Roseville City Council
November 6, 2024

AGENDA
November 6, 2024

CITY COUNCIL
6:00 p.m.

Council Chambers
311 Vernon Street
Roseville, CA
www.roseville.ca.us

THE CITY OF ROSEVILLE WELCOMES YOUR PARTICIPATION
If an agenda item is open to public comment, such public comment shall be addressed to the chair of the meeting.

Public Comment
- Speakers have three minutes under Public Comment to speak on issues that
are not listed on the agenda and are within the City's jurisdiction. The Brown Act does not permit any action or discussion on items not listed on the agenda.

Consent Calendar
- If applicable, the Consent Calendar consists of routine items that may be approved by one motion. Any person can remove an item from the Consent Calendar to be discussed separately.

Agenda Items
- Speakers have five minutes to address items that are listed on the agenda.

Levine Act Provisions
-

The Levine Act requires a Party (or its agent (s)) to a Proceeding before the City of Roseville that involves any action or consideration to their contract, license, permit, or other entitlement for use, to disclose any campaign contribution made to City elected or appointed officers (including Councilmembers, Planning Commissioners, and members of other City boards and commissions) totaling more than $250 within the 12 months before the City decision.

Americans with Disabilities Act
- Notify the City Clerk or Secretary at least 72 hours in advance if special assistance is required to participate in a meeting including the need of auxiliary aids or services.

Audio/Visual Presentations
- If making a presentation regarding an agenda item, audio/visual materials must be submitted to the City Clerk or Secretary at least 72 hours in advance.

Security procedures are in place to attend Roseville City Council meetings.

All attendees must
successfully pass through a security metal detector.

Any person with a prohibited item will not be
allowed entry.

Prohibited items include, but are not limited to: firearms (even with valid CCW), knives, pepper spray/mace, explosives of any kind/ any weapons and/or dangerous devices of any kind, illegal drugs and alcohol.

Roseville City Clerk 311 Vernon Street, Roseville, CA 916-774-5200 TDD 916-774-5220

1. CALL TO ORDER

2. ROLL CALL

3. PLEDGE OF ALLEGIANCE

4. MEETING PROCEDURES

5. PRESENTATIONS

5.1. Resolution - Boy Scout Troop 11 100th Anniversary
Commend the Boy Scout Troop 11 on celebrating their 100th anniversary and extend best wishes for continued success in the future.

CONTACT:

Blair Hutchison 916-774-5266 [email protected]

5.2. Proclamation - Global Entrepreneurship Week November 18-24, 2024 Proclaim November 18-24, 2024 as Global Entrepreneurship Week and encourage the community to support our local entrepreneurs and small business innovators by recognizing the value they bring to our community.

CONTACT:

Blair Hutchison 916-774-5266 [email protected]

6. PUBLIC COMMENTS

7. CONSENT CALENDAR

BEGINNING OF CONSENT CALENDAR
Minutes

7.1. Minutes of Prior Meeting
Memo from City Clerk Technician Melissa Lipp and City Clerk Carmen Avalos recommending the City Council approve the minutes of the October 16, 2024 City Council Meeting.

CC #:
3609
File #:
0102-03
CONTACT:

Melissa Lipp 916-774-5268 [email protected]

Bids / Purchases / Services

7.2. Maidu Community Center Roof Replacement Project (RFQ 10-3396) - Reject All Bids
Memo from Buyer Tiffany Valdez and Assistant City Manager/Chief Financial Officer Dennis Kauffman recommending the City Council adopt RESOLUTION NO. 24-366

REJECTING ALL BIDS FOR THE MAIDU COMMUNITY
CENTER ROOF REPLACEMENT PROJECT.

Staff requests Council
approve a request to reject all bids received for Request for Quotes (RFQ) 10- 3396 for the materials and labor to repair and/or replace the designated roof areas at the Maidu Community Center located at 1550 Maidu Dr., Roseville, CA 95661. The bid amounts are over the Facility Rehabilitation Project’s available budget. Staff plans to revise the specifications and issue a new RFQ at a future date. There is no fiscal impact at this time since there will be no award.

CC #:
3605
File #:
0203-21
CONTACT:

Tiffany Valdez 916-746-1109 [email protected]

7.3. 405 Vernon Elevator Upgrade (RFQ 10-3394) – Contract Purchase Agreement Memo from Buyer Tiffany Valdez and Assistant City Manager/Chief Financial Officer Dennis Kauffman recommending the City Council adopt RESOLUTION NO. 24-369 APPROVING A CONTRACT PURCHASE AGREEMENT, BY

AND BETWEEN THE CITY OF ROSEVILLE AND SPECIALIZED

ELEVATOR SERVICES, LLC DBA ELEVATOR INDUSTRIES AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE (3004220). Staff requests Council approve a contract purchase agreement with Specialized Elevator Services LLC dba Elevator Industries as the lowest responsive and responsible bidder for Request for Quotations No. 10-3394 for the 405 Vernon Elevator Upgrade. The cost of the agreement is $100,885. Additionally, staff recommends authorizing the Public Works Director or designee to approve change order requests for this project up to ten percent 10% or $10,088.50 as a construction contingency, for a total of $110,973.50. Funding is included in the FY2024-25 Parking
Garage Elevator Rehabilitation Project budget in the General Fund .

CC #:
3612
File #:
0203-04
CONTACT:

Tiffany Valdez 916-746-1109 [email protected]

7.4. Refuse Bins and Parts (RFQ 10-3384) - Purchase Order Increase Memo from Buyer Sue Jessup and Assistant City Manager/Chief Financial Officer Dennis Kauffman recommending the City Council authorize an amendment for purchase orders with Wastequip, LLC dba Confab Manufacturing Company, LLC increasing the FY2024-25 spending authority from $200,000 to $300,000.

The Environmental Utilities Department has
identified a need in response to the growth of multi-family housing and commercial businesses throughout the City. The estimated total annual cost is $300,000 for FY2024-25. The original estimates for the optional renewal years will remain unchanged.

Funding is included in the FY2024-25 budgets for the
Waste Services Capital Purchase Fund and Waste Services Rehabilitation Fund.

CC #:
3614
File #:
0203-04
CONTACT:

Sue Jessup 916-746-1107 [email protected]

7.5. Historical Data Repository Licensing and Support - Purchase Order Memo from Administrative Technician Audrey Ficker and Environmental Utilities Director Richard Plecker recommending the City Council approve a purchase order with Mythics, LLC dba Mythics VIII, LLC utilizing OMNIA Partners Cooperative Contract No. R190801 for the purchase of Oracle licensing and support services for the Supervisory Control and Data Acquisition network’s Historical Data Repository of the Environmental Utilities Department. The total for the purchase order is $119,737.43. Funding will be provided from the Environmental Utilities Department’s annual operating budgets in the Water and Wastewater Operations Funds.

CC #:
3611
File #:
0203-09
CONTACT:

Audrey Ficker 916-746-1865 [email protected]

Resolutions

7.6. Sacramento Suburban Water District - Mutual Aid and Assistance Agreement and Cost Sharing, Ownership, Operation and Maintenance of Interties Agreement
Memo from Water Utility Manager George Hanson and Environmental Utilities Director Richard Plecker recommending the City Council adopt RESOLUTION NO. 24-375 APPROVING A MUTUAL AID AND ASSISTANCE

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND

SACRAMENTO SUBURBAN WATER DISTRICT, AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE; and adopt RESOLUTION NO. 24-376 APPROVING AN

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND

SACRAMENTO SUBURBAN WATER DISTRICT, AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE.

Staff requests Council approve a Mutual Aid and Assistance Agreement and a Cost Sharing, Ownership, Operation and Maintenance of Interties Agreement with Sacramento Suburban Water District (SSWD). This does not result in any fiscal impact. In the event of an emergency, costs of materials, staff, and water that SSWD provides would be paid from the Water Operations Fund, which would require a separate Council action.

CC #:
3620
File #:
0800-02
CONTACT:

George Hanson 916-746-1764 [email protected]

7.7. Construction Paving Services – On-Call Construction Services Agreement Memo from Senior Engineer Inderpreet Chaggar and Environmental Utilities Director Richard Plecker recommending the City Council adopt RESOLUTION NO. 24-368 APPROVING AN ON-CALL CONSTRUCTION SERVICES

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND B&M BUILDERS, INC., AND AUTHORIZING THE CITY MANAGER TO
EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE. Staff
requests
Council approval of an On-Call Construction Services Agreement with a not-to-
exceed cost for the services of $500,000 per year, for up to three years .

These
projects may be funded from the Environmental Utilities Department's rehabilitation program, operating budgets, or capital improvement program, at no cost to the General Fund.

CC #:
3610
File #:
0800-02
CONTACT:

Inderpreet K Chaggar 916-774-5553 [email protected]

7.8. Western Area Power Administration – Confidentiality and Non-Disclosure Agreement Amendment
Memo from Electric Resource Planner Brian Schinstock and Electric Utility Director Dan Beans recommending the City Council adopt RESOLUTION NO. 24-380
APPROVING AMENDMENT 2 TO WESTERN AREA POWER
ADMINISTRATION CONTRACT 12-SNR-01632, AND AUTHORIZING

THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE. Staff
requests Council approval to execute the second
amendment to the Confidentiality and Non-Disclosure Agreement with the Western Area Power Administration which protects certain non-public, confidential business sensitive information, or critical energy infrastructure information. This amendment extends the term from December 2024 to December 2028 and updates the designated coordinators to current staff members.

There is no fiscal impact associated with the amendment.

CC #:
3626
File #:
0800-03
CONTACT:

Brian Schinstock 916-746-1658 [email protected]

7.9. Environmental Energy Products - Brokerage Enabling Agreements Memo from Electric Resource Planner Glenn Hoffman and Electric Utility Director Dan Beans recommending the City Council adopt RESOLUTION NO. 24-382

APPROVING A BROKERAGE ENABLING AGREEMENT

BETWEEN THE CITY OF ROSEVILLE AND AMEREX BROKERS, LLC,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON
BEHALF OF THE CITY OF ROSEVILLE; and adopt RESOLUTION NO. 24-383 APPROVING A BROKERAGE ENABLING AGREEMENT

BETWEEN THE CITY OF ROSEVILLE AND STX COMMODITIES, LLC,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON
BEHALF OF THE CITY OF ROSEVILLE; and adopt RESOLUTION NO. 24-384

APPROVING A BROKERAGE ENABLING AGREEMENT

BETWEEN THE CITY OF ROSEVILLE AND EQUUS ENERGY GROUP,

LLC, AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON
BEHALF OF THE CITY OF ROSEVILLE.

Staff requests Council approve
brokerage agreements for environmental energy products with Amerex Brokers, LLC, STX Commodities, LLC, and Equus Energy Group, LLC. There is no fiscal impact associated with these agreements.

CC #:
3630
File #:
0800-03
CONTACT:

Glenn Hoffman 916-746-1670 [email protected]

7.10. Energy Risk Management Policies Update
Memo from Electric Resource Planner Glenn Hoffman and Electric Utility Director Daniel Beans recommending the City Council adopt RESOLUTION NO. 24-367 REAFFIRMING THE ENERGY HEDGE POLICY AND

ADOPTING THE ELECTRIC UTILITY RISK MANAGEMENT POLICY,

THE ENERGY CREDIT RISK POLICY, AND THE ENERGY TRADING
AUTHORITY POLICY. Staff requests Council approve a resolution to approve updates to the Electric Utility Risk Management Policy, Energy Credit Risk Policy, and Energy Trading Authority Policy, while reaffirming the Energy Hedge Policy as required every two years by Roseville’s internal risk policy.

There is no
fiscal impact associated with these policy changes.

CC #:
3606
File #:
0800-03
CONTACT:

Glenn Hoffman 916-746-1670 [email protected]

7.11. Roseville Electric - Generation - Owner's Engineer Services - On-Call Professional Design Services Agreement Amendment
Memo from Power Generation Superintendent Nathan Ribordy and Electric Utility Director Dan Beans recommending City Council adopt RESOLUTION NO. 24-370 APPROVING A FIRST AMENDMENT TO ON-CALL

PROFESSIONAL DESIGN SERVICES AGREEMENT, BY AND

BETWEEN THE CITY OF ROSEVILLE AND INTEGRATED ENGINEERS

AND CONTRACTORS CORPORATION (DBA IEC CORPORATION),

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON
BEHALF OF THE CITY OF ROSEVILLE. Staff requests Council approval of an amendment to the on-call professional design services agreement with Integrated Engineers and Contractors Corporation dba IEC Corporation for engineering support services at Roseville’s power plants. Staff requests an additional $750,000 in spending authority, bringing the total not-to-exceed cost to $2,000,000 over the five-year period. Funding for the current year of the agreement is included in the Electric Department's FY2024-25 budget in the Electric Fund. Future year spending is subject to approval of future year budgets.

CC #:
3615
File #:
0800-03
CONTACT:

Nathan Ribordy 916-746-1673 [email protected]

7.12. Transmission Planning Services - Master Professional Services Agreement and Data Exchange Agreement
Memo from Sr. Power Engineer Ozro Corulli and Electric Utility Director Daniel Beans recommending the City Council adopt RESOLUTION NO. 24-371

APPROVING A MASTER PROFESSIONAL SERVICES AGREEMENT

AND DATA EXCHANGE AGREEMENT, BY AND BETWEEN THE

SACRAMENTO MUNICIPAL UTILITY DISTRICT AND THE CITY OF

ROSEVILLE, AND AUTHORIZING THE CITY MANAGER TO EXECUTE
THEM ON BEHALF OF THE CITY OF ROSEVILLE. Staff requests Council approval of a Master Professional Services Agreement and Data Sharing Agreement with the Sacramento Municipal Utility District to perform transmission planning services with an annual not-to-exceed amount of $95,000. Funds are available in the Electric Department's FY2024-25 budget in the Electric Fund.

Future funding will be included in the respective years’ budget requests and contingent on City Council approval.

CC #:
3616
File #:
0800-03
CONTACT:

Ozro Corulli 916-774-5586 [email protected]

7.13. Infill Parcel 188 (300 N Sunrise Ave.) - Summary Vacation of Public Utility Easement
Memo from Associate Planner Kinarik Shallow and Development Services Director Mike Isom recommending the City Council adopt RESOLUTION NO. 24-365

ORDERING SUMMARY VACATION OF A PORTION OF A PUBLIC
UTILITY EASEMENT AT 300 N. SUNRISE AVENUE.

Staff requests Council
approval of the summary vacation for a 10-foot-wide portion of a Public Utility Easement for a Quick Quack Car Wash project at 300 N. Sunrise Avenue.

There will be no fiscal impact to the City.

CC #:
3604
File #:
0800-06
CONTACT:

Kinarik Shallow 916-746-1309 [email protected]

7.14. 2024-25 State and Local Cybersecurity Grant Program - Grant Application Memo from Information Security Administrator Cesar Gamez and Chief Information Officer Hong Sae recommending the City Council adopt RESOLUTION NO. 24-377 APPROVING A GRANT APPLICATION TO

THE CALIFORNIA OFFICE OF EMERGENCY SERVICES STATE AND
LOCAL PROJECTS UNIT FOR THE 2024-25 STATE AND LOCAL

CYBERSECURITY GRANT - LOCAL AND TRIBAL, AND AUTHORIZING

THE CHIEF INFORMATION OFFICER OR HIS DESIGNEE TO

EXECUTE ALL RELATED FORMS AND AGREEMENTS ON BEHALF OF
THE CITY OF ROSEVILLE. Staff requests that the Council approve an application for the 2024-25 State and Local Cybersecurity Grant for $250,000 and, if awarded the grant, to execute any required grant agreements and other relevant documents to comply with all grant terms and conditions. Staff also requests authorization to apply for this grant two additional times when additional funds become available.

The grant funds would be used to improve the
City's capabilities to detect and mitigate cybersecurity weaknesses and threats, reducing risks and strengthening the City's cybersecurity posture. If awarded the grant, the Information Technology Department will utilize approximately $48,000 of existing staff resources to implement the award.

CC #:
3621
File #:
0800-05 & 0214
CONTACT:

Cesar Gamez 916-774-5408 [email protected]

7.15. Creekview Phase 4 Village 20 - Notice of Completion Memo from Construction Inspector
Pablo Macias
and Development Services
Director Mike Isom recommending the City Council adopt RESOLUTION NO. 24-362 ACCEPTING THE PUBLIC WORK KNOWN AS CREEKVIEW -
PHASE 4 - VILLAGE 20 PROJECT, APPROVING THE "NOTICE OF
COMPLETION", AND AUTHORIZING AND DIRECTING THE CITY

ENGINEER TO EXECUTE SAID NOTICE ON BEHALF OF THE CITY OF

ROSEVILLE, THEREFORE, AND ACCEPTING ALL DEDICATIONS
OFFERED ON THE RECORDED MAP OF THE SUBDIVISION. Staff
requests Council approval accepting Creekview Phase 4 Village 20, CWJ# 190910 as complete and authorizing the City Engineer to execute the Notice of Completion. The Engineering Division has made final inspection of the project and has found the civil improvement work complete in accordance with the improvement plans and City specifications. This action has no impact to the City's General Fund. Construction costs were paid by the developer.

CC #:
3601
File #:
0400-04-13-1
CONTACT:

Pablo Macias 916 751-9196 [email protected]

7.16. Consolidation of the Parks & Recreation Commission, Library Board, and Senior Commission
Memo from Deputy City Attorney My Tien Doan and Parks, Recreation & Libraries Director Jill Geller recommending that the City Council approve the consolidation of the Parks & Recreation Commission, Library Board, and Senior Commission into a single Parks, Recreation & Libraries Commission effective January 1, 2027, and recommending any appointments made to these three Boards/Commissions between now and January 1, 2027 shall be for a term ending December 31, 2026.

CC #:
3613
File #:
0103-05-02 & 0103-04-02 & 0103-12-02
CONTACT:

Jill Geller 916-774-5249 [email protected]

Ordinances (for introduction and adoption - appropriation/urgency measures)

7.17. Roseville Venture Lab - Program Agreement Amendment and Budget Adjustment
Memo from Economic Development Project Manager Wayne Wiley and Economic Development Director Melissa Anguiano recommending the City Council adopt RESOLUTION NO. 24-374 APPROVING A FIRST

AMENDMENT TO THE PROGRAM AGREEMENT, BY AND BETWEEN

THE CITY OF ROSEVILLE AND THE GROWTH FACTORY, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE; and adopt ORDINANCE NO. 6882
OF THE

COUNCIL OF THE CITY OF ROSEVILLE AUTHORIZING CERTAIN
AMENDMENTS TO THE FISCAL YEAR 2024-25

BUDGET AND

DECLARING THIS ORDINANCE TO BE IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE.

Staff requests Council approve a budget
adjustment for $21,907 from the American Rescue Plan Act (ARPA) revenue replacement funds in the Federal Stimulus Reserve - ARPA Fund to the Roseville Venture Lab Multi-Year Project to cover the costs associated with the creation of additional entrepreneurial programming focused on the creative economy and a resolution authorizing the City Manager to execute the First Amendment to the Roseville Venture Lab Program Agreement.

CC #:
3619
File #:
1006-01 & 0201-01
CONTACT:

Wayne Wiley 916-774-5283 [email protected]

7.18. State of California Office of Traffic Safety, Selective Traffic Enforcement Program - Non-Capital Project Approval, Grant Award, and Budget Adjustment Memo from Management Analyst Mark Peinado and Police Chief Troy Bergstrom recommending the City Council adopt RESOLUTION NO. 24- 381 ACCEPTING A GRANT AWARD FROM THE STATE OF

CALIFORNIA OFFICE OF TRAFFIC SAFETY, SELECTIVE TRAFFIC
ENFORCEMENT PROGRAM (STEP); and adopt ORDINANCE NO. 6884 AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024- 25 BUDGET AND DECLARING THIS ORDINANCE TO BE
IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE. Staff recommends Council accept a grant award from the California Office of Traffic Safety and adopt an ordinance to approve a budget adjustment appropriating $150,000 in the Grants Fund. The grant will fund education, enforcement, and outreach related to traffic safety.

CC #:
3627
File #:
0214 & 0201-01
CONTACT:

Mark Peinado 916-774-5021 [email protected]
Courtney Scurria 916-774-5079 [email protected]
Chris Ciampa 916-774-5088 [email protected]

7.19. Dry Creek Greenway East Trail Phase 1 - Budget Adjustment Memo from Associate Transportation Planner Susan Engelke and Public Works Director Jason Shykowski recommending the City Council adopt ORDINANCE NO. 6881 AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL
YEAR 2024-25 BUDGET AND DECLARING THIS ORDINANCE TO BE
IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE. Staff requests Council approve a budget adjustment in the amount of $264,242 for the Dry Creek Greenway East Trail Phase 1 in the Transportation Fund. This budget is needed to reflect the updated Federal Congestion Mitigation Air Quality award. The existing project budget is $34,799,239 and the revised budget will be $35,063,481. There is no impact to the General Fund.

CC #:
3618
File #:
0721 & 0201-01
CONTACT:

Suzanne Engelke 916-746-1289 [email protected]

Reports / Requests

7.20. Sierra Vista - Estia - Parcel Map
Memo from Assistant Engineer Robert Medina and Development Services Director Mike Isom recommending the City Council approve the Sierra Vista - Estia parcel map. Engineering has completed its review of the parcel map and found that it is in compliance with the approved tentative map. This map will create three parcels for future development and one open space parcel. The actions requested have no fiscal impact to the City's General Fund.

CC #:
3607
File #:
0400-04-12-1
CONTACT:

Robert Medina 916-774-5517 [email protected]

Ceremonial Documents

7.21. Resolution - Lisa Hogan
Commend Lisa Hogan for her 22 years of outstanding service and dedication to the City of Roseville, congratulate her on her many accomplishments, and wish her a long, healthy, and enjoyable retirement.

CC #:
3629
File #:0102-10
CONTACT:

Blair Hutchison 916-774-5266 [email protected]

7.22. Resolution - Stephanie Taylor
Commend Stephanie Taylor for her 18 years of outstanding service and dedication to the City of Roseville, congratulate her on her many accomplishments, and wish her a long, healthy, and enjoyable retirement.

CC #:
3623
File #:
0102-10
CONTACT:

Blair Hutchison 916-774-5266 [email protected]

7.23. Resolution - Natasha Martin
Commend Natasha Martin for her 13 years of outstanding service and dedication to the City of Roseville, congratulate her on her many accomplishments, and wish her a long, healthy, and enjoyable retirement.

CC #:
3625
File #:
0102-10
CONTACT:

Blair Hutchison 916-774-5266 [email protected]

END OF CONSENT CALENDAR

8. SPECIAL REQUESTS/REPORTS/PRESENTATION

8.1. Council Discretionary Funds - Kaseberg Elementary
Memo from Executive Assistant Heather Blanco and City Clerk Carmen Avalos requesting the City Council consider a request for a donation in any amount from Council Discretionary Funds for Kaseberg Elementary School to celebrate and honor the huge accomplishment of achieving the 2024 National Blue Ribbon award which, in the over 40-year history of this award, only four schools in Placer County have earned this distinction. There is no fiscal impact to the City’s General Fund.

CC #:
3600
File #:
0102
CONTACT:

Heather Blanco 916-746-1171 [email protected]

8.2. Council Discretionary Funds - Roseville Joint Union High School District Memo from Executive Assistant Heather Blanco and City Clerk Carmen Avalos recommending the City Council consider a request for $3,000 from Council Discretionary Funds for Roseville Joint Union High School District for the Local Scholarship Program. The district would use the funds to award $1,000 each to three Class of 2025 students in May of 2025. There is no fiscal impact to the City’s General Fund.

CC #:
3608
File #:
0102-16
CONTACT:

Heather Blanco 916-746-1171 [email protected]

9. RESOLUTIONS

9.1. 2024 Prohousing Incentive Pilot Program - Application for Funding Memo from Housing Analyst Sara Thornton-Garcia and Economic Development Director Melissa Anguiano recommending the City Council adopt RESOLUTION NO. 24-361 AUTHORIZING APPLICATION FOR, AND RECEIPT
OF, PROHOUSING INCENTIVE PILOT PROGRAM FUNDS.

Staff requests
Council approve an application to the State of California Housing and Community Development Department for the Prohousing Incentive Program (PIP) in the amount of $1,210,000 to assist with affordable housing development and to execute the necessary application, standard agreement and relevant documents for the PIP grant program from the California Housing and Community Development Department. The recommended action does not impact the City's General Fund.

CC #:
3599
File #:
0709
CONTACT:

Sara Thornton-Garcia 916-774-5295 [email protected]

10. ORDINANCES

10.1. Homeless Prevention and Rapid Rehousing Services - Grant Agreement and Budget Adjustment
Memo from Housing Manager Trisha Isom and Economic Development Director Melissa Anguiano recommending the City Council adopt RESOLUTION NO. 24-364 APPROVING A GRANT AGREEMENT FOR

HOMELESS PREVENTION AND RAPID REHOUSING SERVICES, BY

AND BETWEEN THE CITY OF ROSEVILLE AND VOLUNTEERS OF
AMERICA NORTHERN CALIFORNIA AND NORTHERN NEVADA, INC.,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON
BEHALF OF THE CITY OF ROSEVILLE; and adopt ORDINANCE NO. 6883 OF THE COUNCIL OF THE CITY OF ROSEVILLE AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25 BUDGET AND

DECLARING THIS ORDINANCE TO BE IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE.

Staff requests Council approve a grant
agreement with Volunteers of America in the amount of $150,000 for continued Homeless Prevention and Rapid Rehousing services. The grant will be funded by the City's allocation of American Rescue Plan Act (ARPA) funding in the Federal Stimulus Reserve - ARPA Fund
that must be spent by December 2026.

Staff also
requests Council adopt an ordinance approving a budget adjustment to increase the grants expenditure budget in the Federal Stimulus Reserve – ARPA fund by $150,000. The recommended action will not result in costs to the City's General Fund.

CC #:
3603
File #:
0709-05 & 0214 & 0201-01
CONTACT:

Trisha Isom 916-746-1239 [email protected]
Melissa Anguiano 916-774-5284 [email protected]

11. PUBLIC HEARING

NOTICE TO THE PUBLIC
City Council, when considering the matter scheduled for hearing, will take the following actions:

1. 2.

3. 4.

5. 6.

7. 8.

Open the Public Hearing
Presentation by Staff
Presentation by applicant or Appellant
Accept Public Testimony
Appellant or Applicant Rebuttal Period
Close the Public Hearing
City Council Comments and Questions
City Council Action

In the future, if you wish to challenge in court any of the matters on this agenda for which a public hearing is to be conducted, you may be limited to raising only those issues, which you, or someone else raised orally at the Public Hearing or in written correspondence received by the City on or before the hearing.

Public Hearings listed for continuance will be continued as noted and posting of this agenda serves as notice of continuation.

11.1. West Roseville Specific Plan Parcel F-22 at 1130 Harvey Way - Fee Deferral Memo from Economic Development Analyst Gina McColl and Economic Development Director Melissa Anguiano recommending the City Council adopt RESOLUTION NO. 24-379 APPROVING FEE DEFERRALS FOR THE
WEST ROSEVILLE SPECIFIC PLAN PARCEL F-22 AT 1130 HARVEY

WAY PROJECT
. Staff requests a fee deferral for West Roseville Specific Plan Parcel F-22 at 1130 Harvey Way, a 265-unit multi-family affordable apartment complex, in an amount of approximately $5,906,585, until final of building permit/building occupancy. An annual interest rate equivalent to the City’s ten-year pooled interest rate will be charged on the monies deferred to cover the City's cost of loss of interest income on the fee deferrals and an administrative processing fee is to be charged to each building permit.

CC #:
3624
File #:
0215-07
CONTACT:

Gina McColl 916-774-5452 [email protected]

11.2. Sierra Vista Specific Plan Parcel WB-42 - General Plan Amendment. Specific Plan Amendment, Rezone, and Development Agreement Amendment Memo from Associate Planner Sean Morales and Development Services Director Mike Isom recommending the City Council consider the Thirteenth Addendum to the Sierra Vista Specific Plan EIR; adopt RESOLUTION NO. 24-372 AMENDING THE GENERAL PLAN TO CHANGE THE LAND USE

DESIGNATIONS ON CERTAIN REAL PROPERTY IN THE CITY OF
ROSEVILLE; adopt RESOLUTION NO. 24-373 AMENDING THE SIERRA VISTA SPECIFIC PLAN; adopt the two (2) findings of fact and introduce for first reading an ORDINANCE OF THE COUNCIL OF THE CITY OF

ROSEVILLE CHANGING THE ZONING OF CERTAIN REAL PROPERTY
LOCATED WITHIN THE CITY OF ROSEVILLE; and adopt the five (5) findings of fact and introduce for first reading an ORDINANCE OF THE

COUNCIL OF THE CITY OF ROSEVILLE ADOPTING A FIFTH

AMENDMENT OF THE DEVELOPMENT AGREEMENT BY AND
BETWEEN THE CITY OF ROSEVILLE AND WESTPARK S.V. 400, LLC

RELATIVE TO A CERTAIN PORTION OF THE PROPERTY COMMONLY
KNOWN AS SVSP PARCEL WB-42 AND AUTHORIZING THE CITY

MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF
ROSEVILLE. The proposed project will reconfigure SVSP Parcel WB-42 from two parcels (6 acres and 8.5 acres, respectively) into two parcels WB-42A to the north (7 acres) and WB-42B to the south (7.5 acres). A Rezone, General Plan Amendment (GPA), and Specific Plan Amendment are requested to change the zoning of Parcel WB-42B from Community Commercial (CC) to Residential Small Lot/Development Standards (RS/DS) and the land use designation from CC to Medium Density Residential at 7 units/acre (MDR-7). A Fifth Amendment to the SVSP Westbrook Development Agreement, is requested to reflect the proposed land use change. A Tentative Subdivision Map is requested to create fifty-three (53) single-family residential lots on parcel WB- 42B. According to the Fiscal Analysis completed by Economic & Planning Systems, Inc., the proposed project, which includes rezoning approximately half of the site to residential, would create approximately half of the revenue of a project under the existing zoning. The proposed project is not expected to have a negative fiscal impact on the General Fund.

CC #:
3617
File #:
0400-02-12-2 & 0400-03 & 0400-04
CONTACT:

Sean Morales 916-774-5282 [email protected]

11.3. Electric Backbone Mitigation Fee - Roseville Municipal Code Amendment This public hearing was continued to the meeting of November 20, 2024.

CONTACT:

Patrick Zanardelli 916-774-5673 [email protected]

12. COUNCIL REPORTS / PUBLIC COMMENTS

13. ADJOURNMENT

COUNCIL COMMUNICATION
CC #:
3628
File #:
0102-10
Title:

Resolution - Boy Scout Troop 11 100th Anniversary
Contact:

Blair Hutchison 916-774-5266 [email protected]

Meeting Date: 11/6/2024
Item #: 5.1.

RECOMMENDATION TO COUNCIL
Commend the Boy Scout Troop 11 on celebrating their 100th anniversary and extend best wishes for continued success in the future.

BACKGROUND
Not applicable.

