overall determination of "Meets Requirements," and therefore recommend proceeding with negotiation of a lease agreement with STAX for Basin 4;; and
WHEREAS, STAX proposes an initial five-year lease term, with two additional five-year extension options, for a potential total term of fifteen years, subject to final negotiation and agreement by the parties; and
WHEREAS, STAX has proposed annual base rent of $210,000, payable monthly at $17,500, which would generate revenue for the Port Enterprise Fund; and WHEREAS, STAX proposes to fund approximately $525,000 in improvements to Basin 4 during the first five years of the lease, including berth and waterside improvements, utility and security improvements, operational improvements for crew and office functions, and environmental, safety, and spill-readiness improvements; and WHEREAS, STAX has represented that establishment of its Northern California operations at Basin 4 could support approximately 125 permanent maritime and technical positions and provide opportunities for local workforce development; and WHEREAS, an independent financial review submitted in support of STAX's proposal concluded that STAX maintains positive operating cash flow and adequate working capital and possesses the financial capacity to fulfill the obligations contemplated by the Basin 4 RFP; and 124
Reso. No. _____

Page 2 of 2 ends

WHEREAS, an independent review of comparable lease rates at PPMT recommended a monthly negotiation within the range of $16,000 to $18,000 for Basin 4, with an annual CPI adjustment, and concluded that securing dedicated STAX operations at Richmond provides strategic benefits to the Port beyond base lease revenue; and NOW, THEREFORE, BE IT RESOLVED that the Surplus Property Authority of the City of Richmond hereby authorizes the City Manager as Executive Director, or their designee, on behalf of the Surplus Property Authority, to negotiate and execute a lease agreement with STAX Engineering, LLC for Basin 4 at the Point Potrero Marine Terminal for use as a maritime emissions control operations facility and Northern California operational base, with an anticipated commencement in or after November 2026; and
BE IT FURTHER RESOLVED that the lease negotiations shall be generally consistent with the material business and operational terms described in the City Council staff report and STAX proposal.
******************
***THE CLERK’S OFFICE WILL COMPLETE THE INFORMATION BELOW**** I certify that the foregoing resolution was passed and adopted by the City Council of the City of Richmond at a regular meeting thereof held on Mmmm dd, yyyy, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

Mayor
Approved as to form:

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

City of Richmond }
I certify that the foregoing is a true copy of Resolution No. _____, finally passed and adopted by the Surplus Property Authority of the of the City of Richmond at a regular meeting held on Mmmm dd, yyyy.
_______________________________________
Pamela Christian, Clerk of the City of Richmond
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01337.0020/954454.1 1

RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:

Surplus Property Authority of Richmond
1322 Canal Blvd
Richmond, CA 94804
Attention: Port Director
APN Portion of ______ [SPACE ABOVE FOR RECORDER’S USE ONLY] Exempt from filing/recording fees per Govt. Code §27383

LEASE AGREEMENT
This Lease Agreement (“Lease”) is made and entered into on this ____ day of ________, 2026 (“Lease Date”), by and between the SURPLUS PROPERTY AUTHORITY OF THE CITY OF RICHMOND, public body corporate and politic (“Landlord”) and STAX ENGINEERING, LLC (“Tenant”).

RECITALS:

A. Landlord owns that certain port real property located at Port Richmond, Point Potrero Marine Terminal (“PPMT”) in the City of Richmond, State of California which is legally described on Exhibit A (“Real Property”).

B. For purposes of this Lease, the term “Premises” are depicted on Exhibit B and consist of consist of (1) a water slip known as “Basin No. 4” (the “Slip”), together with the entire pier adjacent to Basin No. 4; (2) the adjacent building structure (the “Office”); and (3) the adjacent parking area (the “Parking Area”).

C. Pursuant to the terms hereinafter set forth, Tenant desires to lease from Landlord and Landlord desires to lease to Tenant, the Lease Premises.

NOW, THEREFORE, incorporating the Recitals above, parties agree as follows:

1. LEASE PREMISES; STATUTORY NOTICE.

1.1. Lease Premises. Subject to the terms of this Lease, Landlord hereby Leases to Tenant and Tenant hereby leases from Landlord, for Tenant’s exclusive use the Premises and the non-exclusive use of the Parking Area (“Lease Premises”).

1.2. AS-IS. Tenant acknowledges that, as of the Effective Date, Tenant has inspected the Lease Premises and determined that the Lease Premises are in good order, repair, and condition and suitable for the uses authorized by this Lease and Landlord makes no representations or warranties regarding the Lease Premises. This Lease is subject to all existing easements, covenants, servitudes, licenses, rights-of-way and all matters of record.

1.3. Disclosures regarding Lease Premises. Tenant has been advised as follows:
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01337.0020/954454.1 2
(a) Property History. The Premises are one (1) of the four (4) shipyards developed by Henry J Kaiser between 1941 and 1942 which was used to construct vessels during World War II. Immediately following the war, the Premises was converted to a ship repair facility. In 1946, the shipyards were abandoned and thereafter used for vessel storage. The existing facility has received minimal maintenance since construction in the 1940’s and that there may be debris at the bottom of the basin.

Tenant will be solely responsible for repairs and maintenance pursuant to Section 6. (b) Asbestos Notification for Commercial Property Constructed Before 1979.

Because of their age, the preexisting improvements, such as concrete, within the Premises may contain asbestos-containing materials (“ACMs”). If ACMs are likely to be disturbed in the course of developing any alterations, additions or improvements, Tenant shall encapsulate or remove the ACMs in accordance with an asbestosremoval plan reasonably approved by Landlord and otherwise in accordance with all applicable Hazardous Materials Laws, including giving all notices required by California Health & Safety Code Sections 25915-25919.7. (c) Lead Warning Statement. Soils within the Premises may contain lead-based paints (“LBP”). Lead from paint, paint chips and dust can pose health hazards if not managed properly. Tenant may at its sole cost and expense, have a state-certified LBP Inspector complete a LBP inspection and abatement and, if Tenant completes such inspection, shall provide an abatement certification to Landlord. Landlord has no specific knowledge of the presence of LBP in or about the Premises.

1.4. Historic Designation. Tenant is aware that the Premises are subject to City of Richmond’s Historic Structures Code as defined in Chapter 6.06 of the Richmond Municipal Code.

1.5. Reservations. Landlord reserves to itself and the right to grant to others in the future nonexclusive utility easements (including easements for construction, maintenance, repair, replacement and reconstruction of utility easements) over, under, across or on the Premises, provided Landlord shall use reasonable efforts to provide that such work occurring and any easement is located such that it will not unreasonably interfere with Tenant’s use and enjoyment of the Lease Premises.

1.6. Statutory Disclosure Notice. Landlord hereby advises Tenant that the Premises have not been issued a disability access inspection certificate, as described in California Civil Code Section 55.53(e) and therefore, pursuant to California Civil Code Section 1938, Landlord provides the following statutory notice to Tenant:
“A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of constructionrelated accessibility standards within the premises.”

2. TERM; OPTION TO EXTEND.
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01337.0020/954454.1 3

2.1. Term. This Lease shall be effective as of _______________ ___, 2026 (“Effective Date”) and terminate _________________________ thereafter (“Initial Term”). “Term” shall mean the Initial Term as may be extended if an Extension Option is exercised.

2.2. Options to Extend. Provided Tenant has not been in Default (as defined in Section 24) during the existing Term, Tenant shall have two (2) separate successive options to extend the existing Term (each an “Extension Option”) each for a period of five (5) years (“Extension Period”) provided Tenant exercises the Extension Option in writing delivered to Landlord not less than six (6) months, but no more than nine (9) months, prior to the expiration of the existing Term. If Tenant fails to exercise the Extension Option in the time and manner specified, the Extension Option shall automatically terminate and be of no further force or effect.

During an Extension Period, the Base Rent shall continue to be adjusted in accordance with Section 3.2.2 including the first year of the extended Term and for each year thereafter. Each Extension Option is personal to the original Tenant under this Lease and may not be transferred or assigned without Landlord’s approval in Landlord’s sole and absolute discretion. If the first Extension Option is not exercised in the time and manner specified, the second Extension Option shall also automatically terminate.

2.3. Landlord Option to Terminate. At any time after the Initial Term, Landlord has the right to terminate this Lease for any reason upon provided twelve (12) months written notice to Tenant. Notwithstanding any notice to terminate under this Section 2.3, Tenant shall remain obligated to pay Base Rent and comply with all terms of this Lease prior to the actual termination date.

2.4. Recordation. Within ten (10) business days of the execution and acknowledgement of this Lease by both parties, Landlord shall cause a copy of this Lease to be recorded in the Official Records of Contra Costa County (“Official Records”) pursuant to Government Code Section 37393. Upon termination or exercise of any rights under this Lease or any amendment of this Lease, the parties shall record a copy thereof in the Official Records. Upon termination of the Lease, Tenant shall promptly execute, acknowledge and deliver to Landlord any documents reasonably requested by Landlord in order to terminate the Lease in the Official Records.

3. RENT.

3.1. Rent Commencement Date. Tenant shall commence paying the Monthly Base Rent (as defined below) on the Effective Date (“Rent Commencement Date”).

3.2. Base Rent.

3.2.1. Monthly Base Rent. The initial Annual Base Rent shall be _________________ payable in equal monthly payments of ______________ (“Monthly Base Rent”) payable in advance on the first (1st) day of each month.

