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Resolution
Maintenance Service Agreement with Bartlett Tree Experts Maintenance Service Agreement with A Plus Tree LLC
Agenda Item #7.5:
City of Sonoma
RESOLUTION # ___- 2024
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SONOMA AUTHORIZING THE
CITY MANAGER TO EXECUTE MAINTENANCE SERVICES AGREEMENTS WITH BARLETT
TREE EXPERTS AND A PLUS TREE, LLC BOTH IN AN AMOUNT NOT TO EXCEED $75,000 ANNUALLY
WHEREAS The City of Sonoma Public Works Department has a need for contractors to provide tree removal, planting and maintenance work and to respond to tree related emergencies; and WHEREAS, instead of soliciting for support each time such services are required, the Public Works Department recommends entering into master “on-call” agreements so that qualified firms will be already be under contract and ready to assist the City when the need for tree maintenance services arises; and
WHEREAS, the City advertised a Request for Proposals on August 12, 2024, for tree maintenance and certified arborist services; and
WHEREAS, four proposals were received on September 9, 2024; and WHEREAS, staff reviewed all four proposals and recommend entering into agreements with both Bartlett Tree Experts and A Plus Tree, LLC for on call tree maintenance service agreements not to exceed $75,000 annually for both.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Sonoma hereby adopts this resolution to authorize the City Manager to execute maintenance services agreements with Bartlett Tree Experts and A Plus Tree, LLC for $75,000 each annually.
RESOLVED, PASSED, AND ADOPTED this 14th day of October 2024 by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
________________________________
John Gurney, Mayor
ATTEST:
________________________________
Rebekah Barr, MMC, City Clerk
Agenda Item #7.5:
Maintenance Service Agreement
(City of Sonoma / Bartlett Tree Experts)
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Approved for use 12/29/2023
MAINTENANCE SERVICE AGREEMENT
Providing Payment of Prevailing Wage
(City of Sonoma / Bartlett Tree Experts)
1. IDENTIFICATION
This MAINTENANCE SERVICE AGREEMENT (“Agreement”) is entered into by and between the City of Sonoma, a California municipal corporation (“City”), and Bartlett Tree Experts, a California Corporation (“Contractor”) (collectively, “parties”).
2. RECITALS
2.1 City has determined that it requires the following recurring maintenance services from a contractor: On-Call Tree Maintenance Services.
2.2 Contractor represents that it is fully qualified to perform such maintenance services by virtue of its experience and the training, education and expertise of its principals and employees. Contractor further represents that it is willing to accept responsibility for performing such maintenance services in accordance with the terms and conditions set forth in this Agreement.
2.3 City has relied upon the ability and training of the Contractor as a material inducement to enter into this Agreement. Contractor shall perform in accordance with generally accepted professional practices and standards as well as the requirements of applicable federal, state and local laws, it being understood that acceptance of Contractor’s work by City shall not operate as a waiver or release. Contractor represents and warrants to City that (a) it has all licenses, permits, qualifications, insurance and approvals of whatever nature which are legally required for Contractor to practice its profession, and (b) it shall, at its sole cost, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, insurance and approvals which are legally required for Contractor to perform its services. Contractor shall indemnify and hold harmless the City from and against any and all claims or expenses caused or occasioned directly or indirectly by Contractor’s failure to so perform.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Contractor agree as follows:
Agenda Item #7.5:
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(City of Sonoma / Bartlett Tree Experts)
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3. DEFINITIONS
3.1 “Agreement Administrator”: The Agreement Administrator for this project is Mike Berger, Director of Public Works. The Agreement Administrator shall be the principal point of contact at the City for this project. All services under this Agreement shall be performed at the request of the Agreement Administrator. The Agreement Administrator will establish the timetable for completion of services and any interim milestones. City reserves the right to change this designation upon written notice to Contractor.
3.2 “Approved Fee Schedule” means such compensation rates as are set forth in Contractor’s September 6, 2024 fee schedule to City attached hereto as “Exhibit B” and fully incorporated herein by this reference. This fee schedule shall remain in effect for the duration of this Agreement unless modified in writing by mutual agreement of the parties.
3.3 “Commencement Date” means October 14, 2024.
3.4 “Contractor Project Administrator” is Glenn Whitlock-Reeve, and will be the principal point of contact for the Contractor.
3.5 “Maximum Amount”: The highest total compensation and costs payable to Contractor by City under this Agreement. The Maximum Amount under this Agreement is Seventy-Five Thousand Dollars ($75,000) annually for each year of this agreement.
3.6 “Scope of Services”: Such maintenance services as are set forth in Contractor’s September 6, 2024 proposal to City attached hereto as Exhibit A and incorporated herein by this reference.
3.7 “Termination Date” means October 14, 2027.
4. TERM
The term of this Agreement shall commence at 12:00 a.m. on the Commencement Date and shall expire at 11:59 p.m. on the Termination Date unless extended by written agreement of the parties or terminated earlier under Section 15 (“Termination”) below.
Contractor may request extensions of time to perform the services required hereunder.
Such extensions shall be effective if authorized in advance by City in writing and incorporated in written amendments to this Agreement. CONTRACTOR’S DUTIES Agenda Item #7.5:
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4.1 Services. Contractor shall perform the services identified in the Scope of Services. City shall have the right to request, in writing, changes in the Scope of Services. Any such changes mutually agreed upon by the parties, and any corresponding increase or decrease in compensation, shall be incorporated by written amendment to this Agreement. In performing services under this Agreement, Contractor shall coordinate all contact with City through its Agreement Administrator. All changes and/or extra work shall be performed and paid for in accordance with the following:
4.1.1 Only the City Director of Public Works or City Council may authorize extra and/or changed work. Contractor expressly recognizes that other City personnel are without authorization to either order extra and/or changed work or waive contract requirements. Failure of Contractor to secure the Council’s or City Public Works Director’s authorization for such extra and/or changed work shall constitute a waiver of any and all right to adjustment in the Maximum Amount due to such unauthorized work and Contractor thereafter shall be entitled to no
compensation whatsoever for performance of such work.
4.1.2 If the Contractor is of the opinion that any work s/he has been directed to perform is beyond the scope of this Agreement and constitutes extra work, s/he shall promptly notify the Agreement Administrator of this opinion. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Agreement and constitutes extra work. In the event that the City determines that such work does constitute extra work, it shall provide extra compensation to the Contractor on a fair and equitable basis. A Supplemental Agreement providing for such compensation for extra work shall be negotiated between the City and the Contractor. Such Supplemental Agreement shall be executed by the Contractor and be approved by the City in accordance with its purchasing policy.
4.1.3 In the event City determines that such work does not constitute extra work, Contractor shall not be paid extra compensation above that provided herein and if such determination is made by City staff, this determination may be appealed to the City Council as long as a written appeal is submitted to the City Manager within five (5) days after the staff’s determination is received by the Agenda Item #7.5:
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Contractor. Any written appeal shall include a description of each and every ground upon which Contractor challenges the staff’s determination. The City Council’s decision shall be final.
4.2 Professional Standards. Contractor shall perform all work to the highest standards of Contractor’s profession and in a manner reasonably satisfactory to City. Contractor shall keep itself fully informed of and in compliance with all local, state, and federal laws, rules, and regulations in any manner affecting the performance of this Agreement, including all Cal/OSHA requirements, the conflict of interest provisions of Government Code § 1090 and the Political Reform Act (Government Code § 81000 et seq.).
4.3 Coordination with City. In performing services under this Agreement, Contractor shall coordinate all contact with City through its Agreement Administrator.
4.4 Budgetary Notification. Contractor shall notify the Agreement Administrator, in writing, when fees and expenses incurred under this Agreement have reached eighty percent (80%) of the Maximum Amount.
Contractor shall concurrently inform the Agreement Administrator, in writing, of Contractor’s estimate of total expenditures required to complete its current assignments before proceeding, when the remaining work on such assignments would exceed the Maximum Amount.
4.5 Business License. Contractor shall obtain and maintain in force a City business license for the duration of this Agreement.
4.6 No Known Relationships. Contractor represents that it has no known relationships with third parties, City Council members, or employees of City which would (i) present a conflict of interest with the rendering of services under this Agreement under Government Code Section 1090, the Political Reform Act (Government Code Section 81000 et seq.), or other applicable law, (ii) prevent Contractor from performing the terms of this Agreement, or (iii) present a significant opportunity for the disclosure of confidential information.
4.7 Avoid Conflicts. During the term of this Agreement, Contractor shall not perform any work for another person or entity for whom Contractor was not working at the Commencement Date if both (i) such work would require Contractor to abstain from a decision under this Agreement Agenda Item #7.5:
Maintenance Service Agreement
(City of Sonoma / Bartlett Tree Experts)
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pursuant to a conflict of interest statute and (ii) City has not consented in writing to Contractor’s performance of such work.
4.8 Campaign Contribution Disclosure. This Agreement is subject to Government Code Section 84308, as amended by SB 1439. That statute requires Contractor to disclose any campaign contribution by the Contractor or the Contractor’s agent to City Councilmembers or other City officials of more than two-hundred and fifty dollars ($250) in the aggregate within the preceding twelve (12) months. Contractor shall provide a signed copy of the attached Campaign Contribution Disclosure Form, Exhibit C, with Contractor’s execution of this Agreement.
4.9 City Retains Responsibility for Contracting. Contractor’s duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The City entering this Agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project.
Contractor’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the City to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by contractor pursuant to this Agreement.
4.10 Appropriate Personnel. Contractor has, or will secure at its own expense, all personnel required to perform the services identified in the Scope of Services. All such services shall be performed by Contractor or under its supervision or by subcontractor(s) of Contractor, and all personnel engaged in the work shall be qualified to perform such services. The Contractor Project Administrator shall be Contractor’s project administrator and shall have direct responsibility for management of Contractor’s performance under this Agreement. No change shall be made in Contractor’s project administrator without City’s prior written consent.
4.11 Prevailing Wages. This Agreement is subject to the prevailing wage law as more fully set forth in section 8 (Labor Code), for all work performed under this Agreement for which the payment of prevailing wages is Agenda Item #7.5:
Maintenance Service Agreement
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required under the California Labor Code. In particular, Contractor acknowledges that prevailing wage determinations are available for work performed under this Agreement.
4.12 Permits and Approvals. Contractor shall obtain, at its sole cost and expense, all permits and regulatory approvals necessary, if any, for Contractor’s performance of this Agreement including, but not limited to, professional licenses and permits, and building and safety permits and inspections.
4.13 Notification of Organizational Changes. Contractor shall notify the Agreement Administrator, in writing, of any change in name, ownership or control of Contractor’s firm or of any subcontractor. Change of ownership or control of Contractor’s firm may require an amendment to this Agreement.
4.14 Records. Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such documents shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. In addition, pursuant to Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds ten thousand dollars, all such documents and this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.
5. SUBCONTRACTING AND ASSIGNMENT
5.1 General Prohibition on Assignment. This Agreement covers services of a specific and unique nature. Except as otherwise provided herein, Contractor shall not assign or transfer its interest in this Agreement or subcontract any services to be performed without amending this Agreement.
5.2 Contractor Responsible. Contractor shall be responsible to City for all services to be performed under this Agreement.
Agenda Item #7.5:
Maintenance Service Agreement
(City of Sonoma / Bartlett Tree Experts)
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5.3 Subcontracting. Contractor shall not subcontract any portion of the performance contemplated and provided for herein unless (1) such subcontracting is specifically described in the proposal attached hereto or the City provides prior written approval and (2) the subcontractor’s billing rates are identified in the Approved Fee Schedule, Exhibit B. In any event, Contractor shall supervise all work subcontracted by Contractor in performing the services described in the Scope of Services and shall be responsible for all work performed by a subcontractor as if Contractor itself had performed such work. The subcontracting of any work shall not relieve Contractor from any of its obligations under this Agreement with respect to the services described in the Scope of Services.
Contractor is obligated to ensure that any and all subcontractors performing any services under this Agreement shall be fully insured in all respects and to the same extent as set forth under Section 12 (Insurance), to City’s satisfaction.
5.4 Compensation for Subcontractors. Contractor shall be liable and accountable for any and all payments, compensation, and federal and state taxes to all subcontractors performing services under this Agreement. City shall not be liable for any payment, compensation, or federal and state taxes for any subcontractors.
6. COMPENSATION
6.1 General. City agrees to compensate Contractor for the services provided under this Agreement, and Contractor agrees to accept payment, the Maximum Amount in full satisfaction for such services. Compensation shall not exceed the Maximum Amount. Contractor shall not be reimbursed for any expenses unless provided for in this Agreement or authorized in writing by City in advance.
6.2 Invoices. Contractor shall submit to City an invoice, on a monthly basis or as otherwise agreed to by the Agreement Administrator, for services performed pursuant to this Agreement. Each invoice shall identify the Maximum Amount, the services rendered during the billing period, the amount due for the invoice, and the total amount previously invoiced. All labor charges shall be itemized by employee name and
classification/position with the firm, the corresponding hourly rate, the hours worked, a description of each labor charge, and the total amount due for labor charges. Contractor shall include a copy of each Agenda Item #7.5:
Maintenance Service Agreement
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subcontractor invoice, if any, for which reimbursement is sought in the invoice.
6.3 Taxes. City shall not withhold applicable taxes or other payroll deductions from payments made to Contractor except as otherwise required by law. Contractor shall be solely responsible for calculating, withholding, and paying all taxes.
6.4 Disputes. The parties agree to meet and confer at mutually agreeable times to resolve any disputed amounts contained in an invoice submitted by Contractor.
7. LABOR CODE
7.1 Prevailing Wage Law. This Agreement is subject to the requirements of the prevailing wage laws, including, but not limited to, Labor Code Section 1720 et seq., and Labor Code Section 1770 et seq., as well as Code of Regulations, Title 8, Section 16000 et seq., which require payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Contractor shall defend, indemnify, and hold harmless City, and its officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of failure or alleged failure of Contractor to comply with such prevailing wage laws.
7.2 Payment of Prevailing Wages. Contractor shall pay the prevailing wage rates for all work performed under this Agreement. When any craft or classification is omitted from the general prevailing wage determinations, the Contractor shall pay the wage rate of the craft or classification most closely related to the omitted classification.
7.3 Forfeiture. Contractor shall forfeit as a penalty to City Two Hundred Dollars ($200.00), or any greater penalty provided in the Labor Code, for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates for any work done under this Agreement employed in the performance of the Scope of Services by Contractor or by any subcontractor of Contractor in violation of the provisions of the Labor Code. In addition, the difference between such prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate shall be paid to each worker by Contractor.
Agenda Item #7.5:
Maintenance Service Agreement
(City of Sonoma / Bartlett Tree Experts)
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7.4 Apprentices. Contractor shall comply with the provisions of Labor Code section 1777.5 concerning the employment of apprentices on public works projects. Contractor shall be responsible for ensuring compliance by its subcontractors with Labor Code section 1777.5.
7.5 Payroll Records. Pursuant to Labor Code section 1776, Contractor and any subcontractor(s) shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Contractor in connection with this Agreement. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: (1) The information contained in the payroll record is true and correct; and (2) The employer has complied with the requirements of Labor Code section 1811 and Labor Code section 1815 for any work performed by his or her employees on the public works project. The payroll records shall be certified and shall be available for inspection at all reasonable hours as required by Labor Code section 1776.
7.6 8-Hour Work Day. This Agreement is subject to 8-hour work day and wage and hour penalty laws, including, but not limited to, Labor Code section 1810 and Labor Code section 1813. Contractor and any subcontractor(s) of Contractor shall strictly adhere to the provisions of the Labor Code regarding 8-hour work day and 40-hour work week requirements, and overtime, Saturday, Sunday, and holiday work.
Pursuant to the Labor Code, eight hours’ labor shall constitute a legal day’s work. Work performed by Contractor’s employees in excess of eight hours per day, and 40 hours during any one week, must include compensation for all hours worked in excess of eight hours per day, or 40 hours during any one week, at not less than one and one-half times the basic rate of pay. Contractor shall forfeit as a penalty to City $25.00, or any greater penalty set forth in the Labor Code, for each worker employed in the execution of the work by Contractor or by any subcontractor(s) of Contractor, for each calendar day during which such worker is required or permitted to the work more than eight hours in one calendar day or more than 40 hours in any one calendar week in violation of the Labor Code.
Agenda Item #7.5:
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7.7 Registration with DIR. Contractor and any subcontractor(s) of Contractor shall comply with the provisions of Labor Code section 1771 and Labor Code section 1725.5 requiring registration with the Department of Industrial Relations (DIR).
8. OWNERSHIP OF WRITTEN PRODUCTS
All reports, documents or other written material, and all electronic files, including computer-aided design files, developed by Contractor in the performance of this Agreement (such written material and electronic files are collectively known as “written products”) shall be and remain the property of City without restriction or limitation upon its use or dissemination by City except as provided by law. Contractor may take and retain copies of such written products as desired, but no such written products shall be the subject of a copyright application by Contractor.
9. RELATIONSHIP OF PARTIES
9.1 General. Contractor is, and shall at all times remain as to City, a wholly independent contractor.
9.2 No Agent Authority. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise to act on behalf of City as an agent. Contractor, its officers, employees and agents shall not have any power to bind or commit the City to any decision or course of action, and Contractor, its officers, employees and agents shall not represent to any person or party that it or they are acting as agents of the City or that it or they have the power to bind or commit the City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor’s employees, except as set forth in this Agreement.
Contractor shall not represent that it is, or that any of its agents or employees are, in any manner employees of City.
9.3 Independent Contractor Status. Under no circumstances shall Contractor or its employees look to the City as an employer. Contractor shall not be entitled to any benefits. City makes no representation as to the effect of this independent contractor relationship on Contractor’s previously earned California Public Employees Retirement System (“CalPERS”) retirement benefits, if any, and Contractor specifically assumes the responsibility for making such a determination. Contractor shall be responsible for all reports and obligations including, but not limited to:
social security taxes, income tax withholding, unemployment insurance, Agenda Item #7.5:
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disability insurance, and workers’ compensation, and other applicable federal and state taxes.
10. INDEMNIFICATION
10.1 Definitions. For purposes of this Section 11, “Contractor” shall include Contractor, its officers, employees, servants, agents, or subcontractors, or anyone directly or indirectly employed by either Contractor or its subcontractors, in the performance of this Agreement. “City” shall include City, its officers, agents, employees and volunteers.
10.2 Contractor to Indemnify City. To the fullest extent permitted by law, Contractor shall indemnify, hold harmless, and defend City from and against any and all claims, losses, costs or expenses for any personal injury or property damage arising out of or in connection with Contractor’s alleged negligence, recklessness or willful misconduct or other wrongful acts, errors or omissions of Contractor or failure to comply with any provision in this Agreement.
10.3 Scope of Indemnity. Personal injury shall include injury or damage due to death or injury to any person, whether physical, emotional, consequential or otherwise. Property damage shall include injury to any personal or real property. Contractor shall not be required to indemnify City for such loss or damage as is caused by the sole active negligence or willful misconduct of the City.
10.4 Attorneys’ Fees. Such costs and expenses shall include reasonable attorneys’ fees for counsel of City’s choice, expert fees and all other costs and fees of litigation. Contractor shall not be entitled to any refund of attorneys’ fees, defense costs or expenses in the event that it is adjudicated to have been non-negligent.
10.5 Defense Deposit. The City may request a deposit for defense costs from Contractor with respect to a claim. If the City requests a defense deposit, Contractor shall provide it within 15 days of the request.
10.6 Waiver of Statutory Immunity. The obligations of Contractor under this Section 11 are not limited by the provisions of any workers’ compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City.
Agenda Item #7.5:
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10.7 Indemnification by Subcontractors. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor or any other person or entity involved in the performance of this Agreement on Contractor’s behalf. If Contractor fails to obtain such indemnity obligations from others, Contractor agrees to indemnify, hold harmless and defend City from and against any and all claims, losses, costs and expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of Contractor’s subcontractors or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of City’s choice.
10.8 Insurance Not a Substitute. City does not waive any indemnity rights by accepting any insurance policy or certificate required pursuant to this Agreement. Contractor’s indemnification obligations apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.
10.9 Indemnification of CalPERS Determination. In the event that Contractor claims or is determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of the City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Contractor, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
10.10 No Employment Benefits. Notwithstanding any federal, state, or local policy, rule, regulation, law or ordinance to the contrary, Contractor shall not qualify for or become entitled to, and hereby agrees to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in CalPERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for CalPERS benefits.
11. INSURANCE
Agenda Item #7.5:
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11.1 Insurance Required. Contractor shall maintain insurance as described in this section and shall require all of its subcontractors, consultants, and other agents to do the same. Approval of the insurance by the City shall not relieve or decrease any liability of Contractor. Any requirement for insurance to be maintained after completion of the work shall survive this Agreement.
11.2 Documentation of Insurance. City will not execute this Agreement until it has received a complete set of all required documentation of insurance coverage. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. Contractor shall file with City:
• Certificate of Insurance, indicating companies acceptable to City, with a Best’s Rating of no less than A:VII showing. The Certificate of Insurance must include the following reference: City of Sonoma Tree Maintenance On-Call
• Documentation of Best’s rating acceptable to the City. • Original endorsements effecting coverage for all policies required by this Agreement.
• Complete, certified copies of all required insurance policies, including endorsements affecting the coverage.
11.3 Coverage Amounts. Insurance coverage shall be at least in the following minimum amounts:
• Professional Liability Insurance: $2,000,000 per occurrence, $4,000,000 aggregate
• General Liability:
• General Aggregate: $4,000,000
• Products Comp/Op Aggregate $4,000,000
• Personal & Advertising Injury $2,000,000
• Each Occurrence $2,000,000
• Fire Damage (any one fire) $ 100,000
• Medical Expense (any 1 person) $ 10,000
• Workers’ Compensation:
• Workers’ Compensation Statutory Limits
• EL Each Accident $1,000,000
• EL Disease - Policy Limit $1,000,000
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• EL Disease - Each Employee $1,000,000
• Automobile Liability
• Any vehicle, combined single limit $1,000,000
Any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements or limits shall be available to the City as additional insured. Furthermore, the requirements for coverage and limits shall be the greater of (i) the minimum coverage and limits specified in this Agreement, or (ii) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured.
11.4 General Liability Insurance. Commercial General Liability Insurance shall be no less broad than ISO form CG 00 01. Coverage must be on a standard Occurrence form. Claims-Made, modified, limited or restricted Occurrence forms are not acceptable.
11.5 Worker’s Compensation Insurance. Contractor is aware of the provisions of Section 3700 of the Labor Code which requires every employer to carry Workers’ Compensation (or to undertake equivalent self-insurance), and Contractor will comply with such provisions before commencing the performance of the work of this Agreement. If such insurance is underwritten by any agency other than the State Compensation Fund, such agency shall be a company authorized to do business in the State of California.
11.6 Automobile Liability Insurance. Covered vehicles shall include owned if any, non-owned, and hired automobiles and, trucks. Automobile liability insurance shall be evidenced by ISO Form Number CA 0001 covering Code 1 (any auto) or, if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned).
11.7 Professional Liability Insurance or Errors & Omissions Coverage. The deductible or self-insured retention may not exceed $50,000. If the insurance is on a Claims-Made basis, the retroactive date shall be no later than the commencement of the work. Coverage shall be continued for three years after the completion of the work by one of the following: (i) renewal of the existing policy; (ii) an extended reporting period endorsement; or (iii) replacement insurance with a retroactive date no later than the commencement of the work under this Agreement.
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11.8 Claims-Made Policies. If any of the required policies provide coverage on a claims-made basis the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. ClaimsMade Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work.
11.9 Subcontractors. Contractor shall require each of its subcontractors to maintain insurance coverage that meets all of the requirements of this Agreement provided however, that the Agreement Administrator may waive the provision of Errors and Omissions Insurance by subcontractors in his or her sole discretion.
Contractor agrees that if it does not keep the insurance coverages required by this Agreement in full force and effect, City may either (i) immediately terminate this Agreement; or (ii) take out the necessary insurance and pay the premium(s) thereon at Contractor’s expense.
11.10 Proof of Renewal. Contractor shall provide proof that policies of insurance required by this Agreement expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages.
11.11 Additional Insured Endorsements. The City, its City Council, Commissions, officers, and employees of Sonoma must be endorsed as an additional insured for each policy required herein, including the general liability and automobile policies, other than Professional Errors and Omissions, for liability arising out of ongoing and completed operations by or on behalf of the Contractor. Contractor’s insurance policies shall be primary as respects any claims related to or as the result of the Contractor’s work. Any insurance, pooled coverage or self-insurance maintained by the City, its elected or appointed officials, directors, officers, agents, employees, volunteers, or consultants shall be noncontributory. All of the policies required under this Agreement shall contain an endorsement providing that the policies cannot be canceled or Agenda Item #7.5:
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reduced except on thirty days’ prior written notice to City. Contractor agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word “endeavor” with regard to any notice provisions. All endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf. General liability coverage can be provided using an endorsement to the Contractor’s insurance at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10 and CG 20 37.
11.12 Failure to Maintain Coverage. In the event any policy is canceled prior to the completion of the project and the Contractor does not furnish a new certificate of insurance prior to cancellation, City has the right, but not the duty, to obtain the required insurance and deduct the premium(s) from any amounts due the Contractor under this Agreement. Failure of the Contractor to maintain the insurance required by this Agreement, or to comply with any of the requirements of this section, shall constitute a material breach of this Agreement.
11.13 Notices. Contractor shall provide immediate written notice if (i) any of the required insurance policies is terminated; (ii) the limits of any of the required policies are reduced; (iii) or the deductible or self-insured retention is increased. Contractor shall provide no less than 30 days’ notice of any cancellation or material change to policies required by this Agreement. Contractor shall provide proof that cancelled or expired policies of insurance have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages. The name and address for Additional Insured Endorsements, Certificates of Insurance and Notices of Cancellation is: City of Sonoma, Attn: Ashley Cotter, No. 1 The Plaza, Sonoma, California 95476.
11.14 Contractor’s Insurance Primary. The insurance provided by Contractor, including all endorsements, shall be primary to any coverage available to City. Any insurance or self-insurance maintained by City and/or its officers, employees, agents or volunteers, shall be in excess of Contractor’s insurance and shall not contribute with it.