FISCAL IMPACT
Not applicable.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. Ceremonial documents meet the above criteria and are not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Not applicable.

Respectfully Submitted,
Blair Hutchison, City Clerk Technician
Carmen Avalos, City Clerk

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution - Boy Scout Troop 11 100th Anniversary

COUNCIL COMMUNICATION
CC #:
3631
File #:
0102-06
Title:

Proclamation - Global Entrepreneurship Week November 18-24, 2024 Contact:

Blair Hutchison 916-774-5266 [email protected]

Meeting Date: 11/6/2024
Item #: 5.2.

RECOMMENDATION TO COUNCIL
Proclaim November 18-24, 2024 as Global Entrepreneurship Week and encourage the community to support our local entrepreneurs and small business innovators by recognizing the value they bring to our community.

BACKGROUND
Not applicable.

FISCAL IMPACT
Not applicable.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. Ceremonial documents meet the above criteria and are not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal B - Support community engagement and advocacy

Respectfully Submitted,
Blair Hutchison, City Clerk Technician
Carmen Avalos, City Clerk

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Proclamation

COUNCIL COMMUNICATION
CC #:
3609
File #:
0102-03
Title:

Minutes of Prior Meeting
Contact:

Melissa Lipp 916-774-5268 [email protected]

Meeting Date: 11/6/2024
Item #: 7.1.

RECOMMENDATION TO COUNCIL
Approve the minutes of the October 16, 2024 City Council Meeting.

BACKGROUND
Not applicable.

FISCAL IMPACT
Not applicable.

ENVIRONMENTAL REVIEW
There is no fiscal impact associated with this request.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The City Council minutes are not subject to CEQA. No additional environmental review is required.

Respectfully Submitted,
Melissa Lipp, City Clerk Technician
Carmen Avalos, City Clerk

_____________________________
Dominick Casey, City Manager

ATTACHMENTS:

Description
October 16, 2024 Minutes

MINUTES
October 16, 2024

CITY COUNCIL
6:00 p.m.

Council Chambers
311 Vernon Street
Roseville, CA
www.roseville.ca.us

1. CALL TO ORDER
Mayor Bruce Houdesheldt called the meeting to order at 6:01 p.m.

2. ROLL CALL

Present: Vice Mayor Krista Bernasconi, Councilmember Scott Alvord, Councilmember Pauline Roccucci, Councilmember Tracy Mendonsa, Mayor Bruce Houdesheldt.

3. PLEDGE OF ALLEGIANCE
Councilmember Scott Alvord led the Pledge of Allegiance.

4. MEETING PROCEDURES
City Clerk Carmen Avalos announced the procedures for addressing the City Council.

5. PRESENTATIONS

5.1. Resolution - Roseville Housing Authority 50th Anniversary Congratulate Roseville Housing Authority on its 50th anniversary as a valued establishment that has made tremendous contributions to the Roseville community.

CONTACT:

Blair Hutchison 916-774-5266 [email protected]

Councilmember Tracy Mendonsa and Councilmember Pauline Roccucci presented the resolution to Housing Manager Trisha Isom, who responded.

6. PUBLIC COMMENTS
Adrika Varma spoke on SewaDiwali Food Donation Drive.

Prabhakar Maramreddy spoke on Hindu phobia and Temple vandalism.

7. CONSENT CALENDAR

BEGINNING OF CONSENT CALENDAR
Motion by Tracy Mendonsa, seconded by Pauline Roccucci, to approve the Consent Calendar items as recommended with Vice Mayor Bernasconi abstaining from Item 7.13 due to doing work for the school district. The Motion Passed.

Roll call vote:

Ayes: Alvord, Bernasconi, Houdesheldt, Mendonsa, Roccucci Minutes

7.1. Minutes of Prior Meeting
Memo from City Clerk Technician Melissa Lipp and City Clerk Carmen Avalos recommending the City Council approve the minutes of the October 2, 2024 City Council Meeting.

CC #:
3597
File #:
0102-03
CONTACT:

Melissa Lipp 916-774-5268 [email protected]

Bids / Purchases / Services

7.2. Flood Risk Reduction Facilities Repair and Replacement Project - Sole Source Purchase Order
Memo from Associate Engineer Joe Anderson and Public Works Director Jason Shykowski recommending the City Council approve a sole source purchase order to Xylem Water Solutions USA in the amount of $241,333.02 for replacement of pumps and associated pump equipment at five storm drain pump stations located on Cirby and Linda Creeks. A sole source purchase order is recommended because switching suppliers would introduce many compatibility issues resulting in increased costs and inefficiencies to replace and maintain each pump. Funding for the pump replacements comes from the FY2022-23 General Fund year-end budget surplus, and was budgeted into the Flood Risk Reduction Facilities Repair and Replacement Project.

CC #:
3581
File #:
0203-07
CONTACT:

Joe Anderson 916-746-1300 [email protected]

7.3. Network Firewalls Subscription and Support - Purchase Order Memo from Information Security Administrator Cesar Gamez and Chief Information Officer Hong Sae recommending the City Council adopt RESOLUTION NO. 24-359 APPROVING A PURCHASE ORDER FOR THE RENEWAL OF PALO ALTO NETWORK SUBSCRIPTIONS AND SUPPORT.

Staff requests Council approve a purchase order with Optiv Security, Inc for subscription and support of the City's network firewalls using the competitively-bid U.S. General Services Administration
contract #47QSWA18D008F through
Carahsoft, a government contract aggregator. The annual subscription and support cost of $138,189.99 is included in the approved FY2024-25 Information Technology Operations Fund budget. Staff also requests authorization for three (3) optional one (1) year renewals in an amount not to exceed 6% increases year-over- year without further Council approval, pending Council’s approval of the yearly budget.

CC #:
3584
File #:
0203-05
CONTACT:

Cesar Gamez 916-774-5408 [email protected]

7.4. Twinwood Park Play Structure Replacement Project - Contract Purchase Agreement
Memo from the Park Planning & Development Manager Tara Gee and Parks, Recreation & Libraries Director Jill Geller recommending the City Council adopt RESOLUTION NO. 24-353 APPROVING A CONTRACT PURCHASE

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND ROSS RECREATION EQUIPMENT COMPANY, INC. AND AUTHORIZING THE

CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF

ROSEVILLE
(3004062). Staff requests Council approve a contract purchase agreement to replace the play structure at Twinwood Park. Consistent with the Parks, Recreation & Libraries Department’s ten-year rehabilitation plan, play structures are upgraded and replaced on a consistent cycle to address wear and tear, to ensure overall public safety and to adhere with any new code compliance requirements. The contract amount is $145,354.02. Funding was allocated from the General Fund during the FY2023-24 budget to the Parks, Recreation and Library Capital Projects Fund. There will be no additional General Fund impact.

CC #:
3589
File #:
0704-01
CONTACT:

Tara Gee 916-774-5253 [email protected]

7.5. Public Safety Radio Equipment - Purchase Orders
Memo from Fire Division Chief Matthew Lauchner and Fire Chief Rick Bartee recommending the City Council approve purchase orders for public safety radio equipment from BK Technologies, Inc, through the use of the State of Washington NASPO Value Point Master Price Agreement #00318, pursuant to Participating Addendum Number 7-22-70-49-18 between the State of California Department of General Services and BK Technologies, Inc., for the remaining portion of the term of January 1, 2022 thru December 31, 2026. Funding is

included in the Fire Department's budget in the General Fund for FY2024-2025 and will be recommended for Council approval in subsequent fiscal year budgets.

The estimated cost of purchases for the remaining duration of the contract is estimated at $750,000.

CC #:
3579
File #:
0203-12
CONTACT:

Matthew Lauchner 916-774-5807 [email protected]

7.6. General Construction Services - Contract Purchase Agreements Memo from Preventative Maintenance Coordinator Blaine Wiegel and Environmental Utilities Director Richard Plecker recommending the City Council adopt RESOLUTION NO. 24-355 APPROVING A CONTRACT PURCHASE

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND
BULLARD, INC. DBA BULLARD CONSTRUCTION, INC., AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF

THE CITY OF ROSEVILLE (
3004166)
; and adopt RESOLUTION NO. 24-356

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND

BETWEEN THE CITY OF ROSEVILLE AND CARTER-KELLY,

INCORPORATED, AND AUTHORIZING THE CITY MANAGER TO
EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE (3004158). Staff requests Council approve and award two (2) contract purchase agreements including four additional one-year renewals with Bullard Inc, dba Bullard Construction, Inc. and Carter-Kelly, Incorporated, to provide general construction services. The estimated total annual cost for the two contract purchase agreements is $700,000 (up to $200,000 per year with Bullard Construction and up to $500,000 per year with Carter-Kelly
, Incorporated
), and the total not-to-exceed cost including
the renewals for both agreements is $3,500,000. Funding may be provided from the Environmental Utilities Department’s rehabilitation funds, construction funds, and operating budgets, as well as the South Placer Wastewater Authority, based on each project's funding source.

CC #:
3591
File #:
0203-09
CONTACT:

Blaine Wiegel 916-746-1833 [email protected]

7.7. Fleet Sole Source Truck Purchases and Vehicle Parts and Services – Purchase
Order and Contract Purchase Agreement
Memo from Management Analyst Lea Schroeder and Public Works Director Jason Shykowski recommending the City Council adopt RESOLUTION NO. 24-349

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND

BETWEEN THE CITY OF ROSEVILLE AND LEHR UPLIFTERS OPCO LLC

DBA LEHR AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE (3004197). Staff requests Council approval of a sole source purchase order to Altec Industries, Inc. for one (1) Altec AN55-E88 articulating non-over center aerial device and two (2) Altec AT41P articulating telescopic aerial devices utilizing Sourcewell contract# 110421- ALT in the amount of $1,339,269; and approve a contract purchase agreement with LEHR Upfitters OpCo LLC dba LEHR to provide public safety vehicle parts

and services to up-fit vehicles utilizing Placer County’s contract# SCN107418. The total cost of parts and services for the contract period of October 1, 2024 to September 30, 2025 will not exceed $1,800,000. The Altec Industries purchase order is a sole source purchase because Fleet services have standardized on this brand due to price, factory training, and equipment needs of municipalities. Funding for the Altec AN55-E88 and two AT41P aerial devices is included in the FY2024- 25 Electric Fund budget. Funding for the LEHR contract purchase agreement is included in the FY2024-25 Fleet Replacement Fund budget and will be recommended in FY2025-26 pending approval of future budgets.

CC #:
3580
File #:
0203-02
CONTACT:

Lea Schroeder 916-774-5503 [email protected]

7.8. 316 Vernon Data Center Heating, Ventilation, and Air Conditioning Replacement Project (RFQ 10-3388) - Reject All Bids
Memo from Buyer Tiffany Valdez and
Assistant City Manager/Chief Financial
Officer Dennis Kauffman recommending the City Council adopt RESOLUTION NO. 24-344 REJECTING ALL BIDS FOR THE 316 VERNON DATA CENTER

HEATING, VENTILATION, AND AIR CONDITIONING REPLACEMENT
PROJECT.

Staff requests Council approve a request to reject all bids received for Request for Quotes (RFQ) 10-3388 for the materials and labor to replace the existing Data Center Heating, Ventilation, and Air Conditioning located at 316 Vernon Street. During staff review, it was determined that the bid specifications for HVAC equipment would not meet new California Senate Bill (SB) 1206 environmental legislative requirements. SB 1206 contains requirements to minimize the climate impact of hydrofluorocarbons. Staff plans to issue a new RFQ with updated specifications when the new equipment and refrigerant becomes available in January 2025. There is no fiscal impact at this time since there will be no award.

CC #:
3574
File #:
0203-21
CONTACT:

Tiffany Valdez 916-746-1109 [email protected]

Resolutions

7.9. WB-32 The Riviera at Roseville West - Affordable Rental Housing Agreement Memo from Housing Analyst Suzanne Acrell and Economic Development Director Melissa Anguiano recommending the City Council adopt RESOLUTION NO. 24- 354 APPROVING AN AFFORDABLE RENTAL HOUSING AGREEMENT, BY

AND BETWEEN THE CITY OF ROSEVILLE AND ROSEVILLE SENIOR
AFFORDABLE 2 LP, AND AUTHORIZING THE CITY MANAGER TO
EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE. Staff requests Council approve
an affordable rental housing agreement between the City and Roseville Senior Affordable 2 LP, a California limited partnership for The Riviera at
Roseville West affordable housing project in the Sierra Vista Specific Plan. The agreement will support the City's General Plan in meeting the affordable housing goals.

No General Fund resources will be used in the development of this project.

CC #:
3590

File #:
0709
CONTACT:

Suzanne Acrell 916-774-5469 [email protected]

7.10. Community Development Block Grant Fair Housing Services – Professional Services Agreement
Memo from Housing Analyst Kristine Faelz and Economic Development Director Melissa Anguiano recommending the City Council adopt RESOLUTION NO. 24- 346 APPROVING A PROFESSIONAL SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND PROJECT SENTINEL, INC.,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE. Staff requests Council approve a professional services agreement with Project Sentinel, Inc. for the purpose of providing Fair Housing Services funded by Community Development Block Grant grant funds.

The total not-to-exceed amount for a maximum five-year period is $80,000. No General Fund resources will be used.

CC #:
3576
File #:
0709-03
CONTACT:

Kristine Faelz 916-774-5451 [email protected]

7.11. Dry Creek Wastewater Treatment Plant Operations and Laboratory Building Project – Professional Design Services Agreement Amendment Memo from Senior Engineer Inderpreet Chaggar and Environmental Utilities Director Richard Plecker recommending the City Council adopt RESOLUTION NO. 24-348 APPROVING A FIRST AMENDMENT TO PROFESSIONAL

DESIGN SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF
ROSEVILLE AND 19SIX ARCHITECTS, INC., AND AUTHORIZING THE

CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF
ROSEVILLE. Staff requests Council approve
the First Amendment to
Professional Design Services Agreement with 19six Architects, Inc. to add $55,485 to complete the design services for the Dry Creek Wastewater Treatment Plant Operations and Laboratory Building Project. Funding for this amendment will be provided from the Dry Creek Wastewater Treatment Plant Operations and Laboratory Building Project budget which is funded by the Wastewater Regional Rehabilitation Fund.

CC #:
3578
File #:
0800-02
CONTACT:

Inderpreet Chaggar 916-938-1595 [email protected]

7.12. Parks Pre-Qualification Procedure Renewal
Memo from Park Planning & Development Superintendent Tara Gee and Parks, Recreation & Libraries Director Jill Geller recommending the City Council adopt RESOLUTION NO. 24-350 APPROVING THE PRE-QUALIFICATIONS

PROCEDURE FOR CERTAIN PARKS, RECREATION & LIBRARIES

PROJECTS AND APPROVING THE ADMINISTRATIVE HEARING
PROCESS FOR APPEALS. Based on the need to more effectively and

efficiently administer the construction of these projects, due to a narrower construction window in order to comply with regulatory guidelines such as storm water pollution and prevention, air quality, etc., that there is more work than companies to perform the work, and an unstable construction environment that has affected the overall industry, it has become more challenging to attract qualified contractors. In order to address these concerns, staff has determined that it would be best to pre-qualify all prime contractors seeking to bid specific park projects.

There is no direct fiscal impact in approving the pre-qualification and appeals process. It is expected that the adoption of this process and the resolution will garner similar results experienced in previous years and will attract qualified bidders, resulting in the best value for the City.

CC #:
3586
File #:
0704
CONTACT:

Tara Gee 916-774-5253 [email protected]

7.13. After School Education and Safety Program - Memorandum of Understanding Memo from Parks, Recreation and Libraries Manager Jeff Nereson and Parks, Recreation and Libraries Director Jill Geller recommending the City Council adopt RESOLUTION NO. 24-345 APPROVING A MEMORANDUM OF

UNDERSTANDING BETWEEN THE CITY OF ROSEVILLE AND THE

ROSEVILLE CITY SCHOOL DISTRICT, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF
ROSEVILLE. Staff requests Council approval of the Memorandum of Understanding with the Roseville City School District (RCSD) for the After School Education and Safety Program (ASES). ASES is an after school tutoring and enrichment program that provides opportunity for up to 120 students at Cirby Elementary School and 100 students at Woodbridge Elementary School at no cost to participating families. The Parks, Recreation & Libraries Department has collaborated with RCSD to implement this after school program. The RCSD reimburses the City up to $305,000 of the grant funds they receive for this program to offset the City's expense to operate the program. On June 5, 2024, Council adopted resolution 24-198, approving the Youth Development Program Funding Policy, allowing for support from the General Fund for expenses including losses incurred by subsidized programs if needed. If the funds provided by RCSD do not sufficiently cover program expenses, some support may be required from the General Fund. Staff are diligent to manage this program to keep losses, if any, to a minimum.

CC #:
3575
File #:
0704
CONTACT:

Jeff Nereson 916-774-5974 [email protected]

Vice Mayor Krista Bernasconi recused herself from this item due to doing work for the school district.

Motion by Tracy Mendonsa, seconded by Pauline Roccucci, to adopt RESOLUTION NO. 24-345 APPROVING A MEMORANDUM OF

UNDERSTANDING BETWEEN THE CITY OF ROSEVILLE AND THE

ROSEVILLE CITY SCHOOL DISTRICT, AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE.

The Motion Passed.

Roll call vote:

Ayes: Alvord, Houdesheldt, Mendonsa, Roccucci
Abstain: Bernasconi

7.14. Rubberized Pavement Grant Program - Grant Authorization Memo from Associate Engineer Jesse Khatkar and Public Works Director Jason Shykowski recommending the City Council adopt RESOLUTION NO. 24-351

APPROVING A GRANT APPLICATION TO THE CALIFORNIA

DEPARTMENT OF RESOURCES RECYCLING AND RECOVERY, AND

AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE

ALL RELATED FORMS AND AGREEMENTS ON BEHALF OF THE CITY OF

ROSEVILLE
. Staff requests Council authorization to submit a grant application that will allow the City to receive up to $100,000 through the Rubberized Pavement Grant Program. If awarded, funds would be applied to the Fairway Dr and Junction Blvd Resurfacing Project. The project is estimated to cost $3,534,000 and is funded by the Roseville Finance Authority Capital Project Fund and Regional Surface Transportation Grant Funds. No General Fund resources are included for this project.

CC #:
3587
File #:
0800-04 & 0214
CONTACT:

Jesse Khatkar 916-774-5434 [email protected]

7.15. Succession Management Program - Professional Services Agreement Memo from Assistant Human Resource Director Janie Carduff and Human Resource Director Stacey Peterson recommending the City Council adopt RESOLUTION NO. 24-357 APPROVING A PROFESSIONAL SERVICES

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND BAKER

TILLY ADVISORY GROUP, LP, AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE.

Staff requests
Council approve a service agreement with Baker Tilly Advisory Group, LP for the development and implementation of a Succession Management Program for the Environmental Utilities and Electric Departments. The not-to-exceed amount of the agreement is $128,900 per their cost proposal plus $25,000 for additional work for templating materials and information for other departments. The Environmental Utilities, Electric, and Human Resources Department have included funds for this program development in their FY2024-25 budgets. No additional funds are being requested.

CC #:
3592
File #:
0600-05
CONTACT:

Janie Carduff 916-774-5205 [email protected]

7.16. Sacramento Emergency Clean Air Transportation Grant - Agreement Amendment Memo from
Alternative Transportation Manager Ed Scofield and Public Works

Director Jason Shykowski recommending the City Council a dopt RESOLUTION
NO. 24-352

APPROVING AN AIR QUALITY GRANT CONTRACT TERM

EXTENSION, BY AND BETWEEN THE SACRAMENTO METROPOLITAN

AIR QUALITY MANAGEMENT DISTRICT AND THE CITY OF ROSEVILLE,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE. Staff requests Council approve a contract term
extension for a Sacramento Emergency Clean Air Transportation (SECAT) grant.

Due to circumstances beyond staff’s control, the delivery of these zero- emission buses has taken longer than expected and it has become necessary to extend the termination date to December 31, 2028.

There is no fiscal impact if the
contract extension is executed. If the contract extension is not executed, staff will have to identify $400,000 in substitute funding to replace the SECAT dollars.

CC #:
3588
File #:
0214 & 0721
CONTACT:

Ed Scofield 916-774-5449 [email protected]

Ordinances (for introduction and adoption - appropriation/urgency measures)

7.17. Northwest Park Rehabilitation Project – New Non-Capital Multi-Year Project Approval and Budget Adjustment
Memo from the Park Planning & Development Superintendent Tara Gee and Parks, Recreation & Libraries Director Jill Geller recommending the City Council approve a new non-capital project and adopt ORDINANCE NO. 6876 AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25

BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY
EFFECTIVE AS AN APPROPRIATION. The Northwest Community Facilities District bond matured in September 2020. A small balance was left and since that time has accrued interest. These funds can be made available to address rehabilitation projects within the Northwest area. The target expenditures are proposed for the Northwest neighborhood parks. Rehabilitation projects could include: park paving and hardscape repairs; shade shelter replacement; site furnishing replacement, including drinking fountains; bark mulch replenishment; play area engineered wood fiber replenishment; and minor landscape and irrigation upgrades. This request seeks Council approval of a budget adjustment allocating $18,555 from the Northwest CFD #1 Fund and $54,507 from the Northwest CFD #1 Capital Fund for park rehabilitation projects in the Northwest specific plan area for a total amount of $73,062. There is no impact to the General Fund.

CC #:
3585
File #:
0704 & 0201-01
CONTACT:

Tara Gee 916-774-5253 [email protected]

7.18. Virtual Desktop Exploration - Project Cancellation and Budget Adjustment Memo from Management Analyst Austin Murray and Chief Information Officer Hong Sae recommending the City Council adopt ORDINANCE NO. 6877 AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR
2024-25 BUDGET AND DECLARING THIS ORDINANCE TO BE
IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE. Staff

requests Council authorize the cancellation of the Virtual Desktop Exploration project and approve a budget adjustment in the amount of $20,000 to defund the entirety of the project and return 100% of unspent project budget to fund balance.

The existing $20,000 project budget was funded by the Information Technology Replacement Fund, the Water Rehabilitation Fund, Wastewater Rehabilitation Fund, the Waste Services Rehabilitation fund, and the Electric fund. The recommended budget adjustment will return the $20,000 to fund balance in the following funds as follows: $12,674 to the IT Replacement Fund, $1,309 to the Water Rehabilitation Fund, $1,828 to the Wastewater Rehabilitation Fund, $1,277 to the Solid Waste Rehab Fund, and $2,912 to the Electric Fund.

CC #:
3593
File #:
0201-01
CONTACT:

Austin Murray 916-774-5158 [email protected]

Ordinances (for second reading and adoption)

7.19. Second Reading - Infill Parcel 198 (100 Stonehouse Court) WellSpace Health - Rezone
ORDINANCE NO. 6875 AMENDING ZONING ORDINANCE NO. 5428 OF

THE CITY OF ROSEVILLE CHANGING THE ZONING OF CERTAIN REAL

PROPERTY LOCATED WITHIN THE CITY OF ROSEVILLE
, for second
reading and adoption.

CC #:
3582
File #:
0400-02 & 0400-04-17-2
CONTACT:

Escarlet Mar 916-774-5247 [email protected]

7.20. Second Reading - Roseville Municipal Code Amendment – Kennel Licenses ORDINANCE NO. 6878 AMENDING SECTIONS 7.20.010 AND 7.20.020 OF CHAPTER 7.20 OF TITLE 7 OF THE ROSEVILLE MUNICIPAL CODE REGARDING KENNEL LICENSES, for second reading and adoption.

CC #:
3594
File #:
0323
CONTACT:

Travis Cochran 916-774-5325 [email protected]

Reports / Requests

7.21. North Central Roseville Specific Plan PCL 34C - 6718 Stanford Ranch Road - Parcel Map
Memo from Associate Engineer Jeff Hendrix and Development Services Director Mike Isom recommending the City Council approve the North Central Roseville Specific Plan PCL 34C – Parcel Map, located at 6718 Stanford Ranch Road.

Engineering has completed its review of the final map and found it to be in compliance with the approved tentative map. This map will be creating two commercial and one public right of way lot. The actions requested have no fiscal impact to the City's General Fund.

CC #:
3583
File #:
0400-07 & 0400-04-04-02
CONTACT:

Jeff Hendrix 916-774-5463 [email protected]

END OF CONSENT CALENDAR

8. SPECIAL REQUESTS/REPORTS/PRESENTATION

8.1. Roseville Soccer Complex Naming Rights - Sponsorship Agreement and Budget Adjustment
Memo from Parks, Recreation & Libraries Manager Jeff Nereson and Parks, Recreation & Libraries Director Jill Geller recommending the City Council adopt RESOLUTION NO. 24-347 APPROVING A SPONSORSHIP AGREEMENT,

BY AND BETWEEN THE CITY OF ROSEVILLE AND SOUTH PLACER

COUNTY TOURISM CORPORATION DBA PLACER VALLEY TOURISM,

AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE; and adopt ORDINANCE NO. 6880
AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25

BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY
EFFECTIVE AS AN APPROPRIATION MEASURE. Staff requests Council approve a sponsorship agreement with South Placer County Tourism Corporation dba Placer Valley Tourism for naming rights of the soccer complex and approve a budget adjustment for $50,000 in sponsorship revenue to increase the fund balance in the new Soccer Complex Capital Fund. Placer Valley Tourism will provide annual sponsorship payments to the City totaling $5,000,000 over the 12- year term of this agreement. Per this agreement, the soccer complex will be named the Placer Valley Soccer Complex.

CC #:
3596
File #:
0704-01 & 0201-01
CONTACT:

Jeff Nereson 916-774-5974 [email protected]

Items 8.1 and 8.2 were heard concurrently.

Parks Recreations and Libraries Director Jill Geller introduced Parks Recreation and Libraries Manager Jeff Nereson.

Parks Recreation and Libraries Manager Jeff Nereson made the presentation to the City Council

Parks Recreation and Libraries Director Jill Geller continued the presentation.

Placer Valley Tourism Chief Executive Officer Kim Summers spoke in support of the item.

Motion by Pauline Roccucci, seconded by Krista Bernasconi, to adopt RESOLUTION NO. 24-347 APPROVING A SPONSORSHIP

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND SOUTH

PLACER COUNTY TOURISM CORPORATION DBA PLACER VALLEY

TOURISM, AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE; and adopt ORDINANCE NO. 6880 AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25 BUDGET AND DECLARING AMENDMENTS TO THE FISCAL YEAR 2024- 25 BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE. The Motion Passed.

Roll call vote:

Ayes: Alvord, Bernasconi, Houdesheldt, Mendonsa, Roccucci

8.2. Roseville Soccer Complex - Plaza Complex Sponsorship Agreement and Budget Adjustment
Memo from Parks, Recreation & Libraries Manager Jeff Nereson and Parks, Recreation & Libraries Director Jill Geller recommending the City Council adopt RESOLUTION NO. 24-358 APPROVING A SPONSORSHIP AGREEMENT,

BY AND BETWEEN THE CITY OF ROSEVILLE AND ROSEVILLE

AUTOMALL ASSOCIATION, AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE; and adopt ORDINANCE NO. 6879 AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25 BUDGET AND DECLARING THIS ORDINANCE TO BE IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE. Staff requests Council approval of a sponsorship agreement with the Roseville Automall Association for naming rights at the north and south plaza areas at the Soccer Complex and approve a budget adjustment for $10,000 in sponsorship revenue to increase the fund balance in the Soccer Complex Capital Fund. The Roseville Automall Association will provide an annual sponsorship payment of $40,000 to the City, totaling $120,000 over the 3-year term of this agreement. The agreement specifies that the soccer complex’s north and south plaza areas will be named the Roseville Automall North Plaza and the Roseville Automall South Plaza.

CC #:
3595
File #:
0704-01 & 0201-01
CONTACT:

Jeff Nereson 916-774-5974 [email protected]

Items 8.1 and 8.2 were heard concurrently.

Parks Recreations and Libraries Director Jill Geller introduced Parks Recreation and Libraries Manager Jeff Nereson.

Parks Recreation and Libraries Manager Jeff Nereson made the presentation to the City Council
Parks Recreation and Libraries Director Jill Geller continued the presentation.

Damon Eberhart with the Roseville Automall Association spoke in support of the item.

Motion by Tracy Mendonsa, seconded by Krista Bernasconi, to adopt RESOLUTION NO. 24-358 APPROVING A SPONSORSHIP

AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND

ROSEVILLE AUTOMALL ASSOCIATION, AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE; and adopt ORDINANCE NO. 6879 AUTHORIZING CERTAIN AMENDMENTS TO THE FISCAL YEAR 2024-25 BUDGET AND DECLARING THIS

ORDINANCE TO BE IMMEDIATELY EFFECTIVE AS AN APPROPRIATION MEASURE. The Motion Passed.

Roll call vote:

Ayes: Alvord, Bernasconi, Houdesheldt, Mendonsa, Roccucci

9. RESOLUTIONS

9.1. California Department of Water Resources Generating Units - Agreement Amendment
Memo from Assistant Electric Utility Director William Forsythe and Electric Utility Director Dan Beans
recommending the City Council adopt RESOLUTION NO.
24-360 APPROVING A SECOND AMENDED SITE USE AND

INSTALLATION AGREEMENT AND NON-DISCLOSURE AGREEMENT,

BETWEEN THE CITY OF ROSEVILLE AND THE CALIFORNIA

DEPARTMENT OF WATER RESOURCES, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE THEM ON BEHALF OF THE CITY OF
ROSEVILLE. Staff requests Council approval of an amended agreement between the City and the California Department of Water Resources (CDWR) regarding the CDWR generators located at the Roseville Energy Park. The amended agreement would serve several distinct purposes, including documentation and completion of the title transfer of the CDWR generators to Roseville, initiating a due diligence study to determine opportunities for Roseville to site additional generators for CDWR, and execution of a non-disclosure agreement between the City and CDWR regarding the due diligence study. This amendment will give Roseville immediate title to CDWR’s units and will enable Roseville to utilize the capacity and energy benefits for Roseville customers, offsetting purchases from other generation sources in high demand months, and enabling energy and capacity sales in low demand months.

CC #:
3577
File #:
0800-03
CONTACT:

William Forsythe
916-774-5619
[email protected]

Electric Utility Director Dan Beans introduced Electric Utility Chief Operating Officer Shawn Matchim and Senior Deputy City Attorney Joe Mandell.

Electric Utility Director Dan Beans made the presentation to the City Council.

No public comment received.

Motion by Tracy Mendonsa, seconded by Scott Alvord, to adopt RESOLUTION

NO. 24-360 APPROVING A SECOND AMENDED SITE USE AND

INSTALLATION AGREEMENT AND NON-DISCLOSURE AGREEMENT,

BETWEEN THE CITY OF ROSEVILLE AND THE CALIFORNIA

DEPARTMENT OF WATER RESOURCES, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE THEM ON BEHALF OF THE CITY OF
ROSEVILLE. The Motion Passed.

Roll call vote:

Ayes: Alvord, Bernasconi, Houdesheldt, Mendonsa, Roccucci

10. COUNCIL REPORTS / PUBLIC COMMENTS
No public comment received.

Parks Recreation and Libraries Director Jill Geller introduced the new City Librarian Narinderpal Sufi, who responded.