3.2.2. Annual Increase. The Monthly Base Rent will be increased on each anniversary of the Rent Commencement Date by an amount equal to the change in the CPI (as defined below) between the month preceding the Rent Commencement Date for the year immediately preceding the year in which the Base Rent increase occurs and the same month for the year in which the Base Rent increase occurs (“CPI Adjustment”). By way of example only, if the Rent 128
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Commencement Date is October 1, 2023, then the CPI Adjustment for the first anniversary of the Rent Commencement Date (which would be October 1, 2024) would be calculated by determining the change in the CPI between September 2024 and September 2023. For purposes of this Lease, “CPI” means the Consumer Price Index – All Items for All Urban Customers, Western Region area published by the United States Department of Labor, Bureau of Labor Statistics (or a reasonably equivalent index if such index is discontinued). Notwithstanding the CPI Adjustment, the Monthly Base Rent for each year shall increase by not less than two percent (2%) but not more than five percent (5%). If the parties inadvertently fail to apply a CPI Adjustment on an anniversary of the Effective Date, then that failure will not be deemed a waiver by Landlord of that particular CPI Adjustment of Base Rent, but rather, that CPI Adjustment will be added to any subsequent CPI Adjustment(s) with appropriate back charges as necessary to capture the inadvertent shortage.

However, no late charges or interest shall accrue on the shortage.

3.3. Miscellaneous. All Monthly Base Rent shall be paid in advance without notice, demand, deduction or offset on or before the first day of each calendar month during the Term.

Month Base Rent for any period during the Term which is less than one (1) month shall be prorated, assuming a thirty (30) day month. All Rent shall be paid to Landlord in lawful money of the United States of America, to Landlord at 1322 Canal Blvd, Richmond, California 94804 Attention: Port Director, or at such other place as Landlord may designate in writing. Any and all sums which may be due from Tenant under this Lease are deemed “Rent.”

3.4. Interest. Any amount payable to Landlord pursuant to this Lease, other than late charges, that is not received by Landlord within thirty (30) days following the date on which it was due will bear interest starting on the thirty-first (31st) day after it was due. The interest rate shall be ten percent (10%) per annum (“Interest”), but will not exceed the maximum rate allowed by law. Interest is payable in addition to the late charge in Section 3.5 but shall not accrue on the late charge.

3.5. Late Charge. If any Rent that is not received by Landlord by the due date, Tenant shall pay to Landlord an additional sum of five percent (5%) of the overdue amount as a late charge, which is agreed to represent a reasonable estimate of the costs incurred by Landlord on account of such delinquency. Acceptance of a late charge shall not constitute a waiver of Tenant's default with respect to the overdue amount or prevent Landlord from exercising any of the other rights and remedies available to Landlord.

4. SECURITY DEPOSIT. Upon execution of this Lease, Tenant shall deliver to Landlord the sum of __________________________ to be held during the entire Lease Term as security for the faithful performance by Tenant of all of its obligations under this Lease (“Security Deposit”).

If Tenant defaults with respect to any provisions of this Lease, including, but not limited to, the provisions relating to the payment of Rent, Landlord may, without notice to Tenant, but shall not be required to apply all or any part of the Security Deposit for the payment of any Rent or any other sum in default and Tenant shall, upon demand therefor, restore the Security Deposit to its original amount. Any unapplied portion of the Security Deposit shall be returned to Tenant within sixty (60) days following the termination of this Lease. Tenant shall not be entitled to any interest on the Security Deposit and Landlord shall have the right to commingle the Security Deposit with Landlord's other funds. Tenant hereby waives the provisions of Section 1950.7 of the California Civil Code and all other provisions of law, now or hereafter in effect, which (i) establish the time frame by which a landlord must refund a security deposit under a lease, and/or (ii) provide that a 129
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landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of rent, to repair damage caused by a tenant or to clean the Lease Premises, it being agreed that Landlord may, in addition, claim those sums specified in this Section and/or those sums reasonably necessary to compensate Landlord for any loss or damage caused by Tenant's default of this Lease, including, but not limited to, all damages or rent due upon termination of this Lease pursuant to Section 1951.2 of the California Civil Code.

5. USE OF PREMISES.

5.1. Use. Without prior written approval by Landlord, Tenant shall only use the Lease Premises for its operation of a financially sustainable maritime business substantially in accordance with the operations described in Exhibit C. Tenant shall conduct its operations in a manner that supports compliance with applicable air quality and maritime environmental regulations, reduces emissions from vessels and Port-related operations, maintains the Lease Premises in a safe and professional condition, and generates fair and reasonable economic value for the Port. Tenant may use the Lease Premises 24 hours a day, 7 days a week. Tenant shall not use or permit the Lease Premises or any part thereof to be used for any other purpose without the prior written consent of Landlord. Tenant shall operate its business in an efficient, businesslike and first class manner. Tenant shall at all times comply with the provisions of Section 11.

5.2. Compliance with Law. Tenant shall, at Tenant's sole cost and expense, promptly comply with all laws, ordinances, rules, regulations and orders (state, federal, municipal or promulgated by other agencies or bodies having or claiming jurisdiction which may include the San Francisco Bay Conservation and Development Commission (“BCDC”) related to the use, condition or occupancy of the Premises now in effect or that may hereafter come into effect including, but not limited to, (a) accessibility and use by individuals with disabilities, (b) environmental conditions in, on or about the Premises, and (c) Chapters 2.28 (Nondiscrimination Clauses in City Contracts Ordinance), 2.50 (Business Opportunity Ordinance) 2.56 (Local Employment Program Ordinance), 2.60 (Living Wage Ordinance) and 2.65 (Ordinance Banning the Requirement to Provide Information of Prior Criminal Convictions on All Employment Applications) of the Richmond Municipal Code, if applicable.

5.3. Prohibitions. Tenant shall not do or permit anything to be done in or about the Lease Premises which will in any way obstruct or interfere with the rights of other parties on properties adjacent to the Lease Premises, or injure or annoy them or use or allow or permit the Lease Premises to be used for any improper, immoral, unlawful or objectionable purpose. Tenant shall not cause, maintain or permit any nuisance in or about the Lease Premises, or commit or suffer to be committed any waste in or upon the Lease Premises. Tenant shall not do or permit anything to be done in or about the Lease Premises, nor bring or keep anything therein, which will in any way increase the existing rate of or affect any fire or other insurance upon the Lease Premises, or part thereof, or the contents of the Lease Premises, or cause cancellation of any insurance policy covering the Lease Premises, or part thereof, or its contents.

Tenant shall not engage in activities (including, without limitation, spray painting, sandblasting, blowing of stacks, funnels or exhaust pipes, or other releases of particulate matter) on land or at sea within the jurisdiction of the Port of Richmond that creates a significant risk of injury or damage to the premises or property owned or possessed by any tenant or its customers or which otherwise may materially interfere with the tenant’s or customer’s operations in the Port of Richmond. Tenant shall conduct its operations in such a manner that it does not create a significant risk of injury or damage to the auto processing facility operated by Auto Warehousing Co. (AWC) at the Pt. Potrero Marine Terminal (Auto Processing Facility) or adversely impact 130
01337.0020/954454.1 6
AWC’s or AWC’s customers’ use of the Auto Processing Facility or its operations. This Section

2.02(d) is intended to benefit (and may be enforced by) AWC and AWC’s customers.

5.4. Permits and Licenses. Tenant shall obtain, comply with, and keep in force at all times, at Tenant’s sole cost and expense, any and all required governmental licenses, approvals and permits needed for the proper and lawful conduct of Tenant’s use of the Leased Premises (which may include BCDC) (collectively, “Permits”). Tenant shall provide copies of all Permits to Landlord within ten (10) days after Landlord’s written request. Tenant’s failure to maintain all Permits will be a material default under this Lease.

5.5. Abandonment. Tenant shall not abandon the Lease Premises during the Term.

6. MAINTENANCE AND REPAIRS.

6.1. Tenant’s Duties.

6.1.1. General. Tenant shall, at Tenant’s sole cost and expense, maintain the Lease Premises (in its entirety) in good condition and repair at all times, including, but not limited to, removal of debris at the bottom of the basin. Upon the expiration or sooner termination of this Lease, Tenant shall surrender the Lease Premises in good condition and repair, reasonable wear and tear excepted. Should Tenant fail to vacate the Lease Premises in a clean and undamaged condition, Landlord may, in its sole discretion, arrange for the cleaning and/or repair of the Lease Premises, the cost of which may be deducted from the Security Deposit or otherwise promptly reimbursed by Tenant. Tenant shall be solely responsible for the security of the Lease Premises

6.1.2. Personnel. Tenant shall furnish and supervise sufficient personnel to properly and efficiently operate and maintain the Lease Premises in accordance with the terms of this Lease. Such personnel shall either be employees, volunteers or contractors of Tenant or employees of Operator. All such personnel shall be courteous to customers of the Lease Premises. Further, Tenant shall promptly attend to the reasonable complaints and/or comments of Landlord and the customers, if any, of the Lease Premises. As used herein, “Operator” shall mean any third-party engaged by Tenant to operate the Premises.

6.2. No Landlord Duties. Landlord has no maintenance or repair obligations of any kind with respect to all or any portion of the Lease Premises.

7. ALTERATIONS AND ADDITIONS. Except as provided in Section 8.2.1, Tenant shall not make or permit any alterations, additions or improvements in, to or about the Lease Premises or any part thereof without the prior written consent of Landlord. Any alterations, additions or improvements in, to or about the Lease Premises shall become a part of the real property, belong to Landlord and be surrendered with the Lease Premises without compensation to Tenant.

8. REQUIRED IMPROVEMENTS.

8.1. Landlord Improvements. Landlord is not obligated to make any improvements of any kind to all or any portion the Lease Premises.

8.2. Tenant Improvements.
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8.2.1. Initial Required Work. Promptly after the Effective Date, Tenant shall, at Tenant’s sole cost and expense and in compliance with all laws, regulations, ordinances, etc., including, but not limited to, the Richmond Municipal Code (collectively “Applicable Laws”), install utility meters to facilitate direct billing to Tenant by the utility companies for all utility services.

