City Council and Authorities Concurrent
March 7, 2023

ORDINANCE NO. _____

AN ORDINANCE OF THE CITY OF SANTA CLARA,

CALIFORNIA, APPROVING ULISTAC NATURAL AREA

GRANT PROJECT TO REMOVE INVASIVE PLANTS

AND PLANT NATIVES SPECIES IN ACCORDANCE
WITH CITY C HARTER SECTION 714.1
BE IT ORDAINED BY THE CITY OF SANTA CLARA AS FOLLOWS:

WHEREAS, the Ulistac Natural Area (“Park”), located at 4901 Lick Mill Blvd. is 40 acres of parkland (APNs: 097-05-002, 097-05-100, 097-05-106, 097-83-002) and was dedicated on March 22, 2000 to showcase seven distinctive natural habitats; WHEREAS, the original Open Space Park Master Plan for Ulistac calls for the removal of non-native and invasive species and the restoration of habitat with appropriate, drought tolerant native species, through continued City & volunteer efforts to this day; WHEREAS, the City is eligible for the Valley Water’s Safe, Clean Water Program Grant for Invasive Plant Removal and Habitat Restoration at Ulistac Natural Area (Project); WHEREAS, the Project will include renovation and improvements to existing park amenities such as the removal of non-native and invasive species and the r estoration of habitat with appropriate, drought tolerant native species; WHEREAS, the voters of the City of Santa Clara passed Measure R in 2016, which added section 714.1 to the City Charter, whic h prohibits substantial building, construction, reconstr uction, or development of parks and recreation facilities except pursuant to ordinance subject to referendum;
WHEREAS, the Park Project improvements c onstitutes as substantial building, construction, reconstruction and/or development, and is subjec t to Measure R; and,
WHE
REAS, the City Council desires to approve the Park Project improvements by or dinance in accordance with City Charter section 714.1.

NOW THEREFORE, BE IT FURTHER ORDAINED BY THE CITY OF SANTA CLARA AS FOLLOWS:

SECTION 1: That the City Council hereby approves the building, construction, reconstruction and/or development in accordance with the Open Spac e Park Master Plan for Ulistac Natural Area, attached hereto and incorporated by this reference, and in accordance with City Charter section 714.1.

SECTION 2: Savings clause. The changes provided for in this ordinance shall not affect any offense or ac t committed or do ne or an y penalty or f orfeiture incurred or a ny right established or accruing before the effective date of this ordinance; nor shall it affect any prosecution, suit or proceeding pending or any j udgment rendered prior to the effective date of this ordinance. All fee schedules shall remain in force until superseded by the fee schedules adopted by the City Council.

SECTION 3: This Ordinance shall not be codified in the Santa Clara City Code.

SECTION 4: Effective date. This ordinance shall take effect thirty (30) days after its final adoption; however, prior to its final adoption it shall be published in accordance with the requirements of Section 808 and 812 of “The Charter of the City of Santa Clara, California.” PASSED FOR THE PURPOSE OF PUBLICATION this XX day of XXXXXX, 2023, by the following vote:

AYES: CO
UNCILORS:

NOES: COUNCILORS:

ABSENT: COUNCILORS:

ABSTAINED: COUNCILORS:

ATTEST: ___________________________

NORA PIMENTEL, MMC

ASSISTANT CITY CLERK

CITY OF SANTA CLARA

09/2019
Attachments incorporated by reference:

1. Open Space Park Master Plan - Ulistac Natural Area

2. Water District Grant Application

SAFE, CLEAN WATER AND

NATURAL FLOOD PROTECTION PROGRAM

GRANTS & PARTNERSHIPS
2023 STANDARD GRANT GUIDELINES

Safe, Clean Water and Natural Flood Protection Program
Funded by a Special Parcel Tax

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TABLE OF CONTENTS
Page

1. ABOUT SANTA CLARA VALLEY WATER DISTRICT .................................................. 1

2. ABOUT SAFE, CLEAN WATER PROGRAM ................................................................. 1

3. PURPOSE, ELIGIBILITY, FUNDING ............................................................................. 1

3.1. Purpose .............................................................................................................. 1

3.2. Funding ............................................................................................................... 2

3.3. Eligible Applicants ............................................................................................... 3

3.4. Eligible Projects .................................................................................................. 3

3.5. Ineligible Projects ................................................................................................ 5

3.6. Environmental Compliance and Permitting.......................................................... 5

4. INFORMATIONAL WORKSHOPS ................................................................................. 6

5. KEY APPLICATION DATES AND DEADLINES ............................................................ 7

6. APPLICATION PREPARATION & SUBMISSION.......................................................... 7

6.1. Online Application (see Attachment 1, Fluxx Grants Management System, for instructions) ........................................................................................................ 7

7. STANDARD PROVISIONS AND INSURANCE REQUIREMENTS ................................ 8

7.1. General Provisions .............................................................................................. 8

7.2. Insurance Requirements (see Attachment 3, Insurance Requirements) .............10

8. GRANT PROCESS .......................................................................................................10

9. GRANT ADMINISTRATION POST AWARD REQUIREMENTS ...................................11

9.1. Changes to Project Scope and Schedule ...........................................................11

9.2. Project Withdrawals ...........................................................................................11

9.3. Payment Process ...............................................................................................12

9.4. Payment Request Forms ...................................................................................12

9.5. Loss of Funding ................................................................................................. 12

9.6. Site Visits ...........................................................................................................12

9.7. Public Access ....................................................................................................12

9.8. Project Completion .............................................................................................12

9.9. Valley Water Board of Directors Involvement .....................................................13

9.10. Audit Provisions ................................................................................................. 13 Page
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10. GRANT CATEGORIES ................................................................................................. 14

10.1. Water Conservation Research Grants ................................................................14

10.2. Pollution Prevention Grants ...............................................................................21

10.3. Support Volunteer Cleanup Efforts and Education Grants ..................................29

10.4. Wildlife Habitat Restoration Grants ....................................................................36

10.5. Access to Trails and Open Space Grants ..........................................................49

ATTACHMENTS
ATTACHMENT 1
Fluxx Grants Management System ................................................................................55 ATTACHMENT 2
Sample Resolution ........................................................................................................57 ATTACHMENT 3
Insurance Requirements ...............................................................................................58 ATTACHMENT 4
One Water Objectives ...................................................................................................64

APPENDICES

APPENDIX C
Project Budget ...............................................................................................................66

APPENDIX E
Sample Invoice Template ..............................................................................................67

APPENDIX F
Sample Payment Request Template .............................................................................68

APPENDIX G
Sample Status Report Template ....................................................................................69

APPENDIX H
Definitions .....................................................................................................................70

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SAFE, CLEAN WATER AND NATURAL FLOOD PROTECTION PROGRAM
2023 STANDARD GRANT GUIDELINES

1. ABOUT SANTA CLARA VALLEY WATER DISTRICT
The Santa Clara Valley Water District (Valley Water) is a public agency providing water supply, flood protection, and stream stewardship for Santa Clara County. Valley Water manages an integrated water resources system that includes the supply of clean safe water, flood protection and stewardship of streams on behalf of Santa Clara County’s 2 million residents. Valley Water effectively manages ten dams and surface water reservoirs, three water treatment plants, a state-of-the-art water quality laboratory, and more than 275 miles of streams. For information about Valley Water, visit www.valleywater.org
.

Valley Water was created by an act of the California Legislature, and operates as a state of California Special District, with jurisdiction throughout Santa Clara County. Valley Water’s mission is to provide Silicon Valley safe, clean water for a healthy life, environment, and economy.

2. ABOUT SAFE, CLEAN WATER PROGRAM
The Safe, Clean Water and Natural Flood Protection Program (Safe, Clean Water Program) was first passed by voters in 2000 as the Clean, Safe Creeks and Natural Flood Protection Plan, then again in 2012 as the Safe, Clean Water and Natural Flood Protection Program. In November 2020, voters in Santa Clara County overwhelmingly approved Measure S, a renewal of Valley Water’s Safe, Clean Water Program. The renewal of the Safe, Clean Water Program will continue to provide approximately $47 million annually for local projects that deliver safe, clean water, natural flood protection, and environmental stewardship to all the communities in Santa Clara County.

In the renewed Safe, Clean Water Program, funding for community grants and partnerships was re-organized and consolidated under Project F9: Grants and Partnerships for Safe, Clean Water, Flood Protection and Environmental Stewardship (Project F9). Project F9 includes four Key Performance Indicators that identify annual funding for standard grants, water bottle filling stations, mini-grants, and partnerships.

3. PURPOSE, ELIGIBILITY, FUNDING

3.1. Purpose
This 2023 Standard Grant Guidelines document provides information about the FY23 standard grant funding opportunities, which include the following:
a. Water Conservation Research Grants are for projects to study and test new or uniquely applied water conservation activities. Applicants are encouraged to undertake research projects of new, repurposed, and/or innovative water conservation programs and technologies. The primary

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goal is to identify water savings devices and strategies that can assist Valley Water with its water conservation efforts.
b. Pollution Prevention Grants are for projects that reduce contaminants, including emerging contaminants, in surface or groundwater, such as public education to reduce use of pesticides and PFAS-containing products, technical assistance to help growers protect groundwater and to keep agricultural pollutants away from surface water, and partnerships to reduce litter and graffiti.
c. Support Volunteer Cleanup Efforts and Education Grants are for creek cleanup, education, outreach, and watershed stewardship activities. d. Wildlife Habitat Restoration Grants are for activities that support, restore, and/or conserve native fish and wildlife, such as creating or enhancing wetland, riverine, riparian and tidal marsh habitat; protecting special status species; removing fish migration impediments;
removing
non-native/invasive plant species; and planting native species. e. A
ccess to Trails & Open Space Grants are for activities that provide and increase access to open space and creekside trails, or to trails that provide a significant link to a creekside trail network.

3.2. Funding
In the FY23 standard grant cycle, a total of $1,400,000 in grants is available, aiming for a diverse range of project types, project locations, and project sizes.

There is no minimum or maximum dollar amount per project.

Valley Water Board of Directors reserves the right to approve full or partial funding of the requested amount. Not all projects that meet minimum requirements are guaranteed to receive funding.

Projects must be completed within five (5) years following the Grant Agreement effective date.

Awards will be provided on a reimbursement basis. The final ten (10) percent of the reimbursable amount will be retained until project completion.

The funding amount is subject to change. Funds may not be used for:
a. Pre-award costs
b. Proprietary work of which the results cannot be released to the public

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3.3. Eligible Applicants
a. Eligible entities for Pollution Prevention Grants, Support Volunteer Cleanup Efforts and Education Grants, Wildlife Habitat Restoration Grants, and Access to Trails & Open Space Grants could include:
(1) Loc
al cities, towns, and county agencies
(2) Local nonprofit organizations with a 501(c)(3) tax exempt status (3) Open space districts
(4) Mutual water agencies/districts (public, not for profit) (5) Resource conservation districts
(6) Schools, community colleges, and colleges/universities (public, not for profit)
b. Eligible entities for Water Conservation Research Grants could include:
(1) Local cities, towns, and county agencies
(2) Local nonprofit organizations with a 501(c)(3) tax exempt status (3) Open space districts
(4) Mutual water agencies/districts (public, not for profit) (5) Resource conservation districts
(6) For-profit organizations
(7) Schools, community colleges, and colleges/universities (public, not for profit, private)
c. Eligible Applicants may seek grant funding for more than one project.

3.4. Eligible Projects
Proposed projects must be located within Santa Clara County and meet the following:
a. Water Conservation Research Grants must provide one or more of the following benefits:
(1) Help identify potential water reduction devices, technologies, strategies, and/or methods to either reduce water demand or improve water-use efficiency.

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(2) Research studies that determine potential cost-effectiveness of water conservation related projects.
b. Pollution Prevention Grants must provide one of the following benefits:
(1) Help prevent contaminants such as trash, household hazardous waste (such as auto products and fuels, yard and garden products, cleaning products, paints, light bulbs, batteries, and electronic waste), PFAS, and pharmaceuticals from entering our waterways
(2) Help improve the condition of water bodies listed as “impaired” per section 303(d) of the federal Clean Water Act
(3) Reduce contaminant source loads to groundwater and surface water, and protects local watersheds
(4) Provide public education to reduce contaminants in our waterways (5) Leverage community resources for efficient use of funds c. Support Volunteer Cleanup Efforts and Education Grants must be focused on creek cleanup, education, outreach, or watershed stewardship activities resulting in one or more of the following benefits:
(1) Reduce contaminants entering Santa Clara County waterways and groundwater
(2) Engage community and support watershed stewardship
(3) Leverage volunteer community resources for efficient use of funds to support watershed cleanup and education efforts
d. Wildlife Habitat Restoration Grants must provide one of the following benefits:
(1) Create or enhance wetland, riverine, riparian, and tidal marsh habitats
(2) Protect special status species
(3) Remove fish migration impediments
(4) Install fish ladders
(5) R
emove non-native/invasive plant species
(6) P
lant native species

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e. Access to Trails & Open Space Grants must provide one of the following benefits:
(1) P
rovide open space access
(2) P
rovide access to creekside trails or trails that provide a significant link to the creekside trail network

3.5. Ineligible Projects
The following projects will not be considered for funding:
a. P rojects located outside of Santa Clara County
b. F easibility studies
c. M aster planning
d. M itigation projects
e. P rojects designed to meet regulatory or permit obligations (unless grant funding is for project activities above and beyond required activities) f. O perations and maintenance of existing projects
g. Land ac
quisition, unless parcel(s) or title acquired will be specifically deemed for use in habitat or species restoration or protection

3. 6. Environmental Compliance and Permitting
Projects must comply with all applicable local, state, and federal environmental laws and regulations. Applicants are responsible for obtaining all permits necessary to complete project work.

As a public agency, Valley Water is required to comply with the California Environmental Quality Act (CEQA) before making a discretionary decision on a project that would result in physical changes to the environment, unless that project is excluded or exempt from CEQA.

For a project that is subject to CEQA, Valley Water may take on the role as a lead agency or a responsible agency depending on circumstance. If there is another state or local public agency responsible for carrying out the project or if there is another state or local public agency with greater responsibility for supervising or approving the project, that other state or local public agency will assume the role as lead agency pursuant to CEQA. Valley Water will assume the role as a responsible agency and comply with CEQA requirements applicable to responsible agencies before it considers whether or not to fully or partially fund the project through Valley Water’s grants program. Proposals should demonstrate the status of compliance with CEQA prior to the execution of the agreement.

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In the case where another public agency is the CEQA lead agency and has prepared a CEQA document (a Negative Declaration, Mitigated Negative Declaration, or Environmental Impact Report) for the project, Valley Water will consider CEQA review by the lead agency to be complete when the lead agency has filed a Notice of Determination (NOD) with the Santa Clara County clerk and the state Office of Planning Research (if applicable).

Valley Water will consider the lead agency’s CEQA document prior to reaching a decision on the project and will comply with all CEQA requirements applicable to responsible agencies (including making CEQA findings if required) before approving the project. If the lead agency has determined that a project is excluded or exempt from CEQA review, Valley Water will independently review and decide whether the project is exempt.

If the lead agency’s documentation for its CEQA compliance is available at the time of proposal submission, applicants should provide such information along with the proposal to Valley Water. Otherwise, applicants should provide this information as it becomes available and in a timely manner to support Valley Water’s CEQA review.

In instances where there is no other state or local public agency with approval authority over a project that is subject to CEQA, Valley Water must act as the CEQA lead agency. Applicants should note that CEQA requires Valley Water to analyze a project's potential environmental impacts. Applicants will need to provide adequate detailed information about the project activities to allow Valley Water to complete an environmental review, including details about site locations and access routes, species and habitat(s) that could be affected, ground disturbing activities, work schedule, and any environmental concerns that may exist.

In general, Valley Water must complete its CEQA review (whether as a lead or responsible agency) prior to disbursing grant funds for a project. In some cases, a project may include work associated with planning and/or design of the project.

In such case, upon execution of the grant agreement, grantee may work on and invoice Valley Water for eligible costs related to planning and design.

PLEASE NOTE: Up to 20 percent of the total award amount may be used for planning and design purposes, and the remaining 80 pe rcent must be spent on implementation.

4. IN FORMATIONAL WORKSHOPS
Valley Water will hold four virtual informational workshops to provide an overview of the grant program and available funding, application guidelines and process, including a demonstration of Valley Water web-based grant administration system (Fluxx) that all parties will be required to use to submit their applications. Participation is recommended but not mandatory.

January 25, 2023, 1:00-2:30 p.m.

Register for the online Zoom session:
https://valleywater.zoom.us/webinar/register/WN_HaVye_SGQxy6W6MS9OqJOg

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February 2, 2023, 6:00-7:30 p.m.

Register for the online Zoom session:
https://valleywater.zoom.us/webinar/register/WN_RbGULQt8S1yXhut1yVvVeg March 1, 2023, 10:00-11:30 a.m.

Register for the online Zoom session:
https://valleywater.zoom.us/webinar/register/WN_Z4xZ_OBLTYiKEU7E5XZNiw NOTE: Please register at the links above to receive the online Zoom meeting link.

If you need assistance with registering or have any questions, contact grants staff at (408) 630-2080 or [email protected].

Questions:

Kristen Yasukawa, Supervising Program Administrator
Phone: (408) 604-5356
Email: [email protected]

5. KEY APPLICATION DATES AND DEADLINES
Activity Schedule
Release the 2023 Standard Grant Guidelines
and open application for online submission
January 11, 2023
Virtual informational workshops January 25, 2023, 1:00-2:30 p.m.

February 2, 2023, 6:00-7:30 p.m.

March 1, 2023, 10:00-11:30 a.m.

Deadline for online grant proposal submission March 10, 2023 at 11:59 p.m. (PST) Review and evaluate grant proposals by a panel
of Valley Water staff and/or external members
March 10, 2023-April 21, 2023
Present evaluated proposals and recommend
grant awards to Valley Water Board of Directors
for approval
May 2023
Send out notice of funding to awarded grantees June 2023 CEO executes grant agreements June-December 2023
NOTE: The above dates are subject to change.

6. APPLICATION PREPARATION & SUBMISSION

6.1. Online Application (see Attachment 1, Fluxx Grants Management System, for instructions)
a. Application Submissions – All grant applications must be submitted electronically through the Fluxx web portal at valleywater.fluxx.io. b. Grant Applications Deadline – Online application and all supporting documentation must be submitted by Friday, March 10, 2023 at 11:59 p.m. (PST).

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c. Late Submittals – Valley Water will not accept grant applications after the grant due date/time. Further, Valley Water will not be responsible for slow and/or delayed grant application submissions regardless of whether it is caused by, but not limited to, the World Wide Web, Internet Service Provider, third-party system, Fluxx or Valley Water security system or infrastructure.
d. Valley Water Contact – All questions shall be directed to the Supervising Program Administrator, Kristen Yasukawa, via email at
[email protected].

7. STANDARD PROVISIONS AND INSURANCE REQUIREMENTS
The following outlines key provisions in Valley Water’s Standard Grant Agreement (Agreement).

7.1. General Provisions
a. Grant Agreement must be signed by the Grantee within one week of receiving the Agreement from Valley Water.
b. Grantee must complete funded Project and submit final documentation within the Project Performance Period and before the expiration of the Grant Agreement.
c. Grantee may submit reimbursements for work within the Project Performance Period, beginning upon the Grant Agreement effective date and no later than end of the expiration of the Agreement. d. All grant funds not expended by Grantee shall revert to the Safe, Clean Water and Natural Flood Protection Program reserve fund and be available for reallocation by Valley Water to other projects as deemed appropriate.
e. Grantee must own the land or hold a lease or other long-term interest in the land that is the subject of the Project. Exceptions to the rule include projects proposing use of Valley Water owned land, such as use of a maintenance road for a multiple-use trail; in which case a Joint Use Agreement and compliance with the Valley Water Trails Policy Criteria and Guidance would be required prior to construction and opening to public access.
f. If the Grantee does not own the land or hold a lease or other long-term interest in the land that is the subject of the Project, the Grantee must obtain written permission from the property owner and provide it to Valley Water.
g. Grantee is responsible for obtaining proper Valley Water encroachment permits to access and for proposed improvements on Valley Water property or easement prior to commencing of proposed work.

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h. Maintain and operate the property funded pursuant to the Grant Agreement for a period that is commensurate with the type of Project and the proportion of funds or property allocated to the capital costs of the Project. A lease or other short-term agreement cannot be revocable at will by the lessor.
i. Grant funds are not available for expenditure until they are authorized by Valley Water Board of Directors and appropriated pursuant to a written document (i.e., Grant Agreement) that has been executed between Valley Water and Grantee. Pre-award expenditures are not covered. NOTE:

Grantees are advised not to commence grant-funded activities until Grant Agreement has been fully executed by both parties. Expenditures incurred outside of the term of the Grant Agreement will not be eligible for reimbursement.
j. Matching funds may include cash and/or in-kind services, however, shall not include Valley Water resources. NOTE: No more than seventy-five percent (75%) of the total match expenditures may be in the form of third-party in-kind contributions. To calculate the in-kind value of volunteer hours, please use the Independent Sector’s estimated hourly rate for volunteer time. In 2021, the California volunteer value was estimated at $35.56 per hour, per person. Please visit the website here:
https://independentsector.org/resource/value-of-volunteer-time/ k. Grantee may spend up to twenty percent (20%) of the Project Funding Amount for non-construction costs, including project administration, CEQA compliance, permits, plans, specifications, and design. l. Benefit rates shall be limited to twenty percent (20%) of labor rates. m. Overhead costs shall be limited to ten percent (10%) of labor costs. n. Documentation of compliance with all Insurance Requirements must be provided by Grantee prior to contract negotiations. Grantee is responsible for the cost of complying with all Insurance Requirements as stated in the Agreement.
o. Prior to implementation and/or billing for eligible implementation related costs, the Grantee must complete the CEQA process and provide documentation (when applicable). The required documentation must include the final environmental document. Valley Water must also have access to the lead agency record of project approval. If a Notice of Determination was filed for the project, a copy of the lead agency’s filing receipt must be provided.
p. Prior to beginning implementation of a grant project, the Grantee is responsible for procuring any permits associated with said project.

Grantee must also provide documentation and/or copies of the permits to Valley Water staff.

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q. Grantee shall comply with all federal, state, and local laws and regulations, and Valley Water policies, rules and regulations, including, but not limited to, legal requirements for construction contracts, building codes, health and safety codes, Water Resources Protection Manual and disabled access laws.
r. All collateral materials associated with the grantee’s project, including, but not limited to signage, educational and marketing materials, must include Valley Water’s Safe, Clean Water logo, to be provided by Valley Water staff. If signage is posted at a grant-funded project site identifying project funding sources, the sign shall include acknowledgment of Valley Water’s contribution. NOTE: All signage and collateral materials must be reviewed and approved by Valley Water prior to usage of the Valley Water logo.

7.2. Insurance Requirements (see Attachment 3, Insurance Requirements) Grantee shall adhere to the insurance requirements detailed in Attachment 3, Insurance Requirements.

Final insurance requirements will be issued on a case-by-case basis for each Project. Details will be included as part of the Grant Agreement.

8. GRANT PROCESS
a. Valley Water releases online application for grant proposals on January 11, 2023.
b. Applicants submit grant proposals online by March 10, 2023 at 11:59 p.m. (PST).

See Attachment 1, Fluxx Grants Management System.
c. Valley Water evaluates all grant applications based on Eligibility and Evaluation Criteria using an application review team comprised of Valley Water staff and/or external members.
d. Valley Water Grants Program staff will make funding recommendations to the Valley Water Board of Directors based on the review team’s scores and the grant funding allocation matrix (see the matrix enclosed with each project evaluation criteria table). The Board of Directors will make the final approval decisions on grant funding at a public Board meeting.
e. Following Board of Directors approval of the grant awards, Valley Water will inform the Applicants of grant award status. Grant awardees will begin the process to execute the Grant Agreement. Grant Agreement must be signed by the Grantee within one week of receiving the Agreement from Valley Water. f. Grantee commences work on the Project and submits invoices upon completion of tasks for reimbursement. Final ten percent (10%) of the reimbursable amount is held as retention until Project completion.

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g. Grantee submits quarterly reports, with or without an invoice, during the duration of the Agreement term. Reports must be submitted using the Fluxx grants management system using the sample template(s), attached hereto as Appendix E, Sample Invoice Template; Appendix F, Sample Payment Request Template; and Appendix G, Sample Status Report Template, unless otherwise approved by Valley Water. Reports must include: a claim for reimbursement, invoices, interim deliverables/project documents, and a brief description of project status.
h. Grantee completes the Project.
i. Grantee submits a draft of the final report no later than thirty (30) days before expiration of the Grant Agreement. Grantee shall revise all or part of the report, if needed, based on comments from Valley Water. The final report is due on or before the expiration of the Grant Agreement, unless otherwise approved by Valley Water in writing.
j. Grantee presents completed project to Valley Water Board of Directors, upon Valley Water request.
k. Grantee submits the final invoice, including Notice of Completion (if applicable). l. Valley Water makes a final on-site project inspection. NOTE: Valley Water reserves the right to request site visits prior to completion of the Project. m. Valley Water processes the final payment.
n. Valley Water may perform an audit of the completed Project.

9. GRANT ADMINISTRATION POST AWARD REQUIREMENTS

9.1. Changes to Project Scope and Schedule
Valley Water will not approve changes in the Project Scope and Project Schedule unless the revision supports the original Application. Revisions to the Project Scope/description and schedule following execution of a Grant Agreement requires a written amendment executed by both parties. Requests for amendment must be received a minimum of 60 days prior to expiration of an executed agreement. Changes do not allow for an increase in grant funds awarded. Any changes in scope will require an amendment to the original Grant Agreement and thus will require Board Approval.

9.2. Project Withdrawals
Grantee may withdraw a Project by notifying Valley Water in writing. All invoices paid by Valley Water must be repaid to Valley Water within 45 days of withdrawal notification.

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9.3. Payment Process
The grant program is operated on a reimbursement basis. Up to 90 percent may be requested for reimbursement, with the final payment (10 percent) coinciding with completion of the Project. Grantee may invoice Valley Water as often as once a month.

9.4. Payment Request Forms
All Payment Request Forms are available through Valley Water’s Fluxx grants management system (valleywater.fluxx.io). Requests for payment are submitted on the Payment Request Form, along with Project invoice and Project Status Report Form using Fluxx. All requests for reimbursement must be accompanied by documentation to substantiate all expenses (i.e., subcontractor invoices, receipts, photographs, etc.), and proof the correlating tasks have been accomplished.

9.5. Loss of Funding
The following actions may result in a Grantee’s loss of funding:
a. Grantee fails to complete the Project and/or fails to submit all documentation within the timeframes specified in the Agreement. b. Grantee fails to utilize the funds for the purposes designated in the Grant Agreement.
c. Grantee submits misleading or inaccurate information in the application leading to a project that is not feasible.

9.6. Site Visits
Grantee shall permit periodic on-site visits by Valley Water staff, including a final inspection of the completed Project, to evaluate consistency with the approved Project Scope.

9.7. Public Access
Grantee shall provide public access to the completed Grant Project as deemed appropriate and described in the Project Scope, in accordance with the intent of the Safe, Clean Water Program.

9.8. Project Completion
Projects must be completed within the timeframe specified in the executed Agreement. Upon Project completion, Grantee submits the final payment request, final Project costs, and certification that Project is complete (i.e., Notice of Completion).

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The Grantee will provide a presentation to Valley Water Board of Directors, at the request of Valley Water; a final project fact sheet; and photographs to be posted on Valley Water’s website and other channels, such as Valley Water blogs, social media, videos, news releases, and reports.

9.9. Valley Water Board of Directors Involvement
Thirty (30) days prior to any event and/or ceremony related to projects which have received grant funding from Valley Water, Grantee shall provide the Valley Water Board of Directors an opportunity to designate a person to speak at such event and/or ceremony. Events shall include, but are not limited to, groundbreaking ceremonies, project opening ceremonies, and any other event where similar public officials with an interest in the Project receive an invite. At Valley Water’s request, Grantees shall also present their completed Project to the Board of Directors via a short verbal or written presentation.

9.10. Audit Provisions
a. Audit
Projects are subject to audit by Valley Water for three (3) years following final payment of grant funds. The audit shall include all books, papers, accounts, documents, or other records of Grantee as they relate to the Project for which the funds were granted.

Grantee shall have the Project records, including the source documents and cancelled warrants, readily available to an auditor. Grantee shall also provide a representative having knowledge of the Project to assist the auditor. Grantee shall provide a copy of any document, paper, record, or the like requested by Valley Water.
b. Financial Statements
Nonprofit organization Grantees must provide their IRS Form 990 and/or internally-prepared audited financial statements for the previous two years. Schools, school districts, and public agencies will be required to provide their annual budget for the previous two years. c. Accounting Requirements
Grantee shall maintain an accounting system that does the following:
(1) Accurately reflects fiscal transactions, with the necessary controls and safeguards.
(2) Provides good audit trails, especially the source documents (purchase orders, receipts, progress payments, invoices, time cards, cancelled warrants, warrant numbers, etc.).

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(3) Provides accounting data so the total cost of each individual Project can be readily determined.
d. Records Retention
In addition to the three-year retention of Project records, all Project records must be retained by Grantee for at least one year following the audit.
e. Pre- and Post-Surveys
Grantees with projects that include a community outreach and/or an educational component must demonstrate their best effort to submit pre- and post-surveys accounting for knowledge gained by program participants and demographic information including age, ethnicity, education level, and household income.
f. Grant Agreement Term Extension Limits
The term of an executed Agreement may be extended a maximum of three (3) times. All term extensions are subject to Valley Water approval and must be documented in a formal amendment to the Agreement. Any additional extensions beyond three (3) amendments will NOT be considered.

10. GRANT CATEGORIES

10.1. Water Conservation Research Grants
a. Purpose
The Water Conservation Research Grants are for projects to study and test new or uniquely applied water conservation activities. Applicants are encouraged to undertake research projects of new, repurposed, and/or innovative water conservation programs and technologies. The primary goal is to identify water savings devices and strategies that can assist Valley Water with its water conservation efforts. The funded project shall be able to answer either how much water can be saved through both a percent-reduction as well as by quantifying how many gallons can be saved per year per device/site/installation/other activity. b. Funding
(1) No funding minimum or maximum per project.
(2) Not all projects that meet minimum requirements are guaranteed to be funded.

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(3) A project may be authorized for full or partial requested funding based on the grant funding allocation matrix and decisions of the Board of Directors.
(4) Length of funding: all projects must be completed within five (5) years following the effective date of the Agreement.
(5) Awards will be provided on a reimbursement basis. The final ten percent (10%) of the reimbursable amount will be retained until project completion.
(6) The funding amount is subject to change. Funds may not be used for:
(a) Pre-award costs
(b) Proprietary work of which the results cannot be released to the public
c. Eligible Applicants
(1) Eligible entities could include:
(a) Local cities, towns, and county agencies
(b) Local nonprofit organizations with a 501(c)(3) tax exempt status
(c) Open space districts
(d) Mutual water agencies/districts (public, not for profit) (e) Resource conservation districts
(f) For-profit organizations
(g) Schools, community colleges, and colleges/universities (public, not for profit, private)
(2) Eligible applicants may seek grant funding for more than one project.
d. Project Benefits
Proposed projects must provide one of the following benefits:
(1) Help identify potential water reduction devices, technologies, strategies, and/or methods to either reduce water demand or improve water-use efficiency.

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(2) Research studies that determine potential cost-effectiveness of water conservation related projects
e. Ineligible Projects
The following projects will not be considered for funding:
(1) Projects located outside of Santa Clara County
(2) Master planning
(3) Mitigation projects
(4) Projects designed to meet regulatory or permit obligations (unless proposed work is for project activities above and beyond required activities)

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MINIMUM REQUIREMENTS QUALIFICATIONS & EVALUATION CRITERIA Minimum Requirements

1. All checklist items complete in Fluxx by application due date:
• Online Proposal
• Project Scope
• Project Budget
• Resolution
• 501(c)(3) Determination Letter
• W- 9 Form
• Form 990
• Audited Financial Statements
• Organizational Budget
• Resumes of Key Staff

2. Identifies as one of the following entities:
• Local cities, towns, and county agencies
• Local nonprofit organizations with a 501(c)(3) tax exempt status • Open space districts
• Mutual water agencies/districts (public, not for profit) • Resource conservation districts
• For-profit organizations
• Schools, community colleges, and colleges/universities (public, not for profit, private)

3. Project must be physically located in Santa Clara County.

4. Identifies the rationale for the project as discretionary and not required per other applicant obligations. The proposed project does not fill regulatory or permit obligations, or if the project includes required activities, that grant funding will only be used for work being done in addition to required activities.

5. Demonstrate tentativ e concurrence by project partners, including Valley Water, where a project is proposed.

6. Consistent with Santa Clara Valley Water District Act and Mission. All projects must support or enhance flood protection, environmental stewardship or water supply per Santa Clara Valley Water District Act.

7. Eighty percent (80%) or greater of project grant request must be focused on implementation with a tangible result.

8. Identifies appropriate maintenance and monitoring for proposed project.

9. Project includes a minimum 25% match fund (25% of total project cost) prior to Valley Water funding.

10. Project will be completed within five (5) years following the Agreement effective date.

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PROJECT EVALUATION CRITERIA
Criteria Criteria Name Max
Points
Evaluator’s
Score
1 Water savings and research plan
• Up to 10 points: A description of the potential water savings expressed as gallons per year or acre feet per year per device/site/installation/other ( see template on following page, which is also included in Fluxx). I nclude any other potential savings (e.g., energy, environmental, etc.); and
10 • Up to 15 points: A scientifically strong research plan that includes the following components:
review of past literature (e.g. are there existing studies or reports that support the savings estimates?); clearly defined objective and hypothesis; identification of target audience; clear and logical research design (i.e. will you have a control group?); a description of your data collection methods (i.e. will it be metered or will submeters be needed?); and a description of the qualitative and quantitative analysis that will be used.
15 2 Water Conservation Research Project innovation or new features Response should, at a minimum, answer the following questions: How is the proposed project and/or technology better and/or different than what currently exists? What new markets will it open and how will they be affected? What is the lifespan of the new technology and how reliable is it? 25 3 Cost effectiveness
The goal is to fund projects that provide the largest water savings per dollar awarded. Describe your project’s potential water savings (Criteria 1) in the context of funds requested and total project costs. If applicable, include cost per gallon saved.
20 4 Market impact potential
Response should, at a minimum, answer the following questions: What audience or demographic will benefit from your project? What is the potential market size or impact size for your project? 15 5 Water Conservation Research Project preparedness
Please provide a description of your experience or skills that will allow you to complete the proposed project. Also, describe how thoroughly the project will be planned, including any preparatory work, and understanding of potential obstacles and strategies to overcome them. 15 TOTAL POINTS 100

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BONUS CRITERIA
6 Financial Stability
More than half of the applicant’s required matching funds come from a monetary source (not in- kind).

