Agenda packet — Roseville City Council, June 7, 2023 (part 1 of 2)

RESOLUTION NO. 23-231

APPROVING A SOLE SOURCE CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND POLYDYNE, INC. DBA SNF POLYDYNE, INC., AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT

ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, a sole source contract purchase agreement (3002845) for cationic polymer, between the City of Roseville and Polydyne, Inc. dba SNF Polydyne, Inc., has been reviewed by the Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said sole source contract purchase agreement is approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2023, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

Contract Purchase Agreement 3002845

1. To the fullest extent allowed by law, Contractor shall defend, indemnify, and save and hold harmless City, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of Contractor's willful misconduct or negligent act or omission while engaged in the performance of obligations or exercise of rights created by this Agreement, except those matters arising from City's sole negligence or willful misconduct. The parties intend that this provision shall be broadly construed. Contractor's responsibility for such defense and indemnity obligations shall survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.

2. Contractor is an independent contractor, and shall not be considered an officer, agent or employee of the City.

3. Without the written consent of the City, this Agreement is not assignable by Contractor either in whole or in part.

4. Time is of the essence of this Agreement.

5. At any time during the term of this Agreement, the City has the right to terminate this Agreement, provided Contractor is given thirty (30) days written notice. City's termination shall be without further liability to City; however, Contractor shall be entitled to all costs reasonably incurred prior to the date of termination. Contractor acknowledges that City may terminate this Agreement should funds not be appropriated by its governing body to continue services under this Agreement.

6. This Agreement may only be amended or modified in writing. It is integrated and contains the complete understanding of the parties.

7. All equipment, supplies and services sold to the City of Roseville shall conform to the general safety orders of the State of California.

8. Unless notified to the contrary, in writing, the City assumes that the Contractor has accepted the work in accordance with the plans and specifications (if any) and agrees to do the work in compliance with this Agreement.

9. All fair employment practices must be adhered to. In addition, if the project referenced on this service agreement is a Public Works project, all prevailing wage laws must be complied with. For prevailing wage contracts over $25,000, copies of certified payroll must be submitted with invoices. Prevailing wage rates may be obtained from the State Department of Industrial Relations and/or the following website address: http://www.dir. ca.gov/dlsr/DPreWageDetermination.htm.

10. Contractor agrees to the below insurance requirements:
a. Unless otherwise specified, the Contractor shall maintain the policies of insurance outlined in Attachment A, incorporated herein by this reference, in full force and effect during the term of this Agreement. The City of Roseville retains sole discretion in determining the types and proper levels of insurance coverage.
b. Form. Contractor shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney.
c. Additional Insureds. Contractor shall also provide a separate endorsement or Contract Purchase Agreement 3002845
section of the policy showing City, its officers, agents, employees, and volunteers as additional insureds for each type of coverage, except for Workers' Compensation. Such insurance shall specifically cover the contractual liability of Contractor. The additional insured coverage under the Contractor's policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from City's insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (ISO) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be:
(1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater.
d. Cancellation/Modification. Contractor shall provide thirty (30) days written notice to City prior to cancellation or modification of any insurance required by this Agreement.
e. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract) before City's own insurance shall be called upon to protect it as a named insured.
f. Subcontractors. Contractor agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor's work. Furthermore, Contractor shall require its subcontractors to agree to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under this Agreement.

Additionally, Contractor shall obligate its subcontractors to comply with these same provisions with respect to any tertiary subcontractor, regardless of tier. A copy of City's indemnity and insurance provisions will be furnished to the subcontractor or tertiary subcontractor upon request.
g. Self-Insured Retentions. All self-insured retentions (SIR) must be disclosed to Risk Management for approval and shall not reduce the limits of liability.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
h. Waiver of Subrogation. Contractor hereby agrees to waive subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of City, its officers, agents, employees and volunteers for all work performed by Contractor, its employees, agents and subcontractors. i. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve Contractor of liability in excess of such coverage, nor shall it preclude City from taking such other actions as are available to it under any other provisions of this Agreement or law.

11. Contractor shall comply with all federal, state and local laws and ordinances, including but not limited to the City's storm water regulations, as may be applicable to the performance of services under this Agreement. Failure to comply with local ordinances Contract Purchase Agreement 3002845
may result in monetary fines and cancellation of this Agreement. Refer to www.roseville. ca.us/stormwater for links to more information on the City's storm water regulations.

12. In the event that the terms of any attachment or exhibit conflict with any terms of this Agreement, the terms of this Agreement shall control.

13. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that any signature is delivered by facsimile transmission or by email delivery of a ".pdf" format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or ".pdf" signature page were an original hereof.

14. If either party commences any legal action against the other party arising out of this Agreement or the performance thereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorneys' fees. Any action arising out of this Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Agreement shall be governed by and construed in accordance with the laws of the State of California.

15. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

16. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole.

17. For purposes of this Agreement, the terms "Contractor," "Consultant," and "Supplier" are used interchangeably.

18. If the project referenced on this agreement is a Public Works project, then the following shall apply: No contractor or subcontractor may work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. During the performance of this agreement, Contractor and its subcontractors shall have a continuing legal obligation to maintain current registration with the Department of Industrial Relations. Contractor is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

19. If the project referenced on this agreement is a Public Works project, then the following shall apply: Contractor must submit all claims as defined in and in accordance with the claim resolution process set forth in Section 9204 of the Public Contract Code. Each such claim must be sent to the City by registered mail or certified mail with return receipt requested and must contain reasonable documentation to support the claim. All claims must be received prior to acceptance of the work.

20. Contractor certifies that Contractor, its employees, directors, officers, agents, subcontractors, vendors, and volunteers are not presently debarred, excluded, suspended, declared ineligible, voluntarily excluded, or proposed for debarment, exclusion, suspension or ineligibility by any federal, state, or local department or agency.

21. This Agreement may be amended via change order, but only if such change order is made in writing, approved by the City, and signed by both parties.

22. CONTRACTOR agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONTRACTOR and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.

CONTRACTOR and CITY agree that: (a) CONTRACTOR is free from the control and direction of CITY in connection with the performance of the work; (b) CONTRACTOR is providing services directly to CITY; (c) CONTRACTOR has and will maintain at all relevant times a business license; (d) CONTRACTOR maintains a business location that Contract Purchase Agreement 3002845
is separate from CITY; (e) CONTRACTOR is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONTRACTOR actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONTRACTOR advertises and holds itself out to the public as available to provide the same or similar services; (h) CONTRACTOR provides its own tools, vehicles, and equipment to perform the services; (i) CONTRACTOR has negotiated its own rates; (j) CONTRACTOR set its own hours and location of work in accomplishing CITY's on-call needs; and (k) CONTRACTOR has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

Contract Purchase Agreement 3002845
Contract Purchase Agreement 3002845
Contract Purchase Agreement 3002845
Signature:

Print Name:

Title:

Date:

Signature:

Print Name:

Title:

Date
Signature:

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Title:

Date:
polydyne.snf.com
SNF Polydyne • 1 Chemical Plant Road • Riceboro, GA 31323 USA • Tel 800.848.7659 February 13, 2023
Mr. Jason Fick
City of Roseville
Pleasant Grove WWTP
5051 Westpark Dr
Roseville, CA 95747
SUBJECT: Sole Source Proposal
Dear Mr. Fick,
Please accept this letter as Polydyne Inc.’s proposal that we are the sole source manufacturer and supplier of the following product supplied to the City of Roseville:

CLARIFLOC™ WE-1621
A sole source declaration is a frequently used method by which municipal customers can secure the purchase of goods that have proven efficacy in their process and cannot be obtain from any other source.

The above-named CLARIFLOC™ polymers have a molecular structure, molecular weight, and particular raw material components that are unique to Polydyne’s CLARIFLOC™ product line.

CLARIFLOC™ is Polydyne’s trademark and no other vendor is authorized to supply these products.

Due to the large fluctuations and ongoing process changes at the City of Roseville Pleasant Grove, Polydyne Inc. proposes to enter into a sole source agreement with the City. Upon sludge characteristic changes, Polydyne Inc. remains committed to working with the City and selecting the optimal polymer product for their process.

For the period of July 1, 2023 through June 30, 2024 Polydyne Inc. shall commit to manufacture, maintain inventory, and supply the City of Roseville (Pleasant Grove) with CLARIFLOCTM WE-1621, or a similar CLARIFLOCTM polymer at the current price of $1.80 per pound.

Thank you for your business. If you have any questions or need additional information, please contact Charles Scott, Technical Sales Representative, at (360) 931-5566, or Sarah Ben-Yoseph, Technical Service Representative, at (415) 404-2138.

Best regards,
Sarah Ben-Yoseph
Technical Service Representative

RESOLUTION NO. 23-225

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND THATCHER COMPANY OF CALIFORNIA, INC., AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON

BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, a contract purchase agreement (3002806) for hydrofluosilicic acid, by and between the City of Roseville and Thatcher Company of California, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Manager or his designee is authorized to execute three (3) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council each year, or until City staff PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2023, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

ORDINANCE NO. 6664

ORDINANCE OF THE COUNCIL OF THE CITY OF ROSEVILLE
AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2022-23

BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY

EFFECTIVE AS AN APPROPRIATION MEASURE
THE CITY OF ROSEVILLE ORDAINS:

SECTION 1. The City of Roseville Annual Budget, Fiscal Year 2022-23, is hereby amended as listed on the attached budget adjustment for the purchase of equipment needed by the Parks, Recreation & Libraries Department.

SECTION 2. This ordinance is hereby declared to be an appropriation measure, immediately effective pursuant to the provisions of Section 5.03 of the Charter.

SECTION 3. The City Clerk is hereby authorized and directed to post a true copy of the foregoing ordinance in each of three (3) conspicuous locations in the City and she shall immediately after such posting enter in the ordinance book, under the record of the ordinance, a certificate under her hand stating the time and place of such publication by posting.

PASSED AND ADOPTED by the Council of the City of Roseville, this _ day of , 2023, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk
5/10/20239:48 AM
1 REQUEST FOR BUDGET ADJUSTMENT
REQUESTER NAME & TITLE: Brian Castelliccio, Parks Recreation & Libraries Superinte FISCAL YEAR: FY2022-23 PREPARER NAME & TITLE: Rendi Hodge, Management Analyst COUNCIL DATE (if applicable): 6/7/2023 DEPARTMENT/DIVISION: Parks, Recreation & Libraries/Parks Maintenance ORDINANCE:

Expenditures/Expenses/Transfers Out
BUDGET ($)
Fund Account Center Project Adjustment
4005 6552 62601 41,778
1001 5516 58110 41,778
1001 5421 58110 (41,778)
41,778
Revenues/Transfers In
BUDGET ($)
Fund Account Center Project Adjustment
4005 4254 62601 41,778
41,778
-
Available Resources
BUDGET ($)
Fund Account Center Project Adjustment
-
Justification for Budget Adjustment:

REQUESTING DEPARTMENT HEAD / DESIGNEE DATE BUDGET MANAGER / DESIGNEE DATE

CHIEF FINANCIAL OFFICER / DESIGNEE DATE CITY MANAGER / DESIGNEE DATE

POSTED BY DATE
TOTAL
REQUIRED APPROVALS:

BUDGET DEPARTMENT USE ONLY:

The Parks, Recreation & Libraries Department requests a budget adjustment of $41,778 to cover the costs of new equipment to support the Park Operations division. The Park Operations division needs to purchase a new 24ft trailer, flail mower, and rock rake in order to fulfill duties such as creating firebreaks, nuisance weed mowing, and ballfield maintenance. The park system has grown to over 80 parks with over 40 ballfields and over 4000 acres of open space and the current equipment inventory does not meet the demand of the workload. Many tasks are time sensitive, therefore, additional equipment is needed to perform the maintenance necessary to meet standards in a timely manner and ensure the safety of the park for the community. Funding is available from a combination of seasonal salary savings and reduced expense costs for planned work projects. Additional funds for vehicle replacement will be accounted for in future year budgets. There is no impact on the General Fund.

TOTAL
Internal Service Charges - Vehicle Shortage (58110 -
Park Maint) for increased costs for 24ft trailer, flail mower, rock rake
Use of General Fund - reduction in Parks budget to fund costs of 24ft trailer, flail mower, rock rake

ACCOUNT STRING

DESCRIPTION
GF - Vehicle shortage from Park Maint. Cost Center for
increased costs for 24ft trailer, flail mower, rock rake

NET ADJUSTMENT

ACCOUNT STRING DESCRIPTION
TOTAL
Capital Outlay - Vehicles - Increase for 24ft trailer, flail mower, rock rake

ACCOUNT STRING

DESCRIPTION
05/10/2023

RESOLUTION NO. 23-213

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY

OF ROSEVILLE AND CHEMTRADE CHEMICALS US, LLC, AND AUTHORIZING THE

CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, a contract purchase agreement (3002804) for liquid aluminum sulfate, by and between the City of Roseville and Chemtrade Chemicals US, LLC, has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

Contract Purchase Agreement 3002804

2. Contractor is an independent contractor, and shall not be considered an officer, agent or employee of the City.

3. Without the written consent of the City, this Agreement is not assignable by Contractor either in whole or in part.

4. Time is of the essence of this Agreement.

6. This Agreement may only be amended or modified in writing. It is integrated and contains the complete understanding of the parties.

7. All equipment, supplies and services sold to the City of Roseville shall conform to the general safety orders of the State of California.

Contract Purchase Agreement 3002804
b. Form. Contractor shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney.
c. Additional Insureds. Contractor shall also provide a separate endorsement or section of the policy showing City, its officers, agents, employees, and volunteers as additional insureds for each type of coverage, except for Workers' Compensation. Such insurance shall specifically cover the contractual liability of Contractor. The additional insured coverage under the Contractor's policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from City's insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (ISO) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be:
(1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater.
d. Cancellation/Modification. Contractor shall provide ten (10) days written notice to City prior to cancellation or modification of any insurance required by this Agreement.
e. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract) before City's own insurance shall be called upon to protect it as a named insured.
f. Subcontractors. Contractor agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor's work. Furthermore, Contractor shall require its subcontractors to agree to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under this Agreement.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
h. Waiver of Subrogation. Contractor hereby agrees to waive subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of Contract Purchase Agreement 3002804
subrogation in favor of City, its officers, agents, employees and volunteers for all work performed by Contractor, its employees, agents and subcontractors. i. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve Contractor of liability in excess of such coverage, nor shall it preclude City from taking such other actions as are available to it under any other provisions of this Agreement or law.

11. Contractor shall comply with all federal, state and local laws and ordinances, including but not limited to the City's storm water regulations, as may be applicable to the performance of services under this Agreement. Failure to comply with local ordinances may result in monetary fines and cancellation of this Agreement. Refer to www.roseville. ca.us/stormwater for links to more information on the City's storm water regulations.

12. In the event that the terms of any attachment or exhibit conflict with any terms of this Agreement, the terms of this Agreement shall control.

15. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

17. For purposes of this Agreement, the terms "Contractor," "Consultant," and "Supplier" are used interchangeably.

Contract Purchase Agreement 3002804

20. CONTRACTOR agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONTRACTOR and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.

CONTRACTOR and CITY agree that: (a) CONTRACTOR is free from the control and direction of CITY in connection with the performance of the work; (b) CONTRACTOR is providing services directly to CITY; (c) CONTRACTOR has and will maintain at all relevant times a business license; (d) CONTRACTOR maintains a business location that is separate from CITY; (e) CONTRACTOR is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONTRACTOR actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONTRACTOR advertises and holds itself out to the public as available to provide the same or similar services; (h) CONTRACTOR provides its own tools, vehicles, and equipment to perform the services; (i) CONTRACTOR has negotiated its own rates; (j) CONTRACTOR set its own hours and location of work in accomplishing CITY's on-call needs; and (k) CONTRACTOR has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

21. Contractor certifies that Contractor, its employees, directors, officers, agents, subcontractors, vendors, and volunteers are not presently debarred, excluded, suspended, declared ineligible, voluntarily excluded, or proposed for debarment, exclusion, suspension or ineligibility by any federal, state, or local department or agency.

22. This Agreement may be amended via change order, but only if such change order is made in writing, approved by the City, and signed by both parties.

Contract Purchase Agreement 3002804
Contract Purchase Agreement 3002804
Contract Purchase Agreement 3002804

RESOLUTION NO. 23-228

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND UNIVAR SOLUTIONS USA, INC., AND AUTHORIZING THE CITY

MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a contract purchase agreement (3002826) for sodium hydroxide solution, by and between the City of Roseville and Univar Solutions USA, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Manager or his designee is authorized to execute three (3) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council each year, or until City staff determines that continuing with the same vendor is .

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2023, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
_______________________________
MAYOR
ATTEST:
__________________________
City Clerk

Contract Purchase Agreement 3002826

2. Contractor is an independent contractor, and shall not be considered an officer, agent or employee of the City.

3. Without the written consent of the City, this Agreement is not assignable by Contractor either in whole or in part.

4. Time is of the essence of this Agreement.

6. This Agreement may only be amended or modified in writing. It is integrated and contains the complete understanding of the parties.

7. All equipment, supplies and services sold to the City of Roseville shall conform to the general safety orders of the State of California.

