Santa Cruz City Council
January 14, 2025

The Parties will make reasonable efforts to resolve all remaining issues, if any. SpryPoint will not suspend delivery of the Service or any other services to be provided hereunder as a result of invoice(s) that are under dispute in accord with the terms above.

2.2 Usage Metric Verification Process for SpryMobile. Client has access to self-service metric usage on demand and within the Service. Client System Administrators can add or remove Accounts and Users as needed. It is the Client’s sole responsibility to archive users in SpryMobile if they are no longer being used.

SpryPoint may verify metrics through a quarterly audit and will bill any changes annually.

Audit results will be shared with Client. Any use exceeding the usage metrics within scope and defined above will be subject to fee adjustments as indicated above. Fees accrue in the calendar month the excess use began.

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2.3 Integrated Notification Services. The SpryPoint platform includes integrated notification services which can be enabled by Client for the purposes of customer alerts and notifications. SpryPoint's Integrated Notification services include:
• Inbound and outbound SMS text messaging
• Outbound voice messaging
• Inbound and outbound email messaging
The ongoing usage costs will be invoiced quarterly based on actual usage as identified in Exhibit B Pricing Schedule.

3. Proprietary Rights

3.1 SpryPoint Intellectual Property Rights. SpryPoint retains all right, title, and interest in and to the Service, SpryPoint Documentation and other SpryPoint Intellectual Property Rights including any related methodologies, techniques, processes, and instruction developed by SpryPoint and used in the course of delivering the Service under this Agreement. No rights are granted to Client hereunder other than expressly set forth herein. Client shall not (and shall not allow or cause any third party to (a) reverse engineer, modify or copy the Service or SpryPoint Documentation or create any derivative works based on the Service and SpryPoint Documentation; (b) copy any features, functions, interfaces, integrations or graphics of the Service or SpryPoint Documentation; (c) access the Service or SpryPoint Documentation in order to build any commercially available product or service.

3.2 Client Rights. SpryPoint hereby grants to Client a non-exclusive, non-transferable, nonperpetual, limited license to use the Service and SpryPoint Documentation in accordance with the terms and conditions of this Agreement.

3.3 License to Host Client’s Data. Client grants SpryPoint and SpryPoint’s hosting partners a worldwide, limited-term license to host, copy, transmit and display Client Data, as necessary for SpryPoint to provide the Service in accordance with this Agreement. As between SpryPoint and Client, SpryPoint acquires no right, title, or interest from Client under this Agreement in, or to, Client Data.

3.4 License to use Client’s Feedback. Client grants to SpryPoint and its affiliates a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Service any suggestion, enhancement request, recommendation, correction, or other Client Input relating to the Service. SpryPoint shall have no obligation to incorporate Client Input into the Service.

3.5 Statistical Information. SpryPoint owns all non-identifying, aggregated and statistical data derived from the operation of the Service, including, without limitation, the number of records in the Service, the number and types of transactions, configurations, and performance results for the Service. SpryPoint may anonymously compile statistical information related to the performance of the Service for purposes of improving the Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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4. Confidentiality

4.1 Confidentiality. A Party shall not disclose or use any Confidential Information of the other Party except as reasonably necessary to perform its obligations or exercise its rights pursuant to this Agreement except with the other Party’s prior written permission or as required by applicable law or by proper legal or governmental authority. If Client is required to disclose SpryPoint Confidential Information pursuant to applicable law or by proper legal authority, Client shall, give SpryPoint notice of any such legal or governmental demand and reasonably cooperate with SpryPoint, at SpryPoint’s expense, in any effort to seek a protective order or otherwise contest such required disclosure.

4.2 Nondisclosure. A Party shall not use Confidential Information for any purpose other than to facilitate this Agreement. A receiving Party: (a) shall not disclose Confidential Information to any employee or contractor unless such person needs access in order to facilitate the Agreement and executes a nondisclosure agreement with Recipient and (b) shall not disclose Confidential Information to any third party without Discloser’s prior written consent.

4.3 Protection. Each Party shall protect Confidential Information with the same degree of care it uses to protect its own Confidential Information, but in no event using less than a commercially reasonable standard of care.

4.4 Injunctive Relief. Recipient agrees that breach of Confidentiality would cause irreparable injury, for which monetary damages would be inadequate. If a Recipient discloses or uses any Confidential Information of the Discloser in breach of confidentiality protections hereunder, the Discloser shall have the right to, in addition to any other remedies available, injunctive relief to enjoin such acts.

4.5 Retention of Rights. This Agreement does not transfer ownership of Confidential Information or grant a license or any other right thereto. Discloser will retain all right, title, and interest in and to all Confidential Information.

5. Data Privacy & Security

5.1 SpryPoint use of Data. Client hereby grants SpryPoint a limited right to access, process, collect, store, generate, display, and use Client Data for the sole purpose of providing the Service. Notwithstanding the foregoing, SpryPoint may disclose Client Data as required by applicable law or by proper legal or governmental authority. SpryPoint shall give Client notice of any such legal or governmental demand and reasonably cooperate with Client in any effort to seek a protective order or otherwise contest such required disclosure, at Client’s expense.

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5.2 Data Security. Each Party shall be responsible for establishing and maintaining its own commercially reasonable data privacy and information security policies, including physical, technical, administrative, and organizational safeguards in relation to the Service.

5.3 Unauthorized Disclosure. If either Party believes there has been a security breach, such Party must notify the other Party upon the earlier of forty-eight (48) hours after discovery or any time frame required by applicable law unless legally prohibited from doing so. Each Party will provide commercially reasonable assistance to the other Party in mitigating such breach.

6. Warranties & Disclaimers

6.1 From SpryPoint.
a) Function: SpryPoint represents and warrants that, during the Term, the Service will perform materially in accordance with the SpryPoint Documentation. b) Intellectual Property Rights: SpryPoint represents and warrants that it owns the Service and has the power and authority to grant the rights in this Agreement without the further consent of any third Party. To the best of SpryPoint’s knowledge as of the Effective Date of this Agreement, Client’s licensed used of the Service will not infringe the intellectual property rights of any third party. c) Malicious Code: SpryPoint represents and warrants that to the best of its knowledge the Service does not contain any Malicious Code. d) Service Warranty: SpryPoint represents and warrants that any services to be provided pursuant to this Agreement by SpryPoint will be performed in (i) material accordance with this Agreement and the SpryPoint Documentation, (ii) a timely, workmanlike manner, and (iii) accordance with industry best practices for services of this kind.
e) Legal Compliance Warranty: SpryPoint will comply and will ensure the Service complies with all laws and regulations applicable to SpryPoint in its provision of the Service. SpryPoint shall, at its sole cost, promptly furnish all updates to the Service necessary for compliance with any change in laws or regulations applicable to SpryPoint in its provision of the Service during the term of this Agreement. f) Changes in Functionality: SpryPoint will not modify or change the Service to reflect a material diminution in the form, features, or functionality of the Service from that existing as of the Effective Date of this Agreement, and accordingly, SpryPoint shall not change the form, features, or functionality of the Service in any material adverse manner from that originally licensed under this Agreement.

6.2 From Both Parties. Each Party represents and warrants that it has the full right and authority to enter into, execute, and perform its obligations under this Agreement and Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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6.3 Warranty Remedies. In the event of a breach of the warranty as set forth in Section

6.1, or upon the discovery of Malicious Code in the Service, (a) SpryPoint shall correct the non-conforming Service at no additional charge to Client or (b) in the event SpryPoint is unable to correct such deficiencies, after good-faith efforts, Client’s exclusive remedy shall be a refund of the subscription fees actually paid by Client for the twelve (12) month period immediately preceding notice to SpryPoint of such breach or discovery.

6.4 Warranty Disclaimer. EXCEPT FOR THE EXPRESS WARRANTIES OUTLINED IN SECTION 6.1 AND 6.2 ABOVE, SPRYPOINT MAKES NO OTHER WARRANTIES OF

ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, AND

SPECIFICALLY DISCLAIMS ALL OTHER IMPLIED WARRANTIES, INCLUDING ANY

WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE

WITH RESPECT TO THE SERVICE AND/OR RELATED SPRYPOINT
DOCUMENTATION. EXCEPT TO THE EXTENT CAUSED BY SPRYPOINT’S GROSS

NEGLIGENCE OR WILLFUL MISCONDUCT, SPRYPOINT DOES NOT WARRANT

THAT THE SERVICE WILL PERFORM WITHOUT ERROR OR THAT IT WILL RUN WITHOUT INTERRUPTION. THE LIMITED WARRANTIES PROVIDED HEREIN ARE

THE SOLE AND EXCLUSIVE WARRANTIES PROVIDED TO CLIENT IN CONNECTION WITH THE PROVISION OF THE SERVICE.

7. Indemnification.
(a) SpryPoint shall protect, defend, hold harmless and indemnify Client, its officers, employees, agents, and volunteers, harmless against any loss, damage or costs in connection with claims, demands, suits or proceedings, actual or alleged, direct or contributory, (“Indemnified Claims”) made or brought against Client alleging that the use of the Service infringes any third party’s Intellectual Property Rights. Client shall: (a) promptly give written notice of the Claim to SpryPoint; (b) give SpryPoint sole control of the defense and settlement of the Claim; and (c) provide to SpryPoint, at SpryPoint’s cost, all reasonable assistance. SpryPoint shall not enter into any stipulated judgment or settlement that purports to bind Client without Client’s express written authorization, which shall not be unreasonably withheld or delayed.
(b) SpryPoint further agrees to indemnify, defend, and hold harmless Client, its officers, employees, agents, and volunteers from and against any loss, expense, damage or cost (including reasonable attorneys' fees) in connection with Indemnified Claims for bodily injury or death or property damage brought against Client to the extent caused by the negligence, or intentional or willful misconduct of SpryPoint’s employees or subcontractors while on Client’s property or premises.
(c) SpryPoint further agrees to indemnify, defend, and hold harmless Client, its officers, employees, agents, and volunteers from and against any Indemnified Claims made or brought against the Client by a third party as related to a data security breach or unauthorized disclosure of Client Data that is caused by the negligence or willful misconduct of SpryPoint or SpryPoint’s employees, officers, agents, or subcontractors, or any breaches of SpryPoint’s security, privacy and/or confidentiality obligations under this Agreement.

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Verson:06072024 Master Subscription Agreement Page 8 of 12 (d) SpryPoint’s obligations set forth in this section do not apply to the extent that such a claim for Indemnification arises out of: (a) Client’s breach of this Agreement; (b) revisions to the Service made or allowed to be made by Client, either intentionally or due to Client’s active negligence, without SpryPoint’s written consent; (c) Client’s failure to incorporate Updates after written notice or instructions from SpryPoint to do so; (d) modification of the Service by Client, or Client’s employees or agents if not authorized by SpryPoint to perform such modification (e) unauthorized use of the Service (except to the extent caused by the gross negligence or willful misconduct of SpryPoint); or (f) use of the Service in a manner inconsistent with the SpryPoint Documentation or the terms of this Agreement.

Furthermore, the obligation to indemnify shall not apply if such liability is ultimately adjudicated to have arisen through the gross negligence or willful misconduct of Client. If Client is enjoined from using the Service or SpryPoint reasonably believes it will be enjoined, SpryPoint shall have the right at its sole option, to obtain for Client the right to continue use of the Service or to replace or modify the Service so that it is no longer infringing. If neither of the foregoing options is reasonably available to SpryPoint, then use of the Service may be terminated at either Party’s option and SpryPoint’s sole liability shall be to refund any prepaid fees for the Service that were to be provided after the effective date of termination.

8. Limitation of Liability

8.1 Clarifications and Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY CALIFORNIA LAW AND EXCEPT WITH RESPECT TO SPRYPOINT’S INTELLECTUAL PROPERTY RIGHTS, INDEMNIFICATION OBLIGATIONS IN SECTION 7(a) AND 7(b)

ABOVE, RECKLESS MISCONDUCT, GROSS NEGLIGENCE, WILLFUL

MISCONDUCT, AND/OR FRAUD, IN NO EVENT SHALL SPRYPOINT'S AGGREGATE

LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED TWO TIMES (2X) THE AMOUNT OF

THE SUBSCRIPTION FEES ACTUALLY PAID BY CLIENT IN CONSIDERATION FOR SPRYPOINT’S SERVICE DELIVERY DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD FOR THE SERVICE FROM WHICH THE CLAIM AROSE. FOR THE AVOIDANCE OF DOUBT, SPRYPOINT’S LIABILITY LIMITS APPLY TO SPRYPOINT’S AFFILIATES, PROVIDERS, AGENTS, SPONSORS, DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS AND OTHER REPRESENTATIVES.

8.2 Exclusion of Damages. EXCEPT AS REQUIRED UNDER CALIFORNIA LAW, IN NO

EVENT SHALL SPRYPOINT HAVE ANY LIABILITY FOR ANY INDIRECT, SPECIAL,

INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, OR

FOR ANY LOST PROFITS, LOSS OF USE, COST OF DATA RECONSTRUCTION,

COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, WHETHER IN

CONTRACT, TORT OR OTHERWISE, ARISING OUT OF, OR IN ANY WAY

CONNECTED WITH THE SERVICE, INCLUDING BUT NOT LIMITED TO THE USE OR

INABILITY TO USE THE SERVICE, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION..

9. Term & Termination
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9.1 Term of Agreement. This Agreement shall be valid as of the Effective Date and remain in effect until terminated pursuant to the terms contained herein.

9.2 Renewal. The Service shall automatically renew for successive terms of one year unless either Party provides the other written notice of termination a minimum of (30) days prior to the expiration of the current term or the Service has been otherwise terminated in accordance with this Agreement.

9.3 Annual Escalation. The annual subscription service fee for the Service shall be subject to adjustment on each annual anniversary of the Effective Date at the higher of the following:
a) in accordance with the change in the USA Consumer Price Index (“CPI”) as published by the Government of the United States. The CPI will be determined based on the percentage increase in the CPI for the twelve (12) month period ending with the calendar month which is three (3) months prior to the annual anniversary of the Effective Date
b) 5%.

9.4 Termination. Either Party may terminate this Agreement upon Thirty (30) calendar days prior written notice in the event of a material breach by the other Party if such breach remains uncured at the expiration of such notice period. Client may terminate the Agreement for any reason by providing written notice to SpryPoint not less than thirty (30) calendar days prior to an effective termination date.

9.5 Effect of Termination. Upon any termination of this Agreement, Client shall, as of the date of such termination, immediately cease accessing and otherwise utilizing the applicable Service. Upon notice of termination, SpryPoint will immediately act to not incur any additional obligations, costs, or expenses, except as may be reasonably necessary to terminate its activities hereunder. Termination for any reason shall not relive Client of the obligation to pay any fees accrued or due and payable to SpryPoint prior to the Effective Date of termination. Termination of the Agreement pursuant to this paragraph shall not relieve SpryPoint of any liability to Client for additional costs, expenses, or damages sustained by Client due to failure of SpryPoint to perform pursuant to the Agreement subject to the terms of section 7 and section 8 of this Agreement.

9.6 Access to Client Data. Upon written request by Client made prior to any expiration or termination of this Agreement, SpryPoint will make Client Data available to Client through the Service solely for purposes of Client retrieving Client Data for a period of up to sixty (60) days. After 60 days, SpryPoint will have no obligation to maintain or provide any Client data and shall thereafter, unless legally prohibited, delete all Client Data and will have no further obligation to make it available to Client.

10. Messaging.

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10.1 Supplemental Messaging Service Terms. If Client elects to use SpryPoint’s Messaging Service, the following supplemental terms (“Messaging Terms”) will apply.

10.2 Responsibility & Risk. Client shall be solely responsible for the content of any communications which Client initiates or authorizes in connection with the Messaging Services. SpryPoint shall have no responsibility or liability with respect to the content of messages or communications initiated or authorized by Client. Client assumes all risks associated with use of the Messaging Service

10.3 Messaging Indemnity. To the extent permitted by applicable law, Client shall hold harmless, defend and indemnify SpryPoint and its officers, directors, employees, contractors and representatives from and against all claims, damages, losses and expenses including without limitation any statutory damages, penalties and attorney’s fees arising out of or relating to the content of messages or communications sent as part of the Messaging Service or any breach by Client of the Agreement including without limitation, these Messaging Terms. Client’s duty to indemnify and hold harmless shall not apply to the extent such claims, damages, losses, and expenses are caused by the sole or active negligence or willful misconduct of SpryPoint or SpryPoint’s officers, directors, employees, contractors, and representatives.

10.4 Compliance. SpryPoint is limited to delivering the Messaging Service to the Client as part of the Service, accordingly, compliance with applicable laws is strictly Client’s responsibility with respect to the Messaging Service notwithstanding any provision to the contrary.

11. Miscellaneous

11.1 Independent Contractor. SpryPoint and all persons employed by or contracted by SpryPoint to furnish labor and/or materials under this Agreement are independent contractors and do not act as agents or employees of Client. SpryPoint has full rights to manage its employees in their performance of the Service under this Agreement.

SpryPoint agrees to indemnify, defend, and hold harmless Client, its officials, officers, employees, and agents against any claim or liability, including attorneys’ fees and costs, arising in any manner related to this Agreement that an employee, agent, or others under SpryPoint’s supervision or control, was misclassified. This Agreement does not create, nor is it intended to create a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between the parties. There are no third-Party beneficiaries to this Agreement.

11.2 Governing Law. This Agreement shall be governed exclusively by the internal laws of the State of California.

11.3 Notices. All notices under this Agreement shall be in writing and shall be deemed to have been given upon the third business day after first class mailing.

Notices to the Client shall be sent to:

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Santa Cruz, CA 95060
Attention: Ken Morgan
Notices to SpryPoint shall be sent to:

Nick Stone, CFO
45 Queen Street
Suite #401
Charlottetown, PE C1A 4A4

11.4 Waiver. No failure or delay by either Party in exercising any right under this Agreement shall constitute a waiver of that right or any other right. Neither Client’s review, acceptance nor payments for any of the services provided under this Agreement shall be constructed to operate as a waiver of either Parties’ rights under this Agreement or of any cause of action available to either Party arising out of the performance of this Agreement.

11.5 Force Majeure. In no event shall either Party be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that SpryPoint shall use reasonable efforts which are consistent with accepted software industry practices to resume performance as soon as practicable under the circumstances.

11.6 Assignment. Neither Party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other Party (which consent shall not be unreasonably withheld).

11.7 Severability. To the extent permitted by the law, the Parties waive any provision of law that would render any clause of this Agreement invalid or unenforceable. In the event that a provision herein is held to be invalid or unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by the law, and the remaining provisions of this Agreement will continue in full force and effect. The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the other provisions unenforceable, invalid or illegal.

11.8 Publicity. Except as required for the Service, SpryPoint shall not use Client’s name, logos, or trademarks in any written press releases, advertisements and/or marketing materials without the prior written consent of Client, SpryPoint is authorized to use Client’s name as required to perform the Service.

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11.9 Amendment. This Agreement may only be amended in writing by authorized representatives of each Party.

11.10 Execution in Counterparts: This Agreement may be executed in one or more counterparts.

Each counterpart will be an original, but all such counterparts will constitute a single instrument.

City of Santa Cruz, CA SpryPoint Services, Inc. SpryPoint Services, Inc.

Signature: Signature: Signature:

Name: Name: Kyle Strang Name: Nick Stone
Title: Title: CEO Title: CFO
Date Signed: Date Signed: Date Signed:

Approved As To Form:

By: Date:

Stephanie Y. Hall, Office of the City Attorney
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Statement of Work
45 Queen Street
Charlottetown,
PE SpryPoint.com
C1A 4A4, Canada
Exhibit A - Statement of Work
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Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 1

Table of Contents
Contents

1. Introduction 5

2. Project Guiding Principles 6

2.1. Guiding Principles 6

3. Scope of Work 6

3.1. Overall Project Approach 6

3.2. Pre-Project Initiation 7

3.3. Project Initiation 8

3.3.1. Project Initiation – Deliverables, Roles & Responsibilities 9

3.4. Analysis 12

3.4.1. Analysis – Overview/System Familiarization 12

3.4.2. Analysis - Workshops 12

3.4.3. Analysis – Planning Documents 14

3.4.4. Analysis – Data Migration 15

3.4.5. Analysis - Reporting 15

3.4.6. Analysis – Organizational Change Management 16

3.4.7. Analysis – Deliverables, Roles & Responsibilities 16

3.5. Configuration 22

3.5.1. Configuration – Configuration Workbook & Workshops 22

3.5.2. Configuration – Data Migration 23

3.5.3. Configuration – Integrations & Enhancements 28

3.5.4. Configuration – Core Team Training 29

3.5.5. Configuration – Reports & Dashboards 29

3.5.6. Configuration – Security & Roles 30

3.5.7. Configuration – Organization Change Management (OCM) 30

3.5.8. Configuration – Deliverables, Roles & Responsibilities 33

3.6. Test 39

3.6.1. Test – Test Scripts 39

3.6.2. Test – Training Material 39

3.6.3. Test – Tester Training 40

3.6.4. Test – Enhancement Testing 40

3.6.5. Test – Integration Testing 40

3.6.6. Test – Functional Testing 41

3.6.7. Test - Bill Validation Testing 41

3.6.8. Test – User Acceptance Testing 42

3.6.9. Test – Deliverables, Roles & Responsibilities 43

3.7. Deploy 47
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3.7.1. Deploy – Prerequisites 47

3.7.2. Deploy – Go Live Cutover Plan 48

3.7.3. Deploy – Go/No Go Decision 48

3.7.4. Deploy – End User Training Material 48

3.7.5. Deploy – End User Training 49

3.7.6. Deploy – Mock Go Live 49

3.7.7. Deploy – Customer & Vendor Notifications 49

3.7.8. Deploy – Go Live 49

3.7.9. Deploy - Deliverable(s), Roles & Responsibilities 50

3.8. Operate 53

3.8.1. Operate – Post Go Live Support 53

3.8.2. Operate – Transition to Customer Success 53

3.8.3. Operate – System Acceptance & Project Close Out 54

3.8.4. Contingency Fund 55

3.8.5. Operate - Retainage Collection 57

3.8.6. Operate – Deliverables, Roles, & Responsibilities 58

3.9. Project Governance 60

3.9.1. Project Management (PM) 60

3.9.2. Project Communications & Tools 61

3.9.3. Acceptance Period 62

3.9.4. Agreed Severity Definitions 62

3.9.5. Milestone Acceptance Process 63

3.9.6. Scope & Project Change Management 64

3.9.7. Issues and Risk Management 65

3.9.8. Conflict Resolution and Escalation Process 65

3.9.9. Project Working Times 66

3.9.10. Executive Steering Committee 68

3.9.11. Project Management Recurring Deliverables 68

4. Integrations & Enhancements 69

4.1. Integrations 69

4.2. Enhancements 78

5. Travel 85

6. Project Assumptions 87

6.1. General Assumptions 87

6.2. System Testing Assumptions 88

6.3. Training Assumptions 88

6.4. Production Readiness and Cutover Assumptions 88

7. Appendices 89

7.1. Definitions 89

7.2. Milestone Schedule 94

7.3. Document Samples 95

7.3.1. Project Status Report - Sample 96
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7.3.2. Risk Log 101

7.3.3. Change Order Form 104

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Statement of Work
4 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Statement of Confidentiality
The contents of this document are confidential and are supplied with the understanding that they will be held confidentially and not disclosed to third parties without the prior written consent of SpryPoint unless requested under is a public record pursuant to the state of California.

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1.Introduction
This Statement of Work (SOW) is entered into per the Effective Date of the Master Subscription Agreement (the “Agreement”) by and between SpryPoint Services Inc. (hereinafter “SpryPoint”), with principal offices in Charlottetown, PE, and City of Santa Cruz, CA (“ the Client”) with offices at 809 Center Street, Santa Cruz, CA 95060, United States of America.

Background Statements:
● SpryPoint will provide a range of software solutions and services to achieve a business solution that meets the identified Customer Information System (CIS) Solution (“Solution”) requirements of the Client. Client is open to new ways to achieve the same outcome but are not looking to go backward in functionality or efficiency.
● The Solution will encompass several SpryPoint products with Metabase included as a reporting and dashboard solution. The products include:
o SpryCIS – Customer Information System
o SpryMobile – Mobile Field Service
o SpryEngage – Customer Engagement Portal
o SpryIDM – Interval Data Management
● The Client wishes to work together with SpryPoint for the implementation of the Solution and SpryPoint agrees to provide such services and/or software as agreed to in the terms provided herein.
● This Statement of Work (Exhibit A) provides the general detailed terms and provisions that govern the delivery of all services and/or deliverables to the Client by SpryPoint.

This document is one of several that constitute the Agreement. As such, if any discrepancy exists between the documents, the order of precedence is provided in the Agreement.

These documents help define the Project’s scope and will guide its execution.

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Statement of Work
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2. Project Guiding Principles

2.1. Guiding Principles
The Project will employ the following guiding principles throughout its operation and execution:

1. Standardize and align business operations to industry best practices where it is reasonably feasible.

2. The Project will be based on a ‘Solution-Based’ approach rather than a ‘Systembased’ approach focusing on high value processes and driving efficiencies.

3. The Client will designate certain Project team members knowledgeable on current state of operations to make decisions that will bind the Client in future state business process operations. These designated team members will be represented in each workshop.

4. Leverage base application capabilities as much as possible and minimize Client specific customizations.

5. SpryPoint and the Client will operate as a unified team and partners in the execution of the Project.

6. There will be a focus and commitment to organizational change management and staff preparation and readiness throughout the Project.

7. Transparency of Project status and readiness will not be compromised regardless of desired outcome.

8. SpryPoint will lead the Project and keep consistent communication and transparency in the progress tracking of the Project as outlined in the Project Governance Section of this document.

3. Scope of Work

3.1. Overall Project Approach
SpryPoint shall use its implementation methodology, to deliver the SpryPoint Services, while reporting and delivering to the Client the requested deliverables and service levels in this SOW. SpryPoint will use its hybrid approach that brings together the best of the traditional Waterfall Methodology and combines it with the best elements of the Agile Methodology. This hybrid approach encompasses Project Management tasks, Pre-Project tasks, and five (5) phases, as follows:
● Analysis
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Statement of Work
7 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ● Configure
● Test
● Deploy
● Operate
The Project scope assumes all SpryPoint Products will go live at the same time. If it is determined during implementation to split up the go live of one or multiple products, the change order process will be engaged to outline any Project impacts.

3.2. Pre-Project Initiation
Before Project Initiation there are several pre-Project activities the Client can choose to perform to prepare for the implementation. Completion of these activities is not mandatory to start the Project but will need to be completed at some point before golive. ● Documentation to gather:
✔ Operating policies:
✔ Any documentation on Standard Operating Procedures
✔ Published rules/policies
✔ Internal documentation – How Tos/Workflows, etc.
✔ Gather Lists of Information:
✔ Customer Forms (online or printed)
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
8 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ✔ Communications – letters (collections, budgets, payment plans, etc.)
✔ Service Order Types
✔ Credit Memos
✔ Miscellaneous Charges
✔ Billing Rates/details
✔ Penalty and collection rules
✔ GL codes used in CIS
✔ Meter data (counts, types of meters, inventory, GIS information) ✔ Staffing and Roles:
✔ Identify Subject Matter Experts
✔ Grid of staff, roles, and responsibilities
✔ Field Operation users that will need to be engaged with SpryMobile
✔ Bill Statement
✔ Bill design, structure of content, changes from existing bill ✔ Goals of redesign
✔ Who needs to approve a new design?
✔ Does the new design need to be approved by a committee? If so, how long does this process take
✔ Reporting
✔ What reports do you have today?
✔ Do you still use this report and what is it for?
✔ Complete a Reports list
✔ Collect report samples
✔ Data Cleansing
✔ Start to identify problem records (accounts, customers, premises) ✔ Start to identify duplicate records
✔ Identify problems with data that should be resolved
✔ Identify fields that are multipurpose

3.3. Project Initiation
Project Initiation describes the collaboration between the Client and SpryPoint to begin the Project. SpryPoint cannot start Project Initiation until the Agreement has been fully executed.

Upon execution of the Agreement, SpryPoint will initiate the Project, and start preparation and mobilization of its resources in accordance with the requirements defined in this SOW.

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Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 9

3.3.1. Project Initiation – Deliverables, Roles & Responsibilities For this implementation to be successful, there are various levels of engagement that are required by team members on both the Client and SpryPoint teams. The RACI charts are designed to demonstrate who needs to perform work on each Project deliverable. The following key will be used for each RACI to explain the level of engagement required.

R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done; C = Consulted – provides input into a task and/or consulted before a decision or action; I = Informed – Must be informed after a decision or action.

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11.219
Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 10

No. Deliverable
Name
Deliverable
Description
Proj
ect
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

1. Mobilize Project
Team
Identify and assign team
members and introduce
teams.

A R I

2. Mobilize Client
Project Team
Identify and assign team
members and introduce
teams.

A R I I C

3. Pre-Project
Kickoff
Initial Project Managers
Meeting to introduce
people & outline next
steps, schedule
meetings, and start
Project work.

A I R I

4. Prepare Project
infrastructure
Send welcome
information, setup
shared drives and
access.

A R

5. Initial Project
Schedule
Update Project plan that
will be used as baseline
for Project.

A, R C
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.220
Statement of Work
11 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Proj
ect
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

6. Project Kickoff Formal meeting to
kickoff the Project. This
includes the following
activities:
▪ Meeting agenda
▪ Meeting
presentation

A, R C C C C I I C

7. Environment
Setup
Provision environments
and provide access for
the core team.

A R C

8. Verify
environments
Confirm list of initial
access and confirm
users can log in.

C A, R C

9. Analysis
Workshop
Schedule
complete
The creation of the
workshop schedule and
invites sent.

A C R C
Add Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or ac Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 12

3.4. Analysis
The purpose of the Analysis Phase (outlined in section 3.1), is to gather the specific information needed to complete configuration of the SpryPoint Products. This phase is also used to clarify any business requirements and processes and/or identify any gaps that may exist.

3.4.1. Analysis – Overview/System Familiarization
During this phase either before or as part of the workshops SpryPoint will complete an overview product session. The purpose of this session is to introduce the Core Team Members to the SpryPoint product(s).

3.4.2. Analysis - Workshops
A SpryPoint team member will lead workshops involving appropriate SpryPoint Project resources, and the Client business process experts to create an Analysis Report. These workshops and the resulting documentation will work to define the future business processes and identify any gaps between the desired future business processes/agreed proposal requirements scope and SpryPoint Functionality.

SpryPoint and the Client will jointly identify and document the business processes. SpryPoint will provide draft copies of the Analysis Report and other documentation on an agreed upon timeframe for review and approval by Client to ensure accuracy of the information gathered.

Prior to the workshops SpryPoint will:
✔ Develop Workshop schedule/agenda with input from the Client ✔ Prior to interviews, SpryPoint staff will familiarize themselves with the Client’s legacy system using available material provided by the Client, personal interviews, and other such information as needed.

During this analysis phase SpryPoint will:

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.222
Statement of Work
13 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ● Conduct workshops to discuss possible organizational changes that may result from implementing the new system, and how to manage them.
● Conduct individual or group interviews to confirm current business processes, review standard configuration of the SpryPoint Service in relation to these processes, recommend process changes based on the best practices with the SpryPoint Product(s), and identify enhancements or configuration changes that are needed, or that could be mitigated by the adoption of recommended business practice changes. The following business processes will be reviewed. • Customer Service
• Premises
• Service Orders
• Meters
• Other Billable Assets (carts, rolloffs, dumpsters)
• Billing
• Accounting, payments, collections and bankruptcy processes, including debt remaining at any premise and recovered through transfer of title
• Customer Engagement
• Customer Communications
• SpryEngage
o Self Service
▪ Registration
▪ Payments
▪ Payment History
▪ Billing
▪ Analytics
▪ Forms
● Refuse specific forms
▪ Password Resets
▪ Requests
▪ Profile Management
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
14 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ▪ Help & FAQ
▪ Administration
o Campaigns & Alerts
o Customer Relationship Management
§ Mobile Field Service
• Dispatching
• Meter activities
• Service Orders
• Optimized Routing
• Photos
• Refuse related SO/ tasks
During this sub-section of the Analysis phase, other workshop sessions may be identified and required to ensure all business needs are being met.

3.4.3. Analysis – Planning Documents
During the Analysis Phase there are several documents that are created. To create these documents SpryPoint will meet with the appropriate Client team members.
● Test Plan – A document that outlines the strategy for testing. As part of the test plan testing success parameters will be agreed to with the Client. For example: it will include criteria like X % of residential accounts need to be checked or 100% of industrial accounts with no unexplainable discrepancies. ● Training Plan – a document that outlines the requirements for training. This includes a training matrix that can be used to plan End User training for the various user roles and courses. The Client will be responsible for matching training needs to individual End Users.
● Security Plan - Based on the workshops and interviews, SpryPoint will provide an out of the box security plan. In addition, SpryPoint provides base security roles. The Client will be responsible to match individual users to the security roles and assign roles to their users.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.224
Statement of Work
15 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ● Report Plan – Develop a document that summarizes the reports & dashboards that are needed in the operational areas, determine which reports are already available within the SpryPoint Service, and identify which reports need to be modified, or newly written, to meet the Client's business needs.

3.4.4. Analysis – Data Migration
Data Conversion is a critical part of every implementation project. During the Analysis Phase, workshop(s) will be held to define the following:
● Location of Client Data and access to Client Data
● Confirmation of records that require conversion (as defined below) ● What format the Client Data will be received in
● Data cleansing options
● Parameters for data checking/validation
● How Client Data will be mapped to the new data structure This information will be gathered and documented in the Data Conversion Strategy document.

3.4.5. Analysis - Reporting
During the Analysis Phase a Report Analysis will be completed. This analysis will be used to review the reports that the Client uses and their purpose. Once this is established SpryPoint will group the report into different categories:
● No Longer Needed – the report will be deemed as no longer needed because either the Client currently doesn’t use it, or because of a business process change or the new system functionality the report is deemed unnecessary. ● Match Report – the report is matched to an equivalent SpryPoint Report that exists in the System and will be built. ● Report to Build – the report does not exist, is needed for future purposes and SpryPoint will create the report.

Often many Client reports will be replaced with one base SpryPoint report that has multiple views to meet the needs of different users.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
16 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

3.4.6. Analysis – Organizational Change Management
The objective of Organization Change Management (OCM) in the Analysis Phase is for the SpryPoint team to better understand the current state of the Client, assess the organizational culture and the capacity to change. During this phase SpryPoint will provide:
• OCM Overview Presentation/Discovery
OCM Plan: The OCM Plan shall be developed in coordination with the Client’s ERP Implementation vendor. The supported budget is limited to 120 hours for OCM scope throughout the duration of this project.

3.4.7. Analysis – Deliverables, Roles & Responsibilities No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

1. Deliver System
Familiarization
Training
A product overview
session(s) that are
designed to provide
the Client with a
look at how the
SpryPoint product(s)
work before the
Analysis workshops.

SpryPoint to deliver.

C A

2. Participate in
System
Familiarization
A product overview
session(s) that are
designed to provide
the Client with a
look at how the
C R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.226
Statement of Work
17 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client
SpryPoint product(s)
work before the
Analysis workshops.

Client to participate
in sessions.

2. Workshop
Questionnaires
Document(s) with
questions that will
need to be
answered by the
core team and are
used as part of the
discovery workshop
sessions. Note: The
SpryPoint PM may
determine these are
not required for the
Project
A R

3. Workshop
Questionnaires
Provide answers in
the questionnaires.

A R

4. Topic Specific
Workshops
Workshop(s) will be
completed to
discuss the
requirements in
each area and
identify any gaps. An
R A
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.227
Statement of Work
18 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client
agenda will be
provided for each
workshop.

5. Attend
workshops
Client will ensure
the correct subject
matters experts are
available and
participate in
workshops.

C A, R

6. Analysis Report A document that
outlines the
information
gathered during the
discovery. This
document will
outline any gaps
identified during the
workshops

R A C C I

7. Analysis Report
Updates
Updates to the
Analysis Report with
any
changes/feedback
from the Client

R A C R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.228
Statement of Work
19 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

8. Deliver
Business
Process
Validation
Checklist
A list of standard
business processes
scenarios that are
supported by the
SpryPoint
Solutions(s).

R A C C

9. Analysis Report
Review &
Approval
The time required to
for the Client to
review the Analysis
Report and provide
feedback and/or
approve the
document

C C A R I

10. Report Plan This plan is used to
identify which
reports are required,
what tool will be
used to create the
report and who is
responsible to
develop them.

A R C R

11. Test Plan A document that
outlines the testing

A R C C
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.229
Statement of Work
20 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client
strategy for the
implementation

12. Training Plan A document that
outlines the strategy
for training the
Client throughout
the implementation.

A R C C

13. Data
Conversation
Strategy
A document that
defines all the Client
Data that will be
converted. This
document defines
the details and plan
for conversion
throughout the
implementation.

R A C C

14. Security Plan and
Baseline Roles
(out of box)
A document(s) that
outlines the security
access limits and the
out of the box
security roles and
their purpose.

A R C C
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.230
Statement of Work
21 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Pro
ject
Ma
nag
er
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

15. Security Plan
Role Assignment
Updates to the
document matching
users to security
roles.

C C R A

16. Organizational
Change
Management
Strategy Input
A document that
outlines a strategy
for Organizational
Change
Management.

A R C R

17. Client
Communication
Plan
A document that
outlines
recommended
Client
communications
throughout the
Project for both
internal and external
communications.

A R R R

18. Updates to
Client
communications
plan
Go forward
communication plan
for Client staff & its
customers

C C A R C
Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.231
Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 22

3.5. Configuration
The configuration stage is the period in the Project where the Project teams work to complete the initial “setup” of the SpryPoint product(s) to meet the specific business process requirements of the Client as defined in the Analysis Report.

3.5.1. Configuration – Configuration Workbook &
Workshops
To document and track the configuration, SpryPoint uses a Configuration Workbook (Workbook). To populate the Configuration Workbook an agreed upon schedule of Configuration meetings are scheduled. While SpryPoint is accountable for maintaining the Workbook, the Client will be asked to be responsible to provide updates and input into the Workbook. The purpose of the Workbook is as follows:
● Provide a checklist of all required configuration settings ● Document configuration settings
● Show which configuration settings have been completed and where (i.e., Production Environment or Staging Environment)
At this point in the Project this will be referred to as the Initial Configuration. As SpryPoint works with the Client through the testing and data conversation activities, changes to configuration may be required. SpryPoint will be responsible for ensuring the configuration is updated with these changes.

3.5.1.1. Configuration – Bill Statement
SpryPoint uses an iterative approach to complete the bill statement configuration. It starts gathering initial requirements to determine the initial look and feel of the statement. This will be provided to the Client to provide some initial testing and feedback. Up to two (2) more additional iterations will be completed to meet the Client’s requirements.

3.5.1.2. Configuration – Collection Documents
SpryPoint uses an iterative approach to complete the configuration of collection document(s). It starts gathering initial requirements to determine the initial look and feel of the collection document(s). This will be provided to the Client to provide some initial testing and feedback. Up to two (2) more additional iterations will be completed to meet the Client’s requirements.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.232
Statement of Work
23 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Note a set of collection documents includes the letters to support the steps of the collection Process. For example, if the collection process may have 3 steps that requires documents to be created (1- Late Notice; 2- Delinquent Notice; 3 – Disconnect/Cut-off Notice) all three letters would be included in the scope.

3.5.1.3. Other Configuration Items
Other items required to be configured during this phase are:
● Service Orders - SpryPoint will gather requirements for developing Client’s Service Order processes including service types.
● Miscellaneous Letters– Report deliverables (letters) will be created by SpryPoint with respect to the Client logo, contact information, return address and text. The Client will supply the logo, contact information, return address, and text to SpryPoint for development of the letters. Some examples include, but is not limited to:
o Welcome Letter
o Returned Check Fee Letter
o Payment Arrangement Agreement Letter
o Bankruptcy Letter
During implementation SpryPoint will work with the Client to build and deliver all letter(s) and template(s) up to a maximum of 15.

3.5.2. Configuration – Data Migration
SpryPoint uses an iterative project approach during the data migration process. SpryPoint will be responsible for the assistance of transformation and load of the data from the Client's current systems to SpryPoint Products. It should be noted that while SpryPoint is responsible for the transformation and loading of data, the Client must provide user(s) who understand how the Client currently uses the system and to complete data extraction and support transformation activities.

3.5.2.1. Data Mapping
Before data can be extracted from the legacy system or imported into the various SpryPoint products, a data mapping document must be completed. SpryPoint will provide a document to Client outlining all the data points that need to be mapped. The Client will be required to work with SpryPoint to ensure understanding of how data is used in the legacy system.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.233
Statement of Work
24 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Agreed Time
SpryPoint will convert 3 full calendar years plus the number of months to go live of history into SpryCIS. SpryPoint will archive any Client Data older than 3 calendar years.

The following table provides specific details of the objects to be converted, where the agreed time is 3 full calendar years, plus the number of months to go live of history.

SpryCIS Objects to Convert
Object Details
Customers Active customers with balances within the specific time limits, including relationships (i.e., landlords/tenants). This also includes customer addresses and corresponding contact information.

Note: In the agreed time if there are inactive customers with balances these will be included in the conversion.

Premises All active premises in the agreed time.

Accounts Active accounts only within the time range and inactive accounts with a balance and inactive accounts that have historical activity and/or have been closed in the agreed time.

Meters All active meters within the agreed time range, regardless of account status.

Service
Points
Active service points within the agreed time range.

Meter
Readings
For all converted meters per the agreed time.

AR Balance All active account balances within agreed time.

Service
Orders
All active and completed service orders within the agreed time frame.

Bill History Includes transactional data for any active accounts, inactive accounts with historical transactions within the agreed time.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.234
Statement of Work
25 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Deposits If applicable, active deposit values will be converted.

Equipment All active equipment.

Remotes All active meters within the agreed time range, regardless of account status (if applicable).

Notes &
Comments
Notes & Comments for applicable converted records.

Note: The requested attachment types (pdf, word doc, emails) are accepted. Conversion of metadata is outside the standard data conversion process, 80 hours has been allocated to support this requirement.

Additional history can be brought into the SpryCIS Archive Data Store. The Archive Data Store allows for inquiry and retrieval of historical, non-editable transactional data within the SpryCIS application.

3.5.2.2.Data Migration, Iterations & Refreshes
SpryPoint will design, develop, and create validation processes (For example: accounts receivable balances, meter reads, consumption, record counts, etc.). The Client is responsible for all data extraction activities from the legacy system.

The process starts with extracting and importing core data elements, and then with each conversion iteration, additional data elements will be added. After each conversion iteration, data validation reports will be provided to the Client to review and sign off on.

During the conversion process Client will extract the mapped data from the Client's legacy system and SpryPoint will import the data into the SpryPoint solution(s). In addition to this the Client is expected to complete the Data Acceptance Testing. SpryPoint will run the data conversion programs and provide reports to assist the Client with data quality validation – for example reconciliation reports (extracted = loaded).

The scope of this implementation includes an estimated 4 major data iterations. Each major iteration has a defined purpose and data requirements to meet that goal. In some instances, it may be required to complete multiple conversions to meet the goals and purpose of the major iteration. To ensure project efficiencies, the SpryPoint Project Manager will determine based on the project schedule and project needs if additional conversions are required and timing of those conversions, to ensure the data is correct to support a successful go live.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.235
Statement of Work
26 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Note: If it is mutually agreed to by both parties the decision can be made (by both parties) to proceed with the next data iteration if one of the activities is not completed.

3.5.2.3. Iteration 1
This is the initial data extraction and as a result is the first test of the data mapping. When this iteration of data is completed, users will be able to:
● Review Client Data in the respective SpryPoint solutions on the following record types:
o Accounts
o Customers
o Premises
o Services
o Service Points
o Meters
o Service Agreements
o Billing Agreements
o Meter Reads
● Complete data acceptance testing.
● Create bills, install meters, create billing & service agreements, and transitions.

3.5.2.4. Iteration 2
The goal of this iteration is to fix issues found during Iteration 1 and any additional record types required to start bill validation testing and other product testing. The following activities are targeted to be completed before Iteration 2 can be completed:
● Completion of Iteration 1 data conversion and data acceptance testing ● Completion of data cleansing activities identified in Iteration 1 ● Completed configuration adjustments identified
Upon the completion of Iteration 2, the Client will be able to see and review:
● Client Data in the SpryPoint solutions to include:
o Updated records from Iteration 1
o Transaction history
o Deposit records
● Complete data acceptance testing
● Complete bill validation testing
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27 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

3.5.2.5. Iteration 3
The goal of Iteration 3 is to fix issues identified in the previous iteration and convert any remaining records identified in the data conversion mapping document that have not been converted yet.

To complete Iteration 3, the following prerequisites are targeted to be completed:
● Completion of Iteration 2 data conversion and data acceptance testing ● Completion of data cleansing activities identified in Iterations 1 & 2 ● Completion of configuration adjustments identified throughout testing Upon completion of Iteration 3, the Client will be able to:
● Address any edge cases or record types that have not been previously completed ● Complete User Acceptance Testing
● Complete Mock Go Live between Iteration 3 and 4

3.5.2.6. Iteration 4
The goal of Iteration 4 is to support Go-Live.

Data Refresh
In between data iterations, one or multiple data refreshes may be completed. Data refreshes can be requested by any project member. When assessing requests for additional data refreshes the SpryPoint Project Manager will collaborate with and take input from all project members, but the SpryPoint Project Manager will remain the final decision maker of whether to complete the refresh. The SpryPoint Project Manager will work diligently with the Client Project Manager and SpryPoint Data Conversion team on this decision. The decision will factor in any potential impacts to project schedule, budget, or potential downstream impacts that the added data refresh may have on other in-flight project deliverables. In the event there is a lack of alignment, the Executive Steering Committee may be engaged.

A data refresh is defined as the rerunning of the conversion processes using more recently extracted data. Another key tenet of a data refresh is that extract routine, conversion script, and/or, mapping changes will be minimal in comparison to a full iteration. A minor change is defined as script change that takes less than 1 hour to fix, such as fixing a mapping to support an edge case; adding handling for meter switches; changing rate mapping.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.237
Statement of Work
28 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

3.5.2.7. Data Cleansing
During the data migration process there will be requirements to clean up data, this will be referred to as data cleansing. There will be several methods used to complete this cleansing activity. The main ones are:
● Correct during the extraction – In some instances it is easiest to correct the data using scripting on the export from the legacy system.
● Correct during the import process – In some instances it is easiest to correct the data using scripting on the import into the SpryPoint product(s). ● Manual correction in legacy system- In some instances, the Client will be asked to correct the data in the legacy system.
● Correction in SpryPoint Product(s) – In some instances. The Client and/or SpryPoint Implementation Specialist will be asked to correct the data in the SpryPoint Product(s). This may be completed manually or by scripting.

SpryPoint will work with the Client to decide the best approach on how data cleansing will be conducted and which of the above methods will be used or if an alternative method is required. SpryPoint and the Client will work together to come to a mutually agreed decision that is in the best interest of the Project.

3.5.2.8.Data Acceptance Testing
After each data migration SpryPoint will provide data validation reports to Client that will outline what data has been converted, control totals and areas of concern, areas where data cleansing may need to occur or any other data abnormalities.

The Client will be required to review these reports with SpryPoint. In addition, the Client will be required to complete data acceptance testing. SpryPoint will provide checklists to use as guides for data acceptance testing. The Client is required to review and validate data for all records as outlined in the data conversion plan.

3.5.3. Configuration – Integrations & Enhancements
During the configuration stage, requirements documents will be created for each interface, and enhancement that are included in the Project. These documents will include more specific details on the business requirements for each interface, or enhancement. The document(s) will be provided to the Client to review, provide feedback, and sign off on.

Once the requirements document is signed off on then it will be scheduled with the development team for completion. Also, during this process each identified interface, and/or enhancement will be identified as required for Go-Live or not. This information will be used to help prioritize the delivery of this work.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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29 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

3.5.3.1. Interfaces
During the contracting process interfaces were identified and a high-level description of the functionality has been outlined in this document. To see a complete list of Interfaces and their description included in the scope of the project please see section 4.1 Interfaces.

If interfaces, not listed in this document, are identified or requested, they will be deemed out of scope and the change order process will be initiated.

3.5.3.2. Enhancements
During the contracting process in scope product enhancements were identified and a highlevel description of the functionality has been outlined in this document. To see a complete list of Enhancements included in scope of this Project please see section 4.2 Enhancements.

If enhancements, not listed in this document, are identified or requested, they will be deemed out of scope and the change order process will be initiated as outlined in section

3.9.6 Scope and Project Change Management.

3.5.4. Configuration – Core Team Training
To assist with the Client’s Core Team members understanding of the SpryPoint product(s) SpryPoint will provide Core Team Training, as described and defined in this section. This training is designed to give the Core Team members a full understanding of how to use the SpryPoint Product(s) included in this implementation. Participation from all Client Core Team members is required.

As part of the Core Team Training SpryPoint will provide the Client copies of the training curriculum, training presentations and student workbook. During the training, activities and assessments will be completed to help reinforce key concepts. Training material during core team training will be based on the out of the box system functionality and may include functionality that is not applicable to you. The purpose of the training is to help the Core Team members understand how the System and SpryPoint product(s) might work for Client specific business processes. The Client may record the Core Team live training to support onboarding of additional Client staff.

3.5.5. Configuration – Reports & Dashboards
During configuration any reports and dashboards identified as required for Go-Live in the Report Plan will be developed.

As identified in the Report Plan, SpryPoint will work with the Client to build/configure:
● Dashboard – SpryPoint will work with Client to configure a Customer Service Dashboard of key metrics using Metabase.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
30 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ● Reports - SpryPoint will work with appropriate Client project team members to modify existing reports or write new reports using the out of the box reporting tool and Metabase.
● Metabase Training – As part of the scope of the Project SpryPoint will provide the Client’s designated report writer(s) training on the tool. ● Reports and Dashboards will use an iterative approach. A report builder will build an initial draft of the report or dashboard. This will be reviewed with the Client.

SpryPoint and the Client will agree to a mutual amount of time for the Client to test the report or dashboard. SpryPoint will allow up to a maximum of 2 iterations of updates after the initial report or dashboard is provided. ● Included in the scope of this project is up to 120 hours for Reports & Dashboards

3.5.6. Configuration – Security & Roles
Based on the security plan, as defined in Section 3.4.3, the Client will be responsible to assign security roles to users of the System. The Client can either use the out of the box security roles or they can create their own. When new functionality is released, SpryPoint is responsible to update the out of the box security roles only. If the Client has created their own custom security roles, without SpryPoint’s authorization, they will be responsible to update any security related to new features to the affected roles. The SpryPoint Project Manager will work with the Client to ensure release notes are shared when required or applicable.

3.5.7. Configuration – Organization Change
Management (OCM)
The following Organizational Change Management activities will be completed to support the Client and their users with the change that occurs during the implementation. All of the following exercises and assessments result in documentation or presentation deliverables to be provided to Client by SpryPoint. These OCM deliverables will be provided to AVAAP to be included in their overarching OCM program.

Risk Assessment
Measures the characteristics of the change and the attributes of the impacted organization to better understand the unique risks of the change. Changes that are more dramatic and farther reaching in the organization have a higher risk. Likewise, organizations and groups with histories and cultures that resist change face higher risk. Understanding these characteristics, attributes, and risks helps to scale the change management plans accordingly.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.240
Statement of Work
31 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Sponsor Assessment
The Sponsor Assessment measures the people management chain of all the impacted groups in terms of their position relative to the change and their change management competency. The resulting sponsor coalition describes the leaders and managers who need to be on board and actively engaged in leading the change. The primary sponsor is the person who authorizes and champions the change. This person must be actively and visibly engaged in the change throughout the Project. They also have a part in building a coalition of sponsors across the organization. Each member of the sponsor coalition has the responsibility to build support and communicate the change with their respective audiences.

P-P-P-P Exercise
This exercise assists the organization in connecting change management to business results by documenting the Project, Purpose, Particulars, and People. If the people impacted by the Project do not support and engage in the change, then the particulars of that change are not realized. If these particulars are not achieved, then the purpose will not be achieved, and the business results are not met.

Sponsor Interview
The Sponsor Interview contains a list of questions that stakeholders may have about the Project, and which can provide basic information about the Project to stakeholders to create awareness and desire, the first two elements of the ADKAR® Model of individual change. Prosci® recommends that Primary Sponsors provide answers to these questions, which can then be repurposed throughout the Project to reinforce key messaging concepts. These questions can also provide value for other tasks such as identifying stakeholders and defining Project risk.

Group Impact Assessment
The Group Impact Assessment measure the degree of anticipated changes to each of the groups impacted it terms of the follow 10 aspects of change. • Processes: The actions or steps taken to achieve a defined end or outcome. • Systems: A combination of people and automated applications organized to meet a set of objectives.
• Tools: An item or implement used for a specific purpose; can be a physical object such as a mechanical tool or a technical object such as a web authoring tool or software program.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
32 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved • Job Roles: A physical geographical place that provides facilities for a stated purpose.
• Critical Behaviors: Vital or essential response of an individual or group to an action, environment, person, or stimulus.
• Mindset/Attitudes/Beliefs: A mental inclination, disposition or frame of mind reflected in behaviors.
• Reporting Structure: The authority relationships in a company or organization; who reports to whom.
• Performance Reviews: The process and indicators of how performance is measured and assessed relative to objectives.
• Compensation: The amount of the monetary and non-monetary pay provided in return for work performed.
• Location: A physical geographical place that provides facilities for a stated purpose.

Not all groups will be impacted the same. Understanding the impacts relative to each impacted groups helps to scale the change management plans accordingly.

OCM Scope and Goals Summary
This document summarizes the scope and goals of the anticipated changes and provides a consolidate source for information that can be communicated as needed to the organization.

OCM Strategy Presentation
This presentation summarizes the analysis findings, documents key takeaways, and recommends next steps for the organization.

Customer Bill Statement Communication Plan
This plan provides the organization with the tools to create an effective communication plan with their customers to ensure a smooth and successful rollout of the new billing system to their customers, minimizing billing disruptions and providing necessary support throughout the transition. This document will also provide best practices from other implementations on the tools to be used and the information to be imparted to customers Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 33

3.5.8. Configuration – Deliverables, Roles & Responsibilities No. Deliverable
Name
Deliverable Description Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

1. Configuration
Workshops
Workshops that are held on an
agreed upon schedule to
determine the initial
configuration requirements.

R A C R

2. Configuration
Workbook
Completed
The Configuration Workbook is
filled out for the initial round of
configuration.

R A

3. Configuration
Workbook
Assignments &
Homework
Provide required inputs &
information for completion of
the Configuration Workbook
C A, R

4. System
Configuration(s)
The process to complete
configuration in the System
Environments.

A R

5. Participate in
Configuration
Sessions
Be engaged in configuration
sessions to answer questions
and understand how
configuration is performed
C R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.243
Statement of Work
34 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

6. Integration
Requirements
Document(s)
For any in scope interfaces, this
document validates the
interface business.
requirements. One document
will be created for each
identified integration.

A R

7. Integration
Requirements
participation
Participate in integration
requirements sessions, provide
document feedback and
approve documents
A R

8. Integration
Configuration
Configuration of in scope
integrations detailed in section
4,1.

A R A R

9. Core Team
Training
Full system training provided to
the Client's Core Team
members per the training plan
that ensures the core team
understands how the
SpryPoint product(s) works.