Applicant shows strong financial ability to carry-out the project. 5 7 Diverse Applicant Pool
The applicant has never received a prior Valley Water Safe, Clean Water Program grant (excluding mini- grants).
5 8 Environmental Justice
Proposed project scope of work includes serving/impacting a Disadvantaged Community (as defined by Valley Water).1
5 TOTAL BONUS POINTS 15

Grant Funding Allocation Matrix
Tier 1 70-100% Funding 85-100 points
Tier 2 30-69% Funding 70-84 points

1 Valley Water defines a Disadvantaged Community as an area whose residents are disproportionately impacted by a combination of economic, health, and environmental burdens, such as poverty, high unemployment, environmental pollution, the presence of hazardous waste, or environmental degradation. These communities often are comprised of people who have suffered historical discrimination based on race, color, national origin, tribe, culture, income, immigration status, or English language proficiency. For the purposes of Valley Water policies, projects, services, and programs, disadvantaged communities include any of the following:
• Low-income households (Household incomes below 80 percent of the Area Median Income (AMI) in Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually. • Low-income census tracts (Census tracts where aggregated household incomes are less than 80 percent of the Area Median Income for Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually; and/or
• An area defined by California Environmental Protection Agency (pursuant to Section 39711 of the California Health and Safety Code), using the CalEnviroScreen tool, which was developed to determine communities most burdened by environmental, socioeconomic, and health factors.

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POTENTIAL WATER SAVINGS AND COST EFFECTIVENESS
Amount* Basis of Savings and Costs
A. Gallons saved per year (1) Device
Site
Installation
Other (please explain)
B. Cost (2)
C. Cost Effectiveness = B/A
* Cost should be normalized by the total years the project expects to generate savings.

(1) Explain water savings assumption based on Criteria 1-Water savings and research plan in the Water Conservation Research Grants Evaluation Criteria table.
(2) Explain cost assumption based on Criteria 2-Cost effectiveness in the Water Conservation Research Grants Evaluation Criteria table.

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10.2. Pollution Prevention Grants
a. Purpose
Pollution Prevention Grants are for projects that reduce contaminants, including emerging contaminants, in surface or groundwater, and reduce emerging contaminants, such as public education to prevent pharmaceuticals from entering waterways, reduce use of pesticides and PFAS-containing products, technical assistance to help growers protect groundwater and to keep agricultural pollutants away from surface water, and partnerships to reduce litter and graffiti.
b. Funding
(1) No funding minimum or maximum per project.
(2) Not all projects that meet minimum requirements are guaranteed to be funded.
(3) A project may be authorized for full or partial requested funding based on the grant funding allocation matrix and the Board of Directors.
(4) Length of funding: all projects must be completed within five (5) years following the effective date of the agreement.
(5) Awards will be provided on a reimbursement basis. The final ten percent (10%) of the reimbursable amount will be retained until project completion.
(6) The funding amount is subject to change. Funds may not be used for:
(a) Pre-award costs
(b) Proprietary work of which the results cannot be released to the public
c. Eligible Applicants
(1) Eligible entities could include:
(a) Local cities, towns, and county agencies
(b) Local nonprofit organizations with a 501(c)(3) tax exempt status
(c) Open space districts

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(d) Mutual water agencies/districts (public, not for profit) (e) Resource conservation districts
(f) Schools, community colleges, and colleges/universities (public, not for profit)
(2) Eligible applicants may seek grant funding for more than one project.
d. Project Benefits
Proposed projects must provide one of the following benefits:
(1) Help prevent contaminants such as pharmaceuticals, household hazardous waste, and trash from entering our waterways
(2) Help improve the condition of water bodies listed as “impaired” per section 303(d) of the federal Clean Water Act
(3) Reduce contaminant source loads in groundwater and surface water, and protects local watersheds
(4) Provide public education to reduce contaminants in our waterways (5) Leverage community resources for efficient use of funds e. Ineligible Projects
The following projects will not be considered for funding:
(1) Projects located outside of Santa Clara County
(2) Feasibility studies
(3) Master planning
(4) Mitigation projects
(5) Projects designed to meet regulatory or permit obligations (unless proposed work is for project activities above and beyond required activities)
(6) Operations and maintenance of existing projects

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MINIMUM REQUIREMENTS QUALIFICATIONS & EVALUATION CRITERIA Minimum Requirements

1. All checklist items complete in Fluxx by application due date:
• Online Proposal
• Project Scope
• Project Budget
• Resolution
• 501(c)(3) Determination Letter
• W-9 Form
• Form 990
• Audited Financial Statements
• Organizational Budget
• Resumes of Key Staff

2. Identifies as one of the following entities:
• Local cities, towns, and county agencies
• Local nonprofit organizations with a 501(c)(3) tax exempt status • Open space districts
• Mutual water agencies/districts (public, nonprofit)
• Resource conservation districts
• Schools, community colleges, and colleges/universities (public, not for profit)

3. Project must be physically located in Santa Clara County

4. Proposed project focuses on at least one of the following priority themes:
a. Implement specific pollution prevention or reduction activities identified in existing countywide or regional plans
b. Increase the permeability of urban areas
c. Reduce trash in riparian areas
d. Prevent pharmaceutical waste and other pollutants from entering our waterways

5. Identifies the rationale for the project as discretionary and not required per other applicant obligations. The proposed project does not fill regulatory or permit obligations, or if the project includes required activities, that grant funding will only be used for work being done in addition to required activities.

6. Demonstrates cooperation with any project partners, including Valley Water, where a project is proposed.

7. Consistent with Santa Clara Valley Water District Act and Mission. All projects must support or enhance flood protection, environmental stewardship or water supply per Santa Clara Valley Water District Act.

8. Eighty percent (80%) or greater of project grant request must be focused on implementation with a tangible result

9. Identifies appropriate maintenance and monitoring for proposed project

10. Project includes a minimum 25% match fund (25% of total project cost) prior to Valley Water funding.

11. Project will be completed within five (5) years following the Agreement effective date.

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PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low
(0-3)
Moderate
(4-7)
High
(8-10)
Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
1 PROJECT GOALS & THEMES
Proposed project implements
pollution prevention, reduction,
removal, remediation, or
improvement activities, either
independently, or collaboratively.

Project may focus on physical
improvements under Pollution
Prevention (formerly B3) and
priority themes as listed:
• Implement specific pollution
prevention or reduction
activities identified in existing
countywide or regional plans.
• Increase the permeability of
urban areas.
• Reduce trash in riparian areas.
• Prevent pharmaceutical waste
and other pollutants from
entering our waterways.

Project identifies
which specific
pollutant is the
target of the
project.

No identification
of a specific
pollutant(s) as the
focus of the
project.

Project addresses
pollutants in
priority reaches or
areas identified in
TMDL or 303d
listings.

Project
addresses
pollutants in
priority reaches
or areas
beyond TMDL
or 303d listings.

X 0.25 2.5
Project clearly
states how it will
prevent, reduce,
remove, or
remediate the
identified
pollutant.

Able to link
project to Valley
Water’s One
Water Objectives
(See
Attachment 4).

General
description and
some specifics of
project methods
and process for
addressing the
identified
pollutant(s).

Clear and
specific
description of
project methods
and process for
addressing the
identified
pollutant(s).

X 0.25 2.5
Physical projects
that bring long-
lasting solutions
beyond the life of
the grant funding.

Project provides
solutions lasting
only the life of the
grant.

Project provides
solutions lasting
beyond the life of
the grant by
1-2 years.

Project provides
solutions lasting
beyond the life
of the grant by
3+ years.

X 0.25 2.5
Establish
baselines to
account for
existing
conditions versus
new conditions to
measure
success.

No baseline data
identified to
measure
success.

Some baseline
data identified to
measure
success.

Systematic
baseline data
identified to
measure
success of
project
objective.

X 0.25 2.5
Maintenance and
monitoring.

Maintenance and
monitoring
component
identified with no
funding source.

Maintenance and
monitoring
component
identified with
funding source.

Maintenance
and monitoring
component
identified,
including
parameters to
be monitored
and funding
source.

X 0.25 2.5

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PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low
(0-3)
Moderate
(4-7)
High
(8-10)
Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
2 CONNECTIVITY
Where applicable, project demonstrates connectivity of
two or more related activities consistent with Pollution Prevention objectives.

No identified
connectivity.

Connectivity with
other planned
enhancements,
open space, or
habitat areas.

Demonstrated
connectivity
with existing
enhancements,
open space, or
habitat areas.

X 0.25 2.5
3 PROJECT SCOPE
Proposed project includes a well-defined scope (see
application in Fluxx) with clearly identifies the following:
• Project description
• Tasks
• Deliverables
• Success measures
• Outreach/presentation to Valley Water Board of
Directors
Most deliverables
and associated
tasks, success
measures are
clearly defined.

All deliverables
and associated
tasks, success
measures are
clearly defined.

All deliverables
and associated
tasks, success
measures, and
change
management
tasks are
clearly defined.

X 0.75 7.5
4 PROJECT SCHEDULE
Proposed project includes a well-defined schedule (see
application in Fluxx), including:
• Tasks
• Milestones
• Deliverables
• Performance measures
• Project related events
• Outreach/presentation to Valley Water Board of
Directors
• Close-out
Target completion
date, key
milestone dates
(including key
events or board
presentation
dates) are clearly
identified.

Clear base
schedule along
with identification
of critical path
items.

Clear base
schedule along
with
identification of
critical path
items, and ways
to address
anticipate
schedule slip.

X 0.75 7.5

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PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low
(0-3)
Moderate
(4-7)
High
(8-10)
Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
5 PROJECT BUDGET
Proposed project includes a
well-defined budget that clearly
identifies the following:
• Tasks
• Resources
• Matching funds
What tasks are
included and
which are
requested for
reimbursement
through this
grant?
Most budget
items align well
with those
described in
scope and
schedule.

All budget items
align well with
those described
in scope and
schedule.

Identified
budget items for
change
management
beyond
well-defined
budget.

X 0.75 7.5
Level of
matching funds
(% of total project
cost).
25-30% matching
funds.
31 to 50%
matching funds
51% or greater
matching funds X 0.75 7.5
Unit cost is
reasonable,
effective, and
efficient.

Identified unit
cost.

Identified unit
cost and provided
benchmark data.

Identified unit
cost, provided
benchmark
data, and
demonstrated
competitiveness
against cost
effectiveness.

X 0.5 5
6 PROJECT READINESS
Readiness of CEQA documents (Proposals
demonstrate that CEQA compliance will be complete
prior to execution of the agreement).

Readiness of Permit documents (if permits are not
required give full points).

Notation of CEQA
in project
application with
no clear date of
expected
completion.

Planned
completion of
CEQA within
1 year of signed
agreement.

Completed
CEQA.

X 0.75 7.5
Notation of
permits in project
application with
no clear date of
expected
completion.

Planned
completion of
permits within
1 year of signed
agreement.

Completed
permits.

X 0.75 7.5

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PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low
(0-3)
Moderate
(4-7)
High
(8-10)
Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
7 LIKELIHOOD OF PROJECT SUCCESS
Project team has clearly defined roles and responsibilities and worked successfully from project planning to project completion in the past.

Assess whether the applicant has applied for grant
opportunities (Valley Water and otherwise) previously and been successful.

Project team has
clearly defined
roles and
responsibilities.

Project team
worked together
on project
proposals in the
past.

Project team has
completed
projects
successfully.

X 0.5 5
Applicant has no
experience in
applying for grants,
Valley Water or
otherwise.

Experience
includes having
applied and
received but not
yet completed a
grant project.

Experience
includes having
applied,
received, carried
out a grant
project
successfully.

X 0.5 5
8 ENCOURAGES COOPERATIVE

EFFORTS
Assesses how many organizations
would benefit and how the project
improves coordination.

Experience
working together
collaboratively
with other
organizations.

Worked together
on one or more
planning or funding
proposals.

Completed one
project working
together as a
team.

Worked together
on 2 or more
completed
projects.

X 0.5 5
Authorization and
coordination with
landowners or
land use planning
processes.

No coordination
with landowner
and land use
agencies.

Letter of intent or
draft resolution
with scheduled
dates for approval
by landowners and
land use agency
where appropriate.

Resolution or
support by
landowner or
land use agency
where
appropriate.

X 0.5 5
9 KNOWLEDGE SHARING
Project demonstrates creativity for
knowledge/information sharing.

Proposed project includes
educational opportunities/ outreach
(i.e., outreach in disadvantaged
communities, planting seedlings,
educational plaques, partnerships
with schools and other educational
programs) while carrying out
physical project improvements.

What mechanisms
in place to share
the successes and
learning
throughout the
Project?
No knowledge
sharing beyond
project reporting.

Quarterly updates
incorporated into a
project website.

Posting of
reports or
pictures of
project
factsheets at a
project website
through periodic
newsletters.

X 0.75 7.5
What educational
opportunities are
included in the
project?
Project does not
include
educational
opportunities.

Project includes
passive
educational
opportunities (i.e.,
installation of
interpretive
signage).

Project includes
active
educational
opportunities
(i.e.,
engagement
through
meetings,
workshops, class
visits, etc.).

X 0.75 7.5
TOTAL POINTS 100

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BONUS CRITERIA
Low (0) High (5)
10 Financial Stability
More than half of the applicant’s required
matching funds come from a monetary source
(not in-kind). Applicant shows strong financial
stability to carry-out the project.
0-49% of matching
funds are from a
monetary source.

N/A 50-100% of
monetary funds are
from a monetary
source.

5 11
Diverse Applicant Pool
The applicant has never received a prior Valley
Water standard grant (excluding mini-grants).

Applicant has
received at least one
standard Valley
Water grant in the
past.

N/A Applicant has never
received a standard
Valley Water grant
in the past.

5 12
Environmental Justice
Proposed project scope of work includes
serving/impacting a Disadvantaged Community
(as defined by Valley Water).
2 Scope of work does
not indicate working
in a Disadvantaged
Community.

N/A Scope of work
clearly defines how
a Disadvantaged
Community will
benefit from the
project.

5 TOTAL BONUS POINTS 15

Grant Funding Allocation Matrix
Tier 1 70-100% Funding 85-100 points
Tier 2 30-69% Funding 70-84 points

2 Valley Water defines a Disadvantaged Community as an area whose residents are disproportionately impacted by a combination of economic, health, and environmental burdens, such as poverty, high unemployment, environmental pollution, the presence of hazardous waste, or environmental degradation. These communities often are comprised of people who have suffered historical discrimination based on race, color, national origin, tribe, culture, income, immigration status, or English language proficiency. For the purposes of Valley Water policies, projects, services, and programs, disadvantaged communities include any of the following:
• Low-income households (Household incomes below 80 percent of the Area Median Income (AMI) in Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually. • Low-income census tracts (Census tracts where aggregated household incomes are less than 80 percent of the Area Median Income for Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually; and/or
An area defined by California Environmental Protection Agency (pursuant to Section 39711 of the California Health and Safety Code), using the CalEnviroScreen tool, which was developed to determine communities most burdened by environmental, socioeconomic, and health factors.

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10.3. Support Volunteer Cleanup Efforts and Education Grants a. Purpose
The Support Volunteer Cleanup Efforts and Education Grants are for creek cleanup, education, outreach, and watershed stewardship activities. b. Funding
(1) No funding minimum or maximum per project.
(2) Not all projects that meet minimum requirements are guaranteed to be funded.
(3) A project may be authorized for full or partial requested funding based on the grant funding allocation matrix and the Board of Directors.
(4) Length of funding: all projects must be completed within five (5) years following the effective date of the agreement.
(5) Awards will be provided on a reimbursement basis. The final ten percent (10%) of the reimbursable amount will be retained until project completion.
(6) The funding amount is subject to change. Funds may not be used for:
(a) Pre-award costs
(b) Proprietary work of which the results cannot be released to the public
c. Eligible Applicants
(1) Eligible entities could include:
(a) Local cities, towns, and county agencies
(b) Local nonprofit organizations with a 501(c)(3) tax exempt status
(c) Open space districts
(d) Mutual water agencies/districts (public, not for profit) (e) Resource conservation districts
(f) Schools, community colleges and colleges/universities (public, not for profit)

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(2) Eligible Applicants may seek grant funding for more than one project.
d. Eligible Projects
(1) Proposed projects must be located within Santa Clara County, and focused on cleanup, education, outreach, or watershed stewardship activities resulting in one or more of the following benefits:
(a) Reduce contaminants entering Santa Clara County
waterways and groundwater
(b) Engage community and support watershed stewardship
(c) Leverage volunteer community resources for efficient use of funds to support watershed cleanup and education
efforts
(2) Projects that have received funding in the past include:
(a) Providing education and outreach activities on the need for clean, effective creeks and waterways in under-resourced communities
(b) Organizing cleanups with volunteers from local schools (c) Developing and implementing curriculum around the
relationship between water quality and riparian area health for local businesses and their employees
e. Ineligible Projects
The following projects will not be considered for funding:
(1) Projects located outside of Santa Clara County
(2) Feasibility studies
(3) Master planning
(4) Mitigation projects
(5) Projects designed to meet regulatory or permit obligations (unless proposed work is for project activities above and beyond required activities)
(6) Operations and maintenance of existing projects

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MINIMUM REQUIREMENTS QUALIFICATIONS & EVALUATION CRITERIA Minimum Requirements

1. All checklist items complete in Fluxx by application due date:
• Online proposal
• Project Scope
• Project Budget
• Resolution
• 501(c)(3) Determination Letter
• W-9 Form
• Form 990
• Audited Financial Statements
• Organizational Budget
• Resumes of Key Staff

2. Identifies as one of the following entities:
• Local cities, towns, and county agencies
• Local nonprofit organizations with a 501(c)(3) tax exempt status • Open space districts
• Mutual water agencies/districts (public, not for profit) • Resource conservation districts
• Schools, community colleges, and colleges/universities (public, not for profit)

3. Project must be physically located in Santa Clara County.

4. Proposed project focuses on at least one of the following priority themes:
• Education and outreach on increasing permeability in urban areas • Education and outreach on increasing trash free locations in riparian areas • Education and outreach for reducing waste and other pollutants in our waterways (showing benefits through awareness and engagement)

5. Identifies the rationale for the project as discretionary and not required per other applicant obligations. The proposed project does not fill regulatory or permit obligations, or if the project includes required activities, that grant funding will only be used for work being done in addition to required activities.

6. Demonstrates cooperation with any project partners, including Valley Water, where a project is proposed.

7. Consistent with Santa Clara Valley Water District Act and Mission. All projects must support or enhance flood protection, environmental stewardship or water supply per the Santa Clara Valley Water District Act.

8. Eighty percent (80%) or greater of project grant request must be focused on implementation with a tangible result.

9. Identifies appropriate maintenance and monitoring for proposed project.

10. Project includes a minimum 25% match fund (25% of total project cost) prior to Valley Water funding.

11. Project will be completed within five (5) years following the Agreement effective date.

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MC14948 32

PROJECT EVALUATION CRITERIA
Criteria # Criteria Name Low (0-3) High (8-10) Weight Max Score
1 PROJECT BENEFITS
Proposed project provides one or more of the
following benefits:
• Reduce contaminants entering our waterways
and groundwater
• Engage community and supports watershed
stewardship
• Leverage volunteer community resources for
efficient use of funds to support watershed
cleanup and education efforts
Project meets one benefit. Project meets all three
benefits.

1.0 10
2 PROJECT GOALS
Proposed project clearly identifies at least one of
three themes listed below and includes measurable
outcomes:
• Education and outreach on increasing
permeability in urban areas
• Education and outreach on increasing trash-free
locations in riparian areas
• Education and outreach for reducing waste and
other pollutants in in our waterways (showing
benefits through awareness and engagement)
Identified theme, but
measurable outcome has
little correlation to the theme.

Identified theme clear and
specific with measurable
outcome(s) including
outcomes which
demonstrate the inclusion of
diverse communities.

1.0 10
3 PROJECT SCOPE
Proposed project includes a well-defined scope (see
application in Fluxx) with clearly identifies the
following:
• Project description
• Tasks
• Deliverables
• Success measures Outreach/presentation to
Valley Water Board of Directors
Scope does not relate to
schedule and budget.

Well-defined scope including
items clearly listed and
explained, and. clear
coordination with schedule
and budget.

1.5 15

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MC14948 33

PROJECT EVALUATION CRITERIA
Criteria # Criteria Name Low (0-3) High (8-10) Weight Max Score
4 PROJECT SCHEDULE
Proposed project includes a well-defined schedule
(see application in Fluxx), including:
• Tasks
• Milestones
• Deliverables
• Performance measures
• Project related events
• Outreach/presentation to Valley Water Board of
Directors
• Close-out
Schedule does not relate to
scope and budget.

Well-defined schedule,
including items clearly listed
and explained with
performance measures, and
coordination with scope and
budget, and involvement of
Valley Water Board of
Directors.

1.5 15
5 PROJECT BUDGET
Proposed project includes a well-defined budget that
clearly identifies the following:
• Tasks
• Resources
• Matching funds
25-34% matching funds. 50% or greater matching
funds.

0.6 6
Budget does not relate
scope and schedule.

Well-defined budget
including items listed here
and coordination with scope
and schedule.

1.0 10
6 COLLABORATIVE EFFORT
Proposed project demonstrates:
• Encourages collaborative efforts through
partnerships
• Outreach to the community
• Consistent with land use planning
1 other collaborating partner
on this project.
3 or more partners, including
partners from diverse
communities.

0.5 5
No description of outreach. Demonstrated robust and
diverse outreach.

0.5 5
No coordination with land-
use agencies.

Receipt or acknowledgement
of support from land-use
agencies where appropriate.

0.5 5

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PROJECT EVALUATION CRITERIA
Criteria # Criteria Name Low (0-3) High (8-10) Weight Max Score
7 PROJECT READINESS
Readiness of CEQA documents (Proposal
demonstrates the CEQA compliance will be complete
prior to execution of the agreement)
• Readiness of Permit documents (if permits are
not required give full points)
• Planned date of completion
Notation of CEQA in project
application with no clear date
of expected completion.

Completed CEQA. 0.3 3
Notation of permits in the
project application with no
clear date of expected
completion.

Completed Permits. 0.3 3
Project completion within five
(5) years from the
agreement effective date.

Project completion within five
(5) years from the
agreement effective date

0.3 3
8 LIKELIHOOD OF PROJECT SUCCESS
Applicant’s experience in applying and receiving
grants
• Proposal includes performance measures and
measurable milestones for determining success
of project
Applicant has no experience
in applying for grants (Valley
Water or otherwise)
previously.

Experience includes having
applied, received, and
carried out a grant project
successfully.

0.5 5
No mention of performance
measures and/or
measurable milestones.

Project includes
performance measures AND
measurable milestones.

0.5 5
TOTAL POINTS 100

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BONUS CRITERIA
Criteria Name Low (0) High (5) Weight Max Score
9 FINANCIAL STABILITY
More than half of the applicant’s required matching
funds come from a monetary source (not in-kind).

Applicant shows strong financial stability to carry out the project.
0-49% of matching funds are
from a monetary source.
50-100% of monetary funds
are from a monetary source.

N/A
5 10 DIVERSE APPLICANT POOL
The applicant has never received a prior Valley Water
standard grant (excluding mini-grants).

Applicant has received at
least one standard Valley
Water grant in the past.

Applicant has never received
a standard Valley Water
grant in the past.

N/A
5 11 ENVIRONMENTAL JUSTICE
Proposed project scope of work includes
serving/impacting a Disadvantaged Community (as
defined by Valley Water).3
Scope of work does not
indicate working in a
Disadvantaged Community.

Scope of work clearly
defines how a
Disadvantaged Community
will benefit from the project.

N/A
5 TOTAL BONUS POINTS 15

Grant Funding Allocation Matrix
Tier 1 70-100% Funding 85-100 points
Tier 2 30-69% Funding 70-84 points

3Valley Water defines a Disadvantaged Community as an area whose residents are disproportionately impacted by a combination of economic, health, and environmental burdens, such as poverty, high unemployment, environmental pollution, the presence of hazardous waste, or environmental degradation. These communities often are comprised of people who have suffered historical discrimination based on race, color, national origin, tribe, culture, income, immigration status, or English language proficiency. For the purposes of Valley Water policies, projects, services, and programs, disadvantaged communities include any of the following:
• Low-income households (Household incomes below 80 percent of the Area Median Income (AMI) in Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually. • Low-income census tracts (Census tracts where aggregated household incomes are less than 80 percent of the Area Median Income for Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually; and/or
• An area defined by California Environmental Protection Agency (pursuant to Section 39711 of the California Health and Safety Code), using the CalEnviroScreen tool, which was developed to determine communities most burdened by environmental, socioeconomic, and health factors.

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MC14948 36

10.4. Wildlife Habitat Restoration Grants
a. Purpose
The Wildlife Habitat Restoration Grants are for activities such as creating or enhancing wetland, riverine, riparian and tidal marsh habitat; protecting special status species; removing fish passage impediments; removing non-native/invasive plant species; and planting native species. b. Funding
(1) No funding minimum or maximum per project.
(2) Not all projects that meet minimum requirements are guaranteed to be funded.
(3) A project may be authorized for full or partial requested funding based on the grant funding allocation matrix and the Board of Directors.
(4) Length of funding: all projects must be completed within five (5) years following the effective date of the agreement.
(5) Awards will be provided on a reimbursement basis. The final ten percent (10%) of the reimbursable amount will be retained until project completion.
(6) The funding amount is subject to change. Funds may not be used for:
(a) Pre-award costs
(b) Proprietary work of which the results cannot be released to the public
c. Eligible Applicants
(1) Eligible entities could include:
(a) Local cities, towns, and county agencies
(b) Local nonprofit organizations with a 501(c)(3) tax exempt status
(c) Open space districts
(d) Mutual water agencies/districts (public, not for profit) (e) Resource conservation districts

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MC14948 37
(f) Schools, community colleges, and colleges/universities (public, not for profit)
(2) Eligible applicants may seek grant funding for more than one project.
d. Project Benefits
Proposed projects must provide one of the following benefits:
(1) Create or enhance wetland, riparian, and tidal marsh habitats (2) Protect special status species
(3) Remove fish migration barriers
(4) Install fish ladders
(5) Remove non-native, invasive plant species
(6) Plant native species
e. Ineligible Projects
The following projects will not be considered for funding:
(1) Projects located outside of Santa Clara County
(2) Feasibility studies
(3) Master planning
(4) Mitigation projects
(5) Projects designed to meet regulatory or permit obligations (unless proposed work is for project activities above and beyond required activities)
(6) Operations and maintenance of existing projects
(7) Land acquisition, unless parcel(s) or title acquired will be specifically deemed for use in habitat or species restoration or protection

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MC14948 38

MINIMUM REQUIREMENTS QUALIFICATIONS & EVALUATION CRITERIA Minimum Requirements

1. All checklist items complete in Fluxx by application due date:
• Online Proposal
• Project Scope
• Project Budget
• Resolution
• 501(c)(3) Determination Letter
• W-9 Form
• Form 990
• Audited Financial Statements
• Organizational Budget
• Resumes of Key Staff

2. Identifies as one of the following entities:
• Local cities, towns, and county agencies
• Local nonprofit organizations with a 501(c)(3) tax exempt status • Open space districts
• Mutual water agencies/districts (public, not for profit) • Resource conservation districts
• Schools, community colleges, and colleges/universities (public, not for profit)

3. Project must be physically located in Santa Clara County

4. Proposed project focuses on at least one of the following priority themes:
• Further the wildlife habitat restoration goals of existing plans, e.g., the Santa Clara Valley Habitat Plan and South Bay Salt Pond Restoration Plan;
• Restore and protect riparian corridor, tidal or other wetland habitats, including freshwater wetlands and vernal pools; and
• Protect special status species and support habitat improvements • Emphasize projects with ecosystem, watershed-scale benefits

5. Identifies the rationale for the project as discretionary and not required per other applicant obligations. The proposed project does not fill regulatory or permit obligations, or if the project includes required activities, that grant funding will only be used for work being done in addition to required activities.

6. Consistent with Santa Clara Valley Water District Act and Mission. All projects must support or enhance flood protection, environmental stewardship or water supply per Santa Clara Valley Water District Act.

7. Eighty percent (80%) or greater of project grant request must be focused on implementation with a tangible result.

8. Identifies appropriate maintenance and monitoring for proposed project.

9. Project includes a minimum 25% match fund (25% of total project cost) prior to Valley Water funding

10. Project will be completed within five (5) years following the Agreement effective date.

11. Demonstrates cooperation with any project partners, including Valley Water, where a project is proposed.

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MC14948 39

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
1 PROJECT THEMES/BENEFITS
Proposed project focuses on one or
more of the following priority themes:
a. Further the wildlife habitat
restoration goals of existing
plans, e.g., the Santa Clara
Valley Habitat Plan and South
Bay Salt Pond Restoration Plan.
b. Restore and protect riparian
corridor, tidal or other wetland
habitats, including freshwater
wetlands and vernal pools.
c. P
rotect special status species
and support habitat
improvements.
d. Emphasize projects with
ecosystem, watershed-scale
benefits.

Project identifies
theme, but
measurable
outcome has little
correlation to
theme or benefits.

N/A Project identifies
themes with
measurable
outcome(s) that
demonstrate
improvements
relevant to theme
and benefits
associated with
Wildlife Habitat
Restoration
(formally D3).

1.5 15
Proposed project provides one or
more of the following benefits:
• Enhances creek and bay
ecosystems.
• Improves fish passages and
habitat.
• Leverages community funding
through grants.
• Increases collaborations and
partnerships for stewardship
activities with cities, the County,
nonprofit organizations, schools,
underserved communities, and
other stakeholders.

Project meets
1 benefit.

Project meets
2 benefits.

Project meets 3
or more benefits.

1.5 15

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MC14948 40

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
2 PROJECT GOALS
Proposed project is focused on one
or more of the scoring metrics listed
below:

B1 Creation or restoration of tidal,
wetland or riparian habitat.

B2 Improvement of special status
species habitat.

B3 Fish passage impediment
remediation.

B4 R
emoval of non-native, invasive
plants; Planting of native species.

Applicant must select one or more
subcategory to be scored upon (e.g.,
B1, B2, B3, and/or B4).

B1 Creation or Restoration of Tidal, Wetland or Riparian Habitat Quantity Project results in
<2 acres of
habitat created or
restored.

Project results in
2 to 5 acres of
habitat created or
restored.

Project results in
>5 acres of
habitat created or
restored.

0.25 2.5
Species Assemblage Proposed
enhancement for
single species.

N/A Proposed
enhancement for
multiple species.

0.25 2.5
Buffer Little or no buffer
planned between
restored habitat
and disturbance.
50-100 ft. buffer
planned.
>100 ft buffer
planned.

0.25 2.5
Monitoring One year of
monitoring or
maintenance
proposed.
2 to 4-year
monitoring and
maintenance
plan proposed.
5 years or more
monitoring and
maintenance plan
proposed.

0.25 2.5

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MC14948 41

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
2 (cont’d)
B2 Improvement of Special Status Species Habitat
Species Proposed
enhancement for
single special
status species.

N/A Proposed
enhancement for
multiple special
status species.

0.5 5.0
Habitat Quality Habitat to support
one life history
phase to occur
onsite.

Habitats to
support all life
history phases
within dispersal
distance of site.

Habitats to
support all life
history phases to
occur on-site.

0.25 2.5
Management Plan No plan for
management/
monitoring of
habitat.

Management/
monitoring plan
included but
general with few
details.

Detailed
management/
monitoring plan
with success
criteria included.

0.25 2.5
B3 Fish Passage Impediment Remediation
The project helps to create a
continuous aquatic habitat corridor
for fish with the removal of an in-
stream impediment to fish passage.

Project opens up
less than 1 river-
mile of instream
habitat for fish.

Project opens up
between 1 and
5 river-miles of
instream habitat
for fish and/or is
only designed to
allow passage for
salmonids.

Project opens up
>5 river-miles of
instream habitat
for fish and is
designed to allow
passage for all
native fish rather
than just
salmonids.

0.5 5.0
Project installs additional habitat
improvements adjacent to removed
fish passage impediment.
0 points for no
habitat
improvements in
addition to fish
passage
remediation.
7 points for
additional habitat
improvements in
general.
10 points for
additional habitat
improvements
related
specifically to fish
for which the
passage
impediment was
removed.

0.5 5.0

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MC14948 42

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
B4 Removal of Non-Native, Invasive Plants and Planting of Native Species 2 (cont’d)
Project length Short term project
(1 year) with
minimal
monitoring
component.

Mid-term project
(2-3 years), with
monitoring
component.

At least 4 years,
with monitoring
component.

1.0 10
Revegetation following removal No active
revegetation.

Revegetation
with natives.

Revegetation with
local native
species
(watershed
specific).

0.5 5.0
More credit will be given for the use
of locally native species as outlined
in Valley Water’s Guidelines and
Standards for Land Use Near
Streams.
4 Project includes a
planting plan of
native species but
no follow up
maintenance or
site preparation.

Project includes
plan with some
maintenance
(1-year
post-project).

Project includes a
comprehensive
planting plan and
schedule, utilizing
locally specific
natives as
outlined in
sources such as
Valley Water’s
Guidelines and
Standards for
Land Use Near
Streams.

1.5 15

4 When preparing the scope of work and planning the Project, applicants are encouraged to review Design Guides regarding plantings (https://www.valleywater.org/sites/default/files/WRPM%20Ch%203.pdf) contained in Guidelines and Standards for Land Use Near Streams, a list of constraints when working on trails project on or near Valley Water facilities, along with other best practices for trails design.

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MC14948 43

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
3 ECOSYSTEM OR SPECIES NEEDS
Proposed enhancement provides
benefit to habitat on an ecosystem or
watershed scale.
• Proposed enhancement is listed
in a published document (plan,
study, report, etc.) which cites its
importance.
• Establish baselines to account
for existing conditions versus
new conditions as a way to
measure success.
• Monitoring.
0 points for
project that is site
specific with no
description of
benefits to larger
ecosystem or
watershed.

N/A 10 points for
project that
clearly
demonstrates
benefits to larger
ecosystem or
watershed as a
whole.

0.5 5.0
Enhancement
(whichever type
under Criteria #2)
is not identified in
a published
document or no
evidence is
provided with the
application to
indicate so.

Enhancement
(whichever type
indicated under
Criteria #2) is
identified in a
published
document.

Enhancement
(whichever type
indicated under
Criteria #2) is
listed in a
published
document as
critical.

0.5 5.0
No baseline data
identified to
measure success.

N/A Baseline data
identified to
measure success
of project
objective.

0.5 5.0
Monitoring
component
identified with no
funding source.

N/A Monitoring
component
identified with
funding source.

0.5 5.0

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MC14948 44

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
4 ACCOMPLISHES VALLEY WATER

MISSION AND OBJECTIVES
Identifies Valley Water ends
policy(ies) and related objective(s)
that the project meets.

Valley Water mission: Providing
Silicon Valley safe, clean water for a
healthy life, environment and
economy.

For related objectives: Review the
One Water Objectives document
(Attachment 4) to identify related
objectives. Objectives E, F and G
may be the most relevant.
0 points for
identified mission
component with
no specific
objective(s) that
the project meets.

N/A 10 points for an
identified mission
component and at
least one specific
objective that
grant funds will
support.

0.5 5.0
5 COOPERATIVE EFFORTS
Proposed project demonstrates:
• How many entities are partnering
on this project?
• What geographic area does the
project benefit?
• Applicant applying for Valley
Water grant program for the first
time.
• Consistent with land use
planning.
3 points for 1
partner.
7 points for 2
partners.
10 points for 3 or
more partners.

0.25 2.5
3 points for 1 city. 7 points for 2 or
more cities.
10 points for
countywide.

0.25 2.5
0 points if
applicant has
previously applied
for Valley Water
grants (successful
or not).

N/A 10 points for first-
time applicants.

0.25 2.5
No coordination
with land-use
agencies.

Project includes
formal
notification to a
land-use agency
(such as a local
municipality)
where
appropriate.