Placer County Flood Control and Water Conservation Meeting -
Councilmember Pauline Roccucci reported on attendance.

Councilmember Pauline Roccucci reported on various community activities.

Councilmember Tracy Mendonsa announced a ballot box is available in front of the Civic Center.

Placer County Air Pollution Control District Meeting
- Councilmember Scott
Alvord reported on attendance.

Councilmember Scott Alvord reported on various community activities.

Sacramento Area Council of Governments Meeting
- Mayor Bruce
Houdesheldt reported on attendance.

Mayor Bruce Houdesheldt reported on various community activities.

11. ADJOURNMENT
Mayor Bruce Houdesheldt adjourned the meeting at 7:10 p.m.

COUNCIL COMMUNICATION
CC #:
3605
File #:
0203-21
Title:

Maidu Community Center Roof Replacement Project (RFQ 10-3396) - Reject All Bids
Contact:

Tiffany Valdez 916-746-1109 [email protected]

Meeting Date: 11/6/2024
Item #: 7.2.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution to reject all bids received for Request for Quotes (RFQ) 10-3396 for the materials and labor to repair and/or replace the designated roof areas at the Maidu Community Center.

BACKGROUND
The Maidu Community Center slate roof is over 36 years old. Normal slate roofs last up to 50 years; however, this roof has experienced damage and vandalism over the past several years which has resulted in missing or damaged tiles. Staff recommend to replace the slate roof with a metal or composition roofing system.

RFQ 10-3396 was issued in August 2024 for the materials and labor to repair and/or replace the designated roof areas at the Maidu Community Center located at 1550 Maidu Dr, Roseville, CA 95661 with a metal roof system. The bid amounts are over the Facility Rehabilitation Project’s available budget. Staff plans to revise specifications with a composition-style roof and issue a new RFQ at a future date.

FISCAL IMPACT
There is no fiscal impact at this time since there will be no award.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The rejection of bids meets the above criteria and is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal C - Maintain a safe and healthy community
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Tiffany Valdez, Buyer
Dennis Kauffman, Assistant City Manager/Chief Financial Officer

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-366
RESOLUTION NO. 24-366

REJECTING ALL BIDS FOR THE MAIDU COMMUNITY CENTER ROOF

REPLACEMENT PROJECT

WHEREAS, the City of Roseville requested bids for the Maidu Community Center Roof Replacement Project; and

WHEREAS, the bids received were over the Facility Rehabilitation Project available budget; and

WHEREAS, staff plans to issue a new Request for Quotes with revised specifications at a future date.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that all bids received for the Maidu Community Center Roof Replacement Project are hereby rejected per staff recommendation.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

_______________________________
MAYOR

ATTEST:

__________________________
City Clerk

COUNCIL COMMUNICATION
CC #:
3612
File #:
0203-04
Title:
405 Vernon Elevator Upgrade (RFQ 10-3394) – Contract Purchase Agreement Contact:

Tiffany Valdez 916-746-1109 [email protected]

Meeting Date: 11/6/2024
Item #: 7.3.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution to approve Contract Purchase Agreement (3004220) for the 405 Vernon Elevator Upgrade with Specialized Elevator Services LLC dba Elevator Industries and authorize the City Manager to execute it on behalf of the City of Roseville. Additionally, staff requests authority for a ten percent (10%) construction contingency.

BACKGROUND
The elevator for the 405 Vernon Street parking garage has controls that are outdated and difficult to find. The City’s elevator service contractor has recommended replacing the elevator controls before a major failure. Additionally, Building Maintenance staff has recommended weatherproofing for both doors and control panels.

A formal bid was issued with the following vendor responses:

Bidder

Total Price

Specialized Elevator Services LLC dba Elevator Industries

$100,885
Sacramento, CA
Enpro Elevator, Inc.

$118,678
Rancho Cordova, CA

FISCAL IMPACT
The cost of the Agreement is $100,885. Authorized change orders on an as-needed basis up to ten percent (10%) ($10,088.50) as a construction contingency, would bring the total contract amount to $110,973.50. Funding is included in the
FY2024-25 Parking Garage Elevator
Rehabilitation Project budget in the General Fund
.

ENVIRONMENTAL REVIEW
Goal C - Maintain a safe and healthy community
Goal F - Invest in well-planned infrastructure and growth

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
The proposed project involves the repair of an existing facility. This activity is categorically exempt from CEQA as a Class 1 Exemption (State CEQA Guidelines Section 15301). The Exemption has been prepared and no further CEQA action is required.

Respectfully Submitted,
Tiffany Valdez, Buyer
Dennis Kauffman, Assistant City Manager/Chief Financial Officer

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-369
Contract Purchase Agreement #3004220
Notice of Exemption (CEQA)
RESOLUTION NO. 24-369

APPROVING A CONTRACT PURCHASE AGREEMENT, BY AND BETWEEN THE CITY

OF ROSEVILLE AND SPECIALIZED ELEVATOR SERVICES, LLC DBA ELEVATOR

INDUSTRIES AND AUTHORIZING THE CITY MANAGER TO EXECUTE IT

ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a contract purchase agreement (3004220) to upgrade the existing elevator system in the parking garage located at 405 Vernon Street, by and between the City of Roseville and Specialized Elevator Services, LLC dba Elevator Industries, has been reviewed by the City Council.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said contract purchase agreement is 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, consistent with the contract terms, provided that the net cost of all change orders shall not exceed ten percent (10%) of the contract amount.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR

ATTEST:

________________________
City Clerk

Notice of Exemption

To: Placer County Clerk From: City of Roseville
Recorder’s Office Development Services Dept.
2954 Richardson Drive 311 Vernon Street
Auburn, CA 95603 Roseville, CA 95678

Project Title: 405 Vernon Elevator Upgrade (RFQ 10-3394) – Contract Purchase Agreement

Project Location(s): 405 Vernon Street, Roseville, California 95678

Project Description: This project would approve the authorization of a contract purchase agreement and replacement of the existing outdated elevator in the City parking garage located at 405 Vernon Street.

The existing elevator has controls that are outdated and diff icult to find, and the City’s. elevator service contractor has recommended replacing the elevator controls before a major failure occurs . The new elevator would also have weather proofing for both doors and control panels. The new elevator will not result in any expansion of use.

Public Agency Approving Project: Roseville City Council

Agency/Individual Carrying Out Project: City of Roseville Public Works Department

Reason why this Project is Exempt: This project qualifies for a Class 1 E xemption as described in Section 15301 of the California Environmental Quality Act (CEQA) guidelines which states:

“Class 1 consists of the…repair…of existing publi c…structures, facilities, [or] mechanical equipment…involving negligible or no expansion of existing or former use…. Examples include but are not limited to: (a) Interior or exterior alterations involving such things as interior partitions, plumbing, and electrical conveyances…”

The project is confined to within the existing parking garage and would not result in expansion of use. No environmentally sensitive resources are located within or adjacent to the property; therefore the Class 1 exemption is applicable to the proposed project.

Lead Agency Contact Person: Tiffany Valdez, Finance Department - Purchasing, 311 Vernon Street, Roseville, CA 95678. (916) 746-1109.

Signature: Date: 10/15/2024
Jessica Lynch, Environmental Coordinator, City of
Roseville

COUNCIL COMMUNICATION
CC #:
3614
File #:
0203-04
Title:

Refuse Bins and Parts (RFQ 10-3384) - Purchase Order Increase Contact:

Sue Jessup 916-746-1107 [email protected]

Meeting Date: 11/6/2024
Item #: 7.4.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council approve an increase to the purchase order with Wastequip, LLC dba Confab Manufacturing Company, LLC from $200,000 to $300,000 in FY2024-25.

BACKGROUND
The Environmental Utilities Department's Solid Waste Division has identified a need for an increase in bin inventory in response to the growth of multi-family housing and commercial businesses throughout the City. This is a strategic move that will position the City to solve for the influx of new commercial accounts.

By anticipating future service requirements and maintaining a robust inventory, the City can ensure that the high standards of service that customers expect are upheld, even amidst the unpredictability of new business service needs. This approach is key to managing the current surge in development and maintaining service excellence.

FISCAL IMPACT
The amendment increases the current spending authority by $100,000 and funding for the amendment is included in the FY2024-25 budgets for the Waste Services Capital Purchase Fund and Waste Services Rehabilitation Fund. The original estimates for the optional renewal years will remain unchanged.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The purchase of refuse bins and parts meet the above criteria and is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Sue Jessup, Buyer
Dennis Kauffman, Assistant City Manager/Chief Financial Officer

_____________________________
Dominick Casey, City Manager

COUNCIL COMMUNICATION
CC #:
3611
File #:
0203-09
Title:

Historical Data Repository Licensing and Support - Purchase Order Contact:

Audrey Ficker 916-746-1865 [email protected]

Meeting Date: 11/6/2024
Item #: 7.5.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council approve a purchase order with Mythics, LLC dba Mythics VIII, LLC utilizing OMNIA Partners Cooperative Contract no. R190801 for the purchase of Oracle licensing and support services for the Supervisory Control and Data Acquisition (SCADA) network’s Historical Data Repository (HDR) of Environmental Utilities Department (EUD).

BACKGROUND
One of EUD’s core responsibilities is to ensure safe and reliable water, wastewater, and recycled water services. Our utilities are committed to implementing innovative solutions that will protect the community’s water supplies both now and in the future. Meeting this responsibility includes the utilization of an HDR with three main areas of focus: information analysis, predictive information, and capability planning. Although the SCADA system is the primary mechanism for the automated operation, the HDR system collects data and is used to produce data reports. These reports and data must be maintained for regulatory compliance and are used for predictive and preventative maintenance of the system. EUD’S HDR system uses Oracle software with support services that require annual renewal.

OMNIA Partners Contract No. R190801 was the result of a Request for Proposals (RFP) solicited by Region 4 Education Service Center as the lead agency for “Oracle Products and Services”. A contract with Mythics, LLC was awarded on January 1, 2020, and has been extended through December 31, 2024. Mythics, LLC provides the negotiated pricing and discounts to maintain the correct Oracle software licensing and support services for the operation of our current HDR system. The Survival clause of the contract allows the City to receive the quoted services through November of 2025.

FISCAL IMPACT
The not-to-exceed cost of the purchase order for FY2024-25 is $119,737.43. Funding will be provided from the Environmental Utilities Department’s annual operating budgets in the Water and Wastewater Operations Funds.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378.

The purchase of Oracle Software licensing and support services meets the above criteria and is not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal C - Maintain a safe and healthy community
Goal E - Deliver exceptional city services
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Audrey Ficker, Administrative Technician
Richard D. Plecker, Environmental Utilities Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Quote - Mythics
Company Name: City of Roseville Quote Number: SR-17229496-FY25 Contact: Blaine Wiegel Prepared On: September 10, 2024 Email: [email protected] Valid Through: November 20, 2024 Phone Number:

Project: Oracle Support Renewal
Please include this
reference on a valid
PO:
1 23334673
Oracle Database Appliance X6-2-HA with 2 servers each
including one 10 GbE SFP+ card and 1 storage enclosure fully populated with 24 SSDs
11/21/2024 11/20/2025 1 Premier Support for Systems 15,104.70$ 2 23334673
Oracle Database Appliance X6-2-HA with 2 servers each
including one 10 GbE SFP+ card and 1 storage enclosure fully populated with 24 SSDs
11/21/2024 11/20/2025 1 Premier Support for Systems 15,104.71$ 3 23334673 STORAGE SHELF, ODA X6-2, w/24xSSD 11/21/2024 11/20/2025 1750NMQ070 1 Premier Support for Systems -$ 4 23334673 X6-2, 1U E5-2630, 256GB, 2x480GB, Niantic ODA 11/21/2024 11/20/2025 1746NM100Y 1 Premier Support for Systems -$ 5 23334673 X6-2, 1U E5-2630, 256GB, 2x480GB, Niantic ODA 11/21/2024 11/20/2025 1746NM1010 1 Premier Support for Systems -$ 6 23334673 STORAGE SHELF, ODA X6-2, w/24xSSD 11/21/2024 11/20/2025 1750NMQ06Y 1 Premier Support for Systems -$ 7 23334673 X6-2, 1U E5-2630, 256GB, 2x480GB, Niantic ODA 11/21/2024 11/20/2025 1746NM100R 1 Premier Support for Systems -$ 8 23334673 X6-2, 1U E5-2630, 256GB, 2x480GB, Niantic ODA 11/21/2024 11/20/2025 1751NM1009 1 Premier Support for Systems -$ 9 23334673 Power cord: Sun Rack jumper, straight, 2 meters, C14 plug, C13 connector, 10A (for factory installation) 11/21/2024 11/20/2025 6 Premier Support for Systems 17.12$ 10 23334673 Power cord: Sun Rack jumper, straight, 2 meters, C14 plug, C13 connector, 10A (for factory installation) 11/21/2024 11/20/2025 6 Premier Support for Systems 17.12$ 11 23334673 Oracle Database Appliance X6-2-HA: model family 11/21/2024 11/20/2025 1 Premier Support for Systems -$ 12 23334673 Oracle Database Appliance X6-2-HA: model family 11/21/2024 11/20/2025 1751NM0002 1 Premier Support for Systems -$ 13 23334673 Oracle Database Appliance X6-2-HA: model family 11/21/2024 11/20/2025 1 Premier Support for Systems -$ 14 23334673 Oracle Database Appliance X6-2-HA: model family 11/21/2024 11/20/2025 1751NM0003 1 Premier Support for Systems -$ 15 23334673 Dual rate transceiver: SFP+ SR. Support 1 Gb/sec and 10 Gb/sec dual rate (for factory installation) 11/21/2024 11/20/2025 4 Premier Support for Systems 95.86$ 16 23334673 Dual rate transceiver: SFP+ SR. Support 1 Gb/sec and 10 Gb/sec dual rate (for factory installation) 11/21/2024 11/20/2025 4 Premier Support for Systems 95.86$ 17 21773409 SAS cables for 1U (for factory installation) 11/21/2024 11/20/2025 1 Premier Support for Systems 7.13$ 18 21773409 Oracle Server X7-2: model family 11/21/2024 11/20/2025 1 Premier Support for Systems -$ 19 21773409 Oracle Server X7-2: model family 11/21/2024 11/20/2025 1818XC307X 1 Premier Support for Systems -$ 20 21773409
Oracle Server X7-2: 1 RU base chassis with motherboard, eight

2.5-inch drive slots disk cage, 2 PSUs, slide rail kit, and cable management arm
11/21/2024 11/20/2025 1 Premier Support for Systems 372.60$ 21 21773409 Processor clip (for factory installation) 11/21/2024 11/20/2025 2 Premier Support for Systems 0.58$ 22 21773409 Short heat sink (for factory installation) 11/21/2024 11/20/2025 2 Premier Support for Systems 5.98$ 23 21773409 1 Intel Xeon Silver 4114 10-core 2.2 GHz processor (for factory installation) 11/21/2024 11/20/2025 2 Premier Support for Systems 317.47$ 24 21773409 One 32 GB DDR4-2666 registered DIMM (for factory installation) 11/21/2024 11/20/2025 4 Premier Support for Systems 290.69$ 25 21773409 One 1.2 TB 10000 rpm 2.5-inch SAS-3 HDD with marlin bracket (for factory installation) 11/21/2024 11/20/2025 4 Premier Support for Systems 311.86$ 26 21773409 Oracle Storage 12 Gb SAS PCIe RAID HBA, internal: 16 port and 2 GB memory (for factory installation) 11/21/2024 11/20/2025 1 Premier Support for Systems 110.37$ 27 21773409 PCIe filler panel (for factory installation) 11/21/2024 11/20/2025 3 Premier Support for Systems 0.83$ 28 21773409 Power cord: North America and Asia, 2.5 meters, 5-15P plug, C13 connector, 15 A (for factory installation) 11/21/2024 11/20/2025 2 Premier Support for Systems 3.20$ 29 23333487 Oracle Tuning Pack - Named User Plus Perpetual 11/21/2024 11/20/2025 100 Software Update License & Support 1,153.71$ 30 23333487 Oracle Real Application Clusters One Node - Processor Perpetual 11/21/2024 11/20/2025 4 Software Update License & Support 4,577.03$ 31 23333487 Oracle Real Application Clusters One Node - Named User Plus Perpetual 11/21/2024 11/20/2025 100 Software Update License & Support 2,288.51$ 32 23333487 Oracle Diagnostics Pack - Named User Plus Perpetual 11/21/2024 11/20/2025 100 Software Update License & Support 1,721.11$ 33 23333487 Oracle Tuning Pack - Processor Perpetual 11/21/2024 11/20/2025 4 Software Update License & Support 2,288.51$ 34 23333487 Oracle Internet Developer Suite - Named User Plus Perpetual 11/21/2024 11/20/2025 1 Software Update License & Support 663.67$ 35 23333487 Oracle Diagnostics Pack - Processor Perpetual 11/21/2024 11/20/2025 4 Software Update License & Support 3,433.15$ 36 23333487 Oracle WebLogic Suite - Named User Plus Perpetual 11/21/2024 11/20/2025 100 Software Update License & Support 10,307.78$ 37 23333487 Oracle Database Enterprise Edition - Processor Perpetual 11/21/2024 11/20/2025 4 Software Update License & Support 21,741.26$ 38 23333487 Oracle WebLogic Server Management Pack Enterprise Edition - Named User Plus Perpetual 11/21/2024 11/20/2025 100 Software Update License & Support 2,742.43$ 39 23333487 Oracle WebLogic Server Management Pack Enterprise Edition - Processor Perpetual 11/21/2024 11/20/2025 4 Software Update License & Support 5,492.43$ 40 23333487 Oracle Database Enterprise Edition - Named User Plus Perpetual 11/21/2024 11/20/2025 100
Software Update License & Support 10,875.17$
Support Type Extended PriceOracle Product DescriptionCSILine Item QuantitySerial NumberEnd DateStart Date
Region 4 (National IPA) R190801
This PO incorporates the terms of Mythics quote number SR- 17229496-FY25 including the Region 4 (National IPA) R190801 by reference

ORACLE SUPPORT RENEWAL
#REF!
4525 Main Street, Suite 1500
Virginia Beach, VA 23462
Noel Taylor
Phone: (757) 617-0437
Fax: (757) 412-1060
Email: [email protected] #: 013358002
UEI: U2W4ZCG9WJA7
Fed Tax ID #: 54-1987871
CAGE Code: 1TA34

41 23333487 Oracle WebLogic Suite - Processor Perpetual 11/21/2024 11/20/2025 4 Software Update License & Support 20,596.61$

SULS SUBTOTAL
87,881.37$
31,856.06$
119,737.43$
This quotation contains data that shall not be disclosed outside of City of Roseville and shall not be duplicated, used, or disclosed – in whole or in part – for any purpose without the express written consent of Mythics, LLC unless otherwise required by law

PREMIER SUPPORT FOR SYSTEMS SUBTOTAL
SUPPORT TOTAL 119,737.43$
Support Total Base year:

This quotation is an estimate and is an invitation for you to offer to purchase support services from Mythics subject to the terms and conditions herein.

Your order is subject to Mythics' acceptance.
• You agree that Mythics has the right to cancel your support due to non-payment. • By confirming, referencing or placing an order based on this quote, you are agreeing that the support being purchas ed is for electronic delivery only and there is no transfer of tangible property. Media is available for download at no additional cos t at http://edelivery .oracle.com/ • Support services are provided under Oracle's then current technic al support policies located at https ://www.oracle.com/support/policies.html and the valid end user agreement set forth in the contract referenced at the top of this quote
• Applicable State taxes will be added unless an exemption is provided. • Orders are non-canc ellable.
• Support is invoiced Net 30 payment terms
• Option year pricing is subject to change based on Oracle pricing adjus tments/surcharges.

RIGHTS IN DATA: Oracle programs, including the operating system, integrated software, any programs installed on hardware and/or documentation, delivered in accordance with the terms and conditions of the contract are "commercial computer software" pursuant to the applicable Federal Acquisition Regulation ("FAR"). As such, use, duplication, disclosure, modification, and adaptation of the programs, including the operating system, integrated software, any programs installed on the hardware, and/or documentation, shall be subject to the End User Agreement, and then, to the extent applicable. the additional rights set forth in FAR 52.227-19,Commercial Computer Software (DEC 2007) wherein for the purposes of the contract "Government" shall mean the ordering activity. Issuance of an order off this quote signifies buyer agreement that no additional FAR clauses pertaining to Rights in Data apply.

WARRANTY: The warranty for the products you are purchasing is outlined in the End User Agreement that is referenced on this quote.

Additional warranties are not accepted and considered to be null and void.

SECURITY/PRIVACY: No Oracle Authorized Reseller can agree to accept security or privacy clauses without the express written approval of Oracle; most public sector (State or Locality) specific clauses pertaining to security or privacy do not apply to Commercial Off The Shelf (COTS) or commercial items. End users will not transmit PII or PHI to Contractor or Oracle during the performance/delivery or use of the line items quoted herein.

Customer Ordering Activity would need to execute a BAA directly with Oracle in the event PHI is transmitted or accessed. A valid PO will not contain public sector, State or Locality specific clauses pertaining to security and privacy or will otherwise state on the PO those clauses do not apply.

This is not an exhaustive list, and additional terms may be identified for removal or non-application Do you have any
new projects you're
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COUNCIL COMMUNICATION
CC #:
3620
File #:
0800-02
Title:

Sacramento Suburban Water District - Mutual Aid and Assistance Agreement and Cost Sharing, Ownership, Operation and Maintenance of Interties Agreement Contact:

George Hanson 916-746-1764 [email protected]

Meeting Date: 11/6/2024
Item #: 7.6.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council:
1 .

Adopt a resolution authorizing the City Manager to execute a Mutual Aid and Assistance Agreement with Sacramento Suburban Water District; and
2 .

Adopt a resolution authorizing the City Manager to execute an Agreement with Sacramento Suburban Water District for Cost Sharing, Ownership, Operation and Maintenance of Interties.

BACKGROUND
Mutual Aid and Assistance Agreement
There may be a need for mutual assistance by the City of Roseville (City) and Sacramento Suburban Water District (SSWD) to respond to emergencies occurring either within the City or SSWD Service Area.

SSWD is a county water district in Sacramento County serving portions of the unincorporated communities generally bounded by the Placer County line to the north; Dewey Drive, Manzanita Avenue and Walnut Avenue to the east; the American River to the south; and the City of Sacramento and the western boundary of McClellan Business Park to the west ("SSWD Service Area”).

SSWD has access to surface water and has groundwater facilities. SSWD has groundwater well facilities in its North Service Area (NSA) that could be utilized to provide water to the City during an emergency.

The City has access to surface water and has Aquifer Storage and Recovery (ASR) groundwater facilities. The City’s surface water agreement has place of use (POU) limitations that currently does not include the SSWD service area. The City has surface water facilities that could provide water to SSWD’s NSA during an emergency.

The City and SSWD desire to set forth in this Agreement the operating criteria of the two water systems’ interconnections between the City and SSWD, to deliver water supplies either to the City’s service area or to SSWD service area during emergency situations. Refer to Exhibit A for a copy of this Agreement.

Agreement for Cost Sharing, Ownership, Operation and Maintenance of Interties that connect the City’s water distribution system to SSWD’s water distribution system This Agreement covers responsibilities and financial obligations of both the City and SSWD, jointly and individually, for the operation and maintenance of the intertie facility that connects the City’s water distribution system to SSWD’s water distribution system. The intertie facility is located at 9898 Antelope Road, Roseville, CA 95747, in the northwest corner of Antelope Road and the Placer County and Sacramento County line. This Agreement supplements the Mutual Aid and Assistance Agreement between the City and SSWD. Refer to Exhibit B for a copy of this Agreement.

FISCAL IMPACT
Adopting resolutions authorizing the City Manager to execute a Mutual Aid and Assistance Agreement and the Cost Sharing, Ownership, Operation and Maintenance of Interties Agreement between the City and SSWD does not result in any fiscal impact. In the event of an emergency, costs of materials, staff, and water that SSWD provides would be paid out of the Water Operations Fund, which would require a separate Council action.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. A Mutual Aid and Assistance Agreement and the Cost Sharing, Ownership, Operation and Maintenance of Interties Agreement between the City and SSWD meet the above criteria and are not subject to CEQA. No additional environmental review is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal C - Maintain a safe and healthy community

Respectfully Submitted,
George Hanson, Water Utility Manager
Richard Plecker, Environmental Utilities Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-375
Mutual Aid Agreement
Resolution 24-376
Cost Share Agreement
RESOLUTION NO. 24-375

APPROVING A MUTUAL AID AND ASSISTANCE AGREEMENT, BY AND BETWEEN

THE CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT, AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT

ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, a Mutual Aid and Assistance Agreement Between City of Roseville and Sacramento Suburban Water District, 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.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR

ATTEST:

________________________
City Clerk

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT

AGREEMENT
This Agreement is entered into as the _____ day of __________________, 2024, by and between the Sacramento Suburban Water District (SSWD), a public agency, and the City of Roseville (City), a public agency (together, Agencies).

ARTICLE I.

RECITALS
A. There may be a need for mutual assistance by the Agencies to respond to emergencies in either SSWD or City.

B. SSWD has access to surface water and has groundwater facilities. SSWD has groundwater well facilities in its North Service Area (NSA) that could be utilized to provide water to the City during an emergency.

C. City has access to surface water and has groundwater facilities. City surface water agreement has place of use (POU) limitations that currently does not include the SSWD service area (as shown on Exhibit 1 to this Agreement, “Place of Use Limitations”). City has surface water facilities that could provide water to SSWD’s NSA during an emergency.

D. City and SSWD desire to set forth in this Agreement the operating criteria of the two water systems’ interconnections (as shown on Exhibit 2 to this Agreement, “Interconnections”) between City and SSWD, to deliver water supplies during emergency situations.

ARTICLE II.

DEFINITIONS
When used in this Agreement, the following terms are defined as set forth in this section:

A. “Agreement” means this Mutual Aid and Assistance Agreement between the Sacramento Suburban Water District and the City of Roseville.

B. “City” means the City of Roseville.

C. “SSWD” means the Sacramento Suburban Water District

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D. ”City Water System” means the water conveyance and related facilities (which are shown on Exhibit 2 to this Agreement) to be used by City to receive water supplies from SSWD.

E. “SSWD Water System” means the water conveyance and related facilities (which are shown on Exhibit 2 to this Agreement) to be used by SSWD to furnish water supplies to City.

F. “Emergency” means the actual or threatened existence of conditions of disaster or of extreme peril to the safety of persons and property caused by such conditions as air pollution, fire, flood, storm, epidemic, riot or earthquake, or other conditions, including conditions resulting from war or imminent threat of war, but other than conditions resulting from a labor controversy, which conditions are or are likely to be beyond the control of the services, personnel, equipment and facilities of SSWD and/or City, requiring the combined forces to combat..

G. “Period of Assistance” means the specified period of time when a Responding Member assists a Requesting Member. The period commences when personnel, equipment, or supplies depart from Responding Member’s facility and ends when the resources return to their facility (portal to portal). All protections identified in the agreement apply during this period. The specified Period of Assistance may occur during response to or recovery from an emergency, as previously defined.

H. “Members” means the public Water Utility that manifests intent to participate in the Mutual Aid and Assistance by executing this Agreement.

1. “Requesting Member” means a Member who requests aid or assistance under this Agreement.

2. “Responding Member” means a Member that responds to a request for aid or assistance under this Agreement.

3. “Non-Responding Member” means a Member that does not provide aid or assistance during a Period of Assistance under this Agreement.

I. “Authorized Official” means an employee or officer of a Member utility that is authorized to: Request assistance, offer assistance, refuse to offer assistance, or withdraw assistance under this Agreement.

J. “Confidential Information” means any document shared with any signatory of this Agreement that is marked confidential, including but not limited to any map, report, notes, papers, opinion, or e-mail which relates to the system vulnerabilities of any participating Agency in this Agreement.

K. “Interconnection” means a pipeline connection between the SSWD water system and the City water system that is shown in Exhibit 2 to this Agreement. The Interconnection is the point of delivery for water supplies provided under this Agreement. The Interconnection includes pipe sections, water flow measurement devices and, in some instances, water control valves, that connect the SSWD and City water systems. The Interconnection includes facilities to measure water and allow water to flow from one water system to the other

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

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water system. The Interconnection in this Agreement is located as shown on Exhibit 2. The Interconnection may be changed (and a new Exhibit 2 prepared) upon the written consent of SSWD and City.

L. Emergency conditions and indicators including “system pressures” and “outside temperature” are defined in Exhibit 3.

M. A “resource inventory” including equipment, supplies, and personnel for each Member, is defined in Exhibit 4.

ARTICLE III.

REQUESTS FOR ASSISTANCE
In the event of an Emergency, a Member’s Authorized Official may request mutual aid and assistance from a participating Member. Requests for assistance can be made orally or in writing. When made orally, the request for personnel, equipment, and supplies shall be prepared in writing as soon as practicable. Requests for assistance shall be directed to the Authorized Official of the participating Member or the first available contact person as described in Exhibit 3 of this Agreement. Specific protocols for requesting aid are provided in the required procedures described below. In the event that a Member becomes a Requesting Member, the following procedure shall be followed:

The Requesting Member shall contact the Authorized Official Responding Member and provide them with the following information:

1. A general description of the damage sustained, if relevant, or the incident that is triggering the request for Mutual Aid;

2. The part of the water system for which assistance is needed;

3. The amount and type of personnel, equipment, materials and supplies needed and a reasonable estimate of the length of time they will be needed;

4. The present weather conditions and the forecast for the next twenty-four hours;

5. A specific time and place for a representative of the Requesting Member to meet the personnel/equipment of the Responding Member; and

6. The identification of work conditions and any special constraints such as availability of fuel supplies, lodging/meal support, medical facilities, security, communications, etc.

The Requesting Member shall have the responsibility of providing communications between the personnel of the Responding Member and the Requesting Member.

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT

ARTICLE IV.

RESPONDING MEMBER PROCEDURES
A. Response to a Request for Assistance. Members of the Agreement are not obligated to respond to a request. After a Member receives a request for assistance, the Authorized Official evaluates whether or not to respond, whether resources are available to respond, or if other circumstances would hinder response. Following the evaluation, the Authorized Official shall inform, as soon as possible, the Requesting Member whether it will respond. If the Responding Member is willing and able to provide assistance, the Responding Member shall provide the Requesting Member with the following information:

1. A complete description of the personnel, equipment and materials to be furnished to the Requesting Member.

2. The estimated length of time the personnel, equipment and materials will be available;

3. The work experience and ability of the personnel and the capability of the equipment to be furnished;

4. The name of the person or persons to be designated as supervisory personnel; and

5. The estimated time when the assistance provided will arrive at the location designated by the Authorized Official of the Requesting Member.

The Requesting Member and Responding Member shall analyze, discuss, and determine a course of action, taking into account the information provided by each of the agencies. If the Responding Member is willing and able to provide assistance, they shall work with the Requesting Member to determine a plan and procedure for implementing the proposed course of action. The plan shall provide for the most appropriate possible utilization of personnel, equipment, materials and or/facilities necessary to minimize adverse impacts of the emergency condition to either City or SSWD. The plan shall include procedures for regular communication as available to each party between the Agencies during the emergency concerning implementation of and possible revisions of the plan.

