City Council and Authorities Concurrent
August 18, 2026

Consultant will coordinate corrective action with businesses and CDTFA and represent the City before state officials, boards, commissions and committees for the purpose of correcting sales tax distribution errors. This includes representing the City at hearings before the CDTFA related to incorrect allocations of tax. All correspondence and hearing materials will be documented and submitted to the City for record retention.

2.2.5. Continuous Follow-Up: Consultant will actively monitor and follow-up on audit case inventory by maintaining an ageing report, updated monthly, and appropriate follow-up on cases that are taking an inordinate amount of time to correct.

2.3. Audit Schedule
The table below provides a summary of the frequency of the audit services described above. Any changes to these frequencies are subject to the City’s review and written authorization.

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Audit Category Frequency
Nexus Audit Within thirty (30) days of contract
execution.

Tax Area Code/Permit Audits Minimum once every 3-6 months Deviation Assessment Audits Minimum once per quarter
Use Tax Errors and Opportunities Minimum once per quarter Accounts Payable Audits As requested by the City
Quarterly Distribution Report Audits Minimum once per quarter Regulation 1699 Evaluations Minimum once every 3 – 6 months

3. SALES TAX MANAGEMENT SERVICES
On an ongoing basis, unless otherwise specified below, Consultant will provide the following sales tax management services. The cost of these services is included in Consultant’s Sales Tax Management Services Fees, as described in Exhibit B, unless otherwise specified.

3.1. Use Tax Maximization. Identify businesses that might present potential selfassessed use tax opportunities, meet with businesses to advise on subpermits and reporting procedures, and provide materials and advice on purchasing companies and direct payment permits.

3.1.1. Upon the request of the City, at no additional cost, Consultant will assist with inserting provisions in conditional use permits and development agreements to guarantee that use tax maximization procedures are followed and will monitor projects and subcontractors to make certain that sales tax is properly allocated back to Santa Clara.

3.1.2. Consultant will identify additional opportunities for the City to recover or maximize local allocation on purchase transactions subject to use tax.

Consultant will prepare the necessary documentation to facilitate recovery, including assistance in preparing and filing the returns. Consultant will also assist the City in analyzing City vendors for potential use tax opportunities and will identify purchases over $500,000 that qualify for use tax selfaccrual.

3.2. Provide Sales and Use Tax Data. On a quarterly basis, a principal of Consultant will analyze City data, meet with appropriate City officials to review Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE Agreement with HdL Companies/Exhibit A-Scope of Services Page 5 Rev. 07-01-18
trends and make recommendations regarding the budget implications of the year’s data. This will include current and historical sales tax data on sales tax remittances at the payor level and with the following data types: fiscal year and quarter of remittance (to understand trends in cash received); fiscal year and quarter of revenue earned (to understand trends in economic activity); high level economic sector (e.g. general retail, business-to-business) and more detailed subsector identifier (e.g. apparel stores) and/or four-digit NAICS code and CDTFA category if possible to facilitate comparisons; address, organized into geocode or other neighborhood designation; and name of owner or permit holder.

3.2.1. Consultant will perform data validation and scrubbing techniques on an ongoing basis to fix business addresses and re-categorize merchants as appropriate. Consultant will create and group businesses into additional categories and classifications, not provided by the CDTFA, to better track new and emerging economic trends.

3.2.2. Upon the request of the City, and provided as an additional service, a principal of Consultant will meet with committees of the City Council, advisory committees, and other groups to explain sales tax regulations, economic trends and legislative proposals that will impact the City’s tax base.

3.2.3. Upon the request of the City, at no additional cost, Consultant will provide sales tax estimates for proposed projects, assist with budget projections and answer sales and use tax questions related to economic development, budgeting and related revenue collection.

3.2.4. Upon the request of the City, and provided as an additional service, , Consultant will conduct technical seminars for City personnel on California sales and use tax processes. Seminars will cover the fundamentals of direct payment permits, purchasing corporations and maximizing “use tax” from construction projects.

3.2.5. Data will be maintained and produced in a format allowing the City to export data into a Microsoft Access and/or Excel-compatible format allowing for integration of various databases, such as business license and property tax. Consultant will provide City staff with training on the use of any proprietary data management software system at no additional cost. Consultant will also provide comparable aggregate quarterly sales and use tax data by economic segment for the state as a whole and for as many California counties and Bay Area cities as possible.

3.2.6. Data will be updated quarterly as soon as possible following receipt from the CDTFA while maintaining an option to retrieve historical sales tax remittances data for all payors regardless of their current tax payment status. Consultant will either provide geographical data mapping capability Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE Agreement with HdL Companies/Exhibit A-Scope of Services Page 6 Rev. 07-01-18
in its proprietary system or provide City staff with address data in a format which would allow staff to export and map data.

3.3. Reporting Services

3.3.1. Consultant will provide quarterly sales tax reports by individual businesses, business type and geographic areas specified by the City.

Reports will include major sales tax producers by both rank and category, analysis of sales tax activity by category, business or geographic areas specified by the City. Retailer information will be provided in grouped form or in business-by-business detail. Reports will be provided in conjunction with the quarterly meeting with the Consultant’s Principal.

3.3.2. Consultant will provide quarterly analyses and reports on the City's sales and use tax trends in relationship to the State and surrounding market region.

3.3.3. Quarterly sales tax reports are provided on both a cash and adjusted basis. Cash reports reconcile to CDTFA payments and are necessary for any revenue sharing agreements that the City might have in place.

Reports on an adjusted basis shift payment aberrations into the quarter where the sales occurred to accurately show the City’s true economic trends.

3.3.4. Consultant will provide City with unlimited access to its quarterly updated web-based sales tax system to facilitate “in-house” analysis and printing of reports. This system will allow City staff to search, print, and export sales tax data, including archived quarterly sales tax reports, and search all sales tax producers by business name, address, CDTFA account number, and current and historical sales tax allocations. The reporting will also provide a further breakdown of data into business types for the City beyond the NAICS codes.

3.3.5. Consultant will provide a report with the history of new revenue discovered vs. fees charged to the City.

3.3.6. Consultant will provide City staff with training on the use of its web-based sales tax system and will provide ongoing system upgrades, at no additional cost.

3.3.7. Consultant will provide the City with specialized charts and data tables, presentation data and presenters for public meetings and events.

3.3.8. The Consultant will provide a non-confidential newsletter to support management’s efforts to inform and engage the public.

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3.4. Sales and Use Tax Projections

3.4.1. Twice annually, Consultant will provide annual, 3-year and 5-year forecasts of the City’s general Sales Tax and Prop 172 Sales Tax.

Projection reports will be provided according to the following schedule:

3.4.1.1. An initial report will be provided in January of each year, based on 3rd Quarter data from the prior year.

3.4.1.2. A mid-year report will be provided in April of each year, based on 4 th Quarter data from the prior year.

3.4.1.3. Consultant will factor out payment aberrations that skew the base revenue and factor in known changes such as new or closed businesses.

3.4.2. A 10-year forecast report is available upon the request of the City, subject to an additional cost.

3.5. Legislative Support Services
Upon the request of the City, Consultant will provide the following legislative support activities.

3.5.1. Consultant will serve as the City’s resource and provide assistance, resolution, and follow-up services on sales and use tax related questions, legislative and regulation issues, and economic development.

3.5.2. Consultant will prepare legislative updates to keep City apprised of all proposed changes to regulatory language in CDTFA regulations or other proposals that may impact local revenues. Additionally, Consultant will provide Issue Updates that address specific issues such as Sales Tax Participation Agreements, legal decisions or regulatory changes.

3.5.3. Consultant will take action, subject to City review and approval, on measures that threaten and delay revenue cash flows to the City. This could include attending legislative hearings and explaining to the City the potential effect of proposed legislation on the City.

3.5.4. Consultant will advocate and provide problem-solving and resolution assistance to the City on issues as needed and as requested by the City.

Consultant will work with City staff to develop language for review and approval by the City, prior to distribution, that would preserve, protect and enhance City revenues.

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4. COMPLIANCE WITH FEDERAL, STATE & LOCAL RULES & REGULATIONS Pursuant to Section 7056 of the State of California Revenue and Taxation Code which specifically limits the disclosure of confidential taxpayer information contained in the records of the CDTFA, Consultant will comply with the following conditions:

4.1 All data, records, and reports relating to the sales and use tax whether in existence at the execution date of the agreement hereof or compiled thereafter in the course of performing the services, will be treated by Consultant and its subcontractors as the exclusive property of the City of Santa Clara, and the furnishing of such records, or access to such items by, the City of Santa Clara and/or its subcontractors, and taxpayers will not grant any express or implied interest in or license to the Consultant and/or its subcontractors relating to such records other than as is necessary to perform and provide the services to the City of Santa Clara. Upon request by the City of Santa Clara any time and from time to time and without regard to the default status of the parties under the agreement, Consultant and/or its subcontractors will promptly deliver to the City of Santa Clara the records in electronic format and in such hard copy as exists on the date of the request by the City of Santa Clara.

4.2 Consultant will ensure that appropriate security protections are in place to store, process, or transmit City data that are sensitive or confidential in nature.

4.3 Consultant will disclose information contained in, or derived from those sales, use or transactions and use tax records only to an officer or employee of the City who is authorized by resolution to examine the information.

4.4 Consultant is prohibited from performing consulting services for a retailer, as defined in California Revenue & Taxation Code Section 6015, during the term of the agreement.

4.5 Consultant is prohibited from retaining the information contained in or derived from those sales or transactions and use tax records, after the contract has ended. Information obtained by examination of CDTFA records will be used only for purposes related to collection of local sales and use tax or for other governmental functions of the City as set forth by resolution adopted pursuant to Section 7056 (b) of the Revenue and Taxation Code. The resolution will designate the Consultant as a person authorized to examine sales and use tax records and certify that the terms of contract meet the requirements set forth above and in Section 7056 (b), (1) of the Revenue and Taxation Code.

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5. DELIVERABLES
The specific deliverables to be provided to the City pursuant to the provision of Services include, but are not limited to, the following:

5.1. Quarterly Reports based on CDFTA data

5.2. Quarterly sales tax meetings

5.3. Quarterly audit reports with quarterly sales tax recovery invoices

5.4. Access to Consultant’s web-based sales tax application

5.5. Monthly HeadLines e-new Service

5.6. Quarterly Consensus Forecast and Webinar

5.7. Sales Tax White Papers and Legislative Updates

5.8. Copies of petition forms (CDTFA-549-S), spreadsheets, and supporting documenting on file with CDFTA.

5.9. Copies of appeals documentation filed with either the CDTFA Appeals Bureau or Office of Tax Appeals (OTA)

5.10. Annual Recovery Reports

5.11. Biannual Projection Reports

6. ADDITIONAL SERVICES
Upon request by the City, the Consultant may provide additional services related to those within this Agreement but not expressly described in this Scope of Services, including but not limited to preparation of a ten-year projection report, Transaction Tax audit and monitoring services, special meetings described in Section 3.2.2, and facilitation of technical seminars described in 3.2.4.

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EXHIBIT B

SCHEDULE OF FEES

1. SALES TAX AUDIT SERVICES

1.1. The City’s compensation to Consultant for providing sales tax audit services is contingent on the amount of revenue recovered by Consultant, in accordance with the fee schedule below. This fee will constitute the full and complete compensation for such services and will include all direct and indirect costs incurred by Consultant, including but not limited to personnel, travel, subcontracting, and software.

Tier Recovered Revenue¹ Contingency Fee
1 $1 - $2.5 Million 13% of Recovered Revenue
2 over $2.5 Million 10% of Recovered Revenue
¹Recovered Revenue will be the cumulative amount recovered during the full term of the Agreement (July 1, 2026 through June 30, 2031).

1.2 Consultant will limit the number of quarters to which a Contingency Fee can apply to no more than six (6) consecutive reporting quarters, commencing with the first quarter in which the County receives the recovered revenue and no more than nine (9) quarters total, including retroactive quarterly adjustments.

One Hundred Percent (100%) of all new revenue generated by Consultant will flow to the City after completion of the six (6) quarters.

2. SALES TAX MANAGEMENT SERVICES
The City’s compensation to Consultant for sales tax management services will be One Thousand Dollars ($1,000) per month, commencing July 1, 2027, and continuing throughout the term of the Agreement. In no event will the City be charged for such services prior to July 1, 2027.

Beginning July 1, 2028, and annually thereafter for the duration of the Agreement, the monthly fee will increase in accordance with the percentage change in the Consumer Price Index for the preceding twelve-month period, not to exceed 5%.

3. ADDITIONAL SERVICES

3.1. Ten-year projection. Upon the request of the City, Consultant will prepare a ten-year projection report for a fixed fee of $2,500 per report.

3.2 Additional services. Additional services requested by the City will be performed on a time-and-materials basis or for a negotiated fixed fee, Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE authorized in writing by the City. In either case, compensation will be based on the hourly rates listed below.

Additional services that result in the maximum compensation of this Agreement to be exceeded will require a formal amendment to the Agreement. No additional services will be performed without prior written authorization from the City.

4. RATE ADJUSTMENTS
Adjustments to Consultant’s hourly rates may be negotiated no more than once annually. Consultant will submit any proposed rate adjustments in writing to the City at least ninety (90) days prior to the requested effective date. Rate increases will be made in accordance with the percentage change in the Consumer Price Index, not to exceed 5%. Any proposed rate adjustments are subject to approval by the City and must be substantiated by the Consultant to the satisfaction of the City.

Position Hourly Rate
Principal $325
Programmer $295
Senior Analyst $245
Analyst $195

5. INVOICE AND PAYMENT
Consultant will bill the City for Services as further described below. All invoices, regardless of the category of service provided, will be provided on an invoice and in a format approved by the City and subject to verification and approval by the City.

City will pay Consultant within thirty (30) days of receipt of an approved invoice, unless otherwise stated below.

5.1. Sales Tax Audit Services

5.1.1. Audit fees will be billed only after completion of the audit, submittal of corrections to the CDTFA, and receipt of revenues to the City. Consultant will not bill for audit services until City has actually received said monies.

Further, if during the billing cycle, a taxpayer receives a refund for overpayment of taxes generated during that cycle, Consultant will credit back any proportionate share of the fee that may have been levied.

5.1.2. Invoices will be submitted on a quarterly basis after the City has received the revenue from the audit correction. At a minimum, invoices will include the name, address, and sales tax registration number of each company, and the specific amount of revenue allocated by the CDTFA to the City for those businesses.

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5.1.3. If a misallocation correction involves additional revenue from a company that had already been partially allocating revenues to the City, the City and Consultant will agree in writing, prior to billing, the methodology for identifying the incremental revenue attributable to Consultant’s work.

5.2. Sales Tax Management Services
Beginning July 1, 2027, Consultant will bill City on a monthly basis for Sales Tax Management Services providing during the preceding month.

5.3 Additional Services
For additional services provided on a time and materials basis, Consultant will bill City on a monthly basis for services provided during the preceding month. For additional services provided on a fixed fee basis, Consulting will bill the City according to payment milestones established during negotiations and authorized in writing by the City.

6. ADDITIONAL PAYMENT PROVISIONS

6.1. Pre-Payment. City will not be required to pay a deposit or any other form of pre-payment prior to Consultant beginning the Services.

6.2. Billing for Billing. The City will not pay for time associated with administrative or billing-related tasks, including but not limited to preparing responses to Work Requests, addressing billing issues, or communicating with auditors.

6.3. Payment Limited to Satisfactory Work. Consultant is not entitled to any payments until the City concludes that the Services and/or any furnished deliverables have been satisfactorily performed.

6.4. Accurate Invoice. Invoices will be accurate, itemized, and submitted in a form acceptable to the City. If an invoice is incomplete or inaccurate, the City may return it to Consultant for correction and resubmittal before payment can be processed. Consultant will not charge the City any interest, late fees, or penalties on any outstanding or delayed invoices due to inaccurate billing.

6.5. Payment. If there are no discrepancies or deficiencies in the submitted invoice , City will process the invoice for payment.

6.6. Confidential. Invoices and related payment documentation are public records and are not confidential, even if marked as confidential when submitted by Consultant.

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EXHIBIT C

INSURANCE REQUIREMENTS
Without limiting the Consultant’s indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Consultant will provide and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies will be primary insurance as to the City of Santa Clara so that any other coverage held by the City will not contribute to any loss under Consultant’s insurance. The minimum coverages, provisions and endorsements are as follows:

A. COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but will in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the coverage will be left to the discretion of Consultant; however, any excess or umbrella policies used to meet the required limits will be at least as broad as the underlying coverage and will otherwise follow form.

3. The following provisions will apply to the Commercial Liability policy as well as any umbrella policy maintained by the Consultant to comply with the insurance requirements of this Agreement:
a. Coverage will be on a “pay on behalf” basis with defense costs payable in addition to policy limits;
b. There will be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage will apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits of not less than one million dollars ($1,000,000) each accident using, or providing coverage at least as broad as, Insurance Services Office form CA 00 01. Liability coverage will apply to all owned (if any), non-owned and hired autos.

C. WORKERS’ COMPENSATION

1. Workers’ Compensation Insurance Policy as required by statute and employer’s liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Consultant included in this Agreement will not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Consultant or any subcontractor under any Workers’ Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.

D. PROFESSIONAL LIABILITY
Professional Liability or Errors and Omissions Insurance as appropriate will be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Consultant. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage will be in an amount of not less than one million dollars ($1,000,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney’s Office.

E. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Consultant’s work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.

2. Primary and non-contributing. Each insurance policy provided by Consultant will contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess will be considered excess insurance only and will not be called upon to contribute with Consultant’s insurance.

3. Cancellation.
a. Each insurance policy will contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums will be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice will be given at least ten (10) days prior to the effective date of non-renewal.
b. Each insurance policy will contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums will be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice will be given at least thirty (30) days prior to the effective date of nonrenewal.

4. Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above.

F. ADDITIONAL INSURANCE RELATED PROVISIONS
Consultant and City agree as follows:

1. Consultant agrees to ensure that subcontractors, and any other party involved with the Services, who are brought onto or involved in the performance of the Services by Consultant, provide the same minimum insurance coverage required of Consultant, except as with respect to limits. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Consultant agrees that upon request by City, all agreements with, and insurance compliance Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There will be no recourse against City for payment of premiums or other amounts with respect thereto.

3. The City reserves the right to withhold payments from the Consultant in the event of material noncompliance with the insurance requirements set forth in this Agreement.

G. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Consultant, and each and every subcontractor (of every tier) will, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage will be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Consultant will file with the City all certificates and endorsements for the required insurance policies for City’s approval as to adequacy of the insurance protection.

H. EVIDENCE OF COMPLIANCE
Consultant or its insurance broker will provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage will be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.

Upon City’s request, Consultant will submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement will be mailed to:

EBIX Inc.

City of Santa Clara Finance Department
P.O. Box 100085 – S2 or 1 Ebix Way
Duluth, GA 30096 John’s Creek, GA 30097
Telephone number: 951-766-2280
Fax number: 770-325-0409
Email address: [email protected]
Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE I. QUALIFYING INSURERS
All of the insurance companies providing insurance for Consultant will have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or will be an insurance company of equal financial stability that is approved by the City or its insurance compliance representatives.

Docusign Envelope ID: CD7F599C-94E4-839F-8224-D38DA725C3BE EBIX Insurance No. S200003050

AGREEMENT FOR SERVICES

BETWEEN THE

CITY OF SANTA CLARA, CALIFORNIA,
AND

MUNISERVICES, LLC, OBA AVENU MUNISERVICES LLC

PREAMBLE
This Agreement is entered into between the City of Santa Clara, California, a chartered California municipal corporation (City) and MuniServices, LLC, doing business as Avenu MuniServices LLC, a Delaware limited liability company (Consultant). City and Consultant may be referred to individually as a "Party" or collectively as the "Parties" or the "Parties to this Agreement."

RECITALS
A. City desires to secure the services more fully described in this Agreement, at Exhibit A, entitled "Scope of Services";
B. Consultant represents that it, and its subcontractors, if any, have the professional qualifications, expertise, necessary licenses and desire to provide certain goods and/or required services of the quality and type which meet objectives and requirements of City; and,
C. The Parties have specified herein the terms and conditions under which such services will be provided and paid for.

The Parties agree as follows:

AGREEMENT TERMS AND CONDITIONS

1. AGREEMENT DOCUMENTS
The documents forming the entire Agreement between City and Consultant shall consist of these Terms and Conditions and the following Exhibits, which are hereby incorporated into this Agreement by this reference:

Exhibit A - Scope of Services
Exhibit B - Schedule of Fees
Exhibit C - Insurance Requirements
This Agreement, including the Exhibits set forth above, contains all the agreements, representations and understandings of the Parties, and supersedes Agreement with MuniServices, LLC
Rev. 07-01-18

and replaces any previous agreements, representations and understandings, whether oral or written. In the event of any inconsistency between the provisions of any of the Exhibits and the Terms and Conditions, the Terms and Conditions shall govern and control.

2. TERM OF AGREEMENT
Unless otherwise set forth in this Agreement or unless this paragraph is subsequently modified by a written amendment to this Agreement, the term of this Agreement shall begin on July 1, 2021 and terminate on June 30, 2026.

3. SCOPE OF SERVICES & PERFORMANCE SCHEDULE
Consultant shall perform those Services specified in Exhibit A within the time stated in Exhibit A. Time is of the essence.

4. WARRANTY
,-0.

Consultant expressly warrants that all materials and 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. Consultant agrees to promptly replace or correct any incomplete, inaccurate or defective Services at no further cost to City when defects are due to the negligence, errors or omissions of Consultant. If Consultant fails to promptly correct or replace materials or services, City may make corrections or replace materials or services and charge Consultant for the cost incurred by City.

QUALIFICATIONS OF CONSUL TANT - STANDARD OF CARE
Consultant represents and maintains that it has the expertise in the professional calling necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and City expressly relies upon Consultant's representations regarding its skills and knowledge. Consultant shall perform such Services and duties in conformance to and consistent with the professional standards of a specialist in the same discipline in the State of California.

6. CONFLICT OF INTEREST (FORM 700)
In accordance with the California Political Reform Act (Government Code section 81000 et seq.) and the City's Conflict of Interest Code, Consultant shall cause each person who will be principally responsible for providing the service and deliverables under this Agreement as having to file a Form 700 to do each of the following:

A. Complete and file the Form 700 no later than thirty (30) calendar days after the date the person begins performing services under the Agreement Agreement with MuniServices, LLC
Rev. 07-01-18

and all subsequent Form 700s in conformance with the requirements specified in the California Political Reform Act; and
B. File the Form 700 with the City's Clerk Office.

7. COMPENSATION AND PAYMENT
In consideration for Consultant's complete performance of Services, City shall pay Consultant for all materials provided and Services rendered by Consultant in accordance with Exhibit B, entitled "SCHEDULE OF FEES." The maximum compensation of this Agreement is set forth in Exhibit B, subject to budget appropriations, which includes all payments that may be authorized for Services and for expenses, supplies, materials and equipment required to perform the Services. All work performed or materials provided in excess of the maximum compensation shall be at Consultant's expense. Consultant shall not be entitled to any payment above the maximum compensation under any circumstance.

8. TERMINATION
A. Termination for Convenience. City shall have the right to terminate this Agreement, without cause or penalty, by giving not less than Thirty (30) days' prior written notice to Consultant.

B. Termination for Default. If Consultant fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, City may terminate this Agreement immediately upon written notice to Consultant.

C. Upon termination, each Party shall assist the other in arranging an orderly transfer and close-out of services. As soon as possible following the notice of termination, but no later than ten (10) days after the notice of termination, Consultant will deliver to City all City information or material that Consultant has in its possession.

D. Notwithstanding any other provisions of this Agreement, because the services performed by Consultant result in corrections of misallocations and other revenue after cessation of services performed by Consultant for the City, the City agrees that with regards to misallocations identified to the California Department of Tax and Fee Administration (CDTFA) whose Date of Knowledge (as defined in Exhibit B) occurred during Consultant performance of services for the City or for other revenue resulting from Consultant actions taken during the term of the Agreement, that the City's obligation to pay Consultant in accordance with the compensation language of the Agreement will survive expiration or termination of the Agreement for any reason. Additionally, notwithstanding any other provisions of the Agreement, if the Agreement is terminated or expires, Consultant will continue to pursue corrections of accounts identified during the term of the Agreement that have not been corrected by the CDTFA as Agreement with MuniServices, LLC
Rev. 07-01-18

of the effective date of termination or expiration. The period after termination during which Consultant is pursuing correction of accounts identified before termination is referred to as the "completion period ." The City will compensate Consultant in accordance with the compensation language contained in Exhibit B for corrected misallocations that result from Consultant efforts during the completion period. The City will also take all necessary steps to allow Consultant to continue to receive the required information from the CDTFA during this completion period.

9. ASSIGNMENT AND SUBCONTRACTING
City and Consultant bind themselves, their successors and assigns to all covenants of this Agreement. This Agreement shall not be assigned or transferred without the prior written approval of City. Consultant shall not hire subcontractors without express written permission from City.

Consultant shall be as fully responsible to City for the acts and omissions of its subcontractors, and of persons either directly or indirectly employed by them , as Consultant is for the acts and omissions of persons directly employed by it.

10. NO TH IRD PARTY BENEFICIARY
This Agreement shall not be construed to be an agreement for the benefit of any third party or parties and no third party or parties shall have any claim or right of action under this Agreement for any cause whatsoever.

11. INDEPENDENT CONTRACTOR
Consultant and all person(s) employed by or contracted with Consultant to furnish labor and/or materials under this Agreement are independent contractors and do not act as agent(s) or employee(s) of City. Consultant has full rights to manage its employees in their performance of Services under this Agreement.

12. CONFIDENTIALITY OF MATERIAL
A. All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings , descriptions, documents, discussions or other information developed or received by or for Consultant and all other written information submitted to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant and shall not, without the prior written consent of City, 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 Consultant which is otherwise known to Consultant or becomes generally known to the related industry shall be deemed confidential.

B. Confidentiality Requirements Section 7056 of the State of California Revenue and Taxation code specifically limits the disclosure of Agreement with MuniServices, LLC
Rev. 07-01-18

confidential taxpayer information contained in the records of the California Department of Tax and Fee Administration. This section specifies the conditions under which a City may authorize persons other than City officers and employees to examine State Sales, Use and Transactions Tax records. The following conditions specified in Section 7056 (b), (1) of the State of California Revenue and Taxation Code are hereby made part of this agreement: (i) Consultant is authorized by this Agreement to examine sales, use or transactions a retailer, as defined in California Revenue & Taxation Code Section 6015, during the and use tax records of the Department of Tax and Fee Administration provided to City pursuant to contract under the Bradley-Burns Uniform Sales and Use Tax Law; (ii) Consultant is required to disclose information contained in, or derived from, those sales, use or transactions and use tax records only to an officer or employee of the City who is authorized by resolution to examine the information; (iii) Consultant is prohibited from performing consulting services for a retailer during the term of this Agreement; (iv) Consultant is prohibited from retaining the information contained in, or derived from those sales or transactions and use tax records, after this Agreement has expired. Information obtained by examination of Department of Tax and Fee Administration records shall be used only for purposes related to collection of local sales and use tax or for other governmental functions of the City as set forth by resolution adopted pursuant to Section 7056 (b) of the Revenue and Taxation Code. The resolution shall designate the Consultant as a person, authorized to examine sales and use tax records and certify that this Agreement meets the requirements set forth above and in Section 7056 (b), (1) of the Revenue and Taxation Code.