Receipt of
support by
land-use agency
where
appropriate.

0.25 2.5

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MC14948 45

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
6 COMMUNITY INVOLVEMENT &

OUTREACH
Proposed project:
• Demonstrates outreach to the
community.
• Project includes educational
opportunities/outreach (i.e.,
planting seedlings, educational
plaques, partnerships with
schools and other educational
programs, outreach to
underserved communities) while
carrying out physical project
improvements.

No description of
outreach.

Planned
outreach
(included in
scope and
schedule).

Demonstrated
outreach (already
conducted).

0.5 5.0
0 points for no
description of
education
opportunities.

N/A 10 points for
inclusion of
educational
opportunities.

0.5 5.0
7 PROJECT SCOPE
Proposed project includes a
well-defined scope (see application
in Fluxx) that clearly identifies the
following:
• Project description
• Tasks
• Deliverables
• Outreach/presentation to Valley
Water Board of Directors
Scope does not
relate to schedule
and budget.

N/A 10 points for
well-defined
scope including
items clearly
listed and
explained, and
clear coordination
with schedule and
budget.

1.0 10
8 PROJECT SCHEDULE
Proposed project includes a
well-defined schedule (see
application in Fluxx), including:
• Tasks
• Milestones
• Project-related event
• Outreach/presentation to Valley
Water Board of Directors
• Close-out
Schedule does
not relate to
scope and
budget.

N/A 10 points for
well-defined
schedule
including items
listed here and
coordination with
scope and
budget.

0.75 7.5

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MC14948 46

PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
9 PROJECT BUDGET
Proposed project includes a well-
defined budget (see application in
Fluxx) that clearly identifies the
following:
• Resources
• Matching funds
• Tasks
Grantee funding
only (in addition
to Valley Water
grant).
2 funding
sources (in
addition to Valley
Water grant).
3 or more funding
sources (in
addition to Valley
Water grant).

0.25 2.5
25 to 34%
matching funds.
35 to 49%
matching funds.
50% or greater
matching funds.

0.5 5.0
Budget does not
relate scope and
schedule.

N/A 10 points for
well-defined
budget including
items listed here
and coordination
with scope and
schedule.

1.0 10
10 PROJECT READINESS
• Project completion following
agreement execution.
• Readiness of CEQA documents
(Proposals demonstrate that
CEQA compliance will be
complete prior to execution of
agreement).
• Readiness of Permit documents
(if permits are not required give
full points).
3 points for
completion within
5 years of signed.
7 points for
completion within
2 years of signed
agreement.
10 points for
completion within
1 year of signed
agreement.

0.5 5.0
3 points for
notation of CEQA
in project
application with
no clear date of
expected
completion.
7 points for
planned
completion within
1 year of signed
agreement.
10 points for
completed CEQA
(as required).

0.5 5.0
3 points for
notation of
permits in project
application with
no clear date of
expected
completion.
7 points for
planned
completion within
1 year of signed
agreement.
10 points for
completed
permits (as
required).

0.5 5.0

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PROJECT EVALUATION CRITERIA
Criteria Criteria Name Low (0-3) Moderate (4-7) High (8-10) Raw
Score
(1-10)
Multiply
by
Weight
Weight Final
Score
Max
Score
11 LIKELIHOOD OF SUCCESS
• Grant experience.
• Performance measures.
0 points if
applicant has no
experience in
applying for
grants, Valley
Water or
otherwise.
4 points for
applied and
received and not
completed yet.
10 points for
applied, received,
carried out
successfully. 0.25 2.5
No mention of
performance
measures and/or
milestones.

Includes
performance
measures OR
measurable
milestones.
10 points for
project that
includes
performance
measures AND
measurable
milestones.

0.75 7.5
12 CONNECTIVITY
Project demonstrates connectivity.
0 points for no
identified
connectivity.

Demonstrates
connectivity with
existing
enhancements,
open space, or
habitat areas.
10 points for
demonstrated
connectivity with
existing
enhancements,
open space, or
habitat areas.

0.5 5.0
TOTAL POINTS 200

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BONUS CRITERIA
Low (0) High (5)
13 Financial Stability
More than half of the applicant’s required
matching funds come from a monetary source
(not in-kind). Applicant shows strong financial
stability to carry out the project.
0-49% of
matching
funds are from
a monetary
source.

N/A 50-100% of
monetary
funds are from
a monetary
source.

5.0 14
Diverse Applicant Pool
The applicant has never received a prior Valley
Water standard grant (excluding mini-grants).

Applicant has
received at
least one
standard
Valley Water
grant in the
past.

N/A Applicant has
never received
a standard
Valley Water
grant in the
past.

5.0 15
Environmental Justice
Proposed project scope of work includes
serving/impacting a Disadvantaged Community
(as defined by Valley Water).5
Scope of work
does not
indicate
working in a
Disadvantaged
Community.

N/A Scope of work
clearly defines
how a
Disadvantaged
Community
will benefit
from the
project.

5.0 TOTAL BONUS POINTS 15

Grant Funding Allocation Matrix
Tier 1 70-100% Funding 140-200 points
Tier 2 30-69% Funding 110-139 points

5 Valley Water defines a Disadvantaged Community as an area whose residents are disproportionately impacted by a combination of economic, health, and environmental burdens, such as poverty, high unemployment, environmental pollution, the presence of hazardous waste, or environmental degradation. These communities often are comprised of people who have suffered historical discrimination based on race, color, national origin, tribe, culture, income, immigration status, or English language proficiency. For the purposes of Valley Water policies, projects, services, and programs, disadvantaged communities include any of the following:
• Low-income households (Household incomes below 80 percent of the Area Median Income (AMI) in Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually. • Low-income census tracts (Census tracts where aggregated household incomes are less than 80 percent of the Area Median Income for Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually; and/or
An area defined by California Environmental Protection Agency (pursuant to Section 39711 of the California Health and Safety Code), using the CalEnviroScreen tool, which was developed to determine communities most burdened by environmental, socioeconomic, and health factors.

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10.5. Access to Trails and Open Space Grants
a. Purpose
The Access to Trails & Open Space Grants are for activities that provide open space access or access to creekside trails or trails that provide a significant link to the creekside trail network.
b. Funding
(1) No funding minimum or maximum per project.
(2) Not all projects that meet minimum requirements are guaranteed to be funded.
(3) A project may be authorized for full or partial requested funding based on the grant funding allocation matrix and the Board of Directors.
(4) Length of funding: all projects must be completed within five (5) years following the effective date of the agreement.
(5) Awards will be provided on a reimbursement basis. The final ten percent (10%) of the reimbursable amount will be retained until project completion.
(6) The funding amount is subject to change. Funds may not be used for:
(a) Pre-award costs
(b) Proprietary work of which the results cannot be released to the public
c. Eligible Applicants
(1) Eligible entities could include:
(a) Local cities, towns, and county agencies
(b) Local nonprofit organizations with a 501(c)(3) tax exempt status
(c) Open space districts
(d) Mutual water agencies/districts (public, not for profit) (e) Resource conservation districts
(f) Schools, community colleges, and colleges/universities (public, not for profit)

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(2) Eligible Applicants may seek grant funding for more than one project.
d. Eligible Projects
Proposed projects must be located within Santa Clara County and provide one of the following benefits:
(1) Provide open space access
(2) Provide access to creekside trails or trails that provide a significant link to the creekside trail network
e. Ineligible Projects
The following projects will not be considered for funding:
(1) Projects located outside of Santa Clara County
(2) Feasibility studies
(3) Master planning
(4) Mitigation projects
(5) Projects designed to meet regulatory or permit obligations (unless grant funding is for project activities above and beyond required activities)
(6) Operations and maintenance of existing projects
(7) Land acquisition, unless parcel(s) or title acquired will be specifically deemed for use in habitat or species restoration or protection

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MINIMUM REQUIREMENTS QUALIFICATIONS & EVALUATION CRITERIA Minimum Requirements

1. All checklist items complete in Fluxx by application due date:
• Online Proposal
• Project Scope
• Project Budget
• Resolution
• 501(c)(3) Determination Letter
• W-9 Form
• Form 990
• Audited Financial Statements
• Organizational Budget
• Resumes of Key Staff

2. Identifies as one of the following entities:
• Local cities, towns, and county agencies
• Local nonprofit organizations with a 501(c)(3) tax exempt status • Open space districts
• Mutual water agencies/districts (public, not for profit) • Resource conservation districts
• Schools, community colleges, and colleges/universities (public, not for profit)

3. Project must be physically located in Santa Clara County.

4. Proposed project focuses on at least one of the following priority themes:
• Provide open space access
• Provide access to creekside trails or trails that provide a significant link to the creekside trail network

5. Project creates new public access where it did not previously exist.

6. Project includes a new creekside trail or a significant link to support the creekside trail network.

7. Project does not inhibit Valley Water access.

8. Project will be completed within five (5) years following the Agreement effective date.

9. Consistent with Santa Clara Valley Water District Act and Mission. All projects must support or enhance flood protection, environmental stewardship or water supply per Santa Clara Valley Water District Act.

10. Project can meet a minimum 25% matching fund (of total project cost) prior to Valle y Water funding.

11. Project applicant has provided evidence to show public outreach/communication about project.

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PROJECT EVALUATION CRITERIA
Criteria # Criteria Low (0-3) High (8-10) Weight Max
Score
1 Applicant’s readiness to begin the
project.

Project plan ready for
implementation within 5 years.

Project plan currently ready for
implementation.

0.8 8
2 Status of CEQA process and
obtaining of necessary permits.

Project timeline indicates CEQA
process and/or other permitting has
yet to be initiated.

Project timeline indicates CEQA and
other necessary permits have been
obtained and project completion
expected within the next 2 years.

0.4 4
3 Project minimizes impacts to the
environment.

Project does not include measures to
avoid and/or minimize negative
impacts to the environment.

Project specifically designed with
measures to avoid negative impacts
to the environment or has no
negative impacts.

0.4 4
4 Applicant has a plan to maintain the
project.

Maintenance plan for project not
complete.

Maintenance plan for project is
complete, long-term and specific.

0.4 4
5 Project supports additional benefits
consistent with Valley Water's
mission.

Project supports recreation only. Project supports 2 or more objectives consistent with Valley
Water mission other than recreation
or the preservation of open space.

0.4 4
6 Project incorporates environmental
restoration/enhancement activities
and/or protects open space adjacent
to trail.

Project does not incorporate
restoration/enhancement activities or
protect open space in the project
description.

Project incorporates significant
restoration/enhancement activities or
protects open space in the project
description.

0.8 8
7 Cost to Valley Water as a
percentage of the total estimated
project cost.

Project provides at least 25%
matching fund (i.e., more Valley
Water funding required).

Project provides >50% matching
fund (i.e., less Valley Water funding
required).

0.8 8
8 Miles of new trail/open space to be
created for the amount of funding
requested.

Project includes public access to <1
mile of new trail.

Project includes public access to
>2 miles of new trail.

0.8 8
9 Project demonstrates its contribution
to underserved communities,
including the deficiency of similar
recreational opportunities in the
project area.

Project does not demonstrate benefit
to an underserved area and/or fulfill
a deficiency in recreational
opportunities in its vicinity.

Project demonstrates benefits to an
underserved area and/or fulfills a
deficiency in similar recreational
opportunities in its vicinity.

0.8 8
10 Distribution of trail grant funds per
entity and geographic area.

Project received prior trail grant
funds from Valley Water.

Entity (and geographic area) has not
received prior trail grant funding from
Valley Water.

0.8 8

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PROJECT EVALUATION CRITERIA
Criteria # Criteria Low (0-3) High (8-10) Weight Max
Score
11 Demonstrates available access
(public transportation, persons with
disabilities, bicycle lanes, staging
areas, access to public restrooms
and public parking, etc.) and
improves access to public areas.

Project does not demonstrate access
to the project site and/or does not
improve access to public areas.

Project demonstrates access to the
project site and offers public access
where it is otherwise poor and
limited.

0.8 8
12 Demonstrate connectivity to the
project site by connections between
existing trails, parks, and open space
or by being a part of a trail network.

Project is a standalone trail with no
connections to existing trails, parks
or open space.

Project includes a connection
between existing trails, parks, and/or
open space; and is part of a trail
network.

0.8 8
13 Project demonstrates safe passage
for public access to trails and open
space, including street and bridge
crossings.

Project does not demonstrate how
public safety is taken into
consideration.

Project demonstrates safe public
access by recognizing and mitigating
high-traffic areas, tight corridors,
publicly less visible areas, and areas
of disrepair.

0.4 4
14 Project receives community support
and demonstrates an understanding
of the community served.

Project shows no support by the
community (i.e., local officials,
environmental groups, community
groups).

Project enjoys community support
from local officials and a broad range
of community interests.

0.8 8
15 Project includes educational
opportunities/outreach (i.e., planting
seedlings, adopt-a-trail, educational
plaques, cleanup, partnerships with
schools, and educational programs).

Project does not include an element
of educational opportunity/outreach.

Project includes a partnership with a
school or the incorporation of an
adopt-a-trail or other educational
program.

0.4 4
16 Project offers multiple points of
interest (historic, cultural,
geographic, educational, or scenic)
to the public.

Project acts singly as a means of
recreation or transportation.

Project acts as a means of
recreation AND transportation and
incorporates at least one additional
point of public interest.

0.4 4
TOTAL POINTS 100

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BONUS CRITERIA
Criteria # Criteria Low (0) High (5) Weight Max
Score
1 FINANCIAL STABILITY
More than half of the applicant’s required
matching funds come from a monetary source
(not in-kind). Applicant shows strong financial
stability to carry-out the project.
0-49% of matching funds are
from a monetary source.
50-100% of monetary funds are
from a monetary source.

N/A 5
2 DIVERSE APPLICANT POOL
The applicant has never received a prior Valley
Water standard grant (excluding the mini-grant).

Applicant has received at
least one standard Valley
Water grant in the past.

Applicant has never received a
standard Valley Water grant in the
past.

N/A 5
3 ENVIRONMENTAL JUSTICE
Proposed project scope of work includes
serving/impacting a Disadvantaged Community (as
defined by Valley Water).6
Scope of work does not
indicate working in a
Disadvantaged Community.

Scope of work clearly defines how
a Disadvantaged Community will
benefit from the project.

N/A 5
TOTAL BONUS POINTS 15

Grant Funding Allocation Matrix
Tier 1 70-100% Funding 85-100 points
Tier 2 30-69% Funding 70-84 points
NOTE: When preparing the scope of work and planning the Project, applicants are encouraged to review Guidance for Trail Design (https://www.valleywater.org/sites/default/files/WRPM%20Ch%203%20Trail%20Design.pdf ) contained in Guidelines and Standards for Land Use Near Streams, a list of constraints when working on trails project on or near Valley Water facilities, along with other best practices for trails design.

6 Valley Water defines a Disadvantaged Community as an area whose residents are disproportionately impacted by a combination of economic, health, and environmental burdens, such as poverty, high unemployment, environmental pollution, the presence of hazardous waste, or environmental degradation. These communities often are comprised of people who have suffered historical discrimination based on race, color, national origin, tribe, culture, income, immigration status, or English language proficiency. For the purposes of Valley Water policies, projects, services, and programs, disadvantaged communities include any of the following:
• Low-income households (Household incomes below 80 percent of the Area Median Income (AMI) in Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually. • Low-income census tracts (Census tracts where aggregated household incomes are less than 80 percent of the Area Median Income for Santa Clara County), as of 2022 AMI for average household of three is $118,600; however, AMI is updated annually; and/or
An area defined by California Environmental Protection Agency (pursuant to Section 39711 of the California Health and Safety Code), using the CalEnviroScreen tool, which was developed to determine communities most burdened by environmental, socioeconomic, and health factors.

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ATTACHMENT 1
Fluxx Grants Management System
All grant Applications, reports and invoices must be submitted through our grants management system - Fluxx. Emailed submissions will not be accepted.

WHY FLUXX?
• Streamlines the Application, invoicing and reporting process for current grantees and prospective applicants.
• Greater transparency and ability for applicants and grantees to track both their Applications and reports/invoices through the approval process. • Ability for applicants to pull historical info on their respective organizations, including past grant applications.

HOW TO REGISTER (for Prospective Grantees)
If your organization has not previously applied for a grant from Valley Water, you will have to register as a first-time user in Valley Water’s Fluxx Grants Management System. To do so, please follow these steps:
• Please note that the information for organizations that have existing active grant projects were automatically migrated into the Fluxx system. Thus, these organizations will not need to create a new account, and the Valley Water Grants staff will provide them with login credentials via email.

1. Go to the Landing Page using the following link: valleywater.fluxx.io.

2. Click the “Create an Account Now” button on the right side of the Landing Page.

3. Fill out the Eligibility Questionnaire and click the submit button when you are finished. If you do not pass the Eligibility Questionnaire, you will not be able to register for an account or apply for a grant.

4. Fill out the Organization Information and Primary Contact Information on the following page. When you are finished, click the Submit Request button at the bottom.

5. Your registration request will be sent to the Valley Water Grants staff, and confirmation of its submission will be sent to you via the email you provide under Primary Contact Information. You will be notified of its approval via the same email, along with information on how to log into the grantee portal.  This account is the master account for your organization, and the person attached to it via registration will be the primary contact for that account. If you would like to create accounts for other employees or associates of your organization or project, email the Valley Water Grants staff with the

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name(s) and email address(s) of the person(s) for whom you would like to create account(s). Valley Water Grants staff will create an account for each person, link them to your organization, and send them temporary login credentials so they can access Fluxx.

HOW TO REGISTER (for Current and Past Grantees)
If your organization is a current or past grantee with Valley Water, you should have a registered account. Please use Fluxx’s “Reset or create password” function if you forgot the password.

Please contact Valley Water Grants staff at [email protected] if you need further
assistance. NOTE: If you would like to assign additional login credentials to other staff members at your organization, please contact [email protected].

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ATTACHMENT 2
Sample Resolution
RESOLUTION NO. _____
RESOLUTION OF THE (TITLE OF APPLICANT’S GOVERNING BODY) (APPLICANT'S

GOVERNING BODY) APPROVING (APPLICANT NAME) (APPLICANT) TO APPLY FOR

GRANT FUNDS UNDER THE

SAFE, CLEAN WATER AND NATURAL FLOOD PROTECTION PROGRAM
WHEREAS, the Santa Clara Valley Water District has enacted the FY2023 Safe Clean Water Grant Program, which provides funds for Water Conservation Research Grants, Pollution Prevention Grants, Support Volunteer Cleanup Efforts and Education Grants, Wildlife Habitat Restoration Grants, and Access to Trails and Open Space Grants; and WHEREAS, the Santa Clara Valley Water District’s Office of Civic Engagement has been delegated the responsibility for the administration of the grant program, and establishing necessary procedures; and
WHEREAS, said procedures established by the Santa Clara Valley Water District require Applicant’s Governing Body to certify by resolution Applicant’s approval to apply for and accept grant program funds; and
WHEREAS, Applicant will enter into a Grant Agreement with the Santa Clara Valley Water District.

NOW, THEREFORE BE IT RESOLVED that the Applicant's Governing Body hereby:

1. Approves the submission of an Application for grant funds from the Safe, Clean Water and Natural Flood Protection Program;

2. Approves the acceptance of grant funds from the Safe, Clean Water and Natural Flood Protection Program, upon approval of grant funding for the Project by appropriate authorities;

3. Certifies that Applicant has or will have sufficient funds to operate and maintain the Project(s);

4. Certifies that Applicant will review and agree to all terms and conditions stated in the Agreement including the Special Provisions, General Provisions, Financial Provisions and Insurance Requirements contained in the Agreement; and

5. Appoints the (designated position) as its authorized agent to conduct all negotiations, execute and submit all documents and reports including, but not limited to applications, agreements, payment requests and so on, which may be necessary for the performance and completion of the Project.

Approved and Adopted on the (day) day of (month), 20(XX). I, the undersigned, hereby certify that the foregoing Resolution was duly adopted by (Applicant's Governing Body) following a roll call vote:

AYES:

NOES:

ABSENT:
(Clerk)

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ATTACHMENT 3
Insurance Requirements

SAFE, CLEAN WATER AND NATURAL FLOOD PROTECTION PROGRAM
Please Note: Failure to comply with the instructions below could result in a delay in executing the Agreement. Valley Water will not be responsible for time lost or costs incurred due to failure to comply with these requirements. Please note the check-list of documents needed at end of this Attachment 3, Grantee Insurance Requirements.

Without limiting the Grantee’s indemnification of, or liability to, Valley Water, the Grantee must provide and maintain at its own expense, during the term of the Grant Agreement, or as may be further required herein, the following insurance coverages and provisions as listed below.

Grantee must provide its insurance broker(s)/agent(s) with a copy of these requirements and warrants that these requirements have been reviewed by Grantee’s insurance agent(s) and/or broker(s), who have been instructed by Grantee to procure the insurance coverage required herein.

In addition to certificates, Grantee must furnish Valley Water with copies of all original endorsements affecting coverage required by this Attachment 3. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements and certificates are to be received and approved by Valley Water before the Agreement is effective. In the event of a claim or dispute, Valley Water has the right to require Grantee’s insurer to provide complete, certified copies of all required pertinent insurance policies, including endorsements affecting the coverage required by this Attachment 3, Grantee Insurance Requirements.

If your insurance broker has any questions about the above requirements, please advise him/her to call Mr. David Cahen, Valley Water Risk Manager at (408) 630-2213.

CERTIFICATES OF INSURANCE
Grantee shall furnish Valley Water with a Certificate of Insurance. The certificates will be issued on a standard ACORD Form
.

Grantee shall instruct their insurance broker/agent to submit all insurance certificates and required notices electronically in PDF format to the designated Valley Water Program Administrator and email a copy to [email protected] and [email protected].

The certificates will:

1. Identify the underwriters, the types of insurance, the insurance limits, the deductibles and the policy term;

2. Include copies of all the actual policy endorsements required herein; and

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3. In the “Certificate Holder” box include:

Santa Clara Valley Water District
5750 Almaden Expressway
San Jose, CA 95118
Agreement XXXXX
IMPORTANT: The agreement number must be included. The agreement number will be provided upon execution of the grant agreement.

In the Description of Operations/Locations/Vehicles/Special Items Box:

1. Certificate Holder shall be named as Additional Insured;

2. Valley Water agreement or project number shall appear;

3. The list of policies scheduled as underlying on the Umbrella policy shall be listed; and

4. Waiver of Subrogation must be indicated as endorsed to all policies.

If Grantee receives any notice that any of the insurance policies, required by this Attachment 3, Grantee Insurance Requirements, may be cancelled or coverage reduced for any reason whatsoever, Grantee or insurer shall immediately provide written notice to the designated Valley Water Program Administrator that such insurance policy required by this Attachment 3, Grantee Insurance Requirements, is canceled or coverage is reduced.

MAINTENANCE OF INSURANCE
If Grantee fails to maintain such insurance as is called for herein, Valley Water, at its option, may suspend payment for work performed and/or may order Grantee to suspend all Grantee’s work at Grantee’s expense until a new policy of insurance is in effect.

RENEWAL OF INSURANCE
Grantee will provide Valley Water with a current Certificate of Insurance and endorsements within thirty (30) business days from the expiration of insurance.

Grantee shall instruct its insurance broker/agent to:

1. Submit all renewals of insurance certificates and required notices electronically in PDF format to: [email protected]
and [email protected].

2. Provide the following information in the “Certificate Holder” box:

Santa Clara Valley Water District
5750 Almaden Expressway
San Jose, CA 95118
Agreement No. XXXXX
IMPORTANT: The agreement number must be included. The agreement number will be provided upon execution of the grant agreement.

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Grantee must, at its sole cost and expense, procure and maintain during the entire period of this Agreement the following insurance coverage(s).

REQUIRED COVERAGES

1. Commercial General/Business Liability Insurance with coverage as indicated:
$1,000,000 per occurrence/ $1,000,000 aggregate limits for bodily injury and property damage
$1,000,000 Products/Completed Operations aggregate (to be maintained for at least three (3) years following acceptance of the work by Valley Water.

General Liability insurance must:
a. Be written on standard ISO forms and approved by Valley Water Risk Manager. b. Include coverage at least as broad as found in standard ISO form CG 0001. c. Include Premises and Operations.
d. Include Contractual Liability expressly including liability assumed under this contract.
e. If Grantee will be working within fifty (50) feet of a railroad or light rail operation, any exclusion as to performance of operations within the vicinity of any railroad bridge, trestle, track, roadbed, tunnel, overpass, underpass, or crossway must be deleted, or a railroad protective policy in the above amounts provided. f. Include Owners and Grantee’s Protective liability.
g. Include Severability of Interest.
h. Include Explosion, Collapse and Underground Hazards, (X,C, and U). i. Include Broad Form Property Damage liability.
j. Contain no restrictive exclusions (such as but not limited to CG 2153, CG 2144 or CG 2294).

Valley Water reserves the right to require certain restrictive exclusions be removed to ensure compliance with the above.

2. Business Auto Liability Insurance with coverage as indicated:
$1,000,000 combined single limit for bodily injury and property damage per occurrence, covering all owned, non-owned and hired vehicles.

Excess or Umbrella policies may be used to reach the above limits for the General Liability and/or Business Auto Liability insurance limits, however all such policies must contain a primacy clause and meet all other General Conditions below.

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3. Workers’ Compensation and Employer’s Liability Insurance Statutory California Workers’ Compensation coverage covering all work to be performed for Valley Water.

Employer Liability coverage for not less than $1,000,000 per occurrence.

GENERAL REQUIREMENTS
With respect to all coverages noted above, the following additional requirements apply:

1. Additional Insured Endorsement(s): Grantee must provide an additional insured endorsement for Commercial General/Business Liability and Business Automobile liability coverage naming the Santa Clara Valley Water District, its Directors, officers, employees, and agents, individually and collectively, as additional insureds, and must provide coverage for acts, omissions, etc. arising out of the named insureds’ activities and work. NOTE: This section does not apply to the Workers’ Compensation.

2. Primacy Clause: Grantee will provide evidence (either through the Certificate of Insurance, endorsement or language in the insurance contract) that Grantee’s insurance is primary with respect to any other insurance which may be carried by Valley Water, its Directors, its officers, agents and employees, and Valley Water’s coverage must not be called upon to contribute or share in the loss. NOTE: This section does not apply to the Workers’ Compensation policies.

3. Cancellation Clause: Grantee will provide endorsements for all policies stating that the policy will not be cancelled without 30 days prior notification to Valley Water.

4. Acceptability of Insurers: All coverages must be issued by companies admitted to conduct business in the State of California, which hold a current policy holder’s alphabetic and financial size category rating of not less than A-V, according to the current Best’s Key Rating Guide or a company of equal financial stability that is approved by Valley Water’s Risk Manager. Non-Admitted companies may be substituted on a very limited basis at the Risk Manager’s sole discretion.

5. Self-Insured Retentions or Deductibles: Any deductibles or self-insured retentions must be declared to and approved by Valley Water. At the option of Valley Water, either:
the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects Valley Water, its officers, officials, employees and volunteers; or the Grantee shall provide a financial guarantee satisfactory to the Entity guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Grantee agrees that in the event of a claim they will pay down any agreed upon SIR in a prompt manner as soon as bills are incurred in order to trigger the insurance related to the SIR.

6. Subcontractors: The Grantee shall secure and maintain or shall be responsible for ensuring that all subcontractors performing the Contract Services secure and maintain all insurance coverages appropriate to their tier and scope of work in a form and from insurance companies reasonably acceptable to Valley Water.

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MC14948 62

7. Amount of Liability Not Limited to Amount of Insurance: The insurance procured by Grantee for the benefit of Valley Water must not be deemed to release or limit any liability of Grantee. Damages recoverable by Valley Water for any liability of Grantee must, in any event, not be limited by the amount of the required insurance coverage.

8. Coverage to be Occurrence Based: Except for Professional Liability, all coverage must be occurrence-based coverage. Claims-made coverage is not allowed.

9. Waiver of Subrogation: Grantee agrees to waive subrogation against Valley Water to the extent any loss suffered by Grantee is covered by any Commercial General Liability policy, Automobile policy, Workers’ Compensation policy described in Required Coverages above. Grantee agrees to advise its broker/agent/insurer and agrees to provide evidence (either through the Certificate of Insurance, endorsement or language in the insurance contract) that subrogation has been waived by its insurer.

10. Non-compliance: Valley Water reserves the right to withhold payments to the Grantee in the event of material noncompliance with the insurance requirements outlined above.

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Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
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CHECKLIST OF DOCUMENTS NEEDED
General Liability: A. Limits ($1,000,000)
B. Additional Insured (Endorsement)
C. Waiver of Subrogation (COI, Endorsement or policy
language)

D. Primacy (COI, Endorsement or policy language)
E. Cancellation Endorsement

Auto Liability: A. Limits ($1,000,000)
B. Additional Insured (Endorsement)
C. Waiver of Subrogation (COI, Endorsement or policy
language)

D. Primacy (COI, Endorsement or policy language)
E. Cancellation Endorsement

Umbrella: A. Limits ($)
B. Primacy (Endorsement or policy language)

Workers’ Comp: A. Limits ($1,000,000)
B. Waiver of Subrogation (Endorsement or policy language) C. Cancellation Endorsement
Appendix H, StandardGrantsGL_rev. 07.28.20.
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Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
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MC14948 64
ATTACHMENT 4
One Water Objectives

Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
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MC14948 65

Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
Ver. 01/10/2023
MC14948 66

APPENDIX C
Project Budget

Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
Ver. 01/10/2023
MC14948 67

APPENDIX E
Sample Invoice Template

Invoices will be accepted through Valley Water’s Fluxx Grants Management Portal. Contact Valley Water Grants staff at [email protected] to coordinate.

Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
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MC14948 68

APPENDIX F
Sample Payment Request Template
GRANT:

AGREEMENT: GRANTEE:

INVOICE NO.:

PROJECT TITLE:

1. TYPE OF PAYMENT: Reimbursement Final

2. PAYMENT INFORMATION (Round all figures to the nearest dollar):
a. Project Amount $
b. Funds Received to Date $
c. Available (a. minus b.) $
d. Amount of This Request $
e. Remaining Funds After This Payment (c. minus d.) $

3. SEND PAYMENT TO:

Grantee Name
Street Address
City, State, Zip Code
Attention:

4. “I certify, under penalty of perjury under the laws of the State of California, that the Quarterly/Monthly Status Report and all attachments, signed on the date below, on behalf of Grantee, were prepared under my direction or supervision in accordance with a system designed to ensure that qualified personnel properly gather and evaluate the information submitted. Based on my inquiry of the person or persons who manage the system, or those persons directly responsible for gathering the information, the information submitted is to the best of my knowledge and belief, true, accurate, and complete. I am aware that there are significant penalties for submitting false information, including the loss of the current and future Grant Funding.”

TYPED OR PRINTED NAME OF PERSON AUTHORIZED BY
RESOLUTION:

Title

5. SIGNATURE OF PERSON AUTHORIZED BY RESOLUTION: Date

FOR SANTA CLARA VALLEY WATER DISTRICT USE ONLY
PAYMENT APPROVAL SIGNATURE Date
Payment Requests will be accepted through Valley Water’s Fluxx Grants Management Portal.

Contact Valley Water Grants staff at [email protected] to coordinate.

Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
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MC14948 69

APPENDIX G
Sample Status Report Template
Agreement No. Invoice No.

Grantee:

Funding Program:

Project Name:

TASKS

NUMERICAL

TARGET IF

IDENTIFIED
STATUS
(On Target, Modification Needed,
or Completed)

COMMENTS
(Identify Completed Tasks and Explain Variations)
Scope Schedule Budget
Task 1
Task 2
Task 3
Task 4
Task 5
-
Overall Project
Issues or Concerns/Proposed Resolution
Other items
Invoices will be accepted through Valley Water’s Fluxx Grants Management Portal. Contact Valley Water Grants staff at [email protected] to coordinate.

Safe, Clean Water and Natural Flood Protection Program – Grants and Partnerships 2023 Standard Grant Guidelines
Ver. 01/10/2023
MC14948 70

APPENDIX H
Definitions
The terms used in this Standard Grant Guidelines shall have the following meanings, unless otherwise stated:

Agreement: A contract between Valley Water and the Applicant specifying the payment of funds by Valley Water’s Clean, Safe Creeks and Natural Flood Protection Special Tax for the performance of the Project Scope within the Project Period by the Grantee.

Interested Party: An agency or organization requesting funding through this Grant Program.

Application: The individual Grant Application Cover Sheet and its supporting documentation to this Grant Program. FY2023 Safe, Clean Water and Natural Flood Protection Program for Priority F9: Grants and Partnerships for Safe, Clean Water, Flood Protection and Environmental Stewardship.

CEQA: The California Environmental Quality Act, Public Resources Code, Section 21000 et. seq.; Title 14, California Code of Regulations Section 15000 et. Seq.

Lead Agency: Means the public agency which has the principal responsibility for carrying out or approving a project which may have a significant effect upon the environment (California Environmental Quality Act, Public Resources Code, Division 13.

Environmental Quality Statute, as amended in 2021, Chapter 2.5 Definitions, Section 21067).

Responsible Agency: Means a public agency, other than the lead agency, which has responsibility for carrying out or approving a project (California Environmental Quality Act, Public Resources Code, Division 13. Environmental Quality Statute, as amended in 2021, Chapter 2.5 Definitions, Section 21069).

Construction Costs: Expenses directly resulting from new construction of physical works.

Maintenance work where existing facilities are replaced in kind is not considered construction.

Development: Means improvements to real property by construction of new facilities or additions to existing facilities.

Direct Costs: Project expenses attributable only to the Project itself such as construction costs.

Environmental Enhancement: Action taken by Valley Water that benefits the environment, is NOT mitigation, and is undertaken voluntarily. Enhancement actions may include environmental restoration, rehabilitation, preservation, or creation. In instances where enhancements are in the same vicinity as a mitigation project, actions must exceed required compliance to compensate for environmental impacts to be considered environmental enhancements.

Grantee: An agency or organization receiving funding from this Program, as determined appropriate by the Valley Water Board of Directors.

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Indirect Costs: Expenses that are not attributable to a project itself but are an overhead or support cost including non-project-related personnel and administrative expenses.

Mitigation: Action taken to fulfill CEQA/NEPA, permit requirements and court mandated mitigation to avoid, minimize, rectify, or reduce adverse environmental impacts, or compensate for the impact(s) by replacing or providing substitute resources or environments.

Non-construction Costs: Project-related expenses that do not result in a Capital Improvement but are considered necessary to achieve the Project Scope, e.g., permit application fees, signage, or public outreach.

Preservation: Action taken by Valley Water to protect an ecosystem or habitat area by removing a threat to that ecosystem or habitat, including regulatory actions and the purchase of land and easements.

Project: The planned activity, or development to be accomplished with Valley Water grant funds. If the activity is part of a larger effort, clear delineation must be shown for the scope, schedule, and budget of what Valley Water is funding.

Term: The term of the Project Agreement and the timeframe for Project completion.

Project Scope: The description of activities to be accomplished to fulfill the Project Agreement.

Safe, Clean Water Program: Safe, Clean Water and Natural Flood Protection Program Stewardship: Stewardship means to entrust the careful and responsible management of the environment and natural resources to one’s care for the benefit of the greater community.