B. Discretion of Responding Member’s Authorized Official. Execution of this Agreement does not create any duty to respond to a request for assistance. When a Member receives a request for assistance, the Authorized Official shall have sole and absolute discretion as to whether or not to respond, or the availability of resources to be used in such response. An Authorized Member’s decisions on the availability of resources shall be final.

C. Control. Employees so provided remain at all times the employees of the Responding Member and at all times are subject to the direction and control of the Responding Member. Such Responding Member, however, will ensure the direction and control of those employees is consistent with the Requesting Member's needs under the NIMS Incident Command System. The Requesting Member’s Authorized Official shall coordinate response activities with the designated supervisor(s) of the Responding Member(s). The Responding Member’s designated supervisor(s) must keep accurate records of work performed by personnel during the specified Period of Assistance.

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

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D. Food and Shelter. Whenever practical, Responding Member personnel must be self-sufficient for up to 72 hours. When possible, the Requesting Member shall supply reasonable food and shelter for Responding Member personnel. If the Requesting Member is unable to provide food and shelter for responding personnel, the Responding Member’s designated supervisor is authorized to secure the resources necessary to meet the needs of its personnel. Except as provided below, the cost for such resources must not exceed the State per diem rates for that area. To the extent Food and Shelter costs exceed the State per diem rates for the area; the Responding Member must demonstrate that the additional costs were reasonable and necessary under the circumstances. Unless otherwise agreed to in writing, the Requesting Member remains responsible for reimbursing the Responding Member for all reasonable and necessary costs associated with providing food and shelter, if such resources are not provided.

E. Communication. If necessary, the Requesting Member shall provide Responding Member personnel with radio equipment as available, or radio frequency information to program existing radio, or cellular phones, or list of cell phone numbers in order to facilitate communications with local responders and utility personnel.

F. Status. Unless otherwise provided by law, the Responding Member’s officers and employees retain the same privileges, immunities, rights, duties and benefits as provided in their respective jurisdictions.

G. Licenses and Permits. To the extent permitted by law, Responding Member personnel that hold licenses, certificates, or permits evidencing professional, mechanical, or other skills shall be allowed to carry out activities and tasks relevant and related to their respective credentials during the specified Period of Assistance.

H. Right to Withdraw. The Responding Member’s Authorized Official retains the right to withdraw some or all of its resources at any time for any reason in the Responding Member’s sole and absolute discretion. Notice of intention to withdraw must be communicated to the Requesting Member’s Authorized Official as soon as is practicable under the circumstances.

ARTICLE V.

INTERCONNECTION(S) & WATER SUPPLIES
City and SSWD desire to set forth in this Agreement the operating criteria of the water system interconnection(s) (as shown on Exhibit 2 to this Agreement, “Interconnection”) between the City water system and the SSWD water system, to deliver interim water supplies during high water-demand conditions and emergency situations.

A. Operating Criteria for Interconnection(s). The Operating Criteria as outlined in Exhibit 3 of this Agreement will set forth who operates the interconnection(s).

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

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B. Modification to Interconnections. The owner of the Interconnection may make modifications to the Interconnection(s) as it determines necessary in the prudent operation of the Interconnection(s) and the water system. The Requesting Member may propose to the owner modification to the Interconnection(s). The Owner will review and comment on, and consider approval of, any such modification proposed by the Requesting Member within 30 days of receipt of the proposal from the Requesting Member. The Interconnection owner will notify the Requesting Member at least 48 hours in advance of any modification to the Interconnection(s).

C. Water Quality. Water Supplies delivered by each Member under this Agreement shall meet the standards for water quality established by (a) the California State Water Resources Control Board, Division of Drinking Water (DDW) and Environmental Protection Agency (EPA), or its successor agency, and (b) federal agencies with jurisdiction over drinking water standards. In the event that water is provided from one Member to the other, the Responding Member shall provide the requesting member a copy of the Responding Member’s latest consumer confidence water quality report to facilitate the Requesting Member’s water quality reports to its retail customers as required by State or Federal Law.

1. Groundwater – It is assumed that both agency’s groundwater meets the safe drinking water levels for drinking water as established by DDW and/or EPA. If a water quality problem results from implementing this Agreement, the Agency that requested assistance shall bear full responsibility for resolving any water quality impact.

2. Surface Water – The introduction of surface water into systems predominately on groundwater or the introduction of groundwater into systems predominately on surface water has, on occasion, caused water quality problems. If a water quality problem results from implementing this Agreement, the Agency that requested assistance shall bear full responsibility for resolving any water quality impacts.

D. Sources of Water Supplies. The water supplies that may be available during the current term of this Agreement for delivery from a Responding Member include groundwater supplies from SSWD and surface and/or groundwater from City.

E. Place of Use Limitations. Water supplies furnished to the Requesting Member under this Agreement will not be sold or otherwise disposed of by the Requesting Member for use outside of the boundaries of the Requesting Member as of the effective date of this Agreement, without the prior written consent of the Responding Member, which consent may be withheld at the sole discretion of the Responding Member. Place of use limitations for each Member are shown on Exhibit 1.

F. No Responsibility for Distribution of Water beyond Point of Delivery. The Responding Member is not responsible for the control, carriage, handling, use, disposal or distribution of water supplies furnished to the Requesting Member under this Agreement beyond the Interconnection. The Responding Member will not be liable for claims of damage of any nature whatsoever, including but not limited to property damage or personal injury, arising out of or connected with the control, carriage, handling, use, disposal or distribution of water supplies furnished to the Requesting Member under this Agreement past the Interconnection. The

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

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Responding Member will not be liable for changes in water quality or violations of drinking water standards downstream of the Interconnection, but will consult and cooperate with the Requesting Member to avoid such violations.

ARTICLE VI.

MODIFICATION OF INVENTORY
City and SSWD agree to update Equipment Inventory information between systems (Exhibit 4), including changes in supplies (for example, change in chemical product), equipment and personnel.

ARTICLE VII.

COST REIMBURSEMENT
The Requesting Member shall reimburse the Responding Member for each of the following categories of costs incurred during the specified Period of Assistance as agreed in whole or in part by both parties; provided, that any Responding Member may assume in whole or in part such loss, damage, expense, or other cost, or may loan such equipment or donate such services to the Requesting Member without charge or cost.

A. Personnel. The Responding Member shall be reimbursed by the Requesting Member for personnel costs incurred for work performed during the specified Period of Assistance. Responding Member personnel costs shall be calculated according to the most current and up to date pricing and in compliance to the terms provided in their employment contracts or other conditions of employment. The Responding Member’s designated supervisor(s) must keep accurate records of work performed by personnel during the specified Period of Assistance. Requesting Member reimbursement to the Responding Member could consider all personnel costs, including salaries or hourly wages, costs for fringe benefits, and indirect costs.

B. Equipment. The Requesting Member shall reimburse the Responding Member for the use of equipment during the specified Period of Assistance, including, but not limited to, reasonable rental rates, all fuel, lubrication, maintenance, transportation, and loading/unloading of loaned equipment. All equipment shall be returned to the Responding Member in good working order as soon as is practicable and reasonable under the circumstances. As a minimum, rates for equipment use must be based on the Federal Emergency Management Agency’s (FEMA) Schedule of Equipment Rates. If a Responding Member uses rates different from those in the FEMA Schedule of Equipment Rates, the Responding Member must provide such current rates in writing to the Requesting Member prior to supplying the equipment. Mutual agreement on which rates are used must be reached in writing prior to dispatch of the equipment.

Reimbursement for equipment not referenced on the FEMA Schedule of Equipment Rates must be developed based on actual recovery of costs. If Responding Member must lease a piece of equipment while its equipment is being repaired, Requesting Member shall reimburse Responding Member for such rental costs.

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

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C. Materials and Supplies. The Requesting Member must reimburse the Responding Member in kind or at actual replacement cost, plus handling charges, for use of expendable or non-returnable supplies. The Responding Member must not charge direct fees or rental charges to the Requesting Member for other supplies and reusable items that are returned to the Responding Member in a clean, damage-free condition. Reusable supplies that are returned to the Responding Member with damage must be treated as expendable supplies for purposes of cost reimbursement.

D. Wholesale Water Rates and Charges. The Responding Member will set wholesale water rates and charges from time to time for furnishing interim water supplies to the Requesting Member under this Agreement, that reflect the Responding Member’s costs of furnishing interim water supplies, including without limitation, the costs of untreated water, extraction, treatment, conveyance, wheeling if applicable, and the cost of operation, maintenance, repair, replacement of, and capital improvements to, the Responding Member Water System, together with costs incurred by the Responding Member under other sections of this Agreement. The Responding Member’s wholesale water rates and charges will reflect the melded cost of water from the various sources of supply utilized by the Responding Member at the time of the request. The wholesale water rate shall be the then applicable current rates during the Period of Assistance.. The rate reflects the cost of providing water service from all sources of supply available to the Responding Member during the current term of this Agreement. In no event will the amount charged to the Requesting Member for water supplies under this Agreement exceed the total retail rate charged by the Responding Member to retail water customers of the Responding Member in its Service Area.

E. Payment Period. The Responding Member must provide an itemized bill to the Requesting Member for all expenses incurred by the Responding Member while providing assistance under this Agreement. The Responding Member must send the itemized bill not later than (90) ninety dates following the end of the Period of Assistance. The Responding Member may request additional periods of time within which to submit the itemized bill, and Requesting Member shall not unreasonably withhold consent to such request. The Requesting Member must pay the bill in full on or before the forty-fifth (45th) day following the billing date. The Requesting Member may request additional periods of time within which to pay the itemized bill, and Responding Member shall not unreasonably withhold consent to such request, provided, however, that all payment shall occur not later than one-year after the date a final itemized bill is submitted to the Requesting Member.

F. Records. Each Responding Member and their duly authorized representatives shall have access to a Requesting Member’s books, documents, notes, reports, papers and records which are directly pertinent to this Agreement for the purposes of reviewing the accuracy of a cost bill or making a financial, maintenance or regulatory audit. Such records shall be maintained for at least three (3) years or longer where required by law.

G. General Obligation Requesting Member. The obligations of the Requesting Member under this Agreement will constitute general obligations of the Requesting Member,

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT

and the Requesting Member will use all of the powers and resources available to it under the law to collect the funds necessary for, and to pay, the Requesting Member’s obligations to the Responding Member under this Agreement. The Requesting Member as a whole is obligated to pay the Responding Member the payments becoming due under this Agreement, notwithstanding any individual default by its water users, customers or others in the payment to the Requesting Member of assessments, taxes or other rates and charges levied by the Requesting Member.

ARTICLE VIII.

DISPUTES
If any controversy or claim arises out of, or relates to, the execution of the Agreement, including, but not limited to, alleged breach of the Agreement, the disputing Members shall first attempt to resolve the dispute by negotiation, followed by mediation and finally shall be settled by arbitration in accordance with the Rules of the American Arbitration Association. Any court of competent jurisdiction may enter the judgment rendered by the arbitrators as final judgment that is binding on the parties.

ARTICLE IX.

GENERAL INDEMNITY
Each party to this Agreement will indemnify, defend and hold harmless the other party, and its respective directors, officers, employees, volunteers and agents, from and against any and all liability, losses, claims, damages, expenses, demands, settlements and costs (including, but not limited to, interest, penalties, attorney, expert witness and consulting fees, and litigation costs) of any nature arising out of the party’s performance under this Agreement and caused by any negligent act or omission, willful misconduct or violation of law of or by the party, or the party’s employees, volunteers, agents, contractors and subcontractors. It is the intention of both Members that where fault is determined to be joint or contributory, principles of comparative fault will be followed and each party shall bear the proportionate costs of that party, its officers, directors, employees, volunteers, agents, its respective governing Board and each party’s contractors and subcontractors.

ARTICLE X.

CLAIMS
A Member who becomes aware of a claim or suit that in anyway, directly or indirectly, contingently or otherwise, affects or might affect other Members of this Agreement shall provide prompt and timely notice to the Members who may be affected by the suit or claim. Each Member reserves the right to participate in the defense of such claims or suits as necessary to protect its own interests.

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ARTICLE XI.

NOTICE
Any notice and other communications required under this Agreement will be in writing, and will be deemed to have been duly given upon the date of service, if (a) served personally on the party to whom notice is to be given, or (b) sent by electronic mail, and the party to whom notice is to be given confirms receipt, or (c) on the third day after mailing, if mailed to the party to whom notice is to be given, by first-class mail, postage prepaid, and properly addressed to the following:

City Manager
City of Roseville
311 Vernon Street
Roseville, California 95678
General Manager
Sacramento Suburban Water District
3701 Marconi Avenue, Suite 100
Sacramento, California 95821-5346
Member Responsibility. Members shall identify an Authorized Official and alternates; provide contact information including 24-hour access, and maintain resource information that may be available from the utility for mutual aid and assistance response. Such contact information shall be updated annually or when changes occur, and be provided to the other agency.

ARTICLE XII.

CONFIDENTIAL INFORMATION
To the extent provided by law, each Member shall maintain in the strictest confidence and shall take all reasonable steps necessary to prevent the disclosure of any Confidential Information disclosed under this Agreement. If any Member requests or demands, by subpoena or otherwise, that a Member disclose any Confidential Information disclosed under this Agreement, the Member shall immediately notify the owner of the Confidential Information and shall take all reasonable steps necessary to prevent the disclosure of any Confidential Information by asserting all applicable rights and privileges with respect to such information and shall cooperate fully in any judicial or administrative proceeding relating thereto.

ARTICLE XIII.

EFFECTIVE DATE & TERM AND TERMINATION
This Agreement shall be effective after each Member’s authorized representative executes the Agreement. This Agreement will remain in effect until terminated by City or SSWD upon giving 90-day written notice of termination to the other party.

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ARTICLE XIV.

WITHDRAWAL
A Member may withdraw from this Agreement by providing written notice of its intent to withdraw to the other member agency Authorizing Official. Withdrawal takes effect 60 days after the appropriate officials receive notice. Withdrawal from this Agreement shall in no way affect a Requesting Member’s duty to reimburse a Responding Member for cost incurred during a Period of Assistance, which duty shall survive such withdrawal.

ARTICLE XV.

GENERAL PROVISIONS
A. Supporting Resolutions. Each party represents that it has legal authority to enter into this Agreement and to perform its obligations hereunder, and will provide to the other party concurrent with execution of this Agreement, a duly-authorized resolution or other document authorizing the person executing this Agreement to do so.

B. Integration. This Agreement constitutes the sole, final, complete, exclusive and integrated expression and statement of the terms of this contract concerning the subject matter of this Agreement, and superseded all prior negotiations, representations or agreements, either oral or written, that may be related to the subject matter of this Agreement.

C. Construction and Interpretation. The parties acknowledge that this Agreement has been arrived at through negotiation, and that each party has had a full and fair opportunity to revise the terms of this Agreement. Consequently, the normal rule of construction that any ambiguities are to be resolved against the drafting party will not apply in construing or interpreting this Agreement.

D. Severability. The parties agree that if any term or provision of this Agreement is declared by a court of competent jurisdiction to be illegal or in conflict with any law, the validity of the remaining terms and provisions shall not be affected, and the rights and obligations of the parties shall be construed and enforced as if the Agreement did not contain the particular term or provision held to be invalid.

E. Amendment. The terms of this Agreement may be modified or amended only by a subsequent written agreement approved and executed by the parties.

F. Relationship of Parties. Nothing in the Agreement will be construed to create an association, joint venture, trust or partnership, or to impose a trust or partnership covenant, obligation or liability.

G. Prohibition on Third Parties and Assignment of Rights/Duties. This Agreement will not be construed to create any third-party beneficiaries. This Agreement is for the sole benefit of the parties and their respective successors and permitted transferees and

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assigns, and no other person or entity will be entitled to rely on or receive any benefit from this Agreement or any of its terms.

H. Insurance. Each Member, at its sole cost and expense, shall carry insurance or self-insure to cover its activities in connection with this Agreement, and obtain, keep in force and maintain, insurance or equivalent programs of self-insurance, for general liability, workers compensation, property, professional liability, and business automobile liability adequate to cover its potential liabilities hereunder. Each party agrees to provide the other thirty days advance written notice of any cancellation, termination or lapse of any of the insurance or self- insurance coverages. Failure to maintain insurance as required in the Agreement is a material breach of contract and is grounds for termination of the Agreement.

I. Successors and Assigns. This Agreement will bind and be for the benefit of the respective successors and assigns of the parties, except that, no assignment or transfer of any rights or duties of a party under this Agreement will be effective unless approved in writing by the other party.

J. Opinions and Determinations. Where the terms of this Agreement provide for an action to be based on the opinion, determination, approval or review of either party, such terms are not intended to be, and will not be construed as permitting, such action to be arbitrary, capricious or unreasonable. Any opinion, determination, approval or review required of a party under this Agreement will be provided in a timely manner.

K. Reasonable Cooperation. The parties will reasonably cooperate with each other, including the execution of all necessary documents, to carry out the purposes and intent of this Agreement.

L. Waiver. The waiver at any time by a party of its rights with respect to a default or other matter arising in connection with this Agreement will not be deemed to be a waiver with respect to any subsequent default or matter.

M. Remedies Not Excusive. The remedies provided in the Agreement are cumulative and not exclusive, and are in addition to any other remedies that may be provided by law or equity. The exercise by either party of any remedy under this Agreement will be without prejudice to the enforcement of any other remedy.

N. Contact Persons. Each party will designate in writing to the other party from time to time its operational personnel (including on-call personnel) for contact purposes under this Agreement, as presented in Exhibit 3.

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The foregoing is hereby agreed to by the parties as of the effective date of this Agreement.

City of Roseville
By
___________________________________
Dominick Casey, City Manager
Sacramento Suburban Water District
By
___________________________________
Daniel York, General Manager
Attachments:

Exhibit 1 – Place of Use Boundaries
Exhibit 2 – City and SSWD Interconnection
Exhibit 3 – Emergency Interconnection Operating Criteria Exhibit 4 – City and SSWD Water System Inventory
Exhibit 5 – City and SSWD Organization Charts
Sources: Esri, HERE, Garmin, Intermap, increment P Corp., GEBCO, USGS, FAO, NPS, NRCAN, GeoBase, IGN, Kadaster NL, Ordnance Survey, Esri Japan, METI, Esri China (Hong Kong), (c) OpenStreetMap contributors, and the GIS User Community Exhibit 1: City of Roseville Service Area Place of Use Boundaries B:\EU\MAPSHARE\ARC STUFF\HigginsJane\Mutual Aid Agreement Between Roseville & SSWD\MMA Exhibit 1 Map - COR Service Area Boundary.mxd Date Saved: 6/11/2024 2:28:50 PM Environmental Utilities  Technical Services [
0 0.5 1
Mile
City Boundary
Service Area

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT EXHIBIT 2

CITY & SSWD

INTERCONNECTION

SUMMARY
This document provides details related to the water system interconnection included in this Agreement.

LIST OF INTERCONNECTION(S)
Interconnection
Label on Map
Location Related
facilities
Flow
direction
Comments
Intertie 9898 Antelope Road
A location map of the interconnection to be used to supply emergency water under this Agreement is provided on Exhibit 2. Detailed maps for illustrating the location of the interconnection, including pipelines, meter valves, control valves, related facilities are provided on Exhibit 2 – Figure 2.
^_
SSWD Service Area
City of Roseville

PLACER COUNTYSACRAMENTO COUNTY
§¨¦
I 80

COR & SSWD
Interconnection

DOUGLAS BLVD
PARKDR

BASELINE RD

KING RD
FIDDYM
ENT RD

SUNSET BLVD

SIERRACOLLEGEBLVD

BASE LINE RD
FO
O

THILLS BLVD

BLUE OAKS BLVD

PACIFIC ST

PLEASANT GROVE BLVD

INDUSTRIAL AVE

CIRBY WAY

E ROSEVILLEPKWY
EURE
KA
R
D

JUNCTI ON BLVD

TAYLOR RD
W
ASHING
TO
N
BLVD

SUNRISE AVE

ROSEVILLEPKWY

FAIRWAY
DR
STANFO
RD

RANCHRD
RO

CKYRIDGE DR
N

SUNRISEAVE
W
HITNEY
BLVD

ATLANTIC ST
RIVER

SIDE AVE

GALLERIA BLVD

DEL WEBBBLVD

HARDING
BLVD
W

ILDCAT BLVD
W

ESTBROO
K
BLVD

VERNON ST

S CIRBY WAY

SECRET RAVINE PKWY

FOOTHILLS BLVD N
LO
N
ETREE
BLVD
SU
N

CITYBLVD

S WHITN EYBLVD

ROSEVILLE RD

WSTANFORD RANCH RD

AUBURN BLVD
TAYLOR
RD

GREENBACK LN

ELVERTA RD

OAK AVE

ELKHORN BLVD
W

ATT AVE

ANTELOPE RD

HAZEL AVE

AUBURN BLVD
W
ALERG
A RD

MADISON AVE

SUNRISE BLVD
M

AIN AVE

ROSEVILLE RD
DON
JULIO
BLVD
FAIR O

AKS BLVD

OLD AUBURN RD
16TH ST
DE
W
EY
DR

HILLSDALE
BLVD
RIO

LINDA BLVD

PALM AVE
FO
LSO
M
BLVD
FOLSOM
-AUBURN
RD

POKER LN

NATOMA ST
VAN M

AREN LN

W ELVERTA RD

SYLVAN RD

SAN JUAN AVE

GARFIELD AVE

W ELKHORN BLVD

OAK AVENUE PKWY

E BIDWELL ST

PALMERSON DR

PALM AVE
County Boudary
City of Roseville
Portion of SSWD
Interconnection
^_
.

NTS
MAA Exhibit 2 - Figure 1
Interconnection Map - COR & SSWD Interconnection
Drawn by: JWS - SSWD
Date: October 8, 2024
File: MAA Exhibit 2.mxd
20''x36" Reducer
Corrosion Protection Bond
Junction & Insulated Flange
Test Station
Large Diameter Hydrant
Blow Off Gate Valve
Butterfly Main Line Valve
Butterfly Main Line Valve
Inspection Plate
Inspection Plate
Blow Off
Hydrant
Corrosion Protection Bond Junction &
Insulated Flange Test Station
SSWD
Water Main
9898
Antelope
Rd
Antelope Rd
6''20''
36''
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`
`
!
!Û
d
(d
(d
MAA Exhibit 2 - Figure 2 - Detailed Map - COR & SSWD Interconnection B:\EU\MAPSHARE\ARC STUFF\HigginsJane\Mutual Aid Agreement Between Roseville & SSWD\MAA Exhibit 2 - Figure 2 Map - Detailed Map - COR & SSWD Interconnection.mxd Date Saved: 10/10/2024 4:18:24 PM Environmental Utilities  Technical Services [
0 10
Feet

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT EXHIBIT 3

CITY & SSWD

EMERGENCY INTERCONNECTION OPERATING CRITERIA

OPERATING CRITERIA
This document outlines general delivery guidelines and criteria for the operation of service connection(s) between City and the SSWD (Agencies).

The water service connection(s) available for emergency use are described in Exhibit 2 of this agreement.

LIST OF CONTACTS
The following listed City and SSWD contact names and phone numbers is provided in order of contact priority.
8:00 a.m. – 4:30 p.m., Monday – Friday
City
Main 916-774-5750
Water Utility Manager 916-746-1764
Water Distribution Superintendent 916-774-5753
Water Treatment Plant Chief Operator 916-746-1996
SSWD
Main 916-972-7171
Superintendent –Production 916-679-2892
Operations Manager 916-679-2883
Engineering Manager 916-679-3991
Assistant General Manager 916-679-2887
General Manager 916-679-3973
4:30 p.m. – 8:00 a.m., Monday – Friday, and weekends and Holidays Each Agency’s answering service will be instructed to notify its on-call personnel. The on-call personnel will be instructed to notify one of the above personnel.

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT

OPERATIONAL PARAMETERS
The following are some parameters to potentially address:

1. For initial start-up, and for subsequently significant shutdown periods, Responding Agency will call to communicate delivery status.

2. Operator from the Responding Agency will check the system pressure. If the system pressures are adequate, water can be provided. If pressures are not adequate, the Responding Agency will deny the request for delivery and the valve will not be opened.

3. When the Responding Agency authorizes a request for delivery, and the intertie connection valve(s) has been opened, each Agency’s Operator shall monitor the pressure in their system.

If at any time, the pressures fall below minimum operating parameters in the Responding Agency’s service area, the Responding Agency shall notify the Requesting Agency of the need to reduce flow at the intertie(s).

4. The Responding Agency shall be responsible for reading the meter and recording the time and flow quantities.

5. The aforementioned delivery criteria can be modified at the discretion and approval of the Agencies.

OPERATIONAL PROCEDURES

1. Opening of Valve(s) – Appropriate representatives of both SSWD and City will meet at the intertie site(s), verify the meter reading(s), and then open the valve(s) slowly until fully open.

2. Setting Pressure Sustaining Valve, where applicable – The valve shall be set by representatives from the Requesting Agency and verified by the Responding Agency. The pressure setting will allow water to enter the Requesting Agency system should the Requesting Agency’s system pressure drop below 30 psi.

3. Closing of Valve(s) – Both City and SSWD representatives will meet at the intertie site(s), verify the meter reading(s), and then close the intertie valve(s).

AGREEMENT:

Both parties agree to the procedures and conditions set forth in this document to deliver water to the designated Interconnection(s) set forth in this Agreement, by and between the CITY OF ROSEVILLE and the SACRAMENTO SUBURBAN WATER DISTRICT.

Dated: _______________ _____, 20__

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT

CITY OF ROSEVILLE
By:

Dominick Casey, City Manager

SACRAMENTO SUBURBAN WATER DISTRICT
By:

Daniel York, General Manager
EXHIBIT 4

CITY OF ROSEVILLE & SACRAMENTO SUBURBAN WATER DISTRICT

RESOURCE INVENTORY

SUMMARY
To be furnished when services are provided.

This document provides an inventory of resources including personnel and equipment for each Member. An inventory of supplies is located in each Member’s inventory database and a current list from the Responding Member’s inventory database can be provided to the Requesting Member upon request.

City Council
Mayor/
Council Members
Grants
Advisory
Commission
Library Board
Parks &
Recreation
Commission
City Attorney
City Manager
Personnel
Board
Planning
Commission
Public Utilities
Commission
Senior
Commission
Transportation
Commission
Public Affairs /
Communications
Parks,
Recreation, &
Libraries
Fire
Assistant City
Manager/Chief
Financial Officer
Assistant City
Manager
Environmental
Utilities
Police
Public Works
Finance
Information
Technology
Roseville
Residents
Roseville Electric
Economic
Development
The City Council also acts as
the
Board for the following:

Housing Authority
Finance Authority
Natural Gas Financing Authority
Successor Agency
The City Council also acts as
the
Board for the following:

Housing Authority
Finance Authority
Natural Gas Financing Authority
Successor Agency
City Clerk
Development
Services
Assistant City
Manager
Human Resources
Exhibit 5
WWaatteer r DDiissttriributibutionon
SSupervuperviissoorr
Grou Groundwa ndwat te er r
Ope Opera rat ti ions ons
SSeenniioror WD WD WWorkorkeerr
Met Mete er/ r/P Pre rev ve ent nta at ti iv ve e
Ma Mai int nte ena nanc nce e
WD Worker
Construction
WD Worker
Construction
WWa at te er r TTre rea at tm me ent nt
PPl la an nt t Opera Operat tor or
Water
Conservation
Specialist
Water
Conservation
Specialist
Water
Conservation
Worker
Water
Conservation
Worker
Water
Distribution
Supervisor
Water Quality
Water
Distribution
Supervisor
Water Quality
Senior WD
Worker
Groundwater
Operations
Senior WD
Worker
Groundwater
Operations
Senior WD
Worker
Water Quality
Senior WD
Worker
Water Quality
Environmental Utilities Department
Water Utility
Tre Treaattmmeentnt
WWTP TP CCh hi ie ef f Op Ope era rat to or r
DDiissttriributiobutionn
WWaatteer r DDiissttriributibutionon
SSuperi uperint nte endent ndent
Water
Conservation
Administrator
Water
Conservation
Administrator
WD Worker
Leak Repair
WD Worker
Leak Repair
WD Worker
Water Quality
WD Worker
Water Quality
Env Envi ir ro onm nme en nta tal l
Utili Utilitie ties s Ass Assi is sta tant nt
DDi ir re ec ctor tor
WWaatteer r DDiissttriributibutionon
SSupervuperviissoorr
Met Meteer/r/PPrerevveentntaattiivvee
Mai Maint nte enanc nance e
Wa Watteer r Di Dissttriributibutionon
SSuperv upervi is so or r
CConst onstruc ruct ti ion on
WD Worker
Groundwater
Operations
WD Worker
Groundwater
Operations
WWDD WWoorkrkeerr
Met Mete er/ r/P Pre rev ve ent nta at ti iv ve e
Mai Maint nte enanc nance e
Senior WD
Worker
Leak Repair
Crew
Senior WD
Worker
Leak Repair
Crew
Senior WD
Worker
General
Construction
Senior WD
Worker
General
Construction
EEU U CCom ompl pli ia ance nce
AAdm dmi in ni is st tra rat tor or
Of Off fi ic ce e
AAs ss si is st ta an nt t
Water Quality
Technician
Water Quality
Technician
Wa Wat te er Utili r Utility ty MMa an na age ger r
Principal
Engineer
Principal
Engineer
EngineeringWater EfficiencyDistributionTreatment Plant
Senior
Engineer
Senior
Engineer
Management
Analyst
Management
Analyst
Data Mgmt
Specialist
Data Mgmt
Specialist
ComplianceEU Government
Relations
UUttiilliittyy GGoovveernmrnmeentnt
RRe el la at ti io ons Ad ns Adm mi in n
Government
Relations Rep
Government
Relations Rep
Of Off fi ic ce e
AAs ss si is st ta an nt t
Administrative
Technician
Administrative
Technician
Customer Service
Organization Chart
SSWD Administrative Office
3701 Marconi Avenue, Suite 100 | Sacramento, CA 95821-5346 Phone: 916.972.7171 | Fax: 916.972.7639
Office Hours: 8:00 a.m. to 4:30 p.m. Monday-Friday
Website: sswd.org 05/20/2024
Information
Technology Manager
Board of
Directors
General
Manager
District Counsel
Assistant/Associate
Engineer
Human Resources
Technician
Executive Assistant
to the General Manager
Assistant
General Manager
Operations
Manager Safety/Risk
Officer
Facilities and Fleet
Specialist
Field Operations
Coordinator
Human Resources
Manager
Customer Services
Manager
Senior Customer
Service
Representative
Engineering
Manager
Controller
Director of Finance
and Administration
Superintendent
(Production)
Instrumentation
Technician
Superintendent
(Distribution)
Foreman
(Distribution)
(8) Distribution
Operator I/II
Foreman
(PM Program)
Environmental
Compliance Supervisor
Senior Environmental
Compliance Technician
(4) Distribution
Operator I/II
(4) Distribution
Operator I/II
Conservation and
Communications Supervisor
Foreman
(Production)
Production
Operator I/II
Foreman
(Field Services)
(2) Water Conservation
Technician I/II
GIS
Coordinator
IT
Technician I/II
Engineering
Drafter
Senior
Inspector
Project Manager/
Sr Project Manager
Senior Engineer
Accountant I/II
Assistant/Associate
Engineer
IT
Analyst
Foreman
(Production)
(8) Production
Operator I/II
(4) Customer
Service
Representative I/II
SCADA
Technician I/II
Sr. Accounting
Technician
Purchasing
Specialist
Engineering Project
Coordinator
(2) Environmental
Compliance Technician
Cross Connection
Control Specialist
Project Manager /
Sr Project Manager

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT Equipment Inventory – SSWD: To be furnished when services are provided.