8.2.2. Future Improvements. Other than the Improvements, Tenant shall not make or allow to be made any alterations or additions in or to the Premises without first obtaining the written consent of Landlord. Landlord's consent will not be unreasonably withheld or delayed with respect to proposed alterations and additions that: (i) comply with all applicable laws, ordinances, rules and regulations; (ii) will not interfere with the Port of Richmond future use of the Premises; and (iii) will not trigger any additional costs to Landlord (other than those for which Tenant is obligated to reimburse Landlord pursuant to the terms of this Lease).

Any consent given by Landlord under this Section 8.2 shall be deemed conditioned upon: (i) Tenant's acquiring all applicable permits required by governmental authorities; (ii) Tenant's furnishing to Landlord copies of such permits, together with copies of the approved plans and specifications, prior to commencement of the work thereon; and (iii) Tenant’s compliance with the conditions of all applicable permits and approvals in a prompt and expeditious manner.

Tenant shall provide Landlord with not less than ten (10) days prior written notice of commencement of the work so as to enable Landlord to post and record appropriate notices of non-responsibility. All alterations and additions permitted hereunder shall be made and performed by Tenant without cost or expense to Landlord. Tenant shall timely pay the contractors and suppliers all amounts due to them when due and keep the Premises free from any and all mechanics', materialmen's and other liens and claims arising out of any work performed, materials furnished or obligations incurred by or for Tenant.

Any and all alterations, additions or improvements made to the Premises by Tenant shall become the property of Landlord upon installation and shall be surrendered to Landlord without compensation to Tenant upon the termination of this Lease by lapse of time or otherwise unless Landlord conditioned its approval of such alterations, additions or improvements on Tenant's agreement to remove them, in which case Tenant shall before termination of this Lease, remove such alterations, additions and improvements, repair any damage resulting from such removal and restore the Premises to their condition existing prior to the date of installation of such alterations, additions and improvements. Notwithstanding anything to the contrary set forth above, this clause shall not apply to movable equipment, personal property or furniture owned by Tenant. Tenant shall repair at its sole cost and expense all damage caused to the Premises by removal of Tenant's movable equipment, personal property or furniture and such other alterations, additions and improvements as Tenant shall be required or allowed by Landlord to remove from the Premises.

All alterations, additions and improvements permitted under this Section 8.2 shall be constructed (i) diligently, in a good and workmanlike manner with new, good 132
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and sufficient materials; (ii) by a licensed bonded general contractor licensed in the State of California; and (iii) in compliance with all Applicable Laws, including, without limitation, Labor Code 1720 et seq which includes paying prevailing wages, and those related to accessibility and use by individuals with disabilities.

9. SIGNS. Except as provided below, Tenant shall not place any sign on or at the Lease Premises, including, but not limited to, signage in windows, without Landlord’s prior written consent which may specify requirements (“Approved Sign”). Any Approved Sign shall be installed solely at Tenant’s sole cost and expense. Tenant shall obtain any applicable permits for the installation of an Approved Sign and comply with all Applicable Laws. Tenant shall maintain Approved Signs in good condition at all times at Tenant’s sole cost and expense. If Tenant abandons or vacates the Lease Premises, Tenant shall no longer have the right to use the Approved Signs which Landlord shall have a right to remove.

10. UTILITIES. Landlord is not obligated to provide utilities to the Premises. Tenant shall comply with Section 8.2.1 to install separate meters and shall contact all applicable utility companies to arrange for direct billing to Tenant for services to the Premises.

11. ENVIRONMENTAL MATTERS; SAFETY PRECAUTIONS & POLLUTION CONTROL.

11.1. Hazardous Materials.
(a) Tenant shall not cause or permit any Hazardous Material (as defined in below) to be brought, kept, used, generated, released or disposed in, on, under or about the Lease Premises by Tenant, its agents, employees, contractors or invitees; provided, however, that Tenant may use, store and dispose of, in accordance with applicable Laws, limited quantities of standard office and janitorial supplies, but only to the extent reasonably necessary for Tenant's operations in the Lease Premises and provided that Tenant remains liable for the release or disposal of any such materials and supplies at or on the Lease Premises that occurs during the Term hereof. Tenant hereby indemnifies Landlord from and against any breach by Tenant of the obligations stated in the preceding sentence, and hereby agrees to defend and hold Landlord harmless from and against any and all claims, liability, losses, damages, costs and/or expenses (including, without limitation, diminution in value of the Lease Premises, or any portion thereof, and sums paid in settlement of claims, fines, penalties, attorneys' fees, consultants' fees and experts' fees) that arise during or after the Term as a result of such breach. This indemnification of Landlord by Tenant includes, without limitation, death of or injury to person, damage to any property or the environment and costs incurred in connection with any investigation of site conditions or any cleanup, remedial, removal, or restoration work required by any federal, state or local governmental agency or political subdivision, including the City of Richmond, because of any Hazardous Material present in, on, under or about the Premises (including soil and ground water contamination) that results from such a breach. Without limiting the foregoing, if the presence of any Hazardous Material in, on, under or about the Lease Premises caused or permitted by Tenant results in any contamination of the Lease Premises, Tenant shall promptly take all actions at its sole expense as are necessary to return the same to the condition existing prior to the introduction of such Hazardous Material; provided that Landlord's approval of such actions, and the contractors to be used by Tenant in connection therewith, shall first be obtained. This indemnification of Landlord by Tenant shall survive the expiration or sooner termination of this Lease. Notwithstanding the foregoing, in no 133
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event shall Tenant be liable for any Hazardous Materials located on the Premises as of the Effective Date or any Hazardous Materials placed on the Premises by a party other than Tenant or Tenant’s agents, contractors or employees. (b) Definitions. As used in this Lease, the term "Hazardous Material" means any hazardous or toxic substance, material or waste that is or becomes regulated by any local governmental authority, the State of California or the United States government. The term "Hazardous Material" includes, without limitation, any substance, material or waste that is (i) defined as a "hazardous waste" or similar term under the laws of the jurisdiction where the Premises is located; (ii) designated as a "hazardous substance" pursuant to Section 311 of the Federal Water Pollution Control Act (33 U.S.C. § 1317); (iii) defined as a "hazardous waste" pursuant to Section 1004 of the Federal Resource, Conservation and Recovery Act, 42 U.S.C. § 6901 et seq. (42 U.S.C. § 6903); (iv) defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. § 9601 et seq. (42 U.S.C. § 9601); (v) hydrocarbons, petroleum, gasoline, crude oil or any products, by-products or fractions thereof; or (vi) asbestos in any form or condition. The term "Laws" means any applicable federal, state or local laws, ordinances, rules or regulations relating to any Hazardous Material affecting the Premises, including, without limitation, the specific laws, ordinances and regulations referred to above. References to specific Laws shall also be references to any amendments thereto and to any applicable successor Laws.

11.2. Safety Precautions and Storm Water Pollution Control. In connection with Tenant’s use and occupancy of the Lease Premises, Tenant shall take measures to minimize the potential for Hazardous Materials or other pollutants to enter the San Francisco Bay and/or Port of Richmond’s storm water drainage system. The targeted pollutants include Hazardous Materials and floatable materials, oxygen demanding substances (e.g. plant debris, street litter and organic substances), bacteria and viruses, sediment, and nutrients (e.g. nitrogen and phosphorous).

These measures shall pertain to the extent related to Tenant’s use and occupancy of the Premises, and shall include, but not be limited to, taking all steps reasonably necessary in:
(1) Preventing fuel spills and leaks and reducing the impact to storm water by not topping off fuel tanks; using secondary containment when transferring fuel from tanker trucks to fuel tanks; using absorbent material on small spills and for general cleaning rather than hosing; carrying out all federal, state, regional and local requirements regarding underground storage tanks or installing above ground tanks; fueling mobile equipment at designated fueling areas; and designing fueling areas to prevent the run-on of storm water and the run-off of spills. “Secondary containment” means a back-up system that prevents the spread of pollutants should any spill, leak or otherwise escape. (2) Preventing the discharge of pollutants to storm water from vehicle, boat and equipment maintenance and repair by containing waste oil under cover with absorbent material under each container; keeping drip pans or container under the areas that might drip pollutants; using a vehicle maintenance area designed to prevent storm water pollution; cleaning storm drain inlets regularly, especially after large storms; not pouring materials down storm drains; dry sweeping instead 134
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of hosing down work areas; storing idle equipment under cover, switching to nontoxic chemicals for maintenance when possible; cleaning small spills with rags and larger spills with absorbent materials; and minimizing the use of solvents. (3) Preventing the discharge of pollutants to storm water from outdoor equipment and operations by reducing the amount of waste created; enclosing or covering all or some of the equipment; and installing secondary containment. (4) Preventing the discharge of pollutants to storm water from vehicle and equipment washing and steam cleaning by maintaining designated wash areas, preferably covered, to prevent contact with storm water; and not permitting any wash water to enter the storm drains.
(5) Preventing the discharge of pollutants to storm water from outdoor loading/unloading of materials by parking tank trucks or delivery vehicles so that spills or leaks can be contained; covering the loading and unloading docks to reduce exposure of materials to rain; and using drip pans under hoses. (6) Preventing the discharge of pollutants to storm water from outdoor storage areas by installing appropriate safeguards against accidental release; installing secondary containment where reasonably required; conducting regular inspections.
(7) Protecting materials from rainfall run-on, run-off and wind dispersal by storing materials indoors; complying with specific federal, state, regional and local standards regarding storage of Hazardous Material; enclosing or covering materials; periodically sweeping parking lots or other surfaces near bulk material storage areas to remove debris blown or washed from storage areas; and installing pellet traps at storm water discharge points where plastic pellets are loaded and unloaded.
(8) Preventing the discharge of pollutants to storm water from waste handling and disposal by tracking waste generation, storage, and disposal; reducing waste generation and disposal through source reductions, reuse and recycling; preventing run-on and run-off from waste management areas; and covering dumpsters and garbage cans during the rainy season.
(9) Preventing the discharge of pollutants to storm water from contaminated or erodible surface areas by leaving as much vegetation on-site as reasonably possible; minimizing soil exposure; stabilizing exposed soils; and preventing storm water run-on and run-off.
(10) Preventing the discharge of pollutants to storm water from buildings and grounds maintenance by washing and cleaning up with as little water as reasonably possible; preventing and cleaning up spills immediately; and keeping debris from entering the storm drains.
(11) Preventing the discharge of pollutants to storm water from building repair, remodeling, and construction by using appropriate containment and erosion controls; and enclosing or covering building material storage areas. (12) Preventing the discharge of pollutants to storm water and receiving waters from over water activities by minimizing over water maintenance; limiting over water hull surface maintenance to sanding and minor painting; not spray painting vessels while they are on the water; avoid washing down boats with soap and detergent; using phosphate-free and biodegradable detergent for hull washing; 135
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keeping organic and inorganic wastes out of the water; and cleaning up spills and wastes immediately. “Over water activities” refers to activities undertaken by Tenant on the waters of San Francisco Bay or waters flowing into San Francisco Bay.
(13) Preventing the discharge of pollutants to storm water by using ground cloths when painting boats on land; using tarps, plastic sheeting, or other material to contain spray paint and blasting sand; properly disposing of surface paint chips, used blasting sand, residual paints, and other material; and sweeping any drydocks before flooding them.