A, R

10. Participate in
Core Team
Training
Client’s Core Team members
will participate in the scheduled
training sessions
A R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.244
Statement of Work
35 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

11. Enhancement
Requirements
Document(s)
If there are enhancements
included in scope, this
document validates the
business use case and
captures the business
requirements. If there are
multiple enhancements one
document will be completed for
each.

A R

12. Enhancements
Requirements
participation
Participate in enhancement
business requirements
sessions, provide document
feedback and approve
documents
A R

13. Data Mapping
Document
A spreadsheet that maps each
field being converted from the
legacy system to a field in an
appropriate in scope SpryPoint
product.

R A C C

14. Data Extraction
from legacy
system
The activities required to get
data out of the Client’s legacy
system.

C C A R

15. Data Import into
SpryPoint
Product(s)
The activities required to bring
data into the SpryPoint
product(s).

R A C C
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.245
Statement of Work
36 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

16. Data Conversion
Results Report
The report(s) that is generated
after the data conversion round
is completed.

R A C C

17. Data Conversion
Results Review
A meeting(s) to discuss the data
conversion results and answer
any questions, issues or
concerns.

R A C R

18. Data Acceptance
Checklist
Template
A template that outlines the
recommended data element
that should be tested
A R

19. Data Acceptance
Checklist
Template
Population
Population of specific data
elements to be tested during
data acceptance testing into the
Data Acceptance Checklist.

A R

20. Data Acceptance
Testing
Testing that is completed by
the Client to check and
validate the data that has been
converted.

R A

21. Data Acceptance
Testing Support
Answer questions and provide
guidance during data
acceptance testing
A R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.246
Statement of Work
37 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

22. Identify data
issues
Identification and
documentation of data issues
found during data acceptance
testing

C C A R

23. Data Cleansing
Decisions
Make decisions on the best
way to resolved data issues **
see Data Cleansing Section
above.

A R C C

24. Complete Data
Cleansing
Activities -
SpryPoint
Complete data cleansing
activities

A R C C

25. Completed Data
Cleansing
Activities –
Client
Complete data cleansing
activities

C C A R

26. Reports &
Dashboards
Build/Configure reports and
Dashboard as determined by
the report plan

R A C R

27. Security
Configuration
The process of assigning users
to security roles.

C A R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.247
Statement of Work
38 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

28. System Ready
for Testing
Initial system configuration
completed and system ready
for testing.

A R C C

29. OCM Training
Materials
Materials that will be used to
teach end users and assist with
OCM sessions.

A R C C

30. Communications
Document
Updates
Complete any updates to the
internal and external
communication document
and/or the strategy document.

A R R R
Key: R= Responsible – Assigned to complete the task each party to the SOW will have to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 39

3.6. Test
The Test phase’s primary focus is on testing and training. This phase is the key to mitigating risk and gaining user confidence in the new business processes. This is accomplished through SpryPoint’s systematic and thorough testing and training. SpryPoint’s iterative testing methodology adds a layer of thoroughness at each step, building on the success of the previous steps. It is important that the Client spends time testing their business processes in the SpryPoint Solution(s) to ensure all business needs are met.

3.6.1. Test – Test Scripts
A test case is a document that outlines an element or scenario to be completed during a specific test cycle (feature, function, interface, etc.). Each test case must meet the following requirements:
● Uniquely numbered and named
● Identifies the functional/business domain recommended to be tested ● Describes the testing purpose
● Specifies the environment to be used
● Outlines any dependencies
SpryPoint will provide out of the box test scripts based on the standard business processes, and customize to support future state business processes. The Client will be responsible for modifying test scripts to meet their custom needs. SpryPoint will be available to review, answer questions and provide recommendations for custom test scripts.

3.6.2. Test – Training Material
To assist the Client’s testing team members with understanding of the SpryPoint product(s), SpryPoint will provide end-to-end system training. As part of the training, SpryPoint will provide the Client with copies of the training presentations and student workbooks. During the training activities and assessments will be completed to help reinforce key concepts. Training material used during tester training will be localized to use Client Data for hands-on exercises and will only contain details about system Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.249
Statement of Work
40 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved functionality that is being used as part of the go forward business processes. Note: The training material will not include details on the client’s specific business processes.

3.6.3. Test – Tester Training
To ensure the project team (including SpryPoint and Client team members) has captured as many scenarios as possible and addressed all business cases, it is important that other users be identified and perform testing during the User Acceptance Testing phase. SpryPoint is responsible for ensuring users receive the required training, so they have the tools required to complete their assigned testing.

Although SpryPoint is responsible for providing the training, it is highly recommended that a Core Team member be part of the training session to help facilitate buy-in of the new functionality and business processes.

3.6.4. Test – Enhancement Testing
Enhancement Testing is the stand-alone testing of the system enhancements, performed during development, by the SpryPoint developers and implementation specialists.

SpryPoint is responsible for complete initial testing of enhancements to ensure they meet the requirements as outlined in the requirements document(s). It is recommended that the Client complete their own testing of the enhancement.

3.6.5. Test – Integration Testing
Integrated Testing will focus on these five main areas:
● Core integrated testing which tests major batch processes; ● Financial scenarios which focus on validating financial transactions; ● Integrated testing scenarios inclusive of primary and secondary scenarios; ● Unit (Singular) testing of interfaces and enhancement(s); ● Unit testing reports and bill prints.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.250
Statement of Work
41 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved SpryPoint is responsible to complete initial testing of integrations to ensure they meet the requirements as outlined in the requirements document(s). It is recommended that the Client complete their own testing of the integrations.

3.6.6. Test – Functional Testing
The main purpose of the Functional Testing step is to establish that decisions made during the configuration phase of the Project will be in line with Client’s business requirements. Functional Testing utilizes scenarios based on industry best practices. To facilitate functional testing, SpryPoint and the Client will test scenarios, broken into two categories:
● Primary Scenarios - These scenarios involve functionality relating to the core business processes and are the most common end-user functionality, such as move-ins, move-outs, billing, and collections. ● Secondary Scenarios - These scenarios involve testing a broader spectrum of functionality designed to test unique, Clientspecific functionality and infrequent or less common processes.

3.6.7. Test - Bill Validation Testing
The purpose of the billing comparison process is to replicate a full billing cycle for all accounts in both the legacy system and SpryCIS and compare the results on each account. The end goal is to identify any billing anomalies to correct issues with setup or conversion, and to document acceptable differences.

The billing comparison is an iterative process throughout the implementation to ensure bills are calculated correctly. The scope of the Project includes three (3) iterations of billing validation. The first iteration will likely identify configuration or data issues that need to be corrected. After those issues are corrected the billing comparison will be run again up to two (2) more times to ensure billing accuracy. Billing comparison will be deemed acceptable when there is a 98% or higher billing match with known reasons for differences; any unknown or unexplainable differences are unacceptable. After each round of bill comparisons, a document is created that is shared with the Client to show the results. While SpryPoint is responsible to complete this testing, the Client will be required to help review and resolve issues. Results of each Bill Validation Testing Iteration will need to be signed off by the Client.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.251
Statement of Work
42 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved To complete Bill Validation Testing the Client must have the ability to provide an extract of the billing data from their legacy system in the form of a comma-separated file or spreadsheet from their legacy system at any given time. This data will need to include, at a minimum:
● Legacy Account Number
● Service Period Dates, start and end date
● Consumption by service
● Billing Cycle
● Bill Amount
● Budget Amount (if applicable)
● Bill amount by Service (if possible)
● Breakdown by flat charge vs. consumption, consumption charges by tiers (if possible)

3.6.8. Test – User Acceptance Testing
User Acceptance Testing cannot be deemed completed or accepted until all objects including but not limited to configuration, data migration, reports, modifications, interfaces, business processes and user security are completed and ready for Go-Live.

Note: In some cases, there may be a reason why an item may not be available during user acceptance testing. If this occurs this item(s) needs to be documented with a future plan to validate the item(s).

During User Acceptance Testing the Client will be accountable to complete any required testing, however, the SpryPoint team will be available to answer questions and help resolve any questions, issues, or concerns.

The Client’s identified testers will complete the test cases as defined in the approved test script list and agree to complete testing to meet the parameters defined in the test plan. If tests fail, SpryPoint resources will be available to help and answer questions and/or work with the customer to fix the issues. Once SpryPoint has deemed the issue fixed, the Client will be required to retest.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.252
Statement of Work
43 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

3.6.9. Test – Deliverables, Roles & Responsibilities
No. Deliverable
Name
Deliverable Description Project
Manager
Implementatio
n Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
User
s
Executive
Sponsor
SpryPoint Client

1. Tester Training Training provided to any non-core team users that will be involved in testing
activities.

R A

2. Participate in
Tester Training
Participate in tester training A R R

3. Data Refreshes An updated data conversion iteration
that is used to support testing.

R A C

4. Provide Test
Scripts
Provide out of box test scripts based on
standard business processes.

A R C C

5. Update Test
Scripts
Activities required to update out of box
test scripts to match Client’s future state
and edge cases

R R A R

6. Execute Bill
Validation
Testing
Activities required to complete a round
of bill validation testing

R A R R

7. Bill Validation
– Issue
Corrections
Correction of issues found during bill
validation. This could be in the form of
changes to configuration, training for
Client, development, etc.

R A R R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.253
Statement of Work
44 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementatio
n Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
User
s
Executive
Sponsor
SpryPoint Client

8. Bill Validation
Testing
Acceptance
A sign off provided by the Client that
represents acknowledgment that the
Client has reviewed the testing results
and approves the results of the testing
round

C C A R

9. Execute
Integration
Testing
Activities required to complete a round
of integration testing

A R R R

10. Integration
Testing – Issue
Resolution
Correction of issues found during
integration testing. This could be in the
form of changes to configuration,
training for Client, development, etc.

A R C C

11. Integration
Testing Signoff
A sign off provided by the Client that
represents acknowledgment that the
Client has review the testing results and
approves the results of the testing round

C C A R

12. Execute
Functional
Testing
Activities required to complete a round
of functional testing

A R R R

13. Functional
Testing – Issue
Identification
Identification of issues found during
functional testing. This could be in the
form of changes to configuration,
training for Client, development, etc.

A R R R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.254
Statement of Work
45 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementatio
n Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
User
s
Executive
Sponsor
SpryPoint Client

14. Functional
Testing – Issue
Resolution -
SpryPoint
Resolve issues identified in testing. A R C C

15. Functional
Testing – Issue
Resolution -
Client
Resolve issues identified in testing. A R

16. Functional
Testing Signoff
A sign off provided by the Client that
represents acknowledgment that the
Client has reviewed the testing results
and approves the results of the testing
round.

C C A R

17. Execute User
Acceptance
Testing
Final testing performed by the Client Key
Users and any identified testers prior to
system sign-off. Security, Modifications
and Reports testing will be performed as
part of UAT.

C C A A R

18. User
Acceptance
Testing – Issue
Identification
Identification of issues found during user
acceptance testing. This could be in the
form of changes to configuration,
training for the Client, development, etc.

A R R R R
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.255
Statement of Work
46 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable Description Project
Manager
Implementatio
n Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
User
s
Executive
Sponsor
SpryPoint Client

19. User
Acceptance
Testing – Issue
Resolution -
SpryPoint
Resolve issues identified in testing. A R C C

20. User
Acceptance
Testing – Issue
Resolution -
Client
Resolve issues identified in testing. C C A R

21. User
Acceptance
Testing Signoff
A sign off provided by the Client that
represents acknowledgment that the
Client has completed user acceptance
testing and approves the results of the
testing

C C A R R
WhoKey: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.256
Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 47

3.7. Deploy
The Deploy phase is the point at which the Client and SpryPoint decide whether all critical pieces are in place to turn the System over to production. This phase includes a production readiness evaluation, cutover planning, and remaining end user training.

SpryPoint and the Client will develop a cutover plan prior to the proposed Go-Live date.

SpryPoint and the Client will stage all aspects of the system in preparation for production cutover.

The Production Readiness phase focuses on four critical areas:

1. Application Readiness. Is the application tested and ready for production? This includes modifications, interfaces, and reports needed to run in full operations.

2. Data Readiness. Is the data conversion ready for operations? Have all data cleansing issues been resolved or planned for during the cutover period?

3. Process Readiness. Have the business processes been reviewed? Have all business process-reengineering tasks been completed, documented, and made ready for operations?

4. Resource Readiness. Are all the end-users trained? Is the Client’s staff trained to deal with problem-solving during the business cycle?

3.7.1. Deploy – Prerequisites
To cutover to production the following criteria must be met:
● User Acceptance Testing must be completed and signed off on by both the Client and SpryPoint
● All issues marked as required for Go-Live must be completed and signed off on. ● All product enhancements and integrations marked as required for Go-Live must be completed, tested, and signed off on.
● Converted data has been validated, balances, any discrepancies can be explained and signed off on.
● Required training is completed and signed off on.

Note: the above list is the standard agreement, however, in some cases there may be item(s) that may not be accomplished until Go-Live. Any desired expectation(s) to this list needs to be documented in writing with a plan outlined and relevant details and signed by both Parties.

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3.7.2. Deploy – Go Live Cutover Plan
SpryPoint will develop a Go-Live Cutover Plan which outlines all issues and activities required to cutover and to the achievement of operational stability. The plan is based on experiences gathered from other SpryPoint production cutovers, an on-going evaluation of best practices in the industry, and specific issues that arose during the configuration and testing of the software for the Client.

3.7.3. Deploy – Go/No Go Decision
This is a critical decision point in the Project, where the state of the Project is reviewed against the Deploy Prerequisites above to determine the readiness for Go-Live. This step should occur approximately 30 days before Go-Live. If the Client has specific needs that will require more than 30 days’ notice (such as a requirement to give more than 30 days notice to the customer base), this decision point should occur further out than 30 days prior.

The Go/No Go Decision process occurs in two steps.

Step 1 – SpryPoint Internal Go/No Go Decision
This is an internal meeting with the SpryPoint Project Team, SpryPoint Executive Sponsor and other SpryPoint Stakeholders to discuss the Project and evaluate Go-Live readiness.

If this meeting results in a "Go" Decision, a Client Go/No Go meeting is scheduled. In the event a "No" results from this meeting a meeting will be scheduled with the Client’s Executive Sponsor and Key Stakeholder to discuss the concerns and an established action plan.

Step 2 – SpryPoint/Client Go/No Go Decision
When the SpryPoint Internal meeting results in a "Go" Decision, the Project status, risk, cutover plan is discussed with the Client’s Project Team, Executive Sponsor and any Key Stakeholders. If the Client makes a "Go" decision, plans for the cutover are finalized. If the Client makes a "No-Go" decision, SpryPoint and the Client will work together to determine if the change is in or out of scope, and the appropriate actions will be taken to resolve the issues/concerns.

3.7.4. Deploy – End User Training Material
To assist the Client’s end users with understanding of the SpryPoint product(s); SpryPoint will provide end to end system training. As part of training, SpryPoint will provide the Client copies of the training presentations and student workbooks. During training, activities and assessments will be completed to help reinforce key concepts. Training material used during end user training will be localized to use Client Data for hands on exercises and will only contain details about system functionality that is being used as part of the Client’s go forward business processes. Note: The training material will not contain specific business process information for the Client.

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49 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

3.7.5. Deploy – End User Training
The end-user training will be performed by SpryPoint staff, with the assistance of one or more Client Core Team members. The SpryPoint instructor will supply the detailed knowledge of the applications being taught, and the Client functional resource will bring the detailed knowledge of Client processes to the classroom. The SpryPoint instructor will lead the instruction with the Client resource attending to clarify any process or procedure questions specific to their environment.

While SpryPoint will make every effort to complete end user training as close to Go-Live as possible, there may still be a period between training and Go-Live. As a result, the Client agrees to establish a practice lab and a schedule where trained users are scheduled and required to spend time practicing what they have been trained on.

3.7.6. Deploy – Mock Go Live
The Mock Go-Live acts as a dress rehearsal for the actual Go-Live weekend and Monday morning activities. This practice run is used to ensure everyone understands their roles and responsibilities for the actual Go-Live. In addition, it allows SpryPoint to validate the schedule and timings for the cutover weekend. This includes any manual entries required after the completed conversion and validation of all reporting. Some users will be asked to run testing to ensure they understand what is going to happen when the business opens on Monday morning.

3.7.7. Deploy – Customer & Vendor Notifications
As the Client prepares for Go-Live the Client may need to notify customers, vendors and other third parties of the System Go-Live. It will be the responsibility of the Client to prepare and complete these notifications. However, SpryPoint can be used as a resource to talk about their experiences in what other Clients have done.

3.7.8. Deploy – Go Live
This phase includes the System shutdown time when the cut-over to production occurs.

Most of this work is performed when the office is closed. During this time, the final data conversion is completed, and all other steps as identified in the cut-over plan are completed, and validation is performed to ensure everything is in place to open the office.

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Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 50

3.7.9. Deploy - Deliverable(s), Roles & Responsibilities No. Deliverable
Name
Deliverable
Description
Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

1. Go Live Plan A document that outlines the
plan for Go-Live, including
any schedules and checklists
for the Go-Live weekend.

A R I R R R I

2. SpryPoint
Internal Go/No
Decision
An internal SpryPoint meeting
where the Client’s readiness
for Go-Live is reviewed.

A R R I

3. SpryPoint/
Client Go/No
Go Decision
A meeting upon the
acceptance of prerequisite
activities that gives the
approval to move forward
with the Go-Live.

A R R C R R R

4. End User
Training
Training for users is teaching
them how to use the
SpryPoint products, as
identified in the training plan.

A R C R R

5. Customer/Ven
dor
Notifications
Notice of Go-Live for any
customers, vendors, and
other interested parties of the
Go-Live planned date.

I I A R I C
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
51 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

6. Schedule
Practice
Sessions for
Trained End
Users
A schedule that assigns
system practice time to
trained users.

A C R

7. Practice Lab A space where trained end
users can go to use the
SpryPoint Product(s) and
practice their system skills.

A R I

8. Practice
Session(s)
The time an end user(s)
spends practicing what they
learned in training sessions.

C R A

9. Mock Go Live A complete dress rehearsal
of the Go-Live activities to
ensure all parties understand
their role in Go-Live.

A R R R I

10. Final Data
Conversion
Exports
All activities required to
complete the final data
conversion exports from the
legacy system.

A R C C
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
52 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Project
Manager
Implementation
Specialist (s)
Executive
Sponsor
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

11. Final Data
Conversion
Imports
All activities required to
complete the final data
conversion import in the
production system.

R A C C

12. Go-Live
Activities
Complete all cutover
activities as defined in the
cutover plan.

A R I R R R I

13. Issues Log
Updates
The issues log that gets
updated with any issues that
occur during cutover.

A R R R

14. Go Live Sign off A document that confirms
that the system is ready for
production use and that the
Client is ready to begin using
the SpryPoint solution(s) as
the system of record.

R R I A R C
Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or act Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 53

3.8. Operate
The purpose of this phase is to ensure complete and successful transfer to the new customer information system as well as the other applications included in the Project scope and provide the Client with direct access to the implementation team personnel.

The SpryPoint implementation team will work together with Client’s production staff to ensure the System is well understood and functioning pursuant to the Agreement and this SOW.

3.8.1. Operate – Post Go Live Support
This is the initial period after Go-Live where the Client’s focus is on system stabilization. The post Go-Live/stabilization period will last 90 calendar days with the goal to complete 3 full billing cycles (assuming monthly billing cycle).

During this period, the Client is using the SpryPoint product(s) to complete their day-to-day responsibilities and run their business.

The SpryPoint implementation team is available to the Client to answer questions, provide refresher training, manage, and resolve all application issues (configuration, training, and defects, etc.), resolve all post-production issues as well as any Go-Live deferred functionality, provide support of the business process review activities and how to best achieve the desired improvements.

At the end of the post Go-Live stabilization period a punch list is created. This list contains:
● Any issues and their severity still open at the end to the stabilization period ● Any SOW items that were not delivered prior to Go-Live ● Any additional reports required and agreed to as part of scope of services

3.8.2. Operate – Transition to Customer Success
After the post Go-Live period has been completed and all severity 1 and 2 issues have been resolved, SpryPoint will transition the Client to the Customer Success team. The transition involves a SpryPoint internal knowledge transfer between the Service Delivery and Customer Success Teams and an introductory meeting with the Client, SpryPoint Project Manager, and the SpryPoint Customer Success Team. Once the transition to the Customer Success team has occurred, the SpryPoint Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.263
Statement of Work
54 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved implementation team will continue to be accountable for the resolution of all items on the punch list and the Customer Success Team will be accountable for any new issues.

3.8.3. Operate – System Acceptance & Project Close Out
The project close out is the point when the SpryPoint and the Client both agree that all Project deliverables have been completed per the Statement of Work and the Implementation portion of the Agreement is completed, the System is accepted by the Client and the Project is deemed closed.

This occurs when the following are met:

1. All of the service deliverables identified within this SOW have been completed, delivered and accepted by Client , including approved Change Orders impacting the SOW;

2. All punch-list items severity 1, 2 and a plan for delivery of severity 3 are delivered to the Client. The Client agrees to test all delivered severity 1 and severity 2 items within 15 business days of receipt and provide written details of any concerns.

If no written details or concerns are provided by the Client within the 15-business day period, the items will be considered approved. Client must have received training as defined in the SOW on the SpryPoint Products and know how to use the System.

3. 1. and 2. above have been met, and the Project is 6 months past cutover, and no written documentation of issues related to the scope included in this SOW has been provided to SpryPoint; SpryPoint will send an email to the Client stating that due to no documentation approval has been assumed.

Once a Project is deemed complete any outstanding implementation fees are due.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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55 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

3.8.4. Contingency Fund
A contingency fund will be held by the Client under this Agreement in the amount of 20% of the total contract value ("Contingency Fund"). The purpose of the Contingency Fund is to cover unforeseen costs, issues, or changes that may arise during the performance of the services outlined in this SOW, including, but not limited to, changes in scope, technical challenges, and unforeseen additional costs beyond SpryPoint’s reasonable control as set forth below.

2. Use of the Contingency Fund
The Contingency Fund is eligible for use by SpryPoint only for the following purposes:
• Unforeseen Costs: For additional costs arising from unforeseen issues that are beyond SpryPoint’s control and not due to SpryPoint’s gross negligence, and that could not have been anticipated at the time this Agreement was executed. • Scope Changes: For additional work or modifications to the scope of services that have been formally approved by the Client through a written change order or amendment to this Agreement. • Technical Challenges: To address technical difficulties or issues that arise in the course of delivering services, which require additional effort or resources.

Use of the Contingency Fund requires prior written approval from the Client. SpryPoint must submit a request for release of contingency funds, including a detailed justification and documentation supporting the need for additional funds. The Client will review and approve or deny the request based on its assessment of necessity, reasonableness, and the availability of funds.

3. Administration and Approval
• Request Process: SpryPoint shall submit a formal written request to the Client for any use of the Contingency Fund, specifying the amount requested, the nature of the unforeseen issue or required scope change, or technical challenge, and the impact on the overall project.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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56 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved • Client Approval: The Client shall approve or deny SpryPoint’s request for contingency funds at the Client’s sole discretion within 30 days from the date of receipt of SpryPoint’s request. The Client’s decision shall be final, and SpryPoint shall not proceed with using any contingency funds without such approval. • SpryPoint Approval: The final approval of the release of any contingency funds will be documented via a mutual agreed upon change order under the change order process described herein.

4. Reporting and Documentation
SpryPoint shall maintain accurate and complete records of all expenditures from the Contingency Fund, including amounts requested and approved.

5. Limitations on Contingency Fund Use
The Contingency Fund shall not be used for:
• Costs resulting from SpryPoint’s failure to meet contractual obligations under the Agreement, including delays, deficiencies, or poor performance, or SpryPoint’s gross negligence or willful misconduct. • Costs arising from items already included within the original scope and cost estimates of the Agreement.

Notwithstanding the above, as Client budgets are on an annual cycle and are influenced by the prevailing economic conditions and other factors that may be beyond its control, the Client reserves the right to make modifications to the amount in the Contingency Fund without penalty or liability to SpryPoint. Client shall have no obligation to pay any amount in the Contingency Fund to SpryPoint. Client and SpryPoint may enter into an amendment to this Agreement to reflect any reduced amount of the Contingency Fund.

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3.8.5. Operate - Retainage Collection
Retainage will be applied to each invoice during the Project as per the Master Subscription Agreement. The retained amounts will be invoiced by SpryPoint and is to be released by Client pursuant to this Agreement and based on the following criteria:
● 50% release of retainage upon successful completion of Deploy Prerequisites as noted in section 3.7.1. ● 25% released upon the competition of the Transition to Customer Success as noted in section 3.8.2 ● 25% on Project Close Out as noted in section 3.8.3
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3.8.6. Operate – Deliverables, Roles, & Responsibilities No. Deliverable
Name
Deliverable
Description
Project
Manager
Implementation
Specialist (s)
Customer
Success
Team
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

1. Refresher
Training
Any identified and
agreed upon refresher
training completed.

A R R R R

2. Transition
Documentation
SpryPoint Internal
Documentation used
to provide the
Customer Success
Team information
about the Client and
their project.

A R R

3. Transition to
Customer
Success
Internal
Meeting
A SpryPoint internal
knowledge transition
meeting to review the
project details.

A R R I

4. Transition to
Customer
Success
Meeting
A meeting was held
with SpryPoint to
introduce them to the
Customer Success
Team and how they
work with them.

A R R R R I
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.268
Statement of Work
59 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved No. Deliverable
Name
Deliverable
Description
Project
Manager
Implementation
Specialist (s)
Customer
Success
Team
Project
Manager
Core
Team
Testers End
Users
Executive
Sponsor
SpryPoint Client

5. Finalize
Punchlist
A document that lists
any open items that
need to be resolved
as part of the scope of
the product.

A R I R R

6. Signoff on
Punchlist
Acknowledgement, by
the Client that they
have reviewed the
punch list and they
agree to it.

R A R I

7. Project Close
Out Document
A document that
summarizes project
details.

A R R R

8. Project Close
Out Signoff
Acknowledgement, by
the Client that all
SOW deliverables
have been completed
and the project has
been signed off on
and closed.

I A R C
Key: R= Responsible – Assigned to complete the task/I.e you will have work to do; A = Accountable – Has final decision-making authority and accountability for completion; this person will ensure the work gets done. He/she may or may not be doing work but needs to make sure the work gets done. C = Consulted – provides input into a task and/or consulted before a decision or action; I – Informed – Must be informed after a decision or action Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.269
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Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 60

3.9. Project Governance

3.9.1. Project Management (PM)
SpryPoint uses a highly structured and layered project management methodology, which relies on detailed and complete project plans, to determine who is working on each task, and when, throughout the life of the project. Central to SpryPoint’s philosophy is maintaining strong communication throughout the teams, setting expectations early, facilitating and coaching as required and monitoring progress.

SpryPoint will provide a Project Manager throughout the life of the Project who will work directly with the Client's Project Manager and the joint team to ensure that all project responsibilities are met, unless mutually agreed to. SpryPoint shall assign and meet the required staffing, as defined in the staffing matrix provided during the RFP process, and resource needs for its provision of its Services. If Client notifies SpryPoint that it is dissatisfied with the services of any person supplied by SpryPoint, Client shall provide SpryPoint with a written description of such unsatisfactory services, and SpryPoint shall try in good faith to promptly resolve any concerns. If Client continues to be dissatisfied with such person due to issues related to performance, workplace conduct, or behavior, SpryPoint will remove that person from the Project and will assign another qualified person to Client’s work as soon as possible. SpryPoint agrees to use commercially reasonable efforts to maintain consistency of Project personnel (subject to personnel employment status, promotion, leave of absence) and commits that replacement staffing resources will have sufficient Project knowledge, qualifications and experience, without additional cost to Client, in order to render services in accordance with this Agreement. In such a case, SpryPoint will provide a replacement within a commercially reasonable time while preserving overall Project timelines.

SpryPoint shall require each of its agents, officers, and employees to abide by any Client’s policies that are communicated or provided in writing to SpryPoint, including those prohibiting sexual harassment, pandemic response, security, firearms, and smoking, as well as all other reasonable work rules, safety rules, or policies regulating the conduct of persons on Client property at all times while performing duties pursuant to the Agreement.

SpryPoint and its agents, officers, and employees performing services on Client premises and otherwise using Client software, hardware, or equipment, shall comply with all Client security and information technology policies and practices. SpryPoint agrees and understands that a violation of any of these policies or rules may constitute a breach of the Agreement and may be sufficient grounds for termination of the Agreement by the Client.

SpryPoint and Client Project Managers shall be responsible for the planning and execution of the Project. They shall work collaboratively to manage all project activities from project management activities, including planning and execution, the delivery of change management, and project communications throughout the Project. The Client’s Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.270
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61 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Project Manager is ultimately accountable for the Client’s resources, project tasks and internal project plans and SpryPoint’s Project Manager is accountable for their resources and project tasks. Both project managers will need to work together and retain authority for day-to-day project decisions and ensure project success.

3.9.2. Project Communications & Tools
The SpryPoint Project Manager, working in conjunction with the Client Project Manager, will compile status reports for distribution to both the Client and SpryPoint management.

Weekly meetings will be held to review overall status, schedule, and open issues noted in the status report.

As the implementation experts, SpryPoint agrees to communicate clearly which issues/tasks are on the critical path and have immediate impact on the project schedule and which issues/tasks are not. For issues that are not on the critical path the SpryPoint Project Manager will monitor these to ensure that these do not become critical path issues/tasks.

Communication Method Frequency Tool/Method Attendees
Project Team Status
Meetings
Every second
week
Zoom &
Word/PDF
Both PMs, Client
Core Team
Meetings,
SpryPoint Project
Team (as
required)
Project Status Reports Monthly PDF N/A
Updates to the project
plan
Bi-monthly Kantata N/A
PM Status meeting Every second
week
Zoom SpryPoint PM,
Client PM
Risk Log Bi-Monthly Excel N/A
Executive Steering
Committee
Monthly Zoom SpryPoint PM,
Client PM,
SpryPoint
Executive
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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62 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Sponsor, Client
Executive
Sponsor
Issue Log Weekly Excel N/A
With the understanding that both SpryPoint and the Client are working jointly to achieve the best project outcome, the table above outlines the standard agreement for communications. If major project events occur, or at a critical point in the Project that require additional communications, updates, or meetings, both parties can mutually agree to the additional activities at no extra cost to the Client.

3.9.3. Acceptance Period
To facilitate the project schedule and project planning it is important both parties agree to a default response period of 5 business days for any issues involving the Project. While this will be the default time, either party can proactively ask for a longer time, if the time is not sufficient or ask for an extension. The SpryPoint Project Manager will evaluate any timeline extensions against the project schedule and communicate if the extension puts the project schedule at risk.

3.9.4. Agreed Severity Definitions
During the implementation the following definition will be used to define the Severity of issues. In addition, issues will also be categorized as Go-Live Required or Post Go-Live.

Severity Level Example
1 – Urgent The Client’s business is not operational due to significant performance issues or outage, creating a substantial impact financially or by the number of customers affected.

Critical business function(s) cannot be performed, and/or a key component is unavailable or is non-functional. There is no immediate workaround.

Urgent issues have top priority until resolved. Examples of Severity 1 Issues includes but are not limited to:
● System is unavailable (outage),
● Unable to perform a key function such as calculation of bills or billing process, ● A key function is malfunctioning, creating a severe financial/customer impact ● Any event that impacts more than 20% of the customer base. ● Severity Level 1 issues are subject to an Issue Post-mortem by SpryPoint 2 – Critical The Client’s business is operational but the ability to perform business functions is severely impacted,
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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63 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved A critical business function or functions are partially operational or operating by use of a workaround only sustainable for a short period of time.

A critical business function or functions is operating at limited capacity or has a defect which creates errors or atypical results to customer records, transactions, financials.

Examples of Severity 2 issues include but are not limited to:
● 10%-20% of the customer base are affected by bills which are calculating or rendering incorrectly
● Response times on transactions or screens are 3 times the normal response times (response times must be tracked at go-live for benchmark) ● Processes take 3 times as long to complete or error out (response times must be tracked at go-live for benchmark)
3 – Restricted Use The service is experiencing an issue that can be worked around but is impacting the Client’s efficient use of the service. The business is operational with reduced efficiency.

Examples of Severity 3 issues includes but are not limited to:
● Single account issue
● Business function has a slight restriction of function of non-critical nature ● A workaround is required to maintain normal operations ● Non-performance impacting defect
4 – Not Urgent The service is fully functional but may contain a cosmetic flaw or misspelling.

There is no operational, financial, or customer impact.

Examples of Severity 4 issues include, but may not be limited to:
● A button is out of alignment on the user interface
● Question regarding configuration or functionality
● General inquiries

3.9.5. Milestone Acceptance Process
This Project will be invoiced on a milestone basis. The milestones, delivery criteria and payment timelines are noted below and in Exhibit G - Milestones.

On a monthly basis, the SpryPoint Project Manager will submit a list of milestones that have been completed for review and approval to the Client Project Manager. Service deliverables shall be accepted or rejected within 10 consecutive business days from the time of submission for acceptance. Service deliverables will be considered accepted with written approval from the Client. In the event the Client does not provide written approval or feedback within the agreed upon time period SpryPoint may invoice the milestone. The use or partial use of any service deliverable in a Production Environment constitutes acceptance of that service deliverable but only to the extent of such use or partial use.

The Service Deliverable Acceptance Process is described below. ● Submission of Service Deliverables. The SpryPoint Project Manager, or his or her designee, will prepare a list of completed milestones and forward with the Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
64 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved respective service deliverable to the Client Project Manager, or the Client designee, for consideration.
● Assessment of Service Deliverables. The Client's Project Manager will determine whether the service deliverable meets the requirements as defined in this SOW and that the service deliverable is complete.
● Acceptance / Rejection. After reviewing, the Client will either; accept the service deliverable in writing or will provide a written reason for rejecting it to the SpryPoint Project Manager. If the Milestone is accepted, the SpryPoint Project Manager will invoice for the Milestone(s). If the Milestone is rejected the SpryPoint Project Manager will review the reason and work with the Client's Project Manager to determine if the rejected reason is within the scope of the Project as defined in this SOW and if so, resolve any concerns. Once concerns are addressed the Milestone Acceptance Form will be updated and resubmitted for approval in the next month invoicing cycle.

3.9.6. Scope & Project Change Management
During implementation either party may request additions, deletions, or modifications to the services or software described in this SOW (“the Change”). All Changes will be documented regardless of whether there is an associated cost for the change and reviewed by both Parties.

Requests for changes should be made to either project team’s PM. The SpryPoint Project Manager is responsible for creating a Change Order Form. The Change Order Form will include the following:
● A description of the problem that needs to be solved or the scope change to be addressed.
● A description of the solution to the problem or scope Change being requested, including the use/business case and/or reason for the Change and suggested solution.
● An estimated impact of the Change on the project schedule. ● If applicable, any fees/cost and expenses associated with the Change.

The Change process that will be employed is defined below. The Change must be approved in writing by both SpryPoint and the Client before any work related to a Change may begin.
● Identify the requested Change
● Identify and document the solution and scope of work associated with the Change requested
● Estimate required effort, and any associated costs
● Assess impact of the Change on schedule, travel fees, milestones, SaaS contract, risks and/or any other identified impacts.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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65 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ● Submit for review and approval by the Client and SpryPoint Management Team ● If not approved, no changes are completed and the Change request is canceled ● If approved, Project documents are updated and work on the Change is scheduled into the Project
● Monitor and report progress on the Change
● Communicate the Change resolution
Note: Any impact to Services are handled through a Change Order, any impacts to SaaS are handled through a contract amendment.

During implementation, work to execute any approved project Changes will be completed at a price of $200 USD per hour.

3.9.7. Issues and Risk Management
The following procedure will be used to manage Project issues and risks:
● Identify and document all concerns
● Assess the impact and prioritize the impact to the Project ● Assign responsibility to resolve the issue or risk
● Monitor and report progress on the issue or risk
● Communicate issue resolution
On a monthly basis, the Project Managers will meet to review the status of the risks and outstanding issues. When a risk is identified each risk will be assessed for its probability and impact and weighted.

Note: This is in addition to other regular touch points outlined in section 3.9.2.

3.9.8. Conflict Resolution and Escalation Process
While both parties agree it is the desire to resolve issues quickly and within the Project team(s), at times this may not be possible, and issue(s) may need to be escalated to resolve.

A Project issue can include anything from a business process change, to a schedule issue, to a personnel issue, etc. The following table shows a typical escalation path:

Escalation Path SpryPoint Client
Level 4 CEO Assistant City Manager
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66 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Level 3 Vice President Service
Delivery
Assistant IT Director
Level 2 Project Manager Project Manager
Level 1 Implementation Specialist Core Team Members

3.9.9. Project Working Times

3.9.9.1. Project Working Schedule
During the Project implementation it has been agreed that Project Meetings, Training Sessions and/or any onsite time will be completed Monday through Friday, when working remotely. If work is being completed onsite all meeting times will be scheduled Monday through Thursday, with Friday being a travel day for the SpryPoint project team. In the event scheduled project activities such as meetings, training sessions, etc. need to be completed on days/times outside the above agreed times, this will be mutually agreed upon by both Parties and scheduled a minimum of three (3) weeks in advance.

3.9.9.2.Statutory Holidays
It is agreed that both Parties will do their best to respect each party’s holiday schedule.

However, depending on where the Project is and go-live date, on occasion project team members may be required to work a statutory holiday. If this is to occur, it will be mutually agreed to by both parties.

SpryPoint Observed Holidays
Holiday 2024 2025 2026
New Year’s Day January 1 January 1 January 1
Islander Day/Family
Day
February 19 February 17 February 16
Good Friday March 29 April 18 April 3
Victoria Day May 20 May 19 May 18
Canada Day July 1 (observed July
4)
July 1 July 1
Civic Holiday August 5 August 4 August 3
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67 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Labor Day September 2 September 1 September 7
National Day of
Truth &
Reconciliation
September 30 September 30 September 30
Thanksgiving October 14 October 13 October 12
Remembrance Day November 11 November 11 November 11
Christmas Day December 25 December 25 December 25
Boxing Day December 26 December 26 December 26
** Note: this calendar is subject to change based on company policies Client Observed Holidays
Holiday 2024 2025 2026
New Year’s Day January 1 January 1 January 1
Martin Luther King
Jr Day
January 15 January 20 January 19
Presidents Day February 19 February 17 February 16
Memorial Day May 27 May 26 May 25
Juneteenth June 19 June 19 June 19
Independence Day July 4 July 4 July 3
Labor Day September 2 September 1 September 7
Veteran’s Day November 11 November 11 November 11
Thanksgiving Day November 28 & 29 November 27 & 28 November 26 & 27 Christmas Eve December 24
half-day
December 24 halfdayDecember 24 halfday
Christmas Day December 25 December 25 December 25
New Year’s Eve December 31
half-day
December 31 halfdayDecember 31 halfday
*Observed holidays subject to change. Changes will be communicated amongst project management, adjustment to schedule may be necessary.

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3.9.10. Executive Steering Committee
The Executive Steering Committee Meeting will include SpryPoint and the Client Project Managers and Project Sponsors. This review will take place monthly via a Zoom meeting or onsite (if mutually agreed to by both parties). The intent of this meeting is to ensure that the Project remains on-time and on-budget, and that Executive Management for both parties have a clear understanding of project status. The primary tool that will be used to do the meeting is the latest month’s Monthly Project Status Report. The intended level of attention to detail during this meeting is to identify areas of concern or material change to the Project. Topics of discussion include:
● Work accomplishments from the previous month and planned work accomplishments for the upcoming month.
● The percent complete for the overall project thus far. Descriptions of any material variances in schedule or work will be provided, if the percent complete is different than what was expected from the prior month.
● The current Risk Management Plan will be included, and risk status will be reviewed, based on priority of risks.
● The Project Plan will be included and reviewed for any areas of concern or material change to the Project.

3.9.11. Project Management Recurring Deliverables
During the Project implementation the SpryPoint Project Manager is accountable for the delivery of the following recurring deliverables:

Communication Method Description
Shared Project Folders Via the used of Google Drive, SpryPoint will provide the Client with a shared project folder for document sharing and collaboration of documents during the Project
Project Status Reports A monthly report that summarizes project status, upcoming activities, risks, etc.

Updates to the project
plan
Updates to the baseline Project schedule are performed
and published bi-monthly. The plan is updated to refine tasks, percent complete and milestone completions,
inclusive of resource updates and timeframe updates. Both parties will commit to staffing and resources to meet a rolling 3-month window.

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69 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Note: project plans will be maintained and updated in the SpryPoint Project Tool, called Wrike. Access can be
granted to the Client to see the project plan.

Risk Log Report that lists risks, probability, impact, status, and responsible resources.

Executive Steering
Committee
A monthly meeting to ensure both Executive Teams
understand project status, any risks, and an opportunity to discuss any other topics as required.

Issue Log Report that lists project issues, responsible resources, due date, priority, and impact on the critical path.

Note: If the Client prefers to use SharePoint and Microsoft 365 as the site for sharing/storing files, SpryPoint will agree to this. However, the Client is required to provide and support the SharePoint infrastructure and provide access to the SpryPoint team members at no cost to SpryPoint.

4. Integrations & Enhancements
This section outlines any of the integrations or enhancements included in this statement of work. It is important to note that during analysis and throughout the implementation there may be additional integrations or enhancements identified. In this event, SpryPoint will provide a ballpark estimate(s) to determine if further investigation or detail(s) is required. If the Client is not interested, SpryPoint will work with the Client to ensure they understand all required workarounds. If the Client wishes to investigate further, a full estimate will be provided. If the change is deemed required by both Parties, the change order process will be activated.

4.1. Integrations
SpryCIS is designed with REST Application Programming Interfaces (API’s) to enable realtime integration. For inbound integration and synchronization from back-office applications, we provide a purpose-built back- office integration Application Programming Interface (API). For outbound integration, we have an integrated process scheduler as well as an extensible event framework to support both batch and scheduled integrations as well as event-driven integrations.

SpryPoint will create an Integration Requirements Document for each integration to define the detailed requirements.

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70 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Note: In the event additional work or development is required to support integrations with third party applications and SpryPoint, it is outside the scope of this Project. Some examples are configuration in a third party application, the need for a third party to add information to an API, etc.

No. Integration Name Integration Details

1. Financial ERP -
Workday
SpryPoint has an existing integration with Workday that automates the flow of financial data such as general
ledger and banking transactions directly into your
Workday system. Exchanging data efficiently between
Workday and SpryPoint saves you time and effort while
reducing errors.

The Accounting Journal Connector facilitates the
exchange of accounting journal entries between SpryCIS
and Workday. This connector enables all financial
transactions to be synced to the correct general ledger accounts in Workday.

The Ad Hoc Banking Transaction Connector, facilitates
the exchange of banking transactions, such as payments
and payment reversals, between SpryCIS and Workday.

The ad hoc banking transactions are used to reconcile
payments in SpryCIS against bank statements, which
ensures accurate and timely reconciliation.

For each of these connectors, SpryCIS generates a CSV
file with summarized records on a nightly schedule and
uploads the files to an sFTP site. The files can then be automatically picked up by Workday and imported into
their system.

2. ESRI GIS (ArcGIS) SpryCIS and SpryMobile include standard Esri ArcGIS integration capabilities. These capabilities include:

Administrators may configure SpryCIS and
SpryMobile to connect to ArcGIS web services using
basic or OAuth 2.0 authentication.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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71 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ● Administrators may display layers from ArcGIS
web services (Feature Services, Map
Services and Image Services) directly within
the SpryPoint applications. These layers are
overlaid on maps and easily toggled on or
off. This allows users of SpryMobile and
SpryCIS to view their infrastructure
components, to pan, zoom, search and select,
and ultimately perform operations by location
and proximity to drive their
workflows. Attribute data that describes
various infrastructure components is pulled
from the customer’s GIS through these
services for display on maps.
● SpryMobile supports the automatic update of
SpryMobile asset records when new assets
are created or updated in ArcGIS Online, as
well as a reverse process to push any assets
created or modified in SpryMobile to ArcGIS
Online.
● Where GIS is the system of record for
premises-related data such as street address,
drainage basin, pressure zone, etc, a customer
may wish to export their premises data from a
GIS to SpryCIS. SpryCIS can ingest a
premises master data file from GIS to update
premises details to match the value in GIS
● In cases where your GIS administrators wish to
use data within SpryPoint applications in GIS
layers, SpryPoint includes a read-only
database service which can be used as a data
source for GIS services. GIS administrators can
also access and export data from SpryCIS
using built-in report tools such as Metabase.

3. InfoSend (Bill
Print Export)
SpryPoint will create and manage the bill template and
collections letters as part of the project. Requirements from the Print Vendor will be provided for SpryPoint to facilitate the design of the bill template and collection letters. SpryPoint will build the template and letters
based on the requirements of both the client and the bill print vendor, to be mutually agreed upon by all parties.

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72 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved SpryPoint will create a collated PDF file upon bill
generation and processing collections batches. This PDF file can automatically be uploaded to an SFTP, if
configured.

SpryPoint can be configured to also include a text-based bill export metadata file if the bill print vendor requires it.

Both approaches are standard features and operations
during system implementation.

SpryPoint natively supports paperless billing and the
display of statement PDFs in SpryEngage. This piece
does not require an integration with the bill print vendor.

4. Paymentus or
Invoice Cloud
(EBPP)
SpryPoint's integration with Paymentus provides
payment processing functionality with full two-way
integration between SpryCIS and Paymentus, and twoway integration between SpryEngage and Paymentus.

Features of the SpryCIS - Paymentus integration include:
▪ Scheduled job for Customer Information File
(CIF) generation and upload to Paymentus
▪ Real-time payment notification from Paymentus
▪ Real-time autopay updates from Paymentus
▪ Real-time customer lookup from Paymentus -
gathers real-time balance and collection status,
before a payment is made through
SpryEngage or IVR
▪ Card-present payment initiated from SpryCIS
receipting page with real-time callbacks on
successful card-present payments
Features of the SpryEngage - Paymentus integration
include:
▪ Embedded Paymentus pages within
SpryEngage to support managing
wallets, autopay enrolment, account payments,
and one-time payments.

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73 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ▪ When payments are made via Paymentus
within SpryEngage, Paymentus sends updates
back to SpryCIS in real-time.

5. Lockbox (Truist,
Synova, Arista)
SpryCIS includes a standard feature for file-based
payment import, offering support for configuring
payment file formats, including both fixed-width and
delimited types like comma-separated values (CSV). This feature provides the ability to accommodate various
lockbox/payment import processes without needing
additional development. Users can upload payment files
in SpryCIS either manually through the user interface, or by using an API call.

6. Beacon (AMI
Metering)
SpryPoint maintains a robust integration with Badger
BEACON across our product suite. Integrations are
designed to automate routine integration processes,
eliminate manual handling of meter reading information, maximize the business value of interval reading
information to support customer service and operations, and streamline implementation and testing processes.

Key features of these integrations include:

The SpryCIS data model supports vendor-specific data
models and configurations to support Badger metering
infrastructure, including Badger-specific meter
configurations, endpoint configurations, and encoder
configurations. This ensures that Badger meters are
created, maintained, and operated according to known
standards and best practices, and supports deep
integration between Badger BEACON and the SpryPoint
product suite.

A fully-automated scheduled master file exchange
serves to regularly update BEACON® with the latest
information on customers, accounts, and meter
installations from SpryCIS. This ensures that both
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synchronized data.

SpryCIS can directly retrieve billing meter readings via the BEACON® API. This seamless integration allows for
accurate and timely billing, while reducing operator
effort by eliminating manual data exchange processes.

SpryCIS and SpryEngage can display interval meter
reading data sourced from BEACON, along with overlays
of weather information. This allows a direct analysis of customer usage patterns, continuous usage, and
correlations with weather conditions.

SpryIDM integrates directly with the BEACON® API to
retrieve daily interval meter readings, ensuring up-todate consumption data is consistently available. This data is used to display interval readings in SpryCIS and SpryEngage, detect consumption anomalies such as
leaks or irregular usage, and perform consumption
forecasting to improve customer resource management.

SpryMobile supports BEACON-specific AMI meter
installations, upgrades, and maintenance. Field worker
meter maintenance forms are tailor-built to support
common Badger meter operations. This ensures that
data is entered correctly at the source and is easily
validated in meter quality assurance processes, while
automating the back-office meter replacement and
maintenance data updates. SpryCIS also supports batch
integration with Ensight+ and other mass-meter work
order systems to automate the update of back-office
information for meter installations and upgrades.

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75 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

7. CityWorks (WAMS) The Cityworks integration offers a versatile solution for enhancing communication between SpryCIS and
Cityworks. This integration is built with the flexibility to empower City administrators in streamlining and
optimizing their business processes, all managed
through configuration settings in the interface.

SpryCIS leverages Cityworks REST APIs for real-time
information exchange. The key components of this
integration include:
▪ Mapping SpryCIS service order types to
Cityworks work order templates, which
includes custom field mapping. This allows
administrators to configure field operations to
be completed in SpryMobile or Cityworks on
an order-to-order basis.
▪ Real-time creation of work orders in Cityworks
when service orders are generated in SpryCIS.
▪ Scheduled monitoring by SpryCIS for work
order updates in Cityworks. Work order
updates can trigger various back-office service
order actions in SpryCIS, including user
notifications, charge creation, alerts, and
access to Cityworks fields from the service
order page in SpryCIS.
▪ Bidirectional synchronization of premises and
service point data between Cityworks and
SpryCIS, covering details such as meter box
information, service point location, and
coordinates.
▪ Work orders created in Cityworks can be
synchronized back to SpryCIS, provided they
are mapped to a service order type and a
premise that exists within SpryCIS. This allows
field technicians to initiate field activities in
Cityworks without requiring direct access to
SpryCIS or time-consuming manual processes.

Note: The availability of specific integration
functionalities may vary depending on the version and
installation type of Cityworks in use at the utility. Older Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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76 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved versions of Cityworks may provide less integration
capability than current versions.

8. Tokay (Backflow) SpryPoint supports an automated file based integration where account, customer, and premise information from
SpryCIS can be sent to Tokay through an SFTP server.

The content of the file is configurable, based on the
requirements of the client.

Further discussion regarding SpryBackflow may deem
this integration unnecessary.

9. Recyclist Recyclist from our interpretation is a custom export data set which will run on a job schedule monthly.

SpryPoint supports an automated file based integration
where any information stored in the SpryCIS database
can be sent to external systems through an SFTP server.

The content of the file is configurable, based on the
requirements of the client.

10. ConserveTrack The Client currently has a custom data export that delivers the following information to ConserveTrack via pipe-delimited files to an SFTP: accounts, premises,
meters, and customers.

SpryPoint supports an automated file based integration
where any information stored in the SpryCIS database
can be sent to external systems through an SFTP server.

The content of the file is configurable, based on the
requirements of the client.

11. TPS (remittance
processing
system)
SpryCIS includes a standard feature for file-based
payment import, offering support for configuring
payment file formats, including both fixed-width and
delimited types like comma-separated values (CSV). This feature provides the ability to accommodate various
lockbox/payment import processes without needing
additional development. Users can upload payment files
in SpryCIS either manually through the user interface, or by using an API call.

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12. Waterfluence The Client requires an extract of account and consumption information for a subset of accounts,
uploaded via SFTP.

SpryPoint supports an automated file based integration
where any information stored in the SpryCIS database
can be sent to external systems through an SFTP server.

The content of the file is configurable, based on the
requirements of the client.

13. Teller The integration between SpryCIS and Teller achieves the following objectives:

Unified Payment Processing: Enable Teller to serve as
the primary portal for all city-related payments,
simplifying the payment process for local government
entities.

Access to A/R Information: Teller should be able to
access customer accounts, A/R balances, and deposit
information from SpryCIS in real time.

Payment Injection: Allow Teller to inject payment
records into SpryCIS accurately, in real time.

Round-Trip Payment Processing: Teller Online, the
customer payment portal for Teller, will use the TellerSpryCIS integration as a data source and support roundtrip payment processing when invoked from customer activities in SpryEngage. Integration Approach: Typically, Teller will handle all interactions with the payment
processor in the background so that SpryEngage and
SpryCIS will only interact with Teller and Teller Online.

However, it is possible for SpryEngage to have a direct integration with the payment processor, in order to make use of the hosted payment pages and features provided
by the payment processor. The approach should be a
mutual decision by Teller, SpryPoint, and the Client as part of discovery.

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4.2. Enhancements
The below are identified commitments by SpryPoint to the City of Santa Cruz revolving around Refuse. SpryPoint commits to the following scope with the understanding that further discovery, analysis and development may be possible. If it is determined that further development is possible to satisfy the future state of the Client’s Refuse business processes/ practices, development is subject to the change order process described in this SOW.

1. Please provide a narrative response outlining the System’s ability to handle roll-off dumpsters, including the ability to support:
a. Varying commodities (e.g., wood, concrete, garbage, dirt) b. Varying sized (e.g., 10-yard, 20-yard, 30-yard)
c. Varying service intervals (e.g., empty and return twice a week, daily, every other Friday)
d. Service charge calculations based on tonnage values (e.g., 4.5 tons) e. Service charge calculations based on over-tonnage values (e.g., first four tons are “free”, each ton over four is an additional charge per ton) SpryPoint Response:

SpryCIS currently supports the inventory and management of equipment, as well as the management of billing rates and add-ons created from the delivery and removal of equipment from service points. To fully support solid waste roll-off containers SpryPoint commits to enhancing the existing functionality to support the business requirements of the City of Santa Cruz. This enhancement will be developed and supported as a standard product feature, which will be to the benefit of other cities providing solid waste services. ● Enhance SpryCIS equipment model to support commodities and sizes. Currently in SpryCIS, data elements such as commodities and sizes can be configured using a user-defined form on equipment types. This will be enhanced with system-level configuration of commodities and container sizes, which will allow Client to set up and maintain these configurations. These fields will allow container types and individual serialized containers to be configured with the appropriate commodity and size, and will also allow for development of a pricing matrix for commodities, container sizes, and pickup frequencies.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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79 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved ● Enhance SpryCIS solid waste service point model to support flexible service intervals, such as collection and return schedules, specific days of week, specific commodity schedules, etc.
● Enhance SpryMobile service order page with simple form for drop-off of roll-off container, as well as simple page for pick-up of roll-off container. This form will allow for streamlined and efficient collection of information including the date, time, truck, contents of container, and tonnage. This information will be automatically transferred to SpryCIS to support the review and billing of solid waste charges for containers, as well as delivery and pick-up fees and other overhead fees and surcharges (e.g. tire disposal, electronics, etc). ● Enhance SpryCIS billing process to calculate solid waste billing charges based on roll-off container schedule and collection information collected over the billing period. SpryCIS currently supports both cycle-based billing (monthly, daily charges) as well as one-off charges, but this enhancement will support a more cohesive billing review, editing, and calculation process to ensure that monthly billing is consistent, correct, and efficient.

2. Please provide a narrative response outlining the system’s ability to schedule recurring roll-off service (e.g., 20-yard wood, empty and return every Monday, Wednesday, and Friday starting on X date and ending on X date).

SpryPoint Response:

SpryMobile
The SpryPoint solutions and product(s) can create recurring schedule Roll-Off Service pickups when configuring SpryMobile’s Service Order Type. Upon Creation (and/or Completion) of a Roll-Off Bin request, the next Roll-Off Bin Service Order can automatically be generated for the specified number of days in advance. Each Service Order Type can have its own schedule on when the recurring automated Service Order will be generated (ie. 7 days, 14 days, 30 days).

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80 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved The SpryMobile enhancements noted in #2 would be applicable here as well - allowing for streamlined and efficient collection of information including the date, time, truck, contents of container, and tonnage.