13. OWNERSHIP OF MATERIAL
All material, which shall include, but not be limited to, data, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports, designs, technology, programming, works of authorship and other material developed, collected, prepared or caused to be prepared under this Agreement shall be the property of City but Consultant may retain and use copies thereof. City shall not be limited in any way or at any time in its use of said material. However, Consultant shall not be responsible for damages resulting from the use of said material for work other than Project, including, but not limited to, the release of this material to third parties.

14. RIGHT OF CITY TO INSPECT RECORDS OF CONSUL TANT
City, through its authorized employees, representatives or agents shall have the right during the term of this Agreement and for four (4) years from the elate of final payment for goods or services provided under this Agreement, to audit the books and records of Consultant for the purpose of verifying any and all charges Agreement with MuniServices, LLC
Rev. 07-01-18

made by Consultant in connection with Consultant compensation under this Agreement, including termination of Consultant. Consultant agrees to maintain sufficient books and records in accordance with generally accepted accounting principles to establish the correctness of all charges submitted to City. Any expenses not so recorded shall be disallowed by City. Consultant shall bear the cost of the audit if the audit determines that there has been a substantial billing deviation in excess of five (5) percent adverse to the City.

Consultant shall submit to City any and all reports concerning its performance under this Agreement that may be requested by City in writing. Consultant agrees to assist City in meeting City's reporting requirements to the State and other agencies with respect to Consultant's Services hereunder.

15. HOLD HARMLESS/INDEMNIFICATION
A. To the extent permitted by law, Consultant agrees to protect, defend, hold harmless and indemnify City, its City Council, commissions, officers, employees, volunteers and agents from and against any claim, injury, liability, loss, cost, and/or expense or damage, including all costs and attorney's fees in providing a defense to any such claim or other action, and whether sounding in law, contract, tort, or equity, in any manner arising from, or alleged to arise in whole or in part from, or in any way connected with the Services performed by Consultant pursuant to this Agreement - including claims of any kind by Consultant's employees or persons contracting with Consultant to perform any portion of the Scope of Services - and shall expressly include passive or active negligence by City connected with the Services. However, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the sole active negligence or sole willful misconduct of City; the obligation to defend is not similarly limited.

B. Consultant's obligation to protect, defend, indemnify, and hold harmless in full City and City's employees, shall specifically extend to any and all employment-related claims of any type brought by employees, contractors, subcontractors or other agents of Contractor, against City (either alone, or jointly with Contractor), regardless of venue/jurisdiction in which the claim is brought and the manner of relief sought.

C. To the extent Contractor is obligated to provide health insurance coverage to its employees pursuant to the Affordable Care Act ("Act") and/or any other similar federal or state law, Contractor warrants that it is meeting its obligations under the Act and will fully indemnify and hold harmless City for any penalties, fines, adverse rulings, or tax payments associated with Consultant's responsibilities under the Act.

Agreement with MuniServices, LLC
Rev. 07-01-18

16. INSURANCE REQUIREMENTS
During the term of this Agreement. and for any time period set forth in Exhibit C, Consultant shall provide and maintain in full force and effect, at no cost to City, insurance policies as set forth in Exhibit C.

17. WAIVER
Consultant agrees that waiver by City 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. Neither City's review, acceptance nor payments for any of the Services required under this Agreement shall be constructed 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.

18. NOTICES
All notices to the Parties shall, unless otherwise requested in writing, be sent to City addressed as follows:

City of Santa Clara
Attention: Finance Department
1500 Warburton Avenue
Santa Clara, CA 95050
and by e-mail at [email protected], and
[email protected]
And to Consultant addressed as follows:

MuniServices, LLC
7625 N. Palm Avenue
Suite 108
Fresno, CA 93711
Attention: Contracts Department
and by e-mail at [email protected] and
[email protected]
The workday the e-mail was sent shall control the date notice was deemed given.

An e-mail transmitted after 1 :00 p.m. on a Friday shall be deemed to have been transmitted on the following business day.

19. COMPLIANCE WITH LAWS
Consultant shall comply with all applicable laws and regulations of the federal, state and local government, including but not limited to "The Code of the City of Santa Clara, California" ("SCCC"). In particular, Consultant's attention is called to the regulations regarding Campaign Contributions (SCCC Chapter 2.130), Lobbying (SCCC Chapter 2.155), Minimum Wage (SCCC Chapter 3.20), Agreement with MuniServices, LLC
Rev. 07-01-18

Business Tax Certificate (SCCC section 3.40.060), and Food and Beverage Service Worker Retention (SCCC Chapter 9.60), as such Chapters or Sections may be amended from time to time or renumbered. Additionally Consultant has read and agrees to comply with City's Ethical Standards (http://santaclaraca.gov/home/showdocument?icl=58299).

20. CONFLICTS OF INTEREST
Consultant certifies that to the best of its knowledge, no City officer, employee or authorized representative has any financial interest in the business of Consultant and that no person associated with Consultant has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Consultant 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. Consultant will advise City if a conflict arises.

21. FAIR EMPLOYMENT
Consultant shall not discriminate against any employee or applicant for employment because of race, sex, color, religion, religious creed, national origin, ancestry, age, gender, marital status, physical disability, mental disability, medical condition, genetic information, sexual orientation, gender expression, gender identity, military and veteran status, or ethnic background, in violation of federal, state or local law.

22. NO USE OF CITY NAME OR EMBLEM
Consultant shall not use City's name, insignia, or emblem, or distribute any information related to services under this Agreement in any magazine, trade paper, newspaper or other medium without express written consent of City.

23. GOVERNING LAW 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.

24. 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.

Agreement with MuniServices, LLC
Rev. 07-01-18

25. AMENDMENTS
This Agreement may only be modified by a written amendment duly authorized and executed by the Parties to this Agreement.
26 . COUNTERPARTS
This Agreement may be executed in counterparts, each of which shall be deemed to be an original , but both of which shall constitute one and the same instrument.

The Parties acknowledge and accept the terms and conditions of this Agreement as evidenced by the following signatures of their duly authorized representatives . rm:

CITY OF SANTA CLARA, CALIFORNIA
a chartered California municipal corporation
Dated:
"CITY"
¥1?EANNA ~. ANTANA
City Man . r
1500 Warburton Avenue
Santa Clara, CA 95050
Telephone: (408) 5·15-2210
Fax: ( 408) 241-6771

MUNISERVIC ES, LLC OBA AVENU MUNISERVICES LLC
a Delaware limited liability company
Dated: 4/29/2021
- - - - --- - - - - - ------
By (Signature): ____ __.,a-1-l-l/.l?l4./-l,C,Jw~M'l0-e!J=~+J...:v---- Name: Mike Melka L
Title: Chief Financial Officer
Principal Place of 5860 Trinity Parkway, Ste 120,
Business Address : Centreville VA 20120
Email Address : Mike.melka@avenuinsights .com
Telephone: (571) 441 -2793
Fax: ~~----------------
Agreement with MuniServices, LLC
Rev. 07-01 -18
"CONSULTANT"

1. GENERAL

EXHIBIT A

SCOPE OF SERVICES

1.1. Sales tax is the City's General Fund's second largest revenue source, and one of its most volatile. The City's current sales tax rate is 9%, of which the City of Santa Clara receives 1 %. For every $100 dollars spent in Santa Clara on taxable purchases, $9.00 is collected in sales tax of which the City of Santa Clara receives $1.00.

1.2. To the extent not inconsistent with this Agreement between the City and Consultant including this Scope of Services, the City's RFP 20-21-32 (including subsequent updates), Consultant's proposal response dated November '17, 2020 and Consultant's oral demonstration materials dated February 2, 2021 are hereby incorporated by reference herein, and shall supplement this Scope of Services and be subject to the terms and conditions of the Agreement.

2. CONDUCT AUDITS
Consultant shall examine all sales and use tax records of the California Department of Tax and Fee Administration (CDTFA) pertaining to sales and use tax collected by the CDTFA on behalf of the City and perform ongoing sales tax audits in order to identify and correct "point of sale" and use tax distribution errors and thereby generate previously unrealized sales and use tax revenue for the City. Consultant's sales and use tax audit services shall, at minimum, include five distinct types of audits and services, as follows:

2.1. Nexus Field Audits. Consultant's initial and periodic taxable nexus field audits shall include a physical canvassing and evaluation of sales/use tax generating businesses located in the City to detect misallocations. Consultant's field audits shall focus on those businesses located in the City from which the City has not been receiving sales/use tax revenue.

2.2. Tax Area Code (TAC)/Permit Audits. Consultant's field audits shall facilitate the identification and correction of improperly registered permits and tax area code for companies including, but not limited to, wholesalers, contractors, processors, manufacturers and other non-retail businesses having potential point-of-sale/ use tax operations in the City.

2.3. Deficiency Assessment Audits. Consultant shall detect and correct CDTFA deficiency assessment misallocations and shall maximize the benefits produced by Consultant's allocation audit service for City.

2.4. Accounts Payable Audits. Consultant's accounts payable audits shall include a review of the City's purchases to identify opportunities for the City to capture the current local allocation on purchases subject to use tax and the local district tax where applicable. In this regard, Consultant shall prepare the documentation to facilitate the City's election of such taxes, including assistance in preparing and filing the City's tax returns.

2.5. Quarterly Distribution Report Audits. Beginning July 1, 2021 and every three months thereafter, Consultant shall provide the City with a Quarterly Distribution Agreement with MuniServices, LLC/Exhibit A-Scope of Services Rev. 07-01-18

Report (QDR) with the local allocation amount reflected by sales tax permit number.

Consultant's QDR audits shall detect and correct taxpayer reporting errors and thereby generate new, previously unrealized sales/use tax revenue for the City.

3. CORRECT REPORTING ERRORS
Consultant shall contact personnel in sales, operations and/or tax accounting at each target business to determine whether a point-of-sale/use reporting error exists. Consultant shall provide information requested by the taxpayers that may assist the taxpayer in completing and filing corrected tax returns.

4. PROVIDE DAT A ON REPORTING ERRORS
Consultant shall provide the City and CDTFA with reports addressing each taxpayer reporting error. Consultant shall respond to negative findings by CDTFA with timely reconfirmation documentation in order to preserve the City's original Dates of Knowledge (defined as the quarters during which Consultant notifies the CDTFA of the existence of a misallocation).

Consultant shall also coordinate corrective action with taxpayers and CDTFA and represent the City before state officials, boards, commissions and committees for the purpose of correcting sales tax distribution errors that have deprived the City of revenue to which it is entitled. This includes representing the City at hearings before the CDTFA related to incorrect allocations of tax.

5. TRACK AUDIT FINDING REVENUE ALLOCATION
Consultant shall provide qua1ierly invoices to the City which shall include the business name, audit period start date, permit number, cumulative local allocation amount received by City and the amount due to Consultant. Consultant shall also track all eligible quarters to be invoiced based on the actual tax return quarter (not payment distribution quarter, which can contain multiple quarters) and reconciled with the QDR from the CDTFA, which will be provided with Consultant's invoice.

6. PROVIDE SALES AND USE TAX TRAINING AND ASSISTANCE

6.1. Consultant shall provide City employees with training and assistance when requested by City on the fundamentals of sales and use tax and on programs to maximize these revenues through the encouragement of taxpayer options to take out direct payment permits, or self-accrue use tax to the City.

6.2. Consultant shall identify opportunities for the City to recover local allocation on purchase transactions subject to use tax. Consultant shall prepare the necessary documentation to facilitate recovery, including assistance in preparing and filing the returns. Consultant shall also assist the City in analyzing City vendors for potential use tax opportunities and shall identify purchases over $500,000 that qualify for use tax self-accrual.

7. PROVIDE SALES AND USE TAX DATA
7:1. Consultant shall provide current and historical sales tax data on sales tax remittances at the payor level and with the following data types: fiscal year and quarter of remittance (to understand trends in cash received); fiscal year and quarter Agreement with MuniServices, LLC/Exhibit A-Scope of Services Rev. 07-01-18

of revenue earned (to understand trends in economic activity); high level economic sector (e.g. general retail, business-to-business) and more detailed subsector identifier (e.g. apparel stores) and/or four-digit NAICS code and CDTFA category if possible to facilitate comparisons; address, organized into geocode or other neighborhood designation; and name of owner or permit holder. Consultant shall provide its proprietary Sales Tax Reporting software titled "Clearview". Data shall be available in a format allowing the City to export data into a Microsoft Access and/or Excel-compatible format allowing for integration of various databases, such as business license and property tax. Consultant shall provide City staff with training on the use of any proprietary system. Consultant shall also provide comparable aggregate quarterly sales and use tax data by economic segment for the state as a whole and for as many California counties and Bay Area cities as possible.

7.2. Data shall be updated quarterly as soon as possible following receipt from the CDTFA while maintaining an option to retrieve historical sales tax remittances data for all payers regardless of their current tax payment status. Consultant shall either provide geographical data mapping capability in its proprietary system or provide City staff with address data in a format which would allow staff to export and map data.

8. PROVIDE SALES AND USE TAX ANALYSES AND REPORTS

8.1. Beginning July 1, 2021 and every three months thereafter, Consultant shall provide quarterly analyses and reports on the City's sales and use tax trends in relationship to the State and surrounding market region as well as by individual businesses, business type and geographic areas specified by the City. Consultant shall provide sales and use tax revenue forecasting as well as forecasts or data that would assist City staff in projecting Proposition 172 public safety sales tax. These data could include, but are not limited to, projected local and statewide sales tax receipts and Santa Clara's Proposition 172 pro rata share of sales tax receipts.

8.2. Consultant shall provide the City with specialized charts and data tables, presentation data and presenters for public meetings and events, and provide the City with business specific revenue estimates, and economic development consulting. The Consultant shall provide a quarterly summary of economic news that is one quarter more current than the most current sales tax data availability for the City's use in making projections.

9. PROVIDE SALES AND USE TAX PROJECTIONS AND LEGISLATIVE SUPPORT

9.1. Consultant shall serve as the City's resource and provide assistance, resolution, and follow-up services on sales and use tax related questions including budget projections, legislative and regulation issues and economic development.

9.2. With regard to legislative and regulatory issues, Consultant shall, on behalf of the City:

9.2.1. Remain attentive in its action on any future proposed changes to regulatory language in CDTFA regulations related to the situs-based allocation of sales tax revenues and the formal practicing rules, which govern how Consultant pursues the collection of revenues.

Agreement with MuniServices, LLC/Exhibit A-Scope of Services Rev. 07-01-18

9.2.2. Take action, subject to City review and approval, on measures that threaten and delay revenue cash flows to the City. This could include attending legislative hearings and explaining to the City the potential effect of proposed legislation on the City.

9.2.3. Advocate and provide problem-solving and resolution assistance to City on issues as needed and as requested by City. Consultant will work with City staff to develop language for review and approval by the City that would preserve, protect and enhance City revenues.

9.3. With regard to budget projections, Consultant shall provide the City with a forecast of the current year and the ten (10) upcoming fiscal years, including quarterly estimates. The forecast shall include the prior three fiscal years of actual sales tax receipts by quarter for reference. The forecast shall also include annual Prop. 172 Sales Tax estimates. The major forecast assumptions (e.g., assumed inflation, economic conditions, one-time adjustments) are to be identified.

10. ADDITIONAL CONSULTING SERVICES
In conjunction with Consultant's audit services, Consultant shall provide additional consulting services at any time during the term of the Agreement. Additional services shall be on time and materials basis or negotiated on a lump sum basis.

Agreement with MuniServices, LLC/Exhibit A-Scope of Services Rev. 07-01-18

1. MAXIMUM COMPENSATION

EXHIBIT B

SCHEDULE OF FEES
The total maximum compensation the City will pay the Consultant under this Agreement shall not exceed One Million Five Hundred Thousand Dollars ($1,500,000) during the term of the Agreement. Any additional fees, costs and expenses requested by the City that would exceed the preceding maximum amount will be addressed in an Amendment to the Agreement.

All services or work under this Agreement shall be paid in accordance with the provisions of Sections 2 - 4.

2. CONTINGENCY FEE
Compensation for the Sales, Use and Transactions Tax auditing service is contingent on the amount of revenue recovered by Consultant, according to the following schedule:

Tier Recovered Revenue1 Contingency Fee
1 $1 - $1,000,000 13% Contingency Fee for Recovered Revenue 2 $1,000,001 - $2,500,000 12% Contingency Fee for Recovered Revenue 3 over $2,500,000 10% Contingency Fee for Recovered Revenue 1Recovered Revenue shall be the cumulative amount during the full term of the Agreement (July 1, 2021 through June 30, 2026).

This contingency fee applies to revenue received for the three (3) quarters prior to the Date of Knowledge quarter, the Date of Knowledge quarter, and the five (5) quarters after the Date of Correction for a total of nine (9) quarters per misallocation petition filed under this contract on behalf of the City.

The Date of Knowledge is the quarter during which Consultant notifies the CDTFA of the existence of a misallocation. The Date of Correction refers to the quarter in which the taxpayer has correctly reported the local tax and the CDTFA distributes the local tax properly to City based on the taxpayer's reporting, together with any prior period reallocations. For QDR Misallocations detected and corrected, Consultant compensation will only include the quarters in which the misallocation actually occurred.

For clarification and to encourage communication and collaboration between Consultant and the City, Consultant shall be entitled to full payment of all compensation as provided herein even if any one or more of City, its personnel, agents, or representatives, or any third party or parties provide(s) information to Consultant that assists or is used by Consultant in the identification, detection, and correction of point-of-sale distribution errors or the reporting and/or misallocation of revenue.

Should the City identify, document, and notify the CDTFA in writing of a point-of-sale distribution error, reporting error or misallocation as those terms are used herein, the City agrees to notify Consultant of the City's discovery no later than ten (10) days after the Date of Knowledge as defined in Title 18 of the California Code of Regulations, Regulation 1807 ("Date of Knowledge If the City fails to so notify Consultant as provided above and Consultant later detects, Agreement with MuniServices, LLC/Exhibit B-Schedule of Fees Rev. 07-01-18

documents, and reports the misallocation or reporting error to the CDTFA, or if Consultant has established a Date of Knowledge with the CDTFA prior to notification to the Board by the City, then Consultant is entitled to full compensation for the affected account as provided herein.

Consultant shall not be reimbursed for any expenses incurred in the performance of this Agreement, unless previously approved in writing by the City.

3. CLEARVIEW REPORTING TOOL
Clearview is available for annual fixed fee of $2,000 paid $500 quarterly. The annual fee will be adjusted at the beginning of each calendar year by the percentage change in the Consumer Price Index that pertains to the City's particular geographic area as reported by the Bureau of Labor Statistics. The initial Consumer Price Index used for the first CPI adjustment will be the CPI for the month in which the agreement is fully signed with the first adjustment to occur at the beginning of the calendar year following the first full calendar year of service.

A new edition of the Clearview software will be available along with the option to purchase additional services (such as GIS based tools). New Clearview services which involve an additional fee (such as GIS) will be available at a mutually agreed upon additional price.

4. ADDITIONAL. SERVICES
The following hourly rates will only be utilized to the extent the City requests Consultant to perform services outside the defined scope of services. These hourly rates are subject to change at the beginning of each calendar year by the percentage change in the Consumer Price Index that pertains to the City's particular geographic area as reported by the Bureau of Labor Statistics. The initial Consumer Price Index (CPI) used for the first CPI adjustment will be the CPI for the month in which the agreement is fully signed with the first adjustment to occur at the beginning of the calendar year following the first full calendar year of service. Any additional services shall require prior written approval by the City.

Position Hourly Rate
Principal $200
Project Manager $175
Client Services Executive $150
Senior Analyst $125
Information Technoloqy $175
Analyst $100
Administrative $75

5. INVOICING
Consultant will bill City on a monthly basis for Services provided by Consultant during the preceding month on an invoice and in a format approved by City and subject to verification and approval by City. City will pay Consultant within thirty (30) days of City's receipt of an approved invoice.

Agreement with MuniServices, LLC/Exhibit B-Schedule of Fees Rev. 07-01-18

EXHIBIT C

INSURANCE REQUIREMENTS
Without limiting the Consultant's indemnification of the City, and prior to commencing any of the Services required under this Agreement, the Consultant shall provide and maintain in full force and effect during the period of performance of the Agreement and for twenty-four (24) months following acceptance by the City, at its sole cost and expense, the following insurance policies from insurance companies authorized to do business in the State of California. These policies shall be primary insurance as to the City of Santa Clara so that any other coverage held by the City shall not contribute to any loss under Consultant's insurance. The minimum coverages, provisions and endorsements are as follows:

A COMMERCIAL GENERAL LIABILITY INSURANCE

1. Commercial General Liability Insurance policy which provides coverage at least as broad as Insurance Services Office form CG 00 01. Policy limits are subject to review, but shall in no event be less than, the following:
$1,000,000 Each Occurrence
$2,000,000 General Aggregate
'$2,000,000 Products/Completed Operations Aggregate
$1,000,000 Personal Injury

2. Exact structure and layering of the coverage shall be left to the discretion of Consultant; however, any excess or umbrella policies used to meet the required limits shall be at least as broad as the underlying coverage and shall otherwise follow form.

3. The following provisions shall apply to the Commercial Liability policy as well as any umbrella policy maintained by the Consultant to comply with the insurance requirements of this Agreement:
a. Coverage shall be on a "pay on behalf' basis with defense costs payable in addition to policy limits;
b. There shall be no cross liability exclusion which precludes coverage for claims or suits by one insured against another; and c. Coverage shall apply separately to each insured against whom a claim is made or a suit is brought, except with respect to the limits of liability.

B. BUSINESS AUTOMOBILE LIABILITY INSURANCE
Business automobile liability insurance policy which provides coverage at least as broad as ISO form CA 00 01 with policy limits a minimum limit of not less than one million dollars ($1,000,000) each accident using, or providing coverage at Agreement with MuniServices, LLC/Exhibit C-lnsurance Requirements Rev. 07-01-18

least as broad as, Insurance Services Office form CA 00 01. Liability coverage shall apply to all owned (if any), non-owned and hired autos.

In the event that the Work being performed under this Agreement involves transporting of hazardous or regulated substances, hazardous or regulated wastes and/or hazardous or regulated materials, Consultant and/or its subcontractors involved in such activities shall provide coverage with a limit of one million dollars ($1,000,000) per accident covering transportation of such materials by the addition to the Business Auto Coverage Policy of Environmental Impairment Endorsement MCS90 or Insurance Services Office endorsement form CA 99 48, which amends the pollution exclusion in the standard Business Automobile Policy to cover pollutants that are in or upon, being transported or towed by, being loaded onto, or being unloaded from a covered auto.

C. WORKERS' COMPENSATION

1. Workers' Compensation Insurance Policy as required by statute and employer's liability with limits of at least one million dollars ($1,000,000) policy limit Bodily Injury by disease, one million dollars ($1,000,000) each accident/Bodily Injury and one million dollars ($1,000,000) each employee Bodily Injury by disease.

2. The indemnification and hold harmless obligations of Consultant included in this Agreement shall not be limited in any way by any limitation on the amount or type of damage, compensation or benefit payable by or for Consultant or any subcontractor under any Workers' Compensation Act(s), Disability Benefits Act(s) or other employee benefits act(s).

3. This policy must include a Waiver of Subrogation in favor of the City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents.

D. PROFESSIONAL LIABILITY
Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against negligent acts, errors or omissions of the Consultant. Covered services as designated in the policy must specifically include work performed under this agreement. Coverage shall be in an amount of not less than one million dollars ($1,000,000) per claim or two million dollars ($2,000,000) aggregate. Any coverage containing a deductible or self-retention must first be approved in writing by the City Attorney's Office.

E. COMPLIANCE WITH REQUIREMENTS
All of the following clauses and/or endorsements, or similar provisions, must be part of each commercial general liability policy, and each umbrella or excess policy.

Agreement with MuniServices, LLC/Exhibit C-lnsurance Requirements Rev. 07-01-18

1. Additional Insureds. City of Santa Clara, its City Council, commissions, officers, employees, volunteers and agents are hereby added as additional insureds in respect to liability arising out of Consultant's work for City, using Insurance Services Office (ISO) Endorsement CG 20 10 11 85, or the combination of CG 20 10 03 97 and CG 20 37 10 01, or its equivalent.

2. Primary and non-contributing. Each insurance policy provided by Consultant shall contain language or be endorsed to contain wording making it primary insurance as respects to, and not requiring contribution from, any other insurance which the indemnities may possess, including any self-insurance or self-insured retention they may have. Any other insurance indemnities may possess shall be considered excess insurance only and shall not be called upon to contribute with Consultant's insurance.

3. Cancellation.

4. a. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided due to non-payment of premiums shall be effective until written notice has been given to City at least ten (10) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least ten (10) clays prior to the effective date of non-renewal.
b. Each insurance policy shall contain language or be endorsed to reflect that no cancellation or modification of the coverage provided for any cause save and except non-payment of premiums shall be effective until written notice has been given to City at least thirty (30) days prior to the effective date of such modification or cancellation. In the event of non-renewal, written notice shall be given at least thirty (30) days prior to the effective date of nonrenewal.

Other Endorsements. Other endorsements may be required for policies other than the commercial general liability policy if specified in the description of required insurance set forth in Sections A through E of this Exhibit C, above.

F. ADDITIONAL INSURANCE RELATED PROVISIONS
Consultant and City agree as follows:

1. Consultant agrees to ensure that subcontractors, and any other party involved with the Services, who is brought onto or involved in the performance of the Services by Consultant, provide the same minimum Agreement with MuniServices, LLC/Exhibit C-lnsurance Requirements Rev. 07-01-18

insurance coverage required of Consultant, except as with respect to limits. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement. Consultant agrees that upon request by City, all agreements with, and insurance compliance documents provided by, such subcontractors and others engaged in the project will be submitted to City for review.

2. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto.

3. The City reserves the right to withhold payments from the Consultant in the event of material noncompliance with the insurance requirements set forth in this Agreement.

G. EVIDENCE OF COVERAGE
Prior to commencement of any Services under this Agreement, Consultant, and each and every subcontractor (of every tier) shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage with the endorsements and deductibles indicated in this Agreement. Such insurance coverage shall be maintained with insurers, and under forms of policies, satisfactory to City and as described in this Agreement. Consultant shall file with the City all certificates and endorsements for the required insurance policies for City's approval as to adequacy of the insurance protection.

H. EVIDENCE OF COMPLIANCE
Consultant or its insurance broker shall provide the required proof of insurance compliance, consisting of Insurance Services Office (ISO) endorsement forms or their equivalent and the ACORD form 25-S certificate of insurance (or its equivalent), evidencing all required coverage shall be delivered to City, or its representative as set forth below, at or prior to execution of this Agreement.

Upon City's request, Consultant shall submit to City copies of the actual insurance policies or renewals or replacements. Unless otherwise required by the terms of this Agreement, all certificates, endorsements, coverage verifications and other items required to be delivered to City pursuant to this Agreement shall be e-mailed to [email protected]:

Or by mail to:

EBIX Inc.

City of Santa Clara - Finance Department
Agreement with MuniServices, LLC/Exhibit C-lnsurance Requirements Rev. 07-01-18

P.O. Box 100085 - S2
Duluth, GA 30096
Telephone number: 951-766-2280
Fax number: 770-325-0409
I. QUALIFYING INSURERS
All of the insurance companies providing insurance for Consultant shall have, and provide written proof of, an A. M. Best rating of at least A minus 6 (A- VI) or shall be an insurance company of equal financial stability that is approved by the City or its insurance compliance representative.