11.3. Right of Entry. Notwithstanding Section 15, Landlord, its employees, agents and consultants, shall have the right to enter the Premises at any time in order to conduct periodic environmental inspections and tests to determine whether any Hazardous Materials are present. The costs and expenses of such inspections shall be paid by Landlord unless a default or breach of this Lease, violation of Laws or contamination caused or permitted by Tenant is found to exist. In such event, Tenant shall reimburse Landlord upon demand, as additional rent, for the reasonable costs and expenses of such inspections.

11.4. Notice to Landlord. Tenant shall promptly notify Landlord in writing of: (i) any enforcement, clean-up, removal or other governmental or regulatory action instituted or threatened regarding the Premises pursuant to any Laws; (ii) any claim made or threatened by any person against Tenant or the Premises relating to damage, contribution, cost recovery, compensation, loss or injury resulting from or claimed to result from any Hazardous Material; and (iii) any reports made to or received from any governmental agency arising out of or in connection with any Hazardous Material in or removed from the Premises, including any complaints, notices, warnings or asserted violations in connection therewith.

12. CLAIMS AGAINST PREMISES. Tenant shall not suffer or permit to be enforced against the Lease Premises, or any part thereof, any mechanic’s, materialman’s, contractor’s or subcontractor’s liens arising from any claim for any work of construction, repair, restoration, replacement or improvement of or to the Lease Premises or any other claim or demand how ever the same may arise, and Tenant shall pay or cause to be paid any and all such claims or demands before any action is brought to enforce the same against the Lease Premises. Tenant agrees to indemnify and hold Landlord and the Lease Premises free and harmless of all liability for any and all such claims and demands, together with Landlord’s reasonable attorneys’ fees and all costs and expenses in connection with any such claims or liens.

13. PERSONAL PROPERTY & POSSESSORY INTEREST TAXES.

13.1. Mandatory Notice. Notice is hereby given to Tenant pursuant to California Revenue and Taxation Code Section 107.6 and Health and Safety Code Section 33673 that the interest of Tenant created in the Lease Premises pursuant to this Lease is subject to real property taxation and accordingly Tenant is subject to the payment of property taxes levied on said possessory interest.

13.2. Payment of Taxes. Tenant shall pay prior to delinquency any and all personal property taxes and possessory interest taxes attributable to the Premises. Tenant is aware that this leasehold is subject to possessory interest taxes as assessed by the County of Contra Costa. 136
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Tenant shall indemnify, defend and hold harmless Landlord against any and all such taxes, fees, penalties or interest assessed, or imposed against Landlord hereunder. In the event Tenant fails to timely pay any tax, assessment, fee, penalty or interest, Landlord, at its option, shall have the right to pay such charge and treat such payment as additional rent to be charged to Tenant and paid by Tenant to Landlord within five (5) days after receipt of written notice from Landlord. Tenant shall be solely responsible for the payment of all taxes attributable to its operations, including but not limited to, sales taxes and income taxes.

14. HOLDING OVER. If Tenant remains in possession of the Lease Premises, or any part thereof, after the expiration of the Term, such occupancy shall be a tenancy from month-to-month with Monthly Base Rent payable each month equal to one hundred fifty percent (150%) of the Monthly Base Rent that was payable prior to expiration of the Term, cancelable upon thirty (30) days’ written notice upon the terms and conditions that existed during the last year of the Term.

15. ENTRY BY LANDLORD. Tenant agrees that representatives of Landlord, as designated by Landlord, shall, during normal business hours, or outside normal business hours in the event of an emergency, have the right to enter the Lease Premises and inspect the same to determine if the same complies with each and every term and condition of this Lease and with all applicable municipal, county, state and federal laws, rules, ordinances and regulations relating to building occupancy and the conduct of Tenant’s business. Tenant waives any claim for damages or for any injury or inconvenience to or interference with Tenant’s business, any loss of occupancy or quiet enjoyment of the Lease Premises, and any loss occasioned thereby. Landlord shall have the right to use any and all means which Landlord may deem proper to open said doors in an emergency in order to obtain entry to the Lease Premises without liability to Tenant, except for any failure to exercise reasonable care for Tenant’s property. Any entry to the Lease Premises obtained by Landlord under this Section, shall not be construed or deemed to be a forcible or unlawful entry into, or a detainer of, the Lease Premises, or an eviction of Tenant from the Lease Premises.

16. DAMAGE. In the event of a fire or other casualty in the Premises, this Lease shall terminate effective immediately. The proceeds from any insurance paid by reason of damage to or destruction of the Premises or any part thereof insured by Landlord shall belong to and be paid to Landlord. The proceeds from any insurance paid by reason of damage to or destruction of the Premises or any part thereof insured by Tenant shall belong to and be paid to Tenant. Landlord and Tenant agree that the terms of this Lease shall govern the effect of any damage to or destruction of the Premises with respect to the termination of this Lease and hereby waive the provisions of any present or future statute or law to the extent inconsistent therewith.

17. EMINENT DOMAIN. If all or any portion of the Premises are taken under the power of eminent domain or sold under the threat of the exercise of such power (all of which are referred to herein as "condemnation"), this Lease shall cease and terminate as of the date of taking. All proceeds from any condemnation of the Premises shall belong and be paid to Landlord; provided that Tenant shall be entitled to any compensation separately awarded to Tenant for loss of Tenant's trade fixtures, if any and relocation costs.

18. ESTOPPEL CERTIFICATE. Tenant shall, at any time and from time to time, upon not less than ten (10) days’ prior written notice from Landlord, execute, acknowledge and deliver to Landlord a statement in writing (a) certifying that this Lease is unmodified and in full force and effect or, if modified, stating the nature of such modification and certifying that this Lease, as so modified, is in full force and effect and the date to which the rental and other charges are paid in advance, if any; and (b) acknowledging that there are not, to Tenant’s knowledge, any uncured 137
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defaults on the part of Landlord hereunder, or specifying such defaults on the part of Landlord hereunder, or specifying such defaults if any are claimed. Any such statement may be relied upon by any prospective purchaser or encumbrancer of all or any portion of which the Lease Premises are a part.

19. ASSIGNMENT AND SUBLETTING. Tenant shall not assign this Lease, in whole or in part, nor sublet all or any part of the Premises, without the prior written consent of Landlord which consent may be withheld by Landlord in its sole and absolute discretion. The consent by Landlord to any assignment or subletting shall not constitute a waiver of the necessity for such consent to any subsequent assignment or subletting. Irrespective of any assignment or sublease and, Tenant shall remain fully liable under this Lease and shall not be released from performing any of the terms, covenants and conditions of this Lease. A transfer of any ownership interest in the entity comprising Tenant shall be deemed an assignment under this Lease. No interest of Tenant in this Lease shall be assignable by operation of law. Any transfer, assignment or subletting of the Lease Premises without such prior written consent shall be void for all purposes and shall be a Default under this Lease.

20. INDEMNIFICATION. Tenant shall defend, indemnify, and hold Landlord harmless from, and reimburse Landlord for, any loss, cost, expense, liability, or damages of every kind or nature, including but not limited to injury to or death of any person or destruction of the Lease Premises in connection with or related to, the use by Tenant or any third party (including officers, directors, employees and invitees) of the Lease Premises or any facilities located thereon in connection with the business being conducted by Tenant. In addition, Tenant shall defend, indemnify, and hold Landlord harmless from any breach or default in the performance of any obligation to be performed by Tenant under this Lease, any violation of governmental law or regulation, or any intentional misconduct or negligence of Tenant, or any officer, agent, employee, guest, or invitee of Tenant, regardless of whether such intentional misconduct or negligence was active or passive.

In the event of the occurrence of any event which is an indemnifiable event pursuant to this Section, Tenant shall notify Landlord promptly and, if such event involves the claim of any third person, Tenant shall assume all expenses with respect to the defense, settlement, adjustment, or compromise of any claim; provided that Landlord may, if it so desires, employ counsel at its own expense to assist in the handling of such claim. Tenant shall obtain the prior written approval of Landlord before entering into any settlement, adjustment or compromise of such claim. Tenant shall reimburse Landlord or any third party (including officers, directors, and employees of Landlord) for any legal expenses and costs incurred in connection with or in enforcing the indemnity herein provided. All indemnification obligations hereunder shall survive the expiration or termination of this Lease. Notwithstanding the generality of the foregoing, Tenant’s obligation to indemnify Landlord shall not extend to liability solely caused by the gross negligence or willful misconduct of Landlord, its officers, employees or agents on the Lease Premises, or events or activities conducted by Landlord. The provisions of this Section 20 shall survive termination of this Lease for any reason.