11.15 Waiver of Subrogation. Contractor hereby waives all rights of subrogation against the City. Contractor shall additionally waive such Agenda Item #7.5:
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rights either by endorsement to each policy or provide proof of such waiver in the policy itself. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. However, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents and subcontractors.
11.16 Report of Claims to City. Contractor shall report to the City, in addition to the Contractor’s insurer, any and all insurance claims submitted to Contractor’s insurer in connection with the services under this Agreement.
11.17 Premium Payments and Deductibles. Contractor must disclose all deductibles and self-insured retention amounts to the City. The City may require the Contractor to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within retention amounts. Ultimately, City must approve all such amounts prior to execution of this Agreement. City has no obligation to pay any premiums, assessments, or deductibles under any policy required in this Agreement. Contractor shall be responsible for all premiums and deductibles in all of Contractor’s insurance policies. The amount of deductibles for insurance coverage required herein are subject to City’s approval.
11.18 Duty to Defend and Indemnify. Contractor’s duties to defend and indemnify City under this Agreement shall not be limited by the foregoing insurance requirements and shall survive the expiration of this Agreement.
12. MUTUAL COOPERATION
12.1 City Cooperation in Performance. City shall provide Contractor with all pertinent data, documents and other requested information as is reasonably available for the proper performance of Contractor’s services under this Agreement.
12.2 Contractor Cooperation in Defense of Claims. If any claim or action is brought against City relating to Contractor’s performance in connection Agenda Item #7.5:
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with this Agreement, Contractor shall render any reasonable assistance that City may require in the defense of that claim or action.
13. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (i) the day of delivery if delivered by hand, facsimile or overnight courier service during Contractor’s and City’s regular business hours; (ii) the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or to such other addresses as the parties may, from time to time, designate in writing); or (iii) the day of delivery if emailed to the email address listed below and simultaneously deposited in the U.S. mail, postage prepaid, to the address(es) listed below (or to such other addresses as the parties may, from time to time, designate in writing).
If to City:
Mike Berger
City of Sonoma
Public Works
No. 1 The Plaza
Sonoma, CA 95476
Telephone: (707) 938-3681
Facsimile: (707) 938-3240
Email: [email protected]
If to Contractor:
Glenn Whitlock-Reeve
Bartlett Tree Experts
22725 8th Street East
Sonoma, CA, 95476
Telephone: 707-935-3220
Facsimile: N/A
Email: [email protected]
With courtesy copy to:
David J. Ruderman, Sonoma City Attorney
Colantuono, Highsmith & Whatley, PC
670 W. Napa Street, Suite F
Sonoma, CA 95476
Telephone: (707) 986-8091
Facsimile: (707) 509-7295
Email: [email protected]
14. SURVIVING COVENANTS
The parties agree that the covenants contained in paragraph 5.14 (Records), section 11 (Indemnification), paragraph 12.8 (Claims-Made Policies), paragraph 13.2 Agenda Item #7.5:
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(Contractor Cooperation in Defense of Claims), and paragraph 18.1 (Confidentiality) of this Agreement shall survive the expiration or termination of this Agreement, subject to the provisions and limitations of this Agreement and all otherwise applicable statutes of limitations and repose.
15. TERMINATION
15.1 City Termination. The City may, in its sole and unfettered discretion and without cause, terminate this Agreement at any time prior to completion by Contractor of the services required. Notice of termination of this Agreement shall be given in writing to Contractor and shall be sufficient and complete when same is emailed to Contractor and simultaneously deposited in the United States mail postage prepaid and certified, addressed as set forth in section 14 of this Agreement. The Agreement shall be terminated upon receipt of the notice of termination by Contractor. Contractor agrees to cease all work under this Agreement on or before the effective date of any notice of termination. All City data, documents, objects, materials or other tangible things shall be returned to City upon the termination or expiration of this Agreement.
15.2 Contractor Termination. Contractor may terminate this Agreement for a material breach of this Agreement upon 30 days’ notice.
15.3 Compensation Following Termination. Upon termination, Contractor shall be paid based on the work satisfactorily performed at the time of termination. In no event shall Contractor be entitled to receive more than the amount that would be paid to Contractor for the full performance of the services required by this Agreement. The City shall have the benefit of such work as may have been completed up to the time of such termination.
15.4 Remedies. City retains any and all available legal and equitable remedies for Contractor’s breach of this Agreement.
16. INTERPRETATION OF AGREEMENT
16.1 Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of California.
16.2 Integration of Exhibits. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement. In the event of Agenda Item #7.5:
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any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between City and Contractor with respect to the transactions contemplated herein. No other prior oral or written agreements are binding upon the parties. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed on by City and Contractor.
16.3 Headings. The headings and captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and for convenience in reference to this Agreement. Should there be any conflict between such heading, and the section or paragraph thereof at the head of which it appears, the language of the section or paragraph shall control and govern in the construction of this Agreement.
16.4 Pronouns. Masculine or feminine pronouns shall be substituted for the neuter form and vice versa, and the plural shall be substituted for the singular form and vice versa, in any place or places herein in which the context requires such substitution(s).
16.5 Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to the extent necessary to, cure such invalidity or unenforceability, and shall be enforceable in its amended form. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.
16.6 No Presumption Against Drafter. Each party had an opportunity to consult with an attorney in reviewing and drafting this Agreement. Any uncertainty or ambiguity shall not be construed for or against any party based on attribution of drafting to any party.
17. GENERAL PROVISIONS
17.1 Confidentiality. All data, documents, discussion, or other information developed or received by Contractor for performance of this Agreement Agenda Item #7.5:
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are deemed confidential and Contractor shall not disclose it without prior written consent by City. City shall grant such consent if disclosure is legally required. All City data shall be returned to City upon the termination or expiration of this Agreement.
17.2 Conflicts of Interest. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractor to file, a Statement of Economic Interest with the City’s Filing Officer if required under state law in the performance of the services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
17.3 Non-assignment. Both parties shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without the other party’s prior written consent, and any attempt to do so shall be void and of no effect. City shall not be obligated or liable under this Agreement to any party other than Contractor.
17.4 Binding on Successors. This Agreement shall be binding on the successors and assigns of the parties.
17.5 No Third-Party Beneficiaries. Except as expressly stated herein, there is no intended third-party beneficiary of any right or obligation assumed by the parties.
17.6 Time of the Essence. Time is of the essence for each and every provision of this Agreement.
17.7 Non-Discrimination. Contractor shall not discriminate against any employee or applicant for employment because of race, sex (including pregnancy, childbirth, or related medical condition), creed, national Agenda Item #7.5:
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origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, or sexual orientation, or any other unlawful basis. Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, sexual orientation, or any other unlawful basis. Employment actions to which this provision applies shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; or in terms, conditions or privileges of employment, and selection for training. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, the provisions of this nondiscrimination clause.
17.8 Waiver. No provision, covenant, or condition of this Agreement shall be deemed to have been waived by City or Contractor unless in writing signed by one authorized to bind the party asserted to have consented to the waiver. The waiver by City or Contractor of any breach of any provision, covenant, or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other provision, covenant, or condition.
17.9 Excused Failure to Perform. Contractor shall not be liable for any failure to perform if Contractor presents acceptable evidence, in City’s sole judgment, that such failure was due to causes beyond the control and without the fault or negligence of Contractor.
17.10 Remedies Non-Exclusive. Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance from the exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such party of any or all of such other rights, powers or remedies.
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17.11 Attorneys’ Fees. In the event of a dispute arising out of the terms of this Agreement, including any action brought to declare the rights granted herein or to enforce any of the terms of this Agreement, the party prevailing in such dispute shall be entitled to all reasonable costs and litigation expenses actually incurred, including fees of attorneys and expert witnesses.
17.12 Venue. The venue for any litigation shall be Sonoma County, California and Contractor hereby consents to jurisdiction in Sonoma County for purposes of resolving any dispute or enforcing any obligation arising under this Agreement.
17.13 Living Wage. Nonprofit service contractors which receive contracts from the City of $75,000 or more in a 12-month period, and for-profit service contractors who receive contracts from the City of $10,000 or more in a 12- month period, provided they have more than six employees, may be subject to the City’s Living Wage Ordinance. Sub-contractors with $50,000 or more in annual gross receipts may also be subject to the Living Wage Ordinance. Unless otherwise exempt in accordance with the provisions of the Ordinance (Sonoma Municipal Code Chapter 2.70), this Agreement is subject to applicable provisions of the Living Wage Ordinance of the City as amended from time to time and available on the City’s website.
17.14 Counterparts; Electronic Signatures. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument. The parties acknowledge and agree that this Agreement may be executed by electronic signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. Without limitation, “electronic signature” shall include faxed or emailed versions of an original signature, electronically scanned and transmitted versions (e.g., via pdf) of an original signature, or a digital signature.
17.15 Recitals. The Recitals are incorporated by this reference. [Signatures on following page]
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TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement as of the last date indicated below:
“City”
City of Sonoma
By:________________________________
Signature
Printed: David Guhin
Title: City Manager
Date:______________________
“Contractor”
Bartlett Tree Experts
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Attest:
By:__________________________________
Rebekah Barr, MMC, City Clerk
Date:________________________
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Approved as to form:
By:__________________________________
David J. Ruderman, City Attorney
Date:________________________
It takes two signatures to bind a corporation to a
contract: (1) either the chairperson, president, or
any vice president; and (3) the secretary, any
assistant secretary, the chief financial officer, or
any assistant treasurer. (Civ. Code § 313.) If a
contractor does not wish to provide two signatures,
the City can accept one signature along with a
resolution of the corporation’s board of directors
authorizing the person who signed the contract to
bind the corporation to contracts.
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WORKER’S COMPENSATION INSURANCE ACKNOWLEDGEMENT
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. If any class of employees engaged in work under this contract at the site of the Project is not protected under any Worker’s Compensation law, Contractor shall provide and shall cause each subcontractor to provide adequate insurance for the protection of employees not otherwise protected. Contractor shall indemnify and hold harmless City for any damage resulting from failure of either Contractor or any subcontractor to take out or maintain such insurance.
Date:________________________ _____________________________________ Signature
_____________________________________
Printed Name
_____________________________________
Title
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“EXHIBIT A”
Scope of Work
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“EXHIBIT B”
Approved Fee Schedule
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“EXHIBIT C”
Campaign Contribution Disclosure Form
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CAMPAIGNCONTRIBUTIONDISCLOSUREPROVISIONS
Cities are subject to the campaign disclosure provisions detailed in Government Code Section 84308.
Please carefully read the following information to
determine if the provisions apply to you. If you
determine that the provisions are applicable, the
Campaign Disclosure Form must be completed and
returnedtothe Citywithyourapplication.
No City Councilmember or other City official shall accept, solicit, or direct a campaign contribution of more than $250 from any party1 or agent2 for 12 months after the
City approves a contract. This prohibition commences
when an application is filed, or a proceeding is otherwise initiated.
A party to a City proceeding shall disclose on the record of the proceeding any campaign contribution of more than $250 by a party or agent to any City Councilmember or other City official during the preceding 12 months. No party to a City proceeding, or agent, shall make a campaign contribution to a City Councilmember or other City official during a proceeding and for 12 months after the City approves a
contract.
A City Councilmember or other City official who received a campaign contribution of more than $250 within the
preceding 12 months from any party, or agent, to a
proceeding shall disclose that fact on the record of the proceeding, and shall abstain from participating in the proceeding. However, if he or she returns the portion of a campaign contribution in excess of $250 within 30 days of knowing about the contribution and the relevant
proceeding, he or she may participate in the proceeding. 1 “Party” is defined as any person who files an
application for, or is the subject of, a proceeding.
2 “Agent” is defined as a person who represents a party in connection with a proceeding. If an individual acting as an agent also is acting as an employee or member of
a law, architectural, engineering, or consulting firm, or a similar entity or corporation, both the individual and the entity or corporation are agents. When a closed
corporation is a party to a proceeding, the majority
shareholder is subject to these provisions.
To determine whether you or your agent made a campaign
contribution of more than $250 to a City Councilmember or other City official within the preceding 12 months, you must aggregate all such contributions.
Names of current City Councilmembers and other City officials are available on the City’s website. If you have questions about Government Code Section 84308, FPPC regulations, or the Campaign Disclosure Form, please contact the City Clerk.
CAMPAIGN CONTRIBUTION DISCLOSURE FORM
(a) Document:
□ License
□ Lease
□ Permit
□ Franchise
□ Other Contract
□ Other Entitlement
Name and address of any party, or agent, who has contributed more than $250 to any City Councilmember or other City official within the preceding 12 months:
1. ____________________________________
2. ____________________________________
3. ____________________________________
(b) Date and amount of contribution:
Date Amount $
Date Amount $
(c) Name of City Councilmember or other City official to whom contribution was made:
1. ____________________________________
2. ____________________________________
3. ____________________________________
(d) □ Check here If no contributions have been made to any Councilmember or other City official in the preceding 12 months.
(e) I certify that the above information is provided to the best of my knowledge.
Printed Name
Signature
Date Phone
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MAINTENANCE SERVICE AGREEMENT
Providing Payment of Prevailing Wage
(City of Sonoma / A Plus Tree, LLC)
1. IDENTIFICATION
This MAINTENANCE SERVICE AGREEMENT (“Agreement”) is entered into by and between the City of Sonoma, a California municipal corporation (“City”), and Bartlett Tree Experts, a California Corporation (“Contractor”) (collectively, “parties”).
2. RECITALS
2.1 City has determined that it requires the following recurring maintenance services from a contractor: On-Call Tree Maintenance Services.
2.2 Contractor represents that it is fully qualified to perform such maintenance services by virtue of its experience and the training, education and expertise of its principals and employees. Contractor further represents that it is willing to accept responsibility for performing such maintenance services in accordance with the terms and conditions set forth in this Agreement.
2.3 City has relied upon the ability and training of the Contractor as a material inducement to enter into this Agreement. Contractor shall perform in accordance with generally accepted professional practices and standards as well as the requirements of applicable federal, state and local laws, it being understood that acceptance of Contractor’s work by City shall not operate as a waiver or release. Contractor represents and warrants to City that (a) it has all licenses, permits, qualifications, insurance and approvals of whatever nature which are legally required for Contractor to practice its profession, and (b) it shall, at its sole cost, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, insurance and approvals which are legally required for Contractor to perform its services. Contractor shall indemnify and hold harmless the City from and against any and all claims or expenses caused or occasioned directly or indirectly by Contractor’s failure to so perform.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, City and Contractor agree as follows:
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3. DEFINITIONS
3.1 “Agreement Administrator”: The Agreement Administrator for this project is Mike Berger, Director of Public Works. The Agreement Administrator shall be the principal point of contact at the City for this project. All services under this Agreement shall be performed at the request of the Agreement Administrator. The Agreement Administrator will establish the timetable for completion of services and any interim milestones. City reserves the right to change this designation upon written notice to Contractor.
3.2 “Approved Fee Schedule” means such compensation rates as are set forth in Contractor’s September 6, 2024 fee schedule to City attached hereto as “Exhibit B” and fully incorporated herein by this reference. This fee schedule shall remain in effect for the duration of this Agreement unless modified in writing by mutual agreement of the parties.
3.3 “Commencement Date” means October 14, 2024.
3.4 “Contractor Project Administrator” is Emily Spillett-Brownlie, and will be the principal point of contact for the Contractor.
3.5 “Maximum Amount”: The highest total compensation and costs payable to Contractor by City under this Agreement. The Maximum Amount under this Agreement is Seventy-Five Thousand Dollars ($75,000) annually for each year of this agreement.
3.6 “Scope of Services”: Such maintenance services as are set forth in Contractor’s September 9, 2024 proposal to City attached hereto as Exhibit A and incorporated herein by this reference.
3.7 “Termination Date” means October 14, 2027.
4. TERM
The term of this Agreement shall commence at 12:00 a.m. on the Commencement Date and shall expire at 11:59 p.m. on the Termination Date unless extended by written agreement of the parties or terminated earlier under Section 15 (“Termination”) below.
Contractor may request extensions of time to perform the services required hereunder.
Such extensions shall be effective if authorized in advance by City in writing and incorporated in written amendments to this Agreement. CONTRACTOR’S DUTIES Agenda Item #7.5:
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4.1 Services. Contractor shall perform the services identified in the Scope of Services. City shall have the right to request, in writing, changes in the Scope of Services. Any such changes mutually agreed upon by the parties, and any corresponding increase or decrease in compensation, shall be incorporated by written amendment to this Agreement. In performing services under this Agreement, Contractor shall coordinate all contact with City through its Agreement Administrator. All changes and/or extra work shall be performed and paid for in accordance with the following:
4.1.1 Only the City Director of Public Works or City Council may authorize extra and/or changed work. Contractor expressly recognizes that other City personnel are without authorization to either order extra and/or changed work or waive contract requirements. Failure of Contractor to secure the Council’s or City Public Works Director’s authorization for such extra and/or changed work shall constitute a waiver of any and all right to adjustment in the Maximum Amount due to such unauthorized work and Contractor thereafter shall be entitled to no
compensation whatsoever for performance of such work.
4.1.2 If the Contractor is of the opinion that any work s/he has been directed to perform is beyond the scope of this Agreement and constitutes extra work, s/he shall promptly notify the Agreement Administrator of this opinion. The City shall make a determination as to whether or not such work is, in fact, beyond the scope of this Agreement and constitutes extra work. In the event that the City determines that such work does constitute extra work, it shall provide extra compensation to the Contractor on a fair and equitable basis. A Supplemental Agreement providing for such compensation for extra work shall be negotiated between the City and the Contractor. Such Supplemental Agreement shall be executed by the Contractor and be approved by the City in accordance with its purchasing policy.
4.1.3 In the event City determines that such work does not constitute extra work, Contractor shall not be paid extra compensation above that provided herein and if such determination is made by City staff, this determination may be appealed to the City Council as long as a written appeal is submitted to the City Manager within five (5) days after the staff’s determination is received by the Agenda Item #7.5:
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Contractor. Any written appeal shall include a description of each and every ground upon which Contractor challenges the staff’s determination. The City Council’s decision shall be final.
4.2 Professional Standards. Contractor shall perform all work to the highest standards of Contractor’s profession and in a manner reasonably satisfactory to City. Contractor shall keep itself fully informed of and in compliance with all local, state, and federal laws, rules, and regulations in any manner affecting the performance of this Agreement, including all Cal/OSHA requirements, the conflict of interest provisions of Government Code § 1090 and the Political Reform Act (Government Code § 81000 et seq.).
4.3 Coordination with City. In performing services under this Agreement, Contractor shall coordinate all contact with City through its Agreement Administrator.
4.4 Budgetary Notification. Contractor shall notify the Agreement Administrator, in writing, when fees and expenses incurred under this Agreement have reached eighty percent (80%) of the Maximum Amount.
Contractor shall concurrently inform the Agreement Administrator, in writing, of Contractor’s estimate of total expenditures required to complete its current assignments before proceeding, when the remaining work on such assignments would exceed the Maximum Amount.
4.5 Business License. Contractor shall obtain and maintain in force a City business license for the duration of this Agreement.
4.6 No Known Relationships. Contractor represents that it has no known relationships with third parties, City Council members, or employees of City which would (i) present a conflict of interest with the rendering of services under this Agreement under Government Code Section 1090, the Political Reform Act (Government Code Section 81000 et seq.), or other applicable law, (ii) prevent Contractor from performing the terms of this Agreement, or (iii) present a significant opportunity for the disclosure of confidential information.
4.7 Avoid Conflicts. During the term of this Agreement, Contractor shall not perform any work for another person or entity for whom Contractor was not working at the Commencement Date if both (i) such work would require Contractor to abstain from a decision under this Agreement Agenda Item #7.5:
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pursuant to a conflict of interest statute and (ii) City has not consented in writing to Contractor’s performance of such work.
4.8 Campaign Contribution Disclosure. This Agreement is subject to Government Code Section 84308, as amended by SB 1439. That statute requires Contractor to disclose any campaign contribution by the Contractor or the Contractor’s agent to City Councilmembers or other City officials of more than two-hundred and fifty dollars ($250) in the aggregate within the preceding twelve (12) months. Contractor shall provide a signed copy of the attached Campaign Contribution Disclosure Form, Exhibit C, with Contractor’s execution of this Agreement.
4.9 City Retains Responsibility for Contracting. Contractor’s duties and services under this Agreement shall not include preparing or assisting the City with any portion of the City’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The City entering this Agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project.
Contractor’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor shall cooperate with the City to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by contractor pursuant to this Agreement.
4.10 Appropriate Personnel. Contractor has, or will secure at its own expense, all personnel required to perform the services identified in the Scope of Services. All such services shall be performed by Contractor or under its supervision or by subcontractor(s) of Contractor, and all personnel engaged in the work shall be qualified to perform such services. The Contractor Project Administrator shall be Contractor’s project administrator and shall have direct responsibility for management of Contractor’s performance under this Agreement. No change shall be made in Contractor’s project administrator without City’s prior written consent.
4.11 Prevailing Wages. This Agreement is subject to the prevailing wage law as more fully set forth in section 8 (Labor Code), for all work performed under this Agreement for which the payment of prevailing wages is Agenda Item #7.5:
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required under the California Labor Code. In particular, Contractor acknowledges that prevailing wage determinations are available for work performed under this Agreement.
4.12 Permits and Approvals. Contractor shall obtain, at its sole cost and expense, all permits and regulatory approvals necessary, if any, for Contractor’s performance of this Agreement including, but not limited to, professional licenses and permits, and building and safety permits and inspections.
4.13 Notification of Organizational Changes. Contractor shall notify the Agreement Administrator, in writing, of any change in name, ownership or control of Contractor’s firm or of any subcontractor. Change of ownership or control of Contractor’s firm may require an amendment to this Agreement.
4.14 Records. Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Contractor under this Agreement. All such documents shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. In addition, pursuant to Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds ten thousand dollars, all such documents and this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.
5. SUBCONTRACTING AND ASSIGNMENT
5.1 General Prohibition on Assignment. This Agreement covers services of a specific and unique nature. Except as otherwise provided herein, Contractor shall not assign or transfer its interest in this Agreement or subcontract any services to be performed without amending this Agreement.
5.2 Contractor Responsible. Contractor shall be responsible to City for all services to be performed under this Agreement.
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5.3 Subcontracting. Contractor shall not subcontract any portion of the performance contemplated and provided for herein unless (1) such subcontracting is specifically described in the proposal attached hereto or the City provides prior written approval and (2) the subcontractor’s billing rates are identified in the Approved Fee Schedule, Exhibit B. In any event, Contractor shall supervise all work subcontracted by Contractor in performing the services described in the Scope of Services and shall be responsible for all work performed by a subcontractor as if Contractor itself had performed such work. The subcontracting of any work shall not relieve Contractor from any of its obligations under this Agreement with respect to the services described in the Scope of Services.
Contractor is obligated to ensure that any and all subcontractors performing any services under this Agreement shall be fully insured in all respects and to the same extent as set forth under Section 12 (Insurance), to City’s satisfaction.
5.4 Compensation for Subcontractors. Contractor shall be liable and accountable for any and all payments, compensation, and federal and state taxes to all subcontractors performing services under this Agreement. City shall not be liable for any payment, compensation, or federal and state taxes for any subcontractors.
6. COMPENSATION
6.1 General. City agrees to compensate Contractor for the services provided under this Agreement, and Contractor agrees to accept payment, the Maximum Amount in full satisfaction for such services. Compensation shall not exceed the Maximum Amount. Contractor shall not be reimbursed for any expenses unless provided for in this Agreement or authorized in writing by City in advance.
6.2 Invoices. Contractor shall submit to City an invoice, on a monthly basis or as otherwise agreed to by the Agreement Administrator, for services performed pursuant to this Agreement. Each invoice shall identify the Maximum Amount, the services rendered during the billing period, the amount due for the invoice, and the total amount previously invoiced. All labor charges shall be itemized by employee name and
classification/position with the firm, the corresponding hourly rate, the hours worked, a description of each labor charge, and the total amount due for labor charges. Contractor shall include a copy of each Agenda Item #7.5:
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subcontractor invoice, if any, for which reimbursement is sought in the invoice.
6.3 Taxes. City shall not withhold applicable taxes or other payroll deductions from payments made to Contractor except as otherwise required by law. Contractor shall be solely responsible for calculating, withholding, and paying all taxes.
6.4 Disputes. The parties agree to meet and confer at mutually agreeable times to resolve any disputed amounts contained in an invoice submitted by Contractor.
7. LABOR CODE
7.1 Prevailing Wage Law. This Agreement is subject to the requirements of the prevailing wage laws, including, but not limited to, Labor Code Section 1720 et seq., and Labor Code Section 1770 et seq., as well as Code of Regulations, Title 8, Section 16000 et seq., which require payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Contractor shall defend, indemnify, and hold harmless City, and its officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of failure or alleged failure of Contractor to comply with such prevailing wage laws.
7.2 Payment of Prevailing Wages. Contractor shall pay the prevailing wage rates for all work performed under this Agreement. When any craft or classification is omitted from the general prevailing wage determinations, the Contractor shall pay the wage rate of the craft or classification most closely related to the omitted classification.
7.3 Forfeiture. Contractor shall forfeit as a penalty to City Two Hundred Dollars ($200.00), or any greater penalty provided in the Labor Code, for each calendar day, or portion thereof, for each worker paid less than the prevailing wage rates for any work done under this Agreement employed in the performance of the Scope of Services by Contractor or by any subcontractor of Contractor in violation of the provisions of the Labor Code. In addition, the difference between such prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate shall be paid to each worker by Contractor.
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7.4 Apprentices. Contractor shall comply with the provisions of Labor Code section 1777.5 concerning the employment of apprentices on public works projects. Contractor shall be responsible for ensuring compliance by its subcontractors with Labor Code section 1777.5.
7.5 Payroll Records. Pursuant to Labor Code section 1776, Contractor and any subcontractor(s) shall keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by Contractor in connection with this Agreement. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: (1) The information contained in the payroll record is true and correct; and (2) The employer has complied with the requirements of Labor Code section 1811 and Labor Code section 1815 for any work performed by his or her employees on the public works project. The payroll records shall be certified and shall be available for inspection at all reasonable hours as required by Labor Code section 1776.