Agreement with MuniServices, LLC/Exhibit C-lnsurance Requirements Rev. 07-01-18

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-857 Agenda Date: 8/18/2026

REPORT TO COUNCIL

SUBJECT
Adopt a Resolution Approving and Adopting the Updated Unclassified Salary Plan

BACKGROUND
Sections 4 and 6 of the City’s Personnel and Salary Resolution require City Council approval of new or revised classifications. The City is proposing to retitle and revise the class specification, and modify the salary range for Parks Construction, Maintenance, and Repair Manager (Job code 130).

The classification will be retitled to Parks Operations and Maintenance Manager (Job Code 130). As part of this action the Parks Maintenance and Operations Supervisor (Job Code 131) classification will be deleted since it is obsolete. These modifications were reviewed by Unit 9 prior to bringing this request forward to Council.

In accordance with the terms of the Memorandum of Understanding (MOU) agreement with the Unclassified Miscellaneous Management (Unit 9), the City is bringing forward a request to adjust the salary range of Principal Planner (Job Code 143) based on the MOU compaction provision. Under this provision, supervisory-subordinate classifications must maintain a 5.0% salary differential. The proposed action will reflect the changes on the Unclassified Salary Plan effective August 16, 2026.

City Council approved various actions on the Unclassified Salary Plan at the July 14, 2026 Council meeting. Due to an administrative error, the salary range for the Battalion Chief - 24 Hours (Job Code 036S) and the Assistant Director (Job Code 133) were not merged into the Unclassified Salary Plan.

The proposed action will incorporate the revisions on the Unclassified Salary Plan effective July 5, 2026.

Section 9 of the Personnel and Salary Resolution requires City Council approval of compensation plans for classified and unclassified positions. In addition, the City of Santa Clara contracts with the California Public Employees’ Retirement System (CalPERS) to provide retirement benefits for employees in both classified and unclassified positions. When the City makes modifications to the salary schedules for its classified, unclassified or as-needed positions, the City Council must approve and adopt the publicly available salary schedules to comply with the CalPERS requirements stated in California Code of Regulations (CCR) section 570.5. If the City Council does not approve these resolutions, the City will be non-compliant with CalPERS record keeping and reporting requirements.

The City of Santa Clara is a contracting agency with CalPERS and is required to comply with its requirements. The proposed Council action satisfies these applicable requirements.

DISCUSSION
Approve the Modifications to Unclassified Class Specifications The class specification for Parks Construction, Maintenance, and Repair Manager (Job Code 130) is City of Santa Clara Page 1 of 3 Printed on 8/14/2026
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26-857 Agenda Date: 8/18/2026
proposed to be updated to better reflect the current duties of the job. The title is proposed to be retitled to Parks Operations and Maintenance Manager (Job Code 130) to assist in recruitment efforts. There are 3 budgeted positions and all positions are vacant. As a cost savings measure, the salary is proposed to be adjusted from $155,118.48 - $200,718.60 to $142,750.80 - $184,752.36. The proposed salary range is in alignment with comparator agency salaries for comparable work.

As part of this action the Parks Maintenance and Operations Supervisor (Job Code 131) classification will be deleted since it is obsolete and the duties are incorporated into the Parks Operations and Maintenance Manager (Job Code 130) class specification.

Parks Operations and Maintenance Manager (Job Code 130)- with an annual salary range of $142,750.80 - $184,752.36: Under the general direction, the Parks Operations and Maintenance Manager assists the Division Manager in planning, organizing, and supervising activities of one or more Park Maintenance sections of the Parks Division, and performs related duties as assigned. Incumbents are responsible for the administration and supervision of construction, maintenance and repair activities of one or more of the following sections, including but not limited to: Park Landscaping and Buildings, Athletic Fields, Sports Courts, Aquatic Facilities, Dog Parks, and Playgrounds. Incumbents assist in identifying needs and developing maintenance projects and assigning work to crews within the unit or section to which the manager is assigned. Incumbents are expected to perform office administrative duties, and to monitor the progress of work in the field. Incumbents may be required to participate as a working supervisor during emergencies. Performs related duties as assigned.

Approve Revised Salary Ranges to Various Unclassified Positions The Unclassified Miscellaneous Management (Unit 9) MOU has a compaction provision for supervisory-subordinate classifications that must maintain an approximate 5.0% salary differential.

The top of the range for the Principal Planner (Job Code 143) classification is being adjusted by approximately 10.8% to maintain at least an approximate 5.0% salary differential with their subordinate classifications. The annual salary range is proposed to be adjusted from $167,537.88 - $216,795.72 to $167,537.88 - $240,267.96. Individual employee salaries will only be adjusted if they are directly impacted by having a 5.0% salary differential from direct reports. Currently, there is 1 vacant position and 1 filled Principal Planner position. No incumbent salaries will be adjusted at this time.

At the July 14, 2026 City Council meeting, Council approved the following actions:
1) Tentative Agreement between the City of Santa Clara and Unclassified Fire management (Unit 9B); and
2) Merge of various Assistant Director classifications.

There was an administrative error on the Unclassified Salary plan which inadvertently did not update the salary range for Battalion Chief - 24 Hours (Job Code 036S) or the Assistant Director (Job Code 133) merge on the Unclassified Salary Plan. These items are being brought forward to memorialize the revisions on the Unclassified Salary Plan effective July 5, 2026.

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(b)(5) in that it is a City of Santa Clara Page 2 of 3 Printed on 8/14/2026
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26-857 Agenda Date: 8/18/2026
governmental organizational or administrative activity that will not result in direct or indirect changes in the environment.

FISCAL IMPACT
There is a cost savings to lower the salary range for Parks Operations and Maintenance Repair Manager (Job Code 130). At the top of the salary range, the annual salary and benefit cost savings are approximately $22,000 per position. To modify the maximum annual rate of the Principal Planner (Job Code 143) is an annual salary and benefits increase of approximately $33,000. There are no additional cost implications for the administrative updates to the Unclassified Salary Plan.

COORDINATION
This report has been coordinated with the Finance Department and City Attorney’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], or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION
Adopt a Resolution Approving and Adopting the Updated Unclassified Salary Plan for Various Positions Effective July 5, 2026 and August 16, 2026 to Satisfy the Requirements of the City’s Personnel and Salary Resolution and California Code of Regulations Section 570.5.

Reviewed by: Ashley Lancaster, Acting Director of Human Resources Approved by: Jovan D. Grogan, City Manager

ATTACHMENTS

1. Parks Operations and Maintenance Manager (Job Code 130) Class Specification (Clean and Track Changes)

2. Unclassified Salary Plan eff 07-05-2026 (for Council 08-18-2026)

3. Resolution for Updated Unclassified Salary Plan eff 07-05-2026 (for Council 07-14-2026)

4. Unclassified Salary Plan eff 08-16-2026 (for Council 08-18-2026

5. Resolution for Updated Unclassified Salary Plan eff 08-16-2026 (for Council 08-18-2026) City of Santa Clara Page 3 of 3 Printed on 8/14/2026
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Rev. 07/2026

CITY OF SANTA CLARA, CALIFORNIA

CLASS SPECIFICATION

TITLE: PARKS OPERATIONS AND MAINTENANCE MANAGER (JOB CODE 130)

DEPARTMENT ACCOUNTABLE TO FLSA STATUS
Parks and Recreation
Department
Division Manager Exempt

CLASS SUMMARY
This is a management position in the City's Unclassified Service responsible for managing activities within the Parks Division of the City's Parks and Recreation Department. Under the general direction the Parks Operations and Maintenance Manager assists the Division Manager in planning, organizing, and supervising activities of one or more Park Maintenance sections of the Parks Division, and performs related duties as assigned. Incumbents are responsible for the administration and supervision of construction, maintenance and repair activities of one or more of the following sections, including but not limited to: Park Landscaping and Buildings, Athletic Fields, Sports Courts, Aquatic Facilities, Dog Parks, and Playgrounds. Incumbents assist in identifying needs and developing maintenance projects and assigning work to crews within the unit or section to which the manager is assigned. Incumbents are expected to perform office administrative duties, and to monitor the progress of work in the field. Incumbents may be required to participate as a working supervisor during emergencies. Performs related duties as assigned.

DISTINGUISHING CHARACTERISTICS
The Parks Operations and Maintenance Manager is the entry level manager in the Parks Division. Incumbents exercise considerable professional judgment and discretion and formulate policies and procedures for the effective use of assigned departmental staff and equipment. The Parks Operations and Maintenance Manager is distinguished from the higher-level Division Manager classification in that the Division Manager oversees a Citywide function, primary operation, or multiple programs and services within a division of a City department. This classification is distinguished from the lower-level supervisory classifications in that this classification is responsible for management of a unit or section in the Parks Division.

As a member of the City's Unclassified service, this is an "at-will" position, and the incumbent serves at the discretion of the City Manager. An incumbent in this classification: demonstrates strong ethical, professional and service-oriented leadership and interpersonal skills; sets a good example, and correctly applies the tenets of the City's Code of Ethics and Values.

MINIMUM QUALIFICATIONS

EDUCATION AND EXPERIENCE
• Graduation from an accredited college or university with an Associate's degree in Forestry, Horticulture, Landscape Design or Architecture, Civil Engineering, Public or Business Administration, or a related field; and
• Four (4) years of increasingly responsible experience in construction, repair, and maintenance of landscaping, swimming pools, athletic and park facilities, two (2) years of which in a supervisory capacity.

Parks Operations and Maintenance Manager (Job Code 130)

ACCEPTABLE SUBSTITUTION
• Graduation from high school or equivalent AND additional years of increasingly responsible experience in construction, repair, and maintenance of landscaping, swimming pools, athletic parks and facilities in a supervisory capacity may be substituted for the education requirement on a year for year basis.

LICENSES/CERTIFICATIONS
• Possession of a valid Class C California Driver’s license is required at the time of hire and for the duration of hire.
• Certified Arborist Certification issued by the International Society of Arboriculture or Qualified Applicator Certificate in categories B (Landscape Maintenance), C (Right of Way) and F (Aquatic) issued by the Department of Pesticide Regulation is required within one year of appointment.
• Additional license(s) and/or certification(s) that may be required by future regulation during the duration of employment.

DESIRABLE QUALIFICATIONS
• Graduation from an accredited college or university with a Bachelor's Degree in Park Management, Business or Public Administration, Forestry, Horticulture, Civil Engineering, Landscape Design or Architecture, or a related field is desirable; • Certificate of completion of the Certified Playground Safety Inspector course administered by either the National Recreation and Park Association or California Parks and Recreation Society is desirable;
• Possession of an Agricultural Pest Control Adviser License is desirable; • Certificate of Completion from the National Recreation & Parks Association, Park & Recreation Maintenance Management School, or California Parks & Recreation Pacific Southwest Maintenance Management School is desirable;
• AutoCAD, computer software maintenance and troubleshooting is desirable; • Public Sector Experience is desirable.

SPECIAL CONDITIONS
May be required to work unusual hours in shift assignments, in emergency situations, and to be on an "on-call" basis as assigned.

OTHER REQUIREMENTS
Must be able to perform all of the essential functions of the job assignment.

TYPICAL DUTIES
Duties may include, but are not limited, to the following:

Under general direction:
• Plan, coordinate and manage the maintenance, operations, construction and repair of City Parks facilities;
• Authorize procurement of necessary supplies, materials and equipment consistent with established authority;
Parks Operations and Maintenance Manager (Job Code 130)

• Operate a mobile device/computer to review, read and respond to incoming notifications, and evaluate data for an automated work order management system; • Develop schedules and methods to accomplish assignments to complete work in a timely and efficient manner
• Assign, schedule, monitor and inspect the work and services provided by the Park Division such as inspecting the proper functioning of work crews and infrastructure through site visits;
• Inspect parks, landscape areas, playgrounds, pools, equipment, and facilities to determine maintenance needs and safety hazards;
• Act as a division coordinator in scheduling maintenance support for community events in park facilities;
• Review and analyze plans, specifications and blueprints of proposed park facilities to ensure appropriateness of plant material and irrigation equipment to be used; • Negotiate and administer contracts with consultants, contractors, and suppliers; coordinate, oversee, and inspect the work to ensure it complies with the agreement; • Research and apply best practices and operational techniques, materials, and equipment to improve efficiency and effectiveness in the Parks and Recreation Department; • Assist in the preparation the division budget, assist in budget implementation, and recommend changes to the departmental budget;
• Prepare RFP & RFQ and bid specifications;
• Participate in the selection, training, professional development and work evaluation of assigned staff and make recommendations on hiring, termination, promotion and discipline;
• Coordinate activities of the Parks Division with those of other City departments and outside agencies;
• Investigate and resolve citizen complaints related to operations of the division; • Collaborate with the Information Technology Department regarding GIS and the work order management system;
• Provide excellent customer service to the public and other City employees; • May act as the Division Manager in their absence; and • Perform other related duties as assigned.

KNOWLEDGE, SKILLS, & ABILITIES
Knowledge of:
• Principles and practices in park and recreation facility maintenance and repair, swimming pool operations, and planting and care of trees, shrubs, flowers and lawns; • The use of the tools, equipment, supplies, and methods used in the maintenance of parks, landscaped areas, and related facilities;
• Principles of supervision and work management related to landscape, building, and aquatic facility maintenance activities;
• Safe work practices and hazards associated with parks, playgrounds, equipment, aquatic facilities and chemicals used in pest control, pool management, and ground maintenance including proper handling techniques; and
• Public agency budget development and administration.

Parks Operations and Maintenance Manager (Job Code 130)

Skill in:
• Identification and analysis of parks maintenance (landscape/hardscape, aquatic, facility, athletic courts/fields, park buildings) problems and development of appropriate responses;
• Application of supervisory principals to maintenance activities; and • Supervising and evaluating individuals involved in park operations.

Ability to:
• Plan, organize, direct, and coordinate park construction, maintenance, and a variety of concurrent projects
• Effectively train, supervise, evaluate and motivate assigned staff; • Build and maintain effective working relationships with other departments and divisions, citizens, outside agencies, and the general public;
• Establish clear goals and objectives in order to deliver excellent customer service through ethical leadership standards and safe employee work practices that are consistent with the City's Code of Ethics and Values;
• Analyze and prepare sound recommendations;
• Read plans, blueprints, sketches, and technical manuals; • Maintain accurate records and prepare clear and concise reports; • Communicate and write effectively;
• Use a computer and related programs to manage projects, maintenance schedules, irrigation systems, etc.;
• Walk or stand for extended periods of time and bend, stoop, crawl, climb, lift and move 25 pounds, or any other physical requirement as necessitated by the position to perform assigned duties.

SUPERVISION RECEIVED
General direction provided by the Division Manager or other supervisor as assigned.

SUPERVISION EXERCISED
Park Foreperson, Parks Maintenance Crafts Worker, Grounds Maintenance Workers and other assigned staff.

CONFLICT OF INTEREST
Incumbents in this position are required to file a Conflict of Interest statement upon assuming office, annually, and upon leaving office, in accordance with City Manager’s Directive 100.

CLASSIFICATION HISTORY
Established 04/2012, Revised 07/2026
Rev. 07/2026

CITY OF SANTA CLARA, CALIFORNIA

CLASS SPECIFICATION

TITLE: PARKS Construction, OPERATIONS AND MAINTENANCE and Repair MANAGER (JOB CODE 130)

DEPARTMENT ACCOUNTABLE TO FLSA STATUS
Parks and Recreation
Department
Division Manager Exempt

CLASS SUMMARY
This is a management position in the City's Unclassified Service responsible for supervising managing activities within the Parks Division of the City's Parks and Recreation Department.

Under the general direction /of the Parks and Recreation Director and/or Deputy Parks and Recreation Director, the Parks Operations and Maintenance Manager assists the Division Manager in planning, organizing, and supervising activities of one or more Park Maintenance sections of the Parks Division, and performs related duties as assigned. the position is responsible for Incumbents are responsible for the administration and supervision of construction, maintenance and repair activities of one or more of the following program areas sections, including but not limited to: Park Landscaping and Buildings, Athletic Fields and, Sports Courts, Aquatic Facilities, Dog Parks, and Playgrounds. Incumbents assist in identifying needs and developing maintenance projects and assigning work to crews within the unit or section to which the manager is assigned. Incumbents are expected to perform office administrative duties, and to monitor the progress of work in the field. Incumbents may be required to participate as a working supervisor during emergencies. Performs related duties as assigned.

The iIncumbents exercise considerable professional judgment and discretion; employ strong analytical and communication skills; manage, train, evaluate and direct employees and contractors,; work collaboratively with community service organizations and volunteers; and formulate policies and procedures for the effective use of assigned departmental staff and equipment.

DISTINGUISHING CHARACTERISTICS
The Parks Operations and Maintenance Manager is the entry level manager in the Parks Division. Incumbents exercise considerable professional judgment and discretion and formulate policies and procedures for the effective use of assigned departmental staff and equipment. The Parks Operations and Maintenance Manager is distinguished from the higher-level Division Manager classification in that the Division Manager oversees a Citywide function, primary operation, or multiple programs and services within a division of a City department. This classification is distinguished from the lower-level supervisory classifications in that this classification is responsible for management of a unit or section in the Parks Division.

As a member of the City's Unclassified service, this is an "at-will" position, and the incumbent serves at the discretion of the City Manager. An incumbent in this classification: demonstrates strong ethical, professional and service-oriented leadership and interpersonal skills; sets a good example, and correctly applies the tenets of the City's Code of Ethics and Values.

Parks Construction,Operations and Maintenance and Repair Manager (Job Code 130)

MINIMUM QUALIFICATIONS

EDUCATION AND EXPERIENCE
• Education and experience equivalent to graduation Graduation from an accredited college or university with an Associate's degree in Forestry, Horticulture, Landscape Design or Architecture, Civil Engineering, Public or Business Administration, or a related field; and • Four (4) years of increasingly responsible experience in construction, repair, and maintenance of landscaping, swimming pools, athletic and park facilities, two (2) years of which in a supervisory capacity.; and

ACCEPTABLE SUBSTITUTION
• None Graduation from high school or equivalent AND additional years of increasingly responsible experience in construction, repair, and maintenance of landscaping, swimming pools, athletic parks and facilities in a supervisory capacity may be substituted for the education requirement on a year for year basis.

LICENSES/CERTIFICATIONS
• Possession of a valid Class C California Driver’s license is required at the time of hire and for the duration of hire.
• Certificate of completion of the Certified Playground Safety Inspector course administered by the National Recreation and Park Association is required; and • Certified Arborist Certification issued by the International Society of Arboriculture or Qualified Applicator Certificate in categories B (Landscape Maintenance), C (Right of Way) and F (Aquatic) issued by the Department of Pesticide Regulation is required within one year of appointment.
• Additional license(s) and/or certification(s) that may be required by future regulation during the duration of employment.

DESIRABLE QUALIFICATIONS
• Graduation from an accredited college or university with a Bachelor's Degree in Park Management, Business or Public Administration, Forestry, Horticulture, Civil Engineering, Landscape Design or Architecture, or a related field is desirable; • Certificate of completion of the Certified Playground Safety Inspector course administered by either the National Recreation and Park Association or California Parks and Recreation Society is desirable;
• Possession of an Agricultural Pest Control Adviser License is desirable; • Certificate of Completion from the National Recreation & Parks Association, Park & Recreation Maintenance Management School, or California Parks & Recreation Pacific Southwest Maintenance Management School is desirable;
• AutoCAD, computer software maintenance and troubleshooting is desirable; • Public Sector Experience is desirable.

SPECIAL CONDITIONS
May be required to work unusual hours in shift assignments, in emergency situations, and to be on an "on-call" basis as assigned.

Parks Construction,Operations and Maintenance and Repair Manager (Job Code 130)

OTHER REQUIREMENTS
Must be able to perform all of the essential functions of the job assignment.

TYPICAL DUTIES
Duties may include, but are not limited, to the following:

Under general direction:
• Plan, coordinate and manage the maintenance, operations, construction and repair of City Parks facilities;
• Responsible for the implementation and oversight of the Department's asset management and work order system;
• Authorize procurement of necessary supplies, materials and equipment consistent with established authority;
• Manage field repair of hand tools and power equipment used in maintenance activities; • Operate a mobile device/computer to review, read and respond to incoming notifications, and evaluate data for an automated work order management system; • Develop schedules and methods to accomplish assignments to complete work in a timely and efficient manner
• Assign, schedule, monitor and inspect the work and services provided by the Park Division such as inspecting the proper functioning of work crews and infrastructure through site visits;
• Inspect parks, landscape areas, playgrounds, pools, equipment, and facilities to determine maintenance needs and safety hazards.;
• Act as a department division coordinator in scheduling maintenance support for community events in park facilities;
• Review and analyze plans, specifications and blueprints of proposed park facilities to ensure appropriateness of plant material and irrigation equipment to be used; • Negotiate and administer contracts with consultants, contractors, and suppliers; coordinate, oversee, and inspect the work to ensure it complies with the agreement; • Research and apply best practices and operational techniques, materials, and equipment to improve efficiency and effectiveness in the Parks and Recreation Department; • Assist in the preparation the division budget, assist in budget implementation, and recommend changes to the departmental budget; in the preparation of the annual budget for Deputy Director;
• Prepare RFP & RFQ and bid specifications;
• Provide Participate in for the selection, training, professional development and work evaluation of assigned staff and makes recommendations on hiring, termination, promotion and discipline;
• Coordinate activities of the Parks Division with those of other City departments and outside agencies;
• Investigate and resolve citizen complaints related to operations of the division; • Review and contribute actively to enhancing the Park Amenity & Design Standards; • Collaborate with the Information Technology Department regarding GIS and the work order management system;
Parks Construction,Operations and Maintenance and Repair Manager (Job Code 130)

• Provide excellent customer service to the public and other City employees; • Act as Deputy Parks and Recreation Director in his/her absence; and May act as the Division Manager in their absence; and
• Perform other related duties as assigned.

KNOWLEDGE, SKILLS, & ABILITIES
Knowledge of:
• Principles and practices in park and recreation facility maintenance and repair, swimming pool operations, and planting and care of trees, shrubs, flowers and lawns; • Regulatory laws applicable to work environment such as, Americans with Disabilities Act (ADA), SB 198, Proposition 65 and health and safety; • Integrates pest management programs and the chemicals used in horticultural activities, including pesticides and fertilizers;
• Principles and practices of customer service; operating a smart (centralized) irrigation system; management, supervision, training and performance evaluations; budget development and administration;
• Computer and software programs applications used in business settings, facility management and asset management;
• Principles and practices of fleet/equipment maintenance and replacement procedures associated with maintaining buildings and facilities associated with City parks; and • The use of the tools, equipment, supplies, and methods used in the maintenance of parks, landscaped areas, and related facilities.;
• Principles of supervision and work management related to landscape, building, and aquatic facility maintenance activities.;
• Safe work practices and hazards associated with parks, playgrounds, equipment, aquatic facilities and chemicals used in pest control, pool management, and ground maintenance including proper handling techniques.; and
• Complex spreadsheets and database applications.Public agency budget development and administration.

Skill in:
• Identification and analysis of parks maintenance (landscape/hardscape, aquatic, facility, athletic courts/fields, park buildings) problems and development of appropriate responses. ;
• Application of supervisory principals to maintenance activities.; and • Supervising and evaluating individuals involved in park operations.

Ability to:
• Plan, organize, direct, and coordinate park construction, maintenance, and a variety of concurrent projects and effectively manage the work of others; • Effectively train, supervise, evaluate and motivate assigned staff; • Monitor and maintain a high level of performance in the maintenance functions of the departments;
• Build constructive relationships by promoting and developing effective partnerships with Parks Construction,Operations and Maintenance and Repair Manager (Job Code 130)

other departments, employees, City bargaining units, citizens, contractors and the general public;
• Build and maintain effective working relationships with other departments and divisions, citizens, outside agencies, and the general public;
• Establish clear goals and objectives in order to deliver excellent customer service through ethical leadership standards and safe employee work practices that are consistent with the City's Code of Ethics and Values;
• Work effectively as a member of the department's management team to achieve common goals and deliver excellent customer service to both internal and external City clients; • Analyze and prepare sound recommendations to solve difficult problems; • Read plans, blueprints, sketches, and technical manuals; • Maintain accurate records and prepare clear and concise reports; • Speak and writeCommunicate and write effectively;
• Use a computer and related programs to manage projects, maintenance schedules, irrigation systems, etc.;
• Implement budget preparation and expenditure control requirements; • Walk or stand for extended periods of time and bend, stoop, crawl, climb, lift and move 25 pounds, or any other physical requirement as necessitated by the position to perform assigned duties; . and
• Effectively plan, schedule, supervise, train, evaluate and motivate staff.

SUPERVISION RECEIVED
General direction provided by the Division Manager Parks and Recreation Director, Deputy Parks and Recreation Director, or other supervisor as assigned.

SUPERVISION EXERCISED
Park Foreperson, Parks Maintenance Crafts Worker, Grounds Maintenance Workers and other assigned staff.

CONFLICT OF INTEREST
Incumbents in this position are required to file a Conflict of Interest statement upon assuming office, annually, and upon leaving office, in accordance with City Manager’s Directive 100.

CLASSIFICATION HISTORY
Established 04/2012, Revised 07/2026.

Resolution/Update Unclassified Salary Plan (eff 07-05-2026) Page 1 of 2 Rev: 7/27/2023
RESOLUTION NO. 26- _____

A RESOLUTION OF THE CITY OF SANTA CLARA,

CALIFORNIA TO ADOPT THE AMENDED UNCLASSIFIED,

SALARY PLAN FOR VARIOUS POSITIONS WITH AN
APPROVAL DATE OF JULY 14, 2026 AND AN EFFECTIVE
DATE OF JULY 5, 2026
WHEREAS, Section 9 of the Personnel and Salary Resolution requires City Council approval of compensation plans for classified and unclassified positions; WHEREAS, the City of Santa Clara contracts with CalPERS to provide retirement benefits; WHEREAS, to comply with the California Code Regulations section 570.5, the City of Santa Clara shall among other things, have publicly available pay schedules approved and adopted by the City Council which shall indicate an effective date and date of any revisions; and, WHEREAS, California Code Regulations section 570.5 requires and CalPERS mandates the City adopt the Amended Classified, Unclassified and As-needed Salary Plans for City of Santa Clara classifications when there are salary modifications to existing classifications, and when new classifications are created and salary ranges need to be established or when existing classifications are deleted; and
WHEREAS, the City Council adopted and approved Unclassified Salary Plan, with an approval date of July 14, 2026, and an effective date of July 5, 2026, and such salary plan inadvertently omitted salary modifications to Battalion Chief 24 hours classification (Job Code 136S) and Assistant Director classification (Job Code 133) which are accurately reflected in the attached Amended Unclassified Salary Plan.

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

1. That the City hereby adopts the attached Unclassified Salary Plan for various City of Santa Clara positions reflecting the wage increases for unclassified positions previously approved by the City Council at the July 14, 2026 Council meeting.

2. Effective date. In accordance with the California Code Regulations section 570.5 and to comply with CalPERS, the attached salary schedule for various unclassified positions Resolution/Update Unclassified Salary Plan (eff 07-05-2026) Page 2 of 2 Rev: 7/27/2023
shall be effective July 5, 2026.