3. Please provide a narrative response outlining the system’s ability to support ondemand requests for extra empty and returns (e.g., additional empty and return on a Tuesday with above example of 20-yard wood).

SpryPoint Response:

SpryEngage Forms
SpryEngage provides the ability for customers to submit on-demand requests for empty and return requests. The solution’s highly configurable drag and drop forms engine allows users to easily create an unlimited number of forms without our assistance. These Forms may be embedded in the Client’s website and/or the SpryEngage customer portal for customer ease of access. The SpryPoint team will assist in delivering concise easy-to-use forms for Client’s customers during implementation. Below is an example on how Forms are configured using our drag-and-drop form builder:

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81 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Forms can be used across all departments (Customer Service, Finance and Operations) to automate manual business processes. Examples of form types include:
● New service ● Payment Arrangement application
● Move in/move out requests ● Budget Billing applications ● Pre-Authorized Payments ● Billing inquiries or disputes. ● Service Order Requests ● Equipment Rentals
● Program Sign-Up ● On-demand requests
All Forms can be made available in an unauthenticated environment such as the Client’s website or in an authenticated environment such as SpryEngage. Within an authenticated environment, customer information can be auto populated to minimize the effort required by customers to submit information.

Form Configuration
Each form has a rich set of configurations, as shown below, to allow for specific workflows to follow the submission of the form:
● Automated communication responses upon submission
● Automated alert to the designated user/department for the type of form ● Tracking of the submission handling required to approve before the form is active
● Creation of a Service Order based on levels of approval/review configured ● Automated responses to the customers upon approval/denial of the submission along with ad hoc comments from the reviewer. ● Follow up reminders if required for the submission steps.

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82 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Forms Workflow
Administrators can configure workflow which will route completed forms to the correct department or individual for review, approval, and follow-up processing. Client’s customers will be automatically notified when action is required, and workflow can be established to route forms across multiple departments for multiple approvals. Forms can also be integrated with outside systems to initiate specific processes. Approved forms can also generate service orders within SpryMobile to further automate business process such as in an application for service scenario.

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83 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Each form submitted is reviewed/commented and automatically moved to the next workflow step upon completion.

Upon successful completion and submittal of a customer form, SpryPoint’s Customer Relationship management solution will automatically associate and ingest the submission and associated customer data. This data can be used to segment your customers based on the services they are inquiring about and allow you to manage outbound marketing campaigns which appeal to that specific customer segmentation.

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84 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

4.Please provide a narrative response outlining the system’s ability to support formulabased fees for servicing privately-owned compactors (e.g., compactor size by compression by factor by number of empties by percentage of rate in winter months versus summer months).

SpryPoint Response:

In addition to the enhancements noted in #2 regarding equipment models to support commodities and sizes to allow container types and individual serialized containers to be configured with the appropriate commodity and size and tracking of a pricing matrix for commodities, container sizes, and pickup frequencies, SpryCIS includes the concept of Service Points which specify the Service to be billed at a premise and includes key information such as:
● Service Type
● Location of Service
● Flat Rate Multiplier
● Consumption Multiplier
● Billing Agreement
● Rate
● Status
● Installed Meter
● Install Date
● Manufacturer
● Size
● Model

5. Please provide a narrative response outlining the system’s ability to generate billing exception reports for dumpster services, including:
f. Service request versus actual deliver exceptions (e.g., wrong commodity, wrong size, wrong service interval)
g. Excessive tonnage
h. Average/expected bill amount versus actual bill amount SpryPoint Response:

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.294
Statement of Work
85 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved The SpryCIS billing process handles any billing exceptions and reporting for services billed. The enhancements to Dumpster Services to include the requested functionality would be as follows:
● The information from the SpryMobile service orders for drop-off of roll-off container will allow for streamlined and efficient collection of information including the date, time, truck, contents of container, and tonnage. This information will be automatically transferred to SpryCIS to support the review and billing of solid waste charges for containers, as well as delivery and pick-up fees and other overhead fees and surcharges (e.g. tire disposal, electronics, etc). ● Enhance SpryCIS billing process to calculate solid waste billing charges based on roll-off container schedule and collection information collected over the billing period. SpryCIS currently supports both cycle-based billing (monthly, daily charges) as well as one-off charges, but this enhancement will support a more cohesive billing review, editing, and calculation process to ensure that monthly billing is consistent, correct, and efficient.

5. Travel
Client agrees to reimburse SpryPoint for only authorized travel expenses, as indicated in this section. It is expected that all travel expenses incurred by SpryPoint while conducting activities on behalf of Client will be at reasonable rates and that SpryPoint and SpryPoint’s employee(s) will exercise prudence in incurring these expenses.

Reimbursable travel expenses are not reflected in the milestone schedules or services fees provided. In the event SpryPoint staff are required to travel onsite, the Client agrees to reimburse SpryPoint for its travel expenses per the following:

Client does not reimburse for actual costs for meals. Reimbursement is based solely on per diem rates. Meals are covered under a $75 rate per diem (no receipt provided), with the exception that on travel days the following per diem rates will be used:
o Travel before 8:00am qualifies for $75 day per diem
o Travel between 8:00am to 1:30pm qualifies for $60 day per diem o Travel between 1:30pm to 7:00pm (or later) qualifies for $40 day per diem ● Ground Transportation: Ground transportation is reimbursable when it is for travel between SpryPoint’s place of business, an airport, or hotel in the City of Santa Cruz, as applicable, to the Client’s work location. Reasonable fees for taxis, shuttles, buses, trains, light rail, ride hailing services (Uber, Lyft, or other), and similar modes of transportation will be reimbursed. Receipts are required for reimbursement. When using vehicles owned by SpryPoint: (1) mileage will be reimbursed at the current IRS mileage rate; (2) evidence of automobile liability insurance meeting the Client’s Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.295
Statement of Work
86 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved requirements must be provided; and (3) maps showing starting point, Client work location, and total miles are required for reimbursement.

Use of car rentals are reimbursable when:
o Travel is necessary from an airport to the Client work location. o The rental reservation is made as far in advance as is practical and the lowest possible price is obtained.
o Insurance coverage is included and the car is returned with a full tank of gas. o The smallest vehicle necessary is rented.
o Receipts are required for reimbursement.
● Parking fees: Reasonable parking fees necessary to travel to and from Client locations will be reimbursable with receipts required.
● Airfare: Airfare is reimbursable when SpryPoint’s place of business, or SpryPoint’s employee’s home, is more than 250 miles away from the City of Santa Cruz. Airfare must be lowest reimbursable fare available. Flights may be non-stop. Airfare must be booked as far in advance as is practical. Fees for one piece of checked luggage and any equipment necessary for the work being done pursuant to the Agreement will be reimbursed. Fees reasonably incurred for seat selection (excluding upgrades or seats with extra legroom) are acceptable and reimbursable. Extra charges travel insurance/protection, and similar fees are not reimbursable. If Client cancels the need for travel and the ticket cannot be changed or refunded, the ticket cost will be reimbursable. Receipts are required for reimbursement.
● Lodging: Lodging is reimbursable when SpryPoint must work on site for two or more consecutive days and SpryPoint’s place of business or personal residence is more than 60 miles away from the City of Santa Cruz. SpryPoint will agree to stay at reasonably priced hotels, consistent with local hotel rates. Receipts are required for reimbursement.www.gsa.gov/travel.
● General Rules: Travel expenses not listed above will not be reimbursed. Travel reimbursements are paid after the completion of travel and there are no travel advances. Tips and gratuities will not be reimbursed. Alcoholic beverage purchases will not be reimbursed. SpryPoint will exercise prudence in incurring reimbursable expenses. If Client determines that a reimbursement claim to be excessive or an inappropriate use of public by SpryPoint it will be subject to a dispute resolution process as described in the Master Service Agreement section 2.1 Invoices and Payment.
● SpryPoint agrees no travel shall be booked without the written approval of the Client.

In the event approved travel is booked and the Client cancels, less than two (2) weeks prior, the Client agrees to reimburse any incurred expenses.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.296
Statement of Work
87 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

6. Project Assumptions
The following project assumptions apply to this Project:

6.1. General Assumptions

1. The Client will strive to minimize the impact of competing initiatives within the organization that may have a negative impact on the Project.

2. All prices are quoted in US Dollars and do not include any applicable taxes.

3. Prompt decision-making and problem resolution will be required to achieve an on-time, on-budget project completion.

4. The Client and SpryPoint understand the Project scope and Project timelines and agree to communicate and adhere to those objectives, thus setting the proper expectation level.

5. All changes to the SOW shall be managed in accordance with the Agreed upon change process and the Agreement.

6. The Client will make resources available to assist with data extraction, data mapping, and preliminary data validation during the conversion efforts.

7. SpryPoint will provide the specified number of staff, as described in the detailed project schedule and the staffing matrix, with the appropriate skills and experience to lead each workshop, analytical session, or other review activities, whether onsite or conducted remotely.

8. If on-site activity is required, the Client will provide workspace for each SpryPoint consultant. Breakout and conference space will also be provided if required.

9. If training is completed on-site, adequate training space will be provided by the Client to train end users. The training room(s) will include computers for each end-user being trained.

10. The Client will ensure project team members are available for meetings with 24-hour notice when possible. The Client will ensure Project team members are available within 3 days notice (unless a longer time is mutually agreed to) for workshops, discussions, and conference calls upon request by SpryPoint.

Project team members will respond to information requests by SpryPoint staff.

11. Whenever possible, the Project Team may consider alternative meeting options such as Teams, Zoom and conference calls.

12. Both Parties agree to work a reasonable number of added hours (when required) to help complete project deliverables and project timelines as agreed upon by both Project Managers.

13. SpryPoint will assume responsibility for the successful completion of this SOW.

14. SpryPoint will assume overall responsibility for conducting all Project related administration activities including the development and administration of a work plan that clearly indicates all the Client tasks and responsibilities.

15. SpryPoint is responsible for the initial deployment, configuration, and testing of environments of the System to support training, development, testing, etc.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.297
Statement of Work
88 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

16. The Client is willing to implement SpryPoint's “best practices” to minimize the need for software customizations within reason.

17. The Client will provide existing documented business processes to SpryPoint to help inform solution design where possible. Business processes are attached below in Exhibit A.

18. No onsite time will be agreed to unless it is scheduled for 2 or more days.

6.2. System Testing Assumptions

1. SpryPoint and the Client will jointly develop all test plans outlining the testing approach, methods, data, and participants.

2. The Client will review, participate in, and complete testing activities under the direction of SpryPoint as outlined in the sections above in this SOW.

3. SpryPoint will provide resources for product fixes resulting from errors identified during the System testing process.

4. SpryPoint will deliver the completed SpryPoint Service to the Client for review and acceptance.

5. The Client will be responsible for signing off on testing results.

6.3. Training Assumptions

1. The Client is responsible for prerequisite education and training such as basic PC skills and fundamental business process knowledge.

2. SpryPoint will provide standard training materials. The Client may use these training materials for any subsequent training classes.

3. The Client will provide users with specific times to participate in the required training.

4. The Client has the facilities and will provide the necessary logistics support for all training sessions including training rooms, training workstations, and any other necessary training supplies needed.

5. The Client will ensure end-user attendance during training.

6. The Client will schedule and promote user practice sessions, to ensure use of the system after training is completed.

6.4. Production Readiness and Cutover
Assumptions

1. The Client will be responsible for conducting an acceptance test of the completed System as delivered by SpryPoint, at the completion of the testing activities.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.298
Statement of Work
89 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

2. SpryPoint, with assistance of the Client, will develop a mutual agreement regarding the Go-Live plan and schedule.

3. SpryPoint, with assistance of the Client, will stage all aspects of the System in preparation for production cutover.

4. SpryPoint, with assistance of the Client, will conduct production cutover activities.

7. Appendices

7.1. Definitions
In addition to the definitions contained elsewhere in this SOW, the terms in the table below are defined using the associated descriptions. If a term is not defined in this SOW, the definition provided in the Agreement shall be used.

Definition/Term
Name
Definition/Term Description
Acceptance
Testing
Acceptance testing is the Client’s validation to ensure top-to-bottom functional stability and adherence to existing business requirements and business processes. Testing will be in several phases, including, but not limited to, functional testing, bill validation testing, integration testing, and performance testing.

Acceptance Acceptance is defined as information, documentation, development, or any other object(s) approved and signed off by the Client Agreement Date The date on which both the Client and SpryPoint have both executed the Master Subscription Agreement.

Business Day A regular workday (Monday through Friday – non-holidays or emergency days) as defined by the Client’s business calendar.

Business-critical
Report
A business-critical report is one that is identified as being needed to complete any business processes or reports required to run the business of the Client.

Business Process
Design
Business Process Design outlines how the system functionality will meet the requirements of the Client's future state processes. This design work will address operational and organizational changes Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.299
Statement of Work
90 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved required to implement the proposed solution. This typically occurs during the Analysis phase of the Project.

Business Process A defined series of procedures that will identify and document process steps and system transactions. Business Process documentation can be used to facilitate testing and training.

Bi-Monthly The activity will happen every other month.

Bi-Weekly This activity will happen every other week.

Calendar
Day/Days
A 24-hour period–typically starting at midnight.

Change A request by the Client to add new requirements to the scope of the Project. This could be in the form of an enhancement, additional services, new integration, etc. All changes to the SOW must be agreed upon by the Parties and evidenced in a written instrument signed by the Parties’ authorized representatives.

Change Order
Process
The process used when a Change of scope is identified. This process may or may not have monetary costs and implementation schedule impacts associated with it.

Configuration Process of performing table updates and algorithm changes to the System to have the System perform the Client’s specific user requirements. Configuration does not require programmatic software changes.

Core Team The term Core Team references the Client project team who will be directly involved in the implementation project from an end-to-end perspective. This team will work alongside the SpryPoint project team to help shape future state business processes. This team is made up of business process Subject Matter Experts, and Client decision makers who can work with SpryPoint project team members to make decisions on future state business processes. In addition it is recommended to include a client technical team member who can support activities such as security and reporting.

Cut Over Includes all activities required to prepare the Systems for the transition of the new SpryPoint CIS Solution to production Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.300
Statement of Work
91 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved processing. The activities will include ensuring security setup, establishing user profiles, closing out pending data in the legacy system, manual data conversions when required, system access rollout to end users, and other activities SpryPoint and the Client deem necessary.

Data Acceptance
Testing (DAT)
Testing performed by the Client Subject Matter Experts after each data conversion iteration. During DAT, the Client not only verifies the data migrated, but also validates that the data may be inquired and reported upon. This can be done through a variety of queries, reports and visual confirmation.

Data Mapping The process of assigning source system data elements to target data elements in the System Data Model for purpose of conversion.

Data Model Conceptual description of data objects, their attributes, and the relationships between them.

Delivery Defined as information, documentation or an approved object provided to the Client for review, feedback and/or acceptance.

Functional Test Singular test of an object, such as a screen, report, or batch program.

These tests will focus on specific functions.

Interface Passing of data between two separate and distinct systems; can be accomplished in real-time (via API) or batch mode.

Integration Test The integration testing will utilize formal test plans and scripts that will define how to test a singular feature and business process based on pre-defined expected results. Integration tests are formal in nature, cover multiple scenarios of a feature and process, and are based on the variations of the Client’s business.

Legacy CIS References the Client’s old Customer Information System, that is being replaced.

Bill Validation
Testing
This testing focuses on bill comparisons and validation between the legacy system and SpryCIS. The purpose of this testing is another method to ensure configurations are set up correctly, data has been Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.301
Statement of Work
92 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved imported correctly and there are no impacts on the Client revenue at the time of Go-Live.

Organizational
Change
Management
(OCM)
The activities, events, processes, and procedures that are employed for handling transformation from one system environment to another; this relates mainly to the people and business processes.

Metabase The out-of-the-box tool provided to build and deliver reports and dashboards.

Performance
Testing
This testing will exercise the System to ensure the Client will achieve the stated performance goals.

Price The total cost for implementation & expenses to deliver the SpryPoint Solutions as noted in this SOW and other Exhibits to the Agreement.

Project The completion conversion of the Client's Legacy CIS over to the SpryPoint System solutions as agreed upon as part of the SOW and Price.

Quality Assurance The process of verifying that the proper processes and procedures have been adhered to on the Project from a methodology as well as project management perspective and that the deliverables produced on the project have included the appropriate content and meet expectations.

Script Testing Testing using a predetermined script or set of instructions. Testing can be either manual or automated work.

SpryPoint
Service- a.k.a
System
The SpryPoint Service (System) includes all services as defined in this Statement of Work for products sold as part of this Agreement.

Templates Templates refer to the standard format of various project documents that SpryPoint will provide as a starting point and will be modified to address the specifics of this Project. Examples include Training Plan, Test Plan, Conversion Plan, etc.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.302
Statement of Work
93 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Test Matrix A worksheet that identifies accounting periods, account numbers, financial transactions and other expected results for testing purposes.

Test Plan Document that outlines a strategy or approach for testing. A Test Plan describes key setup issues, dependencies, and other general factors.

Test Scripts A series of actions, functions, scenarios, or commands documented for execution during various phases of testing.

User Acceptance
Test
Final testing led by the Client, where SpryPoint is available for assistance, as required. This testing is typically scenario based and ensures that the System is configured to meet all of agreed upon business processes.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.303
Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 94

7.2. Milestone Schedule
Please reference attached excel spreadsheet for Milestone schedule.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.304
Milestone No. Category Phase Milestone Name Milestone Description Total Milestone
Amount
Retainage Hold
Back
Billable Upon
Milestone Completion
1 PM Project Management PM Month 1 Due upon signature of the Statement of Work $8,000 $800 $7,200 2 PM Project Management PM Month 2 PM activities per the SOW (October 2024) $8,000 $800 $7,200 3 PM Project Management PM Month 3 PM activities per the SOW $6,000 $600 $5,400 4 PM Project Management PM Month 4 PM activities per the SOW $6,000 $600 $5,400 5 PM Project Management PM Month 5 PM activities per the SOW $6,000 $600 $5,400 6 PM Project Management PM Month 6 PM activities per the SOW $6,000 $600 $5,400 7 PM Project Management PM Month 7 PM activities per the SOW $6,000 $600 $5,400 8 PM Project Management PM Month 8 PM activities per the SOW $6,000 $600 $5,400 9 PM Project Management PM Month 9 PM activities per the SOW $6,000 $600 $5,400 10 PM Project Management PM Month 10 PM activities per the SOW $6,000 $600 $5,400 11 PM Project Management PM Month 11 PM activities per the SOW $6,000 $600 $5,400 12 PM Project Management PM Month 12 PM activities per the SOW $6,000 $600 $5,400 13 PM Project Management PM Month 13 PM activities per the SOW $6,000 $600 $5,400 14 PM Project Management PM Month 14 PM activities per the SOW $6,000 $600 $5,400 15 PM Project Management PM Month 15 PM activities per the SOW $4,000 $400 $3,600 16 PM Project Management PM Month 16 PM activities per the SOW $4,000 $400 $3,600 17 ANA Analysis Project Kickoff Activities
Complete the following Deliverables:
- Mobiilize Project Team
- Conduct Project Kickoff
- Project Kickoff complete $800 $80 $720
18 DEPLOY Analysis Environment Deployment
Complete the following deliverables:
- Staging and Prod environments setup with
one client user setup
- Environment Plan Complete $1,600 $160 $1,440
19 ANA Analysis
Refresher Demonstration/Functional
Overview
Complete the following deliverables:
- System Overview Training
- Workshop Questionnaires sent to client (if
required) $800 $80 $720
20 ANA Analysis Analysis Workshops 1
Complete the following deliverables:
- Customer Care Analysis Workshops
- Premises Analysis Workshops $8,000 $800 $7,200
21 ANA Analysis Analysis Workshops 2
Complete the following deliverables:
- Billing Analysis Workshops
- Payments Analysis Workshops
- Collections Analysis Workshops $8,000 $800 $7,200
22 ANA Analysis Analysis Workshops 3
Complete the following deliverables:
- Bill Template Analysis Workshop
- Finance & Admin Analysis Workshop $8,000 $800 $7,200
23 ANA Analysis Anaysis Workshops 4
Complete the following deliverables:
- SpryEngage Workshop
$4,800 $480 $4,320
24 ANA Analysis Anaysis Workshops 5
Complete the following deliverables:
- SpryMobile Workshop
$4,800 $480 $4,320
25 ANA Analysis Analysis Report Delivery
Complete the following deliverables:
- Deliver Analysis Report to client for review
$5,000 $500 $4,500
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.305
26 ANA Analysis Analysis Report Signoff
Complete the following deliverables:
- Analysis Report Updates
-Analysis Report Review & Approval $3,000 $300 $2,700
27 ANA Analysis Analysis Workshop - Integrations
Complete the following deliverables:
-Analysis workshop for integrations
$2,400 $240 $2,160
28 ANA Analysis
Analysis Workshop - Reports &
Dashboards
Complete the following deliverables:
-Analysis workshop for reports & dashboards
$2,400 $240 $2,160
29 REPORT Analysis Test Plan
Complete the following deliverables:
- Deliver Test Plan $1,000 $100 $900
30 REPORT Analysis Report Plan
Complete the following deliverables:
- Deliver Report Plan $1,000 $100 $900
31 TRAIN Analysis Training Plan
Complete the following deliverables:
- Deliver Training Plan $4,000 $400 $3,600
32 OCM Analysis OCM Plan Delivered
Complete the following deliverables:
- OCM Overview Presentation / Discovery
- OCM Plan $800 $80 $720
33 DC Analysis Data Conversion Strategy
Complete the following deliverables:
- Data Conversion Strategy $2,000 $200 $1,800
34 CONFIG Configuration Configuration 1
Complete the following deliverables:
- Initial setup decisions in configuration
Workbook updates for the following workbook
tabs:

1. Receivable Types

2. Revenue Months

3. Billing Periods

4. Default Gl Accounts

5. Services Types
- Configuration in staging environment $10,000 $1,000 $9,000 35 CONFIG Configuration Configuration 2
Complete the following deliverables:
-Initial setup decisions in configuration
Workbook updates for the following workbook
tabs:

1. Rate Schedule

2. Meter Size Rate Detail

3. Tax schedules
- Configuration in staging environment $7,000 $700 $6,300 36 CONFIG Configuration Configuration 3
Complete the following deliverables:

Workbook updates for the following workbook
tabs:

1. Account Statuses

2. Customer Statues

3. Premise Statues

4. Account Types

5. Premise Types

6. Equipment Location Types

7. Routes

8. Water Meter Configurations

10. Charge Types

11. Deposit Types

12. Credit Memo Type

13. Global Config

14. Measurement Types
- Configuration in staging environment $9,000 $900 $8,100 Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.306
37 CONFIG Configuration Configuration 4
Complete the following deliverables:
-Initial setup decisions in configuration
Workbook updates for the following workbook
tabs:

1. Collections Media

2. Collections Routine

3. New Item Categories

4.City Setup

5. Equipment Categories

6. Equipment Type

7. Tender Type

8. Payment Sources
- Configuration in staging environment $8,000 $800 $7,200 38 CONFIG Configuration Configuration 5
Complete the following deliverables:
-Initial setup decisions in configuration
Workbook updates for the following workbook
tabs:

1. Auto number configuration

2. Business Hours

3. Dashboard Configuration

4. Denomination Configuration

5. Holiday Calendar

6. Billing Validation Rules

7.Budget Billing Types

8. Billing Agreement Add-ons (if applicable)

9. Summer Sewer Configuration
- Configuration in staging environment $10,000 $1,000 $9,000 39 CONFIG Configuration Configuration 6
Complete the following deliverables:
- Initial setup decisions in configuration
Workbook updates for the following workbook
tabs:

1.Payment File Format

2. Pre-authorized Payment

3. Alternate ID Types

4. Relationship Types

5. Deposit Interest Schedules

6. Districts

7. Exemption Reasons

8. Move In Request Types

9. Move Out Request Types
- Configuration in staging environment $10,000 $1,000 $9,000 Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.307
40 CONFIG Configuration Configuration 7
Complete the following deliverables:
- Initial setup decisions in configuration
Workbook updates for the following workbook
tabs:

1. Dispute Types

2. Dispute Resolution Types

3. Write Off Types

4. Bankruptcy Types

5. Service Order Actions

6. Service Order Types

7. Communication Message

8. Auto Reply Rules

9. Statement Message

10. Estimation Algorithms

11. Meter Reading Code Mappings
- Configuration in staging environment $10,000 $1,000 $9,000 41 CONFIG Configuration Configuration 8
Complete the following deliverables:
- SpryEngage 50% Initial Configuration
completed and document in Configuration
Workbook $24,000 $2,400 $21,600
42 CONFIG Configuration Configuration 9
Complete the following deliverables:

SpryEngage remaining 50% Initial
Configuration completed and document in
Configuration Workbook $24,000 $2,400 $21,600
43 CONFIG Configuration Configuration 10
Complete the following deliverables:
- SpryMobile 50% Initial Configuration
completed and document in Configuration
Workbook $12,000 $1,200 $10,800
44 CONFIG Configuration Configuration 11
Complete the following deliverables:
- SpryMobile remaining 50% Initial
Configuration completed and document in
Configuration Workbook $12,000 $1,200 $10,800
45 DC Configuration MetaData Conversion
Complete the following deliverables:
- Conversion of metadata conversion
requirements outlined in 3.5.2.2 $16,000 $1,600 $14,400 46 DC Configuration Data Mapping
Complete the following deliverables:
-Initial completion of data mapping document
- Data Acceptance Checklist Template $3,000 $300 $2,700 47 DC Configuration Data Iteration 1.0
Complete the following deliverables as
required for Data Iteration 1.0:
- Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment" $7,000 $700 $6,300 48 DC Configuration
Data Iteration 1.0 Acceptance
Testing
Complete the following deliverables as
required for Data Iteration 1.0:
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing $5,000 $500 $4,500
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.308
49 DC Configuration Data Iteration 1.1
Complete the following deliverables as
required for Data Iteration 1.1:
- Resolve issues from previous conversion
- Complete data cleansing activites
Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment" $6,000 $600 $5,400 50 DC Configuration
Data Interation 1.1 - Data
Acceptance Testing
Complete the following deliverables as
required for Data Iteration 1.1
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing
$5,000 $500 $4,500
51 DC Configuration Data Iteration 2.0
Complete the following deliverables as
required for Data Iteration 2.0:
- Complete any data mapping updates
- Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment $6,000 $600 $5,400 52 DC Configuration
Data Interation 2.0 - Data
Acceptance Testing
Complete the following deliverables as
required for Data Iteration 2.0:
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing
$5,000 $500 $4,500
53 DC Configuration Data Iteration 2.1
Complete the following deliverables as
required for Data Iteration 2.1:
- Complete any data mapping updates
- Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment $6,000 $600 $5,400 54 DC Configuration
Data Interation 2.1 - Data
Acceptance Testing
Complete the following deliverables as
required for Data Iteration 2.1
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing
$5,000 $500 $4,500
55 DC Configuration Data Iteration 2.2
Complete the following deliverables as
required for Data Iteration 2.2:
- Complete any data mapping updates
- Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment $6,000 $600 $5,400 56 DC Configuration
Data Interation 2.2 - Data
Acceptance Testing
Complete the following deliverables as
required for Data Iteration 2.2:
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing
$5,000 $500 $4,500
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.309
57 DC Configuration Data Iteration 3.0
Complete the following deliverables as
required for Data Iteration 3.0:
- Complete any data mapping updates
- Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment $6,000 $600 $5,400 58 DC Configuration
Data Interation 3.0 - Data
Acceptance Testing
Complete the following deliverables as
required for Data Iteration 3.0:
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing
$5,000 $500 $4,500
59 DC Configuration Data Iteration 3.1
Complete the following deliverables as
required for Data Iteration 3.1:
- Complete any data mapping updates
- Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment $6,000 $600 $5,400 60 DC Configuration
Data Interation 3.1 - Data
Acceptance Testing
Complete the following deliverables as
required for Data Iteration 3.1:
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing
$5,000 $500 $4,500
61 DC Configuration Data Iteration 3.2
Complete the following deliverables as
required for Data Iteration 3.2:
- Complete any data mapping updates
- Develop/Update data import routines
- Create & deliver data conversion validation
reports
- Load iteration data in staging environment $6,000 $600 $5,400 62 DC Configuration
Data Interation 3.2 - Data
Acceptance Testing
Complete the following deliverables as
required for Data Iteration 3.2:
- Data Acceptance checklist
-Data Acceptance Testing
-Support Data Acceptance Testing
$7,000 $700 $6,300
63 INT Configuration
Integration 1 - Lockbox (Truist,
Synova, Arista)
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $6,400 $640 $5,760
64 INT Configuration
Integration 2 - Beacon (AMI
Metering)
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $8,000 $800 $7,200
65 INT Configuration Integration 3 - CityWorks (WAMS)
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $16,000 $1,600 $14,400
66 INT Configuration Integration 4 - Tokay (Backflow)
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $3,200 $320 $2,880
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.310
67 INT Configuration Integration 5 - Financial ERP
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $8,000 $800 $7,200
68 INT Configuration Integration 6 - ESRI GIS (ArcGIS)
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $1,600 $160 $1,440
69 INT Configuration
Integration 7 - onBase (Document
Management
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $4,800 $480 $4,320
70 INT Configuration
Integration 8 - InfoSend (Bill Print
Export)
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration $6,400 $640 $5,760
71 INT Configuration Integration 9 - Recyclist
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration per terms outlined
in SOW section 5. Stormwater Assumptions $8,000 $800 $7,200 72 INT Configuration Integration 10 - ConserveTrak
Complete the following deliverables:
- Integration Requirements Document
- Integration Requirements sessions
- Integration Configuration per terms outlined
in SOW section 5. Stormwater Assumptions $8,200 $820 $7,380 73 REPORT Analysis Security Plan
Complete the following deliverables:
- deliver document(s) that outlines the security
access limits, the out of the box security roles,
and their purpose $1,000 $100 $900
74 REPORT Configuration Reporting 1
Complete the following deliverables:
- 50% reports per the report & dashboard plan
in staging environment for client review $6,000 $600 $5,400 75 REPORT Configuration Reporting 2
Complete the following deliverables:
- remaining 50% of reports per the report &
dashboard plan in staging environment for
client review (50% complete) $6,000 $600 $5,400
76 REPORT Configuration Dashboards 1
Complete the following deliverables:
- 50% Updates and custom dashboards per
the dashboard plan in staging environment for
client review $6,000 $600 $5,400
77 REPORT Configuration
Reporting & Dashboards -
SpryEngage
Complete the following deliverables:
- Build/Configure reports and Dashboard as
determined by the report plan $3,000 $300 $2,700
78 OCM Configuration OCM Assessments Completed
Complete the following deliverables:
- Risk Assessment
- PCT Assessment
- Sponsor Assessment
- P-P-P-P Exercise
- Sponsor Interview
- Group Impact Assessment
- Yesterday-Tomorrow Analysis $7,600 $760 $6,840
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.311
79 OCM Configuration OCM Goals, Scope, and Strategy
Complete the following Deliverables:
- OCM Scope and Goals Summary
- OCM Strategy Presentation
- Customer Bill Statement Communication
Plan $2,000 $200 $1,800
80 OCM Configuration Initial ADKAR
Complete the following deliverables:
- Conduct initial ADKAR Assessment $1,600 $160 $1,440
81 OCM Configuration Change Management Plans
Complete the following deliverables:
- OCM Communication Plan
- OCM Coaching Plan
- OCM Resistance Management Plan $5,600 $560 $5,040
82 OCM Configuration ADKAR Assessment R1
Complete the following deliverables:
- Conduct Follow-up ADKAR Assessment R1
- Adapt Finding Into Plans R1 $3,200 $320 $2,880
83 TRAIN Test Core Team Training
Complete the following deliverables:
- Completed training for Core team Members $10,000 $1,000 $9,000 84 TEST Test Functional Test Cases
Complete the following deliverables :
- Deliver to client out of the box Functional
Test Cases $8,000 $800 $7,200
85 TEST Test Integration Test Cases
Complete the following deliverables :
- Deliver to client out of the box Integration
Test Cases $8,000 $800 $7,200
86 TEST Test User Acceptance Test Cases
Complete the following deliverables :
- Deliver to client out of the box User
Acceptance Test Cases $8,000 $800 $7,200
87 TEST Test Bill Validation Test Cases
Complete the following deliverables :
- Deliver to client out of the box Bill Validation
Test Cases $8,000 $800 $7,200
88 TEST Test
Bill Validation Testing (Paralell
Processes)
Complete the following deliverables :
- Complete Bill Validation Activities
- Bill Validation report delivered to client $28,000 $2,800 $25,200 89 TRAIN Test Tester Training
Complete the following deliverables:
- User identified as Testers are trained and
ready to start UAT testing $4,000 $400 $3,600
90 TEST Test Functional Testing
Complete the following deliverables:
- Execute Functional Testing
- Functional Testing Signoff $28,000 $2,800 $25,200
91 TEST Test Integration Testing
Complete the following deliverables:
- Execute Integration Testing
- Integration Testing Signoff $28,000 $2,800 $25,200
92 TEST Test User Acceptance Testing
Complete the following deliverables:
- Execute User Acceptance Testing
- User Acceptance Testing Signoff $12,000 $1,200 $10,800 93 TRAIN Deploy End User Training - SpryMobile
Complete the following deliverables:
- Training of identified SpryMobile Users $10,000 $1,000 $9,000 94 TRAIN Deploy End User Training - SpryEngage
Complete the following deliverables:
- Training of identified SpryEngage Users $10,000 $1,000 $9,000 95 TRAIN Deploy End User Training 1
Complete the following deliverables:
- CSRs and Billing end users trained $14,000 $1,400 $12,600 96 TRAIN Deploy End User Training 2
Complete the following deliverables:
- Field Service end users trained
- End user training materials delivered $14,000 $1,400 $12,600 Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.312
97 TRAIN Deploy End User Training 3
Complete the following deliverables:
- All other end users trained
- End user training materials delivered $14,000 $1,400 $12,600 98 OCM Deploy ADKAR Assessment R2
Complete the following deliverables:
- Conduct Follow-up ADKAR Assessment R2
- Adapt Finding Into Plans R2 $3,200 $320 $2,880
99 MOCK Deploy Mock Go-Live 1
Complete the following deliverables:
- Mock Go-Live Plan provided to client for
review
- Mock Go- Live Scheduled $16,000 $1,600 $14,400
100 GOLIVE Deploy Go-Live
Complete the following deliverables:
- Go Live Plan Developed
- Go/No Go Decision
- Go Live Activities Completed - SpryPoint
- Go Live Signoff
- Issue Log Updated $32,000 $3,200 $28,800
101 PIS Operate Post Go Live Activities
Completion of:
- Refresher Training
- Transition Documentation
- Transition to Customer Success Meeting
- Finalize Punchlist $10,000 $1,000 $9,000
102 PIS Operate Post Go-Live Support Month 1
Complete the following deliverables:
- Client Executing business in Production
- Completed month end
- Updated and prioritized punch list $25,000 $2,500 $22,500 103 PIS Operate Post Go-Live Support Month 2
Complete the following deliverables:
- Client Executing business in Production
- Completed month end
- Updated and prioritized punch list $16,000 $1,600 $14,400 104 PIS Operate Post Go-Live Support Month 3
Complete the following deliverables:
- Client Executing business in Production
- Completed month end
- Updated and prioritized punch list $8,000 $800 $7,200 105 PIS Operate Project Close Out
Complete the following deliverables:
- All contractual items delivered
- All P1 and P2 items completed
- Plan for any remaining punch list items
- All documents signed off $5,000 $500 $4,500
106 CONT Contingency Contingency Fund
Contingency Fund:
- 20% of total project budget allocated to
Contingeny Fund
- Contingency Fund to be consumed via
Change Order Process, mutually agreed to
and signed off on by SpryPoint and Client
$166,440 / /
Total $998,640 $83,220 $748,980
107 HOLD Operate Retainage Release 1
50% release of retainage upon successful
completion of:
- Deploy Prerequisites as noted in section

3.7.1 $41,610
/
$41,610
Retainage Release Schedule
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108 HOLD Operate Retainage Release 2
25% release of retainage upon successful
completion of:
- Transition to Customer Success as noted in
section 3.8.2 $20,805
/
$20,805
109 HOLD Operate Retainage Release 3
25% release of retainage upon successful
completion of:
- Project Close Out as noted in section 3.8.3 $20,805
/
$20,805
Total $83,220 $83,220
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Statement of Work

Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved 95

7.3. Document Samples
The following sections show a sample of some of the document templates that will be used through the implementation.

Note: Templates are subject to change. If this occurs the Client will be notified and, if required, adjustments will be made to ensure all required information is captured in the new or revised template.

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11.315
Statement of Work
96 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

7.3.1. Project Status Report - Sample
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11.316
Statement of Work
97 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.317
Statement of Work
98 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.318
Statement of Work
99 Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.319
Statement of Work
100
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.320
Statement of Work
101
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

7.3.2. Risk Log
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11.321
Statement of Work
102
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.322
Statement of Work
103
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.323
Statement of Work
104
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

7.3.3. Change Order Form
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11.324
Statement of Work
105
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.325
Statement of Work
106
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved

7.4 – Product Development – Request for Clarification – Refuse and Solid Waste
Enhancement
Name
Enhancement Details
Solid Waste
Operational and
Billing
Enhancements
The City of Santa Cruz has the following requirements:

1. Ability to handle roll-off dumpsters, including the ability to support:
a. Varying commodities (e.g., wood, concrete,
garbage, dirt)
b. Varying sized (e.g., 10-yard, 20-yard, 30-yard)
c. Varying service intervals (e.g., empty and return
twice a week, daily, every other Friday)
d. Service charge calculations based on tonnage
values (e.g., 4.5 tons)
e. Service charge calculations based on over-tonnage
values (e.g., first four tons are “free”, each ton over four is an additional charge per ton)

2. Ability to schedule recurring roll-off service (e.g., 20-yard wood, empty and return every Monday, Wednesday, and
Friday starting on X date and ending on X date).

3. Ability to support on-demand requests for extra empty and returns (e.g., additional empty and return on a
Tuesday with above example of 20-yard wood).

4. Ability to support formula-based fees for servicing
privately-owned compactors (e.g., compactor size by
compression by factor by number of empties by
percentage of rate in winter months versus summer
months).

5. Ability to generate billing exception reports for dumpster services, including:
a. Service request versus actual deliver exceptions
(e.g., wrong commodity, wrong size, wrong service
interval)
b. Excessive tonnage
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Statement of Work
107
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved c. Average/expected bill amount versus actual bill
amount
There is existing functionality in SpryCIS, SpryMobile, and SpryEngage to support most of the above already. This will use a combination of:
● SpryCIS: Equipment and service point model, along with billing model for both off-cycle and cycle billing.
● SpryMobile: Scheduled and recurring solid waste service orders
● SpryEngage: Form submission and review, which can
trigger the creation of service orders in SpryMobile
To fully support solid waste roll-off containers and billing, SpryPoint commits to the following enhancements to support the business requirements of the City of Santa Cruz. The
enhancements will be developed and supported as a standard product feature, which will be to the benefit of other cities providing solid waste services.
● Enhance SpryCIS equipment model to support
commodities and sizes. Currently in SpryCIS, data
elements such as commodities and sizes can be
configured using a user-defined form on equipment types.

This will be enhanced with system-level configuration of commodities and container sizes, which will allow the
Client to set up and maintain these configurations. These fields will allow container types and individual serialized containers to be configured with the appropriate
commodity and size, and will also allow for development of a pricing matrix for commodities, container sizes, and pickup frequencies.
● Enhance SpryCIS solid waste service point model to
support flexible service intervals, such as collection and return schedules, specific days of week, specific
commodity schedules, etc.
● Enhance SpryCIS billing process to calculate solid waste billing charges based on roll-off container schedule and collection information collected over the billing period.

SpryCIS currently supports both cycle-based billing
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Statement of Work
108
Confidential | Copyright © 2024 SpryPoint Services Inc. All Rights Reserved (monthly, daily charges) as well as one-off charges, but this enhancement will support a more cohesive billing review, editing, and calculation process to ensure that monthly billing is consistent, correct, and efficient.
● Enhance SpryMobile service order page with a simple form for drop-off of roll-off container, as well as a simple page for pick-up of roll-off container. This form will allow for streamlined and efficient collection of information
including the date, time, truck, contents of container, and tonnage. This information will be automatically transferred to SpryCIS to support the review and billing of solid waste charges for containers, as well as delivery and pick-up fees and other overhead fees and surcharges (e.g. tire disposal, electronics, etc).

If it is determined that further development is possible to satisfy the future state of the Client’s Refuse business processes/ practices, development is subject to the change order process described in this SOW.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.328
Version:06192024 Exhibit B SaaS Pricing Schedule Page 1 of 4 Exhibit B – SaaS Pricing Schedule

1. Client Information
This Pricing Schedule is entered into by SpryPoint Services, Inc. (“SpryPoint”) and Client as of the Effective Date of the MSA and is subject to the terms and conditions of the Master Subscription Agreement between the Parties (the “MSA”).

Name (“Client”) City of Santa Cruz, CA
Client Billing Contact Name Ken Morgan
Client Billing Contact Phone Number 831.420.5095
Client Billing Contact Email [email protected] Client Billing Address Ken Morgan
IT Contracts
809 Center Street Room 8
Santa Cruz, CA 95060

2. Initial Term
The initial term of the subscriptions for SpryPoint SaaS reflected herein will commence on the Effective Date of the MSA and Client’s subscription will renew annually on the anniversary of the Effective Date of the MSA for a period of 10 years.

3. Invoicing
Subscription Fees are in United States Dollars. The Subscription Fee for the initial year will be invoiced upon the earlier of April 30, 2025 or the completion of the project kick off meeting (whichever comes first). Thereafter, Client’s annual Subscription Fee will be invoiced annually 30 days in advance of the anniversary of the Effective Date for the duration of Client’s subscription.

Implementation and Professional Services fees will be invoiced per the applicable SOW or change order. All other fees will be billed subject to the Usage Metric Verification Process or the Integrated Notification Services Fees, described in the Agreement.

4. Payment Terms
Net 30 days from date of receipt of undisputed invoice. (Continued on next page)
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Version:06192024 Exhibit B SaaS Pricing Schedule Page 1 of 4

5. SpryPoint SaaS Subscriptions
SpryPoint
SaaS
Subscription
Name
SpryPoint SaaS Description Environments
Included
during
“implementatio
n” *
Environments
Included after
“go-live” *
SpryPoint
SaaS Usage
Metric
Usage
Metric
Quantity
SpryPoint
SaaS Fee
Per Usage
Metric
Initial Annual
Subscription
Fee
SpryCIS –
Customer
Information
System
SpryCIS supports customer service and account
management; meter reading (including
consumption and usage data); meter inventory
records (including location data and billing
related inventory records); field service order
requests; rate, fee and tariff storage (for mass
calculation); billing calculation and statements;
and financial processing (including payment,
adjustment, past due collection actions and
notifications); unpaid debt processing; and
financial reconciliations
Production (1)
Staging (1)
Sandbox (1)
Production (1)
Sandbox (1)
Active Accounts1 25,000 $4.00 $100,000
SpryEngage –
Customer
Engagement
Platform
SpryEngage supports customer self-service and
engagement functions:
customer facing (customer registration and login;
mobile access; profile management; alert sign-up
and delivery; guest access; interactive bill
display; electronic billing payment processing;
and electronic forms submissions)
administrative (administrative dashboard;
reporting and analytics; customer masquerading)
Production (1)
Staging (1)
Production (1)
Sandbox (1)
Active Accounts1 25,000 $1.00 $25,000
SpryIDM -
Interval Data
Management
SpryIDM supports access to interval data for
meters, service points, and collections of meters;
data ingestion processes; interval data
standardization and normalization; generation
and delivery of customer alerts
Active Accounts1 25,000 $0.50 $12,500
SpryMobile –
Mobile Field
Service
SpryMobile supports the creation of short cycle
work with real-time connectivity to SpryCIS
(service orders; scheduling; dispatch; mapping
GIS layers; MyWork; notifications)
Production (1)
Sandbox (1)
Production (1)
Sandbox (1)
Full Users2 25 $100.00/
user/ month
$30,000
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Version:06192024 Exhibit B SaaS Pricing Schedule Page 2 of 4 SpryPoint
SaaS
Subscription
Name
SpryPoint SaaS Description Environments
Included
during
“implementatio
n” *
Environments
Included after
“go-live” *
SpryPoint
SaaS Usage
Metric
Usage
Metric
Quantity
SpryPoint
SaaS Fee
Per Usage
Metric
Initial Annual
Subscription
Fee
Total Subscription Fee $167,500
1 “Active Accounts” means the maximum annual quantity, in blocks of 500, licensed and available to Client in the production environment over a 12-month period. 2 “Full User” means a user who can access SpryMobile’s full functionality to create, edit and share data. 3 “Light User” means a user who has read-only to access to SpryMobile functionality.

Annual SaaS Subscription Fees (10-Years)
Year 1 Year 2 Year 3 Year 4 Year 5
$ 167,500 $ 175,875 $ 184,669 $ 193,902 $ 203,597
Year 6 Year 7 Year 8 Year 9 Year 10
$ 213,777 $ 224,466 $ 235,689 $ 247,474 $ 259,847
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Version:06192024 Exhibit B SaaS Pricing Schedule Page 3 of 4 * An Inbound Message is routed from an end user's mobile device and delivered to the Integrated Notification Service. ** An Outbound Message is routed from the Integrated
Notification Services and delivered to the end user's mobile phone.

Integrated Notification Services Fees
invoiced quarterly for actual usage or as otherwise described below exclusive of any applicable communications service or telecommunication provider (e.g., carrier fees or surcharges) Inbound* & Outbound**
SMS Messaging
$0.02 / Message segment consisting of a maximum of 160
characters. A message containing more than 160 characters, will be billed per 160-character message segment.

Local Outbound Voice
Messaging
$0.03 per minute
Toll-Free Outbound Voice
Messaging
$0.03 per minute
Optional Random Short
Code
$15,000.00 per year
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11.332
Version:06262024 Exhibit C Service Level Agreement Page 1 of 18 SpryPoint Services, Inc.

Exhibit C – Service Level Agreement

1. Introduction and Overview
SpryPoint’s applications are delivered as a service in the cloud. Integrating software development and support is the optimal way to serve customers. SpryPoint’s Customer Success Team works with the product engineers that build, implement, test, and maintain our applications.

This Service Agreement defines the general technology as well as the scope of the Ongoing Production Support Services for SpryPoint’s software-as-a-service. At a high level, this includes:
• Application support and maintenance
• Management of updates and enhancements
• Technology infrastructure management
• Backup and recovery
• High availability, disaster recovery, and business continuity • Database management
• Network configuration and monitoring
• Security
• Operations and service delivery management
• Help desk/support
• Reporting/Performance measurement tools
These Services may be supplemented by change requests agreed upon by the Parties in writing.

This Service Agreement describes the responsibilities of the Parties, the scope, and approach to the delivery of the services specified herein (“the Services”).

The transition to the Customer Success team will occur when:
• All severity 1 and 2 issues have been resolved
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Version:06262024 Exhibit C Service Level Agreement Page 2 of 18 • All severity 3 issues have a defined plan for resolution • The Post Go Live Support as defined in the Statement of Work in Exhibit A is complete
• A finalized punch-list of any outstanding items has been created and responsibilities assigned
The transition involves:
• Formal knowledge transfer between SpryPoint’s Service Delivery and Customer Success Teams
• An introductory meeting with the client, SpryPoint’s Project Manager and SpryPoint’s Customer Success Team.

This Service Agreement is specific to SpryPoint’s software-as-a-service applications operating in a production environment as described in the current Pricing Schedule in Exhibit B of the Master Services Agreement between the Parties (the “MSA”). Any nonproduction or test environments are expressly excluded from this or any other Service Agreement.

2. Definitions
These terms shall have the following meanings whenever used in this Service Agreement.
“Assist” means the party which may provide input into a task and/or be consulted before a decision or action is performed.
“Business Hours” means 5:00 a.m. – 1:00 p.m. Pacific Time, Monday – Friday (excluding holidays)
“Demarcation Point” means the outermost point of connectivity to the Service(s) public or private endpoints such as the data centers, infrastructure, and applications provided by SpryPoint.
“Environment” – provides resources and services over the Internet and access through a web browser or client software.
• Production Environment – is where the latest version of the SpryPoint application is deployed and available to the intended users.
• Staging Environment – an environment, used for testing, that mirrors the production environment as closely as possible.
“Impact” – means the influence of an event on the organization or organization’s customers.

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Version:06262024 Exhibit C Service Level Agreement Page 3 of 18 “Issue” – is a disruption to everyday operations that may or may not have significant consequences.
“Lead”– means the party with final decision-making authority, accountability, and responsibility for task completion; this party needs to make sure the work gets done.
“Outage” – means the total minutes the service is unavailable outside the scheduled maintenance window.
“Response Time” – means the number of Support Hours in which a member of the SpryPoint team will respond to a new issue.
“Resolution Target” – means the number of Business Hours in which an issue should be resolved following the identification of its root cause. “Update Frequency” – means the number of Support Hours in which the SpryPoint team will provide an update to an unresolved issue. “Scheduled Maintenance” means the total minutes of planned maintenance activities per month. Currently, scheduled maintenance is 4 hours for weekly maintenance and 4 hours for monthly maintenance. Maintenance windows are defined further in System Maintenance and are subject to change on 30 days’ notice from SpryPoint.
“Severity” – is used to understand the impact of an issue quickly and set priorities for resolution target and is measured by how severely the issue is affecting functionality.
“Support Hours” – mean 5:00 a.m. – 5:00 p.m. Pacific Time, Monday – Friday (excluding holidays)
“Support Request” – means a request to support the resolution of an issue when further assistance is needed from technical experts. “Tiers” – represents the complexity of the issue reported. “Total” – means the total minutes the service is available less those exceptions listed under Service Availability.

3. Scope of Service/Responsibilities

3.1. Ongoing Support and Subscription Services

3.1.1. Application Support
The table below describes the application support functions provided in the Services and the responsibility assignment of each item.

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Version:06262024 Exhibit C Service Level Agreement Page 4 of 18 Item Responsibility
SpryPoint Client
Provide Tier 1 help desk and application support such as, user password management
Assist Lead
Attempt to resolve Tier 1 issues using existing knowledge base Assist Lead Maintain and update SpryPoint’s knowledge base and other documentation
Lead N/A
Service Request Management
Provide technical and functional troubleshooting for Tier 2 issues Lead Assist Work with Client to determine if an issue is for new system functionality (change) or requires assistance (bug)
Lead Assist
Provide a web-based system for issue tracking Lead N/A
Work with Client to assign proper severity of issue based on definitions
Lead Assist
Provide issue tracking and reporting Lead N/A
Work with Client to resolve Tier 2 and Tier 3 issues Lead Assist Monitor, measure, and report on the status of Tier 2 and Tier 3 issues
Lead Assist
Resolve Tier 2 and Tier 3 issues Lead Assist
Provide analysis of recurring issues and establish a resolution or work around for such issues.

Lead Assist
Work with Client in reporting and resolving unplanned outages of any component or environment.

Lead Assist
Provide root cause feedback for all Severity Level 1 issues Lead Assist Escalate issues as needed Lead Assist
Promptly report outages and service interruptions Lead Assist Application Support
Provide application support to the functional process owners Lead Assist Address functional issues and questions involving “how to” raised by end-users
Assist Lead
Work with departments to leverage software to streamline business processes
Assist Lead
Assist with system functionality and process flow questions for software and reports
Assist Lead
Provide functional support for first time processing of critical Client business processes
Lead Assist
Focused functional process support (i.e., end of year processing) Assist Lead Maintain application releases of the current software in the production environment
Lead N/A
Assist in reporting product issues to software vendor support and obtaining resolution
Assist Lead
Provide availability management and support Lead N/A
Provide maintenance and support for all integrations Lead Assist Provide maintenance and support for all reports Lead Assist Provide maintenance and support for all scheduled jobs Lead Assist Provide functional testing support Assist Lead
Deploy required application software Lead N/A
Provide post-deployment verification testing of required software Lead Assist Security Administration
Provide application security maintenance and administration Lead N/A Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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SpryPoint Client
Conduct user access management and review Assist Lead
Maintain and support firewall subsystem software components where applicable (e.g., patches and software upgrades) on Client hardware and software
N/A Lead
Monitor virus/security alerts and vulnerabilities from manufacturers and determine appropriate action per procedure
Lead Assist

3.1.2. Operational Support
The table below describes the operational support functions provided in the Services and the responsibility assignment of each item.

Item Responsibility
SpryPoint Client
Hosting Services
Provide hosting services Lead N/A
Provide for a replicated system architecture Lead N/A
Provide disaster recovery services including system and data restoration
Lead N/A
Conduct periodic testing of the disaster recovery solution Lead N/A High availability and continuity of the service including load balancing to redirect traffic, multi-zone databases, auto-scaling instances based on application and processing load
Lead N/A
Provide for secure transmission of data being stored and/or archived Lead N/A Provide toll-free support line Lead N/A
Provide hosting services Lead N/A
Database Management
Perform database administration Lead N/A
Perform database monitoring Lead N/A
Perform database tuning Lead N/A
Perform database security Lead N/A
Perform database procedures Lead N/A
Perform scheduled maintenance procedures Lead N/A
Perform database patching and updates/service packs Lead N/A Communicate patch and update impact analysis Lead N/A
Perform database capacity planning Lead N/A
Perform database refresh/clones Lead N/A
Perform database backup and recovery Lead N/A
Perform any data purging or archiving as required Lead N/A Release Management
Assess impacts of new releases to the environment Lead Assist Perform Client-requested periodic refreshes of the non-production environments from the production environment up to twice per calendar month
Lead Assist
Perform application upgrades Lead Assist
Perform maintenance pack installations Lead Assist
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06262024 Exhibit C Service Level Agreement Page 6 of 18 Item Responsibility
SpryPoint Client
Perform emergency release updates as needed. Lead Assist Access Management
Manage administrative user access to the environments Assist Lead Manage user access at the operating level Assist Lead
Manage application users and their access to the various environments
Assist Lead
Performance Management
Monitor system performance Lead N/A
Monitor application performance Lead N/A
Monitor scheduled job performance Lead Assist
Analyze performance related issues to identify factors impacting performance
Lead Assist

3.1.3. Technology Infrastructure Services
The table below describes the technology infrastructure functions provided in the Services and the responsibility assignment of each item.

Item Responsibility
SpryPoint Client
Review and resolve technical issues with the system Lead Assist Assist with system debugging and issue resolution Lead Assist Resolve system technical issues with scheduled jobs and reports Lead Assist Answer technical questions for day-to-day maintenance Lead Assist Perform system administration Lead Assist
Provide system monitoring and tuning Lead Assist
Provide system capacity planning Lead Assist
Provide storage capacity planning Lead Assist
Provide workload management and support Lead Assist
Perform infrastructure maintenance and support Lead Assist Manage the testing of all application and system changes prior to applying to production
Lead Assist
Perform updates/service packs on application infrastructure Lead N/A Perform system patching and updates/service packs (desktop) N/A Lead Provide change bundling analysis to reduce the frequency and length of time required to apply changes
Lead N/A
Provide a back-out plan for changes to the various environments Lead N/A Apply code patches for application software Lead N/A
Implement minor technology updates Lead N/A
Provide system maintenance scheduling and coordination Lead N/A Report system outages and service interruptions Lead Assist Provide infrastructure monitoring and alerting Lead N/A Provide set-up, maintenance, and support for the following environments:

Production Lead N/A
Staging Lead N/A
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06262024 Exhibit C Service Level Agreement Page 7 of 18 Item Responsibility
SpryPoint Client
Sandbox (where applicable) Lead N/A

3.2. Billable Services
There will be instances where a Client request is beyond the scope of the MSA. Any out-of-scope item is considered an enhancement or a change to the service and should be directed to our Customer Success team through regular support request options.