7.6 8-Hour Work Day. This Agreement is subject to 8-hour work day and wage and hour penalty laws, including, but not limited to, Labor Code section 1810 and Labor Code section 1813. Contractor and any subcontractor(s) of Contractor shall strictly adhere to the provisions of the Labor Code regarding 8-hour work day and 40-hour work week requirements, and overtime, Saturday, Sunday, and holiday work.
Pursuant to the Labor Code, eight hours’ labor shall constitute a legal day’s work. Work performed by Contractor’s employees in excess of eight hours per day, and 40 hours during any one week, must include compensation for all hours worked in excess of eight hours per day, or 40 hours during any one week, at not less than one and one-half times the basic rate of pay. Contractor shall forfeit as a penalty to City $25.00, or any greater penalty set forth in the Labor Code, for each worker employed in the execution of the work by Contractor or by any subcontractor(s) of Contractor, for each calendar day during which such worker is required or permitted to the work more than eight hours in one calendar day or more than 40 hours in any one calendar week in violation of the Labor Code.
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7.7 Registration with DIR. Contractor and any subcontractor(s) of Contractor shall comply with the provisions of Labor Code section 1771 and Labor Code section 1725.5 requiring registration with the Department of Industrial Relations (DIR).
8. OWNERSHIP OF WRITTEN PRODUCTS
All reports, documents or other written material, and all electronic files, including computer-aided design files, developed by Contractor in the performance of this Agreement (such written material and electronic files are collectively known as “written products”) shall be and remain the property of City without restriction or limitation upon its use or dissemination by City except as provided by law. Contractor may take and retain copies of such written products as desired, but no such written products shall be the subject of a copyright application by Contractor.
9. RELATIONSHIP OF PARTIES
9.1 General. Contractor is, and shall at all times remain as to City, a wholly independent contractor.
9.2 No Agent Authority. Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise to act on behalf of City as an agent. Contractor, its officers, employees and agents shall not have any power to bind or commit the City to any decision or course of action, and Contractor, its officers, employees and agents shall not represent to any person or party that it or they are acting as agents of the City or that it or they have the power to bind or commit the City. Neither City nor any of its agents shall have control over the conduct of Contractor or any of Contractor’s employees, except as set forth in this Agreement.
Contractor shall not represent that it is, or that any of its agents or employees are, in any manner employees of City.
9.3 Independent Contractor Status. Under no circumstances shall Contractor or its employees look to the City as an employer. Contractor shall not be entitled to any benefits. City makes no representation as to the effect of this independent contractor relationship on Contractor’s previously earned California Public Employees Retirement System (“CalPERS”) retirement benefits, if any, and Contractor specifically assumes the responsibility for making such a determination. Contractor shall be responsible for all reports and obligations including, but not limited to:
social security taxes, income tax withholding, unemployment insurance, Agenda Item #7.5:
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disability insurance, and workers’ compensation, and other applicable federal and state taxes.
10. INDEMNIFICATION
10.1 Definitions. For purposes of this Section 11, “Contractor” shall include Contractor, its officers, employees, servants, agents, or subcontractors, or anyone directly or indirectly employed by either Contractor or its subcontractors, in the performance of this Agreement. “City” shall include City, its officers, agents, employees and volunteers.
10.2 Contractor to Indemnify City. To the fullest extent permitted by law, Contractor shall indemnify, hold harmless, and defend City from and against any and all claims, losses, costs or expenses for any personal injury or property damage arising out of or in connection with Contractor’s alleged negligence, recklessness or willful misconduct or other wrongful acts, errors or omissions of Contractor or failure to comply with any provision in this Agreement.
10.3 Scope of Indemnity. Personal injury shall include injury or damage due to death or injury to any person, whether physical, emotional, consequential or otherwise. Property damage shall include injury to any personal or real property. Contractor shall not be required to indemnify City for such loss or damage as is caused by the sole active negligence or willful misconduct of the City.
10.4 Attorneys’ Fees. Such costs and expenses shall include reasonable attorneys’ fees for counsel of City’s choice, expert fees and all other costs and fees of litigation. Contractor shall not be entitled to any refund of attorneys’ fees, defense costs or expenses in the event that it is adjudicated to have been non-negligent.
10.5 Defense Deposit. The City may request a deposit for defense costs from Contractor with respect to a claim. If the City requests a defense deposit, Contractor shall provide it within 15 days of the request.
10.6 Waiver of Statutory Immunity. The obligations of Contractor under this Section 11 are not limited by the provisions of any workers’ compensation act or similar act. Contractor expressly waives its statutory immunity under such statutes or laws as to City.
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10.7 Indemnification by Subcontractors. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 11 from each and every subcontractor or any other person or entity involved in the performance of this Agreement on Contractor’s behalf. If Contractor fails to obtain such indemnity obligations from others, Contractor agrees to indemnify, hold harmless and defend City from and against any and all claims, losses, costs and expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of Contractor’s subcontractors or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of City’s choice.
10.8 Insurance Not a Substitute. City does not waive any indemnity rights by accepting any insurance policy or certificate required pursuant to this Agreement. Contractor’s indemnification obligations apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.
10.9 Indemnification of CalPERS Determination. In the event that Contractor claims or is determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of the City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Contractor, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
10.10 No Employment Benefits. Notwithstanding any federal, state, or local policy, rule, regulation, law or ordinance to the contrary, Contractor shall not qualify for or become entitled to, and hereby agrees to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in CalPERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for CalPERS benefits.
11. INSURANCE
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11.1 Insurance Required. Contractor shall maintain insurance as described in this section and shall require all of its subcontractors, consultants, and other agents to do the same. Approval of the insurance by the City shall not relieve or decrease any liability of Contractor. Any requirement for insurance to be maintained after completion of the work shall survive this Agreement.
11.2 Documentation of Insurance. City will not execute this Agreement until it has received a complete set of all required documentation of insurance coverage. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. Contractor shall file with City:
• Certificate of Insurance, indicating companies acceptable to City, with a Best’s Rating of no less than A:VII showing. The Certificate of Insurance must include the following reference: City of Sonoma Tree Maintenance On-Call
• Documentation of Best’s rating acceptable to the City. • Original endorsements effecting coverage for all policies required by this Agreement.
• Complete, certified copies of all required insurance policies, including endorsements affecting the coverage.
11.3 Coverage Amounts. Insurance coverage shall be at least in the following minimum amounts:
• Professional Liability Insurance: $2,000,000 per occurrence, $4,000,000 aggregate
• General Liability:
• General Aggregate: $4,000,000
• Products Comp/Op Aggregate $4,000,000
• Personal & Advertising Injury $2,000,000
• Each Occurrence $2,000,000
• Fire Damage (any one fire) $ 100,000
• Medical Expense (any 1 person) $ 10,000
• Workers’ Compensation:
• Workers’ Compensation Statutory Limits
• EL Each Accident $1,000,000
• EL Disease - Policy Limit $1,000,000
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• EL Disease - Each Employee $1,000,000
• Automobile Liability
• Any vehicle, combined single limit $1,000,000
Any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements or limits shall be available to the City as additional insured. Furthermore, the requirements for coverage and limits shall be the greater of (i) the minimum coverage and limits specified in this Agreement, or (ii) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured.
11.4 General Liability Insurance. Commercial General Liability Insurance shall be no less broad than ISO form CG 00 01. Coverage must be on a standard Occurrence form. Claims-Made, modified, limited or restricted Occurrence forms are not acceptable.
11.5 Worker’s Compensation Insurance. Contractor is aware of the provisions of Section 3700 of the Labor Code which requires every employer to carry Workers’ Compensation (or to undertake equivalent self-insurance), and Contractor will comply with such provisions before commencing the performance of the work of this Agreement. If such insurance is underwritten by any agency other than the State Compensation Fund, such agency shall be a company authorized to do business in the State of California.
11.6 Automobile Liability Insurance. Covered vehicles shall include owned if any, non-owned, and hired automobiles and, trucks. Automobile liability insurance shall be evidenced by ISO Form Number CA 0001 covering Code 1 (any auto) or, if Contractor has no owned autos, Code 8 (hired) and 9 (non-owned).
11.7 Professional Liability Insurance or Errors & Omissions Coverage. The deductible or self-insured retention may not exceed $50,000. If the insurance is on a Claims-Made basis, the retroactive date shall be no later than the commencement of the work. Coverage shall be continued for three years after the completion of the work by one of the following: (i) renewal of the existing policy; (ii) an extended reporting period endorsement; or (iii) replacement insurance with a retroactive date no later than the commencement of the work under this Agreement.
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11.8 Claims-Made Policies. If any of the required policies provide coverage on a claims-made basis the Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work. ClaimsMade Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work.
11.9 Subcontractors. Contractor shall require each of its subcontractors to maintain insurance coverage that meets all of the requirements of this Agreement provided however, that the Agreement Administrator may waive the provision of Errors and Omissions Insurance by subcontractors in his or her sole discretion.
Contractor agrees that if it does not keep the insurance coverages required by this Agreement in full force and effect, City may either (i) immediately terminate this Agreement; or (ii) take out the necessary insurance and pay the premium(s) thereon at Contractor’s expense.
11.10 Proof of Renewal. Contractor shall provide proof that policies of insurance required by this Agreement expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages.
11.11 Additional Insured Endorsements. The City, its City Council, Commissions, officers, and employees of Sonoma must be endorsed as an additional insured for each policy required herein, including the general liability and automobile policies, other than Professional Errors and Omissions, for liability arising out of ongoing and completed operations by or on behalf of the Contractor. Contractor’s insurance policies shall be primary as respects any claims related to or as the result of the Contractor’s work. Any insurance, pooled coverage or self-insurance maintained by the City, its elected or appointed officials, directors, officers, agents, employees, volunteers, or consultants shall be noncontributory. All of the policies required under this Agreement shall contain an endorsement providing that the policies cannot be canceled or Agenda Item #7.5:
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reduced except on thirty days’ prior written notice to City. Contractor agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word “endeavor” with regard to any notice provisions. All endorsements shall be signed by a person authorized by the insurer to bind coverage on its behalf. General liability coverage can be provided using an endorsement to the Contractor’s insurance at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10 and CG 20 37.
11.12 Failure to Maintain Coverage. In the event any policy is canceled prior to the completion of the project and the Contractor does not furnish a new certificate of insurance prior to cancellation, City has the right, but not the duty, to obtain the required insurance and deduct the premium(s) from any amounts due the Contractor under this Agreement. Failure of the Contractor to maintain the insurance required by this Agreement, or to comply with any of the requirements of this section, shall constitute a material breach of this Agreement.
11.13 Notices. Contractor shall provide immediate written notice if (i) any of the required insurance policies is terminated; (ii) the limits of any of the required policies are reduced; (iii) or the deductible or self-insured retention is increased. Contractor shall provide no less than 30 days’ notice of any cancellation or material change to policies required by this Agreement. Contractor shall provide proof that cancelled or expired policies of insurance have been renewed or replaced with other policies providing at least the same coverage. Such proof will be furnished at least two weeks prior to the expiration of the coverages. The name and address for Additional Insured Endorsements, Certificates of Insurance and Notices of Cancellation is: City of Sonoma, Attn: Ashley Cotter, No. 1 The Plaza, Sonoma, California 95476.
11.14 Contractor’s Insurance Primary. The insurance provided by Contractor, including all endorsements, shall be primary to any coverage available to City. Any insurance or self-insurance maintained by City and/or its officers, employees, agents or volunteers, shall be in excess of Contractor’s insurance and shall not contribute with it.
11.15 Waiver of Subrogation. Contractor hereby waives all rights of subrogation against the City. Contractor shall additionally waive such Agenda Item #7.5:
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rights either by endorsement to each policy or provide proof of such waiver in the policy itself. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. However, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents and subcontractors.
11.16 Report of Claims to City. Contractor shall report to the City, in addition to the Contractor’s insurer, any and all insurance claims submitted to Contractor’s insurer in connection with the services under this Agreement.
11.17 Premium Payments and Deductibles. Contractor must disclose all deductibles and self-insured retention amounts to the City. The City may require the Contractor to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within retention amounts. Ultimately, City must approve all such amounts prior to execution of this Agreement. City has no obligation to pay any premiums, assessments, or deductibles under any policy required in this Agreement. Contractor shall be responsible for all premiums and deductibles in all of Contractor’s insurance policies. The amount of deductibles for insurance coverage required herein are subject to City’s approval.
11.18 Duty to Defend and Indemnify. Contractor’s duties to defend and indemnify City under this Agreement shall not be limited by the foregoing insurance requirements and shall survive the expiration of this Agreement.
12. MUTUAL COOPERATION
12.1 City Cooperation in Performance. City shall provide Contractor with all pertinent data, documents and other requested information as is reasonably available for the proper performance of Contractor’s services under this Agreement.
12.2 Contractor Cooperation in Defense of Claims. If any claim or action is brought against City relating to Contractor’s performance in connection Agenda Item #7.5:
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with this Agreement, Contractor shall render any reasonable assistance that City may require in the defense of that claim or action.
13. NOTICES
Any notices, bills, invoices, or reports required by this Agreement shall be deemed received on: (i) the day of delivery if delivered by hand, facsimile or overnight courier service during Contractor’s and City’s regular business hours; (ii) the third business day following deposit in the United States mail if delivered by mail, postage prepaid, to the addresses listed below (or to such other addresses as the parties may, from time to time, designate in writing); or (iii) the day of delivery if emailed to the email address listed below and simultaneously deposited in the U.S. mail, postage prepaid, to the address(es) listed below (or to such other addresses as the parties may, from time to time, designate in writing).
If to City:
Mike Berger
City of Sonoma
Public Works
No. 1 The Plaza
Sonoma, CA 95476
Telephone: (707) 938-3681
Facsimile: (707) 938-3240
Email: [email protected]
If to Contractor:
Emily Spillett-Brownlie
A Plus Tree, LLC
780 Azuar Drive
Vallejo, CA, 94592
Telephone: 866-815-2525
Facsimile: N/A
Email: [email protected]
With courtesy copy to:
David J. Ruderman, Sonoma City Attorney
Colantuono, Highsmith & Whatley, PC
670 W. Napa Street, Suite F
Sonoma, CA 95476
Telephone: (707) 986-8091
Facsimile: (707) 509-7295
Email: [email protected]
14. SURVIVING COVENANTS
The parties agree that the covenants contained in paragraph 5.14 (Records), section 11 (Indemnification), paragraph 12.8 (Claims-Made Policies), paragraph 13.2 Agenda Item #7.5:
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(Contractor Cooperation in Defense of Claims), and paragraph 18.1 (Confidentiality) of this Agreement shall survive the expiration or termination of this Agreement, subject to the provisions and limitations of this Agreement and all otherwise applicable statutes of limitations and repose.
15. TERMINATION
15.1 City Termination. The City may, in its sole and unfettered discretion and without cause, terminate this Agreement at any time prior to completion by Contractor of the services required. Notice of termination of this Agreement shall be given in writing to Contractor and shall be sufficient and complete when same is emailed to Contractor and simultaneously deposited in the United States mail postage prepaid and certified, addressed as set forth in section 14 of this Agreement. The Agreement shall be terminated upon receipt of the notice of termination by Contractor. Contractor agrees to cease all work under this Agreement on or before the effective date of any notice of termination. All City data, documents, objects, materials or other tangible things shall be returned to City upon the termination or expiration of this Agreement.
15.2 Contractor Termination. Contractor may terminate this Agreement for a material breach of this Agreement upon 30 days’ notice.
15.3 Compensation Following Termination. Upon termination, Contractor shall be paid based on the work satisfactorily performed at the time of termination. In no event shall Contractor be entitled to receive more than the amount that would be paid to Contractor for the full performance of the services required by this Agreement. The City shall have the benefit of such work as may have been completed up to the time of such termination.
15.4 Remedies. City retains any and all available legal and equitable remedies for Contractor’s breach of this Agreement.
16. INTERPRETATION OF AGREEMENT
16.1 Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of California.
16.2 Integration of Exhibits. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement. In the event of Agenda Item #7.5:
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any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail. This instrument contains the entire Agreement between City and Contractor with respect to the transactions contemplated herein. No other prior oral or written agreements are binding upon the parties. Amendments hereto or deviations herefrom shall be effective and binding only if made in writing and executed on by City and Contractor.
16.3 Headings. The headings and captions appearing at the commencement of the sections hereof, and in any paragraph thereof, are descriptive only and for convenience in reference to this Agreement. Should there be any conflict between such heading, and the section or paragraph thereof at the head of which it appears, the language of the section or paragraph shall control and govern in the construction of this Agreement.
16.4 Pronouns. Masculine or feminine pronouns shall be substituted for the neuter form and vice versa, and the plural shall be substituted for the singular form and vice versa, in any place or places herein in which the context requires such substitution(s).
16.5 Severability. If any term or provision of this Agreement or the application thereof to any person or circumstance shall, to any extent, be invalid or unenforceable, then such term or provision shall be amended to, and solely to the extent necessary to, cure such invalidity or unenforceability, and shall be enforceable in its amended form. In such event, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected, and each term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law.
16.6 No Presumption Against Drafter. Each party had an opportunity to consult with an attorney in reviewing and drafting this Agreement. Any uncertainty or ambiguity shall not be construed for or against any party based on attribution of drafting to any party.
17. GENERAL PROVISIONS
17.1 Confidentiality. All data, documents, discussion, or other information developed or received by Contractor for performance of this Agreement Agenda Item #7.5:
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are deemed confidential and Contractor shall not disclose it without prior written consent by City. City shall grant such consent if disclosure is legally required. All City data shall be returned to City upon the termination or expiration of this Agreement.
17.2 Conflicts of Interest. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractor to file, a Statement of Economic Interest with the City’s Filing Officer if required under state law in the performance of the services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
17.3 Non-assignment. Both parties shall not delegate, transfer, subcontract or assign its duties or rights hereunder, either in whole or in part, without the other party’s prior written consent, and any attempt to do so shall be void and of no effect. City shall not be obligated or liable under this Agreement to any party other than Contractor.
17.4 Binding on Successors. This Agreement shall be binding on the successors and assigns of the parties.
17.5 No Third-Party Beneficiaries. Except as expressly stated herein, there is no intended third-party beneficiary of any right or obligation assumed by the parties.
17.6 Time of the Essence. Time is of the essence for each and every provision of this Agreement.
17.7 Non-Discrimination. Contractor shall not discriminate against any employee or applicant for employment because of race, sex (including pregnancy, childbirth, or related medical condition), creed, national Agenda Item #7.5:
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origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, or sexual orientation, or any other unlawful basis. Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to race, sex (including pregnancy, childbirth, or related medical condition), creed, national origin, color, disability as defined by law, disabled veteran status, Vietnam veteran status, religion, age (40 and above), medical condition (cancer-related), marital status, ancestry, sexual orientation, or any other unlawful basis. Employment actions to which this provision applies shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; or in terms, conditions or privileges of employment, and selection for training. Contractor agrees to post in conspicuous places, available to employees and applicants for employment, the provisions of this nondiscrimination clause.
17.8 Waiver. No provision, covenant, or condition of this Agreement shall be deemed to have been waived by City or Contractor unless in writing signed by one authorized to bind the party asserted to have consented to the waiver. The waiver by City or Contractor of any breach of any provision, covenant, or condition of this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other provision, covenant, or condition.
17.9 Excused Failure to Perform. Contractor shall not be liable for any failure to perform if Contractor presents acceptable evidence, in City’s sole judgment, that such failure was due to causes beyond the control and without the fault or negligence of Contractor.
17.10 Remedies Non-Exclusive. Each right, power and remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise shall be cumulative and shall be in addition to every other right, power, or remedy provided for herein or now or hereafter existing at law, in equity, by statute, or otherwise. The exercise, the commencement of the exercise, or the forbearance from the exercise by any party of any one or more of such rights, powers or remedies shall not preclude the simultaneous or later exercise by such party of any or all of such other rights, powers or remedies.
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(City of Sonoma / A Plus Tree, LLC)
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17.11 Attorneys’ Fees. In the event of a dispute arising out of the terms of this Agreement, including any action brought to declare the rights granted herein or to enforce any of the terms of this Agreement, the party prevailing in such dispute shall be entitled to all reasonable costs and litigation expenses actually incurred, including fees of attorneys and expert witnesses.
17.12 Venue. The venue for any litigation shall be Sonoma County, California and Contractor hereby consents to jurisdiction in Sonoma County for purposes of resolving any dispute or enforcing any obligation arising under this Agreement.
17.13 Living Wage. Nonprofit service contractors which receive contracts from the City of $75,000 or more in a 12-month period, and for-profit service contractors who receive contracts from the City of $10,000 or more in a 12- month period, provided they have more than six employees, may be subject to the City’s Living Wage Ordinance. Sub-contractors with $50,000 or more in annual gross receipts may also be subject to the Living Wage Ordinance. Unless otherwise exempt in accordance with the provisions of the Ordinance (Sonoma Municipal Code Chapter 2.70), this Agreement is subject to applicable provisions of the Living Wage Ordinance of the City as amended from time to time and available on the City’s website.
17.14 Counterparts; Electronic Signatures. This Agreement may be signed in one or more counterparts, each of which shall be deemed an original, but all of which together shall be deemed one and the same instrument. The parties acknowledge and agree that this Agreement may be executed by electronic signature, which shall be considered as an original signature for all purposes and shall have the same force and effect as an original signature. Without limitation, “electronic signature” shall include faxed or emailed versions of an original signature, electronically scanned and transmitted versions (e.g., via pdf) of an original signature, or a digital signature.
17.15 Recitals. The Recitals are incorporated by this reference. [Signatures on following page]
Agenda Item #7.5:
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(City of Sonoma / A Plus Tree, LLC)
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TO EFFECTUATE THIS AGREEMENT, the parties have caused their duly authorized representatives to execute this Agreement as of the last date indicated below:
“City”
City of Sonoma
By:________________________________
Signature
Printed: David Guhin
Title: City Manager
Date:______________________
“Contractor”
A Plus Tree, LLC
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Attest:
By:__________________________________
Rebekah Barr, MMC, City Clerk
Date:________________________
By:________________________________
Signature
Printed:_____________________________
Title:_______________________________
Date:______________________
Approved as to form:
By:__________________________________
David J. Ruderman, City Attorney
Date:________________________
It takes two signatures to bind a corporation to a
contract: (1) either the chairperson, president, or
any vice president; and (3) the secretary, any
assistant secretary, the chief financial officer, or
any assistant treasurer. (Civ. Code § 313.) If a
contractor does not wish to provide two signatures,
the City can accept one signature along with a
resolution of the corporation’s board of directors
authorizing the person who signed the contract to
bind the corporation to contracts.
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(City of Sonoma / A Plus Tree, LLC)
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WORKER’S COMPENSATION INSURANCE ACKNOWLEDGEMENT
I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract. If any class of employees engaged in work under this contract at the site of the Project is not protected under any Worker’s Compensation law, Contractor shall provide and shall cause each subcontractor to provide adequate insurance for the protection of employees not otherwise protected. Contractor shall indemnify and hold harmless City for any damage resulting from failure of either Contractor or any subcontractor to take out or maintain such insurance.
Date:________________________ _____________________________________ Signature
_____________________________________
Printed Name
_____________________________________
Title
Agenda Item #7.5:
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(City of Sonoma / A Plus Tree LLC)
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“EXHIBIT A”
Scope of Work
Agenda Item #7.5:
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“EXHIBIT B”
Approved Fee Schedule
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“EXHIBIT C”
Campaign Contribution Disclosure Form
Agenda Item #7.5:
336593.1
CAMPAIGNCONTRIBUTIONDISCLOSUREPROVISIONS
Cities are subject to the campaign disclosure provisions detailed in Government Code Section 84308.
Please carefully read the following information to
determine if the provisions apply to you. If you
determine that the provisions are applicable, the
Campaign Disclosure Form must be completed and
returnedtothe Citywithyourapplication.
1. No City Councilmember or other City official shall accept, solicit, or direct a campaign contribution of more than $250 from any party1 or agent2 for 12 months after the
City approves a contract. This prohibition commences
when an application is filed, or a proceeding is otherwise initiated.
2. A party to a City proceeding shall disclose on the record of the proceeding any campaign contribution of more than $250 by a party or agent to any City Councilmember or other City official during the preceding 12 months. No party to a City proceeding, or agent, shall make a campaign contribution to a City Councilmember or other City official during a proceeding and for 12 months after the City approves a
contract.
3. A City Councilmember or other City official who received a campaign contribution of more than $250 within the
preceding 12 months from any party, or agent, to a
proceeding shall disclose that fact on the record of the proceeding, and shall abstain from participating in the proceeding. However, if he or she returns the portion of a campaign contribution in excess of $250 within 30 days of knowing about the contribution and the relevant
proceeding, he or she may participate in the proceeding. 1 “Party” is defined as any person who files an
application for, or is the subject of, a proceeding.
2 “Agent” is defined as a person who represents a party in connection with a proceeding. If an individual acting as an agent also is acting as an employee or member of
a law, architectural, engineering, or consulting firm, or a similar entity or corporation, both the individual and the entity or corporation are agents. When a closed
corporation is a party to a proceeding, the majority
shareholder is subject to these provisions.
To determine whether you or your agent made a campaign
contribution of more than $250 to a City Councilmember or other City official within the preceding 12 months, you must aggregate all such contributions.
Names of current City Councilmembers and other City officials are available on the City’s website. If you have questions about Government Code Section 84308, FPPC regulations, or the Campaign Disclosure Form, please contact the City Clerk.
CAMPAIGN CONTRIBUTION DISCLOSURE FORM
(a) Document:
□ License
□ Lease
□ Permit
□ Franchise
□ Other Contract
□ Other Entitlement
Name and address of any party, or agent, who has contributed more than $250 to any City Councilmember or other City official within the preceding 12 months:
1. ____________________________________
2. ____________________________________
3. ____________________________________
(b) Date and amount of contribution:
Date Amount $
Date Amount $
(c) Name of City Councilmember or other City official to whom contribution was made:
1. ____________________________________
2. ____________________________________
3. ____________________________________
(d) □ Check here If no contributions have been made to any Councilmember or other City official in the preceding 12 months.