Contract Purchase Agreement 3002826
b. Form. Contractor shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney.
c. Additional Insureds. Contractor shall also provide a separate endorsement or section of the policy showing City, its officers, agents, employees, and volunteers as additional insureds for each type of coverage, except for Workers' Compensation. Such insurance shall specifically cover the contractual liability of Contractor. The additional insured coverage under the Contractor's policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from City's insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (ISO) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be:
(1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater.
d. Cancellation/Modification. Contractor shall provide ten (10) days written notice to City prior to cancellation or modification of any insurance required by this Agreement.
e. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract) before City's own insurance shall be called upon to protect it as a named insured.
f. Subcontractors. Contractor agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor's work. Furthermore, Contractor shall require its subcontractors to agree to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under this Agreement.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
h. Waiver of Subrogation. Contractor hereby agrees to waive subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of Contract Purchase Agreement 3002826
subrogation in favor of City, its officers, agents, employees and volunteers for all work performed by Contractor, its employees, agents and subcontractors. i. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve Contractor of liability in excess of such coverage, nor shall it preclude City from taking such other actions as are available to it under any other provisions of this Agreement or law.

11. Contractor shall comply with all federal, state and local laws and ordinances, including but not limited to the City's storm water regulations, as may be applicable to the performance of services under this Agreement. Failure to comply with local ordinances may result in monetary fines and cancellation of this Agreement. Refer to www.roseville. ca.us/stormwater for links to more information on the City's storm water regulations.

12. In the event that the terms of any attachment or exhibit conflict with any terms of this Agreement, the terms of this Agreement shall control.

15. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

17. For purposes of this Agreement, the terms "Contractor," "Consultant," and "Supplier" are used interchangeably.

Contract Purchase Agreement 3002826

21. This Agreement may be amended via change order, but only if such change order is made in writing, approved by the City, and signed by both parties.

CONTRACTOR and CITY agree that: (a) CONTRACTOR is free from the control and direction of CITY in connection with the performance of the work; (b) CONTRACTOR is providing services directly to CITY; (c) CONTRACTOR has and will maintain at all relevant times a business license; (d) CONTRACTOR maintains a business location that is separate from CITY; (e) CONTRACTOR is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONTRACTOR actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONTRACTOR advertises and holds itself out to the public as available to provide the same or similar services; (h) CONTRACTOR provides its own tools, vehicles, and equipment to perform the services; (i) CONTRACTOR has negotiated its own rates; (j) CONTRACTOR set its own hours and location of work in accomplishing CITY's on-call needs; and (k) CONTRACTOR has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

Contract Purchase Agreement 3002826
Contract Purchase Agreement 3002826
Contract Purchase Agreement 3002826
Signature:

Print Name:

Title:

Date:

Signature:

Print Name:

Title:

Date
Signature:

Print Name:

Title:

Date:

RESOLUTION NO. 23-226

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY

OF ROSEVILLE AND HILL BROTHERS CHEMICAL COMPANY, AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, a contract purchase agreement (3002827) for aqueous ammonia, by and between the City of Roseville and Hill Brothers Chemical Company, has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

Contract Purchase Agreement 3002827

2. Contractor is an independent contractor, and shall not be considered an officer, agent or employee of the City.

3. Without the written consent of the City, this Agreement is not assignable by Contractor either in whole or in part.

4. Time is of the essence of this Agreement.

6. This Agreement may only be amended or modified in writing. It is integrated and contains the complete understanding of the parties.

7. All equipment, supplies and services sold to the City of Roseville shall conform to the general safety orders of the State of California.

Contract Purchase Agreement 3002827
b. Form. Contractor shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney.
c. Additional Insureds. Contractor shall also provide a separate endorsement or section of the policy showing City, its officers, agents, employees, and volunteers as additional insureds for each type of coverage, except for Workers' Compensation. Such insurance shall specifically cover the contractual liability of Contractor. The additional insured coverage under the Contractor's policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from City's insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (ISO) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be:
(1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater.
d. Cancellation/Modification. Contractor shall provide ten (10) days written notice to City prior to cancellation or modification of any insurance required by this Agreement.
e. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract) before City's own insurance shall be called upon to protect it as a named insured.
f. Subcontractors. Contractor agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor's work. Furthermore, Contractor shall require its subcontractors to agree to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under this Agreement.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
h. Waiver of Subrogation. Contractor hereby agrees to waive subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of Contract Purchase Agreement 3002827
subrogation in favor of City, its officers, agents, employees and volunteers for all work performed by Contractor, its employees, agents and subcontractors. i. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve Contractor of liability in excess of such coverage, nor shall it preclude City from taking such other actions as are available to it under any other provisions of this Agreement or law.

11. Contractor shall comply with all federal, state and local laws and ordinances, including but not limited to the City's storm water regulations, as may be applicable to the performance of services under this Agreement. Failure to comply with local ordinances may result in monetary fines and cancellation of this Agreement. Refer to www.roseville. ca.us/stormwater for links to more information on the City's storm water regulations.

12. In the event that the terms of any attachment or exhibit conflict with any terms of this Agreement, the terms of this Agreement shall control.

15. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

17. For purposes of this Agreement, the terms "Contractor," "Consultant," and "Supplier" are used interchangeably.

Contract Purchase Agreement 3002827

CONTRACTOR and CITY agree that: (a) CONTRACTOR is free from the control and direction of CITY in connection with the performance of the work; (b) CONTRACTOR is providing services directly to CITY; (c) CONTRACTOR has and will maintain at all relevant times a business license; (d) CONTRACTOR maintains a business location that is separate from CITY; (e) CONTRACTOR is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONTRACTOR actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONTRACTOR advertises and holds itself out to the public as available to provide the same or similar services; (h) CONTRACTOR provides its own tools, vehicles, and equipment to perform the services; (i) CONTRACTOR has negotiated its own rates; (j) CONTRACTOR set its own hours and location of work in accomplishing CITY's on-call needs; and (k) CONTRACTOR has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

22. This Agreement may be amended via change order, but only if such change order is made in writing, approved by the City, and signed by both parties.

Contract Purchase Agreement 3002827
Contract Purchase Agreement 3002827
Contract Purchase Agreement 3002827
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RESOLUTION NO. 23-227

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND KEMIRA WATER SOLUTIONS, INC., AND AUTHORIZING THE

CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, a contract purchase agreement (3002837) for ferric chloride, by and between the City of Roseville and Kemira Water Solutions, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

Contract Purchase Agreement 3002837

2. Contractor is an independent contractor, and shall not be considered an officer, agent or employee of the City.

3. Without the written consent of the City, this Agreement is not assignable by Contractor either in whole or in part.

4. Time is of the essence of this Agreement.

6. This Agreement may only be amended or modified in writing. It is integrated and contains the complete understanding of the parties.

7. All equipment, supplies and services sold to the City of Roseville shall conform to the general safety orders of the State of California.

Contract Purchase Agreement 3002837
b. Form. Contractor shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney.
c. Additional Insureds. Contractor shall also provide a separate endorsement or section of the policy showing City, its officers, agents, employees, and volunteers as additional insureds for each type of coverage, except for Workers' Compensation. Such insurance shall specifically cover the contractual liability of Contractor. The additional insured coverage under the Contractor's policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from City's insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (ISO) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be:
(1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater.
d. Cancellation/Modification. Contractor shall provide ten (10) days written notice to City prior to cancellation or modification of any insurance required by this Agreement.
e. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract) before City's own insurance shall be called upon to protect it as a named insured.
f. Subcontractors. Contractor agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor's work. Furthermore, Contractor shall require its subcontractors to agree to be bound to Contractor and City in the same manner and to the same extent as Contractor is bound to City under this Agreement.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
h. Waiver of Subrogation. Contractor hereby agrees to waive subrogation which any insurer of Contractor may acquire from Contractor by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of Contract Purchase Agreement 3002837
subrogation in favor of City, its officers, agents, employees and volunteers for all work performed by Contractor, its employees, agents and subcontractors. i. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve Contractor of liability in excess of such coverage, nor shall it preclude City from taking such other actions as are available to it under any other provisions of this Agreement or law.

11. Contractor shall comply with all federal, state and local laws and ordinances, including but not limited to the City's storm water regulations, as may be applicable to the performance of services under this Agreement. Failure to comply with local ordinances may result in monetary fines and cancellation of this Agreement. Refer to www.roseville. ca.us/stormwater for links to more information on the City's storm water regulations.

12. In the event that the terms of any attachment or exhibit conflict with any terms of this Agreement, the terms of this Agreement shall control.

15. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

17. For purposes of this Agreement, the terms "Contractor," "Consultant," and "Supplier" are used interchangeably.

Contract Purchase Agreement 3002837

CONTRACTOR and CITY agree that: (a) CONTRACTOR is free from the control and direction of CITY in connection with the performance of the work; (b) CONTRACTOR is providing services directly to CITY; (c) CONTRACTOR has and will maintain at all relevant times a business license; (d) CONTRACTOR maintains a business location that is separate from CITY; (e) CONTRACTOR is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONTRACTOR actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONTRACTOR advertises and holds itself out to the public as available to provide the same or similar services; (h) CONTRACTOR provides its own tools, vehicles, and equipment to perform the services; (i) CONTRACTOR has negotiated its own rates; (j) CONTRACTOR set its own hours and location of work in accomplishing CITY's on-call needs; and (k) CONTRACTOR has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

22. This Agreement may be amended via change order, but only if such change order is made in writing, approved by the City, and signed by both parties.

Contract Purchase Agreement 3002837
Contract Purchase Agreement 3002837
Contract Purchase Agreement 3002837
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RESOLUTION NO. 23-229

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY

OF ROSEVILLE AND PIONEER AMERICAS, LLC DBA OLIN FINANCE COMPANY, LLC,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT

ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a contract purchase agreement (3002822) for sodium hypochlorite, by and between the City of Roseville and Pioneer Americas, LLC dba Olin Finance Company, LLC, has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Manager or his designee is authorized to execute three (3) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council each year, or until City staff determines that continuing with the same vendor is .

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2023, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:
_______________________________
MAYOR
ATTEST:
__________________________
City Clerk

Contract Purchase Agreement 3002822

2. Contractor is an independent contractor, and shall not be considered an officer, agent or employee of the City.

3. Without the written consent of the City, this Agreement is not assignable by Contractor either in whole or in part.

4. Time is of the essence of this Agreement.

6. This Agreement may only be amended or modified in writing. It is integrated and contains the complete understanding of the parties.

7. All equipment, supplies and services sold to the City of Roseville shall conform to the general safety orders of the State of California.

10. Contractor agrees to the below insurance requirements:
a. Unless otherwise specified, the Contractor shall maintain the policies of insurance outlined in Attachment A, incorporated herein by this reference, in full force and effect during the term of this Agreement. The City of Roseville retains sole discretion in determining the types and proper levels of insurance coverage.
b. Form. Contractor shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney.
c. Additional Insureds. Contractor shall also provide a separate endorsement or Contract Purchase Agreement 3002822
section of the policy showing City, its officers, agents, employees, and volunteers as additional insureds for each type of coverage, except for Workers' Compensation. Such insurance shall specifically cover the contractual liability of Contractor. The additional insured coverage under the Contractor's policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from City's insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (ISO) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

11. Contractor shall comply with all federal, state and local laws and ordinances, including but not limited to the City's storm water regulations, as may be applicable to the performance of services under this Agreement. Failure to comply with local ordinances Contract Purchase Agreement 3002822
may result in monetary fines and cancellation of this Agreement. Refer to www.roseville. ca.us/stormwater for links to more information on the City's storm water regulations.

12. In the event that the terms of any attachment or exhibit conflict with any terms of this Agreement, the terms of this Agreement shall control.

15. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

17. For purposes of this Agreement, the terms "Contractor," "Consultant," and "Supplier" are used interchangeably.

21. This Agreement may be amended via change order, but only if such change order is made in writing, approved by the City, and signed by both parties.

CONTRACTOR and CITY agree that: (a) CONTRACTOR is free from the control and direction of CITY in connection with the performance of the work; (b) CONTRACTOR is providing services directly to CITY; (c) CONTRACTOR has and will maintain at all relevant times a business license; (d) CONTRACTOR maintains a business location that Contract Purchase Agreement 3002822
is separate from CITY; (e) CONTRACTOR is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONTRACTOR actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONTRACTOR advertises and holds itself out to the public as available to provide the same or similar services; (h) CONTRACTOR provides its own tools, vehicles, and equipment to perform the services; (i) CONTRACTOR has negotiated its own rates; (j) CONTRACTOR set its own hours and location of work in accomplishing CITY's on-call needs; and (k) CONTRACTOR has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

Contract Purchase Agreement 3002822
Contract Purchase Agreement 3002822
Contract Purchase Agreement 3002822
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RESOLUTION NO. 23-238

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND CRM ORBIT, INC. DBA ENERGYORBIT, AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, a contract purchase agreement (3002909) for the utility rebate processing, payment and reporting system, by and between the City of Roseville and CRM Orbit, Inc. dba EnergyOrbit, has been reviewed by the City Council; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said agreement is approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Manager or his designee is authorized to execute one (1) additional one (1) year renewal without further City Council approval, provided that the applicable budget is approved by the City Council.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2023, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

Contract Purchase Agreement 3002909

1. To the fullest extent allowed by law, Consultant agrees to indemnify, including the cost to defend City, and its officers, agents, employees and volunteers from any and all claims, demands, costs or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant and its agents in the performance of services under this contract, but this indemnity does not apply to liability for damages for death or bodily injury to persons, injury to property, or other loss, arising from the sole negligence, willful misconduct or defects in design by City or the agents, servants, or independent contractors who are directly responsible to City, or arising from the active negligence of City.

Consultant's responsibility for such defense and indemnity obligations shall survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.

2. Consultant is an independent contractor, and shall not be considered an officer, agent or employee of the City.

3. Without the written consent of the City, this Agreement is not assignable by Consultant either in whole or in part.

4. Time is of the essence of this Agreement.

5. At any time during the term of this Agreement, the City has the right to terminate this Agreement, provided Consultant is given thirty (30) days written notice. City's termination shall be without further liability to City; however, Consultant shall be entitled to all costs reasonably incurred prior to the date of termination. Consultant acknowledges that City may terminate this Agreement should funds not be appropriated by its governing body to continue services under this Agreement.

6. This Agreement may only be amended or modified in writing. It is integrated and contains the complete understanding of the parties.

7. All equipment, supplies and services sold to the City of Roseville shall conform to the general safety orders of the State of California.

8. Unless notified to the contrary, in writing, the City assumes that the Consultant has accepted the work in accordance with the plans and specifications (if any) and agrees to do the work in compliance with this Agreement. Any work product created for City pursuant to this Agreement is deemed owned by City.

9. All prevailing wages and fair employment practices must be adhered to. For prevailing wage contracts over $25,000, copies of certified payroll must be submitted with invoices. Prevailing wage rates may be obtained from the State Department of Industrial Relations and/or the following website address:
http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm

10. Consultant agrees to the below insurance requirements:
a. Unless otherwise specified, the Consultant shall maintain the policies of insurance outlined in Attachment A, incorporated herein by this reference, in full force and effect during the term of this Agreement. The City of Roseville retains sole discretion in determining the types and proper levels of insurance coverage. b. Form. Consultant shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. c. Additional Insureds. Consultant shall also provide a separate endorsement or section of the policy showing City, its officers, agents, employees, and volunteers as additional insureds for each type of coverage, except for Workers' Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of Consultant.

Contract Purchase Agreement 3002909
The additional insured coverage under the Consultant's policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from City's insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (ISO) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds. Furthermore, the requirements for coverage and limits shall be:
(1) the minimum coverage and limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater
d. Cancellation/Modification. Consultant shall provide thirty (30) days written notice to City prior to cancellation or modification of any insurance required by this Agreement. e. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of City (if agreed to in a written contract) before City's own insurance shall be called upon to protect it as a named insured.
f. Subconsultants. Consultant agrees to include in its contracts with all subconsultants the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subconsultants work.

Furthermore, Consultant shall require its subconsultants to agree to be bound to Consultant and City in the same manner and to the same extent as Consultant is bound to City under this Agreement. Additionally, Consultant shall obligate its subconsultants to comply with these same provisions with respect to any tertiary subconsultant, regardless of tier. A copy of City's indemnity and insurance provisions will be furnished to the subconsultant or tertiary subconsultant upon request.
g. Self-Insured Retentions. All self-insured retentions (SIR) must be disclosed to Risk Management for approval and shall not reduce the limits of liability. Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or City. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
h. Waiver of Subrogation. Consultant hereby agrees to waive subrogation which any insurer of Consultant may acquire from Consultant by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy.

All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of City, its officers, agents, employees and volunteers for all worked performed by Consultant, its employees, agents and sub consultants.
i. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve Consultant of liability in excess of such coverage, nor shall it preclude City from taking such other actions as are available to it under any other provisions of this Agreement or law.

11. Consultant shall comply with all federal, state, local laws, ordinances and policies as may be applicable to the performance of services under this Agreement. Failure to comply with local ordinances may result in monetary fines and cancellation of this Agreement.

12. In the event that the terms of any attachment or exhibit conflict with any terms of this Agreement, the terms of this Agreement shall control.

13. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a ". pdf" format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or ".pdf" signature page were an original thereof.

Contract Purchase Agreement 3002909

15. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

17. For purposes of this Agreement, the terms "Contractor," "Consultant," and "Supplier" are used interchangeably.

18. Consultant agrees that any and all information furnished by City shall be deemed proprietary and confidential. All such information, to the extent previously, presently or subsequently disclosed to Consultant and/or processed and derived by Consultant services is the property of City and such property shall be deemed and treated as "Confidential Information" of City.

Consultant acknowledges that such Confidential Information may contain information provided and/or generated by third-parties. Consultant agrees that such Confidential Information shall not be disclosed to any third party without written permission from City, except as required by law. Consultant shall not use the Confidential Information except to perform Consultant's services as directed by City.

19. All facilities, devices, networks and services used to store, deliver, process, backup or purge Confidential Information will employ administrative, physical, technical, and procedural safeguards and best practices at a level sufficient to secure Confidential Information from unauthorized access, destruction, use, modification, or disclosure. Such measures will be no less protective than those used to secure Consultant's own information of a similar type, and in no event less than reasonable in view of the type and nature of the information involved. It is the City's expectation that Consultant, at its own expense, shall perform annual audits for any data centers that house Confidential Information, using an independent third-party audit that meets industry standards applicable to the services under this Agreement, and provide the audit report or certification upon request to City.

20. Consultant will retain Confidential Information until deleted by City or City-authorized third party, or for a time period mutually agreed upon by the parties to this Agreement.

21. Upon termination or expiration of this Agreement, Consultant will ensure that all Confidential Information is securely transferred to City within thirty (30) calendar days. Consultant will ensure that any transfer of Confidential Information is accomplished by methods that are compatible with the relevant City systems, and that City will have access to all Confidential Information during any such transfer. Consultant shall securely dispose of all Confidential Information when requested by City and Consultant will provide written notification to City once all Confidential Information has been securely disposed of.

22. Consultant shall report to City any data compromise or unauthorized access to Confidential Information within twenty-four (24) hours after Consultant discovers such data compromise or unauthorized access. Consultant will take commercially reasonable measures to address any such data compromise or unauthorized access in a timely manner. Except as otherwise required by law, Consultant will not provide notice to end users or other entities of any such data compromise or unauthorized access without written permission from City. Consultant will promptly reimburse City in full for all fees and costs incurred by City in any investigation, remediation or litigation resulting from any such data compromise or unauthorized access, including identity protection and restoration services for each person, who in the City's sole discretion, could be impacted by identity theft.

23. Consultant may not advertise that City is a client, list City as a reference or otherwise use City's name, logos, trademarks, or service marks without prior written permission from City.

Contract Purchase Agreement 3002909

24. Consultant acknowledges that services rendered under this agreement (including but not limited to service levels and operational levels) shall be performed in accordance with industry standards.

25. If the project referenced on this agreement is a Public Works project, then the following shall apply: No contractor or subcontractor may work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. During the performance of this agreement, Contractor and its subcontractors shall have a continuing legal obligation to maintain current registration with the Department of Industrial Relations.

Contractor is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

26. If the project referenced on this agreement is a Public Works project, then the following shall apply: Contractor must submit all claims as defined in and in accordance with the claim resolution process set forth in Section 9204 of the Public Contract Code. Each such claim must be sent to the City by registered mail or certified mail with return receipt requested and must contain reasonable documentation to support the claim. All claims must be received prior to acceptance of the work.

27. Consultant certifies that Consultant, its employees, directors, officers, agents, subcontractors, vendors, and volunteers are not presently debarred, excluded, suspended, declared ineligible, voluntarily excluded, or proposed for debarment, exclusion, suspension or ineligibility by any federal, state, or local department or agency.

28. This Agreement may be amended via change order, but only if such change order is made in writing, approved by the City, and signed by both parties.

29. CONSULTANT agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONSULTANT and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.

CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY's on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

Contract Purchase Agreement 3002909
Contract Purchase Agreement 3002909
Contract Purchase Agreement 3002909
Contract Purchase Agreement 3002909
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1 energyOrbit Statement of Work for Roseville Electric 2

1. Project Summary 3

1.1. Background 3

1.2. Engagement Period 3

1.3. In Scope/Deliverables 3

1.4. Out of Scope 4

1.5. Solution Approach 4

2. Description of Services 5

2.1. Implementation Approach 5

2.2. Objectives 5

2.3. Project Plan 5
Task 1: Project Kick-Off 5
Task 2: Blueprint 6
Task 3: Detailed Project Plan 6
Task 6: Deployment and Testing 6
Task 7: User Acceptance Testing (UAT) and User Training 7 Task 8: Solution Go-Live 7
Task 9: Stabilization 8

2.4. Ongoing Tier 2 Support 8

2.5. Governance 8

2.5.1. Management 8

2.5.2. Progress Reporting and Communications/Change Management 9

2.5.3. Roles, Responsibilities and Engagement Structure 9

2.5.4. Change Management Process 12

2.5.5. Assumptions 12

3. Deliverables & Acceptance Criteria 13

3.1. Deliverables 13

3.2. Acceptance Criteria 14

4. Proposed Project Schedule 15

5. Pricing and Payment Schedule 15

6. Appendix A – Workflows 19

7. Appendix B - Measures (both EE and EU) 19
energyOrbit Statement of Work for Roseville Electric 3

1. 1.1. Background
This Statement of Work (SOW) contains the approach and processes needed to configure and implement an updated, redesigned, more automated, and best practices driven energyOrbit (eO) solution for Roseville Electric. The solution is a holistic utility programs management platform that will leverage the existing energyOrbit environment and enable Roseville Electric to operate a platform that will meet your needs today and in the future. Some key aspects of the solution include the following:

Utilize the embedded Salesforce CRM functionality
Utilize master programs
Transition to the Lightning user experience
Transition to Salesforce Flow technology for business process configuration and management Transition to eO’s best practice measures architecture for ease of maintenance and usability Transition to eO’s latest customer application portal technology for residential, commercial, solar, and water programs
Clean-up and organize the environment for ease of access and management.

1.2. The term of the engagement between Roseville Electric and energyOrbit for professional services and licensing shall be two years, beginning July 1, 2023 and may be extended by Roseville Electric and energyOrbit for a single, one year option period. The estimated duration of the year 1 professional services project to implement an updated, redesigned, more automated and best practices driven energyOrbit solution will begin on or about July 5, 2023 and complete on or about December 31, 2023.

These dates will be confirmed and/or adjusted during the blueprint task described later in this SOW.

1.3. The energyOrbit solution will be designed to meet Roseville Electric’s business processes and requirements that are identified in the list below as well as supporting appendices to this document. The processes and requirements may be amended based on further discovery, discussions, and working sessions during the project kickoff and blueprint tasks described later in this SOW.

Implementation in the scope includes:

Configure master program and child programs as well as establish a new project naming convention to include master program name, customer address and project date for residential, commercial, solar, and water programs.

Convert existing eO measure to best practices measures architecture for simpler maintenance and long term stability, configure and utilize; measure contexts, measure types, calculation parameters, and updated measure selection pages.

Migrate from existing workflows to Salesforce Flow technology for ease of organization, maintenance, and to align with platform best practices to ensure future compatibility. The four workflows captured with Appendix A - Workflows will be used as a reference but may be subject to further refinement during the project kickoff and blueprint tasks described later in this SOW. energyOrbit Statement of Work for Roseville Electric 4
Enable the Lightning user experience for core, backend Roseville Electric users, allowing use of Salesforce Files and other Lightning features such as Lightning reports, dashboards, and activity management.

Configure and make available the embedded Salesforce CRM functionality to capture comments, activities, tasks, and other customer relationship attributes.

Convert the existing energyOrbit application portal from Salesforce Sites to Salesforce Experiences/Community experience to align with energyOrbit and Salesforce best practices. The existing Authenticated User license type will be replaced by the Customer Community – Login licenses type.

Configure the energyOrbit application portal to use the latest and best practice approach to customer registration, eligibility verification, rebate selection, rebate payee selection, rebate review, and allowing customers or contractors the ability to return to their application to correct errors or provide secondary information for commercial projects that have been reserved.

Not included within this Statement of Work is the effort to configure an e-signature process for portal users, however, the work completed under this Statement of Work will be done to ensure e-signature functionality can be easily added at a later date as an enhancement.

Configure the energyOrbit application portal to support the four workflows captured with Appendix A - Workflows for residential, commercial, solar, and water programs.

Configure energyOrbit application portal styling to match the Roseville Electric styling guide (logo, color and font only).

Comprehensive user training for core, back end energyOrbit and Salesforce functionality and energyOrbit application portal elements.

General clean-up, organization, and other tasks to ensure Roseville Electric can easily and simply navigate the environment, train new employees, and manage the various configurations implemented under this Statement of Work.

1.4. Custom or enhanced styling for Roseville Electric specifics in energyOrbit application portal Any integration to other systems is not currently in scope

1.5. Our proposed solution for Roseville Electric is based on the capabilities of Roseville Electric’s existing energyOrbit platform built on the Salesforce CRM Platform. Our approach leverages the existing configuration and the configuration-based capabilities of Salesforce and energyOrbit, which minimizes the custom development requirements of the system. With this approach, Roseville Electric will receive an upgraded, modern solution that meets its specific requirements and is based on proven technology and processes for an efficient implementation.

Internal access to the system will be provided using the latest Salesforce user interface and experience:

Salesforce Lightning. External access for customers will be provided using the energyOrbit marketplace application portal.
energyOrbit Statement of Work for Roseville Electric 5

2. 2.1.

Our implementation projects are managed using project management best practices for initiation, planning, execution, monitoring and control, and project closure. An energyOrbit project manager, together with a client project manager, will manage the project. A key goal throughout the project management process is to work in partnership with the client and to involve the client as quickly as possible in configuration and testing. Doing so is an effective risk response strategy (e.g., by resolving project unknowns early in the process) and simplifies the transition to full production mode. This also increases client ownership and satisfaction with the delivered solution.

For projects that require custom development, our development team also follows Agile/iterative development methodologies, releasing frequent updates with smaller sets of new features (or fixes).

Each iteration includes representations of most of the standard SDLC phases: Analysis, Design, Implementation, Testing, Evaluation and User Acceptance, followed by the Maintenance phase.

We also have a number of documents serving as templates for each phase (e.g. requirements collection/analysis, functional/feature specifications, technical specifications, test procedures, etc.).

This saves time, enables the client to take advantage of energyOrbit’s experience, and ensures adherence to best practices.

2.2. Objectives
The objectives of this project are to provide Roseville Electric with an updated, redesigned, more automated, and best practices driven energyOrbit (eO) solution for Roseville Electric.

These objectives will be met by applying these guiding principles, as developed in collaboration with Roseville Electric:

Project Team members will follow the energyOrbit standard implementation methodology to the extent possible, in order to maximize efficiency and minimize implementation risk No customer information is to be exchanged via email or other non-secure methods Focus on the customer will be maintained
All workflow and data management decisions will focus on process efficiency, standardization, data quality and information standards
Project Team members will make every effort to attend all scheduled meetings, or appoint designates to attend on their behalf
It is expected that there will be differences of opinion and points of view, all of which will be respectfully resolved.

2.3. The details of each project task are described below. As detailed in the Blueprint task, the detailed project plan will be updated and finalized based on the approval of the Blueprint. -
This meeting will gather the energyOrbit and Roseville Electric project teams to meet, review the project plan and establish a common goal for project completion. Specific activities include:
energyOrbit Statement of Work for Roseville Electric 6
Introductions for project team
Review of scope, creation of high-level work breakdown structure, initial risk assessment Identification of roles and responsibilities
Creation of project and communication plans
Project governance (including status reporting)
Review and agreement of delivery timeline
This effort will produce the overall high-level blueprint of the solution. The desired outcome is to create implementation design documents that include:

High level process flows for project workflow
Data objects/fields required to manage the process flows Security approach (roles and access)
Detailed project plan
Training/change management plan
Test plan
At the conclusion of the blueprint task, the project team will update the project plan to reflect any changes needed as a result of the blueprint-related work. The revised project plan will then be used to manage the remainder of the project.

Design sessions will be conducted to define business rules and validations to address all necessary functional items. In the process of validating the design, the team may elect to prototype specific configurable aspects of the solution. In previous projects, this has proven helpful in enabling users to understand the look and feel of the new system prior to finalizing the design.

This phase will involve the actual configuration of the solution and will include any approved custom development. Configuration will be done on an iterative basis, with the configuration reviewed periodically with users to confirm the configuration meets the design. These iterations will be defined within Agile sprints and will include a demonstration of the configured functionality within that particular sprint.

The design document created in the Blueprint task will be updated to include the additional details created and will serve as final system documentation provided at the completion of the project. energyOrbit will execute unit testing and support functional testing to ensure the solution is functioning as designed. The following types of testing will be conducted:
energyOrbit Statement of Work for Roseville Electric 7
will be performed by the configurator/developer who created the functionality.

Successful completion of unit testing will be validated by Roseville Electric by reviewing the unit test results. Upon approving the unit test results, Roseville Electric will determine timing for moving the configuration to functional testing. The moving of the configuration from the Development environment to the Test environment will be executed by energyOrbit, unless otherwise determined by Roseville Electric.
will be executed by Roseville Electric and supported by energyOrbit testers.

Roseville Electric will be responsible for creating the functional test scripts, leveraging unit test scripts provided by energyOrbit. Test scripts will cover the “happy path” for moving an application from Lead to payment processing. Negative testing will be performed to ensure validations and error messages appear as designed. Defined acceptance criteria will be met before the system will be approved for User Acceptance Testing.
may be required if the functionality being deployed will impact functionality that is already deployed. The process for regression testing will leverage the functional testing process to ensure there are no negative impacts to configuration that was previously completed and tested.
energyOrbit will provide training in accordance with the approved training plan developed in the Blueprint task. This training could include:

Functional testing training and UAT tester training (provided prior to functional testing and prior to UAT respectively)
User training sessions – on site or remote/web-based sessions as needed to provide testers with an adequate understanding of the operation of the system to be tested. (Structure subject to adjustment)
Administrative training session (1). Prerequisite: Salesforce Administration Training provided by Salesforce.

User acceptance testing - also referred to as “end to end” testing - will be led by Roseville Electric, who will provide the test scripts and scenarios for the users. energyOrbit will contribute to the test scripts and will support UAT for defects and issues that arise. -
In preparation for Go Live, the project team will identify and resolve any issues identified during UAT that need to be addressed and prepare a detailed deployment plan for review and approval. Once approved and with mutual agreement of energyOrbit, the project team, and Roseville Electric management, energyOrbit will deploy to Production and perform any necessary smoke testing and regression testing to ensure the enhancements are delivered as expected.

Examples of tasks that must be verified as complete before Go Live include:

UAT Test scripts have passed based on the criteria established in the Test Plan and UAT has been completed
Necessary data have been uploaded and verified by Roseville Electric All users have been trained and have received a login
energyOrbit has identified and documented pre-and-post-deployment activities; Roseville Electric has reviewed the deployment checklist and assigned a resource to coordinate activities energyOrbit Statement of Work for Roseville Electric 8
energyOrbit has uploaded the configuration change set from Test to Production. (NOTE: depending upon Roseville Electric-IT standards, a Roseville Electric resource may upload the configuration change set. If that is the case, documentation and support will be provided by energyOrbit.) All test data will be removed before turning the system over to Roseville Electric.

For two weeks after deployment, energyOrbit will support Roseville Electric to ensure the deployment and use of the system is successful. This support includes:

User support and follow-up training as requested
Defect resolution
Minor enhancements to improve usability and adoption
System administrator support (this assumes Roseville Electric has an assigned system administrator that has been trained).

2.4. 2.4.1.

When Roseville Electric has a need for enhancements related to the energyOrbit solution, energyOrbit will prepare a level of effort (LOE) to be reviewed and agreed upon for the requested enhancement. The LOE will describe the activities to be performed and a cost estimate by resource rate as captured in the energyOrbit rate card table in this document. Included in the LOE will be the estimated calendar time to complete and implement the change.

2.4.2. energyOrbit will provide Roseville Electric premier support; activities include, but are not limited to user support, user training, and assistance with release upgrades and product retirements for Salesforce and energyOrbit.

2.4.3. energyOrbit will provide Roseville Electric Tier 2 support, at no cost, after deployment and stabilization. For Roseville Electric, since both Tier 2 support and premier support are available, the Tier 2 support shall be applied first, with premier support hours going into effect only when standard monthly support has been exhausted. (The intent is to allow Roseville Electric to preserve premier support for when it is most needed.)

2.5. Governance

2.5.1. Management
Our project management structure consists of several key elements consistent with the Project Charter being developed for this effort:

1. Project Organization – addresses the roles and responsibilities of all interested parties.

2. Status Reporting – includes weekly and monthly reports on what has been accomplished and what is planned for the next period. This status reporting uses a traffic light (green/amber/red) approach to communicate status quickly and to bring potential issues to the table as early as possible in the process for action and resolution. energyOrbit Statement of Work for Roseville Electric 9

3. Budget Management – includes weekly updates on the current status of the budget as well as an Estimate-to-Complete for the remainder of the project. This reporting enables us to manage the project within the resource plan and make modifications as required to meet our budget commitment.