Valley Water: Santa Clara Valley Water District

ULISTAC RESTORATION FUTURE DEVELOPMENT CONCEPTUAL PLAN

UPDATED BY DILLINGHAM ASSOCIATES
MARCH 4, 2016

BUTTERFLY
GARDEN

WORK IN PROGRESS

PUMP STATION

GATHERING
AREA
LEVEE
SOUTH
ACCESS
LEVEE
NORTH
ACCESS
FUTURE

RESTROOM

OAK SAVANNA

WORK IN PROGRESS

OAK WOODLAND

WORK IN PROGRESS

WETLAND

WETLAND

MITIGATION

WORK IN PROGRESS

WETLAND

MITIGATION

WORK IN PROGRESS

OAK WOODLAND

WORK IN PROGRESS

OAK WOODLAND

WORK IN PROGRESS

OAK WOODLAND

WORK IN PROGRESS

OAK WOODLAND

WORK IN PROGRESS

OAK WOODLAND

WORK IN PROGRESS

OAK WOODLAND

WORK IN PROGRESS
RIPARIAN #3
RIPARIAN #4
RIPARIAN #5

WETLAND

ENTRY ACCESS IMPROVEMENT

RIPARIAN HABITAT & BUFFER ZONE RESTORATION

HABITAT ENHANCEMENT

FUTURE COASTAL SCRUB HABITAT RESTORATION

FUTURE EDUCATION SIGNAGE

VEGETATION MONITORING AND MANAGEMENT

FUTURE RESTROOM /STORAGE & EDUCATION FACILITIES

G U AD A L U P E R I V E R

G U AD A L U P E R I V E R

G U AD A L U P E R I V E R

L I C K M I L L B L V D

ULISTAC NATURAL AREA

L I C K M I L L B L V D

FUTURE COASTAL
SCRUB
RIPARIAN #1
RIPARIAN #2
EX. RIPARIAN
EX. RIPARIAN
EX. RIPARIAN
E #1
E #2
E #3E #4
E #5
E #6

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
23-256 Agenda Date: 3/7/2023

REPORT TO STADIUM AUTHORITY BOARD

SUBJECT
Action on Stadium Authority Bills and Claims for the Month of January 2023

BOARD PILLARS
Enhance Community Engagement and Transparency
Ensure Compliance with Measure J and Manage Levi’s Stadium

BACKGROUND
Disbursements made by the Stadium Authority are based on invoices submitted for payment. Prior to payment, staff reviews all disbursement documents to ensure that they are in compliance with the goods or services provided.

The Bills and Claims listing represents the cash disbursements required of normal and usual operations during the period. Budget control is set by the Stadium Authority Board through the budget adoption process.

DISCUSSION
On March 27, 2019 the Stadium Authority Board directed staff to stop payment of any Stadium Authority invoices for services unless there is substantial documentation of services rendered, which must be performed in compliance with applicable, including the City Code. Since March 27, 2019, staff received direction to pay Stadium Authority invoices related to SBL sales and services, insurance, and utilities.

At the March 15, 2022, Stadium Authority Board meeting, the Board delegated authority to the Office of the Executive Director and Treasurer to approve budget amendments that move funds from the Legal Contingency to Shared Expenses upon adequate documentation for costs. Subsequent to that direction, Stadium Authority staff met with the Stadium Manager on April 12, 2022 to review documentation for shared expenses. Following meetings with the Stadium Manager, payments related to compensation that were reviewed and approved were included in the May monthly payment.

Effective August 31, 2022, the Stadium Authority and Stadium Manager agreed to the timely payment of Shared Stadium Expenses and other budgeted expenses in accordance with the Annual Stadium Authority Budget, except for buffet expenses invoiced pursuant to Section 4.6.1 of the Stadium Lease. The Stadium Authority maintains the right to confirm and dispute submitted charges from the 2021-22 fiscal year and subsequent years during a fiscal-year-end reconciliation/true-up. This is primarily done to address any concerns regarding improper allocation, calculation, lack of support, or failure to comply with applicable contracts or law, among other reasons. The Stadium Authority may raise such questions with respect to any charge at any time before a fiscal year-end City of Santa Clara Printed on 3/2/2023Page 1 of 3
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reconciliation/true-up and the Stadium Manager must assess and respond to such questions in good faith.

Expenses paid in January 2023 include:
· Payments totaling $222,031.92 to the City of Santa Clara for the following:
o $173,157.92 for reimbursement of General and Administrative (G&A) City payroll costs (e.g.: Executive Director’s Office (City Manager’s Office), Counsel’s Office (City Attorney’s Office), and Treasurer’s Office (Finance Department)) o $48,874.00 for the Senior and Youth Fees collected ($0.35 per ticket) for two National Football League (NFL) games.
· Payment totaling $998,203.52 to Forty Niners Stadium Management Co, LLC for the following:
o $135,569.00 for January 2023 Stadium Manager Expenses - Security o $318,933.00 for January 2023 Stadium Manager Expenses - Stadium Ops o $207,406.00 for January 2023 Stadium Manager Expenses - Engineering o $31,302.00 for January 2023 Stadium Manager Expenses - Guest Services o $41,463.00 for January 2023 Stadium Manager Expenses - Grounds o $174,077.00 for January 2023 Stadium Manager Expenses - SBL Sales & Service o $78,682.00 for January 2023 Stadium Manager Expenses - Insurance o $2,438.52 for January 2023 Stadium Manager Expenses - Use of StadCo Tenant Improvements
o $8,333.00 for January 2023 Stadium Manager Expenses - Lender Fees · Payment totaling $237,152.30 to Bear Fireproofing for CapEx Project - Stadium Insulation · Payment totaling $4,458.31 to InTWO, Inc. for FMS Monthly Services - December 2022 · Payment totaling $18,950.00 to M. Arthur Gensler Jr. & Associates, Inc for CapEx Project - Updated Stadium Wayfinding Signage
· Payment totaling $18,463.95 to Stryker Medical for CapEx Project - Lifepak CR2 AEDs Replacement

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to section 15378(b)(4) of Title 14 of the California Code of Regulations in that it is a fiscal activity that does not involve any commitment to any specific project which may result in a potential significant impact on the environment.

FISCAL IMPACT
The fiscal impact to the Stadium Authority is $1,500,752.12.

COORDINATION
This report has been coordinated with the Stadium Authority Counsel’s Office.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]>.

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23-256 Agenda Date: 3/7/2023

RECOMMENDATION
Approve the list of Stadium Authority Bills and Claims for January 2023.

Reviewed by: Kenn Lee, Treasurer
Approved by: Office of the Executive Director

ATTACHMENTS

1. January 2023 SCSA Bills and Claims
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Payment Date Vendor Invoice No. Description Fund Amount 1/17/2023 Bank of America N/A December 2022 Bank Fees (Account 0444) CapEx 1,261.21 1/17/2023 Bank of America N/A December 2022 Bank Fees (Account 0425) Operating 230.91 1,492.12
1/9/2023 City of Santa Clara N/A B2223 SCSA Admin Payroll Costs Operating 58,704.94 1/9/2023 City of Santa Clara N/A B2224 SCSA Admin Payroll Costs Operating 56,588.04 1/10/2023 City of Santa Clara N/A Senior/Youth Fees for NFL Game 8 Operating 24,414.25 1/10/2023 City of Santa Clara N/A Senior/Youth Fees for NFL Game 9 Operating 24,459.75 1/23/2023 City of Santa Clara N/A B2225 SCSA Admin Payroll Costs Operating 57,864.94 222,031.92
1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Security Operating 135,569.00 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Stadium Ops Operating 318,933.00 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Engineering Operating 207,406.00 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Guest Services Operating 31,302.00 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Grounds Operating 41,463.00 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - SBL Sales & ServiceOperating 174,077.00 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Insurance Operating 78,682.00 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Use of StadCo Tenant ImprovementsOperating 2,438.52 1/4/2023 Forty Niners Stadium Management Co, LLCSLS-23765 January 2023 Stadium Manager Expenses - Lender Fees Operating 8,333.00 998,203.52
1/24/2023 Bear Fireproofing 2140 CapEx Project - Stadium Insulation CapEx 237,152.30 1/31/2023 InTWO, Inc 29177 FMS Monthly Services - December 2022 Operating 4,458.31 1/24/2023 M. Arthur Gensler Jr. & Associates, Inc1013896 CapEx Project - Updated Stadium Wayfinding Signage CapEx 18,950.00 1/31/2023 Stryker Medical 3970337M CapEx Project - Lifepak CR2 AEDs Replacement CapEx 18,463.95 January 2023 Total 1,500,752.12$
Santa Clara Stadium Authority
Bills and Claims
Expenses Paid by Wire or ACH Transfer
For the Month of January 2023

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
23-299 Agenda Date: 3/7/2023

REPORT TO STADIUM AUTHORITY BOARD

SUBJECT
Request from the Stadium Manager to Execute Agreement with Global Water Technology, Inc. for Water Treatment Program and Related Services at Levi’s Stadium

BOARD PILLAR
Ensure Compliance with Measure J and Manage Levi’s Stadium

DISCUSSION
On February 17, 2023, the Stadium Manager submitted a Recommendation for Award memo and supporting documents to request approval to execute an agreement with Global Water Technology, Inc. to provide a water treatment program and related services for a three-year period beginning April 1, 2023 through March 31, 2026, with the option to extend the agreement for two additional one-year periods, in an amount not to exceed $25,000 per contract year for a total not to exceed amount of $75,000 over the three-year period. Since the renewal term extends beyond a single fiscal year, the term for subsequent fiscal years is conditioned upon approval of the Stadium Authority budget for the applicable fiscal year that includes the amounts due under the agreement as required under Santa Clara City Code Chapter 17.30.100.

The Stadium Manager’s Recommendation for Award memo describes the request and the Request for Proposals (RFP) process that was implemented in more detail. These costs are classified in the proposed Stadium Authority Fiscal Year 2023/24 Shared Stadium Manager Expenses (Shared Expenses) as Non-Compensation Expenses for the Engineering Department. Shared Expenses are split between the Stadium Authority and Forty Niners SC Stadium Company, LLC (StadCo) per the Stadium Management Agreement between the Stadium Authority, StadCo, and Stadium Manager.

ATTACHMENTS

1. Stadium Manager’s Recommendation for Award Memo

2. Draft Agreement with Global Water Technology, Inc.

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1 Date: February 17, 2023

To: Executive Director
Santa Clara Stadium Authority

From: Jenti Vandertuig
Procurement Director

CC: Jim Mercurio
Executive Vice President and General Manager

Subject: Recommendation for Award for Water Treatment Program and Related Services at Levi’s Stadium

Recommendation
Recommend approval and award an agreement to Global Water Technology, Inc. to provide a water treatment program and related services for a three-year period, to commence on April 1, 2023 and expire on March 31, 2026, with an option to extend the agreement for two additional one year periods. The amount of the agreement shall not exceed $25,000 per contract year. Total compensation, in the aggregate, shall not exceed $75,000 over the three-year period. The term for subsequent fiscal years shall be conditioned upon approval of the Santa Clara Stadium Authority (SCSA) budget for the applicable fiscal year that includes the amounts due under this contract.

RFP Process
Forty Niners Stadium Management Company LLC (“Stadium Manager”) provides management services for the Stadium on a continual, year around basis, including overseeing the day-to-day operations and maintenance of the Stadium. Stadium Manager’s goal is to keep the cooling towers free from insulating deposits, which includes scale, corrosion, biological growths and sludge that promote high-energy consumption and equipment failure. Therefore, a third party water treatment program and related services is required to perform water quality chemical tests, compile the systems testing data and provide written reports to the Stadium Manager.

On January 9, 2023, Stadium Manager issued Request for Proposals (RFP) to select qualified firms to provide water treatment program and related services for Levi’s Stadium. Stadium Manager published the RFP on Bonfire Interactive, Stadium Manager’s eProcurement portal https://49ers.bonfirehub.com/portal/. In addition to inviting a list of firms on our established supplier list, we also selected suppliers registered on the portal with specific commodity codes offering such services. The RFP closed on January 24, 2023 at 3:00 p.m. (PT). 2 Two proposals were received from the following firms:

1. Garratt Callahan

2. Global Water Technology, Inc.

Evaluation Process
An evaluation committee (EC) consisting of subject matter experts was formed. An evaluators’ guide outlining the roles and responsibilities of the EC was provided to each EC member to review and execute the following forms to ensure that there was no conflict of interest in evaluating the proposals:
¾ Proposal Evaluator Guidelines
¾ Confidentiality Agreement
¾ Conflict of Interest Disclosure Form

The EC evaluated the proposals utilizing the evaluation criteria as outlined in the RFP. Both firms met the requirements of the RFP. Stadium Manager held a clarification meeting with Global Water Technology, Inc. regarding the cost proposal and to clarify the volume per gallon for closed loop chemical pricing. The clarification necessitated a revised cost proposal from Global Water Technology, Inc. Individual scores were utilized to compute an “average score,” summarized below:

Evaluation Criteria Maximum
Garratt
Callahan
Global Water
Technology, Inc.

Proposal Responsiveness Pass/Fail Pass Pass
Experience & Qualifications 30% 30% 30%
Methodology to Provide Services 35% 32% 32%
Cost 35% 14% 35%
Total 100% 76% 97%

Proposals were evaluated, including all business, legal, and cost discussions completed, and scored based on the evaluation and weighting criteria specified in Section 15 of the RFP. Global Water Technology, Inc. was determined to be the highest ranking proposer offering best value.

Notice of Intended Award
A notice of intended award (NOIA) was issued on February 17, 2023, announcing Stadium Manager’s recommended firm. The RFP process includes a seven-day protest period, which commenced with the issuance of the NOIA.

Submission of Post-Award Submittals
Once Stadium Manager receives approval from the SCSA Board, the agreement will be executed by both parties and a copy forwarded to the Board. Supporting documentation has been provided for review and approval.

3 The cost for this service is covered in the FY23/24 SCSA Budget, Engineering Department budget, as shared expenses.

Submitted By: __________________________________ Date: ___________________ Jenti Vandertuig, Procurement Director





1 LEVI’S STADIUM GENERAL SERVICES AGREEMENT

BY AND BETWEEN

STADIUM MANAGER
AND
GLOBAL WATER TECHNOLOGY, INC.

This Agreement for the Performance of Services (“Agreement”) is made and entered into on April 1, 2023 (“Effective Date”) by and between GLOBAL WATER TECHNOLOGY, INC., a California corporation with its principal place of business at [insert address] (“Contractor”), and the FORTY NINERS STADIUM MANAGEMENT COMPANY LLC, a Delaware limited liability company (“ Stadium Manager”), with its principal place of business at 4900 Marie P. DeBartolo Way, Santa Clara, CA 95054. Stadium Manager and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS
A. The CITY OF SANTA CLARA, a municipal corporation (“City”) and the SANTA CLARA STADIUM AUTHORITY, a joint exercise of powers entity, created through Government Code sections 6500 et seq. (the “Authority”), are parties to that certain Ground Lease dated March 28, 2012, as amended by that certain First Amendment to Ground Lease (Stadium Site) (as the same may be further amended from time to time, the “Ground Lease”), pursuant to which the Authority leases certain real property from the City upon which the Authority has developed and constructed a multi-purpose stadium (the “Stadium”).

B. The Authority and FORTY NINERS SC STADIUM COMPANY LLC, a Delaware limited liability company (“StadCo”), are parties to that certain Amended and Restated Stadium Lease Agreement dated March 28, 2012 as amended and restated as of June 19, 2013 (as the same may be further amended from time to time, the “Stadium Lease”), pursuant to which StadCo is granted the right during the term of the Stadium Lease to use and occupy the St adium for the operation of an NFL franchise, subject to, and on the basis of, the terms, covenants and conditions set forth in the Stadium Lease.

C. StadCo and FORTY NINERS FOOTBALL COMPANY LLC, a Delaware limited liability company (“Team”), are parties to a certain Sublease Agreement dated March 28, 2012, as amended and restated as of June 19, 2013 (as the same may be further amended from time to time, the “Team Sublease”), pursuant to which, during the term of the Team Sublease, the Team shall play its NFL home games at the Stadium, subject to, and on the basis of, the terms, covenants and conditions set forth in the Team Sublease.

D. The Authority, StadCo, and Stadium Manager are parties to a certain Stadium Management Agreement effective as of March 28, 2012, as amended by that certain First Amendment to Stadium Management Agreement dated November 13, 2012, that certain Second Amendment to Stadium Management Agreement dated May 9, 2013, that certain Third Amendment to Stadium Management Agreement dated June 19, 2013, and that certain Fourth Amendment to Stadium Management Agreement dated March 18, 2014 (as the same may be further amended from time to time, the “Stadium Management Agreement”), pursuant to which the Stadium Manager will manage the operation of the Stadium year-round on behalf of the Authority and StadCo for the term and on the basis specified in the Stadium Management Agreement.

E. Pursuant to the Stadium Management Agreement, the Stadium Manager is required to maintain and operate the Stadium and areas surrounding the Stadium, and, accordingly, desires to secure the general services generally consisting of [insert type of general service] as more fully described in Exhibit A, entitled “Scope of Services” (the “Services”), attached hereto and incorporated herein by this reference.
2 F. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses / certifications / permits, and desire to provide the Services which meet objectives and requirements of Stadium Manager.

G. In accordance with the Stadium Management Agreement, the Stadium Manager is authorized to enter into this Agreement on behalf of the Authority and StadCo to engage Contractor to provide the Services. The Stadium Manager and Contractor desire to enter into this Agreement whereby Contractor will perform the Services subject to the terms and conditions of this Agreement, the Ground Lease, the Stadium Lease and the Stadium Management Agreement.

TERMS

1. DEFINITIONS.

A. Affiliate: shall mean any Person directly or indirectly controlling or controlled by or under direct or indirect common control with a Person. For purposes of this definition, “control” when used with respect to any entity means the power to direct the management and policies of such entity, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and “controlling” and “controlled” have meanings correlative to the foregoing.

B. Additional Indemnitees: shall mean the Authority’s Affiliates (including without limitation, the Authority’s Board of Directors, the City, its City Council, and all City or Agency commissions, officers, employees, volunteers and agents), the B ayshore North Project Enhancement Authority, the Successor Agency to the Santa Clara Redevelopment Agency, StadCo and its Affiliates, the Team and any Additional Team (i.e., an additional NFL franchise that plays its “home” games at the Stadium) (and their respective Affiliates), Manager’s Affiliates (if not any of the previously mentioned Persons), each other tenant of the Stadium and each Event promoter, and any mortgagee, bond trustee or other financial institution from time to time holding a lien or indenture upon Manager’s interest in the Stadium, the Stadium Lease or the Stadium Management Agreement.

C. Default Rate: shall mean a rate per annum equal to the lesser of (i) fifteen percent (15.0%) and (ii) the maximum non-usurious rate permitted by applicable law.

D. Fiscal Year: shall mean the twelve (12) month period commencing April 1 of each year after the execution of this Agreement, except that the first Fiscal Year will commence on the Commencement Date of the Stadium Lease and end on the next following March 31.

If this Agreement expires or terminates on a date other than March 31 of a particular year, there shall be a partial last Fiscal Year ending on the date of such termination.

E. Hazardous Substance: shall mean, as of any date: (a) any petroleum or petroleum products, flammable explosives, radioactive materials, asbestos in any form that is or could become friable, urea formaldehyde foam insulation, and transformers or other equipment that contain dielectric fluid containing polychlorinated biphenyls (PCBs); (b) any chemicals or other materials or substances which as of such date are defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “extremely hazardous wastes,” “restricted hazardous wastes ,” “toxic substances,” “toxic pollutants,” “contaminants,” “infectious wastes,” “pollutants” or words of similar import under any environmental law; and (c) any other chemical or other material or substance, 3 exposure to which or use of which as of such date is prohibited, limited or regulated under any environmental law.

F. Person: shall mean any individual, corporation, partnership, limited liability company, association, trust or other entity whatsoever.

2. EMPLOYMENT OF CONTRACTOR.

Stadium Manager hereby employs Contractor to perform the Services. Stadium Manager shall pay for all such Services which are consistent with the terms of this Agreement.

3. SERVICES TO BE PROVIDED.

A. The Recitals above and all of the exhibits and schedules referenced in this Agreement are attached and are incorporated herein by this reference.

B. Contractor promises and agrees to furnish to the Stadium Manager all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately perform the Services as described in this Agreement including, without limitation, Exhibit A attached hereto.

C. Stadium Manager may, at its discretion, provide, or cause to be provided, during the Term designated office and storage space within the Stadium for use by Contractor. The location of such office and storage space shall be in the sole discretion of Stadium Manager, and Stadium Manager may direct that the office and storage space be moved to a new location within the Stadium from time to time as it deems necessary.

D. Except as expressly provided herein, Contractor shall be responsible for all costs and expenses incurred in performing the Services, including costs and expenses of maintaining, repairing and replacing any furniture, fixtures, equipment, or other tangible property and all applicable taxes, staffing (including all managerial and Event staff, if applicable), and training. As described in greater detail in Section 8.F hereof, Contractor
agrees to fully abide by all sustainability and reuse programs established for or applicable to the Stadium, as each may be modified from time to time following the Effective Date.

E. Without limiting the generality of any other provision in this Agreement, Contractor’s provision of the Services shall be subject to the reasonable prior approval of Stadium Manager acting in conjunction with Contractor, including but not limited to staffing and the manner of Contractor’s performance. Contractor shall not offer exclusivity to any supplier without the prior written approval of Stadium Manager.

F. If at any time, Contractor fails or is otherwise prevented from providing all or any portion of the Services whether due to a suspension or termination of any licenses or permits or otherwise, then, in addition to any other right of Stadium Manager, Stadium Manager shall have the right, in its sole discretion, without the payment of any kind to Contractor, to provide through any available means the Services, or any portion thereof, until such time as Contractor has resumed its provision of the Services. In the event Stadium Manager exercises its rights pursuant to this Section, Contractor shall, and shall cause its employees to cooperate and assist Stadium Manager in providing the Services.

G. Notwithstanding the foregoing, and subject to any restrictions imposed by the Authority, including pursuant to the Stadium Lease and Stadium Management Agreement, the Stadium Manager and its designated agents reserve the right of access to all areas that Contractor is permitted to access, use and occupy hereunder for purposes of operating, inspecting, maintaining and repairing the Stadium (and all improvements therein or thereon) and for the purpose of determining whether the terms, covenants and conditions contained in this Agreement are being fully and faithfully observed and performed by 4 Contractor. Use of any space or property that Contractor is permitted to access, use and occupy hereunder for purposes other than the operations to be conducted under this Agreement, without prior written approval of Stadium Manager in its sole discretion, is prohibited. Contractor shall not interfere with any other contractor, licensee or employee of the Authority, Stadium Manager or any other person working at the Stadium.

4. COMMENCEMENT OF SERVICES.

Contractor shall begin providing the Services on the Effective Date. Contractor shall provide the Services as described in Exhibit A and shall complete all Services during the Term consistent with any milestones specified in this Agreement. The Parties may adjust any performance milestones, service schedules or commencement dates by mutual written agreement.

5. QUALIFICATIONS OF CONTRACTOR – STANDARD OF WORKMANSHIP.

A. Contractor represents and maintains that it has the necessary expertise in the professional calling to perform the Services, and its duties and obligations, expressed and implied, contained in this Agreement, and Stadium Manager expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties and obligations in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.

B. Any plans, designs, specifications, estimates, calculations, reports, and other documents required to be furnished by Contractor under this Agreement shall be of a quality acceptable to Stadium Manager. To be accepted as provided under this Agreement, any such deliverable shall be a product of neat appearance and shall be well -organized, technically and grammatically correct, and checked, and shall identify the maker and checker. The minimum standard of appearance, organization, and content of the deliverable shall be that used by Stadium Manager for similar services.

6. TERM OF AGREEMENT.

The term of this Agreement (the “Term”) shall begin on the Effective Date and terminate on March 31, 2026 provided however, if this Agreement extends beyond a single fiscal year, the Term f or subsequent fiscal years shall be conditioned upon approval of the Authority budget for the applicable fiscal year that includes the amounts due under this Agreement. All Services contained herein shall be completed prior to the end of the Term of this A greement. The Stadium Manager shall have the option, in its sole discretion, to extend the Term for two additional one (1) year periods by notifying Contractor in writing of Stadium Manager's desire to exercise said option prior to the expiration of the then-current Term.

7. WARRANTY.

Contractor expressly warrants that all Services covered by this Agreement shall be fit for the purpose intended, shall be free from defect, and shall conform to the specifications, requirements, and instructions upon which this A greement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate, or defective Services at no further cost to Stadium Manager when defects are due to the negligence, errors, or omissions of Contractor. If Contractor fails to promptly correct or replace Services, Stadium Manager may make corrections or replace Services and charge Contractor for the cost incurred by Stadium Manager.

8. PERFORMANCE OF SERVICES.

A. Contractor shall perform all Services in an efficient and expeditious manner and shall work closely with and be guided by Stadium Manager. Contractor shall be as fully responsible to Stadium Manager for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of 5 persons directly employed by it. Contractor will perform all Services in a safe manner and in accordance with all Applicable Laws and safety regulations, the policies and procedures issued by the Stadium Manager relating to the Services, the general operating procedures of the Authority, and any and all other applicable rules, regulations, policies and directives established or implemented by the Authority and/or Stadium Manager, the designees of either of them, or the NFL, from time to time, including scheduling rules, regulations and policies, related to the use or operation of the Stadium (collectively, “Stadium Policies”).

The term “Applicable Laws” as used in this Agreement shall mean any statute, law, treaty, rule, code, ordinance, regulation, permit, interpretation, certificate or order, whether now or hereafter existing, of any Governmental Authority, or any judgment, decision, decree, injunction, writ, order or like action of any court, arbitrator or other Governmental Authority, whether now or hereafter existing. The term “Governmental Authority” as used in this Agreement shall mean any federal, state, local or foreign governmental entity, authority or agency, court, tribunal, regulatory commission or other body, whether legislative, judicial or executive (or a combination or permutation thereof), and any arbitrator to whom a dispute has been presented under Applicable Laws or by agreement of the Parties with an interest in such dispute.

B. Contractor shall at all times maintain a sufficient number of qualified personnel at the Stadium and, if applicable, the Related Facilities ( e.g., offsite parking areas ) for the performance of all of Contractor’s obligations under this Agreement.

C. Contractor’s authorized personnel who are scheduled to work at events at the Stadium (“Events”) shall be provided with ingress to and egress from the Stadium through a gate or gates designated for such purpose by Stadium Manager, without charge, during all days on which Events are held and at all other times necessary to enable Contractor to prepare for Events and fulfill its responsibilities under this Agreement. Contractor sha ll be bound by and comply with all rules, policies and procedures relating to security and access rights, including requirements related to screening and identification of Contractor’s personnel, established from time to time by Stadium Manager. Nothing herein contained shall be held to limit or qualify the right of the Authority or Stadium Manager to a free and unobstructed use, occupation and control of the Stadium and ingress and egress for itself, its lessees and the public.

D. Contractor shall obtain on or before the Commencement Date and shall thereafter maintain throughout the Term, at its cost and in its name, all licenses and permits necessary for the performance of the Services and any and all other licenses and permits required to be obtained by Contractor by the terms of the Stadium Lease. Stadium Manager shall cooperate with Contractor in connection with applications submitted by Contractor for any and all licenses and permits and renewals thereof. Contractor shall not submit any application for a permit or license without first providing Stadium Manager a reasonable opportunity to review it. Contractor shall furnish Stadium Manager with copies of such licenses and permits and renewals thereof as are physically maintained at the Stadium, and all other licenses or permits otherwise required under Applicable Laws or this Agreement, and shall surrender all licenses and permits to Stadium Manager upon termination of this Agreement.

E. In the event that Contractor fails to obtain or maintain in full forc e and effect any material license or permit necessary for the performance of the Services, including upon a suspension applicable to an Event or revocation thereof, (a) Stadium Manager shall have the right (but no obligation) to perform or have another Per son perform the applicable obligation without compensation to Contractor and, whether or not Stadium Manager exercises that right or its termination rights, Contractor shall be responsible to Stadium Manager for the loss of income and all other damages, including consequential and special damages, suffered by Stadium Manager as the result of Contractor’s breach of this Agreement, including any loss of income; and (b) Contractor shall be considered in material 6 breach of this Agreement, and Stadium Manager ma y, in addition to any other rights or remedies it may have, immediately terminate this Agreement.

F. Contractor shall comply in all respects with the Santa Clara Business and Commercial Recycling Program, as the same shall be amended from time to time, and shall, in partnership with Stadium Manager, prepare and implement a plan (the “Waste Reduction and Recycling Plan”) that targets 100% diversion of solid waste from all Events, including composting or other diversion of compostable organics. Contractor shall train its employees in the methods and objectives of the Waste Reduction and Recycling Plan and shall direct and cause its employees to not dispose of or discharge recyclables, compostables, waste, garbage, refuse or Hazardous Substances in any area in or outside the Stadium other than in areas specifically designated therefor. Contractor shall be responsible for expeditiously collecting, separating, recycling, bagging and delivering recyclables, compostables, trash and garbage generated within the Stadium Complex, and Contractor shall cause its employees to deposit such recyclables, compostables, trash and garbage in appropriate containers or equipment in the locations specified by Stadium Manager, whereupon Stadium Manager shall be responsible for the further delivery and ultimate disposal of such recyclables, compostables, trash and garbage. In addition, Contractor shall separate, compact and recycle the trash generated by Events on non- Event days. Contractor shall take all action necessary to: (i) ensure that all such recyclables, compostables, trash and garbage are placed in bags and/or the appropriate receptacles or other containers (which receptacles and containers shall be provided by Contractor) that are durable for transport and not easily susceptible to breakage or leakage, (ii) notify Stadium Manager when the centralized Stadium recyclable, compostable and garbage receptacles are full and need to be emptied, (iii) prevent recyclables, compostables and trash from piling up around the outside of the receptacles and from using the Stadium receptacles in lieu of transferring the recyclables, compostables and trash to the required locations as described herein and (iv) ensure that recyclables, compostables and trash do not spill out prior to or durin g transport. Contractor agrees to and is fully committed to participating in the separation and recycling of refuse in the Stadium and to minimize the amount of non- recyclable and non-compostable refuse to be removed from the Stadium. All recyclable, compostable, trash and garbage receptacles within the areas controlled by Contractor shall be provided by Contractor and shall be cleaned and sanitized by Contractor in accordance with the standards reasonably set from time to time by the Authority and/or Sta dium Manager, to ensure a consistently high standard of sanitation meeting or exceeding the standards set by the Santa Clara County Public Health Department and/or the City. Contractor will comply with all federal, state and local recycling and composting requirements and such recycling and composting programs implemented from time to time by the Authority and/or Stadium Manager and all rules and regulations applicable to the Stadium’s adherence to, and/or certification by, the Leadership in Energy and Env ironmental Design (LEED) Green Building Rating System. Contractor shall indemnify Stadium Manager and make Stadium Manager whole for any out of pocket costs incurred by Stadium Manager which are solely attributable to any negligence or intentional act or omission of Contractor or any of its employees with respect to the recycling or trash removal program, including the expense of returned or rejected recyclable, compostable and trash removals due to mixing or contaminating the trash flow in violation of Applicable Laws or specific directives provided to Contractor in writing as part of the Stadium’s sustainability and recycling, composting or trash removal programs. Stadium Manager will determine the type, appearance and location of the recyclable, compost able and trash receptacles.

G. Contractor agrees not to use Hazardous Substances at the Stadium, except in accordance with Applicable Laws, and agrees to indemnify, defend, and hold the Indemnified Parties harmless for all Losses (as defined in Section 23.A
below) arising out of its use, generation
or storage of Hazardous Substances at the Stadium.
7 H. Contractors acknowledges and agrees that Services performed under this Agreement shall not create any right of lien for Contractor at the Stadium, which is a publicly owned building.

Contractor hereby waives and releases any right of lien against Stadium Manager, StadCo, the Authority, the City, and the Stadium for the Services or any other work performed by Contractor at the Stadium during the Term of this Agreement.

I. If required by Applicable Laws, Contractor shall file a payment bond for one hundred percent of the total amount payable hereunder with and approved by Stadium Manager.

9. MONITORING OF SERVICES.

Stadium Manager may monitor the Services performed under this Agreement to determine whether Contractor’s operations conform to Stadium operating policies and directives and to the terms of this Agreement. Stadium Manager may also monitor the Services to be performed to determine whether the Services are being conducted in accordance with applicable Stadium Policies, National Football League requirements, and Applicable Laws.

10. CORRECTION OF SERVICES.

Contractor agrees to correct any incomplete, inaccurate, or defective Services at no cost to Stadium Manager, when such defects are due to the negligence, errors, or omissions of Contractor. If any action of Contractor constitutes a breach, Stadium Manager may terminate this Agreement pursuant to the provisions described herein.

11. RESPONSIBILITY OF CONTRACTOR.

A. Contractor shall be responsible for the professional quality, technical accuracy, and coordination of the Services furnished by it under this Agreement. Neither Stadium Manager’s review, acceptance, nor payments for any of the Services required under this Agreement shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement and Contractor shall be and remain liable to Stadium Manager in accordance with Applicable Laws for all damages to Stadium Manager caused by Contractor failure to perform any of the Services furnished under this Agreement.

B. Any acceptance by Stadium Manager of plans, specifications, construction contract documents, reports, diagrams, maps, and other material prepared by Contractor shall not in any respect absolve Contractor from the responsibility Contractor has in accordance with customary standards of good professional practice in compliance with Applicable Laws.

C. Contractor shall comply and other wise abide by, all emergency and security procedures and protocols of the Stadium Manager, the Authority, the City, the Team, the NFL and promoters of Events as the Stadium Manager or such other Persons shall adopt from time to time. Such procedures and protocols may include, without limitation, (i) employee pat - down and screening, (ii) presentment by Contractor’s employees of identification cards or badges issued by Stadium Manager, which may include reporting criteria such as bar codes, “Mag Stripes”, “R FID” or other identifier systems; (iii) restricting access to certain parts of the Stadium to specified employees of Contractor as reasonably approved by the Stadium Manager (with respect to security clearance standards); and/or (iv) conduct by Contractor, at its sole expense, of Team- specified minimum background and such other security screening checks on all of Contractor's employees as the Stadium Manager shall request from time to time, which checks may vary as to job function.