MUTUAL AID AND ASSISTANCE AGREEMENT BETWEEN

CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN WATER DISTRICT Equipment Inventory – City: To be furnished when services are provided.

RESOLUTION NO. 24-376

APPROVING AN AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND

SACRAMENTO SUBURBAN WATER DISTRICT, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, an Agreement Between City of Roseville and Sacramento Suburban Water District for Cost Sharing, Ownership, Operation and Maintenance of Interties, 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.

PASSED AND ADOPTED by the Council of the City of Roseville this ___ day of ______________, 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR

ATTEST:

________________________
City Clerk

AGREEMENT BETWEEN CITY OF ROSEVILLE AND SACRAMENTO SUBURBAN

WATER DISTRICT FOR COST SHARING, OWNERSHIP, OPERATION AND

MAINTENANCE OF INTERTIES
This Agreement Between City of Roseville and Sacramento Suburban Water District for Cost Sharing, Ownership, Operation and Maintenance of Interties ("Agreement") is entered into as the _____ day of __________________, 2024, by and between City of Roseville, hereinafter "CITY" and Sacramento Suburban Water District, hereinafter "SSWD". The "Parties" refers jointly to both parties to this Agreement and a "Party" refers to one of the parties to this Agreement.

BACKGROUND
A. The CITY is a Charter City located in Placer county, provides retail water services within the City’s boundaries and is generally bounded by Sierra College Bl, Highway 65, Santucci Blvd., and Baseline Rd. ("CITY Service Area").

B. SSWD is a county water district in Sacramento County serving portions of the unincorporated communities generally bounded by the Placer County line to the north; Dewey Drive, Manzanita Avenue and Walnut Avenue to the east; the American River to the south; and the City of Sacramento and the western boundary of McClellan Park to the west ("SSWD Service Area”).

C. This Agreement covers responsibilities and financial obligations of the Parties, jointly and individually, for the operation and maintenance of the interties described in Section 1 below.

D. This Agreement shall supplement the Mutual Aid and Assistance Agreement Between the CITY and SSWD dated ________________ (the “Mutual Aid Agreement”). To the extent of any inconsistencies between the two agreements, the Mutual Aid Agreement shall control.

AGREEMENT
NOW THEREFORE, in consideration of the mutual promises contained herein, the Parties hereby agree as follows:

1. Antelope Road Intertie
i. Intertie Location. The Antelope Road Intertie is located at 9898 Antelope Road, Roseville, CA 95747. This is the northwest corner of Antelope Road and the Placer County and Sacramento County line.

ii. Intertie Description. Following is a list of the major components of the intertie facility.
a) One 20” bidirectional magnetic flow meter (20MGD capacity) in an underground vault which also contains pressure instrumentation and vault flood detection b) Yard piping and valves
i. From flow meter to City’s water distribution system: 20” D.I.P., 20” butterfly valve, 20” Tee, 20”x36” reducer, 6 inch hydrant blow off valve, and 36” CCP. ii. From flow meter to SSWD’s water distribution system: 20” D.I.P., 20” butterfly valve, 20” Tee, 20”x36” reducer.
c) Electrical control pedestal consisting of three sections i. Section 1- SSWD PLC
ii. Section 2- City PLC
iii. Section 3- Power Distribution/metering
d) Telemetry consisting of two 450 MHz radio antennas, one each for SSWD and City

2. Ownership and Maintenance of Interties.

a) SSWD shall be the owner of the pipelines and appurtenances from the flange on the south side of the bi-directional flow meter to a point of connection with its distribution system, the electrical control pedestal Section 1, and dedicated radio antenna. SSWD shall be solely responsible for all costs and expenses relating to the operation, maintenance, repair, and replacement of these pipelines and appurtenances after construction.

b) CITY shall be the owner of the pipelines and appurtenances from the flange on the north side of the bi-directional flow meter to a point of connection with its distribution system, the electrical control pedestal Section 2, and dedicated radio antenna. City shall be solely responsible for all costs and expenses relating to the operation, maintenance, repair, and replacement of these pipelines and appurtenances after construction.

c) BOTH PARTIES shall jointly own the flow meter vault, flow meter and appurtenances within the vault, electrical pedestal Section 3, and site security fencing. All expenses associated with the repair, operation, maintenance, and replacement of these intertie components shall be jointly paid by the Parties in equal shares. To the extent there are any inconsistencies between the terms of the Mutual Aid Agreement and this Agreement, the Mutual Aid Agreement shall control.

3. Wholesale Water Rates and Charges.

Pursuant to the Mutual Aid Agreement, both Parties will set wholesale water rates and charges from time to time for furnishing interim water supplies to the Requesting Party, that reflect the Responding Party's costs of furnishing interim water supplies, including without limitation, the costs of untreated water, extraction, treatment, conveyance, wheeling (if applicable), and the cost of operation, maintenance, repair, replacement of, and capital improvements to, the Responding Party's Water System, together with costs incurred by the Responding Party under other sections of the Mutual Aid Agreement. The Responding Party's wholesale water rates and charges will reflect the cost of water depending on the sources of supply utilized by the Responding Party. The wholesale water rate upon the effective date of this Agreement will be the current rates at the time of this Agreement. The current rates at the time of this Agreement are attached as Exhibit A. The rate reflects the cost of providing water service from all sources of supply available to the Responding Party during the term of this Agreement. In no event will the amount charged to the Requesting Party for water supplies under this Agreement exceed the total retail rate charged by the Responding Party to retail water customers of the Responding Party in its service area. Nothing in this Agreement or the Mutual Aid Agreement shall require the City to provide retail potable water service to new service areas outside its corporate limits, in accordance with the Roseville Charter Section 10.01.

4. Representatives.

The Parties will each designate a Representative to serve as liaison in connection with the performance of the obligations described in this Agreement.

5. Access to Property and Facilities.

The Parties shall grant each other permission for necessary, reasonable, and noticed access to property and facilities. Each Party agrees to grant easements to the other as may be necessary.

6. Indemnification.

A Party (“Indemnifying Party”) shall, at its expense and the request of the other Party (“Indemnified Party”), defend, indemnify, and hold harmless the Indemnified Party, and its directors, officers, employees, agents, representatives, and independent contractors, from any and all claims, causes of action, damages, suits, judgments, attorneys' fees, and liability of every description arising from or relating to the negligence, wrongful acts or breach of contract of the Indemnifying Party or its directors, officers, employees, agents, representatives, or independent contractors in their performance of this Agreement.

7. Governing Law.

This Agreement shall be construed, interpreted, and applied in accordance with the laws of the State of California.

8. Amendments to this Agreement.

Any amendments to this Agreement must be approved in writing by both Parties.

9. Assignment.

Neither Party will have the power or right to assign this Agreement or any rights or responsibilities hereunder without obtaining the other Party’s prior written consent.

10. Further Assurance.

Each Party agrees to cooperate in providing information and documents to the other Parties, and shall execute, acknowledge, and deliver, or cause to be executed, acknowledged, and delivered, such further instruments and documents as may be reasonably necessary in order to complete the transactions contemplated in this Agreement and to carry out the intent and purpose of this Agreement.

11. Severability.

If any term or provision of this Agreement shall, to any extent, be held invalid or unenforceable, the remainder of this Agreement shall not be affected.

12. Waivers.

A waiver or breach of covenant or provision in this Agreement shall not be deemed a waiver of any other covenant or provision in this Agreement, and no waiver shall be valid unless in writing and executed by the waiving Party. An extension of time for performance of any obligation or act shall not be deemed an extension of the time for performance of any other obligation or act.

13. Interpretation.

Each Party has reviewed and revised this Agreement in consultation with its legal counsel and agrees that the rule of construction to the effect that any ambiguities are to be resolved against the drafting Party shall not be employed in the interpretation of this Agreement or any amendments or Exhibits hereto. This Agreement shall be construed neither for nor against any Party, but shall be given a reasonable interpretation in accordance with the plain meaning of its terms and the intent of the Parties.

14. Signatures and Authority.

Each Party warrants that the person signing this Agreement is authorized to act on behalf of the Party for whom that person signs. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute the same instrument. Counterparts may be delivered by facsimile, electronic mail (including PDF or any electronic signature complying with California’s Uniform Electronic Transactions Act (Cal. Civ. Code, §1633.1, et seq.) or any other applicable law) or other transmission method. The Parties agree that any electronic signatures appearing on the Agreement are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date set forth above.

Dominick Casey, City Manager Dan York, General Manager City of Roseville Sacramento Suburban Water District

EXHIBIT A

SSWD Wholesale Water Rates
Rate 2023 2024 2025 2026 2027
Non-Residential
$/100 Cubic ft
$1.47 $1.52

City of Roseville Water Rates
Rate 7/1/2023 7/1/2024 7/1/2025 7/1/2026 7/1/2027
$/100 Cubic ft $1.59 $1.66

COUNCIL COMMUNICATION
CC #:
3610
File #:
0800-02
Title:

Construction Paving Services – On-Call Construction Services Agreement Contact:

Inderpreet K Chaggar 916-774-5553 [email protected]

Meeting Date: 11/6/2024
Item #: 7.7.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution authorizing the City Manager to execute an On-Call Construction Services Agreement with B&M Builders Inc. for Construction Paving Services. Additionally, staff requests authority for the City Manager of his designee 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 each year, or until City staff determines that continuing with the vendor is in the City’s best interest.

BACKGROUND
The City of Roseville Environmental Utilities Department (EU) owns and operates the Dry Creek Wastewater Treatment Plant (DCWWTP), Pleasant Grove Wastewater Treatment Plant (PGWWTP), Barton Road Water Treatment Plant (BRWTP), as well as, a Distribution System for Potable Water, a Collection System for Wastewater, and a Recycled Water Distribution System.

From time to time, the City has small construction paving projects that need to be completed in a relatively short period of time. These projects may be funded from the Environmental Utilities Department's rehabilitation program, operating budgets, or capital improvement program and must be completed due to operational or maintenance needs.

On July 1, 2024, a Request for Proposal #08-133 was released, soliciting On-Call Construction Paving Services
looking for contractors that could provide the following services:

Perform new paving or patch/repair and/or rehabilitation paving work, as identified by EU staff for facilities located within the Recycled Water Distribution System, within the Potable Water Distribution System, at BRWTP, at DCWWTP, at PGWWTP, within the Wastewater Collection System, and within City streets.

One (1) firm submitted a proposal to the City Clerk’s office for review and consideration. Based upon review of the proposals by the EU’s Proposal Evaluation Committee, the proposal of B&M Builders Inc, was identified as providing the best value to the City.

FISCAL IMPACT
The not-to-exceed cost for the services for the agreement is $500,000 per year, for up to three years. There is no guaranteed minimum amount of work provided in the contracts, and payment will only be made for work completed. These projects may be funded from the Environmental Utilities’ rehabilitation programs, operating budgets, and/or capital improvement programs, at no cost to the General Fund.

ENVIRONMENTAL REVIEW
The proposed project allows for the repair, maintenance, and minor alteration of existing facilities, if needed during the contract period. This activity is categorically exempt from CEQA as a Class 1 Exemption (State CEQA Guidelines Section 15301). The Exemption has been prepared and no further CEQA action is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal C - Maintain a safe and healthy community
Goal F - Invest in well-planned infrastructure and growth

Respectfully Submitted,
Inderpreet K Chaggar, Senior Engineer
Richard Plecker, Environmental Utilities Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-368
Agreement
Notice of Exemption
RESOLUTION NO. 24-368

APPROVING AN ON-CALL CONSTRUCTION SERVICES AGREEMENT, BY AND BETWEEN THE CITY OF ROSEVILLE AND B&M BUILDERS, INC., AND

AUTHORIZING THE CITY MANAGER TO EXECUTE IT

ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, an on-call construction services agreement to provide construction paving services, by and between the City of Roseville and B&M Builders, 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.

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

[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D004\P005\00089278.DOCX; 09/16/2024]

EXHIBIT “A”

1.0 SCOPE OF SERVICES
EU is seeking proposals from qualified Paving Construction Service Providers to furnish construction services for projects with the EU. Contractor(s) are not required to propose on construction services listed for all utilities (bullets a thru e). See “Guidelines and Requirements” below. The selected contractor(s) will be placed on a list of “Qualified Contractors”. The Contractor(s) on the “Qualified List” shall provide all the materials/parts, labor, equipment, obtain all required permits, and follow City and governing agency standards and requirements to provide services, including, but not limited to the following:
a. Perform new paving or patch/repair and/or rehabilitation paving work for facilities located within the Recycled Water Distribution System. Exact facilities/locations will be determined for individual task(s) and limited design components may be required as part of the work. b. Perform new or patch/repair/rehabilitation paving work as identified by EU staff for facilities located within the Potable Water Distribution System including but not limited to work at the following sites: potable water wells, water storage tanks, booster pumping stations, pressure reducing stations and other ancillary facilities. Exact facilities/locations will be determined for individual task(s) and limited design components may be required as part of the work. c. Perform new or patch/repair/rehabilitation paving work as identified by EU staff at the Barton Road Water Treatment Plant (BRWTP). Exact locations will be determined for individual task(s) and limited design components may be required as part of the work. d. Perform new or patch/repair/rehabilitation paving work as identified by EU staff at either the Dry Creek Wastewater Treatment Plant (DCWWTP) or the Pleasant Grove Wastewater Treatment Plant (PGWWTP). Exact locations will be determined for individual task(s) and limited design components may be required as part of the work. e. Perform new or patch/repair/rehabilitation paving work as identified by EU staff for facilities located within the Wastewater Collection System including but not limited to work at the following sites: lift/pumping stations and other ancillary facilities. Exact facilities/locations will be determined for individual task(s) and limited design components may be required as part of the work.
f. Work may include paving work within/on City streets. Exact facilities/locations will be determined for individual task(s) and limited design components may be required as part of the work.
g. Work may include striping as part of the paving work. Exact facilities/locations will be determined for individual task(s) and limited design components may be required as part of the work.

Guidelines and Requirements:

The following guidelines and requirements shall be adhered to in performing all work that the successful Contractor(s) shall implement in accordance with this RFP. • All work shall be performed in accordance with the City of Roseville Design and Construction Standards, and any other governing regulatory standards. • All work shall be performed in accordance with any engineering plans and technical specifications provided by the City, as applicable.
• All activity shall be in conformance with the City of Roseville’s Municipal Code as applicable.
• The duration of each specific work assignment shall be defined on a case by case basis and will be included in writing when a specific scope of work is outlined by EU staff when the selected Contractor(s) is notified to commence a task. • By submitting a proposal, Contractor(s) agree to the following response times: shall mobilize and be on-site, ready to begin work within 21 business days of receiving a written (including e-mail notification) authorization by the EU to begin work. • Contractor shall be fully and solely responsible for all costs associated with repairing and or restoration of any existing facilities, which the contractor or their subcontractor’s damage, during the execution of the work. Any facilities damaged as a result of the contractors and/or subcontractors activities shall be restored to pre-construction conditions and the cost shall be borne by the Contractor. • Contractor shall be fully and solely responsible for all costs associated with re-doing work that is determined to be defective and/or does not meet City of Roseville’s construction standards and any other standards stated in the scope of work as determined by the City of Roseville’s Inspection staff in Engineer’s sole discretion. Such costs of re- inspection, including any costs incurred by the City for additional staff time or fees for third-party contractor inspectors, will be deducted from one or more progress payments hereunder.
• All clean-up of project areas, to pre-construction conditions shall be the responsibility of the Contractor.
• Submittals for all materials and parts to be used by the Contractor(s), shall be delivered to the City for review and approval prior to the Contractor(s) installing the work. Approval by the City of any materials or parts shall be only to confirm that materials and parts meet the City’s specification requirements. Approval by the City is not a guarantee that the Contractor shall not be liable for defective work or for work that does not conform to the City’s construction standards. The final work shall be inspected by City staff and a final approval, or rejection of the work, shall be made during the final inspection of the work by the City.
• Contractor shall be responsible for obtaining all required permits as applicable. • Contractor shall be responsible to off haul and dispose of all debris (at a legally approved location) generated by their work unless otherwise directed by the City. • Contractor shall not make adjustments to any City facility system settings or controls without prior authorization of City staff.
• All work shall be conducted, adhering to the guidelines of the City’s noise ordinance. • Where applicable, Contractor shall submit a traffic control plan that follows the California Manual of Uniform Traffic Control Devices guidelines, for review and approval by the City, prior to the start of work.
• All materials used by the Contractor shall be free of hazardous substances. • For all work conducted as part of this scope, the Contractor(s) shall be required to provide safety systems and devices and comply with all requirements per the Occupational Safety and Health Administration (OSHA), Cal/OSHA and the National Fire Protection Association as applicable to ensure that work is done in a safe manner to keep City staff, Contractor(s) and their staff, clients and the general public safe.

Additionally, the Contractor(s) shall be required to comply with all City of Roseville Safety Requirements.

[\\Rosenet\rosenetdfs\CITY ATTORNEY\CYCOM\WPDOCS\D004\P005\00089278.DOCX; 09/16/2024]

EXHIBIT “B”

Notice of Exemption

To: Placer County Clerk From: City of Roseville
Recorder’s Office Development Services Dept.
2954 Richardson Drive 311 Vernon Street
Auburn, CA 95603 Roseville, CA 95678

Project Title: Environmental Utilities On -Call Construction Paving Services (RFP # 08- 133) – Award of On-Call Construction Services Agreements

Project Location(s): Citywide at City-owned and operated facilities.

Project Description: The Environmental Utilities (EU) Department recommends the approval of an on-call construction service agreement that would allow for minor paving work associated with City projects and facilities for maintenance, repairs, and/or minor alternations needed to keep the facilities operating efficiently. Possible projects may include, but are not limite d to, new paving, patch/repair, and/or rehabilitation paving work, as identified by EU staff for facilities located within the Recycled Water Distribution System, within the Potable Water Distribution System, at the Barton Road Water Tre atment Plant ( BRWTP), Dry Creek Wastewater Treatment Plant (DCWWTP), Pleasant Grove Wastewater Treatment Plant ( PGWWTP), within the Wastewater Collection System, and within City streets. Projects allowable under this contract would not include any project that would result in increases in ca pacity or expansion of use. Any such projects that would result in increases in capacity and/or expansion of use would not able to use this on-call construction paving contract and would require separate CEQA analysis.

Public Agency Approving Project: Roseville City Council

Agency/Individual Carrying Out Project: City of Roseville Environmental Utilities Department

Reason why this Project is Exempt: The project qualifies for a Class 1 Categorical Exemption as described in Section 15301 of the California Environmental Quality Act (CEQA) guidelines which states:

“Class 1 (Existing Facilities) consists of the …repair, maintenance, …or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of use.

The project consists of a service agreement to provide on-call construction paving work associated with E U projects at f acilities citywide needed for repair, m aintenance, and/or minor alteration as needed. The project would not result in expansion of use. Consequently , the Class 1 Categorical Exemption applies.

Lead Agency Contact Person : Inderpreet Chaggar, Roseville Department of Environmental Utilities (916-938-1595).

Signature: Date: 9/18/2024
Jessica Lynch, Environmental Coordinator
City of Roseville

COUNCIL COMMUNICATION
CC #:
3626
File #:
0800-03
Title:

Western Area Power Administration – Confidentiality and Non-Disclosure Agreement Amendment
Contact:

Brian Schinstock 916-746-1658 [email protected]

Meeting Date: 11/6/2024
Item #: 7.8.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution authorizing the City Manager to execute Amendment 2 to the Confidentiality and Non-Disclosure Agreement with the Western Area Power Administration (WAPA).

BACKGROUND
WAPA is a federal agency that owns and operates hundreds of miles of transmission facilities in Northern California. Roseville’s electric system is connected to the WAPA transmission system in order to import and export energy at Roseville’s two receiving stations. To facilitate data exchange and control devices at remote locations, Supervisory Control and Data Acquisition (SCADA) and Energy Management Systems (EMS) are employed. The North American Electric Reliability Council (NERC) standards are followed, which may include certain confidential and sensitive business information.

Amendment 2 to the Confidentiality and Non-Disclosure Agreement updates the effective date from December 31, 2024 to December 31, 2028 and updates the designated coordinators to current staff members. All other terms and conditions remain the same.

FISCAL IMPACT
There is no fiscal impact associated with Amendment 2.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The amendment to the WAPA agreement is not considered a
“project” as defined by CEQA and consequently no CEQA action is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal E - Deliver exceptional city services

Respectfully Submitted,
Brian Schinstock, Electric Resource Planner
Daniel Beans, Electric Utility Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-380
12-SNR-01632 Amendment 2
RESOLUTION NO. 24-380

APPROVING AMENDMENT 2 TO WESTERN AREA POWER ADMINISTRATION CONTRACT 12-SNR-01632, AND AUTHORIZING THE CITY MANAGER TO EXECUTE

IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, Western Area Power Administration (WAPA) is a federal agency that owns and operates hundred of miles of transmission facilities in Northern California and the City of Roseville’s electric system is connected to the WAPA transmission system in order to import and export energy at Roseville’s two receiving stations; and

WHEREAS, to facilitate data exchange and control devices at remote locations, Supervisory Control and Data Acquisition (SCADA) and Energy Management Systems (EMS) are employed; and

WHEREAS, the North American Electric Reliability Council (NERC) standards are followed, which may include certain confidential and sensitive business information; and

WHEREAS, Amendment 2 to the Confidentiality and Non-Disclosure Agreement updates the effective date from December 31, 2024 to December 31, 2028 and updates the designated coordinators to current staff members; and

WHEREAS, Amendment 2 to the Confidentiality and Non-Disclosure Agreement, has been reviewed by City Council.

NOW, THEREFORE, BE IT RESOLVED by the Council of the City of Roseville that said Amendment 2 to the Confidentiality and Non-Disclosure Agreement for Contract 12-SNR-01632 is hereby 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 ______________, 2024, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR
ATTEST:

________________________
City Clerk
Department of Energy
Western Area Power Administration
Sierra Nevada Region
114 Parkshore Drive
Folsom, CA 95630-4710
Sent via E-Mail
Amendment 2 to
Contract 12-SNR-01632
Mr. Dominick Casey
City Manager
City of Roseville
Office of the City Manager
311 Vernon Street
Roseville, CA 95678
Dear Mr. Casey:

The City of Roseville (Roseville) and Western Area Power Administration (WAPA) are Parties to Non-Disclosure Agreement 12-SNR-01632 (Agreement). This Agreement became effective November 7, 2012, and was amended to extend the term through December 31, 2024. The Parties desire to extend the term of the Agreement through December 31, 2028, with this Amendment 2 (Amendment). Also included in this Amendment is an update to the Designated Coordinators.

The Parties agree the following sections of the Agreement are modified as follows:

1. Section D, Designated Coordina tors, of the Agreement is hereby deleted in its entirety and replaced with a new Section D as shown below:
“D. Designated Coordinators:

The Designated Coordinators for the Parties are:

WAPA:

Roseville:

Cory Danson
Power Operations Manager
114 Parkshore Drive
Folsom, CA 95630
(279) 221-0662
Leonard Ladd
Electric Technology Systems Administrator
2 090 Hilltop Circle
Roseville, CA 95747
(916)
774-5699

Amendment 2 to
Contract 18-SNR-02167

2 2. Section I.1 of the Agreement is hereby dele ted in its entirety and replaced with a new Section I.1 as shown below:

“I. Effective Date; Dura tion; Termination:

1. This Agreement shall be effective as of November 7, 2012, and will remain in effect through December 31, 2028, unless amended, in writing, by mutual agreement of the Parties. Notwithstanding the above, the provisions concerning non-disclosure of Confidential Information received under this Agreement shall survive the expiration of the term of this Agreement.”

This Amendment shall become effective upon execution by Roseville and shall remain in effect concurrently with the Agreement. Except as expressly modified by this Amendment, the Agreement shall remain in full force and effect and shall be subject to all the provisions of the Agreement, except as herein amended.

This Amendment may be executed in any number of counterparts and, upon execution and delivery by each Party, the executed and delivered counterparts together shall have the same force and effect as an original instrument as if all Parties had signed the same instrument. Any signature page of this Amendment may be detached by any counterpart of this Amendment without impairing the legal effect of any signatures thereon and may be attached to another counterpart of this Amendment identical in form hereto, by having attached to it one or more signature pages.

The Parties agree that this Amendment may be executed by handwritten signature or digitally signed using Adobe Sign or DocuSign. An electronic or digital signature is the same as a handwritten signature and shall be considered valid and acceptable.

Amendment 2 to
Contract 18-SNR-02167

2 If you are in agreement with the terms and conditions of this Amendment, please sign, attest and return it to Mr. Joshua Blake at [email protected]. If you have any questions regarding these arrangements, please contact Ms. Sandee Peebles at (916) 353-4454 or [email protected].

Sincerely,

Michelle R. Williams
Senior Vice President and
Sierra Nevada Regional Manager

Concurrence:

CITY OF ROSEVILLE

B y :

N a m e :
(Attest) Title:

B y : A d d r e s s :

Name:

Title: Date:

MICHELLE

WILLIAMS
Digitally signed by MICHELLE

WILLIAMS
Date: 2024.10.01 15:47:13
-07'00'

COUNCIL COMMUNICATION
CC #:
3630
File #:
0800-03
Title:

Environmental Energy Products - Brokerage Enabling Agreements Contact:

Glenn Hoffman 916-746-1670 [email protected]

Meeting Date: 11/6/2024
Item #: 7.9.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt resolutions authorizing the City Manager to execute brokerage agreements for environmental energy products with Amerex Brokers, LLC, STX Commodities, LLC, and Equus Energy Group, LLC.

BACKGROUND
Roseville Electric Utility operates under Electric Utility Risk Management Policies that prioritize the efficient and cost-effective buying and selling of renewable energy, environmental credits, and capacity products. The brokerage agreements with Amerex Brokers, LLC, STX Commodities, LLC, and Equus Energy Group, LLC provide the City with a structured framework for conducting secure, compliant transactions in Renewable Energy Certificates (RECs), California Carbon Allowances (CCAs), California Carbon Offsets (CCOs), Low Carbon Fuel Standard (LCFS) credits, Resource Adequacy (RA) capacity, and other environmental products. Each agreement includes tailored rate schedules and service terms specific to each broker’s expertise:

Amerex
: Offers brokerage services for a broad range of environmental commodities, including Renewable Energy Certificates (RECs), unbundled renewables, carbon offsets, and Resource Adequacy (RA) capacity.

STX Commodities
: Specializes in certificate brokerage, focusing on the sale, transfer, and management of RECs and other environmental certificates, with detailed terms for matched principal trading.

Equus:

Provides extensive brokerage services across LCFS credits, California Carbon Allowances (CCAs), RECs, carbon offsets, and RA capacity, with flexible fee schedules for various environmental and energy commodities.

FISCAL IMPACT
There is no fiscal impact associated with the execution of these enabling agreements.

Transactions facilitated by the attached agreements will conform to the Roseville Energy Risk Management Policies.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or that are otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. The execution of these brokerage agreements is not considered a “project” as defined by CEQA; consequently, no CEQA action is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world

Respectfully Submitted,
Glenn Hoffman, Electric Resources Planner
Daniel Beans, Electric Utility Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-382
Enabing Agreement with Amerex
Resolution 24-383
Enabling Agreement with STX
Resolution 24-384
Enabing Agreement with Equus
RESOLUTION NO. 24-382

APPROVING A BROKERAGE ENABLING AGREEMENT BETWEEN THE CITY

OF ROSEVILLE AND AMEREX BROKERS, LLC, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, Roseville Electric Utility operates under Electric Utility Risk Management Policies that prioritize the efficient and cost-effective buying and selling of renewable energy, environmental credits, and capacity products; and

WHEREAS, brokerage agreements provide the City with a structured framework for conducting secure, compliant transactions in Renewable Energy Certificates (RECs), California Carbon Allowances (CCAs), California Carbon Offsets (CCOs), Low Carbon Fuel Standard (LCFS) credits; and

WHEREAS, a Brokerage Enabling Agreement with Amerex Brokers, 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 hereby 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 ______________, 20__, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR

ATTEST:

________________________
City Clerk

Amerex Brokers LLC
Brokerage Services Agreement
This Brokerage Services A greement (“Agreement”) is made, entered into, and effective as of the date hereof by and between City of Roseville and its affiliates (“Customer”) and Amerex Brokers LLC (“Broker”).

SECTION: 1 Broker’s Representations
Broker provides brokerage services whereby it acts as the intermediary for transactions between buyers and sellers for, as applicable, over the counter contracts of sale for future delivery and other financial and physical products (including but not limited to environmental commodities like renewable energy credits; bundled and unbundled renewable energy , Resource Ad equacy (CA Capacity) , and carbon products, etc.). In this role, Broker facilitates trades by having both buyer and seller agree to the mutually acceptable terms (i.e., price, volume, date, etc.) upon which to complete the transaction.

SECTION: 2 Broker Acting as Intermediary Only
Customer agrees, acknowledges, and understands that Broker does not take title to any futures, or derivative contract or any physical commodity or other property (collectively, “Brokered Products”) that is the subject of any brokerage transaction and cannot guarantee delivery of Brokered Products . It is further agreed, acknowledged, and understood that Broker will be acting only as an agent or intermediary with respect to any transaction, not as principal, and, as such, shall have no b eneficial interest in any transaction and, therefore, shall not receive any of the benefits, or be responsible in any way for any of the obligations, of any principal with respect to any transaction brokered under this Agreement . Broker does not and cannot assess the legal capacity of counterparties to enter into contracts relating to the transaction(s), guarantee the delivery of any products subject to the transaction(s), or assess the creditworthiness of counterparties . Broker will not verif y or monitor independently Customer’s or counterparty’s credit limits and Customer is solely responsible for any and all losses resulting from transaction(s) rejected by clearing houses including but not limited to any claims by third parties against Broker. Customer is solely responsible for the settlement of each transaction . Further, Broker may be accepting a fee from both parties to any transaction for the sale or purchase of the Brokered Products. It is recognized and agreed by the parties that acceptance of a fee from both parties to any transaction is customary practice in the industry and does not represent a conflict of interest.