Enhancement requests would include new functionality and features. Change requests would include changes to the services or responsibilities of the service.

Examples of billable services that require a quote:
• Requests for new reports
• Requests for changes to current reports
• New configuration/setup
• Rate changes
• Changes to bill print/template
• Changes to forms or letters

3.3. Quote Process
The Client may request additional services or modifications to the application at any time. All Changes will be documented and approved, regardless of whether there is an associated cost for the change.

Requests for changes should be made to SpryPoint’s Customer Success Team. They will review the request and create a quote to include the following:
• A description of the problem that needs to be solved or the issue to be addressed.
• A description of the solution to the problem or issue to be addressed, including the use/business case and/or reason for the Change and suggested solution. • An estimated delivery time
• If applicable, any fees/cost and expenses associated the Change.

The Change process is defined below. The Change must be approved by both SpryPoint and the Client before any work related to a Change is completed. • Identify the requested Change
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06262024 Exhibit C Service Level Agreement Page 8 of 18 • Identify and document the solution and scope of work associated with the Change requested
• Estimate required effort, and any associated costs
• Submit for review and approval by the Client and SpryPoint Management Team • If not approved, no changes are completed, and the Change request is canceled • If approved, SpryPoint will work with the Client to schedule. • Monitor and report progress on the Change
• Communicate the Change resolution

3.4. Rate Card
Any billable services to the Services beyond go-live will be performed at the then prevailing rate as published by SpryPoint on an annual basis. Any enhancements will be implemented pursuant to the change control process as outlined in the Statement of Work in Exhibit A of the MSA.

4. Performance Measurement

4.1. Support Level Definitions and Responsible Parties
Client agrees to follow escalation procedures and is responsible for Tier 1 support functions before new application or functionality related to SpryPoint services is enabled in production.

4.1.1. Client Responsibilities
Tier Definition Description/Examples
1 Support performed by Client, who shall be
responsible for addressing common user
questions and issues
• Provide application navigation tips
• Perform password resets or analyze
login issues
• Answer questions regarding basic
operation of the application
• Gather information to escalate to Tier
2 support
(Continued on next page)
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4.1.2. SpryPoint Responsibilities
Tier Definition Description/Examples
1 Support performed by Client, who shall be
responsible for addressing common user
questions and issues
Maintain documentation to enable Client to
resolve most Tier 1 support issues without
requiring escalation to specialized application
support.
2 In-depth technical support performed by
SpryPoint to address issues outside the scope
of Tier 1 issues.

SpryPoint’s experienced team are available
to:
• Assess issues
• Provide solutions
• Resolve issues
• Create new features
Provide Tier 2 support for all SpryPoint
applications which includes:
• Advanced technical and system
administration responsibilities which
may require application log, database
access, or other code-related
troubleshooting
• Clearly defined points-of-contact,
available to receive and appropriately
respond to issues from Tier 1 support
• Advice and assistance for the
applications and non-programming
activities in direct support of users
• Advise Client personnel of estimated
time to resolve an issue after root
cause diagnosis
• Provide status updates during issue
resolution
• Escalate Tier 2 support issues to Tier
3 support at our sole discretion
3 A level of product and service support
provided by SpryPoint resources (such as
product managers or product team)
Provide Tier 3 support for all SpryPoint
applications which includes:
• Data fixes
• Code-related troubleshooting
• Bug fixes

4.2. Issue Reporting
The Client shall designate one or more power users to request and receive support services from SpryPoint. These users must be trained on the SpryPoint applications for which they initiate support requests.

To report an issue, submit a support request by:
• Support widget (must be enabled in-app)
• SpryPoint Helpdesk Portal - support.sprypoint.com
• E-mail – [email protected]
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Version:06262024 Exhibit C Service Level Agreement Page 10 of 18 • Phone - 855.TRY.SPRY
Issue reporting shall be available twenty-four (24) hours a day, seven (7) days a week, and 365 days a year.

Before reporting an issue, Client’s personnel must collect as much of the following information as possible:

Criteria Description/Examples
Date and Time When did the issue start
Product/Function SpryCIS – Meter Reading
General Description Describe the issue you are experiencing as well as the expected results Replication How to replicate the issue
Severity Per the severity levels defined in this document Operating System iOS, Android, Windows, MacOS
Device iPad, Chromebook, Microsoft Surface, MacBook
Browser Chrome, Safari, Edge, Firefox
Screenshots Screenshots of the error will help with troubleshooting Support requests are submitted to report issues. SpryPoint’s Customer Success Team will address tickets according to the Severity Level. The SpryPoint team will determine the cause of the issue and begin the process for correction and/or remediation. Some possible causes of an issue to be reported are:

Bug – an error, flaw, or fault in the application that causes an incorrect or unexpected result or behavior.

Configuration Request – a change or update to the behavior of an application through a setting in the user interface.

New Feature Request – an update to the application to provide new functionality or a new feature.

Training Issue/Question – Client does not understand how or why something is behaving the way it is or needs to understand options to change the base behavior.

Performance/Service Issue – generally a high priority, high severity item that includes outages, downtime, and other issues affecting the usability of SpryPoint applications.

4.3. Issue Prioritization, Definitions, Responsible Parties, and Targets Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06262024 Exhibit C Service Level Agreement Page 11 of 18 Severity
Level
Example Response
Target
Resolution
Target
Update
Frequency
1 Urgent
Client’s business is not operational due
to significant performance issues or
outage, creating a substantial impact
financially or by the number of customers
affected.

Critical business function(s) cannot be
performed and/or a key component is
unavailable or is non-functional. There is
no immediate work around.

Urgent issues have top priority until
resolved
Examples of Severity 1 issues include:
• System is unavailable (outage)
• Unable to perform a key function
such as calculation of bills or
billing process
• A key function is malfunctioning,
creating a severe
financial/customer impact
• Any event that impacts more
than 20% of the customer base
• Severity Level 1 issues are
subject to an Issue Post-mortem
by SpryPoint
1 hour 4 hours 1 hour
2 Critical
Client’s business is operational but the
ability to perform business functions is
severely impacted,
A critical business function or functions
are partially operational or operating by
use of a workaround only sustainable for
a short period of time.

A critical business function or functions is
operating at limited capacity or has a
defect which creates errors or atypical
results to customer records, transactions,
or financials.

Examples of Severity 2 issues include:
• 10%-20% of the customer base
are affected by bills which are
calculating or rendering
incorrectly
• Response times on transactions
or screens are 3 times the
normal response times
(response times must be tracked
at go-live for benchmark)
2 hours 16 hours 4 hours
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4.4. Triage
Based on the severity level of the support request, Client can expect a response from the SpryPoint Customer Success Team as indicated in the table above.

During the term of the MSA, the Parties agree to the following objectives:

1. Confirm and/or clarify our understanding of the support request. Adjust reported severity level if necessary.

Severity
Level
Example Response
Target
Resolution
Target
Update
Frequency
• Processes take 3 times as long
to complete or error out
(response times must be tracked
at go-live for benchmark)
3 Restricted
Use
The service is experiencing an issue that
can be worked around but is impacting
client’s efficient use of the service. The
business is operational but with reduced
efficiency.

Examples of Severity 3 issues include:
• Single account issue
• Business function has a slight
restriction of function of noncritical nature
• A work around is required to
maintain normal operations
• Non-performance impacting
defect
4 hours 160 hours 40 hours
4 Not
Urgent
The service is fully functional but may
contain a cosmetic flaw, or misspelling.

There is no operational, financial, or
customer impact.

Examples of Severity 4 issues include:
• A button is out of alignment on
the user interface
• Question regarding configuration
or functionality
• General inquiries
8 hours 200 hours Upon
resolution
5 Enhancement request 16 hours As defined in
“Quote
Process”
section 3.3
As defined in
“Quote
Process”
section 3.3
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2. Document the use case where the issue occurs.

3. Establish a resolution plan and provide an estimated resolution time if possible.

4. If an estimated resolution time cannot be provided during the term of the MSA, Client will be provided with an estimate on the timeframe.

5. If the support request is Level 5 (enhancement request), Client will be contacted to discuss the use case and scope of the enhancement. An enhancement specification and quotation will be delivered.

4.5. Resolution
Issue Resolution indicates that the issue has been addressed and resolved, pending confirmation from Client’s power user. If for any reason Client is not satisfied with the resolution, Client may request the issue to be re-opened.

4.6. Service Maintenance
The primary contact for the ongoing maintenance and support of the application is SpryPoint’s Customer Success team. Although rare, SpryPoint may, at its discretion, schedule a system maintenance window, during which time normal production services may not be available. Planned system maintenance windows are mutually agreed upon with the Client. Whenever possible, SpryPoint will plan Scheduled Maintenance to coincide with Client’s IT system maintenance windows and outside the hours of 5:00 a.m. and 1:00 p.m. Pacific Standard Time.

There may be some instances where updates are required immediately or within a short timeframe to maintain the integrity or functionality of SpryPoint applications. In such cases, SpryPoint will notify in writing Client’s designated contact of unplanned system maintenance and work with Client to deploy the necessary changes during the earliest, mutually favorable time. SpryPoint will promptly notify in writing Client’s designated contact of any downtime and provide confirmation once full functionality is restored.

In extraordinary circumstances, it may be necessary to take the system offline or otherwise prevent access to applications. This would be the result of an exceptional situation (i.e., a zero-day vulnerability) where SpryPoint would take preventive action to mitigate any potential adverse impact to our clients

4.7. Device and Operating System Support
• SpryPoint shall use commercially reasonable efforts to identify a root cause and provide technical solutions therein for any reported bugs, defects, issues, etc., provided that the Services are not otherwise impaired at the start of the then-current Service Term and has been properly maintained by Client in accordance with SpryPoint’s policies.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06262024 Exhibit C Service Level Agreement Page 14 of 18 • SpryPoint is not required to support its applications in the following circumstances:
(i) Client uses hardware that is no longer supported by its manufacturer. (e.g., iPhone 3G, Samsung Galaxy S Captivate) and that SpryPoint advised against. (ii) Operating systems or versions of operating systems which are no longer supported or updated by their authors (e.g., Apple, Google, Microsoft, etc.). (iii) Errors that are a result of product misuse, negligence, or improper utilization of any or all part of the Services by the Client or an individual under Client’s control. (iv) Issues that are a result of electrical failure, internet connections problems, and all data issues deemed to be under Client’s exclusive control and responsibility including but not limited to: data input and output are outside the scope of this Service Agreement.

Maintenance for unsupported operating systems and/or hardware may be available to clients at an additional charge.

4.8. Issue port-mortem process
The issue post-mortem process at SpryPoint includes the following:

Action Objective
Summary of what happened • Which services and customers were affected? • How long and severe was the issue?
• Who was involved in the response?
• How was the issue resolved?
Root cause analysis • What were the origins of failure? • Why do we think this happened?
Steps taken to diagnose,
assess, and resolve
• What actions were taken?
• Which were effective?
• Which were detrimental?
Timeline of significant
activity
Centralize key activities from monitoring tools, ticket management, issue details as well as internal and external communications.

Learning and next steps • What went well?
• What did not go well?
• How do we prevent this issue from happening again?
Summarize findings Circulate summary to affected clients upon request.

4.9. Support Hours
SpryPoint business hours are from 5:00 a.m. to 1:00 p.m. Pacific Time, Monday through Friday (excluding holidays). Support is available from 5:00 a.m. - 5:00 p.m., Pacific Time, Monday through Friday (excluding holidays).

After-hours, on-call support is available when requested. This provides extra support when migrating, updating, or upgrading integrated line of business applications. AfterDocusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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3.3).

4.10. Holidays
Response to requests other than Severity Level 1 may be delayed up to 24 hours during holidays observed by SpryPoint as outlined below:

Holiday Date (on or around)
New Year’s Day* January 1
Provincial Holiday Third Monday in February
Good Friday Late March/Early April
Victoria Day Third Monday in May
Canada Day* July 1
Civic Holiday First Monday in August
Labour Day First Monday in September
National Day of Truth and Reconciliation September 30
Thanksgiving (Canadian) Second Monday in October
Remembrance Day* November 11
Christmas Day* December 25
Boxing Day* December 26
*If holiday falls on a weekend, it will be observed the following Monday.

5. Service Level Agreements
Service Level Agreements (SLAs) provide clarity around the commitments to deliver the Service and set expectations for both parties relative to the Client’s business and the impact/role of the Service within the Client’s business.

5.1. Exclusions, Exceptions and Limitations
Except to the extent due to SpryPoint’s negligence or willful misconduct, this does not apply to any Services performance issues caused by factors; (i) outside of SpryPoint’s reasonable control, including any force majeure event or Internet access or related issues beyond the demarcation point of SpryPoint; (ii) that result from Client’s equipment software or other technology such as metering technology, payment and data processing services, networking technology and/or third-party equipment, software, integration services or other technology (other than third party equipment within our direct control); (iii) that result from any scheduled maintenance as provided for pursuant to this Service Agreement; or (iv) arising from SpryPoint’s suspension and termination of Client’s right to use Service.

5.2. Service Availability
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06262024 Exhibit C Service Level Agreement Page 16 of 18 SpryPoint will use commercially reasonable efforts to make our Services available with an uptime percentage of at least 99.5% of the time within a given calendar month.

5.3. Service Credits
In the event of a failure by SpryPoint to meet the Service Availability provided in Section

5.2 and Issue Resolution Targets as defined in this Service Agreement, as the Client’s sole and exclusive remedy, at Client’s request, SpryPoint will provide Service Credits in accordance with the following:

1. First month of missed service availability or issue resolution target, SpryPoint and Client will meet to discuss possible corrective actions

2. Second consecutive month: 10% of the Subscription Fee paid for the applicable month of the affected SpryPoint application

3. Third consecutive month: 20% of the Subscription Fee paid for the applicable month of the affected SpryPoint application

4. Fourth consecutive month: 30% of the Subscription Fee paid for the applicable month of the affected SpryPoint application

5. Fifth consecutive month: 40% of the Subscription Fee paid for the applicable month of the affected SpryPoint application

6. Sixth consecutive month: 50% of the Subscription Fee paid for the applicable month of the affected SpryPoint application

7. More than six consecutive months: Within thirty (30) days of such failure Client shall have the option to terminate the entire Agreement and upon termination Client shall receive a refund of all prepaid subscription fees that are unearned as of the date such termination becomes effective

8. Service Credits shall be deducted from subsequent invoices for Subscription Fees, or upon the termination or expiration of the Agreement the Service Credits would be paid directly to the Client

6. Periodic Service Reviews

6.1. Periodic Review of Open Tickets and Outstanding Issues Such reviews are offered by SpryPoint upon the Client’s request and may be held either monthly or quarterly as agreed by both Parties. Reviews are led by a member of the SpryPoint Customer Success Team and commonly include:

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06262024 Exhibit C Service Level Agreement Page 17 of 18 • Discussion and review of open or recently closed tickets • Discussion and review of recent or forthcoming product releases

6.2. Periodic Review of Service Level Agreement Performance Such reviews will be held annually (or on a periodic basis as agreed by both parties).

Either party may request the review. The review will be led by the Manager of Customer Success and shall include:
• Discussion and resolution of any issues that may arise under an SLA • Service delivery since last review
• Major deviations from service targets
• Negotiate proposed changes to the SLA
• Resolve concerns about service delivery
• Discuss any staffing changes for SpryPoint or Client
The review mechanism shall include an escalation procedure under which any unresolved issues are escalated for immediate resolution. Disagreements shall initially be handled by means of the following escalation provision.

6.3. Escalation
In the unlikely event that Client needs to escalate an issue beyond the Customer Success Analyst in charge, the following is the path of that escalation:

CEO
|
Chief Customer Officer
|
Customer Success Manager
|
Senior Success Analyst
|
Success Analyst
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Version:06262024 Exhibit C Service Level Agreement Page 18 of 18 If the Client is unable to get appropriate support from the assigned support analyst or senior support analyst, the Client may escalate first to Shelley MacLeod, Manager of Customer Success and then to Chris Scalia, Chief Customer Officer.

Contact information for the Customer Success Management Team:

Shelley MacLeod
Customer Success Manager
[email protected]
Office: 902.510.1770
Mobile: 902.213.0950
Chris Scalia, CCO
Chief Customer Officer
[email protected]
Office: (877) 879-7779 ext. 897
Mobile: (617) 290-7170

7. Release Management
We provide application releases on a two-week interval.

The Customer Success Team works with the Product Management team to create and distribute Release Notes to our clients. Our releases typically include new features and functionality as well as bug fixes.

Product Releases:
• Release Notes are sent to the primary contacts in the organization. However, anyone can be added to the distribution list.
• Release Notes will be provided before deployment to your production environment.
• Releases are deployed after standard business hours and live in the system the next business day.
• New features and functions are disabled by default when deployed. • Customer Success is available to assist your team in determining if enabling a new feature is right for your organization.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06072024 Exhibit D Insurance Coverage Page 1 of 3 Exhibit D – Insurance Coverage
SpryPoint will maintain during the entire Term of this Agreement, at its own expense, the insurance coverage below which meets or exceeds the coverages and limits as specified in the Client’s requirements. Insurance coverage for this Agreement will be at a minimum as follows:

1. COMMERCIAL GENERAL LIABILITY INSURANCE
SpryPoint shall maintain Commercial General Liability Insurance as follows:
a. $3,000,000 Each Occurrence
b. $6,000,000 General Aggregate
c. $3,000,000 Personal and Advertising Injury
d. $2,000,000 Products/Completed Operations Aggregate
e. $2,000,000 Non-Owned Automobile

2. COMMERCIAL AUTOMOBILE LIABILITY INSURANCE
SpryPoint shall maintain Commercial Automobile Liability Insurance (if applicable) as follows:
a. $2,000,000 Each Occurrence
b. $2,000,000 Annual Aggregate

3. ERRORS AND OMISSIONS AND CYBER INSURANCE
SpryPoint shall maintain Errors and Omissions, and Cyber Insurance for Information Technology as follows:
a. $5,000,000 Per Claim, $5,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations undertaken by SpryPoint in this Agreement.

4. WORKERS’ COMPENSATION
SpryPoint shall maintain Workers Compensation Insurance through the Workers Compensation Board of Prince Edward Island (WCBPEI). The Workers Compensation Board (WCBPEI) is a Provincial Government Organization that is responsible for all Workers Compensation related incidents for employees of companies based on Prince Edward Island.

As an employer based in Prince Edward Island, SpryPoint is legally required to maintain Workers Compensation insurance through WCBPEI. If there is a workplace incident related to SpryPoint employees, coverage is provided by the WCBPEI regardless of the location.

Upon written request, SpryPoint will provide Client with a copy of the Workers Compensation Clearance letter issued by WCBPEI which confirms SpryPoint’s coverage and that our account is in good standing.

For SpryPoint’s US employees, SpryPoint will carry Workers' Compensation Insurance and Employers' Liability Insurance in the minimum amount of One Million Dollars (US $1,000,000) Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

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Version:06072024 Exhibit D Insurance Coverage Page 2 of 3 each employee by accident, One Million Dollars (US $1,000,000) each employee by disease, and One Million Dollars (US $1,000,000) aggregate by disease with benefits afforded under the laws of the state or country in which the services are to be performed.

5. ADDITIONAL INSURANCE RELATED PROVISIONS
a. SUBCONTRACTORS.

SpryPoint 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 SpryPoint, provide the same minimum insurance coverage required of SpryPoint.

SpryPoint 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.
b. EVIDENCE OF COVERAGE.

Prior to the commencement of any Services under this Agreement, SpryPoint shall, at its sole cost and expense, provide and maintain not less than the minimum insurance coverage as indicated in this Agreement. Such insurance coverage shall be maintained with insurers and under forms of policies as described in this Agreement.

Upon written request, SpryPoint will provide Client all certificates, as applicable, related to the insurance coverage described herein, including all required amendatory endorsements and a copy of the Endorsement Page of the Commercial General Liability policy, listing all policy endorsements to be approved by the Client before the Services commence.
c. Additional Insured Status
The Client, its officers, officials, employees, agents, and volunteers are to be covered as additional insureds on the Commercial General Liability policy with respect to liability arising out of work or operations performed by or on behalf of Client, including materials, parts, or equipment furnished in connection with such work or operations.

General liability covered will be provided in the form of an endorsement to SpryPoint’s insurance at least as broad as ISO Form CG 20 10 11 85, or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38, and CG 20 37 (if a later edition is used).
d. Primary Coverage
For any claims related to this Agreement, SpryPoint’s and all subcontractor’s insurance coverage will be primary and non-contributory as respects the Client, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the Client, its officers, officials, employees, agents, or volunteers will be excess of SpryPoint’s and all subcontractor’s insurance and will not contribute with it. e. Notice of Cancellation
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Version:06072024 Exhibit D Insurance Coverage Page 3 of 3 Each insurance policy required above shall state that the coverage shall not be canceled, except with notice to the Client.
f. Waiver of Subrogation
SpryPoint hereby grants to the Client a waiver of any right to subrogation, except as otherwise not applicable, which any insurer of SpryPoint may acquire against the Client by virtue of the payment of any loss, including attorneys’ fees under such insurance.

SpryPoint agrees to obtain any endorsement that may be necessary to effectuate this waiver of subrogation, but this provision applies regardless of whether or not the Client has received a waiver of subrogation endorsement form the insurer. g. Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A: VII, unless otherwise accepted by the Client in writing.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.353
Verson:06252024 Exhibit E Data Processing Exhibit Page 1 of 10 SpryPoint Services, Inc.

Exhibit E – Data Processing Exhibit
This Data Processing Exhibit (“DPE”) forms a part of and is subject to the SpryPoint Master Subscription Agreement applicable Pricing Schedule in Exhibit B of the Agreement and the Statement of Work in Exhibit A of the Agreement (together with any attachments issued thereunder, the “Agreement”) between SpryPoint Services Inc. (“SpryPoint”) and the Party identified as the “Client” in the Agreement, where Client is using SpryPoint’s Services. This DPE reflects the Parties’ agreement with regards to the applicable Privacy/Data Protection Laws and governs the data processing related obligations of SpryPoint and Client for any applicable Subscription or Statement of Work involving the processing of Client’s Personal Information. In delivering the Services under the Agreement, SpryPoint may Process Personal Information/ Personal Data as a Data Processor on behalf of Client, which is the data controller. It is hereby agreed as follows:

1. Definitions
Unless otherwise defined below, all capitalized terms have the meaning given to them in the applicable Agreement and/or exhibits thereto. a. “Covered Data” means:
i. Client Data;
ii. Technical Services Data; and
iii. any other electronic data or information submitted by or on behalf of Client to a Covered Service.
b. “Covered Service” means:
i. any Service provided that specifically refers to this DPE; and/or, ii. any Technical Services.
c. “Data Controller” means the entity which, alone or jointly with others, determines the purposes and means of the Processing of Personal Data. d. “Data Processor” means the entity which Processes Personal Data on behalf of the Data Controller.
e. “Data Protection Laws” means all data protection laws applicable to the Processing of Personal Data under this DPE, including local, state, national and/or foreign laws, treaties, and/or regulations.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.354
Verson:06252024 Exhibit E Data Processing Exhibit Page 2 of 10 f. “Data Subject” means the person to whom the Personal Data relates. g. “Personal Data” means any Covered Data that relates to an identified or identifiable natural person.
h. “Personal Data Breach” means:
i. a ‘personal data breach’ or
ii. any Security Breach affecting Personal Data.
i. “Processing” or “Process” means any operation or set of operations performed on Personal Data or sets of Personal Data, such as collecting, recording, organizing, structuring, storing, adapting or altering, retrieving, consulting, using, disclosing by transmission, disseminating or otherwise making available, aligning or combining, restricting, erasing or destroying. j. “Subprocessor” means a SpryPoint Affiliate or third-party entity engaged by SpryPoint or a SpryPoint Affiliate as a Data Processor under this DPE. k. “Subprocessor List” means the list identifying the Subprocessors that are authorized to Process Personal Data for the relevant Covered Service.

2. Subject and Scope
a. Scope and Role of the Parties.

This DPE applies to the Processing of Personal Data by SpryPoint to provide the Covered Service. For the purposes of this DPE, Client are the Data Controller(s) and SpryPoint is the Data Processor. SpryPoint shall Process Personal Information/ Personal Data under the Agreement(s) only as a processor acting on behalf of Client where Client is the Data Controller, SpryPoint agrees that it will Process Personal Information/ Personal Data for the sole purpose of providing the Services as described in the Agreement(s).
b. Purpose.

Client discloses Personal Information/ Personal Data to SpryPoint solely for:
i. a valid business purpose; and
ii. SpryPoint to perform the Services.
c. Instructions for Processing.

SpryPoint shall Process Personal Data in accordance with Client’s documented instructions. Client instructs SpryPoint to Process Personal Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.355
Verson:06252024 Exhibit E Data Processing Exhibit Page 3 of 10 Data to provide the Covered Service in accordance with the Agreement (including this DPE). Client may provide additional instructions to SpryPoint to Process Personal Data, however SpryPoint shall be obligated to perform such additional instructions only if they are consistent with the terms and scope of the Agreement and this DPE.
d. Prohibitions.

SpryPoint is prohibited from: (i) selling Personal Information/ Personal Data; (ii) retaining, using, or disclosing Personal Information/ Personal Data for any purpose other than providing the Services; and (iii) retaining, using, or disclosing the Personal Information/ Personal Data outside of the Agreement between SpryPoint and Client.
e. Warranty.

Client warrants and represents that it is and will at all relevant times remain duly and effectively authorized to give such instruction. f. Sole Responsibility.

Client is solely responsible for obtaining all necessary consents, licenses and approvals for the collection and Processing of any Personal Information/ Personal Data.
g. Compliance with Laws
SpryPoint shall comply with all Data Protection Laws applicable to SpryPoint in its role as a Data Processor Processing Personal Data. For the avoidance of doubt, SpryPoint is not responsible for complying with Data Protection Laws applicable solely to Client such as those not generally applicable to online service providers. Client shall comply with all Data Protection Laws applicable to Client as a Data Controller and shall obtain all necessary consents, and provide all necessary notifications, to Data Subjects to enable SpryPoint to carry out lawfully the Processing contemplated by this DPE.

3. Technical, Organizational and Security Measures
a. Security Measures.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.356
Verson:06252024 Exhibit E Data Processing Exhibit Page 4 of 10 SpryPoint implements and maintains appropriate technical and organizational measures to ensure a level of security appropriate to the risk and in accordance with industry standards. SpryPoint agrees that its security measures are appropriate to protect Personal Information/ Personal Data against a Personal Information/ Personal Data Security Incident, and that these measures ensure a level of security appropriate to the risks presented by the Processing and the nature of the Personal Information/ Personal Data to be protected having regard to the state of the art and the cost of their implementation and the nature, scope, context and purposes of Processing as well as the risk of varying likelihood and severity for the rights and freedoms of natural persons.
b. Confidentiality.

SpryPoint shall ensure that any person authorized to Process the Personal Information/ Personal Data is subject to a strict duty of confidentiality and that they Process the Personal Information/ Personal Data only for the purpose of delivering the Services under the Agreement to Client. SpryPoint shall be responsible for ensuring and maintaining the security and confidentiality of the Personal Information/Personal Data, protect against any anticipated threats or hazards to the security or integrity of the Personal Information/Personal Data, and protect against unauthorized access to or use of the Personal Information/Personal Data that could result in substantial harm or inconvenience to the Client to the extent such Personal Information/Data is within SpryPoint’s control and pursuant to the terms of this Exhibit and the Agreement.
c. SOC 2 Compliance.

Upon request, SpryPoint can provide Client with a copy of its SOC 2 Type II report which attests to the controls at a service organization. SpryPoint may modify its Security Measures from time to time and at any time, provided, however, that it will not materially reduce the level of protection as provided in this DPE.
d. Processing Terms.

At all times that SpryPoint Processes, and/or has access to Personal Information/ Personal Data, SpryPoint shall (a) Process such Personal Information/ Personal Data only in accordance with Client’s documented Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.357
Verson:06252024 Exhibit E Data Processing Exhibit Page 5 of 10 instructions (b) not Sell (as defined under California Consumer Privacy Act) Personal Information/ Personal Data, or retain, use, or disclose such Personal Information/ Personal Data for any purpose other than for the specific purpose of performing the Services or (ii) outside the direct business relationship between Client and SpryPoint.
e. Acknowledgement.

Acknowledging that Client (and not SpryPoint): (i) controls the nature and contents of Client Data (including any Personal Information/ Personal Data therein); and (ii) acts as its own system administrator and controls user access to Client Data (including any Personal Information/ Personal Data therein), Client represents and warrants that on the date of this DPE and during the Term of the Agreement:
i. Client will collect and Process Personal Data in accordance with applicable Privacy/Data Protection Laws;
ii. Client will take all steps necessary to ensure it achieves the foregoing, including without limitation by:

1. providing Data Subjects with appropriate privacy notices,

2. obtaining any required consent, and

3. ensuring that there is a lawful basis for contracted Processors to Process Personal Data.

4. Subprocessors
a. Use of Subprocessors.

Client hereby agrees and provides a general prior authorization that SpryPoint may engage the Subprocessors listed in the Approved SpryPoint Sub Processor List in subsection 4(c) below. For any Subprocessors not in the Approved SpryPoint Subprocessor List in subsection 4(c), SpryPoint shall obtain the prior written approval of Client prior to subcontracting any work pursuant to the Agreement. SpryPoint engaging a Subprocessor shall ensure that such Subprocessor has entered into a written agreement that is no less protective than this DPE SpryPoint shall be liable for the acts and omissions of any Subprocessors to the same extent as if the acts or omissions were performed by SpryPoint.
b. Notification of New Subprocessors.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.358
Verson:06252024 Exhibit E Data Processing Exhibit Page 6 of 10 SpryPoint shall make available to Client a Subprocessor List and provide Client with a mechanism to obtain notice of any updates to the Subprocessor List. At least thirty (30) days prior to authorizing any new Subprocessor to Process Personal Data, SpryPoint shall provide notice to Client by updating the Subprocessor List.
c. Approved SpryPoint’s Sub-Processor List
Subprocessor Country Website Service
Provided
Amazon Web
Service
United States aws.amazon.com Cloud
Infrastructure
Freshdesk United States www.freshworks.com Customer
Service
Twilio United States www.twilio.com SMS Delivery
Service
Twilio Sendgrid United States www.twilio.com/sendgrid/emailapiEmail Delivery Service
Solarwinds
Papertrail
United States www.papertrail.com Log
Management
Service
Raygun United States www.raygun.com Application
Management
Service

5. Rights of Data Subjects
a. Assistance with Data Subject Requests.

SpryPoint will, in a manner consistent with the functionality of the Covered Service and SpryPoint’s role as a Data Processor, provide reasonable support to Client to enable Client to respond to Data Subject requests to exercise their rights under applicable Data Protection Laws (“Data Subject Requests”).
b. Handling of Data Subject Requests.

For the avoidance of doubt, Client is responsible for responding to Data Subject Requests. If SpryPoint receives a Data Subject Request or other complaint from a Data Subject regarding the Processing of Personal Data, Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.359
Verson:06252024 Exhibit E Data Processing Exhibit Page 7 of 10 SpryPoint will promptly forward such request or complaint to Client, provided the Data Subject has given sufficient information for SpryPoint to identify Client.
c. Cooperation.

To the extent SpryPoint is required under Privacy/Data Protection Laws, SpryPoint will assist Client to comply with Privacy/Data Protection Laws; in particular (i) SpryPoint will assist Client in responding to any request from a data subject exercising his or her rights under the Privacy/Data Protection Laws; (ii) it will assist Client in responding to any request from regulatory or judicial bodies relating to the Processing of Personal Information/ Personal Data under the Agreement(s); (iii) it will promptly notify Client if its Processing of Personal Information/ Personal Data is likely to result in a high risk to the privacy rights of data subjects or is unable to comply with Client’s instructions for any reason, (iv) and upon reasonable request, will assist Client to carry out data protection impact assessments.

6. SpryPoint Personnel
SpryPoint shall require screening of its personnel who may have access to Personal Data and shall require such personnel (i) to Process Personal Data in accordance with Client’s instructions as set forth in this DPE, (ii) to receive appropriate training on their responsibilities regarding the handling and safeguarding of Personal Data; and (iii) to be subject to all confidentiality obligations in the Agreement which shall survive the termination of employment.

7. Personal Data Breach
In the event SpryPoint becomes aware of a Personal Data Breach it shall without undue delay notify Client in accordance with the Security Breach provisions of the Master Subscription Agreement. To the extent Client requires additional information from SpryPoint to meet its Personal Data Breach notification obligations under applicable Data Protection Laws, SpryPoint shall provide reasonable assistance to provide such information to Client taking into account the nature of Processing and the information available to SpryPoint.

8. Security Program
Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.360
Verson:06252024 Exhibit E Data Processing Exhibit Page 8 of 10 SpryPoint shall implement appropriate technical and organizational measures designed to protect Personal Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data as set forth in this Security Exhibit. If SpryPoint becomes aware of a security incident or has a reasonable suspicion of a Personal Information/ Personal Data breach in respect of the Personal Information/ Personal Data being Processed under the Agreement(s), it will inform Client without undue delay and will provide reasonable information and cooperation to Client so that Client can fulfill any Personal Information/ Personal Data Security Incident reporting obligations it may have under the applicable Privacy/Data Protection Laws. SpryPoint will take reasonably necessary measures to remedy and mitigate the effects of the Security Incident as set forth in the Security Exhibit.

9. Audit
SpryPoint will use external auditors to verify the adequacy of its security measures and controls for the Services provided under the Agreement. The resulting audit will: (i) be performed according to AICPA SOC2 Type II standards or such other alternative standards that are substantially equivalent to AICPA SOC2 Type II; (ii) be performed by independent third-party security professionals at SpryPoint’s selection and expense; and (iii) result in the generation of a SOC 2 Type II report (“Audit Report”), which will be SpryPoint’s Confidential Information. The Audit Report can be made available to Client upon written request no more than annually subject to the confidentiality obligations of the Agreement or a mutually agreed non-disclosure agreement covering the Audit Report. For the avoidance of doubt, each Audit Report will only discuss Services in existence at the time the Audit Report was issued.

Client agrees that SpryPoint’s then-current SOC 2 Type II audit reports will be used to satisfy any audit or inspection requests by or on behalf of Client.

10. Return and Deletion of Client Data and Personal Data Upon written request by Client made prior to or upon any expiration or termination of the Agreement, SpryPoint will make Client Data available to Client through the Service solely to allow Client to retrieve Client Data for a period of up to a total of Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.361
Verson:06252024 Exhibit E Data Processing Exhibit Page 9 of 10 ninety (90) days after such expiration or termination (the “Retrieval Period”). After such Retrieval Period, SpryPoint will have no obligation to maintain or provide any Client Data and shall thereafter, unless legally prohibited, delete all Client Data by deleting Client’s Tenant, provided, however, that SpryPoint will not be required to remove copies of the Client Data from its backup media and servers until such time as the backup copies are scheduled to be deleted, provided further that in all cases SpryPoint will continue to protect the Client Data in accordance with this Agreement. Client Data will be made available in a SpryPoint-supported format mutually agreed upon between the Parties (for example, CSV, delimited text or Microsoft Excel). The foregoing deletion obligation will be subject to any retention obligations imposed on SpryPoint by Law. Additionally, during the Term of the Agreement, Clients may extract Client Data using SpryPoint’s standard web services. Upon termination of the Covered Service, SpryPoint shall return and delete Personal Data in accordance with the relevant provisions of the Agreement.

11.General Provisions
a. Client Affiliates.

Client is responsible for coordinating all communication with SpryPoint on behalf of its Affiliates with regard to this DPE. Client represents that it is authorized to issue instructions as well as make and receive any communications or notifications in relation to this DPE on behalf of its Affiliates.
b. Termination.

The term of this DPE will end simultaneously and automatically at the later of:
i. the termination of the Agreement; or
ii. when all Personal Data is deleted from SpryPoint’s systems. c. Conflict.

This DPE is subject to the non-conflicting terms of the Agreement. d. Client Affiliate Enforcement.

Client’s Affiliates may enforce the terms of this DPE directly against SpryPoint, subject to the following provisions:

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.362
Verson:06252024 Exhibit E Data Processing Exhibit Page 10 of 10 i. Client will bring any legal action, suit, claim or proceeding which that Affiliate would otherwise have if it were a party to the Agreement (each an “Affiliate Claim”) directly against SpryPoint on behalf of such Affiliate, except where the Data Protection Laws to which the relevant Affiliate is subject require that the Affiliate itself bring or be party to such Affiliate Claim; and
ii. for the purpose of any Affiliate Claim brought directly against SpryPoint by Client on behalf of such Affiliate in accordance with this Section, any losses suffered by the relevant Affiliate may be deemed to be losses suffered by Client.
e. Remedies.

Client’s remedies (including those of its Affiliates) with respect to any breach by SpryPoint or its Affiliates of the terms of this DPE and the overall aggregate liability of SpryPoint and its Affiliates arising out of, or in connection with the Agreement (including this DPE) will be subject to any aggregate limitation of liability that has been agreed between the Parties under the Agreement (the “Liability Cap”). For the avoidance of doubt, the Parties intend and agree that the overall aggregate liability of SpryPoint and its Affiliates arising out of, or in connection with the Agreement (including this DPE) shall in no event exceed the Liability Cap.

Docusign Envelope ID: 97AF4EF5-1B57-4F77-990B-03847A2C183C

11.363
City Council

AGENDA REPORT
DATE: 12/19/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Public Works
SUBJECT: HSIP Cycle 10 Advanced Dilemma Zone Detection Project (c402216) – Approve Plans and Specifications (PW)
LOCATION: Citywide.

RECOMMENDATION: Motion to:
1) Approve the project plans and specifications for the Highway Safety Improvement Program (HSIP) Cycle 10 Advanced Dilemma Zone Detection Project (c402216) and authorize staff to advertise and award the contract;
2) Adopt a resolution to approve the plans and specifications for the HSIP Cycle 10 Advanced Dilemma Zone Detection Project pursuant to Government Code Section 830.6; and 3) Find the HSIP Cycle 10 Advanced Dilemma Zone Detection Project Categorical Exempt under CEQA Guidelines 14 CCR section 15301(c).

BACKGROUND: The Highway Safety Improvement Program (HSIP) is a core federal-aid grant program to states for the purpose of achieving a significant reduction in fatalities and serious injuries on all public roads. HSIP is administered by the California Department of Transportation (Caltrans) and focuses on infrastructure projects with proven safety countermeasures and nationally recognized crash reduction factors (CRFs).

The City of Santa Cruz (City) has been making concerted efforts to improve safety citywide for all roadway users. A review of citywide crash data, funded through the Local Roadway Safety Plan (LSRP), showed a pattern of correctable crash concentrations surrounding signalized intersections.

On November 24, 2020, the City Council authorized and directed the City Manager to apply for, accept, and appropriate funds from the HSIP Cycle 10 for the Advanced Dilemma Zone Detection (ADZD) Project. In February 2021, the City was awarded the HSIP Cycle 10 grant in the amount of $1,257,600 for design, inspection, and construction.

On January 25, 2024, staff contracted with Kimley-Horn and Associates, Inc to optimize the existing signal timing plans based on the requirements for ADZD. In addition, Kimley Horn conducted a qualitative evaluation of existing ADZD systems using both system performance and evaluation criteria.

12.1 On August 19, 2024, the Transportation and Public Works Commission recommended the City Council approve the HSIP Cycle 10 for the ADZD Project and authorize staff to advertise for bids.

DISCUSSION: According to the Federal Highway Administration (FHWA) Traffic Control Systems Handbook, the dilemma zone is the area prior to the signalized intersection where a driver has difficulty deciding whether to safely proceed through the intersection or safely stop, as the yellow signal activates and prior to the signal turning red. The dilemma zone has the potential for rear-end collisions, inability to stop prior to the stop line and collisions with cross traffic.

To minimize the number of vehicles entering the dilemma zone during the yellow clearance interval, an ADZD system will need to be installed. The ADZD system enhances safety at signalized intersections by modifying traffic control signal timing to reduce the number of drivers that may have difficulty deciding whether to stop or proceed during yellow phase. This may reduce rear-end crashes associated with un-safe stopping and right-angle crashes due to illegally continuing into the intersection during red phase.

A review of all signalized intersections was conducted to identify locations for the proposed ADZD. Through the data analysis, 26 locations have high concentrations of right-angle and rearend crashes. From 2015 to 2019, a combined 78 rear-end crashes and 57 right-angle crashes occurred at these 26 locations. The ADZD is expected to reduce all collisions by 11% but specifically angled collisions by 43.6% according to the FHWA Crash Modification Factor database.

The HSIP Cycle 10 ADZD Project will install a radar detection system at 26 signalized intersections citywide. The radar detection system has the ability to track speed as the vehicles pass through the dilemma zone, which will help determine how to adjust the signal timing. The radar equipment will need to be installed on all approaches to the intersection and wireconnected to the traffic controller.

Another component of the project is the installation of yellow retroreflective borders on the traffic signal backplates. The retroreflective border improves the visibility of the traffic signal by providing controlled-contrast background. The project will install yellow retroreflective borders at 41 signalized intersections city wide. The borders are expected to reduce all collisions by 15% according to the FHWA Crash Modification Factor database. Locations of all improvements can be found in the attached project location map.

All improvements are designed to meet the California Manual on Uniform Traffic Control Devices (CA MUTCD), and Caltrans Highway Design Manual (HDM). Each signalized intersection will include one or more of the following safety countermeasures: Advanced Dilemma Zone Detection and Retroreflective Borders on Traffic Signal Backplates.

Plans and specifications for the project can be found online at:
http://www.cityofsantacruz.com/publicworksprojects
CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: This project is determined to be exempt from further environmental review based on the existing facilities Categorical Exemption in CEQA Guidelines 14 CCR section 15301(c) (Class 1

12.2 categorical exemption). Class 1 exemption consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use. Maintenance of existing streets and other alterations, such as transit improvements and pedestrian crossings that do not create additional automobile lanes, qualify within this exemption. A Notice of Exemption will be filed following City Council approval.

HEALTH IN ALL POLICIES (HiAP): Implementation of signalized intersection improvements from the HSIP10 project is in alignment with and will assist in implementing the Healthy Environments component of the Health in All Policies and components of the General Plan, which include the following goals:
 M2.5.1 - Promote the use of new technologies for transportation and other community services.
 M3.1.12 - Update and maintain coordinated signal timing on traffic corridors.  M3.2.2 - Ensure safe and efficient arterial operations.  M3.2.5 - Improve traffic safety at high collision locations, in residential areas, and in congested areas through speed enforcement programs, improved street design, improvements needed to reduce accidents, and by offering traffic safety educational programs in coordination with other local agencies.

The project is also aligned with and will assist in implementing components of Vision Zero, which is a policy that supports the elimination of all traffic fatalities and severe injuries and supports increasing safe, healthy, and equitable mobility for all.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The project is funded in the FY 2025 Capital Investment Program (CIP) Gas Tax (Fund 221) HSIP Cycle 10 Advanced Dilemma Zone Detection Project (c402216) budget with a cost of approximately $1,250,000, which is 100% reimbursable by the HSIP Cycle 10 grant. There is not impact to the General Fund.

Prepared By:

Dan Estranero, P.E.

Associate Professional
Engineer
Submitted By:

Nathan Nguyen, P.E.

Director of Public Works
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. PROJECT MAP.PDF

2. RESOLUTION.DOCX

12.3 FRONT ST

SAN LORENZO
33 SANTA CRUZ HARBOR

S BRANCIFORTE

SEABRIGHT AVE

CAPITOLA RD LA FONDA AVE

PARK WY

SOQUEL AVE

MORRISSEY AVE

FREDRICK ST

WATER ST

N BRANCIFORTE

SOQUEL AVE

BROADWAY

WATER ST

OCEAN ST

BROADWAY

S RIVER ST

E CLIFF

RIVERSIDE

BEACH ST

OCEAN ST

RIVER ST

POTRERO

PLYMOUTH ST

MURRAY ST

E CLIFF DR

CENTER ST

PACIFIC AVE

CHESTNUT ST

LAUREL ST

CALIFORNIA ST

KING ST
BAY ST

MISSION ST

PELTON AVE

W CLIFF DR

WOODROW AVE

ALMAR AVE

FAIR AVE

SWIFT ST

DELAWARE AVE

MISSION ST

ESCALONA DR

HIGH ST

MOORE ST

IOWA DR
BAY DR
NOBEL
#
LEGEND

TRAFFIC SIGNAL RETROREFLECTIVE

BORDER INSTALLATION LOCATION

RADAR SENSOR INSTALLATION
LOCATION #
1 2
3 41
40 39 36 37 38
34 35
24 23
22 21
20 19
18 17
15 16
14 12 13
11 27
26 28
25 6
7 8
10 30
31 29
32 5
4 9

REFERENCES
DRAWING #:

FIELD BOOK:

DESIGN

CHECKED
DATE
DRAWN
VAULT NO.

SCALE

SHEET OF
809 Center Street, Room 201
Santa Cruz, CA 95060

REVISIONS

P U B L I C W O R K S D E P A R T M E N T

SANTACRUZ

C I T Y O F
C I T
Y

O F S A N T A
C
R U Z

C A L I F O R N I A
1866 #

PROJECT LOCATION MAP
& RETROREFLECTIVE BORDERS
HSIP10 - ADVANCE DILEMMA ZONE
9213
DnC
DE
DnC
12/04/2024 NO SCALE
2 28
No. Traffic Locations
Traffic Signal Yellow Border Installation Advance Dilemma Zone Sensor Mounting Location SV/TV Mounts MAS/MAT Mounts Damaged/Missing Backplate
3 Lenses 4 Lenses 3 Lenses 4 Lenses 3 Lenses 4 Lenses NW NE SW SE 1 High St - Moore St 12 - 2 - - - - - 2 Bay St - High St 11 - 4 - - - - - 3 Bay St - Nobel Dr - Iowa Dr 14 - 2 - - - - - 4 Bay St - King St 8 - 6 - - - - - 5 Laurel St - California St 11 - 4 - 1 - - 1 6 Laurel St - Chestnut St 10 - 6 - - - - 1 1 -
7 Laurel St - Center St 12 - 6 - - - 1 - - 1
8 Laurel St - Pacific Av 12 - 6 - - - 1 - - 1
9 Laurel St - Front St 12 - 8 - 1 - - 1 1 -
10 Laurel St - Broadway - San
Lorenzo Bl 11 - 3 - - - 1 - 1 1
11 Front St - Cathcart St - Metro 16 - 5 - - - - - - -
12 Front St - Soquel Av 11 1 3 1 - - 1 - - 1
13 Soquel Av - South River St 5 - 2 - - - 1 - - 1
14 Front St - Cooper St 6 - - - 2 - - - - -
15 Mission St - Center St - Front
St - Pacific Av 19 - 4 - 3 - 1 1 1 1
16 Water St - River St 12 - 8 - - - 1 - - 1
17 River St - N Pacific Av 10 - 2 - - - - - - -
18 River St - Potrero St 12 - 5 - - - - - - -
19 Ocean St - Plymouth St 13 - 2 - - - - 1 1 -
20 Ocean St - Kennan St -
Washburn Av 14 - 4 - - - - 1 1 -
21 Ocean St - Water St 16 - 5 - - - 1 - - 1
22 Water St - Market St 9 - 3 - - - 1 - - 2
23 Water St - N Branciforte Av 13 - 7 - 2 - - 1 1 - 24 Soquel Av - N Branciforte Av 11 - 2 2 - - 1 - 1 1 25 Broadway - S Branciforte Av 10 - 2 - - - - - - -
26 Soquel Av - Ocean St 15 - 7 - - - - 1 1 -
27 Soquel Av - Riverside Av -
Dakota Av 10 - 2 - - - - - - -
28 Ocean St - Broadway 11 - 6 - - - 1 - - 1
29 Ocean St - E Cliff Dr 7 - 4 - 2 - 1 - - 1
30 Riverside Av - San Lorenzo
Bl 11 - 4 1 - - - - - -
31 Riverside Av - Third St 12 - 2 - - - - - - -
32 Riverside Av - Beach St 7 - - - - - - - - -
33 Seabright Av - Murray St 11 - 4 2 2 - - - - -
34 Broadway - Seabright Av 12 - 4 - - - - - - -
35 Soquel Av - Seabright Av 12 - 4 - 1 - 1 1 1 -
36 Soquel Av - Morrissey Bl -
Water St 14 - 4 - 2 - 1 - 1 1
37 Soquel Av - Frederick St 8 - 4 - - - 1 - - 1
38 Soquel Av - Hagemann Av -
Trevethan Av 12 - 4 - - - 1 - - 2
39 Soquel Av - Park Wy 13 - 4 - - - 1 - - 1
40 Soquel Av - Capitola Rd 10 2 4 - - - 1 - - 1
41 Soquel Av - La Fonda Av 11 - 4 - - - 1 - - 1

TOTAL TRAFFIC SIGNAL
HEADS 466 3 36 6 15 0 TOTAL ADZDETECTORS
60 12.4
RESOLUTION NO. NS-XX,XXX

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ APPROVING THE DESIGN AND PLANS FOR THE CONSTRUCTION OF THE HSIP CYCLE 10

ADVANCED DILEMMA ZONE DETECTION PROJECT, PURSUANT TO GOVERNMENT CODE SECTION 830.6
The City Council of the City of Santa Cruz does resolve as follows:

SECTION 1: The City Council finds and declares as follows:

A. City staff has designed and prepared the plans for the HSIP Cycle 10 Advanced Dilemma Zone Detection Project
B. The City Engineer has approved the completed design and plans for the Project and that construction of the Project may begin;
C. The City Council wishes to obtain the immunities set forth in Government Code §830.6 with regard to the plans and construction of the Project.

SECTION 2: Design Immunity; Authorization.

A. The City Council approves the design and plans for the Project.

B. The design approval set forth in this Resolution occurred before actual work on the Project construction commenced.

C. The approval granted by this Resolution conforms with the City's General Plan.

D. The City Engineer, or designee, is authorized to act on the City's behalf in approving any alterations or modifications of the design and plans approved by this Resolution.

E. The approval and authorization granted by this Resolution is intended to avail the City of the immunities set forth in Government Code §830.6.

SECTION 3: The City Clerk is directed to certify the adoption of this Resolution.

SECTION 4: This Resolution will become effective immediately upon adoption.

12.5 RESOLUTION NO. NS-XX,XXX
2 PASSED AND ADOPTED this 14th day of January, 2025, by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: __________________________
Fred Keeley, Mayor
ATTEST: ___________________________
Bonnie Bush, City Clerk Administrator

12.6 City Council

AGENDA REPORT
DATE: 12/19/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Public Works
SUBJECT: Neary Street Sewer Rehabilitation (c401511) – Notice of Completion (PW) LOCATION: District 3
RECOMMENDATION: Motion to accept the work of Manzo Construction, Inc. (Hollister, CA) as completed per plans and specifications and authorize the filing of the Notice of Completion for the Neary Street Sewer Rehabilitation project (c401511) and authorizing the Public Works Director to sign the Notice of Completion as the Owner’s Authorized Agent.

BACKGROUND: The City Council approved the authorization to advertise this project during its January 23, 2024 meeting, and authorized the City Manager to execute the contract. On March 22, 2024 the project was awarded to the lowest responsive and responsible bidder, Manzo Construction, Inc. Construction began on July 16, 2024 and included the installation of a new polyvinyl chloride sewer main on Neary Street and Blackburn Street, three new sanitary sewer manholes on Neary Street and Blackburn Street, and a corrugated high-density polyethylene spot repair on a storm drain line on Felix Street.

DISCUSSION: Work for this project is now complete. The project has been inspected by Public Works staff and found to be completed in accordance with the plans and specifications.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: This project is Categorically Exempt per SPRC Sec. 15302 Class 2(c) “Replace of reconstruction of existing utility systems and/or facilities involving negligible or no expansion of capacity.” HEALTH IN ALL POLICIES (HiAP): The project promotes the following Health in All Policies Conditions: Health and Wellness; Healthy Environments. The Neary Street Sewer Rehabilitation project aligns with the City’s HiAP by minimizing risk of sewer overflow in nearby neighborhoods and improving street conditions on Neary Street and Blackburn Street.

This will reduce risk of impacts on the environment of sanitary sewer overflows in the vicinity of Neary Lagoon.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No

13.1 FISCAL IMPACT DESCRIPTION: The Neary Street Sewer Rehabilitation (c401511) project was completed within budget at a total construction cost of $393,269.74. There is no impact to the General Fund.

Prepared By:

Antonio DeWitt-Hernandez
Engineering Technician
Submitted By:

Nathan Nguyen, P.E.

Director of Public Works
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. NOTICE OF COMPLETION.DOCX

13.2 Notice of Completion (Revised Oct 2021)
(Space above for Recorder’s use only)
This instrument is being recorded for the benefit of the City of Santa Cruz.

No recording fee is required pursuant to Government Code § 27383.

NOTICE OF COMPLETION
(CA Civil Code Sections 8102 and 9204)
NOTICE IS HEREBY GIVEN THAT:

The undersigned is an authorized representative of the owner of the interest or estate stated below.

1. The Owner’s Name and Address. The Project owner is the City of Santa Cruz, a municipal corporation (the “City”). The City’s mailing address is 809 Center Street, Santa Cruz, California 95060. The City of Santa Cruz has the following interest in the subject Property described below: City Right-Of-Way

2. Project Title and Number. The full name of the work of improvement/public works project (the “Project”) which is the subject of this Notice of Completion is: Neary St Sewer Rehabilitation (c401511)

3. Nature of Work Performed on the Property or Materials Furnished for the City. The Project consisted of work described as: Replacing an existing sewer main with new polyvinyl chloride sewer main, replacing three sewer manholes, and a corrugated high-density polyethylene spot repair on a storm drain line.

4. The general site location description or address (the “Property”) of the public improvement is located at: Neary St & Blackburn St, Santa Cruz, CA 95060

5. Name and Address of Contractor. The Contractor on the Project is: Manzo Construction, Inc. 1821 Monte Vista Dr, Hollister, CA 95023

6. Construction Lender. The name and address of the construction lender, if any, is: N/A

7. Date of Completion. The Project on the Property was completed on: November 6, 2024

8. The filing of this Notice of Completion was authorized by the Santa Cruz City Council Minute Order on Tuesday, January 14, 2025
DATE: ___________________
Nathan Nguyen
Director of Public Works, City of Santa Cruz
RECORDED AT THE REQUEST OF:

City of Santa Cruz, Public Works
Attn: Antonio DeWitt-Hernandez
WHEN RECORDED MAIL TO:

City Clerk’s Department
809 Center Street, Room 9
Santa Cruz, CA 95060

13.3 Notice of Completion (Revised Oct 2021) 13.4
City Council

AGENDA REPORT
DATE: 12/19/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Public Works
SUBJECT: Public Tipping Area Concrete Project (c401811) – Notice of Completion (PW)
LOCATION: District 6
RECOMMENDATION: Motion to accept the work of Kraemer Engineering, Inc. (Salinas, CA) as completed per plans and specifications and authorize the filing of the Notice of Completion for the Public Tipping Area Concrete Project (c401811) and authorizing the Public Works Director to sign the Notice of Completion as the Owner’s Authorized Agent.