I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED

AND ADOPTED BY THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE ____ DAY OF ____, 2026, BY THE FOLLOWING VOTE:

AYES: COUNCILORS:

NOES: COUNCILORS:

ABSENT: COUNCILORS:

ABSTAINED: COUNCILORS:

ATTEST: ______________________________

NORA PIMENTEL, MMC

ASSISTANT CITY CLERK

CITY OF SANTA CLARA
Attachments incorporated by reference:

1. Unclassified Salary Plan eff 07-05-2026 (for Council 07-14-2026) City of Santa Clara
Unclassified/Elected Salary Plan
Effective 7/5/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Asst Building Official 222 9 $ 95.373288 $ 16,531.37 $ 198,376.44 $ 123.434077 $ 21,395.24 $ 256,742.88 Asst City Attorney 015 9 $ 110.845962 $ 19,213.30 $ 230,559.60 $ 143.452673 $ 24,865.13 $ 298,381.56 Asst City Clerk 010 9 $ 84.381692 $ 14,626.16 $ 175,513.92 $ 109.189904 $ 18,926.25 $ 227,115.00 Asst City Librarian 012 9 $ 96.582750 $ 16,741.01 $ 200,892.12 $ 124.990962 $ 21,665.10 $ 259,981.20 Asst City Manager 016 9 $ 143.042827 $ 24,794.09 $ 297,529.08 $ 185.105654 $ 32,084.98 $ 385,019.76 Asst Director 133 9 $ 103.074923 $ 17,866.32 $ 214,395.84 $ 134.771019 $ 23,360.31 $ 280,323.72 Asst Dir of Community Dev 038 9 $ 109.164981 $ 18,921.93 $ 227,063.16 $ 141.914192 $ 24,598.46 $ 295,181.52 Asst Dir of Electric Util 021 9 $ 130.850654 $ 22,680.78 $ 272,169.36 $ 169.337712 $ 29,351.87 $ 352,222.44 Asst Dir of Pub Works/City Eng 071 9 $ 114.842769 $ 19,906.08 $ 238,872.96 $ 148.624154 $ 25,761.52 $ 309,138.24 Asst Fire Chief 024 9B $ 150.520673 $ 26,090.25 $ 313,083.00 $ 194.801423 $ 33,765.58 $ 405,186.96 Asst Fire Marshal 026 9B $ 115.448135 $ 20,011.01 $ 240,132.12 $ 149.403519 $ 25,896.61 $ 310,759.32 Asst Fleet Manager 046 9 $ 62.603365 $ 10,851.25 $ 130,215.00 $ 81.008769 $ 14,041.52 $ 168,498.24 Asst Police Chief 027 9A $ 153.086596 $ 26,535.01 $ 318,420.12 $ 190.489673 $ 33,018.21 $ 396,218.52 Asst To The City Manager 028 9 $ 101.802808 $ 17,645.82 $ 211,749.84 $ 131.740385 $ 22,835.00 $ 274,020.00 Battalion Chief 036 9B $ 124.379481 $ 21,559.11 $ 258,709.32 $ 160.952712 $ 27,898.47 $ 334,781.64 Battalion Chief 24 Hrs 036S 9BS $ 84.611909 $ 20,532.49 $ 246,389.88 $ 109.491635 $ 26,569.97 $ 318,839.64 Building Maintenance Manager 041 9 $ 79.240269 $ 13,734.98 $ 164,819.76 $ 102.546577 $ 17,774.74 $ 213,296.88 Building Official 042 9 $ 104.916865 $ 18,185.59 $ 218,227.08 $ 135.771923 $ 23,533.80 $ 282,405.60 Cemetery Operations Manager 045 9 $ 63.364327 $ 10,983.15 $ 131,797.80 $ 81.999808 $ 14,213.30 $ 170,559.60 Chief Asst City Attorney 037 9 $ 127.472538 $ 22,095.24 $ 265,142.88 $ 164.970519 $ 28,594.89 $ 343,138.68 Chief Operating Officer 311 9 $ 164.504596 $ 28,514.13 $ 342,169.56 $ 212.882827 $ 36,899.69 $ 442,796.28 City Attorney 060 Appointed $ 181.668462 $ 31,489.20 $ 377,870.40 City Auditor 067 9 $ 104.138365 $ 18,050.65 $ 216,607.80 $ 134.771019 $ 23,360.31 $ 280,323.72 City Clerk 063 Elected $ 1,650.00 $ 19,800.00
City Council Member CNCL Elected $ 2,200.00 $ 26,400.00 City Librarian 066 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 City Manager 069 Appointed $ 211.241712 $ 36,615.23 $ 439,382.76 Communications & Outreach Mgr 083 9 $ 71.934865 $ 12,468.71 $ 149,624.52 $ 93.086423 $ 16,134.98 $ 193,619.76 Minimum Salary Maximum Salary
All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 1 of 4 City of Santa Clara
Unclassified/Elected Salary Plan
Effective 7/5/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Minimum Salary Maximum Salary
Communications Operations Mgr 068 9 $ 81.513173 $ 14,128.95 $ 169,547.40 $ 105.486808 $ 18,284.38 $ 219,412.56 Compliance Manager 081 9 $ 73.067827 $ 12,665.09 $ 151,981.08 $ 94.553135 $ 16,389.21 $ 196,670.52 Contracts Manager 342 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Deputy City Attorney I 170 9 $ 69.272654 $ 12,007.26 $ 144,087.12 $ 89.645712 $ 15,538.59 $ 186,463.08 Deputy City Attorney II 172 9 $ 80.818096 $ 14,008.47 $ 168,101.64 $ 104.590154 $ 18,128.96 $ 217,547.52 Deputy City Clerk 178 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Deputy City Manager 079 9 $ 111.985962 $ 19,410.90 $ 232,930.80 $ 144.912288 $ 25,118.13 $ 301,417.56 Deputy Director 176 9 $ 90.653596 $ 15,713.29 $ 188,559.48 $ 123.300428 $ 21,372.07 $ 256,464.89 Deputy Fire Chief 080 9B $ 136.836346 $ 23,718.30 $ 284,619.60 $ 177.093519 $ 30,696.21 $ 368,354.52 Development Project Manager 158 9 $ 90.647654 $ 15,712.26 $ 188,547.12 $ 117.307212 $ 20,333.25 $ 243,999.00 Development Review Officer 144 9 $ 87.699577 $ 15,201.26 $ 182,415.12 $ 113.494212 $ 19,672.33 $ 236,067.96 Director of Community Developm 090 9 $ 130.185635 $ 22,565.51 $ 270,786.12 $ 168.478327 $ 29,202.91 $ 350,434.92 Director of Econ Dev and Sust 085 9 $ 118.999615 $ 20,626.60 $ 247,519.20 $ 153.509654 $ 26,608.34 $ 319,300.08 Director of Finance 087 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Director of Human Resources 088 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Director of Inf Technology/CIO 089 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Director of Public Works 091 9 $ 137.706462 $ 23,869.12 $ 286,429.44 $ 178.208250 $ 30,889.43 $ 370,673.16 Director of Silicon Valley Pwr 108 9 $ 164.504596 $ 28,514.13 $ 342,169.56 $ 212.882827 $ 36,899.69 $ 442,796.28 Director of Wtr & Sewer Utils 102 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Division Manager 136 9 $ 86.142519 $ 14,931.37 $ 179,176.44 $ 117.421500 $ 20,353.06 $ 244,236.72 Elec Div Mgr - Engineering 104Q 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Generation 104R 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Operations 104P 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Substations 104M 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Transm, Distrib 104S 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr-Mkt A & P 107F 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Division Manager 104 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Program Manager 424 9E $ 94.038750 $ 16,300.05 $ 195,600.60 $ 121.689404 $ 21,092.83 $ 253,113.96 All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 2 of 4 City of Santa Clara
Unclassified/Elected Salary Plan
Effective 7/5/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Minimum Salary Maximum Salary
Elec Util Chief Oper Officer 116 9 $ 143.939192 $ 24,949.46 $ 299,393.52 $ 186.277096 $ 32,288.03 $ 387,456.36 Elec Util Risk Control Analyst 697 9E $ 84.217038 $ 14,597.62 $ 175,171.44 $ 108.990058 $ 18,891.61 $ 226,699.32 Emergency Services Officer 106 9 $ 97.889481 $ 16,967.51 $ 203,610.12 $ 126.673096 $ 21,956.67 $ 263,480.04 Environmental Programs Mgr 461 9 $ 73.067827 $ 12,665.09 $ 151,981.08 $ 94.553135 $ 16,389.21 $ 196,670.52 Executive Assistant 187 9 $ 61.452923 $ 10,651.84 $ 127,822.08 $ 79.525269 $ 13,784.38 $ 165,412.56 Fire Chief 117 9B $ 157.405038 $ 27,283.54 $ 327,402.48 $ 203.689962 $ 35,306.26 $ 423,675.12 Fire Marshal 120 9B $ 124.378731 $ 21,558.98 $ 258,707.76 $ 160.948327 $ 27,897.71 $ 334,772.52 Fleet Manager 034 9 $ 75.500654 $ 13,086.78 $ 157,041.36 $ 97.701808 $ 16,934.98 $ 203,219.76 Housing Development Officer 749 9 $ 71.253692 $ 12,350.64 $ 148,207.68 $ 92.210654 $ 15,983.18 $ 191,798.16 Information Technology Svc Mgr 112 9 $ 83.980673 $ 14,556.65 $ 174,679.80 $ 108.670385 $ 18,836.20 $ 226,034.40 Inspection Manager 134 9 $ 89.868115 $ 15,577.14 $ 186,925.68 $ 116.309308 $ 20,160.28 $ 241,923.36 Legal Executive Assistant 185 9 $ 61.452923 $ 10,651.84 $ 127,822.08 $ 79.525269 $ 13,784.38 $ 165,412.56 Library Div Mgr -Support Svcs 127G 9 $ 75.445038 $ 13,077.14 $ 156,925.68 $ 97.646192 $ 16,925.34 $ 203,104.08 Management Analyst 008 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Mayor MAYOR Elected $ 2,750.00 $ 33,000.00
Park Maint & Operations Superv 131 9 $ 74.576192 $ 12,926.54 $ 155,118.48 $ 96.499327 $ 16,726.55 $ 200,718.60 Parks & Recreation Director 132 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Parks Const, Mtc & Repair Mgr 130 9 $ 74.576192 $ 12,926.54 $ 155,118.48 $ 96.499327 $ 16,726.55 $ 200,718.60 Performance Auditor I 203 9 $ 51.992769 $ 9,012.08 $ 108,144.96 $ 67.290519 $ 11,663.69 $ 139,964.28 Performance Auditor II 204 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Plan Review Manager 629 9 $ 90.834346 $ 15,744.62 $ 188,935.44 $ 117.539654 $ 20,373.54 $ 244,482.48 Planning Manager 072 9 $ 94.726788 $ 16,419.31 $ 197,031.72 $ 122.586000 $ 21,248.24 $ 254,978.88 Police Captain 138 9A $ 150.016096 $ 26,002.79 $ 312,033.48 $ 181.432385 $ 31,448.28 $ 377,379.36 Police Chief 141 Elected $ 29,473.88 $ 353,686.56 Police Records Manager 647 9 $ 64.268019 $ 11,139.79 $ 133,677.48 $ 83.174423 $ 14,416.90 $ 173,002.80 Power System Scheduler/Trader 674 9E $ 80.651250 $ 13,979.55 $ 167,754.60 $ 104.374673 $ 18,091.61 $ 217,099.32 Power Trader 673 9E $ 103.074923 $ 17,866.32 $ 214,395.84 $ 133.401577 $ 23,122.94 $ 277,475.28 Principal Accountant 148 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 3 of 4 City of Santa Clara
Unclassified/Elected Salary Plan
Effective 7/5/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Minimum Salary Maximum Salary
Principal Electric Utility Eng 145 9E $ 102.998365 $ 17,853.05 $ 214,236.60 $ 137.794630 $ 23,884.40 $ 286,612.83 Principal Eng - Water & Sewer 142W 9 $ 99.870462 $ 17,310.88 $ 207,730.56 $ 129.244962 $ 22,402.46 $ 268,829.52 Principal Eng/City Surveyor 140 9 $ 104.864135 $ 18,176.45 $ 218,117.40 $ 135.709212 $ 23,522.93 $ 282,275.16 Principal Engineer 142 9 $ 99.870462 $ 17,310.88 $ 207,730.56 $ 129.244962 $ 22,402.46 $ 268,829.52 Principal Financial Analyst 149 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Principal Planner 143 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Principal Power Analyst 154 9E $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Principal Util Info System Mgr 146 9E $ 103.074923 $ 17,866.32 $ 214,395.84 $ 133.401577 $ 23,122.94 $ 277,475.28 Public Information Officer 077 9 $ 97.889481 $ 16,967.51 $ 203,610.12 $ 126.673096 $ 21,956.67 $ 263,480.04 Public Records Manager 082 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Recreation Manager 150 9 $ 81.311654 $ 14,094.02 $ 169,128.24 $ 105.222635 $ 18,238.59 $ 218,863.08 Sr Counsel for SVP 179 9 $ 119.543827 $ 20,720.93 $ 248,651.16 $ 154.211538 $ 26,730.00 $ 320,760.00 Sr Deputy City Attorney 161 9 $ 85.906096 $ 14,890.39 $ 178,684.68 $ 111.179712 $ 19,271.15 $ 231,253.80 Sr Elec Div Mgr 173 9E $ 118.943712 $ 20,616.91 $ 247,402.92 $ 153.941538 $ 26,683.20 $ 320,198.40 Sr Elec Div Mgr-Mkt A&P 174A 9E $ 118.943712 $ 20,616.91 $ 247,402.92 $ 153.941538 $ 26,683.20 $ 320,198.40 Sr Information Tech Svcs Mgr 743 9 $ 92.022923 $ 15,950.64 $ 191,407.68 $ 119.089731 $ 20,642.22 $ 247,706.64 Sr Management Analyst 742 9 $ 68.630192 $ 11,895.90 $ 142,750.80 $ 88.823250 $ 15,396.03 $ 184,752.36 Sr Performance Auditor 202 9 $ 73.067827 $ 12,665.09 $ 151,981.08 $ 94.553135 $ 16,389.21 $ 196,670.52 Sr Power System Schedlr/Trader 772 9E $ 86.684654 $ 15,025.34 $ 180,304.08 $ 112.187423 $ 19,445.82 $ 233,349.84 Street Superintendent 159 9 $ 82.409885 $ 14,284.38 $ 171,412.56 $ 106.654558 $ 18,486.79 $ 221,841.48 Transportation Manager 171 9 $ 100.781135 $ 17,468.73 $ 209,624.76 $ 130.426558 $ 22,607.27 $ 271,287.24 Utility Business Systems Mgr 898 9 $ 80.414942 $ 13,938.59 $ 167,263.08 $ 104.061923 $ 18,037.40 $ 216,448.80 Utility Operations Engineer 155 9 $ 84.891288 $ 14,714.49 $ 176,573.88 $ 109.851981 $ 19,041.01 $ 228,492.12 Water & Sewer Operations Mgr 180 9 $ 83.438596 $ 14,462.69 $ 173,552.28 $ 107.989154 $ 18,718.12 $ 224,617.44 Water & Sewer Superintendent 029 9 $ 75.445038 $ 13,077.14 $ 156,925.68 $ 97.646192 $ 16,925.34 $ 203,104.08 Web & Digital Media Manager 073 9 $ 71.934865 $ 12,468.71 $ 149,624.52 $ 93.086423 $ 16,134.98 $ 193,619.76 All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 4 of 4 Resolution/Update Unclassified Salary Plan (eff 08-16-2026) Page 1 of 2 Rev: 7/27/2023
RESOLUTION NO. 26- _____

A RESOLUTION OF THE CITY OF SANTA CLARA,

CALIFORNIA TO ADOPT THE AMENDED UNCLASSIFIED,

SALARY PLAN FOR VARIOUS POSITIONS WITH AN
APPROVAL DATE OF AUGUST 18, 2026 AND AN EFFECTIVE
DATE OF AUGUST 16, 2026
WHEREAS, Section 9 of the Personnel and Salary Resolution requires City Council approval of compensation plans for classified and unclassified positions; WHEREAS, the City of Santa Clara contracts with CalPERS to provide retirement benefits; WHEREAS, to comply with the California Code Regulations section 570.5, the City of Santa Clara shall among other things, have publicly available pay schedules approved and adopted by the City Council which shall indicate an effective date and date of any revisions; and, WHEREAS, California Code Regulations section 570.5 requires and CalPERS mandates the City adopt the Amended Unclassified Salary Plans for City of Santa Clara classifications when there are salary modifications to existing classifications, and when new classifications are created and salary ranges need to be established or when existing classifications are deleted; and
WHEREAS, the City has deleted Parks Maintenance and Operations Supervisor classification (Job Code 131), and revised and retitled Parks Construction, Maintenance and Repair Manager classification (Job Code 130) to Parks Operations and Maintenance Manager classification (Job Code 130).

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

1. That the City hereby adopts the attached Unclassified Salary Plan for various City of Santa Clara positions reflecting the classification revisions and wage adjustments for various unclassified positions approved on August 18, 2026, with an effective date of August 16, 2026.

2. Effective date. In accordance with the California Code Regulations section 570.5 and to comply with CalPERS, the attached salary schedules for various unclassified positions Resolution/Update Unclassified Salary Plan (eff 08-16-2026) Page 2 of 2 Rev: 7/27/2023
shall be effective August 16, 2026.

I HEREBY CERTIFY THE FOREGOING TO BE A TRUE COPY OF A RESOLUTION PASSED

AND ADOPTED BY THE CITY OF SANTA CLARA, CALIFORNIA, AT A REGULAR MEETING THEREOF HELD ON THE ____ DAY OF ____, 2026, BY THE FOLLOWING VOTE:

AYES: COUNCILORS:

NOES: COUNCILORS:

ABSENT: COUNCILORS:

ABSTAINED: COUNCILORS:

ATTEST: ______________________________

NORA PIMENTEL, MMC

ASSISTANT CITY CLERK

CITY OF SANTA CLARA
Attachments incorporated by reference:

1. Unclassified Salary Plan eff 08-16-2026 (for Council 08-18-2026) City of Santa Clara
Unclassified/Elected Salary Plan
Effective 8/16/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Asst Building Official 222 9 $ 95.373288 $ 16,531.37 $ 198,376.44 $ 123.434077 $ 21,395.24 $ 256,742.88 Asst City Attorney 015 9 $ 110.845962 $ 19,213.30 $ 230,559.60 $ 143.452673 $ 24,865.13 $ 298,381.56 Asst City Clerk 010 9 $ 84.381692 $ 14,626.16 $ 175,513.92 $ 109.189904 $ 18,926.25 $ 227,115.00 Asst City Librarian 012 9 $ 96.582750 $ 16,741.01 $ 200,892.12 $ 124.990962 $ 21,665.10 $ 259,981.20 Asst City Manager 016 9 $ 143.042827 $ 24,794.09 $ 297,529.08 $ 185.105654 $ 32,084.98 $ 385,019.76 Asst Director 133 9 $ 103.074923 $ 17,866.32 $ 214,395.84 $ 134.771019 $ 23,360.31 $ 280,323.72 Asst Dir of Community Dev 038 9 $ 109.164981 $ 18,921.93 $ 227,063.16 $ 141.914192 $ 24,598.46 $ 295,181.52 Asst Dir of Electric Util 021 9 $ 130.850654 $ 22,680.78 $ 272,169.36 $ 169.337712 $ 29,351.87 $ 352,222.44 Asst Dir of Pub Works/City Eng 071 9 $ 114.842769 $ 19,906.08 $ 238,872.96 $ 148.624154 $ 25,761.52 $ 309,138.24 Asst Fire Chief 024 9B $ 150.520673 $ 26,090.25 $ 313,083.00 $ 194.801423 $ 33,765.58 $ 405,186.96 Asst Fire Marshal 026 9B $ 115.448135 $ 20,011.01 $ 240,132.12 $ 149.403519 $ 25,896.61 $ 310,759.32 Asst Fleet Manager 046 9 $ 62.603365 $ 10,851.25 $ 130,215.00 $ 81.008769 $ 14,041.52 $ 168,498.24 Asst Police Chief 027 9A $ 153.086596 $ 26,535.01 $ 318,420.12 $ 190.489673 $ 33,018.21 $ 396,218.52 Asst To The City Manager 028 9 $ 101.802808 $ 17,645.82 $ 211,749.84 $ 131.740385 $ 22,835.00 $ 274,020.00 Battalion Chief 036 9B $ 124.379481 $ 21,559.11 $ 258,709.32 $ 160.952712 $ 27,898.47 $ 334,781.64 Battalion Chief 24 Hrs 036S 9BS $ 84.611909 $ 20,532.49 $ 246,389.88 $ 109.491635 $ 26,569.97 $ 318,839.64 Building Maintenance Manager 041 9 $ 79.240269 $ 13,734.98 $ 164,819.76 $ 102.546577 $ 17,774.74 $ 213,296.88 Building Official 042 9 $ 104.916865 $ 18,185.59 $ 218,227.08 $ 135.771923 $ 23,533.80 $ 282,405.60 Cemetery Operations Manager 045 9 $ 63.364327 $ 10,983.15 $ 131,797.80 $ 81.999808 $ 14,213.30 $ 170,559.60 Chief Asst City Attorney 037 9 $ 127.472538 $ 22,095.24 $ 265,142.88 $ 164.970519 $ 28,594.89 $ 343,138.68 Chief Operating Officer 311 9 $ 164.504596 $ 28,514.13 $ 342,169.56 $ 212.882827 $ 36,899.69 $ 442,796.28 City Attorney 060 Appointed $ 181.668462 $ 31,489.20 $ 377,870.40 City Auditor 067 9 $ 104.138365 $ 18,050.65 $ 216,607.80 $ 134.771019 $ 23,360.31 $ 280,323.72 City Clerk 063 Elected $ 1,650.00 $ 19,800.00
City Council Member CNCL Elected $ 2,200.00 $ 26,400.00 City Librarian 066 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 City Manager 069 Appointed $ 211.241712 $ 36,615.23 $ 439,382.76 Communications & Outreach Mgr 083 9 $ 71.934865 $ 12,468.71 $ 149,624.52 $ 93.086423 $ 16,134.98 $ 193,619.76 Minimum Salary Maximum Salary
All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 1 of 4 City of Santa Clara
Unclassified/Elected Salary Plan
Effective 8/16/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Minimum Salary Maximum Salary
Communications Operations Mgr 068 9 $ 81.513173 $ 14,128.95 $ 169,547.40 $ 105.486808 $ 18,284.38 $ 219,412.56 Compliance Manager 081 9 $ 73.067827 $ 12,665.09 $ 151,981.08 $ 94.553135 $ 16,389.21 $ 196,670.52 Contracts Manager 342 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Deputy City Attorney I 170 9 $ 69.272654 $ 12,007.26 $ 144,087.12 $ 89.645712 $ 15,538.59 $ 186,463.08 Deputy City Attorney II 172 9 $ 80.818096 $ 14,008.47 $ 168,101.64 $ 104.590154 $ 18,128.96 $ 217,547.52 Deputy City Clerk 178 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Deputy City Manager 079 9 $ 111.985962 $ 19,410.90 $ 232,930.80 $ 144.912288 $ 25,118.13 $ 301,417.56 Deputy Director 176 9 $ 90.653596 $ 15,713.29 $ 188,559.48 $ 123.300428 $ 21,372.07 $ 256,464.89 Deputy Fire Chief 080 9B $ 136.836346 $ 23,718.30 $ 284,619.60 $ 177.093519 $ 30,696.21 $ 368,354.52 Development Project Manager 158 9 $ 90.647654 $ 15,712.26 $ 188,547.12 $ 117.307212 $ 20,333.25 $ 243,999.00 Development Review Officer 144 9 $ 87.699577 $ 15,201.26 $ 182,415.12 $ 113.494212 $ 19,672.33 $ 236,067.96 Director of Community Developm 090 9 $ 130.185635 $ 22,565.51 $ 270,786.12 $ 168.478327 $ 29,202.91 $ 350,434.92 Director of Econ Dev and Sust 085 9 $ 118.999615 $ 20,626.60 $ 247,519.20 $ 153.509654 $ 26,608.34 $ 319,300.08 Director of Finance 087 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Director of Human Resources 088 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Director of Inf Technology/CIO 089 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Director of Public Works 091 9 $ 137.706462 $ 23,869.12 $ 286,429.44 $ 178.208250 $ 30,889.43 $ 370,673.16 Director of Silicon Valley Pwr 108 9 $ 164.504596 $ 28,514.13 $ 342,169.56 $ 212.882827 $ 36,899.69 $ 442,796.28 Director of Wtr & Sewer Utils 102 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Division Manager 136 9 $ 86.142519 $ 14,931.37 $ 179,176.44 $ 117.421500 $ 20,353.06 $ 244,236.72 Elec Div Mgr - Engineering 104Q 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Generation 104R 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Operations 104P 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Substations 104M 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr - Transm, Distrib 104S 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Div Mgr-Mkt A & P 107F 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Division Manager 104 9E $ 117.750558 $ 20,410.10 $ 244,921.16 $ 144.684361 $ 25,078.62 $ 300,943.47 Elec Program Manager 424 9E $ 94.038750 $ 16,300.05 $ 195,600.60 $ 121.689404 $ 21,092.83 $ 253,113.96 All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 2 of 4 City of Santa Clara
Unclassified/Elected Salary Plan
Effective 8/16/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Minimum Salary Maximum Salary
Elec Util Chief Oper Officer 116 9 $ 143.939192 $ 24,949.46 $ 299,393.52 $ 186.277096 $ 32,288.03 $ 387,456.36 Elec Util Risk Control Analyst 697 9E $ 84.217038 $ 14,597.62 $ 175,171.44 $ 108.990058 $ 18,891.61 $ 226,699.32 Emergency Services Officer 106 9 $ 97.889481 $ 16,967.51 $ 203,610.12 $ 126.673096 $ 21,956.67 $ 263,480.04 Environmental Programs Mgr 461 9 $ 73.067827 $ 12,665.09 $ 151,981.08 $ 94.553135 $ 16,389.21 $ 196,670.52 Executive Assistant 187 9 $ 61.452923 $ 10,651.84 $ 127,822.08 $ 79.525269 $ 13,784.38 $ 165,412.56 Fire Chief 117 9B $ 157.405038 $ 27,283.54 $ 327,402.48 $ 203.689962 $ 35,306.26 $ 423,675.12 Fire Marshal 120 9B $ 124.378731 $ 21,558.98 $ 258,707.76 $ 160.948327 $ 27,897.71 $ 334,772.52 Fleet Manager 034 9 $ 75.500654 $ 13,086.78 $ 157,041.36 $ 97.701808 $ 16,934.98 $ 203,219.76 Housing Development Officer 749 9 $ 71.253692 $ 12,350.64 $ 148,207.68 $ 92.210654 $ 15,983.18 $ 191,798.16 Information Technology Svc Mgr 112 9 $ 83.980673 $ 14,556.65 $ 174,679.80 $ 108.670385 $ 18,836.20 $ 226,034.40 Inspection Manager 134 9 $ 89.868115 $ 15,577.14 $ 186,925.68 $ 116.309308 $ 20,160.28 $ 241,923.36 Legal Executive Assistant 185 9 $ 61.452923 $ 10,651.84 $ 127,822.08 $ 79.525269 $ 13,784.38 $ 165,412.56 Library Div Mgr -Support Svcs 127G 9 $ 75.445038 $ 13,077.14 $ 156,925.68 $ 97.646192 $ 16,925.34 $ 203,104.08 Management Analyst 008 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Mayor MAYOR Elected $ 2,750.00 $ 33,000.00
Parks & Recreation Director 132 9 $ 129.926538 $ 22,520.60 $ 270,247.20 $ 168.137423 $ 29,143.82 $ 349,725.84 Parks Operations & Maint Mgr 130 9 $ 68.630192 $ 11,895.90 $ 142,750.80 $ 88.823250 $ 15,396.03 $ 184,752.36 Performance Auditor I 203 9 $ 51.992769 $ 9,012.08 $ 108,144.96 $ 67.290519 $ 11,663.69 $ 139,964.28 Performance Auditor II 204 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Plan Review Manager 629 9 $ 90.834346 $ 15,744.62 $ 188,935.44 $ 117.539654 $ 20,373.54 $ 244,482.48 Planning Manager 072 9 $ 94.726788 $ 16,419.31 $ 197,031.72 $ 122.586000 $ 21,248.24 $ 254,978.88 Police Captain 138 9A $ 150.016096 $ 26,002.79 $ 312,033.48 $ 181.432385 $ 31,448.28 $ 377,379.36 Police Chief 141 Elected $ 29,473.88 $ 353,686.56 Police Records Manager 647 9 $ 64.268019 $ 11,139.79 $ 133,677.48 $ 83.174423 $ 14,416.90 $ 173,002.80 Power System Scheduler/Trader 674 9E $ 80.651250 $ 13,979.55 $ 167,754.60 $ 104.374673 $ 18,091.61 $ 217,099.32 Power Trader 673 9E $ 103.074923 $ 17,866.32 $ 214,395.84 $ 133.401577 $ 23,122.94 $ 277,475.28 Principal Accountant 148 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Principal Electric Utility Eng 145 9E $ 102.998365 $ 17,853.05 $ 214,236.60 $ 137.794630 $ 23,884.40 $ 286,612.83 All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 3 of 4 City of Santa Clara
Unclassified/Elected Salary Plan
Effective 8/16/2026
Approved 8/18/2026
Job Title Job Code Union Code Hourly Monthly Annual Hourly Monthly Annual Minimum Salary Maximum Salary
Principal Eng - Water & Sewer 142W 9 $ 99.870462 $ 17,310.88 $ 207,730.56 $ 129.244962 $ 22,402.46 $ 268,829.52 Principal Eng/City Surveyor 140 9 $ 104.864135 $ 18,176.45 $ 218,117.40 $ 135.709212 $ 23,522.93 $ 282,275.16 Principal Engineer 142 9 $ 99.870462 $ 17,310.88 $ 207,730.56 $ 129.244962 $ 22,402.46 $ 268,829.52 Principal Financial Analyst 149 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Principal Planner 143 9 $ 80.547058 $ 13,961.49 $ 167,537.88 $ 115.513409 $ 20,022.33 $ 240,267.96 Principal Power Analyst 154 9E $ 80.547058 $ 13,961.49 $ 167,537.88 $ 104.228712 $ 18,066.31 $ 216,795.72 Principal Util Info System Mgr 146 9E $ 103.074923 $ 17,866.32 $ 214,395.84 $ 133.401577 $ 23,122.94 $ 277,475.28 Public Information Officer 077 9 $ 97.889481 $ 16,967.51 $ 203,610.12 $ 126.673096 $ 21,956.67 $ 263,480.04 Public Records Manager 082 9 $ 62.391346 $ 10,814.50 $ 129,774.00 $ 80.748577 $ 13,996.42 $ 167,957.04 Recreation Manager 150 9 $ 81.311654 $ 14,094.02 $ 169,128.24 $ 105.222635 $ 18,238.59 $ 218,863.08 Sr Counsel for SVP 179 9 $ 119.543827 $ 20,720.93 $ 248,651.16 $ 154.211538 $ 26,730.00 $ 320,760.00 Sr Deputy City Attorney 161 9 $ 85.906096 $ 14,890.39 $ 178,684.68 $ 111.179712 $ 19,271.15 $ 231,253.80 Sr Elec Div Mgr 173 9E $ 118.943712 $ 20,616.91 $ 247,402.92 $ 153.941538 $ 26,683.20 $ 320,198.40 Sr Elec Div Mgr-Mkt A&P 174A 9E $ 118.943712 $ 20,616.91 $ 247,402.92 $ 153.941538 $ 26,683.20 $ 320,198.40 Sr Information Tech Svcs Mgr 743 9 $ 92.022923 $ 15,950.64 $ 191,407.68 $ 119.089731 $ 20,642.22 $ 247,706.64 Sr Management Analyst 742 9 $ 68.630192 $ 11,895.90 $ 142,750.80 $ 88.823250 $ 15,396.03 $ 184,752.36 Sr Performance Auditor 202 9 $ 73.067827 $ 12,665.09 $ 151,981.08 $ 94.553135 $ 16,389.21 $ 196,670.52 Sr Power System Schedlr/Trader 772 9E $ 86.684654 $ 15,025.34 $ 180,304.08 $ 112.187423 $ 19,445.82 $ 233,349.84 Street Superintendent 159 9 $ 82.409885 $ 14,284.38 $ 171,412.56 $ 106.654558 $ 18,486.79 $ 221,841.48 Transportation Manager 171 9 $ 100.781135 $ 17,468.73 $ 209,624.76 $ 130.426558 $ 22,607.27 $ 271,287.24 Utility Business Systems Mgr 898 9 $ 80.414942 $ 13,938.59 $ 167,263.08 $ 104.061923 $ 18,037.40 $ 216,448.80 Utility Operations Engineer 155 9 $ 84.891288 $ 14,714.49 $ 176,573.88 $ 109.851981 $ 19,041.01 $ 228,492.12 Water & Sewer Operations Mgr 180 9 $ 83.438596 $ 14,462.69 $ 173,552.28 $ 107.989154 $ 18,718.12 $ 224,617.44 Water & Sewer Superintendent 029 9 $ 75.445038 $ 13,077.14 $ 156,925.68 $ 97.646192 $ 16,925.34 $ 203,104.08 Web & Digital Media Manager 073 9 $ 71.934865 $ 12,468.71 $ 149,624.52 $ 93.086423 $ 16,134.98 $ 193,619.76 All classifications on the Unclassifed/Elected Salary Plan are FLSA "Exempt" 4 of 4 City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-551 Agenda Date: 8/18/2026