21. INSURANCE.

21.1. Landlord's Insurance. At no cost to Tenant, Landlord may secure and maintain policies of insurance for the Lease Premises covering loss of or damage to the Lease Premises with loss payable to Landlord. Landlord shall not be obligated to obtain insurance for any of Tenant's trade fixtures, equipment, furnishings, machinery or other property. Such policies may provide protection against fire and extended coverage perils and such additional perils as Landlord deems suitable, and with such 138
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deductible(s) as Landlord shall deem reasonably appropriate. Tenant shall not be a beneficiary of any such policies.

21.2. Tenant's Insurance Requirements. Tenant, at its own cost and expense, shall provide and maintain insurance coverage as set forth in attached Exhibit D entitled “Insurance Requirements for Tenant.”

21.3. Waiver of Subrogation. Tenant agrees that in the event of loss arising out of any of the perils for which it has agreed to provide insurance against, Tenant shall look solely to its insurer for recovery. Tenant hereby grants to Landlord, on behalf of its insurers, a waiver of any right to subrogation which any such insurer of Tenant may acquire against Landlord by virtue of the payment of any loss under such insurance.

21.4. Failure to Maintain Insurance; Proof of Compliance. If Tenant fails or refuses to procure or maintain insurance required by this Lease, or fails or refuses to furnish Landlord with required proof that the insurance has been procured and is in full force and paid for, Landlord shall have the right but not the obligation, at Landlord’s sole election and on five (5) days’ notice, to procure and maintain such insurance. The premiums paid by Landlord shall be treated as added Rent due from Tenant with interest at the rate of ten percent (10%) pursuant to Section 3.4. Landlord shall give prompt notice of the payment of such premiums, stating the amounts paid and the names of the insurer or insurers, and interest shall run from the day of the notice.

Notwithstanding that Landlord may secure policies under this Section, the failure of Tenant to obtain and maintain insurance under this Lease shall also constitute a material default by Tenant.

24. TENANT’S DEFAULT. The occurrence of any one or more of the following events shall constitute a default and breach of this Lease by Tenant (“Tenant’s Default”):
a. The failure by Tenant to make any payment of Monthly Base Rent or any other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of three (3) days after written notice thereof by Landlord to Tenant.
b. A default under the Adjacent Property Lease.
c. The failure of Tenant to provide insurance in accordance with Section 24. d. Vacating or abandonment of the Lease Premises by Tenant without paying all Rent due under this Lease.
e. Assignment or subletting by Tenant without Landlord’s consent as required by Section 20.
f. A failure by Tenant to observe or perform any other covenants, conditions or provisions of this Lease to be observed or performed by Tenant, where such failure shall continue for a period of twenty (20) days after written notice thereof by Landlord to Tenant; provided, however, that if the nature of the default involves such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant commences such cure within 139
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such thirty (30) day period and thereafter diligently prosecutes said cure to completion.
g. The making by Tenant of any general assignment or general arrangement for the benefit of creditors, or the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); or the appointment of a trustee or a receiver to take possession of substantially all of Tenant’s assets located in or about the Lease Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located in or about the Lease Premises or of Tenant’s interest in this Lease, where such seizure is not discharged in thirty (30) days.

Any notice required to be given by Landlord under this Section shall be in lieu of and not in addition to any notice required under Section 1161 of the California Code of Civil Procedure.

25. REMEDIES ON TENANT’S DEFAULT. In the event of any such material default or breach by Tenant, Landlord may at any time thereafter and without notice or demand and, without limiting Landlord in the exercise of a right or remedy Landlord may have by reason of such default or breach:
a. Terminate Tenant’s right to possession of the Lease Premises by any lawful means, in which case this Lease shall terminate and Tenant shall immediately surrender possession of the Lease Premises to Landlord. In such event, Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant’s default including, but not limited to, the cost of recovering possession of the Lease Premises, expenses of reletting, including necessary renovation and alteration of the Lease Premises, for reasonable attorneys’ fees and costs, any real estate commission actually paid, or the worth at the time of award by the court having jurisdiction thereof of the amount by which the unpaid Rent for the balance of the Term after the time of such award exceeds the amount of such rental loss for the same period that Tenant proves could be reasonably avoided. Unpaid installments of Rent or other sums shall bear interest from due date thereof at the rate of ten percent (10%) per annum or at the maximum legal rate then in effect in California, whichever is higher. In the event Tenant shall have abandoned the Lease Premises, Landlord shall have the option of (1) taking possession of the Lease Premises and recovering from Tenant the amount specified in this subparagraph, or (2) proceeding under the provisions of the following subparagraphs.
b. Maintain Tenant’s right to possession, in which case this Lease shall continue in effect whether or not Tenant shall be entitled to enforce all of Landlord’s rights and remedies under this Lease, including the right to recover Rent as it becomes due hereunder.
c. Pursue any other remedy now or hereafter available to Landlord under the laws or judicial decisions of the State of California. Furthermore, Tenant agrees that no election by Landlord as to any rights or remedies available hereunder or pursuant 140
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to any law or judicial decisions of the State of California shall be binding upon Landlord until the time of trial of any such action or proceeding. d. All rights, privileges and elections or remedies of Landlord are cumulative and not alternative with all other rights and remedies at law or in equity to the fullest extent permitted by law.
e. Tenant waives any right of redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 and 1179, or under any other present or future law in the event Tenant is evicted and Landlord takes possession of the Premises by reason of a default.

26. LANDLORD'S RIGHT TO PERFORM. Notwithstanding anything to the contrary set forth elsewhere in this Lease, in the event Tenant fails to perform any affirmative duty or obligation of Tenant under this Lease, then within five (5) business days after written notice to Tenant (and without notice in case of an emergency) Landlord may (but shall not be obligated to) perform such duty or obligation on Tenant's behalf, including, without limitation, the obtaining of insurance policies or governmental licenses, permits or approvals. Tenant shall reimburse Landlord upon demand for the reasonable costs and expenses of any such performance (including penalties, interest and attorneys' fees incurred in connection therewith). Such reasonable costs and expenses incurred by Landlord shall be deemed additional rent hereunder.

27. LANDLORD’S DEFAULT. A failure by Landlord to observe or perform any covenants, conditions or provisions of this Lease to be observed or performed by Landlord, where such failure shall continue for a period of thirty (30) days after written notice thereof by Tenant to Landlord; provided, however, that if the nature of the default involves such that more than thirty (30) days are reasonably required for its cure, then Landlord shall not be deemed to be in default if Landlord commences such cure within such thirty sixty (30) day period and thereafter diligently prosecutes said cure to completion (“Landlord’s Default”). Tenant shall not have the right to offset any amounts against Rent.

28. WAIVER. The waiver by Landlord of any term, covenant or condition herein contained shall not be deemed to be a waiver of such term, covenant or condition on any subsequent breach of the same or any other term, covenant or condition herein contained. Acceptance of late payment of Monthly Base Rent or additional Rent by Landlord shall not be deemed to be a waiver of any preceding breach by Tenant of any term, covenant or condition of this Lease, other than the failure of Tenant to pay the particular rental so accepted, regardless of Landlord’s knowledge of such preceding breach at the time of acceptance of such Monthly Base Rent or Additional Rent.

29. TIME. Time is of the essence of this Lease and each and all of its provisions.

30. FORCE MAJEURE. A party’s failure to perform related to any cause beyond the Party’s reasonable control including, without limitation, any act of God, fire, terrorism, quarantine, pandemic or other casualty or accident, pandemic, quarantine, strike, lock-out, factory shut-down or altercation, embargo, or riot (excluding all financial obligations) shall not be considered a Default hereunder. No prevention, delay, or stoppage of performance shall be excused unless:
(a) the party notifies the other party within ten (10) days of such prevention, delay or stoppage that it is claiming excuse of its obligations under this Section 30; and (b) the party diligently takes all reasonable actions necessary to cure the prevention, delay or stoppage and the party effects such cure within a reasonable time.
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31. SALE OF PREMISES BY LANDLORD. In the event of any sale of the Real Property, Landlord shall be and hereby is entirely freed and relieved of all liability under any and all of the covenants and obligations contained in or derived from this Lease arising out of any act, occurrence or omission occurring after the consummation of such sale. The purchaser, at such sale or any subsequent sale of the Real Property, shall be deemed, without any further agreements between the parties or their successors in interest or between the parties and any such purchaser, to have assumed and agreed to carry out each and all of the covenants and obligations of Landlord under this Lease.

32. COMMISSION. Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or agent in connection with the negotiation of this Lease, and that they know of no other real estate broker or agent who is entitled to a commission in connection with this Lease. Each party agrees to indemnify and defend the other party against and hold the other party harmless from any and all claims, demands, losses, liabilities, lawsuits, judgments, costs and expenses (including without limitation reasonable attorneys' fees) with respect to any leasing commission or equivalent compensation alleged to be owing on account of any dealings with any real estate broker or agent, other than the Brokers, occurring by, through, or under the indemnifying party.

33. SUCCESSORS. Subject to the provisions of this Lease with respect to assignment and subletting, each and all of the covenants and conditions of this Lease shall be binding on and shall inure to the benefit of the successors of the respective parties.

34. NOTICES. Any notices, demands or communications under this Lease between the parties shall be in writing, and may be given by (i) personal service, (ii) overnight delivery, or (iii) mailing via United States mail, certified mail, postage prepaid, return receipt requested (“US Mail”), addressed to each party as set forth below or such other address as may be furnished in writing by a party, and such notice or communication shall, if properly addressed, be deemed to have been given (a) as of the date so delivered under delivery methods (i) or (ii) above, or (b) three (3) business days after deposit into the U.S. Mail.