BACKGROUND: The City Council approved the authorization to advertise this project during its February 13, 2024 meeting, and authorized the City Manager to execute the contract. On August 20, 2024 the project was awarded to the lowest responsive and responsible bidder, Kraemer Engineering, Inc. Construction began on October 1, 2024 and included the rehabilitation of the paving at the Material Recovery Facility.

DISCUSSION: The work for this project is now complete. The project has been inspected by staff and was found to be completed in accordance with the plans and specifications.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: This project is Categorically Exempt per SPRC Sec. 15302 Class 2(c) “replacement or reconstruction of existing utility systems and/or facilities involving negligible or no expansion of capacity.” HEALTH IN ALL POLICIES (HiAP): This project promotes the following Health in All Policies Conditions: Health and Wellness; Healthy Environments. The Public Tipping Area Concrete Project aligns with the City’s HiAP by rehabilitating pavement conditions at the Material Recovery Facility. This will enhance drainage in the facility, prolong the life of this crucial City infrastructure, and improve employee and customer safety.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The Public Tipping Area Concrete Project (c401811) was completed within budget at a total construction cost of $593,994.50. There is no impact to the General Fund.

14.1 Prepared By:

Leonardo Vargas Vasquez
Assistant Engineer I
Submitted By:

Nathan Nguyen, P.E.

Director of Public Works
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. NOTICE OF COMPLETION.DOCX

14.2 Notice of Completion (Revised Oct 2021)
(Space above for Recorder’s use only)
This instrument is being recorded for the benefit of the City of Santa Cruz.

No recording fee is required pursuant to Government Code § 27383.

NOTICE OF COMPLETION
(CA Civil Code Sections 8102 and 9204)
NOTICE IS HEREBY GIVEN THAT:

The undersigned is an authorized representative of the owner of the interest or estate stated below.

1. The Owner’s Name and Address. The Project owner is the City of Santa Cruz, a municipal corporation (the “City”). The City’s mailing address is 809 Center Street, Room 201, Santa Cruz, California 95060.

The City of Santa Cruz has the following interest in the subject Property described below: City Property

2. Project Title and Number. The full name of the work of improvement/public works project (the “Project”) which is the subject of this Notice of Completion is: Public Tipping Area Concrete Project (c401811)

3. Nature of Work Performed on the Property or Materials Furnished for the City. The Project consisted of work described as: Rehabilitation of existing pavement at the Material Recovery Facility.

4. The general site location description or address (the “Property”) on which the Project was constructed is located in the City of Santa Cruz, County of Santa Cruz, State of California at: 605 Dimeo Ln, Santa Cruz, CA 95060

5. Name and Address of Contractor. The Contractor on the Project is: Kraemer Engineering, Inc. 1880 N Main St, Salinas, CA 93906

6. Construction Lender. The name and address of the construction lender, if any, is: N/A

7. Date of Completion. The Project on the Property was completed on: November 22, 2024

8. The filing of this Notice of Completion was authorized by the Santa Cruz City Council Minute Order on Tuesday, January 14, 2025
DATE: ___________________
Nathan Nguyen
Director of Public Works, City of Santa Cruz
RECORDED AT THE REQUEST OF:

City of Santa Cruz, Public Works
Attn: Leonardo Vargas Vasquez
WHEN RECORDED MAIL TO:

City Clerk’s Department
809 Center Street, Room 9
Santa Cruz, CA 95060

14.3 Notice of Completion (Revised Oct 2021)

VERIFICATION FOR THE CITY OF SANTA CRUZ
I have read the foregoing Notice of Completion and know the contents thereof, and I certify that the same is true of my own knowledge, except as to those matters which are therein stated upon my information or belief, and as to those matters I believe it to be true. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on January 14, 2025, at Santa Cruz, CA
Nathan Nguyen
Director of Public Works, City of Santa Cruz

14.4 Notice of Completion (Revised Oct 2021)

PROOF OF SERVICE DECLARATION
(California Civil Code § 8118)
I, Leonardo Vargas Vasquez, declare that I served copies of the above NOTICE OF COMPLETION on the interested parties, in the manner and at the date and place set forth below (Check One):

Direct Contractor: Kraemer Engineering, Inc
1880 N Main St, Salinas, CA 93906
Claimant(s) Who White Cap
Has/Have Provided 6250 Brook Hollow Pkwy
Preliminary Notice(s): Norcross, GA 30071

QUINN RENTAL SERVICES
2261 Market St
Sant Francisco, CA 94114
Granite Rock Company
PO Box 50001
Watsonville, CA 95077-5001
Granite Construction Company
10500 S Harlan Rd
French Camp, CA 95231
☒ REGISTERED, CERTIFIED, OR EXPRESS MAIL: by placing the Notice in a sealed envelope with postage fully prepaid and depositing the envelope in the United States mail by registered, certified, or express mail. Documentation of such service is attached herein. ☐ OVERNIGHT DELIVERY: by causing the Notice to be picked up for overnight delivery by an express service carrier. Documentation of such service is attached herein. ☐ PERSONAL DELIVERY: by causing the Notice to be personally delivered to each of the addresses above stated on the date below.
☐ CODE OF CIV. PROC. § 415.20: by leaving the Notice and mailing a copy of the Notice in the manner provided under California Code of Civil Procedure § 415.20 for service of a summons and complaint in a civil action.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on January 14, 2025, at Santa Cruz, California.

Leonardo Vargas Vasquez

14.5 City Council

AGENDA REPORT
DATE: 12/19/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Public Works
SUBJECT: San Lorenzo River Lagoon Culvert Project (c601403) – Notice of Completion (PW)
LOCATION: District 2
RECOMMENDATION: Motion to accept the work of Syblon Reid, Inc. (Folsom, CA) as completed per plans and specifications and authorize the filing of the Notice of Completion for the San Lorenzo River Lagoon Culvert Project (c601403) and authorizing the Public Works Director to sign the Notice of Completion as the Owner’s Authorized Agent.

BACKGROUND: The City Council approved the authorization to reject the lowest bidder and award this project to the second lowest responsive and responsible bidder, Syblon Reid, Inc., during its June 8, 2021 meeting, and authorized the City Manager to execute the contract in the amount of $2,873,530. Construction began on July 5, 2022 and included the construction of a culvert system at the base of the cliff at the mouth of the San Lorenzo River.

The San Lorenzo River shoals (closes) seasonally and causes localized flooding and high groundwater for the neighborhood, businesses and infrastructure as well as safety risks in the vicinity of the river mouth. A permanent solution was developed and designed to minimize the impacts in these surrounding areas. A dual pipe drainage system has been constructed to convey river water through the sand bar and out to the ocean. This system minimizes the amount of mechanical breaching required of the lagoon and simultaneously improves the water quality by removing high salinity water from the lowest point of the lagoon.

DISCUSSION: The project was placed into service in late summer 2024 and immediately improved conditions, achieving a 65% reduction in number of breaches required compared to the prior year as well as improving water quality in the lagoon. Staff are reviewing data from the first year of operation to identify ongoing operational adjustments to improve and optimize performance of the new system.

The rivermouth/lagoon system is dynamic. While the project has not fully eliminated the need for resource intensive mechanical breaches, the initial results show the project has achieved the overall objectives of reducing the frequency of breaches and improving lagoon water quality.

The work for this project is now complete. The project has been inspected by staff and found to be completed in accordance with the plans and specifications.

15.1 CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION:

Mitigated Negative Declaration (MND) was adopted for the San Lorenzo River Lagoon Interim Management Plan (IMP) on June 9, 2015 and a Notice of Determination was filed with the Count Clerk of Santa Cruz County on June 11, 2015. The approved IMP covers all operations related to sand manipulation, river mouth management and construction and operation of the culvert system. An addendum to the Adopted Mitigated Negative Declaration was issued on March 19, 2019. This was the result of a change in the scope of the project.

HEALTH IN ALL POLICIES (HiAP): The project supports the City’s HiAP Core Condition of Healthy Environments-Natural and Built by minimizing flooding in nearby neighborhoods, reducing staff time to conduct mechanical breeches, improving safety for the public and enhancing the water quality in the San Lorenzo River Lagoon.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The final cost of the project was $3,582,036. Due to unforeseen weather events and numerous unfavorable site conditions, the Director of Public Works approved six change orders for a total of $969,736.18. Much of this extra work was related to the federally declared emergency of the storm events of January 2023 and ongoing FEMA claims are in process. The project is partially funded by a grant from the Wildlife Conservation Board Streamflow Enhancement Program for $2,215,000.

Prepared By:

Ryan Haley
Assistant Engineer II
Submitted By:

Nathan Nguyen, P.E.

Director of Public Works
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. NOTICE OF COMPLETION.DOCX

15.2 Notice of Completion (Revised Oct 2021)
(Space above for Recorder’s use only)
This instrument is being recorded for the benefit of the City of Santa Cruz.

No recording fee is required pursuant to Government Code § 27383.

NOTICE OF COMPLETION
(CA Civil Code Sections 8102 and 9204)
NOTICE IS HEREBY GIVEN THAT:

The undersigned is an authorized representative of the owner of the interest or estate stated below.

1. The Owner’s Name and Address. The Project owner is the City of Santa Cruz, a municipal corporation (the “City”). The City’s mailing address is 809 Center Street, Santa Cruz, California 95060. The City of Santa Cruz has the following interest in the subject Property described below: City Property

2. Project Title and Number. The full name of the work of improvement/public works project (the “Project”) which is the subject of this Notice of Completion is: San Lorenzo River Lagoon Culvert Project (c601403)

3. Nature of Work Performed on the Property or Materials Furnished for the City. The Project consisted of work described as: Construction of a culvert system to drain the lagoon at the mouth of the San Lorenzo River.

4. The general site location description or address (the “Property”) of the public improvement is located at: The mouth of the San Lorenzo River, Santa Cruz, CA 95060

5. Name and Address of Contractor. The Contractor on the Project is: Syblon Reid 1130 Sibley Street, Folson, CA 95630

6. Construction Lender. The name and address of the construction lender, if any, is: N/A

7. Date of Completion. The Project on the Property was completed on: August 10, 2024

8. The filing of this Notice of Completion was authorized by the Santa Cruz City Council Minute Order on Tuesday, January 14, 2025
DATE: ___________________
Nathan Nguyen
Director of Public Works, City of Santa Cruz
RECORDED AT THE REQUEST OF:

City of Santa Cruz, Public Works
Attn: Ryan Haley
WHEN RECORDED MAIL TO:

City Clerk’s Department
809 Center Street, Room 9
Santa Cruz, CA 95060

15.3 Notice of Completion (Revised Oct 2021)

VERIFICATION FOR THE CITY OF SANTA CRUZ
I have read the foregoing Notice of Completion and know the contents thereof, and I certify that the same is true of my own knowledge, except as to those matters which are therein stated upon my information or belief, and as to those matters I believe it to be true. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on January 14, 2025, at Santa Cruz, CA
Nathan Nguyen
Director of Public Works, City of Santa Cruz

15.4 Notice of Completion (Revised Oct 2021)

PROOF OF SERVICE DECLARATION
(California Civil Code § 8118)
I, Ryan Haley, declare that I served copies of the above NOTICE OF COMPLETION on the interested parties, in the manner and at the date and place set forth below (Check One):

Direct Contractor: Syblon Reid
1130 Sibley Street, Folsom, CA 95630
☒ REGISTERED, CERTIFIED, OR EXPRESS MAIL: by placing the Notice in a sealed envelope with postage fully prepaid and depositing the envelope in the United States mail by registered, certified, or express mail. Documentation of such service is attached herein. ☐ OVERNIGHT DELIVERY: by causing the Notice to be picked up for overnight delivery by an express service carrier. Documentation of such service is attached herein. ☐ PERSONAL DELIVERY: by causing the Notice to be personally delivered to each of the addresses above stated on the date below.
☐ CODE OF CIV. PROC. § 415.20: by leaving the Notice and mailing a copy of the Notice in the manner provided under California Code of Civil Procedure § 415.20 for service of a summons and complaint in a civil action.

I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Executed on November 19, 2024, at Santa Cruz, California.

Ryan Haley

15.5 City Council

AGENDA REPORT
DATE: 12/19/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Public Works
SUBJECT: West Cliff Drive 60-inch RCP Headwall Repair (c402409) – Contract Change Order (PW)
LOCATION: District 6
RECOMMENDATION: Motion to approve a contract change order in the amount of $30,000 with Granite Construction (Watsonville, CA), for providing emergency repair and maintenance services at the West Cliff Drive 60-inch RCP Headwall project site. The City Manager is hereby authorized and directed to execute the contract in a form approved by the City Attorney. The Public Works Director is authorized to execute change orders within the approved project budget.

BACKGROUND: On January 22, 2024, a failure was discovered on a 60-inch concrete storm drain outfall along the West Cliff Drive footpath between Auburn Avenue and Sacramento Avenue. The damage consisted of a slope failure behind the outfall headwall, and the misalignment of the final joints of 60-inch reinforced concrete pipe (RCP). High water flows also eroded a section of slope downstream. Upon further inspection, the cause of the failure was tied to the high swell event that occurred on December 28, 2023, which damaged the outlet headwall, and caused the ultimate failure of the final 12-feet of pipe.

Emergency stabilization was performed by Granite Construction on January 25-29, 2024. The repairs involved inserting an inflatable seal inside the outfall at the second pipe joint and stabilizing the exposed hillside with visquene and sandbags. Long-term repairs will include a new headwall and slope stabilization.

DISCUSSION: In June 2024, a leak was discovered at the inflatable seal that was holding the second joint of the pipe in place. Granite Construction was able to remove the faulty seal and insert a replacement seal. City staff also extended the inflatable plug’s rental period and requested additional work from Granite Construction to perform wet weather maintenance on the erosion control measures installed during the emergency repair to ensure the project site is protected until the permanent headwall repair project starts construction in January 2025.

A purchase order was issued for this work as a single source due to the emergency nature of the work. The seal replacement work, extension of the inflatable seal’s rental period, and additional maintenance work pushed the purchase to a formal project (over $100,000).

16.1 Section 3.08.150 of the Purchasing Ordinance allows the Purchasing Manager to award a contract without competition when there is only one source for the required item/service.

Purchasing concurs that Granite Construction is the only company that should continue to provide the maintenance of the slope and pipe stabilization measures already in place.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The project was reviewed by staff and determined to be statutorily exempt from further environmental review under CEQA Section 15269, Emergency Projects. A notice of exemption was filed June 26, 2024.

HEALTH IN ALL POLICIES (HiAP): This project promotes the following Health in All Policies Conditions: Health and Wellness; Healthy Environments. The West Cliff Drive 60-inch RCP Headwall Repair Project aligns with the City’s HiAP by installing a new headwall to stabilize the slope around the 60-inch concrete pipe and under the West Cliff Drive footpath.

This will prolong the life of this critical city infrastructure and improve public safety.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The emergency stabilization measures are funded from the Capital Investment Program (CIP) West Cliff 60 RCP Repair Project (c402409), which will also implement permanent repairs in Winter 2025. The estimated cost of stabilization and maintenance is $125,000 and permanent repairs are estimated to cost $600,000. Damages occurred during a period of time that was subsequently declared a state disaster (CDAA 2024- 01). The project has been included on the initial list of projects that would be eligible to receive up to 75% state disaster funding-should the project be found eligible. Funds are available in project and there is not impact to the General Fund.

Prepared By:

Hoi Yu
Associate Professional
Engineer
Submitted By:

Nathan Nguyen, P.E.

Director of Public Works
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

None.

16.2 City Council

AGENDA REPORT
DATE: 12/19/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Public Works
SUBJECT: Go Santa Cruz Downtown Employee Transportation Demand Management Program – Contract Amendment 2 (PW)
LOCATION: District 4
RECOMMENDATION: Motion to approve Contract Amendment 2 with Miller Maxfield (Santa Cruz, CA) to revise the total budget and adjust the end date of the contract for the GO Santa Cruz Transportation Demand Management Program (p402002) marketing services in a form acceptable to the City Attorney. The Director of Public Works is authorized to execute contract amendments within the approved budget.

BACKGROUND: The City of Santa Cruz (City) launched the GO Santa Cruz Transportation Demand Management (TDM) program in 2019 to provide transportation options for downtown employees. The GO Santa Cruz Transportation Demand Management (TDM) program is available to all 4,000+ downtown employees and provides free transit passes, bike locker cards, education, encouragement, incentives, and other TDM elements. The goals of the program include reducing congestion, maximizing existing parking resources, and reducing greenhouse gas emissions.

The City of Santa Cruz issued a formal competitive solicitation for strategic communications services in 2019. Three proposals were scored using evaluation criteria in the Request for Proposal (RFP) document, and Miller Maxfield was selected. Contract Amendment 2 increases the total budget by $60,000 to continue to develop and implement all branding, marketing, and communications for the GO Santa Cruz program. Contract Amendment 2 also changes the end date of this contract from March 2026 to June 2026 to align with the fiscal year.

DISCUSSION: The Go Santa Cruz expanded TDM program officially launched on October 1, 2019, and the expanded county-wide program, managed by the Santa Cruz Regional Transportation Commission (RTC), launched in Fall 2021. The GO Santa Cruz downtown program includes multimodal options to meet people where they are, including benefits for biking, walking, carpooling, and taking transit. After a competitive procurement, the City awarded the marketing contract for the program to Miller Maxfield. For efficiency and brand continuity, the City’s downtown program and the RTC county-wide program both utilize Miller Maxfield for marketing services.

Overall, the program has been incredibly successful with engaging the downtown workforce about transportation options.

17.1 As of December 2, 2024, there were 2,482 downtown employees enrolled in the Go Santa Cruz downtown program, which represents 62% of the total downtown workforce. The Go Santa Cruz program includes participants from more than 175 unique downtown businesses representing all sectors of our downtown economy. These employees have logged more than 122,000 alternative trips for a total alternative trip distance of 517,841 miles – that’s more than 20 times around the world. Logged alternative trips show a benefit of 158.9 tons of reduced CO2 compared to if these trips had been made by driving alone. Between October 1, 2019 and December 2, 2024, users logged 43,288 bike trips (34%), 27,090 walking trips (21%), 24,357 carpool trips (19%), 13,876 transit trips (11%), and 8,519 e-bike trips (7%).

The program is supported by a GO Santa Cruz specific marketing effort. Miller Maxfield has produced a variety of materials and services to support and grow the GO Santa Cruz message and brand including:
 Program branding
 Handouts, collateral, marketing materials, press releases, decals for downtown bike lockers, and general promotion of Go Santa Cruz events,  Establishment of a new social media channel to promote and share the GO Santa Cruz message, ,
 Working with Economic Development and the Downtown Association to identify vacant storefronts in the downtown area that could host program advertising  Securing additional opportunities to share the GO Santa Cruz message such as radio spots and in-person presentations.

The work with Miller Maxfield helped position the GO Santa Cruz program to be selected as the 2020 NEXTie Wildcard honoree.

This contract amendment will allow the GO Santa Cruz program to continue the brand identity and user familiarity that Miller Maxfield has built. Staff recommend that the City Council approve Contract Amendment 2 to add an additional $60,000 to the budget for marketing services for GO Santa Cruz marketing efforts for the period of March 2023 through June 2026.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION:

Approval of this contract amendment is not a project under the California Environmental Quality Act (CEQA) because it does not have the potential to cause physical changes in the environment directly or indirectly.

HEALTH IN ALL POLICIES (HiAP): The GO Santa Cruz TDM program promotes the following Health in All Policies Conditions: Health and Wellness and Healthy Environments.

The GO Santa Cruz program is aligned with the Health in All Policies framework and will help achieve goals of the Climate Action Plan. This project supports Health in All Policies conditions of Health and Wellness and Healthy Environments by providing education and encouragement of active transportation modes, thereby increasing the health of community members and decreasing greenhouse gas (GHG) emissions. The Climate Action Plan includes the transportation objective to meet an 80% reduction in GHG emissions by 2050, which will be achieved largely by providing and promoting low-carbon transportation options as an alternative single-occupancy vehicle trips. This project will help to achieve these Health in All Policies and Climate Action Plan goals by increasing the use of active transportation modes and decreasing single-occupancy vehicle trips.

17.2 FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The cost of this contract amendment is $60,000. Funds are available in Parking Fund (Fund 741) FY 2025 operating budget.

Prepared By:

Joanna Edmonds
Transportation Coordinator
Submitted By:

Nathan Nguyen, P.E.

Director of Public Works
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. PROFESSIONAL SERVICES AMENDMENT 2.DOCX

17.3 Second Amendment to Professional Services Agreement for Miller Maxfield January 11, 2025 Page 1

SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH Miller Maxfield
THIS SECOND AMENDMENT (“Second Amendment”), effective as of January 11, 2025 (“effective date”) to the PROFESSIONAL SERVICES AGREEMENT dated August 28, 2019, is made by and between the CITY OF SANTA CRUZ (“City”) and Miller Maxfield (“Consultant”). City and Consultant may be referred to individually as a “Party” and collectively, as the “Parties.”

RECITALS
WHEREAS, City and Consultant have previously entered into that certain Professional Services Agreement (“Agreement”) dated August 28, 2019, incorporated herein by this reference; WHEREAS, City and Consultant desire to enter into this Second Amendment to the Agreement to to increase the budget for marketing services for the GO Santa Cruz Transportation Demand Management (TDM) program by $60,000, with a new not to exceed amount of $160,000, and change the end date from March 2026 to June 2026 for GO Santa Cruz marketing efforts as specified herein.

AGREEMENT
NOW, THEREFORE, it is agreed between the Parties to incorporate the above Recitals hereto, and that the Agreement is hereby amended as follows:

The Agreement is hereby amended to revise the prior budget amount. The new not to exceed budget amount is in the amount of $160,000.00.

The Agreement is hereby amended to change the end date of this contract from March 2026 to June 2026 to align with the fiscal year.

Notwithstanding these amended terms of the original Agreement by this Second Amendment, all other applicable terms and conditions of the original Agreement shall remain in full force and effect. The terms of this Second Amendment shall control if any conflict exists.

Each party acknowledges that it has reviewed this Second Amendment and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Second Amendment.

The unenforceability, invalidity or illegality of any provision(s) of this Second Amendment shall not render the other provisions unenforceable, invalid or illegal.

The Parties may execute this Second Amendment in two or more counterparts, which shall, in the aggregate, be deemed an original but all of which, together, shall constitute one and the same instrument. A scanned, electronic, facsimile or other copy of a party’s signature shall be accepted and valid as an original.

17.4 Second Amendment to Professional Services Agreement for Miller Maxfield January 11, 2025 Page 2
The signatories to this Second Amendment warrant and represent that each is authorized to execute this Second Amendment and that their respective signatures serve to legally obligate their respective representatives, agents, successors and assigns to comply with the provisions of this Second Amendment.
[SIGNATURES ON FOLLOWING PAGE]

17.5 Second Amendment to Professional Services Agreement for Miller Maxfield January 11, 2025 Page 3
IN WITNESS WHEREOF, the City and the Consultant have executed this Second Amendment effective as of the date first written above.

Approved As To Form:

By: ______________________________ Date: ___________
Office of the City Attorney

CONSULTANT
By: ______________________________ Date: __________________ Printed: __________________________ Title: _________________________

CITY OF SANTA CRUZ
By: ______________________________ Date: __________________ Matt Huffaker, City Manager

17.6 City Council

AGENDA REPORT
DATE: 12/24/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Water
SUBJECT: Union/Locust Backup Generator Project (c702107) - Approval of Contract Amendment No. 2 for Design Services with Mesiti Miller Engineering, Inc. (WT)
LOCATION: District 4
RECOMMENDATION: Motion to authorize the City Manager to execute Contract Amendment No. 2 to the Professional Service Agreement for the Union/Locust Backup Generator Project (Project) with Mesiti Miller Engineering, Inc. (Santa Cruz, CA) in a form to be approved by the City Attorney and authorize the Water Director to execute contract amendments for the Project within the approved project budget.

BACKGROUND: The Water Department is in the process of installing a repurposed natural gas generator for the Union/Locust Building that is shared with Santa Cruz Public Libraries (Library). The generator will supply the building with a backup source of power to prevent disruptions to the regular operations of both Water and Library staff. The Project was advertised for bid on November 20th with bids due on December 19th, 2024.

DISCUSSION: This project involves minor alterations to the existing building which necessitated the need for specialized design services. Mesiti Miller Engineering was contracted through an informal bid process on November 14th, 2023 for an initial contract amount of $39,017. Contract Amendment No.1 was executed on March 27th, 2024 in the amount of $42,500 for additional design services to address the existing natural gas service sizing, gas metering upgrades and delivery due to PG&E requirements. These additional services were not expected and required designing a detailed sheet metal system to vent the generator exhaust away from the building and any windows. Contract Amendment No. 2 is for $25,000 and will cause the total contract to exceed the City’s $100,000 informal bid limit.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: A Notice of Exemption has been filed by staff following City Council approval at the November 19th, 2024 meeting. The Union/Locust Backup Generator Project is exempt from the California Environmental Quality Act (CEQA) under (1) 14 CCR Section 15301 - Class 1 Categorical Exemption because the Council action is intended to allow a minor alteration of an existing facility, and (2) 14 CCR Section 15303 – Class 3 Categorical Exemption because the Council action is intended to allow installation of small new equipment.

18.1 HEALTH IN ALL POLICIES (HiAP): The Project supports the Water Department’s mission of providing its customers with a reliable public drinking water supply and is in alignment with the public health pillar of HiAP. The Department acknowledged the conflict with the City’s Climate Action Plan (CAP) Measure M-1’s long-term goal of decarbonization of its municipal buildings in the November 19th, 2024 City Council staff report. Staff finds the Project to be the most sustainable option for providing a backup supply of power to the Union/Locust building.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The estimated cost of the amendment is $25,000 which will bring the total contract amount to $106,517.00. Project costs will be shared through 60% /40% split between the Water Department and Library. Funds are available in the Water Department’s Capital Investment Program budget, project c702107.

Prepared By:

Katy Fitzgerald
Management Analyst
Submitted By:

Heidi Luckenbach
Water Director
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. DRAFT CONTRACT AMENDMENT NO. 2.PDF

18.2 City of Santa Cruz Second Amendment to Professional Services Agreement for

UNION/LOCUST GENERATOR PROJECT
January 2025 Page 1

SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH MESITI-MILLER ENGINEERING, INC.

For DESIGN ENGINEERING FOR UNION/LOCUST GENERATOR PROJECT THIS SECOND AMENDMENT (“Second Amendment”), effective as of ______________, (“effective date”) to the PROFESSIONAL SERVICES AGREEMENT dated November 13, 2023, is made by and between the CITY OF SANTA CRUZ (“City”) and Mesiti-Miller Engineering, Inc. (“Consultant”). City and Consultant may be referred to individually as a “Party” and collectively, as the “Parties.”

RECITALS
WHEREAS, City and Consultant have previously entered into that certain Professional Services Agreement (“Agreement”) dated November 13, 2023, incorporated herein by this reference; and WHEREAS, First Amendment was executed on March 27, 2024, to incorporate additional design and planning review services for gas utility design and venting, and permitting assistance in the amount of $42,500;
WHEREAS, City and Consultant desire to enter into this Second Amendment to the Agreement to incorporate a scope of work for additional engineering services for utility permitting and project specification development as specified herein.

AGREEMENT
NOW, THEREFORE, it is agreed between the Parties to incorporate the above Recitals hereto, and that the Agreement is hereby amended as follows:

A. Section 1: Scope of Work of the Agreement is hereby amended to revise the prior Scope of Work in Exhibit A of the Agreement with the amended Scope of Work to provide for additional design and planning services as specified in the Consultant’s proposal November 19, 2024, which are attached hereto as Exhibit A-2, respectively, and incorporated herein.

B. Section 4 of the Agreement is hereby amended to revise the prior budget amount and Fee Schedule in Exhibit B of the Agreement with the amended Fee Schedule, as specified in the Consultant’s proposal dated November 19, 2024, for a not to exceed amount of $25,000.00, as shown in Exhibit A-2, respectively. The new not to exceed budget amount is in the amount of $106,517.00.

Except as amended by this Second Amendment, all other applicable terms and conditions of the original Agreement and attachments, and other prior amendment(s), shall remain in full force and effect. The terms of this Second Amendment shall control if any conflict exists.

18.3 City of Santa Cruz Second Amendment to Professional Services Agreement for

UNION/LOCUST GENERATOR PROJECT
January 2025 Page 2
Each party acknowledges that it has reviewed this Second Amendment and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Second Amendment.

The unenforceability, invalidity or illegality of any provision(s) of this Second Amendment shall not render the other provisions unenforceable, invalid or illegal.

The Parties may execute this Second Amendment in two or more counterparts, which shall, in the aggregate, be deemed an original but all of which, together, shall constitute one and the same instrument. A scanned, electronic, facsimile or other copy of a party’s signature shall be accepted and valid as an original.

The signatories to this Second Amendment warrant and represent that each is authorized to execute this Second Amendment and that their respective signatures serve to legally obligate their respective representatives, agents, successors and assigns to comply with the provisions of this Second Amendment.
[SIGNATURES ON FOLLOWING PAGE]

18.4 City of Santa Cruz Second Amendment to Professional Services Agreement for

UNION/LOCUST GENERATOR PROJECT
January 2025 Page 3
IN WITNESS WHEREOF, the City and the Consultant have executed this Second Amendment effective as of the date written above.

Signature Requirements for Business Entity:
a. Corporation – 2 officer signatures required (one from each group, unless person signing holds officer positions in both Group 1 and 2):

Group 1: Chief Executive Officer, Chairman of the Board, President, or Vice President Group 2: Secretary, Assistant Secretary, Chief Financial Officer, Treasurer, Assistant Treasurer b. Partnership - Signature of General Partner, or signature of partner who is authorized to execute documents per the Certificate of Partnership. If authorized partner is a corporation, follow Corporation signature requirement. c. LLC- For a member-managed LLC, signature of any member. For a manager-managed LLC, signature of the manager. If the LLC has corporate officer designations, follow Corporation signature requirement.

Approved As To Form:

By: _____________________________ Date: ___________
Office of the City Attorney
CONSULTANT: MESITI-MILLER ENGINEERING, INC.

By: _____________________________ Date: __________________ Printed: _________________________ Title: _________________________ By: _____________________________ Date: __________________ Printed: _________________________ Title: __________________

CITY OF SANTA CRUZ
By: _____________________________ Date: __________________ Matt Huffaker, City Manager
Technical Review By:

By: _____________________________ Date: ___________
Isidro Rivera, P.E., Deputy Water Director / Engineering Manager

SANTA CRUZ WATER DEPARTMENT
By: _____________________________ Date: __________________ Heidi Luckenbach, P.E., Water Director

18.5 City of Santa Cruz Second Amendment to Professional Services Agreement for

UNION/LOCUST GENERATOR PROJECT
January 2025 Page 4
EXHIBIT A-2

18.6 November 19, 2024
Jason Segal
Assistant Engineer II
City of Santa Cruz Water Department
212 Locust Street
Santa Cruz, California 95060
Re: Structural Consulting Services for New Emergency Generator at 212 Locust Street, Santa Cruz
Contract Amendment No: 3
Purpose: Additional Engineering Services for PG&E Assitance, Permitting and Specifications
MME Project No: 22123-P2
Dear Mr. Segal,
As we have discussed, the revised scope of the project requires additional engineering services to provide coordination with PG&E for a new gas service, additional permitting support and edits to front-end contract plus compiling of project specifications in CSI format. Based on this change of scope, MME and our subconsultant Salas O’Brien are submitting this amendment to our existing agreement for the above referenced project.

The overall additional fee is $25,000. Invoices for these additional services will reference our project number 22123-P2.

All provisions of our original agreement are considered to be in full force and effect with respect to these additional services. Please confirm your authorization to proceed with these additional services.

We thank you for the opportunity to be of continued service on this project.

Respectfully yours,
Dale Hendsbee, S.E.

Principal
Enclosure
cc: Addressee via email
i:\22123 scwd - se new generator 212 locust st\proposal\proposal\22123 mmepro ca3 scwd gen 2024 11 19.docx Exhibit A-2

18.7 City Council

AGENDA REPORT
DATE: 12/24/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Water
SUBJECT: Felton Diversion Pipeline Emergency Repair Project - Master Service Agreement Zayante Creek Bank Stabilization-Third Amendment with Ecological Concerns Incorporated for Restoration and Revegetation Services (WT)
LOCATION: None
RECOMMENDATION: Motion authorizing the City Manager to execute Zayante Creek Bank Stabilization-Third Amendment to the Master Service Agreement for restoration and revegetation planning services for the Felton Diversion Pipeline Emergency Repair Project (e702301) with Ecological Concerns Incorporated (Santa Cruz, CA) in a form to be approved by the City Attorney and authorizing the Water Director to execute future contract amendments within the approved project budget.

BACKGROUND: Implementation of the Felton Diversion Pipeline Emergency Repair Project (Project) required emergency federal permitting from the United States Army Corps of Engineers and State permitting from the Central Coast Regional Water Quality Control Board. The permit approval included an agency-approved habitat restoration plan (Plan) outlining obligations for habitat restoration for temporary impacts to aquatic resources, including riparian tree removals and installation of rip-rap streambank armoring. The Plan includes a minimum of five years of maintenance, monitoring, and reporting to ensure that key performance criteria are met.

The City entered into a three-year Master Service Agreement (MSA) with Ecological Concerns Incorporated (ECI) for restoration and revegetation services in November 2019, and subsequently renewed the MSA for an additional year on November 30, 2024. The MSA covers revegetation and site restoration services for a variety of Water Department capital projects, including the Project. Each Water Department capital project warranting the support of ECI is executed under a series of unique amendments to the MSA. For example, the Newell Creek Dam Inlet/Outlet Replacement Project, Graham Hill Water Treatment Plant Concrete Tanks Replacement Project, and Scotts Valley Intertie Project have independent amendments to the MSA for restoration work associated with these projects, including design, installation, and monitoring.

To date, two amendments for the Project have been authorized. Under the Zayante Creek Bank Stabilization (ZBS)-First Amendment dated July 17, 2023, in the amount of $47,095, ECI prepared the Plan (which was subsequently approved by the regulatory agencies on October 20, 2023), installed restoration plantings according to the approved Plan, and conducted short term

19.1 maintenance, amongst other tasks. Under the ZBS-Second Amendment dated December 5, 2023, in the amount of $36,394, ECI fulfilled the obligation for the first year of long-term maintenance and reporting.

DISCUSSION: ECI has submitted a proposal for year two of the five required years of annual maintenance and reporting. This ZBS-Third Amendment for $30,876 would result in a new not to exceed amount for the Project of $114,365, and would fufill the Project’s year-two restoration obligations, including:
 Monthly Maintenance
 Monitoring and Reporting
Additional services from ECI are anticipated and have been budgeted for future years of required restoration maintenance and reporting for the Project.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: City Council found the Project to be exempt from further environmental review under the CEQA Section 21080 (b)(4), Emergency Project at its August 8, 2023 meeting; A Notice of Exemption was filed on August 14, 2023 (SCH Number 2023080297).

HEALTH IN ALL POLICIES (HiAP): This project was initiated to repair a segment of pipeline that was damaged due to extreme erosion along the Zayante Creek streambank caused by the 2023 winter storms. This infrastructure is critical to ensuring the City is able to access water supplies. The Project aligns with the public health pillar of the City’s HiAP initiative by supporting the Water Department’s work to provide a safe and reliable drinking water supply.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: Funds in the amount of $30,876 are available in the Water Department’s Capital Investment Program budget, project e702301. Staff anticipate needing three more Amendments to meet the terms of the five-year agency-approved habitat restoration plan. Based on estimates for the remaining years of the restoration plan, the current project balance has adequate funds to cover future work. Funds will be budgeted annually during regular budget cycles.

Prepared By:

Zeke Bean
Associate Planner II
Submitted By:

Heidi Luckenbach
Water Director
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. DRAFT AMENDMENT TO MASTER SERVICES AGREEMENT.PDF

19.2 City of Santa Cruz Amendment to Master Service Agreement For

REVEGETATION AND SITE RESTORATION SERVICES
Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization-Change Order 3 November 2024 Page 1

AMENDMENT TO MASTER SERVICE AGREEMENT FOR

REVEGETATION AND SITE RESTORATION SERVICES
FELTON DIVERSION EMERGENCY PIPELINE REPAIR PROJECT – ZAYANTE CREEK BANK STABILIZATION-CHANGE ORDER 3
THIS AMENDMENT TO THE MASTER SERVICES AGREEMENT (“MSA”) FELTON DIVERSION EMERGENCY PIPELINE REPAIR PROJECT – ZAYANTE CREEK BANK STABILIZATION-CHANGE ORDER 3 (“ZBS-3”) (renewed on November 7, 2022 and November 28, 2023) is made by and between the City of Santa Cruz (“City”) and ECOLOGICAL CONCERNS, INCORPORATED (“Consultant”). City and Consultant may be referred to individually as “Party” and collectively, as the “Parties.”

RECITALS
WHEREAS, City and Consultant have previously entered into that certain Master Services Agreement (“MSA”) dated November 13, 2019 and extended the term of the agreement to November 30, 2025 which is incorporated by this reference, and
WHEREAS, the Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization – Change Order 1 (previously named ZBS-First Amendment was executed on July 17, 2023 for the planning and planting on the Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization in the amount of $47,095.13, and WHEREAS, the Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization – Change Order 2 (previously named ZBS-Second Amendment was executed on December 5, 2023 for the Year 1 planning and planting on the Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization in the amount of $36,393.91, and WHEREAS, City and Consultant desire to amend the Agreement to incorporate a 2025 rate sheet and authorize Tasks 8 through 9 for Year 2 maintenance and monitoring of the Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization project as specified herein.

AGREEMENT
NOW, THEREFORE, it is agreed between the Parties to incorporate the above Recitals hereto, and that the Agreement is hereby amended as follows:

A. Exhibit A: Scope of Work of the Agreement is hereby amended to add Tasks 8 and 9 per page 2 of Consultant’s 4-page letter dated October 29, 2024 which is attached to this Amendment and is inserted in the MSA as Exhibit A-ZBS-3.

B. Exhibit B: Fee Schedule of the Agreement is hereby amended to add $30,875.97 per page 2 of Consultant’s 4-page letter dated October 29, 2024 which is attached to this Amendment and is

19.3 City of Santa Cruz Amendment to Master Service Agreement For

REVEGETATION AND SITE RESTORATION SERVICES
Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization-Change Order 3 November 2024 Page 2
inserted in the MSA as Exhibit B-ZBS-3. The revised Not To Exceed amount is $114,365.01.

This amount is within the City Council approved project budget.

C. Exhibit C: Work Schedule of the Agreement is hereby amended to add the work schedule per page 4 of the Consultant’s 4 page letter dated October 29, 2024 which is attached to this Amendment and is inserted in the MSA as Exhibit C-ZBS-3.

Except as amended by the terms of this ZBS-3, all other terms and conditions of the original Master Services Agreement and attachments, and other prior amendments, shall remain in full force and effect.

The terms of this ZBS-3 shall control if any conflict exists.

Each party acknowledges that it has reviewed this ZBS-3and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this ZBS-3.

The unenforceability, invalidity or illegality of any provision(s) of this ZBS-3 shall not render the other provisions unenforceable, invalid or illegal.

The parties may execute this ZBS-3 in two or more counterparts, which shall, in the aggregate, be deemed an original but all of which, together, shall constitute one and the same instrument. A scanned, electronic, facsimile or other copy of a party’s signature shall be accepted and valid as an original.

The signatories to this ZBS-3 warrant and represent that each is authorized to execute this ZBS-3 and that their respective signatures serve to legally obligate their respective representatives, agents, successors and assigns to comply with the provisions of this ZBS-3.

IN WITNESS WHEREOF, the City and the Consultant have executed this ZBS-3 effective as of the date shown above.
[SIGNATURES ON FOLLOWING PAGE]

19.4 City of Santa Cruz Amendment to Master Service Agreement For

REVEGETATION AND SITE RESTORATION SERVICES
Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization-Change Order 3 November 2024 Page 3
IN WITNESS WHEREOF, the City and the Consultant have executed this ZBS-3 effective as of the date shown above.

Signature
Requirements for Business Entity:
a. Corporation – 2 officer signatures required (one from each group, unless person signing holds officer positions in both Group 1 and 2):

Group 1: Chief Executive Officer, Chairman of the Board, President, or Vice President Group 2: Secretary, Assistant Secretary, Chief Financial Officer, Treasurer, Assistant Treasurer b. Partnership - Signature of General Partner, or signature of partner who is authorized to execute documents per the Certificate of Partnership. If authorized partner is a corporation, follow Corporation signature requirement. c. LLC- For a member-managed LLC, signature of any member. For a manager-managed LLC, signature of the manager. If the LLC has corporate officer designations, follow Corporation signature requirement.

Approved As To Form:

By: _____________________________ Date: __________________ Office of the City Attorney
CITY OF SANTA CRUZ WATER DEPARTMENT:

By: _____________________________ Date: __________________ Heidi Luckenbach, P.E., Water Director
Technical Review By:

By: _____________________________ Date: __________________ Isidro Rivera, P.E., Deputy Water Director / Engineering Manager CONSULTANT: ECOLOGICAL CONCERNS, INC.

By: _____________________________ Date: __________________ Printed: _________________________ Title: _________________________ By: _____________________________ Date: __________________ Printed: _________________________ Title: __________________

19.5 City of Santa Cruz Amendment to Master Service Agreement For

REVEGETATION AND SITE RESTORATION SERVICES
Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization-Change Order 3 December 2023
Exhibit A-ZBS-3 follows

19.6 EXHIBIT A – ZBS-3 (Page 1 of 1)
Maintenance and Monitoring of the Felton Diversion Pipeline Emergency Repair - Zayante Bank Stabilization Mitigation Project, Year 2 (ZBS-3) Scope Proposal
Scope by Task Number
Task 8: Year 2 Monthly Maintenance (Long Term) – This Task includes budget for monthly site visits (12 total). 6 of these, during the most active growing season (February – July) will be by 2 Restoration Technicians, and 6, during the less active growing season (August – January) will be by 1 Restoration Technician. During visits, technicians will perform weeding of the plant basins, maintenance of the browse protection, follow up invasive plant removal, management and maintenance of the irrigation system, observing for conditions that may negatively impact restoration success, and other activities as needed to keep the site in compliance with performance criteria for the second year of maintenance and monitoring, assumed to be December 2024 – November 2025. Two additional working days for a two-person team has been budgeted for adaptive management needs that may arise during the course of the year, such as emergency irrigation repairs, replanting, or other necessary tasks.

Task 9: Monitoring and Reporting – This Task includes field monitoring and preparation of an annual report in compliance with the requirements of the Habitat Restoration Plan and agency permits. Quantitative and qualitative data, as well as photo points, will be taken and compared to performance criteria. Recommendations and adaptive management measures will be developed as needed. Quarterly visits and memos, as required by the Habitat Restoration Plan, are included.

Notes

1. All rates and contract terms are assumed to be per the existing agreement for Consultant Services for Revegetation and Site Restoration for Water Department Capital Projects and associated amendments. Prevailing Wages for Maintenance not Attached to New Construction (Landscape Maintenance Laborer) are assumed. Please notify ECI if other wage rates apply.

2. Any Amendment initiated from this proposal should include this proposal (or its verbatim scope and pricing) in order to establish Amendment scope and cost.

Exclusions

1. All work not specified above, additional services may be added by amendment as needed

2. Permits

3. Guarantee of meeting permit performance criteria

4. Liability for damage due to vandalism, fire, or other unforeseen events beyond our control

19.7 City of Santa Cruz Amendment to Master Service Agreement For

REVEGETATION AND SITE RESTORATION SERVICES
Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization-Change Order 3 December 2023
Exhibit B-ZBS-3 follows

19.8 EXHIBIT B – ZBS-3 (Page 1 of 1)
Cost Proposal
Task 8: Year 2 Monthly Maintenance (Long Term)
Item Rate Unit Qty Item Total
Project Principal $181.61 Hour 1 $ 181.61
Contract Manager $169.51 Hour 10 $ 1,695.10
Project Manager $163.45 Hour 28 $ 4,576.60
Restoration Supervisor (Maintenance) $78.71 Hour 112 $ 8,815.52 Restoration Technician (Maintenance) $72.65 Hour 64 $ 4,649.60 Incidental Costs (Disposal Fees, Etc.) $500.00 Lump Sum 1 $ 500.00 Vehicle $90.81 Day 18 $ 1,634.58
Mileage $0.670 Each 432 $ 289.44
Total $ 22,342.45
Task 9: Year 2 Monitoring and Reporting
Item Rate Unit Qty Item Total
Project Principal $181.61 Hour 1 $ 181.61
Contract Manager $169.51 Hour 8 $ 1,356.08
Sr. Environmental Consultant $163.45 Hour 40 $ 6,538.00 GPS Unit $30.27 Day 1 $ 30.27
Vehicle $90.81 Day 4 $ 363.24
Mileage $0.670 Each 96 $ 64.32
Total $ 8,533.52
Grand Total $ 30,875.97

19.9 City of Santa Cruz Amendment to Master Service Agreement For

REVEGETATION AND SITE RESTORATION SERVICES
Felton Diversion Emergency Pipeline Repair Project – Zayante Creek Bank Stabilization-Change Order 3 December 2023
Exhibit C-ZBS-2 follows

19.10 EXHIBIT C – ZBS-3 (Page 1 of 1)
Schedule by Task Number
All schedule information below assumes task order approval and notice to proceed by November 30, 2024.

Task 8: Year 2 Monthly Maintenance (Long Term) – December 2024 – November 2025.

Task 9: Year 2 Monitoring and Reporting – December 2024 – November 2025

19.11 City Council

AGENDA REPORT
DATE: 12/24/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Water
SUBJECT: Award Contract to Bay Power Inc. for Switchgear Upgrade Package (WT) LOCATION: None
RECOMMENDATION: Motion to:
1) Award a contract for the purchase of Switchgear Upgrade Package from Bay Power Inc. (San Jose, CA) in the amount of $126,591.50; and
2) Approve the CEQA determination contained in this agenda report. The Council’s action is exempt from CEQA review under the Class 2 categorical exemption of the California Code of Regulations Section 15302. Under this authority, CEQA does not apply to replacement or reconstruction.

BACKGROUND: The Water Department uses an automatic transfer switch system at the Graham Hill Water Treatment Plant (GHWTP) to shift power from Pacific Gas and Electric (PG&E) utility power to a backup generator during utility power interruptions. By automating this process, the system eliminates the need for manual, human-operated power transfers, providing a safer approach. The current setup uses Entellisys, a proprietary smart electrical power transfer system developed by Asea Brown Boveri (ABB). To maintain the efficient and safe transfer of power, a software update is required. ABB specifies that only authorized industrial electricians install the software upgrades which, for our service area, is Bay Power.

In addition to addressing a significant safety concern, this work will resolve electrical reliability issues related to the upcoming GHWTP Facilities Improvement Project.

DISCUSSION: With concurrence from the Purchasing Manager, the Water Department recommends awarding the contract for the purchase of the Switchgear Upgrade Package from Bay Power to ensure the safety of City staff and to support the Department’s mission to provide a clean, safe, reliable supply of water to its customers. Maintaining this power transfer switch control system in a fully functional status is vital to the Water Department’s ability to reliably run the GHWTP and provide water to the community served.

Section 3.08.150 of the Santa Cruz Municipal Code allows the Purchasing Manager to award a contract without competition when there is only one source for the required item; the Purchasing Manager has approved this contract as a single-source.

20.1 CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The proposed Council action is exempt from CEQA under California Code of Regulations (CCR) Section 15302 – Class 2 categorical exemption because the Council action is intended to replace “existing utility systems and/or facilities involving negligible or no expansion of capacity.” (Cal.

Regs, tit. 14 § 15302 (c)). The project replaces an existing electrical utility system component with no change in capacity. Furthermore, none of the applicable exclusion to the use of a categorical exemption under CCR 15300.2 – Exceptions apply to this work. The project does not involve cumulative impacts from the same type of project in the same place, significant effects due to unusual circumstances, damage to scenic resources within a scenic highway, location on a hazardous waste site, or substantial adverse change to a historic resource.

HEALTH IN ALL POLICIES (HiAP): The GHWTP provides the majority of the high-quality drinking water to City customers. By improving infrastructure integrity and enhancing system reliability, this project supports the sustainability and public health pillars of the City’s HiAP initiative. It also enables the Water Department to implement and sustain actions that reduce vulnerabilities and risks from hazards, as well as mitigate their effects on people and property.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The cost of the Switchgear Upgrade Package is $126,591.50. Funds are available in the Water Department’s FY 2025 Capital Investment Program budget within project c701907, Facility and Improvement Investments.

Prepared By:

Evanda Goad
Management Analyst
Submitted By:

Heidi Luckenbach
Water Director
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. PROFESSIONAL SERVICES AGREEMENT WITH BAY POWER INC..PDF

2. SOLE SOURCE VENDOR MEMO.PDF

20.2 20.3

20.4 20.5

20.6 20.7

20.8 20.9

20.10 20.11

20.12 20.13

20.14 20.15

20.16 20.17

20.18 20.19

20.20 20.21

20.22 20.23

20.24 20.25

WATER DEPARTMENT

MEMORANDUM
DATE: November 19, 2024
TO: Elizabeth Millwee, Purchasing Manager
FROM: Dustin Holtzclaw, Production Superintendent
Evanda Goad, Management Analyst
SUBJECT: Single Source Justification for Bay Power
Background:

The Water Department began planning an electrical safety project a couple of years ago after the Water Treatment Plant experienced an electrical transfer switch problem caused by the current smart transfer switch system’s lack of built-in redundancy for backup power used to run the proprietary Entellisys software. It is difficult and hazardous to manually switch between PG&E utility power and backup generator power without the Entellisys system user interface. Only qualified industrial electricians can manually transfer power if the Entellisys is not functioning properly. The system is currently running on an outdated software package with unsupported operating software. Entellisys is a proprietary software-based smart electrical power transfer system owned by ABB. ABB will only work with an authorized representative in the area, which in our service area is Bay Power.

In addition to addressing a significant safety issue, this work will resolve reliability issues related to the upcoming Graham Hill Water Treatment Plant (GHWTP) Facilities Improvement Project which will reduce contingency funds needed for the project.

Reason for Non-competitive Agreement
The manufacturer of this proprietary software utilizes a restrictive, proprietary channel distribution network which limits a competitive process to only contract with the regional distributor for the procurement and installation of the proprietary software.

Price Reasonableness Analysis
ABB is the sole proprietary for Entellisys software, and it runs multiple breakers and MCC panels. If we were to find another company that would be able to do this work, it would cost hundreds of thousands to replace all the equipment that goes with the Entellisys software.

20.26 City Council

AGENDA REPORT
DATE: 12/24/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Water
SUBJECT: 2024 Well Rehabilitation Project – Notice of Completion (WT) LOCATION: None
RECOMMENDATION: Motion to accept the work of Pacific Coast Well Drilling, Inc. dba Precision Hydro Company (Templeton, CA) as complete per the plans and specifications, authorizing the filing of a Notice of Completion for the 2024 Well Rehabilitation Project (c702501), and authorize the Water Director to sign the Notice of Completion as the Owner’s Authorized Agent.

BACKGROUND: The City of Santa Cruz (City) operates production wells adjacent to the San Lorenzo River in Santa Cruz (the Tait Wells) and in Live Oak in the Mid-County Groundwater Basin (Beltz Wells Nos. 8, 9, 10, and 12). The 2024 Well Rehabilitation Project (Project) included rehabilitating all three Tait Wells (Tait 1B, 3B, and 4) and one of the Beltz Wells (Beltz Well No. 10) by chemical and mechanical means. Reliable operation of these wells is critical to meet customer demands particularly during peak demand periods when surface water supplies run low.

The City hired Pueblo Water Resources (Pueblo) in July of 2022 to assess the Tait Wells and Beltz Well 10; the assessment concluded that the wells needed to be rehabilitated to restore their pumping capacity.

At its meeting on May 28, 2024, City Council approved the plans, specifications, and contract documents for the Project, and authorized staff to advertise the Project for bids and award the contract. On July 17, 2024, the City Manager executed an agreement in a form approved by the City Attorney with Pacific Coast Well Drilling, Inc. dba Precision Hydro Company for the Project. The total contract amount, including a 10% contingency, was $465,850.

DISCUSSION: All services required under the contract have been completed, inspected by City of Santa Cruz Water Department staff, and found to be constructed in accordance with the approved plans and specifications. Five change orders to replace some of the pumps, motors and piping on the wells were issued during construction totaling $31,974.98. The contractor has made a good-faith effort to meet the requirements of the City’s Local Hire Ordinance and to employ apprentices on the Project including advertisements at Laborers Local 270 and Operating Engineers unions.

21.1 CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: City Council found the Project to be exempt under CEQA at its meeting on May 28, 2024.

HEALTH IN ALL POLICIES (HiAP): This project aligns with the public health pillar of the City’s HiAP initiative by supporting the Water Department’s work in ensuring the reliability of the public drinking water supply.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: The final cost of all work under this contract was $455,474.98. The Project was funded by the Water Department’s FY 2025 Capital Investment Program budget within project c702501, Tait Wells Rehabilitation.

Prepared By:

Evanda Goad
Management Analyst
Submitted By:

Heidi Luckenbach
Water Director
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. NOTICE OF COMPLETION.DOCX

21.2 Notice of Completion (Revised Oct 2021)
(Space above for Recorder’s use only)
This instrument is being recorded for the benefit of the City of Santa Cruz.

No recording fee is required pursuant to Government Code § 27383.

NOTICE OF COMPLETION
(CA Civil Code Sections 8102 and 9204)
NOTICE IS HEREBY GIVEN THAT:

The undersigned is an authorized representative of the owner of the interest or estate stated below.

1. The Owner’s Name and Address. The Project owner is the City of Santa Cruz, a municipal corporation (the “City”). The City’s mailing address is 809 Center Street, Santa Cruz, California 95060. The City of Santa Cruz has the following interest in the subject Property described below: City Property

2. Project Title and Number. The full name of the work of improvement/public works project (the “Project”) which is the subject of this Notice of Completion is: 2024 Well Rehabilitation Project WT0120.

3. Nature of Work Performed on the Property or Materials Furnished for the City. The Project consisted of work described as: The Rehabilitation of Tait Wells 1B, 3B, and 4, and Beltz Well 10 by chemical and mechanical means to restore lost well performance.

4. The general site location description or address (the “Property”) of the public improvement is located at: 200 Crossing Street Santa Cruz, CA 95060, and 977 34th Avenue Santa Cruz, CA 95062.

5. Name and Address of Contractor. The Contractor on the Project is: Pacific Coast Well Drilling, Inc dba Precision Hydro Company. Postal Box 184 Templeton, CA 93465.