4. Quality Management – involves a rigorous testing approach aligned with the agile development process that ties requirements to test plans and scripts. We support testing the solution at three levels: (1) unit for initial configuration/development (2) functional for process level use cases and (3) user acceptance to ensure the users have tested and accepted the solution. In addition, regression testing can be performed when adding major functionality to the Production system. Reporting of results is maintained for all levels of testing and is included as part of the final documentation of the system.

2.5.2. The project plan and blueprint will be updated weekly using percent complete for each project task.

For budget management, an Estimate-to-Complete (ETC) is calculated bi-weekly throughout the project.

Weekly status reports are delivered to Roseville Electric’s project manager. These reports provide overall schedule, budget and scope status, using a stoplight (red/yellow/green) schema. In addition, status reports include the following information:

1. A summary of work completed

2. A summary of the following week’s work activities

3. Status or health of high-level project areas, using stoplight schema

4. Updated Estimate-To-Complete (actual vs. estimated hours)

5. Summary of high priority risks and responses

6. For project status meetings, energyOrbit recommends the following:
a. Weekly planning meetings with Roseville Electric project team Issues and risks are prioritized based upon potential impact or the likelihood of occurrence. A formal log is maintained for issues and risks, and mitigation plans are developed as necessary. The intent is to address an issue before it becomes a risk and to address a risk before it impacts the project. Summaries of these logs are included in the Weekly Status Report and are reviewed during the weekly status meetings to ensure proper attention is being paid in those areas.

2.5.3. We strongly recommend the use of an integrated project team for the execution of this project.

Roseville Electric will have overall responsibility for the execution of the project, with eO having responsibility for the management and execution of solution-related tasks. We expect to have an active role in the execution and management of the project and will have a similar project organization that can be integrated into an overall project team.

The following table depicts the roles and responsibilities of the energyOrbit resources that will be assigned to the project. Please note that not every role listed below may be necessary for this project and some roles may be filled by the same person. energyOrbit Statement of Work for Roseville Electric 10 en Description
Project Executive The senior Professional Services executive responsible for the successful implementation of the overall project.

Project Manager The primary liaison between the energyOrbit and the Roseville Electric team. The Project Manager is focused on ensuring project success by coordinating communication, leading meetings, tracking deliverables, reporting progress and completing other related PM tasks while often lending support to configuration. The Project Manager will also support the change management coordination as defined in the blueprint.

Business Analyst(s) &
Product/ Module SME’s
Analysts perform much of the configuration of energyOrbit, working closely with the client’s subject matter experts and business analysts to collect relevant inputs and configure the solution according to the SOW. eO Business analysts also conduct the training and conduct/support testing.

Technical Architect &
Technical Lead
The Technical Architect is the technical expert who provides oversight of, and guidance on, the overall system design. The Technical Architect helps determine the most appropriate technologies required to deliver features that require custom development, product enhancement or advanced integration.

Developer(s) / Sr.

Engineers
Developers are software development professionals who develop custom code and advanced features to facilitate system integration points and functionality unique to a particular project.

Testing coordinator Testing coordinators will assist in the development of the testing plan, review and approval of functional and user acceptance testing scripts and management of functional testing and UAT execution. Execution includes the initial execution of scripts and re-testing of resolved defects.

The following table illustrates the roles and responsibilities anticipated for Roseville Electric on this project. Please note that not every role listed below may be necessary for this project and some roles may be filled by the same person.
ctric Description
Governance
Committee
Typically made up of client leadership that can meet on a regular basis to monitor progress and address issues that may arise. We anticipate that this Governance Committee will have representatives from the appropriate organizations and/or functional areas.
energyOrbit Statement of Work for Roseville Electric 11 Project Manager Roseville Electric should provide a project manager who will coordinate input and serve as an authorized approver for deliverables and decisions related to the system setup and configuration. This is a full-time position for all phases.

Subject Matter
Experts (including
Program
Manager(s))
We require participation of various subject matter experts (SMEs) knowledgeable in energy efficiency programs and familiar with current tracking fields and data systems that are essential to a successful deployment. The SMEs’ role will be to confirm requirements and attend configuration design sessions when the various workflows are being configured. The number of these participants will vary by workflow and representation of organizations, job functions and programs. These are typically not full-time responsibilities with the exception of the potential “super-users” who could have a more active role.

Business
Analyst(s)
Business analysts can be part of the business or IT organization. Business analysts work jointly with the energyOrbit business analyst(s) to liaise with SMEs; gather and document requirements and translate those requirements into the format and templates required by energyOrbit. The business analyst(s) will also be responsible for designing and documenting business processes. Business analysts are involved with testing efforts as well.

Information
Technology (IT)
Resources
There will be a need for IT resources on the project for areas such as system architecture and interface (data transfer) development. Typically, energyOrbit will work with your IT resources to ensure the solution complies with all IT standards. In addition, Roseville Electric will have responsibility for developing the “Roseville Electric side” of the various data transfers required.

System
Administrator(s)
Administrators can be part of the business or IT organization. System Administrators are responsible for overall administration and will configure user profiles, assist in defining application workflows, configure components or measures, assist in implementing reports and dashboards, and oversee the technical aspects of the system. They will also manage all data transfers or integrations with other systems as necessary and within scope.

Test Manager The Test Manager will be responsible for managing the overall testing effort. This effort includes the development of the testing plan, review and approval of functional and user acceptance testing scripts and management of functional testing and UAT execution.

Tester(s) The testers will be responsible for the development of functional testing and UAT scripts and execution of those scripts. Execution includes the initial execution of scripts and re-testing of resolved defects. energyOrbit Statement of Work for Roseville Electric 12

2.5.4. During the project, there may be potential changes in scope that are identified. The causes for these may include (1) identification of new functionality needed by Roseville Electric; (2) greater complexity related to the solution being developed; (3) schedule delays caused by unforeseen circumstances; or (4) any of a number of other circumstances. In these cases, potential changes in scope will be managed by a formal process that balances business needs with resource budgets.

The following steps will be followed:

Changes in scope will be subject to review by Roseville Electric and written approval by the project sponsor and energyOrbit and will identify impact on project schedule, risks or quality impact and any potential added costs of such changes Costs of scope additions will be based upon the hourly rates upon which this SOW is based In the event that Roseville Electric requests an addition to scope and should additional budget to support the requested scope change not be available, Roseville Electric and energyOrbit may mutually agree to offset the requested scope addition with a corresponding scope reduction in another functional area

2.5.5. Assumptions
This section contains the assumptions upon which the SOW is based. The list of assumptions will be confirmed and amended as necessary during Task 2.1 (project kickoff).

1. This is a SOW for professional service efforts scheduled to be performed during the period beginning on or about July 5, 2023 and complete on or about December 31, 2023. It is assumed that any additional work performed by energyOrbit will be addressed in a Change Order to this SOW or a new SOW developed to address any additional scope.

2. Under this SOW, no integrations to other Roseville Electric systems are being implemented.

The existing customer information import process will continue to be utilized. energyOrbit and Roseville Electric may explore an integration to replace the current process in a separate enhancement SOW at a later time.

3. Any changes to the requirements referenced in this SOW, or in the blueprint and project plan developed may constitute a change in scope that will be evaluated to determine impact on schedule and budget.

4. energyOrbit will provide resources for completing the tasks as assigned in the agreed upon project plan.

5. The energyOrbit project manager will work with the Roseville Electric project manager to identify critical delivery deadlines and manage dependencies.

6. Roseville Electric will provide overall project management and coordination of its internal resources. energyOrbit’s scope of project management is for its own deliverables and activities.

7. Roseville Electric will provide empowered individuals with the ability to accept and make decisions on behalf of the user community. These users will be consistently available to the project team. They should have the ability to review and approve deliverables within 5 business days.

8. A test management tool such as Sharepoint will be available to support the management and execution of testing. If not available, test cases can be tracked using an Excel spreadsheet. energyOrbit Statement of Work for Roseville Electric 13

9. A document/work product collaboration tool (i.e., Google Drive or Sharepoint) will be provided by Roseville Electric.

10. Sufficient licensing will be available for energyOrbit resources to access the solution during implementation and when providing ongoing support. Roseville Electric will not incur any fees for licenses required by energyOrbit personnel to provide the services described.

11. Roseville Electric will provide adequate office space and seating for the energyOrbit project team, including Internet access and availability of copier resources (if necessary) when the eO team is on-site (if necessary).

3. D

3.1. The following table provides a list of the anticipated deliverables for the project.

Name
Description Format
Project Plan Documents describing the execution of the
Project in detail, including:

Initial Project Plan (to be updated as
noted below)
Communication Plan
Change Management Plan (related to
managing changes in scope or design)
Testing Plan
Determined at
the conclusion
of Kick-off
Project Plan: MS
Project
Others: Word
Project Status
Reports
Series of reports provided on a weekly and
monthly basis for the energyOrbit scope and
responsibilities. Weekly reports include
updated Weekly Status Report, Budget
Update (% of budget consumed) and updated
(bi-weekly) Project Plan (% complete by
task).

End of each
week and
month
Excel (Weekly
Budget Status),
Microsoft
Project (Project
Plan)
Roseville
Electric
System
Design
Report
Completed at the conclusion of the Blueprint
task, the System Design Report will consist of
three sub-reports:

Training/Change Management Plan
(T/CMP) – identifies the classes, agendas
and attendees for the training classes to
be provided to the client. It also contains
change management activities that need
to be supported by energyOrbit.

Requirements Traceability Report v1
(RTR) – identifies how and where each
Determined at
the conclusion
of Blueprinting
T/CMP (Word)
RTRv.1 (Excel)
SDCR v.1 (Excel)
energyOrbit Statement of Work for Roseville Electric 14 requirement is addressed in the initial
system design
System Design and Configuration Report
(SDCR) v1– provides an initial mapping of
the standard functionality contained in
energyOrbit.

Design and
Configuration
Report
Completed at the conclusion of Task 4 the
Design and Configuration Report will consist
of two sub-reports:

Requirements Traceability Report v2 -
updated to include how the related
requirements are addressed in the
updated RTR
System Design and Configuration Report
(SDCR)v2 – provides an updated mapping
of the functionality contained in
energyOrbit.

Determined at
the conclusion
of Blueprinting
Configuration
Report
Completed at the conclusion of Task 6 the
Design and Configuration Report will consist
of two sub-reports:

Requirements Traceability Report v3 -
updated to include how the related
requirements are addressed in the
updated RTR; will also include testing
results
System Design and Configuration Report
(SDCR)v3 – provides an updated mapping
of the functionality that was configured
and the design specifications of approved
interfaces.

Flowchart of designed workflow
Determined at
the conclusion
of Blueprinting
Excel, Word
and Visio/PDF
Go-Live Completed at the conclusion of the successful
deployment and testing of each major release,
the sign-off report will signify the acceptance
of that functionality.

Determined at
the conclusion
of Blueprinting
Word

3.2. Roseville Electric will have five business days to determine whether a particular deliverable satisfies the acceptance criteria. If the client requires an extension of the deliverable acceptance period in order to evaluate the deliverable, the parties will work together in good faith to agree upon a reasonable extension.
energyOrbit Statement of Work for Roseville Electric 15 On or before the expiration of the deliverable acceptance period, Roseville Electric will provide the energyOrbit team with (a) a written statement of non-conformities and/or errors to be corrected, the basis of rejection for each item, and the specific changes that are needed in order for the deliverable acceptable or (2) a written statement of acceptance of the deliverable.

4. The following is a proposed project schedule for the project. energyOrbit will develop a Microsoft Project-based work plan that will be used to finalize milestones and resource budgets. Scheduling will be aligned with the agile sprints as defined during the planning phase. As stated earlier, this plan will be updated on a weekly basis as a part of our regularly scheduled project status reporting.

Month

5. The total cost of this SOW will not exceed $322,340 in contract year 1. This amount includes annual licensing fees, one-time professional services fees, premier support services fees, and platform enhancements fees. Note that only licensing fees are invoiced annually, in advance of the annual renewal date of July 1st. All other fees (as captured below) are invoiced monthly for time spent on a time and materials basis in accordance with the energyOrbit Rate Card outlined in the table below. A list of work completed each month will be provided. If all the estimated hours are not required, Roseville Electric will not be invoiced for these hours.

Roseville Electric will not be invoiced for a total amount exceeding $322,340 in contract year 1 unless authorized by a mutually executed written change order to this SOW. In subsequent years, the total cost to Roseville Electric will not include any one-time professional services as captured in the second table below.
ount
Description Notes
Annual energyOrbit Licensing $42,570
energyOrbit platform access for Roseville Electric
personnel and customer/contractor portal users.
energyOrbit Statement of Work for Roseville Electric 16 One – Time Professional
Services $189,770
Invoiced monthly on a time and materials basis for
time spent by resource rate as captured in the
energyOrbit rate card table.

Platform Enhancements* &
Premier Support Services** $90,000
*Invoiced monthly on a time and materials basis
for time spent by resource rate as captured in the
energyOrbit rate card table.
**Invoiced monthly on a time and materials basis
at the Premier Support resource rate of $120/hour
as captured in the energyOrbit rate card table.
– Breakdown
Project Manager/ Business Analyst $150 1,179 $176,850
Development and QA $170 76 $12,920
– 1,255 $189,770
In subsequent contract years, the total cost to Roseville Electric will not include any one-time professional services and Roseville Electric will not be invoiced for a total amount exceeding $132,570.

Note that invoicing for premier support services fees and platform enhancements fees is monthly on a time and materials basis as described in the table below.

Description Notes
Annual energyOrbit Licensing $42,570
energyOrbit platform access for Roseville Electric
personnel and customer/contractor portal users.

This amount may be subject to change up/down
based on actual licenses within the subscription
year which is assessed each year in advance of the
subscription end date of June 30th.

All one-time professional services fees, premier support services fees, and platform enhancements fees are invoiced on a time and materials basis under the established rate card below.

Project Manager/ Business Analyst $150
Technical Leadership $225
energyOrbit Statement of Work for Roseville Electric 17 Development and QA $170
Premier Support $120
Roseville Electric will be invoiced according to the dates within the table below.

Category Description
July 1, 2023 Annual
Licensing
$42,570 Year 1 annual licensing, see table energyOrbit
licensing table below for details.

Monthly One –Time
Professional
Services
T&M Based Year 1 only. One-time professional services
fees to implement an updated and redesigned
energyOrbit solution as described throughout
this Statement of Work.

Monthly Platform
Enhancements*
& Premier
Support
Services**
T&M Based As-needed support hours from energyOrbit
personnel beyond Tier 2 Support.

As-needed professional services hours from
energyOrbit personnel to implement any
additional enhancements identified as part of
the annual platform roadmap planning
exercises between Roseville Electric and
energyOrbit.

Quantity
energyOrbit Admin
License 7/1/2023 6/30/2024 $1,650 5 $8,250
energyOrbit User
License 7/1/2023 6/30/2024 $1,650 15 $24,750
energyOrbit Integration
User License 7/1/2023 6/30/2024 $825 1 $825
energyOrbit Community
Licenses (Customers
and Contractors)
7/1/2023 6/30/2024 $0.75 5,000 $3,750
Additional File Storage
(10GB per unit) 7/1/2023 6/30/2024 $750 2 $1,500
Full Copy Sandbox 7/1/2023 6/30/2024 $3,495 1 $3,495
energyOrbit Statement of Work for Roseville Electric 18 $42,570
Note: Any additional licenses ordered will be co-termed to the subscription end date of June 30th and prorated accordingly.

At the beginning of the project, energyOrbit may develop a travel plan to identify the energyOrbit personnel who will be traveling and the specific days they will be on-site. energyOrbit personnel are typically on-site on a part-time basis, during times such as blueprinting, design, training and UAT.

This travel will be pre-approved by Roseville Electric and billed at cost monthly, as those travel costs are incurred.

The energyOrbit Platform license model is all-inclusive. energyOrbit updates and general maintenance are included at no additional cost, some examples of these no cost benefits are listed here:

All energyOrbit platform upgrades will be made available to Roseville Electric as part of the licensing fees. No upgrades are mandatory (although we recommend staying up to date with our latest release). We hold release Webinars for each release and publish those Webinars in our support community.
energyOrbit continually upgrades and enhances our software. We provide three releases each year.

We have a standard release process, with pre-release Webinars, release notes, schedules, lists of known issues, post-installation steps, etc.

There will be occasional scheduled maintenance periods for energyOrbit and Salesforce during nonworking hours; most timeframes are no more than 10- 30 minutes in duration. energyOrbit Roadmap releases incorporate major new features from the product roadmap as well as minor product enhancements and fixes for reported defects. These releases are cumulative, and customers can choose when (or if) they want to install a particular release.

Upgrades to energyOrbit are backwards compatible with local customizations and configurations in our customer environments.