(e) I certify that the above information is provided to the best of my knowledge.
Printed Name
Signature
Date Phone
Agenda Item #7.5:
City of Sonoma
Agenda Item Summary
Meeting: City Council - 14 Oct 2024
Department
Public Works
Staff Contact
Jennifer Gates, AICP
Community Development Director
Agenda Item Title
Adopt a Resolution Approving a Time Extension Request to Implement the Required Subdivision Improvements for 369 West Napa Known as Bevan Minor Subdivision Summary
On October 14, 2021, the Planning Commission approved a Tentative Map to subdivide the
0.37-acre property at 369 West Napa St into a 2-Lot Residential Development known as Parcel Map No. 160, Bevan Minor Subdivision. The Final Map and Subdivision Improvement Agreement was approved by City Council on November 2, 2022.
Under the Original Subdivision Improvement Agreement, the developer was required to complete the subject improvements by no later than November 2, 2024, but for the reasons set forth in request for an extension from the developer these have not been completed. The permit for the improvements was approved by the City on September 13, 2024, and is still pending payment of all required fees before issuance.
The extension will provide an additional 730 days to complete the improvements required as part of the development of the subdivision.
Recommended Council Action
It is recommended that the City Council adopt the attached resolution authorizing the City Manager to execute the First Amendment to the Subdivision Improvement Agreement.
Alternative Actions
Council Discretion
Financial Impact
The City of Sonoma will accept responsibility for the public improvements when constructed by the developer.
Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
Agenda Item #7.6:
Resolution
SIA First Amendment 369 W Napa
Request for Extension 369 W Napa
Agenda Item #7.6:
City of Sonoma
RESOLUTION # - 2024
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SONOMA AUTHORIZING THE
CITY MANAGER TO EXECUTE THE FIRST AMENDMENT TO THE SUBDIVISION IMPROVEMENT AGREEMENT FOR THE 2-LOT RESIDENTIAL DEVELOPMENT KNOWN AS BEVAN MINOR SUBDIVISION LOCATED AT 369 WEST NAPA STREET WHEREAS, on October 14, 2021, the Planning Commission approved a Tentative Parcel Map to subdivide the 0.37-acre property at 369 West Napa Street into a 2-lot residential development known as Bevan Minor Subdivision; and
WHEREAS, on November 2, 2022, City Council approved the Final Map and authorized the City Manager to execute a Subdivision Improvement Agreement with the Subdivider; and WHEREAS, the City and Subdivider entered into a Subdivision Improvement Agreement (“Original SIA”) dated November 2, 2022, for the completion of certain improvements required to be constructed as part of the development of Subdivision; and WHEREAS, under the Original SIA, Subdivider was required to complete the subject improvements no later than November 2, 2024, but for the reasons set forth in Subdivider’s letter dated September 20, 2024 (attached hereto as Exhibit A) and good cause shown, Subdivider has been unable to complete these improvements by that deadline; and WHEREAS, Subdivider has timely applied for an extension of the Original SIA deadline pursuant to Section 1 and requested a two-year extension because issuance of building permits for the construction of these improvements is pending; and WHEREAS, Subdivider has presented sufficient evidence showing that it has diligently pursued the commencement and completion of the subdivision improvements that it is required to complete under the Original SIA, but due to good cause has been unable to do so by November 2, 2024; and
WHEREAS, the City is agreeable to extending the November 2, 2024 deadline to November 2, 2026.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Sonoma hereby authorizes the City Manager to execute the First Amendment to the Subdivision Improvement Agreement.
ADOPTED the 14th day of October 2024, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
John Gurney, Mayor
ATTEST:
Rebekah Barr, MMC City Clerk
Agenda Item #7.6:
375758.2 1
RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City of Sonoma
Atten: City Clerk
No. 1 The Plaza
Sonoma, CA 95476
Exempt from recording fees
(Gov. Code §§ 6103 and 27383) (Space above this line for Recorder’s use) APN: 018-241-011
FIRST AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT
Subdivision No. 160, Bevan Minor Project
THIS FIRST AMENDMENT TO SUBDIVISION IMPROVEMENT AGREEMENT (this "Agreement") is made and entered into this _____ day of _______________, 2024 (“Effective Date”), by and between George Bevan, Inc. (hereinafter referred to as “Subdivider”) of that certain subdivision to be known as Bevan Minor Project (“Subdivision” or “Project”), and the City of Sonoma, a general law city, hereinafter referred to as "City."
RECITALS
WHEREAS, the City and Subdivider,” entered into a Subdivision Improvement Agreement (“Original SIA”) dated November 2, 2022, for the completion of certain improvements required to be constructed as part of the development of Subdivision; WHEREAS, under the Original SIA, Subdivider was required to complete the subject improvements by no later than November 2, 2024, but for the reasons set forth in Subdivider’s letter dated September 20, 2024 (and attached hereto as Exhibit A) and good cause shown, Subdivider has been unable to complete said improvements by November 2, 2024. As such, Subdivider has timely applied for an extension of said deadline pursuant to Section 1 of the Original SIA;
Agenda Item #7.6:
375758.2 2
WHEREAS, Subdivider has requested a two-year extension, because issuance of building permits for the construction of these improvements is pending; WHEREAS, Subdivider has presented sufficient evidence showing that it has diligently pursued the commencement and completion of the subdivision improvements that it is required to complete under the Original SIA, but due to good cause has been unable to do so by November 2, 2024; and WHEREAS, the City is agreeable to extending to extending the November 2, 2024, deadline to November 2, 2026, under the terms and conditions set for below, and Subdivider is agreeable to those terms and conditions:
NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
AGREEMENT
1. The first line of Section 1 of the Original SIA is amended to read as follows:
“Prior to November 2, 2026, Subdivider will. . . .”
2. The last sentence of Section 1 of the Original SIA is amended to read as follows:
“Any application for an extension of the November 2, 2026 deadline specified herein shall be delivered to the City at least sixty (60) days before November 2, 2026, otherwise, the right to apply for such an extension shall be waived.”
3. This Agreement and the extension granted herein shall be subject to:
a. Subdivider paying the City all the City’s costs in processing the extension granted herein in accordance with the City’s cost recovery procedures. b. Subdivider paying any increase in inspection fees to reflect current costs, as determined by the City Engineer.
c. Subdivider increasing the amount of the securities required under Sections 15(b), 21, 22, and 24 of the Original SIA, as determined by the City Engineer.
4. The Recitals are incorporated by this reference.
5. As amended by this Agreement, the Original SIA shall remain in full force and effect.
Agenda Item #7.6:
375758.2 3
IN WITNESS WHEREOF, the parties hereto execute this Agreement on the date first appearing above.
City of Sonoma
By:________________________
David Guhin
City Manager
Approved as to form:
___________________________
David Ruderman
City Attorney
George Bevan, Inc.
By:________________________
George Bevan, III, President and
Chief Financial Officer
Attachment: Exhibit A
NOTE: All signatures of the parties must be notarized.
Agenda Item #7.6:
9/20/24
REGENEB
TO: City of Sonoma .7 ”q
Planning Division ESE??3 W
1 The Plaza G? ggmiw’iit
Sonoma, CA. 95476
FROM: George Bevan
PO Box 605
Sonoma, CA. 95476
RE: O18~24—064
Please accept this letter as a request for extension of my Subdivision Improvement Agreement (Subdivision No. 160, Bevan Minor Project — recorded 12/28/22).
The original agreement began on November 2, 2022 for 730 calendar days. See attached for reference.
This request for an additional 730 calendar days from October 14, 2024. i believe this request should have been filed 60 days before the stated expiration of 730 days beginning 11/2/22.However, the City delayed approval of the PP/ Improvement Plans (this date is left blank within the attached agreement), by several months. Approval has since been granted.
Thank you for the consideration of this request. Please contact me with any questions &/orfurther information that you may need.
Sincerely,
9 Geor e Bevan lll, property owner
Agenda Item #7.6:
DOC #2022080830 Page 2 of 41
WHEREAS, Subdividerhas requestedapproval of said Parcel Map prior to construction and completionof the improvements described in the Improvement Plans; and WHEREAS, said Subdivision Laws requireSubdividerto enter into an agreement with City whereby Subdivider agrees to have said work completedby the time speci?ed in said agreement; and
WHEREAS, among otherthings, Subdivider’s execution of this Agreement is a condition precedentto City’s approval of the Parcel Map for the Project (Gov. Code, § 66462(a) & (0)); and
WHEREAS, Subdivider desiresto enter into this Agreement, in order to facilitate the completion of all Bevan Minor Project on-site improvements and offsite improvements; and WHEREAS, Subdividerfurther desiresto enter into this Agreement, whereby Subdivider promisesto install and complete, at Subdivider’ssole cost, expense, and risk, all of the Bevan Minor Project on~siteand off-site improvements requiredin connectionwith the Bevan Minor Project including, but not limited to, grading work and site clearance,the Improvements (de?ned below), and all labor required to completethe Improvements to the satisfaction of City; and WHEREAS, Subdividershall secure this Agreement by depositing security with City consisting of a cash deposit,bond, or letter of credit in form acceptableto City to secure installation of the Improvements and warranties of workmanshipand landscapeviability/maintenancein accordance with the terms provided herein (the “Securities”); and WHEREAS, on November 2, 2022 the City Council adopted a resolution approving the Parcel Map subject to the Subdivider entering into this Agreement and authorizing the City to enter into this Agreement with Subdivider.
AGREEMENT
NOW, THEREFORE, it is hereby agreed by and between the parties hereto as follows:
1. Prior to the expirationof 730 calendar days from November 2, 2022 Subdividerwill furnish, construct, and install, at Subdivider’s own and sole expense, andto the City’s satisfaction, all improvements(“Improvements”) outlined and set forth on the Improvement Plans (de?ned below) and all otherimprovements required of the ' Subdividerto be constructedby said SubdivisionLaws, the Approvals and/orthe conditions of approvalof said Subdivision, along with any changes or modi?cations to such Improvements as may be requiredby the City Engineer or the City Engineer’s designee due to errors, omissions, or changes in conditions. Upon completionof the Improvements,and as conditions precedentto the acceptance of same and the release of the Securities as providedhereinafter, the physical condition of the Subdivisionshall be substantially identicalwith that depictedin the ImprovementPlans(except as to any otherimprovementsapprovedby the City in writing). No extension of time shall be made except upon the basis of a written applicationmade by Subdividerto the City stating fully the groundsof the applicationand factsreliedupon for suchan extension, and City shall retain full discretion to grant, grant in part, or deny the extension.
Agenda Item #7.6:
DOC #2022080830 Page 3 of 41
Subdividershall pay the city's costs of processing any extension in accordance with the City's cost recovery procedures, and any applicationfor an extension may be conditioned upon an increase in the Securitiesand inspectionfeesto re?ect current costs, as determined by the City Engineer. Whetherany such extension is granted shall be left to the sole, unfettered discretion of the City. Neither such extension nor other delay by City shall constitute a waiver of any of the obligations of Subdivideror Subdivider’s surety.
Any applicationfor an extension of the said 730 calendar days time period speci?ed hereinshall be delivered to the City at leastsixty (60) days before the saidtime period expires, otherwise,the right to apply for such an extension shallbe waived.
Said Improvements shall include, but are not necessarily limited to, the following:
grading, retaining walls, street work (including curbs, gutters and sidewalks), West Napa Street improvements, storm drainage facilities, stormwater treatment facilities, sanitary sewer facilities, water facilities,joint trench utilities (communicationlines, gas and electric), temporary and permanent storm water pollutionprevention improvements, and landscape improvements, as shown on the project improvementplanstitled:
0 Improvement Plans —- SubdivisionN0. 160 — Bevan Minor Subdivision Improvement Plans, prepared by Adobe Associates,Inc 1220N. Dutton Ave, Santa Rosa, Ca 95401; 7 sheets and dated May 19, 2022.
All plans noted above, have been approvedas one plan set by the City Engineer on [DATE]. These plans are collectively referred to as the “Improvement Plans,” “Plan” or “Plans”.
The total estimated cost of the Improvements,as determinedby the City Engineer, is Eighty One Thousand Nine Hundred Ninety Eight Dollars and Ninety Five Cents ($81 998.95) (“Estimated Cost of Improvements”). Approval by the City Engineer of the Improvement Plans shall not relieve Subdivider from ensuring that all public improvements conformto all otherrequirementsand standardsset forth in this Agreement.
In accordance with the SubdivisionLaws (Gov. Code, § 66499), the recordation of this Agreement creates a lien attached to the property underlying the Bevan Minor Project and has the priority of a judgment lien in the amount necessary to complete the Improvements.
Said Improvements shallbe constructedin accordancewiththe Improvement Plans.
Said Improvements shall also be constructedin accordance with the SonomaMunicipal Code, the latest edition of the Standard Speci?cations for Public Works Construction (the “Green Book”), State of CaliforniaDepartment of Transportation Standard Specifications(Caltrans) when speci?ed, the City of Sonoma Standard Special Provisionsand StandardDrawings, the City of Sonoma’s StandardPlans, the Sonoma Valley County Sanitary District Standard Speci?cations and Drawings, the California Building Code Appendix33 J, Grading, Codes approvedand adopted by the City of Sonoma, the SonomaValley County Sanitary District,and the City StandardDrawings as may be modi?ed by applicableRegulatory Agency Permits (defined below) (collectively, Agenda Item #7.6:
City of Sonoma
Agenda Item Summary
Meeting: City Council - 14 Oct 2024
Department
Community Development
Department
Staff Contact
Jennifer Gates, AICP
Community Development Director
Agenda Item Title
Adopt a Resolution Amending the FY24-25 Budget and Allocating $41,410 within Fund 731 Senior Housing
Summary
Sonoma Creek Senior Housing Corporation, a California non-profit benefit corporation was formed for development and administration of affordable housing within the City limits. In 2000, the By Laws were amended (attached) and the Article of Incorporation was modified to change the name to the Sonoma Community Housing Corporation (SCHC).
According to the By-Laws the Board of Directors is to consist of 5 members and is supposed to meet annually for “organizational purposes or purposes of reorganization, for designations of officers, and the transaction of any other proper business.” (Bylaws (12/6/2000), Article VIII.) The Board may meet at any time throughout the year subject to notice requirements and the Brown Act. The Board of SCHC is comprised of two City Councilmembers, the City Manager, a staff member designated by the City Manager and a public member.
As a non-profit public benefit corporation, SCHC has numerous reporting requirements and currently oversight of one property – Sonoma Senior Creek Housing, a thirty-four-unit rental apartment complex for very low-income senior citizens located on Oregon Street. The operation of the apartment complex is currently contracted out to Burbank Housing. All accounting and finance for the complex is handled through the rental management Agreement (attached). In accordance with the Agreement, Burbank Housing must hire contractors for repairs outside normal maintenance and also must seek approval from the City for any expenditure over $2,500.
This summer, Burbank Housing reached out to request funds for two large projects totaling $40,410; electrical efficiency upgrades ($20,154) and sidewalk repairs ($17,849-20,256).
Burbank Housing has received several awards to help replace common area lighting, smart thermostat, water heater, low-flow aerator and attic insulation. The replacement costs $83,190 but with all the awards we received, the total cost to the property comes to $20,154. This improvement would help reduce energy costs for the property.
There are two options for the sidewalk repairs. Option 1 is $17,786 for 148 uplifted sidewalk panels (1/4” or more) or Option 2 $15,379.20 for 77 uplifted sidewalk panels (½” or greater).
Option 1 seems like the most cost effective approach. In addition, staff recommends including the $2,470 option to repair holes and gaps in the concrete.
In Fund 731 Senior Housing there is currently $249,382 liquid cash available in the fund. Staff is requesting the approval of the two projects for a total of $40,410 to be allocated to expenses.
At the October 10, 2024 meeting of the Board, the funding allocation was approved.S Agenda Item #7.7:
Recommended Council Action
Approve allocation of requested funds.
Alternative Actions
City Council discretion.
Financial Impact
The budget increase of $40,410 in account 731-45001-404-60404 will be used to fund the two projects.
Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
Resolution
Housing Corporation Bylaws
Burbank Amended SCSH Agreement
Efficiency Proposal
Sidewalk Proposal
Agenda Item #7.7:
City of Sonoma
RESOLUTION # _______ - 2024
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SONOMA AMENDING THE FISCAL YEAR 2024-25 ADOPTED BUDGET
WHEREAS, the on June 19, 2024, the City Council of the City of Sonoma adopted Resolution 42-2024 adopting the budget for Fiscal Year 2024-25; and WHEREAS, the changes in anticipated revenues and/or expenditures of the City of Sonoma necessitates amendments to the appropriations for Fiscal Year 2024-25; and WHEREAS, the budgeted expenditures do not exceed anticipated revenue and available fund balance; and
WHEREAS, the City Council has reviewed the proposed Fiscal Year 2024-25 budget amendment; and
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Sonoma that the budget amendment for Fiscal Year 2024-25 as contained in Exhibit A to this resolution are hereby adopted.
PASSED, RESOLVED, AND ADOPTED, at a Regular meeting of the City Council of the City of Sonoma on this 14
th day of October 2024, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
__________________________________
John Gurney, Mayor
ATTEST:
__________________________________
Rebekah Barr, MMC, City Clerk
Agenda Item #7.7:
Batch ID#:
Entered By:
Date:
Request Date: 10/7/2024 Fiscal Year: FY 24-25
Requesting Department: CDD
Adjustment Description:
Requestor: Jennifer Gates, Community Development Director Department Head Approval: Jennifer Gates, Community Development Director Date: 10/7/2024 Finance Review: Prapti Aryal, Finance Director Date: 10/7/2024 City Manager Approval (if required)*: Date:
Net Adjustment:
Justification:
City Clerk Signature (if required)**: Date:
Budget Adjustment Form
Account Description of Adjustment Increase / (Decrease) Finance Department Use Only
Allocating funds for energy efficiency and sidewalk repairs for Sonoma Senior Creek Housing (Burbank Housing)
Total Revenue Adjustments:
Account Description of Adjustment
731-45001-404-60404 Energy Efficency and Sidewalk Repair for Sonoma Senior Creek Housing Total Expenditure Adjustments: 40,410.00
* City Manager Approval required for transfers between departments within the same fund, any changes to salary/benefit budgets, or matching increases to revenue and expense budgets.
** City Clerk Signature indicates that the requested Budget Adjustment was approved by Council. -
Increase / (Decrease)
40,410.00
-
TOTAL DEBIT
Increase the budget to fund the two projects at Sonoma Creek Senior Housing for Energy efficeincy upgrades, $20,154 and Sidewalk repairs $20,256.
40,410.00
TOTAL CREDIT
Agenda Item #7.7:
0 0
CITY OF SONOMA
RESOLUTION NO. 78-2000
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SONOMA
AMENDING BYLAWS FOR THE SONOMA COMMUNITY HOUSING
CORPORATION
WHEREAS, the City has established the Sonoma Community Housing Corporation for the purpose of developing and administering affordable housing in the City of Sonoma; and
WHEREAS, the Bylaws, as amended in 1987 and again in 1991, call for a four member Board of Directors and contain provisions that are in conflict with California's open meeting law, the Ralph M. Brown Act; and
WHEREAS, the City Council is desirous of amending those bylaws to allow for five members on the Board to more effectively govern the activities of the Corporation and to bring the bylaws into compliance with state law.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Sonoma hereby approves the amended Bylaws for Sonoma Community Housing Corporation, attached here as Exhibit A.
The foregoing Resolution was duly adopted this 6th day of December, 2000, by the following roll call vote:
AYES: (4) Chn. Mazza, Ashford, Brown, Mayor Barnett
- . - NOES: (0) None
ABSENT: (0) None
ABSTAINING: (0) None
A1 A
Al C. A
- 7IfI~".i
ACTNCCITY CiLERK (U
I hereby certi& that the foregoing resolution was duly and regularly passed by the City Council of the City of Sonoma at a regular meeting thereon held December 6, 2000.
Agenda Item #7.7:
0 0
BYLAWS FOR
SONOMA COMMUNITY HOUSING CORPORATION
A California Non-Profit Benefit Corporation
ARTICLE I
NAME
This Corporation is mmcd:
SONOMA COMMUNITY HOUSING CORPORATION
as provided in its Articles of Incorporation.
ARTICLE II
OFFICES
The office for the transaction of this corporation's business shall always be located within the City of Sonoma, or within the immediate environs of the City in the County of Sonoma, State of California. The directors by majority vote may change the principal office from one address to another, and any change of office address shall be noted by the Secretary on these bylaws in the margin opposite this section, & this section may be amended from time to time to state the current office location
ARTICLE III
OBJECTIVES AND PURPOSES
The objectives and purposes of this Corporation are the provision of affordable housing in cooperation with governmental agencies particularly the City of Sonoma, the City of Sonoma Community Development Agency. Reference is made to the Articles of Incorporation for a more complete statement of objectives and purposes.
ARTICLE IV
NON-PARTISAN ACTIVITIES
This Corporation is a non-profit public benefit corporation under the Law of California and is not organized for the private gain of any person. It is organized for public and charitable purposes, and no substantial part of its activities may consist of carrying on of propaganda or otherwise attempting to influence legislation, nor participation or intervention in any political campaign on behalf of any candidate for political office (including the publishing or distribution of statements).
ARTICLE V
DEDICATION OF ASSETS
The property of this Corporation is irrevocably dedicated to public and chantable purposes and no part of its net income or assets shall ever inure to the benefit of any director, officer, or member of this corporation, or to the benefit of any private individual. Upon the winding up and dissolution of this corporation and after adequate provision for its debts and obligations the remaining assets shall be distributed to a similar non-profit corporation or to an agency of government. Reference is made to the Articles of Incorporation for complete details.
Agenda Item #7.7:
0 0
ARTICLE VI
BOARD OF DIRECTORS
This Corporation shall be governed by a Board of Directors consisting of-four five members. The number of the Board may be changed by an amendment of this Bylaw. AJJ- Three of the directors shall hold such office by virtue of designation or selection by the City Council of the City of Sonoma,two of whom shall be members of the City Council and one of whom shall be a member at large who shall serve at the pleasure of the City Council. rather than by election. Th. City Counoil may deeignate the incumbent City Manager as one of the directors, The incumbent City Manager shall be the fourth director, to hold office for an indefinite term, and the City Manager shall appoint the fifth Director, who shall serve at the pleasure of the City Manager. and to nerve at the pleacure of the City Council.
The Sonoma City Cotmoil may select one & more of its ovrn members to sen's zs a director or directors, whose term of offios shall be for one year and until his or her s'.aceecor is celected and hac accepts" office. Whenevor the incumbent City Manager is a member of the Board by decignation, the City Council, may, at the time of making appointment, docignate one of the other Directors to function cc an alternate to the City Manager. The Director so deoignated may attend all meetings of the Board and exercise p11 poworn conferred upon the other directors, except that he or she may not cast any vote at a Directors meeting with the incumbent City Manager is present and votn. Notwithstanding any provision in these Bylaws or elsewhere to the contrary, two- three Directors shall constitute a quorum for the transaction of business, at all times that a Director has been designated as alternate to the City Manager and nerves o" the-Boar4-Cessation of membership on the city council shall ipso facto terminate a councilmember's directorship, and a vacancy shall exist in the office from and after the 15db day after cessation of office unless the City Council has in the meantime selected a director to fill the vacancy until the expiration of the one-year term. Directors may be selected to serve successive terms, without limitation. This Bylaw article shall be adopted, amended or repealed only by approval of the City Council of the City of Sonoma, by majority vote of its entire membership.
ARTICLE VII
DIRECTORS MEETINGS
The Board of Directors may meet at any time, subject to notice as required by these Bylaws, and may meet at anyplace within or without the State of California as designated from time to time by the Board. In the absence of special designation, regular and special meetings of the Board shall be held at the principal office of the Corporation. All meetings of the Board of Directors, including regular meetings, special meetings, annual meetings and adjourned meetings are subject to and shall be noticed and conducted in accordance with the requirements of the Ralph M. Brown Act (California Government Code Sections 54950-5962) as it may be amended from time to time.
ARTICLE VIII
ANNUAL BOARD OF DIRECTOR MEETINGS
The Board of Directors shall hold an organizational meeting as soon as it may conveniently be called following the initial appointment of directors. Thereafter, the Board shall hold an annual meeting for organizational purposes or purposes of reorganization, for designation of officers, and the transaction of any other proper business. Annual meetings shall be held without call or notice as prescribed in r resolution to be adopted by the Board and filed in ib official minutes.
ARflCLE4X
flQADfl or pmnqppc DT?c!n AD `IIY'flIJCC
Agenda Item #7.7:
0 0
Regular meetings of the Board of Directors dm11 be held without call or notice at such times and places as shall be fixed from time to time by resolution of the Board, filed in its official minutes.
ARTICLEX
SPECIAL MEETINGS OF THE BOARD OF DIRECTORS
Special meetings of the Board of Directors may be called for any proper purpose or purposes b~ the president, vice preeidcnt, secretor;, or by any two of the directors. Special meetings shall be held tpon at least five days of notice by firot class mail, deposited at the Post Office in Sonoma, California, portage pre paid, or given directly by telephone, telegraph, telex or similar means of comrnmiication.
Notice shall be cddreued to each director at the cddrecs shown upon the records of the Corporation ac filed by the director for purpose of notice, and shall be deemed to have been given when initiat'~ according to this Bylaw. Oral notice is deemed to have been given at the time it is communicated ..t~ director may waive notice by writing filed with the secretary of the Corporation before, during or at. any meeting of the Poord, and attendance at a meeting of the Board constitutes waiver of notioo.
ARTICLE Xlix
QUORUM OF THE BOARD
A majority of the Board of Directors constitutes a quorum for the transaction of business~,.oxeept to adjourn a meeting. A decision by a majority of the directors present at a mating duly held at which" quorum is present is ragarded a: an act of the Board and of the Corporation, unless a greater number shal' be required by law, or by the Articles of Incorporation, or otherwis, in other provisions of these Bylaws.
A meeting at which a quorum is initially present may continue to trcnsact bisinecs notwithstanding the withdrawal of any director from the meeting, if any action taken is approved by at least a majority of the required quorum for such meeting.