REPORT TO COUNCIL

SUBJECT
Note and File the City Auditor’s Office Report on the Audit of Silicon Valley Power’s Power Purchase Agreement Process

BACKGROUND
Per Section 909 of the City Charter, and SCCC Section 2.29.010, the City Auditor’s duties and responsibilities include conducting in-depth financial and performance audits, overseeing the City’s performance management system, auditing and approving all bills, invoices, payrolls, demands or charges against the City government before payment and, with the advice of the City Attorney, making reports to the City Council as to the regularity, legality and correctness of such claims, demands or charges. The City Auditor’s Office conducts its work under the auditing standards prescribed by the Institute of Internal Auditors (IIA). The IIA International Standards for the Professional Practice of Internal Auditing (Standards) require the City Auditor to present the results of any audits to the Audit Committee.

DISCUSSION
In 2022, the City Auditor’s Office engaged Baker Tilly US, LLP (Baker Tilly) to conduct an annual citywide risk assessment and prepare an annual audit work plan for the next five years. The risk assessment process involves identifying and measuring risks associated with the audit universe (a list of specific departments, functions, processes, programs, etc. that can be subject to an audit, i.e. auditable units). Risk is defined as “the possibility of an event or condition occurring that will have an impact on the ability of an organization to achieve its objectives.” The risk rating attributed to a particular department or function reflects the theoretical potential for loss, rather than any actual loss history.

As part of the ongoing risk assessment process, the Auditor’s Office and Baker Tilly rated the power purchase agreement process as high risk based on inherent risks and specific information gathered, including:
· Budget and high dollar financial commitment.
· Detailed federal and state regulatory environment with firm reporting deadlines. · Evaluation and selection of agreements.
· Non-compliance with agreement requirements.
· Review process for potentially inaccurate supplier invoices. · Staffing levels and higher than average employee turnover City of Santa Clara Page 1 of 2 Printed on 8/14/2026
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26-551 Agenda Date: 8/18/2026
Accordingly, the Auditor’s Office partnered with Baker Tilly to perform an internal audit of the power purchase agreement process. The objectives of this audit were to:
1) Evaluate the process of assessing and entering into power purchase agreements. 2) Evaluate the effectiveness of internal controls over management of power purchase agreements.

Attached is the City Auditor’s Office report containing the analysis, results and recommendations from the audit.

On April 1, 2026, City staff and Baker Tilly, LLC presented the results of the audit to the Audit Committee for input and approval. The results of the audit were presented by the Auditor’s Office, along with Baker Tilly, and Silicon Valley Power made a presentation of how they are implementing corrective actions to address the issues raised in the report. The Audit Committee engaged in a discussion with staff who were in support of the improvements suggested. After discussion, the Audit Committee accepted the City Auditor’s Office Report on the Audit of the Power Purchase Agreement Process and recommended that this report be forwarded for note and file to the full Council at a future Joint Council and Authorities Concurrent and Stadium Authority Meeting.

ENVIRONMENTAL REVIEW
The action being considered does not constitute a “project” within the meaning of the California Environment Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15378(a)(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
Costs associated with the preparation of this report are included in the City’s FY 2024/25 and 2025/26 Adopted Operating Budget.

COORDINATION
This report has been coordinated with the City Manager’s Office and City Attorney’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] or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION
Note and file the City Auditor’s Office Report on the Audit of Silicon Valley Power’s Power Purchase Agreement Process.

Reviewed and Approved by: David Noce, Audit Manager

ATTACHMENTS

1. City Auditor’s Office - Audit of Power Purchase Agreement Process City of Santa Clara Page 2 of 2 Printed on 8/14/2026
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1 City of Santa Clara
City Auditor’s Office
Power Purchase Agreement Audit
Ct bakerti lly
Baker Tilly Advisory Group, LP and Baker Tilly US, LLP, trading as Baker Tilly, operate under an alternative practice structure and are members of the global network of Baker Tilly International Ltd., the members of which are separate and independent legal entities. Baker Tilly US, LLP is a licensed CPA firm that provides assurance services to its clients. Baker Tilly Advisory Group, LP and its subsidiary entities provide tax and consulting services to their clients and are not licensed CPA firms.

Contents
EXECUTIVE SUMMARY ............................................................................................................. 1 INTRODUCTION ........................................................................................................................... 2 DETAILED ANALYSIS ................................................................................................................ 7 AUDIT RESULTS ........................................................................................................................ 10 1 Executive Summary
Purpose of the Audit
Baker Tilly US, LLP (Baker Tilly) provides internal audit services to the City of Santa Clara (the City) and has conducted a Power Purchase Agreement (PPA) Audit based on the signed Statement of Work SOW No. 2023- 03 prepared in accordance with the 2023-2024 audit plan approved by the Audit Committee of the City. The objectives of this audit were to:
1) Evaluate the process of assessing and entering into power purchase agreements. 2) Evaluate the effectiveness of internal controls over management of power purchase agreements.

Report Highlights
Finding 1: Evaluation and Selection (page 10)
The SVP was not able to provide adequate support for four of the sampled PPAs to demonstrate that a supplier and product were evaluated against specific criteria important to the SVP before entering into the PPA because the documents were no longer available as the PPAs were entered into several years ago.

Management should develop a formal evaluation and selection process for all potential PPAs. All evaluation documents should be maintained for transparency, in accordance with the City’s record retention policy.

Finding 2: Contract Administration and Management (page 11) Based on the interviews with the SVP team, it was found that there was no standard process for administering and managing PPAs. Out of six PPAs reviewed, five PPAs entered into were drafted by developers or JPAs.

According to the SVP management, the SVP team is currently in the process of standardizing the PPA process and contract template.

Management should continue to standardize the PPA process and contract template and complete the implementation. Once a comprehensive PPA template is completed, the instructions for creating a draft PPA from a template and finalizing it with appropriate review and approvals should be documented. If using a supplier provided agreement, a detailed review should be performed using a checklist of all City requirements to ensure all requirements are included. Additionally, the SVP should implement a formal supplier performance monitoring procedure in which suppliers are periodically assessed for compliance and overall performance.

Finding 3: Invoice Verification and Payment (page 13)
Our discussions with the SVP team revealed the following:
 For one of our sampled invoices, the supporting documents for the payment approval did not demonstrate how the discrepancy between the SVP’s tracking sheets and the independent system operator’s reports were resolved properly.
 For NCPA invoices, there is no written communication from the Division Manager of Settlement to the Division Manager of the SVP Resources Group indicating that the settlement portion has been validated prior to payment.

SVP should implement a standardized process for reconciling and approving invoices for payment.

Finding 4: Reporting (page 14)
Although the RPS report is reviewed by another individual prior to submission, the review is not formally documented.

The Assistant Director (or another qualified individual) should review and approve all required reports prior to submission to the California Energy Commission to prevent inaccurate reporting and to ensure all state requirements are met. The review should be evidenced in writing (signature). (G bakertilly
2 Introduction
Objective
The objectives of this review were to:
1) Evaluate the process of assessing and entering into power purchase agreements. 2) Evaluate the effectiveness of internal controls over management of power purchase agreements.

Background
Silicon Valley Power (SVP)
The SVP is the City’s electric utility department and provides electricity to City residents and businesses. The City’s website states, “SVP provides power to 59,518 customers at rates 43 to 63 percent below neighboring communities. SVP is the only full-service, vertically integrated publicly owned utility in Silicon Valley owning generation, transmission, and distribution assets.” The SVP is recognized as a Smart Energy Provider from the American Public Power Association, as well as by the Environmental Protection Agency (EPA) for its Green Power program, which is included on the nation-wide Green Power Communities List.

California Policy
In 1996, the Electric Utility Industry Restructuring Act (Assembly Bill 1890) created the California Independent System Operator (CAISO) that has the responsibility to maintain overall electricity system reliability. The CAISO controls and operates the state’s transmission system to schedule delivery of electric power supplies, ensuring all standards for transmission service are met, and allows market participants to buy, sell, and transmit electricity. The CAISO makes various market and operations data/reports available. SVP is a metered subsystem in the CAISO and must participate in the CAISO energy market.

The State of California has set requirements to reduce greenhouse gas emissions 40% below 1990 levels by 2030, with utilities increasing their procurement of renewable energy resources to 50% by 2030. Senate Bill (SB) 100, passed in 2021, requires eligible renewable energy resources and zero-carbon resources to supply 60% of retail electricity sales by 2030 and 100% by 2045. SB 100 also required the Energy Commission (CEC), Public Utilities Commission (CPUC) and Air Resources Board (CARB) to use programs under existing laws to achieve 100 percent clean electricity and issue a joint policy report on SB 100 by 2021 and every four years thereafter. The SVP is required to disclose the mix of energy sources used to provide electricity service during the previous calendar year1. The SVP also reports its compliance with Renewables Portfolio Standard (RPS)2 requirements.

SVP Power Purchase Agreements (PPAs)
Renewable energy can be purchased directly from a renewable electricity generator under a long-term PPA that is a contract used to execute and document the terms of the purchase between a customer, such as a city or utility, and a seller, such as an existing developer of an energy project. The ways SVP enters into PPA’s include the following:

1. Formal RFP by buyer

2. Formal RFP by seller

3. Direct proposal between counterparties

4. Participation in a regulated program (i.e. WAPA/PURPA) An RFP is recommended for PPAs3 to clearly define objectives and requirements and to receive competitive bids.
1 The Power Content Label (PCL) is an annual report required under the CEC’s Power Source Disclosure program. 2 The CEC administers the RPS program that is a significant initiative aimed at advancing renewable energy adoption. 3 U.S. Department of Energy, “Guide to Purchasing Green Power”, page 6-10, https://www.epa.gov/sites/default/files/2018- 08/documents/guide-purchasing-green-power-6.pdf
(G bakertilly

INTRODUCTION
3 Under long-term power purchase agreements, SVP purchases wholesale electric power through its participation in joint power agencies4 (NCPA5 and MSR PPA6), from various members of the Western System Power Pool (WSPP)7, from the Western Area Power Administration (WAPA)8, and other sources to provide the City’s electric utility customers with reliable electricity.

At the time this audit was commenced, the SVP had the following twenty-six (26) active PPAs to purchase power generated from a renewable or carbon neutral source.

PPA Supplier or Project Fuel Capacity
(MWs) Procurement Method
Ameresco Vasco Landfill Gas 4.3 SVP issued RFP
Central 40 Solar 40 No RFP
Friant Dam 1 Hydro 25 SVP responded to RFP
Friant Dam 2 - Quinten Luallen Hydro 8 SVP responded to RFP Rosamond One Solar 20 No RFP
Sand Bar Hydro 16.2 SVP responded to RFP
Ameresco Manteca Landfill Gas 4.2 SVP issued RFP
G2 Energy Ostrom Road Landfill Gas 1.6 No RFP
TriDam Beardsley Hydro 11.5 SVP responded to RFP
TriDam Donnells Hydro 72 SVP responded to RFP
TriDam Tulloch Hydro 25.9 SVP responded to RFP
Big Horn 1 Wind 105 No RFP,JPA-MSR PPA
Big Horn 2 Wind 17 No RFP,JPA-MSR PPA
WAPA Base Hydro varies SVP responded to
federal hydro program
Manzana Wind LLC Wind 50 No RFP
Manzana Wind LLC Wind 50 No RFP
Olcese Water District Hydro 14 SVP responded to RFP
Tioga Tasman Solar 0.38976 No RFP
Lafayette Landfill Gas 0.75 City’s Street
Department issued RFP
Aquamarine Westside Solar 75 No RFP
South Feather Water and Power Hydro 25 NCPA issued RFP
4 A joint power agency (JPA) is an organization formed by multiple public entities or municipalities to collaborate on power generation, distribution, and related services. Refer to Note 6 and Note 9 of the SVP Financial Statements for the year ended June 30, 2023. 5 The Northern California Power Agency (NCPA)’s membership consists of sixteen publicly owned entities. https://www.ncpa.com/ 6 The M-S-R Public Power Agency (MSR PPA) consist of the Modesto Irrigation District, the City of Santa Clara, and the City of Redding, California. https://msrpower.org/about-us/
7 The WSPP Inc.is an organization of electric wholesale market entities and gives the exclusive use of its standardized power agreement to over 275 WSPP members. https://www.wspp.org/pages/Overview.aspx 8 The Western Area Power Administration (WAPA) sells power to more than 684 firm and non-firm wholesale power customers. https://www.wapa.gov/

INTRODUCTION
4 South Feather Water and Power Hydro 7 NCPA issued RFP South Feather Water and Power Hydro 8 NCPA issued RFP
South Feather Water and Power Hydro 38 NCPA issued RFP
Camp Far West Hydro Hydro 6.8 RFP, JPA-NCPA
Rooney Ranch/Sandhill A&B Wind TBD (50-
80) SVP issued RFP
The six PPAs selected for review consist of the following:
 Ameresco Vasco – Landfill Gas (Contract Start Date: February 22, 2014)  Central 40 – Solar (January 1, 2021)
 Big Horn 1 – Wind, JPA (October 1, 2006)
 Aquamarine Westside – Solar (August 20, 2021)
 South Feather Water & Power – Hydro, JPA (December 19, 2021)  Camp Far West – Hydro, JPA (April 21, 2022)
Management of PPAs
The management of a PPA involves several key entities working together to ensure successful implementation and compliance:
 Buyer (Offtaker - utility company, corporation, or government entity) manages the financial aspects, contractual obligations, and compliance with the terms of the agreement. SVP has two generation portfolios, a set of resources that SVP schedules as a market participant and NCPA schedules the remaining resources into the CAISO market.
 Seller (Developer/Generator – independent power producer or a renewable energy project developer) manages the construction, operation, and maintenance of the project.  Regulatory Agencies oversee compliance with state or national regulations related to renewable energy procurement and may review and approve PPAs to ensure alignment with policy goals.  Independent System Operator (ISO) manages the transmission grid, operates the energy markets, and ensures reliable electricity delivery.

Supplier invoice payment process
A brief description of the typical non-NCPA/JPA PPA invoice process is as follows:
 The CAISO produces market settlements and bills/pays SVP based on results.  The SVP receives invoice/payment based on previous day’s activities and coordinates with the Resources Scheduling Day Ahead and Real-Time desks to confirm settlements process.  Internal spreadsheets as well as third-party software is used to validate invoices.  The SVP uses ZEMA9 software model to calculate expected invoice amount and compares to PPA invoice.
 The Principal Power Analyst approves all non-NCPA/JPA PPA invoices.

The invoices for the PPAs entered into through NCPA (NCPA PPAs) are processed differently as described below:
9 ZEMA is market data management solution developed by ZEMA Global Data Corporation (Formerly ZE PowerGroup Inc.).

INTRODUCTION
5  NCPA manages settlement, invoicing, and reconciliation with CAISO as well as the PPA vendor.  The Division Manager of the SVP Resources Group approves the invoice.  The Division Manager of Settlement reconciles the NCPA All Resources Bill to ensure accuracy of PPA portion.
 If any discrepancy is found, the Division Manager of Settlement works with NCPA directly to resolve any issues. Any errors agreed upon by NCPA and SVP Settlement are then credited/debited in a future ARB.

During the FY2022 risk assessment conducted for an audit planning purpose, Baker Tilly rated the power purchase agreements as high risk based on inherent risks such as noncompliance with the agreement requirements and inaccurate supplier invoices.

To assess the internal controls over the PPA management to mitigate risks, Baker Tilly reviewed three (3) operational areas of PPAs: procurement, contract management, and payment.

Scope
The scope of this engagement includes interviews and document reviews regarding the internal controls over management of the SVP’s active PPAs as of August 2023 and associated supplier invoices received during fiscal year 2023.

Methodology
To achieve the audit objectives, Baker Tilly performed the following procedures.  Gathered information to understand the environment under review including review of policies and procedures, PPAs, and reports.
 Conducted interviews with key process owners and management including Division Managers of the Settlements and Resources Groups, Risk Manager, City Attorney, Resource Analyst, and Accounting Clerk.
 Assessed risks and identified controls in place based on process walkthroughs and review of policy documents.
 Performed testing of key controls around energy procurement/contracting, contract management, and invoice processing.
o Judgmentally selected six (6) PPAs, based on the American Institute of Certified Public Accountants (AICPA) small sampling guidance, for detailed control testing to include a variety of resource types (solar, wind, hydro) as well as selecting PPAs that were entered into through different means (through an RFP, through project developer outreach, and with a JPA). o For the selected six PPAs, tested all supplier invoices for three months (December 2022, March 2023, and June 2023).
 Identified gaps in controls and recommendations for improvements.

Organizational Strengths
During this audit activity, we observed certain strengths of SVP. Key strengths include the following:
 The City employs a structured Front Office / Back Office / Middle Office structure for all its energy transactions to ensure that the different aspects of the transaction process are carried out by independent parts of the organization and that there are internal controls and oversight in place.

INTRODUCTION
6  The City has been actively procuring renewable power for several years, and over that time City staff, SVP, and City Attorney has developed expertise with the PPA solicitation, negotiation, and management process.

Baker Tilly greatly appreciates the support of the SVP Resources Division, Settlement Division, and Risk Management Division in conducting this audit activity.

Thank you!
7 Detailed Analysis
To evaluate SVP's control environment, Baker Tilly created a Risk and Controls Matrix (RCM) based on documentation reviews and stakeholder interviews. The RCM was created to document known risks and mitigation practices based on the SVP’s processes and internal controls currently in place and identify opportunities and improvement areas. The RCM was created with the emphasis on the three focus areas that include procurement, contract management, and payment. The matrix documents risks that cover each of the focused operational areas. In addition, the RCM was used to plan the testing for this audit by identifying the risks associated with the current PPA processes, controls in place, and control gaps.

Risk
Ref. Process Sub-Process Risk Risk Description Control # Control or Gap 1 Reporting Needs
Assessment
Over or under
purchase of
renewable
energy
An inaccurate needs
assessment can result in the
overstatement or
understatement of needs
resulting in either an overcommitment or undercommitment outlined in contracts.

C1
An Integrated Resources
Plan is created every 5
years to forecast load
resources and is approved
by the Board.
2 Reporting Mandatory
Reporting
Required
reporting is not
completed
Reports may not be submitted
resulting in non-compliance
with state requirements.

C2
The Resource Analyst
tracks the report
requirements and attests to
the accuracy of the report.
3 Reporting Mandatory
Reporting
Required
reporting is not
completed
Reports may not be submitted
resulting in non-compliance
with state requirements.

C3
Management monitors
compliance with submission
requirements by tracking an
established Key
Performance Measure.
4 Reporting Mandatory
Reporting
Inaccurate
reports are
submitted
Unapproved reports may be
submitted which could cause
inaccurate reporting.

C4
The RPS and PCL reports
are reviewed for accuracy
prior to submission to the
CEC.
5 Contract
Administration
RFP
Development
Weak/Inaccurate
RFP
An RFP is issued that is not
adequately vetted and
developed with the review and
validation of specifications the
City needs to be achieved.

Gap
There is not currently a
formally documented RFP
development process to
ensure all required
specifications are included.
6 Contract
Administration
RFP
Development Unapproved RFP
An Unapproved RFP is
distributed without validation of
legal and performance
specifications.

Gap
There is not currently a
formal RFP approval
process including
documentation of
approvals.
7 Contract
Administration Evaluation
Unreliable or
Noncompliant
Supplier
The city may enter into
contracts with unreliable or
noncompliant energy providers.

C5
The City Attorney approves
the PPA during negotiations
and reviews that CEQA
requirements are met.
8 Contract
Administration Evaluation
Improper
evaluation of
suppliers
Outdated supplier evaluation
criteria and weights are used
leading to the selection of an
unqualified supplier.

C6
Evaluation criteria and
weights are
developed/decided based
on each RFP.
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DETAILED ANALYSIS
8 Risk
Ref. Process Sub-Process Risk Risk Description Control # Control or Gap 9 Contract
Administration Evaluation
Improper
evaluation of
suppliers
Projects proposed by
Developers are not evaluated
leading to the selection of an
unviable project.

C7
An evaluation tool is used
to evaluate all potential
projects for viability.
10 Contract
Administration Evaluation
Financially
unqualified
supplier
Supplier financial and credit
clearance not completed, and
financially unviable supplier is
chosen to provide services.

C8
Energy Risk Manager
completes financial/credit
evaluation.
11 Contract
Administration
Contract
Execution
Unapproved PPA
executed
Supplier PPA executed without
proper review and approval(s). C9
City Attorney and City
Manager approve all PPAs
before execution. City
Council approval is required
for PPAs over $250,000.
12 Contract
Management
Contractual
Guarantees
Noncompliance
to contractual
development
timelines
Projects are delayed due to
noncompliance with contractual
development timelines.

C10
The lead PPA negotiator
monitors the contract
milestones using a Project
Tracker.
13 Contract
Management
Contractual
Guarantees
Unsatisfied
Commercial
Operations
Deadline (COD)
criteria
Commercial Operations
Deadline criteria are not met
prior to Commercial Operations
commencement.

C11
The City Attorney verifies
that requirements are
included in the PPA before
execution.
14 Contract
Management
Contractual
Generation
Guarantees
Supplier
noncompliance
with generation
requirements
Suppliers do not meet
generation requirements. C12
Performance assurances
are placed in contracts to
ensure generation
requirements are met.
15 Contract
Management General
Unacceptable
environmental
impacts/changes
in law and
regulations
Suppliers are unable to meet
environmental legal and/or
environmental changes and
requirements.

C13
If supplier is out of
compliance, the CEC will
not accept it and WREGIS
will not allow a REC to be
generated. Payment will be
withheld for invalid RECs or
non-compliance.
16 Contract
Management General Enforceability of contracts
Weak legal constraints do not
allow for feasible contract
enforcement.