Tenant: STAX Engineer, LLC
215 W. Figueroa Street
Santa Barbara, CA 93101
Attn: Chief Executive Officer
With a copy to: _____________________
_____________________
_____________________
Attn: ________________
Landlord: Surplus Property Authority of Richmond
1322 Canal Blvd
Richmond, CA 94804
Attention: Port Director
With Copy to: Surplus Property Authority of Richmond
1322 Canal Blvd
Richmond, CA 94804
Attention: Authority Legal Counsel
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35. ENTIRE AGREEMENT. This Lease contains the entire agreement between the parties.

No promise, representation, warranty, or covenant not included in this Lease has been or is relied on by either party. Each party has relied on his own examination of this Lease, the counsel of his own advisors, and the warranties, representations, and covenants in the Lease itself. The failure or refusal of either party to inspect the Lease Premises or improvements, to read the Lease or other documents or to obtain legal or other advice relevant to this transaction constitutes a waiver of any objection, contention, or claim that might have been based on such reading, inspection, or advice.

36. CONSTRUCTION. This Lease shall be construed according to its fair meaning as if prepared by both parties. Headings used in this Lease are provided for convenience only and shall not be used to construe meaning or intent.

37. INDEPENDENT CONTRACTOR. Neither Landlord nor any of its employees shall have any control over the manner, mode, or means by which Tenant’s agents or employees perform the services required herein, except as otherwise set forth herein. Landlord shall have no voice in the selection, discharge, supervision, or control of Tenant’s employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Tenant shall perform all services required herein as an independent contractor with only such obligations as are consistent with that role. Tenant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of Landlord. Landlord shall not in any way or for any purpose become or be deemed to be a partner of Tenant in its business or otherwise, or a joint venturer or a member of any joint enterprise with Tenant.

38. ATTORNEYS’ FEES. In the event either party places the enforcement of this Lease, or any part of it, or the collection of any Rent due, or to become due, hereunder, or recovery of the possession of the Premises, in the hands of an attorney, or files suit upon the same, the prevailing party shall recover its reasonable attorneys' fees, costs and expenses, including those that may be incurred on appeal. Such fees may be awarded in the same suit or recovered in a separate suit, whether or not suit is filed or any suit that may be filed is pursued to decision or judgment.

The term "prevailing party" shall include, without limitation, a party who substantially obtains or defeats the relief sought, as the case may be, whether by judgment or the abandonment by the other party of its claim or defense; provided however, the parties may agree to compromise or settlement in writing, which compromise or settlement may include a provision that each party is to bear their own attorneys’ fees and costs. The attorneys' fee award shall not be computed in accordance with any court fee schedule, but shall be such as to fully reimburse all attorneys' fees reasonably incurred.

39. QUIET ENJOYMENT. Subject to Tenant’s payment of all Rent and performance of all covenants and obligations of Tenant under this Lease, Tenant shall have quiet possession and quiet enjoyment of the Lease Premises.

40. AUTHORITY. Each individual executing this Lease on behalf of Tenant represents and warrants that he or she is fully authorized to execute and deliver this Lease on behalf of Tenant and that this Lease is binding upon Tenant in accordance with its terms.

41. GOVERNING LAW. This Lease shall be governed by, interpreted under, and construed and enforced in accordance with the laws of the State of California. 143
01337.0020/954454.1 19

42. JURISDICTION. If any legal action is necessary to enforce the terms and conditions of this Lease, the parties agree that a court of competent jurisdiction in the County of Contra Costa shall be the sole venue and jurisdiction for the bringing of such action.

43. SEVERABILITY. If any paragraph, section, sentence, clause, or phrase contained in this Lease shall become illegal, null or void, against public policy, or otherwise unenforceable, for any reason, or held by any court of competent jurisdiction to be illegal, null or void, against public policy, or otherwise unenforceable, the remaining paragraphs, sections, sentences, clauses or phrases contained in the Lease shall not be affected thereby.

44. AMENDMENT OR MODIFICATION. Any modification or amendment of any provision of this Lease must be in writing and bear the signature of the duly authorized representatives of both parties.

45. COUNTERPARTS. This Lease may be executed in any number of counterparts, each of which shall be deemed an original but all of which shall be deemed but one and the same instrument, and a facsimile copy of such execution shall be deemed an original.

46. NO ELECTRONIC EXECUTION. This Lease may not be executed electronically because it needs to be recorded and electronically executed documents are not acceptable by the Office of the County Recorder.

47. EXHIBITS. Exhibits A, B, C, and D attached hereto is incorporated herein by reference. [SIGNATURES ON FOLLOWING PAGE]
144
01337.0020/954454.1 20
NOW, THEREFORE, the parties hereto have entered into the Lease as of the Lease Date.

TENANT: LANDLORD:
______________________
______________________
______________________
By: _______________________

Chief Executive Officer
By: _______________________

Secretary

SURPLUS PROPERTY AUTHORITY OF

THE CITY OF RICHMOND,
a public body corporate and politic
By: _____________________________
Shasa Curl, Executive Director
Dated: ________________, 2026
APPROVED AS TO FORM:

By:_____________________
Shannon Moore
Authority Counsel
145
01337.0020/954454.1

EXHIBIT A

LEGAL DESCRIPTION OF REAL PROPERTY
That certain real property in the City of Richmond, County of Contra Costa, State of California legally described as follows:

See attached.
146
01337.0020/954454.1

EXHIBIT B

DEPICTION OF LEASE PREMISES
See attached.
147
01337.0020/954454.1

EXHIBIT C
TENANT’S PROPOSAL AND FINANCIAL ATTESTATION
See attached.
148
01337.0020/954454.1

EXHIBIT D

TENANT INSURANCE REQUIREMENTS
See attached.
149
01337.0020/954454.1

STATE OF CALIFORNIA )
) ss.

COUNTY OF ____________ )
On _________________, 2024 before me, ___________________________, a notary public, personally appeared _______________________________________________ who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.
_________________________________________
Notary Public
SEAL:

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
150
01337.0020/954454.1

STATE OF CALIFORNIA )
) ss.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.
_________________________________________
Notary Public
SEAL:

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July 7, 2026
City Council
DATE: July 7, 2026
TO: Mayor Martinez and Members of the City Council
FROM: Councilmember Soheila Bana
Subject: Proclamation Honoring Richmond SOL’s Founder,
Volunteer Coaches, Student Athletes, and Families
FINANCIAL IMPACT: There is no financial impact associated with this item.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

Richmond Sports Outreach Leadership (SOL) was
established in 2003 by Diego Garcia, a devoted father
whose passion for coaching his own sons in the beautiful game of soccer ignited a calling greater than himself: to build a program where every child in Richmond could
experience the same joy, discipline, and sense of
belonging that sport had given his own family.

Richmond SOL has grown into a thriving nonprofit
organization that serves nearly 400 families annually
across the City of Richmond, providing youth ages 4
through 18 with access to competitive and recreational
athletic programs, positive opportunities, and pathways to success both on and off the field.

Richmond SOL celebrated its 23rd anniversary of
community service with a special recognition event at the Richmond Memorial Auditorium, attended by more than
2,000 community members, where over 450 youth
athletes received medals and recognition for their
dedication, hard work, and achievements throughout the
year.

AGENDA
REPORT
152

Page 2 of 3 ends

July 7, 2026
Richmond SOL proudly completed an outstanding 2026
soccer and volleyball season, with two soccer teams
advancing to the NorCal State Cup Finals and competing
in the highest Premier Division, a rare and remarkable
achievement for any club organization.

This proclamation honors Richmond SOL, its founder,
volunteer coaches, student athletes, and families.

RECOMMENDED ACTION: PROCLAMATION honoring Richmond Sports Outreach Leadership (SOL), its founder, volunteer coaches,
student athletes, and families for creating a program
across the City of Richmond that provides youth ages 4
through 18 with access to competitive and recreational
athletic programs, positive opportunities, and pathways to success both on and off the field, while generating
community pride and strengthening the fabric of our great City - Councilmember Soheila Bana (510-672-3490).

DISCUSSION:

Richmond Sports, Outreach, Leadership (SOL) was established in 2003 by Diego Garcia, a devoted father whose passion for coaching his own sons in the beautiful game of soccer ignited a calling greater than himself — to build a program where every child in Richmond could experience the same joy, discipline, and sense of belonging that sport had given his own family.

Richmond SOL has grown into a thriving nonprofit organization that serves nearly 400 families annually across the City of Richmond, providing youth ages 4 through 18 with access to competitive and recreational athletic programs, positive opportunities, and pathways to success both on and off the field.

Richmond SOL celebrated its 23rd Anniversary of community service with a special recognition event at the Richmond Memorial Auditorium, attended by more than 2,000 community members, where over 450 youth athletes received medals and recognition for their dedication, hard work, and achievements throughout the year.

Richmond SOL proudly completed an outstanding 2026 Soccer and Volleyball season, with two soccer teams advancing to the NorCal State Cup Finals and competing in the highest Premier Division — a rare and remarkable achievement for any club organization.

This proclamation honors Richmond SOL, its founder, volunteer coaches, student athletes, and families for creating a program across the City of Richmond that provides youth ages 4 through 18 with access to competitive and recreational athletic programs, positive opportunities, and pathways to success both on and off the field; amplifies the values of perseverance and teamwork; creates experiences of joy and a sense of 153

Page 3 of 3 ends

July 7, 2026
belonging for the students and parents of Richmond SOL; generates community pride; and strengthens the fabric of our great City.