ARTICL&XlI
AT~IOJrDMD `IEBTh1O~
A majority of directors, whether or not a quorum is present, may adjourn any meeting to anotht time and plaoe and notice of such time and place need not be given to absent directors, unless the mating is adjourned for morn than 2'1 hours. In thi latter case. notice of the adjournment shall be given by any convenient means and if an absent director cannot be reached for oral notice, notice may be given by" writing delivered to or left at the residence address of the director es contained in tho records of tL ADTIC! ~ yin
flQNflOUTUBSTING
Any action required or permitted tc be taken by the Nerd may be taken without a meeting if al' members of the Board individually or collectively consent in writing to such action. Such consent ol consents shall have the came effect as mianimouc vote of the Board and shall be filed with the minutes at the proceedings of the Board.
ARTICLE XW X
RIGHTS OF INSPECTION
Agenda Item #7.7:
0 0
Each director has the absolute right at all reasonable times to inspect and copy all books, records and documents of every kind belonging to the corporation or within its control, and to inspect the physical properties of the Corporation.
ARTICLE XV XI
COMMTITEES
The Board may appoint one or more committees, each consisting of one or more directors, and delegate to any committee appointed any of the authority of the Board except with respect to:
(1) The amendment or repeal of bylaws or the adoption of new bylaws. (2) The amendment or repeal of any resolution of the Board unless by its express terms the resolution is so amendable or repealable.
(3) The approval of any action for which the California Non-Profit Public Benefit Corporation Law requires approval of the members of the entire Board or a majority of all members.
(4) The appointment of other committees of the Board or the members thereof (5) The approval of any self-dealing transaction, as such transactions are defined in Section 5233(a) of the California Non-Profit Public Benefit Corporation Law.
Any such committee may be created only by resolution by a majority of the authorized number of directors then in office, and committee members appointed only in the same manner. Any such committee may be designated an executive committee. The Board may appoint, in the same manner, alternate members of any committee who may replace any absent member at a committee meeting. The Board may prescribe the manner in which committee proceedings shall be conducted. Unless the Board or the committee provides otherwise by resolution, regular and special meetings and other actions of any committee shall be governed by those provisions of this Bylaw which govern meetings and actions of the Board of Directors. Official minutes shall be kept of each committee meeting.
ARTICLE XVI Xli
FEES AND COMPENSATION
Directors and members of committees are not entitled to compensation, but may be reimbursed for reasonable and necessary expenses, as approved by the Board of Directors.
ARTICLE XVII XIII
OFFICERS
The Corporation officers shall be a president, vice-president secretary, and treasurer. Any number of offices may be held by the same person, except neither the secretary nor the treasurer may serve concurrently as the president.
The officers shall be appointed by and serve at the pleasure of the Board of Directors. The president shall act as presiding officer at all meetings, except these. committee meetings which he is not obligated to attend. In his absence, the vice-president shall preside. The secretary is responsible for Agenda Item #7.7:
0 making and keeping proper records of all corporation proceedings, and for the custody of the corporation seal. The secretary is responsible for the giving of all notices required by the articles, these Bylaws, and by law.
The treasurer is the chief financial officer of the Corporation, and is responsible for keeping and maintaining correct and adequate accounts of all properties and business transactions of the Corporation.
He shall make the financial records and books of account available to the directors for inspection at all times. The treasurer is responsible for the deposit and safekeeping of corporation moneys and other valuables. He is responsible for proper disbursement of funds of the Corporation as may be authorized or ordered by the Board of Directors.
ARTICLE XVIII XIV
EMPLOYEES
The Board of Directors may employ or authorize the officers to employ one or more persons, at proper and adequate compensation to perform whatever duties may be required for the proper operation of the corporation. The Board may employ or contract for the services of professional and administrative consultants, including but not limited to accountants, architects, lawyers, financial consultants, engineers and land planners.
ARTICLE XIX XV
INTERPRETATION AND CONSThUCTION
Unless the context otherwise requires, the interpretation and construction of these Bylaws shall be governed by the general provisions of the California Corporations Law and in particular by the provisions of the California Non-Profit Public Benefit Corporation Law.
Unless the context requires otherwise, the masculine gender used herein includes the feminine and the neuter; the singular number includes the plural, and the plural the singular; and the present tense includes the past and future tenses, and the future, the present tense.
ARTICLE XX XVI
MEMBERS
This Corporation shall have no members unless this article of the Bylaws is amended to the contrary by majority vote of the City Council of the City of Sonoma. If so amended, the number of members, terms and conditions of membership, the rights and obligations of members, and all other matters pertaining to membership shall be governed by the Law relating thereto and the provisions of this Bylaw as approved by the City Council.
ARTICLE XXI XVII
AMENDMENTS
Except as specifically limited in provisions above, these Bylaws may be amended or repealed by majority approval of the directors in office.
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
DATE
6.6.24 1
1 1
34295 sq. ft
$20,154
Date:
Work Scope: Turnkey labor for above devices. Includes travel, related expenses. Includes project management of job and disposal.
TOTAL DUE UPON WORK COMPLETION
Approved by:
ESA MFES Incentive $ (63,036.00)
COST
SHIP TO
Burbank Sonoma Creek
1425 Corporate Center
Parkway
Santa Rosa, CA 95407
ITEM ESTIMATED
QTY
809 Oregon St. Sonoma, CA
95476
TERMS CUSTOMER
BOTTOM LINE UTILITY SOLUTIONS, INC.
23015 DEL LAGO, STE. D2, LAGUNA HILLS,
CA. 92653
1 (800) 597-2835
QUOTE # 10090
BILL TO
Common Area Lighting $ 14,836.00
Low-Flow Aerator $ 13.00
Smart Thermostat $ 293.00
Upon Completion Burbank
Attic Insulation $ 57,371.00
50 Gal Water Heater $ 10,677.00
Agenda Item #7.7:
1/3
DESCRIPTION
© 2022 naturaLED® All rights reserved
www.naturaLED.com Toll-Free: 855.758.7009
FEATURES
SAMPLE NUMBER LED36HID/EX39/558L/850
APPLICATIONS
High Bay, Ceiling, Garden, Commercial Building, Parking Garage, Post top
• DLC Standard
• UL Listed
• IP64 Rated
• Color Temp: 5000K
• Beam Angle: 360°
• Surge Protection: 18W/27W/36W=2KV
80W=4KV
• Input Current: 18W=0.18A
27W=0.23A
36W=0.31A
80W=0.67A
• Input line voltage: 120-277V (By-pass ballast)
• Power Factor: >0.9
• Beam Angle: 360°
• Operating temperature: - 40°F - 113°F
• 50,000 hrs rated average life
PROJECT:
PREPARE BY:
SCHEDULE: DATE:
NOTES:
WATTAGE SERIES BASE CRI COLOR TEMP
36 HID EX39 8 50
36 watt HID lamp EX39 base CRI 80 5000K
HID RETROFIT INTEGRATED BALLAST
Rated Life Hours 50,000
Warranty 5 Years
naturaLED® Corn lamps are an easy LED replacement
for HID and CFL lamps. These lamps have an integrated
driver, dissipate heat (without the use of a fan) with
extended aluminum heatsink. Available in E26 and EX39
base, with wattage options ranging from 18W, 27W,
36W, and 80W. naturaLED® Corn lamps feature a high
lumen output and are perfect solutions for industrial,
commercial & residential applications.
STYLE
LED
LUMENS
558L
< 5,580 lumens
DIRECT REPLACEMENT
Need to
bypass ballast
BASE
EX39 E26
led
lighting
IP
64 79
LM
80 LM
18W 27/36W 80W
Agenda Item #7.7:
2/3
HID Retrofit Integrated Ballast
© 2022 naturaLED® All rights reserved
www.naturaLED.com Toll-Free: 855.758.7009
Cornlights
ORDERING *P= Premium DLC / *S = Standard DLC
4609
4610
4611
4612
Ordering
Code
LED18HID/E26/279L/850
LED27HID/EX39/418L/850
LED36HID/EX39/558L/850
LED80HID/EX39/1240L/850
Description
5000K
5000K
5000K
5000K
CCT
(K)
2,790
3,481
4,450
9,980
Lumens
(Lm)*
-
S
S
S
DLC
(S/P)
18 27
36 80
Watts
(W)
IP64
Rated
Equiv.
Wattage (W)
50-150
150
200-250
400
DIMENSIONS
18W (E26)
0.64-lbs
6.38” (162mm)
27W/36W (EX39)
0.88-lbs 2.36” (60mm)
80W (EX39)
2.31-lbs
INSTALLATION
•
•
•
•
2.36” (60mm)
8.79” (223.2mm)
3.46” (88mm)
11.26” (285.9mm)
*Remove/bypass all ballast, capacitor, and ignitor
E26
EX39
EX39
EX39
Base
2,790
4,180
5,580
12,400
Bare Lamp
Lumens (Lm)
*Lumens are tested in light luminaire
Agenda Item #7.7:
3/3
HID Retrofit Integrated Ballast
© 2022 naturaLED® All rights reserved
www.naturaLED.com Toll-Free: 855.758.7009
Cornlights
Case Qty 20 pcs
(E26 Base)
PACKAGE
Case Qty 10 pcs
(EX39 Base)
PHOTOMETRICS CHART
18 Watt 27 Watt 36 Watt 80 Watt
*27W /36W/ 80W are tested in light luminaire
Agenda Item #7.7:
1F87U-42WF
The award-winning Sensi smart thermostat keeps homeowners connected to comfort and keeps you connected to your customers.
Sensi Partners get access to program benefits including homeowner leads, contractor branding, custom literature and free online training. Learn more at emerson.com/sensipartner Sensi smart thermostat
1 Common wire (c-wire) is required for Apple HomeKit, heat only systems, cool only systems and heat pump systems. 2 Energy savings are calculated by comparing operation time for a nationwide sample of Sensi users with temperature adjustments averaging 4° in comparison to users with no adjustments. Savings vary based on equipment type/condition, insulation, climate & temperature adjustment size/frequency.
Use of the Works with Apple HomeKit logo means that an electronic accessory has been designed to connect specifically to iPod touch, iPhone, or iPad, respectively, and has been certified by the developer to meet Apple performance standards. Apple is not responsible for the operation of this device or its compliance with safety and regulatory standards. Google is a trademark of Google LLC. A trademark of Reviewed.com Used under license; Reprinted with permission. Copyright 2020, Reviewed.com. All Rights Reserved
HUMIDITY CONTROL
Help homeowners stay comfortable with
humidification/dehumidification control.
CIRCULATING FAN
Air circulation may improve indoor air
quality by helping to regulate temperature
and prevent buildup of particles.
KEYPAD LOCKOUT
Maintain total control by disabling changes
made by others at the thermostat
TEMPERATURE LIMITS
Prevent others from adjusting
temperatures too high or too low.
SAVE ABOUT 23% ON HVAC ENERGY2
By adjusting the temperature using
flexible scheduling, remote access, and
geofencing, Sensi thermostat customers
save about 23% on HVAC energy usage.
HVAC MONITORING
Sensi smart thermostats deliver
information homeowner’s need to
maintain their HVAC equipment:
SMART ALERTS
Notifies customers when their
system may need service, and
your contact info is a click away.
SERVICE REMINDERS
Tells customers to contact you for
routine maintenance or service.
USAGE REPORTS
Provides valuable system
information to your customers with
your company name prominently
displayed every month.
SENSI PARTNER PROGRAM
Put your name and contact info in
front of customers right when they
need it. You’ll reach customers through
digital branding, smart alerts, service
reminders, monthly usage reports, inapp branding and the Find A Pro tool.
EASY TO INSTALL & CONNECT
No common wire (c-wire) required
for most installations.1
Step-by-step guide in the Sensi app.
CONTRACTOR MODE
With Contractor Mode, you can easily
connect to every customer by registering
thermostats individually or in batches.
SMART HOME COMPATIBLE
Works with Amazon Alexa, Google
Assistant, Apple HomeKit (c-wire
required), and Samsung SmartThings
smart home platforms.
EDITORS’
CHOICE
Agenda Item #7.7:
EMERSON.COM/SENSIPRO
The Sensi and Emerson logos are trademarks and service marks of Emerson Electric Co ©2021. All rights reserved.
R-4552-15
DUAL FUEL APPLICATIONS
Automatic staging for heat pump/gas
furnace without the need for outdoor
sensor or additional equipment.
AUTO CHANGEOVER
Automatically switches between heating
and cooling within the set range.
KEYPAD LOCKOUT
Ideal for light commercial applications
– lock the thermostat keypad and
keep control from the Sensi app.
BACKLIT DISPLAY
Easy-to-read screen in low light.
REMOTE ACCESS
Set, change and program home
comfort from anywhere.
FLEXIBLE SCHEDULING
Program a schedule for each day of the week.
LOCAL WEATHER
Get easy weather updates.
HUMIDITY SENSOR
Displays indoor humidity on the
thermostat and in the app.
USAGE REPORTS
Monitor current day and historical heating,
cooling and fan runtimes right in the app. The app changes color to let you know at a glance whether the system is
heating or cooling.
Monitor current day and historical
heating, cooling and fan runtimes
right in the app.
RC RH C W/E W2 Y Y2/* O/B G L
TERMINAL DESIGNATIONS
‡Thermostat has internal jumper on RC and RH. On two
transformer systems, clip red jumper wire on thermostat.
MODEL
NUMBER
PROGRAMS STAGES BY SYSTEM SYSTEM
TYPE APPLICATIONS POWER SOURCE SELECTABLE PERFORMANCE FEATURES Program Options
Periods Per Day Options
Single Stage
Heat/Cool
Multi- Stage
Heat/Cool
Heat Pump
Heat/Cool
Universal, Single Stage,
Multi-Stage, Heat Pump1
Gas / Oil / Electric
3 Wire Zone Valve
Millivolt Compatible
Economizer
Humidity Control
(H)-Humidity / (D)-Dehumidify
Dual Fuel Heat, Pump Control,
Logic (L), Outdoor Sensor (O)
Remote Sensor Options,
Indoor (I), Outdoor (O)
Battery (B), Hardwire /
Common (H), Power Sharing (PS)
Auto Changeover
Programmable Fan (PF),
Comfort Circulating Fan (CC)
Filter Change Reminder
Energy Mgt. Recovery /
Early Start
Total Keypad Lockout (T),
Partial Keypad Lockout (P)
Set-Point Temperature Limits
Adjustable Min/Max
Display Size, Backlight with Key
Press (K), Continuous Backlight
with Common (C)
1F87U-42WF 7, NP,
Geofencing
8 Max 1/1 2/2 4/2 Universal Sensi 2 – – H, D L – H, PS3 CC T 5.0” K, C 1 Universal thermostats provide the flexibility to control Single Stage, Multi-Stage, or Heat Pump systems 2 Heat only, Cool only and 3-wire zone systems require common 3 Common wire required
SPECIFICATIONS
ELECTRICAL RATING RATED DIFFERENTIALS (@ 6˚F / HR) FAST MED SLOW DIMENSIONS 20 to 30 VAC, 50/60 Hz Heat (conventional gas/oil/elect): 0.5˚F 0.75˚F 1.9˚F 5.88" W x 3.75" H x 1.00" D
1.5 Amps maximum per terminal Cool (central air): 0.9˚F 1.2˚F 1.7˚F
2.5 Amps maximum (all terminals combined) Heat pump (heat and cool): 0.9˚F 1.2˚F 1.7˚F STORAGE Heat pump (aux): 0.5˚F 0.75˚F 1.9˚F -20˚ to 150˚F (-29˚ to 65˚C) STANDARD SYSTEMS 0%-90% RH non-condensing
Single-stage gas, oil, electric COMPATIBILITY POWER SOURCE Single-stage heat pump Conventional heating
and cooling system:
Battery (power sharing)
or hardwired (c-wire)
OPERATING AMBIENT
Multi-stage gas, oil, electric 32˚F to +105˚F (0˚C to +41˚C) Multi-stage heat pump Apple HomeKit, heat pump*,
heat only and cool only systems:
Hardwired only
(c-wire) OPERATING HUMIDITY
SETPOINT RANGE 90% non-condensing max
45˚F to 99˚F (7˚C to 37˚C)
SENSI ALERT TRIGGER DISPLAY TEMPERATURE RANGE
ACCESSORIES High temperature: Above 99˚F 32˚F to +99˚F (0˚C to 37˚C) Wallplate: F61-2663 (6.75" x 4.50") Low temperature: Below 45˚F Thermostat guard: F29-0198 High humidity: Above 70% TITLE 24 COMPLIANT Loss of heat/cool: Temp goes up or down
5˚F during cycle ENERGY STAR CERTIFIED
*The Sensi thermostat provides automatic dual fuel control without an outdoor sensor. A fossil fuel kit may be added if user selectable balance point settings are desired.
ADVANCED FEATURES
Agenda Item #7.7:
82529-12: One Light Outdoor Post Lantern
Collection: Kent
Outdoor post lantern finished black over die-cast aluminum with satin etched glass. Fits 3" post (sold separately).
One Light Outdoor Post Lantern in Black Finish with Satin Etched Glass
Design #: D20035
Featured in the decorative Kent collection
1 A19 Medium 100 watt light bulb
Satin Etched glass panels and Satin Etched glass panels Easily converts to LED with optional replacement lamps
Meets Title 24 energy efficiency standards
UPC #:785652117428
Finish: Black (12)
Dimensions:
Length: 8 3/8"
Width: 8 3/8''
Height: 20 1/4''
Weight: 5 lbs.
Wire: 6 1/2'' (color/Black/White)
Bulb Appearance: Clear
Bulbs:
1 - Medium A19 100w Max. 120v - Not included
Features:
Easily converts to LED with optional replacement lamps
Meets Title 24 energy efficiency standards
Title 24 compliant if used with Joint Appendix (JA8) approved light bulbs listed in the California Energy Commission Appliance database.
Material List:
1 Body - Die Cast Aluminum - Black
Safety Listing:
Safety Listed for Wet Locations
Safety Listed for Wet Locations
Instruction Sheets:
English (HC-841)
French (F-013)
Trilingual (English, Spanish, and French) (990OP82_29-KEN) Shade / Glass / Diffuser Details:
Part Material Finish Quantity Item Number Length Width Height Diameter Fitter Diameter
Shade Top
Length
Shade Top
Width
Shade Top
Diameter
Panel Glass Satin Etched 4
Panel Glass Satin Etched 4
Shipping Information:
Package Type Product # Quantity UPC Length Width Height Cube Weight Frt. Class UPS Ship Individual 82529-12 1 785652117428 22.25 10 10 1.288 6.2 175 Yes NJ Pallet 56 48 40 74.5 82.778 347.2 No
NV Pallet 56 48 40 74.5 82.778 347.2 No
Generation Lighting reserves the right to revise the design of components of any product due to parts availability or change in safety listing standards without assuming any obligation or liability to modify any products previously manufactured and without notice. This literature depicts a product design that is the sole and exclusive property of Generation Lighting . In compliance with U.S copyright and patent requirements, notification is hereby presented in this form that this literature, or the product it depicts, is not to be copied, altered or used in any manner without the express written consent of, or contrary to the best interests of Generation Lighting, a Visual Comfort & Co brand.
Agenda Item #7.7:
Maestro Sensors
Lutron quality and performance, now in a sensor.
• XCT technology with cross-correlation – no callbacks
— Lutron sensors won’t leave you in the dark
— Superior sensitivity recognizes the difference between fine human motion and background noise
— Provides superior prevention of false-ons and false-offs • Durable design with clean aesthetic
— Tamper-resistant lens
— Extended relay lifetime
• Models for any application and all lighting loads
— Single- and dual-circuit switches; neutral and no neutral required — Passive infrared (PIR) and dual-technology sensing
— 0-10V dimmer for 0-10V fluorescent and LED fixtures
— C•L dimmer for dimmable LEDs and CFLs
Order now:
Contact your local
electrical distributor
For more
information:
lutron.com/
OccVacSensors
C•L dimmer
sensor
PIR Dual-circuit
sensor switch
PIR Sensor
switch
0-10V dimmer
sensor
Dual-technology
sensor switch
Dual-technology,
dual-circuit
sensor switch
Agenda Item #7.7:
2 | Lutron
Lutron sensors minimize callbacks
XCT technology with cross-correlation—won’t leave you in the dark Lutron sensors detect fine motion, like reading a book, better than other PIR sensors.
Breakthrough sensing technology ensures lights stay on when a room is occupied and off when it’s not.
Movements like
extending your arm
Person walking 3 feet Small movements like
flipping pages of a book
Lights stay off when
room is unoccupied
✓ ✓ ✓ ✓ Major
Motion
Minor
Motion
Fine
Motion
No
False-On
NEW!
XCT technology now available for dual-technology sensors.
Dual-technology sensors use PIR and ultrasonic technologies together for maximum sensitivity.
Very fine
motion
Minimal movements like
typing on a keyboard
✓
Company 1 Company 2 Company 3 Lutron
0 20
40 60
80 100
20%
34%
16%
Breakthrough sensing technology...
2–3 times better than most sensors
Fine motion detected
Commonly available residential sensors
For testing methods see lutron.com/sensortest638
Agenda Item #7.7:
Lutron | 3
Product information
Durable design with modern, clean aesthetic
Lutron sensors are engineered with robust components, combined with award-winning design.
All Lutron products backed by world-class support
• 24/7 live technical support: 1.800.523.9466
• Customer service/quotes: 1.888.588.7661
Occupancy sensors can save 20-60% lighting energy*
Tamper-resistant lens
Extended relay lifetime
(250,000 on/off switch cycles)
Any voltage, any phase
(120V-only sensors also available)
Ambient light detection
(set to learnable or fixed)
Available in 27 colors
Controls all lighting and fan loads
LED CFL Incandescent/
halogen
Electronic
low voltage
Fluorescent/
LED
Low voltage
LED
Magnetic
low voltage
120V Fan
C•L dimmer model
can dim these loads
0-10V dimmer can
dim these loads
*Source: VonNieda B, Maniccia D, & Tweed A. 2000. An analysis of the energy and cost savings potential of occupancy sensors for commercial lighting systems. Proceedings of the Illuminating Engineering Society. Paper #43.
Agenda Item #7.7:
4 | Lutron
Easy installation
Black
Black
Any voltage
Any voltage
Any phase
Any phase
120V - 277V
120V & 120V - 277V
120V - 277V
Phase A, B, or C
Phase A, B, or C
Phase A, B, or C
Easily reassign
Change circuit with button press; no rewiring
* Dual-tech no neutral models require line and load specific wiring Circuit 1
Circuit 2
Simplified Wiring
Mistake-proof wiring—no polarity for line- or load-side wiring Single-circuit (including dimming)
Dual-circuit
Easy set up
No dip switches or dials
• Simple button-press changes settings
— Timeout
— Sensitivity
— Mode
• Occupancy
• Ambient light detection
• Vacancy
• 0-10V dimmers and dual-tech models
feature easy-to-see LED to indicate settings
• Dual-circuit models feature independent
settings per circuit
NEW No neutral required models
for dual-technology sensors*
Sensor mode
settings
Easy-to-see
LEDs and a
settings button
Agenda Item #7.7:
Lutron | 5
0-10V dimmer sensor
PIR Dimmer Sensors
0-10V dimmer sensor
Setting the new standard for 0–10V control
0-10V dimmer for fluorescent and LED fixtures
• Optimized for ideal sensitivity
• Settings are simple to adjust—no dip switches or dials • Neutral optional—one model has you covered with the option to connect the neutral
• 3-way—works with a Maestro accessory switch or mechanical switch • The sensor lens will flash if there is a miswire, or if you’re using the wrong type of fixture (requires sourcing fixture)
C•L dimmer sensor for dimmable LEDs/CFLs
Combines a Maestro C•L dimmer with an occupancy or vacancy sensor C•L dimmer controls multiple light bulb types
• Dimmable LED
• Dimmable CFL
• Incandescent/halogen
Lutron
more than 290 bulbs
Other company
61 bulbs
Sensor dimmer light bulb compatibility
= unique LED or CFL bulb model type
C•L dimmer sensor
Agenda Item #7.7:
6 | Lutron
2A PIR
single-circuit
5A PIR
single-circuit
6A PIR
single-circuit
PIR
dual-circuit
Model number MS-OPS2-XX* MS-OPS5M-XX* MS-OPS6M2-DV-XX*
MS-OPS6M2N-DV-XX*
neutral model
MS-OPS6-DDV-XX*
Key applications
Small space
Kitchen
Bathroom
Private office
Breakroom
Office
Training room
Conference room
Technology XCT PIR XCT PIR XCT PIR XCT PIR
Coverage (sq ft) 900 (major)
400 (minor)
900 (major)
400 (minor)
900 (major)
400 (minor)
900 (major)
400 (minor)
Timeout 1, 5, 15, or
30 minutes
1, 5, 15, or
30 minutes
1, 5, 15, or
30 minutes
1, 5, 15, or 30
minutes per circuit
Voltage 120V 120V 120-277V 120-277V per circuit
Amperage/wattage 2A lighting 5A lighting
3A (120V) fan
6A lighting
3A (120V) fan
6A lighting 4.4A fan
(120V) per circuit
Single pole, 3-way,
multi-location
Single pole 3-way/multi-location 3-way/multi-location Single pole Ambient light detection Smart Smart Smart Smart
Tamper-resistant lens ü ü
Energy code met Automatic shutoff Automatic shutoff Automatic shutoff Automatic shutoff Multi-level lighting**
* XX denotes color suffix
** Meets this requirement when bi-level control is allowed Sensor model information and key applicationsAgenda Item #7.7:
Lutron | 7
C•L
dimmer sensor
0-10V dimmer
sensor
Single-circuit
dual-tech
Dual-circuit
dual-tech
Model number MSCL-OP153M-XX*
C•L technology
MS-Z101-XX*
MS-Z101-V-XX*
vacancy-only model
MS-A102-XX*
MS-B102-XX*
neutral model
MS-A202-XX*
MS-B202-XX*
neutral model
Key applications
Kid’s room
Kitchen
Private office
Conference room
Private office
Bathroom
Conference room
Training room
Technology XCT PIR XCT PIR XCT dual-technology
(PIR and ultrasound)
XCT dual-technology
(PIR and ultrasound)
Coverage (sq ft) 900 (major)
400 (minor)
900 (major)
400 (minor)
900 (major)
400 (minor)
900 (major)
400 (minor)
Timeout 1, 5, 15, or
30 minutes
1, 5, 15, or
30 minutes
1, 5, 15, or
30 minutes
1, 5, 15, or 30
minutes per circuit
Voltage 120V 120-277 V 120-277 V 120-277V per circuit
Amperage/wattage 600W inc/halogen
150W CFL/LED
8A Lighting
neutral optional
6A lighting 4.4A fan
(120V) per circuit
6A lighting 4.4A fan
(120V) per circuit
Single pole, 3-way,
multi-location
3-way/multi-location 3-way/multi-location 3-way/multi-location (neutral model only)
3-way
(neutral model only)
Ambient light detection Smart Smart or fixed Smart or fixed Smart or fixed Tamper-resistant lens ü ü ü
Energy code met Automatic shutoff
Multi-level lighting**
Automatic shutoff
Multi-level lighting**
Automatic shutoff Automatic shutoff
Multi-level lighting**
Multi-location dimmers/switches work with up to nine companion dimmers/switches 3-way dimmers work with mechanical 3-way switches
Vacancy-only models available. Replace the “O” in the model number with a “V” For dual-tech or 0-10V vacancy models, add -V- before color code (XX) Agenda Item #7.7:
lutron.com
World Headquarters 1.610.282.3800
Technical Support 1.800.523.9466 (Available 24/7)
Customer Service 1.888.LUTRON1 (1.888.588.7661)
Largest line of colors available
Sensors are available in 27 colors; 7 gloss
and 20 Satin Colors.