C14
Use and application of
appropriate legal clause
and constraints to support
City objectives.
17 Contract
Management General Severe weather event
The potential risk of severe
weather events causing
disruption in service and
meeting contractual obligations.

C15
There are related contract
assurances in place in the
PPAs.
18 Contract
Management General Project Delays
Delay in completion of project
due to equipment delays or
project startup delays in
development resulting in the
City not obtaining the power
needed based on projected
timeline.

C16
There are financial
penalties and assurances
language in the PPAs.

DETAILED ANALYSIS
9 Risk
Ref. Process Sub-Process Risk Risk Description Control # Control or Gap 19 Contract
Management
RECRenewable
Energy Credit
Generation totals
do not match
REC quantities
Invoice totals do not match
REC quantities transferred by
suppliers.

C17
Generation data is tracked
from supplier invoices. REC
quantities are reconciled to
generation totals from
invoices.
20 Payment Verification of
Charges
Inaccurate
payments
The CAISO invoice is not
accurate leading to inaccurate
billings and payments.

C18
The Power Accountant
receives MWh from CAISO
and confirms amount with
counterparty before
receiving the invoice.
21 Payment Verification of
Charges
Inaccurate
payments
The invoice is not accurate
leading to inaccurate billings
and payments.

C19
The Division Manager
ensures the ZEMA model
output matches the supplier
invoice and approves
payment.
22 Payment Verification of
Charges
Unauthorized
payments
Unauthorized payments are
made. C20
Payment packages are sent
to back-office management
for review and approval
before payment processing
by Accounts Clerk.
23 Payment Verification of
Charges
Inaccurate rates
are charged
Rates that are not in
accordance with the contract
rates are charged and paid.

Gap
There is not currently a rate
review process that occurs
upon invoice payment.
24 Payment Supplier
payments
Duplicate/over
payments
Duplicate/over-payments are
made. C21
There is a system control
that prevents duplicate
payments being made on
the same invoice.
25 Process
Monitoring
Internal
Review
Noncompliance
with internal
policies
Management is not in
compliance with internal risk
management policies.

Gap
There is no current process
for periodic review of
management's compliance
with internal policies.
10 Audit Results
Finding 1: Evaluation and Selection Process
Out of six PPAs reviewed, one was entered into through an RFP issued by SVP, two were entered into through an RFP issued by the JPA, and three had no RFPs because developers (sellers/suppliers) approached the SVP or JPAs directly. The SVP was not able to provide adequate support for four of the sampled PPAs to demonstrate that a supplier and product were evaluated against specific criteria important to the SVP before entering into the PPA. According to the Resource Analyst, the SVP’s practice is to create and use evaluation criteria for each PPA project, however, the evaluation documents for these four PPAs are no longer available due to the selected PPAs being entered into several years ago.

Per discussion with Santa Clara management, the City Attorney reviews and approves all PPA terms and conditions during negotiations including reviewing that California Environmental Quality Act (CEQA) requirements are met. There is no formal documentation of this review.

The SVP policy10 requires analyzing the financial impact of contracts and ensuring all other parties to contracts are financially sound, qualified, and capable of performance. The policy also requires keeping complete records11.

The RFP process necessitates the SVP to define the objectives and requirements for a purchase and enables the SVP to receive competitive bids to be evaluated against specific criteria. Without solicitation, the SVP cannot ensure that a PPA helps the SVP achieve its goals at an optimum level.

Recommendation
Management should develop a formal evaluation and selection process for all potential PPAs. All evaluation documents, including financial credit evaluations, should be maintained for transparency in accordance with the City’s record retention policy.

Management should address the following, among others, in order to align with best practices12,13:
 The SVP should implement a standardized RFP development process for a PPA to ensure all required specifications are clearly defined in an RFP and used to evaluate bids received.  A formal RFP policy for PPAs should be created detailing guidelines to determine the requirements to be included and identifying the individuals who need to approve the RFP before issuance (City Attorney, Risk Manager, City Manager, etc.).
 The process for PPAs procured through non-solicitation should also be formally established and include methods for evaluation, selection, and approval of a supplier.  Potential suppliers should be vetted for reliability and compliance with relevant laws and regulations to prevent entering into agreements with unreliable or nonconforming suppliers.  The approved PPA procurement policies should be periodically reviewed and updated, as necessary. 10 [1] and [2] of the Section 6.8 Electric Contract Administration, SVP Market Risk Management Regulations [As Revised by Risk Oversight Committee, October 23, 2012]
11 [3] of the Section 5.0 Internal Controls, SVP Market Risk Management Regulations [As Revised by Risk Oversight Committee, October 23, 2012]
12 U.S. Department of Energy, “Green Power Purchasing Steps”, https://www.epa.gov/green-power-markets/green-power-purchasing-steps 13 National Association of State Procurement Officials, “State & Local Government Procurement: A Practical Guide”, https://county.milwaukee.gov/files/county/administrative-services/Procurement/PagesfromNASPOStateandLocalProcurementGuideCh1-

10.pdf
<t bakertilly

AUDIT RESULTS
11 Management Response
Responsible Department(s): Resources
Action Plan:

A procedural guideline for evaluating potential PPA’s will be developed and stored on a network drive. This guideline should be flexible enough to accommodate the uniqueness of projects and proposals while applying meaningful controls to ensure an effective balance.

Currently, the Resources department has baseline evaluation templates (excel models) that are used to evaluate the economic value of PPA proposals. However, these are not stored in a formal location and the updates to them occur from time to time which could cause confusion. SVP will establish an internal SharePoint site or similar tool that will serve as a resource database for PPA templates, guidelines, and related documents.

Additionally, a file repository will be established for each PPA that includes all supporting documentation.

City Code section 2.105.090 gives enterprise funds like electric and water the exception to the City’s centralized procurement for electrical power. The market for PPAs is dynamic and fast-moving. As such, there are various methods for entering into PPAs, and Management believes that there are significant internal controls for PPA procurement and payment in place, which can be enhanced as per Baker Tilly’s recommendations. Additionally, it is important to note that the document from EPA referenced in the recommendation as best practices for green power purchasing steps are geared towards retail purchasers such as commercial/industrial/corporate electricity customers. Projects at the wholesale electric utility level require different considerations when being evaluated for procurement. They are more difficult to commodify due to the unique value proposition of where they are electrically located, the technologies involved, the status of its site control, interconnection, environmental permitting, etc. The different statuses also mean projects can be available to the market at different times, therefore, if an RFP happens to launch outside of a high value project’s availability, SVP could end up missing out on that opportunity. For example, SVP has launched 2 renewable energy RFP’s through its Joint Powers Agency, NCPA, and the resulting bids were less favorable than some of the offers presented by project owners outside of the timing of those RFP’s. Because of this, it is important to maintain the flexibility to use the most effective and appropriate procurement path for any given situation.

Estimated Completion Date: December 202414
Finding 2: Contract Administration and Management
Based on the interviews with the SVP team, it was found that there was no standard process for administering and managing power purchase agreements. Out of six PPAs reviewed, five PPAs entered into were drafted by the developers or JPAs. According to the SVP management, the SVP team has been working with the City Attorney’s Office to standardize the PPA process and contract template. The SVP policy15 requires ensuring that contracts are written properly. While suppliers may often initiate the initial draft of the PPA, buyers can benefit from developing their own PPA template for the following reasons:
 Customization – With a tailored template, buyers can ensure it aligns precisely with their organizational requirements.
 Efficiency – An in-house template streamlines process by avoiding starting from scratch each time and saves time and effort.
 Control – Buyers maintain control over the language, clauses, and provisions and emphasize critical aspects such as pricing structures and risk allocation.  Consistency – Standardized terms and conditions ensures consistency across PPAs and enhance clarity.
14 Please note that the internal audit has not yet verified the completion of the corrective actions. Verification will be conducted during the follow-up audit on all corrective actions outlined in this report. 15 [3] of the Section 6.8 Electric Contract Administration, SVP Market Risk Management Regulations [As Revised by Risk Oversight Committee, October 23, 2012]

AUDIT RESULTS
12  Legal Review – Buyers’ legal teams can review and refine the template to ensure compliance with regulations and best practices.

Additionally, a formal process is not in place to monitor suppliers’ compliance with the requirements in the PPAs.

Recommendation
Management should continue to standardize the PPA process and contract template and complete the implementation. Once a comprehensive PPA template is completed, the instructions for creating a draft PPA from a template and finalizing it with appropriate review and approvals should be documented. The SVP should strive to use their drafted PPA template rather than the supplier provided agreement to ensure all required information is included while avoiding the additional time needed to review and approve all the terms and conditions in the supplier provided agreement. This will also help ensure consistency in managing PPAs. If using a supplier provided agreement, a detailed review should be performed using a checklist of all City requirements to ensure all requirements are included.

Additionally, the SVP should implement a formal supplier performance monitoring procedure in which suppliers are periodically assessed for compliance and overall performance, including ensuring the suppliers are in compliance with the following:
 Development timelines
 Commercial operations deadline criteria
 Generation requirements
 Environmental and legal requirements
Detailed reviews of specific PPAs, suppliers, or issues should be conducted on as needed basis. Each PPA should be reviewed in detail periodically to ensure alignment with the City’s goals and strategies and changing market conditions.

Management Response
Responsible Department(s): Resources
Action Plan:

As noted, Management is in the process of creating standard forms to build off as starting negotiation points for future PPA’s. While it is not practical to have a standard PPA that can be ready for all types of projects, SVP will prepare a power purchase agreement in consultation with the City Attorney’s Office prior to release of an RFP.

In the event SVP elects to purchase or sell renewable energy, renewable energy credits, or resource adequacy through a Western System Power Pool (WSPP) confirmation, SVP shall use a template confirmation which has been approved by the City Attorney’s Office. In some cases, when practical, counterparty’s template will be used subject to SVP staff and City Attorney’s Office review.

Management will direct staff to maintain a summary of all PPA’s that inventory key commercial terms. This will serve as a useful guide to refer to for consideration when negotiating future PPA’s.

For SVP’s future targeted RFP’s for PPA’s, management will design and establish upfront criteria for the targeted type(s) of resources before launch and develop a standard form PPA as the starting form for negotiations.

After a PPA is signed, the overall management of the different components is delegated to the responsible business teams. At present, the utility does not have a dedicated position responsible for management of executed PPAs. Given the number of PPA’s (see table in Intro section) and the limited number of staff available, creating a position in the Middle Office team, like other electric utilities, may benefit the Front Office team, the

AUDIT RESULTS
13 Back Office team, and overall PPA management. Currently, the City is undertaking an organizational assessment of SVP by an outside consulting firm. The purpose of the study is to review and make recommendations to enhance the organizational and staffing structure of the enterprise.

Estimated Completion Date: December 2025
Finding 3: Invoice Verification and Payment
For non-JPA/NCPA invoices, the SVP utilizes invoice tracking spreadsheets to reconcile the generation and rates billed to them with the CAISO reports. Our testing revealed that one of our sampled invoices did not match the CAISO report. According to the Settlements Group Division Manager, the CAISO report had an error which has since been corrected. However, there was no explanation in the supporting documents for the payment approval as to how it was determined that the CAISO report, not the invoice, included an error. The SVP policy16 requires wholesale purchases to be verified for payment. It also requires that trade transaction confirmation documents prepared by the supplier agree to the SVP’s own records and that exceptions be investigated.

For NCPA invoices, the Division Manager of Settlement reconciles the NCPA All Resources Bill to ensure accuracy of the PPA portion of the invoice and the Division Manager of the SVP Resources Group approves the invoice for payment. There is no written communication from the Division Manager of Settlement to the Division Manager of the SVP Resources Group indicating that the settlement portion has been validated prior to payment.

Recommendation
Management should implement a formalized process to validate supplier invoices and rate calculations completed by NCPA. Verifications performed by SVP should be completed before payments to ensure accurate payments.

A standardized process for reconciling and approving invoices for payment should include the following:
 Reconciliation of generation and dollar amounts with CAISO reports, utilizing an invoice tracking sheet for all PPAs.
 Review of reconciliation performed including evidence of review (signature).  Verification of the rates invoiced with the approved contracted rate.  Formal approval process with signature on invoices.

Management Response
Responsible Department(s): Resources and Settlements
Action Plan:
 CASIO Settlement of PPAs – A CAISO process procedure has been documented and is currently in place as of June 2024.
 NCPA Settlement of PPAs – A SNCL NCPA Settlement Procedure has been created as of June 2024.

Estimated Completion Date: June 2024¹⁴
16 [2] and [4] of the Section 6.5 Power Trading Division (Back Office), SVP Market Risk Management Regulations [As Revised by Risk Oversight Committee, October 23, 2012]

AUDIT RESULTS
14 Finding 4: Reporting
The RPS is one of California’s key programs for advancing renewable energy. The program sets continuously escalating renewable energy procurement requirements for the state’s load-serving entities. The RPS requires generation to be procured from RPS-certified facilities. The RPS compliance report is filed annually through the CEC online portal and is attested to by the Resource Analyst. Per SVP management, the RPS reporting process for the data cannot be reviewed prior to submission because the numbers are directly sent from WECC's WREGIS system to CEC for verification. The narrative section of the report is reviewed by a separate individual prior to submission, however, there is no formal documentation of this review.

The SVP policy17 requires internal controls such as segregation of duties and accurate reporting to be integrated into all activities of the business.

The purpose of an independent review is to ensure that the information presented in the report is valid, complete, and free from errors or biases. By having an independent reviewer verify the accuracy of the report, the SVP can enhance accountability, compliance, and confidence in the reported data.

Recommendation
The Assistant Director (or another qualified individual) should review and approve all required reports prior to submission to the California Energy Commission to prevent inaccurate reporting and to ensure all state requirements are met. The review should be evidenced in writing (signature).

Management Response
Responsible Department(s): Resources
Action Plan:

Management concurs with Recommendation 4 and will enact the following step to ensure accountability:
 SVP will have an Assistant Director, Sr. Division Manager, Division Manager, or Program Manager review the annual data in the RPS portal and be the Verification Attestant electronic signatory as the final step in the portal submittal process. This will ensure a final check and balance.

Additionally, it is important to note that the RPS compliance report data that is validated for the RPS is also validated through the CEC’s Power Source Disclosure Program (PSD) and all RECs are generated and transferred through from WECCS’s WREGIS system. The PSD has three levels of attestation. REC retirements are sent to the CEC through an independent WREGIS verification process, and then SVP reports category compliance on a separate CEC RPS web portal. In addition, SVP must submit all PPA agreements to the CEC for approval and adherence to the RPS requirements. SVP does a formal review of the RPS Narrative document. Because of these redundancies and cross-checks, it is not efficient to have an additional reviewer duplicate the efforts of the original compiler, however, as noted above, it makes sense to have a higher-level employee sign off to ensure the analyst has completed the steps required to move through the process.

Per Finding #4, SVP will enact the following step to ensure accountability:

SVP will have an Assistant Director, Sr. Division Manager, Division Manager, or Program Manager review the annual data in the RPS portal and be the Verification Attestant electronic signatory as the final step in the portal submittal process and. This will ensure a final check and balance.

Estimated Completion Date: July 2024¹⁴
17 Section 5.0 Internal Controls, SVP Market Risk Management Regulations [As Revised by Risk Oversight Committee, October 23, 2012] City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-797 Agenda Date: 8/18/2026

REPORT TO STADIUM AUTHORITY BOARD

SUBJECT
Action on Stadium Authority Bills and Claims for the Month of June 2026

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 the invoiced goods or services have been provided.

The Bills and Claims listing represents the cash disbursements required of normal and usual operations during June 2026. Budget control is set by the Stadium Authority Board through the budget adoption process.

DISCUSSION
At its March 10, 2026 meeting, the Stadium Authority Board adopted the Santa Clara Stadium Authority Fiscal Year 2026-27 Operating, Debt Service, and Capital Budget which runs from April 1, 2026 to March 31, 2027. Significant expenditures (greater than $5,000) paid in June 2026 include:
· Payments totaling $32.925.00 to Canyon Oaks Ventures LLC for Stadium Market Research · Payments totaling $199,095.94 to the City of Santa Clara for the following:
o $197,169.50 for reimbursement of General and Administrative (G&A) City payroll costs (e.g., Executive Director’s Office (City Manager’s Office), Stadium Authority Counsel’s Office (City Attorney’s Office), and Treasurer’s Office (Finance Department)) o $1,926.44 reimbursement of G&A non-payroll costs (e.g., Stadium Authority office expenses)
· Payment totaling $1,094,824.31 to Forty Niners SC Stadium Company, LLC for Communities Facilities District (CFD) Advance Payment - Principal & Interest · Payment totaling $1,624,587.36 to Forty Niners Stadium Management Company, LLC for June 2026 Stadium Manager Expenses, inclusive of Shared Stadium Expenses · Payments totaling $34.830.30 for Legal Services (April & May 2026) · Payment totaling $22,510.00 to KPMG LLP for Audit Services · Payment totaling $12,025.50 to RWDI USA LLC for Stadium Noise Monitoring Services (November 2025 to April 2026)
· Payment totaling $269,562.50 to SCC Electric Inc for Capital Expense (CapEx) Project: Radio Booth Cabling - Phase I
Names of law firms have been redacted from the Bills and Claims report. The Supreme Court of California in Los Angeles County Board of Supervisors v. Superior Court, (2016) 2 Cal.5th 282, held that invoices specifying the amounts billed by a law firm to a client fall within the scope of attorneyCity of Santa Clara Page 1 of 2 Printed on 8/14/2026 powered by Legistar™
26-797 Agenda Date: 8/18/2026
client privilege while the matters are active. In accordance with the Supreme Court’s ruling, the names of law firms retained by the Stadium Authority, and the specific amounts billed by each, have been redacted from the public report to maintain the confidentiality of billing records for specific legal services. The aggregate amount spent on legal services in the subject time period has been provided.

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 $3,291,460.17.

COORDINATION
This report has been coordinated with the Executive Director and Stadium Authority Counsel’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] or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION
Approve the list of Stadium Authority Bills and Claims for June 2026.

Reviewed by: Linh Lam, Acting Treasurer
Approved by: Jovan D. Grogan, Executive Director

ATTACHMENTS

1. June 2026 Stadium Authority Bills and Claims
City of Santa Clara Page 2 of 2 Printed on 8/14/2026
powered by Legistar™
Payment Date Vendor Invoice No. Description Fund Amount 06/12/26 Canyon Oaks Ventures LLC 0003 Stadium Market Research (March 2026) Operating $ 5,700.00 06/12/26 Canyon Oaks Ventures LLC 0004 Stadium Market Research (April 2026) Operating 675.00 06/30/26 Canyon Oaks Ventures LLC 0005 Stadium Market Research (May 2026) Operating 15,075.00 06/30/26 Canyon Oaks Ventures LLC 0006 Stadium Market Research (June 2026) Operating 4,275.00 06/30/26 Canyon Oaks Ventures LLC 0007 Stadium Market Research (June 2026) Operating 7,200.00 $ 32,925.00
06/08/26 City of Santa Clara N/A B2611 SCSA Admin Payroll Costs Operating 93,011.34 06/18/26 City of Santa Clara N/A B2612 SCSA Admin Payroll Costs Operating 104,158.16 06/30/26 City of Santa Clara N/A Reimbursement of General & Administrative Costs Operating 1,926.44 199,095.94
06/30/26 Consor PMCM Inc. 24-070 TO2-05 CapEx Project: Project and Construction Management Firm CapEx 1,099.26 06/18/26 Forty Niners SC Stadium Company, LLC N/A Community Facilities District (CFD) Advance Payment - Principal & Interest Debt Service 1,094,824.31 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Engineering Operating 302,745.80 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Groundskeeping Operating 61,882.32 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Guest Services Operating 40,891.45 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Insurance Operating 99,807.89 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Other General & Administrative Operating 91,416.64 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Stadium Builder License Sales & Service Operating 205,667.19 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Security Operating 199,137.83 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Use of StadCo Tenant Improvements Operating 1,274.27 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Stadium Operations Operating 310,429.67 06/01/26 Forty Niners Stadium Management Co, LLC S-INV103041 June 2026 Stadium Manager Expenses - Utilities Operating 311,334.30 1,624,587.36
06/12/26 1556058 April 2026 Legal Services Operating
06/12/26 1556057 April 2026 Legal Services Operating
06/30/26 1558849 May 2026 Legal Services Operating
34,830.30
06/30/26 KPMG LLP 8006633094-1 SCSA Audit Services Operating 22,510.00 06/30/26 RWDI USA LLC ARIV0010744 Stadium Noise Monitoring Services (November 2025 to February 2026) Operating 8,265.50 06/30/26 RWDI USA LLC ARIV0011159 Stadium Noise Monitoring Services (March to April 2026) Operating 3,760.00 12,025.50
06/30/26 SCC Electric Inc Application 1 CapEx Project: Radio Booth Cabling - Phase I CapEx 269,562.50 June 2026 Total $ 3,291,460.17
Santa Clara Stadium Authority
Bills and Claims
Expenses Paid by Wire or ACH Transfer
For the Month of June 2026

City of Santa Clara
Agenda Report
1500 Warburton Avenue
Santa Clara, CA 95050
santaclaraca.gov
@SantaClaraCity
26-571 Agenda Date: 8/18/2026

REPORT TO STADIUM AUTHORITY BOARD

SUBJECT
Action on an Agreement with Superior Alarm Systems for Security Integrator Systems at Levi’s Stadium For a Not-to-Exceed Amount of $1,838,022, Inclusive of All Contract and Option Years, and Delegation of Authority for Future Amendments.

BACKGROUND
Pursuant to Section 2.9 of the Stadium Management Agreement between the Santa Clara Stadium Authority (Stadium Authority), Forty Niners SC Stadium Company LLC (StadCo), and Forty Niners Stadium Management Company LLC (Stadium Manager), the Stadium Manager is responsible for maintaining Levi’s Stadium (Stadium) “in the Required Condition and operate it as a high-quality NFL and multi-purpose public sports, public assembly, exhibit and entertainment facility…” Levi’s Stadium is a large-scale, high-profile venue that serves a significant number of patrons and is subject to heightened security expectations and obligations, including compliance with applicable laws, regulations, and industry standards governing public safety, critical infrastructure protection, and risk management. Maintaining a robust, reliable, and continuously updated security infrastructure supported by qualified experts remains essential to protecting the venue, its operations, and its guests.

The Stadium Manager is requesting a delegation of authority to enter into a long-term agreement with a qualified security integrator. All services will be performed pursuant to executed task orders.

The Stadium Manager has not previously had a contract with a security integrator. As Levi’s Stadium’s security infrastructure continues to age and security technologies rapidly evolve, the Stadium requires specialized expertise to support the design, integration, maintenance, and modernization of critical security systems, including video surveillance, access control, perimeter protection, and centralized command-and-control systems. The security integrator would also support event-day operations, cybersecurity coordination, system upgrades, lifecycle planning, and interoperability with public safety agencies.

Additionally, the security integrator will coordinate with Stadium vendors, contractors, and project teams to ensure security requirements are incorporated into Stadium projects and infrastructure improvements. Due to the sensitive nature of the Stadium’s security systems and information, maintaining a single long-term security integrator is critical to preserving operational continuity, limiting access to confidential systems, and reducing security risks associated with multiple shortterm providers. The agreement will also support compliance with applicable federal laws and regulatory requirements, including the Support Anti-terrorism by Fostering Effective Technologies (SAFETY) Act of 2002, which are necessary to maintain a reliable, adaptable, and compliant security program.

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On September 25, 2025, the Stadium Manager issued a Request for Proposals (RFP) to select a security integrator to provide on-call, as-needed, professional security integrator services for Levi’s Stadium. Interested proposers submitted a letter of interest, corporate qualifications, and executed a Confidentiality and Non-Disclosure Agreement before Stadium Manager provided access to the full RFP. Five proposals were received from the following firms by the RFP due date and time:

1. Convergint

2. EyeP Solutions, Inc. (EyeP)

3. Johnson Controls Security Solutions (JCI)

4. Securitas Technologies (Securitas)

5. Superior Alarm Systems (SAS)
An Evaluation Committee reviewed the proposals in accordance with the criteria established in the RFP. All five firms satisfied the minimum submission requirements. The evaluation process consisted of two phases. During Phase I, proposals were evaluated based on qualifications and responsiveness to the RFP requirements. Firms receiving the highest scores and meeting the minimum qualifications advanced to Phase II, which included interviews, presentations, and cost evaluations. Following completion of Phase II, Superior Alarms Systems (SAS) was determined to provide the best overall value based on the evaluation criteria set forth in the RFP. The Stadium Manager subsequently entered negotiations with SAS and successfully negotiated the proposed rates and fees.

As such, the Stadium Manager is requesting Stadium Authority Board (Board) approval for the following actions for a service agreement for security integrator systems services:

1. Approve and authorize the Stadium Manager to enter into an agreement with Superior Alarm Systems (Attachment 1) to provide on-call, as-needed professional security integrator services at Levi’s Stadium for an initial term of five (5) years commencing August 19, 2026, and expiring August 18, 2031, with five (5) optional one-year extensions through August 18, 2036 (“Agreement”) with a total not to exceed of One Million Eight Hundred Thirty Eight and Twenty Two Dollars ($1,838,022.00). The term for each fiscal year is contingent on the SCSA approving the applicable fiscal year's budget, including amounts due under the Agreements.

2. Authorize the Stadium Authority Executive Director to approve future amendments as needed to: (a) exercise the option to extend the Agreement by five (5) one-year extension periods through August 18, 2036; and (b) adjust labor rates for each one-year extension by up to five percent (5%) annually, in accordance with the terms and conditions associated with rate increases in Exhibit B of the Agreement.

3. Authorize the Stadium Manager to execute and administer task orders with SAS to perform services for approved security department budgeted items approved as part of the Stadium Authority annual budget process during any fiscal year within the initial term and any extension periods, consistent with the terms and funding limitations set forth therein.

DISCUSSION
Stadium Authority staff reviewed the Stadium Manager’s Recommendation for Award memo and supporting documents for consistency with the Stadium Authority Procurement Policy and Santa City of Santa Clara Page 2 of 6 Printed on 8/14/2026
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Clara City Code Chapter 2.105.140(c) (Competitive requirements for purchases - Formal requests for proposals for agreements with an amount over $250,000). As described above and in the Stadium Manager’s Recommendation for Award memo, the Stadium Manager implemented an RFP process and received five (5) proposals, and through the evaluation and subsequent negotiations process is recommending award of the agreement to Superior Alarm Systems (SAS), the proposer offering the best value.

The Stadium Manager is proposing an initial five-year term (August 19, 2026 through August 18, 2031). Exhibit B of the Agreement outlines established pricing for ongoing hourly rates for as-needed services and reflects up to a 5% increase year over year.

The Agreement includes a provision allowing for annual rate adjustments in contract years six through ten (August 19, 2031 through August 18, 2036), limited to five percent (5%) annually or the Employment Cost Index (ECI) for Wages and Salaries for Private Industry Workers, as published by the U.S. Bureau of Labor Statistics, whichever is lower, should the Stadium Manager elect to exercise the option years.

Compensation for services to be performed under this Agreement will be set forth in each Task Order and will be funded through the approved Capital Expense budget items and approved Stadium Manager’s Shared Stadium Expense budget items as part of the Stadium Authority’s annual budget process for each year of the Agreement. For Shared Stadium Expenses, the Stadium Authority is responsible for fifty percent (50%) of the cost of the security integrator’s services.