D. Personnel.
i. Contractor shall hire, employ, train, supervise and discipline any and all persons necessary to provide the Services in accordance with the terms of this Agreement 8 and shall use its best efforts to ensure that its employees continually practice the high standards of safety, courtesy and service customarily followed in the conduct of a first -class operation. Contractor shall use its best efforts to select qualified, competent and trustworthy employees. Any and all persons who furnish services under this Agreement, whether or not employed by Contractor prior to the Effective Date, are exclusively employees, subcontractors and/or non-affiliated third parties employed by Contractor and are not employees of the Authority, the City, StadCo or Stadium Manager. Such persons furnishing services under this Agreement shall be subject to appearance standards mutually acceptable to the parties hereto and as permitted by Applicable Laws, and shall wear, at all times while working at the Stadium, neat and clean uniforms provided by Co ntractor and approved by Stadium Manager. Such uniforms shall bear such lettering and insignia (including the name and logo of the Stadium, the Stadium naming rights sponsor, if required, and the location of the employee's assignment ( e.g., a Club or Suite area)) as Stadium Manager may require and shall be of a design reasonably satisfactory to Stadium Manager. Contractor shall cause its employees to conduct themselves in a professional and courteous manner, and not to unreasonably disturb or interfere with Events. Contractor shall at all times maintain accurate records of the names, addresses, employment history and other legal identification of those to whom Contractor issues employee badges, uniforms or other identifying items to ensure the proper identification and legal working status of Contractor's employees at the Stadium. Contractor shall conduct such background and other security screening checks on its employees as Stadium Manager shall reasonably request from time to time and shall not knowingly hire any person who has been previously terminated by the Authority, StadCo, Stadium Manager or any of their respective Affiliates or contractors. Upon Stadium Manager's request, and so long as any such action shall not be contrary to law, Contractor shall immediately remove from the Stadium any employee, agent, contractor or invitee of Contractor and permanently revoke such person's access credentials.
ii. Intentionally Left Blank.
iii. Contractor shall conduct regularly scheduled employee training programs appropriate to the Services provided, including any programs specifically requested by Stadium Manager, for all of its employees working in the Stadium (the “Employee Training Programs”). The Employee Training Programs will be mandatory for all employees, agents and any subcontractors of Contractor and, at a minimum, will include customer service, guest interaction, security procedures and specific job skills training, and will be conducted in such frequency as may be approved or directed by Stadium Manager. Contractor shall cause all Employee Training Programs to be periodically reviewed (no less frequently than annually) and updated to the extent necessary to maintain the standard of service requested by Stadium Manager. All employees of Contractor shall also be required to attend such policy and procedures training sessions as may be held by the Stadium Manager, as well as the Stadium orientation tour and training conducted by the Stadium Manager. Contractor shall not permit any employee, agent or subcontractor to work at an Event prior to his or her completion of the prescribed training sessions and Employee Training Programs.
iv. Contractor shall promptly notify Stadium Manager upon voluntary or involuntary termination of employment of its employees or contr actors and ensure that each such terminated individual is denied further access to the Stadium. In no event shall the Authority, the City, StadCo or Stadium Manager be liable, and Contractor shall indemnify, protect, and hold the Authority, the City, StadCo and Stadium Manager harmless, for Contractor's record keeping (or lack of record keeping), including the legal identification and working status of Contractor's employees and 9 subcontractors, or for any other matters relating to Contractor's employees or subcontractors.

12. COMPENSATION AND PAYMENT.

A. In consideration for Contractor’s performance of the Services in accordance with the requirements of this Agreement , Stadium Manager shall pay Contractor for all materials provided and services rendered by Contrac tor in the amount(s) set forth in Exhibit B , entitled “Contractor Compensation and Fees.”
B. Contractor will invoice Stadium Manager for fees as set forth in Exhibit B , subject to verification by Stadium Manager. Except as otherwise expressly provided in Exhibit B, Stadium Manager will pay Contractor within thirty (30) days of Stadium Manager’s receipt of a valid invoice.

13. TERMINATION OF AGREEMENT.

A. In addition to any other rights or remedies Stadium Manager may have, Stadium Manager may terminate this Agreement by written notice to Contractor if: (i) Contractor fails to correct to the reasonable satisfaction of Stadium Manager any condition created or controlled by Contractor that, in Stadium Manager’s reasonable judgment, poses a hazardous condition to occupants of the Stadium Complex, any of the Related Facilities (e.g., offsite parking areas), or any portion thereof, within twenty -four (24) hours after receipt of written notice from Stadium Manager; (ii) Contractor fails to perform any material obligation under this Agreement and such failure continues unremedied for a period of ten (10) days after receipt of written notice from Manager of the particular failure to perform (or thirty (30) days in the case that a remedy has commenced but cannot reasonably be accomplished in ten days); (iii) Contractor is placed into bankruptcy either voluntarily or involuntarily (and such involuntary proceeding is not dismissed within sixty (60) days), becomes financially insolvent, takes the benefit of any present or future insolvency statute, makes a general assignment for the benefit of creditors, or consents to the appointment of a receiver, trustee, or liquidator of all or substantially all of its property; (iv) Contractor transfers or permits a transfer of this Agreement i n violation of Section 14 ; (v) Contractor
fails to obtain and/or maintain required licenses and permits under Section 8.D; or (vi) Contractor fails to work cooperatively and in good faith with the Authority, Stadium Manager, any of their respective Affiliates or any of subcontractors of any of the foregoing.

Contractor and Stadium Manager acknowledge and agree that termination of this Agreement by Stadium Manager pursuant to this Section shall be “for cause.” B. Upon the termination or expiration of this Agreement, (1) Contractor shall immediately surrender possession of the Related Facilities, if any (including any and all leasehold and other improvements therein), uniforms, equipment (and related manuals and software) to Stadium Manager, (2) Contractor shall immediately assign to Stadium Manager or its designee(s) all right, title and interest of Contractor in and to all items purchased by Contractor in connection with the Services (including uniforms and equipment), (3) Contractor shall make all payments required to be made by Contractor under this Agreement, (4) to the extent permitted by Applicable Laws, Contractor shall immediately surrender possession of and assign to Stadium Manager all permits and licenses acquired by Contractor in compliance with this Agreement and any Applicable Laws, and (5) all matters, rights and liabilities existing on the date of termination between the parties hereto shall be determined as of such termination date (except as described above), and discharged as promptly as possible thereafter, including any known claims for damages either party may have against the other for breach of the terms and conditions hereof. Any such surrender shall require delivery of possession in good condition, reasonable and ordinary wear and tear excepted and otherwise in compliance with the terms of this Agreement. Notwithstanding any termination or expiration of this Agreement, all liabilities and obligations of the parties will survive until they are fully satisfied. 10 C. If the Stadium is destroyed or otherwise rendered unusable for more than thirty (30) days for any reason (a “Casualty Event”), Stadium Manager shall give Contractor a notice within ninety (90) days after the Casualty Event stating that whether the Authority intends to rebuild or restore the Stadium. If the notice states that the Authority will not rebuild or restore the Stadium, this Agreement shall be terminated. If the notice states that the Authority intends to rebuild or restore the Stadium, the Parties’ obligations hereunder shall be abated during that period. If such notice states that the Authority reasonably believes that it will take longer than two (2) years to restore or rebuild the Stadium or, if a shorter amount of time, such amount of time is longer than the remainder of the Term, either party shall have the option of terminating this Agreement by written notice to the other at any time within one hundred and eighty (180) days after Stadium Manager gives such not ice, and such termination shall be effective one hundred twenty (120) days after the other party’s receipt of such notice. Contractor shall not be entitled to any monetary or other damages or compensation from Stadium Manager in the event of a Casualty Event.

D. The Parties acknowledge and agree that in the event that any permit required to be obtained by Stadium Manager for the full performance of the Services is not obtained by within a reasonable amount of time following the Effective Date, Stadium Manager shall have the right in its sole discretion to terminate this Agreement upon written notice to Contractor. Upon such termination, the Parties shall mutually agree upon any remaining payment by or refund to Stadium Manager in good faith. In no event shall Stadium Manager be responsible for any labor or other costs for services not yet performed by Contractor at the time of the notice of termination

14. NO ASSIGNMENT OR SUBCONTRACTING OF AGREEMENT.

A. Stadium Manager and Contractor bind themselves and their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred by Contractor without the prior written approval of Stadium Manager. Contractor shall not hire subcontractors without express written permission from Stadium Manager.

B. Stadium Manager may sell, assign, pledge and otherwise transfer or encumber (each, a “transfer”) this Agreement and any or all of its rights and obligations hereunder to any other Person, including any source of or guarantor or insurer of f inancing or any trustee, collateral agent or other Person appointed in connection with such financing (each, a “Manager Assignee”), whether by security agreement, collateral assignment, transfer or otherwise; provided, that such transfer shall not relieve Stadium Manager of its obligations under this Agreement unless such Manager Assignee assumes in writing Stadium Manager’s obligations under this Agreement. Upon reasonable prior notice from Stadium Manager, Contractor shall make any payments due hereunder to such Manager Assignee and shall execute and deliver any documents that Stadium Manager or any Manager Assignee may reasonably request to acknowledge and confirm that upon any such transfer, this Agreement will remain in full force and effect, will continue to be a legal, valid and binding obligation of Contractor enforceable in accordance with its terms (subject to applicable bankruptcy or insolvency laws and general principles of equity), and that (to the extent accurate and correct) neither Contractor , nor to Contractor’s knowledge, Stadium Manager is in material breach or violation of this Agreement.

C. Contractor acknowledges and agrees that, in the event the Stadium Management Agreement is terminated for any reason, the Authority and StadCo shall, in accordance with the Stadium Lease, employ a replacement manager for the Stadium, who shall, following the effective date of such employment, constitute the “Stadium Manager” for all purposes under this Agreement, provided, however, that for any period of ti me before a replacement manager is appointed, this Agreement may be assigned to the Authority or StadCo as deemed appropriate in the Stadium Manager’s sole discretion. 11 15. NO THIRD-PARTY BENEFICIARY.

This Agreement shall not be construed to be an agreement for the benefit of any third party or parties, except for the Authority, StadCo, and Team, and no other third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

16. INDEPENDENT CONTRACTOR.

Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of Stadium Manager, the Authority or StadCo. Contractor has full rights, however, to manage its employees in their performance of Services under this Agreement. All liabilities that may arise as a result of Contractor's status as an employer shall be borne exclusively by Contractor, including liability relating to payments required to be made under, and documents to be filed with respect to, the Federal Insurance Contribution Act and the Federal Unemployment Tax Act or any similar federal, state, city or local legislation or other Applicable Laws. Contractor is not authorized to bind Stadium Manager, the Authority or StadCo to any contracts or other obligations.

17. NO PLEDGING OF STADIUM MANAGER’S CREDIT.

Under no circumstances shall Contractor have the authority or power to p ledge the credit of the Stadium Manager or any other of the Indemnified Parties or incur any obligation in the name of such Persons. Contractor shall save and hold harmless the Authority, StadCo, Stadium Manager, their respective Affiliates , and their respective officers, employees, boards and commissions for expenses arising out of any unauthorized pledges of credit by Contractor under this Agreement.

18. CONFIDENTIALITY OF MATERIAL.

All ideas, memoranda, specifications, plans, manufacturing procedur es, data, drawings, descriptions, documents, discussions, or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confident ial by Contractor and shall not, without the prior written consent of Stadium Manager, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to C ontractor which is otherwise known to Contractor shall be deemed confidential.

Notwithstanding the above, the Contractor acknowledges that the Authority is a California public entity that is subject to the California Public Records Act. Information disclosed to Stadium Manager on behalf of the Authority regarding the Contractor's Services in connection with the performance of this Agreement may be subject to public disclosure in accordance with the Public Records Act, including this Agreement and its terms.

19. NO USE OF STADIUM MANAGER NAME OR EMBLEM.

Contractor shall have no right to use the trademarks, symbols, trade names or other intellectual property of the Authority, Stadium Manager, Levi’s Stadium®, the San Francisco 49ers, or their respective Affiliates, or Stadium tenants or their Affiliates or other Event performers directly or indirectly, in connection with any production, promotion, service or publication, without the written approval of Stadium Manager.

20. OWNERSHIP OF MATERIAL.

All material, including information developed on computer(s), which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, and other material developed, collected, prepared, or caused to be prepared under this Agreement shall be the property of Stadium Manager, but Contractor may retain and use copies thereof. Stadium Manager shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible 12 for damages resulting from the use of said material for work other than the Services, including, but not limited to, the release of this material to third parties.

21. RIGHT OF STADIUM MANAGER TO INSPECT RECORDS OF CONTRACTOR.

Stadium Manager, through its authorized employees, representatives, or agents shall have the right during the term of this Agreement and for three (3) years from the date of final payment for Services, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to Stadium Manager. Any expenses not so recorded shall be disallowed by Stadium Manager.

Contractor shall submit to Stadium Manager any and all reports concerning its performance under this Agreement that may be requested by Stadium Manager in writing. Contractor agrees to assist Stadium Manager in meeting Stadium Manager’s reporting requirements with respect to Contractor’s Services hereunder.

22. FAIR EMPLOYMENT.

Contractor shall not discriminate against any employee or applicant for employment because of race, color, creed, national origin, gender, sexual orientation, age, disability, religion, ethnic background, or marital status, in violation of Applicable Law.

23. HOLD HARMLESS/INDEMNIFICATION.

A. Contractor shall indemnify, defend and hold harmless the Authority, Stadium Manager and the Additional Indemnitees, and their respective officers, directors, managers, members, partners, owners and employees (collectively, “Indemnified Parties”) from and against all losses, costs, suits, actions, claims, damages, amounts paid in settlement, liabilities, costs and expenses, including reasonable attorneys’ fees (collectively, “ Losses”), resulting to, imposed upon, asserted a gainst or incurred by any of them (including in any action between the parties) in connection with or arising out of (i) any breach by Contractor under this Agreement, (ii) any activity, inactivity, work or thing done or permitted by Contractor or its employees, agents or contractors in or upon the Stadium or Related Areas, including the performance of the Services, or (iii) any injury or damage to any Person or to the property of any Person caused by any action or omission of Contractor or its employees, agents or contractors.

B. If any claim, demand, action or proceeding is made or commenced by any third party (a “Third Party Claims ”) against any Indemnified Party, the Indemnified Party shall give Contractor prompt notice thereof; the failure to give such notice shall not affect the liability of Contractor under this Agreement except to the extent the failure materially and adversely affects the ability of Contractor to defend the Third Party Claim. Contractor shall have the right to assume the defense and r esolution of the Third Party Claim, provided that (i) the Indemnified Party shall have the right to participate in the defense of the Third Party Claim at its own expense through counsel of its choice (control of the defense will remain with Contractor), (ii) Contractor shall not consent to the entry of any judgment or enter into any settlement that would require any act or forbearance on the part of the Indemnified Party or which does not unconditionally release the Indemnified Party from all liability in respect of the Third Party Claim or would otherwise bring dishonor or disrepute upon Authority, Stadium Manager, any of their respective Affiliates, without the prior written consent of the Indemnified Party, and (iii) the Indemnified Party may undertake t he defense of the Third Party Claim, at Contractor’s expense, if Contractor fails to (A) assume the defense within ten (10) business days after notice from the Indemnified Party or (B) diligently prosecute the defense.
13 24. INSURANCE REQUIREMENTS.

During the term of this Agreement, and for any longer time period set forth in Exhibit C entitled “Insurance Requirements” and attached hereto and incorporated herein by this reference, Contractor shall purchase and maintain in full force and effect, at no cost to Stadium Manager insurance policies with respect to employees and vehicles assigned to the performance of Services under this Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as required in Exhibit C.

25. AMENDMENTS.

This Agreement may be amended only with the written consent of both Parties.

26. INTEGRATED DOCUMENT.

This Agreement represents the entire agreement between Stadium Manager and Contractor. No other understanding, agreements, conversations, or otherwise, with any representative of Stadium Manager prior to execution of this Agreement shall affect or modify any of the terms or obligations of this Agreement. Any verbal agreement shall be considered unofficial information and is not binding upon Stadium Manager.

27. SEVERABILITY CLAUSE.

In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal, or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.

28. WAIVER
Contractor agrees that waiver by Stadium Manager of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement

29. NOTICES.

All notices to the Parties shall, unless otherwise requested in writing, be sent to Stadium Manager addressed as follows:

Attention: Jim Mercurio, Vice President
Address: Forty Niners Stadium Management Company LLC
4900 Marie DeBartolo Way
Santa Clara, CA 95054

With a copy to: Legal Affairs
Forty Niners Stadium Management Company LLC
4949 Marie P. DeBartolo Way
Santa Clara, CA 95054

And to Contractor as follows:

Attention: [insert name/title or department]
Address: [insert contractor name]
[insert address]
[insert address]
If notice is sent via email, a signed, hard copy of the material shall also be mailed. The workday the email was sent shall control the date notice was deemed given if there is a computer-generated 14 confirmation of receipt returned to the sender on the date of transmission. An email transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following Monday.

30. CAPTIONS.

The captions of the various sections, paragraphs, and subparagraphs of this Agreement are for convenience only and shall not be considered or referred to in resolving questions of interpretation.

31. LAW GOVERNING CONTRACT AND VENUE.

This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.

32. DISPUTE RESOLUTION.

A. Unless otherwise mutually agreed to by the Parties, any controversies between Contractor and Stadium Manager regarding the construction or application of this Agreement, and claims arising out of this Agreement or its breach, shall be submitted to mediation within thirty (30) days of the written request of one Party after the servic e of that request on the other Party.

B. The Parties may agree on one mediator. If they cannot agree on one mediator, the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours) provided the Parties may mutually agree to extend the time allowed for mediation under this Agreement.

C. The costs of mediation shall be borne by the Parties equally.

D. For any contract dispute, mediation under this section is a condition precedent to filing an action in any court. In the event of mediation which arises out of any dispute related to this Agreement, the Parties shall each pay their respective attorney’s fees, expert witness costs, and cost of suit through mediation only. In the event of litigation, the prevailing Party shall recover its reasonable costs of suit, expert’s fees, and attorney’s fees. If mediation does not resolve the dispute, the Parties agree that the matter shall be litigated in a court of law, and not subject to the arbitration provisions of the Public Contract Code.

33. COMPLIANCE WITH ETHICAL STANDARDS.

By executing this Agreement, Contractor promises and agrees that it and all of its members, officers, employees, agents, subcontractors and authori zed representatives will comply with the “Ethical Standards for Contractors Seeking to Enter into an Agreement with Stadium Manager” attached hereto as Exhibit D and incorporated herein by this reference.

34. CONFLICT OF INTERESTS.

This Agreement does not prevent either Party from entering into similar agreements with other parties. To prevent a conflict of interest, Contractor certifies that to the best of its knowledge, no Stadium Manager, StadCo, Team, Authority, or City officer, employee, or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar with the provisions of California Government Code Section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise Stadium Manager if a conflict arises.

[Signatures continued on next page]

15 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly appointed representatives as of the Effective Date.

STADIUM MANAGER:

FORTY NINERS STADIUM MANAGEMENT COMPANY LLC

By:_________________________________

Name: Peter Wilhelm

Title: Chief Financial Officer

CONTRACTOR:

[INSERT CONTRACTOR NAME]

By:_________________________________

Name: [insert name]

Title: [insert title]

16 EXHIBIT A

SCOPE OF SERVICES

Contractor shall provide the following services at the Stadium during the Term, as directed by Stadium Manager:

A. Overview
a. Contractor will provide Stadium Manager a water treatment chemical program and related services as specified in this Exhibit A (“Scope of Services”), Exhibit A-1 (Global Water Technology, Inc. Service Delivery), and at the rates contained in Exhibit B (“Compensation and Fees”), both of which are attached and incorporated into this Agreement, for Levi’s Stadium for a multiyear period beginning on April 1, 2023 through March 31, 2026, as requested by Stadium Manager; provided however, if the Services extend beyond a single fiscal year (which ends March 31), the term for subsequent fiscal years shall be conditioned upon approval of the Santa Clara Stadium Authority budget for the applicable fiscal year that includes the amounts due under this Agreement. Stadium Manager has the option to renew the Agreement for two additional one year periods.
b. Contractor will perform the Services at the Stadium located at 4900 Marie P. DeBartolo Way in Santa Clara, CA 95054.
c. The Parties shall mutually agree upon the time and date for Contractor or a subcontractor of Contractor to perform and complete the Services at the Stadium prior to the expiration of the Term.

B. General Information
a. Contractor will assist Stadium Manager in an ongoing cooling tower water treatment management program and perform services on the Stadium equipment listed in this Exhibit A. Contractor will ensure the cooling towers are free from insulating deposits, including:
scale, corrosion, biological growths, and sludge, all of which promote high-energy consumption and equipment failure, which Stadium Manager seeks to avoid. The scope of Contractor’s work is inclusive of Contractor furnishing all chemicals necessary to control scale, corrosion, algae, slime, and testing reagents.
b. Contractor will perform water quality chemical tests, compile the systems testing data, and provide a written report with recommendations to the Stadium Manager. c. Contractor may need to assist Stadium Manager with equipment inspections during preventative maintenance.
d. Contractor will perform duties related to the Services as requested by Stadium Manager.

C. Minimum Qualifications
a. Contractor shall comply with all applicable Federal, State, Local, ANSI and OSHA laws, rules and regulations, and all other applicable regulations for the term of this Agreement. b. Contractor, without additional expense to the Stadium Manager, shall be responsible for obtaining and maintaining any necessary licenses and permits required in connection with the completion of the required Services.

17 c. Contractor shall have been conducting business for a MINIMUM of ten (10) years treating industrial, commercial, and institutional cooling systems. Contractor shall have a verifiable record of servicing local California customers who have chilled water systems similar to Levi’s Stadium, and Contractor will provide that record to Stadium Manager as requested by Stadium Manager.
d. Contractor shall have a representative of the company, who holds a degree in chemistry or chemical engineering that has a MINIMUM of ten (10) years’ experience in the field of water technology, and who is available to participate as required in all scheduled inspections of the treated equipment.
e. Contractor must have the ability to respond within four (4) hours for emergencies which may occur. Stadium Manager will determine what circumstances constitute an emergency. f. Contractor shall have and maintain an e-mail capability sufficient to handle the work capacity covered by this Agreement and Contractor must be able to receive work requests and other contract related communications via email on a twenty-four (24) hour a day basis. g. It is preferred that Contractor maintain its own industrial water conditioning testing laboratory supervised by a full-time employee holding, at a minimum, a master’s degree in Chemistry.

Alternatively, Contractor may utilize a certified industrial water laboratory for the purpose of testing and analyzing water samples. The cost of this testing is included in this Agreement as set out in Exhibit B (“Compensation and Fees”).
h. The laboratory facilities Contractor uses shall maintain accurate quality control to assure product uniformity. Contractor shall maintain current service records and provide periodic recommendations for complying with USDA, OSHA, USEPA and other applicable standards.

D. System Information
a. SPX Cooling Technologies Marley NC cooling towers are galvanized steel, factory assembled, crossflow cooling towers, designed to serve air conditioning and refrigeration systems as well as industrial process loads and power generation plants on clean water. The NC has been designed specifically for sound control and tonnage density. b. Levi’s Stadium is equipped with a Marley NC8407TAN4CGF cooling tower with the following performance conditions:
i. Cooling Tower System Volume: 20,000 Gallons;
ii. Cooling Tower Average Annual Water Use: 5,700,000 Gallons; iii. Flow Rate: 5,000.00 GPM;
iv. Hot Water: 90.30F;
v. Cold Water: 75.30F;
vi. Wet Bulb: 67.00F;
vii. Motor Capacity per Cell: 40.00 HP;
viii. Motor Output per Cell: 40.00 HP;
ix. Fan Speed RPM: 323.00; and,

18 x. Trial Fan Pitch Degrees: 18.50.

E. Testing & Analysis
a. Contractor must collect and test samples, review Stadium Manager’s records, and perform all work necessary to inhibit scale, corrosion, microbiological fouling and to further conserve water.
b. Contractor’s testing operations should include the use of automatic controls that adjust the bleed rate and chemical feed rate to maintain proper cycles of concentration and scale/corrosion inhibitor levels in the system at all times. Contractor will ensure that microbicides are automatically added to the system several times a week to inhibit microbiological fouling, which incorporates pre-bleed, and bleed lockout functions to maximize the effectiveness of the biocide application. The water treatment controller must utilize the existing web-based monitoring system that will provide immediate notification via e- mail of an alarm such as the high/low conductivity or inhibitor levels. c. Contractor’s analysis and testing should include, but is not limited to, the following:
i. Total Hardness;
ii. Calcium Hardness;
iii. Total Alkalinity;
iv. Phosphate;
v. Scale/Corrosion Inhibitor;
vi. pH;
vii. Conductivity; and,
viii. Cycles of Concentration.
d. Contractor shall provide all chemicals for cooling tower water treatment and shall connect the chemical containers to the system, including:
i. Scale and Corrosion Inhibitor: Fluorescent tracer technology must be used for inhibitor feed activation and monitoring;
ii. Oxidizing Biocide: Stabilized liquid bromine;
iii. Non-Oxidizing Biocide: 45% Glutaraldehyde; and,
iv. Bio Dispersant.
e. Contractor shall provide all chemicals for water testing for closed loop water systems, including:
i. Condenser water closed loop system; and,
ii. Heating Hot Water closed loop system.
f. Contractor shall provide cooling tower water treatment control equipment, including:

19 i. MGCPRF3E-H21N8 Conductivity/pH/ORP/Biocide Controller w/ Web Monitoring; ii. LB64-SA-VTC1 Chemical Metering Pump;
iii. LB64-SA-VV9 De-Gassing Head Chemical Metering pump; iv. Model 8210G95 Solenoid Blow Down Valve;
v. Model MJR-200 Contacting Head Make-Up Water Meter; and, vi. Model MJR-075 Contacting Head Blow-Down Water Meter. g. During each site visit, Contractor will notify Stadium Manager, both verbally and in writing, of (1) any deviations from designated treatment levels, and (2) any abnormal situations; Contractor will make proper recommendations to Stadium Manager for corrective action.

F. Maintenance Schedule
a. Contractor will monitor the cooling tower water treatment system, using the web- based application for monitoring the system that can be accessed daily and remotely. The application sends out an email notification for the daily checks. Contractor will not perform any daily on-site maintenance. Contractor will provide training to Stadium Manager as needed for cooling tower water treatment checks. Compensation as set out in Exhibit B (“Compensation and Fees”), is inclusive of all the testing, training and chemicals. b. Contractor will perform the following duties daily, and via web application only:
i. Ensure power to water treatment control system;
ii. Ensure flow through water treatment control systems; and, iii. Check water treatment controller for alarm conditions. c. Contractor will perform the following duties on-site, and on a monthly basis:
i. Attend to Conductivity, Ph, Scale/Corrosion Inhibitor, Bromine, and Bacteria Dip slide duties;
ii. Clean and calibrate sensors;
iii. Brush cooling tower sumps;
iv. Check and replenish chemical inventory;
v. Check chemical metering pumps for proper operation;
vi. Record Make-Up Water Meter;
vii. Record Blow-Down Water Meter;
viii. Perform In-Plant Training; and,
ix. Other related duties as required.
d. Contractor will perform the following duties on-site, and on a quarterly, semi-annual, or annual basis as designated below or as directed by Stadium Manager:
i. Conduct corrosion coupon studies (quarterly);
ii. Conduct Legionella bacteria testing on cooling towers, whirlpools and spas by a CDC ELITE certified lab (quarterly);
iii. Hyper-chlorinate cooling towers (semi-annually);
iv. Replace water treatment controller sensors (annually); v. System Volume Studies (as required);
vi. Elution studies (annually);
vii. Leak Detection (as required);
viii. Deposit Analysis (as needed);
ix. Management Review (semi-annually);
x. Laboratory Water Analyses (as needed);
xi. Particle Size Analyses (annually); and,

20 xii. Boroscope Inspection (annually).

G. On-Site Routine & Emergency Services
a. Contractor will make emergency service response between scheduled tests available 24 hours a day/seven (7) days a week to minimize system down time. Stadium Manager will determine what circumstances constitute an emergency. Contractor will provide support via a telephone response within (thirty) 30 minutes and Contractor’s service technicians shall be on-site within four (4) hours. Contractor will handle non-emergency calls, as determined by Stadium Manger, the next business day.

21 EXHIBIT A-1
GLOBAL WATER TECHNOLOGY, INC. SERVICE DELIVERY

GWT’S Customized Approach
GWT develops and implements a custom water treatment plan for each customer to fit their unique needs.

GWT will work with maintenance and administrative staff to design a water treatment program that will lower costs, keep your systems running efficiently, comply with local regulations, and ensure a high level of safety for patients, residents, staff, and visitors.

The following products will be used on the systems at Levi’s Stadium.

Cooling Tower Products
GWT-2035 is a corrosion/scale inhibitor with a u nique blend of organic corrosion control compounds with co-polymer dispersants and crystal modification compounds for control of calcium carbonate and other scale forming ions. GWT -2035’s Phosphonate components are resistant to degradation from bromine/chlorine compounds or any other oxidizing source and are also acceptable iron dispersal agents and are relatively biodegradable. The product employs a multiple polymeric dispersing system for enhanced Calcium Carbonate control along with other calcium ion sal ts, sulfates, iron and particulate matter. GWT - 2035 utilizes organic phosphonate compounds that are true and dedicated primary corrosion inhibitors for mild steel metallurgy. GWT-2035 incorporates an azole compound resistant to oxidizing degradation. It is used for the control of corrosion for yellow metals such as copper and brass. It also incorporates a fluorescent dye (PTSA) for easier product dosage tracking with a PTSA on- line sensor. The target dosage is 100 ppb of PTSA for proper protection.

Bromax 7.1 is a bromine based oxidizing biocide. This is a single liquid blend of sodium hypochlorite and sodium bromide for effectively adding halogen to an alkaline cooling tower program. Bromax will be slug dosed three times per week to achieve 1 ppm free ha logen in the tower after a four hour dwell time. The target dosage is 90 ppm.

AQUCAR-GA45 is a non-oxidizing, broad spectrum biocide that will be used in conjunction with Bromax to control microbiological growth in the open cooling towers. AQUCAR -GA45 will be slug fed at 120 ppm 2 times per week.

GWT-2540 is a biodispersant that will be fed before each oxidizing biocide dose to keep a clean system.

Closed Loop Products
GWT-3100 is a Nitrite/Borax based corrosion control compound for ferrous metal closed systems. It incorporates an azole compound resistant to oxidizing degradation and is used for the corrosion control of yellow metal compounds such as copper and brass. The blend of non- metallic compounds acts to assist each other as both primary and secondary inhibitors, establishing a strong corrosion film at the metal surface. GWT-3100 employs a polymeric dispersant to retard formation of calcium ion-based salts that can rob surfaces of heat transfer efficiencies. It also has a dedicated iron oxide dispersive polymeric compound to assist in retarding under deposit corrosion cell formation from the porous iron oxide deposits that may be entrained in the system. The borax component will act as a buffering agent allowing the system to maintain pH over the long term. Borax in some applications may help to retard formation of microbial activity but all closed should be treated intermittently with microbial control agents.

GWT-3003 is a Molybdate based corrosion control compound for ferrous metal closed systems. GWT-3003 incorporates an azole compound resistant to oxidizing degradation and is used for the corrosion control of yellow metal compounds such as copper and brass. It has a blend of non-metallic compounds acts to assist each other as both primary and s econdary inhibitors, establishing a strong corrosion film at the metal surface. GWT-3003 employs a polymeric dispersant to retard formation of calcium ion-based salts that can rob surfaces of heat transfer efficiencies. It has a dedicated iron oxide disper sive polymeric compound to assist in retarding under deposit corrosion cell formation from the porous iron oxide deposits that may be

22 entrained in the system. It’s borax component will act as a buffering agent allowing the system to maintain pH over the long term. Borax in some applications may help to retard formation of microbial activity but all closed should be treated intermittently with microbial control agents.

GWT’s Approach to Clients
GWT will remain in continuous contact with Levi Stadium’s Stadium Manager to communicate any potential improvements that will maintain your equipment’s water side efficiency, reduce utility expense, and protect equipment from scale, corrosion, and biological fouling at all individual hospitals.

About GWT’s Program:

Transition Plan: To facilitate a seamless transition, the following timeline is proposed:
• Upon notification of award, GWT will begin the administrative onboarding process. This will take no more than 24 hours upon receipt of the New Customer Document and all other paperwork. • Next, approved equipment, service, or product will be ordered (10 bus iness day lead time for prefabricated systems and 5 for all other items).
• The first service will be scheduled. A complete benchmarking survey will be conducted which will be documented in a full report to GWT management and the client. This will outline in itial findings, water analysis, and notable deficiencies.
• If feasible, remaining treatments will be utilized, before GWT treatments are put online. • On-site operator training will be set up within the first month of provider change

Service Plan: Includes on-site visits to the facility and planned evaluation of the treatment systems. At visit, the following action items are completed to maintain system parameters within control targets.
• Pre-scheduled service visit with facility management staff as directed • Sign in and out when arriving and leaving the site
• Inspect control equipment for confirmation of program compliance • Review/calibration of operator testing equipment
• Inventory management
• Check-in and out with the site management team to keep abreast of current needs
• Site equipment inspections, control system calibrations and adjustments to ensure protection per control ranges and maximize water usage
• Review of operator log sheets/review operator testing and responsibilities • Field water analysis of systems to validate proper operation and control • Completion of an electronic and/or written field service report (GWT-Reports.com)

As part of the program, GWT will provide as -needed/complimentary troubleshooting or call -out visits in between regularly scheduled service visits to account for potential program disruptions.

Program Administration Manual (PAM): The PAM will include general guidelines and standards for day-to- day operations. Included in the PAM will be the following:
• Treatment program outline, including GWT and engineer responsibilities • GWT management team and contacts
• General maintenance and control testing procedures and instructions • In-plant logs and GWT Service Reports
• Data sheets for each GWT product
• Safety information such as emergency response procedures and Safety Data Sheets (SDS) • Operator training data sheets and formal training outlines • Laboratory analysis and reports

23 As Needed In-House Laboratory Services: When necessary, full laboratory analysis will be run on water and deposit samples to help diagnose potential issues, ensure water quality, or corroboration of field results. This may include biological profiles, deposit analysis (if any), UV Digestion for inhibitors, etc.

24/7/365 Emergency Service: GWT is an INFOTRAC Member, A Hazmat Solutions Company, which operates a twenty-four (24) hour, seven (7) day a week emergency phone number which can be called for emergency information regarding chemical spills and/ or accidents involving GWT’s products and contract duties. INFOTRAC is a sophisticated Chemical Emergency response system which provides up- to-date information and comprehensive assistance in emergency situations involving hazardous materials.

At the time an emergency call is received at the INFOTRAC Command Center, it is immediately answered by one of our trained emergency response technicians. Should there be any exposures, we can interlink with the Poison Control Center where toxicologists and doctors will provide immediate first aid information. Our technician will proceed with a n evaluation of the chemical emergency and will then disseminate all information necessary, related to evacuation radius, fire- fighting procedures, incompatibility with other products, protective clothing requirements, and any other additional information needed. Emergency Telephone: (800) 535-5054 (INFOTRAC) – Provided on all SDS, Program

Safety Data Sheets and Documentation: GWT will provide Safety Data Sheets to ensure a safe work environment according to all applicable jurisdictional bodies, including but not limited to all local, municipal, state, and federal agencies for both GWT’s and Customer’s employees, workers, agents, representatives, and to comply with, including but not limited to all local, municipal, state and federal laws, codes, rules, and regulations concerning the handling of hazardous materials. SDS will be included in the PAM, ticket holders affixed above containment units, sent electronically to facility staff, and stored online and accessible by facility operations staff.

Facility Water Management : GWT believes responsible water usage begins with data collection. As part of our program we will help the facility achieve responsible water usage by encouraging sub-metering and data tracking of all applicable systems. With data, your water management t eam can exercise smart water usage practices through technology, chemistry, and operating procedures. Assuming applicable sub meters, data will be available and trended on www.GWT-Reports.com. In some instances, a data driven water management program could lead to evaporation or other sewage credits.