• Gloss colors ship in 2 days
• Satin colors ship in 2-10 days
Code information
Lutron.com/energycodes
• Automatic shutoff
• Multi-level light controls
(dimmers and dual-circuit)
• CA Title 20/24 2013
• ASHRAE 90.1 2010
• IECC 2012
Coverage patterns
Greenbriar Stone
Additional product information
10 ft
(3 m)
20 ft
(6 m)
4 ft
(1.2 m)
0 PIR beam diagram
(for reference only)
Ultrasonic coverage
(for reference only)
Major motion
coverage
Minor motion
coverage
0 20 ft
10 ft
(3 m)
10 ft
(3 m)
(6 m)20 ft(6 m)
5 ft
(1.5 m)
5 ft
(1.5 m)
0 30 ft
(9 m)
20 ft
(6 m)
10 ft
(3 m)
10 ft
(3 m)
20 ft
(6 m)
30 ft
(9 m)
10 ft
(3 m)
20 ft
(6 m)
30 ft
(9 m)
4 ft
(1.2 m)
0 , Lutron, C•L, Maestro, and Satin Colors are trademarks of Lutron Electronics Co., Inc. registered in the U.S. and other countries.
XCT is a trademark of Lutron Electronics Co., Inc.
© 11/2017 Lutron Electronics Co., Inc. I
P/N 367-2479 REV G
Agenda Item #7.7:
General Characteristics
Dark Bronze
Electric Characteristics Photometric Characteristics
Rated Wattage (W)
Tested Wattage (W)
Input Voltage (V)
Voltage Frequency (Hz)
Input Current (A)
Lumen (lm)
Efficacy (lm/w)
CRI
CCT (K)
Beam Angle (◦)
1931
127
>80
4000
100
Product Engineering Spec
Product Spec
PICTURE
Category LED Security Wall Light
Mounting
Housing Color
Wall Mount
Stock Code
Item Code
FXSECW15/840/DB/MV
9410
Surge protect level
Dimmable
THD
15 15.19
100~277
50/60
0.1228
>0.9
70 --
No
Power Factor
Replacement Wattage (W)
Warranty 5 years
IP rating
<20% Rated Life
IP65
50000 hrs
Product Dimensions Suggested Accessory
Weight (lbs.)
Height (in)
Length (in)
Mounting Height (ft)
Cable Length (ft)
1.98 8.58
5.79 COMES WITH PHOTOCELL
Operating Temperature -4°F~113°F
Storage Temperature -22°F~176°F
UL/cUL
5.0 Premium
LM79
LM80
IES File
FDA
NEMA
√
√
Qualifications
UL/ETL
Energy Star
DLC
CEC
Comments:
Width (in) 3.07
√
√
Dimmer List
JA8
FCC
RoHS
√
Version 1.2, 3/6/2020
Agenda Item #7.7:
General Characteristics
White
Electric Characteristics Photometric Characteristics
Rated Wattage (W)
Tested Wattage (W)
Input Voltage (V)
Voltage Frequency (Hz)
Input Current (A)
Lumen (lm)
Efficacy (lm/w)
CRI
CCT (K)
Beam Angle (◦)
810
90 90
4000
Omni
Product Engineering Spec
Product Spec
PICTURE
Category LED Lamp
Mounting
Housing Color
E26
Stock Code
Item Code
LEDA19/EC/81L/940
4587
Surge protect level
Dimmable
THD
9 ± 10%
9 120
60Hz
0.08 >0.9
60W
-
Incandescent dimming
Power Factor
Replacement Wattage (W)
Warranty 3 years
IP rating
<20% Rated Life
UL damp location
25000 hrs.
Product Dimensions Suggested Accessory
Weight (lbs.)
Height (in)
Length (in)
Mounting Height (ft.)
Cable Length (ft.)
0.104
4.25 Operating Temperature -4°F~104°F
Storage Temperature -4°F~140°F
UL
√
√
√
LM79
LM80
IES File
FDA
NEMA
√
√
Qualifications
UL/ETL
Energy Star
DLC
CEC
Comments:
Width (in) 2.36
√
√
Dimmer List √
JA8
FCC
RoHS
√
Version 1.2, 8/26/2020
Agenda Item #7.7:
Agenda Item #7.7:
Agenda Item #7.7:
1/3
DESCRIPTION
© 2023 naturaLED® All rights reserved
www.naturaLED.com Toll-Free: 855.758.7009
FEATURES
SAMPLE NUMBER LED13T8/FR18/840/IF
APPLICATIONS
Retails, restaurants, hospitalities, offices, schools
• DLC Standard
• Damp Location
• UL Listed
• Color Temp: 3500K, 4000K, 5000K
• Power Factor: >0.9
• Beam Spread: 325°
• Non-dimmable
• CRI: >80
• Operating temperature: - 4˚F - 113˚F / - 4°F - 104°F
• Instant Fit/ Plug and Play (UL Type A)
• Compatible with electronic fluorescent ballast*
• Base: Medium Bi-Pin G13, Single FA8
• Length: 2-ft, 3-ft, 4-ft, 8-ft
• 5 Years Warranty
• 50,000 hrs rated average life
PROJECT:
PREPARE BY:
SCHEDULE: DATE:
NOTES:
WATTAGE SERIES WATTAGE CRI/COLOR TEMP
13 T8 FR18 840
13 Watt T8 Tubes Frosted
1,800 lumens
CRI 80
4000K
T8 INSTANT FIT T8 TUBES
Rated Life 50,000 Hours
Warranty 5 Years
naturaLED® Instant-Fit T8 easiest way to upgrade
your fluorescent fixture to an LED lighting system.
Our Instant-Fit T8 fits into an existing fluorescent
lighting system. Utilizes the existing electrical T8
fluorescent ballast without re-wiring. Our instant fit
tubes come in variety of lengths from 2-ft, 3-ft, 4-ft, and 8-ft.
STYLE
LED
LED Lighting
TYPE
IF
Instant Fit
*check compatibility list
BASE TYPE
Single Base Medium
Bi Pin Base (G13)
T8 T8
79 LM
80 LM
Damp
Location
Agenda Item #7.7:
2/3
INSTANT FIT T8 TUBES
© 2023 naturaLED® All rights reserved
www.naturaLED.com Toll-Free: 855.758.7009
TUBE LUMINAIRES
ORDERING
4558
4559
4551
4552
4582
4583
4584
4585
5988
5850
5852
5891
5892
5887
5888
Ordering
Code
LED10T8/24FR12/840/IFG1
LED10T8/24FR12/850/IFG1
LED12T8/36FR14/840/IFG1
LED12T8/36FR14/850/IFG1
LED13T8/FR18/840/IF
LED13T8/FR18/850/IF
LED16T8/FR22/840/IF
LED16T8/FR22/850/IF
LED10T8/24FR12/840/IFG1
LED10T8/24FR11/835/IFG1
LED10T8/24FR11/850/IFG1
LED11T8/36FR14/840/IF
LED11T8/36FR14/850/IF
LED38T8/96FR44/840/IF
LED38T8/96FR44/850/IF
Description
4000K
5000K
4000K
5000K
4000K
5000K
4000K
5000K
4000K
3500K
5000K
4000K
5000K
4000K
5000K
CCT
(K)
1,250
1,250
1,450
1,450
1,800
1,800
2,200
2,200
1,156
1,150
1,150
1,400
1,400
4,400
4,400
Lumens
(Lm)
S
S
S
S
S
S
S
S
-
-
-
-
-
-
-
DLC
(S/P)
10 10
12 12
13 13
16 16
10 10
10 11
11 38
38 Watts
(W)
Equivalent
Wattage
•
•
•
•
•
•
•
•
•
•
•
•
•
•
•
UL
Damp Length
2-ft
2-ft
3-ft
3-ft
4-ft
4-ft
4-ft
4-ft
2-ft
2-ft
2-ft
3-ft
3-ft
8-ft
8-ft
17W
17W
17W
17W
32W
32W
32W
32W
17W
17W
17W
25W
25W
75W
75W
*P= Premium DLC / *S = Standard DLC
Base
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Bi-Pin
Single FA8
Single FA8
Agenda Item #7.7:
10W (2-ft)
0.24-lbs
PHOTOMETRICS CHART
DIMENSIONS
1”
(25.4mm)
24” (609.6mm)
Case Qty 25 pcs
12W (3-ft)
0.35-lbs
1”
(25.4mm)
35.78” (909mm)
12 Watt (3-ft)
100
150
200
250
300
cd/klm η = 100%
C0 - C180 C90 - C270
0° 15° 30° 45°
60°
75°
90°
105°
120°
135° 150° 165° 180° 165° 150° 135°
120°
105°
90°
75°
60°
45° 30° 15° 0°
13W / 16W (4-ft)
0.43-lbs
1”
(25.4mm)
47.8” (1214.12mm)
38W (8-ft)
1”
(25.4mm)
96” (2438.4mm)
Case Qty 10 pcs (8-ft)
13 Watt (4-ft) 16 Watt (4-ft)
80 120
160
200
cd/klm η = 100% C0 - C180 C90 - C270
0° 15° 30° 45°
60°
75°
90°
105°
120°
135° 150° 165° 180° 165° 150° 135°
120°
105°
90°
75°
60°
45° 30° 15° 0°
80 120
160
200
cd/klm η = 100% C0 - C180 C90 - C270
0° 15° 30° 45°
60°
75°
90°
105°
120°
135° 150° 165° 180° 165° 150° 135°
120°
105°
90°
75°
60°
45° 30° 15° 0°
3/3
INSTANT FIT T8 TUBES
© 2023 naturaLED® All rights reserved
www.naturaLED.com Toll-Free: 855.758.7009
TUBE LUMINAIRES
*P= Premium DLC / *S = Standard DLC
400
600
800
1000
cd 2932 lm C0 - C180 C90 - C270
0° 15° 30°
45°
60°
75°
90°
105° 105°
90°
75°
60°
45°
30° 15° 0°
10 Watt (2-ft)
PACKAGE
Agenda Item #7.7:
ATTICAT®
PINK® BLOWN-IN
FIBERGLASTM INSULATION
OPTIMUM R-VALUE AND
COMPLETE COVERAGE
AttiCat® PINK® Blown-In Insulation is an unbonded loosefill Fiberglas™ thermal insulation. It is designed for use exclusively with the AttiCat® machine.
Product Data Sheet | Atticat® PINK® Blown-In Insulation | November 2022 • Owens Corning® AttiCat® PINK® Blown-In Insulation can cover entire attic in less than 1.5 hours (1000 sq. ft. attic with R-30)
• Puts AttiCat® Blown-in PINK® Insulation where you need it, providing optimum insulating R-value for your climate zone
• Provides complete coverage, even around HVAC ducts, pipes, wires and outlets AttiCat® PINK® Applications Blown-In Insulation is designed for application in attics of new and existing homes.
Standards,
Code
Compliance
Features
ATTICAT® PINK® BLOWN-IN INSULATION Nominal Bag Weight 27.5 lbs.
R-VALUE BAGS PER
1000 SQ. FT.
MAXIMUM
NET
COVERAGE
MINIMUM
WEIGHT / SQ. FT.
MINIMUM THICKNESS (IN)MINIMUM
SETTLED
THICKNESS1
(MINNESOTA ONLY*)
ADDITIONAL INCHES
(MINNESOTA ONLY*)
ADDITIONAL BAGS PER
1000 SQ. FT.
R-13 5.9 169.8 0.162 5 5 0 0
R-19 9 110.7 0.248 7 7 0 0
R-22 10.5 94.8 0.29 8 8 0.25 0.30
R-26 12.6 79.3 0.347 9.5 9.5 0.5 0.9
R-30 14.6 68.5 0.402 10.75 10.75 1.0 1.6
R-38 19 52.6 0.523 13.5 13.5 1.5 2.5
R-44 22.4 44.6 0.616 15.5 15.5 1.5 2.6
R-49 25 39.9 0.688 17 17 2.0 3.7
R-60 31.5 31.8 0.866 20.5 20.5 2.5 4.9
*Minnesota Administrative Code requires insulation products to provide their stated R-value(s) at Winter Design Temperatures. These columns provide the additional inches and bags. • AttiCat® PINK® Blown-In Insulation is:
• Noncorrosive per ASTM C764, section 12.7
• Does not absorb moisture per ASTM C1104
• Does not support mold growth per ASTM C1338
• Noncombustible by the model building codes per ASTM E136 • Manufactured in accordance with ASTM C764 Type I (pneumatic application) • R-values are determined in accordance with ASTM C687
• The surface burning characteristics of this product have been determined in accordance with:
• Flame spread <0 per ASTM E 84
• Smoke developed <0 per ASTM E 841
• Conforms to the quality standards of the State of California
1. ASTM E 84 is thickness-dependent, therefore a range of values is given.
Agenda Item #7.7:
Thermal Performance
Stated R-value is achieved by installing the minimum required number of bags per 1,000 net sq. ft. at a thickness not less than the label minimum thickness and minimum sq. ft. weight. Failure by the installer to provide both the required number of bags and at least the minimum thickness will result in lower insulation R-value.
All insulation varies in thermal performance due to factors such as mean temperature, settlement, convection, moisture absorption and installation variation. Convection in fiber glass loosefill insulation installed in open attics can reduce its thermal performance at extreme winter temperatures. AttiCat® PINK® Blown-In Insulation has been designed to anticipate this phenomenon and the labeled R-value reflects the average performance over the winter heating season.
Design Considerations
Owens Corning does not recommend or approve blending or adding additional materials or adhesives to this product during installation. Owens Corning will accept no responsibility or liability when the product is not installed in accordance with the product label and installation instructions.
To help prevent fire or overheating of recessed light fixtures or similar electrical devices, do not insulate on top of or within 3 inches of such devices unless they are specifically approved to be covered by insulation. Do not place insulation in air spaces surrounding metal flues, chimneys or fireplaces. Provide minimum clearances specified in applicable NFPA standard(s), or as required by local building codes. In Canada, maintain building, electrical, gas and oil safety code required clearances between the insulation and heat emitting devices, such as fuel burning appliances, chimneys, pipes, ducts and vents to these appliances (at least 50 mm) and recessed light fixtures (at least 75 mm).
Enviromental and Sustainability
Owens Corning is a worldwide leader in building material systems, insulation and composite solutions, delivering a broad range of high-quality products and services. Owens Corning is committed to driving sustainability by delivering solutions, transforming markets and enhancing lives. More information can be found at www.owenscorning.com.
Notes
Fiberglass products may cause temporary skin and mucous membranes itching due to the mechanical abrasion effects of fibers, a condition which is completely reversible. Owens Corning does not recommend the use of unfaced PINK® Fiberglas™
Insulation in exposed applications where it will be subject to routine human contact due to this potential temporary irritation.
For additional information, refer to the Safe Use Instruction Sheet (SUIS) found in the SDS Database via http://sds.owenscorning.com Disclaimer of Liability
Technical information contained herein is furnished without charge or obligation and is given and accepted at recipient’s sole risk. Because conditions of use may vary and are beyond our control, Owens Corning makes no representation about, and is not responsible or liable for the accuracy or reliability of data associated with particular uses of any product described herein.
Certifications and Sustainable Features
• Certified by SCS Global Services to contain an average 55% with minimum 37% post-consumer and balance 18% preconsumer recycled glass content • UL Environment GreenGuard Gold Certified. GREENGUARD Gold Certified products are certified to GREENGUARD Gold standards for low chemical emissions into indoor air during product usage, and are qualified for use in environments such as schools and healthcare facilities. For more information, visit ul.com/gg • UL Environment validated Formaldehyde-Free. For more
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trademarks of the U.S. Environmental Protection Agency
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Fiberglass and Mold
As manufactured, fiberglass insulation is resistant to mold growth.
However, mold growth can occur on building materials, including insulation, when it becomes contaminated with organic material and when water is present. To avoid mold growth on fiberglass insulation, remove any water that has accumulated and correct or repair the source of that water as soon as possible. Insulation that has become wet should be inspected for evidence of residual moisture and contamination, and any insulation that is contaminated should be promptly removed and replaced.
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Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Executive Proposal
PRECISION CONCRETE
CUTTING
1425 N. Market Blvd.
Sacramento, CA 95834
PRECISION CONCRETE
CUTTING
335 Beach Road
Burlingame, CA 94010
SIDEWALK INSPECTION &
REPAIR PROJECT 2024
Presented to valeria Gomez of Burbank housing
Sonoma creek senior housing
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Precision Concrete Cutting is the global leader in Sidewalk Asset Management.
We have numerous Franchises across North America and Canada. PCC has been awarded six patents by the US Patent & Trademark Office for our trip hazard removal equipment and unique process. Our company has worked for Municipal Governments in 48 of the 50 US States and all but two Provinces in Canada. PCC assesses hundreds of miles of sidewalk infrastructure every week and we have developed a premier Smartphone Surveying Technology which provides our clients the insight and knowledge they need to make wellinformed and knowledgeable decisions about repairing their uneven sidewalk panels.
U.S. Pat. No. 6,827,074
U.S. Pat. No. 7,000,606
U.S. Pat. No. 6,896,604
U.S. Pat. No. 7,201,644
U.S. Pat. No. 7,402,095
Executive Proposal
Who WE ARE
The Precision Concrete Cutting located in Northern California is independently owned and operated. We are the nation’s leader and have been making sidewalks safe since 2003.
With two locations throughout the Northern part of the state, we are the largest Franchise out of almost 50 Franchises. We work with numerous municipalities and thousands of Commercial, HOA, Schools, and Apartment properties. The PCC Management team has a combined trade experience of over 35 years in total. Based in Burlingame, California with another office in the Sacramento area, we are the local experts in Sidewalk Asset Management and our specialty is in complex projects with high pedestrian travel areas. In 2017 alone, PCC NorCal has repaired more than 250,000 uneven sidewalk panels leaving each one smooth, precisely cut and slip resistant.
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
The sidewalk uplift repair project identified:
→ Uplifted Sidewalk Panels for Saw-Cutting Repair: 148
→ Locations requiring additional Attention: 36
→ Locations identified as Remove & Replace: 2
(Not repaired by PCC)
→ Total Cost Savings compared to Remove & Replace: $23,878.00 → Precision Concrete Cutting Cost of Service: $17,785.80
PROJECT SCOPE & AREA
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Executive Proposal
All work is to be completed in (2 - 3) working days using our patented saw cutting technique resulting in an edge to edge repair of the sidewalk with a completely planar slope and in accordance with the Americans with Disabilities Act of 1990.
The specifications for this project are as follows:
→ Repair all sidewalk uplifts measured between 1/4” and 2” high → Geographically Map all locations repaired
→ Collect Before & After Photos
Agenda Item #7.7:
Executive Summary
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only by the City of San Mateo in evaluating this project. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Sonoma creek
Geographic Map of Locations senior housing
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
SUPERIOR RESULTS
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Executive Proposal
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
PROJECT OPTIONS
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
148 Uplifted Sidewalk
Panels ¼” and Greater
77 Uplifted Sidewalk
Panels ½” and Greater
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
$17,785.80
OPTION 1 OPTION 2
$15,379.20
Executive Proposal
All options listed above utilize our patented saw cutting technique resulting in an edge to edge repair of the sidewalk; resulting in an ADA compliant slope. HEPA-Filtered Vacuums are used in the process to reduce dust and debris. Each option is complete with before and after photos and a GPS map of repair locations.
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
PROJECT OPTIONS - Concrete Patching/Filling
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Executive Proposal
All options listed above utilize our patented saw cutting technique resulting in an edge-to-edge repair of the sidewalk; resulting in an ADA compliant slope. HEPA-Filtered Vacuums are used in the process to reduce dust and debris. Each option is complete with before and after photos and a GPS map of repair locations. $2,470.00
➢ ATTN Repair: The option can include additional areas to be repaired through the concrete patching/caulking method by fixing the concrete holes/gaps. ➢ If you choose to add the concrete patching/caulking service, the new Option 1 will total: $20,255.80 ADDITIONAL SERVICE: (ATTN) CONCRETE PATCHING
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
WATER SAVINGS
In 2022 California had its driest winter in the last 100 years which resulted in the 2nd driest water year in recorded history. Do your part to save water According to data provided by “Concrete Construction” publication, the removal and replacement of one 6’x6’x4” sidewalk panel results in approximately 32 gallons of water consumption. Also, according to the latest USGS survey the average household uses 9,000 gallons of water per month.
Per the EPA’s Website, The average American family uses more than 300 gallons of water per day at home. Roughly 70 percent of this use occurs indoors. www.epa.gov.com
For this project, the removal and replacement of 148
panels will result in approximately 4,736 gallons of water being used to pour concrete. By using the Precision
Concrete Cutting DRY CUT process with HEPA filtered
high-powered vacuums with no water usage, which is
equal to 16 days of household water use.
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Executive SUMMARY
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
OUR PROMISE TO YOU…
→ Cost Savings Remove trip hazards at a fraction of the cost of other methods. → ADA Compliance Approved and Compliant with ADA standards. → Mapping Services GPS mapping integrated with Google Maps/Earth. → Clean No mess left behind. Reduced resident complaints. → Safety Decrease liability on your pedestrian walkways and increase safety. → Detailed Reporting Invoices show measurements, locations, and cost for each hazard. → Low Impact Average removal time is less than 20 minutes. No sidewalk closures or incidental costs.
→ Full-Service Contractor Sidewalk Maintenance Program Consultation Services.
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Executive Proposal
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Our work is guaranteed to offer the following
benefits:
makes use of
Proprietary and
Patented Cutting
Technology to
repair trip
hazards.
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
The precision advantage
CONVENTIONIAL
GRINDING
PCC
SAW CUTTING
The cost savings compared to grinding is important, but the biggest contrast is the Quality, Aesthetics and ADA Compliance PCC Saw-Cutting Offers.
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Executive Proposal
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Grinding Limitations:
→ Damages the concrete in that it breaks edges, knocks out aggregate, scars adjacent panels, and creates micro cracks. → Leaves the area looking rough, unfinished, and highlights the uneven scarring.
→ Does not comply with the ADA slope requirements.
→ Absolutely no cost advantage. Very often MORE expensive. → Due to its design, is unable to maneuver and remove hazards next to objects/obstacles.
→ Faces extremely difficulty on removing small trip hazards (under 3/8”) and larger trip hazards (over 1 inch).
→ Overall, an unnecessarily slow process that generates a large amount of residual dust.
Agenda Item #7.7:
Executive Proposal
The information in this summary is confidential and proprietary. It is owned by Precision Concrete Cutting and is to be used only in evaluating this project.
This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
AUTHORIZATION
Date: _________________________________ P.O. #: ________________________________ Signature Authorized Agent: ______________________________________________________ Please Print Name & Title: ________________________________________________________ Is it OK to cut job on a Saturday? Yes ____________________ No ____________________ Is work on Saturday required to ensure safety and avoid disruption for your organization? Yes ____________________ No_____________________ The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
PRECISION CONCRETE
CUTTING
335 Beach Road
Burlingame, CA 94010
Executive Proposal
The information in this summary is confidential and proprietary. This document is exempt from release under the Freedom of Information Act and may not be distributed under any circumstances.
Customer Name: Sonoma Creek Senior
Housing
c/o: Valeria Gomez /Burbank Housing
Reference Number: 2024.06.28.B.SD
PRECISION CONCRETE
CUTTING
1564 Santa Ana Ave #100
Sacramento, CA 95838
Please initial chosen option:
OPTION 1
Initials:
_________
$17,785.80
Precision Concrete Cutting (PCC) removes only those trip hazards specifically requested by customers, and therefore makes no guarantee or representation that the property is free of trip hazards after the contract is completed. Also, it is the customers’ responsibility to provide proper access and PCC assumes no liability for trip hazards that cannot be repaired due to parked vehicles or other obstacles preventing safe and practical access. In this case, PCC offers to return one extra time to complete the repairs and reserves the right to charge a mobilization fee of up to $250. Additionally, it is recognized that after completion of the contract, trip hazards may and frequently do continue to move naturally over time due to roots, water, freezing, pipes, and other natural or man-made causes. PCC is not responsible for movement or changes in the sidewalks and is not liable for any related claims, losses, damages or liabilities thereto pertaining. Also, if sidewalk assessment is more than 12-month old at the time of signature of the contract, there will be a 10% price increase allowance to provision for possible increases of trip hazard measurements.
Pricing is valid for 90-days and is based on the volume of work represented in the proposal. Should you decide to reduce the volume of work by more than 20%, a unit price increase of 10% may apply. Payment terms of invoices are 15 days unless otherwise stated. Contracts greater than $25,000 are invoiced monthly.