Approved SCSA budget for Capital Expenditure (Cap Ex) security projects for Fiscal Year 2026/27, as shown in the table below:

Project Name Total
Install Stadium Camera Booths Card Readers $ 96,558
Enhance Stadium Security Access Control (2020/21 Carryover) $ 270,133 Security General Allowance (2023/24 Carryover) $ 98,019 Stadium Camera Coverage Upgrade (2024/25 Carryover) $ 574,750 Security General Allowance $ 261,187
Surveillance-Cameras $ 287,375
Total $ 1,588,022
The Agreement does not guarantee any minimum amount of work or compensation to the security integrator. The compensation for each Task Order will not exceed the approved budget item. The Agreement does not authorize any new or additional spending beyond what is approved through the Stadium Authority’s annual budget process.

Because of the security nature of the planned improvements, the Stadium Manager will coordinate with the Santa Clara Police Department (SCPD) and partner agencies on all security system upgrades and related security projects at Levi’s Stadium prior to implementation. This coordination is important to ensure that security integrator projects are aligned with SCPD’s public safety and operational needs and that proposed improvements support effective security and emergency City of Santa Clara Page 3 of 6 Printed on 8/14/2026
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response at the Stadium. During major events, the Stadium Manager coordinates with SCPD and the U.S. Department of Homeland Security (DHS) on security planning and operations to support a coordinated approach to public safety and event security. Staff recommendation to direct the Stadium Manager to coordinate these improvements is included in this report.

Based on the documentation provided, staff recommend approval of the Stadium Manager’s requests and additional delegated authority to the Stadium Manager to execute amendments to the Agreement as approved by the Executive Director, and to issue and execute work orders for the Agreement, up to the not-to-exceed amounts for each contract year, subject to budget appropriations.

The Stadium Authority Counsel’s Office has reviewed the Agreement for comparison to the Stadium Authority’s customary language. Nothing in the 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.

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 yearend reconciliation/true-up, which the Stadium Manager agrees to assess and respond to in good faith.

ENVIRONMENTAL REVIEW
The action being considered is exempt from the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines section 15301 “Existing Facilities” as the activity consists of existing public or private facilities involving negligible or no expansion of use beyond that existing at the time of the lead agencies determination.

FISCAL IMPACT
The total not-to-exceed amount for the initial five-year term of the Agreement is $1,838,022, consisting of $250,000 in Shared Stadium Expenses (50/50) and $1,588,022 for approved Cap Ex security projects for Fiscal Year (FY) 2026/27. The requested not-to-exceed amount does not cover costs for the entire Agreement term and will be subject to future Board approved budgets for security Cap Ex and Shared Stadium Expense projects.

The Stadium Authority FY 2026/27 Budget includes Shared Stadium Expenses, such as costs associated with conducting comprehensive security system assessments. In accordance with the Stadium Lease, most Shared Stadium Expenses are allocated 50/50. There are sufficient funds in the FY 2026/27 Shared Stadium Expenses budget to cover the Stadium Authority’s fifty percent (50%) share of the projected $250,000 in Shared Stadium Expenses, up to $125,000.

The Stadium Authority FY 2026/27 Budget also includes $1,588,022 for Stadium Authority-approved Cap Ex security projects. This amount includes $96,558 for Stadium Camera Booth Card Readers, $270,133 for the Enhance Stadium Security Access Control project, $98,019 for the Security General Allowance, $574,750 for the Stadium Camera Coverage Upgrade, $261,187 for the Security General Allowance, and $287,375 for Surveillance Cameras.

The Stadium Manager will request future Stadium Authority approvals to amend the Agreement to City of Santa Clara Page 4 of 6 Printed on 8/14/2026
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increase the aggregate not-to-exceed amount to reflect future budgets approved by the Stadium Authority for security Cap Ex and Shared Stadium Expense projects. The Agreement does not guarantee any minimum amount of work or compensation to the security integrator, and all work will be performed pursuant to written task orders.

A delegation of authority is requested to authorize the Executive Director to approve amendments to extend the Agreement for years six through ten (August 19, 2031 through August 18, 2036) and increase labor rates by up to five percent (5%) for each one-year extension period, consistent with the terms of the Agreement. Any such extensions and adjustments will remain subject to available Stadium Authority budget appropriations, including annual approval by the Board.

The term for subsequent fiscal years and any expenditures under the Agreement are 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 Section 17.30.100.

COORDINATION
This report has been coordinated with the Stadium Authority Counsel and Treasurer’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] or at the public information desk at any City of Santa Clara public library.

RECOMMENDATION

1. Approve and authorize the Stadium Manager to enter into an agreement with Superior Alarm Systems (Attachment 1) to provide on-call, as-needed professional security integrator services at Levi’s Stadium for an initial term of five (5) years commencing August 19, 2026, and expiring August 18, 2031, with five (5) optional one-year extensions through August 18, 2036 (“Agreement”) with a total not to exceed of One Million Eight Hundred Thirty Eight and Twenty Two Dollars ($1,838,022.00). The term for each fiscal year is contingent on the SCSA approving the applicable fiscal year's budget, including amounts due under the Agreements.

2. Authorize the Stadium Authority Executive Director to approve future amendments as needed to: (a) exercise the option to extend the Agreement by five (5) one-year extension periods through August 18, 2036; and (b) adjust labor rates for each one-year extension by up to five percent (5%) annually, in accordance with the terms and conditions associated with rate increases in Exhibit B of the Agreement.

3. Authorize the Stadium Manager to execute and administer task orders with SAS to perform services for approved security department budgeted items approved as part of the Stadium Authority annual budget process during any fiscal year within the initial term and any extension periods, consistent with the terms and funding limitations set forth therein.

4. Direct the Stadium Manager to coordinate with the Santa Clara Police Department (SCPD) and partner agencies on all security system upgrades and related security projects at Levi’s Stadium prior to implementation.

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Reviewed by: Kenn Lee, Acting Assistant City Manager / Chief Financial Officer Approved by: Jovan D. Grogan, Executive Director

ATTACHMENTS

1. Draft Agreement with Superior Alarm Systems

2. Stadium Manager’s Recommendation Memo
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Security Integrator Services Page 1 of 39
Professional Services Agreement

FORTY NINERS STADIUM MANAGEMENT COMPANY LLC

ON-CALL PROFESSIONAL SERVICES AGREEMENT

PROFESSIONAL SECURITY INTEGRATOR SERVICES
This Agreement is made and entered into this [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***] by and between the Forty Niners Stadium Management Company LLC, a Delaware limited liability company (“Stadium Manager”) and Superior Alarm Systems with its principal place of business at 9001 Canoga Avenue, Canoga Park, CA, 91304 (“Consultant”). Stadium Manager and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

RECITALS
A. Stadium Manager is a public agency of the State of California and is in need of professional services for the following project:

Professional integrator services that include designing, engineering and drafting scopes of work, managing subcontractors, sourcing and procuring the best-value products, arranging for timely installation services when needed, providing ongoing support, including security system maintenance, staff training, emergency response, and security system monitoring to ensure the security system operates optimally without interruption (hereinafter referred to as “the Project”).

B. Consultant is duly licensed and has the necessary qualifications to provide such services on the Project. Consultant desires to perform and assume responsibility for the provision of certain professional services required by Stadium Manager on the terms and conditions set forth in this Agreement and in the task order(s) to be issued pursuant to this Agreement (“Task Order”).

C. The Parties desire by this Agreement to establish the terms for Stadium Manager to retain Consultant to provide the services described herein.

AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:

1. Services.

Consultant shall provide the Stadium Manager with the services described in the Scope of Services attached hereto as Exhibit A. The services shall be more particularly described in the individual Task Order issued by the Stadium Manager or its designee. No services shall be performed unless authorized by a fully executed Task Order in the form attached hereto as Exhibit C.

2. Compensation.
a. Consultant shall receive compensation, including authorized reimbursements, for all services rendered under this Agreement at the rates set forth in the Security Integrator Services Page 2 of 39
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Schedule of Charges attached hereto as Exhibit B and incorporated herein by this reference. The maximum compensation for services to be provided pursuant to each Task Order shall be set forth in the relevant Task Order. The total compensation to be provided under this Agreement by Stadium Manager to Consultant, in the aggregate, will not exceed One Million Eight Hundred Thirty Eight Thousand Twenty Two Dollars ($1,838,022.00) subject to budget appropriations. b. Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Payments to Consultant for work performed will be made on a monthly billing basis.

3. Additional Work.

If changes in the work seem merited by Consultant or the Stadium Manager, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the Stadium Manager by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the Stadium Manager and executed by both Parties before performance of such services, or the Stadium Manager will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement.

4. Maintenance of Records.

Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by Stadium Manager.

5. Time of Performance.

The term of this Agreement shall be from [Insert start date] to [Insert end date], unless earlier terminated as provided herein. Consultant shall complete the services within the term of this Agreement, and shall meet any other established schedules and deadlines set forth in each individual Task Order issued by the Stadium Manager. All applicable indemnification provisions of this Agreement shall remain in effect following the termination of this Agreement.

6. Delays in Performance.
a. Neither Stadium Manager nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non-performing party. For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; pandemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage or judicial restraint.

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b. Should such circumstances occur, the non-performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement.

7. Compliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the Stadium Manager, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement.

8. Standard of Care
Consultant’s services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions.

9. Assignment and Subcontractor
Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the Stadium Manager, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subcontractors as Consultant may deem appropriate to assist in the performance of services hereunder.

10. Independent Contractor
Consultant is retained as an independent contractor and is not an employee of Stadium Manager. No employee or agent of Consultant shall become an employee of Stadium Manager.

The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from Stadium Manager as herein provided.

11. Insurance. Consultant shall not commence work for the Stadium Manager until it has provided evidence satisfactory to the Stadium Manager it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Commercial General Liability
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(i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the Stadium Manager. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following:
(1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX) exclusion deleted
(7) Contractual Liability with respect to this Agreement (8) Property Damage
(9) Independent Contractors Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
(v) The policy shall give Stadium Manager, Forty Niners SC Stadium Company LLC, Forty Niners Football Company LLC, the Santa Clara Stadium Authority, and the City of Santa Clara, their officials, officers, employees, agents and designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the Stadium Manager, and provided that such deductibles shall not apply to the Stadium Manager as an additional insured.
b. Automobile Liability
(i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for any auto, including those owned, non-owned, hired or otherwise operated or used by or on behalf of Contractor, in a form and with insurance companies acceptable to the Stadium Manager.

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(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(iii) The policy shall give Stadium Manager, Forty Niners SC Stadium Company LLC, Forty Niners Football Company LLC, the Santa Clara Stadium Authority, and the City of Santa Clara, their officials, officers, employees, agents and designated volunteers additional insured status.
(iv) Subject to written approval by the Stadium Manager, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the Stadium Manager as an additional insured, but not a self-insured retention. c. Workers’ Compensation/Employer’s Liability
(i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.
(ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Consultant shall require all subcontractors to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type and limits as specified in this section.
d. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the Stadium Manager and in an amount indicated herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend. e. Cyber Liability
At all times during the performance of the work under this Agreement the Consultant shall maintain cyber liability insurance for losses arising from destruction or corruption of data, Security Integrator Services Page 6 of 39
Professional Services Agreement
including but not limited to privacy and data security breaches, virus transmission, unauthorized access, denial of service and loss of income from network security failures. f. Umbrella/Excess Liability
At all times during the performance of the work under this Agreement the Consultant shall maintain umbrella or excess liability insurance that is follow form to and provides excess coverage over the liability policies specified above.
g. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:

Limits of Insurance
Commercial General Liability $2,000,000 per occurrence/$4,000,000 aggregate for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 combined single limit
Employer’s Liability $1,000,000 per accident or disease Professional Liability $5,000,000 per claim and aggregate (errors and omissions)
Cyber Liability $3,000,000 per claim
Umbrella/Excess Liability $10,000,000 per claim and aggregate (ii) Defense costs shall be payable in addition to the limits. (iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. g. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the Stadium Manager evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.

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Professional Services Agreement
h. Policy Provisions Required
(i) Consultant shall provide the Stadium Manager at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the Stadium Manager at least ten (10) days prior to the effective date of cancellation or expiration. (ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant’s policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the Stadium Manager or any named insureds shall not be called upon to contribute to any loss. (iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of the Stadium Manager, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against Stadium Manager, and shall require similar written express waivers and insurance clauses from each of its subcontractors.
(v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.

Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the Stadium Manager and shall not preclude the Stadium Manager from taking such other actions available to the Stadium Manager under other provisions of the Agreement or law. i. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determined by the Stadium Manager, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through Security Integrator Services Page 8 of 39
Professional Services Agreement
surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
j. Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the Stadium Manager, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, Stadium Manager has the right but not the duty to obtain the insurance it deems necessary and any premium paid by Stadium Manager will be promptly reimbursed by Consultant or Stadium Manager will withhold amounts sufficient to pay premium from Consultant payments.

In the alternative, Stadium Manager may cancel this Agreement. (iii) The Stadium Manager may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the Stadium Manager nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
h. Subcontractor Insurance Requirements. Consultant shall not allow any subcontractors or subcontractors to commence work on any subcontract until they have provided evidence satisfactory to the Stadium Manager that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors or subcontractors shall be endorsed to name the Stadium Manager as an additional insured using ISO forms CG 20 10 10 01 and 20 37 10 01 or an endorsement providing the exact same coverage.

If requested by Consultant, Stadium Manager may approve different scopes or minimum limits of insurance for particular subcontractors or subcontractors.

12. Indemnification.
a. To the fullest extent permitted by law, Consultant shall defend (with counsel of Stadium Manager’s choosing), indemnify and hold Stadium Manager, the Santa Clara Stadium Authority, the City of Santa Clara, their affiliates, and each of their respective officers, directors, managers, members, partners, owners, employees, agents and authorized volunteers, each tenant and event promoter of Levi’s Stadium, and any mortgagee, bond trustee or other financial institution from time to time holding a line or indenture upon an interest in Levi’s Stadium, and each of them (collectively, the “Indemnified Parties”) free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of Security Integrator Services Page 9 of 39
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the Consultant’s services, the Project, any Task Order or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the Indemnified Parties. b. In addition, Consultant shall be fully responsible for any unauthorized collection, access, use, and disclosure of Privacy Restricted Data, as defined in the Stadium Manager’s Privacy and Data Collection Addendum attached hereto as Exhibit D and incorporated herein by this reference (the “Addendum”), and Stadium Manager Data, as defined in Section 15 below, within its possession or control, or within the possession or control of its subcontractors, employees, and any third party that receives the Privacy Restricted Data or Stadium Manager Data from Consultant, including all civil liability, consumer reporting requirements, and consumer credit monitoring requirements arising from any unauthorized access of such Privacy Restricted Data and Stadium Manager Data, and shall indemnify, defend and hold harmless the Indemnified Parties against any claims, suits, investigations, demands, damages, actions, fines, penalties or losses (including reasonable attorneys’ fees and costs) in connection therewith, including any breach of Consultant’s obligations under the Addendum and/or Consultant’s use or disclosure of Privacy Restricted Data in violation of applicable Privacy Laws, as defined in Schedule 1. c. If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance of “design professional” services (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

13. California Labor Code Requirements.
a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the Indemnified Parties free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work Security Integrator Services Page 10 of 39
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performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4.
b. If the services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subcontractors performing such services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. c. It shall be Consultant’s sole responsibility to comply with, and maintain adequate records of its adherence to, all applicable registration and labor compliance requirements.

Proof of such compliance may include Contractor registration with the Department of Industrial Relations, California certified payroll form A-131, statements of non-performance for work not undertaken at any point during the project, DAS 140/142 forms for all apprenticeable crafts or trades, and proper fringe benefits statements. At any time during or subsequent to the full performance of the services under this Agreement, Stadium Manager and/or the Santa Clara Stadium Authority may require Contractor to produce complete and adequate compliance records, subject to Stadium Manager and/or the Santa Clara Stadium Authority’s satisfaction, prior to release of payment.
d. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. Any stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the Stadium Manager. Consultant shall defend, indemnify and hold the Indemnified Parties free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor.

14. Verification of Employment Eligibility.

By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subcontractors and sub-subcontractors to comply with the same.

15. Data Protection and Security.

As part of the performance of its Services under this Agreement, Consultant will be provided access to certain sensitive information including security and operations related data and other forms of non-public data provided by Stadium Manager to Consultant to enable the provision of Services (collectively, “Stadium Manager Data”). Consultant will maintain appropriate administrative, physical, and technical safeguards for protection of the security, confidentiality, Security Integrator Services Page 11 of 39
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and integrity of the Stadium Manager Data. Those safeguards will include, but will not be limited to, measures designed to prevent unauthorized access to or disclosure of the Stadium Manager Data. Company agrees to comply with all applicable privacy laws, including, but not limited to, the California Consumer Privacy Act (CCPA), the General Data Protection regulation (GDPR) (when applicable), and any other relevant state, federal, or international laws or regulations pertaining to data privacy and data protections. Company shall comply with the terms and conditions as defined by the Addendum.

16. Laws and Venue.

This Agreement shall be interpreted in accordance with the laws of the State of California.

If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Santa Clara, State of California. 17 Termination or Abandonment
a. Stadium Manager has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10) calendar days written notice to Consultant. In such event, Stadium Manager shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the work completed and/or being abandoned. Stadium Manager shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by Stadium Manager and Consultant of the portion of such task completed but not paid prior to said termination. Stadium Manager shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work. b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty (30) calendar days’ written notice to Stadium Manager only in the event of substantial failure by Stadium Manager to perform in accordance with the terms of this Agreement through no fault of Consultant.
18 Documents. Except as otherwise provided in “Termination or Abandonment,” above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the Stadium Manager.

19. Organization
Consultant shall assign _________________________ as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the Stadium Manager.

20. Limitation of Agreement.

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This Agreement is limited to and includes only the work included in the Project described above.

21. Notice
Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:

STADIUM MANAGER:

Forty Niners Stadium Management Company LLC
4900 Marie DeBartolo Way
Santa Clara, CA 95054
Attn: [***INSERT STADIUM MANAGER REP.

NAME AND TITLE***]
With copy to:

Legal Affairs
Forty Niners Stadium Management Company LLC
4949 Marie P. DeBartolo Way
Santa Clara, CA 95054
CONSULTANT:
[***INSERT NAME, ADDRESS &
CONTACT PERSON***]
and shall be effective upon receipt thereof.

22. Third Party Rights
Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the Stadium Manager and the Consultant.

23. Equal Opportunity Employment.

Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions.

Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

24. Entire Agreement
This Agreement, with its exhibits, represents the entire understanding of Stadium Manager and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that Security Integrator Services Page 13 of 39
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any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto. This is an integrated Agreement.

25. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the remaining provisions unenforceable, invalid or illegal.

26. Successors and Assigns
This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of Stadium Manager. Any attempted assignment without such consent shall be invalid and void.

27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing.

28. Time of Essence
Time is of the essence for each and every provision of this Agreement.

29. Stadium Manager’s Right to Employ Other Consultants Stadium Manager reserves its right to employ other consultants, including engineers, in connection with this Project or other projects.

30. Disputes
All disputes between Consultant and the Stadium Manager relating in any way to this Agreement or any work performed under this Agreement (including, but not limited to, claims for breach of contract, tort, discrimination, harassment and any violation of federal or state law, regulation or constitution) (“Arbitrable Claims”) shall be resolved by binding arbitration under the Federal Arbitration Act, in conformity with the procedures of the California Arbitration Act (Cal.

Code Civ. Proc. § 1280 et seq., including § 1283.05 and all of the Act’s other mandatory and permissive rights to discovery). In addition to any other requirements imposed by law, the arbitrator selected shall be a retired California Superior Court Judge, or otherwise qualified individual to whom the parties mutually agree, and shall be subject to disqualification on the same grounds as would apply to a judge of such court. All rules of pleading (including the right of demurrer), all rules of discovery, all rules of evidence, all rights to resolution of the dispute by means of motions for summary judgment, judgment on the pleadings and all other dispositive motions, and judgment under Code of Civil Procedure § 631.8 shall apply and be observed.

Resolution of the dispute shall be based solely upon the law governing the claims and defenses pleaded, and the arbitrator may not invoke any basis other than such controlling law. The arbitrator shall have the immunity of a judicial officer from civil liability when acting in the capacity of an Security Integrator Services Page 14 of 39
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arbitrator, which immunity supplements any other existing immunity. Likewise, all communications during or in connection with the arbitration proceedings are privileged in accordance with Cal. Civil Code § 47(b). As reasonably required to allow full use and benefit of this agreement’s modifications to the Act’s procedures, the arbitrator shall extend the times set by the Act for the giving of notices and setting of hearings. Awards shall include the arbitrator's written reasoned opinion. The Parties understand and agree to this binding arbitration provision, and both Consultant and the Stadium Manager give up their right to trial by jury of any claim they may have against each other.

31. Conflicts of Interest
This Agreement does not prevent either Party from entering into similar agreements with other parties. To prevent a conflict of interest, Consultant certifies that to the best of its knowledge, no Stadium Manager, Forty Niners SC Stadium Company LLC, Forty Niners Football Company LLC, Santa Clara Stadium Authority, or City of Santa Clara officer, employee, or authorized representative has any financial interest in the business of Consultant and that no person associated with Consultant has any interest, direct or indirect, which could conflict with the faithful performance of this Agreement. Consultant is familiar with the provisions of California Government Code Section 87100 and following, and with the Stadium Authority Conflict of Interest Code, and certifies that it does not know of any facts which would violate these code provisions. Consultant will advise Stadium Manager if a conflict arises. [SIGNATURES ON FOLLOWING PAGE]
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SIGNATURE PAGE FOR ON-CALL PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE FORTY NINERS STADIUM MANAGEMENT COMPANY LLC AND [***INSERT CONSULTANT NAME***]
IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the [***INSERT DAY***] day of [***INSERT MONTH***], [***INSERT YEAR***].

FORTY NINERS STADIUM [INSERT NAME OF CONSULTANT]

MANAGEMENT COMPANY LLC
By: By:
[INSERT NAME]
[INSERT TITLE] Its:

Printed Name:

ATTEST:

By:
[INSERT NAME]
[INSERT TITLE]
-
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EXHIBIT A

SCOPE OF SERVICES
This Scope of Services defines the general terms and range of services that Consultant may be requested to perform under the Agreement. The Agreement is not a guarantee of work. 1) General Service Terms:
a) Task Order:
i) Except for Service Requests, no Services shall be performed unless authorized by a fully executed Task Order issued by Stadium Manager.
(1) Consultant may provide the limited services outlined in the section detailing Service Requests in response to a Service Request placed by Stadium Manager without a Task Order.
(2) Service Requests shall be tracked by Consultant and may be incorporated into a subsequent Task Order or otherwise reconciled as part of the Agreement. ii) Upon issuance of each Task Order, the Consultant shall assume full responsibility and accountability for all aspects of project execution, from initiation through final completion, within the scope defined in the applicable Task Order. This shall include, without limitation, project planning, scheduling, resource allocation, procurement, subcontractor engagement and management, installation, system integration and programming, testing, commissioning, and closeout. The Consultant shall ensure that all Services are performed in accordance with the requirements, timelines, and standards set forth in the applicable Task Order.
b) Task Order Contents:
i) Each Task Order shall, at a minimum, specify:
(1) Services to be performed
(2) locations for Services
(3) schedule and milestones
(4) deliverables
(5) assumptions and dependencies
(6) exclusions
(7) compensation
(8) acceptance criteria
c) Change Management: Any modification of a Task Order requires a written change order executed by the Parties that describes, at a minimum, the changes and the resulting impact on schedule and cost.
d) General:
i) Consultant’s normal working days and hours are Monday-Friday between 6:00 a.m. and 5:00 p.m., Pacific Time, excluding Holidays (“Normal Working Hours”). ii) Consultants' normal business hours are Monday-Friday between 8a.m. and 5p.m.

Pacific Time, excluding holidays (“Normal Business Hours”). iii) Consultant’s holidays are: New Year’s Day; Martin Luther King Jr. Day, President’s Day, Memorial Day; Independence Day; Labor Day; Thanksgiving Day; Day after Thanksgiving; Christmas Day.
iv) All work performed shall meet the latest revision of all applicable federal, state, and Security Integrator Services Page 17 of 39
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local regulations, laws, codes, and regulations.
v) Consultant will utilize trained, licensed, and experienced staff and subcontractors to perform all Services.
vi) Consultant shall comply with the California Department of Industrial Relations (DIR) pursuant to Labor Code §1725.5 and comply with all applicable prevailing wage requirements of the State of California, and apprenticeship laws under Labor Code §1777.5 when applicable and required based on the Services assigned via Task Order. vii)All site access and work schedules are subject to approval by Stadium Manager.