6. Construction Lender. The name and address of the construction lender, if any, is: N/A.

7. Date of Completion. The Project on the Property was completed on: November 8, 2024

8. The filing of this Notice of Completion was authorized by the Santa Cruz City Council Minute Order on Tuesday, January 14, 2025
DATE: ___________________
Heidi Luckenbach
Water Director, City of Santa Cruz
RECORDED AT THE REQUEST OF:

City of Santa Cruz, Water
Attn: Evanda Goad
WHEN RECORDED MAIL TO:

City Clerk’s Department
809 Center Street, Room 9
Santa Cruz, CA 95060

21.3 City Council

AGENDA REPORT
DATE: 12/19/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Planning and Community Development
SUBJECT: 2nd Reading and Final Adoption of Ordinances Related to Accessory Dwelling Units to Maintain Consistency with State Law, Remove OwnerOccupancy Requirements for Existing Accessory Dwelling Units, and to Allow for the Condominium Mapping and Separate Sale of Accessory Dwelling Units and Their Associated Primary Dwellings. Ordinances Include: Ordinance No. 2024-24 Amending Santa Cruz Municipal Code Chapters 23.04, 23.12, 23.37, 24.08, 24.10, and 24.16 and Adding New Section 24.16.165; Ordinance No. 2024-23 Amending Santa Cruz Municipal Code Chapters 24.08, 24.10, and Chapter 24.12; and Ordinance No. 2024-25 Amending Santa Cruz Municipal Code Section 18.15.040.

Amendments to Chapter Sections 24.08.810a, 24.08.2140, 24.08.2200,

24.10.210, 24.10.310, 24.10.410, 24.10.510, 24.10.565, 24.10.603,

24.10.611, 24.10.619, 24.10.627, 24.10.632, 24.10.636, 24.10.1210,

24.12.240, and 24.12.250 Are Part of the Local Coastal Program Implementation Plan (LCP IP) and Will Require Approval by the California Coastal Commission Prior to Taking Effect Inside the Coastal Zone. (CEQA: Exempt Pursuant to CEQA Guidelines Section 15183 as a Project Consistent with the General Plan for Which an EIR Was Certified). (PL)
LOCATION: Citywide
RECOMMENDATION: Motion to:
1) Adopt Ordinance No. 2024-23 amending Santa Cruz Municipal Code Chapters 23.04, 23.12,

23.37, 24.08, 24.10, and 24.16 and adding new section 24.16.165, related to accessory dwelling units;
2) Adopt Ordinance No. 2024-24 amending Santa Cruz Municipal Code Chapters 24.08, 24.10, and 24.12 related to accessory dwelling units and comprising parts of the LCP IP; 3) Adopt Ordinance No. 2024-25 amending Santa Cruz Municipal Code Chapter 18.15 related to accessory dwelling units; and
4) Adopt a resolution directing the City Manager to submit the LCP IP amendments to the California Coastal Commission for approval.

22.1 ATTACHMENTS:

1. 2024-23 - ADU REGULATIONS AMENDMENTS, NON-LCP.DOCX

2. 2024-24 - ADU REGULATIONS AMENDMENTS, LCP.DOCX

3. 2024-25 - ADU CHANGES TO ENERGY CODE.DOCX

4. RESOLUTION.DOCX

22.2 ORDINANCE NO. 2024-23

AN ORDINANCE OF THE CITY OF SANTA CRUZ AMENDING SANTA CRUZ MUNICIPAL CODE SECTIONS: 23.04.050.1 - SUBDIVISION PRINCIPLES – GENERAL,

23.12.030.1 - DIVISION OF LAND – FEWER THAN FIVE PARCELS – MAPS REQUIRED,

23.37.020.1 - PROVISIONS FOR CONVERSIONS OF EXISTING STRUCTURES – VACANCY REQUIREMENTS – EXCEPTIONS, 23.37.050 - PROVISION FOR THE PROTECTION OF TENANTS, 24.08.810 - PROCEDURE FOR SLOPE DEVELOPMENT PERMIT (APPLIES OUTSIDE THE COASTAL ZONE), 24.10.4060 - NEW

CONSTRUCTION ON SITES ABUTTING OVERLAY DISTRICT BOUNDARIES, AND

24.16.020 – BASIC ON-SITE INCLUSIONARY HOUSING REQUIREMENTS; CHAPTER

24.16, PART 2 – ACCESSORY DWELLING UNITS; AND ADDING NEW SECTION

24.16.165 - SEPARATE SALE OF ACCESSORY DWELLING UNITS TO MAINTAIN

CONSISTENCY WITH STATE LAW, REMOVE OWNER OCCUPANCY REQUIREMENTS FOR ACCESSORY DWELLING UNITS CONSTRUCTED PRIOR TO 2020, AND ALLOW FOR THE SEPARATE SALE OF ACCESSORY DWELLING UNITS. (CEQA: EXEMPT PURSUANT TO CEQA GUIDELINES SECTION 15183 AS A PROJECT CONSISTENT WITH THE GENERAL PLAN FOR WHICH AN EIR WAS CERTIFIED.)
WHEREAS, accessory dwelling units contribute needed housing to the community’s housing stock and provide housing for family members, students, the elderly, in-home health care providers, the disabled, and others within existing neighborhoods, and homeowners who create accessory dwelling units may benefit from added income and an increased sense of security; and WHEREAS, in 2023, AB 1033 (Ting) was signed into law, allowing local jurisdictions to create an ordinance to allow for the separate sale of accessory dwelling units and their associated primary dwellings as condominiums; and
WHEREAS, On October 22, 2024, City Council directed staff to return with a proposed AB 1033 implementing ordinance; and
WHEREAS, in 2023, existing law provided that the City could impose an owner occupancy requirement on an accessory dwelling unit, provided that the accessory dwelling unit was not permitted between January 1, 2020, and January 1, 2025. In 2023, AB 976 (Ting) was signed into law, removing owner-occupancy requirements for properties with accessory dwelling units for any accessory dwelling unit created in 2025 and in perpetuity thereafter; and WHEREAS, On October 22, 2024, City Council approved an ordinance removing owneroccupancy requirements for accessory dwelling units created in 2025 and beyond and directed staff to return with a proposed ordinance to remove owner-occupancy requirements for accessory dwelling units created prior to January 1, 2020; and
WHEREAS, on September 19, 2024, SB 1211 (Skinner) was signed into law, making changes to requirements for parking associated with accessory dwelling unit development, increasing the number of statewide exemption accessory dwelling units allowed on sites with

22.3 ORDINANCE NO. 2024-23
2 multi-family buildings, and limiting the standards that can be applied to statewide exemption accessory dwelling units; and
WHEREAS, on September 28, 2024, AB 2533 (Carrillo) was signed into law, creating new limits on when a local jurisdiction could deny a permit to legalize an unpermitted accessory dwelling unit and extending those limitations to junior accessory dwelling units; and WHEREAS, amendments to municipal code requirements related to accessory dwelling units are needed to maintain consistency with state law; and WHEREAS, at its November 7, 2024 meeting, the Santa Cruz Planning Commission cancelled the meeting due to lack of a quorum and rescheduled review of the proposed modifications to the meeting of November 21, 2024; and
WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission reviewed the proposed additions and modifications to the Santa Cruz Municipal Code and found that the public necessity, and the general community welfare, and good zoning practice shall be served and furthered; and that the proposed amendments are in general conformance with the principles, policies and land use designations set forth in the General Plan, Local Coastal Plan and any adopted area or specific plan; and
WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission passed a motion that recommended the City Council approve the proposed amendments; and WHEREAS, the proposed amendments to the Santa Cruz Municipal Code fall within the analyzed development potential in the City of Santa Cruz’s existing 2030 General Plan Environmental Impact Report using the existing zoning and General Plan and, therefore, pursuant to California Code of Regulations, Title 14, section 15183 of the California Environmental Quality Act (CEQA) Guidelines, no further environmental review under the CEQA is required.

BE IT ORDAINED By the City of Santa Cruz as follows:

Section 1. Section 23.04.050.1 of Chapter 23.04 of the Santa Cruz Municipal Code regarding Subdivision Principles – General is hereby amended to read as follows:

23.04.050.1 SUBDIVISION PRINCIPLES – GENERAL.

The necessity for tentative parcel maps and tentative subdivision maps, parcel maps, and final maps shall be governed by the provisions of the Map Act and this title. A tentative and final map shall be required for all subdivisions creating five or more parcels, including community housing projects, except where expressly excluded by the Map Act. The city council shall have final jurisdiction in the approval of tentative and final subdivision maps. A tentative parcel map and a final parcel map shall be required for all subdivisions referred to herein as minor land divisions, including community housing projects creating four or fewer parcels, except for creation of no more than four condominium parcels for accessory dwelling units and their associated primary dwellings pursuant to Section 24.16.165, in which case a tentative parcel map shall not be required,

22.4 ORDINANCE NO. 2024-23
3 but a parcel map shall be required. The zoning administrator shall have final jurisdiction in the approval of such minor land divisions. A tentative subdivision map and a final map shall be required for all other subdivisions of land or other procedures provided in the Map Act, and the city council shall have final jurisdiction in the approval of such maps. Each subdivision or minor land division shall conform to the standards and principles set forth, or referred to, in this title unless modified for good cause by the city council, the zoning board, or the zoning administrator.

Section 2. Section 23.12.030.1 of Chapter 23.12 of the Santa Cruz Municipal Code regarding Division of Land – Fewer Than Five Parcels – Maps Required is hereby amended to read as follows:

23.12.030.1 DIVISION OF LAND – FEWER THAN FIVE PARCELS – MAPS REQUIRED A tentative parcel map and a parcel map shall be required for all divisions of land which create fewer than five parcels, except for:
(a) Divisions of land created by short-term leases (terminable by either party on not more than a thirty-day notice in writing) of a portion of an operating right-of-way of a railroad corporation defined as such by Section 230 of the Public Utilities Code; provided, however, that upon a showing made to the city engineer, based upon substantial evidence that public policy necessitates such a map, this exception shall not apply; (b) Lot-line adjustments, provided:
(1) The parcels resulting from the lot line adjustment will conform to the general plan, any applicable specific plan, any applicable coastal plan, zoning and building ordinances; and
(2) A greater number of parcels than originally existed are not created by the lot line adjustment.
(c) Creation of no more than four condominium parcels for accessory dwelling units and their associated primary dwellings pursuant to Section 24.16.165, in which case a tentative parcel map shall not be required, but a parcel map shall be required.

The zoning administrator shall review the application for a lot line adjustment and shall not impose conditions or exactions on approval except to conform to the general plan, any applicable specific plan or area plan, any applicable coastal plan, zoning or building ordinances, and except to facilitate the relocation of existing utilities, infrastructure, or easements.

No tentative map, parcel map, or final map shall be required as a condition of approval of a lot line adjustment. The lot line adjustment shall be reflected in a deed, which shall be recorded. No record of survey shall be required for a lot line adjustment unless required by Section 8792 of the state Business and Professions Code.

22.5 ORDINANCE NO. 2024-23
4 Section 3. Section 23.37.020.1 of Chapter 23.37 of the Santa Cruz Municipal Code regarding Provisions for Conversions of Existing Structures – Vacancy Requirements - Exceptions is hereby amended to read as follows:

23.37.020.1 PROVISIONS FOR CONVERSIONS OF EXISTING STRUCTURES – VACANCY REQUIREMENTS – EXCEPTIONS.
(1) An existing residential structure may be converted to a community housing project and be exempt from Section 23.37.020(a) if the structure is converted and sold to at least sixty-seven percent of the existing tenants. In such cases, proposals containing five or more units shall provide at least twenty percent of the total units for purchase by households of below-average income pursuant to Section 24.16.050 of the Zoning Ordinance.
(2) An existing residential stock cooperative proposed for conversion to a condominium is exempt from Section 23.37.020.
(3) A building which is listed on the city historic building survey or which is a contributing building located in a city historic district. (4) Creation of no more than four condominium parcels for existing accessory dwelling units and their associated primary dwellings pursuant to Section 24.16.165.

Section 4. Section 23.37.050 of Chapter 23.37 of the Santa Cruz Municipal Code regarding Provision for the Protection of Tenants is hereby amended to read as follows:

23.37.050 PROVISION FOR THE PROTECTION OF TENANTS.

Conversion of existing residential structures to community housing projects can be approved in accordance with Section 23.37.030 only if evidence is provided that the following provisions have been implemented:
(a) Each of the tenants of the proposed projects has or will have received all applicable notices and rights now or hereafter required by the State Subdivision Map Act, including written notice of intention to convert, at least sixty days prior to the filing of a tentative map, pursuant to Section 66452.9 of the Government Code; ten days’ written notification that an application for a public report will be available upon request, pursuant to Section 66427.1(a) of the Government Code; written notice of public hearing and the tenant’s right to appear and to be heard on the conversion, pursuant to Section 66451.3 of the Government Code; and copies of the staff report on the tentative map at least three days prior to any hearing or action on such map, pursuant to Section 66452.3 of the Government Code. (b) Within ten days after the filing of the tentative subdivision map with the city, the subdivider shall cause the following notice to be delivered or mailed by certified or registered mail with return receipt requested to the occupant of each occupied apartment being converted to a condominium:

22.6 ORDINANCE NO. 2024-23
5 NOTICE TO PRESENT TENANT
This apartment is sought to be converted to a condominium unit and may be subject to future sale. The City of Santa Cruz will provide information about the City’s regulations regarding conversions of apartments to condominiums. (c) At the time of the issuance of the written notice of the intention to convert, the applicant has informed the tenants that a tenants’ association has the right to negotiate for the purpose of converting the structure as a cooperative.
(d) Within ten days of approval of a final map for the proposed conversion, each of the tenants of the proposed project will be given written notification of the approval. (e) Each of the tenants of the proposed project has been, or will be, given one hundred eighty days’ written notice of intention to convert prior to termination of tenancy due to the conversion or proposed conversion. Tenants aged sixty-two or older or handicapped or with minor children have been, or will be given an additional one hundred twenty days in which to find suitable replacement housing. A list of available rental units of similar price shall be provided to each tenant. The provisions hereof shall not alter or abridge the rights or obligations of the parties in performance of their covenants including, but not limited to, the provision of services, payment of rent, or the obligations imposed by Sections 1941, 1941.1 and 1941.2 of the California Civil Code.
(f) Each of the tenants of the proposed project has, or will be given, the right to cancel any existing lease following receipt of the written notice of public hearing by providing thirtyday written notice to the landlord. (g) Each of the tenants of the proposed project has been, or will be given, notice of an exclusive right to contract for the purchase of his or her respective unit or, in the case of a cooperative, the share controlling the dwelling unit then occupied by the tenant upon the same terms and conditions that such unit will be initially offered to the general public on terms more favorable to the tenant. The right shall run for a period of not less than ninety days from the date of issuance of the subdivision public report, pursuant to Section 11018.2 of the Business and Professions Code, or approval of the application by city if a subdivision public report is not required, unless the tenant has given prior written notice of his or her intention not to exercise the right.
(h) Each of the tenants of the proposed project who resided in the project at the time of the issuance of the notification of intention to convert has been, or will be, offered moving and relocation assistance amounting to one and one-half times the tenant’s monthly rent, except when the tenant has given notice of his or her intention to move prior to issuance of intention to convert. However, if tenant relocation is required due to the conversion of no more than four units consisting of accessory dwelling units and their associated primary dwellings to condominiums pursuant to Section 24.16.165, relocation assistance shall be defined as four months’ rent for a person or family of low or moderate income who currently occupies or

22.7 ORDINANCE NO. 2024-23
6 had occupied the dwelling unit within two years prior to the date of submission of the application for the conversion of the unit(s).

Rents will not be increased from the time of filing of the application for conversion until relocation takes place or until the application is denied or withdrawn. (j) No apartment in a building to be converted shall be leased to any person after the filing of an application with the city for such conversion unless a written notice shall have been delivered to the prospective lessee or tenant in substantially the following form:

NOTICE TO PROSPECTIVE TENANT
This apartment unit is sought to be converted to a condominium unit and may be subject to future sale.

A permanent record of such required notices shall be kept for a period of one year thereafter, such record to include:
(1) A copy of each notice showing the date on which it was delivered or mailed; and (2) Proof of the giving of the notice consisting of:
(A) If delivered, the signature of the person to whom it was delivered acknowledging such delivery; or
(B) If mailed, proof of mailing and return receipt if the receipt was returned to the recipient of the notice
Section 5. Section 24.08.810 of Chapter 24.08 of the Santa Cruz Municipal Code regarding Procedure for Slope Development Permit (Applies Outside the Coastal Zone) is hereby amended to read as follows:

24.08.810 PROCEDURE.

Projects on or within twenty feet of a slope of thirty percent or greater must apply for a slope development permit unless the project is exempted from the need for such a permit under Section

24.14.030(1)(g) or unless the project is a statewide exemption accessory dwelling unit as defined in Part 2 of Chapter 24.16. This permit may be granted by the zoning administrator under Section

24.14.030(1)(c) without a hearing if the project is on or within twenty feet of a slope greater than or equal to thirty percent and less than fifty percent and is consistent with the findings in Section

24.08.820, unless the slope development permit is accompanied by an application that must be heard by a higher body. Projects on or within twenty feet of a slope of fifty percent or greater must be considered at a public hearing by the zoning administrator and must also be consistent with the findings in Section 24.08.820 unless the project is exempted from such a permit per Section

24.14.030(1)(g).

22.8 ORDINANCE NO. 2024-23
7 Section 6. Section 24.10.4060 of Chapter 24.10 of the Santa Cruz Municipal Code regarding New Construction on Sites Abutting Overlay District Boundaries is hereby amended to read as follows:

24.10.4060 NEW CONSTRUCTION ON SITES ABUTTING OVERLAY DISTRICT BOUNDARIES.

The purpose of the following provisions is to ensure that new development which occurs on the boundaries of a designated Neighborhood Overlay District is compatible and supportive of the public policy goals established for these districts. These provisions apply to all sites abutting a Neighborhood Conservation Overlay District.

In addition to the regulations of the underlying zoning districts, all development, redevelopment, and building expansions, except accessory dwelling units, on sites abutting Neighborhood Conservation Overlay Districts shall comply with the following:

1. Siting: All development shall be designed in a manner that is compatible, to the extent possible, with the existing residential structures in the abutting Neighborhood Conservation Overlay District.

2. Design: All development shall be subject to a Design Permit and must be in compliance with adopted Design Guidelines.

3. Height: While the regulations of the underlying zoning district will control height, all development, redevelopment and building expansions on sites abutting the Neighborhood Conservation District and within 30 feet of existing adjacent Conservation District residential structures, shall transition in height and bulk to create a visually compatible relationship with existing structures. Distinctive architectural features may be allowed additional height if permitted by the underlying district, and if compatible with the neighboring district.

4. Parking: All parking must be screened from view from the first floor of existing residential structures in the Conservation District. This screening may be accomplished by walls, trellises, fencing, and/or landscaping. All development must submit a parking/ landscaping plan.

5. All lighting must be designed so that the light source is not visible from the adjacent residential properties nor are the light rays directed or reflected into or on adjacent residential properties.

Section 7. Section 24.16.020 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Basic On-Site Inclusionary Housing Requirements is hereby amended to read as follows:

24.16.020 BASIC ON-SITE INCLUSIONARY HOUSING REQUIREMENTS.

1. Applicability.
a. The inclusionary housing requirements defined in this chapter are applicable to all residential developments that create two or more new and/or additional dwelling units

22.9 ORDINANCE NO. 2024-23
8 or FDU or SRO units at one location by construction or alteration of structures, or would create two or more lots through approval of a parcel map or tentative map, except for exempt residential developments under subsection (2). b. Additional rent above and beyond affordable rent or affordable ownership cost may be permitted for the commercial/work space in a live/work unit at a rent that is determined to be affordable to qualifying households and is proportionate to the amount of commercial space provided. The amount of rent for the commercial portion of the live/work unit shall be agreed upon by the developer, the economic development director, and the planning and community development director. If no agreement can be reached, the city will retain an outside financial consultant to evaluate and determine the allowable affordable rent and establish a methodology for determining future commercial rent levels. The methodology for determining future commercial rent levels shall be defined in every affordable housing development agreement for residential developments that include at least one live/work unit.

2. The following residential developments are exempt from the requirements of this chapter:
a. Residential developments developed pursuant to the terms of a development agreement executed prior to the effective date of the ordinance codified in this chapter; provided, that such residential developments comply with any affordable housing requirements included in the development agreement or any predecessor inclusionary housing requirements in effect on the date the development agreement was executed. b. Residential developments for which a complete application was filed with the city prior to the effective date of the ordinance codified in this chapter; provided, that such residential developments comply with any predecessor inclusionary housing requirements in effect on the date the application for the residential development was deemed complete.
c. Residential developments if exempted by California Government Code Section 66474.2 or 66498.1; provided, that such residential developments comply with any predecessor inclusionary housing requirements in effect on the date the application for the residential development was deemed complete.
d. Residential developments replacing dwelling units that have been destroyed by fire, flood, earthquake, or other acts of nature, so long as no additional dwelling units are created by the residential development; and provided, that such residential developments comply with any inclusionary housing requirements previously applied to the dwelling units being replaced.
e. Accessory dwelling units.
f. Rental residential developments with two to four dwelling units.

22.10 ORDINANCE NO. 2024-23
9 3. Ownership Residential Developments with Two to Four Dwelling Units. For ownership residential developments that would create at least two but not more than four new or additional dwelling units and/or live/work units at one location, the applicant shall either: (a) make one inclusionary unit available for sale at an affordable ownership cost; (b) make one inclusionary unit available at an affordable rent for low income households; or (c) pay an in-lieu fee calculated pursuant to Section 24.16.030(6).

4. Ownership Residential Developments with Five or More Dwelling Units. For ownership residential developments that would create five or more new or additional dwelling units and/or live/work units at one location, the applicant shall provide inclusionary units as follows:
a. Affordable Housing Requirement for Ownership Residential Developments. In an ownership residential or live/work development, twenty percent of the dwelling units shall be made available for sale to low and moderate income households at an affordable ownership cost.
b. Fractional Affordable Housing Requirement for Ownership Residential Developments – 0.7 Units or Less. If the number of dwelling units required under subsection (4)(a) results in a fractional requirement of 0.7 or less, then the applicant shall either: (i) make one inclusionary unit available for sale at an affordable ownership cost; (ii) make one inclusionary unit available at an affordable rent for low income households; or (iii) pay an in-lieu fee calculated pursuant to Section 24.16.030(6). This subsection (4)(b) applies to the fractional unit only, and whole units shall be provided as required by subsection (4)(a).
c. Fractional Affordable Housing Requirement for Ownership Residential Developments – More Than 0.7 Units. If the number of dwelling units required under subsection (4)(a) results in a fractional requirement of greater than 0.7, then the applicant shall either: (i) make one inclusionary unit available for sale at an affordable ownership cost; or (ii) make one inclusionary unit available at an affordable rent for low income households.

This subsection (4)(c) applies to the fractional unit only, and whole units shall be provided as required by subsection (4)(a).
d. Rental Units in an Ownership Residential Development. i. In an ownership residential development where all dwelling units are initially offered for rent, an applicant may satisfy the inclusionary requirements by providing rental units as provided in subsection (5).
ii. The rent regulatory agreement required by Section 24.16.045 shall include provisions for sale of the inclusionary units at an affordable ownership cost to eligible households within ninety days from the issuance of the public report by the California Department of Real Estate permitting sale of the units or at termination of the tenant’s lease whichever is later and otherwise in compliance with state law; provided, however, that the sale of the entire ownership residential development from one entity to another shall not trigger the

22.11 ORDINANCE NO. 2024-23
10 obligation to sell individual inclusionary units. To the extent relocation payments are required by law the applicant shall be wholly responsible for the cost of preparing a relocation plan and making required payments. Any tenant of an inclusionary unit at the time units are offered for sale that qualifies to purchase an inclusionary unit at an affordable ownership cost shall be offered a right of first refusal to purchase the inclusionary unit. At sale appropriate documents shall be recorded to ensure the continued affordability of the inclusionary units at an affordable ownership cost as required by Section

24.16.045.

5. Rental Residential Developments with Five or More Dwelling Units. For rental residential developments that would create five or more new or additional dwelling units and/or live/work units at one location, the applicant shall provide inclusionary units as follows:
a. Rental residential developments that would create five or more new or additional dwelling units or live/work units at one location shall provide twenty percent of the dwelling units as inclusionary units, which shall be made available for rent to low income households at an affordable rent.
b. SRO Developments. In a rental residential development comprised of SRO units, twenty percent of the single-room occupancy units shall be made available for rent to very low income households at an affordable rent.
c. Fractional Affordable Housing Requirement for Rental Residential Developments with More Than Five Dwelling Units. If the number of dwelling units required results in a fractional requirement of 0.7 or less, then there will be no inclusionary requirement for the fractional unit. If the number of dwelling units required results in a fractional requirement of greater than 0.7, then the applicant shall make one inclusionary unit available at an affordable rent. This subsection (5)(c) applies to the fractional unit only, and whole units shall be provided as required by subsections (5)(a) and (b).

6. The requirements of subsections (3) through (5) are minimum requirements and shall not preclude a residential development from providing additional affordable units or affordable units with lower rents or sales prices than required.
a. By mutual agreement by the developer, the planning and community development director, and the economic development director, the percentage of inclusionary units may be increased in exchange for reduced parking and/or other development requirements.
b. If the developer agrees to make at least forty percent of the residential project available for rent to low income households at a rental cost affordable to low income households, in addition to reduction of development requirements, by mutual agreement by the developer, the planning and community development director, and the economic development director, the city may also provide financial incentives to increase the number of inclusionary units in a project.

22.12 ORDINANCE NO. 2024-23
11 7. For purposes of calculating the number of inclusionary units required by this section, any dwelling units authorized as a density bonus pursuant to Part 3 of this chapter shall not be counted as part of the residential development. However, if a developer receives a city rental housing bonus as authorized by Section 24.16.035(4), then all of the dwelling units in the project, including the dwelling units authorized as a density bonus, shall be counted as part of the residential development for purposes of calculating the inclusionary units required by this section.

Section 8. Section 24.16.125 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Definitions of Accessory Dwelling Units is hereby amended to read as follows:

24.16.125 DEFINITIONS
The following definitions shall apply to accessory dwelling units throughout the municipal code:

1. “Attached accessory dwelling unit” shall mean an accessory dwelling unit that is attached to the primary dwelling, including to an attached garage.

2. “Conversion accessory dwelling unit” shall mean any accessory dwelling unit created by the conversion of any one permitted, entitled, or legal nonconforming building, or portion of such a building. The conversion accessory dwelling unit may either be converted utilizing the existing structural components of the building or reconstructed within the existing threedimensional physical space occupied by the building. On property developed with multi-unit buildings, only areas that are not used as livable space, including, but not limited to, storage rooms, boiler rooms, passageways, attics, basements, or garages, shall be eligible to become conversion accessory dwelling units. The limitation on converting non-livable space shall not apply to a nonconforming duplex on a single-family zoned lot where one unit is converted to an accessory dwelling unit to result in a single-family home and accessory dwelling unit on the site. Consistent with zoning standards, conversion accessory dwelling units shall be permitted to expand the existing footprint of the building by up to one hundred fifty square feet, and the existing height by up to two feet.

3. “Detached accessory dwelling unit” shall mean an accessory dwelling unit that is separated from any single- or multi-unit building.

4. “Multi-unit building” shall mean a building with two or more attached dwellings on a single lot, including apartment or condominium buildings that contain at least two units. Accessory dwelling units do not count toward the number of units in this calculation.

5. “New construction accessory dwelling unit” shall mean any accessory dwelling unit that includes new construction and that does not meet the definition and requirements for a conversion accessory dwelling unit.

6. “Non-exempt accessory dwelling unit” shall mean an accessory dwelling unit that does not meet the definition of a statewide exemption accessory dwelling unit.

22.13 ORDINANCE NO. 2024-23
12 7. “Primary dwelling” shall mean the dwelling unit with which the accessory dwelling unit or junior accessory dwelling unit is associated.

8. “Single-unit building” shall mean a structurally independent building that contains one dwelling unit. A single-unit building may be the only building on the lot, such as a singlefamily home or a townhome, or it may be a detached residential condominium or apartment unit on a lot with one or more other dwellings that are not attached to the single-unit building.

Accessory dwelling units do not count toward the number of units in this calculation.

9. “Statewide exemption accessory dwelling unit” shall mean an accessory dwelling unit that conforms to any of the following subsections a-e below. None of the standards in Sections

24.16.141 or 24.16.142 shall apply to a statewide exemption accessory dwelling unit. a. One accessory dwelling unit per lot with a proposed or existing single-unit building, including a single-family dwelling, townhome, or a detached residential condominium or apartment unit on a lot with multiple single-unit buildings, if all of the following apply:
i. The accessory dwelling unit is within the proposed space of a single-unit building or it is within the existing space of a single-unit building or detached accessory building. This type of statewide exemption accessory dwelling unit does not include a building reconstructed within the three-dimensional space of an existing building to be demolished.
ii. If the accessory dwelling unit is within the space of an existing detached accessory building, the accessory dwelling unit may include an expansion of not more than 150 square feet beyond the same physical dimensions as the existing accessory building. An expansion beyond the physical dimensions of the existing building shall be limited to accommodating ingress and egress. iii. The accessory dwelling unit has an exterior entrance separate from that of the primary dwelling unit.
iv. If the unit is converted within a building with legal nonconforming setbacks, the side and rear setbacks are sufficient for fire and safety. b. One detached, new construction accessory dwelling unit that meets the following standards:
i. The accessory dwelling unit shall be located on a lot with a proposed or existing single-unit building, including a single-family dwelling, townhome, or a detached residential condominium or apartment unit on a site with multiple single-unit buildings.
ii. The accessory dwelling unit size shall not exceed 800 square feet in floor area.

22.14 ORDINANCE NO. 2024-23
13 iii. Interior side yard and rear yard setbacks shall be at least four feet. iv. The accessory dwelling unit shall meet one of the following height limitations as measured to the roof peak:

1. A height of 16 feet; or

2. A height of 18 feet if the accessory dwelling unit is on a lot within onehalf of one mile walking distance of a major transit stop or a high-quality transit corridor, as those terms are defined in Section 21155 of the Public Resources Code. This height can be increased an additional two feet to twenty feet to accommodate a roof pitch on the accessory dwelling unit that is aligned with the roof pitch of the primary dwelling unit. c. Multiple accessory dwelling units within the portions of existing multi-unit buildings, including a residential condominium or apartment building with two or more attached units, that are not used as livable space, including but not limited to storage rooms, boiler rooms, passageways, attics, basements, or garages, if each unit complies with state building standards for dwellings. The number of accessory dwelling units permitted is equivalent to up to twenty-five percent of the number of existing, legally permitted units in the multi-unit building, or one, whichever is greater. When the twenty-five percent limit results in a fraction of a unit, the total number of accessory dwelling units that may be added shall be determined by rounding the fraction up to the next whole number.
d. Multiple detached accessory dwelling units that are located on a lot with a multi-unit building, including a residential condominium or apartment building with two or more attached units. Accessory dwelling units shall meet the following standards:
i. The number of permitted detached accessory dwelling units equals:

1. On a lot with an existing multi-unit building, not more than eight detached accessory dwelling units. However, the number of accessory dwelling units allowable pursuant to this clause shall not exceed the number of existing units on the lot.

2. On a lot with a proposed multi-unit building, not more than two detached accessory dwelling units.
ii. Rear and interior side yard setbacks shall be at least four feet. If the existing multi-unit building has a rear or interior side yard setback of less than four feet, the existing multi-unit building will not be required to be modified to meet this setback.

22.15 ORDINANCE NO. 2024-23
14 iii. The accessory dwelling units shall meet one of the following height limitations as measured to the roof peak:

1. A height of 16 feet; or

2. A height of 18 feet if the accessory dwelling unit is on a lot within onehalf of one mile walking distance of a major transit stop or a high-quality transit corridor, as those terms are defined in Section 21155 of the Public Resources Code. This height can be increased an additional two feet to 20 feet to accommodate a roof pitch on the accessory dwelling unit that is aligned with the roof pitch of the primary dwelling unit; or

3. A height of 18 feet for a detached accessory dwelling unit on a lot with an existing or proposed multi-unit, multistory building. e. One junior accessory dwelling unit per lot zoned to allow single-family dwellings and with a proposed or existing single-unit building, including a single-family dwelling, townhome, or detached residential condominium or apartment unit on a lot with multiple detached single-unit dwellings. The junior accessory dwelling unit shall comply with the requirements of 24.16.170.

Section 9. Section 21.16.130 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Permit Procedures is hereby amended to read as follows:

24.16.130 PERMIT PROCEDURES.

1. Accessory dwelling units shall be principally permitted uses within the zoning districts specified in Section 24.16.120 and subject to the development standards in Section 24.16.140 et seq., except that statewide exemption accessory dwelling units shall not be subject to the standards in 24.16.141 and 24.16.142.

2. City shall issue a ministerial building permit for an accessory dwelling unit or junior accessory dwelling unit without discretionary review or a hearing, consistent with the provisions of this chapter and state law, within sixty days of submittal of a complete building permit application, unless provided otherwise. The sixty-day review period shall not apply when:
a. The permit application to create an accessory dwelling unit or junior accessory dwelling unit requires simultaneous approval of a discretionary or building permit associated with creating a new single-unit or multi-unit building on the same lot or parcel. The City may delay approving or denying the building permit application for the accessory dwelling unit or the junior accessory dwelling unit until the City approves or denies the permit application to create the new single-unit or multi-unit building; or b. When the applicant seeks a delay for any reason, including but not limited to pursuit of a discretionary permit pursuant to Section 24.16.130.8. The period of the delay shall not count toward the sixty-day time period.

22.16 ORDINANCE NO. 2024-23
15 3. If the City denies an application to create an ADU or JADU, the City must provide the applicant with comments that include, among other things, a list of all defective or deficient items and a description of how the application may be remedied by the applicant. Notice of the denial and corresponding comments must be provided to the applicant in accordance with the 60-day time period set forth in Section 24.16.130.2 above.

4. Construction of an accessory dwelling unit shall not constitute a Group R occupancy change under the local building code, except as specified under state law. Construction of an accessory dwelling unit shall not trigger a requirement for fire sprinklers to be installed in the existing single-unit or multi-unit building.

5. The City shall not require, as a condition for ministerial approval of a permit application for the creation of an accessory dwelling unit or a junior accessory dwelling unit, the correction of nonconforming zoning conditions, building code violations, or unpermitted structures unless they present a threat to public health and safety and are affected by the construction of the accessory dwelling unit.

6. The City shall not deny a building permit for an unpermitted accessory dwelling unit or unpermitted junior accessory dwelling unit that was constructed before January 1, 2020, due to noncompliance with any requirement of this Part.

7. The City shall not require, and the applicant shall not be otherwise required, to provide written notice or post a placard for the demolition of a detached garage that is to be replaced with an accessory dwelling unit, unless the property is located within an architecturally and historically significant historic district.

8. An accessory dwelling unit replacing a detached garage shall receive review and issuance of a demolition permit concurrently with the review and issuance of the permit for the accessory dwelling unit.

9. To promote flexibility in siting of accessory dwelling units, nothing in this Part shall prohibit an applicant from pursuing a discretionary permit to construct an accessory dwelling unit on a lot that has a buildable area of at least eight hundred square feet with at least four foot side and rear yard setbacks for an attached or detached accessory dwelling unit with application of all site development standards or waivers as provided in Section 24.16.141 but where the applicant chooses to place the accessory dwelling unit in a location that does not meet such standards or waivers.

Section 10. Section 21.16.140 of Chapter 24.16 of the Santa Cruz Municipal Code regarding General Development Standards is amended to read as follows:

24.16.140 GENERAL DEVELOPMENT STANDARDS.

All accessory dwelling units, both new construction and conversion, shall conform to the following requirements:

22.17 ORDINANCE NO. 2024-23
16 1. Number of Accessory Dwelling Units per Parcel.
a. For parcels including a proposed or existing single-unit building, including a singlefamily home, townhome, or multiple detached dwellings, but not including any multifamily structures: One non-exempt accessory dwelling unit shall be allowed on each lot in addition to any statewide exemption accessory dwelling units. Each lot may also include a junior accessory dwelling unit conforming to the standards set forth in Section 24.16.170.
b. For lots developed with one or more multi-unit buildings, including an apartment or condominium building with two or more dwelling units: no non-exempt accessory dwelling units shall be allowed. The number of statewide exemption accessory dwelling units allowed on each lot equals:
i. For units converted from existing non-habitable space, as defined in Section

24.16.129.9.c: at least one conversion accessory dwelling unit. Up to twentyfive percent of the number of existing dwellings in the multi-unit building may be added as conversion accessory dwelling units. When the twenty-five percent limit results in a fraction of a unit, the total number of accessory dwelling units that may be added shall be determined by rounding the fraction up to the next whole number.
ii. For newly constructed units, as defined in Section 24.16.129.9.d:

1. On a lot with an existing multi-unit building, not more than eight detached accessory dwelling units. However, the number of accessory dwelling units allowable pursuant to this clause shall not exceed the number of existing units on the lot.

2. On a lot with a proposed multi-unit building, not more than two detached accessory dwelling units.

2. Existing Development on Lot. One of the following conditions must be present in order to approve an application to create an accessory dwelling unit:
a. One or more single-unit buildings, as defined in Section 24.16.125.8, exists on the lot or will be constructed concurrently and in conjunction with the accessory dwelling unit; b. Consistent with the provisions of Sections 24.16.125.9.c and 24.16.125.9.d, the lot contains an existing multi-unit building, as defined in Section 24.16.125.4, or a proposed multi-unit building that will be constructed concurrently and in conjunction with the accessory dwelling unit.

22.18 ORDINANCE NO. 2024-23
17 3. Building Code Requirements. The accessory dwelling unit shall meet the requirements of the California Building Standards Code, including the alternative means and methods section as prescribed therein.

4. Large Home Design Permit. The square footage of an accessory dwelling unit shall not be counted with the square footage of the single-family home in determining whether a large home design permit is required. The square footage of a junior accessory dwelling unit shall be counted with the square footage of the single-family home in determining whether a large home design permit is required.

5. Accessory dwelling units that require approval of a coastal permit shall conform to the standards in Section 24.12.140.2.

Section 11. Section 21.16.141 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Site Development Standards is hereby renamed Site Development Standards For NonExempt Accessory Dwelling Units and amended to read as follows:

24.16.141 SITE DEVELOPMENT STANDARDS FOR NON-EXEMPT ACCESSORY DWELLING UNITS.

Despite any directly conflicting zone district site development standards, all non-exempt accessory dwelling units shall comply with the following site development standards. All other zone district site development standards not listed here shall apply to non-exempt accessory dwelling units.

Neither the standards in this section nor any zone district site development standards shall apply to statewide exemption accessory dwelling units.

1. General.

Development
Standard
Attached Conversion1,2 Detached
Maximum
Floor Area
(square feet)
3,4
Greatest of:
 850 for a studio or
one bedroom
 1,000 for a unit with
two or more
bedrooms.
 50% of the habitable
area of the primary
dwelling to which
the unit is attached
Footprint of existing
building. Can expand
footprint by 150.5,6
Greatest of:
 850 for a studio or
one bedroom
 1,000 for a unit
with two or more
bedrooms
 10% net lot area
and no more than
1,200 habitable
square feet.

Maximum
Height (feet)7
Zone district standard
that applies to primary
dwelling.

Maintain existing, or
expand up to lesser of
2’ or standard for new
construction ADU.8
 16’ to roof peak if
less than 4’ from
side/rear property
line

22.19 ORDINANCE NO. 2024-23
18  22’ to roof peak if
4’ or more from
side/rear property
line
Minimum
Front Setback
(feet)
Zone district standard
that applies to
primary dwelling.

Maintain existing.

Any expansion shall
meet new construction
standard.

Lesser of:
 Front wall line of
primary building,
excluding any
projections from
that line.
 Zone district
standard.

Minimum
Rear Setback
(feet)
4’ Maintain existing.

Any expansion shall
meet new construction
standard.
3’ for up to 16’
height.
4’ above 16’ height.

Minimum
Exterior Side
Yard Setback
Zone district standard
that applies to
primary dwelling.

Maintain existing.

Any expansion shall
meet new construction
standard.

Zone district standard.

Minimum
Interior Side
Yard Setback
4’9 Maintain existing.

Any expansion shall
meet new
construction standard.
3’ for up to 16’ height
4’ above 16’ height
Minimum
Distance
Between
Buildings
6’ Maintain existing. 6’
for any expansion
6’

1. Conversion accessory dwelling units may occupy the three-dimensional space, including setbacks, lot coverage, and height, of the building to be converted or reconstructed, regardless of conformance to current zoning standards.

2. A conversion accessory dwelling unit with any expansion in excess of the above thresholds shall be reviewed as a new construction accessory dwelling unit, including assessment of any required fees.

3. Accessory dwelling units that utilize alternative green construction methods that cause the exterior wall thickness to be greater than normal shall be accommodated by calculating the unit square footage size in a manner that accounts for the difference between the square footage of the proposed building and the square footage of a traditional frame house.

4. Stairways that provide access to accessory dwelling units do not count toward the floor area of an accessory dwelling unit when the stairs are not part of the conditioned space, the stairs do not include any other rooms or room-like areas that would function as habitable floor area for the ADU, and there is a fire-rated entry door at the top of the stairs at the entrance to the accessory dwelling unit.

5. An expansion of up to 150 square feet shall not enlarge the accessory dwelling unit beyond one thousand two hundred square feet unless necessary to accommodate ingress and egress to the accessory dwelling unit.

22.20 ORDINANCE NO. 2024-23
19 6. Expansions detached from the primary dwelling shall meet height and setback requirements for a new construction detached accessory dwelling unit. Expansions attached to the primary dwelling shall meet height and setback requirements for new construction attached dwelling units. Expansions of either type on a substandard lot shall be consistent with substandard lot development standards described in Section 24.16.161.7.

7. If the design of the building in which the primary dwelling is located has special roof features that should be matched on the detached accessory dwelling unit to enhance design compatibility, the maximum allowed building height of the accessory dwelling unit may be exceeded in order to include such similar special roof features, subject to review and approval of the zoning administrator as part of the review of the building permit application.

8. Existing and resulting roof height are measured to the roof peak. Other portions of the roof may expand more than two feet if their resulting height is the same or lower than the resulting roof peak.

9. Any zone development standard for an additional setback based on building height or stories shall not apply to the portion of the building that contains the accessory dwelling unit.

2. Parking. No off-street parking shall be required for any accessory dwelling unit outside of the Coastal Zone. Any parking spaces, covered or uncovered, removed in order to create an accessory dwelling unit shall not be required to be replaced outside the Coastal Zone. For properties within the Coastal Zone, parking requirements are contained in Section 24.12.240.1.

3. Rear Yard Lot Coverage. In no case shall any accessory dwelling unit be limited in size based on rear yard lot coverage requirements contained in Section 24.12.140.1.f. In the application of Section 24.12.140.1.f., the footprint of accessory dwelling units shall not count toward the maximum allowable lot coverage by accessory buildings in yard setback areas.

4. Projections. An accessory dwelling unit that meets the standard zone district setbacks shall be permitted to include projections as described in Section 24.12.120.1. An accessory dwelling unit, or portion thereof, that does not meet standard zone district setbacks but meets standard setbacks for new construction accessory dwelling units shall be permitted to include architectural features such as cornices, canopies, eaves, and sills that project into the setback two and one-half feet. A conversion accessory dwelling unit, or portion thereof, that does not meet standard setbacks for new construction accessory dwelling units shall not contain any new projections beyond any already present on the existing wall.

5. If a new construction detached accessory dwelling unit is attached to a non-habitable accessory use within the same building, then the portion of the building containing the non-habitable use shall meet the site development standards for non-habitable accessory buildings as described in Section 24.12.140. A garage may have interior access to an accessory dwelling unit, but no other non-habitable accessory use within the same building shall have interior access to the accessory dwelling unit.

6. Clear corner triangle and clear vision area. Any new construction accessory dwelling unit or expansion of a conversion accessory dwelling unit shall be located outside of the clear corner triangle, as defined in Section 24.22.202, and the clear vision area, as defined in Section

24.22.206.

22.21 ORDINANCE NO. 2024-23
20 7. Substandard Lots. When a new construction accessory dwelling unit is proposed on a substandard residential lot, as defined in Section 24.22.520, that contains a single-family residential use, the following design standards shall apply:
a. The maximum allowable lot coverage for all structures shall be forty-five percent, except that lot coverage shall be waived to the extent that it physically precludes the construction of the accessory dwelling unit up to eight hundred square feet in floor area.

The lot coverage of the accessory dwelling unit shall not be included in the calculation of all other structures’ maximum allowable lot coverage. Lot coverage shall include the footprints of the first floor, garage and other accessory buildings (attached and detached), decks and porches (greater than thirty inches in height and not cantilevered), and any second-story cantilevered projection (enclosed or open) beyond two and onehalf feet. Decks under thirty inches in height or fully cantilevered with no vertical support posts do not count toward lot coverage for this purpose. Second-story enclosed cantilevered areas that project less than thirty inches from the building wall do not count toward lot coverage. For such areas that project more than thirty inches from the building wall, only the floor area that projects more than thirty inches shall be counted toward lot coverage.
b. The floor area of a building’s second story shall be limited to one hundred percent of the floor area of the building’s first floor if the floor area of the building’s first story constitutes thirty percent or less of the net lot area. c. The floor area of a building’s second story shall not exceed fifty percent of the floor area of the building’s first story if the building’s first story has greater than thirty percent lot coverage up to a maximum of forty-five percent lot coverage. d. The floor area of a building’s second story shall be limited to fifty percent of forty-five percent lot coverage if the building’s first story has greater than forty-five percent lot coverage.

8. Archaeological Resources. The application shall be consistent with all objective standards relating to the preservation of archaeological resources pursuant to Section 24.12.430.

9. Distance from Natural Features. Any new construction accessory dwelling unit or expansion of a conversion accessory dwelling unit shall be consistent with the following standards for distance from natural features.
a. The accessory dwelling unit shall not be constructed within any watercourse setback designated within the City-Wide Creeks and Wetlands Management Plan that does not allow for construction of an accessory dwelling unit by right, as implemented by Section 24.08.2100 et seq.
b. If the site or an adjacent lot contains a wetland or potential wetland as shown in the Citywide Creeks and Wetlands Management Plan, the accessory dwelling unit shall be

22.22 ORDINANCE NO. 2024-23
21 located at a distance from the wetland as recommend in a report prepared by a professional biologist with a background in wetland biology. c. The accessory dwelling unit shall not be constructed within 20 feet of a 30 percent or greater slope.
d. The accessory dwelling unit and any related construction and site work shall be located away from a heritage tree, or any street tree growing in the public right of way protected under municipal code chapter 13.30, the greatest distance of: 10 feet, or three times the diameter of the tree’s largest trunk at 54 inches above grade, or the dripline of the tree. e. When the project site includes an area mapped for sensitive habitat or vegetation under the general plan, the accessory dwelling unit and related site work shall be located at a distance from such habitat or vegetation area as determined in a report prepared pursuant to Section 24.14.080 by a professional biologist with a background in sensitive habitat biology.

10. If the application of all site development standards results in a buildable area that physically precludes the creation of any attached or detached accessory dwelling unit of up to 800 square feet with at least four foot interior side and rear yard setbacks, then the applicant may waive any one or more of the following site development standards only to the extent that it increases the buildable area to allow such an accessory dwelling unit:
a. Percentage of primary dwelling, and/or
b. Lot coverage, and/or
c. Floor area ratio, and/or
d. Open space, and/or
e. Front setbacks.

Section 12. Section 21.16.142 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Accessory Dwelling Unit Design Standards is hereby renamed Non-Exempt Accessory Dwelling Unit Design Standards and amended to read as follows:

24.16.142 NON-EXEMPT ACCESSORY DWELLING UNIT DESIGN STANDARDS Non-exempt accessory dwelling units shall comply with the following design standards. These standards shall not apply to statewide exemption accessory dwelling units.

1. Municipal Code Requirements. All non-exempt accessory dwelling units shall meet the objective design standards set forth in this Code, including landscape and tree removal and/or replacement requirements.

2. The following standards apply to non-exempt accessory dwelling units that that do not meet one or more of the standard setbacks for the zone district in which they are proposed:

22.23 ORDINANCE NO. 2024-23
22 a. The entrance to the accessory dwelling unit, access stairs, and second story decks shall face the interior of the lot unless the accessory dwelling unit is adjacent to an alley or a public street.
b. When an accessory dwelling unit is adjacent to an alley or a public street, the accessory dwelling unit shall be oriented toward the alley or street with the front access door and windows facing the alley or street. The entry facing the alley or street shall include a minimum of 12 square feet of flat, unenclosed, covered area, which may be a projection from the building, or inset, or a combination of the two. c. Windows that do not meet the standard zone district side or rear setback and that face an adjoining residential property shall be designed to obscure views of that property by ADU occupants, including transom windows, translucent glass, or other methods; alternatively, fencing or landscaping shall be required to provide screening.

3. Connections Between Units. Non-exempt accessory dwelling units shall not create access between units except a connection between the accessory dwelling unit and the primary dwelling via common access to a shared garage, laundry room, or storage area; provided, that each unit meets the definition of dwelling unit found in Section 24.22.320.

4. The application to construct a non-exempt accessory dwelling unit on a property that is designated as a historic resource by the National Register of Historic Places, the State of California, or by the City, including any property that has been determined to be eligible for the City’s historic building survey list but the property owner has elected to not list the property (opt-out), shall show substantial compliance with the guidelines of the Secretary of the Interior for development on such properties as confirmed in a report prepared by a professional historic consultant who is listed on the Department of Planning and Community Development’s approved consultant list.

Section 13. Section 21.16.150 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Use Standards is hereby amended to read as follows:

24.16.150 USE STANDARDS.

1. For any unit that is not approved for separate sale under Section 24.16.165: the accessory dwelling unit shall not be sold separately.

2. The unit shall not be altered from the approved size except by approval of a subsequent building permit where the resulting unit meets the accessory dwelling unit development standards described in this Part.

3. Neither an accessory dwelling unit nor an associated primary dwelling shall be used on a transient occupancy basis or for short-term/vacation rental purposes with a term of 30 or fewer days.

22.24 ORDINANCE NO. 2024-23
23 a. Exception. A legal accessory dwelling unit property that had legal status prior to November 10, 2015, and was in use as a short-term/vacation rental prior to that date, and for which the owner remits transient occupancy tax in compliance with Chapter

3.28 in full in a timely manner for the use of the property as short-term/vacation rental purposes, may continue the use.

4. For properties developed with attached accessory dwelling units, any portion of the accessory dwelling unit that in the future is remodeled to become part of the primary dwelling shall meet the zone district development standards that apply to the primary dwelling.

Section 14. Section 21.16.160 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Zoning Incentives is hereby amended to read as follows:

24.16.160 ZONING INCENTIVES.

The following incentives are to encourage construction of accessory dwelling units:

1. Affordability Requirements for Fee Waivers. Accessory dwelling units proposed to be rented at affordable rents, as established by the city, may have development fees waived per Part 4 of this chapter. Existing dwelling units shall be relieved of the affordability requirement upon payment of fees in the amount previously waived plus the difference between that amount and the fees in effect at the time of repayment.

2. Front or Exterior Yard Parking. Three parking spaces may be provided in the front or exterior yard setback under this incentive with the parking design subject to approval of the zoning administrator. The maximum impervious surfaces devoted to the parking area shall be no greater than the existing driveway surfaces at time of application. Not more than fifty percent of the front yard width shall be allowed to be parking area.

3. Tandem Parking. For a parcel with a permitted accessory dwelling unit, required parking spaces for the primary single-family dwelling and the accessory dwelling unit may be provided in tandem on a driveway. A tandem arrangement consists of one car behind the other. No more than three total cars in tandem may be counted towards meeting the parking requirement.

Section 15. Section 21.16.165 of Chapter 24.16 of the Santa Cruz Municipal Code regarding Separate Sale of Accessory Dwelling Units is hereby added to read as follows:

24.16.165 SEPARATE SALE OF ACCESSORY DWELLING UNITS

1. This section implements Government Code Section 66342, enacted by Assembly Bill 1033 (Ting). The purpose of this section is to apply objective local development standards for subdivisions covered by Government Code Section 66342 and is applicable only so long as Government Code Section 66342 is operative. Where this section or Government Code Section 66342 conflict with any other provisions of the municipal code, this section and Government Code Section 66342 shall control. Any development standard or requirement not specifically addressed by this section or Government Code Section 66342 must conform to all other

22.25 ORDINANCE NO. 2024-23
24 provisions of the municipal code and all other objective policies and requirements governing subdivisions.

2. Condominium parcels for the separate conveyance of one or more accessory dwelling unit(s) and their associated primary dwelling unit may be created on lots with single-unit buildings, and condominium parcels for the separate conveyance of one or more accessory dwelling unit(s) may be created on lots with multi-unit buildings, and such condominium parcels shall be approved only as provided by this section.

3. Creation of condominium parcels for five or more accessory dwelling units shall require approval of a tentative map and final map consistent with the requirements of Title 23 of the Municipal Code.

4. Creation of four or fewer condominium parcels for accessory dwelling units and associated primary dwellings shall require approval of a parcel map consistent with the requirements of Title 23 of the Municipal Code.

5. The applicant shall obtain a parcel map or final map to establish the condominium parcels. A tentative map shall not be required.

6. Units mapped under the provisions of this section shall not be required to comply with the Community Housing Project Requirements under Section 24.12.180, except:
a. Each new construction accessory dwelling unit or new construction primary dwelling unit shall meet the open space requirement pursuant to Section 24.12.280.3 unless waived pursuant to Section 24.16.141.10.d, and
b. Each new construction accessory dwelling unit or new construction primary dwelling unit shall provide a minimum of two hundred cubic feet of enclosed storage space within the project capable of being secured by lock or other means for each unit, in addition to kitchen cupboards or clothes and linen closets, consistent with Section

24.12.180.4.

7. No off-street parking beyond that required by Section 24.16.141.2 shall be required for any accessory dwelling unit mapped as a condominium.

8. Accessory dwelling units and associated primary dwelling units mapped as condominiums pursuant to this section shall meet the inclusionary dwelling unit requirements under Section

24.16.020.

9. When no more than four condominium units are created from the conversion of existing accessory dwelling units and associated primary dwellings, the following shall apply:
a. The units may be converted to condominiums regardless of the multi-family housing vacancy rate consistent with Municipal Code Section 23.37.020.1.

22.26 ORDINANCE NO. 2024-23
25 b. Tenants displaced shall retain a first right of refusal if the unit is offered to sale to the general public consistent with Municipal Code Section 23.37.050.g. c. Relocation assistance in the amount of four months’ rent shall be provided to tenants of low or moderate income who have resided in the unit within two years prior to the date of submission of the application for the conversion of the unit(s) consistent with Section 23.37.050.h.

10. Consistent with Government Code Section 66341, an accessory dwelling unit shall be approved with a condominium lot for separate conveyance pursuant to the following:
a. The condominiums shall be created pursuant to the Davis-Stirling Common Interest Development Act (Part 5 (commencing with Section 4000) of Division 4 of the Civil Code).
b. The condominiums shall be created in conformance with all applicable objective requirements of the Subdivision Map Act (Division 2 (commencing with Section 66410)) and all applicable objective requirements of Title 23, the Subdivision Ordinance.
c. Before recordation of the condominium plan, a safety inspection of the accessory dwelling unit shall be conducted as evidenced either through a certificate of occupancy from the City or a housing quality standards report from a building inspector certified by the United States Department of Housing and Urban Development. d. Neither a subdivision map nor a condominium plan shall be recorded with the county recorder in the county where the real property is located without each lienholder’s consent. The following shall apply to the consent of a lienholder:
i. A lienholder may refuse to give consent.
ii. A lienholder may consent provided that any terms and conditions required by the lienholder are satisfied.
e. Prior to recordation of the initial or any subsequent modifications to the condominium plan, written evidence of the lienholder’s consent shall be provided to the county recorder along with a signed statement from each lienholder that states as follows:
“(Name of lienholder) hereby consents to the recording of this condominium plan in their sole and absolute discretion and the borrower has or will satisfy any additional terms and conditions the lienholder may have.”
f. The lienholder’s consent shall be included on the condominium plan or a separate form attached to the condominium plan that includes the following information:
i. The lienholder’s signature.