DOCUMENTS ATTACHED:

Attachment 1 – Proclamation
154
WHEREAS, Richmond SOL was established in 2003 by Diego Garcia, a devoted father whose passion for coaching his own sons in the beautiful game of soccer ignited a calling greater than himself — to build a program where every child in Richmond could experience the same joy, discipline, and sense of belonging that sport had given his own family; and
WHEREAS, Richmond SOL has grown into a thriving nonprofit organization that serves nearly 400 families annually across the City of Richmond, providing youth ages 4 through 18 with access to competitive and recreational athletic programs, positive opportunities, and pathways to success both on and off the field; and WHEREAS, Richmond SOL celebrated its 23rd Anniversary of community service with a special recognition event at the Richmond Memorial Auditorium, attended by more than 2,000 community members, where over 450 youth athletes received medals and recognition for their dedication, hard work, and achievements throughout the year; and
WHEREAS, Richmond SOL proudly completed an outstanding 2026 Soccer and Volleyball season, with two soccer teams advancing to the NorCal State Cup Finals and competing in the highest Premier Division — a rare and remarkable achievement for any club organization; and
WHEREAS, the Richmond SOL Volleyball Program achieved tremendous success in its inaugural season, with two teams capturing 1st Place championships in the Silver Division, and a third team earning an impressive 4th Place finish in the highly competitive Gold Bracket; and
WHEREAS, Richmond SOL is proud to recognize student athletes who have advanced to professional and semi-professional levels, including Emiliano Aranda with Oakland Roots Project 510, Jose Martinez invited to tryouts with Club America of Mexico, Eric Preston with the LA Galaxy organization, and Mitzy Ramirez, a professional player for the Toluca Women's Team in Mexico; and Honoring Richmond Sol
Founder, Volunteer Coaches, Student Athletes & Families 155
WHEREAS, Richmond SOL is made possible in part by the dedication of its Competitive Soccer Coaches who generously give their time, talent, and passion to mentor the next generation: Jasper Garcia, Manuel Martinez, Jesus Clemente, Pedro Hernandez, Salvador Alvarez, Marco Alejos, James Ayala, Oscar Figueroa, Diego Garcia Jr, Juan Pablo Hernandez, Ventura Flores, Boris Portal, Frank Garcia, Roberto Mora, and Raul Garcia; and
WHEREAS, Richmond SOL's Recreational Soccer Coaches further extend this commitment to the community: Quetzal Garcia, Claudio Silva, Renato Manay, Lina Manay, Peter Olivas, Fermin Salazar, Ignacio Salazar, Angel Rivera, Moises Rivera, Miguel Cervantes, Adam Heredia, Giancarlos Acosta, Rafael Guzman, Jacinto Castillo, Kelly Castillo, Jairo Martinez, Jose Ambriz, and Miguel Avila; and WHEREAS, Richmond SOL's Volleyball Coaches have helped launch a championship inaugural season: Diego Garcia, Luciana Data, Gina P. Garcia, Jennifer Moran, Sheryl Zagadlo, Yessica Frias, Alexis Ponce, Izel Ponce, Boris Portal III, and Anna Miculob; and
WHEREAS, the students and parents of Richmond SOL demonstrate daily the values of perseverance, teamwork, and community pride that strengthen the fabric of our great city.

NOW, THEREFORE BE IT RESOLVED, that I, Mayor Eduardo Martinez, and City Council of the City of Richmond, California, do hereby recognize and honor Richmond SOL and its Founder Diego Garcia — Athletic Director, Finance & Entrepreneurship Teacher at Richmond High School, and a father whose love of the game and commitment to his sons grew into a mission to empower Richmond's youth through sports, education, mentorship, and leadership development — along with its 32 dedicated volunteer coaches, its student athletes, and its families, for 23 years of extraordinary service to the Richmond community and for their enduring commitment to creating pathways for success both on and off the field. ________________________
Mayor Eduardo Martinez
At Large
June 23, 2026
____________________________
Council Member Soheila Bana
District 4
156

Page 1 of 3 ends

September 22, 2026
City Council
DATE: September 22, 2026
TO: Mayor Martinez and Members of the City Council
FROM: Councilmember Claudia Jimenez
Subject: Proclamation Honoring the Outstanding Leadership and Service of Concilio de la Comunidad at Contra Costa
College
FINANCIAL IMPACT: No financial impact.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

Concilio de La Comunidad at Contra Costa College was
founded in Fall 2024, emerging from a La Raza Studies
Intro to Psychology class project that celebrated lowrider pedagogy, culture, and community engagement, sparking
a movement of student-driven leadership and unity.

They provide consistent, high-quality programming in
civic and community engagement for Contra Costa
College students, collaborating with community
organizations and events such as the Cinco de Mayo
Festival, Fiestas Patrias Parade, Richmond SOL
Community Events, Reimagine Richmond Immigration
Forums, and United Latino Voices of Contra Costa
County Platicas Comunitarias, as well as donating food
and clothing supplies to local day laborers and the food bank.

Concilio de La Comunidad has demonstrated
extraordinary student leadership, positive impact, and
AGENDA
REPORT
157

Page 2 of 3 ends

September 22, 2026
dedicated service to undocumented, mixed status, and
immigrant youth, students, and families of Richmond,
WCCUSD, and Contra Costa College, notably advocating
during board meetings to preserve the Undocumented
Students Program.

RECOMMENDED ACTION: PROCLAMATION to formally honor, recognize and commend the Concilio de La Comunidad at Contra Costa
College for their lasting multigenerational impact by
building community and a sense of belonging that
nurtures student leaders and scholar activists,
strengthening the fabric of Contra Costa County, the City of Richmond, and beyond through community service,
empowerment, and transformation - Councilmember
Claudia Jimenez (510-620-6565).

DISCUSSION:

Concilio de La Comunidad at Contra Costa College was founded in Fall 2024, emerging from a La Raza Studies Intro to Psychology class project that celebrated lowrider pedagogy, culture, and community engagement, sparking a movement of student-driven leadership and unity.

Concilio de La Comunidad empowers students through leadership development, community and civic engagement, and cultural identity, inspiring awareness and active involvement in local and global social justice issues that uplift the Raza community and foster a spirit of giving back.

The organization plans and organizes club activities centered on cultura, tradición y comunidad, that brings a nurturing sense of belonging and pride among students. The organization supports early college engagement by partnering with the West County K16 Counselor Coalition, welcoming elementary, middle, and high school students and parents from Richmond and WCCUSD onto the Contra Costa College campus for student-led, culturally responsive tours, presentations, and panels. It has also revived an annual community event from the 1970s highlighting lowrider culture, now serving as the organization’s signature annual fundraising event, reconnecting and re-engaging the community with Contra Costa College.
158

Page 3 of 3 ends

September 22, 2026
By providing consistent, high-quality programming in civic and community engagement for Contra Costa College students, collaborating with community organizations and events such as the Cinco de Mayo Festival, Fiestas Patrias Parade, Richmond SOL Community Events, Reimagine Richmond Immigration Forums, and United Latino Voices of Contra Costa County Platicas Comunitarias, as well as donating food and clothing supplies to local day laborers and the food bank.

Furthermore, Concilio de La Comunidad has demonstrated extraordinary student leadership, positive impact, and dedicated service to undocumented, mixed status, and immigrant youth, students, and families of Richmond, WCCUSD, and Contra Costa College, notably advocating during board meetings to preserve the Undocumented Students Program
Students from Concilio de La Comunidad have already presented at professional conferences, including the 4CD Ethnic Studies Summit, the upcoming Skyline College RIDE Lowrider Conference, and the California Community Colleges COLEGAS Annual Statewide Conference, showcasing their commitment to academic excellence and community advocacy.

This proclamation, formally honors, recognizes and commends the Concilio de La Comunidad at Contra Costa College for their lasting multigenerational impact by building community and a sense of belonging that nurtures student leaders and scholar activists, strengthening the fabric of Contra Costa County, the City of Richmond, and beyond through community service, empowerment, and transformation.

DOCUMENTS ATTACHED:

Attachment 1 – Proclamation
159
WHEREAS, Concilio de La Comunidad at Contra Costa College was founded in Fall 2024, emerging from a La Raza Studies Intro to Psychology class project that celebrated lowrider pedagogy, culture, and community engagement, sparking a movement of student-driven leadership and unity; and
WHEREAS, Concilio de La Comunidad empowers students through leadership development, community and civic engagement, and cultural identity, inspiring awareness and active involvement in local and global social justice issues that uplift the Raza community and foster a spirit of giving back; and WHEREAS, planning and organizing club activities centered on cultura, tradición y comunidad, that brings a nurturing sense of belonging and pride among students.

The organization supports early college engagement by partnering with the West County K16 Counselor Coalition, welcoming elementary, middle, and high school students and parents from Richmond and WCCUSD onto the Contra Costa College campus for student-led, culturally responsive tours, presentations, and panels; and WHEREAS, Concilio de La Comunidad has demonstrated extraordinary student leadership, positive impact, and dedicated service to undocumented, mixed status, and immigrant youth, students, and families of Richmond, WCCUSD, and Contra Costa College, notably advocating during board meetings to preserve the Undocumented Students Program; and
WHEREAS, students from Concilio de La Comunidad have already presented at professional conferences, including the 4CD Ethnic Studies Summit, the upcoming Skyline College RIDE Lowrider Conference, and the California Community Colleges COLEGAS Annual Statewide Conference, showcasing their commitment to academic excellence and community advocacy; and

HONORING THE OUTSTANDING LEADERSHIP & SERVICE OF

CONCILIO DE LA COMUNIDAD AT CONTRA COSTA COLLEGE
160
WHEREAS, providing consistent, high-quality programming in civic and community engagement for Contra Costa College students, collaborating with community organizations and events such as the Cinco de Mayo Festival, Fiestas Patrias Parade, Richmond SOL Community Events, Reimagine Richmond Immigration Forums, and United Latino Voices of Contra Costa County Platicas Comunitarias, as well as donating food and clothing supplies to local day laborers and the food bank; and
WHEREAS, Concilio de La Comunidad revived an annual community event from the 1970s highlighting lowrider culture, now serving as the organization’s signature annual fundraising event, reconnecting and re-engaging the community with Contra Costa College.