GWT Reports – Electronic Service Reports and Cloud Based Data: By partnering with GWT, your facility will have the capability to electronically track all data collected from GWT service visits or operator logging through our cloud- based recording system. With this program, clients can input data, review historical data, generate reports, view charts of readings, and more. This system can also interface with most web-connected controllers for complete synchronization of important data points. This service helps to promote an engaged and educated staff along with ability to benchmark and progress your treatment program.
www.GWT-Reports.com

Remote System Monitoring (G WT Advantage) : Through secure connection, GWT offers the ability to remotely monitor, adjust, and trend process water treatment systems. This technology provides actionable real-time and regularly scheduled reporting. Alarming features (BAS/E - Mail) allow for immediate corrective action for program disruptions. Overall, this program feature reduces utility consumption, maximizes treatment usage, and allows for immediate and efficient management of the water

24 treatment program. Through GWT Advantage, we are able to monitor the following:
• System Types: boilers, cooling towers, and closed loops • Make-up and blow down water usage
• Critical chemical limits
• Residual Inhibitor Levels
• Inventory control, product usage, pump functionality, and pump usage • Corrosion monitoring
• Legionella risk indicators

Program Reviews : Program reviews are an important part of any water management program. At this meeting, GWT and the client’s team will review the year’s program, including treatment results, discuss disruptions or discrepancies, and review completed improvements and set future program goals. This is also an opportunity for the client to discuss upcoming facility growth, request additional training, voice concerns, and share new facility goals while GWT has the opportunity to recommend improvements.

Hands Free Delivery: Under this program, GWT will handle all water treatment products at your facility. Our highly trained treatment delivery team will arrive on site and transfer treatment products from shipping drums into the labeled dual walled containment tanks on site. This will effectiv ely eliminate all liability associated with your staff handling potentially harmful treatment products. Benefits of this service include:
• Increased safety to building staff
• Reduction in overall liability
• Only trained professionals transfer treatment
• Treatment is contained in appropriate storage tanks
• No more transporting heavy treatment drums through facility • No accumulation of treatment drums in facility

Initial and Continual Operator Training: An informed and participating operations staff is imperative to facilitating a successful water treatment program. Initially, GWT will conduct a startup, on- site training seminar focusing on safety, the facility’s customized program, and operator testing and responsibilities. Training is ALWAYS available upon request at no additional cost and highly recommended in the event of operator turn- around. GWT recommends seasonal and annual training regardless of perceived necessity as the industry is constantly evolving.

Corrosion Coupon Analysis: Included in th is agreement is corrosion coupon analysis on all applicable systems with proper equipment.
• Analysis of coupons by a certified laboratory to assure accurate and un- biased results
• The GWT team assigned to your account will managed the schedule GWT recommends corrosion coupon monitoring in all applicable systems.

Quarterly cooling tower coupons and analysis included in program.

Legionella Control & ASHRAE 188 Compliance: In June of 2015, ASHRAE finalized Standard 188: Legionellosis: Risk Management for Building Water Systems. This landmark development has established a standard of care for facilities with complex potable (drinking) and non-potable (process) water systems. As part of your selected program GWT will consult with your facility to establish an effective and economical Water Management Program (WMP) that is compliant to Standard 188 to best protect humans from harmful waterborne pathogens. Due to increased awareness, more cases are now properly recorded and traced back to contaminated systems. Owners and managers w ithout proactive WMPs or Legionella testing are now at higher risk for liability associated with this sickness. Although primarily aimed at protecting human life, a WMP can also dispel negligence, which is the cornerstone of most litigation.

25 Proactive Legionella Testing: The service program includes proactive legionella testing on the agreed upon systems. It has become an industry standard to audit the effectiveness of biological control measures in potable and non- potable (typically cooling tower) water systems through proactive legionella testing. Proactive legionella testing helps to ensure that humans that come into contact with or aspirate a facility’s water are protected from the dangers of legionella bacteria. Although strategic sampling on at risk systems is a positive step to mitigate health concerns related to facility water systems, ultimately a testing schedule as determined by an ASHRAE Standard 188 compliant Water Management Program is most effective. GWT ensures timely delivery to CDC Elite Certified laboratories of all samples collected. Quarterly testing on Cooling Tower included in program. Additional testing shown in Attachment B.

Cooling Tower – Chlorination: Evaporative cooling systems act as air scrubbers for airborne particulate and tend to accumulate sediment in low flow areas. Per ASHRAE, ANSI, and CTI, regular, seasonal cooling tower cleaning and disinfection are the minimum standard. Seed particulate within system water act as a starting point for biofilm growth and excessive accumulation in low flow areas provide a physical barrier for the penetration of biocides, rapidly increasing the risk of Legionella exposure and decreased overall efficiency. Semi-annual tower chlorination included in program.

Treatment Feed Equipment: As part of our service program, GWT will (or will continue to) supply necessary chemical feed and control equipment as noted in the service agreement section below. Depending on the selected program this includes a feed controller specifically selected for the application and facility, chemical feed pumps, and spill containment options. Annually test sensors and replace as needed included in program.

Water Softener Preventative Maintenance Program: Water softeners are being utilized more frequently on high value asset such as cooling towers, boilers, and production lines as part of plan to reduce the risk scale formation and increase water quality. Softeners also tend to increase efficiency in older systems as the purer water may over time put hardened calcium carbonate back into solution. Like most equipment, softeners need preventative maintenance to maintain quality water production. A main issue happens to be in regeneration. Softeners use concentrated brine (salt water) to regenerate the resin bed. The aggressiveness of the brine has a natural negative effect on the equipment (softener head) and resin beads. Annual brine elution studies included in program.

Visual Equipment Inspection & Evaluation: Regular visual inspection of equ ipment (tanks, towers, boilers, chillers, heat exchange surfaces, and compressors) when accessible is an important component of a treatment program’s success. Coordinated inspection will allow GWT an opportunity to identify any issues before they become costly problems. Identifiable problems include scale, erosion, corrosion, foaming, or biological. If necessary, upon inspection, sample collection, picture documentation, or corrective actions may be initiated in a written evaluation. It is the responsibility of facility staff to notify and allow access to GWT personnel when inspection of equipment is possible during regularly scheduled mechanical maintenance.

Internal Water-Side Inspection (Borescope): An internal inspection of all the tubes will be performed with a fiber optic microscope for checking tube ends along with the condition of the high efficiency spiral tubes in the centrifugal chillers. During this process a video recording to be submitted to management for cloud record keeping any concerns or noted imperfections will be reported and further investigated. Annual boroscope inspection included in program.

26 EXHIBIT B

CONTRACTOR COMPENSATION AND FEES
The Parties mutually agree that as consideration for the Services contained in this Agreement, Stadium Manager shall compensate Contractor upon the completion (and verification of the completion by Stadium Manager) of the Services contained in Exhibit A in accordance with the compensation terms specified below.

Service & General Inclusions Product Inclusions System Inclusions

1. Monthly service visits during
operation

2. Complimentary troubleshooting
visits

3. Basic laboratory support

4. 24/7/365 Emergency service

5. Efficiency evaluations

6. Electronic service reports

7. Cloud data/document management

8. Daily remote system monitoring via
WebAdvantage

9. Semi-annual management review

10. Empty drum removal/recycling

11. Hands free delivery

12. Operator training

13. Quarterly coupon analysis

14. Quarterly legionella testing on tower
$245/sample for additional
locations

15. Semi-annual tower chlorination

16. Annual testing of tower sensors
(replacing as needed)

17. Annual softener elution studies

18. Annual particle size analyses

19. Annual boroscope inspection

1. Annual supply of GWT-2035
tower corrosion inhibitor

2. Annual supply of AQUCAR-
GA45 tower non-oxidizing
biocide

3. Annual supply of BROMAX7.1
tower oxidizing biocide

4. Annual supply of GWT-2540
tower bio-dispersant

5. Annual supply of GWT-3100
loop nitrite inhibitor

6. Operator test kits

7. *Test meters quoted as needed

1. Marley cooling
tower open loop
(1)

2. Condenser water
closed loop (1)

3. Hot water closed
loop (1)

The cost includes shipping, handling & applicable tax.

Legionella Test per location outside of Cooling Tower quarterly:

Code Description Price
LegTest1 Single ISO Standard Legionella Test at CDC Elite Certified Lab $245.00 EA

Payment
Options
Monthly (12) Annual (1) Percent
Increase
Year 1 - 4/1/23 to 3/31/24 $1,725.00 $20,700.00 n/a
Year 2 – 4/1/24 to 3/31/25 $1,725.00 $20,700.00 n/a
Year 3 – 4/1/25 – 3/31/26 $1,725.00 $20,700.00 n/a
Total Contract – 3 years $62,100.00
Optional Year 4 $1,785.38 $21,424.50 3.5%
Optional Year 5 $1,857.86 $22,174.36 3.5%

27 Hourly rate for on-site routine: $0.00/hour, INCLUDED above.

Hourly rate for emergency services: $75.00/hour

The Parties mutually agree that as consideration for the Services contained in this Agreement, Stadium Manager make the above payments upon the completion (and verification of the completion by Stadium Manager) of the Services contained in Exhibit A.

The pricing list above will govern all of services provided by Contractor to Stadium Manager during the Term. In no event shall the total fees paid under this Agreement during the Term exceed Twenty Five Thousand dollars ($2 5,000) during any fiscal year (ending each March 31) and Contractor shall have no obligation to provide the Services which would cause the fees to exceed such amount unless mutually agreed upon by the Parties in writing. Notwithstanding the foregoing, the Parties acknowledge and agree that the pricing listed above may be required to change in accordance with applicable law.

Any and all additional costs, including taxes, shipping, handling, and any subcontractor costs, shall be at Contractor’s sole expense and Contractor shall have no right to invoice Stadium Manager or any third- party for any additional costs incurred by Contractor in the performance of the Servi ces under this Agreement.

28 EXHIBIT C

INSURANCE REQUIREMENTS
At all times during the term hereof, Contractor shall keep and maintain i n full force and effect the following types of insurance coverage and/or bonds:

1. Commercial general liability insurance, including property damage, against liability for personal injury, bodily injury, death and damage to property occurring in or about the property in the amount of Two Million Dollars ($ 2,000,000) per occurrence and Four Million Dollars ($ 4,000,000) in the aggregate.

2. Automobile liability in the amount of One Million Dollars ($1,000,000) with respect to owned, hired and non-owned vehicles.

3. Workers compensation insurance, as required by applicable law . Contractor is directed to review and execute the “Contractor’s Certification Regarding Worker’s Compensation” attached hereto as Exhibit F and incorporated herein by this reference prior to Agreement execution.

4. Employer’s liability in the amount of One Million Dollars ($1,000,000) each accident, One Million Dollars ($1,000,000) each employee, by disease, and One Million Dollars ($1,000,000) policy aggregate by disease.

5. Liability insurance covering claims arising out of errors and omissions by vendors rendering professional services, in the amount of One Million Dollars ($1,000,000) each occurrence including contractual liability coverage, wi th all coverage retroactive to the earlier of the date of agreement or commencement of Contractor’s services.

6. Umbrella or excess liability insurance in the amount of Two Million Dollars ($2, 000,000) providing excess coverage over general liability, auto liability, and employer’s liability specified above.

The above stated limits may be achieved by a combination of primary and excess/umbrella coverage. Any deductible or self -insured retention amounts are the sole responsibility of the Contractor. Contractor is responsible for insuring any equipment brought to Stadium. Stadium Manager shall have no liability for such equipment.

All insurance policies and bonds required to be maintained by Contractor shall be issued by insurers or sureties (as the case may be) reasonably satisfactory to client, authorized to do business in the state of California and having an AM Best rating and financial size category of A -/VII or better. All policies of the vendor shall be (i) primary and non-contributing with respect to any policies carried by client; (ii) with respect to liability insurance only, a provision including Stadium Manager, Santa Clara Stadium Authority, Forty Niners SC Stadium Company LLC and Forty Niners Football Company LLC as Additional Insured; (iii) a waiver by the insurer of any right to subrogate against Stadium Manager (iv) a severability of interest or endorsement; (v) a provision that the insurer will not cancel or change the coverage provided by such without giving the Stadium Manager thirty (30) days' prior written notice; and (vi) general liability be an "occurrence form" policy. Any policy of insurance required to be carried by Contractor that names Stadium Manager as Additional Insured shall not be subject to a deductible or self -insured retention, it being the intent of the parties that such insurance shall fully and completely insure such additional insured entities for all loss or expense; if any such policy has a deductible or self -insured retention clause applicable to these operations, Contr actor shall provide evidence that insurance carrier shall pay without regard to such deductible or self-insured retention.

29 EXHIBIT D

ETHICAL STANDARDS FOR CONTRACTORS SEEKING TO ENTER INTO AN AGREEMENT WITH

STADIUM MANAGER

Termination of Agreement for Certain Acts.

A. Stadium Manager may, at its sole discretion, terminate this Agreement in the event any one or more of the following occurs:

1. If a Contractor
1 does any of the following:
a. Is convicted2 of operating a business in violation of any Applicable Law; b. Is convicted of a crime punishable as a felony involving dishonesty 3; c. Is convicted of an offense involving dishonesty or is convicted of fraud or a criminal offense in connection with: (1) obtaining; (2) attempting to obtain; or, (3) performing a public contract or subcontract;
d. Is convicted of any offense which indicates a lack of business integrity or business honesty which seriously and directly affects the present responsibility of a Stadium Manager contractor or subcontractor; and/or,
e. Made (or makes) any false statement(s) or representation(s) with respect to this Agreement.

2. If fraudulent, criminal or other seriously improper conduct of any officer, director, shareholder, partner, employee or other individual associated with Contractor can be imputed to Contractor when the conduct occurred in connection with the individual’s performance of duties for or on behalf of Contractor, with Contractor’s knowledge, approval or acquiescence, Contractor’s acceptance of the benefits derived from the conduct shall be evidence of such knowledge, approval or acquiescence.

1 For purposes of this Agreement, the word “ Consultant” (whether a person or a legal entity) also refers to “Contractor” and means any of the following: an owner or co- owner of a sole proprietorship; a person who controls or who has the power to control a business entity; a general partner of a partnership; a principal in a joint venture; or a primary corporate stockholder [i.e., a person who owns more than ten percent (10%) of the outstanding stock of a corporation] and who is active in the day to day operations of that corporation.

2 For purposes of this Agreement, the words “ convicted” or “conviction” mean a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea of nolo contendere within the past five (5) years.

3 As used herein, “ dishonesty” includes, but is not limited to, embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, failure to pay tax obligations, receiving stolen property, collusion or conspiracy.

30 B. Stadium Manager may also terminate this Agreement in the event any one or more of the following occurs:

1. Stadium Manager determines that Cont ractor no longer has the financial capability 4 or business experience5 to perform the terms of, or operate under, this Agreement; or

2. If Stadium Manager determines that Contractor fails to submit information, or submits false information, which is required to perform or be awarded a contract with Stadium Manager, including, but not limited to, Contractor’s failure to maintain a required State-issued license, failure to obtain a Stadium Manager business license (if applicable), or failure to purchase and maintain bonds and/or insurance policies required under this Agreement.

C. In the event a prospective Contractor (or bidder) is ruled ineligible (debarred) to participate in a contract award process or a contract is terminated pursuant to these provisions, Cont ractor may appeal the action to the Authority by filing a written request with the Authority Secretary within ten (10) days of the notice given by Stadium Manager to have the matter heard. The matter will be heard within thirty (30) days of the filing of t he appeal request with the Authority Secretary.

Contractor will have the burden of proof on the appeal. Contractor shall have the opportunity to present evidence, both oral and documentary, and argument.

4 Contractor becomes insolvent, transfers assets in fraud of creditors, makes an assignment for the benefit of creditors, files a petition under any section or chapter of the federal Bankruptcy Code (11 U.S.C.), as amended, or under any similar law or statute of the United States or any state thereof, is adjudged bankrupt or insolvent in proceedings under such laws, or a receiver or trustee is appointed for all or substantially all of the assets of Contractor.

5 Loss of personnel deemed essential by Stadium Manager for the successful performance of the obligations of Contractor to Stadium Manager.

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
23-300 Agenda Date: 3/7/2023

REPORT TO STADIUM AUTHORITY BOARD

SUBJECT
Report from Stadium Authority for Action Regarding Stadium Manager’s Request to Execute Agreement with Global Water Technology, Inc. for Water Treatment Program and Related Services at Levi’s Stadium

BOARD PILLAR
Ensure Compliance with Measure J and Manage Levi’s Stadium

BACKGROUND
On October 8, 2019, the City Council approved Ordinance No. 2005 amending Chapter 17.30 (Stadium Authority Procurement Policy) of the Santa Clara City Code, which rescinded the delegation to the Executive Director to enter into agreements without prior Stadium Authority Board (Board) approval. As a result of Ordinance No. 2005, the Stadium Manager is also required to request Board approval before entering into agreements on behalf of the Stadium Authority. As of the effective date of the Ordinance (November 8, 2019), all Stadium Authority agreements for services, supplies, materials, and equipment require the approval of the Stadium Authority Board.

As the Stadium Manager, Forty Niners Stadium Management Company, LLC, is responsible for maintaining “the Stadium in the Required Condition and operate the Stadium as a quality NFL and multi-purpose public sports, public assembly, exhibit and entertainment facility” as required by the Management Agreement between Stadium Authority and Stadium Manager.

The Stadium Manager is requesting approval to execute an agreement with Global Water Technology, Inc. to provide a water treatment program and related services for a three-year period beginning April 1, 2023 through March 31, 2026, with the option to extend the agreement for two additional one-year periods, in an amount not to exceed $25,000 per contract year for a total not to exceed amount of $75,000 over the three-year period.

DISCUSSION
Stadium Authority staff reviewed the Stadium Manager’s Recommendation for Award memo (attached to corresponding report #23-299) and supporting documents for consistency against the Stadium Authority Procurement Policy and Santa Clara City Code Chapter 2.105.140(b) (Competitive requirements for purchases - Informal requests for quotes for agreements greater than $15,000 and up to $250,000). The Stadium Manager’s Request for Proposals (RFP) received two proposals and the Stadium Manager is recommending award to the highest ranked proposer offering best value (Global Water Technology, Inc.).

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23-300 Agenda Date: 3/7/2023
Based on the documentation, staff recommends approval of the Stadium Manager’s request to execute an agreement with Global Water Technology, Inc. for the water treatment program and related services, for a three-year period beginning April 1, 2023 through March 31, 2026, with the option to extend for additional two one-year periods, in an amount not to exceed $25,000 per contract year for a total not to exceed amount of $75,000 over the three-year period.

The Stadium Authority Counsel’s Office has reviewed the requested agreement for comparison to the Stadium Authority’s customary language. While there are differences in the language for major provisions, including portions covering compliance with laws such as conflict of interest, the agreement submitted here for approval contains the necessary language which identifies these legal obligations to the vendor. The vendor expressly agrees to adhere to such obligations upon its execution of the agreement. Nothing in the proposed agreement changes the Stadium Authority’s rights under the Management Agreement and specifically with respect to any dispute that may arise from the Stadium Manager’s obligations under the Management Agreement.

In addition, per Paragraph 4(b) of the Settlement Agreement, the Stadium Authority reserves all rights to confirm and dispute charges by and payments to the Stadium Manager during a fiscal year-end reconciliation/true-up, including but not limited to changes based on improper allocation, calculation, lack of support, or failure to comply with the Parties’ contracts or California law. The Stadium Authority may raise related questions before the fiscal year-end reconciliation/true-up, which the Stadium Manager agrees to assess and respond to in good faith.

ENVIRONMENTAL REVIEW
The actions being considered do not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(a) as it has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment or pursuant to CEQA Guidelines section 15378(b)(4) in that it is a fiscal activity that does not involve any commitment to any specific project which may result in a potential significant impact on the environment.

FISCAL IMPACT
The proposed Stadium Authority Fiscal Year (FY) 2023/24 Budget contains Shared Stadium Manager Expenses (Shared Expenses) such as Security, Stadium Operations, Engineering, Guest Services, and Groundskeeping. Shared Expenses are split between the Stadium Authority and Forty Niners SC Stadium Company LLC (StadCo) per the Stadium Management Agreement between Stadium Authority, StadCo, and Stadium Manager.

Subject to the Board’s anticipated March 7, 2023 approval of the Stadium Authority FY 2023/24 Budget, there will be sufficient funds in the FY 2023/24 Shared Expense Engineering line item to cover the agreement cost for the year (up to $25,000, of which the Stadium Authority is responsible for up to $12,500). Since the renewal term extends beyond a single fiscal year, the term for subsequent fiscal years is conditioned upon approval of the Stadium Authority budget for the applicable fiscal year that includes the amounts due under the agreement as required under Santa Clara City Code Chapter 17.30.100.

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23-300 Agenda Date: 3/7/2023

COORDINATION
This report has been coordinated with the Stadium Authority Counsel and Treasurer’s Offices.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]> or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION
Approve the Stadium Manager’s request to execute an agreement with Global Water Technology, Inc. for to provide a water treatment program and related services for a three-year period from April 1, 2023 to March 31, 2026, with the option to extend for additional two one-year periods, in an amount not to exceed $25,000 per contract year for a total not to exceed amount of $75,000 over the three- year period, subject to budget appropriations.

Reviewed by: Christine Jung, Assistant to the Executive Director Approved by: Office of the Executive Director
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City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
23-306 Agenda Date: 3/7/2023

REPORT TO STADIUM AUTHORITY BOARD

SUBJECT
Request from the Stadium Manager to Execute Agreement with Advanced Integrated Pest Management (Advanced IPM) for Pest Control Services for Levi’s Stadium

BOARD PILLAR
Ensure Compliance with Measure J and Manage Levi’s Stadium

DISCUSSION
On February 17, 2023, the Stadium Manager submitted a Recommendation for Award memo and supporting documents to request approval to execute an agreement with Advanced Integrated Pest Management (Advanced IPM) to provide pest control services for a three-year period beginning April 1, 2023 through March 31, 2026, with the option to extend the agreement for two additional one-year periods, in an amount not to exceed $85,000 for the first contract year and $82,500 for the second and third contract years for a total not to exceed amount of $250,000 over the three-year period.

Since the renewal term extends beyond a single fiscal year, the term for subsequent fiscal years is conditioned upon approval of the Stadium Authority budget for the applicable fiscal year that includes the amounts due under the agreement as required under Santa Clara City Code Chapter 17.30.100.

The Stadium Manager’s Recommendation for Award memo describes the request and the Request for Proposals (RFP) process that was implemented in more detail. These costs are classified in the proposed Stadium Authority Fiscal Year 2023/24 Shared Stadium Manager Expenses (Shared Expenses) as Non-Compensation Expenses for the Engineering Department. Shared Expenses are split between the Stadium Authority and Forty Niners SC Stadium Company LLC (StadCo) per the Stadium Management Agreement between Stadium Authority, StadCo, and Stadium Manager.

ATTACHMENTS

1. Stadium Manager’s Recommendation for Award Memo

2. Draft Agreement with Advanced IPM
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1 Date: February 17, 2023

To: Executive Director
Santa Clara Stadium Authority

From: Jenti Vandertuig
Procurement Director

CC: Jim Mercurio
Executive Vice President and General Manager

Subject: Recommendation for Award for Pest Control Services for Levi’s Stadium

Recommendation
Recommend approval and award an agreement to Advanced Integrated Pest Management (Advanced IPM) to provide pest control services for a three-year period, to commence on April 1, 2023 and expire on March 31, 2026, with an option to extend the agreement for two additional one year periods. The amount of the agreement shall not exceed $85,000 for the first year of the contract. Total compensation, in the aggregate, shall not exceed $250,000 over the three-year period. The term for subsequent fiscal years shall be conditioned upon approval of the Santa Clara Stadium Authority (SCSA) budget for the applicable fiscal year that includes the amounts due under this contract.

RFP Process
Forty Niners Stadium Management Company LLC (Stadium Manager) provides management services for Levi’s Stadium (Stadium) on a continual, year around basis, including overseeing the day-to-day operations and maintenance of the Stadium. Pest control services in required through a third party to maintain the Stadium.

On January 7, 2023, Stadium Manager issued Request for Proposals (RFP) to select qualified firms for pest control services for Levi’s Stadium. Stadium Manager published the RFP on Bonfire Interactive, Stadium Manager’s eProcurement portal https://49ers.bonfirehub.com/portal/. In addition to inviting a list of firms on our established supplier list, we also selected suppliers registered on the portal with specific commodity codes offering such services. The RFP closed on January 23, 2023 at 3:00 p.m. (PT).

Three proposals were received from the following firms on or before the RFP due date and time:

1. Advanced IPM

2. ORKIN Element

3. Sprague Pest Solutions
2 Evaluation Process
An evaluation committee (EC) consisting of subject matter experts was formed. An evaluators’ guide outlining the roles and responsibilities of the EC was provided to each EC member to review and execute the following forms to ensure that there was no conflict of interest in evaluating the proposals:
¾ Proposal Evaluator Guidelines
¾ Confidentiality Agreement
¾ Conflict of Interest Disclosure Form

The EC evaluated the proposals utilizing the evaluation criteria as outlined in the RFP. All three firms met the requirements of the RFP. Individual scores were utilized to compute an “average score,” summarized below:

Evaluation Criteria & Maximum Points
Advanced
IPM ORKIN Sprague
Proposal Responsiveness Pass Pass Pass
Experience (35%) 35% 26% 21%
Qualifications & Service Delivery (35%) 32% 28% 26%
Cost (30%) 24% 15% 30%
Total 91% 69% 77%

Pursuant to the initial evaluation, Stadium Manager conducted BAFO with the highest ranked proposer, Advanced IPM, and was able to negotiate the cost for the three year term. Advanced IPM was determined to be the highest ranking proposer offering best value.

Notice of Intended Award
A notice of intended award (NOIA) was issued on February 17, 2023, announcing Stadium Manager’s recommended firm. The RFP process includes a seven-day protest period, which commenced with the issuance of the NOIA.

Submission of Post-Award Submittals
Once Stadium Manager receives approval from the SCSA Board, the agreement will be executed by both parties and a copy forwarded to the Board. Supporting documentation has been provided for review and approval.

The cost for this service is covered in the FY23/24 SCSA Budget, Engineering Department budget, as shared expenses.

Submitted By: __________________________________ Date: ___________________ Jenti Vandertuig, Procurement Director




1 LEVI’S STADIUM GENERAL SERVICES AGREEMENT

BY AND BETWEEN

FORTY NINERS STADIUM MANAGEMENT COMPANY LLC
AND

ADVANCED INTEGRATED PEST MANAGEMENT
This Agreement for the Performance of Services (“Agreement”) is made and entered into on April 1, 2023 (“Effective Date”) by and between ADVANCED INTEGRATED PEST MANAGEMENT, a California corporation with its principal place of business at [insert address] (“Contractor”), and the FORTY NINERS STADIUM MANAGEMENT COMPANY LLC, a Delaware limited l iability company (“Stadium Manager”), with its principal place of business at 4900 Marie P. DeBartolo Way, Santa Clara, CA 95054. Stadium Manager and Contractor may be referred to individually as a “Party” or collectively as the “Parties” or the “Parties to this Agreement.”

RECITALS
A. The CITY OF SANTA CLARA, a municipal corporation (“City”) and the SANTA CLARA STADIUM AUTHORITY, a joint exercise of powers entity, created through Government Code sections 6500 et seq. (the “Authority”), are parties to that certain Ground Lease dated March 28, 2012, as amended by that certain First Amendment to Ground Lease (Stadium Site) (as the same may be further amended from time to time, the “Ground Lease”), pursuant to which the Authority leases certain real property from the City upon which the Authority has developed and constructed a multi-purpose stadium (the “Stadium”).

B. The Authority and FORTY NINERS SC STADIUM COMPANY LLC, a Delaware limited liability company (“StadCo”), are parties to that certain Amended and Restated Stadium Lease Agreement dated March 28, 2012 as amended and restated as of June 19, 2013 (as the same may be further amended from time to time, the “Stadium Lease”), pursuant to which StadCo is granted the right during the term of the Stadium Lease to use and occupy the Stadium for the operation of an NFL franchise, subject to, and on the basis of, the terms, covenants and conditions set forth in the Stadium Lease.

C. StadCo and FORTY NINERS FOOTBALL COMPANY LLC, a Delaware limited liability company (“Team”), are parties to a certain Sublease Agreement dated March 28, 2012, as amended and restated as of June 19, 2013 (as the same may be further amended from time to time, the “Team Sublease”), pursuant to which, during the term of the Team Sublease, the Team s hall play its NFL home games at the Stadium, subject to, and on the basis of, the terms, covenants and conditions set forth in the Team Sublease.

D. The Authority, StadCo, and Stadium Manager are parties to a certain Stadium Management Agreement effective as of March 28, 2012, as amended by that certain First Amendment to Stadium Management Agreement dated November 13, 2012, that certain Second Amendment to Stadium Management Agreement dated May 9, 2013, that certain Third Amendment to Stadium Management Agreement dated June 19, 2013, and that certain Fourth Amendment to Stadium Management Agreement dated March 18, 2014 (as the same may be further amended from time to time, the “Stadium Management Agreement”), pursuant to which the Stadium Manager will manage the operation of the Stadium year-round on behalf of the Authority and StadCo for the term and on the basis specified in the Stadium Management Agreement.

E. Pursuant to the Stadium Management Agreement, the Stadium Manager is required to maintain and operate the Stadium and areas surrounding the Stadium, and, accordingly, desires to secure the general services generally consisting of [insert type of general service] as more fully described in Exhibit A, entitled “Scope of Services” (the “Services”), attached hereto and incorporated herein by this reference.
2 F. Contractor represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses / certifications / permits, and desire to provide the Services which meet objectives and requirements of Stadium Manager.

G. In accordance with the Stadium Management Agreement, the Stadium Manager is authorized to enter into this Agreement on behalf of the Authority and StadCo to engage Contractor to provide the Services. The Stadium Manager and Contractor desire to enter into this Agreement whereby Contractor will perform the Services subject to the terms and conditions of this Agreement, the Ground Lease, the Stadium Lease and the Stadium Management Agreement.

TERMS

1. DEFINITIONS.

A. Affiliate: shall mean any Person directly or indirectly controlling or controlled by or under direct or indirect common control with a Person. For purposes of this definition, “control” when used with respect to any entity means the power to direct the management and policies of such entity, directly or indirectly, whether through the ownership of voting securities, by contract or otherwise; and “controlling” and “controlled” have meanings correlative to the foregoing.

B. Additional Indemnitees: shall mean the Authority’s Affiliates (including without limitation, the Authority’s Board of Directors, the City, its City Council, and all City or Agency commissions, officers, employees, volunteers and agents), the B ayshore North Project Enhancement Authority, the Successor Agency to the Santa Clara Redevelopment Agency, StadCo and its Affiliates, the Team and any Additional Team (i.e., an additional NFL franchise that plays its “home” games at the Stadium) (and their respective Affiliates), Manager’s Affiliates (if not any of the previously mentioned Persons), each other tenant of the Stadium and each Event promoter, and any mortgagee, bond trustee or other financial institution from time to time holding a lien or indenture upon Manager’s interest in the Stadium, the Stadium Lease or the Stadium Management Agreement.

C. Default Rate: shall mean a rate per annum equal to the lesser of (i) fifteen percent (15.0%) and (ii) the maximum non-usurious rate permitted by applicable law.

D. Fiscal Year: shall mean the twelve (12) month period commencing April 1 of each year after the execution of this Agreement, except that the first Fiscal Year will commence on the Commencement Date of the Stadium Lease and end on the next following March 31.

If this Agreement expires or terminates on a date other than March 31 of a particular year, there shall be a partial last Fiscal Year ending on the date of such termination.

E. Hazardous Substance: shall mean, as of any date: (a) any petroleum or petroleum products, flammable explosives, radioactive materials, asbestos in any form that is or could become friable, urea formaldehyde foam insulation, and transformers or other equipment that contain dielectric fluid containing polychlorinated biphenyls (PCBs); (b) any chemicals or other materials or substances which as of such date are defined as or included in the definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,” “extremely hazardous wastes,” “restricted hazardous wastes ,” “toxic substances,” “toxic pollutants,” “contaminants,” “infectious wastes,” “pollutants” or words of similar import under any environmental law; and (c) any other chemical or other material or substance, 3 exposure to which or use of which as of such date is prohibited, limited or regulated under any environmental law.

F. Person: shall mean any individual, corporation, partnership, limited liability company, association, trust or other entity whatsoever.

2. EMPLOYMENT OF CONTRACTOR.

Stadium Manager hereby employs Contractor to perform the Services. Stadium Manager shall pay for all such Services which are consistent with the terms of this Agreement.

3. SERVICES TO BE PROVIDED.

A. The Recitals above and all of the exhibits and schedules referenced in this Agreement are attached and are incorporated herein by this reference.

B. Contractor promises and agrees to furnish to the Stadium Manager all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately perform the Services as described in this Agreement including, without limitation, Exhibit A attached hereto.

C. Stadium Manager may, at its discretion, provide, or cause to be provided, during the Term designated office and storage space within the Stadium for use by Contractor. The location of such office and storage space shall be in the sole discretion of Stadium Manager, and Stadium Manager may direct that the office and storage space be moved to a new location within the Stadium from time to time as it deems necessary.

D. Except as expressly provided herein, Contractor shall be responsible for all costs and expenses incurred in performing the Services, including costs and expenses of maintaining, repairing and replacing any furniture, fixtures, equipment, or other tangible property and all applicable taxes, staffing (including all managerial and Event staff, if applicable), and training. As described in greater detail in Section 8.F hereof, Contractor
agrees to fully abide by all sustainability and reuse programs established for or applicable to the Stadium, as each may be modified from time to time following the Effective Date.

E. Without limiting the generality of any other provision in this Agreement, Contractor’s provision of the Services shall be subject to the reasonable prior approval of Stadium Manager acting in conjunction with Contractor, including but not limited to staffing and the manner of Contractor’s performance. Contractor shall not offer exclusivity to any supplier without the prior written approval of Stadium Manager.

F. If at any time, Contractor fails or is otherwise prevented from providing all or any portion of the Services whether due to a suspension or termination of any licenses or permits or otherwise, then, in addition to any other right of Stadium Manager, Stadium Manager shall have the right, in its sole discretion, without the payment of any kind to Contractor, to provide through any available means the Services, or any portion thereof, until such time as Contractor has resumed its provision of the Services. In the event Stadium Manager exercises its rights pursuant to this Section, Contractor shall, and shall cause its employees to cooperate and assist Stadium Manager in providing the Services.

G. Notwithstanding the foregoing, and subject to any restrictions imposed by the Authority, including pursuant to the Stadium Lease and Stadium Management Agreement, the Stadium Manager and its designated agents reserve the right of access to all areas that Contractor is permitted to access, use and occupy hereunder for purposes of operating, inspecting, maintaining and repairing the Stadium (and all improvements therein or thereon) and for the purpose of determining whether the terms, covenants and conditions contained in this Agreement are being fully and faithfully observed and performed by 4 Contractor. Use of any space or property that Contractor is permitted to access, use and occupy hereunder for purposes other than the operations to be conducted under this Agreement, without prior written approval of Stadium Manager in its sole discretion, is prohibited. Contractor shall not interfere with any other contractor, licensee or employee of the Authority, Stadium Manager or any other person working at the Stadium.

4. COMMENCEMENT OF SERVICES.

Contractor shall begin providing the Services on the Effective Date. Contractor shall provide the Services as described in Exhibit A and shall complete all Services during the Term consistent with any milestones specified in this Agreement. The Parties may adjust any performance milestones, service schedules or commencement dates by mutual written agreement.

5. QUALIFICATIONS OF CONTRACTOR – STANDARD OF WORKMANSHIP.

A. Contractor represents and maintains that it has the necessary expertise in the professional calling to perform the Services, and its duties and obligations, expressed and implied, contained in this Agreement, and Stadium Manager expressly relies upon Contractor’s representations regarding its skills and knowledge. Contractor shall perform such Services and duties and obligations in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.