Salesforce.com typically provides three major upgrades each year. Each release is packed with a significant number of new features. Salesforce continues to invest heavily in CRM, application usability, and platform capabilities. New functionality introduced in each of these releases is immediately available to all users of the system in an 'opt in' fashion, so as not to disrupt existing users not wishing to take advantage of new features or capabilities. All individual customer customizations are preserved 100 percent with each upgrade. energyOrbit Statement of Work for Roseville Electric 19 Rosevi
Signature Signature
___________________________________________ _______________________________________ Name Name
___________________________________________ _______________________________________

Title Title
___________________________________________ _______________________________________ Date Date
___________________________________________ _______________________________________

6. – Workflows
RosevilleElectric EO
Process Flow Docume

7. -
RosevilleElectric
Programs and Measu
RosevilleElectric EU
Programs and Measu

RESOLUTION NO. 23-222

APPROVING AN AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND ARROW CREATIVE SOLUTIONS, INC. DBA ARROW FENCE CO., AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE WHEREAS, an Agreement for the Sports Fencing project, by and between the City of Roseville and Arrow Creative Solutions, Inc. dba Arrow Fence Co., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Agreement is hereby approved and that the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED that the City Manager or his designee is authorized to approve change orders for the project, consistent with the contract terms, provided that the net cost of all change orders shall not exceed fifteen percent (15%) of the contract price.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 2023, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

RESOLUTION NO. 23-263

APPROVING AN ON-CALL PROFESSIONAL SERVICES AGREEMENT, BY AND

BETWEEN THE CITY OF ROSEVILLE AND HYDROCOMPLIANCE, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF

THE CITY OF ROSEVILLE
WHEREAS, an on-call professional services agreement to provide on-call qualified stormwater pollution prevention plan developer and qualified stormwater pollution prevention plan practitioner services, by and between the City of Roseville and HydroCompliance, has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

BE IT FURTHER RESOLVED, that the City Manager or his or her designee is authorized to execute two (2) additional one (1) year renewals without further City Council approval, provided that the applicable budget is approved by the City Council, or until staff determines that continuing with this consultant is not in the best interest of the City.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

RESOLUTION NO. 23-264

APPROVING AN ON-CALL PROFESSIONAL SERVICES AGREEMENT, BY AND

BETWEEN THE CITY OF ROSEVILLE AND TRIHYDRO CORPORATION, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF

THE CITY OF ROSEVILLE
WHEREAS, an on-call professional services agreement to provide on-call qualified stormwater pollution prevention plan developer and qualified stormwater pollution prevention plan practitioner services, by and between the City of Roseville and Trihydro Corporation, has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX ;05/01/2023]

ON-CALL PROFESSIONAL SERVICES AGREEMENT
On-Call Qualified SWPPP Developer and Qualified SWPPP Practitioner Services THIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and Trihydro Corporation, a Wyoming corporation (“CONSULTANT”); and
W I T N E S S E T H:

WHEREAS, CITY issued Request for Proposal # 13-131 for professional services consisting of on-call qualified stormwater pollution prevention plan developer (QSD) and qualified stormwater pollution prevention plan practitioner (QSP) services; and WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated March 3, 2023, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such services; and
WHEREAS, CONSULTANT is qualified and experienced to provide professional QSD and QSP services on an on-call basis.

NOW, THEREFORE, the parties agree as follows:

1. Term. The term of this Agreement shall commence upon execution and expire on June 30, 2024. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 2 (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.

2. Services. CONSULTANT shall perform, at the direction of CITY, the scope of the on-call services as described in EXHIBIT “A,” attached hereto and incorporated herein by this reference. Individual tasks will be awarded by CITY on an as-needed basis. CITY may assign work to one, or more than one consultant from an approved qualified list. CITY reserves the right to unilaterally assign work to any consultant as it deems prudent or, if no services are required, no work. CITY makes no specific guarantee of a minimum or maximum number of hours or amount of tasks or services, which shall be required of any single consultant. In addition, the inclusion of any consultant on any qualified list, if so utilized by CITY, shall in no way be considered an exclusive agreement to provide service for CITY.

3. Compensation. For its services provided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the hourly rates as described in EXHIBIT “B,” attached hereto and incorporated herein by this reference. Any proposed increase in the effective rates for future services must be preceded by at least a 90-day written notice to the contracting department. Total compensation shall not exceed seventy-five thousand dollars per year ($75,000) for an overall total compensation for the initial term not to exceed seventyfive thousand dollars ($75,000). Total compensation for optional renewal years of this Agreement shall not exceed seventy-five thousand dollars per year ($75,000). Adjustment to the total compensation per year shall require a written amendment to this Agreement, subject to approval by the City Council.

CONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 3 in time increments of not greater than one quarter (1/4) hours. CITY shall pay invoices within thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed.

4. Indemnification. To the fullest extent allowed by law, CONSULTANT shall defend, indemnify, and save and hold harmless CITY, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of CONSULTANT's willful misconduct or negligent act or omission while engaged in the performance of obligations or exercise of rights created by this Agreement, except those matters arising from CITY's sole negligence or willful misconduct. The parties intend that this provision shall be broadly construed.

CONSULTANT agrees to defend and indemnify CITY if, despite the parties intent and practice, any venue, agency, or court with competent jurisdiction determines that CONSULTANT and/or any of its agents, officers, employees, volunteers, independent contractors, or subcontractors, are characterized as employee(s) of CITY.

CONSULTANT’s responsibility for such defense and indemnity obligations shall survive the termination or completion of this Agreement for the full period of time allowed by law. The defense and indemnity obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Agreement.

5. Insurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 4 COVERAGE LIMITS OF LIABILITY
Workers’ Compensation Statutory
Commercial General Liability $1,000,000 each occurrence $2,000,000 aggregate
Personal Injury:
$1,000,000 each occurrence
$2,000,000 aggregate
Automobile Liability $1,000,000 combined single limit
Professional Liability (errors and $1,000,000 per claim omissions) $2,000,000 aggregate
a. Form. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds. CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and volunteers as additional insureds for each type of coverage, except for Workers’ Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of CONSULTANT. The additional insured coverage under the CONSULTANT’s policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from CITY’s insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (“ISO”) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 5 limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater. c. Cancellation/Modification. CONSULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract) before CITY’s own insurance shall be called upon to protect it as a named insured. e. Subcontractors. CONSULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work.

Furthermore, CONSULTANT shall require its subcontractors to agree to be bound to CONSULTANT and CITY in the same manner and to the same extent as CONSULTANT is bound to CITY under this Agreement. Additionally, CONSULTANT shall obligate its subcontractors to comply with these same provisions with respect to any tertiary subcontractor, regardless of tier. A copy of CITY’s indemnity and insurance provisions will be furnished to the subcontractor or tertiary subcontractor upon request.
f. Self-Insured Retentions. All self-insured retentions (“SIR”) must be disclosed to Risk Management for approval and shall not reduce the limits of liability.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a full [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 6 certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
g. Waiver of Subrogation. CONSULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
h. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.

6. Records. CONSULTANT and its subcontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to CONSULTANT’s and subcontractors’ files and records relating to the services performed hereunder, and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 7 expiration of this Agreement. CONSULTANT shall include this provision in its contracts with all subcontractors.

7. Prevailing Wages. When applicable, for purposes of this Agreement, CONSULTANT and its subcontractors shall comply with all applicable prevailing wage laws, e.g., but not limited to, California Labor Code Sections 1770 et seq. In accordance with said Section 1775, CONSULTANT shall forfeit as a penalty to the City two hundred dollars ($200) for each calendar day or portion thereof for each worker paid less than the prevailing rates for such work or craft in which such worker is employed for any work done on-site under the Agreement by CONSULTANT or by any subcontractor in violation of the provisions of the Labor Code and in particular, Labor Code Sections 1770 to 1780, inclusive. In addition to said penalty and pursuant to said Section 1775, the difference between such stipulated prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the stipulated prevailing wage shall be paid to each worker by CONSULTANT or the applicable subcontractor.

Pursuant to the provisions of California Labor Code Section 1773, the contracting department has identified the source, stated below, of the general prevailing rate of wages applicable to the site to be done, for straight time, overtime, and holiday work. The holiday wage rate listed shall be applicable to all holidays recognized in the collective bargaining agreement of the particular craft, classification or type of worker concerned. These wage rates may be obtained from the State Department of Industrial Relations and/or the following website address: http://www.dir.ca.gov/dlsr/DPreWageDetermination.htm.

Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, which forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 8 the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be considered by CONSULTANT in determining its proposal, and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.

8. Contractor Registration. No contractor or subcontractor may work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. During the performance of this Agreement, CONSULTANT and its subcontractors shall have a continuing legal obligation to maintain current registration with the Department of Industrial Relations. CONSULTANT is hereby notified that this Agreement is subject to compliance monitoring and enforcement by the Department of Industrial Relations.

9. Time is of the Essence. Time is of the essence of this Agreement.

10. Compliance with Laws. CONSULTANT shall comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.

11. Ability to Perform. CONSULTANT agrees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement.

12. Governing Agreement. In the event of any conflict between this Agreement and its EXHIBITS, the provisions of this Agreement shall govern. In the event of any conflict between any of the EXHIBITS, the provisions of the first in order of attachment shall govern.

13. Assignment. CONSULTANT is employed to perform unique personal services.

CONSULTANT shall not assign this Agreement without the prior written consent of CITY.

CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 9 14. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.

CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY’s on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

15. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 10 brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

16. Successors in Interest. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

17. Copyright, Ownership and Use of Materials. All tangible material (“Material”) created or delivered pursuant to this Agreement is considered a work made for hire under the Copyright Act. To the extent such Material does not qualify as a work made for hire, CONSULTANT hereby assigns to CITY all right, title, and interest, including but not limited to all copyrights, in all Material created by CONSULTANT in its performance under this Agreement. Material constitutes the scope of work outlined in Exhibit A and attached hereto, and all written and other tangible expressions, including but not limited to, drawings (including computer aided drawings), papers, documents, reports, surveys, renderings, exhibits, sketches, maps, models, prints, paintings or photographs, in any and all media or formats in which such materials have been created or are maintained. All Material furnished by CONSULTANT is, and shall remain, the property of CITY.

CONSULTANT shall execute any documents necessary to effectuate such assignment.

In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 11 18. Termination of Agreement. CITY may terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.

CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days advance written notice. CONSULTANT understands that continuation of this Agreement past June 30th of any given year is contingent upon appropriation of funds for such purpose in the budget of the City of Roseville in the sole discretion of the City Council. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all Material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any MATERIAL, notwithstanding any termination or any dispute regarding the amount to be paid.

19. Attorney’s Fees; Venue; Governing Law. If either party commences any legal action against the other party arising out of this Agreement or the performance hereof, the prevailing party in such action shall be entitled to recover its reasonable litigation expenses, including but not limited to, court costs, expert witness fees, discovery expenses, and attorney’s fees. Any action arising out of this Agreement shall be brought in Placer County, California, regardless of where else venue may lie. This Agreement shall be governed by and construed in accordance with the laws of the State of California.

20. Modification. This Agreement and each provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.

21. Severability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 12 22. Notices. Any notices to parties required by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:

CITY OF ROSEVILLE CONSULTANT
Tara Gee Justin Quiggle, PMP, QSD
Park Planning & Development Manager Trihydro Corporation 316 Vernon Street, Suite 400 9083 Foothills Blvd, Suite 370 Roseville, CA 95678 Roseville, CA 95747
Either party may amend its address for notice by giving notice to the other party in writing.

23. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.

IN WITNESS WHEREOF, the City of Roseville, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attested to by its City Clerk under the authority of Resolution No. ______, adopted by the Council of the City of Roseville on the ___ day of ____________, 20__, and CONSULTANT has caused this Agreement to be executed.

CITY OF ROSEVILLE, a TRIHYDRO CORPORATION, a
municipal corporation Wyoming corporation
BY:_______________________________ BY: _______________________________ DOMINICK CASEY its: _______________________________
City Manager
and
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] 13 ATTEST:

BY: _______________________________
its: _______________________________
BY:_______________________________

CARMEN AVALOS
City Clerk
APPROVED AS TO FORM:

BY: _______________________________

MICHELLE SHEIDENBERGER
City Attorney
APPROVED AS TO SUBSTANCE:

BY: _______________________________

JILL GELLER
Parks, Recreation & Libraries Director
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] EXHIBIT “A”

Page 10 ends

On-Call Qualified SWPPP Developer and Qualified SWPPP Practitioner Services, RFP # 13-131 | Technical Proposal D. PROJECT UNDERSTANDING
City of Roseville, CA | March 03, 2023 | Page 11
Technical Proposal | On-Call Qualified SWPPP Developer and Qualified SWPPP Practitioner Services, RFP # 13-131

Page 12 ends

On-Call Qualified SWPPP Developer and Qualified SWPPP Practitioner Services, RFP # 13-131 | Technical Proposal City of Roseville, CA | March 03, 2023 | Page 13
Technical Proposal | On-Call Qualified SWPPP Developer and Qualified SWPPP Practitioner Services, RFP # 13-131

Page 14 ends

On-Call Qualified SWPPP Developer and Qualified SWPPP Practitioner Services, RFP # 13-131 | Technical Proposal [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077641.DOCX; 05/01/2023] EXHIBIT “B”
March 03, 2023 | City of Roseville, CA
On-Call Qualified SWPPP Developer and Qualified SWPPP Practitioner Services, RFP # 13-131 | Cost Proposal Justin Quiggle, PMP Professional Level 12
Michael Clegg, PE Professional Level 7
Adam Bartkoski Professional Level 7
Sharon Simpson Professional Level 9
Tyler Randall, GIT Professional Level 6
Rob Hall, GIT Professional Level 6
John Bostick Professional Level 7
Jack Phillips Professional Level 6
Mike Avery Professional Level 7
Logan Davis Professional Level 4
Darnell Garner Technician 6
We are providing these rates if City chooses to go with a Time & Materials option for consultant services; however, based on our experience with previous projects with the City, SWPPP preparation, inspections, and compliance services have been conducted on a unit-rate or flat-rate basis per project. Trihydro is open to other contracting alternatives and would welcome the opportunity to sit down with the City to discuss pricing structures that best suit the City’s needs.

| Standard Schedule of Charges

TRIHYDRO WEST COAST SCHEDULE OF CHARGES
JANUARY 1, 2023 - DECEMBER 31, 2023 2, 3, 4
PERSONNEL UNIT RATE1, 7
Senior Principal ------------------------------------------------------------------------------------------------------------------------------------260.00/hour Principal ---------------------------------------------------------------------------------------------------------------------------------------------240.00/hour Project Principal -----------------------------------------------------------------------------------------------------------------------------------226.00/hour Technical Specialist 4 ----------------------------------------------------------------------------------------------------------------------------284.00/hour Technical Specialist 3 ----------------------------------------------------------------------------------------------------------------------------263.00/hour Technical Specialist 2 ---------------------------------------------------------------------------------------------------------------------------247.00/hour Technical Specialist 1 ----------------------------------------------------------------------------------------------------------------------------230.00/hour Professional Level 12 ---------------------------------------------------------------------------------------------------------------------------225.00/hour Professional Level 11 ---------------------------------------------------------------------------------------------------------------------------205.00/hour Professional Level 10 ---------------------------------------------------------------------------------------------------------------------------196.00/hour Professional Level 9 ------------------------------------------------------------------------------------------------------------------------------185.00/hour Professional Level 8 ------------------------------------------------------------------------------------------------------------------------------175.00/hour Professional Level 7 ------------------------------------------------------------------------------------------------------------------------------165.00/hour Professional Level 6 ------------------------------------------------------------------------------------------------------------------------------155.00/hour Professional Level 5 ------------------------------------------------------------------------------------------------------------------------------145.00/hour Professional Level 4 ------------------------------------------------------------------------------------------------------------------------------135.00/hour Professional Level 3 ------------------------------------------------------------------------------------------------------------------------------125.00/hour Professional Level 2 ------------------------------------------------------------------------------------------------------------------------------115.00/hour Professional Level 1 ------------------------------------------------------------------------------------------------------------------------------105.00/hour Technician Level 8 -------------------------------------------------------------------------------------------------------------------------------137.00/hour Technician Level 7 -------------------------------------------------------------------------------------------------------------------------------130.00/hour Technician Level 6 --------------------------------------------------------------------------------------------------------------------------------120.00/hour Technician Level 5 -------------------------------------------------------------------------------------------------------------------------------110.00/hour Technician Level 4 -------------------------------------------------------------------------------------------------------------------------------101.00/hour Technician Level 3 --------------------------------------------------------------------------------------------------------------------------------91.00/hour Technician Level 2 -------------------------------------------------------------------------------------------------------------------------------80.00/hour Technician Level 1 -------------------------------------------------------------------------------------------------------------------------------68.00/hour Administrative 4 ----------------------------------------------------------------------------------------------------------------------------------100.00/hour Administrative 3 ----------------------------------------------------------------------------------------------------------------------------------86.00/hour Administrative 2 ----------------------------------------------------------------------------------------------------------------------------------76.00/hour Administrative 1 ----------------------------------------------------------------------------------------------------------------------------------63.00/hour

EXPENSES
Subcontracts (Labor, Equipment and Services) -------------------------------------------------------------------------------------------Cost + 10% Shipping (i.e. Documents, Equipment, Supplies) -----------------------------------------------------------------------------------------Cost

TRAVEL EXPENSES
Meal Per Diem 6 -----------------------------------------------------------------------------------------------------------------------------------$59/day/person Airline Tickets --------------------------------------------------------------------------------------------------------------------------------------Cost Hotel/Motel ----------------------------------------------------------------------------------------------------------------------------------------Cost Rental Vehicle --------------------------------------------------------------------------------------------------------------------------------------Cost

FIELD EXPENSES AND EQUIPMENT
Consumable Field Supplies ---------------------------------------------------------------------------------------------------------------------Cost + 10% Rental Equipment ---------------------------------------------------------------------------------------------------------------------------------Cost + 10% Purchased Equipment----------------------------------------------------------------------------------------------------------------------------Cost + 10% Company Field Instruments, Equipment, Vehicles, etc. -------------------------------------------------------------------- See Project-Specific Proposal Consumable Field Supplies and PPE---------------------------------------------------------------------------------------------- See Project-Specific Proposal Company Vehicles (daily) 5---------------------------------------------------------------------------------------------------------- $95/day min or 65.5 cents/mile Company Vehicles (monthly) ------------------------------------------------------------------------------------------------------------------Cost + fuel cost

1. The above charges include fringe benefits, overhead and profit. No multiplier is used for billing.

2. An annual escalation rate less than or equal to 5% will be applied to these rates for multi-year projects and contracts.