22.27 ORDINANCE NO. 2024-23
26 ii. The name of the record owner or ground lessee.
iii. The legal description of the real property.
iv. The identities of all parties with an interest in the real property as reflected in the real property records.
v. The lienholder’s consent shall be recorded in the office of the county recorder of the county in which the real property is located.
g. The City shall include the following notice to consumers on any accessory dwelling or junior accessory dwelling unit submittal checklist or public information issued describing requirements and permitting for accessory dwelling units, including as standard condition of any accessory dwelling unit building permit or condominium plan approval:
“NOTICE: If you are considering establishing your primary dwelling unit and accessory dwelling unit as a condominium, please ensure that your building permitting agency allows this practice. If you decide to establish your primary dwelling unit and accessory dwelling unit as a condominium, your condominium plan or any future modifications to the condominium plan must be recorded with the County Recorder. Prior to recordation or modification of your subdivision map and condominium plan, any lienholder with a lien on your title must provide a form of written consent either on the condominium plan, or on the lienholder’s consent form attached to the condominium plan, with text that clearly states that the lender approves recordation of the condominium plan and that you have satisfied their terms and conditions, if any.

In order to secure lender consent, you may be required to follow additional lender requirements, which may include, but are not limited to, one or more of the following:
(a) Paying off your current lender. You may pay off your mortgage and any liens through a refinance or a new loan. Be aware that refinancing or using a new loan may result in changes to your interest rate or tax basis. Also, be aware that any subsequent modification to your subdivision map or condominium plan must also be consented to by your lender, which consent may be denied. (b) Securing your lender’s approval of a modification to their loan collateral due to the change of your current property legal description into one or more condominium parcels.
(c) Securing your lender’s consent to the details of any construction loan or ground lease. This may include a copy of the improvement contract entered in good faith with a licensed contractor, evidence that the record owner or ground lessee has the funds to complete the work, and a signed statement

22.28 ORDINANCE NO. 2024-23
27 made by the record owner or ground lessor that the information in the consent above is true and correct.”
h. If an accessory dwelling unit is established as a condominium, the homeowner shall notify providers of utilities, including water, sewer, gas, and electricity, of the condominium creation and separate conveyance.
i. The owner of a property or a separate interest within an existing planned development that has an existing association, as defined in Section 4080 of the Civil Code, shall not record a condominium plan to create a common interest development under Section 4100 of the Civil Code without the express written authorization by the existing association. For purposes of this section, written authorization by the existing association means approval by the board at a duly noticed board meeting, as defined in Section 4090 of the Civil Code, and if needed pursuant to the existing association’s governing documents, membership approval of the existing association.

11. Nothing in this section shall prohibit approval of an accessory dwelling with a condominium lot for separate conveyance pursuant to Government Code Section 66340-66341.

Section 16. The City Council finds and determines that the adoption of this ordinance is considered a “project” under California Code of Regulations, Title 14, section 15378(a)(1) of the California Environmental Quality Act (CEQA) Guidelines, typically subject to environmental review. The City Council finds that these amendments fall within the analyzed development potential in the City’s existing 2030 General Plan EIR using the existing zoning and General Plan and, therefore, pursuant to Section 15183 of the CEQA Guidelines, no further environmental review under CEQA is required.

Section 17. If any section or portion of this ordinance is found to be invalid by a court of competent jurisdiction, such finding shall not affect the validity of the remainder of the ordinance, which shall continue in full force and effect.

Section 18. This ordinance shall take effect and be in full force thirty (30) days after final adoption.

22.29 ORDINANCE NO. 2024-23
28 PASSED FOR PUBLICATION this 10th day of December 2024, by the following vote:

AYES: Councilmembers Newsome, Brunner, Kalantari-Johnson; Vice Mayor Golder; Mayor Keeley.

NOES: Councilmember Brown.

ABSENT: Councilmember Watkins.

DISQUALIFIED: None.

APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
PASSED FOR FINAL ADOPTION this 14th day of January 2025 by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
This is to certify that the above and
foregoing document is the original
of Ordinance No. 2024-23 and that
it has been published or posted in
accordance with the Charter of the
City of Santa Cruz.
________________________________
Bonnie Bush, City Clerk Administrator

22.30 ORDINANCE NO. 2024-24

AN ORDINANCE OF THE CITY OF SANTA CRUZ AMENDING SANTA CRUZ MUNICIPAL CODE CHAPTER 24.08 – LAND USE PERMITS AND FINDINGS, CHAPTER

24.10 – LAND USE DISTRICTS, SECTION 24.12.240 – NUMBER OF PARKING SPACES REQUIRED, AND SECTION 24.12.250 – BIKE PARKING REQUIREMENTS TO

MAINTAIN CONSISTENCY WITH STATE REGULATIONS FOR ACCESSORY DWELLING UNITS. AMENDMENTS TO CHAPTER 24.08, CHAPTER 24.10, AND SECTIONS 24.12.240 AND 24.12.250 ARE PART OF THE LOCAL COASTAL PROGRAM

IMPLEMENTATION PLAN (LCP IP) AND WILL REQUIRE APPROVAL BY THE

CALIFORNIA COASTAL COMMISSION PRIOR TO TAKING EFFECT INSIDE THE COASTAL ZONE. (CEQA: EXEMPT PURSUANT TO CEQA GUIDELINES SECTION 15183 AS A PROJECT CONSISTENT WITH THE GENERAL PLAN FOR WHICH AN EIR WAS CERTIFIED.)
WHEREAS, accessory dwelling units contribute needed housing to the community’s housing stock and provide housing for family members, students, the elderly, in-home health care providers, the disabled, and others within existing neighborhoods, and homeowners who create accessory dwelling units may benefit from added income and an increased sense of security; and WHEREAS, on September 19, 2024, SB 1211 (Skinner) was signed into law, making changes to requirements for parking associated with accessory dwelling unit development, increasing the number of statewide exemption accessory dwelling units allowed on sites with multi-family buildings, and limiting the standards that can be applied to statewide exemption accessory dwelling units; and
WHEREAS, amendments to municipal code requirements related to accessory dwelling units are needed to maintain consistency with state law; and WHEREAS, at its November 7, 2024 meeting, the Santa Cruz Planning Commission cancelled the meeting due to lack of a quorum and rescheduled review of the proposed amendments to the meeting of November 21, 2024; and
WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission reviewed the proposed additions and modifications to the Santa Cruz Municipal Code and found that the public necessity, and the general community welfare, and good zoning practice shall be served and furthered; and that the proposed amendments are in general conformance with the principles, policies and land use designations set forth in the General Plan, Local Coastal Plan and any adopted area or specific plan; and
WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission considered the modifications to the Santa Cruz Municipal Code as modifications to the Local Coastal Program and found that (1) the proposed amendment is deemed to be in the public interest; (2) the proposed General Plan and/or Local Coastal Program amendment is consistent and compatible with the rest of the General Plan and LCP and any implementation programs that may be affected; (3) the potential impacts of the proposed amendment have been assessed and have

22.31 ORDINANCE NO. 2024-24
2 been determined not to be detrimental to the public health, safety, or welfare; and (4) the proposed amendment has been processed in accordance with the applicable provisions of the California Government Code and the California Environmental Quality Act (CEQA); and WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission passed a motion that recommended the City Council approve the proposed amendments as well as any additional changes needed to comply with state ADU law; and WHEREAS, the proposed amendments to the Santa Cruz Municipal Code fall within the analyzed development potential in the City of Santa Cruz’s existing 2030 General Plan Environmental Impact Report using the existing zoning and General Plan and, therefore, pursuant to California Code of Regulations, Title 14, section 15183 of the California Environmental Quality Act (CEQA) Guidelines, no further environmental review under the CEQA is required.

BE IT ORDAINED By the City of Santa Cruz as follows:

Section 1. Section 24.08.810a of Chapter 24.08 of the Santa Cruz Municipal Code regarding Procedure for Slope Development Permit (Applies In the Coastal Zone) is hereby amended to read as follows:

24.08.810a PROCEDURE.

Projects requiring an exception to slope standards established by Section 24.14.030a, except for statewide exemption accessory dwelling units as defined in Part 2 of Chapter 24.16, must apply for a slope modification permit. This permit may be granted by the zoning administrator without a hearing if the project is no closer than ten feet from the top edge of a thirty percent slope and is consistent with the findings in Section 24.08.820a, unless the slope modification permit is accompanied by an application which must be heard by a higher body. Should a project be closer than ten feet to a thirty percent slope, then it must be considered at a public hearing by the zoning board as a variance which must also be consistent with the findings in Section 24.08.820a.

Section 2. Section 24.08.2140 of Chapter 24.08 of the Santa Cruz Municipal Code regarding Exemptions from Watercourse Development Permit is hereby amended to read as follows:

24.08.2140 EXEMPTIONS.

Certain types of projects that clearly would not impact riparian resources and support the goals of the City-Wide Creeks and Wetlands Management Plan are exempted from the watercourse development permit requirements (in the coastal zone, the following list of projects are exempt only if the criteria of Section 24.08.230.1 regarding coastal permit exemptions are met). Such projects should incorporate applicable best management practices in the project design. In situations where it is unclear whether a project is eligible for an exemption under this section, the determination would be made by the zoning administrator in accordance with the goals of the CityWide Creeks and Wetlands Management Plan. The following projects are eligible for an exemption:

22.32 ORDINANCE NO. 2024-24
3 1. Development and structural improvements to include the following:
a. Any development on parcels that have been identified within a Category “C” watercourse in the City-Wide Creeks and Wetlands Management Plan. b. Development projects within a Category “B” watercourse located outside of the designated riparian corridor and development setback area (in the remaining management area).
c. Any development adjacent to a closed culverted section of a watercourse. d. Any development on a parcel that either:
i. Has an established road right-of-way between the subject parcel and the watercourse (where the development would occur); or
ii. Has a separate parcel with legal development that is located between the subject parcel and the watercourse (where the development would occur). e. Interior remodeling of an existing legal structure within the existing structure footprint. f. Repair and maintenance of existing legal structures. g. Demolition of existing structures outside the riparian corridor, in accordance with city demolition regulations; provided, that no mechanized machinery is utilized and no disturbance occurs within the riparian corridor.
h. Reconstruction of a damaged nonconforming structure where nonconformance only relates to watercourse setbacks, provided applicable watercourse development standards are implemented.

2. Exterior improvements, to include the following:
a. Exterior treatments such as painting, roofing, surface treatments, window replacement, etc., that do not increase the density or intensity of land use, or increase surface coverage.
b. Exterior safety lighting in the development setback area such as low-level walkway lighting, motion detector security lighting, driveway lighting, and entry lighting that is hooded and directed downward, away from the watercourse. Lighting shall be prohibited within the designated riparian corridor.
c. Open-style fencing (e.g., wire strand or split rail) that permits the free passage of wildlife limited to the outer edge of the riparian corridor. Fencing must otherwise meet the regulations in Section 24.12.160.

22.33 ORDINANCE NO. 2024-24
4 d. Installation of pervious surfaces (outside of the riparian corridor), including at-grade decks, patios, and walkways, when the total square footage is less than twenty-five percent of the development setback area; provided, that the pervious surfaces meet those requirements specified in the Watercourse Development Standards. The total percentage allowed includes both existing and new surfaces.

3. Landscaping and vegetation, to include the following:
a. Landscaping with non-native vegetation using noninvasive species, within the development setback area, as recommended in the City-Wide Creeks and Wetlands Management Plan.
b. Minor vegetation removal as defined in Section 24.08.2110, except for mature eucalyptus trees in known monarch butterfly habitat areas. c. Thinning of riparian vegetation within a flood or high fire hazard area, except for mature eucalyptus trees in known monarch butterfly habitat areas, when required by the fire department for public safety with review and approval of a fire-vegetation management plan or when required by the public works department for flood protection maintenance with review and approval of a maintenance plan. d. Removal of tree(s) that are hazardous or likely to have an adverse effect upon the structural integrity of a building, utility, or public right-of-way, or a tree that has the physical condition of health such as disease or infestation which warrants alteration or removal, in accordance with Chapter 9.56 of this code and with a plan prepared by a qualified professional.
e. Removal of impervious surfaces outside of the riparian corridor. f. Mowing and grazing on public lands (outside of the riparian corridor in the Coastal Zone), consistent with an adopted parks or fire management plan.

4. Roads, public facilities and utilities, to include the following:
a. Road maintenance of existing legal public roads, private roads and driveways (no expansion or improvements).
b. Construction of public trails and bridges on public lands, consistent with an adopted parks master plan or management plan, including the location and siting of trails and bridges.
c. Installation and improvements to non-structural BMPs within the development setback area.

22.34 ORDINANCE NO. 2024-24
5 d. Repair, maintenance, or minor alteration of existing public utility, drainage, flood control, and water storage and provision facilities, including pumps and other appurtenant structures where there is no or negligible expansion of use.

5. Other projects, to include the following:
a. Projects that concurrently are reviewed and approved by another authorizing permitting agency (CDFG, NOAA, USFWS or ACOE) for maintenance, flood protection, restoration or enhancement of a natural resource where the regulatory process involves procedures for protection of the environment, provided proof of permit approval is submitted to the planning director.
b. Removal of fish passage barriers and installation of in-stream aquatic habitat enhancement structures, in accordance with a plan for said activities prepared by a qualified professional and approved by the planning director. c. Interpretative signage designed to provide information about the value and protection of the resource that is limited to the outer edge of the riparian corridor, and must meet other city sign regulations.
d. Installation of new and maintenance of existing water flow gauges. e. Water quality testing.
f. Continued operation and maintenance of existing cemetery plots.

6. A statewide exemption accessory dwelling unit, as defined in Part 2 of Chapter 24.16. Despite the statement in section 24.08.2140 that exemptions do not apply to projects that are not exempt from coastal permit requirements, in the coastal zone, this exemption applies even if the statewide exemption accessory dwelling unit requires approval of a coastal permit; however, in this case, the statewide exemption accessory dwelling unit shall be consistent with the development standards of the Citywide Creeks and Wetlands Management Plan.

Section 3. Section 24.08.2200 of Chapter 24.08 of the Santa Cruz Municipal Code regarding Purpose of Watercourse Variance is hereby amended to read as follows:

24.08.2200 PURPOSE.

The purpose of this part is to allow variation from the watercourse setbacks or development standards as outlined in Sections 24.08.2130 and 24.08.2180. A watercourse variance shall not be required for a statewide exemption accessory dwelling unit, as defined in Part 2 of Chapter 24.16, to vary from a watercourse setback; however, a statewide exemption accessory dwelling unit that requires approval of a coastal permit shall otherwise conform with all other goals, policies, and objectives of City-Wide Creeks and Wetlands Management Plan.

22.35 ORDINANCE NO. 2024-24
6 Section 4. Section 24.10.210 of Chapter 24.10 of the Santa Cruz Municipal Code regarding Principal Permitted Uses for the R-S Residential Suburban District is hereby amended to read as follows:

24.10.210 PRINCIPAL PERMITTED USES.

1. Single-family dwelling.

2. Community care facilities including daycare (except family daycare homes) and foster home (six or fewer persons).

3. Crop and tree farming and grazing lands.

4. Small and large family daycare homes in residential units.

5. Community garden.

6. Accessory uses are principally permitted when they are a subordinate use to the principal use of the lot.
a. Home occupations subject to home occupation regulations as provided in Section

24.10.160.
b. Room and board for not more than two paying guests per dwelling unit, when located within principal building.
c. Residential accessory uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures, and Section 24.10.230.
d. Living quarters for persons regularly employed on the premises, when located within principal building.

7. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2.

8. Supportive and transitional housing in single-family dwellings.

9. Junior accessory dwelling units subject to the provisions of Chapter 24.16, Part 2.

Section 5. Section 24.10.310 of Chapter 24.10 of the Santa Cruz Municipal Code regarding Principal Permitted Uses for the R-1Single Family Residence District is hereby amended to read as follows:

24.10.310 PRINCIPAL PERMITTED USES.

1. Single-family dwelling.

22.36 ORDINANCE NO. 2024-24
7 2. Community care facilities including daycare (except family daycare homes) and foster homes (six or fewer persons).

3. Small and large family daycare homes in residential units.

4. Community garden.

5. Accessory uses are principally permitted when they are a subordinate use to the principal use of the lot.
a. Home occupations subject to home occupation regulations as provided in Section

24.10.160.
b. Room and board for not more than two paying guests per dwelling unit, when located within principal building.
c. Residential accessory uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures, and Section 24.10.330.

6. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2.

7. Supportive and transitional housing in single-family dwellings.

8. Junior accessory dwelling units subject to the provisions of Chapter 24.16, Part 2.

Section 6. Section 24.10.410 of Chapter 24.10 of the Santa Cruz Municipal Code regarding District Regulations for the R-L Multiple Residence – Low-Density District is hereby amended to read as follows:

24.10.410 PRINCIPAL PERMITTED USES.

The following uses are permitted outright if a design permit is obtained for new structures and environmental review is conducted in accordance with city and state guidelines. Design permits are not required for accessory structures and additions that are less than one hundred twenty square feet and less than fifteen feet in building height. (Numerical references at the end of these categories reflect the general use classifications listed in the city’s land use codes. Further refinement of uses within these categories can be found in the land use codes, but they are not intended to be an exhaustive list of potential uses.)

1. Multiple dwellings, townhouse dwelling groups, and condominium projects in one or more structure(s). (830, 840)

2. Community care facilities including daycare (except family daycare homes), retirement homes and foster homes (six or fewer).

22.37 ORDINANCE NO. 2024-24
8 3. Small and large family daycare homes in residential units.

4. Two-family dwellings, subject to the density requirements in the General Plan.

5. Community garden.

6. Single-family dwellings, subject to the density requirements in the General Plan.

7. Accessory uses are principally permitted when they are a subordinate use to the principal use of the lot.
a. Home occupations subject to home occupation regulations as provided in Section

24.10.160.
b. Park and recreational facilities.
c. Room and board for not more than two paying guests per dwelling unit, when located within principal building.
d. Residential accessory uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures, and Section 24.10.430.

8. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit.

9. Supportive and transitional housing.

10. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.

Section 7. Section 24.10.510 of Chapter 24.10 of the Santa Cruz Municipal Code regarding District Regulations for the R-M Multiple Residence – Medium-Density District is hereby amended to read as follows:

24.10.510 PRINCIPAL PERMITTED USES.

The following uses are permitted outright if a design permit is obtained for new structures and environmental review is conducted in accordance with city and state guidelines. Design permits are not required for accessory structures and additions that are less than one hundred twenty square feet and less than fifteen feet in building height. (Numerical references at the end of these categories reflect the general use classifications listed in the city’s land use codes. Further

22.38 ORDINANCE NO. 2024-24
9 refinement of uses within these categories can be found in the land use codes, but they are not intended to be an exhaustive list of potential uses.)

1. Multiple dwellings, townhouse dwelling groups, and condominium projects in one or more structures. (830, 840)

2. Community care facilities including daycare (except family daycare homes), foster home, and retirement home (six or fewer persons).

3. Community garden.

4. Small and large family daycare homes in residential units.

5. Accessory uses are principally permitted when they are a subordinate use to the principal use of the lot.
a. Park and recreational facilities.
b. Home occupations subject to home occupation regulations as provided in Section

24.10.160.
c. Room and board for not more than two paying guests per dwelling unit, when located within principal building.
d. Residential accessory uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures, and Section 24.10.530.

6. Supportive and transitional housing.

7. Accessory dwelling units on parcels with an approved residential use, subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit.

8. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.

Section 8. Section 24.10.565 of Chapter 24.10 of the Santa Cruz Municipal Code regarding District Regulations for the R-H Multiple Residence – High-Density District is hereby amended to read as follows:

22.39 ORDINANCE NO. 2024-24
10 24.10.565 PRINCIPAL PERMITTED USES.

The following uses are permitted subject to a design permit for new structures in compliance with the Beach and South of Laurel Design Guidelines and other requirements of the municipal code. (Numerical references at the end of these categories reflect the general use classifications listed in the city’s land use codes. Further refinement of uses within these categories can be found in the land use codes, but they are not intended to be an exhaustive list of potential uses.) Design permits are not required for accessory structures and additions that are less than one hundred twenty square feet and less than fifteen feet in building height. Environmental review must be conducted in accordance with city and state guidelines:

1. Multiple dwellings, townhouse dwelling groups, and condominium projects in one or more structures. (830, 840)

2. Small community care residential facilities including daycare (except family daycare homes), foster homes, and retirement homes, with six or fewer persons. (800A)

3. Small and large family daycare homes in residential units.

4. Supportive and transitional housing.

5. Accessory dwelling units on parcels with an approved residential use, subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit.

6. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.

Section 9. Section 24.10.603 of Chapter 24.10 of the Santa Cruz Municipal Code regarding District Regulations for the R-T(A) Subdistrict A – Medium-Density Residential is hereby amended to read as follows:

24.10.603 PRINCIPAL PERMITTED USES.

1. The following uses may be subject to approval of a design permit per Section 24.08.410 and other requirements of the municipal code (numerical references at the end of these categories reflect the general use classifications listed in the city’s land use codes. Further refinement of uses within these categories can be found in the land use codes, but they are not intended to be an exhaustive list of potential uses):
a. Duplexes. (810)
b. Small and large family daycare homes in residential units.

22.40 ORDINANCE NO. 2024-24
11 c. Accessory Uses. Other uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures. d. Supportive and transitional housing in single-family home or duplex. e. Multiple dwellings, townhouse dwelling groups, and condominiums. (830)

2. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit.

3. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.

Section 10. Section 24.10.611 of Chapter 24.10 of the Santa Cruz Municipal Code regarding District Regulations for the R-T(B) Subdistrict B – Motel Residential is hereby amended to read as follows:

24.10.611 PRINCIPAL PERMITTED USES.

1. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2.

2. Small and large family daycare homes in residential units (no design permit required unless otherwise required under Section 24.08.410).

3. Multiple dwellings, townhouse dwelling groups, and condominiums (830).

4. Single-family and duplex dwellings (800, 810).

5. Wireless telecommunication facilities, subject to the regulations in Chapter 24.12, Part 15, requiring no public hearing.

6. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2.

Section 11. Section 24.10.619 of Chapter 24.10 of the Santa Cruz Municipal Code regarding Principal Permitted Uses for the R-T(C) Subdistrict C – Beach Commercial is hereby amended to read as follows:

24.10.619 PRINCIPAL PERMITTED USES.

1. The following uses are allowed, subject to a design permit for new construction per Section

24.08.410 and other requirements of the municipal code (numerical references at the end of these categories reflect the general use classifications listed in the city’s land use codes. Further

22.41 ORDINANCE NO. 2024-24
12 refinement of uses within these categories can be found in the land use codes, but they are not intended to be an exhaustive list of potential uses):

Uses for Active Frontage.
a. Food and beverage stores (except liquor stores) (240); b. Eating and drinking establishments without alcohol sales and subject to the live entertainment regulations in Chapter 24.12, Part 2 (280); Residential Uses.
c. Flexible density unit (FDU) housing as part of a mixed-use project; d. Mixed residential and commercial developments when multiple family units are located either in the same lot or above a first floor of commercial uses, subject to the R-T(A) District regulations (830);
e. Multiple dwellings, townhouse dwelling groups and condominiums when ground-floor units are designed as live-work units consistent with Section 24.12.185(13) and subject to the R-T(A) District regulations (830);
f. One or two multiple-family units when located above the first floor of permitted commercial uses with no additional parking required (820); g. Small and large family daycare homes in residential units (no design permit required unless otherwise required under Section 24.08.410);
h. Single-room occupancy (SRO) housing (860);
i. Single-family residences if lot size does not allow multifamily development, with no live-work or active frontage requirement (800);
j. Supportive and transitional housing in one or two units when located above the first floor of permitted commercial uses with no additional parking required. k. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit. l. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.

22.42 ORDINANCE NO. 2024-24
13 Commercial Uses.
k. Motel, hotel, and bed-and-breakfast inn uses subject to annual business license review (300);
l. Off-site parking fewer than five spaces (930);
m. Wireless telecommunications facilities, subject to the regulations in Chapter 24.12, Part 15, requiring no public hearing.

2. Accessory Uses. Other uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures, and Section

24.10.620.

Section 12. Section 24.10.627 of Chapter 24.10 of the Santa Cruz Municipal Code regarding Principal Permitted Uses for the R-T(D) Subdistrict D – Beach Residential is hereby amended to read as follows:

24.10.627 PRINCIPAL PERMITTED USES.

1. The following uses are permitted, subject to a design permit per Section 24.08.410, Conservation Overlay District (Section 24.10.4000) and other requirements of the municipal code (numerical references at the end of these categories reflect the general use classifications listed in the city’s land use codes. Further refinement of uses within these categories can be found in the land use codes, but they are not intended to be an exhaustive list of potential uses):
a. Multiple dwellings, townhouse dwelling groups, and condominiums, three units or more (830, 840);
b. Single-family and duplexes (800, 810);
c. Storage and equipment structures, if ancillary to principal residential use; d. Small and large family daycare homes in residential units; e. Accessory Uses. Other uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures; f. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit; g. Supportive and transitional housing in single-family home or duplex. h. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units,

22.43 ORDINANCE NO. 2024-24
14 subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.

Section 13. Section 24.10.632 of Chapter 24.10 of the Santa Cruz Municipal Code regarding District Regulations for the R-T(D) Subdistrict D – Beach Residential Zoning District is hereby amended to read as follows:

24.10.632 DISTRICT REGULATIONS.

1. General.

Dwelling Unit Type
Provision 1-Family
Detached Duplex Triplex
4 or
More
Units
Other
Uses
a. Height of buildings
• Principal (feet) 22 22 22 30 30
• Accessory (stories and feet) 1 and 15 1 and 15 1 and 15 1 and 15 1 and 15 b. Minimum lot area (net) (square feet) 3,000 3,600 7,200 8,000 8,000 c. Minimum lot area (net) per dwelling
unit (square feet)
– 1,800 1,600 1,600 –
d. Minimum lot width (feet) 40 40 80 80 80
e. Usable open space per dwelling unit
(square feet)
– 400 400 400 –
Dwelling Units
First Story Second Story Other Uses
f. Front yard (feet) 5* 10* 10*
g. Rear yard (feet) 10 15 15
h. Side yard each side (feet) 4 4 4
or: one side (feet) 0 0 0
Total both sides (feet) 10 10 10
i. Exterior side yard (feet) 5* 5* 5*
* For any attached or detached garage or carport fronting on a front or exterior side property line, the setback shall be twenty feet from said property line.

2. Minimum Distance Between Buildings on the Same Lot. Between main buildings, including accessory dwelling units, six feet or one foot of setback for each two feet of height of the tallest building, or portions thereof, whichever is greater; between main buildings and one-story accessory buildings, six feet; between accessory buildings, six feet.

22.44 ORDINANCE NO. 2024-24
15 3. Other Requirements/Standards.
a. Design. All development, except accessory dwelling units, is subject to a design permit and must be in compliance with adopted design guidelines. Other regulations which may be applicable to site design in this zone are set forth in general site design standards, Part 2, Chapter 24.12 and the Design Guidelines of the Beach and South of Laurel Comprehensive Area Plan.
(1) New buildings shall employ California Bungalow or Victorian architectural style as a basis for design.
(2) Buildings shall be similar in scale and form to existing structures and shall incorporate vernacular characteristics, such as pitched gabled roofs, proportionally large overhangs, exposed roof beams and rafter tails, vertically oriented multi-paned windows and front porches.
(3) Buildings shall be wood frame construction with horizontal wood siding. (4) Roof forms shall be typical of the Beach Flats with appropriate steeper pitches for Victorians and lesser pitches for California Bungalow style. (5) Roof materials shall be composition or wood shingle. b. Parking. All parking shall be located within the rear or at the rear of main structures, if possible. Private multi-residential parking lots shall be screened from the public rightof-way, and meet the requirements of Section 24.12.240, in addition to the following requirements:
(1) All garages and entrances to parking areas shall be set back at least five feet from the adjacent front building setback.
(2) On lots of forty feet or less in width of street frontage, parking access is limited to a maximum of twelve feet of width. On lots of forty feet to sixty-five feet in width, parking access is limited to a maximum of sixteen feet of width; and on lots with greater than sixty-five feet in street frontage, parking access is limited to a maximum of twenty feet.
(3) Driveways shall be minimized in order to maximize land use efficiency and the provision of landscaping and open space.
(4) City parking standard requirements may be reduced in the following manner:
one parking space for a one bedroom unit; for two or more bedrooms, the parking requirement may be reduced fifty percent if the following provisions are met:
• At least fifty percent of new units are two bedrooms or more;

22.45 ORDINANCE NO. 2024-24
16 • For units which meet the city’s definition of “affordable”; and • If development is deemed compatible with surrounding neighborhood. c. Siting. All development shall be sited to create a harmonious street edge, and to blend into rather than dominate the street.
(1) Entries to individual units and groupings of units shall be located on the ground floor facing the street. These entries shall incorporate architectural and landscaping elements such as porches and arbors that visually reinforce the presence of entries.
(2) Architectural elements, such as towers, balconies, stairs, decorative elements, etc., may be allowed to project up to fifty percent of the front yard setback requirement.
d. Height. Multiple-story developments shall minimize scale through upper story setbacks, individual building elements, and other similar design techniques. (1) The height of buildings shall be minimized at the street, in the following manner:
• One-story elements of buildings (including porches) must be set back five feet,
• Second-story elements of buildings must be set back ten feet. e. Landscaping, in compliance with the design standards, is required. Landscaping shall be maintained in an attractive condition.
(1) Landscaping shall be designed to enhance the architectural style. All front, rear and side yards shall be fully landscaped except for areas devoted to driveways, patios, walkways or porches.
(2) Permanent containers for flowering plants are encouraged for use in limited space areas at entries and in courtyards and plazas.
(3) Vines and climbing plants integrated with building design and used on walls and trellises are encouraged.
(4) Opaque garden walls are not permitted within the front yard setback to maintain the landscape continuity along the street. Fences limited to three feet in height are permitted as long as the fence is at least sixty percent open.

4. All new development adjacent to a “CON – Neighborhood Conservation District” Overlay Zone shall comply with Section 24.10.4060, standards for new construction on sites abutting overlay district boundaries, to ensure compatibility with the established district.

22.46 ORDINANCE NO. 2024-24
17 Section 14. Section 24.10.636 of Chapter 24.10 of the Santa Cruz Municipal Code regarding Principal Permitted Uses for the R-T(E) Subdistrict E – Beach Medium/High Density Residential is hereby amended to read as follows:

24.10.636 PRINCIPAL PERMITTED USES.

1. The following uses are permitted and may also require a design permit per Section 24.08.410 as well as other requirements of the municipal code:
a. Duplex dwellings.
b. Multiple dwellings, townhouse dwelling groups and condominiums. c. Small and large family daycare homes in residential units. d. Accessory Uses. Other uses and buildings customarily appurtenant to a permitted use, subject to the provisions of Section 24.12.140, Accessory buildings and structures. e. Accessory dwelling units subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit; f. Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.

Section 15. Section 24.10.1210 of Chapter 24.10 of the Santa Cruz Municipal Code regarding Principal Permitted Uses for the P-A Professional and Administrative Office District is hereby amended to read as follows:

24.10.1210 PRINCIPAL PERMITTED USES.

1. The following uses are allowed outright if a design permit is obtained for new structures (numerical references at the end of these categories reflect the general use classifications listed in the city’s land use codes. Further refinement of uses within these categories can be found in the land use codes, but they are not intended to be an exhaustive list of potential uses):

Uses for Active Frontage.
a. Financial, insurance, real estate offices (420);
b. Financial services (320);
c. Professional offices (400);
d. Professional/personal services (except contractors’ yards and mortuaries) (310);

22.47 ORDINANCE NO. 2024-24
18 e. Medical/health offices (except veterinarians, medical marijuana provider association dispensaries, as defined in Section 24.22.539, ambulance services and emergency medical clinics open earlier than 7:00 a.m. and later than 9:00 p.m.) (410); f. Museums and art galleries (600);
Residential Uses.
g. Accessory dwelling units on parcels with an approved residential use, subject to the provisions of Chapter 24.16, Part 2, except accessory dwelling units are not subject to approval of a design permit;
h. Duplexes together with an allowed commercial use (820); Junior accessory dwelling units on a parcel with an approved residential use that does not include a building containing two or more units other than accessory dwelling units, subject to the provisions of Chapter 24.16, Part 2, except junior accessory dwelling units are not subject to approval of a design permit.
j. Multiple dwellings and condominiums, together with an allowed commercial use and subject to minimum land area requirements of R-M District (830); k. One to two units above ground floor office use with no additional parking required (810);
l. Small and large family daycare homes in residential units; Commercial Uses.
m. Off-site parking fewer than five spaces (930);
n. Wireless telecommunications facilities, subject to the regulations in Part 15 of Chapter

24.12 requiring no public hearing.

Section 16. Section 24.12.240 of Chapter 24.12 of the Santa Cruz Municipal Code regarding Bike Parking Requirements is hereby amended to read as follows:

24.12.240 NUMBER OF PARKING SPACES REQUIRED.

1. Where the computation of required parking spaces produces a fractional result, fractions of one-half or greater shall require one full parking space.

Use Spaces Required
Automobile or machinery sales and service garages 1 for each 400 square feet of floor area
Banks without automatic teller machines 1 for each 400 square feet of floor area

22.48 ORDINANCE NO. 2024-24
19 Use Spaces Required
Banks with automatic teller machines 1 for each 400 square feet of floor area; plus 1.5 for each
machine
Business and professional offices, excluding medical
and dental offices
1 for each 300 square feet of
floor area
Billiard parlors 1.5 for each table
Community care residential facilities, including, but not limited to: assisted living facilities, children’s homes, congregate care homes, nursing homes, residential
treatment facilities
1 for every 5 guests, plus 1 for
each employee on the shift with
the maximum number of
personnel
Houses of worship 1 for each 3.5 seats in the
sanctuary
Dance halls and assembly halls without fixed seats,
exhibition halls, except assembly rooms in conjunction
with auditoriums
1 for each 3 persons of design
occupancy load
Family daycare and foster family homes 1 for every 5 guests, plus 1 for the resident owner or manager
Funeral homes, mortuaries 1 for each 5 seats of the
aggregate number of seats
provided in all assembly rooms
Furniture and appliance stores, household equipment 1 for each 800 square feet of sales floor area
Hospitals 1 for each bed, plus 1 for each
employee on the shift with the
maximum number of personnel
Hotels, motels 1 for each unit intended for
separate occupancy, plus 1 for
the resident owner or manager
Manufacturing plants, bottling plants, processing plants, packaging plants, furniture repair
1 for each 500 square feet of
floor area
Medical and dental clinics and offices 1 for each 200 square feet of floor area
Medical (or convalescent) hospitals 1 for each 5 beds, plus 1 for each employee on the shift with the
maximum number of personnel
Physical fitness facilities 1 space for each 250 square feet of floor area

22.49 ORDINANCE NO. 2024-24
20 Use Spaces Required
Physical fitness facilities with more than 15,000 square feet of floor area shall provide an additional 10 percent of the total number of required parking spaces.

Physical therapy 1 space per 200 square feet of
floor area. In addition, 1 space
per 50 square feet of pool (water)
area
Residential Uses
Number of Bedrooms
Type Efficienc
y
1 2+
Single-family (including
townhouses), houseboat, duplex,
triplex, multiple mobilehomes,
community housing projects,
other multifamily dwelling units

1.0 1.0 2.0
Community housing projects,
townhouses, and multifamily
projects of 5 units or more
In addition to meeting above residential parking
requirements, guest parking spaces shall be provided at a rate 10% of the above standards. Fractional spaces will be rounded up to the next whole number.

Lodging, rooming houses and
bed-and-breakfast inns
2 spaces, plus 1 for each bedroom that is rented
Residence halls, dormitories 0.75 space for each guest or occupant Senior housing development 1 for each 3 dwelling units or rooms intended for separate occupancy, plus an area of land equal to the
required off-street parking for multifamily units, not
including required open space, which could be converted to parking should the retirement center change to a
multifamily residential use
Flexible density unit (FDU) 1 space for each dwelling unit Single-room occupancy dwelling
unit, less than 300 square feet

0.75 for each dwelling unit
Single-room occupancy dwelling
unit, 300 square feet or more
1 for each dwelling unit
Accessory dwelling unit The parking standards for accessory dwelling units are as follows (these standards do not affect the amount of required parking for the primary residence):

22.50 ORDINANCE NO. 2024-24
21 Outside the Coastal Zone, no off-street parking
shall be required for an ADU and spaces removed to
accommodate an ADU will not require replacement.

On parcels located inside the Coastal Zone and
within the designated areas shown in the LCP Figure
“ADU Parking Required” (which follows this table), at
least 1 off-street parking space shall be required for each ADU, and all off-street parking requirements associated with all other residential uses at the site shall be met on site, including replacement parking spaces if any are
removed to accommodate an ADU.

On parcels located inside the Coastal Zone but
not within the designated areas shown in LCP Figure
“ADU Parking Required” (which follows this table), 0
parking spaces shall be required for each ADU. When a
garage, carport, or covered parking structure is
demolished in conjunction with the construction of an
accessory dwelling unit or converted to an accessory
dwelling unit, those off-street parking spaces are not
required to be replaced. If other parking areas on a site (e.g., a driveway or other nonstructural parking area) are removed to provide for an ADU, off-street replacement
parking spaces shall be required for the primary (nonADU) residential use.

Junior accessory dwelling units 0 parking spaces are required for each junior accessory dwelling unit. All off-street parking
requirements associated with all other residential uses at the site shall be met on site, including replacement
parking spaces if any are removed to accommodate a
junior accessory dwelling unit.

Use Spaces Required
Restaurants and other
establishments selling food and
beverages on the premises
(including bars and nightclubs
without live entertainment)
1 for each 120 square feet of floor area
Restaurants with counter and/or
take-out service or drive-in
facilities
1 for each 120 square feet of floor area, plus 1 for each 50 square feet of floor area devoted to counter/take-out
service
Research and development
facilities
1 for each 325 square feet of floor area, or 1 for every 2 employees (maximum shift), whichever is greater
Retail stores, shops, service
establishments, including
1 for each 250 square feet of floor area

22.51 ORDINANCE NO. 2024-24
22 Use Spaces Required
shopping centers other than
furniture and appliance stores
Schools:
• Elementary and junior high 1 for each employee
• High schools 1 for each employee, plus 1 for each 10 students Colleges (business, beauty, etc.)
and universities
1 for each employee, plus 1 for each 3 students
Self-service laundry and dry
cleaning establishments
1 for each 200 square feet of floor area
Service stations 3 for each lubrication or service bay, plus 1 for each employee on the day shift
Sports arenas, auditoriums,
assembly halls, and meeting
rooms
1 for each 3.5 seats of maximum seating capacity
Theaters 1 for each 3.5 seats for the first 350 seats; plus 1 for each 5 additional seats
Tutoring facilities 1 for each 250 square feet of floor area Wholesale establishments,
warehouses, service and
maintenance center,
communications equipment
buildings
1 for each 1,000 square feet of floor area
Recycling collection facilities
• Independent 2 spaces
• In conjunction with other uses
that provide required parking
0 spaces
Unspecified uses of buildings,
structures, or premises
Where the parking requirement for a particular use is not specifically established in this section, the parking
requirements for each use shall be determined by the
zoning administrator, and such determination shall be
based upon the requirements for similar uses. Public uses not specifically established in this section shall meet the parking requirement as established by the planning
commission. The planning commission shall take into
account the proposed use and parking availability in the vicinity of the use.

22.52 ORDINANCE NO. 2024-24
23 Use Spaces Required
Uses in Parking District No. 1
(Downtown)
Parking shall be provided in conformance with the
resolution of the city council for this district in effect at the time of submittal of a complete application.

2. Covered Parking. All residential development has the option of including covered or enclosed parking, consistent with other zoning standards. No covered or enclosed parking is required for any residential or mixed-use housing unit.

3. Unbundled Parking. All residential development has the option to rent or sell off-street parking spaces separately from the rental or purchase of dwelling units for the life of the dwelling units, such that potential renters or buyers shall have the option of renting or buying a dwelling unit at a price lower than would be the case if there were a single price for both the dwelling unit and the parking space(s). Unbundled parking will qualify for a reduced parking requirement when executed in conformance with the requirements of Section 24.12.290(3)(e).

4. The following exceptions may be granted for specific types of residential projects:
a. Exceptions to parking requirements may be granted to publicly subsidized housing units, affordable housing projects, and projects for special needs or senior tenants

22.53 ORDINANCE NO. 2024-24
24 where such requirements are in conflict with state or federal regulations or funding policies.
b. SRO parking requirements may be reduced by one-quarter space for each dwelling unit if the project is either located:
(1) Within one-quarter mile or one thousand three hundred twenty feet of an alternative parking facility and spaces are available and can be committed to residents; or
(2) Within one-quarter mile or one thousand three hundred twenty feet of access to public transportation such as a bus stop.
c. Parking requirements for mixed-use developments in the I-G District, as permitted under Section 24.10.1510(2)(k)(3), may be reduced by a maximum of four-tenths space for each dwelling unit as a part of an on-site shared parking plan. d. In addition to the allowances afforded through accessory dwelling unit regulations in Part 2 of Chapter 24.16, existing covered parking may be converted into additional units if all the requirements for the underlying zoning district can be met and replacement parking can be provided that meets the other parking requirements herein.

5. No more than forty percent of the front setback of a residential property developed with up to four dwelling units (excluding any ADUs or Jr. ADUs) shall be utilized or developed for parking. No portion of the front setback of a residential property developed with more than four dwelling units (excluding any ADUs or Jr. ADUs) shall be utilized or developed for parking (See also Section 24.12.185(6)). No more than fifty percent of the front setback of a residential property may be paved or covered with any impervious surface.

Section 17. Section 24.12.250 of Chapter 24.12 of the Santa Cruz Municipal Code regarding Bike Parking Requirements is hereby amended to read as follows:

24.12.250 BIKE PARKING REQUIREMENTS.

1. Bicycle parking facilities shall be provided for any new building, addition or enlargement of an existing building, or for any change in the occupancy.

2. Bike Spaces and Type Required. Bicycle parking facilities’ quantity and type shall be provided in accordance with the following schedule, with fractional quantity requirements for bike parking over one-half to be rounded up. Each bicycle parking space shall be no less than six feet long by two feet wide and shall have a bicycle rack system in compliance with the bike rack classifications listed in subsection (4).

22.54 ORDINANCE NO. 2024-24
25 Example
Number of
Bicycle Parking
Spaces Required
Classification
Class 1 = Long-Term
Class 2 = Short-Term
Industrial Warehousing,
manufacturing
1 per 7,500
square feet,
minimum 2
spaces
80% Class 1
20% Class 2
Office and financial
institutions
General office,
medical, clinic,
research and
development, banks
1 per 1,500
square feet,
minimum 2
spaces
20% Class 1
80% Class 2
Retail/service or
other commercial
Grocery store,
hardware store,
personal services,
handicraft
1 per 1,000
square feet,
minimum 2
spaces
20% Class 1
80% Class 2
Restaurant/bar Restaurant, deli,
coffee shop,
bar/tasting rooms
1 per 500 square
feet, minimum 2
spaces
20% Class 1
80% Class 2
Multifamily
residential
(3 or more units)
Housing
developments with 3
or more units
See classification
column
Class 1 – 1 space per unit –
garages or secure accessible
indoor areas count
Class 2 – 1 space per 4 units,
minimum 2 spaces
Commercial
recreation
Sports arenas,
theaters
See classification
column
Class 1 – 1 per 10,000
square feet
Class 2 – 1 per 40 seats,
minimum 10
Civic uses (civic,
cultural, public, and
religious assembly)
Library or museum,
places of public or
religious assembly
1 per 1,000
square feet
10% Class 1
90% Class 2
Schools 1 per 5 students 20% Class 1
80% Class 2*
*Must be in secure area such
as bike cage or within gated
school grounds, preferably
with weather protection such
as roof
Park-and-ride lots 1 per 10 auto
parking spaces,
minimum 2
spaces
100% Class 1

22.55 ORDINANCE NO. 2024-24
26 Example
Number of
Bicycle Parking
Spaces Required
Classification
Class 1 = Long-Term
Class 2 = Short-Term
Transit centers See classification
column
30 Class 1 spaces
12 Class 2 spaces
Lodging Hotel, motel 1 per 5
rooms/units
10% Class 1
90% Class 2
Commercial parking 1 per 10 auto
parking spaces
100% Class 1
Parking District No.
1 – Residential uses
Multifamily housing See classification
column
1 Class 1 bicycle parking
space per unit
1 Class 2 bicycle parking
space per 15 units
Parking District No.
1 – Nonresidential
uses
Any nonresidential
uses in district
1 per 1,000
square feet
25% Class 1
75% Class 2
The Class 2 spaces shall be
publicly accessible, and the
style shall be inverted U.

Emergency shelters See Section

24.12.1610
1 per 3 occupants 25% Class 1
75% Class 2
The Class 2 spaces shall be
publicly accessible, and the
style shall be inverted U.

3. For projects requiring twenty or more bike parking spaces, a bike fix-it station is required. A fix-it station shall include at a minimum a bicycle pump; 2.5, 3, 4, 5, 6, and 8 mm Allen wrenches; 8, 9, 10, 11, 15, and 32 mm box wrenches; two tire levers; and a Phillips and flat head screwdriver. For projects requiring twenty or more bicycle parking spaces, a minimum of five percent of required bicycle parking spaces must have a larger footprint of three feet by ten feet, which must be provided in a horizontal, floor level rack. These spaces will be available for larger bicycles such as e-bikes, cargo bikes, bikes with trailers, and other larger bicycles.

4. Classification of Facilities.
a. “Class 1 bicycle facility” means a locker, individually locked enclosure or supervised area within a building providing protection for each bicycle therein from theft, vandalism and weather. Class 1 facilities are intended for long-term storage. b. “Class 2 bicycle facility” means a stand or other device constructed so as to enable the user to secure by locking the frame and one wheel of each bicycle parked therein. Racks must provide two points of contact to bicycle frames, so that they are easily usable with both U-locks and cable locks. Racks should support the bikes in a stable upright position so that a bike, if bumped, will not fall or roll down. The preferred Class 2 bike

22.56 ORDINANCE NO. 2024-24
27 rack style is an inverted U, which meets code requirements. Racks that support a bike primarily by a wheel, such as standard “wire racks,” are damaging to wheels and thus are not acceptable. Class 2 facilities are intended for short-term storage.

5. Location and Design of Facilities.
a. Bicycle parking shall be located in well-lit locations within forty feet of the building’s entrance and clustered in lots not to exceed sixteen spaces each. b. Bicycle parking facilities shall provide two points of contact to bicycle frames to support bicycles in a stable position without damage to wheels, frame or other components.
c. Bicycle parking facilities shall be located in highly visible, well-lit areas to minimize theft and vandalism.
d. Bicycle parking facilities shall be securely anchored to the lot surface so they cannot be easily removed and shall be of sufficient strength to resist vandalism and theft. e. Bicycle parking facilities shall not impede pedestrian or vehicular circulation, and should be harmonious with their environment both in color and design. Parking facilities should be incorporated whenever possible into building design or street furniture.
f. Racks must not be placed close enough to a wall or other obstruction so as to make use difficult. There must be sufficient space (at least twenty-four inches) beside each parked bike that allows access. This access may be shared by adjacent bicycles. An aisle or other space shall be provided to bicycles to enter and leave the facility. This aisle shall have a width of at least six feet to the front or rear of a bike parked in the facility.
g. Paving is not required, but the outside ground surface shall be finished or planted in a way that avoids mud and dust.
h. Bike parking facilities within auto parking areas shall be separated by a physical barrier to protect bicycles from damage by cars, such as curbs, wheel stops, poles or other similar features.
i. Any bicycle parking provided in double-decker bicycle racks shall have a lift-assist mechanism to aid the user in parking their bicycle on the upper rack. j. If vertical wall hanging bicycle racks are used for Class 2 bicycle parking, thirty percent of required Class 2 bicycle parking must be provided in racks that meet Class 2 requirements in subsection (4)(b) at ground level.

22.57 ORDINANCE NO. 2024-24
28 k. If required Class 2 bicycle parking is not clearly visible to bicyclists approaching from adjacent public roadways or paths, signs shall indicate the locations of the facilities on the exterior of the building at each major entrance and in other appropriate locations.

Where necessary, additional directional signage to the bicycle parking area shall be provided.

6. Variation to Requirements.
a. Substitution of Car Parking With Bike Parking. New and preexisting developments may reduce up to ten percent of their parking requirement with the provision of unrequired additional bike parking, as long as the spaces are conveniently located within forty feet of a building entrance. This parking reduction must yield at least six bike parking spaces per converted auto space. These bike parking spaces shall be in addition to the bike parking facilities required by this section, and provided in the same ratio of Class 1 and Class 2. The total available parking reduction granted shall be calculated in conformance with the city parking reduction worksheet in effect at the time a complete planning application is submitted.
b. Where the provision of bike parking is not feasible, the requirements may be waived or reduced to a feasible level by the zoning administrator in accordance with city bike parking standards.
c. Downtown Parking District – All Nonresidential Uses. Businesses and developments within Parking District No. 1 are not required to provide Class 2 bicycle parking on site if adequate on-site space is not available, as determined by the planning director. The city shall permit required bicycle parking within the public right-of-way for the downtown parking district area in locations and amounts determined by the director of public works.

Section 18. The City Council finds and determines that the adoption of this ordinance is considered a “project” under California Code of Regulations, Title 14, section 15378(a)(1) of the California Environmental Quality Act (CEQA) Guidelines, typically subject to environmental review. The City Council finds that these amendments fall within the analyzed development potential in the City’s existing 2030 General Plan EIR using the existing zoning and General Plan and, therefore, pursuant to Section 15183 of the CEQA Guidelines, no further environmental review under CEQA is required.

Section 19. If any section or portion of this ordinance is found to be invalid by a court of competent jurisdiction, such finding shall not affect the validity of the remainder of the ordinance, which shall continue in full force and effect.

Section 20. This ordinance shall take effect and be in full force thirty (30) days after final adoption outside of the Coastal Zone. Within the Coastal Zone, this ordinance shall take effect and be in full force after approval by the California Coastal Commission, but no earlier than thirty (30) days after final adoption.

22.58 ORDINANCE NO. 2024-24
29 PASSED FOR PUBLICATION this 10th day of December 2024, by the following vote:

AYES: Councilmembers Newsome, Brunner, Kalantari-Johnson; Vice Mayor Golder; Mayor Keeley.

NOES: Councilmember Brown.

ABSENT: Councilmember Watkins.

DISQUALIFIED: None.

APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
PASSED FOR FINAL ADOPTION this 14th day of January 2025 by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
This is to certify that the above and
foregoing document is the original
of Ordinance No. 2024-24 and that
it has been published or posted in
accordance with the Charter of the
City of Santa Cruz.
________________________________
Bonnie Bush, City Clerk Administrator

22.59 ORDINANCE NO. 2024-25

AN ORDINANCE OF THE CITY OF SANTA CRUZ AMENDING SANTA CRUZ MUNICIPAL CODE SECTION 18.15.040 – ENERGY CODE - MODIFICATIONS TO

MAINTAIN CONSISTENCY WITH NEW STATE REGULATIONS FOR ACCESSORY DWELLING UNITS. (CEQA: CONSISTENT WITH THE NEGATIVE DECLARATION APPROVED FOR THE CITY OF SANTA CRUZ 2030 CLIMATE ACTION PLAN ADOPTED BY CITY COUNCIL ON SEPTEMBER 13, 2022, EXEMPT PURSUANT TO CEQA GUIDELINES SECTION 15061(b)(3) AS A PROJECT THAT WITH CERTAINTY

DOES NOT HAVE A SIGNIFICANT EFFECT ON THE ENVIRONMENT, AND EXEMPT PURSUANT TO CEQA GUIDELINES SECTION 15308 AS AN ACTION BY A REGULATORY AGENCY FOR PROTECTION OF NATURAL RESOURCES.) WHEREAS, accessory dwelling units contribute needed housing to the community’s housing stock and provide housing for family members, students, the elderly, in-home health care providers, the disabled, and others within existing neighborhoods, and homeowners who create accessory dwelling units may benefit from added income and an increased sense of security; and WHEREAS, on September 19, 2024, SB 1211 (Skinner) was signed into law, making changes to requirements for parking associated with accessory dwelling unit development, increasing the number of statewide exemption accessory dwelling units allowed on sites with multi-family buildings, and limiting the standards that can be applied to statewide exemption accessory dwelling units; and
WHEREAS, amendments to municipal code requirements related to accessory dwelling units are needed to maintain consistency with state law; and WHEREAS, Public Resources Code Section 25402.1 (h)(2) allows local agencies to adopt local amendments that are cost-effective and that require greater energy reduction/conservation than the California Energy Code; and
WHEREAS, the California Energy Codes and Standards Statewide Utility Program, has determined specific modifications to the 2022 State Energy Code for each climate zone that are cost-effective; and that such modifications will result in designs that consume less energy than they would under the 2022 State Energy Code; and
WHEREAS, staff has reviewed the “2024 Existing Building Cost-Effectiveness Study” and associated data, and find them sufficient to illustrate compliance with the requirements set forth under California Administrative Code Chapter 10-106; and WHEREAS, based on these studies, the City finds the proposed local amendments to the 2022 California Energy Code to be cost-effective and consume less energy than permitted by Title 24, Part 6; and

22.60 ORDINANCE NO. 2024-25
2 WHEREAS, the 2022 California Energy Code offers compliance options that were established through the public rulemaking process of the code update; and WHEREAS, the Council expressly declares that the proposed amendments to the Energy Code are reasonably necessary because of local climatic, topological, and geological conditions; and
WHEREAS, the requirements specified in this Ordinance were reviewed via public comment and through a publicly noticed public hearing process; and WHEREAS, The municipal code amendments are consistent with the Negative Declaration approved for the City of Santa Cruz 2030 Climate Action Plan adopted by City Council on September 13, 2022, and therefore, no further environmental review under the California Environmental Quality Act (CEQA) is required; the amendments are exempt from CEQA under the general rule, 15061(b)(3), because it can be seen with certainty that the provisions contained herein would not have the potential for causing a significant effect on the environment; and, this ordinance is exempt per CEQA Guidelines Section 15308, Class 8, Actions by Regulatory Agencies for Protection of Natural Resources, since the proposed ordinance would institute regulatory requirements intended to protect the environment and natural resources.

BE IT ORDAINED By the City of Santa Cruz as follows:

Section 1. Section 18.15.040 of Chapter 18.15 of the Santa Cruz Municipal Code regarding Energy Code – Modifications is hereby amended to read as follows:

18.050.040 ENERGY CODE – MODIFICATIONS.

The following sections of the code as adopted in Section 18.15.030 are hereby modified as follows:

Section 100.1(b) of the CEnC is amended to add the following:

ELECTRIC HEATING APPLIANCE. A device that produces heat energy to create a warm environment by the application of electric power to resistance elements, refrigerant compressors, or dissimilar material junctions, as defined in the California Mechanical Code.