B. Any plans, designs, specifications, estimates, calculations, reports, and ot her documents required to be furnished by Contractor under this Agreement shall be of a quality acceptable to Stadium Manager. To be accepted as provided under this Agreement, any such deliverable shall be a product of neat appearance and shall be well -organized, technically and grammatically correct, and checked, and shall identify the maker and checker. The minimum standard of appearance, organization, and content of the deliverable shall be that used by Stadium Manager for similar services.

6. TERM OF AGREEMENT.

The term of this Agreement (the “Term”) shall begin on the Effective Date and terminate on March 31, 2026 provided however, if this Agreement extends beyond a single fiscal year, the Term for subsequent fiscal years shall be conditioned upon approval of the Authority budget for the applicable fiscal year that includes the amounts due under this Agreement. All Services contained herein shall be completed prior to the end of the Term of this Agreement. The Stadium Manager shall have the option, in its s ole discretion, to extend the Term for two additional one (1) year periods by notifying Contractor in writing of Stadium Manager's desire to exercise said option prior to the expiration of the then-current Term.

7. WARRANTY.

Contractor expressly warrants that all Services covered by this Agreement shall be fit for the purpose intended, shall be free from defect, and shall conform to the specifications, requirements, and instructions upon which this Agreement is based. Contractor agrees to promptly replace or correct any incomplete, inaccurate, or defective Services at no further cost to Stadium Manager when defects are due to the negligence, errors, or omissions of Contractor. If Contractor fails to promptly correct or replace Services, Stadium Manager may make corrections or replace Services and charge Contractor for the cost incurred by Stadium Manager.

8. PERFORMANCE OF SERVICES.

A. Contractor shall perform all Services in an efficient and expeditious manner and shall work closely with and be guided by Stadium Manager. Contractor shall be as fully responsible to Stadium Manager for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them, as Contractor is for the acts and omissions of 5 persons directly employed by it. Contractor will perform all Services in a safe manner and in accordance with all Applicable Laws and safety regulations, the policies and procedures issued by the Stadium Manager relating to the Services, the general operating procedures of the Authority, and any and all other applicable rules, regulations, policies and directives established or implemented by the Authority and/or Stadium Manager, the designees of either of them, or the NFL, from time to time, including scheduling rules, regulations and policies, related to the use or operation of the Stadium (collectively, “Stadium Policies”).

The term “Applicable Laws” as used in this Agreement shall mean any statute, law, treaty, rule, code, ordinance, regulation, permit, interpretation, certificate or order, whether now or hereafter existing, of any Governmental Authority, or any judgment, decision, decree, injunction, writ, order or like action of any court, arbitrator or other Governmental Authority, whether now or hereafter existing. The term “Governmental Authority” as used in this Agreement shall mean any federal, state, local or foreign governmental entity, authority or agency, court, tribunal, regulatory commission or other body, whether legislative, judicial or executive (or a combination or permutation thereof), and any arbitrator to whom a dispute has been presented under Applicable Laws or by agreement of the Parties with an interest in such dispute.

B. Contractor shall at all times maintain a sufficient number of qualified personnel at the Stadium and, if applicable, the Related Facilities ( e.g., offsite parking areas ) for the performance of all of Contractor’s obligations under this Agreement.

C. Contractor’s authorized personnel who are scheduled to work at events at the Stadium (“Events”) shall be provided with ingress to and egress from the Stadium through a gate or gates designated for such purpose by Stadium Manager, without charge, during all days on which Events are held and at all other times necessary to enable Contractor to prepare for Events and fulfill its responsibilities under this Agreement. Contractor shall be bound by and comply with all rules, policies and procedures relating to security and access rights, including requirements related to screening and identification of Contractor’s personnel, established from time to time by Stadium Manager. Nothing herein contained shall be held to limit or qualify the right of the Authority or Stadium Manager to a free and unobstructed use, occupation and control of the Stadium and ingress and egress for itself, its lessees and the public.

D. Contractor shall obtain on or before the Commencement Date and shall thereafter maintain throughout the Term, at its cost and in its name, all licenses and permits necessary for the performance of the Serv ices and any and all other licenses and permits required to be obtained by Contractor by the terms of the Stadium Lease. Stadium Manager shall cooperate with Contractor in connection with applications submitted by Contractor for any and all licenses and permits and renewals thereof. Contractor shall not submit any application for a permit or license without first providing Stadium Manager a reasonable opportunity to review it. Contractor shall furnish Stadium Manager with copies of such licenses and permits and renewals thereof as are physically maintained at the Stadium, and all other licenses or permits otherwise required under Applicable Laws or this Agreement, and shall surrender all licenses and permits to Stadium Manager upon termination of this Agreement.

E. In the event that Contractor fails to obtain or maintain in full force and effect any material license or permit necessary for the performance of the Services, including upon a suspension applicable to an Event or revocation thereof, (a) Stadium Manager shall have the right (but no obligation) to perform or have another Person perform the applicable obligation without compensation to Contractor and, whether or not Stadium Manager exercises that right or its termination rights, Contractor shall be responsibl e to Stadium Manager for the loss of income and all other damages, including consequential and special damages, suffered by Stadium Manager as the result of Contractor’s breach of this Agreement, including any loss of income; and (b) Contractor shall be considered in material 6 breach of this Agreement, and Stadium Manager may, in addition to any other rights or remedies it may have, immediately terminate this Agreement.

F. Contractor shall comply in all respects with the Santa Clara Business and Commercial Recycling Program, as the same shall be amended from time to time, and shall, in partnership with Stadium Manager, prepare and implement a plan (the “Waste Reduction and Recycling Plan”) that targets 100% diversion of solid waste from all Events, including composting or other diversion of compostable organics. Contractor shall train its employees in the methods and objectives of the Waste Reduction and Recycling Plan and shall direct and cause its employees to not dispose of or discharge recyclables, compostables, waste, garbage, refuse or Hazardous Substances in any area in or outside the Stadium other than in areas specifically designated therefor. Contractor shall be responsible for expeditiously collecting, separating, recycling, bagging and delivering recyclables, compostables, trash and garbage generated within the Stadium Complex, and Contractor shall cause its employees to deposit such recyclables, compostables, trash and garbage in appropriate containers or equipment in the locations specified by Stadi um Manager, whereupon Stadium Manager shall be responsible for the further delivery and ultimate disposal of such recyclables, compostables, trash and garbage. In addition, Contractor shall separate, compact and recycle the trash generated by Events on no n- Event days. Contractor shall take all action necessary to: (i) ensure that all such recyclables, compostables, trash and garbage are placed in bags and/or the appropriate receptacles or other containers (which receptacles and containers shall be provided by Contractor) that are durable for transport and not easily susceptible to breakage or leakage, (ii) notify Stadium Manager when the centralized Stadium recyclable, compostable and garbage receptacles are full and need to be emptied, (iii) prevent recy clables, compostables and trash from piling up around the outside of the receptacles and from using the Stadium receptacles in lieu of transferring the recyclables, compostables and trash to the required locations as described herein and (iv) ensure that recyclables, compostables and trash do not spill out prior to or during transport. Contractor agrees to and is fully committed to participating in the separation and recycling of refuse in the Stadium and to minimize the amount of non- recyclable and non-compostable refuse to be removed from the Stadium. All recyclable, compostable, trash and garbage receptacles within the areas controlled by Contractor shall be provided by Contractor and shall be cleaned and sanitized by Contractor in accordance with the s tandards reasonably set from time to time by the Authority and/or Stadium Manager, to ensure a consistently high standard of sanitation meeting or exceeding the standards set by the Santa Clara County Public Health Department and/or the City. Contractor will comply with all federal, state and local recycling and composting requirements and such recycling and composting programs implemented from time to time by the Authority and/or Stadium Manager and all rules and regulations applicable to the Stadium’s adherence to, and/or certification by, the Leadership in Energy and Environmental Design (LEED) Green Building Rating System. Contractor shall indemnify Stadium Manager and make Stadium Manager whole for any out of pocket costs incurred by Stadium Manager which are solely attributable to any negligence or intentional act or omission of Contractor or any of its employees with respect to the recycling or trash removal program, including the expense of returned or rejected recyclable, compostable and trash removals due to mixing or contaminating the trash flow in violation of Applicable Laws or specific directives provided to Contractor in writing as part of the Stadium’s sustainability and recycling, composting or trash removal programs. Stadium Manager will determine the type, appearance and location of the recyclable, compostable and trash receptacles.

G. Contractor agrees not to use Hazardous Substances at the Stadium, except in accordance with Applicable Laws, and agrees to indemnify, defend, and hold the Indemnified Parties harmless for all Losses (as defined in Section 23.A
below) arising out of its use, generation
or storage of Hazardous Substances at the Stadium.
7 H. Contractors acknowledges and agrees that Services performed under this Agreement shall not create any right of lien for Contractor at the Stadium, which is a publicly owned building.

Contractor hereby waives and releases any right of lien against Stadium Manager, StadCo, the Authority, the City, and the Stadium for the Services or any other work performed by Contractor at the Stadium during the Term of this Agreement.

I. If required by Applicable Laws, Contractor shall file a payment bond for one hundred percent of the total amount payable hereunder with and approved by Stadium Manager.

9. MONITORING OF SERVICES.

Stadium Manager may monitor the Services performed under this Agreement to determine whether Contractor’s operations conform to Stadium operating policies and directives and to the terms of this Agreement. Stadium Manager may also monitor the Services to be performed to determine whether the Services are being conducted in accordance with applicable Stadium Policies, National Football League requirements, and Applicable Laws.

10. CORRECTION OF SERVICES.

Contractor agrees to correct any incomplete, inaccurate, or defective Services at no cost to Stadium Manager, when such defects are due to the negligence, errors, or omissions of Contractor. If any action of Contractor constitutes a breach, Stadium Manager may terminate this Agreement pursuant to the provisions described herein.

11. RESPONSIBILITY OF CONTRACTOR.

A. Contractor shall be responsible for the professional quality, technical accuracy, and coordination of the Services furnished by it under this Agreement. Neither Stadium Manager’s review, acceptance, nor payments for any of the Services required under this Agreement shall be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement and Contractor shall be and remain liable to Stadium Manager in accordance with Applicable Laws for all damages to Stadium Manager caused by Contractor failure to perform any of the Services furnished under this Agreement.

B. Any acceptance by Stadium Manager of plans, specifications, construction contract documents, reports, diagrams, maps, and other material prepared by Contractor shall not in any respect absolve Contractor from the responsibility Contractor has in accordance with customary standards of good professional practice in compliance with Applicable Laws.

C. Contractor shall comply and other wise abide by, all emergency and security procedures and protocols of the Stadium Manager, the Authority, the City, the Team, the NFL and promoters of Events as the Stadium Manager or such other Persons shall adopt from time to time. Such procedures and protocols may include, without limitation, (i) employee pat - down and screening, (ii) presentment by Contractor’s employees of identification cards or badges issued by Stadium Manager, which may include reporting criteria such as bar codes, “Mag Stripes”, “R FID” or other identifier systems; (iii) restricting access to certain parts of the Stadium to specified employees of Contractor as reasonably approved by the Stadium Manager (with respect to security clearance standards); and/or (iv) conduct by Contractor, at its sole expense, of Team- specified minimum background and such other security screening checks on all of Contractor's employees as the Stadium Manager shall request from time to time, which checks may vary as to job function.

D. Personnel.
i. Contractor shall hire, employ, train, supervise and discipline any and all persons necessary to provide the Services in accordance with the terms of this Agreement 8 and shall use its best efforts to ensure that its employees continually practice the high standards of safety, courtesy and service customarily followed in the conduct of a first -class operation. Contractor shall use its best efforts to select qualified, competent and trustworthy employees. Any and all persons who furnish services under this Agreement, whether or not employed by Contractor prior to the Effective Date, are exclusively employees, subcontractors and/or non-affiliated third parties employed by Contractor and are not employees of the Authority, the City, StadCo or Stadium Manager. Such persons furnishing services under this Agreement shall be subject to appearance standards mutually acceptable to the parties hereto and as permitted by Applicable Laws, and shall wear, at all times while working at the Stadium, neat and clean uniforms provided by Contractor and approved by Stadium Manager. Such uniforms shall bear such lettering and insignia (including the name and logo of the Stadium, the Stadium naming rights sponsor, if required, and the location of the employee's assignment ( e.g., a Club or Suite area)) as Stadium Manager may require and shall be of a design reasonably satisfactory to Stadium Manager. Contractor shall cause its employees to conduct themselves in a professional and courteous manner, and not to unreasonably disturb or interfere with Events. Contractor shall at all times maintain accurate records of the names, addresses, employment history and other legal identification of those to whom Contractor issues employee badges, uniforms or other identifying items to ensure the proper identification and legal working status of Contractor's employees at the Stadium. Contractor shall conduct such background and other security screening checks on its employees as Stadium Manager shall reasonably request from time to time and shall not knowingly hire any person who has been previously terminated by the Authority, StadCo, Stadium Manager or any of their respective Affiliates or contractors. Upon Stadium Manager's request, and so long as any such action shall not be contrary to law, Contractor shall immediately remove from the Stadium any employee, agent, contractor or invitee of Contractor and permanently revoke such person's access credentials.
ii. Intentionally Left Blank.
iii. Contractor shall conduct regularly scheduled employee training programs appropriate to the Services provided, including any programs specifically requested by Stadium Manager, for all of its employees working in the Stadium (the “Employee Training Programs”). The Employee Training Programs will be mandatory for all employees, agents and any subcontractors of Contractor and, at a minimum, will include customer service, guest interaction, security procedures and specific job skills training, and will be conducted in such frequency as may be approved or directed by Stadium Manager. Contractor shall cause all Employee Training Programs to be periodically reviewed (no less frequently than annually) and updated to the extent necessary to maintain the standard of service requested by Stadium Manager. All employees of Contractor shall also be required to attend such policy and procedures training sessions as may be held by the Stadium Manager, as well as the Stadium orientation tour and training conducted by the Stadium Manager. Contractor shall not permit any employee, ag ent or subcontractor to work at an Event prior to his or her completion of the prescribed training sessions and Employee Training Programs.
iv. Contractor shall promptly notify Stadium Manager upon voluntary or involuntary termination of employment of its empl oyees or contractors and ensure that each such terminated individual is denied further access to the Stadium. In no event shall the Authority, the City, StadCo or Stadium Manager be liable, and Contractor shall indemnify, protect, and hold the Authority, the City, StadCo and Stadium Manager harmless, for Contractor's record keeping (or lack of record keeping), including the legal identification and working status of Contractor's employees and 9 subcontractors, or for any other matters relating to Contractor' s employees or subcontractors.

12. COMPENSATION AND PAYMENT.

A. In consideration for Contractor’s performance of the Services in accordance with the requirements of this Agreement , Stadium Manager shall pay Contractor for all materials provided and services rendered by Contractor in the amount(s) set forth in Exhibit B , entitled “Contractor Compensation and Fees.”
B. Contractor will invoice Stadium Manager for fees as set forth in Exhibit B , subject to verification by Stadium Manager. Except as otherwise expressly provided in Exhibit B, Stadium Manager will pay Contractor within thirty (30) days of Stadium Manager’s receipt of a valid invoice.

13. TERMINATION OF AGREEMENT.

A. In addition to any other rights or remedies Stadium Manager may have, Stadium Manager may terminate this Agreement by written notice to Contractor if: (i) Contractor fails to correct to the reasonable satisfaction of Stadium Manager any condition created or controlled by Contractor that, in Stadium Manager’s reasonable judgment, poses a hazardous condition to occupants of the Stadium Complex, any of the Related Facilities (e.g., offsite parking areas), or any portion thereof, within twenty -four (24) hours after receipt of written notice from Stadium Manager; (ii) Contractor fails to perform any material obligation under this Agreement and such failure continues unremedied for a period of ten (10) days after receipt of written notice from Manager of the particular failure to perform (or thirty (30) days in the case that a remedy has commenced but cannot r easonably be accomplished in ten days); (iii) Contractor is placed into bankruptcy either voluntarily or involuntarily (and such involuntary proceeding is not dismissed within sixty (60) days), becomes financially insolvent, takes the benefit of any present or future insolvency statute, makes a general assignment for the benefit of creditors, or consents to the appointment of a receiver, trustee, or liquidator of all or substantially all of its property; (iv) Contractor transfers or permits a transfer of th is Agreement in violation of Section 14 ; (v) Contractor
fails to obtain and/or maintain required licenses and permits under Section 8.D; or (vi) Contractor fails to work cooperatively and in good faith with the Authority, Stadium Manager, any of their respective Affiliates or any of subcontractors of any of the foregoing.

Contractor and Stadium Manager acknowledge and agree that termination of this Agreement by Stadium Manager pursuant to this Section shall be “for cause.” B. Upon the termination or expiration of this Agreement, (1) Contractor shall immediately surrender possession of the Related Facilities, if any (including any and all leasehold and other improvements therein), uniforms, equipment ( and related manuals and software) to Stadium Manager, (2) Contractor shall immediately assign to Stadium Manager or its designee(s) all right, title and interest of Contractor in and to all items purchased by Contractor in connection with the Services (inc luding uniforms and equipment), (3) Contractor shall make all payments required to be made by Contractor under this Agreement, (4) to the extent permitted by Applicable Laws, Contractor shall immediately surrender possession of and assign to Stadium Manager all permits and licenses acquired by Contractor in compliance with this Agreement and any Applicable Laws, and (5) all matters, rights and liabilities existing on the date of termination between the parties hereto shall be determined as of such terminati on date (except as described above), and discharged as promptly as possible thereafter, including any known claims for damages either party may have against the other for breach of the terms and conditions hereof. Any such surrender shall require delivery of possession in good condition, reasonable and ordinary wear and tear excepted and otherwise in compliance with the terms of this Agreement. Notwithstanding any termination or expiration of this Agreement, all liabilities and obligations of the parties will survive until they are fully satisfied. 10 C. If the Stadium is destroyed or otherwise rendered unusable for more than thirty (30) days for any reason (a “Casualty Event”), Stadium Manager shall give Contractor a notice within ninety (90) days after the Cas ualty Event stating that whether the Authority intends to rebuild or restore the Stadium. If the notice states that the Authority will not rebuild or restore the Stadium, this Agreement shall be terminated. If the notice states that the Authority intends to rebuild or restore the Stadium, the Parties’ obligations hereunder shall be abated during that period. If such notice states that the Authority reasonably believes that it will take longer than two (2) years to restore or rebuild the Stadium or, if a shorter amount of time, such amount of time is longer than the remainder of the Term, either party shall have the option of terminating this Agreement by written notice to the other at any time within one hundred and eighty (180) days after Stadium Manager gives such notice, and such termination shall be effective one hundred twenty (120) days after the other party’s receipt of such notice. Contractor shall not be entitled to any monetary or other damages or compensation from Stadium Manager in the event of a Casualty Event.

D. The Parties acknowledge and agree that in the event that any permit required to be obtained by Stadium Manager for the full performance of the Services is not obtained by within a reasonable amount of time following the Effective Date, Stadium Manager shall have the right in its sole discretion to terminate this Agreement upon written notice to Contractor. Upon such termination, the Parties shall mutually agree upon any remaining payment by or refund to Stadium Manager in good faith. In no event shall Stadium Manager be responsible for any labor or other costs for services not yet performed by Contractor at the time of the notice of termination

14. NO ASSIGNMENT OR SUBCONTRACTING OF AGREEMENT.

A. Stadium Manager and Contractor bind themselves and their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred by Contractor without the prior written approval of Stadium Manager. Contractor shall not hire subcontractors without express written permission from Stadium Manager.

B. Stadium Manager may sell, assign, pledge and otherwise transfer or encumber (each, a “transfer”) this Agreement and any or all of its rights and obligations hereunder to any other Person, including any source of or guarantor or insurer of financing or any trustee, collateral agent or other Person appointed in connection with such financing (each, a “Manager Assignee”), whether by security agreement, collateral assignment, transfer or otherwise; provided, that such transfer shall not relieve Stadium Manager of its obligations under this Agreement unless such Manager Assignee assumes in writing Stadium Manager’s obligations under this Agreement. Upon reasonable prior notice from Stadium Manager, Contractor shall make any payments due hereunder to such Manager Assignee and shall execute and deliver any documents that Stadium Manager or any Manager Assignee may reasonably request to acknowledge and confirm that upon any such transfer, this Agreement will remain in full force and effect, will continue to be a legal, valid and binding obligation of Contractor enforceable in accordance with its terms (subject to applicable bankruptcy or insolvency laws and general principles of equity), and that (to the extent accurate and correct) nei ther Contractor, nor to Contractor’s knowledge, Stadium Manager is in material breach or violation of this Agreement.

C. Contractor acknowledges and agrees that, in the event the Stadium Management Agreement is terminated for any reason, the Authority and StadCo shall, in accordance with the Stadium Lease, employ a replacement manager for the Stadium, who shall, following the effective date of such employment, constitute the “Stadium Manager” for all purposes under this Agreement, provided, however, that for any period of time before a replacement manager is appointed, this Agreement may be assigned to the Authority or StadCo as deemed appropriate in the Stadium Manager’s sole discretion. 11 15. NO THIRD-PARTY BENEFICIARY.

This Agreement shall not be construed to be an agreement for the benefit of any third party or parties, except for the Authority, StadCo, and Team, and no other third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

16. INDEPENDENT CONTRACTOR.

Contractor and all person(s) employed by or contracted with Contractor to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of Stadium Manager, the Authority or StadCo. Contractor has full rights, however, to manage its employees in their performance of Services under this Agreement. All liabilities that may arise as a result of Contractor's status as an employer shall be borne exclusively by Contractor, including liability relating to payments required to be made under, and documents to be filed with respect to, the Federal Insurance Contribution Act and the Federal Unemployment Tax Act or any similar federal, state, city or local legislation or other Applicable Laws. Contractor is not authorized to bind Stadium Manager, the Authority or StadCo to any contracts or other obligations.

17. NO PLEDGING OF STADIUM MANAGER’S CREDIT.

Under no circumstances shall Contractor have the authority or power to pledge the credit of the Stadium Manager or any other of the Indemnified Parties or incur any obligation in the name of such Persons. Contractor shall save and hold harmless the Authority, StadCo, Stadium Manager, their respective Affiliates , and their respective officers, employees, boards and commissions for expenses arising out of any unauthorized pledges of credit by Contractor under this Agreement.

18. CONFIDENTIALITY OF MATERIAL.

All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, doc uments, discussions, or other information developed or received by or for Contractor and all other written information submitted to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor and shall not, without the prior written consent of Stadium Manager, be used for any purposes other than the performance of the Services nor be disclosed to an entity not connected with performance of the Services. Nothing furnished to Contractor which is otherwise known to Contractor shall be deemed confidential.

Notwithstanding the above, the Contractor acknowledges that the Authority is a California public entity that is subject to the California Public Records Act. Information disclosed to Stadium Manager on behalf of t he Authority regarding the Contractor's Services in connection with the performance of this Agreement may be subject to public disclosure in accordance with the Public Records Act, including this Agreement and its terms.

19. NO USE OF STADIUM MANAGER NAME OR EMBLEM.

Contractor shall have no right to use the trademarks, symbols, trade names or other intellectual property of the Authority, Stadium Manager, Levi’s Stadium®, the San Francisco 49ers, or their respective Affiliates, or Stadium tenants or their Affi liates or other Event performers directly or indirectly, in connection with any production, promotion, service or publication, without the written approval of Stadium Manager.

20. OWNERSHIP OF MATERIAL.

All material, including information developed on computer(s), which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, and other material developed, collected, prepared, or caused to be prepared under this Agreement shall be the property of Stadium Manager, but Contractor may retain and use copies thereof. Stadium Manager shall not be limited in any way or at any time in its use of said material. However, Contractor shall not be responsible 12 for damages resulting from the use of said material for work other than the Services, including, but not limited to, the release of this material to third parties.

21. RIGHT OF STADIUM MANAGER TO INSPECT RECORDS OF CONTRACTOR.

Stadium Manager, through its authorized employees, representatives, or agents shall have the right during the term of this Agreement and for three (3) years from the date of final payment for Services, to audit the books and records of Contractor for the purpose of verifying any and all charges made by Contractor in connection with Contractor compensation under this Agreement, including termination of Contractor. Contractor agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to Stadium Manager. Any expenses not so recorded shall be disallowed by Stadium Manager.

Contractor shall submit to Stadium Manager any and all reports concerning its performance under this Agreement that may be requested by Stadium Manager in writing. Contractor agrees to assist Stadium Manager in meeting Stadium Manager’s reporting requirements with respect to Contractor’s Services hereunder.

22. FAIR EMPLOYMENT.

Contractor shall not discriminate against any employee or applicant for employment because of race, color, creed, national origin, gender, sexual orientation, age, disability, religion, ethnic background, or marital status, in violation of Applicable Law.

23. HOLD HARMLESS/INDEMNIFICATION.

A. Contractor shall indemnify, defend and hold harmless the Authority, Stadium Manager and the Additional Indemnitees, and their respective officers, directors, managers, members, partners, owners and employees (collectively, “Indemnified Parties”) from and against all losses, costs, suits, actions, claims, damages, amounts paid in settlement, liabilities, costs and expenses, including reasonable attorneys’ fees (collectively, “ Losses”), resulting to, imposed upon, asserted against or incurred by any of them (including in any action between the parties) in connection with or arising out of (i) any breach by Contractor under this Agreement, (ii) any activity, inactivity, work or thing done or permitted by Contractor or its employees, agents or contractors in or upon the Stadium or Related Areas, including the performance of the Services, or (iii) any injury or damage to any Person or to the property of any Person caused by any action or omission of Contractor or its employees, agents or contractors.

B. If any claim, demand, action or proceeding is made or commenced by any third party (a “Third Party Claims ”) against any Indemnified Party, the Indemnified Party shall give Contractor prompt notice thereof; the failure to give such notice shall not affect the liability of Contractor under this Agreement except to the extent the failure materially and adversely affects the ability of Contractor to defend the Third Party Claim. Contractor shall have the right to assume the defense and resolution of the Third Party Claim, provided that (i) the Indemnified Party shall have the right to participate in the defense of the Third Party Claim at its own expense through counsel of its choice (control of the defense will remain with Contractor), (ii) Contractor shall not consent to the entry of any judgment or enter into any settlement that would require any act or forbearance on the part of the Indemnified Party or which does not unconditionally release the Indemnified Party fr om all liability in respect of the Third Party Claim or would otherwise bring dishonor or disrepute upon Authority, Stadium Manager, any of their respective Affiliates, without the prior written consent of the Indemnified Party, and (iii) the Indemnified Party may undertake the defense of the Third Party Claim, at Contractor’s expense, if Contractor fails to (A) assume the defense within ten (10) business days after notice from the Indemnified Party or (B) diligently prosecute the defense.
13 24. INSURANCE REQUIREMENTS.

During the term of this Agreement, and for any longer time period set forth in Exhibit C entitled “Insurance Requirements” and attached hereto and incorporated herein by this reference, Contractor shall purchase and maintain in full force and effect, at no cost to Stadium Manager insurance policies with respect to employees and vehicles assigned to the performance of Services under this Agreement with coverage amounts, required endorsements, certificates of insurance, and coverage verifications as required in Exhibit C.

25. AMENDMENTS.

This Agreement may be amended only with the written consent of both Parties.

26. INTEGRATED DOCUMENT.

This Agreement represents the entire agreement between Stadium Manager and Contractor. No other understanding, agreements, conversations, or otherwise, with any representative of Stadium Manager prior to execution of this Agreement shall affect or modify any of the terms or obligations of this Agreement. Any verbal agreement shall be considered unofficial information and is not binding upon Stadium Manager.

27. SEVERABILITY CLAUSE.

In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, illegal, or unenforceable in any respect, it shall not affect the validity of the other provisions, which shall remain in full force and effect.

28. WAIVER
Contractor agrees that waiver by Stadium Manager of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement

29. NOTICES.

All notices to the Parties shall, unless otherwise requested in writing, be sent to Stadium Manager addressed as follows:

Attention: Jim Mercurio, Vice President
Address: Forty Niners Stadium Management Company LLC
4900 Marie DeBartolo Way
Santa Clara, CA 95054

With a copy to: Legal Affairs
Forty Niners Stadium Management Company LLC
4949 Marie P. DeBartolo Way
Santa Clara, CA 95054

And to Contractor as follows:

Attention: [insert name/title or department]
Address: [insert contractor name]
[insert address]
[insert address]
If notice is sent via email, a signed, hard copy of the material shall also be mailed. The workday the email was sent shall control the date notice was deemed given if there is a computer-generated 14 confirmation of receipt returned to the sender on the date of transmission. An email transmitted after 1:00 p.m. on a Friday shall be deemed to have been transmitted on the following Monday.

30. CAPTIONS.

The captions of the various sections, paragraphs, and subparagraphs of this Agreement are for convenience only and shall not be considered or referred to in resolving questions of interpretation.

31. LAW GOVERNING CONTRACT AND VENUE.

This Agreement shall be governed and construed in accordance with the statutes and laws of the State of California. The venue of any suit filed by either Party shall be vested in the state courts of the County of Santa Clara, or if appropriate, in the United States District Court, Northern District of California, San Jose, California.

32. DISPUTE RESOLUTION.

A. Unless otherwise mutually agreed to by the Parties, any controversies between Contractor and Stadium Manager regarding the construction or application of this Agreement, and claims arising out of this Agreement or its breach, shall be submitted to mediation within thirty (30) days of the written request of one Party after the servic e of that request on the other Party.

B. The Parties may agree on one mediator. If they cannot agree on one mediator, the Party demanding mediation shall request the Superior Court of Santa Clara County to appoint a mediator. The mediation meeting shall not exceed one day (eight (8) hours) provided the Parties may mutually agree to extend the time allowed for mediation under this Agreement.

C. The costs of mediation shall be borne by the Parties equally.

D. For any contract dispute, mediation under this section is a condition precedent to filing an action in any court. In the event of mediation which arises out of any dispute related to this Agreement, the Parties shall each pay their respective attorney’s fees, expert witness costs, and cost of suit through mediation only. In the event of litigation, the prevailing Party shall recover its reasonable costs of suit, expert’s fees, and attorney’s fees. If mediation does not resolve the dispute, the Parties agree that the matter shall be litigated in a court of law, and not subject to the arbitration provisions of the Public Contract Code.

33. COMPLIANCE WITH ETHICAL STANDARDS.

By executing this Agreement, Contractor promises and agrees that it and all of its members, officers, employees, agents, subcontractors and authori zed representatives will comply with the “Ethical Standards for Contractors Seeking to Enter into an Agreement with Stadium Manager” attached hereto as Exhibit D and incorporated herein by this reference.

34. CONFLICT OF INTERESTS.

This Agreement does not prevent either Party from entering into similar agreements with other parties. To prevent a conflict of interest, Contractor certifies that to the best of its knowledge, no Stadium Manager, StadCo, Team, Authority, or City officer, employee, or authorized representative has any financial interest in the business of Contractor and that no person associated with Contractor has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Contractor is familiar wit h the provisions of California Government Code Section 87100 and following, and certifies that it does not know of any facts which would violate these code provisions. Contractor will advise Stadium Manager if a conflict arises.

[Signatures continued on next page]

15 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by their duly appointed representatives as of the Effective Date.

STADIUM MANAGER:

FORTY NINERS STADIUM MANAGEMENT COMPANY LLC

By:_________________________________

Name: Peter Wilhelm

Title: Chief Financial Officer

CONTRACTOR:

[INSERT CONTRACTOR NAME]

By:_________________________________

Name: [insert name]

Title: [insert title]

16 EXHIBIT A

SCOPE OF SERVICES

Contractor shall provide the following services at the Stadium during the Term, as directed by Stadium Manager:

1. Contractor shall provide pest control services, a minimum of twice weekly, in and around the Stadium, including, but not limited to, the following areas:
a. Kitchens
b. Concessions Areas and Club
c. Food Prep and Storage Areas
d. Grounds Keeping Area
e. Safety and Security Team Office
f. Guest Services, Operations Offices
g. Restrooms
h. Bars
i. Ticketing Office
j. Production Command Cener
k. Studios
l. Warehouse Areas
m. Service Corridors
n. Broadcasting Areas
o. Pantries
p. Dock Area
q. Storage Rooms
r. Suites
s. Retail and Retail Storage
t. Pump Rooms
u. Employee Breakrooms
v. Trash Chutes, Trash Rooms
17 w. Data Center, Network Operations Center
x. Parking
y. Conference, Private Rooms
z. Offices
aa. All Locker Rooms
bb. Coaches’ Areas
cc. Mothers’ Rooms, Family Rooms, and Nurseries

2. Contractor shall perform visual inspections and evaluations in and around the Stadium as necessary.

3. The following pests shall be included in the services performed by Contractor:
a. Structural Invading Insects that crawl and fly such as ants, beetles, fleas, flies, wasps, gnats, maggots, moths, ticks, roaches, silverfish, spiders, earwigs, weevils, crickets, bees, yellow jackets, hornets, etc.
b. Termites and Wood Destroying Beetles
c. Rodents (mice, rats, ground squirrels, gophers, etc.) d. Birds
e. Bed Bugs
f. Feral Cats

4. Contractor shall perform any dead animal removal at the Stadium, as requested.

5. Contractor shall provide any and all bait stations for use as required for the Services at the Stadium.

All bait boxes shall be maintained in accordance with State and local regulations, with an emphasis on the safety of non-target organisms. The Contractor shall adhere to the following points:
a. All bait stations shall be placed out of the general view, in locations where they will not be disturbed by routine operations.
b. The lids of all bait stations shall be securely locked or fastened shut. c. All bait stations shall be labeled on the outside with the Contractor’s business name and address, and dated by the Contractor’s technician at the time of installation. d. Bait stations shall include labeling active ingredients and % of that active ingredient, EPA registration numbers, emergency contact phone numbers of contractors, common name of pesticide (rodenticide) and signal word on pesticide label, (i.e. Warning, Caution, Danger)

6. As part of the Services performed in the initial month of the Term, Contractor shall provide Stadium Manager written documentation indicating the placement of numbered rodent c ontrol equipment.

Contractor shall also perform a thorough initial treatment of the entirety of the Stadium and exterior/perimeter to ensure effectiveness of service.
18 7. Contractor shall inform Stadium Manager of any and all types of services to be performed by Contractor at the Stadium and shall receive approval of such services prior to commencement. All services shall be LEED compliant and follow all recommended protocols.

8. Any follow-up or special procedures necessary in-between scheduled service visits shall be performed at no cost to the Stadium Manager.

9. In the event that the Stadium or a portion thereof is determined to have a serious pest problem and special treatment not within the regular scope of the job is necessary, the Contractor shall immediately notify Stadium Manager of the pest problem, the solution of the type of service to be done, and obtain the Stadium Manager’s approval prior to treatment of the area.

10. Any emergency or special pest control services required by Stadium Manager shall be performed at no cost to the Stadium Manager.

11. All materials used in pest control work shall conform to Applicable Laws. The amount of pesticides applied at the Stadium shall be minimized through utilization of organic, biologic, or targeted application with approved low-toxicity products, while optimizing pesticide efficiency. All equipment utilized by Contractor shall be checked by Contractor weekly.