3. Payment of invoices shall be due within thirty days; delinquent amounts due shall accrue a late charge of 1 1/2% per month from date of invoice.

4. The rates in this Schedule of Charges are subject to change on December 31, 2023.

5. Minimum charge of $95/day. Daily mileage exceeding 145 miles is charged at the current IRS rate per mile. Mileage rates are subject to change throughout the year.

6. Any International travel meal per diem will be at cost.

7. Expert testimony services, including but not limited to review and preparation of documents, preparation for and time spent in depositions, and preparation for and time spent during arbitration or trial testimony, as well as related research and evaluation, shall be charged at 2.0 times the individual’s billing level.

RESOLUTION NO. 23-237

AUTHORIZING THE CITY MANAGER, THE PUBLIC WORKS DIRECTOR, OR THE

ALTERNATIVE TRANSPORTATION MANAGER TO SUBMIT LOW CARBON TRANSIT

OPERATIONS PROGRAM GRANT APPLICATIONS AND TO EXECUTE THE RELATED

GRANT APPLICATIONS, FORMS AND AGREEMENTS
WHEREAS, the City of Roseville is eligible to receive state funding from the Low Carbon Transit Operations Program (LCTOP) for transit projects; and WHEREAS, $891,481 is available to the City of Roseville for Fiscal Year 2022-23; and WHEREAS, the statutes related to state-funded transit projects require a local implementing agency to abide by various regulations; and
WHEREAS, Senate Bill 862 (2014) named the California Department of Transportation as the administrative agency for the LCTOP; and
WHEREAS, there are guidelines for the purpose of administering and distributing LCTOP funds to eligible local agencies; and
WHEREAS, staff recommends applying for available LCTOP funds for:
o Zero Emissions Bus Replacement Project ($364,790)
o Commuter Bus Electrification Infrastructure ($264,488) o Roseville Galleria Electric Charging Infrastructure Project ($262,203) NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Roseville that as the fund recipient, the City of Roseville agrees to comply with all conditions and requirements set forth in the Certification and Assurances and the Authorized Agent documents and applicable statutes, regulations and guidelines for all LCTOP funded transit projects; and BE IT FURTHER RESOLVED, that the City Council of the City of Roseville hereby authorizes the City Manager, the Public Works Director, or the Alternative Transportation Manager to submit Low Carbon Transit Operations Program Grant applications and to execute the related grant applications, forms and agreements.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

FY 2022-2023 LCTOP
Certifications and Assurances
Lead Agency: City of Roseville
Project Title:

Prepared by: Cameron Schreiter
The California Department of Transportation (Caltrans) has adopted the following Certifications and Assurances for the Low Carbon Transit Operations Program (LCTOP).

As a condition of the receipt of LCTOP funds, Lead Agency must comply with these terms and conditions.

A. General

1. The Lead Agency agrees to abide by the current LCTOP Guidelines and applicable legal requirements.

2. The Lead Agency must submit to Caltrans a signed Authorized Agent form designating the representative who can submit documents on behalf of the project sponsor and a copy of the board resolution appointing the Authorized Agent.

B. Project Administration

1. The Lead Agency certifies that required environmental documentation is complete before requesting an allocation of LCTOP funds. The Lead Agency assures that projects approved for LCTOP funding comply with Public Resources Code § 21100 and § 21150.

2. The Lead Agency certifies that a dedicated bank account for LCTOP funds only will be established within 30 days of receipt of LCTOP funds.

3. The Lead Agency certifies that when LCTOP funds are used for a transit capital project, that the project will be completed and remain in operation for its useful life.

4. The Lead Agency certifies that it has the legal, financial, and technical capacity to carry out the project, including the safety and security aspects of that project.

5. The Lead Agency certifies that they will notify Caltrans of pending litigation, dispute, or negative audit findings related to the project, before receiving an allocation of funds.

6. The Lead Agency must maintain satisfactory continuing control over the use of project equipment and facilities and will adequately maintain project equipment and facilities for the useful life of the project.

7. Any interest the Lead Agency earns on LCTOP funds must be used only on approved LCTOP projects.

8. The Lead Agency must notify Caltrans of any changes to the approved project with a Corrective Action Plan (CAP).

FY 2022-2023 LCTOP

9. Under extraordinary circumstances, a Lead Agency may terminate a project prior to completion. In the event the Lead Agency terminates a project prior to completion, the Lead Agency must (1) contact Caltrans in writing and follow-up with a phone call verifying receipt of such notice; (2) pursuant to verification, submit a final report indicating the reason for the termination and demonstrating the expended funds were used on the intended purpose; (3) submit a request to reassign the funds to a new project within 180 days of termination.

C. Reporting

1. The Lead Agency must submit the following LCTOP reports:
a. Annual Project Activity Reports October 28th each year. b. A Close Out Report within six months of project completion. c. The annual audit required under the Transportation Development Act (TDA), to verify receipt and appropriate expenditure of LCTOP funds. A copy of the audit report must be submitted to Caltrans within six months of the close of the year (December 31) each year in which LCTOP funds have been received or expended.
d. Project Outcome Reporting as defined by CARB Funding Guidelines. e. Jobs Reporting as defined by CARB Funding Guidelines.

2. Other Reporting Requirements: CARB develops and revises Funding Guidelines that will include reporting requirements for all State agencies that receive appropriations from the Greenhouse Gas Reduction Fund. Caltrans and project sponsors will need to submit reporting information in accordance with CARB’s Funding Guidelines, including reporting on greenhouse gas reductions and benefits to disadvantaged communities.

D. Cost Principles

1. The Lead Agency agrees to comply with Title 2 of the Code of Federal Regulations 225 (2 CFR 225), Cost Principles for State and Local Government, and 2 CFR, Part 200, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments.

2. The Lead Agency agrees, and will assure that its contractors and subcontractors will be obligated to agree, that:
a. Contract Cost Principles and Procedures, 48 CFR, Federal Acquisition Regulations System, Chapter 1, Part 31, et seq., shall be used to determine the allow ability of individual project cost items and
b. Those parties shall comply with Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments. Every sub-recipient receiving LCTOP funds as a contractor or sub-contractor shall comply with FY 2022-2023 LCTOP
Federal administrative procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments.

3. Any project cost for which the Lead Agency has received funds that are determined by subsequent audit to be unallowable under 2 CFR 225, 48 CFR, Chapter 1, Part 31 or 2 CFR, Part 200, are subject to repayment by the Lead Agency to the State of California (State). All projects must reduce greenhouse gas emissions, as required under Public Resources Code section 75230, and any project that fails to reduce greenhouse gases shall also have its project costs submit to repayment by the Lead Agency to the State. Should the Lead Agency fail to reimburse moneys due to the State within thirty (30) days of demand, or within such other period as may be agreed in writing between the Parties hereto, the State is authorized to intercept and withhold future payments due the Lead Agency from the State or any third-party source, including but not limited to, the State Treasurer and the State Controller.

A. Record Retention

1. The Lead Agency agrees and will assure that its contractors and subcontractors shall establish and maintain an accounting system and records that properly accumulate and segregate incurred project costs and matching funds by line item for the project. The accounting system of the Lead Agency, its contractors and all subcontractors shall conform to Generally Accepted Accounting Principles (GAAP) and enable the determination of incurred costs at interim points of completion. All accounting records and other supporting papers of the Lead Agency, its contractors and subcontractors connected with LCTOP funding shall be maintained for a minimum of three (3) years after the “Project Closeout” report or final Phase 2 report is submitted (per ARB Funding Guidelines, Vol. 3, page 3.A-16), and shall be held open to inspection, copying, and audit by representatives of the State and the California State Auditor. Copies thereof will be furnished by the Lead Agency, its contractors, and subcontractors upon receipt of any request made by the State or its agents. In conducting an audit of the costs claimed, the State will rely to the maximum extent possible on any prior audit of the Lead Agency pursuant to the provisions of federal and State law. In the absence of such an audit, any acceptable audit work performed by the Lead Agency’s external and internal auditors may be relied upon and used by the State when planning and conducting additional audits.

2. For the purpose of determining compliance with Title 21, California Code of Regulations, Section 2500 et seq., when applicable, and other matters connected with the performance of the Lead Agency’s contracts with third parties pursuant to Government Code § 8546.7, the project sponsor, its contractors and subcontractors and the State shall each maintain and make available for inspection all books, documents, papers, accounting records, and other evidence pertaining to the performance of such contracts, including, but not limited to, the costs of administering those various contracts. All of the above referenced parties shall make such materials available at their respective offices at all reasonable times FY 2022-2023 LCTOP
during the entire project period and for three (3) years from the date of final payment.

The State, the California State Auditor, or any duly authorized representative of the State, shall each have access to any books, records, and documents that are pertinent to a project for audits, examinations, excerpts, and transactions, and the Lead Agency shall furnish copies thereof if requested.

3. The Lead Agency, its contractors and subcontractors will permit access to all records of employment, employment advertisements, employment application forms, and other pertinent data and records by the State Fair Employment Practices and Housing Commission, or any other agency of the State of California designated by the State, for the purpose of any investigation to ascertain compliance with this document.

F. Special Situations
Caltrans may perform an audit and/or request detailed project information of the project sponsor’s LCTOP funded projects at Caltrans’ discretion at any time prior to the completion of the LCTOP.

I certify all of these conditions will be met.

Ed Scofield Alternative Transportation Manager
(Print Authorized Agent) (Title)
(Signature) (Date)
FY 2022-2023 LCTOP
Certifications and Assurances
Lead Agency: City of Roseville
Project Title:

Prepared by: Cameron Schreiter
The California Department of Transportation (Caltrans) has adopted the following Certifications and Assurances for the Low Carbon Transit Operations Program (LCTOP).

As a condition of the receipt of LCTOP funds, Lead Agency must comply with these terms and conditions.

A. General

1. The Lead Agency agrees to abide by the current LCTOP Guidelines and applicable legal requirements.

B. Project Administration

2. The Lead Agency certifies that a dedicated bank account for LCTOP funds only will be established within 30 days of receipt of LCTOP funds.

3. The Lead Agency certifies that when LCTOP funds are used for a transit capital project, that the project will be completed and remain in operation for its useful life.

4. The Lead Agency certifies that it has the legal, financial, and technical capacity to carry out the project, including the safety and security aspects of that project.

5. The Lead Agency certifies that they will notify Caltrans of pending litigation, dispute, or negative audit findings related to the project, before receiving an allocation of funds.

7. Any interest the Lead Agency earns on LCTOP funds must be used only on approved LCTOP projects.

8. The Lead Agency must notify Caltrans of any changes to the approved project with a Corrective Action Plan (CAP).

FY 2022-2023 LCTOP

C. Reporting

D. Cost Principles

A. Record Retention

I certify all of these conditions will be met.

Ed Scofield Alternative Transportation Manager
(Print Authorized Agent) (Title)
(Signature) (Date)
FY 2022-2023 LCTOP
Certifications and Assurances
Lead Agency: City of Roseville
Project Title: Roseville Galleria Charging Infrastructure Project Prepared by: Cameron Schreiter
The California Department of Transportation (Caltrans) has adopted the following Certifications and Assurances for the Low Carbon Transit Operations Program (LCTOP).

As a condition of the receipt of LCTOP funds, Lead Agency must comply with these terms and conditions.

A. General

1. The Lead Agency agrees to abide by the current LCTOP Guidelines and applicable legal requirements.

B. Project Administration

2. The Lead Agency certifies that a dedicated bank account for LCTOP funds only will be established within 30 days of receipt of LCTOP funds.

3. The Lead Agency certifies that when LCTOP funds are used for a transit capital project, that the project will be completed and remain in operation for its useful life.

4. The Lead Agency certifies that it has the legal, financial, and technical capacity to carry out the project, including the safety and security aspects of that project.

5. The Lead Agency certifies that they will notify Caltrans of pending litigation, dispute, or negative audit findings related to the project, before receiving an allocation of funds.

7. Any interest the Lead Agency earns on LCTOP funds must be used only on approved LCTOP projects.

8. The Lead Agency must notify Caltrans of any changes to the approved project with a Corrective Action Plan (CAP).

FY 2022-2023 LCTOP

C. Reporting

D. Cost Principles

A. Record Retention

I certify all of these conditions will be met.

Ed Scofield Alternative Transportation Manager
(Print Authorized Agent) (Title)
(Signature) (Date)

RESOLUTION NO. 23-262

APPROVING AN ON-CALL PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND 4LEAF, INC., AND AUTHORIZING THE

CITY MANAGER TO EXECUTE IT ON BEHALF OF

THE CITY OF ROSEVILLE
WHEREAS, an on-call professional services agreement to provide on-call park construction inspection services, by and between the City of Roseville and 4Leaf, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

RESOLUTION NO. 23-256

APPROVING AN ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT, BY

AND BETWEEN THE CITY OF ROSEVILLE AND CALLANDER ASSOCIATES LANDSCAPE ARCHITECTURE, INC., AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional design services agreement for on-call landscape architectural services, by and between the City of Roseville and Callander Associates Landscape Architecture, Inc., has been reviewed by the City Council; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

RESOLUTION NO. 23-257

APPROVING AN ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT, BY

AND BETWEEN THE CITY OF ROSEVILLE AND FUHRMAN LEAMY

LAND GROUP, AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional design services agreement for on-call landscape architectural services, by and between the City of Roseville and Fuhrman Leamy Land Group, has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

RESOLUTION NO. 23-258

APPROVING AN ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND DAVID L. GATES & ASSOCIATES, INC. DBA GATES & ASSOCIATES, AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional design services agreement for on-call landscape architectural services, by and between the City of Roseville and David L. Gates & Associates, Inc. dba Gates & Associates, has been reviewed by the City Council; and NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX ;04/18/2023]

ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT
On-Call Landscape Architectural Services
THIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and David L. Gates & Associates, Inc. dba Gates & Associates, a California corporation (“CONSULTANT”); and W I T N E S S E T H:

WHEREAS, CITY issued Request for Proposal # 13-127 for professional services consisting of on-call landscape architectural services; and WHEREAS, CONSULTANT has prepared a response to the Request for Proposal dated March 3, 2023, which describes the scope of services to be performed by CONSULTANT, and the hourly rates for performance of such services; and
WHEREAS, CONSULTANT is qualified and experienced to provide professional landscape architectural services on an on-call basis.

NOW, THEREFORE, the parties agree as follows:

1. Term. The term of this Agreement shall commence upon execution and expire on June 30, 2024. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 2 2. Services. CONSULTANT shall perform, at the direction of CITY, the scope of the on-call services as described in EXHIBIT “A,” attached hereto and incorporated herein by this reference. Individual tasks will be awarded by CITY on an as-needed basis. CITY may assign work to one or more consultants from an approved qualified list. CITY reserves the right to unilaterally assign work to any consultant as it deems prudent or, if no services are required, no work. CITY makes no specific guarantee of a minimum or maximum number of hours or amount of tasks or services, which shall be required of any single consultant. In addition, the inclusion of any consultant on any qualified list, if so utilized by CITY, shall in no way be considered an exclusive agreement to provide service for CITY.

3. Compensation. For its services provided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the hourly rates as described in EXHIBIT “B,” attached hereto and incorporated herein by this reference. Any proposed increase in the effective rates for future services must be preceded by at least a 90-day written notice to the contracting department. Total compensation shall not exceed two hundred thousand dollars per year ($200,000) for an overall total compensation for the initial term not to exceed two hundred thousand dollars ($200,000). Total compensation for optional renewal years of this Agreement shall not exceed two hundred thousand dollars per year ($200,000). Adjustment to the total compensation per year shall require a written amendment to this Agreement, subject to approval by the City Council.

CONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated in time increments of not greater than one tenth (1/10) hours. CITY shall pay invoices within [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 3 thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed.

4. Indemnification. To the fullest extent allowed by law, CONSULTANT agrees to indemnify, including the cost to defend CITY, and its officers, agents, employees and volunteers from any and all claims, demands, costs or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its agents in the performance of services under this contract, but this indemnity does not apply to liability for damages for death or bodily injury to persons, injury to property, or other loss, arising from the sole negligence, willful misconduct or defects in design by CITY or the agents, servants, or independent contractors who are directly responsible to CITY, or arising from the active negligence of CITY. Notwithstanding any terms of this section, indemnification and defense obligations shall conform to California Civil Code Section 2782.8.

5. Insurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 4 COVERAGE LIMITS OF LIABILITY
Workers’ Compensation Statutory
Commercial General Liability $2,000,000 each occurrence $4,000,000 aggregate
Personal Injury:
$2,000,000 each occurrence
$4,000,000 aggregate
Automobile Liability $1,000,000 combined single limit
Professional Liability (errors and $2,000,000 per claim omissions) $4,000,000 aggregate
a. Form. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds. CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and volunteers as additional insureds for each type of coverage, except for Workers’ Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of CONSULTANT. The additional insured coverage under the CONSULTANT’s policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from CITY’s insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (“ISO”) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 5 limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater. c. Cancellation/Modification. CONSULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract) before CITY’s own insurance shall be called upon to protect it as a named insured. e. Subcontractors. CONSULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a full [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 6 certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
g. Waiver of Subrogation. CONSULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
h. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.

6. Records. CONSULTANT and its subcontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to CONSULTANT’s and subcontractors’ files and records relating to the services performed hereunder, and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 7 expiration of this Agreement. CONSULTANT shall include this provisions in its contracts with all subcontractors.

Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, which forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 8 the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be considered by CONSULTANT in determining its proposal, and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.

9. Time is of the Essence. Time is of the essence of this Agreement.

10. Compliance with Laws. CONSULTANT shall comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.

11. Ability to Perform. CONSULTANT agrees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement.

13. Assignment. CONSULTANT is employed to perform unique personal services.

CONSULTANT shall not assign this Agreement without the prior written consent of CITY.

CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 9 14. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.

CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY’s on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

15. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 10 brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

16. Successors in Interest. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

CONSULTANT shall execute any documents necessary to effectuate such assignment. In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 11 18. Termination of Agreement. CITY may terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.

CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days advance written notice. CONSULTANT understands that continuation of this Agreement past June 30th of any given year is contingent upon appropriation of funds for such purpose in the budget of the City of Roseville in the sole discretion of the City Council. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any material, notwithstanding any termination or any dispute regarding the amount to be paid.

20. Modification. This Agreement and each provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.

21. Severability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 12 22. Notices. Any notices to parties required by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:

CITY OF ROSEVILLE CONSULTANT
Tara Gee Casey Case, President
Park Planning and Development Manager Gates & Associates 316 Vernon Street, Suite 400 1655 N. Main Street, Suite 365 Roseville, CA 95678 Walnut Creek, CA 94596
Either party may amend its address for notice by giving notice to the other party in writing.

23. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.

CITY OF ROSEVILLE, a DAVID L. GATES & ASSOCIATES, INC.
municipal corporation dba GATES & ASSOCIATES, a California corporation
BY:_______________________________ BY: _______________________________ DOMINICK CASEY its: ________________________________
City Manager
and
[SIGNATURES CONTINUED ON NEXT PAGE]
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] 13 ATTEST:

BY: _______________________________
its: ________________________________
BY: _______________________________

CARMEN AVALOS
City Clerk
APPROVED AS TO FORM:

BY: _______________________________

MICHELLE SHEIDENBERGER
City Attorney
APPROVED AS TO SUBSTANCE:

BY: ________________________________

JILL GELLER
Parks, Recreation & Libraries Director
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] EXHIBIT “A”
GATES + ASSOC IATES 23

PROJECT PLAN

PROPOSED PLAN FOR QUALITY CONTROL

MONTHLY CONTROL REPORTS
GATES + ASSOC IATES 24

PROJECT PLAN

PRELIMINARY TASK SCHEDULES
a formal response.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077669.DOCX; 04/18/2023] EXHIBIT “B”
GATES + ASSOC IATES 26

COST PROPOSAL
HOURLY FEES FOR SERVICES OF:

Partner
Principal
Associate Principal
Senior Associate
Job Captain
Sr. Irrigation Designer
Community Outreach Facilitator
Marketing Coordinator
Administrative/Drafter
RATE PER HOUR:
$205.00 - $235.00
$190.00 - $205.00
$170.00 - $190.00
$150.00 - $170.00
$140.00 - $150.00
$185.00 - $205.00
$150.00 - $180.00
$100.00 - $150.00
$95.00 - $140.00
I. HOURLY FEES
A. Consultants at approximately the same rates indicated above or on consultant fee schedules.

B. Other direct expenses at cost which may include:

1. Printing and reproduction costs.

2. Mileage and travel costs.

3. Miscellaneous
Hourly rates may be adjusted on January 1 of each year and shall apply for any services rendered after that date.

RATE SCHEDULE
E F F E C T I V E T H R O U G H D E C E M B E R 202 3
RESOLUTION NO. 23-259

APPROVING AN ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND SCHMIDT DESIGN GROUP, INC.,

AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional design services agreement for on-call landscape architectural services, by and between the City of Roseville and Schmidt Design Group, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

RESOLUTION NO. 23-260

APPROVING AN ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND VERDE DESIGN, INC.,

AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional design services agreement for on-call landscape architectural services, by and between the City of Roseville and Verde Design, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX ;04/18/2023]

ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT
On-Call Landscape Architectural Services
THIS AGREEMENT is made and entered into this ___ day of ________________, 20__, by and between the City of Roseville, a municipal corporation (“CITY”), and Verde Design, Inc., a California corporation (“CONSULTANT”); and
W I T N E S S E T H:

NOW, THEREFORE, the parties agree as follows:

1. Term. The term of this Agreement shall commence upon execution and expire on June 30, 2024. The City Manager may, in his or her discretion, elect to extend the Agreement in one (1) year increments for up to an additional two (2) years by giving CONSULTANT thirty (30) days advance written notice of each optional one (1) year renewal. Such extensions shall be memorialized by a written amendment to this Agreement.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 2 2. Services. CONSULTANT shall perform, at the direction of CITY, the scope of the on-call services as described in EXHIBIT “A,” attached hereto and incorporated herein by this reference. Individual tasks will be awarded by CITY on an as-needed basis. CITY may assign work to one or more consultants from an approved qualified list. CITY reserves the right to unilaterally assign work to any consultant as it deems prudent or, if no services are required, no work. CITY makes no specific guarantee of a minimum or maximum number of hours or amount of tasks or services, which shall be required of any single consultant. In addition, the inclusion of any consultant on any qualified list, if so utilized by CITY, shall in no way be considered an exclusive agreement to provide service for CITY.

3. Compensation. For its services provided hereunder, CONSULTANT shall be compensated on a time and expense basis in accordance with the hourly rates as described in EXHIBIT “B,” attached hereto and incorporated herein by this reference. Any proposed increase in the effective rates for future services must be preceded by at least a 90-day written notice to the contracting department. Total compensation shall not exceed two hundred thousand dollars per year ($200,000) for an overall total compensation for the initial term not to exceed two hundred thousand dollars ($200,000). Total compensation for optional renewal years of this Agreement shall not exceed two hundred thousand dollars per year ($200,000). Adjustment to the total compensation per year shall require a written amendment to this Agreement, subject to approval by the City Council.

CONSULTANT shall submit one monthly invoice for its services. Such invoices shall be delineated by task, the person performing the services, and the hourly rate, which shall be stated in time increments of not greater than one tenth (1/10) hours. CITY shall pay invoices within [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 3 thirty (30) days after receipt, if the services specified in the invoice have been satisfactorily completed.

5. Insurance. CONSULTANT agrees to continuously maintain, in full force and effect, the following minimum policies of insurance during the term of this Agreement. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 4 COVERAGE LIMITS OF LIABILITY
Workers’ Compensation Statutory
Commercial General Liability $2,000,000 each occurrence $4,000,000 aggregate
Personal Injury:
$2,000,000 each occurrence
$4,000,000 aggregate
Automobile Liability $1,000,000 combined single limit
Professional Liability (errors and $2,000,000 per claim omissions) $4,000,000 aggregate
a. Form. CONSULTANT shall submit a certificate evidencing such coverage for the period covered by this Agreement in a form satisfactory to Risk Management and the City Attorney, prior to undertaking any work hereunder. Any insurance written on a claims made basis is subject to the approval of Risk Management and the City Attorney. b. Additional Insureds. CONSULTANT shall also provide a separate endorsement form or section of the policy showing CITY, its officers, agents, employees and volunteers as additional insureds for each type of coverage, except for Workers’ Compensation and Professional Liability. Such insurance shall specifically cover the contractual liability of CONSULTANT. The additional insured coverage under the CONSULTANT’s policy shall be primary and noncontributory, as evidenced by a separate endorsement or section of the policy, and shall not seek contribution from CITY’s insurance or self-insurance. In addition, the additional insured coverage shall be at least as broad as the Insurance Services Office (“ISO”) CG 20 01 Endorsement. Any available insurance proceeds in excess of the specified minimum insurance coverage requirements and limits shall be available to the additional insureds.

Furthermore, the requirements for coverage and limits shall be: (1) the minimum coverage and [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 5 limits specified in this Agreement; or (2) the full coverage and maximum limits of any insurance proceeds available to the named insureds, whichever is greater. c. Cancellation/Modification. CONSULTANT shall provide ten (10) days written notice to CITY prior to cancellation or modification of any insurance required by this Agreement.
d. Umbrella/Excess Insurance. The limits of insurance required in this Agreement may be satisfied by a combination of primary and excess insurance. Any excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of CITY (if agreed to in a written contract) before CITY’s own insurance shall be called upon to protect it as a named insured. e. Subcontractors. CONSULTANT agrees to include in its contracts with all subcontractors the same requirements and provisions of this Agreement, including the indemnity and insurance requirements, to the extent they apply to the scope of the subcontractor’s work.

Policies containing any SIR provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named insured or CITY. CITY reserves the right to obtain a full [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 6 certified copy of any insurance policy and endorsements. The failure to exercise this right shall not constitute a waiver of such right.
g. Waiver of Subrogation. CONSULTANT hereby agrees to waive subrogation which any insurer of CONSULTANT may acquire from CONSULTANT by virtue of the payment of any loss under a Workers Compensation, Commercial General Liability or Automobile Liability policy. All Workers Compensation, Commercial General Liability and Automobile Liability policies shall be endorsed with a waiver of subrogation in favor of CITY, its officers, agents, employees and volunteers for all worked performed by CONSULTANT, its employees, agents and subcontractors.
h. Liability/Remedies. Insurance coverage in the minimum amounts set forth herein shall not be construed to relieve CONSULTANT of liability in excess of such coverage, nor shall it preclude CITY from taking such other actions as are available to it under any other provisions of this Agreement or law.

6. Records. CONSULTANT and its subcontractors shall maintain all files and records relating to the services performed hereunder during the term of this Agreement and for a period of not less than one (1) year after the date of termination or expiration. Provided, however, that in the event of litigation or settlement of claims arising from the performance of this Agreement, CONSULTANT and its subcontractors shall maintain all files and records until such litigation, appeals or claims are resolved. Duly authorized representatives of CITY shall have right of access during normal business hours and after reasonable notice to CONSULTANT’s and subcontractors’ files and records relating to the services performed hereunder, and may review and copy the files and records at appropriate stages during performance of the services and during the one (1) year period following termination or [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 7 expiration of this Agreement. CONSULTANT shall include this provisions in its contracts with all subcontractors.

Pursuant to Labor Code Section 1773.2, general prevailing wage rates set forth above, which forms a part of this Agreement, shall be posted by CONSULTANT at a prominent place at [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 8 the work site. Prevailing wage rates to be posted at the work site will be furnished by the contracting department. The possibility of wage increases is one of the elements to be considered by CONSULTANT in determining its proposal, and will not under any circumstances be considered as the basis of a claim against CITY or the Agreement.

9. Time is of the Essence. Time is of the essence of this Agreement.

10. Compliance with Laws. CONSULTANT shall comply with all federal, state and local laws, ordinances and policies as may be applicable to the performance of services under this Agreement.

11. Ability to Perform. CONSULTANT agrees and represents that it has the time, ability and professional expertise to perform the services required under this Agreement.

13. Assignment. CONSULTANT is employed to perform unique personal services.

CONSULTANT shall not assign this Agreement without the prior written consent of CITY.

CONSULTANT shall not employ or otherwise incur any obligation to pay other specialists or experts for services in connection with this Agreement, without prior written consent of CITY. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 9 14. Independent Contractor. CONSULTANT, inclusive of its agents, officers, employees, volunteers, independent contractors, and subcontractors, shall act as an independent contractor, and covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as, nor claim to be, an officer or employee of CITY by reason of this Agreement.

CONSULTANT and CITY agree that: (a) CONSULTANT is free from the control and direction of CITY in connection with the performance of the work; (b) CONSULTANT is providing services directly to CITY; (c) CONSULTANT has and will maintain at all relevant times a business license; (d) CONSULTANT maintains a business location that is separate from CITY; (e) CONSULTANT is customarily engaged in an independently established business of the same nature as that involved in the work performed hereunder; (f) CONSULTANT actually contracts with other businesses to provide the same or similar services and maintains a clientele without restrictions from CITY; (g) CONSULTANT advertises and holds itself out to the public as available to provide the same or similar services; (h) CONSULTANT provides its own tools, vehicles, and equipment to perform the services; (i) CONSULTANT has negotiated its own rates; (j) CONSULTANT set its own hours and location of work in accomplishing CITY’s on-call needs; and (k) CONSULTANT has the right to control the manner and means of accomplishing the result desired and exercises its own expert independent judgement.

15. Representations and Warranties. CONSULTANT warrants that it has not employed or retained any company or person, other than a bona fide employee working for CONSULTANT, to solicit or secure this Agreement, and that it has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 10 brokerage fee, gift or any other consideration, contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to terminate as void this Agreement, without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee.

16. Successors in Interest. This Agreement shall be binding upon the heirs, successors, executors, administrators and assigns of the respective parties hereto.

CONSULTANT shall execute any documents necessary to effectuate such assignment. In the event that CONSULTANT uses, employs, designates, or retains any person or entity who is not an employee of CONSULTANT, to perform any work required of it pursuant to this Agreement, CONSULTANT shall require said person or entity to execute an agreement containing the preceding paragraph.
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 11 18. Termination of Agreement. CITY may terminate this Agreement without cause by giving CONSULTANT ten (10) days advance written notice from the City Manager.

CONSULTANT may terminate this Agreement without cause by giving CITY thirty (30) days advance written notice. CONSULTANT understands that continuation of this Agreement past June 30th of any given year is contingent upon appropriation of funds for such purpose in the budget of the City of Roseville in the sole discretion of the City Council. In the event of termination through no fault of CONSULTANT, CITY shall compensate CONSULTANT for services performed as of the date of termination, upon the release to CITY of all material hereunder, in any and all media or formats in which such materials have been created or are maintained. CITY retains the right to receive and use any material, notwithstanding any termination or any dispute regarding the amount to be paid.

20. Modification. This Agreement and each provision contained herein may be waived, amended, supplemented or eliminated only by mutual written agreement of the parties.

21. Severability. If any of the provisions contained in this Agreement are for any reason held invalid or unenforceable, such holding shall not affect the remaining provisions or the validity and enforceability of the Agreement as a whole. [\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] 12 22. Notices. Any notices to parties required by this Agreement shall be delivered personally or mailed, U.S. first class postage prepaid, addressed as follows:

CITY OF ROSEVILLE CONSULTANT
Tara Gee Mark Baginski, Principal
Park Planning and Development Manager Verde Design, Inc. 316 Vernon Street, Suite 400 1843 Iron Point Road, Suite 140 Roseville, CA 95678 Folsom, CA 95630
Either party may amend its address for notice by giving notice to the other party in writing.

23. Integrated Agreement. This is an integrated agreement and contains all of the terms, considerations, understanding and promises of the parties. It shall be read as a whole.

CITY OF ROSEVILLE, a VERDE DESIGN, INC.,
municipal corporation a California corporation
BY:_______________________________ BY: _______________________________ DOMINICK CASEY its: ________________________________
City Manager
and
[SIGNATURES CONTINUED ON NEXT PAGE]
Principal
Secretary
President
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] EXHIBIT “A”
• •
TAB D. PROJECT UNDERSTANDING
• •
TAB D. PROJECT UNDERSTANDING
• •
TAB D. PROJECT UNDERSTANDING
• •
TAB D. PROJECT UNDERSTANDING
• •
TAB E. PROJECT PLAN
• •
TAB E. PROJECT PLAN
• •
TAB E. PROJECT PLAN
• •
TAB E. PROJECT PLAN
• •
TAB E. PROJECT PLAN
• • TAB E. PROJECT PLAN
[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D018\P005\00077667.DOCX; 04/18/2023] EXHIBIT “B”
• •
TAB F. COST PROPOSAL
Charge Rate Schedule
Effective until December 31, 2024
The following chart outlines the current charge rate for professional and office costs. Reimbursable rates and expenses are shown at the bottom.