By signing below, I attest that I have read the above statements, understand them completely, and agree. By my signature and authorization, PCC is approved to complete the work detailed in this proposal in accordance with PCC’s schedule.
Payment of PCC’s invoice(s) will confirm that I have inspected PCC’s work and that it was performed to my satisfaction OPTION 2
Initials:
_________
$15,379.20
Extra Service: (ATTN) Concrete
Patching/Filling
$2,470.00
❑ Please place a marker on the checkbox to indicate if
you would like to avail of the additional concrete
patching/caulking service. The option can include
additional ATTN areas to be repaired through the
concrete patching/caulking method.
Agenda Item #7.7:
City of Sonoma
Agenda Item Summary
Meeting: City Council - 14 Oct 2024
Department
Public Works
Staff Contact
Ashley Cotter, PW Admin & Project Manager
Agenda Item Title
Adopt a Resolution Authorizing the City Manager to Execute a Sub-Award Agreement with Sonoma County Water Agency for the Sonoma-Marin Drought Resiliency Program Summary
The City of Sonoma has received a portion of grant funding awarded to the Sonoma Marin Water Saving Partnership through the WaterSMART FY 2023 Water and Energy Efficiency Grants Program, administered through the Bureau of Reclamation. Sonoma County Water Agency applied for this grant on behalf of the Sonoma-Marin Drought Resiliency Program, of which the City is a member. The City agreed to participate in the grant application for this in FY 22-23, and the funding was recently awarded to the Sonoma Marin Water Saving Partnership via Sonoma County Water Agency as the primary applicant. The Sonoma Marin Water Saving Partnership was awarded $2,000,000 in grant funding, with a local match of $2,444,447, for a total project cost of $4,444,447. In order to receive the City's share of funding, the City Council must approve a sub award agreement with Sonoma County Water Agency for the SonomaMarin Drought Resiliency Program.
The Water and Energy Efficiency Grants (WEEG) program aims to support water-saving measures, including turf removal rebates, high-efficiency washing machines, high-efficiency toilets, high-efficiency indoor fixtures, and smart irrigation controller installations, which collectively result in significant water savings and broader sustainability benefits. The City submitted for turf replacement rebates as the only function for this funding. This is commonly referred to as "Cash for Grass" program. This program is offered through Public Works, with Finance supporting reimbursements after an inspection has occurred. The Cash For Grass program supports the Climate Initiatives developed by the Climate Action Commission, which were also approved by the City Council.
The City of Sonoma, as a participating agency, is eligible for up to $90,585 in grant funding to support these measures. The City is required to provide match funds up to $110,715 (45% grant, 55% match).
Recommended Council Action
Staff recommends that the City Council approve the Sub-Award Agreement between the City of Sonoma and the Sonoma County Water Agency for participation in the Sonoma-Marin Resiliency Program.
Alternative Actions
The City Council could not approve the Sub-Award Agreement, which will forgo the grant funding opportunity. The City does currently have funding for turf rebates; however, this grant would alleviate some of that spending so that other water conservation efforts could be explored.
Agenda Item #7.8:
Financial Impact
The grant provides up to $90,585 in federal funds for the City of Sonoma to implement various water-saving measures. The city is required to provide $110,715 in matching funds, which may include costs already incurred since April 1, 2022. The agreement is through September 30, 2026. The City has enough funds to meet their 55% matching requirement in the water enterprise fund for water conservation - 510-62001-353-50353. The water conservation fund has $160,000 budgeted this fiscal year, and of that, $50,000 programmed annually for turf rebates. The water conservation fund also has an approximate carryover balance of $44,744.87 in unspent funds, providing $204,744.87 in available funds this fiscal year.
Environmental Review Status
Environmental Impact Report
Negative Declaration
Exempt
Not Applicable
Approved/Certified
No Action Required
Action Requested
Attachments
Resolution SCWA sub agreement
City of Sonoma Sub Agreement with SCWA
Agenda Item #7.8:
City of Sonoma
RESOLUTION # ____- 2024
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SONOMA AUTHORIZING THE
CITY MANAGER TO EXECUTE A SUB AWARD AGREEMENT WITH SONOMA COUNTY
WATER AGENCY FOR THE SONOMA-MARIN DROUGH RESILIENCY PROGRAM WHEREAS Sonoma County Water Agency applied for the WaterSMART FY 2023 Water and Energy Efficiency Grant (WEEG) Program in FY 2023 on behalf of the Sonoma Marin Water Saving Partnership and was awarded $2,000,000 in grant funds with a $2,444,447 local match for a total project cost of $4,444,4447; and
WHEREAS, the City of Sonoma agreed to participate in the grant application for turf rebates; and
WHEREAS, in order to receive the City’s share of funding, the City Council must approve a sub award agreement between the City of Sonoma and Sonoma County Water Agency for the Sonoma Marin Drought Resiliency Program; and
WHEREAS, the City offers turf rebates to residents through a program colloquially called “Cash for Grass” ; and
WHEREAS, this will allow the City to be reimbursed for 45% of the turf rebates paid out to residents through September 30, 2026; and
WHEREAS, this agreement provides the City with up to $90,585 in federal funds, with $110,715 in matching funds; and
WHEREAS, the City currently allocates $50,000 annually for turf rebates through the Water Conservation account in the Water Enterprise Fund; and
WHEREAS, this agreement will span multiple fiscal years, so the City has sufficient funds for the $110,715 match requirement.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Sonoma hereby adopts this resolution to authorize the City Manager to execute sub award agreement with Sonoma County Water Agency for the Sonoma Marin Drought Resiliency Program; and RESOLVED, PASSED, AND ADOPTED this 14th day of October 2024 by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
________________________________
John Gurney, Mayor
ATTEST:
________________________________
Rebekah Barr, MMC, City Clerk
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 1 For accessibility assistance with this document, please contact the Sonoma County Water Agency Technical Writing Section at (707) 547-1900, Fax at (707) 544-6123, or TDD through the California Relay Service (by dialing 711). ma: s:\techw\agreements\2324-071.docx version: 9/12/2024 9:25:00 AM TW 23/24-071 Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma)
This agreement (“Agreement”) is by and between Sonoma County Water Agency a body corporate and politic of the State of California (“Sonoma Water”) and City of Sonoma, a public agency (“Sub-Recipient”). This Agreement shall govern certain activities and responsibilities carried out by Sub-Recipient on behalf of Sonoma Water, a grantee of the U.S. Department of the Interior, Bureau of Reclamation The Effective Date of this Agreement is the date the Agreement is last signed by the parties to the Agreement, unless otherwise specified in Article 9 (Term of Agreement).
RECITALS
1. The WaterSMART FY 2023 Water and Energy Efficiency Grants (WEEG) program administered by the United States Bureau of Reclamation (Reclamation), provides funding for projects that result in quantifiable water savings, implement renewable energy components, and support broader sustainability benefits. These projects conserve and use water more efficiently, increase the production of renewable energy, mitigate conflict risk in areas at a high risk of future water conflicts, and accomplish other benefits that contribute to sustainability in the Western United States.
2. The Sonoma-Marin Saving Water Partnership (Partnership) comprises 13 water utilities in Sonoma and Marin counties collectively addressing regional water efficiency solutions.
3. In July 2022, Sonoma Water, on behalf of the Partnership, applied for $2,000,000 in grant funds for the Sonoma-Marin Drought Resiliency Program (Program) that will offer consumer rebates for water saving measures, including turf removal, replacement of inefficient clothes washing machines, installation of home water-use monitoring devices, smart irrigation controllers, and a direct install fixture program.
4. Eleven of the water utilities (Participating Agencies), will implement the Program.
Participating Agencies include the City of Cloverdale, City of Cotati, City of Healdsburg, Marin Municipal Water District, North Marin Water District, City of Petaluma, City of Rohnert Park, City of Santa Rosa, City of Sonoma, Valley of the Moon Water District, and Town of Windsor.
5. On February 16, 2024, Reclamation and Sonoma Water executed a grant agreement in the amount of $2,000,000. Sonoma Water will act as the pass-through entity to administer the grant for Participating Agencies. Sonoma Water and Participating Agencies have committed to provide an additional $2,444,447 in non-Federal matching funds, for a total project cost of $4,444,447.
In consideration of the foregoing recitals and the mutual covenants contained herein, the parties hereto agree as follows:
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 2
AGREEMENT
1. RECITALS
1.1. The above recitals are true and correct.
2. LIST OF EXHIBITS
2.1. The following exhibits are attached hereto and incorporated herein:
Exhibit A: Program Scope
Exhibit B: Schedule of Programs and Costs
Exhibit B-1: Amended Schedule of Programs and Costs
Exhibit C: Insurance Requirements
Exhibit D: Federal Award Identification and Pass-Through Requirements Exhibit E: Performance Report Templates
3. SUB-RECIPIENT’S RESPONSIBILITIES
3.1. Sub-Recipient’s Program Participation: Programs are identified in Exhibit A (Program Scope). Sub-Recipient shall participate in specific programs identified in Exhibit B (Schedule of Programs and Costs), or as modified by Exhibit B-1 (Amended Schedule of Programs and Costs).
3.2. Federal Grant Funding: Sub-Recipient is informed and aware that this Agreement is funded by a federal grant agreement between Bureau of Reclamation and Sonoma County Water Agency which grant is conditioned upon various terms that apply to Sub-Recipient. Sub-Recipient has reviewed the documents attached hereto as Exhibit D (Federal Award Identification and PassThrough Requirements) and hereby agrees to comply with them to the extent they apply to a Recipient or Subrecipient. In the event there is a conflict between the body of this Agreement and Exhibit D, the provisions in the body Exhibit D shall control over the provisions of this Agreement.
3.3. Match Funds: Grant terms require Sub-Recipient to provide match funding in the amount listed in Exhibit B (Schedule of Program Costs). Rebates, equipment, and other program costs incurred between February 16, 2024 and September 30, 2026 can be applied to match or reimbursable program costs. Match and reimbursable expenses shall occur concurrently.
3.4. Pre-Award Costs: Grant terms permit Sub-Recipient to submit for reimbursement and match costs incurred on or after April 1, 2022 if those costs are allowable, allocable, and reasonable under the terms and conditions of the federal grant agreement.
3.5. Marketing: Conduct marketing to promote awareness of Sub-Recipient-run Programs. Retain copies of all marketing materials and examples of rebate Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 3 applications. Costs related to program marketing are the responsibility of Subrecipient and are not reimbursable under this agreement.
3.6. Performance Progress and Financial Reports: Provide quarterly reports of services performed and other data required under grant programs, in the formats shown in Exhibit E (Performance Report Templates). Reports for activity shall be submitted to Sonoma Water as specified in Exhibit E, Performance Report Templates. An additional closeout (final) report will be required prior to agreement termination.
3.7. Communication: Provide regular communication monthly via email or phone with Sonoma Water on budget tracking and other issues as required.
3.8. Monitoring: Provide access to work sites, records, programs, or procedures in order to ensure compliance with terms and conditions of the Grant agreement.
4. SONOMA WATER'S RESPONSIBILITIES
4.1. Coordination and Grant Administration: Coordinate, document, invoice, and report as required by the grant terms, including the Programs described in Exhibit A.
4.2. Reporting and Reimbursement Requests to Reclamation: Prepare required reporting data and invoices and submit to Reclamation according to the terms of the federal grant agreement.
4.3. Disbursement of Grant Funds: Disburse funds according to the federal grant agreement.
5. COORDINATION
5.1. Coordination: Sub-Recipient shall cooperate with Sonoma Water in the performance of all work hereunder. Sub-Recipient shall coordinate the work with Sonoma Water’s Project Manager. Contact information and mailing addresses:
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 4 Sonoma Water Sub-Recipient
Project Manager: Lauren Lum Contact: Ashely Cotter
Phone: (707) 547-1933 No. 1 The Plaza
Email: [email protected] Sonoma, California 95476
Phone: (707) 933-2233
Contract Manager: Brad Elliott Email: [email protected] Phone: 707-547-1060
Email: [email protected]
404 Aviation Boulevard
Santa Rosa, California 95403-9019
Remit quarterly reports to: Remit payments to:
Lauren Lum
Same address as above
Same address as above
6. PAYMENT TO SUB-RECIPIENT
6.1. Program Maximum Obligations: Sub-Recipient’s obligation under this Agreement shall not exceed the amounts listed in Exhibit B (Schedule of Program Costs), or an amendment to that Exhibit. Sonoma Water anticipates receiving a maximum of $2,000,000 in grant funding for all Participating Agencies and must collect and invoice for an additional $2,444,447 in non-federal matching funds from Participating Agencies, for a total program cost of $4,444,447.
Sub-Recipient-run Programs: Estimated amount for Sub-Recipient-run Programs is detailed in Exhibit B.
Modification. Estimated amounts in Exhibit B may be adjusted, as mutually agreed in writing by the parties using the form included in Exhibit B-1 (Amended Schedule of Program Costs), provided total cost does not exceed $2,000,000 for all Participating Agencies.
6.2. Method of Payment: Sub-Recipient shall be paid in accordance with the following terms:
Sub-Recipient shall be paid in accordance with Exhibit B (Schedule of Program Costs). Expenses not expressly authorized by the Agreement shall not be reimbursed.
Sub-Recipient shall not be entitled to any additional payment for any expenses incurred in completion of the services.
Sub-Recipient will be reimbursed for Program expenditures when grant funds become available. Sonoma Water will distribute payments to SubRecipient according to grant guidelines.
Sub-Recipient shall be responsible for providing match funding in accordance with 3.3 above.
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 5
6.3. Quarterly Reports: Payment is subject to receipt of the quarterly reports; format provided in Exhibit E (Performance Report Templates).
6.4. Excess Costs: If the Program costs exceed the total amount described in this Agreement for Sub-Recipient–run Programs, Sub-Recipient shall pay for materials and services. Excess costs will be reported as additional matching funds for the grant and are not eligible for additional grant reimbursement.
7. FINANCIAL ACCOUNTABILITY AND GRANT ADMINISTRATION
7.1. Financial Management. Sub-Recipient shall maintain a financial management system and financial records and shall administer funds received pursuant to this Agreement in accordance with all applicable federal and state requirements, including without limitation 2 CFR 200.302(b). Sub-Recipient shall adopt such additional financial management procedures as may from time to time be prescribed by Sonoma Water if required by applicable laws, regulations, or guidelines from its federal and state government funding sources. Sub-Recipient shall maintain detailed, itemized documentation and records of all income received and expenses incurred pursuant to this Agreement.
7.2. Indirect Cost Rate. The Federal Award Identification data in Exhibit D contains the indirect cost rate that applies to this subaward.
7.3. Financial and Other Reports. Sub-Recipient shall submit to Sonoma Water such reports and back-up data as may be required by Reclamation or Sonoma Water, including without limitation such reports which enable Sonoma Water to submit its own semi-annual financial and annual programmatic reports to Reclamation.
Sub-Recipient shall submit reports required to Sonoma Water in accordance with the schedule included in Exhibit E (Performance Report Templates). This provision shall survive the expiration or termination of this Agreement with respect to any reports which Sub-Recipient is required to submit to Reclamation following the expiration or termination of this Agreement.
7.4. Improper Payments. Any item of expenditure by Sub-Recipient under the terms of this Agreement which is found by auditors, investigators, and other authorized representatives of Sonoma Water, Reclamation, the U.S. Government Accountability Office or the Comptroller General of the United States to be improper, unallowable, in violation of federal or state law or the terms of the federal grant agreement or this Agreement, or involving any fraudulent, deceptive, or misleading representations or activities of Sub-Recipient, shall become Sub-Recipient’s liability, to be paid by Sub-Recipient from funds other than those provided by Sonoma Water under this Agreement or any other agreements between Sonoma Water and Sub-Recipient. This provision shall survive the expiration or termination of this Agreement.
7.5. Audited Financial Statements. In any fiscal year in which Sub-Recipient expends $750,000 or more in federal awards during such fiscal year, including awards Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 6 received as a subrecipient, Sub-Recipient must comply with the federal audit requirements contained in 2 CFR 200 Subpart F, Audit Requirements. In signing this Agreement, Sub-Recipient acknowledges that it understands and will comply with the provisions of 2 CFR 200 Subpart F, Audit Requirements. If such an audit is required, Sub-Recipient agrees to provide Sonoma Water with a copy of the audit report within nine months of Sub-Recipient's fiscal year end. Questions regarding 2 CFR 200 Subpart F, Audit Requirements can be directed to the Sonoma County Auditor-Controller Treasurer-Tax Collector’s Office - General Accounting Division.
7.6. Program Closeout.
Final payment request(s) under this Agreement will be the final quarterly report and reimbursement request identified in Exhibit E, Performance Report Templates, and must be received by Sonoma Water no later than the date specified therein. No payment request will be accepted by Sonoma Water after this date without authorization from Sonoma Water. In consideration of the execution of this Agreement by Sonoma Water, SubRecipient agrees that acceptance of final payment from Sonoma Water will constitute an agreement by Sub-Recipient to release and forever discharge Sonoma Water, its agents, employees, representatives, affiliates, successors and assigns from any and all claims, demands, damages, liabilities, actions, causes of action or suits of any nature whatsoever, which Sub-Recipient has at the time of acceptance of final payment or may thereafter have, arising out of or in any way relating to any and all injuries and damages of any kind as a result of or in any way relating to this Agreement.
Sub-Recipient will provide a Final Program Report to Sonoma Water in a format to be determined by the date specified in Exhibit E, Performance Report Templates.
7.7. Sub-Recipient obligations to Sonoma Water under this Agreement shall not terminate until all closeout requirements are completed to the satisfaction of Sonoma Water. Such requirements shall include, without limitation, submitting final reports to Sonoma Water and providing any closeout-related information requested by Sonoma Water by the deadlines specified by Sonoma Water. This provision shall survive the expiration or termination of this Agreement.
8. COOPERATION IN MONITORING AND EVALUATION.
8.1. Sonoma Water Responsibilities. Sonoma Water shall monitor, evaluate, and provide guidance and direction to Sub-Recipient in the conduct of approved services performed under this Agreement. Sonoma Water has the responsibility to determine whether Sub-Recipient has spent funds in accordance with applicable laws, regulations, including the federal audit requirements and agreements and shall monitor the activities of Sub-Recipient to ensure that SubRecipient has met such requirements. Sonoma Water may require Sub-Recipient to take corrective action if deficiencies are found.
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 7
8.2. Sub-Recipient Responsibilities.
Sub-Recipient shall permit Sonoma Water to carry out monitoring and evaluation activities, including any performance measurement system required by applicable law, regulation, funding sources guidelines or by the terms and conditions of the federal grant agreement, and Sub-Recipient agrees to ensure, to the greatest extent possible, the cooperation of its agents, employees and board members in such monitoring and evaluation efforts. This provision shall survive the expiration or termination of this Agreement.
Sub-Recipient shall cooperate fully with any reviews or audits of the activities under this Agreement by authorized representatives of Sonoma Water, Reclamation, the U.S. Government Accountability Office or the Comptroller General of the United States and Sub-Recipient agrees to ensure to the extent possible the cooperation of its agents, employees and board members in any such reviews and audits. This provision shall survive the expiration or termination of this Agreement.
9. TERM OF AGREEMENT
9.1. The term of this Agreement shall be from February 16, 2024 (“Effective Date”), to January 28, 2027, unless terminated earlier in accordance with the provisions of Article 10 (Termination).
10. TERMINATION
10.1. Authority to Terminate: Sonoma Water’s right to terminate may be exercised by Sonoma Water’s General Manager.
10.2. Termination for Cause: Notwithstanding any other provision of this Agreement, should Sub-Recipient fail to perform any of its obligations hereunder, within the time and in the manner herein provided, or otherwise violate any of the terms of this Agreement, Sonoma Water may immediately terminate this Agreement by giving Sub-Recipient written notice of such termination, stating the reason for termination.
10.3. Payment Upon Termination: Upon termination of this Agreement by Sonoma Water, Sub-Recipient shall be entitled to receive as full payment for all services satisfactorily rendered and reimbursable expenses properly incurred hereunder, a pursuant to Paragraph 6 (Payment to Sub-Recipient).
10.4. Termination for Non-Appropriation: Sonoma Water may terminate this Agreement at any time, upon giving Sub-Recipient thirty (30) days written notice, for any of the following reasons:
Sonoma Water has exhausted all funds legally available for payments to become due under this Agreement.
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 8 Funds which have been appropriated for purposes of this Agreement are withheld and are not made available to Sonoma Water.
10.5. Change in Funding: Sub-Recipient understands and agrees that Sonoma Water shall have the right to terminate this Agreement immediately upon written notice to Sub-Recipient in the event that (1) any state or federal agency or other funder reduces, withholds or terminates funding that Sonoma Water anticipated using to pay Sub-Recipient for services provided under this Agreement or (2) Sonoma Water has exhausted all funds legally available for payments due under this Agreement.
11. MUTUAL INDEMNIFICATION
11.1. Each party to this Agreement (the “Indemnifying Party”) agrees to accept all responsibility for loss or damage to any person or entity, and to defend, indemnify, hold harmless and release the other party (the “Indemnified Party”), and the Indemnified Party’s supervisors, officers, agents, and employees, from and against any and all liabilities, actions, claims, damages, disabilities, or expenses that may be asserted by any person or entity, including the Indemnifying Party, to the extent resulting from the Indemnifying Party’s breach of any material term of this Agreement, or Indemnifying Party’s negligence or willful misconduct in connection with the performance of this Agreement, but excluding liabilities, actions, claims, damages, disabilities, or expenses to the extent arising from Indemnified Party’s breach of any material term of this Agreement, or Indemnified Party’s negligence or willful misconduct in connection with the performance of this Agreement. The Indemnified Party shall have the right to select its legal counsel at the Indemnifying Party’s expense, subject to the Indemnifying Party’s approval, which shall not be unreasonably withheld. This indemnification obligation is not limited in any way by any limitation on the amount or type of damages or compensation payable to or for the parties hereto or their agents under workers’ compensation acts, disability benefit acts, or other employee benefit acts.
12. INSURANCE
12.1. With respect to performance of work under this Agreement, Sub-Recipient shall maintain and shall require all of its subcontractors, consultants, and other agents to maintain, insurance as described in Exhibit C (Insurance Requirements).
13. EXTRA OR CHANGED WORK
13.1. Except as provided in 6.1.b (Modification), extra or changed work or other changes to the Agreement may be authorized only by written amendment to this Agreement, signed by both parties. Changes to lengthen time schedules or make minor modifications to the scope of work, which do not increase the amount paid under the Agreement, may be executed by Sonoma County Water Agency’s General Manager in a form approved by County Counsel. The parties expressly Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 9 recognize that Sonoma Water personnel are without authorization to order all other extra or changed work or waive Agreement requirements. Failure of SubRecipient to secure such written authorization for extra or changed work shall constitute a waiver of any and all right to adjustment in the Agreement price or Agreement time due to such unauthorized work and thereafter Sub-Recipient shall be entitled to no compensation whatsoever for the performance of such work. Sub-Recipient further expressly waives any and all right or remedy by way of restitution and quantum meruit for any and all extra work performed without such express and prior written authorization of Sonoma Water.
14. REPRESENTATIONS OF SUB-RECIPIENT
14.1. Labor Code Compliance: Sub-Recipient shall keep informed of and take all measures necessary to ensure compliance with applicable Labor Code requirements, including, but not limited to, §1720 et seq. of the Labor Code regarding public works, limitations on use of volunteer labor (Labor Code §1720.4), labor compliance programs (Labor Code §1771.5) and payment of prevailing wages for work done and funded pursuant to these Guidelines, including any payments to the Department of Industrial Relations under Labor Code §1771.3.
14.2. Nondiscrimination: During the performance of this Agreement, Sub-Recipient and its contractors or subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender),sexual orientation, gender identity, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), marital/domestic partner status, and denial of medical and family care leave or pregnancy disability leave. SubRecipient and its contractors or subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Sub-Recipient and its contractors or subcontractors shall comply with the provisions of the California Fair Employment and Housing Act (Government Code §12990 (a-f) et seq.) and the applicable regulations promulgated there under (California Code of Regulations, Title 2, §11000 et seq.). The applicable regulations of the Fair Employment and Housing are incorporated into this Agreement by reference. Sub-Recipient and its contractors or subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. Sub-Recipient shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement.
14.3. Workers’ Compensation: Sub-Recipient affirms that it is aware of the provisions of §3700 of the Labor Code, which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 10 with the provisions of that code, and Sub-Recipient affirmsthat it will comply with such provisions before commencing the performance of the work under this Agreement and will make its contractors and subcontractors aware of this provision.
14.4. No Suspension or Debarment: Sub-Recipient warrants that it is not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in covered transactions by any federal department or agency. Sub-Recipient also warrants that it is not suspended or debarred from receiving federal funds as listed in the List of Parties Excluded from Federal Procurement or Non-procurement Programs issued by the General Services Administration.
14.5. Accounting, Audits, and Records Maintenance: Sub-Recipient and its contractors and subcontractors shall maintain books, records, and other documents pertinent to their work under this Agreement in accordance with generally accepted accounting principles and practices. Records are subject to inspection by Sonoma Water and Reclamation at any and all reasonable times. All records of Sub-Recipient or its contractor or subcontractor shall be preserved for the purpose of Federal audits for at least five (5) years after project completion or final billing, whichever comes later.
14.6. Inspections: Sonoma Water and Reclamation shall have the right to inspect the work being performed at any and all reasonable times, providing a minimum of 24-hour notice, during the term of this Agreement. Sub-Recipient acknowledges that Program documents may be subject to the Public Records Act (California Government Code Section 6250 et. Seq.). Sonoma Water and Reclamation shall have the right to inspect and make copies of these documents at any and all reasonable times during the term of this Agreement to ensure compliance with the terms and conditions of this Agreement. During regular office hours, Sonoma Water and Reclamation shall have the right to inspect and to make copies of any books, records, or reports of the Sub-Recipient relating to this Grant Agreement. Sub-Recipient shall maintain and shall make available at all times for such inspection accurate records of its costs, disbursements, and receipts with respect to its activities under this Agreement. Failure or refusal by Sub-Recipient to comply with this provision shall be considered a breach of this Grant Agreement, and Sonoma Water may withhold disbursements to SubRecipient or take any other action it deems necessary to protect its interests.