12. Rodenticides shall be only be used with all precautions to prevent the possibility of accidents to humans, domestic animals, and pets. Rodent control shall consist of permanent bait stations and catch-alls to be placed as needed. All equipment shall be numbered and checked weekly by Contractor.
a. The equipment utilized by Contractor shall be in compliance with LEED standards, Federal and California Environment Protection Agency (EPA) & State Agriculture Commissioners Office.
b. Rodent bait stations must be listed as "tamper resistant" In non-rural urban environments alternates to, must be between First (“FGAR”) and Second (“SGAR”) Generation Anticoagulant Rodentcides for the control of structural invading rodents. Pest control may also use non-anticoagulant baits in such environments.
c. Prior to the installation of any rodent bait station a thorough inspection must be performed to reduce any potential hazard to non-target wildlife. Once installed these stations are shall be regularly inspected to ensure that they are in proper working order and that the bait is properly secured within each station.

13. Contractor shall utilize fly lights in and around the Stadium to reduce the fly population within the Stadium.

14. Contractor shall generate a monthly report within five (5) business days of the end of each calendar month for Stadium Manager detailing the following information for the services performed during the previous calendar month: date and time of services rendered; type of services performed including the chemicals utilized; any problem areas at the Stadium identified by Contractor along with the completed or proposed remedy. Any pest activitiy at the Stadium shall trigger an interim report detailing the activity to be provided to Stadium Manager as soon as reasonably possibly following detection by Contrator.

15. Such additional services as reasonably requested by Stadium Manager in connection with pest control services at the Stadium.

The Parties shall mutually agree upon the time and date for Contractor or a subcontractor of Contractor to perform and complete the Services at the Stadium during the Term.

19 EXHIBIT B

CONTRACTOR COMPENSATION AND FEES
The Parties mutually agree that as consideration for the Services contained in this Agreement, Stadium Manager shall compensate Contractor upon the completion (and verification of the completion by Stadium Manager) of the Services contained in Exhibit A in accordance with the compensation terms specified below.

Service Location:

Levi’s Stadium – 4900 Marie P. DeBartolo Way, Santa Clara, CA 95054

Program:

Advanced Care LEED Certified Maintenance Program

Service Pricing from April 1, 2023 through March 31, 2026:

Monthly Service Fee: $6,820.00

Equipment Fees:

ILT Fly light purchase and installation (one time charge): $2,500

Equipment:

Stadium Manager shall own all Fly Light equipment. In the event additional equipment is required and approved the following charges shall apply:

1. Interior non-toxic devices (Tin Cats) at $16.00 each

2. Anchored, tamper-resistant bait station (with lock) at $22.00 each Any and all additional costs, including taxes, shipping, handling, and any subcontractor costs, shall be at Contractor’s sole expense and Contractor shall have no right to invoice Stadium Manager or any third-party for any additional costs incurred by Contractor in the performance of the Services under this Agreement.

Total Not to Exceed Amount:

Year One: 4/1/2023 through 3/31/2024 - $85,000
Year Two: 4/1/24 through 3/31/2025 - $82,500
Year Three: 4/1/25 through 3/31/2026 - $82,500

20 EXHIBIT C

INSURANCE REQUIREMENTS
At all times during the term hereof, Contractor shall keep and maintain in full force and effect the following types of insurance coverage and/or bonds:

1. Commercial general liability insurance, including property damage, against liability for personal injury, bodily injury, death and damage to property occurring in or about the property in the amount of Two Million Dollars ($ 2,000,000) per occurrence and Four Million Dollars ($ 4,000,000) in the aggregate.

2. Automobile liability in the amount of One Million Dollars ($1,000,000) with respect to owned, hired and non-owned vehicles.

3. Workers compensation insurance, as required by applicable law . Contractor is directed to review and execute the “Contractor’s Certification Regarding Worker’s Compensation” attached hereto as Exhibit F and incorporated herein by this reference prior to Agreement execution.

4. Employer’s liability in the amount of One Million Dollars ($1,000,000) each accident, One Million Dollars ($1,000,000) each employee, by disease, and One Million Dollars ($1,000,000) policy aggregate by disease.

5. Liability insurance covering claims arising out of errors and omissions by vendors rendering professional services, in the amount of One Million Dollars ($1,000,000) each occurrence including contractual liability coverage, wi th all coverage retroactive to the earlier of the date of agreement or commencement of Contractor’s services.

6. Umbrella or excess liability insurance in the amount of Two Million Dollars ($2, 000,000) providing excess coverage over general liability, auto liability, and employer’s liability specified above.

The above stated limits may be achieved by a combination of primary and excess/umbrella coverage. Any deductible or self -insured retention amounts are the sole responsibility of the Contractor. Contractor is responsible for insuring any equipment brought to Stadium. Stadium Manager shall have no liability for such equipment.

All insurance policies and bonds required to be maintained by Contractor shall be issued by insurers or sureties (as the case may be) reasonably satisfactory to client, authorized to do business in the state of California and having an AM Best rating and financial size category of A -/VII or better. All policies of the vendor shall be (i) primary and non-contributing with respect to any policies carried by client; (ii) with respect to liability insurance only, a provision including Stadium Manager, Santa Clara Stadium Authority, Forty Niners SC Stadium Company LLC and Forty Niners Football Company LLC as Additional Insured; (iii) a waiver by the insurer of any right to subrogate against Stadium Manager (iv) a severability of interest or endorsement; (v) a provision that the insurer will not cancel or change the coverage provided by such without giving the Stadium Manager thirty (30) days' prior written notice; and (vi) general liability be an "occurrence form" policy. Any policy of insurance required to be carried by Contractor that names Stadium Manager as Additional Insured shall not be subject to a deductible or self -insured retention, it being the intent of the parties that such insurance shall fully and completely insure such additional insured entities for all loss or expense; if any such policy has a deductible or self -insured retention clause applicable to these operations, Contr actor shall provide evidence that insurance carrier shall pay without regard to such deductible or self-insured retention.

21 EXHIBIT D

ETHICAL STANDARDS FOR CONTRACTORS SEEKING TO ENTER INTO AN AGREEMENT WITH

STADIUM MANAGER

Termination of Agreement for Certain Acts.

A. Stadium Manager may, at its sole discretion, terminate this Agreement in the event any one or more of the following occurs:

1. If a Contractor
1 does any of the following:
a. Is convicted2 of operating a business in violation of any Applicable Law; b. Is convicted of a crime punishable as a felony involving dishonesty 3; c. Is convicted of an offense involving dishonesty or is convicted of fraud or a criminal offense in connection with: (1) obtaining; (2) attempting to obtain; or, (3) performing a public contract or subcontract;
d. Is convicted of any offense which indicates a lack of business integrity or business honesty which seriously and directly affects the present responsibility of a Stadium Manager contractor or subcontractor; and/or,
e. Made (or makes) any false statement(s) or representation(s) with respect to this Agreement.

2. If fraudulent, criminal or other seriously improper conduct of any officer, director, shareholder, partner, employee or other individual associated with Contractor can be imputed to Contractor when the conduct occurred in connection with the individual’s performance of duties for or on behalf of Contractor, with Contractor’s knowledge, approval or acquiescence, Contractor’s acceptance of the benef its derived from the conduct shall be evidence of such knowledge, approval or acquiescence.

1 For purposes of this Agreement, the word “ Consultant” (whether a person or a legal entity) also refers to “Contractor” and means any of the following: an owner or co- owner of a sole proprietorship; a person who controls or who has the power to control a business entity; a general partner of a partnership; a principal in a joint venture; or a primary corporate stockholder [i.e., a person who owns more than ten percent (10%) of the outstanding stock of a corporation] and who is active in the day to day operations of that corporation.

2 For purposes of this Agreement, the words “ convicted” or “conviction” mean a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea of nolo contendere within the past five (5) years.

3 As used herein, “ dishonesty” includes, but is not limited to, embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, failure to pay tax obligations, receiving stolen property, collusion or conspiracy.

22 B. Stadium Manager may also terminate this Agreement in the event any one or more of the following occurs:

1. Stadium Manager determines that Contractor no longer has the financial capability 4 or business experience5 to perform the terms of, or operate under, this Agreement; or

2. If Stadium Manager determines that Contractor fails to submit information, or submits false information, which is required to perform or be awarded a contract with Stadium Manager, including, but not limited to, Contractor’s failure to maintain a required State-issued license, failure to obtain a Stadium Manager business license (if applicable), or failure to purchase and maintain bonds and/or insurance policies required under this Agreement.

C. In the event a prospective Contractor (or bidder) is ruled ineligible (debarred) to participate in a contract award process or a contract is terminated pursuant to these provisions, Contractor may appeal the action to the Authority by filing a written request with the Authority Secretary within ten (10) days of the notice given by Stadium Manager to have the matter heard. The matter will be heard within thirty (30) days of the filing of the appeal request with t he Authority Secretary.

Contractor will have the burden of proof on the appeal. Contractor shall have the opportunity to present evidence, both oral and documentary, and argument.

4 Contractor becomes insolvent, transfers assets in fraud of creditors, makes an assignment for the benefit of creditors, files a petition under any section or chapter of the federal Bankruptcy Code (11 U.S.C.), as amended, or under any similar law or statute of the United States or any state thereof, is adjudged bankrupt or insolvent in proceedings under such laws, or a receiver or trustee is appointed for all or substantially all of the assets of Contractor.

5 Loss of personnel deemed essential by Stadium Manager for the successful performance of the obligations of Contractor to Stadium Manager.

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
23-307 Agenda Date: 3/7/2023

REPORT TO STADIUM AUTHORITY BOARD

SUBJECT
Report from Stadium Authority for Action Regarding Stadium Manager’s Request to Execute Agreement with Advanced Integrated Pest Management (Advanced IPM) for Pest Control Services for Levi’s Stadium

BOARD PILLAR
Ensure Compliance with Measure J and Manage Levi’s Stadium

BACKGROUND
On October 8, 2019, the City Council approved Ordinance No. 2005 amending Chapter 17.30 (Stadium Authority Procurement Policy) of the Santa Clara City Code, which rescinded the delegation to the Executive Director to enter into agreements without prior Stadium Authority Board (Board) approval. As a result of Ordinance No. 2005, the Stadium Manager is also required to request Board approval before entering into agreements on behalf of the Stadium Authority. As of the effective date of the Ordinance (November 8, 2019), all Stadium Authority agreements for services, supplies, materials, and equipment require the approval of the Stadium Authority Board.

As the Stadium Manager, Forty Niners Stadium Management Company, LLC, is responsible for maintaining “the Stadium in the Required Condition and operate the Stadium as a quality NFL and multi-purpose public sports, public assembly, exhibit and entertainment facility” as required by the Stadium Management Agreement between the Stadium Authority and Stadium Manager.

The Stadium Manager is requesting approval to execute an agreement with Advanced Integrated Pest Management (Advanced IPM) to provide pest control services for a three-year period beginning April 1, 2023 through March 31, 2026, with the option to extend the agreement for two additional one- year periods, in an amount not to exceed $85,000 for the first contract year and $82,500 for the second and third contract years for a total not to exceed amount of $250,000 over the three-year period.

DISCUSSION
Stadium Authority staff reviewed the Stadium Manager’s Recommendation for Award memo (attached to corresponding report #23-306) and supporting documents for consistency against the Stadium Authority Procurement Policy and Santa Clara City Code Chapter 2.105.140(b) (Competitive requirements for purchases - Informal requests for quotes for agreements greater than $15,000 and up to $250,000). The Stadium Manger’s Request for Proposals (RFP) received three proposals and the Stadium Manager is recommending award to the highest ranked proposer offering the best value (Advanced IPM).

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23-307 Agenda Date: 3/7/2023
Based on the documentation, staff recommends approval of the Stadium Manager’s request to execute an agreement with Advanced IPM for pest control services for Levi’s Stadium for a three- year period beginning April 1, 2023 through March 31, 2026, with the option to extend for additional two one-year periods, in an amount not to exceed $85,000 for the first contract year and $82,500 for the second and third contract years for a total not to exceed amount of $250,000 over the three-year period.

The Stadium Authority Counsel’s Office has reviewed the requested agreement for comparison to the Stadium Authority’s customary language. While there are some differences in the language, including portions covering compliance with laws such as conflict of interest, the agreement submitted here for approval contains the necessary language which identifies these legal obligations to the vendor. The vendor expressly agrees to adhere to such obligations upon its execution of the agreement. Nothing in the proposed agreement changes the Stadium Authority’s rights under the Management Agreement and specifically with respect to any dispute that may arise from the Stadium Manager’s obligations under the Management Agreement.

In addition, per Paragraph 4(b) of the Settlement Agreement, the Stadium Authority reserves all rights to confirm and dispute charges by and payments to the Stadium Manager during a fiscal year-end reconciliation/true-up, including but not limited to changes based on improper allocation, calculation, lack of support, or failure to comply with the Parties’ contracts or California law. The Stadium Authority may raise related questions before the fiscal year-end reconciliation/true-up, which the Stadium Manager agrees to assess and respond to in good faith.

ENVIRONMENTAL REVIEW
The actions being considered do not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(a) as it has no potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment or pursuant to CEQA Guidelines section 15378(b)(4) in that it is a fiscal activity that does not involve any commitment to any specific project which may result in a potential significant impact on the environment.

FISCAL IMPACT
The proposed Stadium Authority Fiscal Year (FY) 2023/24 Budget contains Shared Stadium Manager Expenses (Shared Expenses) such as Security, Stadium Operations, Engineering, Guest Services, and Groundskeeping. Shared Expenses are split between the Stadium Authority and Forty Niners SC Stadium Company LLC (StadCo) per the Stadium Management Agreement between Stadium Authority, StadCo, and Stadium Manager.

Subject to the Board’s anticipated March 7, 2023 approval of the Stadium Authority FY 2023/24 Budget, there will be sufficient funds in the FY 2023/24 Shared Expenses Engineering line item to cover the agreement cost for the year (up to $85,000, of which the Stadium Authority is responsible for up to $42,500). Since the renewal term extends beyond a single fiscal year, the term for subsequent fiscal years is conditioned upon approval of the Stadium Authority budget for the applicable fiscal year that includes the amounts due under the agreement as required under Santa Clara City Code Chapter 17.30.100.

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23-307 Agenda Date: 3/7/2023

COORDINATION
This report has been coordinated with the Stadium Authority Counsel and Treasurer’s Offices.

PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]> or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION
Approve the Stadium Manager’s request to execute an agreement with Advanced IPM for pest control services for Levi’s Stadium for a three-year period beginning April 1, 2023 through March 31, 2026, with the option to extend for two additional one-year periods, in an amount not to exceed $85,000 for the first contract year and $82,500 for the second and third contract years for a total not to exceed amount of $250,000 over the three-year period, subject to budget appropriations.

Reviewed by: Christine Jung, Assistant to the Executive Director Approved by: Office of the Executive Director
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City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
23-238 Agenda Date: 3/7/2023

REPORT TO COUNCIL

SUBJECT
Action on a Resolution Declaring City-Owned Property Located at 2319 Gianera Street as Surplus Land as Required by State Law [APNs: 104-05-052]

COUNCIL PILLAR
Deliver and Enhance High Quality Efficient Services and Infrastructure

BACKGROUND
The City of Santa Clara owns a single-family home located at 2319 Gianera Street (Property). The City purchased the property on October 14, 1983 for $155,000 from the General Fund (Attachment 1). On the same Agenda, the Council also approved the authorization to prepare legal notices for the lease of the property at a minimum rate of $800 per month. It is assumed the property was likely leased between 1983 and 1998, however staff was not able to locate those records.

In 1998, the Redevelopment Agency of the City of Santa Clara approved $25,000 in Affordable Housing Funds for the rehabilitation of the property. Later in 1998, a Master Lease Agreement (Attachment 2) was approved between the Redevelopment Agency and Project Match to be used as shared housing for low-income seniors. The property was last used as affordable housing around 2012-2014. It is staff’s understanding that Project Match cited difficulties in managing a single, and there were not enough economies of scale. The City did not have capacity to manage it as a rental unit, and it has been vacant since that time.

A description of the property is provided below:
· Single Family Home
· Gross Building Area - 1,140 SF
· Lot size - 12,478 SF
· Built in the 1960's
· Current Appraisal - $1.59 million
The appraisal (Attachment 3) provides pictures of the current condition of the property.

While there have not been day-to-day operational needs to maintain the property, it is maintained on an as needed basis. As an example, previously landscaping, weed management, tree trimming, and back fence replacement had to be completed and currently a fence replacement will be required and is being planned for both side and front fences. In addition, staff has requested assistance from the Police Department to enforce trespassing in the property as a homeless individual had previously City of Santa Clara Printed on 3/2/2023Page 1 of 4
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23-238 Agenda Date: 3/7/2023
broken into the home.

DISCUSSION
Staff considered near-term and long term uses for the property and none were identified. When the City desires to dispose of land not necessary for agency use, it must first declare the land surplus at a regular public meeting and make written findings supporting the declaration that the land is “surplus land.”
The SLA and the Surplus Land Declaration
Effective January 1, 2020, Assembly Bill (AB) No. 1486 amended the SLA by prohibiting local agencies from commencing negotiations over the sale or lease of surplus property prior to sending notices about available, surplus local public land to designated entities (Eligible Entities), including:
· California Department of Housing and Community Development (HCD). · Any local public entity within the jurisdiction where the surplus local land is located. · Developers who have notified HCD of their interest in developing affordable housing on surplus local land.

Importantly, AB 1486 now requires a local agency to declare property as “surplus land” before taking any actions to dispose of such property. The declaration must be made by the legislative body of the local agency.

Following the declaration of surplus, the City must provide a NOA to the Eligible Entities for specified uses, including affordable housing, parks and recreation, and schools. An Eligible Entity desiring to purchase or lease the surplus land for any of the purposes described above must notify the City in writing of its intent to purchase or lease the land within 60 days after the receipt of the City’s notification of intent to dispose of the land.

If the City receives notice of interest from any Eligible Entities, the SLA mandates a 90-day negotiation period with any designated entities that submit timely offers. If no notice of interest is received or negotiations do not result in a disposition, the City may proceed with disposing of the land. The SLA does not require the City to dispose of surplus land at less than fair market value. (In fact, State Dissolution Laws require that the City dispose of the property at the highest value.) However, the SLA requires that, at a minimum, any subsequent development of 10 or more residential units on the site must designate at least 15 percent of units as affordable.

Generally, the Surplus Land Act (SLA) identifies three categories of land: (1) land necessary for “agency use,” (2) land no longer necessary for agency use but exempt from most of the SLA (“exempt surplus land”), and (3) land no longer necessary for agency use that is not exempt (“Surplus Land”). “Agency use” is defined as land that is being used or that has a planned use “pursuant to a written plan adopted by the local agency’s governing board.” Agency use does not include commercial or industrial uses, including retail, entertainment, office, or any property disposed of for the sole purpose of investment or revenue generation. (Gov. Code § 54221(c).) The proposed Resolution (Attachment 4) declares the Property as Surplus Land. Approval of the Resolution would provide that the Council finds that the City owns the Property in fee simple, the City does not currently use the Property, and the City has no written or adopted plan for future use of the City of Santa Clara Printed on 3/2/2023Page 2 of 4
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23-238 Agenda Date: 3/7/2023
Property. Further findings include that the Property is no longer necessary for the City’s use or operations and thus should be declared surplus.

If Council adopts the proposed Resolution declaring the 2319 Gianera Street as surplus, staff will proceed with the disposition process by issuing a Notice of Availability (NOA) (Attachment 5) to certain parties as designated by HCD Guidelines. (Gov. Code §54222; HCD Guidelines, 201.) The anticipated process is outlined below.

The anticipated process is outlined below:

Notices of Availability and Noticing Period
Per the SLA, after City Council issues the surplus declaration, staff will issue NOAs to the Eligible Entities, beginning a minimum 60-day noticing period. Staff will release NOAs. During the 60-day noticing period, the SLA restricts City discretion in negotiating with potential buyers, prioritizing NOA responses, and limiting project design features. State law requires the City to first respond exclusively to Eligible Entities and to give priority to proposals that provide at least 25 percent of a project’s housing units affordable to lower-income households (at or below 80 percent of area median income). If multiple proposals provide at least 25 percent affordable units, State law requires prioritizing the project with the greater number of affordable units. If multiple proposals contain the same number of affordable units, staff are required to prioritize projects that provide the deepest average level of affordability for its affordable units. The City is also prevented from negotiating terms that would prevent residential use (even if not permitted by the existing zoning), reduce density below what is allowed by zoning, or impose design requirements that would have a substantial adverse effect on viability for affordable housing.
90-Day Negotiation with Eligible Entities
If staff receives a notice of interest from one or more Eligible Entity, staff will begin negotiations for a period of no less than 90 days.

Project Selection and Return to Council
If negotiations lead to development of a potential project, staff will return to Council to present the recommended project proposal for public comment and Council authorization for an Exclusive Negotiation Agreement (ENA). If no notices of interest are received or if negotiations conclude with no recommended project proposals, the City can proceed with its regular process for disposition of the city owned properties.

ENVIRONMENTAL REVIEW
The declaration of the Property as surplus land and posting of the Notice of Availability is not a project within the meaning of the California Environmental Quality Act (“CEQA”) under CEQA Guidelines section 15206(b)(4), 15312 and 15061(b)(3) because it can be seen with certainty that there is no possibility that the declaration and associated activities will have a significant effect on the environment because no development or construction is proposed.

FISCAL IMPACT
There are no additional costs anticipated at this time. If the property is sold, proceeds from the property sale, by City Council Policy, are recommended to be placed in the General Fund Land Sale Reserve.

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PUBLIC CONTACT
Public contact was made by posting the Council agenda on the City’s official-notice bulletin board outside City Hall Council Chambers. A complete agenda packet is available on the City’s website and in the City Clerk’s Office at least 72 hours prior to a Regular Meeting and 24 hours prior to a Special Meeting. A hard copy of any agenda report may be requested by contacting the City Clerk’s Office at (408) 615-2220, email [email protected] <mailto:[email protected]> or at the public information desk at any City of Santa Clara public library.

ALTERNATIVES

1. Approve Resolution Declaring City-Owned Property Located at 2319 Gianera Street Surplus.

2. Do not approve Resolution Declaring 2319 Gianera Street Surplus.

3. Any other Council Direction.

RECOMMENDATION
Alternative 1: Approve a Resolution Declaring City-Owned Property Located at 2319 Gianera Street Surplus.

Reviewed by: Manuel Pineda, Assistant City Manager
Approved by: Office of the City Manager

ATTACHMENTS

1. 1983 Minutes

2. 1998 Lease

3. Property Appraisal Report

4. Resolution

5. Notice of Availability
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function known as "Flow Analysis" in lieu of the obligation for Mr.

Feldhaus to develop a new Sigma version. Motion was approved by the Council.
61 It was moved by Councilman Mahan, seconded by Councilman Tobkin, that the Council note and file the contents of Staff report (10/14/83) entit l ed "City/School Liaison Committee meeting Agenda - Meeting of October 25, 1983". Motion was approved by the Council.

Motion was made by Councilman Mahan, seconded by Councilman Tobkin, that, pursuant to Staff recommendations (10/6/83), Council ap­ prove a five percent salary adjustment for the Chief Electric and Water Systems Control Operator, effective the beginning of the next pay period.

Motion was approved by the Council.

Pursuant to Staff recommendations (10/13/8 3) , it was moved by Councilwoman Street, seconded by Councilman Tobkin, that the Council ap­ prove and authorize necessary signatures on behalf of the City on the following items: An Option to Lease Agreement; the Associated Lease; and the Option Payment in the amount of $45,000, with Southern Pacific Land Company, subject to final wording cha ng es in the proposed documents to be approved by the City Attorney. Said proposed Agreement/Lease pro­ vides an option to lease for the development of several hydroelectric projects in the Trinity River Basin, including the East Fork Trinity No. 1 (appro ximately 3 .8 5 MW); East Fork Trinity No. 2 ( approximately 4.81 MW); Swift Creek ( approximately 4.6 MW); and for identified sites in the Upper East Fork Trinity Basin (tot al of approximately 15 MW). Motion was ap ­ proved by the Council.

It was moved by Councilwoman Street , seconded by Councilman Tobkin, that pursuant to Staff recommendations (10/11/8 3 ), Council not authorize the executio n of "Agreement for the Temporary Transfer of Pro­ ject No. 2 Power" but direct the transmittai of a letter (10/11/8 3) to NCPA indicating Santa Clara's continued interest in the purchase of Nor­ thern California Power Agency (NCPA) Geothermal Project #2 when the City's concerns · have be.en adequately add·ressed. Motion was approved by the Coun­ ci l.

Motion was made by Councilman Tobkin, seconded by Councilman Ash, that, pursuant to Staff recommendations (10/14/83), the Council ap­ prove the purchase of certain property located at 2319 Gianera Street for the purchase price of $155,000; direct Staff to comp l ete the neces­ sary transactions to effect above sa l e ; and approve a Budget appropria ­ tion in the amount of $156,000 from General Contingency Reserve Budget Acco nnt #063/0442 to Gianera Street Property Acquisition Budget Account #038/2105;{)020/000, to cover purchase price and incidental escrow fees for above property which will allow the relocation of Pacific Gas and Electric Company transmission power lines. Motion was approved by the following vote: Ayes : Councilmen Ash, Mahan, Souza, Street, Tobkin and Mayor Pro Tempore Martinez; Noes: None; Absent: Mayor Gissler.

It was moved by Councilman Tobkin, seconded by Councilman Mahan, that the Council note and file the contents of Staff report (10/ 14/83) regarding Assembly.Bill No. 1573 which concerns a possible change in the State Business and Professions Code, relating to Gaming Clubs.

Motion was approved by the Council.

Motion was made by Councilman Tobkin, seconded by Councilman Mahan, that Bills and Claims, as revised, in the a mount of $815,439.25, submitted by the City Manager, be approved for payment. Also , that the fo llow ing progress payments be approved: $295,076.32 to Moore Systems (SCADA - Electric Department); $233,018.28 to U.S.S. Fabrication (North ­ side Water Storage Tank #2); $205 ,000.00 to Ellerbe Associates, Inc. (Santa Clara Conference Center); $177,570.10 to Dickman Builders, Inc. (Communi cat ions/Em ergency Operations Center - Partial Retention ); $53,249.70 to Duncan, Weinberg & Miller (Lega l Services - September 1983); $27,769.87 to Charles F. Gagliasso Trucking, Inc. (Contract s of Opporun­ ity to Haul Dirt to Golf Course); $26,750.47 to Sverdrup & Parcel (Stony Gorge Hydroelectric Project Design); $7,936.32 to The Pied Piper Exter­ minators (On-C all Tree Trim); $4,857.00 to Bill Wilson Center (P er Agree­ ment); $2,100.00 to Royston, Hanamoto, Alley & Abey (Central Park Play Area); $2,095.90 to Burns & McDonnell (Cal l s #4, 5 & 6 Professional Services - Electric Department); $1,826.00 to J .L. Drew Construction (Street Department Corporation Yard Locker Room ); $1,770.00 to Dawn Kettler (P er Agreement); $1 ,430. 52 to SAI Engineers, Inc . (Call #20 - Relay at Homestead Substation); $1,215.00 to John T. Jorgl (Ar chitect - Rehabilitation Program); $1 ,1 23 . 30 to Spiegel & McDiarmid (Legal Services- m
"1"
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107
It was moved by Councilmernber Street , seconded by Councilmem­ ber Mahan , that, pursuant to Staff recormnendations (12/15/83) , the Council approve and authorize the necessary signatures on beha1f of the C~ty_ on the Maintenance Con:-ract for Cogeneration Plant No . 1 , with :jf,3 Williams -& Lane, Inq. ,~ fo1: i:;he fixed sum of $98 , 407 per year for three years . .Motiori was approved by the Council . .

Pursuant to Staff recommendations ( 12/13/83), it was moved by Counci l member Street, seconded by Councilmember Mahan, that the Council approve the Plans and Specifications for the drilling of new Water We l l No . 13 - 02 ; authorize the execution of the application to the State of Ca.lifornia for Well Permit ; and authorize the use of City Forces to in­ stall certain piping and electrical appurtenances to the well. Motion was approved by the Council.

Motion was J:Ylade by CouncilJ:Ylember Street , seconded by Council ­ member Mahan, that the Council approve and authorize necessary signa ­ tures on behalf of the City on certain Property Development Agreements and prepayment of development fees, per Staff report (12/15/83). Motion was approved by the Council .

Pursuant to Staff recommendations ( 12/15/83) , it was moved by Councilmember Street, seconded by Councilmember Mahan, that Council approve the Total Compensation Increases for Santa Clara Firefighters Association , Local 1171 , Unit #1-1984, providing for a total salary increase of 6.38%. Motion was approved by the Council .

It was moved by Councilmember Street, seconded by Councilmem­ ber Mahan, that, pursuant to Staff recommendations (12/15/83 ), the Coun­ cil approve the authorization to prepare legal notices for the Lease of City-owned House - Gianera · Street , at a minimum rate of $800 per ITOnth.

Motion was approved by the Council .

Motion was made by Councilmember Street, seconded by Council­ member Mahan , that the Council note and file Application 83 - 13-03 filed by Pacific Gas & Electric Company to the State Public Utilities Commis ­ sion requesting authorization td revise electric and gas tariffs under its Solar Financing Adjustment . Motion was approved by the Council .

It was moved by Councilmember Street , seconded by Councilmem­ ber Mahan , that , pursuant to Staff recommendations ( 12/15/83) , the Council approve Salary and Fringe Benefit Increases for Electrical Work ­ ers Barga i ning Unit #3-1984, providing for a salary increase of 7.23% .

Motion was approved by the Council.

Motion was made by Councilmember Street , seconded by Council­ member Mahan , that, pursuant to Staff recommendations (12/15/83) , the Council approve the Salary and Fringe Benefit Increases for Police Un­ classified Bargaining Unit #9A-1984 , providing for a salary increase of

6.38% . Motion was approved by the Council.

Pursuant to Staff recommendations (12/15/83), it was m9ved by Councilmember Street , seconded by Councilmember Mahan, that the Council approve the Salary and Fringe Benefit Increases for Police Association · Bargaining Unit #2-1984;" providing for a salary increase of 6.32% . Mo­ tion was approved by the Council .

It was moved by Councilmember Street , seconded by Councilmem ­ ber Mahan , that, pursuant to Staff recommendations (12/7/83), the Coun­ cil approve the Addendum to Memorandum of Understanding for Fire Safety Unit #1 , modifying the method of medical insurance payments for retired personnel. Motion was approved by the Council.

Motion was made by Councilmember Lasher , seconded by Council­ member . Tobkin , that the Council accept the letter of resignation (12/5/ 83 ) submitted by Mr . John J . Kiely, and declare an opening on the Board of Library Trustees for term ending July 1986 . Also, that Councilset:
noon , January 13, 1984 as the deadline for the receipt of applications , with the Council to interview and consider filling said vacancy at the .January 17 , 1984 City Council meeting ; also, with an appropriate Certi­ ficate to be issued to above former Commission member for past services rendered to the City . Motion was approved by the Council .

Pursuant to the recommendations of the City Attorney (12/12/83) , 1t was moved by Councilmember Tobkin , seconded by Councilmember Lasher , I . , .. fh~ lYidd- 2311 #kW/'lVlft.,-2fll..id ~ ,M,~ H,ua,/#Uj ·o ! , cl(}"V.r qlY/tcrtM. ~ -- 0 Meeting Date: 11/2,/11 - ' AGENDA REPOR{ Agendaitem# '18 [)J Council
Agency
SOSA
□ City of Santa Clara, California
□
DATE:

TO:

November 4, 1998
City Manager for Council Action
Executive Director for Agency Action
FROM: Redevelopment Agency Deputy Director

APPRO VED BY COUNCIL
oa o: 4a~l tr
~~-/. /4. / .$1>..S
SUBJECT : Adoption of a City/ Agency Resolution Approving a Sublease Agreement between the Redevelopment Agency of the City of Santa Clara and Project Match, Inc. for the Sublease of Property Located at 2319 Gianera Street to Project Match to be Used to Provide Shared Housing for Very Low Income Seniors and Making Certain Findings with Respect to Such Sublease
EXECUTIVE SUMMARY: On September 29, 1998, the Redevelopment Agency approved the use of $25,000 in Affordable Housing funds for the rehabilitation of a three bedroom home owned by the City and located at 2319 Gianera Street (Property). On October 20, 1998, the City and Agency approved a Master Lease Agreement between the City and the Agency for the property and scheduled a Joint Public Hearing for November 10, 1998 to consider the sublease of the property by the Agency to Project Match . The Master Lease provides for the Agency to lease the property at a market rate of $24,000 a year. The annual rent to be received by the Agency under the Sublease Agreement will be at a below market rate of approximately $6,000 a year in order to provide a subsidy for the very low income seniors who will be occupying the home.

The Sublease Agreement, drafted by Agency Special Counsel, Glenn Wasserman of Kane Ballmer and Berkman, has been reviewed and accepted by Project Match . The Agency and Project Match will execute the Sublease Agreement when the upgrades to the property have been completed and the property is ready for occupancy. Redevelopment law requires City approval before the Agency leases property acquired with tax increment funds and that the disposition of that property be considered at a Noticed Public Hearing. The Agency will be using tax increment set-asides to lease the property from the City and therefore the Public Hearing and City approval are required.

The proposed Sublease Agreement and the City/ Agency Resolution approving the Sublease have been placed in Council Office for review.

ADVANTAGES/DISADVANTAGES: Approval of the Resolutions will further the City/ Agency goals of providing safe decent affordable housing in the City of Santa Clara.

Agenda Report- Sublease of Gianera Property
November 10, 1998
Page2
ECONOMIC/FISCAL IMPACT: The Sublease Agreement will provide the Agency with a minimum annual rent of $6,000 which will be deposited to the Agency's Affordable Housing Fund.

RECOMMENDATION: It is recommended that the City Council/Agency approve the Resolutions approving the Sublease Agreement between the Agency and Project Match which provides for the sublease by the Agency to Project Match, property located at 2319 Gianera Street and making certain findings with respect to the Sublease of the property. ~~
Kathleen Hickey
Deputy Director
APPROVED:
/~~~ ~YlJJ-CilL~
\.Ynnifer ~paracino
City Manager
Executive Director

CITY COUNCIL OF

THE CITY OF SANTA CLARA
RESOLUTION NO. 6505 ------

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CLARA

APPROVING A SUBLEASE BETWEEN THE REDEVELOPMENT AGENCY OF THE CITY OF SANTA CLARA AND PROJECT MATCH, INC. AND MAKING CERTAIN FINDINGS WITH RESPECT TO SUCH SUBLEASE.

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA CLARA, AS FOLLOWS:

WHEREAS, the City Council of the City of Santa Clara has heretofore adopted the Redevelopment Plan for the Bayshore North Redevelop~ent Project on December 28, 1973 by Ordinance No. 1283 (the "Redevelopment Plan"); and
WHEREAS, pursuant to Sections 33334.2(a) and 33334.6(c) of the California Community Redevelopment Law (Cal. Health and Safety Code Section 33000 et seq.) not less than 20% of all taxes which are allocated to the Redevelopment Agency of the City of Santa Clara ("Agency") are set aside by the Agency in a Low and Moderate Income Housing Fund and used by the Agency for the purpose of increasing, improving and preserving the community's supply of low and moderate housing available at affordable housing costs to persons and families of low and moderate income, including very low income persons; and
WHEREAS, pursuant to Section 33334.2(e) of the Community Redevelopment Law, the Agency may exercise any and all of its powers to carry out this purpose; and
WHEREAS, pursuant to Section 33334. 6 (a) of the Community Redevelopment Law, the California State Legislature has found and declared that the provision of affordable housing outside of