MAJOR ADDITION is any change to an existing building that increases conditioned floor area by 350 or more square feet in a one-year period.

MAJOR ALTERATION is any construction or renovation to an existing structure other than a repair whose altered components cover 350 or more square feet in a one-year period. A project that consists only of roof and/or fenestration replacement is not considered a major alteration.

NET FREE AREA (NFA) is the total unobstructed area of the air gaps between louver and grille slats in a vent through which air can pass. The narrowest distance between two slats, perpendicular to the surface of both slats is the air gap height. The narrowest width of the gap is the air gap width.

The NFA is the air gap height multiplied by the air gap width multiplied by the total number of air gaps between slats in the vent.

22.61 ORDINANCE NO. 2024-25
3 Section 130.0 of the CEnC is amended to read as follows:
a) The design and installation of all lighting systems and equipment in nonresidential and hotel/motel buildings, outdoor lighting, and electrical power distribution systems within the scope of Section 100.0(a), shall comply with the applicable provisions of Sections 130.0 through 130.6.

NOTE: The requirements of Sections 130.0 through 130.6 apply to newly constructed buildings.

Section 141.0 specifies which requirements of Sections 130.0 through 130.6 also apply to additions and alterations to existing buildings.

Subchapter 4 of the CEnC is amended to add Section 130.6 to be numbered, entitled, and to read as follows:
130.6 Electric Readiness Requirements for Systems Using Gas or Propane Where nonresidential systems using gas or propane are installed, construction drawings shall indicate electrical infrastructure and physical space accommodating the future installation of an electric heating appliance by including the following, as certified by a registered design professional or licensed electrical contractor:
a) Branch circuit wiring, electrically isolated and designed to serve all electric heating appliances in accordance with manufacturer requirements and the California Electrical Code, including the appropriate voltage, phase, minimum amperage, and an electrical receptacle or junction box within five feet of the appliance that is accessible with no obstructions. Appropriately sized conduit may be installed in lieu of conductors.
b) Labeling of both ends of the unused conductors or conduit that includes the terms “For Future Electrical Appliance.”
c) Reserved circuit breakers in the electrical panel for each branch circuit, appropriately labeled (e.g., “Reserved for Future Electric Range”), and positioned on the opposite end of the panel supply conductor connection.
d) Connected subpanels, panelboards, switchboards, busbars, and transformers that are sized to serve the future electric heating appliances. The electrical capacity requirements shall be adjusted for demand factors in accordance with the California Electric Code. e) Physical space for future electric heating appliances, including equipment footprint, and if needed, a pathway reserved for routing of ductwork to heat pump evaporator(s), all of which shall be depicted on the construction drawings. The footprint necessary for future electric heating appliances may overlap with non-structural partitions and with the location of currently designed gas-fueled equipment.

Section 140.0 of the CEnC is amended to read as follows:

22.62 ORDINANCE NO. 2024-25
4 Nonresidential and hotel/motel buildings shall comply with all of the following:
a) The requirements of Sections 100.0 through 110.12 applicable to the building project (mandatory measures for all buildings).
b) The requirements of Sections 120.0 through 130.6 (mandatory measures for nonresidential and high-rise residential and hotel/motel buildings).
c) Either the performance compliance approach (energy budgets) specified in Section 140.1 or the prescriptive compliance approach specified in Section 140.2. for the climate zone in which the building will be located. Climate zones are shown in Figure 100.1-A.

NOTE to Section 140.0(c): The Commission periodically updates, publishes, and makes available to interested persons and local enforcement agencies precise descriptions of the Climate Zones, which is available by zip code boundaries depicted in the Reference Joint Appendices along with a list of the communities in each zone.

NOTE to Section 140.0: The requirements of Sections 140.1 through 140.10 apply to newly constructed buildings. Section 141.0 specifies which requirements of Section 140.1 through 140.10 also apply to additions or alterations to existing buildings.

Section 140.1 of the CEnC is amended to read as follows:

The following conditions are necessary for a building to comply with the performance approach:

1. The time-dependent valuation (TDV) energy budget calculated for the proposed design building under Subsection (b) is no greater than the TDV energy budget calculated for the Standard Design Building under Subsection (a); and

2. The source energy budget calculated for the proposed design building under Subsection (b) has a source energy compliance margin, relative to the energy budget calculated for the standard design building under Subsection (a), of at least 7 percent for all nonresidential occupancies.

EXCEPTION 1 to 140.1 item 2 A source energy compliance margin of at least 7 percent is not required when nonresidential occupancies are designed with single zone space-conditioning systems complying with Section 140.4(a)2.
(a) – (c): Subsections 140.1 (a) – (c) are adopted without modification.

Section 150.0 of the CEnC is amended as follows:

Single-family residential buildings shall comply with the applicable requirements of Sections 150(a) through 150.0(w).

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5 NOTE: The requirements of Sections 150.0 (a) through (v) apply to newly constructed buildings.

Sections 150.2(a) and 150.2(b) specify which requirements of Sections 150.0(a) through 150.0(r) also apply to additions or alterations. The City of Santa Cruz amendments to sections 150.0 (t) do not apply to additions or alterations or the following types of new construction statewide exemption accessory dwelling units:

1. One accessory dwelling unit per lot with a proposed single-unit building, including a singlefamily dwelling, or a townhome, or a detached residential condominium or apartment unit on a lot with multiple single-unit buildings, if all of the following apply:
i. The accessory dwelling unit is within the proposed space of a single-unit building. ii. The accessory dwelling unit has an exterior entrance separate from that of the primary dwelling unit.
iii. The side and rear setbacks are sufficient for fire and safety.

2. One detached, new construction accessory dwelling unit per lot that meets the following standards:
i. The accessory dwelling unit shall be located on a lot with a proposed or existing singleunit building, including a single-family dwelling, or a townhome, or a detached residential condominium or apartment unit on a site with multiple single-unit buildings. ii. The accessory dwelling unit size shall not exceed 800 square feet in floor area. iii. Interior side yard and rear yard setbacks shall be at least four feet. iv. The accessory dwelling unit shall meet one of the following height limitations as measured to the roof peak:

1. A height of 16 feet; or

2. A height of 18 feet if the accessory dwelling unit is on a lot within one-half of one mile walking distance of a major transit stop or a high-quality transit corridor, as those terms are defined in Section 21155 of the Public Resources Code. This height can be increased an additional two feet to twenty feet to accommodate a roof pitch on the accessory dwelling unit that is aligned with the roof pitch of the primary dwelling unit.

3. One junior accessory dwelling unit per lot zoned to allow single-family dwellings and within the walls of a proposed single-unit building, including a single-family dwelling, townhome, or detached residential condominium or apartment unit on a lot with multiple detached singleunit dwellings. (a) – (s): Subsections 150.0(a) – (s) are adopted without modification.

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6 (t) Heat pump space heater ready. Systems using a gas or propane furnace to serve individual dwelling units shall include the following:

1. A dedicated 240-volt branch circuit wiring shall be installed within 3 feet from the furnace and accessible to the furnace with no obstructions. The branch circuit conductors shall be rated at 30 amps minimum. The blank cover shall be identified as “240V ready.” All electrical components shall be installed in accordance with the California Electrical Code.

2. The main electrical service panel shall have a reserved space to allow for the installation of a double pole circuit breaker for a future heat pump space heater installation. The reserved space shall be permanently marked as “For Future 240V use.”

3. A designated exterior location for a future heat pump compressor unit with either a drain or natural drainage for condensate and adequate space to maintain the equipment in accordance with California Mechanical Code 304.1 & California Electrical Code 110.26. (u) – (v): Subsections 150.0(u) – (v) are adopted without modification.

Section 150.0(w) is added to read as follows:
(w) Mandatory Requirements for Existing Building Additions and Alterations. Existing Building Additions and Alterations shall meet the requirements of Items 1 through 3 below, as applicable:

1. Major addition. Any major addition shall require installation of a set of measures from the Measure Menu Table, Table 150.0-I to achieve a total score that is equal to or greater than 9.

In addition, all mandatory measures listed in Table 150.0-I shall be installed. Measure verification shall be explicitly included as an addendum to the Certificate of Compliance to be filed pursuant to 2022 Title 24 Section 10-103. Installed measures shall meet the specifications in Table 150.0-J.

2. Major alteration. Any major alteration shall require installation of a set of measures from the Measure Menu Table, Table 150.0-I to achieve a total score that is equal to or greater than 9.

In addition, all mandatory measures listed in Table 150.0-I shall be installed. Measure verification shall be explicitly included as an addendum to the Certificate of Compliance to be filed pursuant to 2022 Title 24 Section 10-103. Installed measures shall meet the specifications in Table 150.0-J.

3. Combination alterations and additions. Any project that includes an addition and alteration whose altered components cover 350 square feet or greater shall require installation of a set of measures from the Measure Menu Table, Table 150.0-I to achieve a total score that is equal to or greater than 9. In addition, all mandatory measures listed in Table 150.0-I shall be installed.

Measure verification shall be explicitly included as an addendum to the Certificate of Compliance to be filed pursuant to 2022 Title 24 Section 10-103. Installed measures shall meet the specifications in Table 150.0-J.

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7 4. Water heating system electric readiness. Any project that includes a major addition, major alteration, or combination alteration and addition that requires water heating system electric readiness shall meet Item A below:
a. Systems using gas or propane water heaters to serve individual dwelling units shall designate a space at least 2.5 feet by 2.5 feet wide and 7 feet tall suitable for the future installation of a heat pump water heater (HPWH). All electrical components shall be installed in accordance with the California Electrical Code. The space shall include the following:
i. A dedicated 125 volt, 20 amp electrical receptacle that is connected to the electric panel with a 120/240 volt 3 conductor, 10 AWG copper branch circuit, within 3 feet from the water heater and accessible to the water heater with no obstructions; and
ii. Both ends of the unused conductor shall be labeled with the word “spare” and be electrically isolated; and
iii. A reserved single pole circuit breaker space in the electrical panel adjacent to the circuit breaker for the branch circuit in A above and labeled with the words “Future Use”; and
iv. A condensate drain that is no more than 2 inches higher than the base of the installed water heater, and allows natural draining without pump assistance. v. A condensate drain that is no more than 2 inches higher than the base of the installed water heater, and allows natural draining without pump assistance.

Exception 1 to Section 150.0(w): The project is the result of a repair as defined by Title 24 Part 2 Section 202.

Exception 2 to Section 150.0(w): If compliance costs exceed 20% of total project valuation or due to conditions specific to the project, it is technically infeasible to achieve compliance through any available set of measures, the applicant may request an exemption as set forth below. In applying for an exemption, the burden is on the applicant to show hardship or infeasibility.

1. Application. Based on the following, the applicant shall identify in writing the specific requirements of the standards for compliance that the project is unable to achieve and the circumstances that make it a hardship or infeasible for the project to comply with this chapter.

The applicant may not petition for relief from any requirement of the 2022 California Energy Code (Title 24, Part 6) and referenced standards, or the 2022 California Green Building Standards (Title 24, Part 11) of the California Building Standards Code. Circumstances that constitute hardship or infeasibility shall include one of the following:

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8 i. That the cost of achieving compliance is disproportionate to the overall cost of the project;
ii. That it is technically infeasible to achieve compliance through all packages due to conditions specific to the project; That strict compliance with these standards would create or maintain a hazardous condition(s) and present a life safety risk to the occupants.

2. Granting of exemption. If the chief building official determines that it is a hardship or infeasible for the applicant to fully meet the requirements of this chapter and that granting the requested exemption will not cause the building to fail to comply with the 2022 California Energy Code (Title 24, Part 6) and referenced standards, or the 2022 California Green Building Standards (Title 24, Part 11) of the California Building Standards Code, the chief building official shall determine the minimum feasible threshold of compliance reasonably achievable for the project.

If an exemption is granted, the applicant shall be required to comply with this chapter in all other respects and shall be required to achieve the threshold of compliance determined to be achievable by the chief building official.

3. Denial of exemption. If the chief building official determines that it is reasonably possible for the applicant to fully meet the requirements of this chapter, the request shall be denied, and the applicant shall be notified of the decision in writing. The project and compliance documentation shall be modified to comply with the standards for compliance.

4. Appeal. Any aggrieved applicant or person may appeal the determination of the chief building official regarding the granting or denial of an exemption or compliance with any other provision of this chapter. An appeal of a determination of the chief building official shall be filed in writing with the Board of Building and Fire Appeals.

Exception 3 to Section 150.0(w): If the dwelling unit has previously installed measures from the Measure Menu, Table 150.0-I, and compliance can be demonstrated to the building official, then these measures shall not be required to be newly installed, and appropriate credit shall be included in the applicable compliance calculations.

Exception 4 to Section 150.0(w): The applicant may request an exemption to any requirements of this chapter which would impair the historic integrity of any building listed on a local, state, or federal register of historic structures, as determined by the Planning Director or designee and as regulated by the California Historic Building Code (Title 24, Part 8). In making a determination of exemption, the Planning Director or designee may require the submittal of an evaluation by an architectural historian or similar expert.

Exception 5 to Section 150.0(w): An alteration that consists solely of seismic safety improvements.

Exception 6 to Section 150.0(w): Buildings which are temporary (such as construction trailers).

Exception 7 to Section 150.0(w): An alteration that consists solely of roof and/or fenestration projects.

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9 Exception 8 to Section 150.0(w): Mobile Homes, Manufactured Housing, or Factory-built Housing as defined in Division 13 of the California Health and Safety 12 Code (commencing with Section 17000 of the Health and Safety Code).

Exception 9 to Section 150.0(w): One accessory dwelling unit and one junior accessory dwelling unit per lot with a proposed or existing single-family dwelling if all of the following apply:

1. The accessory dwelling unit or junior accessory dwelling unit is within the proposed space of a single-family dwelling or existing space of a single-family dwelling or accessory structure and may include an expansion of not more than 150 square feet beyond the same physical dimensions as the existing accessory structure. An expansion beyond the physical dimensions of the existing accessory structure shall be limited to accommodating ingress and egress.

2. The space has exterior access from the proposed or existing single-family dwelling.

3. The side and rear setbacks are sufficient for fire and safety.

Exception 10 to Section 150.0(w): Where the project includes an accessory dwelling unit or junior accessory dwelling unit that is attached to the primary dwelling unit, either as a new addition or converted from within the space of the primary dwelling unit, and there is not an additional combination alteration/addition to the primary dwelling unit of at least 350 square feet, then the primary dwelling unit is exempt from the requirements.

New Table 150.0-I is added to read as follows:

Table 150.0-I: Measure Menu
Measures Table 150.0-J ID Points
Water Heating Package E1 1
Induction Cooktop E2 1
Heat Pump Clothes Dryer E3 1
Air Sealing E4 2
Duct Sealing E5 3
R-49 Attic Insulation E6 4
Windows E7 4
R-13 Wall Insulation E8 5
New Ducts + Duct Sealing E9 6
R-19 Floor Insulation E10 9
R-30 Floor Insulation E11 10
Heat Pump Water Heater (HPWH) E12 12
Solar PV + Electric Ready Pre-Wire E13 13
Heat Pump Space Heater E14 18

22.68 ORDINANCE NO. 2024-25
10 Utility Room, Kitchen & Laundry-Related
Electric Ready Pre-Wire M1 Mandatory
Panel-Related Electric Ready Pre-Wire M2 Mandatory
Note: the measures in the Measure Menu table shall conform to the specifications in Table 150.0-J
New Table 150.0-J is added to read as follows:

Table 150.0-J: Measure Specifications
ID Measure Specification
General Measures
E1 Water Heating Package: Add exterior insulation meeting a minimum of R-6 to existing storage water heaters. Insulate all accessible hot water pipes with pipe insulation a minimum of ¾ inch thick. This includes insulating the supply pipe leaving the water heater, piping to faucets underneath sinks, and accessible pipes in attic spaces or crawlspaces.

Upgrade fittings in sinks and showers to meet current California Green Building Standards Code (Title 24, Part 11) Section 4.303 water efficiency requirements.

Water heaters 20 gallons or less, or water heaters that are not able to add exterior insulation may not take credit for this measure.

Exception 1: Water heater blanket is not required on water heaters less than 20 gallons.

Exception 2: Water heater blanket not required if application of a water heater blanket voids the warranty on the water heater.

Exception 3: Upgraded fixtures are not required if existing fixtures have rated or measured flow rates of no more than ten percent greater than 2022 California Green Building Standards Code (Title 24, Part 11) Section 4.303 water efficiency requirements.

Exception 4: Water heaters with factory installed insulation of R-24 or greater E2 Heat Pump Space Heater: Replace all existing gas and electric resistance space heating systems with an electric-only heat pump system.

E3 Induction Cooktop: Replace existing gas and electric resistance stove top with inductive stove top and cap the gas line.

E4 Air Sealing: Seal all accessible cracks, holes, and gaps in the building envelope at walls, floors, and ceilings. Pay special attention to penetrations including plumbing, electrical, and mechanical vents, recessed can light luminaires, and windows. Weather-strip doors if not already present. Verification shall be conducted by a certified HERS Rater that either:
a) shows at least a 30 percent reduction from pre-retrofit conditions; or b) shows that the number of air changes per hour at 50 Pascals pressure difference (ACH50) does not exceed ten for Pre-1978 vintage buildings, seven for 1978 to 1991 vintage buildings and five for 1992-2010 vintage buildings. Compliance can also be demonstrated with blower door testing conducted by a certified HERS Rater no more than three years prior to the permit application date showing compliance with condition (a) or (b).

If combustion appliances are located within the pressure boundary of the building, conduct a combustion safety test by a professional certified by the Building Performance Institute in accordance with the ANSI/BPI-1200-S-2017 Standard Practice for Basic Analysis of

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11 Buildings, the Whole House Combustion Appliance Safety Test Procedure for the Comfortable Home Rebates Program 2020 or the California Community Services and Development Combustion Appliance Safety Testing Protocol.

Reducing the air leakage of a building can reduce the building’s drying potential. When improving the air sealing of a building, consider if there is a need to add continuous ventilation to the building (if not already present).

E5 Duct Sealing: Air seal all space conditioning ductwork to meet the requirements of the 2022 Title 24 Section 150.2(b)1E. The duct system must be tested by a HERS Rater no more than three years prior to the alteration or addition permit application date to verify the duct sealing and confirm that the requirements have been met. This measure may not be combined with the New Ducts and Duct Sealing measure in this Table. Dwelling units without ductwork or where the ducts are in conditioned space may not take credit for this measure.

E6 R-49 Attic Insulation: Attic insulation shall be installed to achieve a weighted assembly Ufactor of 0.020 or insulation installed at the ceiling level shall have a thermal resistance of R-49 or greater for the insulation alone. Recessed downlight luminaires in the ceiling shall be covered with insulation to the same depth as the rest of the ceiling. Luminaires not rated for insulation contact must be replaced or fitted with a fire-proof cover that allows for insulation to be installed directly over the cover.

Exception: In buildings where existing R-30 is present and existing recessed downlight luminaires are not rated for insulation contact, insulation is not required to be installed over the luminaires.

E7 Windows: Replace at least 50% of existing windows with high performance windows with an area-weighted average U-factor no greater than 0.30.

E8 R-13 Wall Insulation: Install wall insulation in all exterior walls to achieve a weighted Ufactor of 0.102 or install wall insulation in all exterior wall cavities that shall result in an installed thermal resistance of R-13 or greater for the insulation alone.

E9 New Ducts + Duct Sealing: Replace existing space conditioning ductwork with new R-8 ducts that meet the requirements of 2022 Title 24 Section 150.0(m)11. This measure may not be combined with the Duct Sealing measure in this Table. To qualify, a preexisting measure must have been installed no more than three years before the alteration or addition permit application date.

E10 R-19 Floor Insulation: Raised-floors shall be insulated such that the floor assembly has an assembly U-factor equal to or less than U-0.037, or shall be insulated between wood framing with insulation having an R-value equal to or greater than R-19. This measure cannot be combined with measure R-30 Floor insulation.

E11 R-30 Floor Insulation: Raised-floors shall be insulated such that the floor assembly has an assembly U-factor equal to or less than U-0.028, or shall be insulated between wood framing with insulation having an R-value equal to or greater than R-30. This measure cannot be combined with measure R-19 Floor insulation.

E12 Heat Pump Water Heater (HPWH): Replace existing electric resistance or natural gas storage water heater with a heat pump water heater.

E13 PV and Electric Ready Pre-Wire: Install a solar PV system that meets the requirements of 2022 Title 24 Section 150.1(c)14.

22.70 ORDINANCE NO. 2024-25
12 In addition to the solar PV system, comply with the water heating system electric readiness requirements per Section 150.0(w)4and the heat pump space heaters requirements per Section 150.0(t) and one of the following:

A. Energy Storage Systems (ESS) Ready, as specified in Section 150.0(s), or B. EV Charger Ready as specified in the California Green Building Code, Title 24, Part 11, Section A4.106.8.1, which otherwise applies to new construction.

Exception 1: In buildings where the designated space requirement specified in Section 150.0(n)1 can be demonstrated to the building official as infeasible, the electric readiness components per Section 150.0(n)1 are not required.

Mandatory Measures
M1 Utility Room, Kitchen & Laundry-Related Electric Ready Pre-Wire: Where the project includes a kitchen remodel, comply with the electric cooktop ready requirement, as specified in Section 150.0(u). Where the project includes a laundry room remodel, comply with the electric clothes dryer ready requirement, as specified in Section 150.0(v). Where the project includes a utility room remodel, comply with the water heating system electric readiness requirements per Section 150.0(w)4and the heat pump space heater electric readiness requirements per Section 150.0(t):

Exception 1: If an electrical permit is not otherwise required for the project other than compliance with this measure.

Exception 2: If a utility service upgrade is not otherwise required for the project other than compliance with this measure.

Exception 3: In buildings where the designated space requirement specified in Section 150.0(w)4can be demonstrated to the building official as infeasible, the electric readiness components per Section 150.0(w)4are not required.

M2 Panel-Related Electric Ready Pre-Wire: Where the project includes a new electrical panel and electrical service upgrade to 200A or more, comply with the water heating systems electric readiness requirements per Section 150.0(w)4 and the heat pump space heater electric readiness requirements per Section 150.0(t).

Exception 1: In buildings where the designated space requirement specified in Section (150.0(w)4can be demonstrated to the building official as infeasible, the electric readiness components per Section 150.0(w)4 are not required.

Section 150.1 of the CEnC is amended to read as follows:
(a) Section (a) is adopted without modification.
(b) Performance Standards. A building complies with the performance standards if the energy consumption calculated for the proposed design building is no greater than the energy budget calculated for the standard design building using Commission-certified compliance software as specified by the Alternative Calculation Methods Approval Manual.

1. Newly Constructed Buildings. The Energy Budget for newly constructed buildings is expressed in terms of the Energy Design Ratings, which are based on source energy and timedependent valuation (TDV) energy. The Energy Design Rating 1 (EDR1) is based on source energy. The Energy Design Rating 2 (EDR2) is based on TDV energy and has two components,

22.71 ORDINANCE NO. 2024-25
13 the Energy Efficiency Design Rating, and the Solar Electric Generation and Demand Flexibility Design Rating. The total Energy Design Rating shall account for both the Energy Efficiency Design Rating and the Solar Electric Generation and Demand Flexibility Design Rating. The proposed building shall separately comply with the Source Energy Design Rating, Energy Efficiency Design Rating and the Total Energy Design Rating. A building complies with the performance approach if the TDV energy budget calculated for the proposed design building is no greater than the TDV energy budget calculated for the Standard Design Building with an EDR1 compliance margin of at least 9, relative to the Source Energy Design Rating 1 calculated for the Standard Design building.

EXCEPTION 1 to Section 150.1(b)1. A community shared solar electric generation system, or other renewable electric generation system, and/or community shared battery storage system, which provides dedicated power, utility energy reduction credits, or payments for energy bill reductions, to the permitted building and is approved by the Energy Commission as specified in Title 24, Part 1, Section 10-115, may offset part or all of the solar electric generation system and demand flexibility Energy Design Rating required to comply with the Standards, as calculated according to methods established by the Commission in the Residential ACM Reference Manual.

EXCEPTION 2 to Section 150.1(b)1. A newly constructed building that does not require a PV system in accordance with section 150.1(c)14 does not need a Source Energy compliance margin of at least 9, relative to the Source Energy Design Rating 1 calculated for the Standard Design building.

EXCEPTION 3 to Section 150.1(b)1. The following types of new construction statewide exemption accessory dwelling units are not required to meet the performance standards in 150.1(b)1:

1. One accessory dwelling unit per lot with a proposed single-unit building, including a singlefamily dwelling, or a townhome, or a detached residential condominium or apartment unit on a lot with multiple single-unit buildings, if all of the following apply:
i. The accessory dwelling unit is within the proposed space of a single-unit building.
ii. The accessory dwelling unit has an exterior entrance separate from that of the primary dwelling unit.
iii. The side and rear setbacks are sufficient for fire and safety.

2. One detached, new construction accessory dwelling unit per lot that meets the following standards:
i. The accessory dwelling unit shall be located on a lot with a proposed or existing single-unit building, including a single-family dwelling, or a townhome, or a detached residential condominium or apartment unit on a site with multiple single-unit buildings.

22.72 ORDINANCE NO. 2024-25
14 ii. The accessory dwelling unit size shall not exceed 800 square feet in floor area. iii. Interior side yard and rear yard setbacks shall be at least four feet. iv. The accessory dwelling unit shall meet one of the following height limitations as measured to the roof peak:

1. A height of 16 feet; or

2. A height of 18 feet if the accessory dwelling unit is on a lot within onehalf of one mile walking distance of a major transit stop or a high-quality transit corridor, as those terms are defined in Section 21155 of the Public Resources Code. This height can be increased an additional two feet to twenty feet to accommodate a roof pitch on the accessory dwelling unit that is aligned with the roof pitch of the primary dwelling unit.

3. One junior accessory dwelling unit per lot zoned to allow single-family dwellings and within the walls of a proposed single-unit building, including a single-family dwelling, townhome, or detached residential condominium or apartment unit on a lot with multiple detached singleunit dwellings.

4. Additions and Alterations to Existing Buildings. The Energy Budget for additions and alterations is expressed in terms of TDV energy.

5. Section (b)(3) is adopted without modification.
(c) Section (c) is adopted without modification.

Section 150.2(a) [ENERGY EFFICIENCY STANDARDS FOR ADDITIONS AND ALTERATIONS TO EXISTING SINGLE FAMILY RESIDENTAL BUILDINGS] is modified to read as follows:

Additions. Additions to existing single-family residential buildings shall meet the requirements of Sections 110.0 through 110.9, Sections 150.0(a) through (n), (p), (q), (w), and either Section 150.2(a)1 or 2.

Section 150.2(b) [ENERGY EFFICIENCY STANDARDS FOR ADDITIONS AND ALTERATIONS TO EXISTING SINGLE FAMILY RESIDENTAL BUILDINGS] is modified to read as follows:

Alterations. Alterations to existing single-family residential buildings or alterations in conjunction with a change in building occupancy to a single-family residential occupancy shall meet either Item 1 or 2 below.

22.73 ORDINANCE NO. 2024-25
15 1. Prescriptive approach. The altered component and any newly installed equipment serving the alteration shall meet the applicable requirements of Sections 110.0 through 110.9 and all applicable requirements of Sections 150.0(a) through (l), 150.0(m)1 through 150.0 (m)10, 150.0(p) through (q), and 150.0 (w); and

2. Performance approach. The altered component(s) and any newly installed equipment serving the alteration shall meet the applicable requirements of Subsections A, B, and C below.

A. The altered components shall meet the applicable requirements of Sections 110.0 through 110.9, Sections 150.0(a) through (l), Sections 150.0(m)1 through 150.0 (m)10, Sections 150.0(p) through (q), and Section 150.0(w). Entirely new or complete replacement mechanical ventilation systems as these terms are used in Section 150.2(b)1L, shall comply with the requirements in Section 150.2(b)1L. Altered mechanical ventilation systems shall comply with the requirements of Section 150.2(b)1M. Entirely new or complete replacement space-conditioning systems, and entirely new or complete replacement duct systems, as these terms are used in Sections 150.2(b)1C and 150.2(b)1Diia, shall comply with the requirements of Sections 150.0(m)12 and 150.0(m)13.

Section 160.4 of the CEnC is amended to remove subsection (a) as follows:
(a) Reserved.

Sections (b) to (f) are adopted without amendments.

Section 160.9 Sections (a) to (c) of the CEnC are adopted without amendments. Sections (d) and (e) are added as follows:
(d) Systems using gas or propane water heaters to serve individual dwelling units shall include the following:

1. A dedicated 125-volt, 20-amp electrical receptacle that is connected to the electric panel with a 120/240-volt 3 conductor, copper branch circuit rated to 30 amps, within 3 feet from the water heater and accessible to the water heater with no obstructions.

A. Both ends of the unused conductor shall be labeled with the word “spare” and be electrically isolated.

B. A reserved single pole circuit breaker space in the electrical panel adjacent to the circuit breaker for the branch circuit in (A) above shall be included and labeled with the words “Future 240V Use.”

2. A condensate drain that is no more than 2 inches higher than the base of the installed water heater, and allows natural draining without pump assistance.

22.74 ORDINANCE NO. 2024-25
16 3. Construction drawings that indicate the reserved location of the future heat pump water heater with minimum interior dimensions of 39” x 39” x 96.”

4. A ventilation method that incorporates one of the following:

A. A space reserved for the future heat pump water heater with a volume of at least 700 cu. ft.

B. A space reserved for the future heat pump water heater that vents to a communicating space in the same pressure boundary via permanent openings with a minimum total net free area of 250 sq. in., so that the total combined volume connected via permanent openings is 700 cu. ft. or greater. The permanent openings shall be:
i. Fully louvered doors with fixed louvers consisting of a single layer of fixed flat slats; or
ii. Two permanent fixed openings, consisting of a single layer of fixed flat slat louvers or grilles, one commencing within 12 inches from the top of the enclosure and one commencing within 12 inches from the bottom of the enclosure.

C. A space reserved for the future heat pump water heater that includes two 8” capped ducts, venting to the building exterior.
i. All duct connections and building penetrations shall be sealed. ii. Exhaust air ducts and all ducts that cross pressure boundaries shall be insulated to a minimum insulation level of R-6 in compliance with California Mechanical Code 502.0.
iii. Airflow from termination points shall be diverted away from each other. (e) Central Heat Pump Water Heater Electric Ready. Water heating systems using gas or propane to serve multiple dwelling units shall meet the requirements of 160.9(e) and include the following for the future heat pump:

1. A system input capacity of the gas or propane water heating system that is determined as the sum of the input gas or propane capacity of all water heating devices associated with each gas or propane water heating system.

2. A space reserved that includes and complies with the following:

A. Heat Pump. The minimum space reserved shall include space for service clearances, air flow clearances, and compliant working spaces. Additionally, unless the space reserved is sufficient to support a heat pump water heater system that meets the total

22.75 ORDINANCE NO. 2024-25
17 building hot water demand as calculated and documented by the responsible person associated with the project, the space reserved shall comply with the following:
i. If the system input capacity of the gas water heating system is less than 200,000 BTU/HR, the minimum space reserved for the heat pump shall be 2.0 square feet per input 10,000 BTU/ HR of the gas or propane water heating system, and the minimum dimension of reserved spaces shall be 48 inches. ii. If the system input capacity of the gas water heating system is greater than or equal to 200,000 BTU/HR, the minimum space reserved for the heat pump shall be 3.6 square feet per input 10,000 BTU/ HR of the gas or propane water heating system, and the minimum dimension of reserved spaces shall be 84 inches.

B. Tanks. The minimum space reserved shall include space for service clearances and keep outs. Additionally, unless the space reserved is sufficient to support a heat pump water heater system that meets the total building hot water demand as calculated and documented by the responsible person associated with the project, the space reserved shall comply with the following:
i. If the system input capacity of the gas water heating system is less than 200,000 BTU/HR, the minimum space reserved for the storage and temperature maintenance tanks shall be 4.4 square feet per input 10,000 BTU/HR. of the gas or propane water heating system.
ii. If the system input capacity of the gas water heating system is greater than or equal to 200,000 BTU/HR, the minimum physical space reserved for the storage and temperature maintenance tanks shall be 3.1 square feet per input 10,000 BTU/HR. of the gas or propane water heating system.

3. Ventilation, which shall be provided by including the following:

A. A physical space reserved for the heat pump located outside, or B. A pathway reserved for future routing of supply and exhaust air via ductwork from the reserved heat pump location to an appropriate outdoor location. Penetrations through the building envelope for louvers and ducts shall be planned and identified for future use. Additionally, unless the reserved pathway and penetrations are sized to serve a heat pump water heater system that meets the total building hot water demand as calculated and documented by the responsible person associated with the project, the reserved pathway and penetrations through the building envelope shall be sized to comply with one of the following:
i. If the system input capacity of the gas water heating system is less than 200,000 BTU/HR, the minimum air flow rate shall be 70 CFM per input 10,000 BTU/HR of the gas or propane water heating system and the total external static

22.76 ORDINANCE NO. 2024-25
18 pressure drop of ductwork and louvers shall not exceed 0.17” when the future heat pump water heater is installed.
ii. If the system input capacity of the gas water heating system is greater than or equal to 200,000 BTU/HR, the minimum air flow rate shall be 420 CFM per input 10,000 BTU/HR of the gas or propane water heating system and the total external static pressure drop of ductwork and louvers shall not exceed 0.17” when the future heat pump water heater is installed.

4. Condensate drainage piping. An approved receptacle that is sized in accordance with the California Plumbing Code to receive the condensate drainage shall be installed within 3 feet of the reserved heat pump location, or piping shall be installed from within 3 feet of the reserved heat pump location to an approved discharge location that is sized in accordance with the California Plumbing Code. Additionally, unless the condensate drainage receptacles and piping are sized to serve a heat pump water heater system that meets the total building hot water demand as calculated and documented by the responsible person associated with the project, the condensate drainage shall comply with the following:

A. If the system input capacity of the gas water heating system is less than 200,000 BTU/HR, condensate drainage shall be sized for 0.2 tons of refrigeration capacity per input 10,000 BTU/HR.

B. If the system input capacity of the gas water heating system is greater than or equal to 200,000 BTU/HR, condensate drainage shall be sized for 0.7 tons of refrigeration capacity per input 10,000 BTU/HR.

5. Electrical.

A. Physical space shall be reserved on the bus system of the main switchboard or on the bus system of a distribution board to serve the future heat pump water heater system including the heat pump and temperature maintenance tanks. In addition, the physical space reserved shall be capable of providing adequate power to the future heat pump water heater as follows:
i. Heat Pump. For the Heat Pump, the physical space reserved shall comply with one of the following:
a. If the system input capacity of the gas water heating system is less than 200,000 BTU/HR, provide 0.1 kVA per input 10,000 BTU/HR. b. If the system input capacity of the gas water heating system is greater than or equal to 200,000 BTU/HR, provide 1.1 kVA per input 10,000 BTU/HR.
c. The physical space reserved supplies sufficient electrical power required to power a heat pump water heater system that meets the total

22.77 ORDINANCE NO. 2024-25
19 building hot water demand as calculated and documented by the responsible person associated with the project.
ii. Temperature Maintenance Tank. For the Temperature Maintenance Tank, the physical space reserved shall comply with one of the following:
a. If the system input capacity of the gas water heating system is less than 200,000 BTU/HR, provide 1.0 kVA per input 10,000 BTU/HR. b. If the system input capacity of the gas water heating system is greater than or equal to 200,000 BTU/HR, provide 0.6 kVA per input 10,000 BTU/HR.
c. The physical space reserved supplies sufficient electrical power required to power a heat pump water heater system that meets the total building hot water demand as calculated and documented by the responsible person associated with the project.

The building electrical system shall be sized to meet the future electric requirements of the electric ready equipment specified in sections 160.9(a) – 160.9(e). To meet this requirement the building main service conduit, the electrical system to the point specified in each subsection, and any onsite distribution transformers shall have sufficient capacity to supply full rated amperage at each electric ready appliance in accordance with the California Electric Code.

Section 170.1 of the CEnC is adopted with amendments as follows:

A building complies with the performance approach if the TDV energy budget calculated for the proposed design building under Subsection (b) is no greater than the TDV energy budget calculated for the Standard Design Building under Subsection (a). Additionally,

1. The source energy budget of a newly constructed low-rise multifamily building shall be at least 10% lower than that of the Standard Design Building.

2. The source energy budget of a newly constructed high-rise multifamily building shall be at least 4% lower than that of the Standard Design Building.

Sub-sections (a) to (d) are adopted without amendments.

Section 2. If any section or portion of this ordinance is found to be invalid by a court of competent jurisdiction, such finding shall not affect the validity of the remainder of the ordinance, which shall continue in full force and effect.

Section 3. This ordinance shall take effect and be in full force thirty (30) days after final adoption.

22.78 ORDINANCE NO. 2024-25
20 PASSED FOR PUBLICATION this 10th day of December 2024, by the following vote:

AYES: Councilmembers Newsome, Brunner, Kalantari-Johnson; Vice Mayor Golder; Mayor Keeley.

NOES: Councilmember Brown.

ABSENT: Councilmember Watkins.

DISQUALIFIED: None.

APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
PASSED FOR FINAL ADOPTION this 14th day of January 2025 by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: ______________________________
Fred Keeley, Mayor
ATTEST: _________________________________
Bonnie Bush, City Clerk Administrator
This is to certify that the above and
foregoing document is the original
of Ordinance No. 2024-24 and that
it has been published or posted in
accordance with the Charter of the
City of Santa Cruz.
________________________________
Bonnie Bush, City Clerk Administrator

22.79 RESOLUTION NO. NS-30,XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA CRUZ AUTHORIZING

AND DIRECTING THE CITY MANAGER TO SUBMIT THE PROPOSED AMENDMENTS TO TITLE 24, THE ZONING ORDINANCE OF THE CITY OF SANTA CRUZ MUNICIPAL CODE,

AS LOCAL COASTAL IMPLEMENTATION PLAN AMENDMENTS TO THE CALIFORNIA

COASTAL COMMISSION FOR FINAL CERTIFICATION
WHEREAS, accessory dwelling units contribute needed housing to the community’s housing stock and provide housing for family members, students, the elderly, in-home health care providers, the disabled, and others within existing neighborhoods, and homeowners who create accessory dwelling units may benefit from added income and an increased sense of security; and WHEREAS, on September 19, 2024, SB 1211 (Skinner) was signed into law, making changes to requirements for parking associated with accessory dwelling unit development, increasing the number of statewide exemption accessory dwelling units allowed on sites with multi-family buildings, and limiting the standards that can be applied to statewide exemption accessory dwelling units; and
WHEREAS, amendments to municipal code requirements related to accessory dwelling units are needed to maintain consistency with state law; and WHEREAS, at its November 7, 2024 meeting, the Santa Cruz Planning Commission cancelled the meeting due to lack of a quorum and rescheduled review of the proposed amendments to the meeting of November 21, 2024; and
WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission reviewed the proposed additions and modifications to the Santa Cruz Municipal Code and found that the public necessity, and the general community welfare, and good zoning practice shall be served and furthered; and that the proposed amendments are in general conformance with the principles, policies and land use designations set forth in the General Plan, Local Coastal Plan and any adopted area or specific plan; and
WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission considered the modifications to the Santa Cruz Municipal Code as modifications to the Local Coastal Program and found that (1) the proposed amendment is deemed to be in the public interest; (2) the proposed General Plan and/or Local Coastal Program amendment is consistent and compatible with the rest of the General Plan and LCP and any implementation programs that may be affected; (3) the potential impacts of the proposed amendment have been assessed and have been determined not to be detrimental to the public health, safety, or welfare; and (4) the proposed amendment has been processed in accordance with the applicable provisions of the California Government Code and the California Environmental Quality Act (CEQA); and

22.80 RESOLUTION NO. NS-30,XXX
WHEREAS, at its November 21, 2024 meeting, the Santa Cruz Planning Commission passed a motion that recommended the City Council approve the proposed amendments as well as any additional changes needed to comply with state ADU law; and WHEREAS, the proposed amendments to the Santa Cruz Municipal Code fall within the analyzed development potential in the City of Santa Cruz’s existing 2030 General Plan Environmental Impact Report using the existing zoning and General Plan and, therefore, pursuant to California Code of Regulations, Title 14, section 15183 of the California Environmental Quality Act (CEQA) Guidelines, no further environmental review under the CEQA is required.

WHEREAS, the City Council directs the City Manager to submit the amendments to Title 24 of the Municipal Code as Local Coastal Implementation Plan Amendments to the California Coastal Commission for final certification; and
WHEREAS, the City Council now finds:

1. The proposed amendments to Title 24 are in the public interest as they ensure compliance with state law and provide additional clarity regarding accessory dwelling unit requirements to the public.

2. The proposed amendments to Title 24 are consistent and compatible with the General Plan and any implementation programs that may be affected.

3. The proposed amendments to Title 24 are intended to be carried out in a manner fully in conformity with the Coastal Act (CA Section 30510).

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Santa Cruz that it hereby approves the amendments to Title 24 of the City of Santa Cruz Municipal Code and Local Coastal Program, attached hereto and made a part hereof.

BE IT FURTHER RESOLVED, that amendments to the Local Coastal Implementation Plan will become effective inside the Coastal Zone upon final certification by the California Coastal Commission.

PASSED AND ADOPTED this 14th day of January 2025, by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: _________________________
Fred Keeley, Mayor
ATTEST: ___________________________
Bonnie Bush, City Clerk Administrator

22.81 Proof of Publication
(2015 C.C.P.)
I, the undersigned, declare:

That I caused the attached legal notice/advertisement to be published in the Santa Cruz Good Times, a weekly newspaper published and circulated in the County of Santa Cruz, and adjudged a newspaper of general circulation by the Superior Court of California in and for the County of Santa Cruz, under Proceeding No. 68833; and that the legal notice/advertisement was published in the above-named newspaper on the following date(s), to wit:

January 8, 2025
I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge.

This 8th day of January, 2025, Santa Cruz, California
____________________________
Julia Wood
Deputy City Clerk Administrator

22.82 DECLARATION OF POSTING

STATE OF CALIFORNIA )
) SS.

COUNTY OF SANTA CRUZ )
On the 30th day of January, 2024, I posted conspicuously in three public places within the City of Santa Cruz, Ordinance No. 2024-01, to wit:

1. City Hall: 809 Center Street: Bulletin Board outside Room 9/10

2. City Hall: Bulletin Board outside Council Chambers

3. The City of Santa Cruz website
The document, posted in its entirety, consists of pages 1—2.

I declare under penalty of perjury that the foregoing is true and correct. Executed this 30th day of January, 2024, in Santa Cruz, California.
_______________________________
Julia Wood
Deputy City Clerk Administrator

22.83 Proof of Publication
(2015 C.C.P.)
I, the undersigned, declare:

That I caused the attached legal notice/advertisement to be published in the Santa Cruz Good Times, a weekly newspaper published and circulated in the County of Santa Cruz, and adjudged a newspaper of general circulation by the Superior Court of California in and for the County of Santa Cruz, under Proceeding No. 68833; and that the legal notice/advertisement was published in the above-named newspaper on the following date(s), to wit:

January 8, 2025
I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge.

This 8th day of January, 2025, Santa Cruz, California
____________________________
Julia Wood
Deputy City Clerk Administrator

22.84 DECLARATION OF POSTING

STATE OF CALIFORNIA )
) SS.

COUNTY OF SANTA CRUZ )
On the 10th day of December, 2024, I posted conspicuously in three public places within the City of Santa Cruz, Ordinance No. 2024-24, to wit:

1. City Hall: 809 Center Street: Bulletin Board outside Room 9/10

2. City Hall: Bulletin Board outside Council Chambers

3. The City of Santa Cruz website
The document, posted in its entirety, consists of pages 1—29.

I declare under penalty of perjury that the foregoing is true and correct. Executed this 6th day of January, 2025, in Santa Cruz, California.
_______________________________
Julia Wood
Deputy City Clerk Administrator

22.85 Proof of Publication
(2015 C.C.P.)
I, the undersigned, declare:

That I caused the attached legal notice/advertisement to be published in the Santa Cruz Good Times, a weekly newspaper published and circulated in the County of Santa Cruz, and adjudged a newspaper of general circulation by the Superior Court of California in and for the County of Santa Cruz, under Proceeding No. 68833; and that the legal notice/advertisement was published in the above-named newspaper on the following date(s), to wit:

January 8, 2025
I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge.

This 8th day of January, 2025, Santa Cruz, California
____________________________
Julia Wood
Deputy City Clerk Administrator

22.86 DECLARATION OF POSTING

STATE OF CALIFORNIA )
) SS.

COUNTY OF SANTA CRUZ )
On the 10th day of December, 2024, I posted conspicuously in three public places within the City of Santa Cruz, Ordinance No. 2024-25, to wit:

1. City Hall: 809 Center Street: Bulletin Board outside Room 9/10

2. City Hall: Bulletin Board outside Council Chambers

3. The City of Santa Cruz website
The document, posted in its entirety, consists of pages 1—12.

I declare under penalty of perjury that the foregoing is true and correct. Executed this 6th day of January, 2025, in Santa Cruz, California.
_______________________________
Julia Wood
Deputy City Clerk Administrator

22.87 City Council

AGENDA REPORT
DATE: 12/26/2024
AGENDA OF: 01/14/2025
DEPARTMENT: Planning and Community Development
SUBJECT: Extension of Emergency Ordinance Relating to Accessory Dwelling Units and Associated Changes to Permitting Required by State Law. CEQA:

Exempt (Section 15282(h)) (PL)
LOCATION: Citywide
RECOMMENDATION: Motion to acknowledge the California Environmental Quality Act (CEQA) exemption and adopt an emergency ordinance extending a previously adopted emergency ordinance to February 13th, 2025, in accordance with the allowances in State Law.

BACKGROUND: During a regularly scheduled meeting of the Santa Cruz City Council held on December 10, 2024, the attached emergency ordinance regulating accessory dwelling units (ADUs) was adopted by the City Council for an initial term of 45 days, expiring January 24, 2025. Two new State laws relating to the review and permitting of ADUs, SB 1211 and AB 2533, took effect January 1, 2025, and the City’s ADU regulations were required by state law to reflect these changes or else the local ADU regulations would become null and void in favor of the State law. For this reason, an emergency ordinance was adopted before January 1st. A set of regular ordinances including the same changes were also presented to City Council for a first reading on December 10th, 2024, and were approved for publication. The regular ordinances are before the City Council for a second reading on January 14, 2025, and if adopted, will take effect February 13, 2025.

DISCUSSION: As explained in the attached agenda report and emergency ordinance from the previous hearing, City staff recommended that the City Council adopt the emergency ordinance pursuant to Government Code section 65858 (requiring at least a 4/5 vote) in order to maintain the City’s codes and requirements for ADUs. The emergency ordinance can be extended to be in effect for up to a total of 24 months, and staff recommends extension until February 13, 2025, to align with the effective date of the regular ordinance.

CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DETERMINATION: The proposed ordinance amendments are exempt from CEQA per Section 15282(h) of the CEQA Guidelines which specifically exempts any local ordinance implementing sections 65852.1 and 65852.2 (now 66314-66339) of the Government Code.

HEALTH IN ALL POLICIES (HiAP): The proposed amendments are consistent with the Health in All Policies pillars of equity, public health, and sustainability in that they meet state requirements that seek to expand housing opportunities and provide a variety of housing types

23.1 that help better serve the needs of the community. The variety of housing types supports equity, the infill nature of ADUs supports sustainability, and the opportunities for residents’ active transportation to and from ADUs through the City, particularly given the compact nature of the community, supports public health and sustainability. The proposed amendments also support equity, as active transportation reduces transportation costs.

FISCAL IMPACT:

1. The recommendation in this report impacts the General Fund: No

2. This recommendation requires a budget adjustment: No

3. The recommendation creates an on-going expenditure commitment: No FISCAL IMPACT DESCRIPTION: ADUs are treated as residential additions by the County Tax Assessor. Therefore, only the value of the ADU is reassessed, not the value of the entire home. The proposed code modifications have the potential to increase the production of ADUs, which could increase property values and property taxes. Depending on the costs associated with providing services to new residents, the net fiscal effects of new ADUs would vary over both the short- and long-term.

Prepared By:

Clara Stanger
Senior Planner
Matt VanHua
AICP Principal Planner
Submitted By:

Lee Butler, AICP, LEED AP
Director of Planning and
Community Development
Approved By:

Matt Huffaker
City Manager
ATTACHMENTS:

1. EMERGENCY ORDINANCE EXTENDING AN ADU EMERGENCY
ORDINANCE.DOCX

2. AGENDA REPORT FROM DECEMBER 10, 2024 CITY COUNCIL MEETING.PDF

3. EMERGENCY ORDINANCE NO. 2024-22, ADOPTED DECEMBER 10, 2024.PDF

23.2 ORDINANCE NO.

EMERGENCY ORDINANCE OF THE CITY OF SANTA CRUZ EXTENDING AN EMERGENCY ORDINANCE AMENDING CHAPTERS 18.15, 24.08, 24.10, 24.12, AND

24.16 OF THE CITY OF SANTA CRUZ MUNICIPAL CODE RELATED TO ACCESSORY

DWELLING UNITS
WHEREAS, SB1211 and AB2533 changed state Accessory Dwelling Unit law effective January 1, 2025; and
WHEREAS, on December 10, 2024, pursuant to Government Code Section 65858, City Council adopted an emergency ordinance amending the municipal code, maintaining state law consistency to protect the public safety, health, and welfare for an initial term of forty-five days; WHEREAS, because the December 10, 2024 emergency ordinance hearing was noticed pursuant to Government Code Section 65090, Government Code Section 65858 grants City Council the power to extend said ordinance by up to twenty-two months and fifteen days beyond the initial forty-five day term;
BE IT ORDAINED by the City of Santa Cruz as follows:

Section 1. Effective Date and Expiration Date.

This emergency ordinance shall remain in effect until February 13, 2025, unless rescinded or further extended before that date.

PASSED FOR ADOPTION as an emergency ordinance this 14th day of January, 2025, by the following vote:

AYES:

NOES:

ABSENT:

DISQUALIFIED:

APPROVED: __________________________
Fred Keeley, Mayor
ATTEST: ___________________________
Bonnie Bush, City Clerk Administrator
This is to certify that the above
and foregoing document is the
original of Ordinance No. 2025-
and that it has been published or
posted in accordance with the
Charter of the City of Santa Cruz.
___________________________
City Clerk Administrator

23.3 City Council

AGENDA REPORT
DATE: 11/26/2024
AGENDA OF: 12/10/2024
DEPARTMENT: Planning and Community Development
SUBJECT: Ordinances Related to Accessory Dwelling Units to Maintain Consistency with State Law, Remove Owner-Occupancy Requirements for Existing Accessory Dwelling Units, and to Allow for the Condominium Mapping and Separate Sale of Accessory Dwelling Units and Their Associated Primary Dwellings. Ordinances Include: Emergency Ordinance Amending Santa Cruz Municipal Code Chapters 18.15, 24.08, 24.10, 24.12, and

24.16; Ordinance Amending Santa Cruz Municipal Code Chapters 23.04,

23.12, 23.37, 24.08, 24.10, and 24.16 and Adding New Section 24.16.165; Ordinance Amending Santa Cruz Municipal Code Chapters 24.08, 24.10, and Chapter 24.12; and Ordinance Amending Santa Cruz Municipal Code Section 18.15.040. Amendments to Chapter Sections 24.08.810a,

24.08.2140, 24.08.2200, 24.10.210, 24.10.310, 24.10.410, 24.10.510,

24.10.565, 24.10.603, 24.10.611, 24.10.619, 24.10.627, 24.10.632,

24.10.636, 24.10.1210, 24.12.240, and 24.12.250 Are Part of the Local Coastal Program Implementation Plan (LCP IP) and Will Require Approval by the California Coastal Commission Prior to Taking Effect Inside the Coastal Zone. (CEQA: Exempt Pursuant to CEQA Guidelines Section 15183 as a Project Consistent with the General Plan for Which an EIR Was Certified). (PL)
RECOMMENDATION: Motion to:
1) Adopt an Emergency Ordinance acknowledging the environmental determination and amending Santa Cruz Municipal Code Chapters 18.15, 24.08, 24.10, 24.12, and 24.16 to update the City’s local accessory dwelling unit regulations ensuring they remain valid and conform to the requirements of new state laws SB 1211 and AB 2533, which take effect January 1, 2025; 2) Acknowledge the environmental determination and introduce for publication an ordinance amending Santa Cruz Municipal Code Chapters 23.04, 23.12, 23.37, 24.08, 24.10, and 24.16 and Adding New Section 24.16.165, related to accessory dwelling units; 3) Acknowledge the environmental determination and introduce for publication an ordinance amending Santa Cruz Municipal Code Chapters 24.08, 24.10, and 24.12 related to accessory dwelling units and comprising parts of the LCP IP;
4) Direct the City Manager to submit the LCP IP amendments to the California Coastal Commission for approval, should they be formally adopted as part of a second reading; and

23.4 5) Acknowledge the environmental determination and introduce for publication an ordinance amending Santa Cruz Municipal Code Chapter 18.15 related to accessory dwelling units.

BACKGROUND: On October 22, 2024, the City Council adopted ordinances to modify the City’s accessory dwelling unit (ADU) regulations to keep the regulations consistent with state law, improve clarity of existing standards, and to require rented ADUs to enroll in the Residential Rental Inspection Service. A combination of direction from City Council at this meeting, new state laws, and feedback from the California Department of Housing and Community Development (HCD) prompted the need for this separate, follow-up package of amendments.

Two additional changes to the ADU regulations that were initially included in the draft ordinance considered by City Council in October included removing owner-occupancy requirements for ADUs constructed prior to 2020 and allowing for the separate sale of ADUs. The Council did not support these changes at the first reading of the ordinances on October 8, 2024, but during the second reading, Council directed staff to reintroduce these two changes as part of this separate package of amendments.

In September 2024, the governor approved two state laws related to ADUs: Assembly Bill (AB) 2533 and Senate Bill (SB) 1211. AB 2533 relates to legalization of unpermitted ADUs and junior ADUs (JADUs), and SB 1211 makes changes to parking requirements, the number of allowed ADUs, and the standards that can be applied to statewide exemption ADUs. These new state laws take effect January 1, 2025, and the City’s local regulations must reflect these changes by that date to avoid a lapse in enforceability of the City’s ADU ordinance. Therefore, the portions of the proposed amendments that must be in effect by January 1, 2025 are also proposed as an emergency ordinance to be effective immediately.

In addition, the California Coastal Commission and the California Department of Housing and Community Development (HCD) recently developed a new review process seeking to streamline review of changes to ADU ordinances that are also part of a Local Coastal Program (LCP). The new process requires the City to submit a draft of any ordinance that includes ADU-related LCP amendments to HCD, which should complete their review prior to approval by City Council and subsequent submittal of the ordinance amendments to the Coastal Commission. This new process was instituted after the proposed ordinance amendments were heard by the Planning Commission and HCD completed their review only a few days before the ordinance was approved by City Council. HCD’s review did include a few comments that are now addressed in this new package of ordinance amendments.

Therefore, the amendments proposed here address City Council direction on owner-occupancy and separate sale of ADUs, new state laws changes, and comments from HCD’s review of the previous ordinance. The amendments come in the form of several ordinances:
• One emergency ordinance amending various sections of the municipal code to ensure that the City’s ADU regulations remain consistent with state law changes made by SB1211 and AB2533, since there will be a gap between when the state law goes into effect and when a permanent ordinance is adopted and in effect.