NOW, THEREFORE BE IT RESOLVED, that I, Mayor Eduardo Martinez, on September 22, 2026 hereby, formally honors, recognizes and commends the Concilio de La Comunidad at Contra Costa College for their lasting multigenerational impact by building community and a sense of belonging that nurtures student leaders and scholar activists, strengthening the fabric of Contra Costa County, the City of Richmond, and beyond through community service, empowerment, and transformation.
______________________________
Mayor Eduardo Martinez
City of Richmond
_______________________________
Councilmember Claudia Jimenez
District 6
161

Page 1 of 2 ends

September 22, 2026
City Council
DATE: September 22, 2026
TO: Mayor Martinez and Members of the City Council
FROM: Councilmember Soheila Bana
Subject: Resolution Urging the United States Congress to Pass H.R. 9694, the Epstein Files Transparency Act II
FINANCIAL IMPACT: None. This resolution expresses a position of the City Council and directs staff to transmit correspondence; no expenditure of City funds is required.

PREVIOUS COUNCIL
ACTION:

None.

STATEMENT OF THE
ISSUE:

Timely passage of H.R. 9694 would strengthen
enforcement of an existing legal mandate that Congress
has already determined serves the public interest.

RECOMMENDED ACTION: ADOPT a resolution urging the United States Congress to pass H.R. 9694, the Epstein Files Transparency Act II, and DIRECT the city clerk to transmit copies of the
resolution to Congressman John Garamendi, Senator
Adam Schiff, and Senator Alex Padilla - Councilmember
Soheila Bana (510-672-3490).

AGENDA
REPORT
162

Page 2 of 2 ends

September 22, 2026
DISCUSSION:

In November 2025, Congress enacted the original Epstein Files Transparency Act (Public Law 119-38), requiring the U.S. Department of Justice (DOJ) to release unclassified federal records related to the criminal network of Jeffrey Epstein and Ghislaine Maxwell. The law passed with broad bipartisan support, reflecting strong public demand for accountability and transparency.

Since that law's enactment, its sponsors and other lawmakers have stated that the DOJ has not fully complied with its disclosure requirements. According to statements from the bill's authors, millions of pages of records remain withheld or have been released with what they describe as excessive redactions, limiting the ability of survivors, state attorneys general, and law enforcement to pursue accountability and further investigation.

On July 15, 2026, Representatives Thomas Massie (R-KY), Ro Khanna (D-CA), and Teresa Leger Fernández (D-NM) introduced H.R. 9694, the Epstein Files Transparency Act II, with a companion Senate bill led by Senators Jeff Merkley (D-OR) and Ben Ray Luján (D-NM). The bill would amend the original Epstein Files Transparency Act to:
 Grant standing to state attorneys general, victims, and members of Congress to challenge the DOJ in federal court over noncompliance with disclosure requirements;
 Provide victims direct access to unredacted records concerning the harm they suffered;
 Limit the use of certain legal privileges to withhold records from public disclosure; and
 Establish penalties for officials who intentionally conceal or destroy responsive records.

Government transparency and accountability are foundational to public trust. Richmond and communities nationwide have a direct interest in the full dismantling of human trafficking networks, which requires that survivors, investigators, and the public have access to complete and unredacted documentation. Timely passage of H.R. 9694 would strengthen enforcement of an existing legal mandate that Congress has already determined serves the public interest.

Adopt a resolution urging the United States Congress to pass H.R. 9694, the Epstein Files Transparency Act II, and directing the City Clerk to transmit copies of the resolution to Richmond's federal legislative delegation.

DOCUMENTS ATTACHED:

Attachment 1 – Resolution
163
Reso. No. _____

Page 1 of 2 ends

RESOLUTION NO. ______
RESOLUTION URGING THE UNITED STATES CONGRESS TO PASS H.R. 9694,

THE EPSTEIN FILES TRANSPARENCY ACT II- TO ENFORCE

GOVERNEMENT ACCOUNTABILITY, PROVIDE JUSTICE FOR SURVIVORS,

AND GUARANTEE FULL PUBLIC DISCLOSURE OF UNCLASSIFIED RECORDS WHEREAS, government transparency and accountability are fundamental building blocks of a democratic society, ensuring that institutions remain answerable to the people they serve; and WHEREAS, following widespread bipartisan demand, the original Epstein Files Transparency Act (Public Law 119-38) was enacted in November 2025 to require the Department of Justice (DOJ) to release unclassified federal records related to the criminal network of Jeffrey Epstein and Ghislaine Maxwell; and
WHEREAS, despite the legal mandate of Public Law 119-38, the bill's authors have stated that millions of pages of records remain withheld, heavily redacted, or delayed, creating obstacles to necessary oversight and ongoing investigations; and
WHEREAS, on July 15, 2026, a bipartisan group led by Representatives Thomas Massie and Ro Khanna introduced H.R. 9694, the Epstein Files Transparency Act II, to strengthen enforcement of the original transparency mandate; and
WHEREAS, H.R. 9694 addresses these transparency concerns by granting standing to State Attorneys General, victims, and members of Congress to challenge the DOJ in federal court where materials are alleged to be unlawfully withheld; and WHEREAS, this legislation would grant survivors direct access to unredacted files regarding the harm they suffered, limit certain legal privileges used to withhold records from public disclosure, and establish penalties for officials who intentionally conceal or destroy responsive records; and
WHEREAS, local communities across the United States are better served by full access to unredacted documentation supporting the identification and dismantling of human trafficking networks.

NOW, THEREFORE, BE IT RESOLVED, by the City Council of The City of Richmond, California, as follows:

SECTION 1. The City Council hereby declares its support for H.R. 9694, the Epstein Files Transparency Act II, and urges the United States Congress to vote in favor of and pass this legislation.

SECTION 2. The City Council further requests that Richmond's federal legislative delegation, including United States Representative John Garamendi and United States Senators Adam Schiff and Alex Padilla, consider co-sponsoring and advancing H.R. 9694 and its companion Senate legislation.

SECTION 3. The City Clerk is hereby directed to forward certified copies of this Resolution to Congressman John Garamendi and Senators Adam Schiff and Alex Padilla.

SECTION 4. This Resolution shall take effect immediately upon its adoption. ******************
***THE CLERK’S OFFICE WILL COMPLETE THE INFORMATION BELOW**** I certify that the foregoing resolution was passed and adopted by the City Council of the 164
Reso. No. _____

Page 2 of 2 ends

City of Richmond at a regular meeting thereof held on Mmmm dd, yyyy, by the following vote:

AYES:

NOES:

ABSTENTIONS:

ABSENT:

CLERK OF THE CITY OF RICHMOND
(SEAL)
Approved:

Mayor
Approved as to form:

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

City of Richmond }
I certify that the foregoing is a true copy of Resolution No. _____, finally passed and adopted by the City Council of the City of Richmond at a regular meeting held on Mmmm dd, yyyy.
_______________________________________
Pamela Christian, Clerk of the City of Richmond
165

Page 1 of 3 ends

September 22, 2026
City Council
DATE: September 22, 2026
TO: Mayor Martinez and Members of the City Council
FROM: Councilmember Claudia Jimenez (sponsor)
Vice Mayor Doria Robinson (co-sponsor)
Subject: Update on Polluters Pay Settlement Funds’ Community Engagement Process
FINANCIAL IMPACT: There is no fiscal impact associated with this item.

PREVIOUS COUNCIL
ACTION:

September 27, 2024- Intent Resolution No. 105-24
January 27, 2026- Consultant Engagement for
Community Input on Polluters Pay Settlement Funds
April 28, 2026, Update on Community Engagement on
Limited-Term Revenue and Authorization to Negotiate
and Execute a Contract with Dalberg Advisors

STATEMENT OF THE
ISSUE:

Given the scale and impact of these funds, it is critical to engage the community in shaping how this revenue is
invested.

Given how significant this money is for the City of
Richmond, Richmond residents have a right to know the
status of this process and how they can engage and
provide input on their needs and priorities
AGENDA
REPORT
166

Page 2 of 3 ends

September 22, 2026
RECOMMENDED ACTION: DIRECT the city manager and/or city attorney to provide an update at the City Council meeting on October 20,
2026, on the settlement funds public consultation
process, including the consultant proposal, the public
consultation plan, the timeline and the current state of the funds, and DIRECT city manager and/or the city attorney to continue to provide monthly updates for upcoming city council meetings on the status of the consultant process and funds until the contract deliverables have been met - Councilmember Claudia Jimenez (510-620-6565)/Vice
Mayor Doria Robinson (510-620-6568). This item was
continued from the September 15, 2026, meeting.

DISCUSSION:

The City of Richmond will receive approximately $550 million over the next ten years from the Polluters Pay Settlement, presenting a significant opportunity to address historic harms and invest in the City’s long-term economic, environmental, and community well-being. Given the scale and impact of these funds, it is critical to engage the community in shaping how this revenue is invested.

On September 27, 2024, the City Council adopted Resolution No. 105-24, which expressed City Council’s intention moving forward to spend the funds received from Chevron in a manner that does not increase the City’s dependence upon Chevron tax revenues, but instead facilitates development of a resilient and just local economy that is independent of the fossil fuel industry.

The City Council, on January 27, 2026, directed the city manager to hire a consultant to work closely with City staff, City Council and community groups to conduct community engagement to solicit feedback on the framework for expenditure for the new general fund revenue from the Polluters Pay Settlement. A request for proposals (RFP) was issued on February 11, 2026, to fulfill this directive.

At the City Council meeting on April 28, 2026, the City Council authorized the City Manager and City Attorney to negotiate and execute a contract with Dalberg Advisors to conduct the community engagement process.

Given how significant this money is for the City of Richmond, City Council would provide direction for City staff to provide an update at the City Council meeting on September 22, 2026, on the settlement funds public consultation process, including the consultant proposal, the public consultation plan, the timeline and the current state of the funds.

City staff would also be directed to continue to provide monthly updates at upcoming City Council meetings on the status of the consultant process and funds until the contract deliverables have been met. Richmond residents have a right to know the status of this process and how they can engage and provide input on their needs and priorities.
167

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Richmond City CouncilSeptember 22, 2026

Richmond City Council
September 22, 2026