SECTION: 3 Customer’s Representations, Warranties, and Covenants Customer hereby represents and warrants as follows: (a) it has the legal authority and is duly authorized to execute and deliver this Agreement; (b) all transactions contemplated hereunder do not and will not violate any applicable law, or any judgment, decree, order or agreement, to which Customer is subject, and this Agreement is binding upon and enforceable against Customer in accordance with its terms; (c) any financial and other information provided by Customer on or prior to the date hereof at the request of Broker to perform Know Your Customer and credit checks, is or will be complete and accurate in all material respects and, in the case of financial information, fairly presents or will fairly present the financial condition of Customer as of the respective date (s) when such information is provided; ( d) it shall promptly notif y Broker in writing if any of the representations /warranties in this Agreement materially change or cease to be true and correct in any material respect s; (e) it has determined that the trading of the Brokered Products is appropriate for Customer and is prudent in all respects; (f) Customer Docusign Envelope ID: 330F80D8-379E-47A0-B221-27AA208891B1 2 has carefully examined the provisions of the documents by which it has given trading authority or control over its account to its representative and does so at its own risk, understands fully the obligations which it has assumed by executing those documents, and understands that Broker is in no way responsible for any loss to Customer due to the actions or inactions of the account representative and that Broker does not, by implication or otherwise, endorse the operating methods of such account representative; and (g) prior to agreeing to enter into a potential transaction it will have verified that it has sufficient credit available to conduct such transaction;
SECTION: 4 Term
The term of this Agreement shall begin as of the date written below and shall continue thereafter in full force and effect until terminated by either party upon thirty (30) days’ prior written notice. Termination shall not affect the completion of obligations that have arisen under this Agreement prior to such notice, including, without limitation, the payment to the Broker by the Customer of all Fees (as defined below) incurred but not paid.

SECTION: 5 Fees
(a) For Broker’s services hereunder, Customer agrees to pay Broker a fee (“ Fee”) for each transaction. This Fee will be reflected on each confirmation of transaction (“Confirmation”) delivered electronically, or otherwise, by Broker to Customer. Broker will invoice as described in Section 9 below.
(b) Customer agrees to pay the Fee to Broker as full compensation and consideration for the brokerage services rendered hereunder by Broker on behalf of Customer. The mutually agreed- upon rates between Broker and Customer are set forth on Schedule A annexed hereto, as may be amended in writing signed by Broker and Customer from time-to-time. However, in certain cases, the Fee payable to Broker may, with Customer’s written approval, deviate from the normal rate due to the service level provided.

SECTION: 6 Confidentiality and Recordings
The parties agree that they shall not, and shall ensure their respective representatives shall not, except as necessary to perform the activities contemplated by this Agreement, use , copy, or disclose any Confidential Information (as defined below) relating to the other party or this Agreement other than to its representatives who have a need to know such information to perform activities in connection with this Agreement. For purposes of the foregoing, “Confidential Information” shall mean all non-public, confidential, or proprietary information, data, reports, interpretations, forecasts , and records containing or otherwise reflecting information relating to the other party that is furnished by the other party in connection with this Agreem ent. Confidential Information shall not include material which: (a) was already in the public domain otherwise than through a breach of this Agreement ; (b) was available (otherwise than through a breach of a confidentiality agreement) to the party to whom such disclosure was made; (c) was disclosed with the written consent of the other party; or (d) is non-Customer specific internal-proprietary data that is aggregated or anonymized for internal or external usage. The parties shall have the right to disclose Confidential Information : (x) at the request of any regulator, including any self-regulatory organization, or any governmental agency ; (y) pursuant to applicable law or regulation; or (z) as required by court order, subpoena, or other legal process and, where permissible or practicable, shall notify the other party of such requested or required disclosure.

Docusign Envelope ID: 330F80D8-379E-47A0-B221-27AA208891B1 3 Broker and Customer each consent to the creation of a tape or electronic recording of all telephone conversations and the preservation of all electronic mail or instant mail messages between them and that any such recording will be retained in confidence, secured from improper access, and may be submitted in evidence in any proceeding or action relating to this Agreement, or in any proceeding or action relating to the transaction(s) between Customer and the relevant counterparty . Each party waives any further notice of such monitoring or recording and agrees to notify its officers and employees of such monitoring or recording and to obtain any necessary consent of such officers and employees. Each party waives any objections to the introduction of the recorded conversations into evidence to prove or disprove the terms and conditions of any transaction entered into between Customer and the relevant counterparty.

SECTION: 7 Confirmation of Transaction
Customer agrees to use Broker’s services as described above by providing a request to Broker either orally, telephonically, or in writing (electronically otherwise). For each completed transaction, Broker will provide a Confirmation of Transaction detailing, at a minimum, the following items: transaction type; transaction date; quantity; term; commission; counterparty; and price. Broker will deliver the Confirmation electronically for the Customer to review. Absent timely notification of disagreement, Customer will be deemed to have confirmed the terms identified in the Confirmation.

SECTION: 8 Exclusion of Liability
Except to the extent mandated by applicable law, Broker shall not be liable to the Customer by reaso n of any representation or any implied warranty, condition, or other term, or any duty at common law, or under the express terms of this Agreement, for any loss of profit or any indirect, special, or consequential damages in any amount. The entire liability of Broker for costs, expenses, or other claims of Customer (other than those caused by the gross negligence or willful misconduct of Broker or its employees) arising out of or in connection with the provision of the services hereunder by Broker t o the Customer and/or in connection with this Agreement shall not exceed the amount of Broker’s Fees for the provision of the applicable transaction in question. This Section shall survive the termination of this Agreement.

SECTION: 9 Billings, Payments and Notices
(a) Broker will deliver invoices electronically to the Customer for services provided during the preceding month, which shall be paid by Customer to Broker within thirty (30) days of the date thereof. This invoice will include transaction number, date, counterparty, price, volume, and commission.
(b) Any notice, request, demand, or other communication (collectively, “Notice”) pursuant to this Agreement must be given in writing as specified below using one of the following methods: personal delivery, Registered or Certified Mail (in each case, return receipt requested and postage prepaid), nationally recognized overnight courier (with all fees prepaid) or email. A Notice is effective: (i) if sent by Registered or Certified Mail, three (3) business days after the Notice is sent, and (ii) if sent by nationally recognized overnight courier or email , one (1) business day after the Notice is sent.
(c) All bills, payments, and any Notice between the parties shall be delivered to the attention of the following:

As to Customer:

Docusign Envelope ID: 330F80D8-379E-47A0-B221-27AA208891B1 4 Confirmations should be sent to: Email: [email protected] Invoices should be sent to: Email: [email protected]

Notices and other Communications:

City of Roseville
Attn: Legal or Contract Administration
311 Vernon St.

Roseville, CA 95678
Phone:

Email: [email protected]

As to Broker:

Payments: Richard Wommack; [email protected]

[Broker to provide wire instructions to Customer]

All other notices and other matters: Amalia Berrios
SVP and Senior Counsel
Amerex Brokers LLC
1 Sugar Creek Center Blvd., Suite 700
Sugar Land, Texas 77478
Phone: 281-340-5212
Fax: 281-220-8374
Email: [email protected]

With a copy to: Stephen M. Merkel, Esq.

Executive Managing Director and Chief Legal
Officer
BGC Group Inc.
499 Park Avenue
New York, New York 10022
Tel: (212) 829-4829
Fax: (212) 829-4708
Email: [email protected]
SECTION: 10 Choice of Law
This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of California, without regard to the principles of conflicts of law thereof.

SECTION: 11 Binding Nature; Assignment
This Agreement shall be binding upon the successors an d permitted assigns of the parties hereto; provided, however, that neither this Agreement nor any rights hereunder shall be assignable by the parties hereto without the written consent of the other; provided, however that Broker shall be permitted to assign this Agreement, in whole or in part, to any current or future affiliate or successor in interest of Broker without the consent of Customer.

Docusign Envelope ID: 330F80D8-379E-47A0-B221-27AA208891B1 5 SECTION: 12 Miscellaneous
Any headings appearing on this Agreement are for convenience only and do not affect the interpretation of this Agreement. No waiver, modification or amendment of this Agreement shall be binding on the parties unless in writing signed by all parties. This Agreement sets forth the entire agreement and understanding between the parties regardin g the subject matter hereof and there are no other representations, agreements, or understandings, oral or written, express or implied between the parties relating thereto. Each party hereto warrants that is has full authority to enter into this Agreement. This Agreement may be executed in several counterparts, each of which will be an original, and all such counterparts taken together will constitute one and the same Agreement. Counterparts may be executed in either original or electronically transmitte d form (e.g., faxes or emailed portable document format (PDF) form), which shall be accepted as if they were original execution signatures.

[SIGNATURE PAGE FOLLOWS]

Docusign Envelope ID: 330F80D8-379E-47A0-B221-27AA208891B1 6 IN WITNESS WHEREOF, the parties have executed this Agreement as of October 11, 2024.

CUSTOMER: BROKER:

CITY OF ROSEVILLE AMEREX BROKERS LLC

By: _____________________________ By: Randall Fenlon

Title: ____________________________ Title: Global Co-Head of Energy, Commodities & Shipping

Signature: _________________________ Signature: _________________________

Reviewed by Legal: ABerrios

[Signature page to the Brokerage Services Agreement
between City of Roseville and Amerex Brokers LLC]

Docusign Envelope ID: 330F80D8-379E-47A0-B221-27AA208891B1

7 SCHEDULE A

BROKERAGE RATES

Unless otherwise agreed by the parties in writing or over a recorded phone line the following brokerage rate shall apply to the following products:

As mutually agreed by the parties from time to time.

[Schedule A to the Brokerage Services Agreement between City of Roseville and Amerex Brokers LLC]
Docusign Envelope ID: 330F80D8-379E-47A0-B221-27AA208891B1

RESOLUTION NO. 24-383

APPROVING A BROKERAGE ENABLING AGREEMENT BETWEEN THE CITY

OF ROSEVILLE AND STX COMMODITIES, LLC, AND AUTHORIZING THE CITY

MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, Roseville Electric Utility operates under Electric Utility Risk Management Policies that prioritize the efficient and cost-effective buying and selling of renewable energy, environmental credits, and capacity products; and

WHEREAS, brokerage agreements provide the City with a structured framework for conducting secure, compliant transactions in Renewable Energy Certificates (RECs), California Carbon Allowances (CCAs), California Carbon Offsets (CCOs), Low Carbon Fuel Standard (LCFS) credits; and

WHEREAS, a Brokerage Enabling Agreement with STX Commodities, 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 hereby 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 ______________, 20__, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR

ATTEST:

________________________
City Clerk

General Agreement on sale and purchase of Certificates
This General Agreement on sale and purchase of Ce rtificates (including its Annex ) governs all transactions the Parties shall enter into relating to the purchase, sale, delivery and acceptance of Certificates, each such transaction being an "Individual Contract”. All Individual Contracts and this General Agreement shall form a single agreement between the Parties (collectively referred to as the " Agreement"). The provisions of this General Agreement constitute an integral part of each Individual Contract. In the event of any inconsistency between the General Agreement and any Individual Contract, the Individual Contract shall prevail.

1. Date of Agreement October 2, 2024

2. Reference Number
Party A 704335
Party B N/A

3. Party A STX Commodities, LLC, a limited liability company organized under the laws of the State of Delaware, United States, having its office address at Eleven Times Square, 31st floor New York, NY 10036, United States , e -mail:
[email protected].

4. Party B City of Roseville, having its address at 311 Vernon St, Roseville, CA 95678, United States.

Party A and Party B hereafter jointly referred to as the “ Parties” or individually as “Party” as the case may be.

5. Certificates To be confirmed in the Confirmation of Individual Contract, see Annex 1.

6. Production Domain To be confirmed in the Confirmation of Individual Contract, see Annex 1.

7. Quantity To be confirmed in the Confirmation of Individual Contract, see Annex 1.

8. Price To be confirmed in the Confirmation of Individual Contract, see Annex 1.

9. Taxes
The Seller will be responsible for any Taxes imposed on the transfer of each Certificate up to and including the time and place of its delivery. The Buyer will be responsible for any Taxes imposed on the receipt or ownership of each Certificate at or after time and place of its delivery. “Taxes” shall mean all national, state, local, foreign and other net income, gross income, gross receipts, sales, use, ad valorem, transfer, franchise, profits, license, lease, service, service use, withholding, premium, property, customs, duties or other taxes, fees (except as otherwise set forth in clause 10 below), assessments or charges of any kind imposed by any international, national, federal, state, municipal, county, regional or local government, administrative, judicial or regulatory entity operating under any applicable laws, together with any interest and any penalties, additions to tax or additional amounts with respect thereto.

10. Transaction costs
The Seller and the Buyer will each bear their individual fees and expenses incurred in connection with the negotiations, preparation and execution of th e Agreement and the transaction s contemplated by th e Agreement.

11. Conditions
If Party B acts as buyer: Party B acknowledges that Party A is acting in this transaction as matched principal trader. Pa rty A’s obligation to deliver in accordance with the Agreement is therefore conditional upon performance by its other counterparty or counterparties, including any Issuing Body as set forth in Annex 1.

In the event that its othe r counterparty or counterparties fail(s) to perform, there shall be deemed to have been an event of Force Majeure relieving Party A from its obligation to complete the delivery of the Certificates either until the Force Majeure ceases or permanently, as the case may be.

12. Confirmation, Delivery, Invoicing and Payment

12.1. Confirmation
As soon as possible after a legally binding Transaction is agreed upon (orally, via email or otherwise) between the Parties, Party A shall endeavor to confirm the agreed terms of the Transaction by a written Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839

confirmation containing substantially the inform ation stipulated in Annex 1 – Individual Contract (each an “Individual Contract ”). An Individual Contract shall not constitute a requirement for a legally valid and binding Transaction. In case an Individual Contract is sent, in the absence of manifest error, the Individual Contract shall become binding and conclusive and shall prevail over any prior oral or other agreement within three (3) Business Days after it was sent (“Objection Period”), unless Party B objected to it in writing within the Objection Period.

12.2. Delivery Date
Per Individual Contract to be stated in the Confirmation of Individual Contract, see Annex 1.

12.3. Delivery
Transfer of ownership by electronic transfer or cancellation statement to be confirmed in the Confirmation of Individual Contract, see Annex 1.

12.4. Electronic Transfer:

No later than on the Delivery Date, the Seller shall initiate the transfer of the agreed Quantity of Certificates by requesting the removal of the Quantity of Certificates from the Seller’s registry account as listed in Annex 1 (“Seller’s Account”) and the crediting of such Certificates to the Buyer's registry account as listed in Annex 1 (“Buyer’s Account”). Transfer of ownership and risk in the Certificates shall pass from the Seller to the Buyer when the Certificates are credited to the Buyer’s registry account.

12.5. Cancellation Statement:

No later than on the Delivery Date and provided that the Seller has received the information regarding the beneficiar(y)(ies) and the cancellation purpose from the Buyer no later than three (3) Business Days (being the days on which the banks are open in the cit(y)(ies) where the Parties reside) before the Delivery Date, the Seller shall cancel the Quantity of Certificates from the Seller’s Account by requesting the operator of the applicable registry for the provision of a Cancellation Statement. The following information shall be included in the Cancellation Statement:
a) quantity of Certificates cancelled;
b) cancelling Domain;
c) beneficiar(y)(ies) of the cancelled Certificates; and d) cancellation purpose.

As soon as practicable thereafter the Seller shall send such Cancellation Statement and supporting information (if any) by email to the Buyer.

12.6. Payment Date
Per Individual Contract to be stated in the Confirmation of Individual Contract, see Annex 1.

12.7. Invoicing
The Seller will invoice the Buyer for payment of the Total Contract Price, which is the agreed price per Certificate multiplied by the Quantity of Certificates sold and purchased for each Individual Contract, per Individual Contract to be stated in the Confirmation of Individual Contract, see Annex 1.

12.8. Payment
The Buyer shall pay the Total Contract Price on the Payment Date to the Seller’s bank account free of any Taxes. Payment shall be remitted by bank transfer. Such payment shall be made in United States dollars, unless agreed otherwise. Each Party shall specify its bank details in clauses 3 and 4 of Annex 1 for the purposes of payment.

12.9. Default Interest Rate
As from the Payment Date the Seller shall be entitled to charge default interest at a rate of 2% above the one-month SOFR interest rate. SOFR means the secured overnight financing rate administered by the Federal Reserve Bank of New York (or any other person which takes over the administration of that rate) published by the Federal Reserve Bank of New York (or any other person which takes over the publication of that rate). Interest may be charged from, and including, the Payment Date and to, and excluding, the date of complete payment.

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12.10. Payment netting
If on any day the Parties are each required to pay one or more amounts in the same currency under one or more Individual Contracts then such amounts with respect to each Party shall be aggregated and the Parties shall discharge their respective payment obligations through netting, in which case the Party owing the greater aggregate amount shall pay the other Party the difference of the amounts owed. The Parties intend for this Agreement to be a “master netting agreement” under United States Bankruptcy Code §101(38A) (as such provision may be amended from time to time).

13. Warranties

13.1. Each Party warrants and represents to the other Party as of the Date of Agreement and as of the date of each Individual Contract that:
a) It is duly organized and existing under the laws of the jurisdiction of its organization and has full power and legal right to execute, deliver and perform under this Agreement. b) Its execution, delivery and performance of this Agreement does not constitute a violation of any law, governmental regulation, its memorandum and articles of association, other agreements or undertakings, and that it possesses the necessary knowledge in order to be able to perform pursuant to the Agreement, and the person signing this Agreement is authorized and empowered to do so. c) It has obtained or submitted any authorisation or approval or other action by, or notice to or filing with, any governmental authority or regulatory body that is required for the due execution, delivery and performance of this Agreement.
d) This Agreement has been duly and validly executed and delivered and constitutes legal, valid and binding obligations enforceable against it in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorgani zation, moratorium or other similar laws affecting the enforcement of creditors’ rights generally and by general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at law). e) There are no pending or threatened legal or administrative proceedings to which it is a party, which to the best of its knowledge would materially adversely affect its ability to perform its obligations under this Agreement.
f) It has entered into this Agreement in connection with its line of business and the terms hereof have been individually tailored and negotiated.
g) It is not relying upon any representation or warranty of the other Party other than those expressly set forth in this Agreement.
h) It has entered into this Agreement as principal (and not as agent or in any other capacity, fiduciary or otherwise).
i) It has entered into this Agreement with a full understanding of the material terms and risks hereof, and is capable of assuming those risks.
j) It has made its investment and trading decisions (including regarding the suitability hereof) based upon its own judgment and /or any advice from its advisors as it has deemed necessary and not in reliance upon any view expressed by the other Party.
k) The other Party is not acting as a fiduciary or an advisor for it, nor has given to it any assurance or guarantee as to the expected performance or result of this Agreement. l) Its registry account for Certificates is properly established in time to fulfil its delivery or acceptance obligations under the Agreement.

14. Limitation of Liability

14.1. Except in respect of any amounts payable under clause 16 of this General Agreement, the liability of each Party, irrespective of from whatever legal base it might be claimed, for any actions, omissions or failures of itself, its employees, officers, contractors and/or agents, that causes any damage, loss, cost or expenses incurred by the other Party is limited per transaction to an amount equal to the Total Contract Price set forth in the relevant Individual Contract.

14.2. This clause does not limit liability for damage due to gross negligence, intentional default o r fraud of the Party, its employees, officers, contractors or agents used by such Party in performing its obligation under the Agreement. The liability of a Party does in no event include any indirect or consequential damages, loss of profit, business opportunity, goodwill or anticipated savings. Each Party shall make best effort in order to mitigate in a commercially reasonable manner its damage, loss, cost or expense in connection with the Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839

Agreement.

14.3. ALL REPRESENTATIONS OR WARRANTIES OTHER THAN THOSE SET FORTH IN THIS

AGREEMENT, WRITTEN OR ORAL, EXPRESS OR IMPLIED, INCLUDING ANY REPRESENTATION OR

WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR ANY PARTICULAR PURPOSE OR WITH RESPECT TO CONFORMITY WITH ANY MODEL OR SAMPLES, ARE DISCLAIMED. WITHOUT

LIMITING THE GENERALITY OF THE FOREGOING, EXCEPT WITH RESPECT TO A PRODUCT

STATED TO BE REGULATORILY CONTINUING, AND IN THAT CASE ONLY TO THE EXTENT SET

FORTH HEREIN OR IN A PRODUCT ORDER, NEITHER PARTY MAKES ANY REPRESENTATION OR

WARRANTY HEREUNDER WITH RESPECT TO AN Y FUTURE ACTION OR FAILURE TO ACT OR

APPROVAL OR FAILURE TO APPROVE BY ANY GOVERNMENTAL AUTHORITY OR ADMINISTRATOR.

15. Force Majeure

15.1. “Force Majeure” means any circumstances which could not have reasonably been anticipated and avoided by a Party and are beyond a Party’s reasonable control, including but not limited to war, explosion, natural calamities, general strike, riot, civil disturbances, sabotage, embargoes, acts, rules or regulations of national or local governmental division, subdivision, agencies or i nstrumentalities of any government, including currency, import or export prohibitions, acts of God, failure of any counterpar ty of Party A as described in clause 11 of this General Agreement and other causes similar to the foregoing which are beyond the reasonable control of such Party.

15.2. If a Party is prevented, hindered or delayed in its performance of any of its obligations under this Agreement by Force Majeure, such Party shall be excused from the performance of such obligations during the existence of such cause, and shall not be responsible for any damages suffered by the other Party as a result of such suspended performance except as provided be low in this provision, provided that the Party prevented from or delayed in performance by any such cause shall use commercially reasonable efforts to mitigate the effect s of the Force Majeure event and the Parties shall consult about the possibilities of continuing the Agreement, in amended form or otherwise.

15.3. A Party who desires relief according to this provision must notify the other Party of the Force Majeure preventing or delaying its performance without delay (and shall keep the other Party informed of subsequent developments in such circumstances as they occur) and shall continue to take any actions within its power to comply as fully and timely as possible with its obligations under this Agreement and to keep the damage as small as possible. Such notification must be given in accordance with clause 20.

15.4. The Parties shall not be liable towards each other for any damages as a consequence of a Force Majeure event. Any damages that are incurred remain entirely for the account of the Party that has suffered such damages. Suspension of performance of a Party’s obligations shall be of no greater scope and of no longer duration than reasonably required by a Force Majeure event.

16. Term and Termination

16.1. The General Agreement comes into force on the Date of Agreement specified in clause 1 of this General Agreement. Unless early terminated in accordance with its terms, this General Agreement shall remain in force until all rights and obligations under the Agreement are fully performed or discharged by both Parties ("Term").

16.2. The non-defaulting Party (“Non-Defaulting Party”) may terminate (i) the Agreement including all , not fully performed, Individual Contracts based on the events specified under b) to and including f) below (“Full Termination”) or (ii) only the not fully performed Individual Contract(s) affected by the default in case of a failure to transfer or accept one or more Certificates as specified under a) below (“Partial Termination”) at any time without any juridical intervention and in accordance with clause 20. Each of the below listed events shall be called an "Event of Default". The defaulting Party shall be called the “Defaulting Party”:
a) Failure of the Defaulting Party to transfer one or more Certificates on the relevant Delivery Date or failure of the Defaulting Party to accept one or more Certificates on the relevant Delivery Date and such failure is not cured within five (5) Business Days after written demand. b) Failure of the Defaulting Party to make payment when due and required, which is not cured within five (5) Business Days after written demand.
c) Any other material or repeated breach of the Agreement, which is not cured within ten (10) Business Days after written demand.

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d) Insolvency of or the launch of insolvency proceedings against the Defaulting Party, if the Defaulting Party has a receiver, administrative receiver, administrator, or manager appointed of the whole or any part of its assets or business, makes any composition or arrang ement with its creditors, takes or suffers any similar action in consequence of debt or an order or resolution is made for its dissolution or liquidation (other than for the purpose of solvent amalgamation or reconstruction) or any other relief under any b ankruptcy or insolvency law or other similar law affecting creditors’ rights. In all cases, the Agreement shall cease automatically at 23:59 hours on the day preceding the opening date of the insolvency proceedings of the Defaulting Party. e) The Defaulting Party is unable to deliver or accept delivery of the Certificates for reasons of Force Majeure and such inability lasted for more than thirty (30) consecutive calendar days. f) A Change in Law which is not resolved in accordance with clause 26.

16.3. In case of Full or Partial Termination, the notice of termination shall specify the relevant Event of Default , the terminated Individual Contract(s) and designate a day as an early termination date ("Early Termination Date"). The Early Termination Date may not be earlier than the day the termination notice is deemed to have been received and not later than twenty (20) Business Days after such date.

16.4. In case of a Partial Termination due to an Event of Default specified under clause 16.2 a), the Non-Defaulting Party shall be entitled to receive a compensation amount (“Compensation Amount”) from the Defaulting Party in relation to the terminated Individual Contract(s) as follows:
i. if the Seller is the Defaulting Party, the Compensation Amount shall be an amount equal to the difference (if positive) between: ( a) the Market P rice at which Buyer acting in a commercially reasonable manner is or would be able to purchase or otherwise acquire in the market the quantity of undelivered Certificates as further specified below in clause 16.8; and (b) the Price per Certificate multiplied by the quantity of undelivered Certificates. This Compensation Amount shall be increased by any reasonable transaction costs and expenses which the Buyer incurs as a result of Seller’s failure to deliver the Certificates; or
ii. if the Buyer is the Defaulting Party, the Compensation Amount shall be an amount equal to the difference (if positive) between: ( a) the Price per Certificate multiplied by the quantity of non- accepted Certificates; and (b) the Market Price as at which the Seller is or would be able to sell the quantity of non-accepted Certificates in the market acting in a commercially reasonable manner as further specified below in clause 1 6.8. This Compensation Amount shall be increased by any reasonable transaction costs and expenses which the Seller incurs as a result of Buyer’s failure to accept the Certificates. For the avoidance of doubt, the Seller may additionally claim any outstanding amounts owed with r espect to deliveries of Certificates made prior to the Early Termination Date.

16.5. In case of a Full Termination due to an Event of Defaul t specified under clause 1 6.2 b), c) or d), the Non - Defaulting Party shall be entitled to receive a termination amount (“ Termination Amount ”) from the Defaulting Party. The Termination Amount shall be calculated by the Non-Defaulting Party by calculating the sum (whether positive or negative) of all Settlement Amounts (as defined in clause 16.6 below) for all Individual Contracts plus any or all other amounts payable between the Parties under or in connection with the Agreement.

16.6. The "Settlement Amount" for an Individual Contract shall be the Gains less the aggregate of the Losses and Costs which the Non-Defaulting Party incurs as a result of the termination of the Individual Contract. For the purpose of this provision:
i. "Costs" means brokerage fees, commissions and other third party costs and expenses reasonably incurred by the Non-Defaulting Party either in terminating any arrangement pursuant to which it has hedged its obligation or entering into new arrangements which replace a terminated Individual Contract and all reasonable legal fees, costs and expenses incurred by the Non-Defaulting Party in connection with its termination of such Individual Contract; ii. "Gains" means an amount equal to the present value of the economic benefit to the Non-Defaulting Party (if any) (exclusive of Costs), resulting from the termination of an Individual Contract, determined in a commercially reasonable manner; and
iii. "Losses" means an amount equal to the present value of the economic loss to the Non-Defaulting Party (if any) (exclusive of Costs), resulting from its termination of an Individual Contract, determined in a commercially reasonable manner.

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16.7. In calculating the Compensation Amount(s) or Settlement Amount(s), the Non-Defaulting Party shall not be required to enter into any replacement transactions.

16.8. If the Non -Defaulting Party does not enter into replacement transactions, when calcu lating the Compensation Amount or the Settlement Amount, the following market price sources shall be taken into account for the determination of the Market Price or Losses in the order of precedence as listed below, accordingly, a market price source recorded in a subsequent sub-clause can only be adopted if the market price source in the preceding paragraph is not available:
i. any published and reliable OTC market price index for corresponding or most comparable Certificates published for the Early Termination Date;
ii. the average of the quotations of at least three (3) independent leading market participants for corresponding or most comparable Certificates.

16.9. With effect as of the Early Termination Date, the Non -Defaulting Party shall calculate the Compensa tion Amount in case of a Partial Termination or the Termination Amount in case of a Full Termination. The Compensation Amount or the Termination Amount shall be deemed to be the sole and all -inclusive compensation for damages and costs incurred by the Non -Defaulting Party as a result of the Early Termination. The Compensation Amount or Termination Amount will be invoiced to the Defaulting Party and payment shall be due within five (5) Business Days after receipt of the invoice. By paying the Termination Amount, the Defaulting Party will be released from its obligations to deliver or accept Certificates and thereafter no other remedies are enforceable towards the Non-Defaulting Party under the Agreement.

16.10. Any termination under this clause 1 6 shall be without prejudice to the rights of the Parties accrued to the Early Termination Date.

17. Co-operation and Best Efforts
Subject to the terms and conditions hereof, the Seller and the Buyer shall (a) co -operate with each other in connection with consummating the transactions contemplated by this Agreement; and (b) agree to use their best efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things necessary, proper or advisable under applicable laws and regulatio ns to consummate and make effective the transactions contemplated by this Agreement. For purposes of this provision, the covenant of the Parties to use their “best efforts” shall not require any Party to (i) incur any unreasonable expenses, (ii) agree to materially limit the conduct of its business and/or (iii) divest itself of any material assets or properties, in each case except as otherwise contemplated hereunder.

18. Confidentiality

18.1. The Parties shall treat the contents of this Agreement and, if applicable, any arbitration award related to this Agreement and any other information of confidential nature with which they become acquainted in respect of the other Party’s business or business operations (“ Confidential Information”) as confidential. Neither Party shall disclose Confidential Information without prior written consent of the other Party. For the purpose of this provision, Parties’ affiliates are not deemed third parties.

18.2. The confidentiality obligations s hall not apply to Confidential Information which is public knowledge or publicly available at the time of disclosure or required to be disclosed by law or governmental regulation or to any regulatory authority or to other third parties in order to perform this Agreement. This confidentiality obligation shall expire at the latest of (i) two (2) years after the last Delivery Date or (ii) termination of the General Agreement.

19. Assignment

19.1. Neither this Agreement, nor any rights or obligations hereunder, may be transferred by any Party without the prior written consent of the other Party and any purported assignment in violation of this Clause 19 shall be void and unenforceable. Party A shall be entitled to assign and transfer its rights under this Agreement by way of security to or in f avor of any bank or financial institution in relation to the financing of its business activities.

20. Notifications and Correspondence

20.1. All notices or other correspondence under this Agreement shall be in writing (including e -mail) and in the English language and shall be deemed to have been received by a Party:
a) if delivered by hand or courier, on the day of delivery; Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839

b) if posted, on the 5th Business Day after being mailed; or c) if sent by email, upon sending.

20.2. All such notices and other communications shall be addressed to the addresses stated in clause 3 and 4 of the General Agreement or in the Individual Contract or to such other addresses as may be notified in accordance with this provision.

21. Telephone Recordings and Personal Data Protection

21.1. Each Party consents to the recording of telephone calls with the other Party and that such records may be retained in confidence and may be submitted in evidence in any proceedings or actions relating to th e Agreement. Each Party agrees to notify its officers and employees of such recording and to obtain any necessary consent of such officers or employees. Further, each Party waives any objections to the introduction of the recorded conversations into evidence to prove or di sprove the terms and conditions of any transaction entered into between them.

21.2. Each Party shall have the necessary technical and organi zational measures in place to comply with the applicable regulations relating to personal data protection.

22. Severability
In the event that any provision of this Agreement is declared invalid or unenforceable by a court of competent jurisdiction in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent declared invalid or unenforceable without affecting the validity or enforceability of the other provisions of this Agreement, and the remainder of this Agreement shall remain binding on the parties hereto. However, in the event that any such provision shall be declared unenforceable due to it s scope, breadth or duration, then it shall be modified to the scope, breadth or duration permitted by law or governmental or regulatory authority and shall continue to be fully enforceable as so modified.

23. Entire Agreement, No waiver
The Agreement supersedes all prior agreements and understandings, written and oral, between the Parties with respect to its subject matter and constitutes the entire agreement between the Parties. Any amendments to th e Agreement shall be in writing and shall have no effect unless signed by the duly authori zed representatives of the Parties. The waiver by either Party of a default or a breach by the other Party will not operate or be construed to operate as a waiver of a ny subsequent default or breach. The making or the acceptance of a payment by either Party with knowledge of the existence of a default or breach will not operate as a waiver of any default or breach.

24. Governing Law & Dispute Resolution, Waiver of jury trial

24.1. This Agreement shall be governed by and construed in accordance with the laws of the State of California applicable to contracts executed and to be performed in the State of California without regard to its conflict of laws principles.

24.2. [INTENTIONALLY DELETED]

24.3. EACH PARTY KNOWINGLY, VOLUNTARILY, INTENTIONALLY AND IRREVOCABLY WAIVES THE

RIGHT TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON THIS AGREEMENT, OR

ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT AND ANY AGREEMENT

EXECUTED OR CONTEMPLATED TO BE EXECUTED IN CONJUNCTION WITH THIS AGREEMENT,

OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY HERETO. THIS PROVISION IS A MATERIAL INDUCEMENT TO EACH OF THE PARTIES FOR ENTERING HEREINTO. EACH PARTY HEREBY WAIVES ANY RIGHT

TO CONSOLIDATE ANY ACTION, PROCEEDING OR COUNTERCLAIM ARISING OUT OF OR IN

CONNECTION WITH THIS AGREEMENT OR ANY OTHER AGREEMENT EXECUTED OR

CONTEMPLATED TO BE EXECUTED IN CONJUNCTION WITH THIS AGREEMENT, OR ANY MATTER

ARISING HEREUNDER OR THEREUNDER, IN WHICH A JURY TRIAL HAS NOT OR CANNOT BE WAIVED.

25. Collateral

25.1. Except as expressly set forth in this Agreement, neither Party:
a) has or will have any obligation to post margin, provide letters of credit, pay deposits, make any other prepayments or provide any other financial assurances, in any form whatsoever; nor Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839

b) shall be deemed to have reasonable grounds for insecurity with respect to the performance or creditworthiness of the other Party.

25.2. Furthermore, each Party he reby waives and disclaims any and all implied rights relating to financial assurances arising from the Uniform Commercial Code or any other code, statute, governmental regulation or court ruling applying similar doctrines.

26. Change in Law

26.1. “Change in Law ” means the adoption or change of any law, rule or regulation or in the interpretation or application thereof by any governmental authority between the Date of Agreement and the Delivery Date, which materially impacts the General Agreement and/or one or more Individual Contracts which is/are in force at the date the Change in Law occurs.

26.2. In case of a Change in Law, the Parties agree to use reasonable efforts to amend this General Agreement and/or the affected Individual Contracts as necessary to take account of such Change in Law so that this General Agreement and/or the affected Individual Contracts may continue in full force and effect and the Parties may lawfully comply with their obligations hereunder.

26.3. In the event that the Parties are not able to reach an agreement within 30 (thirty) Business Days of such Change in Law, either Party may terminate this General Agreement and/or the affected Individual Contracts by giving written notice to the other Party. A termination of this Agreement in accordance with th is clause shall be without prejudice to the rights and obligations of the Parties in respect of the Individual Contracts that are not affected by Change in Law, and without prejudice to and rights and obligations accrued or arising prior to termination of this Agreement. The risk of Change in Law after the Delivery Date shall be borne by the Buyer. No right of termination of this General Agreement and/or Individual Contracts shall exist in such case. Seller shall be entitled to keep any payment made by Buyer made under (an) Individual Contract(s) in respect of those Certificates which have already been transferred.

27. Forward Contract
Each Party agrees that (a) this contract is a “forward contract” within the meaning of the United States Bankruptcy Code, (b) the remedies identified in this Agreement shall be “contractual rights” as provided for in 11 U.S.C. § 556 (as such provision may be amended from time to time) and (c) this Agreement meets the criteria for an exclusion from the definition of “swap” set forth in 7 U.S.C. §1(a)(47(B)(i) or (ii) (as such provision may be amended from time to time).

28. No Third Party Beneficiaries
Nothing herein is intended or should be construed to create any rights of any kind whatsoever in third persons not parties to this Agreement.

29. All Legal Provisions Deemed Included
It is the intent and understanding of the Parties that each and every provision of law required by the laws of the State of New York or California, as the case may be, to be contained in this Agreement and in each Individual Contract shall be contained herein, and, if through mistake, oversight or otherwise, any such provision is not contained herein, or is not contained herein in correct form, this Agreement and each such Individual Contract, as the case may be, shall, upon application of either Party, promptly be amended so as to comply with the laws of the State of New York or California, as the case may be, with respect to the inclusion in this Agreement and each such Individual Contract, as the case may be, of all such provisions.

This General Agreement has been executed by Parties’ duly authorized representatives.

STX Commodities, LLC City of Roseville

______________________ ______________________

Name: Name:

Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839 Mark Scorsolini

Title: Title:

Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839 Head of RECs

Annex 1 [for reference purposes only]

Individual Contract

This Individual Contract evidences the terms of the binding agreement between Seller and Buyer (as specified below) regarding the sale and purchase of Certificates. This Individual Contract is subject to, supplements and forms part of the General Agreement on sale and purchase of Certificates entered into between the Parties (“General Agreement”).

1. Deal date [deal date]

2. Reference Number Seller [reference]
Buyer [reference]

Seller Company [account]
Address [account address]

Contact person [contact person]
Phone [phone number]
Email [email address]
Invoice address [account address]

Bank account details [bank details]
SWIFT: [bank details]
IBAN: [bank details]
Registry account no [registry account]

Buyer Company [account]
Address [account address]

Contact person [contact person]
Phone [phone number]
Email [email address]
Invoice address [account address]

Bank account details [bank details]
SWIFT: [bank details]
IBAN: [bank details]
Registry account no [registry account]

5. Product Type of Certificate [product]
Technology [technology]
Label [label]
Production domain [production domain]
Production support [Not specified/ No support]

6. Transfer/ Redemption [Transfer] or [Redemption]

Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839

7. Quantity, Price, Production period, Delivery date, Payment date Quantity Price Production period Delivery date Payment date $volume
$unit
$price $currency/ $unit $production_period $delivery_date $payment_days days after delivery

8. Comment terms [comment terms]
In case of any objections, please contact us immediately.

STX Commodities, LLC [name counterparty]

_____________________ ______________________

Name Name:

Title: Title:

Docusign Envelope ID: B8C483EC-61A1-4337-8108-71A26904E839

RESOLUTION NO. 24-384

APPROVING A BROKERAGE ENABLING AGREEMENT BETWEEN THE CITY

OF ROSEVILLE AND EQUUS ENERGY GROUP, LLC, AND AUTHORIZING THE

CITY MANAGER TO EXECUTE IT ON BEHALF OF THE CITY OF ROSEVILLE

WHEREAS, Roseville Electric Utility operates under Electric Utility Risk Management Policies that prioritize the efficient and cost-effective buying and selling of renewable energy, environmental credits, and capacity products; and

WHEREAS, brokerage agreements provide the City with a structured framework for conducting secure, compliant transactions in Renewable Energy Certificates (RECs), California Carbon Allowances (CCAs), California Carbon Offsets (CCOs), Low Carbon Fuel Standard (LCFS) credits; and

WHEREAS, a Brokerage Enabling Agreement with Equus Energy Group, 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 hereby 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 ______________, 20__, by the following vote on roll call:

AYES COUNCILMEMBERS:

NOES COUNCILMEMBERS:

ABSENT COUNCILMEMBERS:

______________________________
MAYOR

ATTEST:

________________________
City Clerk

Rate Schedule

Broker Name: EOX Holdings LLC- Equus Energy Group LLC
And

Customer Name: City of Roseville

A. Payment for products bought or sold hereunder shall be made directly between the parties to the transaction and shall not be made to Broker.

B. Broker charges a brokerage fee for its services (the “ Fee”). The Fee will be agreed in writing in accordance with the terms of this Agreement. The Fee will be charged at the following rates:

Carbon Products:
- LCFS: $0.25/credit
- CCA (California Carbon Allowances): $0.015/allowance
- CCO (California Carbon Offset): Greater of $0.05/offset or 1%

Renewable Energy & Capacity Products:
- California RECs: $0.95%
- California RA (Capacity): $0.95%

Power/Gas Products:
- Natural Gas: $0.0003/mmbtu
- Power: $0.01/MWH

From time to time, Broker and Customer’s authorized representative (a trader or a trade group manager) may agree to apply a different commission rate to one or more specific transactions. Broker may charge a different Fee under such circumstances only in t he event it is expressly authorized by Customer’s representative on a recorded telephone line with Broker. Under no circumstances may Broker change the rate at which its Fee is determined on a unilateral basis or through the issuance of a transaction conf irmation. Customer will have no liability for brokerage fees owed to Broker by any third party.

Jennifer Lauletti City of Roseville
Compliance Manager
10-10-2024

COUNCIL COMMUNICATION
CC #:
3606
File #:
0800-03
Title:

Energy Risk Management Policies Update
Contact:

Glenn Hoffman 916-746-1670 [email protected]

Meeting Date: 11/6/2024
Item #: 7.10.

RECOMMENDATION TO COUNCIL
Staff recommends that the City Council adopt a resolution to approve three updated Energy Risk Policies and reaffirm the existing Energy Hedge Policy for Roseville Electric Utility.

BACKGROUND
Energy markets can be highly volatile and, if unmanaged, can result in significant monetary risk to the City of Roseville. In 2005, the City adopted a comprehensive set of Energy Risk Management Policies to manage the inherent risks associated with operating an electric utility. The policies are:

Electric Utility Risk Management Policy:

This is the overarching risk management
governance document. It specifies the goals and objectives of the policies and the roles and responsibilities in the risk governance structure.

Energy Credit Risk Policy:

This policy defines how credit limits are set and managed.

Energy Trading Authority Policy:

This policy sets the types of energy transactions that
can be entered into and the levels of authorization the City Manager has for long term hedging and the Power Management Services Agent (“Agent”) has for within-the-month operational trading.

Energy Hedge Policy:

This policy defines Roseville Electric Utility’s hedging goals and risk tolerance.

The policies are reviewed and updated on a regular basis to incorporate changes in the operating environment and periodic independent audits. Staff, the Risk Management Committee, and the Risk Oversight Committee have reviewed the following policy changes and recommend Council approval:

Electric Utility Risk Management Policy:

Updated to reflect organizational changes.

Energy Credit Risk Policy:

Updated to reflect organizational changes.

Energy Trading Authority Policy:

Updated to reflect organizational changes.

Energy Hedge Policy
:

No changes to the policy, reaffirming as is.

FISCAL IMPACT
There is no fiscal impact associated with the policy changes.

ENVIRONMENTAL REVIEW
The California Environmental Quality Act (CEQA) does not apply to activities that will not result in a direct or reasonably foreseeable indirect physical change in the environment, or is otherwise not considered a project as defined by CEQA Statute §21065 and CEQA State Guidelines §15060(c)(3) and §15378. Updates to the Energy Risk Policies are not considered a “project” as defined by CEQA and consequently no CEQA action is required.

CITY COUNCIL STRATEGIC PLAN/OVERARCHING GOALS
Goal A - Remain fiscally responsible in a changing world

Respectfully Submitted,
Glenn Hoffman, Electric Resources Planner
Daniel Beans, Electric Utility Director

_____________________________
Dominick Casey, City Manager
ATTACHMENTS:

Description
Resolution 24-367
REDLINE Electric Utility Risk Management Policy
REDLINE Electric Energy Credit Risk Policy
REDLINE Electric Energy Trading Authority Policy
REDLINE Electric Energy Hedge Policy
RESOLUTION NO. 24-367

REAFFIRMING THE ENERGY HEDGE POLICY AND ADOPTING THE ELECTRIC

UTILITY RISK MANAGEMENT POLICY, THE ENERGY CREDIT RISK POLICY, AND

THE ENERGY TRADING AUTHORITY POLICY

WHEREAS, in 2005, the City adopted comprehensive risk management policies to manage the inherent risks associated with operating an electric utility; and

WHEREAS, these policies need to be reaffirmed every two years; and

WHEREAS, no changes have been made to the Energy Hedge Policy; and

WHEREAS, City Council has reviewed the proposed updates to the Electric Utility Risk Management Policy, the Energy Credit Risk Policy, and the Energy Trading Authority Policy.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Roseville that the Energy Hedge Policy is hereby reaffirmed.

BE IT FURTHER RESOLVED by the Council of the City of Roseville that the Electric Utility Risk Management Policy, the Energy Credit Risk Policy, and the Energy Trading Authority Policy are hereby adopted.

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

ELECTRIC UTILITY RISK MANAGEMENT POLICY

Electric Utility Risk Management Policy

0311/0306/2021 2024

ELECTRIC UTILITY RISK MANAGEMENT POLICY

Table of Contents

1. Policy Purpose ................................ ................................ ................................ ......... 1

2. Risk Management Objectives................................ ................................ ................... 1

3. Risk Governance Structure and Responsibilities ................................ .................... 1

3.1 City Council – Risk Management Responsibilities and Duties................................ . 2

3.2 Risk Oversight Committee (ROC) – Responsibilities and Duties ............................. 2

3.3 City Manager – Risk Management Responsibilities and Duties .............................. 3

3.4 Internal Risk Management Committee (RMC) - Responsibilities and Duties ............ 3

3.5 Internal Electric Risk and Compliance Supervisor
- Responsibilities and Duties................................ .................... 4

3.6 Power Management Services Agent (Agent) - Roles and Responsibilities .............. 6

4. Scope of Business Activities Governed by this Policy................................ ............ 6

4.1 Energy Risk Categories and Mitigations ................................ ................................ 7 i. Commodity Price Risk ................................ ................................ ................. 7 ii. Volumetric Risk ................................ ................................ ........................... 7 iii. Operational Risk ................................ ................................ ......................... 7 iv. Counter Party Risk ................................ ................................ ...................... 7 v. Regulatory and Environmental Risk ................................ ............................. 7

5. Associated Guidelines, Controls, Policies and Procedures ................................ .... 7

ELECTRIC UTILITY RISK MANAGEMENT POLICY

ELECTRIC UTILITY RISK MANAGEMENT POLICY
0311/0306/20212024

1. Policy Purpose

The purpose of this document is to formalize the policies of the City of Roseville (City) regarding managing the risks inherent to operating its electric utility. Accordingly, this policy will set forth the City’s:

• Risk management objectives,
• Risk governance structure and responsibilities, and
• Scope of business activities governed by this policy, and the list of associated electric utility risk management policy guidelines and policy documents.

The City intends that Risk Management will support the advancement of its strategic business plan and will properly manage its business and financial risks through:

• Prudent oversight,
• Adequate mitigation of risks consistent with the City’s risk tolerance, and • Sufficient internal controls and procedures.

Managing the energy risks of the City’s business entails the coordination of resources and activities among multiple business units within the City.

2. Risk Management Objectives
The City is committed to provide competitively priced reliable power to its customers.

Managing the City’s risk is consistent with that mission, and serves the following objectives to:
• Maintain risk within desired tolerances for a defined period in the future, • Participate in the energy markets primarily for hedging purposes, while still allowing the City to take advantage of market opportunities within strict policy limits, • Mitigate the effect of price volatility to its customers, • Maintain stable cash flows,
• Enhance the value of the City’s assets/resources
• Leverage opportunities to increase the value of the City to its customers, and • Effectively communicate the City’s activities to manage risk on behalf of its customers and to develop a risk management culture.

3. Risk Governance Structure and Responsibilities
Risk governance will follow a top-down approach whereby the City Council identifies the City’s risk management objectives with oversight carried out by a Risk Oversight Committee. Supporting controls, policies, and procedures will be implemented and aligned throughout the risk governance structure, with distinct roles and responsibilities that result in an enhanced risk control environment. Governance and controls include the organizational structure, policies, and procedures that support the City’s business models, risk tolerances, electric utility objectives, and segregate responsibilities appropriately.

ELECTRIC UTILITY RISK MANAGEMENT POLICY

3.1 City Council – Risk Management Responsibilities and Duties • Have a basic understanding of utility risk management. • Through approving the City’s electric utility risk management policies, establish the City’s objectives with regard to risk management. Those objectives should be consistent with the Council’s risk tolerance, time horizon, and benchmarking goals.
• Approve no less than every two years a resolution affirming or amending the City’s utility risk management policies. Amendments should be reflective of changes in the City’s electric utility operating environment or changes in Council’s goals and objectives for risk management. • Through the Energy Trading Authority Policy, establish the City Manager’s authority limits to conduct market transactions. • Through the Energy Trading Authority Policy, may authorize an agent to manage portfolio risks in real time, up to two months, according to the City’s risk management objectives
• Through the Energy Trading Authority Policy, approve participation in specific commodity markets and derivative instruments.
• Through the Energy Credit Risk Policy, establish the process by which counterparty credit limits are set, and how those limits are monitored. • Through approval of Master Agreements with counterparties, establish credit limits and terms with individual counterparties. • Through the Energy Hedge Policy, establish requirements for hedging utility risk, and the financial boundaries within which the risk management program must operate.
• Receive regular reports from the Risk Oversight Committee as to the compliance status of the City’s risk management policies, and any suggestions for improvement in policies or procedures.
• From time to time, direct staff to engage an independent audit (internal and/or external) of risk control processes and procedures. • Approves any activity not otherwise delegated in this or related policy documents (Part 5).

3.2 Risk Oversight Committee (ROC) – Responsibilities and Duties The ROC is established by the City Council as a forum for discussion of the City’s risk and financial health prior to City Council discussions or approvals. The Risk Oversight Committee functions as an additional oversight in the City risk governance, allowing the ROC to review and recommend items for City Council approval. The ROC is chaired by the Electric Utility Financial Administrator or designeeElectric Risk and Compliance Supervisor as a non-voting member and membership includes nine voting members:

i. Two City Council Member(s)
ii. Two Roseville Public Utilities Commission Member(s) iii. The City Manager
iv. The Assistant City Manager
v. The Chief Financial Officer
vi. The City Attorney
vii. The Electric Utility Director

ELECTRIC UTILITY RISK MANAGEMENT POLICY

Other non-voting attendees may attend the ROC.

ELECTRIC UTILITY RISK MANAGEMENT POLICY

3.2.1 The responsibilities and duties of the ROC include:

• Oversee the City’s electric risk management activities on behalf of the City Council.
• Establish scope and frequency for management reporting to the Council. • Regularly review reports detailing risk exposures and compliance with risk management policies and procedures from the City’s internal risk management group and the Power Management Services provider • Discuss the City’s major financial risk exposures and the steps management has taken to monitor and control such exposures. • Recommend to the Council electric utility risk management policy changes.
• Review and recommend any new commodity products, locations, or markets.
• Approve management staff individuals to serve as members of an internal Risk Management Committee.
• Review Risk Management Policy violations referred to it by the Risk Management Committee or the City Attorney to develop remediation procedures and/or initiate disciplinary action.
• Review compliance violations with NERC, WECC, and other regulatory agencies on a regular basis.

ROC meetings are covered by the Brown Act, and subject to the Brown Act rules.

3.3 City Manager – Risk Management Responsibilities and Duties • Recommend staff management individuals to serve as members of an internal Risk Management Committee.
• Has authority to transact within the limits set by the City Council in the City of Roseville Trading Authority Policy
• Approve proper organization, separation, or consolidation of functional activities.
• Approve the level at which authority to conduct market transactions reside (from City Manager down to transaction execution personnel). • Assure prudent administrative procedures are established for trade execution, contract controls, credit controls, trading controls, portfolio risk measurement, settlement controls, regulatory compliance, and other risk management activities.

3.4 Internal Risk Management Committee (RMC)-
Responsibilities and Duties
The RMC is established by the City Manager as a forum for discussion of the City’s risk at the staff level; this includes implementation and monitoring of compliance with the City’s risk policy. The RMC executes its risk management responsibilities through a “watch dog” mechanism. While the RMC generally has no authority to act within its structure, it is required to inform appropriate functional authorities (e.g.

Formatted: Normal, Indent: Left: 0.5", First line: 0", Right: 2.24", Space Before: 0 pt, Line spacing: Double, Tab stops: 1.81", Left

ELECTRIC UTILITY RISK MANAGEMENT POLICY

Electric Utility Director, City Manager) regarding policy and procedure exceptions.

Membership shall be comprised of the following individuals:

i. One delegate from the Finance Department
ii. One delegate from the City Attorney’s office
iii. The Electric Utility Director
iv. The Electric Utility Chief Operating Officer
Two Assistant Electric Utility DirectorsThree Assistant Electric Utility Directors v.

The Electric Utility Director

The Electric Utility Financial Administrator or designee Electric Risk and Compliance Supervisor shall participate as a non-voting member of the meetings and serve as RMC Chairperson. Non-voting participants with various segregated risk management responsibilities shall participate in the meetings as determined by the committee members.

3.4.1 The responsibilities of the RMC include:

• Monitor risk management objectives, risk tolerances guidelines, and authority limits employed throughout the electric utility. • Receive reports by the internal risk management function and independent risk management function on the City’s compliance with its electric utility risk management policies.
• Recommend to the City Manager the proper organizational structure, separation or consolidation of functional risk management activities. • Review proposed risk management strategies for strategic fit, risk exposure monitoring, and reporting and control requirements. The RMC monitors approved strategies for consistency with the City’s approved business interests, risk management objectives, approved risk tolerance guidelines, and compliance with the electric utility risk management policies.
• Periodically review the City’s risk management program (a detailed review at least once every two years) in light of changes in business practices, improved processes, the City’s philosophy and strategy, or market changes; and recommend changes to ensure continued compliance with its established guidelines.
• Hold formal RMC meetings at least quarterly. Standing agenda items should include, but not be limited to, current market strategy, review of current price exposure position (per the Portfolio Model), review current exposure to transactions, control requirements/ enhancements, review of counterparty credit exposure, and trading authority violations. • As necessary, escalate policy violations to the Risk Oversight Committee for further review.
• Review the infrastructure supporting risk management and ensure that it meets the requirements for risk oversight and compliance.

3.5 Internal Electric Utility Financial Administrator Electric Risk and Compliance Supervisor

ELECTRIC UTILITY RISK MANAGEMENT POLICY

– Responsibilities and Duties
The Electric Utility Financial Administrator or designeeElectric Risk and Compliance Supervisor, is organizationally independent of functions whose activities initiate or directly participate in the commercial wholesale energy trading.

Functional independence will be achieved by utilizing Agent and City staff deliverables through the RMC, specifically, the deal capture system, independent scheduling and dispatch, and the monthly portfolio plan.

Business units or support functions will be required to provide this function with reports or information required for risk assessment and analysis on a regular or periodic basis. The Electric Utility Financial Administrator or designee Electric Risk and Compliance Supervisor may delegate responsibilities below when these delegations maintain organizational independence. The Electric Utility Financial Administrator or designee Electric Risk and Compliance Supervisor oversees the Roseville internal risk management functions. The responsibilities of the Electric Utility Financial Administrator or designee Electric Risk and Compliance Supervisor include:

• Organize and conduct the RMC and ROC meetings.
• Ensure appropriate individuals are engaged in risk management discussions.
• Review the administration of risk management processes and procedures.
• Review, at least annually, the City’s Risk Policies to ensure strategies, trading activity, risk tolerances and proposed changes are aligned. • Engage the RMC and/or ROC in discussions regarding events or developments that could expose the City to potential losses. • Develop, recommend, and administer risk management processes and procedures.
• Provide input on tools to assist in risk management.
• Review risk management activities, risk controls, and recommend modifications of controls to meet changing business needs. • Review adequacy and accuracy of reports, and report any deficiencies to the RMC. Recommend actions to address deficiencies.
• Assess risks to the City in aggregate, by business unit, and by material business activities.
• Perform periodic internal audits of risk control processes and procedures to ensure that the City complies with its electric utility risk management policies.
• Report any violation of The City’s risk policies.
• Review and approve changes to the risk management procedures, as appropriate, except those that require higher authority (Ex. City Manager) approval.
• Report regularly to the RMC, at a minimum, but not limited to:
o Portfolio Model risk measure
o Policy and procedural violations
o Credit and contract risk exposures
o Other key performance indicators that support effective energy risk management.
• Report to the RMC and ROC on the City’s compliance with its electric

ELECTRIC UTILITY RISK MANAGEMENT POLICY

utility risk management policies and risk management in accordance with the risk policies.
• Review and evaluate proposed activities and transactions to be executed by the City, andCity and ensure adequate analysis (risk-reward) has been performed with proper assessment and management of any such risk consistent with risk management objectives and Council approved risk tolerance guidelines, and compliance with risk management policies, including the financial, legal, credit, and operational impact. • Maintaining the City Risk Policies, ensuring the Risk Policies are current to the business and recommending needed changes to the RMC and ROC.

3.6 Power Management Services Agent (Agent)
– Roles and Responsibilities

The City may select an Agent to obtain selected energy risk management and transaction execution services (Otherwise these services devolve to the City). The Power Management Services Agent Middle Office reports to Electric Utility Financial Administrator or designeethe Electric Risk and Compliance Supervisor.

In accordance with the agreements between The City and its Agent, its Agent is authorized to and shall:

• Periodically provide the City with a controls audit report from an independent auditor.
• Perform short term load forecasting, dispatch optimization and execute energy transactions on behalf of the City in accordance with established delegations of authority and compliance requirements set forth by the City Council and/or City Manager.
• Administer counterparty contracts and manage credit in compliance with the City of Roseville Energy Credit Risk Policy.
• Provide the City with daily reports on individual transaction details, commodity positions, and counterparty credit positions for transactions executed by the Agent.
• Provide the City with periodic risk profile reports addressing the City’s energy risk and compliance with its Energy Hedge Policy. Recommend hedging strategies within the time horizon specified by the City for assessment. • Capture the City’s transactions in its risk management systems. • Monitor compliance of transactions with the City of Roseville Energy Trading Authority policy.
• Confirm transactions with the City’s counterparties.
• Mark to Market forward trades for credit exposure purposes. • Provide information to the City for the purpose of billing settlements and development of mid to long term hedging strategies.
• Prepare a monthly report to the City’s Electric Utility Financial Administrator or designeeElectric Risk and Compliance Supervisor detailing compliance with the City’s Risk Policies, suitable for delivery to the RMC and ROC. • Prepare a monthly policy violations report for the City’s Electric Utility Financial Administrator or designee Electric Risk and Compliance Supervisor and City Attorney.

4. Scope of Business Activities Governed by this Policy

ELECTRIC UTILITY RISK MANAGEMENT POLICY

This policy is designed to be broad enough in scope to cover all risks inherent in operating a City owned electric utility. Much of the focus is on power supply cost and retail revenue risk; however, that focus is not to the exclusion of other risks that may materially affect City operations and its ability to provide competitively priced reliable power to its customers.

Roseville is subjected to risk inherent in the business environment in which it operates.

Exposure to risks inherent in the energy markets could result in a multitude of diverse positive or negative consequences for Roseville. Commodity Price Risk, Volumetric risk, Operational Risk, Counterparty Risk and Regulatory and Environmental Risk are among the most critical and identifiable of the risks relevant to Roseville, as they pertain to the scope of this Policy.

4.1 Energy Risk Categories and Mitigations:

i. Commodity Price Risk: Roseville is exposed to risks from volatile natural gas and power market prices. These risks are mitigated by fixed price energy procurement requirements in the Energy Hedge Policy and the trading controls put in place by the Trading Authority Policy.

ii. Volumetric Risk: This is the risk of mismatch between load (demand) and resources (supply). This risk is especially important for load serving entities, like Roseville, and can result in either insufficient supply or exposure to volatile spot market prices. The price risk is mitigated by the Energy Hedge Policy which does not allow the City to be greatly over- or undersupplied. The risk of insufficient supply is also mitigated by capacity procurement practices which build in a reserve margin for extreme conditions.

iii. Operational Risk: This is the risk of loss from inadequate or failed internal processes, equipment, people and systems. These risks are mitigated through the development of risk management policies and procedures, prudent oversight and sufficient internal controls and procedures.

iv. Counterparty Risk: Counterparties sometimes fail to perform as contracts state due to defaults and bankruptcies. This risk is mitigated by the credit management practices in the Credit Risk Policy.

v. Regulatory and Environmental Risk: Changes in regulatory or legislative mandates may require the City to take actions that increase costs. Examples include the Renewable Portfolio Standard (RPS) and Green House Gas (GHG) programs. RPS and GHG risks are addressed by Roseville’s GHG Cap and Trade Program and RPS Procurement Plan and Enforcement Plan. Other regulatory risks are addressed in a similar fashion as they arise.

5. Associated Guidelines, Controls, Policies and Procedures

Supporting policies and procedures are required as outlined below. Responsibility for their approval and modification requires the approval of the Council unless otherwise stated. Oversight and compliance shall be consistent with the governance section of this policy. Items not clearly defined in this policy require the approval of the Council, unless otherwise stated.

ELECTRIC UTILITY RISK MANAGEMENT POLICY

City of Roseville Energy Credit Risk Policy
City of Roseville Energy Trading Authority Policy
City of Roseville Energy Hedge Policy
Resolution 06-02 retaining ACES for power management services Resolution 06-286 declaring ACES as agent for the purposes of risk policies “ACES” – Alliance for Cooperative Energy Services Power Marketing

Formatted Table

ENERGY CREDIT RISK POLICY

Energy Credit Risk Policy

0311/0306/2021 2024

ENERGY CREDIT RISK POLICY

Table of Contents

1. Policy Overview................................ ................................ ................................ ........ 1

2. Extension of Credit to Counterparties ................................ ................................ ..... 1

3. Credit Analysis – Determination of the Amount of Unsecured Credit Limit ............ 2

4. Approval Authority ................................ ................................ ................................ ... 3

5. Credit Enhancements ................................ ................................ ............................... 4

6. Counterparty Credit ................................ ................................ ................................ . 5

7. Counterparty Credit Reviews ................................ ................................ ................... 5

8. Credit File Documentation and Retention ................................ ................................ 5

9. Credit Controls and Trading Restrictions ................................ ................................ 6

10. Receivables/Payables Management ................................ ................................ ....... 7

11. Collateral Management................................ ................................ ........................... 7

12. Related Policies ................................ ................................ ................................ ...... 7

ENERGY CREDIT RISK POLICY

ENERGY CREDIT RISK POLICY
113/063/20212024

1. Policy Overview

Managing credit exposure is an important component in overall risk management.

Credit risk is defined as the potential loss the City of Roseville (“City”) could incur as a result of non-payment or non-performance by a counterparty.

The amount of credit risk in a trading portfolio can be measured, monitored and mitigated in order to maintain the level of credit risk authorized by the City. Forms of credit risk are:

• Payment Risk which is the cost exposure to the value of accounts receivable and accrued receivables (delivered but not invoiced).
• Performance (mark to market) Risk which is the cost exposure of replacing the contractual obligations of open contracts in the relevant market place.

As part of risk management, credit risk management is a control and oversight activity. It must remain independent from the trading activity, but work closely with the business to ensure that credit policies are implemented and maintained.

The objective of credit risk management is to preserve the capital and liquidity of the City by establishing procedures that define the determinants for granting open lines of credit and managing counterparty credit exposure. The intent of this policy is to reduce counterparty default risk to its lowest acceptable level.

2. Extension of Credit to Counterparties

The credit analysis of each counterparty is to be performed by the Credit Department of Power Management Services Agent (“Agent”) and submitted with recommendations regarding credit limits to the Electric Utility Financial Administrator or designee Electric Risk Management Administrator for approval. The point of contact for the City is the Electric Utility Financial Administrator or designeeElectric Risk Management Administrator.

The City will manage its counterparty credit risk primarily through diversification, execution with qualified counterparties, the use of standardized trading contracts (EEI, WSPP, NAESB, ISDA), credit and collateral agreements and strict adherence to credit limits. The City will attempt to diversify its portfolio by entering into transactions with numerous counterparties. The City will maintain an approved counterparty list.

In negotiating agreements and ongoing contractual terms with counterparties, the Agent as well as the City shall strive to include prudent industry practice credit provisions.

ENERGY CREDIT RISK POLICY Page 2 of 7

These shall include, but are not limited /to, explicit netting agreements and provisions granting the Agent the right to call for and receive collateral in the event the counterparty exceeds its approved collateral threshold or suffers a material adverse credit event.

The creditworthiness of each counterparty must be determined through a fundamental analysis of the counterparty’s financial and operational condition.

The credit analysis incorporates two basic components, a business profile (qualitative analysis) and a financial profile (quantitative analysis). A credit limit and a term limit are established as a result of this due diligence process.

3. Credit Analysis –
Determination of the Amount of an Unsecured Credit Limit

Counterparties may qualify for the extension of an unsecured credit limit from the City by providing audited financial statements that indicate sufficient financial strength to allow for the extension of an unsecured credit limit and at least one of the following:

3.1 i. An issuer rating or a long term unsecured debt rating of at least BB- from Standard & Poor’s or Ba3 from Moody’s for transactions up to one week forward.

ii. An issuer rating or a long term unsecured debt rating of at least BBB- from Standard & Poor’s or Baa3 from Moody’s for transactions beyond one week forward.

iii. In the event that the counterparty does not have a debt rating, the Agent may use their Proprietary Credit Scoring Model to determine an internal rating. An internal rating of at least BB- is required for transactions up to one week forward. An internal rating of at least BBB- is required for transactions beyond one week forward.

iv. At any time, and regardless of credit ratings, the City Council may authorize transactions with counterparties determined to be beneficial to The City.

3.2 Trade and banking references that indicate the company has sufficient history and adequate credit facilities to allow for the issuance of an unsecured credit limit.

The Agent will use the unsecured ratings of Standard & Poor’s or Moody’s when available. For unrated counterparties two internal Credit Scoring Models should be utilized.

ENERGY CREDIT RISK POLICY Page 3 of 7

• One credit scoring model is designed for public counterparties. This includes generation and transmission cooperatives, distribution cooperatives, municipalities, government agencies, public power agencies, and other not-for- profit counterparties.

• The second credit scoring model is used for assigning a rating to non-public counterparties or for profit counterparties.

The purpose of two separate credit scoring models is to provide recognition of two distinct business models and the drivers that meaningfully distinguish and measure the financial and credit risks of each.

Once a counterparty has been determined to be creditworthy, an unsecured credit limit may be recommended by the Agent’s credit risk management department up to 5% of tangible net worth, or, in the case of governmental agencies or non-profit wholesale power suppliers, up to 10% of their average free cash flow for the prior two years. In order to help the City make its unsecured credit limit decision, the Agent will provide both the unsecured credit limit recommendation, and an Unconstrained Estimate of Creditworthiness (5% of tangible net worth or, if requested by The City, 10% of average free cash flow) when the recommendation is made.

4. Approval Authority

The City has discretion to set a counterparty’s unsecured credit limit based on the following guidelines. The maximum unsecured credit limit is limited by two factors

4.1 The lesser of the counterparties S&P and Moody’s ratings, or if unrated, their score under the Agent’s Proprietary Credit Scoring Model, used to define a fixed maximum unsecured credit limit.

4.2 This same criteria is used to define a percentage of their Unconstrained Estimate of Creditworthiness (“UEW”)

The table below defines how the unsecured credit limit may be set Credit Strength Maximum Unsecured Credit Limit
Rated
Unrated
(Lesser of the Two Limits,
Lesser of Both
Ratings
Minimum of $0)

S&P

Moodys
Agent
Internal
Rating

Fixed Value

% of UEW
>= A- >= A3 >= A- $25,000,000 65%
BBB+ Baa1 BBB+ $15,000,000 50%
BBB Baa2 BBB $10,000,000 50%
BBB- Baa3 BBB- $2,500,000 35%
<BBB- <Baa3 <BBB- $0 35%

ENERGY CREDIT RISK POLICY Page 4 of 7

Levels of authorization at City’s discretion:

City’s Electric Utility Financial Administrator or designeeElectric Risk Management Administrator: Up to $10,000,000
City’s Electric Utility Director: Approve up to the amount in the above table

City Council: Amounts exceeding the above table

The City Council may approve collateral threshold tables within master agreements in excess of the amounts in the above table. This action establishes a maximum unsecured credit limit for the counterparty based on their credit rating.

Once an unsecured credit limit has been established by either the City’s Electric Utility Director or the City Council, the City’s Electric Utility Financial Administrator or designee Electric Risk Management Administrator may issue a working credit limit at any level up to the amount established.

5. Credit Enhancements

Counterparties that do not qualify for an extension of an unsecured credit limit must post at least one of the following types of security prior to the execution of a transaction:

5.1 Corporate Guarantee: Counterparties may provide a guarantee from a third party that meets the creditworthiness requirements noted above. If a counterparty provides such a guarantee, the amount of any unsecured credit limit will be determined through an analysis of the financial statements of the guarantor. All guarantees must be in a format that is acceptable to the City.

5.2 Letter of Credit: Counterparties may provide an irrevocable letter of credit for an amount sufficient to cover the related transactions. Letters of credit must be issued by a U.S. bank or a financial institution or a U.S. branch of a foreign bank with a rating of at least A from Standard & Poor’s or A2 from Moody’s.

5.3 Prepayment (margin): Counterparties may provide a prepayment or cash margin deposit that is sufficient to cover the related transactions.6.

ENERGY CREDIT RISK POLICY Page 5 of 7

6. Counterparty Credit

Establishing limits and monitoring credit information should be done separately from energy transaction activities in order to ensure appropriate segregation of duties within the City.

6.1 Credit Limit: is defined as the sum of:

i. the approved amount of the unsecured credit limit plus ii. the approved guaranteed amount of any guarantee(s) held plus iii. the value of any letter of credit or cash collateral held plus iv. the approved value of any other type of collateral held

6.2 Available Credit: is the dollar amount remaining open on the working credit limit approved for a counterparty.

6.3 Exposure: is the total amount of a counterparty’s credit exposure defined as the sum of:

i. The dollar value of all amounts invoiced and unpaid. ii. The dollar amount of all deliveries that have not yet been invoiced. iii. The marked to market value of all forward trades.
iv. Less all offsetting amounts that are supported by legally binding netting agreements or EEI Agreements.

7. Counterparty Credit Reviews

New counterparties are to be evaluated for creditworthiness by the Agent’s credit risk management department prior to any transactions. Unsecured credit limits up to $10,000,000 may be recommended by the Director of Credit of the Agent.

Existing counterparties are to be formally reviewed and documented by the Agent’s credit risk management department on a yearly basis at a minimum. More frequent reviews may be necessary, at the discretion of the Agent credit risk management department or the request of the City.

Counterparties sharing a common parent or affiliation will be assigned to a group. A credit limit will be assigned to the group with individual credit limits being assigned to each counterparty within the group. The aggregate credit limit of these counterparties will not exceed the established group limit.

8. Credit File Documentation and Retention

Credit analysis, approvals and denials must be documented in writing and all counterparty information shall be contained in formal credit files that are maintained at the offices of the Agent. These credit files are expected to contain audited financial statements and a credit review analysis report with a credit limit

ENERGY CREDIT RISK POLICY Page 6 of 7

recommendation signed by the Director of Credit of the Agent. These files should also contain as much of the following as possible:

• At least the two most recent years of audited financial statement information, if counterparty does not have publicallypublicly available financial information. (i.e. counterparties that do not file with the SEC)

• Rating information as published by Standard & Poor’s or Moody’s.

• General industry information, if applicable.

9. Credit Controls and Trading Restrictions

An approved list of trading counterparties noting working credit limits, available credit, and tenor restrictions is distributed each business day to all traders either via e-mail or through the Agent website. Under no circumstances should a trade be executed with a counterparty that does not appear on the approved list of trading counterparties. No credit sleeving transactions shall be executed.

The Director of Credit of the Agent is to provide general oversight over the credit function, reporting any credit issues to the Electric Utility Financial Administrator or designee Electric Risk Management Administrator who will ensure dissemination to the Risk Management Committee and the Risk Oversight Committee of the City.

Entering into unsecured transactions with a counterparty that will cause the total credit exposure to that counterparty to exceed the available credit will be allowed only if new working credit limits are set in writing. No new transactions are to be entered into with counterparties that have exceeded their working credit limits except as they may mitigate (offset) existing exposure, contingent upon a netting agreement. Any new unsecured, unauthorized transactions entered into with a counterparty that has a credit exposure in excess of its assigned working credit limit will subject the trader to disciplinary action.

All violations of this policy will be reported to the Risk Management Committee of the Agent. The Agent will also report such violations to the City Attorney and the City’s Electric Utility Financial Administrator or designeeElectric Risk Management Administrator, who will be responsible for dissemination to the City’s Risk Management Committee in a timely manner. If warranted, the City’s Risk Management Committee could escalate the issue to the City’s Risk Oversight Committee to develop remediation procedures and/or initiate disciplinary action.

ENERGY CREDIT RISK POLICY Page 7 of 7

10. Receivables/Payables Management

Unless otherwise instructed by the City, the Agent will consider all receivables/payables to be settled on the payment due date of the executed transaction.

As is generally accepted accounting practice, if necessary, a reserve will be established to allow for potential bad debts. This reserve will be determined jointly by the Director of Credit at Agent and the Finance Director of the City.

11. Collateral Management

The Agent is authorized to give credit information on the City to counterparties in order to establish credit approvals. The Agent will coordinate with the Finance Department of the City regarding the issuance or receipt of collateral to support a transaction. Any collateral that is received by the Agent for the City will be held by the City.

12. Related Policies

i.Supporting policies and procedures are required as outlined below:

City of Roseville Electric Utility Risk Management Policy City of Roseville Energy Trading Authority Policy
City of Roseville Energy Hedge Policy
Resolution 06-02 retaining APM for power management services Resolution 06-286 declaring APM as agent for the purposes of risk policies “ACES” – Alliance for Cooperative Energy Services Power Marketing

Amendments to the Credit Risk Policy of the City:

From time to time it may be necessary to make changes to the Credit Risk Policy of the City. Amendments to this policy will be made by City Council action.

Formatted: Body Text, Indent: Left: 0.15", Right: 0.18"

ENERGY CREDIT RISK POLICY Page 8 of 7

ENERGY TRADING AUTHORITY POLICY

Energy Trading Authority Policy
0211/2406/2022
2024

ENERGY TRADING AUTHORITY POLICY

Table of Contents

1. Purpose ................................ ................................ ................................ .................... 1

2. Execution Authority ................................ ................................ ................................ . 1

3. Requirements ................................ ................................ ................................ ........... 1

3.1 Credit Requirements ................................ ................................ ........................... 1

3.2 Contract Requirements ................................ ................................ ........................ 2

4. Non Permissible Transactions ................................ ................................ ................. 2

4.1 Sleeving ................................ ................................ ................................ .............. 2

4.2 Speculative ................................ ................................ ................................ .......... 2

5. Standard Transactions ................................ ................................ ............................. 2

5.1 Enabling and Master Agreements ................................ ................................ .......... 2

5.2 Purchase and Sale of Energy Products ................................ ................................ .. 2

6. Non-standard Transactions ................................ ................................ ..................... 5

6.1 Approval Process for Non-Standard Transactions ................................ .................. 5

7. Aggregated Dollar Authority Limits ................................ ................................ ......... 5

7.1 Authority Matrix ................................ ................................ ................................ ..... 6 i. Matrix Explanations ................................ ................................ ............................ 6

7.2 Authority Matrix for Agent’s Short-Term Traders ................................ ..................... 7 i. Matrix Explanations ................................ ................................ ............................ 8

7.3 CAISO Trading Authority Matrix for Agent’s Short-Term Traders ............................. 9 i. Matrix Explanations ................................ ................................ ........................... 9

8. Acknowledgements ................................ ................................ ................................ 10

8.1 Violations and Sanctions ................................ ................................ ..................... 10

8.2 Policy Effective ................................ ................................ ................................ ... 10

9. Responsibility ................................ ................................ ................................ ........ 10

10. Related Responsibilities ................................ ................................ ...................... 10

ENERGY TRADING AUTHORITY POLICY PAGE 1 OF 10

ENERGY TRADING AUTHORITY POLICY
211/2406/20224

1. Purpose
The Trading Authority Policy (“Policy”) is the framework containing the governing rules and requirements associated with the City’s energy related transactions. The Policy also specifies the list of authorities or powers granted by the City Council of the City of Roseville (“City”) to the City Manager and key personnel that can execute energy related transactions.

1.1 The Trading Authority Policy includes directives that address the following:

i. The City’s intention regarding hedging and speculating; ii. Who has authority to execute transactions;
iii. The commodities and products that can be transacted; iv. The authorized lead-time and term for each transaction; v. Counterparty contract and credit requirements;
vi. Other relevant factors associated with due diligence in authorizing transactions to be executed.

2. Execution Authority
The City Council granted the City Manager the ability to delegate his/her authority to the Electric Utility Director and Power Management Services Agent (“Agent”) at his/her discretion. The City Manager may also choose to amend the extent of authority granted to the Electric Utility Director and Agent at his/hersher discretion as long as it does not surpass the limit of his/her own authority.

The Transaction Authority Matrix outlines the Execution Authority Limits and defines the trading limits applicable to purchases and sales for each authority level.

All transactions must be executed via a recorded communication method. Recorded communications must be maintained and controlled by personnel who are independent of the trading function. Any request by the City for the Agents to execute on its behalf a transaction beyond the Agent’s authority must by documented in accordance with this Policy.

3. Requirements

3.1 Credit Requirements –

i. Roseville Electric shall not intentionally exceed the credit limit associated with each counterparty. Entering into unsecured transactions with a counterparty that has total credit exposure greater than or equal to its open line of credit and the total of any security currently provided, will be managed according

ENERGY TRADING AUTHORITY POLICY PAGE 2 OF 10

to the City of Roseville Energy Credit Policy. (Note: Since credit exposures are a function of not only positions traded, but also a function of market pricing and volatility, credit exposure to a counterparty may unintentionally exceed a credit limit purely due to changes in the forward market).

3.2 Contract Requirements –

i. Transactions with counterparties shall only be permitted if City has an active, valid, and executed agreement enabling such trading activity with that counterparty.
ii. Long form confirmations may be used as a valid agreement in lieu of a permanent agreement, when necessary, if approved by the Roseville City Council.

4. Non-Permissible Transactions

4.1 Sleeving

i. No sleeving transactions for credit or contract purposes shall be executed.

Note: Credit Sleeving is an arrangement where a more financially reputable entity acts as middleman for a smaller, undercapitalized entity in the purchase or sale of power. Contract sleeving is an arrangement where an entity acts as a middleman between two entities to bridge a contract gap that exists between the two entities.

4.2 Speculative

i. The primary purpose of trading activities shall be for hedging and portfolio optimization (including participation in arbitrage opportunities). However, the Energy Hedge Policy does allow the City to take advantage of market opportunities through transactions that could in the strictest sense be labeled speculation if those transactions expose the City to additional risk. The Energy Hedge Policy defines what is permissible in this regard.

5. Standard Transactions
Types of transactions that are executed by Roseville or its Agent must be consistent with City Council resolutions, all applicable laws, and rules and regulations. These may include, but not limited to the following:

5.1 Enabling and Master Agreements

5.2 Purchase and Sales of Energy Products such as:

5.2.1 Electric Power and Transmission (Financial and Physical Contracts)

i. Purchase energy or capacity to serve load above what is expected to be generated or purchased from existing resources, or if energy or capacity purchases are more economical than existing resources.

ENERGY TRADING AUTHORITY POLICY PAGE 3 OF 10

ii. Sell existing capacity or energy that is expected to be in excess of the City’s requirements.
iii. Execute financial transactions, including CAISO virtual transactions, to fix the price of variable commodity purchases or sales.
iv. Purchase from the CAISO markets to meet the City’s load requirements or sell into the CAISO markets energy in excess of the City’s load requirements.
v. Purchase call options to limit price exposure on short power positions. vi. Sell call options or tolling agreements on capacity that is expected to be in excess of the City’s resource requirements.
vii. Purchase a “floor” to limit price exposure on long power positions. viii. Sell a “floor” to offset a portion of the price of the purchase of call ix. Execute physical spread transactions at authorized locations. x. Transmission purchases are to be as firm as possible to reasonably assure the delivery of the commodity at the firmness transacted.

Notes:
• Physical Contracts are contracts that require “sellers” to produce and deliver the commodity to the “buyers”. Financial Contracts do not involve a direct physical delivery of a commodity; instead they use cash settlements, the buyer either gains or lose credit against the seller based on the difference between the agreed “entry” price and the “final” settlement price.

5.2.2 Natural Gas and Transportation (Financial and Physical Contracts)

i. Purchase natural gas and transportation that is expected to be needed to fuel the Roseville facilities. Enter into imbalance and storage agreements if deemed beneficial to fuel Roseville facilities.
ii. Sell surplus gas, or release transportation capacity, if more economic energy is available for purchase.
iii. Purchase call options to limit price exposure on short natural gas positions.
iv. Sell call options or tolling agreements on capacity that is expected to be in excess of the City’s resource requirements.
v. Purchase a “floor” to limit price exposure on long natural positions. vi. Sell a “floor” to offset a portion of the price of the purchase of call options listed in item (5) above.
vii. Transportation purchases are to be as firm as possible to reasonably assure the delivery of the commodity at the firmness transacted.

5.2.3 Environmental Compliance Instruments

i. Purchase environmental compliance instruments, including but not limited to LCFS credits, GHG allowances, GHG offsets and Federal SO2 and NOx emission allowances expected to be necessary to optimize the operation of the City’s resource portfolio.
ii. Sell environmental compliance instruments, including- but not limited to- Carbon Free Attributes, LCFS credits, GHG allowances, GHG offsets,

ENERGY TRADING AUTHORITY POLICY PAGE 4 OF 10

and Federal SO2 and NOx Emission Allowances deemed unnecessary for efficient operation of the City’s resource portfolio.

5.2.4 REC’s and Energy Attributes

i. Purchase or sell renewable energy credits and/or energy attributes as required to meet compliance requirements.

5.2.5 Congestion Revenue Rights

i. Execute congestion revenue rights or physical transmission transactions, including natural gas transportation to manage congestion price risk.

5.2.6 Ancillary Services

i. Purchase bilateral ancillary services to meet the City’s load requirements or sell bilateral ancillary services in excess of the City’s load requirements.
ii. Purchase CAISO Ancillary Services (Spinning Reserves, Non-Spinning Reserves, and Regulation) to meet the City’s load requirements or sell CAISO Ancillary Services in excess of the City's load requirements.

5.2.7 Movement of energy to and from:

i. CAISO (NP15 and SP15), BANC (Balancing Area of Northern California), Mid-Columbia, John Day, Big Eddy and COB

a. Execute physical spread transactions at authorized locations. b. For financial electricity transactions, authorized locations include CAISO NP 15 EZ Gen Hub, CAISO SP 15 EZ Gen Hub, the
Balancing Area of Northern California (BANC), Mid-Columbia, John Day, Big Eddy, and COB. These same locations are authorized for physical electricity transactions to the extent delivery can be reasonably expected.
c. Additional physical and financial locations include owned-generation locations within the CAISO, and CAISO inter-ties for import and export transactions.

5.2.8 Movement of Natural Gas to and from:

i. PG&E CityGate, Malin, Topock, Henry Hub, and SoCal Border

a. Execute physical spread transactions at authorized locations. b. For Natural Gas physical and financial transactions, authorized locations include PG&E CityGate, Malin, Topock and the SoCal Border.
c. Henry Hub is authorized for financial Natural Gas hedging, as well as Henry Hub to PG&E CityGate Basis.

ENERGY TRADING AUTHORITY POLICY PAGE 5 OF 10

5.2.9 Energy Exchange:

Energy exchange transaction is defined as any transaction in which similar quantities of energy are exchanged across locations or commodities to lower cost, or to reduce risk or to increase reliability.

6. Non-Standard Transactions
City staff may enter non-standard Transactions with City Council approval. Non-standard Transactions fall outside the scope of the defined “Standard” Transactions; these may include new opportunities that involve the following:

i. New commodities
ii. Location outside defined trading boundaries
iii. Pilot program

6.1 The approval process for non-standard transactions are defined by the following:

i. Transaction Proposal -

The proposal is the responsibility of the person or business group proposing the transaction. The proposal should address the business need, risks, trading controls, valuation methodology, accounting methodology, operations workflow/methodology, and assessment of legal and regulatory issues.
ii. City Council Review -

The Risk Oversight Committee (“ROC”) will perform a review on behalf of, and make a recommendation to, the City Council on the benefits and risks of the proposed transaction. The City Council will assess the proposed transaction and make a determination whether to add the proposed transaction to the approved list.

7. Aggregated Dollar Authority Limits
The aggregated dollar authority limit specifies the corresponding maximum dollars each authority level is allowed to authorize for forward transactions for Electric Power, Transmission, Natural Gas, Transportation, Environmental Compliance Instruments, RECs and Energy Attributes, Congestive Revenue Rights, Ancillary Services, and Energy Exchanges. See Authority Matrix for details.

ENERGY TRADING AUTHORITY POLICY PAGE 6 OF 10

7.1 Authority Matrix:

Title

Source of
Authority

Products

Term

Delivery
Lead
Time

Termination
Limits

Aggregate Dollar Authority
Limit
Power &
Transmission
Nat. Gas &
Transpor-
tation
Environmental
Compliance
Instruments
RECs and
Energy
Attributes
Congestions
Revenue
Rights
Ancillary
Services
Energy
Exchan
ges

Net

Gross

City
Council

State Law,
City
Charter

X

X

X

X

X

X

X

No
Limit

No Limit

No Limit

No Limit

No Limit

City
Manager

City
Council

X

X

X

X

X

X

X

< 6
Years

< 6
Years

< 6
Years

$500,000,000

$700,000,000

Utility
Director

City
Council

X

< 3
Month

<6
Months

< 1
Year

$5,000,000

$5,000,000

Agent’s
CEO

City
Council

X

X

X

X

X

< 1
Month

< 6
Weeks

< 2
Months

$23,000,000

$31,000,000

i. Matrix Explanations:

• The gross aggregate limits represent the maximum allowable total dollars based on the absolute values of all forward purchases and sales.
• The net aggregate limits represent the maximum allowable total dollars between all forward purchases and sales. • Delivery Lead Time represents the time period from the date a trade is executed to the start of the trade. • Unless otherwise stated, the dollar limits are based upon electric power only and do not include transmission, however, the Term, Lead Time, and Quantity limits do apply to transmission. • Termination Limit refers to the last day of the term from the execution day of the contract.

ENERGY TRADING AUTHORITY POLICY PAGE 7 OF 10

7.2 Authority Matrix for Agent’s Short-Term Traders:

Product

Source of
Authority

Per Transaction
Limits

Per Trading Day Limits
(Up to)

Aggregated Limits
(Up to)

Term

Delivery
Lead Time

Termination
Limits

Volume
Size

Total Cost
($)

Volume
Size

Total Cost
($)

Total
Volume

Net Total
($)

Gross Total
($)

Power and
Transmission

City
Council
(Can be
Modified
by City
Manager)

> 1 Week
< 1 Month

< 6
Weeks

< 2
Months

8,400 MWh
per Week

$1,050,000
per Week

111,600
MWh

$14,000,000

446,400
MWh

$17,000,000

$21,000,000

> 1 Day
< 1 Week

2,400 MWh
per Day

$600,000
per Day

33,600 MWh

$8,400,000

< 1 Day

4,800 MWh
per Day

No Max.
(Keep Lights
On)

No Max.
(Keep Lights
On)

No Max.
(Keep Lights
On)

Natural Gas
and
Transportation

< 1 Month

< 6
Weeks

< 2
Months

12,000

MMBTU/D

X

775,000
MMBTU

$6,200,000

775,000
MMBTU

$6,200,000

$9,300,000

> 1 Day
< 1 Week

40,000

MMBTU/D

X

280,000
MMBTU

$4,200,000

400,000
MMBTU

$4,000,000

$6,000,000

< 1 Day

< 1
Week

< 2
Weeks

50,000

MMBTU/D

X

150,000
MMBTU

$3,000,000

150,000
MMBTU

$2,000,000

$4,000,000

ENERGY TRADING AUTHORITY POLICY PAGE 8 OF 10

i. Matrix Explanations:

a. Power and Transmission Transactions:

• Transaction Limits represent the MWh volume per period labeled in the table and total dollars per period (as labeled above) for each transaction executed. • Per Trading Day Limits represent the total MWH volume and dollars for all transactions executed in a trading day.
• The transaction term limit for the Agent of < 1 Day covers individual daily transactions as well as executed transactions for more than one day to accommodate weekends or holidays, which could have terms up to 3 days for a normal weekend and up to 5 days for a holiday weekend.
• The gross aggregate limits represent the maximum allowable total dollars based on the absolute values of all forward purchases and sales. • The net aggregate limits represent the maximum allowable total dollars between all forward purchases and sales.
• Delivery Lead Time represents the time period from the date execution to the first day of the term of the trade.
• Unless otherwise stated, the dollar limits are based upon electric power only and do not include transmission, however, the Term, Lead Time, and Quantity limits do apply to transmission.
• Termination Limit refers to the time period between the date of execution and the last day of the term of the trade.

b. Natural Gas and Transportation Transactions:

• Transaction Limits represent the daily MMBtu volume for each transaction executed.
• Per Trading Day Limits represent the total MMBtu volume and dollars for all transactions executed in a trading day.
• The transaction term limit for the Agent of < 1 Day covers individual daily transactions as well as executed transactions for more than one day to accommodate weekends or holidays, which could have terms up to 3 days for a normal weekend and up to 5 days for a holiday weekend.
• The gross aggregate limits represent the maximum allowable total dollars based on the absolute values of all forward purchases and sales. • The net aggregate limits represent the maximum allowable total dollars between all forward purchases and sales.
• Lead time represents the time period from the date a trade is executed to the start of the trade.
• One monthly NYMEX contract contains 10,000 MMBtu.
• The dollar limits are based upon commodity gas only and do not include transportation, however, the Term, Lead Time, and Quantity limits do apply to transportation.
• Termination limit refers to the last day of the term from the execution day of the contract.

ENERGY TRADING AUTHORITY POLICY PAGE 9 OF 10

7.3 CAISO Trading Authority Matrix for Agent’s Short-Term Traders:

Products

Delivery Lead Time

Term

MW Size

$/MWh

Generation
Awards

As Required by CAISO

1 Operating Day

230

CAISO Price Cap

Demand
Awards

None

Inter SC Transactions
(IST)

As Required by CAISO

1 Operating Day

200

CAISO Price Cap

CAISO
Imports

230

CAISO
Exports

375

Ancillary
Services

200

Congestion Revenue
Rights

None

i. Matrix Explanations:

• Generation Award Limits are per generating unit within the CAISO. • Demand Award Limits are per each load location.
• CAISO Imports and Exports are by location and are each monitored separately. • Inter SC Transactions (IST) are each monitored separately. • Limits for Ancillary Service Awards apply to the Regulation and Operating (Spinning and Non- Spinning) Reserve Market. Limits for ancillary services transacted bilaterally are addressed in the power authority matrix. • Only Congestion Revenue Rights that are bought and sold via the long-term, annual and monthly auctions or in the secondary market are monitored per the limits above. This excludes congestion revenue rights allocated in the Annual Allocation.
• Term applies to either the calendar year or planning year.

ENERGY TRADING AUTHORITY POLICY PAGE 10 OF 10

8. Acknowledgements

8.1 Violations and Sanctions –

i. Violations of this Policy must not occur. Should it be deemed that violations did occur due to the actions of City employees, the Agent will notify the City’s Electric Utility Financial Administrator or designee Electric Risk and Compliance Supervisor and the City Attorney of such violations. Those individuals will have the responsibility to bring the violations to the Risk Management Committee for discussion. If warranted, the Risk Management Committee may escalate the issue to the Risk Oversight Committee to develop remediation procedures.

8.2 Policy Effective –

ii. This Policy is in effect upon the City Council’s approval and shall remain in effect until a replacement policy has been approved by the City Council superseding this Policy.

9. Responsibility

It shall be the responsibility of the City Council, through the duly appointed Risk Oversight Committee, Risk Management Committee and the City Manager to assure compliance with this policy.

10. Related Policies

10.1 Supporting policies and procedures are required as outlined below:

i. City of Roseville Energy Credit Risk Policy
ii. City of Roseville Electric Utility Risk Management Policy iii. City of Roseville Energy Risk Identification Policy and Hedge Plan iv. Resolution 17-368 declaring ACES for power management services v. Resolution 16-161 declaring ACES as agent for the purposes of risk policies.

ENERGY HEDGE POLICY

Energy Hedge Policy

0111/0506/2022 2024

ENERGY HEDGE POLICY

Table of Contents

1. Summary ................................ ................................ ................................ ................................ ..... 1

2. Hedging Policy Criteria ................................ ................................ ................................ ................. 1 3 Natural Gas Hedging ................................ ................................ ................................ .................... 4 4 Risk Measurement and Compliance Reporting................................ ................................ .............. 4 5 Responsibility ................................ ................................ ................................ ............................... 4 6 Related Policies ................................ ................................ ................................ ............................ 4

ENERGY HEDGE POLICY