Consultant shall comply with all Stadium access, safety, and security requirements and coordinate response and service activities in alignment with Stadium event schedules and operational priorities.
viii) Each party shall designate a primary point of contact for coordination and communication.
ix) Procurement activities shall be conducted in accordance with approved Task Orders and may be subject to Stadium Manager purchasing policies and approval. Stadium Manager reserves the right to supply all or part of the materials or equipment on any project.
2) Security System and Components: The Consultant may work with various security components and systems, which include, but are not limited to, the following:
a) Servers, archivers, and associated infrastructure
b) Access control systems
c) Video surveillance (CCTV) systems
d) Command center hardware and software
e) Intrusion detection and alarm systems
f) Perimeter security systems
g) Intercom and emergency communication systems
h) IT network infrastructure supporting security systems i) Integrations with non-security software and hardware j) Software
k) Any additional security hardware or software identified through system evaluations and necessary to maintain or enhance security at Levi’s Stadium 3) Services: The Consultant shall provide services which may include, but are not limited to, the following:
a) Assessment, Design & Engineering, & Consulting
i) Provide engineering and design services for system enhancements, including, but not limited to, the integration of new technologies, system upgrades, application of software and firmware patches, and replacement of system components. ii) Provide ongoing consultation and strategic recommendations related to system performance, scalability, expansion, and lifecycle management, including the identification of end-of-life components and recommended remediation or upgrade paths.
iii) Prepare project budgets, scopes of work, and technical documentation. b) System Integration, Configuration & Cybersecurity
i) Program, configure, and maintain new and existing security systems to operate within the centralized security platform, ensuring centralized control and data integration ii) Ensure all devices and components are fully integrated with existing IT infrastructure Security Integrator Services Page 18 of 39
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and the centralized security system, as required.
iii) Align security system configuration and operation with Stadium Manager’s cybersecurity policies and applicable industry frameworks (e.g., NIST, ISO), as directed by Stadium Manager.
c) Procurement & Implementation
i) Vet, source, and procure security equipment, software, and components, leveraging partnerships and cooperative purchasing agreements where applicable. ii) Install, configure, and commission security hardware and software components and systems.
iii) Manage software licensing, including renewals and compliance. d) Project Management & Coordination
i) Manage and oversee all phases of assigned Task Orders, including scheduling, resource allocation, and quality control.
ii) Coordinate with Stadium Manager’s IT staff, security personnel, contractors, vendors, and other stakeholders, as necessary, to ensure that all projects account for and do not damage, obstruct, interfere with, or otherwise adversely impact existing or planned Security systems, and that such systems are properly protected and maintained throughout design, construction, and ongoing operations. iii) Select, vet, and manage subcontractors needed for security projects. e) Operations, Maintenance & Support, Service Requests
i) Provide ongoing system maintenance, monitoring, and technical support as requested by Stadium Manager.
ii) Service Requests: The Consultant shall respond to and resolve system issues, incidents, and emergencies in accordance with the response and resolution times set forth below without a Task Order (“Service Request”). The applicable service priority level shall be assigned by the Stadium Manager at the time the service request is initiated and shall be identified as one of the following: P1 Emergency, P1 IT Emergency, P2 Priority (Non-Emergency), or P3 Standard Service Request. The Consultant shall comply with all response and resolution requirements associated with each service level.
iii) Time Commitments for Service Requests: (Applies to All Service Levels):

The time commitment for responses to Service Requests begins upon the Consultant confirming or acknowledging receipt of the Service Request. Service Requests must be submitted via the designated phone number provided to Stadium Manager for service calls and/or the designated email address, as required for the level of service being requested.
(1) Requests submitted via email shall result in the generation of a service ticket, which shall serve as confirmation of receipt and acknowledgment of the Service Request and will begin the time commitment for the Consultant’s response. (2) Response and service timelines are contingent upon the Consultant being provided reasonable access to the site and are subject to safety conditions, traffic, and other factors beyond the Consultant’s reasonable control.
iv) Service Levels: The following are the service levels and corresponding response times:
(1) P1: Emergency - Onsite response Required.
(a) Service Requests: Stadium Manager must call the dedicated telephone number AND send an email to the dedicated email address detailing the issue and the Security Integrator Services Page 19 of 39
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level of service requested.
(b) Time to First Response: Consultant will contact the Stadium Manager by telephone within one (1) hour.
(c) Service Dispatch: Consultant will dispatch service technician(s) within four (4) hours.
(d) Arrival of Technician(s) on-site: Technician(s) will arrive on site within four (4) hours and thirty (30) minutes.
(e) Availability of Service: Service is available 24 hours per day, 7 days per week.
(2) P1: IT Emergency: Remote Support
(a) Service Requests: Stadium Manager makes a service request by calling the dedicated telephone number AND by sending an email to the dedicated email address detailing the issue and the level of service requested. (b) Time to First Response: Consultant will contact Stadium Manager by telephone within one (1) hour.
(c) On-line Service Begins: Consultant will have an engineer engaged online to address the issue within four (4) hours.
(d) Availability of Service: Service is available 24 hours per day, 7 days per week. (3) P2 Priority, Non-Emergency
(a) Service Requests: Stadium Manager makes a service request by sending an email to the dedicated email address detailing the issue and level of service requested.
(b) Time to First Response: For requests received and acknowledged during Normal Business Hours, Consultant will contact Stadium Manager within four (4) hours, provided the four (4)-hour response period falls within Normal Business Hours. If any portion of the four (4)-hour response period extends beyond Normal Business Hours, the response time will be suspended at the end of Normal Business Hours and will resume at the start of the next Normal Working Hours period, with the remaining time carried over. (c) Service Begins: Consultant will assign a dedicated technician(s) and/or other resources to address the service request within two (2) business days during Normal Working Hours.
(d) Availability of Service: Service is available during Normal Working Hours. (4) P3 Standard Service Request
(a) Service Request: Stadium Manager makes a service request by sending an email to dedicated email address detailing the issue and level of service requested.
(b) Time to First Response: For requests received during Normal Business Hours, Consultant will contact Stadium Manager within four (4) hours, provided the four (4)-hour response period falls within Normal Business Hours. If any portion of the four (4)-hour response period extends beyond Normal Business Hours, the response time will be suspended at the end of Normal Business Hours and will resume at the start of the next Normal Business Hours period, with the remaining time carried over.
(c) Service Begins: Consultant will assign a dedicated technician(s) and/or other resources to address the service request within five (5) business days during Security Integrator Services Page 20 of 39
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Normal Working Hours.
(d) Availability of Service: Service is available during Normal Working Hours. f) Training & Documentation
i) Provide training to Stadium Manager staff, as requested by Stadium Manager, on system operation, maintenance, and any other topics relevant to operating the security system and its components.
g) Compliance
i) Ensure all services, designs, and installations comply with applicable local, state, and federal regulations, as well as league-specific requirements, including NFL Security Best Practices and SAFETY Act considerations
ii) Consultant will support compliance efforts related to security systems but does not assume responsibility for overall regulatory compliance of Stadium operations. 4) Licensing, Compliance, and Access Requirements
a) The Consultant shall, at all times during the Term of this Agreement, including any extensions thereof, maintain all licenses, certifications, registrations, and qualifications required to perform the services described herein, in accordance with all applicable federal, state, and local laws, codes, and regulations. Such requirements shall apply equally to the Consultant and its employees, subcontractors, agents, and representatives. b) The Consultant shall maintain valid, active California C-7 Low Voltage Systems Contractor and C-10 Electrical Contractor licenses, both in good standing with the California Contractors State License Board (CSLB), for the Term of this Agreement, including any extensions. The Consultant shall be fully qualified to perform low-voltage system installation and all required electrical work under these licenses. c) All work requiring a C-7 or C-10 license shall be performed either directly by the Consultant or by properly licensed subcontractors, subject to prior approval by the Stadium Manager. The Consultant shall remain fully responsible for all work performed by the subcontractor.
d) The Consultant shall ensure that all personnel, including employees, subcontractors, agents, and representatives, comply with all Stadium Manager data security, cybersecurity, and information technology policies and procedures, as may be updated from time to time.

This includes, but is not limited to, executing any required confidentiality, non-disclosure, data access, or similar documentation as a condition of access to systems, networks, or sensitive information. Consultant’s obligations are limited to systems and services within the scope of work defined under each Task Order.
e) The Consultant shall ensure that all such personnel comply with all Stadium Manager access, badging, and security requirements, including background checks, credentialing, training, and site-specific protocols necessary to perform work at Levi’s® Stadium. f) The Consultant shall remain responsible for the acts and omissions of its personnel, and any subcontractors within the scope of services performed under this Agreement. g) Failure to comply with the requirements of this section may result in denial or revocation of access to Stadium facilities, systems, or projects.
5) Warranties and Equipment:
a) Equipment and material furnished by Consultant shall be new and shall be of commercial quality. Used, reconditioned, or discontinued models and materials are not acceptable. b) The warranty period for Consultant-provided equipment and materials shall be one (1) year or equal to the manufacturer's warranty, whichever is longer. Manufacturer warranties for Security Integrator Services Page 21 of 39
Professional Services Agreement
all security equipment, components, and parts, both software and hardware, will be passed to Stadium Manager.
c) Consultant agrees to provide a 1-year labor warranty. Such warranty shall commence upon the date of acceptance of Consultant’s work by the Stadium Manager d) Consultant guarantees that the labor, equipment and materials used are within the specified guidelines and recommendations of the manufacturer. Consultant shall replace failed and/or defective equipment and parts supplied and/or installed by Consultant that are under warranty. Such cost, if any, shall be incurred by Consultant. Consultant shall be responsible for defects in labor and materials provided by Consultant. Consultant shall not be responsible for defects arising from third-party equipment, manufacturer defects, or modifications performed by others.
e) Consultant shall notify Stadium Manager when a recall is issued for any equipment or component serviced, installed, or repaired by Consultant. Notification by Consultant shall include the reasons for the recall, procedures for replacement, and the disposition of the recalled equipment.
f) Consultant expressly warrants that all materials and 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.

Consultant 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 Consultant. If Consultant fails to promptly correct or replace materials or services, Stadium Manager may make corrections or replace materials or services and charge Consultant for the cost incurred by Stadium Manager. 6) Confidentiality of Material
a) All ideas, memoranda, specifications, plans, manufacturing procedures, data, drawings, descriptions, documents, discussions or other information developed or received by or for Consultant and all other written information submitted to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant 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 Consultant which is otherwise known to Consultant or becomes generally known to the related industry shall be deemed confidential.
7) Project Management
a) Consultant shall assign an Account Executive as the main contact for the Stadium Manager during the Term, and any extensions thereof, of the Agreement. Notice of any changes (including, but not limited to, name, address, e-mail, and telephone number) shall be promptly provided in writing to Stadium Manager. b) Consultant will designate a primary point of contact; however, responsibilities may be supported by a broader team depending on Task Order scope. 8) On-Site Rules:
a) Consultant will comply with all building code requirements, if applicable. The Stadium Manager will not accept Consultant 's work unless it meets all applicable building code requirements.
b) Consultant will follow the Public Health Orders issued by the Santa Clara County Health Department. The Public Health Order updates can be accessed online at Security Integrator Services Page 22 of 39
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https://www.sccgov.org/sites/covid19/Pages/public-health-orders.aspx c) Consultant will use necessary safety equipment when on-site. Safety equipment includes but is not limited to hard hats, eye protection, safety vests, hearing protection, fall protection, and safety boots as required by the California Occupational Safety and Health Administration.
d) Consultant will provide protection for all existing building components beneath and around the work. Any damage to existing building components caused by Consultant shall be immediately repaired or replaced at Consultant ’s sole expense in a manner acceptable to and approved by Stadium Manager.
e) In all active work areas, Consultant, and its subcontractors, will provide, install and maintain all necessary barricades and warnings to prohibit pedestrian access into any affected work area. This not only includes areas surrounding the work but also includes areas below the work. Levi’s® Stadium is an active building containing employees, guests, and other Consultants daily. Consultant shall be responsible for keeping others out of their active work areas and preventing the exposure of others to grinding, sanding, scraping, paint drips, overspray or any other material generated within the work area, both around and below.
f) At end of each workday, remove rubbish, empty cans, rags, and other discarded materials from project site. Secure, locate and position all unused materials and equipment, including man lifts, to the satisfaction of Stadium Manager. g) Consultant shall park in only approved designated parking areas as identified by Stadium Manager.
h) No smoking, drugs, or alcohol permitted on site
i) Consultant will schedule work hours with the Stadium Manager. j) Consultant will coordinate employee break areas with the Stadium Manager. All lunch and break debris generated by the Consultant must be disposed of immediately in appropriate containers (i.e., glass, aluminum, cardboard, etc.). k) No radios, iPods, music devices with earbuds, etc. are allowed. l) Consultant will contact Stadium Manager immediately should any incidents occur or if any conflicts with these onsite rules should arise.
m) Consultant and all subcontractors must register in the Stadium Manager’s visitor management and access control system in order to enter the Stadium. n) Consultants and all employees must stay in their area as required and defined in the Project scope of work. Any Consultant employee found outside of the authorized Project area will be removed from the property and may not return to the site. o) Consultant Equipment / Vehicles – Consultant shall coordinate delivery and use of all equipment brought and used on site (owned or rented) with the Stadium Manager.

Equipment shall display markings identifying the following information for each piece of equipment while on site: Consultant’s company name, contact name, and phone number. i) Equipment requiring this information includes, but is not limited to, the following types of equipment: Material Handling Equipment (such as Forklifts and Pallet Jacks), Golf Carts, Flatbeds, Manlifts, Vehicles, Job Boxes, Trailers,.
p) Anyone operating this equipment must have the proper certifications, operate them in compliance with Cal/OSHA standards, and shall follow any Stadium Manager safety protocols.

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9) Social Media Policy
a) This policy governs Consultant’s use of social media, including any online tools used to share content and profiles, such as personal web pages, message boards, networks, communities, and social networking websites including, but not limited to, Facebook, Twitter, Instagram, LinkedIn, Snapchat, Tumblr, Reddit, and web blogs. The lack of explicit reference to a specific site or type of social media does not limit the application of this policy.
b) The Consultant (and all employees) are prohibited from the following:
i) Using social media to post or to display comments about Stadium Manager, the San Francisco 49ers, Levi’s Stadium, co-workers, supervisors, clients, vendors, suppliers or members of management that are vulgar, obscene, physically threatening or intimidating, harassing, or otherwise constitute a violation of the Stadium Manager’s workplace policies against discrimination, retaliation, harassment, or hostility on account of any protected category, class, status, act or characteristic. ii) Infringing on Stadium’s logos, brand names, taglines, slogans or other trademarks.

Consultants and their agents, owners, and employees shall comply with the laws regarding copyrights, trademarks, rights or publicity and other third-party rights. iii) Posting or displaying content that is an intentional public attack on the quality of the Stadium’s products and/or services in a manner that a reasonable person would perceive as calculated to harm the Stadium’s business and is unrelated to any employee concern involving wages, hours, or other terms and conditions of employment.
10) Use of Subcontractors
a) Quotations for services shall be submitted to Stadium Manager for review and approval before any work can begin. Each quotation will identify all subcontractors that Consultant plans to utilize to perform the work along with a description of the scope of work to be performed by subcontractors.
b) All subcontractors proposed by Consultant to perform work are subject to approval by Stadium Manager.
c) Consultant shall be responsible for the management and performance of all approved subcontractors performing work under its direction within the scope of the applicable Task Order.
d) Consultant shall ensure that all subcontractors of every tier engaged to perform any portion of the work meet the following requirements, if applicable and required based on the project assigned via Task Order:
i) Hold all valid and active licenses, certifications, and registrations required by the State of California, County of Santa Clara, or City of Santa Clara. ii) Be currently registered with the California Department of Industrial Relations (DIR) as a public works Consultant pursuant to Labor Code §1725.5 and comply with all applicable prevailing wage requirements of the State of California, and apprenticeship laws under Labor Code §1777.5, if applicable to the services being performed. iii) Maintain valid workers compensation insurance which meets all requirements of the State of California.
iv) Comply with all policies, regulations, and safety protocols, of the Stadium, including job site security, background checks (if applicable), access control, and environmental standards.

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v) Attend any required preconstruction or compliance meetings as directed by Stadium Manager.
vi) Comply with all requirements of the Agreement between Stadium Manager and Consultant.
vii)Maintain insurance coverage, licenses, and qualifications consistent with the requirements of this Agreement. Upon request, Consultant shall provide documentation demonstrating subcontractor compliance.

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EXHIBIT B

SCHEDULE OF CHARGES
This Exhibit B outlines the rates and fees for Services provided by Consultant. Consultant shall submit itemized invoices detailing all materials (including any non-taxable materials), equipment, dispatch and portal to portal travel charges, subcontractor charges, and Consultant labor charges.

Labor shall be broken down by defined labor categories, and for each category the invoice shall identify the personnel performing the services, the applicable billing rates, and the number of hours worked. For equipment, the invoice shall identify the billed amount for each item and the manufacturer’s suggested retail price (MSRP) for each item. For materials and subcontractor charges, the invoice shall identify the Consultant’s cost and any applicable markup, which shall be separately stated. Any mutually agreed-upon unexpected costs to be reimbursed by Stadium Manager shall be approved in writing by Stadium Manager prior to Consultant incurring them, provided Consultant has furnished proper documentation of such authorized expenses as Stadium Manager may reasonably request. This is a time-and-materials contract.

Stadium Manager is using Coupa, a business spend management platform. All purchase orders, invoices, and payments will be handled electronically using the Coupa Supplier Portal.

Consultant shall work with Stadium Manager to establish all account information necessary to process payments under this Contract via the Coupa Supplier Portal.

I. Labor Rates
Except for Service Requests, which shall be billed in accordance with the Service Request Rates set forth in this Exhibit B, all other Services performed under the Agreement shall be billed on a time-and-materials basis at the applicable hourly labor rates specified herein, based on the actual hours worked.

All labor rates set forth in this Exhibit B are fully burdened and inclusive of all costs incurred by Consultant in the performance of the Services, including, without limitation, wages, payroll taxes, fringe benefits, insurance, supervision, tools, overhead, administrative expenses, and profit.
a. Normal Working Hours: Consultant’s normal working hours (“Normal Working Hours”) shall be defined as 6:00 a.m. to 5:00 p.m., Monday through Friday, excluding federally recognized holidays.
b. Normal Business Hours: Consultant’s normal working hours (“Normal Business Hours”) shall be 8:00 a.m. to 5:00 p.m., Monday through Friday, excluding federally recognized holidays.
c. Regular Hourly Rates: Regular hourly rates shall apply to up to eight (8) hours worked during Normal Working Hours in any given workday. Any hours worked in excess of Security Integrator Services Page 26 of 39
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eight (8) hours in a workday shall not be subject to premium or overtime rates unless expressly approved in advance and in writing by Stadium Manager. d. Overtime rates: “Overtime” shall mean: (i) any time worked in excess of eight (8) hours during Normal Working Hours within any twenty-four (24)-hour period; and/or (ii) any time worked outside of Normal Working Hours, including work performed on Saturdays, Sundays, or federally recognized holidays, unless otherwise agreed to in writing by the Parties.

Positions identified in this Exhibit as “N/A” for overtime, Saturday, or Sunday/holiday rates shall not be eligible for any premium, overtime, or differential compensation under any circumstances.

Consultant shall not perform, and Stadium Manager shall have no obligation to pay for, any Overtime work unless such work has been expressly authorized in advance and in writing by Stadium Manager.
e. Billing Increments: Labor shall be recorded and billed by rounding to the nearest fifteen (15) minute increment as follows: 0 to 7 minutes past the quarter hour shall be rounded down to the previous quarter hour; and 8 to 14 minutes past the quarter hour shall be rounded up to the next quarter after the two-hour minimum is met, where applicable. f. Labor Rate Increases: The labor rates set forth in this Exhibit B shall apply for each applicable year of the initial five (5)-year Term of the Agreement. In the event the Parties agree to extend the Term for one (1) or more optional renewal periods, Consultant may request adjustments to the labor rates on each annual anniversary of the Effective Date occurring during such renewal period(s), subject to the limitations set forth herein. Any approved labor rate adjustment shall not exceed the lesser of: (a) three percent (3%) over the immediately preceding year’s rates; or (b) the percentage change over the preceding twelve (12)-month period in the Employment Cost Index (ECI) for Wages and Salaries for Private Industry Workers, as published by the U.S. Bureau of Labor Statistics.

Notwithstanding the foregoing, increases to such Technician PW rates in excess of three percent (3%) shall be allowed only where mandated by an increase in the applicable prevailing wage determination.

Consultant shall submit any request for a labor rate increase in writing to Stadium Manager no less than ninety (90) calendar days prior to the applicable anniversary date of the Effective Date. Such request shall include reasonable supporting documentation substantiating the proposed adjustment, including, where applicable, reference to the relevant ECI data or updated prevailing wage determination.

No labor rate adjustment shall be effective unless and until it is expressly approved in writing by Stadium Manager and memorialized in a written amendment to this Agreement executed by duly authorized representatives of both Parties.

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g. Event Day Technician Option: Event Day Technicians shall be compensated at their regular hourly rate for services performed on Saturdays, Sundays, or federally recognized Holidays, provided that the Stadium Manager and Consultant mutually agree in writing to the work schedule at least thirty (30) days in advance of the applicable event. In such instances, no overtime, weekend, or holiday premium rates shall apply. In the absence of such advance agreement, compensation for Event Day Technicians shall be in accordance with the applicable labor rates set forth in the rate schedule(s) below, including any overtime or premium rates as required.

Year 1: Date Here
Job Title Regular Rates OT Saturday Sunday/
Holiday
Project Manager $175.00 N/A N/A N/A
Directors
(Sales, Engineering, Operations) $225.00 N/A N/A N/A
Systems Engineer $210.00 N/A N/A N/A
IT Engineer $195.00 $210.00 $210.00 $210.00
Technician $145.00 $180.00 $225.00 $225.00
Technician -PW $165.00 $200.00 $245.00 $250.00
Event-Day Technician $145.00 $180.00 $225.00 $225.00
Year 2: Date Here
Job Title Regular Rates OT Saturday Sunday/
Holiday
Project Manager $184.00 N/A N/A N/A
Directors
(Sales, Engineering, Operations) $236.00 N/A N/A N/A
Systems Engineer $220.50 N/A N/A N/A
IT Engineer $204.50 $220.50 $220.50 $220.50
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Technician $152.00 $189.00 $236.00 $236.00
Technician -PW $173.00 $210.00 $257.25 $262.50
Event-Day Technician $152.00 $189.00 $236.00 $236.00
Year 3: Date Here
Job Title Regular Rates OT Saturday Sunday/
Holiday
Project Manager $191.00 N/A N/A N/A
Directors
(Sales, Engineering, Operations) $245.00 N/A N/A N/A
Systems Engineer $229.00 N/A N/A N/A
IT Engineer $212.00 $229.00 $229.00 $229.00
Technician $158.00 $196.50 $245.50 $245.50
Technician -PW $180.00 $218.50 $267.50 $273.00
Event Day Technician $158.00 $196.50 $245.50 $245.50
Year 4: Date Here
Job Title Regular Rates OT Saturday Sunday/
Holiday
Project Manager $197.00 N/A N/A N/A
Directors
(Sales, Engineering, Operations) $252.00 N/A N/A N/A
Systems Engineer $236.00 N/A N/A N/A
IT Engineer $218.00 $236.00 $236.00 $236.00
Technician $163.00 $202.00 $253.00 $253.00
Technician -PW $185.50 $225.00 $275.50 $281.00
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Event-Day Technician $163.00 $202.00 $253.00 $253.00
Year 5: Date Here
Job Title Regular Rates OT Saturday Sunday/
Holiday
Project Manager $202.50 N/A N/A N/A
Directors
(Sales, Engineering, Operations) $260.00 N/A N/A N/A
Systems Engineer $243.00 N/A N/A N/A
IT Engineer $224.50 $243.00 $243.00 $243.00
Technician $168.00 $208.00 $260.50 $268.50
Technician -PW $191.00 $231.50 $283.50 $289.50
Event-Day Technician $168.00 $208.00 $260.50 $268.50
II. SERVICE REQUEST RATES
Service Requests shall be billed in accordance with the rates, minimum charges, and fees set forth below.
a. P1: There is no Overtime, Saturday or Sunday/Holiday rates for P1 Service Requests. b. P2 and P3: Work shall be performed during Normal Working Hours. No overtime, Saturday or Sunday/Holiday rates shall apply unless pre-approved in writing by Stadium Manager.
c. Portal-to-Portal Travel Time: For P1 On-Site Service Requests, Consultant may bill portal-to-portal travel time, defined as the period commencing when Consultant begins travel to the Stadium and ending upon return to the origination point. The “origination point” shall be limited to: (i) Consultant’s designated local office, (ii) the location where the technician was performing work within the Local Service Area at the time travel commenced, or (iii) the technician’s primary residence. For purposes of this Agreement, “Local Service Area” means Alameda, Contra Costa, San Francisco, San Mateo, and Santa Clara counties. Portal-to-portal travel time: shall be billed at the applicable standard hourly rate; shall not exceed two and one-half (2.5) hours per Service Request; and shall not apply to P2 or P3 Service Requests.
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d. Dispatch Fees: Dispatch fees are fixed, per-Service Request charges covering coordination, dispatch, and standard travel-related costs (including fuel). No additional charges for fuel, mileage, or travel time shall be billed, in addition to the Dispatch Fee.

Stadium Manager reserves the right to request dispatch records and supporting documentation at any time to verify compliance with these requirements. Dispatch fees will remain firm for the entire Term of the Agreement, including any optional extension periods.

P1 Service Requests: The following hourly labor rates apply to P1 Service Requests for each one-year period within the initial five-year Term.

Labor
Category Year 1 Year 2 Year 3 Year 4 Year 5
Minimum
Required
Hours
Dispatch
Fee
On-Site
Technician
$250.00 $256.00 $263.00 $269.00 $276.00
0 None
On-Site IT
Engineer $250.00 $256.00 $263.00 $269.00 $276.00 0 None Remote IT
Engineer $250.00 $256.00 $263.00 $269.00 $276.00 1 None Security Integrator Services Page 31 of 39
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P2 and P3 Service Requests: The following hourly labor rates and fees apply to P2 and P3 Service Requests provided within the Term.

On-Site Service Requests - Technician
Priority
Level Hourly Rate
Minimum
Required
Hours
Dispatch
Fee
P2
Per Section I, Labor Rates for the applicable one-year
period. 4 $75.00
P3
Per Section I, Labor Rates, for the applicable one-year period. 2 $75.00
On-Site Service Requests - IT Engineer
Priority
Level Hourly Rate
Minimum
Required
Hours
Dispatch
Fee
P2
Per Section I, Labor Rates, for the applicable one-year period 4 $75.00
P3
Per Section I, Labor Rates, for the applicable one-year period. 2 $75.00
Remote Service Request – IT Engineer
Priority
Level Hourly Rate
Minimum
Required
Hours
Dispatch
Fee
P2
Per Section I, Labor Rates for the applicable one-year
period. 1 None
P3
Per Section I, Labor Rates for the applicable one-year
period. 1 None
III. MARKUPS
a. Application of Markups
Consultant shall be entitled to apply markups to certain reimbursable costs incurred in the performance of the Services, strictly in accordance with the percentages set forth herein.

Such markups shall apply only to (i) qualifying Materials and (ii) Subcontractor labor costs, as defined below.

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b. Audit and Documentation Rights
Stadium Manager shall have the right, upon reasonable notice and at its sole discretion, to review, audit, and request supporting documentation for any costs invoiced by Consultant. Failure to provide adequate supporting documentation may result in disallowance of the associated costs and/or markups.
c. Excluded Costs
Consultant will not apply any markup to costs associated with freight, shipping, delivery, travel, lodging, per diem, mileage, parking, or other pass-through expenses. d. Fixed Rates
The markup percentages set forth below are firm, fixed, and not subject to escalation, adjustment, or renegotiation for the duration of the Term of this Agreement, including any renewals, extensions, or amendments, unless expressly agreed to in a written amendment executed by both Parties.
e. Definition of Materials
For purposes of this Agreement, “Materials” shall mean consumable, incidental, and installation-related items that are reasonably necessary for the performance of the Services and are typically expended or incorporated during installation activities. Such Materials are generally low-cost, non-serialized components not intended to function as standalone system equipment. Examples of Materials include, but are not limited to:
conduit, back boxes, junction boxes, connectors, fasteners, mounting hardware, cable support systems, sleeves, anchors, and miscellaneous installation supplies. f. Exclusions from Materials
Notwithstanding the foregoing, “Materials” shall expressly exclude all security system equipment, devices, and components that are manufacturer-branded, serialized, or form part of the operational security system. This includes, without limitation: video surveillance cameras, lenses, housings, access control panels, card readers, biometric devices, intercoms, servers, workstations, network switches, storage devices, power supplies, software, firmware, specialized cabling, and any associated licenses or warranties. Such items shall be treated as equipment and shall not be subject to the Materials markup identified herein.

MARKUPS:

Markups Percentage
Subcontract Materials 15%
Subcontractor Labor 8%
Consultant Materials 18%
IV. DISCOUNTS
a. Consultant shall provide Stadium Manager with discounts off the manufacturer's thencmTent published Manufacturer's Suggested Retail Price ("MSRP") for security equipment procured in connection with the Services. All discounts shall be applied to the MSRP in effect at the time of purchase. Consultant shall, upon request, provide documentation substantiating the applicable MSRP and confin ning that the discounts set fo1th herein have been properly applied.
b. The discounts shall be applied prior to any applicable taxes, shipping, or other passthrough costs. No additional markups shall be applied to discounted equipment pricing. c. Notwithstanding the discount percentages set fo1t h below, Consultant shall use commercially reasonable effo1ts to obtain the most favorable pricing available from manufacturers and distributors for all equipment procured under this Agreement.

Consultant shall provide to Stadium Manager the greater of: (a) the discount percentages set fo1t h in this Section IV, Discounts, or (b) any higher discount, special pricing, project pricing, volume pricing, rebate, or other price reduction available to Consultant at the time of purchase.
d. For any equipment manufacturers or product categories not identified in this Section, Consultant shall use commercially reasonable effo1is to obtain and provide Stadium Manager with the most favorable pricing and highest available discounts for such equipment, consistent with the requirements of this Exhibit B. anufacturer
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ercentage Discoun
ffMSRP
5%
10%
10%
15%

2.5%
26%

14.5%
5%
5%