Project Rates
Principal $270.00 per hour
Project Manager/Construction Manager
Level Four $255.00 per hour
Level Three $235.00 per hour
Level Two $190.00 per hour
Level One $175.00 per hour
Project Engineer
Level II $195.00 per hour
Level I $180.00 per hour
IT Manager $190.00 per hour
CAD Manager $185.00 per hour
Project Designer $170.00 per hour
Job Captain/Staff Engineer/Construction Administrator $160.00 per hour Draftsperson Level II $155.00 per hour
Draftsperson Level I $150.00 per hour
Project Administrator $95.00 per hour
Intern $80.00 per hour
Reimbursable Rates
Blueprints, Printing and Reproductions Cost plus 10%
Sub Consultant Services Cost plus 10%
Reimbursable Expenses
Blueprints and Reproductions Travel Expenses
Photography Parking and Toll Expenses
Models and Renderings Permit Fees
Postage/Overnight Mail Service Courier Delivery Service Charge Rate Schedule is subject to revisions.

RESOLUTION NO. 23-261

APPROVING AN ON-CALL PROFESSIONAL DESIGN SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND WOOD RODGERS, INC.,

AND AUTHORIZING THE CITY MANAGER

TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE
WHEREAS, an on-call professional design services agreement for on-call landscape architectural services, by and between the City of Roseville and Wood Rodgers, Inc., has been reviewed by the City Council; and
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said on-call agreement is hereby approved and the City Manager is authorized to execute it on behalf of the City of Roseville.

PASSED AND ADOPTED by the Council of the City of Roseville this day of , 20 , by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

MAYOR
ATTEST:

City Clerk

F-51 School/Park Vicinity Map
Riego Creek
Elementary
Park Site Holt Pkwy Crawford Pkwy
North Hayden Pkwy
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Table of Contents

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TABLE OF CONTENTS

TABLE OF CONTENTS
SECTION 00 31 46 PERMITS
SECTION 01 10 00 SUMMARY OF WORK
SECTION 01 57 23 STORM WATER POLLUTION CONTROL
SECTION 03 30 00 SITE CONCRETE
SECTION 05 12 00 STRUCTURAL AND MISCELLANEOUS STEEL (GENERAL) SECTION 09 91 00 PAINTING AND FINISHES (GENERAL)
SECTION 12 93 00 SITE FURNISHINGS
SECTION 26 00 00 SITE ELECTRICAL
SECTION 31 10 00 CLEARING AND GRUBBING
SECTION 31 20 00 EARTHWORK
SECTION 32 12 16 ASPHALT CONCRETE PAVING
SECTION 32 15 40 DECOMPOSED GRANITE PAVING
SECTION 32 31 13 CHAIN LINK FENCING
SECTION 32 84 00 IRRIGATION SYSTEM
SECTION 32 90 00 PLANTING
SECTION 33 00 00 UTILITIES

APPENDICES
A: Irrigation Schedules 3 pages
B: Soils Fertility Report 21 pages
C: Not used
D: Not used
E: Geotechnical Report (provided by the City/Project Owner) 51 pages Not for Construction
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Section 00 31 46: Permits

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SECTION 00 31 46

PERMITS
PART 1 - GENERAL

1.01 General Requirements
A. The requirements set forth in the General Conditions shall be in addition to the standards provided herein.

B. The requirements set forth in the Supplemental Conditions shall be in addition to the standards provided herein.

C. The intent of this Section is to furnish bidders with the known list of required permits for the Work under the Contract Documents. Bidders should note that the list is not necessarily complete and that additional requirements may exist or arise.

1.02 Permits
A. The Contractor shall obtain copies of the following permits from the Project Manager. Copies of these shall be obtained prior to start of work and shall be kept on the jobsite.

1. State Water Resources Control Board General Permit for Discharges of Storm Water Associated with Construction Activity:

The City has prepared and submitted the SWPPP and Notice of Intent (NOI) to the State Water Resources Control Board. Prior to starting construction, Contractor shall obtain coverage under and comply with the General Permit for Discharges of Storm Water Associated with Construction Activity (Construction General Permit Order 2009-0009-DWQ). The City will prepare and submit the NOT when permanent BMP’s have been installed.

2. City of Roseville Department of Development Services, Encroachment Permit for all Work related to this project.

3. City of Roseville Department of Development Services, Grading Permit for all Work related to this project.

4. City of Roseville Department of Development Services, Building Permit for all structural items associated with this project, including, but not limited to, lighting, backstops, restrooms, shade structures, drinking fountain (plumbing code), and miscellaneous electrical.

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B. Contractor shall comply with the conditions of these permits, and will be solely responsible for all costs associated with meeting permit conditions unless specifically specified otherwise in these Contract Documents.

C. A copy of the permit is included in the Appendix of the Project Manual. A trench/excavation permit must be on file with the City. Submit a copy of the notification letter to CAL OSHA, which outlines the project, and contracted scope of work.

PART 2 - PRODUCTS
Intentionally left blank.

PART 3 - EXECUTION
Intentionally left blank.

END OF SECTION
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Section 01 10 00: Summary of Work

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SECTION 01 10 00

SUMMARY OF WORK
PART 1 - GENERAL

1.01 General
A. The requirements set forth in the General Conditions shall be in addition to the standards provided herein.

B. The requirements set forth in the Special Conditions shall be in addition to the standards provided herein.

1.02 Project Description
A. Project Name and address:

Riego Creek Park
2800 North Hayden Parkway, Roseville
B. Project description/scope of work:

The scope of this project includes site demolition, clear and grub of undeveloped lot and saw cut existing concrete pavement. Proposed improvements include construction of two (2) natural grass softball fields with hooded backstop, sideline fencing and shade fabric structure between fields, comfort station, picnic area with shade structure, play structure, two fitness poses including concrete mowband and decomposed granite paving, outdoor classroom area, new hardscape, fencing, landscape, irrigation, path of travel, parking lot and site utilities including potable water, sewer, storm drainage and electrical.

C. The Contractor, prior to submission of his bid, shall visit the site and become familiar with the physical site conditions, the plans and specifications. All existing site conditions, apparent in a detailed, on-site inspection, shall be a part of the project. Submission of a bid shall represent the Contractor’s acknowledgment of the existing site conditions and its effect on the implementation of the contract documents.

1.03 Engineering
A. Field Engineering, as a part of this contract, shall include:

1. Layout of the work and establishment of lines and grades.

2. Said work to be performed by a California Registered Civil Engineer or a California licensed Land Surveyor.

3. When discrepancies between the drawings and actual site conditions are discovered, notify the Inspector for instruction on how to proceed.

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4. All work shall:
a) Establish indicated layout in relation to the property survey and existing reference points.
b) Establish and preserve permanent reference points during the course of construction.
c) Set locations and elevations of all site elements as required for proper completion of the work.

1.04 Permits, Fees and Notices
A. The Contractor and/or his assigned Subcontractors shall obtain any and all required permits (beyond those provided in the Appendix) from all governing authorities, including other City Departments, prior to start of construction.

1.05 Construction Plans
A. Any discrepancies or omissions found in the Contract Documents shall be reported to the City’s project manager immediately. The City’s project manager will clarify discrepancies or omissions, in writing, within a reasonable time.

B. In resolving inconsistencies among two or more sections of the Contract Documents, precedence shall be given in the following order:

1. Notice to Contractors

2. Special Provisions

3. City of Roseville Parks Construction Standards

4. City of Roseville Design and Construction Standards

5. Drawings
Addenda shall take precedence over all sections referenced therein. Figure dimensions on Drawings shall take precedence over scale dimensions.

Detailed Drawings shall take precedence over general Drawings.

1.06 Definitions
A. The term “accepted” where used within, shall mean accepted in writing by the City of Roseville’s Project Manager.

B. The term “Inspector”, where noted, shall mean the project representative, appointed by the City of Roseville, who will oversee the project on a day-today basis.

C. The term “Project Manager”, where noted, shall mean the project representative appointed by the Parks Department.

D. The term “Consultant”, where noted, shall mean the prime Consultant listed on the cover sheet of these Specifications.

E. The term “accepted equal”, where used herein, shall mean the equal in the opinion of the Project Manager, in consultation with the Consultant, when necessary, and as accepted in writing by the Project Manager.

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F. The term “Project Owner”, where used herein, shall mean the landowner or developer.

G. The term “provide”, where used herein, shall mean furnish and install complete.

H. The term “as selected”, where used herein, shall mean as selected by the Consultant and as accepted by the Project Manager.

I. The term “substantially complete”, where used herein, shall mean the state of which the project can be used in the manner of which it is intended with the exception of minor items as determined by the Project Manager.

J. See Section 1 of the General Conditions for additional definitions and terms.

1.07 Standards
A. Numerous standards are referenced in these contract documents. The referenced standards shall be the current edition as of the date of these contract documents. Also, see Section 4 - 1.02 of the General Conditions.

B. The codes adopted by the City, County, State and federal agencies shall govern minimum requirements for this project. Where codes conflict with these Specifications, the more stringent shall apply, and such conflicts shall be brought to the attention of the Project Manager. Caltrans Standards shall be applied where specifically referenced. In the absence of specific reference requirements in the contract documents, the applicable codes shall govern.

C. In addition to the standards noted in individual sections of these Specifications, standards of the following organizations shall be noted by initials only.

1. ANSI: American National Standards Institute.

2. ASTM: American Society for Testing and Materials.

1.08 Submittals
A. All submittals shall be submitted at one time within ten (10) working days from issuance of Notice to Proceed. The review time for submittals shall be as noted in Section 2 - 1.04 of the Special Conditions. Items returned for re- submittal shall be returned to the City within two weeks
B. The Contractor shall include a cover sheet indicating the following (A sample is provided in Section 5: Forms):

1. Drawing sheet or specification section reference (by section, paragraph and sub-paragraph numbers);

2. Item description;

3. Indication whether this item is “as specified” or “proposed substitution” and

4. A space for itemized response summary, e.g. “reviewed” or “resubmit”.

C. Contractor shall provide submittals electronically in PDF file format and physical product samples as required in specifications. It shall be the Contractor’s responsibility to ensure that the summary sheet is included in the Not for Construction
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submittal package. Incomplete submittal packages (i.e., the lack of a summary sheet or lack an appropriate product sample) will not be reviewed.

D. Proposed substitution requests must include a comparison between the originally specified item and the proposed substitute. The burden of proof of compliance for proposed substitutions with project requirements rests with the Contractor. Coordination of the installation of accepted substitutions, including incidental changes/modifications to accommodate proposed products shall be at no additional cost to the Owner.

E. Where required in specified Section of these Specifications, submittals shall include proof of order of site furnishings, play equipment or other materials within two weeks (ten working days) of receipt of the returned, approved submittal. Submittals of orders shall be made at one time. Exceptions will be considered, with justification.

1.09 Tests
A. In addition to Section 4 - 1.03 of the General Conditions, testing and inspections may be performed by a private testing laboratory. The testing laboratory, provided by the City, shall be under the direction of a California registered civil engineer. All work shall conform to requirements set forth by ASTM B329, and shall be acceptable to the City.

B. Copies of the laboratory reports/results of each test or inspection shall be provided to the Project Manager, Inspector and Contractor.

1.10 Temporary Facilities
A. Sanitary provisions shall be the responsibility of the Contractor. Existing restroom facilities shall be not utilized by the Contractor, his Sub-contractors, or employees thereof, unless specifically accepted by the Project Manager.

Provide chemical toilets or water closets and urinals connected to the sewer in a location accepted by the Project Manager.

B. Barricades shall be the responsibility of the Contractor and shall be erected as necessary to protect the property, the construction and the public from hazards due to construction.

C. Signs, other than those identified in these Specifications, shall be prohibited.

Notices, required by law, shall be posted and maintained.

1.11 Utilities
A. All utility fees, including, but not limited to, connection fees, installation fees, meters, monthly service fees and cost of utilities used during the course of construction and establishment are considered a direct cost and are the responsibility of the Contractor until project acceptance by City Council.

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1.12 Dust/Noise Control Requirements
A. Dust and other air pollution nuisances on or adjacent to the site shall be abated, per Section 2 - 1.07 of the General Conditions. Dirt shall not be allowed to accumulate on streets or sidewalks nor be washed into sewer.

B. Noise from construction operations shall be kept to a minimum. Allowable hours of operations shall be from 7 a.m. to 7 p.m. Monday through Friday. Work on weekends and holidays must be approved by the project manager. Work on weekends and holidays shall not begin before 8 a.m. and must be completed by 8 p.m.

1.13 Tree Replacement Schedule
A. Trees damaged or removed without prior approval shall be replaced at an inch per inch basis on-site, except otherwise accepted. New stock shall follow the table provided:

Plant Size Inch Value
3 Five Gallon Stock One Inch
1 Fifteen Gallon Stock One Inch
1 24” Box Stock Two Inches
1 36” Box Stock Three Inches

1.14 Inspection of Construction
A. In addition to the routine inspections performed by the Parks Inspector, portions of work may be inspected by the other city departments. Notify the Parks Inspector and Project Manager a minimum of 48 hours prior to date of inspection.

B. The Parks Inspector shall be the main line of communication between the site superintendent, the project manager and other City department inspectors.

Changes in scope of work or standards shall be approved by the project manager.

C. Refer to the parks inspection record. This shall be issued at the PreConstruction meeting and shall be utilized by the Contractor throughout the course of construction. A completed “hard card” shall be submitted to the Project Manager along with required turn in items (See 1.19 this Section) upon final acceptance of the project. The Notice of Completion shall not be filed until all record documents have been received and accepted.

1.15 Adverse Impacts to Site Conditions Due to Construction A. Impacts that affect the site conditions to the detriment of the park or streetscape Impacts that affect the site conditions to the detriment of the park or streetscape construction or long term viability of the site shall be mitigated by the contractor prior to acceptance of the project. Such impacts shall include, but are not limited to:

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1. Soil compaction in non-structural areas;

2. Diesel or gas fuel leaks/spillage;

3. Buried concrete or other construction debris;

4. Hazardous material contamination;

5. Lime treatment in planting areas;

6. and more.

1.16 Pre-final (Punch List) Review
A. Notify, in writing, to the Parks Construction Inspector, that the work is substantially complete. Substantially complete is defined as “the state of work where it may be used in a suitable and intended manner with exception of minor corrections”. Partial acceptances will not be granted. Items to be reviewed as a part of substantial completion include:

1. All construction items

2. Installation of all site furnishings, including lights and signs

3. Seeding or sodding of all turf areas

4. All planting, including weeding of planted areas

5. The irrigation system is fully functioning as designed and as confirmed by the landscape irrigation audit.

B. Within five workings days of receipt of notification, the Parks Construction Inspector will confirm substantial completion. The Parks Construction Inspector will schedule the punch list walk (pre-final review) within five working days after the project has been determined as substantially complete. A formal punch list will be developed at the punch list walk. The Parks Construction Inspector will provide a copy of the formal punch list to the Contractor within five working days of punch list walk. Performance of the punch list walk does not automatically trigger the start of establishment.

1. If at any point during this review that it becomes apparent that the Contractor has not properly prepared for the site review, the inspection shall immediately be terminated and re-scheduled at such a time as the site has been readied for a review. Any costs for the re-scheduling of the review shall be the responsibility of the Contractor. Lack of site preparation could delay start of the establishment period.

C. Concurrent to the pre-final review, the City will make a formal request for all required turn-in items to be submitted to the City. All turn-in items shall be submitted to the City (single point of contact), at one time and only by appointment. Do not drop off the turn-in items at the front counter and without an appointment.

D. Once all turn-in items have been confirmed to be complete and accurate, the establishment period may be considered to begin. The City shall have sole discretion in determining the appropriateness of the commencement of the Not for Construction
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establishment period and shall notify the developer/contractor in writing of the start and end dates. Portions of the project will not be accepted for establishment prior to the substantial completion of the entire project.

1.17 Establishment Period
A. The duration of the establishment period shall be:

1. For seeded turf in parks: Ninety (90) calendar days, minimum, and until the Notice of Completion (NOC) for City-built parks has been approved by the City Council, or the deed transferring property ownership, has been recorded at the County for Developer-built parks.

2. For sodded turf in parks: Forty-five (45) calendar days commencing between March 1st and October 31st and sixty (60) calendar days commencing between November 1st and February 28th, and until the Notice of Completion (NOC) for City-built parks has been approved by the City Council, or the deed transferring property ownership, has been recorded at the County for Developer-built parks.

3. For streetscapes: Thirty (30) calendar days, minimum, and until final acceptance of all related street improvements subject to approval of a Notice of Completion by the City Council.

B. Active maintenance is required throughout the entire establishment period.

Active maintenance is defined as:

1. All areas within the project site shall be protected against damage including vandalism, erosion, trespass, rodents and other acts. Immediately repair all damaged areas.

2. All walkways and paved areas shall be kept clean and all debris within planting and turf areas shall be immediately removed.

3. Automatic irrigation controller shall be fully utilized and irrigation system monitored and adjusted as described in Section 32 84 00 4.03.

4. All plant and turf maintenance as described in Section 32 90 00 3.11 C. Prior to the start of the final thirty (30) days of establishment:

1. All punch list items shall be completed.

2. All certifications and testing shall be completed.

3. All plantings and turf shall be thriving and in a healthy condition.

4. The lack of active maintenance prior to the final thirty (30) days may constitute a delay in the start of the final thirty (30) days of the establishment period.

1.18 Final Review
A. One (1) week prior to the end of the establishment period, a final on-site review shall be conducted to review project readiness for final turn-over. All punch list items must be satisfactorily addressed prior to the final review.

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Roseville City CouncilJune 7, 2023

Roseville City Council
June 7, 2023