Sub-Recipient shall include provisions ensuring such access in all its contracts or subcontracts entered into for this Agreement.
14.7. Drug-Free Workplace Certification (Certification of Compliance): By signing this Agreement, Sub-Recipient, its contractors or subcontractors hereby certify, under penalty of perjury under the laws of State of California, compliance with the requirements of the Drug-Free Workplace Act of 1990 (Government Code Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 11 §8350 et seq.) and have or will provide a drug-free workplace by taking the following actions:
Publish a statement notifying employees, contractors, and subcontractors that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees, contractors, or subcontractors for violations, as required by Government Code section 8355(a)(1).
Establish a Drug-Free Awareness Program, as required by Government Code section 8355(a)(2) to inform employees, contractors, or subcontractors about all of the following:
i. The dangers of drug abuse in the workplace,
ii. Sub-Recipient’s policy of maintaining a drug-free workplace, iii. Any available counseling, rehabilitation, and employee assistance programs, and
iv. Penalties that may be imposed upon employees, contractors, and subcontractors for drug abuse violations.
Provide, as required by Government Code section 8355(a)(3), that every employee, contractor, and/or subcontractor who works under this Agreement:
i. Will receive a copy of Sub-Recipient’s drug-free policy statement, and ii. Will agree to abide by terms of Sub-Recipient’s condition of employment, contract or subcontract.
14.8. Ownership of Work Product: All reports, drawings, graphics, plans, and studies, in their final form and format, assembled or prepared by Sub-Recipient or SubRecipient’s subcontractors, consultants, and other agents in connection with this Agreement, shall be the property of Sonoma Water. Sub-Recipient shall deliver such materials to Sonoma Water upon request in their final form and format.
Such materials shall be and will remain the property of Sonoma Water without restriction or limitation. Document drafts, notes, and emails of Sub-Recipient and Sub-Recipient’s subcontractors, consultants, and other agents shall remain the property of those persons or entities.
15. DEMAND FOR ASSURANCE
15.1. Each party to this Agreement undertakes the obligation that the other’s expectation of receiving due performance will not be impaired. When reasonable grounds for insecurity arise with respect to the performance of either party, the other may in writing demand adequate assurance of due performance and until such assurance is received may, if commercially reasonable, suspend any performance for which the agreed return has not been received. “Commercially reasonable” includes not only the conduct of a party with respect to performance under this Agreement, but also conduct with respect to other agreements with parties to this Agreement or others. After receipt of a justified Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 12 demand, failure to provide within a reasonable time, but not exceeding thirty (30) days, such assurance of due performance as is adequate under the circumstances of the particular case is a repudiation of this Agreement.
Acceptance of any improper delivery, service, or payment does not prejudice the aggrieved party’s right to demand adequate assurance of future performance.
Nothing in this Article 15 limits Sonoma Water’s right to terminate this Agreement pursuant to Article 10 (Termination).
16. ASSIGNMENT AND DELEGATION
16.1. Consent: Neither party hereto shall assign, delegate, sublet, or transfer any interest in or duty under this Agreement without the prior written consent of the other, and no such transfer shall be of any force or effect whatsoever unless and until the other party shall have so consented.
16.2. Subcontracts: Notwithstanding the foregoing, Sub-Recipient may enter into subcontracts with the subconsultants specifically identified herein. If no subconsultants are listed, then no subconsultants will be utilized in the performance of the work specified in this Agreement.
16.3. Change of Subcontractors or Subconsultants: If, after execution of the Agreement, parties agree that subconsultants not listed in Paragraph 16.2 will be utilized, Sub-Recipient may enter into subcontracts with subconsultants to perform other specific duties pursuant to the provisions of this Paragraph 16.3.
The following provisions apply to any subcontract entered into by Sub-Recipient other than those listed in Paragraph 16.2 above:
Prior to entering into any contract with subconsultant, Sub-Recipient shall obtain Sonoma Water approval of subconsultant. All agreements with subconsultants shall (a) contain indemnity requirements in favor of Sonoma Water in substantially the same form as that contained in Article 11, (b) contain language that the subconsultant may be terminated with or without cause upon reasonable written notice, (c) prohibit the assignment or delegation of work under the agreement to any third party, and (d) include contract provisions specified in 2 CFR 200.327.
16.4. Summary of Subconsultants’ Work: Sub-Recipient shall provide Sonoma Water with a copy of subconsultant contract and summary of work performed by subconsultants with each invoice submitted under Paragraph 6.2.d. Such summary shall identify the individuals performing work on behalf of subconsultants and the total amount paid to subconsultant, broken down by the tasks listed in the Scope of Work.
17. MISCELLANEOUS PROVISIONS
17.1. No Bottled Water: In accordance with Sonoma Water Board of Directors Resolution No. 09-0920, dated September 29, 2009, no Sonoma Water funding shall be used to purchase single-serving, disposable water bottles for use in Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 13 Sonoma Water facilities or at Sonoma Water-sponsored events. This restriction shall not apply when potable water is not available.
17.2. No Waiver of Breach: The waiver by Sonoma Water of any breach of any term or promise contained in this Agreement shall not be deemed to be a waiver of such term or promise or any subsequent breach of the same or any other term or promise contained in this Agreement.
17.3. Construction: To the fullest extent allowed by law, the provisions of this Agreement shall be construed and given effect in a manner that avoids any violation of statute, ordinance, regulation, or law. The parties covenant and agree that in the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby. Sub-Recipient and Sonoma Water acknowledge that they have each contributed to the making of this Agreement and that, in the event of a dispute over the interpretation of this Agreement, the language of the Agreement will not be construed against one party in favor of the other. Sub-Recipient and Sonoma Water acknowledge that they have each had an adequate opportunity to consult with counsel in the negotiation and preparation of this Agreement.
17.4. Consent: Wherever in this Agreement the consent or approval of one party is required to an act of the other party, such consent or approval shall not be unreasonably withheld or delayed.
17.5. No Third-Party Beneficiaries: Except as provided in Article 11 (Mutual Indemnification), nothing contained in this Agreement shall be construed to create and the parties do not intend to create any rights in third parties.
17.6. Applicable Law and Forum: This Agreement shall be construed and interpreted according to the substantive law of California, regardless of the law of conflicts to the contrary in any jurisdiction. Any action to enforce the terms of this Agreement or for the breach thereof shall be brought and tried in Santa Rosa or in the forum nearest to the city of Santa Rosa, in the County of Sonoma.
17.7. Captions: The captions in this Agreement are solely for convenience of reference. They are not a part of this Agreement and shall have no effect on its construction or interpretation.
17.8. Merger: This writing is intended both as the final expression of the Agreement between the parties hereto with respect to the included terms and as a complete and exclusive statement of the terms of the Agreement, pursuant to Code of Civil Procedure section 1856. Each Party acknowledges that, in entering into this Agreement, it has not relied on any representation or undertaking, whether oral or in writing, other than those which are expressly set forth in this Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 14 Agreement. No modification of this Agreement shall be effective unless and until such modification is evidenced by a writing signed by both parties.
17.9. Survival of Terms: All express representations, waivers, indemnifications, and limitations of liability included in this Agreement will survive its completion or termination for any reason.
17.10. Time of Essence: Time is and shall be of the essence of this Agreement and every provision hereof.
17.11. Signature(s): Counterpart; Electronic Signatures: The parties agree that this Agreement may be executed in two or more counterparts, each of which shall be deemed an original, and together which when executed by the requisite parties shall be deemed to be a complete original agreement. Counterparts may be delivered via facsimile, electronic mail (including PDF), or other transmission method, and any counterpart so delivered shall be deemed to have been duly and validly delivered, be valid and effective for all purposes, and shall have the same legal force and effect as an original document. This Agreement, and any counterpart, may be electronically signed by each or any of the parties through the use of any commercially available digital and/or electronic signature software or other electronic signature method in compliance with the U.S. federal ESIGN Act of 2000, California’s Uniform Electronic Transactions Act (Cal.
Civil Code § 1633.1 et seq.), or other applicable law. By its use of any electronic signature below, the signing party agrees to have conducted this transaction and to execution of this Agreement by electronic means.
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Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) 15 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date last signed by the parties to the Agreement.
Reviewed as to funds:
TW 23/24-071
By:
Sonoma County Water Agency
Division Manager – Administrative
Services
Approved as to form:
By:
Adam Brand, Deputy County Counsel
Insurance Documentation is on file with
Sonoma Water
Date/TW Initials:
Sonoma County Water Agency Sub-Recipient
By: By:
Grant Davis
General Manager Name: David Guhin
Authorized per Sonoma County Water
Agency’s Board of Directors Action
August 9, 2022
Title: City Manager______________________
Date: Date:
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) A-1 Exhibit A
Program Scope
1. REBATE PROGRAMS END ON OR BEFORE 9/30/26
2. PROGRAM OVERVIEW
Through the Sonoma-Marin Drought Resiliency Program, Participating Agencies will provide rebates for turf removal, high-efficiency toilets and appliances, water monitoring devices, and smart irrigation controllers, and will directly install indoor plumbing fixtures. Participating Agencies shall record the locations of turf removal, and the locations of all rebates and directlyinstalled plumbing fixtures, and provide this information to Sonoma Water for federal reporting requirements.
Project Location Map
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) A-2
3. GRANT FUNDED MEASURES
A. The Water Efficient Landscape Rebate Program (Turf Replacement): Sub-Recipient may implement the turf replacement program by following established procedures for approving rebate applications, verifying amount of turf removed, and administering rebates. Backup documentation such as copies of checks to customers or rebate applications will be provided upon request.
B. High Efficiency Washer Rebate Program: Sub-Recipient may implement the clothes washer replacement rebate program by following established procedures for approving rebate applications, verifying qualified models of clothes washers, and administering residential rebates. Backup documentation such as copies of checks to customers or rebate applications will be provided upon request.
C. High Efficiency Toilet Program: Participating partners may implement rebates for high efficiency toilets by following established procedures for approving rebate applications, verifying qualified models of toilets purchased, and administering rebates. Backup documentation such as copies of checks to customers or rebate applications will be provided upon request.
D. Smart Irrigation Controller Program: Sub-Recipient may implement rebates for smart irrigation controllers by following established procedures for approving rebate applications and verifying qualified models of irrigation controllers. Backup documentation such as copies of checks to customers or rebate applications will be provided upon request.
E. Flume Smart Measuring Device Program: Sub-Recipient may implement the Flume Smart Measuring Device Installation rebate program by following established procedures for approving rebate applications, verifying Flume installation, administering residential rebates. Backup documentation such as copies of checks to customers or rebate applications will be provided upon request.
F. The Direct Install Program: Sub-Recipient will work with qualified plumbers to install high-efficiency indoor fixture packages in households. These packages may include one ultra-high efficiency toilet (UHET) at 0.8 gallons per flush (gpf), one showerhead at 1.5 gallons per minute (gpm), one faucet aerator at 1.0 gpm and a kitchen faucet aerator at 1.5 gpm. Multiple packages may be installed in one household depending on the need of each household. Sub-Recipient will ensure toilets and fixtures are installed according to program requirements and specifications, including postinstallation verification sampling. Management strategies for post-installation monitoring will be adapted and expanded as needed based on sample results to meet the program goals and requirements. Backup documentation such as copies of checks to plumbers or rebate applications will be provided upon request.
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) A-3 G. Deliverables
1) Quarterly reports to Sonoma Water as specified in Section 3.6 (Quarterly Progress and Financial Reports) and Exhibit E (Performance Report Templates) of this Agreement.
2) Copies of public outreach, marketing, project photos, and promotional/web link materials.
3) Examples of rebate applications
4) Copies of checks or additional backup documentation in support of costs (upon request).
5) Final report:
a. Provide a final report to Sonoma Water as specified in Exhibit E (Performance Report Templates) of this Agreement to fulfill reporting grant closeout requirements for Reclamation. This will include costs and/or benefits deriving from the Program since completion, among other information. The final report template will be provided closer to the project end date Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) B-1 Exhibit B
Schedule of Programs and Costs
Grant-Funded Measure Rebate
maximum
Grant Funds
available
Sub-Recipient’s
Match
Obligation
Turf Replacement Program Up to
$1.00/sq ft
$90,585.00 $110,715.00
High Efficiency Washer Rebate
Program
Up to $
each
$0 $0
High Efficiency Toilet Program Up to $
each
$0 $0
Smart Irrigation Controller
Program
Up to $
each
$0 $0
Flume Smart Measuring Device
Program
Up to $
each
$0 $0
Direct Install Program Up to $ per
package
$0 $0
Total Available Funding $90,585.00 $110,715.00
Note: Additional funds may become available if Participating Agencies do not use allocated amounts. Amount of funding and eligible quantities may be modified by using Exhibit B-1- Amended Schedule of Program Costs.
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) B1-1 Exhibit B-1
Amended Schedule of Programs and Costs
Grant-Funded Measure Rebate
maximum
Grant
Funds
available
SubRecipient’s
Match
Obligation
Turf Removal Rebate Up to $/sq ft
High Efficiency Washer Rebate Up to $ each
Flume Home Water Measuring Rebate Up to $ each
High Efficiency Toilet Rebate Up to $ each
Smart Irrigation Controllers Rebate Up to $ each
Direct Install Program Up to $ per
package
Total Available Funding xxxx.xx xxxx.xx
Sonoma Water and Sub-Recipient mutually agree that quantities and dollar amounts listed above will replace any earlier version of Exhibit B. All conditions of the Agreement other than those specifically changed by this amended Exhibit shall remain in effect.
Sub-Recipient Sonoma County Water Agency
By: Reviewed by Paul Piazza, Program Manager:
Title: By:
Date: By:
Brad Elliott, Grant Manager
Sonoma Water copies to:
Accounting and Records
Joan Hultberg
Date:________________________________
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) C-1 Exhibit C
Insurance Requirements
1. INSURANCE TO BE MAINTAINED BY SUB-RECIPIENT
Sub-Recipient shall maintain insurance, pooled risk, and/or self-insurance as described below and shall require all of its subcontractors, consultants, and other agents to maintain insurance as described below unless such insurance has been expressly waived by the attachment of a Waiver of Insurance Requirements. The insurance shall be maintained for the entire term of the Agreement after all funds have been disbursed.
Sonoma Water reserves the right to review any and all of the required insurance policies and/or endorsements but has no obligation to do so. Sonoma Water’s failure to demand evidence of full compliance with the insurance requirements set forth in this Agreement or Sonoma Water’s failure to identify any insurance deficiency shall not relieve Sub-Recipient from, nor be construed or deemed a waiver of, its obligation to maintain the required insurance at all times during the performance of this Agreement.
1.1. Workers Compensation and Employers Liability Insurance Required if Sub-Recipient has employees as defined by the Labor Code of the State of California.
Workers Compensation insurance with statutory limits as required by the Labor Code of the State of California.
Employers’ Liability with minimum limits of $1,000,000 per Accident; $1,000,000 Disease per employee; $1,000,000 Disease per policy.
Required Evidence of Insurance: Certificate of Insurance If Sub-Recipient currently has no employees as defined by the Labor Code of the State of California, Sub-Recipient agrees to obtain the above-specified Workers’ Compensation and Employers’ Liability insurance should employees be engaged during the term of this Agreement or any extensions of the term.
1.2. General Liability Insurance
Commercial General Liability Insurance on a standard occurrence form, no less broad than Insurance Services Office (ISO) form CG 00 01.
Minimum Limits: $1,000,000 per Occurrence; $2,000,000 General Aggregate; $2,000,000 Products/Completed Operations Aggregate. The required limits may be provided by a combination of General Liability Insurance and either Commercial Excess or Commercial Umbrella Liability Insurance. If SubRecipient maintains higher limits than the specified minimum limits, Sonoma Water requires and shall be entitled to coverage for the higher limits maintained by Sub-Recipient.
Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) C-2 Any deductible or self-insured retention shall be shown on the Certificate of Insurance. If the deductible or self-insured retention exceeds $25,000 it must be approved in advance by Sonoma Water. Sub-Recipient is responsible for any deductible or self-insured retention and shall fund it upon Sonoma Water’s written request, regardless of whether Sub-Recipient has a claim against the insurance or is named as a party in any action involving Sonoma Water.
Sonoma County Water Agency, its officers, agents, and employees, shall be endorsed as additional insureds or additional covered parties for liability arising out of Sub-Recipient’s ongoing operations. (ISO endorsement CG 20 26 or equivalent).
The insurance provided to the additional insureds/additional covered parties shall be primary to, and non-contributory with, any insurance or selfinsurance program maintained by them.
The policy definition of “insured contract” shall include assumptions of liability arising out of both ongoing operations and the products-completed operations hazard (broad form contractual liability coverage including the “f” definition of insured contract in ISO form CG 00 01, or equivalent).
The policy shall cover inter-insured suits between Sonoma Water and SubRecipient and include a “separation of insureds” or “severability” clause which treats each insured separately.
Required Evidence of Insurance:
i. Copy of the additional insured endorsement or policy language granting additional insured status; and
ii. Certificate of Insurance.
1.3. Automobile Liability Insurance
Minimum Limit: $1,000,000 combined single limit per accident. The required limit may be satisfied by a combination of Automobile Liability Insurance and either Commercial Excess or Commercial Umbrella Liability Insurance.
Insurance shall cover all owned vehicles if Sub-Recipient owns vehicles.
Insurance shall cover hired and non-owned vehicles.
Required Evidence of Insurance: Certificate of Insurance.
1.4. Standards for Insurance Companies
Insurers, other than the California State Compensation Insurance Fund, shall have an A.M. Best's rating of at least A:VII.
1.5. Documentation
The Certificate of Insurance must include the following reference: TW 23/24- 071.
Sub-Recipient shall submit required Evidence of Insurance prior to the execution of this Agreement. Sub-Recipient agrees to maintain current Agenda Item #7.8:
Sub-Award Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) C-3 Evidence of Insurance on file with Sonoma Water for the required period of insurance.
The name and address for mailing Additional Insured endorsements and Certificates of Insurance is: Sonoma County Water Agency, 404 Aviation Boulevard, Santa Rosa, CA 95403-9019.
Required Evidence of Insurance shall be submitted for any renewal or replacement of a policy that already exists, at least ten (10) days before expiration or other termination of the existing policy.
Sub-Recipient shall provide immediate written notice if: (1) any of the required insurance policies are terminated; (2) the limits of any of the required policies are reduced; or (3) the deductible or self-insured retention is increased.
Upon written request, certified copies of required insurance policies must be provided within thirty (30) days.
1.6. Policy Obligations
Sub-Recipient’s indemnity and other obligations shall not be limited by the foregoing insurance requirements.
Agenda Item #7.8:
Exhibit D
Federal Award Identification and Pass-Through Requirements Page
D-2
D-3
D-7
Contents
D.1 Federal Award Identification Form
D.2 Regulatory Compliance and Public Laws
D.3 Reclamation Standard Terms and Conditions
D.4 Department of Interior Standard Terms and Conditions D-41 Definitions used in this Exhibit
Federal Awarding Agency U.S. Bureau of Reclamation or U.S. Department of the Interior Pass-through Entity Sonoma County Water Agency
Subrecipient Entity identified in Federal Award Identification Form on page D-2.
Recipient Applies to Sonoma County Water Agency and Subrecipient Non-Federal Entity Applies to Sonoma County Water Agency and Subrecipient Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) D-1 Agenda Item #7.8:
D.1 Federal Award IdenƟficaƟon Form
1. Subrecipient name City of Sonoma
2. Subrecipient unique enƟty idenƟfier VG27M5WLSPL7
3. Federal Award IdenƟficaƟon Number (FAIN) R24AP00002
4. Federal Award of award to recipient by the
Federal agency
02/16/2024
5. Subaward Period of Performance Start and End
Date
02/16/2024 through 9/30/2026
6. Subaward Budget Period Start and End Date:
Pre‐award costs incurred on or aŌer:
02/16/2024 through 9/30/2026
04/01/2022
7. Amount of Federal Funds Obligated by this acƟon
by the pass‐through enƟty to the subrecipient
$90,585.00
8. Total Amount of Federal Funds Obligated to the
subrecipient by the pass‐through enƟty including
the current financial obligaƟon
$90,585.00
9. Total Amount of the Federal Award commiƩed to
the subrecipient by the pass‐through enƟty
$90,585.00
10. Federal award project descripƟon See Project DescripƟon Below
11. Federal Funding Agency: US Dept. of the Interior, Bureau of ReclamaƟon
12. Pass‐through EnƟty Sonoma County Water Agency
13.Pass‐through EnƟty Awarding Official Grant Davis, General Manager
14. Assistance LisƟngs number and Title CFDA/ALN: 15.507 ‐ WaterSMART (Sustain and Manage America’s
Resources for Tomorrow)
15. Federal award amount: $2,000,000
16. Is the award for Research and Development? No
17. Indirect cost rate for the Federal award 10%
Project DescripƟon: The Sonoma County Water Agency will implement a water conservaƟon rebate program in partnership with 12 regional water uƟlity partners that have joined together to work on regional soluƟons for water use efficiency. The Sonoma‐Marin Drought Resiliency Program includes removing over 1.7 million square feet of turf grass, replacing 650 inefficient washing machines with high‐efficiency models, installing 215 home water monitoring devices, replacing 700 high‐ volume toilets with high efficiency models, and installing 815 smart irrigaƟon controllers. In addiƟon, the City of Santa Rosa will offer a direct‐install program to provide 2,500 households with high‐efficiency indoor fixtures, including low flow showerheads and faucet aerators. The project is expected to result in annual water savings of 342 acre‐feet, which will remain in the Russian River system.
Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) D-2 Agenda Item #7.8:
1. REGULATORY COMPLIANCE
The Recipient agrees to comply or assist Reclamation with all regulatory compliance requirements and all applicable state, Federal, and local environmental and cultural and paleontological resource protection laws and regulations as applicable to this project. These may include, but are not limited to, the National Environmental Policy Act (NEPA), including the Council on Environmental Quality and Department of the Interior regulations implementing NEPA, the Clean Water Act, the Endangered Species Act, consultation with potentially affected Tribes, and consultation with the State Historic Preservation Office. Once regulatory compliance is complete, a Reclamation GO will issue a Notice to Proceed along with the compliance documentation notifying the Recipient that compliance is complete and on-the-ground work can commence on the project. If the Recipient begins project activities that require environmental or other regulatory compliance approval prior to receipt of written notice from the Reclamation GO that all such clearances have been obtained, then Reclamation reserves the right to initiate remedies for non-compliance as defined by 2 CFR 200.339 up to and including unilateral termination of this agreement per 2 CFR 200.340.
2. AGRICULTURAL OPERATIONS [Public Law 111-11, Section 9504(a)(3)(B)] The Recipient shall not use any associated water savings to increase the total irrigated acreage of the Recipient or otherwise increase the consumptive use of water in the operation of the Recipient, as determined pursuant to the law of the State in which the operation of Recipient is located.
3. TITLE TO IMPROVEMENTS [Public Law 111-11, Section 9504(a)(3)(D)] If the activities funded under this Agreement result in an infrastructure improvement to a federally owned facility, the Federal Government shall continue to hold title to the facility and improvements to the facility.
4. OPERATION AND MAINTENANCE COSTS [Public Law 111-11,
Section 9504(a)(3)(E)(iv.)]
The non-Federal share of the cost of operating and maintaining any infrastructure improvement funded through this Agreement shall be 100 percent.
5. LIABILITY [Public Law 111-11, Section 9504(a)(3)(F)] (a) IN GENERAL.—Except as provided under chapter 171 of title 28, United States Code (commonly known as the ‘‘Federal Tort Claims Act’’), the United States shall not be liable for monetary damages of any kind for any injury arising out of an act, omission, or occurrence that arises in relation to any facility created or improved under this Agreement, the title of which is not held by the United States.
D.2 Regulatory Compliance and Public Laws
Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) D-3 Agenda Item #7.8:
(b) TORT CLAIMS ACT.—Nothing in this section increases the liability of the United States beyond that provided in chapter 171 of title 28, United States Code (commonly known as the ‘‘Federal Tort Claims Act’’).
6. BUY AMERICA DOMESTIC PROCUREMENT PREFERENCE
As required by Section 70914 of the Bipartisan Infrastructure Law (also known as the Infrastructure Investment and Jobs Act), P.L. 117-58, on or after May 14, 2022, none of the funds under a federal award that are part of Federal financial assistance program for infrastructure may be obligated for a project unless all of the iron, steel, manufactured products, and construction materials used in the project are produced in the United States, unless subject to an approved waiver. The requirements of this section must be included in all subawards, including all contracts and purchase orders for work or products under this program.
Recipients of an award of Federal financial assistance are hereby notified that none of the funds provided under this award may be used for a project for infrastructure unless:
1. all iron and steel used in the project are produced in the United States--this means all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States;
2. all manufactured products used in the project are produced in the United States— this means the manufactured product was manufactured in the United States; and the cost of the components of the manufactured product that are mined, produced, or manufactured in the United States is greater than 55 percent of the total cost of all components of the manufactured product, unless another standard for determining the minimum amount of domestic content of the manufactured product has been established under applicable law or regulation; and
3. all construction materials are manufactured in the United States—this means that all manufacturing processes for the construction material occurred in the United States.
The Buy America preference only applies to articles, materials, and supplies that are consumed in, incorporated into, or affixed to an infrastructure project. As such, it does not apply to tools, equipment, and supplies, such as temporary scaffolding, brought to the construction site and removed at or before the completion of the infrastructure project. Nor does a Buy America preference apply to equipment and furnishings, such as movable chairs, desks, and portable computer equipment, that are used at or within the finished infrastructure project, but are not an integral part of the structure or permanently affixed to the infrastructure project.
For further information on the Buy America preference, please visit www.doi.gov/grants/BuyAmerica. Additional information can also be found at the White House Made in America Office website: www.whitehouse.gov/omb/management/made-in-america/.
Waivers
When necessary, recipients may apply for, and the Department of the Interior (DOI) may grant, a waiver from these requirements, subject to review by the Made in America Office. The DOI may Agreement for Sonoma-Marin Drought Resiliency Program (City of Sonoma) D-4 Agenda Item #7.8: