Agenda — Stanton City Council, June 24, 2025 (part 1 of 6)

TO THE MEMBERS OF THE CITY COUNCIL / SUCCESSOR AGENCY / HOUSING AUTHORITY FOR THE CITY OF STANTON AND TO THE CITY CLERK / SECRETARY:

NOTICE IS HEREBY GIVEN that a Special Meeting of the City Council / Successor Agency / Housing Authority for the City of Stanton is hereby called by the Mayor / Chairman, to be held on June 24, 2025, commencing at 5:30 p.m. at 7800 Katella Avenue, Stanton, CA 90680 (Council Chambers).

The Agenda for the Special Meeting is attached to this Notice and Call.

Dated: June 18, 2025
s/ Patricia A. Vazquez, City Clerk / Secretary

IN COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT, IF YOU NEED SPECIAL ASSISTANCE TO PARTICIPATE IN THIS MEETING, PLEASE CONTACT THE OFFICE OF THE CITY CLERK AT (714) 890-4245.

NOTIFICATION PRIOR TO THE MEETING WILL ENABLE THE CITY TO MAKE REASONABLE ARRANGEMENTS TO ENSURE ACCESSIBILITY TO THIS MEETING.

PUBLIC ACCESS IN-PERSON AND VIA TELECONFERENCE
(Electronically / Telephonically)
Attendance by the members of the public may view the meeting live in one of the following ways:
• Attend in person - City Council Chambers: 7800 Katella Avenue, California 90680. • Via Teleconference (electronically / telephonically) - Zoom:

In order to join the meeting via telephone please follow the steps below:

1. Dial the following phone number +1 (669) 444-9171 (US).

2. Dial in the following Meeting ID: 827 7306 0160) to be connected to the meeting.

In order to join the meeting via electronic device please utilize the Zoom URL link below:
• https://us02web.zoom.us/j/82773060160?pwd=MarcKdDrup0ujhFj1rlTPHxymKYr1h.1

ANY MEMBER OF THE PUBLIC WISHING TO PROVIDE PUBLIC COMMENT FOR ANY ITEM ON THE AGENDA MAY DO SO AS FOLLOWS:
• Attend in person and complete and submit a request to speak card to the City Clerk. • E-Mail your comments to [email protected] with the subject line “PUBLIC COMMENT ITEM #” (insert the item number relevant to your comment). Comments received no later than 5:00 p.m. before the scheduled meeting will be compiled, provided to the City Council, and made available to the public before the start of the meeting. Staff will not read e-mailed comments at the meeting. However, the official record will include all e-mailed comments received until the close of the meeting.

Should you have any questions related to participation in the City Council Meeting, please contact the City Clerk’s Office at (714) 890-4245 or via e-mail at [email protected].

NOTICE AND CALL

CITY COUNCIL

SUCCESSOR AGENCY

HOUSING AUTHORITY

SPECIAL MEETING
Stanton City Council Agenda Prepared by the Office of the City Clerk June 24, 2025

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In order to join the meeting via telephone please follow the steps below:

1. Dial the following phone number +1 (669) 444-9171 (US).

2. Dial in the following Meeting ID: 827 7306 0160) to be connected to the meeting.

In order to join the meeting via electronic device please utilize the Zoom URL link below:
• https://us02web.zoom.us/j/82773060160?pwd=MarcKdDrup0ujhFj1rlTPHxymKYr1h.1

However, the official record will include all e-mailed comments received until the close of the meeting.

Should you have any questions related to participation in the City Council Meeting, please contact the City Clerk’s Office at (714) 890-4245 or via e-mail at [email protected].

AGENDA

SPECIAL & JOINT REGULAR MEETING

CITY COUNCIL

SUCCESSOR AGENCY

HOUSING AUTHORITY
TUESDAY, JUNE 24, 2025
CLOSED SESSION - 5:30 P.M.

JOINT REGULAR SESSION - 6:30 P.M.

STANTON CITY HALL, 7800 KATELLA AVENUE, STANTON, CA
In compliance with the Americans With Disabilities Act, if you need special assistance to participate in this meeting, please contact the Office of the City Clerk at (714) 890-4245 or via e-mail at [email protected]. Notification prior to the meeting will enable the City to make reasonable arrangements to assure accessibility to this meeting.

Stanton City Council Agenda Prepared by the Office of the City Clerk June 24, 2025

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The City Council agenda and supporting documentation is made available for public review and inspection during normal business hours in the Office of the City Clerk, 7800 Katella Avenue, Stanton California 90680 immediately following distribution of the agenda packet to a majority of the City Council. Packet delivery typically takes place on Thursday afternoons prior to the regularly scheduled meeting on Tuesday. The agenda packet is also available for review and inspection on the city’s website at www.StantonCA.gov.

The City Council is required to comply with the Levine Act (Government Code § 84308). The purpose of the Levine Act is to prevent public officials from being influenced by campaign contributions from parties and other financially interested persons appearing before them and to prevent officials from using their position of authority to unduly influence applicants to make contributions to campaigns. The Levine Act only applies to certain matters brought to the City Council, including permits, licenses, some contracts, and other entitlements for use. While these matters are pending and for 12 months after a decision has been made, a Council Member may not accept, solicit, or direct campaign contributions of more than $500 from parties/participants who have a financial interest in the proceedings, or their respective agents. In addition, a Council Member who has received such a contribution may be required to disclose the contribution and recuse themselves from consideration of an agenda item. This summary of the Levine Act does not constitute legal advice. Council members who need to recuse themselves from an agenda item may provide notice at any time during the Council meeting before consideration of the item. Under certain circumstances, contributions may be returned by the public official in order to participate in a decision or otherwise cure a potential violation.

1. CLOSED SESSION(5:30 PM)

2. ROLL CALL Council / Agency / Authority Member Barrios Council / Agency / Authority Member Taylor
Council / Agency / Authority Member Warren
Mayor Pro Tem / Vice Chairman Torres
Mayor / Chairman Shawver

3. PUBLIC COMMENT ON CLOSED SESSION ITEMS
Closed Session may convene to consider matters of purchase / sale of real property (G.C. §54956.8), pending litigation (G.C. §54956.9(a)), potential litigation (G.C. §54956.9(b)) or personnel items (G.C. §54957.6). Records not available for public inspection.

4. CLOSED SESSION
4A. CONFERENCE WITH LEGAL COUNSEL-ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Government Code Section 54956.9(d)(2) Number of Potential Cases: 1
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4B. PUBLIC EMPLOYEE PERFORMANCE EVALUATION
(Pursuant to Government Code Section 54957.6)
Title: City Manager
4C. CONFERENCE WITH LABOR NEGOTIATOR
(Pursuant to Government Code Section 54957.6)
Name of Agency Negotiator: Mayor
Unrepresented employees: City Manager
4D. PUBLIC EMPLOYEE PERFORMANCE EVALUATION
(Pursuant to Government Code Section 54957.6)
Title: City Attorney
4E. LIABILITY CLAIM PURSUANT TO GOVERNMENT CODE SECTION 54956.95 Claimants: Tina Pacific Residents Association, Daniel Dominguez, Jose Martinez, Lucia Martinez, and Silvia Jaramillo Ramirez
Agency claimed against: City of Stanton
The above-referenced claim is on file with the Office of the City Clerk and available for inspection upon request.

5. CALL TO ORDER STANTON CITY COUNCIL / SUCCESSOR AGENCY / HOUSING AUTHORITY JOINT REGULAR MEETING (6:30 PM)

6. ROLL CALL Council / Agency / Authority Member Barrios Council / Agency / Authority Member Taylor
Council / Agency / Authority Member Warren
Mayor Pro Tem / Vice Chairman Torres
Mayor / Chairman Shawver

7. PLEDGE OF ALLEGIANCE

8. SPECIAL PRESENTATIONS AND AWARDS None.

9. CONSENT CALENDAR
All items on the Consent Calendar may be acted on simultaneously, unless a Council/Board Member requests separate discussion and/or action.

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CONSENT CALENDAR
9A. MOTION TO APPROVE THE READING BY TITLE OF ALL ORDINANCES AND RESOLUTIONS. SAID ORDINANCES AND RESOLUTIONS THAT APPEAR ON THE

PUBLIC AGENDA SHALL BE READ BY TITLE ONLY AND FURTHER READING WAIVED
RECOMMENDED ACTION:

City Council/Agency Board/Authority Board waive reading of Ordinances and Resolutions.
9B. APPROVAL OF WARRANTS
City Council approve demand warrants dated May 16, 2025 – May 29, 2025, in the amount of $644,568.13.
9C. APPROVAL OF MINUTES
City Council/Successor Agency/Housing Authority approve Minutes of Joint Regular Meeting – June 10, 2025.
9D. PURCHASE OF A VEHICLE FOR CONDUCTING SENIOR TRANSPORTATION

ACTIVITIES THROUGH THE ORANGE COUNTY TRANSPORTATION AUTHORITY (OCTA) SENIOR MOBILITY PROGRAM
The proposed action will authorize the purchase of a new ADA-compliant electric van from Model 1 Commercial Vehicles for the Community Services Department. This vehicle will be used to transport senior residents through the City's Senior Mobility Program (SMP), funded by the Orange County Transportation Authority (OCTA).

RECOMMENDED ACTION:

1. City Council declare that the project is not subject to CEQA in accordance with Section 15061(b)(3) as the activity is covered by the general rule that CEQA applies only to projects which have the potential for causing significant effect on the environment.

Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA; and

2. Authorize the City Manager to execute a purchase order with Model 1 Commercial Vehicles for the procurement of one 2023 Ford E-Transit 350 ADA van; and Stanton City Council Agenda Prepared by the Office of the City Clerk June 24, 2025

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3. Waive the competitive procurement process since only one known supplier has been identified and approve the use of Section 4.13 under the City’s Purchasing Policy to proceed with a sole-source procurement.
9E. APPROVAL OF SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH JOHN L. HUNTER & ASSOCIATES. INC. TO PROVIDE

CONSULTING SERVICES RELATED TO NATIONAL POLLUTANT DISCHARGE

ELMINIATION SYSTEM (NPDES) AND FATS, OILS, AND GREASE (FOG) PROGRAM John L. Hunter Associates, Inc. has been providing environmental consulting services since 2007. The First Amendment to the professional services agreement will expire on June 30, 2025. If approved, this Second Amendment will allow John L. Hunter Associates, Inc. to continue providing services through June 30, 2026, at current rates.

RECOMMENDED ACTION:

1. City Council declare that this action is not a project per the California Environmental Quality Act; and

2. Approve the Second Amendment to the Professional Services Agreement with John L. Hunter & Associates and allow the City Attorney to make minor edits as necessary prior to the execution of the Amendment; and

3. Authorize the City Manager to execute the Second Amendment to the Professional Services Agreement with John L. Hunter & Associates, Inc. 9F. PURCHASE OF TWO SOLAR-POWERED SURVEILLANCE TRAILERS At its Budget Workshop of May 27, 2025, the City Council directed staff to utilize remaining Safe Streets Together funds to purchase two additional solar-powered surveillance trailers. Staff collected three quotes and selected vendor WCCTV based on lowest price. In addition, WCCTV is part of the General Services Administration (GSA) Contract program which allows government agencies to purchase products and services utilizing pre-approved pricing, terms, and conditions.

RECOMMENDED ACTION:

1. City Council find that this item is not subject to California Environmental Quality Act (“CEQA”) pursuant to Sections 15378(b)(5) (Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment); and

2. Waive the competitive procurement process and authorize the use of cooperative purchasing through the GSA Contract program; and
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3. Authorize the City Manager to approve the purchase of two solar-powered surveillance trailers in an amount totaling $49,999.99. 9G. APPROVAL OF SIXTH AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH HARTZOG AND CRABILL, INC. TO PROVIDE ON-CALL TRAFFIC

OPERATIONS SERVICES
Hartzog and Crabill has been providing on-call traffic operations and engineering support services since 2014, including traffic signal operations support services. The current Agreement (Fifth Amendment) will expire on June 30, 2025. If approved, this Sixth Amendment will allow Hartzog and Crabill to continue to provide services for an additional three years through June 30, 2028 at current rates through June 30, 2027 and a 3.5% increase to hourly rates from July 1, 2027 through June 30, 2028.

RECOMMENDED ACTION:

1. City Council find that the recommended actions are exempt from CEQA per Section15378(b)(5) [Project does not include]: organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment; and

2. Approve the Sixth Amendment to the Professional Services Agreement with Hartzog and Crabill and allow the City Attorney to make minor edits as necessary prior to the execution of the Amendment; and

3. Authorize the City Manager to execute the Sixth Amendment to the Professional Services Agreement.
9H. APPROVE THE SEWER SYSTEM MANAGEMENT PLAN UPDATE
The State Water Resources Control Board requires all agencies that own or operate a sanitary sewer system to develop and maintain a Sewer System Management Plan (SSMP) under General Order 2022-0103-DWQ, issued on December 6, 2022. Staff retained RKA Consulting Group to update the City’s SSMP to be in compliance with the General Order and the City’s adopted Sewer Master Plan. Staff is recommending City Council adopt Resolution 2025-27 approving the SSMP and authorizing the Director of Public Works to certify the completion of the SSMP to the State Water Resources Control Board.

RECOMMENDED ACTION:

1. City Council declare this action to be categorically exempt under the California Environmental Quality Act, Section 15378(b)(5) (Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment); and
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2. Adopt Resolution 2025-27 approving the Sewer System Management Plan (SSMP) and authorizing the Director of Public Works to certify the completion of the SSMP and submit the certification to the State Water Resources Control Board entitled:
“A RESOLUTION OF THE CITY COUNCIL FOR THE CITY OF STANTON ADOPTING THE SEWER SYSTEM MANAGEMENT PLAN”; and

3. Authorize the Public Works Director to make administrative/non-substantive revisions deemed necessary for compliance with General Order 2022-0103-DWQ. 9I. APPROVAL OF SECOND AMENDMENT TO PROFESSIONAL SERVICES

AGREEMENT WITH MSW CONSULTANTS TO PROVIDE SOLID WASTE

MANAGEMENT CONSULTING SERVICES
MSW Consultants has been providing environmental consulting services since 2021. The First Amendment to the professional services agreement will expire on June 30, 2025. If approved, this Second Amendment will allow MSW Consultants to continue providing services through June 30, 2026, at current rates.

RECOMMENDED ACTION:

1. City Council declare that this action is not a project per the California Environmental Quality Act; and

2. Approve the Second Amendment to the Professional Agreement with MSW Consultants and allow the City Attorney to make minor edits as necessary prior to the execution of the Amendment; and

3. Authorize the City Manager to execute the Second Amendment to the Professional Services Agreement with MSW Consultants.
9J. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON APPROVING THE ADOPTION OF THE MULTIPLE EMPLOYER OPEB/PENSION 115 TRUST

ADMINISTERED BY SHUSTER ADVISORY GROUP, LLC
The City desires to withdraw from participating in the PARS Public Agencies PostEmployment Benefits Trust Program, all services, administration, and investment contracts with PARS and US Bank, N.A. and adopt a Multiple Employer OPEB/Pension 115 Trust, transitioning the current Section 115 Trust account used for pre-funding pension obligations from the Public Agencies Post-Employment Benefits Trust to the City of Stanton Pension Stabilization Trust Account under the administration of Shuster Advisory Group, LLC. The proposed Resolution presented as Attachment A provides the authority to accomplish this, including the appointment of Alta Trust as successor Trustee, the appointment of Charles Schwab Trust Bank as custodian of the Trust’s assets, and the liquidation and transfer of all assets held in the PARS Section 115 Trust to Charles Stanton City Council Agenda Prepared by the Office of the City Clerk June 24, 2025

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Schwab Trust Bank contingent upon acceptance of those appointments. Finally, the proposed Resolution authorizes the appointment of the City Manager as the City’s Administrator for the newly-established Trust.

RECOMMENDED ACTION:

1. City Council find that this item is not subject to California Environmental Quality Act (“CEQA”) pursuant to Sections 15378(b)(5)(Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment); and

2. Adopt Resolution No. 2025-26, entitled:
“RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON

APPROVING THE ADOPTION OF THE MULTIPLE EMPLOYER
OPEB/PENSION 115 TRUST ADMINISTERED BY SHUSTER ADVISORY GROUP, LLC”; and

3. Authorize the City Manager to execute agreements, liquidate and transfer assets, make appointments and take any other steps necessary to carry out the directives of the City Council as set forth in the proposed Resolution; and

4. Rescind and terminate the City's participation in the PARS Section 115 Trust previously authorized under City Council Resolution No. 2017-03 and authorize the City Manager to execute any necessary documentation to dissolve the City’s account under that Trust.
9K. APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT FOR RETAIL MARKET

ANALYSIS AND RETAIL RECRUITMENT SERVICES
At its Budget Workshop on May 27, 2025, the City Council directed staff to procure professional economic development consulting services for retail market analysis and retail recruitment services. The City Council will consider approving a professional services agreement with The Retail Coach (“Retail Coach”) for retail market analysis and retail recruitment services.

RECOMMENDED ACTION:

2. Waive the competitive procurement process and authorize the use of cooperative purchasing per the City’s Purchasing and Contracting Guidelines; and Stanton City Council Agenda Prepared by the Office of the City Clerk June 24, 2025

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3. Authorize the City Manager to enter into an agreement with The Retail Coach to provide retail market analysis and retail recruitment services for an initial term from July 1, 2025 – June 30, 2026, with up to two additional two-year term extensions, in a form approved by the City Attorney.

END OF CONSENT CALENDAR

10. PUBLIC HEARINGS None.

11. UNFINISHED BUSINESS None.

12. NEW BUSINESS
12A. CONSIDERATION OF POLICY DEVELOPMENT FOR NAMING AND RENAMING

CITY-OWNED PARKS AND PUBLIC FACILITIES
At the January 14, 2025 City Council meeting, Council Member Warren requested to agendize an item related to naming and renaming City-owned parks and public facilities.

At its meeting of January 28, 2025, the City Council received consensus and directed staff to proceed with preparation of a staff report. Tonight’s item seeks Council feedback on essential policy elements to guide the development of a formal Naming and Renaming Policy. Staff will use this input to prepare a draft policy for consideration at a future meeting.

RECOMMENDED ACTION:

2. Provide direction to staff on the development of a formal policy for naming and renaming City-owned parks and public facilities.

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12B. RESOLUTION NO. 2025-28, CONCERNING (1) ADOPTION OF A MITIGATED

NEGATIVE DECLARATION AND A MITIGATION MONITORING AND REPORTING

PROGRAM FOR THE NORM ROSS SPORTS PARK IMPROVEMENT PROJECT PURSUANT TO THE CALIFORNIA ENVIRONMENTAL QUALITY ACT;
(2) APPROVAL OF THE JOINT USE LEASE AGREEMENT BETWEEN THE CITY OF

STANTON AND THE GARDEN GROVE UNIFIED SCHOOL DISTRICT FOR THE NORM ROSS SPORTS PARK IMPROVEMENT PROJECT; AND (3) APPROVAL OF

THE CONCEPTUAL SITE PLAN FOR THE NORM ROSS SPORTS PARK

IMPROVEMENT PROJECT
The City of Stanton seeks (1) City Council adoption of a Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program for the Norm Ross Sports Park Improvement Project pursuant to the California Environmental Quality Act; (2) approval of a Joint Use Lease Agreement with the Garden Grove Unified School District to facilitate the Project, a community recreational development funded by California State Grant Funds; and (3) approval of the conceptual site plan for the Project.

RECOMMENDED ACTION:

1. City Council adopt the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program for the Project pursuant to the California Environmental Quality Act; and

2. Adopt Resolution No. 2025-28, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON, CALIFORNIA, (1) ADOPTING A MITIGATED NEGATIVE DECLARATION

AND A MITIGATION MONITORING AND REPORTING PROGRAM FOR

THE NORM ROSS SPORTS PARK IMPROVEMENT PROJECT
PURSUANT TO THE CALIFORNIA ENVIRONMENTAL QUALITY ACT;
(2) APPROVING THE JOINT USE LEASE AGREEMENT BETWEEN THE

CITY OF STANTON AND THE GARDEN GROVE UNIFIED SCHOOL

DISTRICT FOR THE NORM ROSS SPORTS PARK IMPROVEMENT
PROJECT; AND (3) APPROVING CONCEPTUAL SITE PLAN FOR THE NORM ROSS SPORTS PARK IMPROVEMENT PROJECT”; and

3. Approve the Joint Use Lease Agreement between the City of Stanton and the Garden Grove Unified School District for the Norm Ross Sports Park Improvement Project; and

4. Authorize the City Manager to execute the Joint Use Lease Agreement and any related documents necessary for its implementation; and

5. Approve the conceptual site plan for the Project.

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13. ORAL COMMUNICATIONS - PUBLIC
At this time members of the public may address the City Council/Successor Agency/Stanton Housing Authority regarding any items within the subject matter jurisdiction of the City Council/Successor Agency/Stanton Housing Authority, provided that NO action may be taken on non-agenda items.
• Members of the public wishing to address the Council/Agency/Authority during Oral Communications-Public or on a particular item are requested to fill out a REQUEST TO SPEAK form and submit it to the City Clerk. Request to speak forms must be turned in prior to Oral Communications-Public.
• When the Mayor/Chairman calls you to the microphone, please state your Name, slowly and clearly, for the record. A speaker’s comments shall be limited to a three (3) minute aggregate time period on Oral Communications and Agenda Items. Speakers are then to return to their seats and no further comments will be permitted. • Remarks from those seated or standing in the back of chambers will not be permitted.

All those wishing to speak including Council/Agency/Authority and Staff need to be recognized by the Mayor/Chairman before speaking.

14. WRITTEN COMMUNICATIONS None.

15. MAYOR/CHAIRMAN COUNCIL/AGENCY/AUTHORITY INITIATED BUSINESS 15A. COMMITTEE REPORTS/ COUNCIL/AGENCY/AUTHORITY ANNOUNCEMENTS At this time Council/Agency/Authority Members may report on items not specifically described on the agenda which are of interest to the community provided no discussion or action may be taken except to provide staff direction to report back or to place the item on a future agenda.
15B. COUNCIL/AGENCY/AUTHORITY INITIATED ITEMS FOR A FUTURE MEETING At this time Council/Agency/Authority Members may place an item on a future agenda. 15C. COUNCIL/AGENCY/AUTHORITY INITIATED ITEMS FOR A FUTURE STUDY

SESSION
At this time Council/Agency/Authority Members may place an item on a future study session agenda.

Currently Scheduled: None.

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16. ITEMS FROM CITY ATTORNEY/AGENCY COUNSEL/AUTHORITY COUNSEL

17. ITEMS FROM CITY MANAGER/EXECUTIVE DIRECTOR
17A. ORANGE COUNTY SHERIFF’S DEPARTMENT
At this time the Orange County Sheriff’s Department will provide the City Council with an update on their current operations.

18. ADJOURNMENT
I hereby certify under penalty of perjury under the laws of the State of California, the foregoing agenda was posted at the Post Office, Stanton Community Services Center and City Hall, not less than 72 hours prior to the meeting. Dated this 18th day of June, 2025. s/ Patricia A. Vazquez, City Clerk/Secretary
May 16, 2025 - May 29, 2025
Payments to Vendors:

Electronic Transaction Nos. $ 87,542.90
Check Nos. 139177-139222(C) 168,818.50
Other Electronic Transactions ACH (A) 232,198.84
Total Payments to Vendors $ 488,560.24
Direct Deposit Payments (B):

Payroll dated May 22, 2025 156,007.89
TOTAL PAYMENTS $ 644,568.13
Notes:

A = These are electronic payments processed via a file exported from the City's Finance system and uploaded to the City's bank account. The City's Finance system designates these payment transactions as "ACH". A specific transaction number is not assigned.

B = Represents the total net payroll paid through direct deposit on pay date.

C = Check number 139212 was not issued due to check printing error.

Demands listed on the attached
registers are accurate and funds
are available for payment thereof.
s/Hannah Shin-Heydorn Michelle Bannigan

CITY OF STANTON

WARRANT REGISTER
3649-3659
conform to the City of Stanton Annual
Budget as approved by the City Council.

Demands listed on the attached registers
City Manager Finance Director
Item: 9B
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Joint Regular Meeting – June 10, 2025 - Page 1 of 20

THESE MINUTES ARE ISSUED FOR INFORMATION ONLY AND ARE SUBJECT TO

AMENDMENT AND APPROVAL AT NEXT MEETING

MINUTES OF THE CITY COUNCIL / SUCCESSOR AGENCY / HOUSING AUTHORITY

OF THE CITY OF STANTON
JOINT REGULAR MEETING JUNE 10, 2025

1. CALL TO ORDER / CLOSED SESSION
The City Council / Successor Agency / Housing Authority meeting was called to order at 6:05 p.m. by Mayor Pro Tem / Vice Chairman Torres.

2. ROLL CALL

Present: Council/Agency/Authority Member Barrios, Council/Agency/Authority Member Taylor, Council/Agency/Authority Member Warren, and Mayor Pro Tem/Vice Chairman Torres.

Absent: Mayor/Chairman Shawver.

Excused: None.

3. PUBLIC COMMENT ON CLOSED SESSION ITEMS None.

4. CLOSED SESSION
The members of the City Council / Successor Agency / Housing Authority of the City of Stanton proceeded to closed session at 6:05 p.m. for discussion regarding:
4A. PUBLIC EMPLOYEE PERFORMANCE EVALUATION
(Pursuant to Government Code Section 54957.6)
Title: City Manager
4B. CONFERENCE WITH LABOR NEGOTIATOR
(Pursuant to Government Code Section 54957.6)
Name of Agency Negotiator: Mayor
Unrepresented employees: City Manager.

Mayor Shawver arrived at 6:30 p.m.

5. CALL TO ORDER CITY COUNCIL / SUCCESSOR AGENCY / HOUSING

AUTHORITY MEETING
The City Council / Successor Agency / Housing Authority reconvened in open session at 6:32 p.m.

Item: 9C
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Joint Regular Meeting – June 10, 2025 - Page 2 of 20

THESE MINUTES ARE ISSUED FOR INFORMATION ONLY AND ARE SUBJECT TO

AMENDMENT AND APPROVAL AT NEXT MEETING

6. ROLL CALL

Present: Council/Agency/Authority Member Barrios, Council/Agency/Authority Member Taylor, Council/Agency/Authority Member Warren, Mayor Pro Tem/Vice Chairman Torres, and Mayor/Chairman Shawver.

Absent: None.

Excused: None.

7. PLEDGE OF ALLEGIANCE
Led by Mr. James J. Wren, Public Safety Services Director.

8. SPECIAL PRESENTATIONS AND AWARDS
A. The City Council proclaimed mid-summer through early autumn 2025, as Wildfire Awareness and Prevention Season within the City of Stanton and presented a proclamation to the Orange County Fire Authority, which was accepted by Battalion Chief Juan Perez.

The City Attorney / Agency Counsel reported that the City Council / Successor Agency / Housing Authority met in closed session from 6:05 to 6:32 p.m.

The City Attorney / Agency Counsel reported that there was no reportable action.

B. Ms. Hannah Shin-Heydorn, City Manager, presented an update on the City’s homeless outreach activities.

9. CONSENT CALENDAR
Motion/Second: Taylor/Barrios
Motion carried by the following vote:

AYES: 5 (Barrios, Shawver, Taylor, Torres, and Warren)
NOES: None
ABSTAIN: None
ABSENT: None
Motion unanimously carried:

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Joint Regular Meeting – June 10, 2025 - Page 3 of 20

THESE MINUTES ARE ISSUED FOR INFORMATION ONLY AND ARE SUBJECT TO

AMENDMENT AND APPROVAL AT NEXT MEETING

CONSENT CALENDAR
9A. MOTION TO APPROVE THE READING BY TITLE OF ALL ORDINANCES AND RESOLUTIONS. SAID ORDINANCES AND RESOLUTIONS THAT APPEAR ON

THE PUBLIC AGENDA SHALL BE READ BY TITLE ONLY AND FURTHER

READING WAIVED
The City Council/Agency Board/Authority Board waived reading of Ordinances and Resolutions.
9B. APPROVAL OF WARRANTS
The City Council approved demand warrants dated May 2, 2025 – May 15, 2025, in the amount of $4,352,322.80.
9C. APPROVAL OF MINUTES
The City Council/Successor Agency/Housing Authority approved Minutes of Joint Regular Meeting – May 27, 2025.
9D. APRIL 2025 GENERAL FUND REVENUE AND EXPENDITURE REPORT; HOUSING AUTHORITY REVENUE AND EXPENDITURE REPORT; STATUS OF

CAPITAL IMPROVEMENT PROGRAM
The Revenue and Expenditure Reports for the month ended April 30, 2025, have been provided to the City Manager in accordance with Stanton Municipal Code Section 2.20.080 (D) and are being provided to the City Council. This report includes information on both the City’s General Fund and the Housing Authority Fund.

1. The City Council finds that this item is not subject to California Environmental Quality Act (“CEQA”) pursuant to Sections 15378(b)(5) (Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment); and

2. Received and filed the General Fund and Housing Authority Fund April 2025 Revenue and Expenditure Reports and Status of Capital Improvement Projects for the month ended April 30, 2025.

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9E. APRIL 2025 INVESTMENT REPORT
The Investment Report as of April 30, 2025, has been prepared in accordance with the City’s Investment Policy and California Government Code Section 53646.

2. Received and filed the Investment Report for the month of April 2025. 9F. APRIL 2025 INVESTMENT REPORT (SUCCESSOR AGENCY)
The Investment Report as of April 30, 2025, has been prepared in accordance with the City’s Investment Policy and California Government Code Section 53646.

1. The Successor Agency finds that this item is not subject to California Environmental Quality Act (“CEQA”) pursuant to Sections 15378(b)(5) (Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment); and

2. Received and filed the Investment Report for the month of April 2025. 9G. ACCEPTANCE OF THE FAMILY RESOURCE CENTER RENOVATION (PHASE II) PROJECT (TASK CODE NO. 2023-201) BY THE CITY COUNCIL OF THE CITY

OF STANTON, CALIFORNIA
The Family Resource Center Renovation (Phase II) Project consisting of removal/demolition of the existing play equipment and installation of new equipment, rubberized surfacing, French drain and sumps, and site furnishings is now complete.

The final construction cost for the project was $238,000, the contract award amount.

The City Engineer, in his judgment, certifies that the work was satisfactorily completed as of May 22, 2025, and recommends that the City Council accept the completed work performed on this project.

1. The City Council finds that this project is exempt from the California Environmental Quality Act (“CEQA”), Class 2, Section 15302 as replacement of existing structures and facilities; and

2. Accepted the completion of improvements for the Family Resource Center Renovation (Phase II) Project, as certified by the City Engineer, and affixed the date of May 22, 2025, as the date of completion of all work on this project; and

3. Approved the final construction contract amount of $238,000 with A2Z Construct, Inc.; and
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4. Directed the City Clerk within ten (10) days from the date of acceptance to file the Notice of Completion with the County Clerk-Recorder of the County of Orange; and

5. Directed City staff, after thirty-five (35) days has elapsed from the filing of the “Notice of Completion” with the County Clerk-Recorder, to make the retention payment to A2Z Construct, Inc. in the amount of $11,900. 9H. RESOLUTION ADOPTING THE LIST OF PROJECTS FOR FISCAL YEAR 2025- 2026 TO BE FUNDED BY SB 1
The proposed resolution approves a list of projects to be funded by SB 1, The Road Repair and Accountability Act of 2017, for Fiscal Year 2025-2026.

1. The City Council declared that the project is exempt from the California Environmental Quality Act (“CEQA”) under Section 15378(b)(5) of the State CEQA Guidelines because CEQA applies only to projects which have the potential for causing a significant effect on the environment. Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA; and

2. Adopted Resolution No. 2025-16, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

STANTON ADOPTING A LIST OF PROJECTS FOR THE CITY OF
STANTON FISCAL YEAR 2025-2026 FUNDED BY SB 1: THE ROAD
REPAIR AND ACCOUNTABILITY ACT OF 2017”.
9I. APPROVE SUBMITTAL OF THE RENEWED MEASURE M ELIGIBILITY

PACKAGE AND ITS COMPONENTS
The Orange County Transportation Authority (OCTA) requires that local jurisdictions comply with a variety of requirements to remain eligible to receive renewed Measure M2 funding. The proposed action will approve the submittal of items to keep the City eligible to receive annual fair share and competitive grant funds. Upon approval by the City Council, the documents will be submitted to OCTA prior to the due date of June 30, 2025.

1. The City Council finds the submittal, adoption, and resolutions exempt from CEQA per Section 15378(b)(5) [Project does not include]: organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment; and

2. The City Council adopted the Measure M Seven Year Capital Improvement Program (CIP) for fiscal years 2025-26 through 2031-32; and DRAFT
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3. Adopted Resolution 2025-14 concerning the status and update of the Master Plan of Arterial Highways (MPAH) Consistency and Circulation Element for the Measure M (M2) Program entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

STANTON CONCERNING THE STATUS AND UPDATE OF THE

CIRCULATION ELEMENT, AND MITIGATION FEE PROGRAM FOR
THE MEASURE M (M2) PROGRAM”; and

4. Adopted Resolution 2025-15 concerning the status and update of the Pavement Management Plan for the Measure M (M2) Program entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

STANTON CONCERNING THE STATUS AND UPDATE OF THE
PAVEMENT MANGEMENT PLAN FOR THE MEASURE M (M2)
PROGRAM”; and

5. Submitted the Maintenance of Effort Reporting Form and supporting documentation for the City of Stanton to OCTA, and directed the Finance Director to certify this form; and

6. Directed the City Engineer to file the adopted CIP and the Measure M eligibility documents with OCTA in compliance with the requirements of OCTA Ordinance No. 3.
9J. RESOLUTION DIRECTING THE AUDITOR-CONTROLLER OF THE COUNTY OF

ORANGE TO ADD THE PROTECTIVE SERVICES TAX TO THE TAX ROLL FOR FISCAL YEAR 2025/26
On August 6, 1985, the City of Stanton voters approved an initiative measure establishing a Protective Services Tax with a 2/3 majority vote. The proceeds from the Protective Services Tax are used for fire protection and suppression services provided by the City, which are contracted with the Orange County Fire Authority.

Each year, the City Council must adopt a Resolution directing the Auditor-Controller to place this assessment on the property tax roll.

1. The City Council finds that this item is not subject to California Environmental Quality Act (“CEQA”) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378(b)(4) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly, or indirectly); and
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2. Adopted Resolution No. 2025-17, directing the Orange County Auditor-Controller to place the Protective Services Tax on the property tax roll for Fiscal Year 2025/26, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
STANTON, CALIFORNIA, DIRECTING THE AUDITORCONTROLLER OF THE COUNTY OF ORANGE, CALIFORNIA, TO

ADD THE PROTECTIVE SERVICES TAX TO THE TAX ROLL FOR
FISCAL YEAR 2025/26”.
9K. CONTINUANCE OF THE PROCLAMATION OF THE EXISTENCE OF A LOCAL

EMERGENCY CAUSED BY HOMELESSNESS CRISIS
At its meeting of November 26, 2024, the City Council adopted a resolution proclaiming the existence of a local emergency. Based on the continuing impacts of homelessness on public health and safety within the City of Stanton, the City Council’s proclamation of the existence of a local emergency will continue until further notice.

1. The City Council declared that the proposed actions are not subject to the California Environmental Quality Act (“Public Resources Code section 21000 et seq.) (“CEQA”) because they do not qualify as a “project” under CEQA Receive and file; and

2. Received and filed the report.
9L. APPROVAL OF FIFTH AMENDMENT EXTENDING THE CONTRACT WITH QUALITY MANAGEMENT GROUP, INC. TO PROVIDE PROFESSIONAL

PROPERTY MANAGEMENT SERVICES
Quality Management Group, Inc. (QMG) has been providing professional property management services for the City/Housing Authority-owned properties within the Tina-Pacific neighborhood since 2020. The professional services agreement, as currently amended, expires on June 30, 2025. If approved, this Fifth Amendment will extend the term of the agreement through June 30, 2026 and increase the not-toexceed compensation amount to cover 12 months of professional property management services.

1. The Authority Board/City Council declared that this item is not subject to the California Environmental Quality Act (“CEQA”) pursuant to Sections 15060(c)(3) and 15378(b)(5); and

2. Approved the Fifth Amendment to the existing agreement with Quality Management Group, Inc. extending the term by 12 months and the associated not-to-exceed compensation amount by one hundred thirty-one thousand nine hundred dollars ($131,900); and
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3. Authorized the Executive Director/City Manager to execute the Fifth Amendment to the existing agreement with Quality Management Group, Inc. 9M. SELECTION OF FIREWORKS LICENSEES FOR 2025
Staff is requesting that the City Council select a licensee for 2025 fireworks sales.

1. The City Council finds that the action is exempt from the California Environmental Quality Act (“CEQA”) under Section 15061(b)(3) of the State CEQA Guidelines as the activity is covered by the general rule that CEQA applies only to projects which have the potential for causing significant effect on the environment. Where is can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA; and

2. Awarded a fireworks sales license to the Boys & Girls Club of Stanton. 9N. FIRST AMENDMENT TO THE LICENSE AGREEMENT BETWEEN THE CITY OF STANTON AND THE ORANGE COUNTY SHERIFF’S DEPARTMENT FOR THE

STANTON SHERIFF STATION
The City provides a police station for the Orange County Sheriff’s Department located at 11100 Cedar Street. The purpose of the lease agreement is to define responsibilities at the station. The proposed first amendment extends the term of the license through September 1, 2030.

2. Approved the First Amendment to the Stanton Sheriff Station License Agreement and authorized the Mayor to execute the agreement.

END OF CONSENT CALENDAR
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10. PUBLIC HEARINGS
10A. SETTING OF PUBLIC HEARING TO APPROVE ANNUAL SEWER SERVICE CHARGES FOR FISCAL YEAR 2025/26 THROUGH FISCAL YEAR 2029/30 On March 25, 2025, the City Council preliminarily approved the Comprehensive Sewer Utility Rate Study Report prepared by the City’s consultant, Willdan Financial Services (“Willdan”) (Exhibit A of Attachment A), and set a public hearing for Tuesday, June 10, 2025, at 6:30 p.m. to receive public comment and legal objections regarding the proposed sewer rates. On April 23, 2025, AllStates Mailing Services, Inc., the City’s vendors, mailed notices to each Stanton property owner of record to communicate the City Council would be considering proposed changes to the City’s sewer rates during tonight’s public hearing (Attachment B). The notice was mailed in three languages: English, Spanish, and Vietnamese.

Staff is seeking City Council approval of Resolution No. 2025-24, which identifies the maximum annual sewer service charges that may be charged annually for Fiscal Years 2025/26 through Fiscal Year 2029/30 (Attachment A).

Introduction and announcements by Mayor Shawver.

Announcements by Ms. HongDao Nguyen, City Attorney.

Staff informed the City Council that all valid legal objections received thus far have been responded to and presented to the City Council.

Motion/Second: Taylor/Torres
Motion carried by the following vote:

AYES: 5 (Barrios, Shawver, Taylor, Torres, and Warren)
NOES: None
ABSTAIN: None
ABSENT: None
Motion unanimously carried:

The public hearing was opened.

Staff report by Ms. Michelle Bannigan, Finance Director.

Presentation by Mr. Chris Fisher, Vice President, Willdan Financial Services.

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Public Comment:
• Mr. Stephen J. Berger, resident, spoke in opposition to the increase in water rates and questioned what the City has done to maintain and upkeep city facilities, why rates have increased so drastically, and why costs are being passed down to residents.
• Ms. Martha Zuniga, resident, spoke in opposition to the proposed sewer rate increase.
• Mr. Jose L. Guerrero, resident, spoke in opposition to the proposed sewer rate increase.

Written Public Comment:
• Kha Cao, resident, wrote in opposition to the proposed sewer rate increase. • Ms. Diane Roe, resident, wrote in opposition to the proposed sewer rate increase.
• Ms. Jacklyn Ngo, resident, wrote in opposition to the proposed sewer rate increase.
• Ms. Loreni Spencer, resident, wrote in opposition to the proposed sewer rate increase.
• Ms. Martha Zuniga, resident, wrote in opposition to the proposed sewer rate increase.
• Ms. Pat Hurliman, resident, wrote in opposition to the proposed sewer rate increase.

No one else appearing to speak, the public hearing was closed.

The City Clerk provided the City Council with a report of the results of the tabulation of the written protests (six written protests were received).

Motion/Second: Shawver/Taylor
ROLL CALL VOTE: Council Member Barrios NO
Council Member Taylor AYE
Council Member Warren AYE
Mayor Pro Tem Torres AYE
Mayor Shawver AYE
Motion carried:

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1. The City Council finds that this item is not subject to California Environmental Quality Act (“CEQA”) pursuant to Public Resources Code Section 21080(b)(8) and State CEQA Guidelines Section 15273 because the annual sewer service charges are necessary and reasonable to fund the administration, operation, maintenance, and improvements of the sewer systems and will not result in the expansion of the sewer system; and

2. The City Council conducted a public hearing to receive public comment, including legal objections, regarding the proposed changes to the City’s Annual Sewer Service Charges for Fiscal Years 2025/26 through 2029/30; and

3. Closed the public hearing and requested for a tabulation of the protests that have been received by the City prior to the close of the public hearing; and

4. Declared that there is not a majority protest to the adoption of the revised Annual Sewer Service Charges; and

5. Adopted Resolution No. 2025-24, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

STANTON, CALIFORNIA, ADOPTING THE ANNUAL SEWER

SERVICE CHARGE RATES FOR SEWER SERVICE PROVIDED ON
AND AFTER JULY 1, 2025, AND TAKING OTHER ACTIONS
RELATING THERETO”.
10B. PUBLIC HEARING RELATIVE TO PLACING THE ANNUAL LEVY OF

ASSESSMENTS FOR THE INSTALLATION, MAINTENANCE, AND SERVICING

OF PUBLIC LIGHTING FACILITIES AND MEDIAN ISLANDS WITHIN THE

BOUNDARIES OF THE TERRITORY INCLUDED IN STANTON LIGHTING AND LANDSCAPING DISTRICT NO. 1 FOR FISCAL YEAR 2025/26 PURSUANT TO THE LANDSCAPING AND LIGHTING ACT OF 1972
On May 13, 2025, the City Council adopted Resolution No. 2025-11, approving the Engineer’s Report, and Resolution No. 2025-12, declaring its intention to levy and collect the annual assessments for installation, maintenance and servicing of Stanton Lighting and Landscaping District No. 1 (“the District”) for Fiscal Year 2025/26 pursuant to the Landscaping and Lighting Act of 1972. Resolution No. 2023-08 also set the date of the public hearing for this matter for June 10, 2025.

Harris & Associates, the City’s consultant, prepared the District’s assessment roll for Fiscal Year 2025/26 (Exhibit A of Attachment A).

Staff report by Ms. Michelle Bannigan, Finance Director.

The public hearing was opened.

No one appearing to speak, the public hearing was closed.

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Motion/Second: Shawver/Torres
ROLL CALL VOTE: Council Member Barrios AYE
Council Member Taylor AYE
Council Member Warren AYE
Mayor Pro Tem Torres AYE
Mayor Shawver AYE
Motion unanimously carried:

2. Conducted a public hearing concerning the extent of the District, the improvements, the proposed assessments, and all other matters pertaining hereto; and

3. Adopted Resolution No. 2025-18, confirming the assessments for installation, maintenance, and servicing of lighting and landscaping with the boundaries of the territory included in the District and directing the Orange County AuditorController place the assessment on the property tax roll for Fiscal Year 2025/26, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

STANTON, CALIFORNIA, CONFIRMING THE ASSESSMENTS FOR

INSTALLATION, MAINTENANCE, AND SERVICING OF LIGHTING

AND LANDSCAPING WITHIN THE BOUNDARIES OF THE

TERRITORY INCLUDED IN THE STANTON LIGHTING AND
LANDSCAPING DISTRICT NO. 1 FOR FISCAL YEAR 2025/26”.

11. UNFINISHED BUSINESS
11A. SECOND EXTENSION OF EXPIRED COMMERCIAL CANNABIS CULTIVATION

PERMITS
At the April 23, 2024 City Council meeting, the City Council conducted the second reading of Ordinance No. 1142, extending expired commercial cannabis cultivation permits in exchange for certain fees. Ordinance No. 1142 became effective on May 23, 2024. At the March 25, 2025 City Council meeting, the City Council granted a second extension request contingent upon the payment of certain fees and the execution of a First Amendment to Cultivation Permit Extension Agreement. The City Council directed staff to return with a status update at the June 10, 2025 Council meeting.

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Staff report by Ms. Crystal Landavazo, Community & Economic Development Director.

Motion/Second: Taylor/Barrios
Motion carried by the following vote:

AYES: 4 (Barrios, Shawver, Taylor, and Warren)
NOES: None
ABSTAIN: 1 (Torres)
ABSENT: None
Motion carried:

1. The City Council finds that these actions are not subject to California Environmental Quality Act (“CEQA”) pursuant to Sections 15378(b)(5) (Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment) and even if they were considered a project, they would still be exempt from CEQA under State CEQA Guidelines Sections 15301, 15060(B)(3), and 15061(B)(3); and

2. Affirmed that the extension period for Stanton Fresh Farms has terminated and become null and void based on a violation of the terms and conditions of the permit extension and affirmed that Stanton Fresh Farms no longer possesses a valid cultivation permit; and

3. Affirmed that the second extension has been granted for Culture Stanton Store based on their payment of the “One-Time Catch-Up Payment” and their execution of the First Amendment to Cultivation Permit Extension Agreement, both of which were submitted by the deadline of May 29, 2025. 11B. ADOPTION OF THE FISCAL YEAR 2025/26 OPERATING AND CAPITAL BUDGET FOR THE CITY OF STANTON AND STANTON HOUSING AUTHORITY;

APPROVE EMPLOYEE BENEFITS AND SALARY RATES FOR FISCAL YEAR 2025/26; APPROVE THE AMENDED PERSONNEL RULES; ADOPT THE FISCAL YEAR 2025/26 APPROPRIATIONS LIMIT; ADOPT FISCAL YEAR 2025/26 RESERVE POLICY; APPROVE THE CITY INVESTMENT POLICY FOR FISCAL YEAR 2025/26; WAIVE COMPETITIVE BIDDING REQUIREMENTS FOR CERTAIN COMMODITY PURCHASES; APPROVE A FIVE-YEAR AGREEMENT WITH THE COUNTY OF ORANGE FOR LAW ENFORCEMENT SERVICES; AND APPROVE INTERFUND TRANSFERS FOR FISCAL YEAR 2024/25
During its regular City Council meeting held on May 27, 2025, the City Council reviewed the Proposed Operating and Capital Budget for Fiscal Year 2025/26.

During the meeting, the City Council approved a number of decision packages that resulted in total appropriations increasing by approximately $480,790. In addition, staff modified the proposed Capital Improvement Program (CIP) Budget to add $3.8 DRAFT
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million of funding for the Orangewood Complete Streets Project (#2025-105) in Fiscal Year 2025/26 (funded from a federal grant from the Orange County Transportation Authority (OCTA) and a match from the City’s Gas Tax Fund). As a result, total Fiscal Year 2025/26 proposed appropriations (for all City Funds) increased from $49.2 million (as of May 27, 2025) to $53.4 million. The Proposed Budget for Fiscal Year 2025/26 is provided as Attachment A.

In addition to adopting the Fiscal Year 2025/26 Operating and Capital Budget, staff is recommending City Council approval of the following:
• Annual approval of employee benefits and salary rates (Attachment D); • Approval of amended personnel rules (Attachment F);
• Annual approval of the City’s appropriation limit (Attachment G); • Annual approval of the City’s Reserve Policy (Attachment I); • Annual approval of the City’s Investment Policy (Attachment K); • Annual approval waiving competitive bidding for certain commodity purchases; and,
• Approval of the five-year agreement with the County of Orange for law enforcement services (Attachment L).

Lastly, staff is planning to close three City funds as of June 30, 2025:
• Transaction & Use Tax Fund (#102);
• CDBG-CV Fund (#221); and
• Stanton Central Park Maintenance Fund (#280).

Staff is seeking City Council approval to transfer all remaining assets and liabilities in these funds to other City funds as of June 30, 2025.

Staff report by Ms. Michelle Bannigan, Finance Director.

Motion/Second: Shawver/Warren
ROLL CALL VOTE: Council Member Barrios AYE
Council Member Taylor AYE
Council Member Warren AYE
Mayor Pro Tem Torres AYE
Mayor Shawver AYE
Motion unanimously carried:

1. The City Council finds that these items are not subject to the California Environmental Quality Act (“CEQA”) pursuant to Sections 15378(b)(5) (Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment); and DRAFT
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2. Adopted Resolution No. 2025-21 adopting the City’s Fiscal Year 2025/26 Operating and Capital Budget, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON, CALIFORNIA, ADOPTING THE FISCAL YEAR 2025/26 OPERATING

AND CAPITAL BUDGET AND AUTHORIZING EXPENDITURES AND
APPROPRIATIONS RELATED THERETO”; and

3. Adopted Resolution No. SHA 2025-01 adopting the Stanton Housing Authority’s Fiscal Year 2025/26 Operating and Capital Budget, entitled:
“A RESOLUTION OF THE STANTON HOUSING AUTHORITY OF THE

CITY OF STANTON, CALIFORNIA, ADOPTING THE FISCAL YEAR
2025/26 OPERATING AND CAPITAL BUDGET AND AUTHORIZING
EXPENDITURES AND APPROPRIATIONS RELATED THERETO”; and

4. Adopted Resolution No. 2025-20 approving the employee benefits and salary rates, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON,

CALIFORNIA, REGARDING EMPLOYEE BENEFITS AND SALARY
RATES FOR ALL CLASSES OF EMPLOYMENT”; and

5. Adopted Resolution No. 2025-19, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON,

CALIFORNIA, AMENDING AND ADOPTING PERSONNEL RULES FOR
THE ADMINISTRATION OF THE CITY’S PERSONNEL SYSTEM AND

REPEALING ALL OTHER RESOLUTIONS AND MOTIONS
INCONSISTENT HEREWITH”; and

6. Adopted Resolution No. 2025-22 approving the appropriations limit for Fiscal Year 2025/26, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON,

CALIFORNIA ADOPTING ITS ARTICLE XIIIB APPROPRIATION
LIMITATION (GANN LIMITATION) FOR FISCAL YEAR 2025/26”; and

7. Adopted Resolution No. 2025-23 approving the City’s Reserve Policy, entitled:
“A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF STANTON,

CALIFORNIA, APPROVING THE CITY OF STANTON RESERVE POLICY FOR FISCAL YEAR 2025/26”; and

8. Approved the City’s Investment Policy for Fiscal Year 2025/26; and DRAFT
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9. Waived the competitive bidding requirements for certain commodity purchases (e.g., asphalt, sand, fuel, metal sheets, plywood and paint) during Fiscal Year 2025/26; and

10.Authorized the City Manager to execute the Five-Year Agreement with the County of Orange for the provision of law enforcement services; and

11.Authorized staff to close the Transaction & Use Tax Special Revenue Fund (#102) and transfer all assets and liabilities to the General Fund (#101) as of June 30, 2025; and

12.Authorized staff to close the Stanton Central Park Maintenance Special Revenue Fund (#280) and transfer all assets and liabilities to the General Fund (#101) as of June 30, 2025; and

13.Authorized staff to close the CDBG-CV Special Revenue Fund (#221) and transfer all assets and liabilities to the CDBG Special Revenue Fund (#222) as of June 30, 2025.

12. NEW BUSINESS None.

13. ORAL COMMUNICATIONS – PUBLIC None.

14. WRITTEN COMMUNICATIONS None.

15. MAYOR/CHAIRMAN/COUNCIL/AGENCY/AUTHORITY INITIATED BUSINESS 15A. COMMITTEE REPORTS/COUNCIL/AGENCY/AUTHORITY ANNOUNCEMENTS • Council Member Warren reported on his attendance at the Volunteer Appreciation event, which was held on June 7, 2025, at Stanton Central Park. • Council Member Warren reported on the Orange County Public Libraries, Grand Reopening of the Stanton Library event, which was held on June 3, 2025, and expressed his gratitude to Supervisor, Doug Chaffee, Orange County Board of Supervisors, 4th District.
• Council Member Warren reported on his attendance at the 17th Annual Orange County Fire Authority Best and Bravest Awards Dinner, which was held on May 30, 2025.
• Council Member Warren expressed his congratulations to and reported on the grand opening of Senator Tony Strickland’s district office in Huntington Beach. • Council Member Taylor reported on his attendance at the Orange County Public Libraries, Grand Reopening of the Stanton Library event, which was held on June 3, 2025, and reported on the upgrades, numerous services, activities, and amenities offered.

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15B. COUNCIL/AGENCY/AUTHORITY INITIATED ITEMS FOR A FUTURE COUNCIL

MEETING
None.
15C. COUNCIL/AGENCY/AUTHORITY INITIATED ITEMS FOR A FUTURE STUDY

SESSION
None.
15D. CITY COUNCIL INITIATED ITEM — DISCUSSION REGARDING SPEEDING

CONCERNS ALONG WESTERN AVENUE
At the May 27, 2025, City Council meeting, Mayor Pro Tem Torres requested that this item be agendized for discussion. Mayor Pro Tem Torres is requesting to discuss concerns relating to speeding along Westen Avenue (from Cerritos Avenue to Valley View Street).

Presentation by Mayor Pro Tem Torres.

The City Council received consensus and directed staff to proceed with research and to bring this item back for City Council review at a future City Council meeting. 15E. CITY COUNCIL INITIATED ITEM — DISCUSSION REGARDING

CONSIDERATION OF A JOINT RECOGNITION EFFORT RELATING TO THE

STANTON DEPOT
At the May 27, 2025, City Council meeting, Council Member Warren requested that this item be agendized for discussion. Council Member Warren is requesting to discuss consideration of a joint recognition effort, in partnership with the City of Buena Park in recognizing the “Stanton Depot” that is currently located within Knott’s Berry Farm as a historical marker, recognizing the history of both the City of Stanton and the Union Pacific Railroad.

Presentation by Council Member Warren.

Public Comment:
• Ms. Marni Griffith, spoke in favor of the proposed item and provided a brief history of the Stanton Depot and the surrounding areas. • Ms. Sandra Kindermann, wrote in favor of item 15E.

The City Council received consensus and directed staff to contact the City of Buena Park requesting that they extend to Knott’s Berry Farm the City’s request in affixing a plaque of historical reference to the Calico Square Depot, recognizing the depot as a historical piece of Stanton’s history and to create a dual proclamation from both the Cities of Stanton and Buena Park in recognition and appreciation of Knott’s Berry Farm.

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15F. CITY COUNCIL INITIATED ITEM — DISCUSSION REGARDING THE CITY

COUNCIL DIRECTION RELATING TO RENT CONTROL / RENT STABILIZATION

WITHIN MOBILE HOME PARKS
At the May 27, 2025, City Council meeting, Mayor Shawver requested that this item be agendized for discussion. Mayor Shawver is requesting to discuss revisiting and revoting on the direction provided by the previously seated City Council, which directed staff to research options in hosting a town hall meeting pertaining to mobile home park rent control / rent stabilization within the City.

Presentation by Mayor Shawver.

Public Comment:
• Ms. Kim Moyer, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Mr. Stephen R. Berger, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Mr. Stephen J. Berger, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Wendy Pratt, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Marie Walker, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Debbie Miller, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Pamela Cooksey, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Marni Griffith, spoke regarding the medium fixed income for seniors in California.
• Ms. Chris M., resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Mr. Resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Bertha G., resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.

DRAFT
Joint Regular Meeting – June 10, 2025 - Page 19 of 20

THESE MINUTES ARE ISSUED FOR INFORMATION ONLY AND ARE SUBJECT TO

AMENDMENT AND APPROVAL AT NEXT MEETING
• Ms. Resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Stephanie Nguyen, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Ms. Jenny Lacayo, resident, spoke in favor of rent control / rent stabilization for mobile home parks within the City.
• Mr. Bryan Bolden, resident, wrote in favor of rent control / rent stabilization for mobile home parks within the City.

Motion by Mayor Shawver directing staff to conclude its research efforts and to not proceed with hosting a town hall meeting pertaining to mobile home park rent control / rent stabilization within the City.

Substitute motion by Mayor Pro Tem Torres to proceed with the hosting of a town hall meeting pertaining to mobile home park rent control / rent stabilization within the City.

Motion/Second: Torres/Taylor
Motion carried by the following vote:

AYES: 2 (Taylor and Torres)
NOES: 3 (Barrios, Shawver, and Warren)
ABSTAIN: None
ABSENT: None
Motion failed.

Friendly amendment by Council Member Warren to the motion made by Mayor Shawver directing staff to conclude their research efforts and to not proceed with hosting a town hall meeting pertaining to mobile home park rent control / rent stabilization within the City and to also post any information/resources sent to them by Council Members or external groups/agencies.

DRAFT
Joint Regular Meeting – June 10, 2025 - Page 20 of 20

THESE MINUTES ARE ISSUED FOR INFORMATION ONLY AND ARE SUBJECT TO

AMENDMENT AND APPROVAL AT NEXT MEETING
Motion/Second: Shawver/Warren
ROLL CALL VOTE: Council Member Barrios AYE
Council Member Taylor AYE
Council Member Warren AYE
Mayor Pro Tem Torres AYE
Mayor Shawver AYE
Motion unanimously carried:

Directed staff to conclude their research efforts and to not proceed with hosting a town hall meeting pertaining to mobile home park rent control / rent stabilization within the City and to also post any information / resources sent to them by Council Members or external groups/agencies.

16. ITEMS FROM CITY ATTORNEY/AGENCY COUNSEL/AUTHORITY COUNSEL None.

17. ITEMS FROM CITY MANAGER/EXECUTIVE DIRECTOR
None.
17A. ORANGE COUNTY FIRE AUTHORITY
At this time the Orange County Fire Authority will provide the City Council with an update on their current operations.

Mr. James J. Wren, Public Safety Services Director, provided the City Council with an update on the Orange County Fire Authority’s current operations.

18. ADJOURNMENT Motion/Second: Shawver/
Motion carried at 9:21 p.m.
________________________________
DAVID J. SHAWVER, MAYOR
ATTEST:
________________________________

CITY CLERK/SECRETARY
1 CITY OF STANTON

REPORT TO CITY COUNCIL
TO: Honorable Mayor and Members of the City Council
DATE: June 24, 2025
SUBJECT: PURCHASE OF A VEHICLE FOR CONDUCTING SENIOR

TRANSPORTATION ACTIVITIES THROUGH THE ORANGE COUNTY

TRANSPORTATION AUTHORITY (OCTA) SENIOR MOBILITY PROGRAM REPORT IN BRIEF:

The proposed action will authorize the purchase of a new ADA-compliant electric van from Model 1 Commercial Vehicles for the Community Services Department. This vehicle will be used to transport senior residents through the City's Senior Mobility Program (SMP), funded by the Orange County Transportation Authority (OCTA).

RECOMMENDED ACTION:

Where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment, the activity is not subject to CEQA; and

2. Authorize the City Manager to execute a purchase order with Model 1 Commercial Vehicles for the procurement of one 2023 Ford E-Transit 350 ADA van; and

Item: 9D
Click here to return to the agenda.
2 BACKGROUND:

The Community Services Department currently operates senior transportation services through the SMP contract with OCTA. The existing van is outdated, non-ADA compliant, and increasingly unreliable. Due to the lack of accessibility, the City has been required to maintain a separate agreement with Abrazar, Inc. to provide transportation for senior riders requiring ADA accommodations. The acquisition of an ADA-compliant vehicle will eliminate the need for this additional contract and allow City staff to provide direct, accessible service to all qualifying residents.

Funding for the new vehicle is available through the City's existing SMP agreement with OCTA.

ANALYSIS/JUSTIFICATION:

To identify a suitable replacement vehicle, staff contacted various vendors to obtain competitive quotes for an ADA-compliant electric passenger van. Only Model 1 Commercial Vehicles submitted a quote that met the City’s technical requirements and OCTA funding guidelines.

The following vendors were contacted: Aero Mobility, Ability Center and United Access.

Only Model 1 was able to provide a fully compliant quote with confirmed vehicle availability.

Under Section 4.13 of the City’s Purchasing Policy, the City Manager may authorize procurement outside of formal bidding when it is determined to be in the Best Interests of the City. Given the need to meet ADA and grant compliance in a timely manner and the limited number of responsive vendors, this purchase qualifies for the exception.

The selected vehicle meets all accessibility, operational, and sustainability requirements, and includes the necessary charging equipment, warranty coverage, and service support to ensure safe and reliable transportation for senior riders. In addition, the Specialized Transit Services Operations Division from the OCTA reviewed Attachments A and B, and confirmed compliance with grant requirements.

FISCAL IMPACT:

The City’s Fiscal Year 2024/25 Amended Budget includes $95,000 for the purchase of a new passenger van. Funding for this vehicle purchase is available in the City’s Senior Transportation Fund (251), with 80% of the funding from the City’s senior mobility transportation program grant from the OCTA and 20% of the funding (match requirement) from a reimbursement from the City’s Fleet Maintenance Fund (#605). The City is required to provide a 20% match of all expenditures incurred in the City’s Senior Transportation Fund (#251). The total cost of the vehicle including delivery is $80,410.13. 3 ENVIRONMENTAL IMPACT:

None.

LEGAL REVIEW:

None.

PUBLIC NOTIFICATION:

Notifications and advertisement were performed as prescribed by law.

STRATEGIC GOALS:

Goal 1: Provide a safe community.

Goal 5: Maintain and promote a responsive, high-quality and transparent government.

Prepared by: Ashley Cain, Community Services Manager
Reviewed by: Zenia Bobadilla, Community Development Director Fiscal Impact Reviewed by: Michelle Bannigan, Finance Director Approved by: Hannah Shin-Heydorn, City Manager
ATTACHMENTS:

A. Ford E-Transit 350 Price Proposal
B. Buyer’s Order Contract
2023
FORD
E-Transit 350

PRICE PROPOSAL
Prepared for
City of Stanton, CA
Whether you need to fill a spot in your fleet or create an entirely new vehicle, your Model 1 experts have a single top priority: you. With a clear understanding of your needs, we find ways to deliver — starting with deep relationships all the way back at the manufacturer level. And with the nation’s largest inventory of commercial vehicles, you’ll never be short on the best choices to make for your business.

SALES EXPERIENCE
550+ Years of Collective Bus
Sales Experience Servicing Over
1,500 Customers Annually

NATIONWIDE NETWORK
21 Full-Service Locations
Nationwide Partners with
25+ Top Manufacturers

COMPETITIVE PRICING
Volume Discounts
Fixed Contract Pricing

IN-HOUSE FINANCING
Seamless Transactions
Flexible Solutions
Attachment: A
Click here to return to the agenda.

PRICE PROPOSAL

IMAGES & FLOORPLAN

SPECIFICATIONS

CHASSIS
 2023 Ford E-Transit 350, Medium Roof Van
 Engine: Ford OEM Electric Motor, Single, Rear
 Drive: Rear Wheel Drive
 Power: 198 kW / 266 HP / 317 TQ
 Battery: 68 kWh
 Fuel Type: Electric
 Floor-mounted single pack Li-ion battery
 GVWR: 9,500

EXTERIOR
 Wheelbase: 148”
 Running board on driver side, short step
 Running board on passenger side, full
 Exterior Color: White

INTERIOR
 Flooring: Gerflor Black Graphite
 12-rail Aluminum floor system
 Long Wheelbase ABS Plastic Interior w/ 6 LED Dome Lights Mid Roof  Entry grab rail (stanchion) on right side (B pillar)

A/C & HEAT
 E-Transit HVAC System: Twin Air TM431F-E Floor Mount 31K BTU A/C  28K BTU Heat

PRICE PROPOSAL
Charging
 On Board Charger 105 kw out/11.3 kW in
 Charging time:
 15-80% DCFC (115 kW) 34 min
 15-80% (50 kW) 65 min
 0-100% 240V L2 (48A) 8 hours
 0-100% 240V L2 (30A) ~12 hours

ELECTRICAL
 Intermotive Flex Tech Electrical System

AUDIO / VISUAL
 Sync 4 AM/FM/Bluetooth Radio

WHEELCHAIR ACCESSIBILITY
 34” x 54” Braun wheelchair lift located in the rear of the unit  Intermotive Gateway Transit Fast Idle with lift interlock

ACCESSORIES
 Deluxe Retractor Q’ Straint securement kit (2)
 L Track Oval Pocket Wheelchair/Shoulder & Lap Belt Mount SAFETY
 OEM back-up alarm
 First aid kit, Fire extinguisher, Triangles

PASSENGER SEATING OPTIONS
 6 Ambulatory, 2 Wheelchair

SEATING
Passenger Seating:
 Seat Fabric (3): Level 6 Jordan Blue Fabric
 Freedman 3pt Mid-Hi Rigid w (2) Lightweight GO Seat Legs (5)  OEM Driver and Co-pilot Seating
 OEM Seats (2)
Manufacturer Warranty  Forest River 5 Year/ 100,000 miles Chassis Warranty  Ford Warranty: Unique Electrified Components 8 year/100,000 miles
 Bumper to Bumper: 3 Years/ 36,000 miles
 Powertrain: 5 Years / 60,000 Miles
All vehicles come with warranty, but Model 1 offers more value without the added cost.

Our coverage and support come with each of our new vehicles — standard.

WE PROCESS ALL THE WARRANTY REGISTRATIONS
We register all of your bus parts for you, no more pesky warranty cards to fill out. This includes all parts, wheelchair lift, electronics, HVAC, etc.

WE HANDLE ALL THE PAPERWORK
We administer and coordinate any warranty work. You make one call to our warranty department, and they take it from there.

REPAIR FACILITIES NEAR YOU
When warranty work is needed, we use service repair facilities near the bus location. We have over 3200 authorized centers and growing. You will never have to drive far to get repairs completed.

NO MORE CLAIM FORMS
Model 1 handles all parts of the claim process, you will have no out of pocket expenses, no reimbursements, and the service facility will be paid directly by us.

LONGER WARRANTY PERIOD
We have negotiated extended periods for the units we sell. Unprecedented 60 month/100,000 mile bumper-to-bumper warranty on the Starcraft bus upfit.

WARRANTY

PRICE PROPOSAL

PRICING

DESCRIPTION AMOUNT
E-Transit ADA Van Cost $68,900
Level 2 Ford Pro Charger Included
Transportation to Stanton CA $1,750
Total
*Pricing does not include DMV, title, or licensing. This quote is valid for 30 days from date issued.

AVAILABLE OPTIONS
Graphic Packages [ Enter Graphic Type ] [ Enter Amount ] Available Option 2 Level 2 Charger Included
Available Option 3 Software Package $1,440
Available Option 4 G02 Bottle Holder $226

PRICE PROPOSAL

General Terms and Conditions of Dealer Vehicle Sale

3. LIMITED SERVICE WARRANTY. Dealer represents and warrants to Buyer that it shall perform any services performed to the Vehicle using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and shall devote adequate resources to meet its obligations under this Agreement. Dealer shall not be liable for a breach of this Section 3 unless Buyer gives written notice of the defective services, reasonably described, to Dealer within seven (7) days of the time when Buyer discovers or ought to have discovered that the services were defective, and in no event shall Dealer be responsible for any defective services later than sixty (60) days following Notification (as set forth in Section 8). Dealer shall, in its sole discretion, either (a) repair or re-perform such services; or (b) credit or refund the price of such services at the pro rata contract rate. THE REMEDIES SET FORTH IN THIS SECTION 3 SHALL BE THE CUSTOMER'S SOLE AND EXCLUSIVE REMEDY AND DEALER'S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED SERVICE WARRANTY SET FORTH IN THIS SECTION 3. If the services include the installation of accessories, parts or components manufactured by third parties, Dealer makes no warranty whatsoever regarding such thirdparty accessories, parts and components. Dealer will pass through any third-party warranties on such accessories, parts and components.

2. DEALER MAKES NO GUARANTEE OR WARRANTY, EXPRESS OR IMPLIED. This Vehicle is sold by Dealer “AS-IS” with no Dealer guarantee or warranty, implied or express, except as noted in Section 3. All warranties on this Vehicle are made by the manufacturer, and not the Dealer. DEALER HEREBY DISCLAIMS AND EXCLUDES FROM THIS SALE ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING,

WITHOUT LIMITATION, THE IMPLIED WARRANTY OF MERCHANTABILITY AND THE IMPLIED WARRANTY OF FITNESS FOR A PURPOSE; OR WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. Buyer understands Dealer does not warrant the year of this Vehicle, the year of the chassis, or the year of any of its component parts, and that the manufacturer(s) of the Vehicle chassis or component is solely responsible for the year assigned to this Vehicle to the extent its year is referenced in the Agreement. If Buyer is purchasing a “new” Vehicle as indicated above, Buyer acknowledges that “new” means that the Vehicle has not been previously titled to an end user although the Vehicle may have been used in a demo or a show. Buyer understands and agrees that manufacturer(s)’ written warranties, if any are applicable to this Vehicle, will be provided by Dealer at the time of Vehicle delivery, or made available earlier upon Buyer’s request. Buyer acknowledges that Dealer is not an agent of the manufacturer and that Dealer has not represented or misrepresented the terms of any applicable manufacturer(s)’ written warranties. Buyer understands and agrees that if either of Buyer or Dealer should breach this Agreement or if Buyer institutes any claim arising out of the purchase of the Vehicle, the statute of limitations for any such claim is limited to one (1) year from the date of sale

1. Applicability. These General Terms and Conditions of Dealer Vehicle Sale (these “Terms”) are the only terms that govern the sale of all vehicles and any services thereto (“Vehicle”) by Model 1 Commercial Vehicles, Inc. (“Dealer”) to the buyer named on the Buyer’s Order Contract (as defined below) to which these Terms are attached (“Buyer” or “You”). Collectively Buyer and Dealer are referred to as the “Parties” and individually as “Party.” The accompanying Buyer’s Order Contract setting forth the Vehicle to be purchased (the “BOC”) and these Terms (collectively, this “Agreement”) comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. This Agreement supersedes any of Buyer’s general terms and conditions of purchase regardless of whether or when Buyer has submitted a purchase order or such terms. Dealer expressly rejects Buyer’s general terms and conditions of purchase, and fulfillment of Buyer’s order does not constitute acceptance of any of Buyer’s terms and conditions or serve to modify or amend these Terms. Acceptance of this Agreement by Buyer shall be deemed as the earlier of (i) Buyer’s signature to the BOC and (ii) Buyer’s acceptance of the Vehicle. Notwithstanding anything herein to the contrary, if a written contract signed by both Parties is in existence covering the sale of the Vehicle (“Master Agreement”), then the Master Agreement shall prevail to the extent of any inconsistency with these Terms.

4. DEALER NOT AGENT OF MANUFACTURER. Dealer is not the agent of the manufacturer. Dealer is not responsible for changes by the manufacturer in the price, available rebate, design or accessories of specially ordered vehicles. If Dealer’s price increases on a Vehicle, or if a rebate to be received by Dealer is reduced or eliminated, or the Vehicle becomes subject to a tariff, the Buyer’s price will be increased by a like amount. If the Vehicle price increases by more than 10% (excluding price increases due to tariffs) and Buyer is dissatisfied with the increase, Buyer may cancel this order and Buyer’s deposit and trade-in or the actual cash value of the trade-in, if sold, minus any loan, will be refunded. Buyer understands that manufacturer may, from time to time, change the model, design, or other elements, including the parts and accessories, in the Vehicle and at any time a manufacturer makes such changes, neither Dealer nor manufacturer are obligated to make the same changes to Buyer’s Vehicle, even if such changes are made prior to delivery of the Vehicle.

5. DEPOSIT; PAYMENT. Unless otherwise other payment terms are indicated on the BOC, (i) a deposit is due at the time of signing this Agreement and before the Vehicle will be ordered or prepared for delivery by Dealer, and (ii) the balance due shall be paid in full within 48 hours of Notification (as set forth in Section 8) and before the Vehicle will be released to the Buyer. For any payment terms, in the event Buyer does not make timely payment in full, Dealer may charge Buyer interest on any overdue amount at a rate of 10% per annum or the maximum allowable rate under applicable law, whichever is less, until the overdue amount is paid in full. The Vehicle will not be titled to the Buyer until the contract total for such Vehicle plus any interest charges indicated herein are paid in full.

6. CANCELLATION; CHANGE FEES. There is no “cooling off” or other cancellation period for vehicle sales or services. Therefore, Buyer cannot later cancel this Agreement without the agreement of Dealer, or for legal cause. Further, if either party wishes to change any term of this Agreement or the details of the Vehicle set forth on the BOC after acceptance of this Agreement, neither party shall be bound by such changes after the date of this Agreement unless mutually agreed upon in writing. If Buyer wishes to change any detail of the BOC related to the Vehicle being purchased, Buyer shall submit details of the requested change to the Dealer in writing. Dealer shall, within a reasonable time after such request, respond to Buyer’s request indicating (i) the acceptance or denial of the change, (ii) the likely impact to timing of the Vehicle’s delivery, and (iii) any necessary variations to the fees (including any change fees that may be charged by Dealer). Promptly after receipt of the written estimate, the parties shall negotiate and agree in writing on the terms of the change.

Version 3.8 5/23/2025 2 of 4

7. DELAYS. Buyer will not hold Dealer liable for any failure or delay in performing this Agreement if such failure or delay is caused by any event outside of Dealer’s reasonable control, including, without limitation, (a) any act or omission of the Vehicle manufacturer or any component part manufacturer; (b) Buyer’s delay to respond promptly to any Dealer request to provide direction, information, approvals, authorizations, or decisions that are reasonably necessary for Dealer to perform services in accordance with the BOC, (c) acts of God, natural disasters, flood, fire, earthquake, or explosion; (d) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (e) government order, law, or action; (f) embargoes or blockades in effect on or after the date of this Agreement; (g) national or regional emergency; (h) telecommunication breakdowns or power outages or shortages; (i) epidemics, pandemics, or acts of quarantine; and (j) other similar events beyond the reasonable control of Dealer.

8. DELIVERY; INSPECTION; RISK OF LOSS. The method of delivering the Vehicle (“Delivery”) shall be set forth in the BOC and if no such method is defined, then Buyer is responsible for picking up the Vehicle at the Dealer location within forty-eight (48) hours after being notified that the Vehicle is ready for delivery (“Notification”). Unless otherwise set forth in the BOC, the Vehicle will be delivered ExWorks (Dealer location) and full risk of loss will pass upon Notification that the Vehicle is ready for Delivery. If the Buyer delays Delivery of the Vehicle more than five (5) days after Notification, Dealer will have the right to charge a storage fee of $50 per day for storage of the Vehicle.

9. BUYER’S INSPECTION. If the Vehicle is delivered via a transportation carrier, Buyer shall immediately inspect the Vehicle upon arrival and report any defects resulting from transportation of the Vehicle directly to the transportation carrier through such carrier’s reporting processes. Separately, within forty-eight (48) hours after Delivery, Buyer shall inspect the Vehicle for conformance to the BOC and report any issues to Dealer (“Inspection”). Upon Delivery and Inspection, Buyer acknowledges: (i) having received ample opportunity for, and actually inspecting the Vehicle as fully as Buyer desires and (ii) utilizing and relying solely upon Buyer’s own judgment to inspect and determine that the Vehicle is of adequate quality, merchantable, and otherwise fit for the purposes intended by Buyer. Buyer further acknowledges that Buyer did not make Dealer aware, and that Dealer was unaware, implicitly or expressly, of any particular purpose intended by Buyer for the Vehicle.

Consequently, Buyer has not relied upon Dealer’s skill or judgment in the selection or delivery of the Vehicle. Buyer acknowledges that Dealer has not made any representation regarding the Vehicle’s condition, history, status, prior usage, quality of or regularity of care or servicing, nor the existence of prior damage and/or repair of damage except as required by law.

10. FINANCING OR INSTALLMENT SALES CONTRACTS. IF YOU ARE FINANCING THIS VEHICLE, PLEASE READ THIS NOTICE: YOU ARE PROPOSING TO ENTER INTO A RETAIL INSTALLMENT SALES CONTRACT WITH THE DEALER. PART OF YOUR CONTRACT INVOLVES FINANCING THE PURCHASE OF YOUR VEHICLE. IF YOU ARE FINANCING THIS VEHICLE AND THE DEALER INTENDS TO

TRANSFER YOUR FINANCING TO A FINANCE PROVIDER SUCH AS A BANK, CREDIT UNION OR OTHER LENDER, YOUR VEHICLE PURCHASE DEPENDS ON THE FINANCE PROVIDER’S APPROVAL OF YOUR PROPOSED RETAIL INSTALLMENT SALES CONTRACT.

IF YOUR RETAIL INSTALLMENT SALES CONTRACT IS APPROVED WITHOUT A CHANGE THAT INCREASES THE COST OR RISK TO YOU OR THE DEALER, YOUR PURCHASE CANNOT BE CANCELLED. IF YOUR RETAIL INSTALLMENT SALES CONTRACT IS NOT APPROVED, THE DEALER WILL NOTIFY YOU VERBALLY OR IN WRITING. YOU CAN THEN DECIDE TO PAY FOR THE VEHICLE IN SOME OTHER WAY OR YOU OR THE DEALER CAN CANCEL YOUR PURCHASE. IF THE SALE IS CANCELLED, YOUNEED TO RETURN THE VEHICLE TO THE DEALER WITHIN 24 HOURS OF VERBAL OR WRITTEN NOTICE IN THE SAME CONDITION IT WAS GIVEN TO YOU, EXCEPT FOR NORMAL WEAR AND TEAR. ANY DOWN PAYMENT OR TRADE-IN YOU GAVE THE DEALER WILL BE RETURNED TO YOU. IF YOU DO NOT RETURN THE VEHICLE WITHIN 24 HOURS OF VERBAL OR WRITTEN NOTICE OF

CANCELLATION, THE DEALER MAY LOCATE THE VEHICLE AND TAKE IT BACK WITHOUT FURTHER NOTICE TO YOU AS LONG AS THE DEALER FOLLOWS THE LAW AND DOES NOT CAUSE A BREACH OF THE PEACE WHEN TAKING THE VEHICLE BACK.

11. TITLE; ODOMETER STATEMENT. Title to the Vehicle will remain with Dealer until the agreed upon purchase price is paid in full in cash or Buyer has signed a retail installment contract and it has been accepted by a bank or finance company, at which time title shall pass to Buyer even though the actual delivery of the Vehicle may be made at a later date. Buyer agrees that no statement has been made as to the number of miles on any new, used, or demo vehicles, except as set forth in the odometer mileage statement as provided by the Federal Odometer Law and on the face of this Agreement as required under state law which does not constitute a warranty, express or implied, or a contractual term of this Agreement as required under state law which does not constitute a warranty, express or implied, or a contractual team of this Agreement. Buyer acknowledges receipt of such Federal Odometer Statement.

12. TRADE-IN. If Buyer is trading in a vehicle, Buyer will give Dealer the original bill of sale or the title to the trade-in. Buyer promises that any trade-in which Buyer gives in this purchase transaction is owned by Buyer free of any lien or other claim except as noted on the other side of this Agreement. Buyer promises that all taxes of every kind levied against the trade-in have been fully paid. If any government agency makes a levy or claims a tax lien or demand against the trade-in, Dealer may, at Dealer’s option, either pay it and Buyer will reimburse Dealer on demand, or Dealer may add that amount to this Agreement as if it had been originally included. Any trade-in delivered by Buyer to Dealer in connection with this Agreement shall be accompanied by documents sufficient to enable the Dealer to obtain a title to the trade-in in accordance with applicable state law. Buyer warrants that the trade-in is or will be properly titled to Buyer and/or Buyer has the right to sell or otherwise convey the trade-in and the trade-in has never been a salvaged, reconditioned or rebuilt, flooded or a lemon buyback, and the tradein is free and clear of all liens or encumbrances except as may be noted on the front of this Agreement. If Buyer’s initial trade-in value is determined by anything other than a physical appraisal by Dealer, Dealer may later reappraise and amend the value of the trade-in allowance at such time Dealer has the opportunity to perform a physical appraisal of the trade-in. This physical appraisal will then determine the actual trade-in allowance provided on the front side of this Agreement.

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Signature: Signature:

Name: Name:

Title: Title:

Date: Date:

Authorized Customer's Representative Model 1 Commercial Vehicles, Inc.

19. SEVERABILITY. Buyer and Dealer agree that each portion of this Agreement is such that if any term, provision or paragraph is found to be invalid, voidable, or unenforceable for any reason, such provision or paragraph may be severed and all other portions of this Agreement shall remain valid and enforceable.

15. PATENT LIABILITY. Where Dealer supplies goods to Buyer's specifications and/or manufactured or fabricated from Buyer's blueprint, sketch, specifications, or tooling Buyer, at its own expense, shall defend any suit or proceeding of any kind whatsoever brought against Dealer in any capacity if such suit or proceeding involves a claim that any goods or any part thereof constitutes an infringement of any patent, copyright or trademark and Buyer shall pay or indemnify any and all judgments, expenses and costs which may be awarded against or incurred by Dealer related to such legal action.

16. TAXES, INSURANCE. Buyer shall be liable for all sales, use, or other taxes of a similar nature applicable to the transaction unless such payment is otherwise prohibited by law. Buyer assumes responsibility to cover the Vehicle described on the front of this Agreement with necessary and proper insurance coverage and assumes all legal liability arising from the operation of the Vehicle from the time of Delivery.

Buyer understands that Buyer is not covered by insurance on the Vehicle until Buyer’s insurance company accepts coverage on the Vehicle.

Buyer agrees to hold Dealer harmless from any and all claims due to loss or damage prior to Buyer’s insurance company accepting coverage on the Vehicle.

13. FAILURE TO COMPLETE PURCHASE. Failure to timely accept Delivery by Buyer shall give Dealer the right to dispose of any trade-in, trading any cash consideration received as a deposit and retaining the same, and at Dealer’s option, the right to retain any deposit and pursue any other remedy available under the law to adequately compensate Dealer’s damages, costs, expenses, or losses incurred by Dealer because Buyer failed to complete this purchase; further, Dealer may make the Vehicle available for sale to other customers. If Dealer paid any negative equity balance on the trade-in, Buyer shall pay to Dealer the amount paid on Buyer’s behalf. If Dealer brings an action or involves an attorney to enforce the terms of this section, Buyer agrees to pay Dealer’s reasonable attorneys’ fees, court costs, and other expenses incurred in pursuing such action.

14. EXCLUSION OF CERTAIN DAMAGES. IN NO EVENT SHALL DEALER OR ANY OF ITS REPRESENTATIVES BE LIABLE FOR

CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES, LOST PROFITS OR

REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF (A) WHETHER

SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER BUYER WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT, OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. Such excluded damages may include, but are not limited to, any loss of use, loss of time, inconvenience, aggravation, loss of wages/earnings/income, fuel/transportation expenses, hotel/motel costs, insurance, storage, rental or replacement, altered or cancelled trips/vacations, the cost of any food/meals and any other consequential, indirect, incidental, special, exemplary, punitive or enhanced damages. Buyer acknowledges that Buyer shall not seek or recover such damages from Dealer. Buyer acknowledges this disclaimer of damages is independent of and shall survive any failure of the essential purpose of any warranty or remedy. DEALER’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED

TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, SHALL NOT EXCEED TOTAL CONTRACT PRICE OF THE VEHICLE BEING SOLD UNDER THIS AGREEMENT.

17. CHOICE OF LAW AND VENUE, FEES. Any controversy, dispute or claim arising out of or relating to this Agreement or breach thereof shall be interpreted under the laws of the state in which Dealer is located and venue will be in the state and county in which Dealer is located or the applicable federal court. If Dealer brings a legal action to enforce or interpret this Agreement and prevails, Buyer shall pay Dealer’s reasonable attorneys’ fees and costs incurred in such action. If Buyer brings an action based on this Agreement and does not prevail, Buyer shall pay Dealer’s reasonable attorneys’ fees and costs incurred in the defense of such action or any part thereof.

18. WAIVER OF JURY TRIAL; CLASS ACTIONS. Buyer agrees that any controversy, dispute or claim arising out of or relating to this Agreement or breach thereof will be decided by a judge, rather than a jury. Buyer further agrees in connection with this purchase to waive Buyer’s right to participate as a class member in any class action lawsuit that might be brought against Dealer.

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CITY OF STANTON

REPORT TO CITY COUNCIL
TO: Honorable Mayor and Members of the City Council
DATE: June 24, 2025
SUBJECT: APPROVAL OF SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH JOHN L. HUNTER & ASSOCIATES. INC. TO

PROVIDE CONSULTING SERVICES RELATED TO NATIONAL

POLLUTANT DISCHARGE ELMINIATION SYSTEM (NPDES) AND FATS,

OILS, AND GREASE (FOG) PROGRAM
REPORT IN BRIEF:

John L. Hunter Associates, Inc. has been providing environmental consulting services since 2007. The First Amendment to the professional services agreement will expire on June 30, 2025. If approved, this Second Amendment will allow John L. Hunter Associates, Inc. to continue providing services through June 30, 2026, at current rates.

RECOMMENDED ACTION:

1. City Council declare that this action is not a project per the California Environmental Quality Act; and

2. Approve the Second Amendment to the Professional Services Agreement with John L.

Hunter & Associates and allow the City Attorney to make minor edits as necessary prior to the execution of the Amendment; and

3. Authorize the City Manager to execute the Second Amendment to the Professional Services Agreement with John L. Hunter & Associates, Inc.

BACKGROUND:

The City requires the services of a qualified professional to manage the NPDES and FOG programs. Management of these programs is a specialized field and therefore numerous small- to medium-sized cities contract out these services. A qualified consultant is crucial to the successful implementation of these programs as the requirements placed by the regulatory agencies are continuously being revised.

Item: 9E
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A contract renewal was awarded to John L. Hunter Associates, Inc. at the June 8, 2021, Council meeting to provide environmental consulting services. The three-year contract which expired on June 30, 2024, provided for two optional one-year extensions. On May 14, 2024, the City Council approved the First Amendment exercising the first of the oneyear extensions, extending the term of the Agreement to June 30, 2025.

ANALYSIS/JUSTIFICATION:

Staff continues to be impressed with John L. Hunter Associates, Inc. (JLHA) services and proposal which highlights the depth of their NPDES and FOG knowledge. Since 2007, JLHA has been under contract with the City and has ensured the City’s ongoing compliance with all regulatory changes. If approved by the City Council, the Second Amendment to the contract would extend the term of the contract through June 30, 2026, and maintain current hourly rates at the same annual not-to-exceed compensation amount of $99,850.

FISCAL IMPACT:

The Fiscal Year 2025-26 Operating Budget includes sufficient funds for NPDES and FOG program services (Account Nos. 101-3600-608155 and 501-3700-608110).

ENVIRONMENTAL IMPACT:

This action is not a project per the California Environmental Quality Act.

LEGAL REVIEW:

The City Attorney has reviewed the Second Amendment to the Agreement.

STRATEGIC GOAL:

Goal 4: Ensure fiscal stability.

PUBLIC NOTIFICATION:

Through the normal agenda process.

Prepared by: Cesar Rangel P.E., Director of Public Works/City Engineer Fiscal Impact Reviewed by: Michelle Bannigan, Finance Director Approved by: Hannah Shin-Heydorn, City Manager
ATTACHMENTS:

A. Second Amendment
B. First Amendment
C. Original Agreement
55414.00000\42193541.1

CITY OF STANTON

SECOND AMENDMENT TO

PROFESSIONAL SERVICES AGREEMENT FOR ENVIRONMENTAL CONSULTING

SERVICES

1. PARTIES AND DATE.

This Second Amendment to the Professional Services Agreement for Environmental Consulting Services (“Second Amendment”) is entered into on the ___ day of ______, 2025, by and between the City of Stanton (“City”) and John L. Hunter and Associates, Inc., a California corporation (“Consultant”). City and Consultant are sometimes collectively referred to herein as the “Parties.”

2. RECITALS.

2.1 Agreement. The Parties entered into that certain Professional Services Agreement for Environmental Consulting Services dated June 8, 2021 (“Agreement”).

2.2 First Amendment. The Agreement was amended on May 14, 2024, to extend the Agreement to June 30, 2025.

2.3 Second Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement and increase the total compensation under the Agreement.

3. TERMS.

3.1 Term. Section 3.1.2 of the Agreement is hereby amended in its entirety and restated to read as follows:
“The term of this Agreement shall be from June 8, 2021 to June 30, 2026 unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines.”

3.2 Compensation. Section 3.3.1. of the Agreement is hereby amended in its entirety and restated to read as follows:
“Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under the Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed Four Hundred Ninety-Nine Thousand Two Hundred and Fifty Dollars ($499,250.00) without written approval of the City Council or City Manager, as applicable. Extra work may be authorized, as described below, and if authorized will be compensated at the rates and manner set forth in this Agreement.”

3.3 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

Attachment: A
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55414.00000\42193541.1
IN WITNESS WHEREOF, the parties have executed this Second Amendment on this ___ day of __________, 2025.
55414.00000\42193541.1

SIGNATURE PAGE TO SECOND AMENDMENT TO PROFESSIONAL SERVICES

AGREEMENT FOR ENVIRONMENTAL CONSULTING SERVICES
CITY OF STANTON JOHN L. HUNTER AND ASSOCIATES, INC.

By:

Hannah Shin-Heydorn
City Manager
By:

ATTEST:

By:

Patricia Vazquez
City Clerk
By:

APPROVED AS TO FORM: [If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary or
Treasure REQUIRED]
By:

Best Best & Krieger LLP
City Attorney

CITY OF STANTON

FIRST AMENDMENT TO

PROFESSIONAL SERVICES AGREEMENT FOR ENVIRONMENTAL CONSULTING

SERVICES

1. PARTIES AND DATE.

This First Amendment to the Professional Services Agreement for Environmental Consulting Services ("First Amendment") is entered into on the .l!J!...�day of Aa.v , 2024, by and between the City of Stanton ("City") and John L. Hunter and Associat�, a California corporation ("Consultant"). City and Consultant are sometimes collectively referred to herein as the "Parties."

2. RECITALS.

2.1 Agreement. The Parties entered into that certain Professional Services Agreement for Environmental Consulting Services dated June 8, 2021 ("Agreement").

2.2 First Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement and increase the total compensation under the Agreement.

3. TERMS.

3.1 Term. Section 3.1.2 of the Agreement is hereby amended in its entirety to read as follows:
"The term of this Agreement shall be from June 8, 2021 to June 30, 2025 unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement for one (1) additional one-year term at the same annual Agreement price."

3.2 Compensation. Section 3.3.1. of the Agreement is hereby amended in its entirety to read as follows:
"Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under the Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Three Hundred Ninety-Nine Thousand Four Hundred Dollars ($399,400.00) without written approval of the City Council or City Manager, as applicable. Extra work may be authorized, as described below, and if authorized will be compensated at the rates and manner set forth in this Agreement."

3.3 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this First Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this First-Amendment on this 22."d.

B-1
55414.00000\42193541 .I
Attachment: B
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day of Ao.y , 2024.

CITY OF STANTON
City Manager
By:

By:_/;1----_ __ _
Best Best & Krieger LLP
City Attorney
B-2
55414.00000\42193541. l
JOHN L. HUNTER AND ASSOCIATES,
INC.

By: C.

C."'-""'�..-•- M_._ C.-\t.J�'\....
\l ;-U- 1 ..... ,.:;·J.�
By: '// J&jj
Vs·,\\iw- yJtlw1_0fl.1'¥) f Se.c.tvLl.wi...y
[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary or
Treasure REQUIRED]

CITY OF STANTON

PROFESSIONAL SERVICES AGREEMENT
FOR

ENVIRONMENTAL CONSULTING SERVICES

1. PARTIES AND DATE.

This Agreement is made and entered into this 8
th day of June, 2021, by and between the
City of Stanton, a municipal organization organized under the laws of the State of California with its principal place of business at 7800 Katella Avenue, Stanton, California 90680 ("City") and John L. Hunter and Associates, Inc., a California corporation , with its principal place of business at 6131 Orangethorpe Ave., #300, Buena Park, California, 90620 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and asswne responsibility for the provision of professional environmental consultant services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional environmental consultant services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such services for the Environmental Services projects ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional environmental consultant services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from July 1, 2021 to June 30, 2024 unless earlier terminated as provided herein. The City Manager shall have the unilateral option, at his or her sole discretion, to renew this Agreement annually for no more than two additional one-year terms. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines.

3.2 Responsibilities of Consultant.
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55414.00000\33996912. l
Attachment: C
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3. 2. 1 Independent Contractors, Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision.

Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant shall complete, execute, and submit to City a Request for Taxpayer Identification Number and Certification ( IRS FormW- 9) prior to commencement of any Services under this Agreement. Consultant retains the right to perform similar or different services for others during the tern of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant' s exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant' s officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3. 2. 2 Schedule of Services. Consultant shall perform the Services expeditiously, within the tern of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit " B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant' s conformance with the Schedule, City shall respond to Consultant' s submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3. 2. 3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3. 2. 4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equall competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City.

The key personnel for performance of this Agreement are as follows: Cameron McCullough; Jillian Brickey.

3. 2. 5 City' s Representative. The City hereby designates the City Manager, or his or her designee, to act as its representative for the performance of this Agreement (" City' s Representative"). City' s Representative shall have the power to act on behalf of the City for all purposes under this Contract. The City Manager hereby designates Director of Public Works/ City Engineer, or his or her designee, as the City' s contact for the implementation of the 2-
55414. 00000133996912. 1
Services hereunder. Consultant shall not accept direction or orders from any person other than the City' s Representative or his or her designee.

3. 2. 6 Consultant' s Representative. Consultant hereby designates Cameron McCullough or Allian Brickey or his or her designee, to act as its representative for the performance of this Agreement (" Consultant' s Representative"). Consultant' s Representative shall have full authority to represent and act on behalf ofthe Consultant for all purposes under this Agreement. The Consultant' s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3. 2. 7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City' s staff, consultants and other staff at all reasonable times.

3. 2. 8 Standard of Care; Performance of Employees. Consultant shall perform all Services larder this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Consultant shall perforin, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant' s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub - consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re- employed to perform any of the Services or to work on the Project.

3. 2. 9 Laws and Regulations. Consultant shall keep itselffully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/ OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations , Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3. 2. 10 Insurance.
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55414. 60000133996912. 1

3. 2. 10. 1 Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.

3. 2. 10. 2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder and without limiting the indemnity provisions of the Agreement, the Consultant in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement, the following policies of insurance. Ifthe existing policies do not meet the Insurance Requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
a) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office " occurrence" form CG 0001, with minimum limits of at least $ 1, 000,000 per occurrence, and if written with an aggregate, the aggregate shall be double the per occurrence limit.

Defense costs shall be paid in addition to the limits.

The policy shall contain no endorsements or provisions limiting coverage for ( 1) contractual liability; ( 2) cross liability exclusion for claims or suits by one insured against another; or ( 3) contain any other exclusion contrary to the Agreement.
b) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering " Any Auto" ( Symbol 1) with minimum limits of 1, 000, 000 each accident.
c) Contractors Pollution Liability: [ Include only ifthere is a pollution liability exposure.]
Contractors Pollution Liability Insurance covering all of the contractor' s operations to include onsite and offsite coverage for bodily injury ( including death and mental anguish), property damage, defense costs and cleanup costs with minimum limits of $5 million per loss and $ 10 million total all losses. The policy shall contain no endorsements or provisions limiting contractual liability or coverage for cross liability of claims or suits by one insured against another.

If coverage is written on a claims - made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting 4-
55414. 00000\ 33996912. 1
period will be exercised for a period of at least three ( 3) years from termination or expiration of this Agreement.
d) Professional Liability: Professional Liability insurance with minimum limits of $1, 000, 000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed ( for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.).

3. 2. 10. 3 Endorsements. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval.
a) The policy or policies of insurance required by Section 3. 2. 10. 2 ( a) Commercial General Liability and ( c) Contractor' s Pollution Liability shall be endorsed to provide the following:
1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional
insureds with regard to liability and defense of suits or claims arising out ofthe performance of the Agreement.

Additional Insured Endorsements shall not ( 1) be restricted to " ongoing operations'; ( 2) exclude " contractual liability'; 3) restrict coverage to " sole" liability of Consultant; or ( 4) contain any other exclusions contrary to the Agreement. 2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty ( 30) day written notice of cancellation has been served upon the City except ten ( 10) days shall be allowed for non- payment of premium.
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b) The policy or policies of insurance required by Section 3. 2. 10. 2 ( b) Automobile Liability and ( d) Professional Liability shall be endorsed to provide the following:
1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty ( 30) day written notice of cancellation has been served upon the City except ten ( 10) days shall be allowed for non- payment of premium.
c) The policy or policies of insurance required by Section 3. 2. 10. 2 ( e) Workers' Compensation shall be endorsed to provide the following:
1) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the indemnified parties.
2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty ( 30) day written notice of cancellation has been served upon the City except ten ( 10) days shall be allowed for non- payment of premium.

3. 2. 10. 4 Primary and Non -Contributing Insurance. All insurance coverages shall be primary and any other insurance, deductible, or self-insurance maintained by the indemnified parties shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3. 2. 10. 5 Waiver of Subrogation. Required insurance coverages shall not prohibit Consultant from waiving the right of subrogation prior to a loss. Consultant shall waive all subrogation rights against the indemnified parties. Policies shall contain or be endorsed to contain such provisions.

3. 2. 10. 6 Deductible. Any deductible or self- insured retention must be approved in writing by the City and shall protect the indemnified parties in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self- insured retention.

3. 2. 10. 7 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates and endorsements on forms approved by the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen ( t5 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Consultant shall, within ten ( 10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required 6-
55414, 00000133996912. 1
insurance has been reinstated or has been provided through another insurance company or companies.

3. 2. 10. 8 Failure to Maintain Coverage. Consultant agrees to suspend and cease all operations hereunder during such period oftime as the required insurance coverage is not in effect and evidence of insurance has not been furnished to the City. The City shall have the right to withhold any payment due Consultant until Consultant has fully complied with the insurance provisions of this Agreement.

In the event that the Consultant' s operations are suspended for failure to maintain required insurance coverage, the Consultant shall not be entitled to an extension of time for completion ofthe Services because of production lost during suspension.

3. 2. 10. 9 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best' s rating of no less than A:VII and authorized to do business in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3. 2. 10. 10 Insurance for Subconsultants. All Subconsultants shall be included as additional insureds under the Consultant' s policies, or the Consultant shall be responsible for causing Subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City as an Additional Insured to the Subconsultant' s policies.

3. 2. t 1 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature ofthe work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: ( A) adequate life protection and life- saving equipment and procedures; ( B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and ( C) adequate facilities for the proper inspection and maintenance of all safety measures.

3. 3 Fees and Payments.

3. 3. 1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit " C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Two Hundred Ninety- nine Thousand Five Hundred Fifty Dollars_($299, 550. 00) without written approval ofthe City Manager or City Council, as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3. 3. 2 Payment of Compensation.
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Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon.

3. 3. 3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City.

3. 3. 4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, " Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City. The City Manager is authorized to approve Extra Work in an amount not to exceed ten percent ( 10%) ofthe total compensation, or Twenty Nine Thousand Nine Hundred and Fifty Five Dollars ($ 29, 955).

3. 3. 5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (" Prevailing Wage Laws"), which require the payment ofprevailing wage rates and the performance of other requirements on " public works" and " maintenance" projects. If the Services are being performed as part of an applicable " public works" or maintenance" project, as defined by the Prevailing Wage Laws, and ifthe total compensation is 1, 000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant' s principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777. 5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees, agents and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3. 4 Accounting Records.

3. 4. 1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three ( 3) years from the date of final payment under this Agreement.
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3. 5 General Provisions.

3. 5. 1 Termination of Agreement.

3. 5. 1. 1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven ( 7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3. 5. 1. 2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen ( 15) days of the request.

3. 5. 1. 3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3. 5. 2 Delivery ofNotices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant:

City:

John L. Hunter and Associates, Inc.
6131 Orangethorpe Ave # 350
Buena Park, Ca 90620
Attn: Cameron McCullough
City of Stanton
7800 Katella Avenue
Stanton, CA 90680
Attn: Public Works
Such notice shall be deemed made when personally delivered or when mailed, forty- eight 48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3. 5. 3 Ownership of Materials and Confidentiality.

3. 5. 3. 1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non- exclusive and perpetual license for City to copy, use, modify, reuse, or 9-
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sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement (" Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non- exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data.

Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use ofthe Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City' s sole risk.

3. 5. 3. 2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance ofthis Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City' s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3. 5. 3. 3 Confidential Information. The City shall refrain from releasing Consultant' s proprietary information (" Proprietary Information") unless the City' s legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.

Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant' s objection to the City' s release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense ( including attorney' s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: ( 1) Consultant fails to fully indemnify, defend ( with City' s choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/ or ( 2) a final and non -appealable order by a court of competent jurisdiction requires that City release such information.

3. 5. 4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes ofthis Agreement.

3. 5. 5 Attorney' s Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, to55414. 00000\ 33996912. 1
the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney' s fees and all other costs of such action.

3. 5. 6 Indemnification.

To the fullest extent permitted by law, Consultant shall defend ( with counsel of City' s choosing), indemnify and hold the City, its officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant' s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorneys fees and other related costs and expenses. Consultant' s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the Consultant or the City, its officials, officers, employees, agents or volunteers.

If Consultant' s obligation to defend, indemnify, and/ or hold harmless arises out of Consultant' s performance as a " design professional" ( as that term is defined under Civil Code section 2782. 8), then, and only to the extent required by Civil Code section 2782. 8, which is fully incorporated herein, Consultant' s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant' s liability for such claim, including the cost to defend, shall not exceed the Consultant' s proportionate percentage of fault.

The obligation to indemnify, as provided herein, shall survive the termination or expiration of this Agreement.

3. 5. 7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.

3. 5. 8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.

3. 5. 9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3. 6 City' s Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3. 7 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3. 8 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior 11-
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written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.9 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days.

All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3. 10 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3. 11 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3. 12 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3. 13 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3. 14 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant 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 Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or malting ofthis Agreement. 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.

3. 15 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non- discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City' s Minority 12-
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Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3. 16 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker' s Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance ofthe Services.

3. 17 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3. 18 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3. 19 Declaration of Political Contributions. Consultant shall, throughout the term of this Agreement, submit to City an annual statement in writing declaring any political contributions of money, in- kind services, or loan made to any member of the City Council within the previous twelve- month period by the Consultant and all of Consultant' s employees, including any employee( s) that Consultant intends to assign to perform the Services described in this Agreement.

3. 20 Subcontracting.

3. 20. 1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making thein subject to all provisions stipulated in this Agreement.
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IN WITNESS WHEREOF, the parties have executed this Professional Services Agreement on this 8' h day of June, 2021.

CITY OF STANTON
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2 APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
INSERT NAME OF CONSULTANT]
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Title:

If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary,

AND CORPORATE SEAL OF
CONSULTANT REQUIRED]
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55414. 00000\ 33996912. 1
EXHIBIT " A"

SCOPE OF SERVICES
A. NPDES MS4 Program Assistance
Services includes ensuring that the City' s National Pollution Discharge Elimination System ( NPDES) Municipal Separate Storm Sewer System ( MS4) permit requirements are complied with, including total maximum daily load ( TMDL) implementation, water pollution prevention programs, and the City' s stormwater pollution prevention ordinance. Responsibilities include coordinating the City' s NPDES MS4 program, serving as a main liaison with the Regional Water Quality Control Board and the Countyof Orange, overseeing the City' s NPDES MS4 program, and attend various countywide meetings. Other specific tasks include, but are not limited to:

1. Program Administration
a. Program updates and correspondence.

Provide Program status updates and hold update meetings. Represent the City at various regulatory compliance meetings. Meetings include but are not limited to: NPDES General Permittee Meetings, Anaheim Bay/ Huntington Harbor Watershed Meetings, North Orange County Watershed Management Area Management Committee Meetings, Local Implementation Plan/ Program Effectiveness Assessment Sub - Committee Meetings, NPDES Legal/ Regulatory Advisory Sub - Committee Meetings, Trash and Debris Task Force Meeting Public Education Sub -Committee Meetings, NPDES Technical Advisory Committee Meetings, NPDES Inspection Sub - Committee Meetings, and, as - needed Regional Board Meetings. Assume three 2 -hour meetings per month.

Act as liaison with various environmentally related resource agencies as it relates to public and private projects within the city. b. Technical assistance. Be aware, train, and update City staff regarding new technologies, changing mandates, regulations, and NPDES items. Consultant will be knowledgeable of NPDES legislation and recommend implementation of program elements as necessary and required to comply with NPDES regulations.

2. Compliance Planning. Assist with planning, implementing, and reporting for TMDLs and for statewide pollutant provisions. Assess compliance with TMDLs as well as statewide pollutant provisions. Recommend compliance actions and assist in their implementation.

3. Program Funding
a. Apply for applicable grant finding opportunities. Grant funding opportunities may include but not limited to OCTA M2 Tier 1 Grants. Assume 20 hours of assistance per year.
b. Assist in developing and administering Program fees, budgets, and cost share agreements.

A- 1
55414. 00000\ 33996912. 1

4. Training.
a. Hold annual NPDES MS4 training for City staff.
b. Obtain proper and pertinent training by attending County -wide training. Countywide training includes but is not limited to: WQMP and Hydromodification Model Training, Stormwater Program Manager Training, Illegal Discharge and Illicit Connection Training, Commercial/ Industrial/ Municipal Inspector Training, and Post- Construction Inspection Training. Assume 8 hours of County -wide training per year.

5. Capital Projects and Programs
a. Provide as -needed assistance in selecting, developing, and implementing any NPDES elements of capital projects.
b. Conduct maintenance inspections for City -owned post -construction BMPs.

Assume 1 inspection per year.
c. Assist City staff in receiving and terminating coverage under the NPDES Construction General Permit and other applicable NPDES permits.

6. Planning and Land Development
a. Review and approve submittals of Water Quality Management Plans ( WQMPs), Non -Priority Water Quality Management Plans, Stormwater Pollution Prevention Plans, and Water Pollution Control Plans for City and private development projects. Assume 10 WQMPs, each requiring 3 reviews to approval, for a total of 30 reviews.
b. Review/ plan check project plans, specifications, and other documents for compliance with storm water regulations.
c. Collaborate and confer with developers, contractors and engineers on water quality issues related to grading plans and encroachment permits. d. Conduct post -construction BMP verification and maintenance inspections.

Assume 2 verification inspections per year, and 15 maintenance inspections per year.

7. Construction. Conduct routine stormwater quality inspections for construction sites that require NPDES Permit coverage and provide as -needed inspection assistance for construction sites that do not require coverage. Work with public works staff, building inspectors, and code enforcement officers to bring NPDES issues into compliance.

Assume 30 inspections, 15 follow- up inspections, and 5 enforcement notices per year.

8. Industrial/ commercial and Municipal Facilities
a. Conduct routine stormwater quality inspections for commercial, industrial, a n d municipal facilities. Work with public works staff and code enforcement officers to bring NPDES issues into compliance. Routine inspections also include following- up for facilities referred to by Orange County Health Care Agency, and Orange County Pollution Prevention Hotline. Assume 100 inspections, 20 follow- up inspections, and 5 enforcement notices per year. b. Assist as -needed with the implementation of SB -205.

A-2
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Investigations. Respond as needed to emergency spills and properly document the incidents, including illicit connections and illegal discharges. Communicate with appropriate parties to mitigate incidences and imaintaintracking system of all complaints, investigations, and correspondence. Work with code enforcement officers to bring NPDES issues into compliance. Assume 4 investigations and 4 follow- up inspections per year.

10. Public Outreach
a. Provide pollution prevention educational materials for distribution and content for internet- based platforms. Assume $ 500 in material purchases per year. b. Assist with City community events to promote pollution prevention. Assume 1 event per year.
c. Update educational materials and content as needed.

11. Reporting and Record Keeping
a. Prepare the NPDES MS4 Annual Report. This includes but is not limited to: legal authority, illicit discharge detection and elimination program, development planning program, construction management program, existing development and management program, public education and participation program, and fiscal analysis.
b. Prepare and submit the City' s quarterly reports for Industrial/ Construction NPDES Permit facilities.
c. Manage and update inventories to track NPDES activities. Inventory includes tracking of municipal facilities, commercial facilities, industrial facilities, WQMP projects, post -construction BMP maintenance and verification, and construction sites.

B. FOG Control Program Assistance
This project includes ensuring that the City' s Fats, Oils, and Grease ( FOG) Control Program requirements are complied with, including the FOG element ofthe State Water Resources Control Board' s WDR for Sanitary Sewer Systems, and the City' s FOG Control ordinance. Specific tasks include, but are not limited to:

1. Program Administration
a. Program updates and correspondence. Provide Program status updates and hold update meetings. Represent the City in Program concerns with FOG Permittees, regulators, and other parties.
b. Technical assistance. Share information and expertise, transmit working knowledge, instruct, and provide skills training.

2. Inspections
a. Track facilities. Review and update FOG facility inventory. Update Hot Spot inventory as needed.
b. Educate facilities. Notify facility operators of program requirements. c. Inspect facilities. Inspect FOG facilities annually for proper FOG control operations. Correspond with facility operators. Conduct follow-up inspections at non- compliant facilities. Assume 125 inspections, 25 follow-up inspections, and A- 3
55414. 00000133996912. 1
5 enforcement notices per year.
d. Enforce. Prepare enforcement notices for noncompliant facilities. Work with public works staff and code enforcement officers to bring issues into compliance.

3. Plan review, permitting, and invoicing
a. Prepare FOG permit requirement letters and process permits. Correspond with facility operators.
b. Review plans for FOG facilities. Assume 4 plan reviews per year. c. On request by the City, prepare annual permit invoices to FOG facilities.

Reporting and Record Keeping. Maintain accessible online databases of Program records.

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EXHIBIT `B"

SCHEDULE OF SERVICES
Consultant shall complete the services described in Exhibit " A' within the term of the Agreement, and/ or as specifically directed by the City.

B- 1
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EXHIBIT " C"

COMPENSATION
Consultant shall be paid Ninety -Nine Thousand Eight Hundred Fifty Dollars ($ 99, 850), each year for the total term of the Agreement unless additional payment is approved as provided in this Agreement. Sixty -Eight Thousand, Eight hundred Sixty Dollars ($ 68, 860. 00) will be allocated for the NPDES program and Thirty Thousand, Nine Hundred Ninety Dollars ($ 30, 990. 00) will be allocated for the FOG program each year of the contract.

In the event that this Agreement is renewed pursuant to Section 3. 1. 2, the rates set forth above may be adjusted each year at the time ofrenewal described in Exhibit `B" in accordance with the March Consumer Price Index, All Urban Consumers, Los Angeles -Riverside -Orange Counties up to a maximum percentage of five percent ( 5%).

C- 1
55414. 00000\ 33996912. 1

ORIGINAL

CITY OF STANTON

FIRST AMENDMENT TO AGREEMENT FOR PROFESSIONAL

CONSULTING SERVICES RELATED TO NPDES AND FOG PROGRAMS
PARTIES AND DATE.

This First Amendment to the Agreement for Professional Consulting Services (" First Amendment") is entered into on the 2711 day of February, 2018, by and between the City of Stanton, a California municipal corporation, organized under the laws of the State of California, with its principal place of business at 7800 Katella Avenue, Stanton, CA 90680 (" City") and John L. Hunter and Associates Inc. a California corporation, with its principal place of business at 6131 Orangethorpe Ave. Suite 300, Buena Park, California 90620 (" Consultant"). City and Consultant are sometimes individually referred to herein as " Party" and collectively as " Parties."

2. RECITALS.

2. 1 Agreement. The Parties entered into that certain Agreement for Professional Consulting Services dated June 23, 2015 (" Agreement").

2. 2 Section 5 of the Agreement allows the City Council to renew the Agreement for an additional three ( 3) year term.

2. 3 First Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement. Neither the Agreement nor the amendment to the Agreement constitute " public works" contracts pursuant to Public Contract Code Section 20161 for which competitive bidding is required. Further, Stanton Municipal Code Section 2. 56. 110 allows the City to execute contracts for personal, professional, and consultant services without observing the City' s bidding procedures.

3. TERMS.

3. 1 Term. Section 1 of the Agreement is hereby amended in its entirety to read as follows:

This Agreement shall commence on July 1, 2015 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30. 2021 unless sooner terminated pursuant to the provisions of this Agreement."

3. 2 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

Signatures on following page]

ORIGINAL

SIGNATURE PAGE TO FIRST AMENDMENT TO AGREEMENT FOR PROFESSIONAL

CONSULTING SERVICES RELATED TO NPDES AND FOG PROGRAMS

CITY OF STANTON
LIM
A
APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
John L. Hunter and Associates Inc.
ia2
By: a
If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary or Treasurer REQUIRED]

AGREEMENT FOR CONSULTANT SERVICES
THIS AGREEMENT, is made and effective as of June 23, 2015, between the City of Stanton, a California Municipal Corporation (" City") and John L.

Hunter and Associates, Inc., (" Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

1. TERM

2. This Agreement shall commence on July 1. 2015 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30. 2018 unless sooner terminated pursuant to the provisions of this Agreement.

2. SERVICES
Consultant shall perform the tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full.

3. PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of his/ her ability, experience, and talent, perform all tasks described herein.

Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement.

4. CITY MANAGEMENT
City' s Director of Public Works shall represent City in all matters pertaining to the administration of this Agreement, review and approval of all products submitted by Consultant, but not including the authority to enlarge the Tasks to Be Performed or change the compensation due to Consultant. City's City Manager shall be authorized to act on City's behalf and to execute all necessary documents that enlarge the Tasks to Be Performed or change Consultant' s compensation, subject to Section 5 hereof.

5. RENEWAL
This agreement may be renewed for subsequent three ( 3) year terms pursuant to approval by the City Council.

6. PAYMENT
a) The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth herein, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. This amount shall not exceed one hundred fourteen thousand five hundred sixty five dollars ($114,665) annually for the total term of the Agreement unless additional payment is approved as provided in this Agreement and shall be billed in accordance with Exhibit B, Fee Proposal. b) Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement that are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. The City Manager may approve additional work not to exceed ten percent ( 10%) of the amount of the Agreement, but in no event shall such sum exceed ten thousand dollars ($ 10, 000. 00). Any additional work in excess of this amount shall be approved by the City Council. c) Consultant will submit invoices monthly for actual services performed.

Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided in the previous month. Payment shall be made within thirty ( 30) days of receipt of each invoice as to all non -disputed fees. If the City disputes any of Consultant' s fees it shall give written notice to Consultant within thirty ( 30) days of receipt of an invoice of any disputed fees set forth on the invoice.

SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE
a) The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the consultant at least ten ( 10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement.
b) In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section & 2 DEFAULT OF CONSULTANT
a) The Consultant' s failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the. terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant' s control, and without fault or negligence of the Consultant, it shall not be considered a default. b) If the City Manager or his/ her delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/ she shall cause to be served upon the Consultant a written notice of the default. The Consultant shall have ten ( 10) days after service of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

9. OWNERSHIP OF DOCUMENTS
a) Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by City that relate to the performance of services under this Agreement.

Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible.

10. INDEMNIFICATION
a) Indemnification for Professional Liability. Where the law establishes a professional standard of care for Consultant' s Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless City, and any and all of its officials, employees and agents collectively " Indemnified Parties"), from and against any and all claims, charges, complaints, liabilities, obligations, promises, benefits, agreements, controversies, costs, losses, debts, expenses, damages, actions, causes of action, suits, rights, and demands of any nature whatsoever, including but not limited to the extent same are caused or contributed to in whole or in part which relate to or arise out of any negligent, intentional or willful act, omission, occurrence, condition, event, transaction, or thing which was done, occurred, or omitted to be done collectively " Claims"), by Consultant, its officers, agents, employees or subcontractors ( or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement without regard to whether such Claims arise under the federal, state, or local constitutions, statutes, rules or regulations, or the common law. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A without the written consent of the Consultant. b) Indemnification for Other Than Professional Liability. In addition to indemnification related to the performance of professional services and to the full extent permitted by law, Consultant shall further indemnify, protect, defend and hold harmless the City and Indemnified Parties from and against any liability ( including Claims) where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.
c) General Indemnification Provisions. Consultant agrees to obtain executed indemnity agreements which indemnify, protect, defend and hold harmless the City from liability, with provisions identical to those set forth here in this Section 9 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. In the event Consultant fails to obtain such indemnity obligations from others as required, this failure shall be a material breach of this Agreement, and Consultant agrees to be fully responsible according to the terms of this entire Section 9. City has no obligation to ensure compliance with this Section by Consultant and failure to do so will in no way act as a waiver. This obligation to indemnify and defend City is binding on the successors, assigns or heirs of Consultant, and shall survive the termination of this Agreement or this section. d) Obligation to Defend. It shall be the sole responsibility and duty of Consultant to fully pay for and indemnify the City for the costs of defense, including but not limited to reasonable attorney' s fees and costs, for all Claims against the City and the Indemnified Parties, whether covered or uncovered by Consultant' s insurance, against the City and the Indemnified Parties which arise out of any type of omission or error, negligent or wrongful act, of Consultant, its officers, agents, employees, or subcontractors. City shall have the right to select defense counsel.

11. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit C attached to and part of this Agreement.

12. INDEPENDENT CONSULTANT
a) Consultant is and shall at all times remain as to the City a wholly independent Consultant. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant' s exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant' s officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner.
b) No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shalt not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.
5 13. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of State and Federal laws and regulations, which in any manner affect those employed by it or in any way, affect the performance of its service pursuant to this Agreement.

The Consultant shall at all times observe and comply with all such laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this Section.

14. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of the City of Stanton in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City of Stanton will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, In connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity.

15. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the Project during his/ her tenure or for one year thereafter, shall have any interest, direct or indirect, in any agreement or sub -agreement, or the proceeds thereof, for work to be performed in connection with the Project performed under this Agreement.

16. RELEASE OF INFORMATION/ CONFLICTS OF INTEREST
a) All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents, or sub consultants, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered " voluntary" provided Consultant gives City notice of such court order or subpoena.
b) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or sub consultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request, court order, or subpoena from any person or party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/ or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to discovery requests provided by Consultant. However, City' s right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

17. NOTICES
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by ( i) personal service, ( ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or ( iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice:

To City: City of Stanton
7800 Katella Ave
Stanton, California 90680
Attention: City Clerk
To Consultant: John L. Hunter and Associates Inc.
6131 Orangethorpe Ave. Suite 300
Buena Park, California 90620

18. ASSIGNMENT
The Consultant shall not assign the performance of this Agreement, aside from material testing as stated in the proposal, nor any monies due hereunder, without prior written consent of the City. Because of the personal nature of the services to be rendered pursuant to this Agreement, only Consultant shall perform the services described in this Agreement.

19. LICENSES
At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement.

20. GOVERNING LAW
The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with jurisdiction over the City of Stanton.

21. ENTIRE AGREEMENT
This Agreement contains the entire understanding that between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party' s own independent investigation of any and all facts such party deems material.

22. CONTENTS OF PROPOSAL
Consultant is bound by the contents of the Proposal, Exhibit " A" hereto.

23. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Consultant warrants and represents that he/ she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.

1. 1

CITY OF STANTON CONSULTANT
By: r'. By: M &Mk
A.A. Ethans, Mayor ( gnature)
Typed Name)
Its:

Att
c
By:

P icia
AKrTv
er
Approved As T or
Matthew E. Ric ardson, City Attorney

EXHIBIT A

TASKS TO BE PERFORMED
ilg
L.Tunter
Proposal to Provide Professional Services for:

Stormwater Pollution Prevention
Compliance with NPDES MS4 Stormwater Permit Requirements as Noted) and
Fats, Oils and Grease ( FOG) Source Control
Compliance with the SSS WDR Order Provisions as Noted)
July 1, 2.015 through June 30, 2018

PREPARED FOR
Allan Rigg, P. E.

Director of Public Works/ City Engineer
City of Stanton
7800 Katella Ave
Stanton, Ca 90680
June 1, 2015
U'194r—
jC L. Hunter, P. E.
a ornia Registered Environmental Assessor
6131 Orangethorpe Ave. Suite 300 4 Buena Park, CA 90620 GENERAL ENGINEERING LICBNSE A- 582340 1 HAZARDOUS SUBSTANCE REMEDIATION LIC. 3382 Phone 562- 802. 7880 FAX 562. 802- 2297
NPDES MSA and FOG Source Control Proposal, F'( 2015- 2018 City of Stanton

TABLE OF CONTENTS
I. Executive Summary ..:............................................................................................................................ 2 i ll. General Scope of Services..................................................................................................................... 3 NPDESProgram.................................................................................................................................... 3 Program Management and Development .... ........................... ............................................................ 4 1 Municipal Activities .................... ••••.• 4
PublicEducation................................................................................................................................... 4 New Development/ Redevelopment................................................................................................... 5 Construction......................................................................................................................................... 6 ExistingDevelopment... ...................................................................... ................................................ 6 Illegal Discharges/ Illicit Connections................................................................................................... 8 FOGProgram........................................................................................................................................ 8 ProgramManagement......................................................................................................................... 8 Outreach.............................................................................................................................................. 8 Inspections............................................................................................................:.............................. 9 Investigations.......................................... :.......................................................................................... 10 Identification of Priority Sewer Locations.......................................................................................... 11 Permitting and Plan Review of Pretreatment Systems...................................................................... 11 III. Supporting Information...................................................................................................................... 11 IV. Insurance..........................................................................................................•..,............................... 11 V. Government Agencies and Equivalent Work Experience... ........ I .................... .................................. 12 VI. References.......................................................................................................................................... 14 VII. Standard Terms and Conditions.............................................................. ,.............................. :............ 14 VIII, Appendices.................................................................:.......................................................................... 1 Appendix A— Cost Estimate and Fee Schad uIe.................................................................................... 2 AppendixB— Resumes ......................................................................................................................... 5 June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2016 City of Stanton C. Executive Summary
John L, Hunter & Associates ( JLHA) appreciates the opportunity to submit our proposal to assist the City with specific tasks of the North Orange County Region Municipal NPDES Stormwater Permit ( No, CAS618030) and the FOG Source Control element of the Sanitary Sewer System Waste Discharge Requirements Order ( No. 2006- 003- DWQ).

Qualifications:

John L. Hunter and Associates ( JLHA) has considerable
experience in NP DES stormwaterand FOG control programsfor municipal agencies and has had continuing contracts with clients for the administration of environmental programs since 1985, JLHA is currently implementing elements of the NPDES MS4 program for over 30 cities In the Southland. Land uses in these areas vary from highly Industrialized to commercial, residential and semi -rural. JLHA has regularly interfaced the California Regional Water Quality Control Boards. This
experience includes successful participation in several program compliance audits.

JLHA provides professional NPDES services to multiple cities in the following watersheds:

Los Angeles River
Ballona Creek
Dominguez Channel
Santa Ana River
Anaheim Bay/ Huntington Harbor
San Gabriel River, including Coyote Creek
These services Include the following:

Prepare and Implement LIPS ( Local Implementation Plans).

Prepare Program Effective Assessments ( Annual Reports), Represent clients in program audits conducted by the Regional Board.

Prepare and review Stormwater Pollution Prevention Plans ( SWPPPs).

Prepare and review Water Quality Management Plans ( WQMPs), including the design of treatment controls.

Inspect construction and post -construction sites, as well as commercial, industrial and municipal facilities for Best Management Practice ( BMP) compliance.

Investigate and eliminate Illicit connections and illegal discharges.

Design and distribute public outreach materials and participate in public events.

Train City staff in stormwater compliance provisions.

Prepare TMDL Implementation Plans. JLHA has submitted Implementation Plans to the Regional Board on behalf of:

Santa Monica Bay Beaches for the Bacterial TMDL (Jurisdiction 7) Seven individual cities for Trash TMDLs
REACH 1 of the Los Angeles River for the Metals TMDL
June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton Key Staff Structure:

The following flowchart summarizes JLHA' s structure a nd tenure for the key staff dedicated to this project; N
John L. Hunter PE
Principal
Rosalinda 7andoc PE
Staff Engineer
Watershed Control Program
Measures Administration
Structural Measures
Nonstructural
Measures
outreach
John L. Hunter PE
Principal
JIII an Brlc 1111 ey C, c gh an Bric fly
MS, CPSWQ Ms, CPSWQ Anne Chang, MA
Outreach

MS, CPSWQ
Progam me ager Ptog n) a ager
ager
Pro] kct Manager
MlkkI glee ESC S. Robinson MS MINS, CPSWQ
Pro acEngineer Watershed Specialist Project Manager
Michelle
Project
staffleld
Engineer
1 En, MS
Flel
ose
CSuper
Rod
super
I
t
Isnr
II. General Scope of Services
NPDES Program
The general scope of work provided underthis proposal will consist of professional services conforming to the Santa Ana Region Permit;
California Regional Water Quality Control Board NPDES No. CAS618030 This proposal is for NPDES services for the City of Stanton for 2015- 2018; however, the cost analysis Is for the first year only (2015- 2016). The NPDES Permit requires implementation of the following activities:

Program Management and Development
Municipal Activities
Public Education
June 1, 2015
NPDES NIS4 and FOG Source Control Proposal, FY 2015- 2010 City of Stanton New Development/ Redevelopment
Construction
Existing Development
Illegal Discharges/ Illicit Connections
Program Management and Development
The Drainage Area Management Plan ( DAMP) requires that all Municipal Permittees develop and implement a " Local Implementation Plan" ( LIP) which is essentially the City' s stormwater program. JLHA will collaborate with the City in the continuing development and Implementation of the LIP. Typical Program Management and oversight activities will Include, but are not limited to, the following:

A. NPDES manager will attend and report on the actions of the General Permittee, Committee, and Regional NPDES meetings. At the request of the City, JLHA will designate a NPDES managerto be at City Hall weekly to provide In- house services.

B. Keep the City Informed ofthe development of NPDES permit Issues. Review proposed changes and modifications to the program which would affect future implementation plans.

C. The Program Effectiveness Assessment ( PEA) Is an annual progress report summarizing the City' s compliance with the permit and accomplishments of the previous year which the City must submit. The Permit requires that all reports be completed and submitted in a timely manner, JLHA will prepare the PEA report based upon information collected by JLHA and supplied by the City. JLHA will complete the PEA In a timely manner such that the City will have ample time for review and comment prior to the submittal deadline.

The City' s LIP will be developed and revised accordingly as changes within the City' s stormwater program arises.

Municipal Activities
The Municipal Activities Program provides the framework and a process for conducting NPDES permit compliance activities at municipal fixed facilities, field programs and drainage facilities. JLHA will conduct Inspections for the municipal fixed facilities and field programs as required by the permit. Inspections will consist of the same procedures as with Commercial/ Industrial inspections, JLHA will complete the Inspection reports and upload Itto a database that the City has access to. Action plans will be written by JLHA if facilities require further corrections. JLHA will follow- up as needed until such corrections have been Implemented.

Public Education
Educating the public aboutstormwater pollution and prevention methods is vital and cost effective to the success of the overall program and to the reduction of pollution in general. JLHA has experience in June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City ofStanton designing and organizing Public Outreach programs for a number of cities. These programs have included the development of public service announcements, creation of outreach campaigns to local businesses, performing presentations at local schools and public events, design and production of promotional Items, etc.

The NPDES manager will work with the County staff to implement their outreach program and personalize It for the City of Stanton. Should any outreach concern other City departments, the NPDES manager will schedule a meeting before any work is published.

New Development/ Redevelopment
JLHA proposes to conduct plan reviews of WQMP and SWPPP submittal for new development sites to determine if proposed locations and size of treatment systems ( berms, sandbags, sediment traps, filters, vegetative swales, etc.) are adequate to meet permit requirements and the goals of the City stormwater quality program. As part of the plan review process, these plans must be approved prior to permit Issuance. Included in plan checks are size comparisons of the proposed treatment systems to the land surface and potential rainfall, to ensure that the systems would have sufficient capacity to adequately remove pollutants from stormwater runoff.

A. NPDES manager will review Stormwater Pollution Prevention Plans and Water Quality Management Plans.

Review of these plans will be consistent with JLHKs current interpretation of:
1) The SWPPP and WQMP programs within the NPDES Permit
2) The countywide WQMP guidelines
3) Conversations with Regional Board staff on pertinent specific or general Issues 4) Conditions specifically required by the City and the City Municipal Code.

This does not include a review of what are commonly referred to as grading or erosion control plans, as these are not within the scope of the NPDES Permit.

B. NPDES manager will provide a quarterly list of on- going and approved projects accompanied by a listing oftreatment BMPs that were approved during the reporting period.

C. NPDES manager will!
Maintain organized records,
Review Operations and Maintenance Plans ( 0& M)
Conduct verification Inspections of WQMP and SWPPP sites for BMP implementation, Provide Information appropriate to the annual reporting requirements, Provide quarterly reports,
Provide City staff with electronic records.

June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton Construction
The City must continue to incorporate the model construction program as described in the DAMP. The construction program consists of requirements and guidelines for pollution prevention methods that must be used by construction site owners, developers, contractors, municipalities, and other responsible parties, In order to protect water quality from discharges due to construction site activities. Therefore, all construction projects, regardless of size, must implement BMPs to reduce discharge of pollutants Into the storm drain systems,
JLHA will be available to assist the City in any construction and follow- up inspections that must be conducted, and will also conduct annual construction program training.

Existing Development
The Municipal Permit requires that existing and new businesses in specific Industrial and commercial categories be Inspected accordingto their classification as High/ Medium/ Low prioritywhich is based upon criteria set forth in the DAMP. Inspections educate the owners and employees about stormwater concerns and assess the site for potential stormwater problems.

A. JLHA will perform stormwater inspections at all designated Industrial High/ Medium/ Low priority sites. JLHA will review and update the list based upon actual field conditions.

B. JLHA will perform stormwater inspections and complete the associated report for commercial High/ Medium/ Low sites.

C. The DAMP requiresthe Inspection program to be Incorporated Into a database. JLHA will maintain the program on our in- house database with data available to the City at any time.

D. JLHA will conduct follow- up Inspections of sites found, during routine inspections, to be In violation of the NPDES permit.

Inspection services will include:

Inspection and assessment of facilities listed as critical sources In the municipal permit.

Completion of an inspection report as required, Including photographs & maps when considered relevant.

Prepare Notices of Violations for facilities found to be in violation of the municipal permit.

Progressive enforcement action as required.

Maintain and provide organized records for annual reporting purposes.

Provide City staff with access to electronic records.

June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2016 City of Stanton Inspection Summery
NPDES stormwater inspections are conducted unannounced, except at facilities where security Is an issue. All inspectors wear a photo ID badge approved by the City) identifying them as an inspector contracted by the City. The inspector meets with the facility owner/ manager or responsible employee, conducts a walk-through ofthe facility, and identifies practices as listed in the permit that may result in an illicit discharge to the storm drain system. The inspector offers alternatives and options in a friendly, nonthreatening manner to help the business with facilitating compliance.

Schedule
The frequency and format of Inspections follows the most current version of the NPDES Permit or the DAMP.

Educational Materials
Business specific educational materials are hand delivered to each business as a part of the site inspection.

These materials are intended for posting at the site as a reinforcement of good BMPs.

Enforcement Action Summary
During the Inspection program, facilities will be rated as: " No enforcement required", " Follow- up required", and/ or " Noncompliance notice Issued", Sites with corrections required will receive follow- up Inspections. If non- compliance continues, JLHA will inform Code Enforcement.

JL14Awill be available to assist with additional enforcement options. Assistance can Include: a facility that Is found to have minor corrections required ( e.g. trash bin lids open) can be sent a friendly follow- up letter which includes additional educational materials. Facilities where major violations were observed can be sent a site-specific Notice of Violation letter.

Database Management
A database is used to track inspections of all critical sources as listed in the permit. The database Includes
the following information: A listing of the critical
sources facilities (an electronic list to be provided by the City as an excel or access file); name of facility, name of Owner/ Operator, name of contact if
different, address, latitude/ longitude, coverage under GIASP or other NPDES permits, prioritization, SIC code
and narrative description that reflects site activities, and date Inspected. Electronic copies of completed
Inspection report forms will be provided to the City.

Fee Recovery
JLHA has assisted municipalities In establishing fees to help recoverthe cost ofthe inspection program. If specifically requested by the City, JLHA can assist the City with adopting and implementing this aspect of June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2016 Clty of Stanton the overall inspection program. JLHA has worked with fee recovery systems as varied as: Estimated annual costs on trash/ water bills; per Inspection billing Immediately after the inspection was completed; quarterly billing based upon Inspections completed that quarter, and Inspection fees collected on the annual business license renewal. JLHA is experienced In writing the staff report and preparing verbiage for municipal codes and resolutions as well as preparing the invoicing system.

Illegal Discharges/ Illicit Connections
The ID/ IC program is an essential part of the overall stormwater program, An ID/ IC program takes Information collected from many sources, and uses that information to investigate potential illicit connections and Illicit discharges throughout the City. The proposed ID/ IC program will consist of the following:

A. JLHA personnel will be available to perform ID/ IC Investigations and required follow-up inspections in response to citizen or City complaints, or observations of violations of the City Stormwater Ordinance and Municipal Permit. Since each investigation varies based on the complexity of the situation encountered, this service will be provided on a time and materials basis per the attached rate schedule.

B. JLHA staff will be available to assist the City in preparation of formal enforcement action, if needed, for discharges failing to correct significant violations. This service will be provided on a time and materials basis per the attached rate schedule, FOG Program
The general scope of services provided under this proposal will consist of FOG Source Control services conforming to:

State Water Resources Control Board
General Waste Discharge Requirements for Sanitary Sewer Systems Order No. 2006- 003- DWQ
Program Management
The FOG Program Manager will work with the City to integrate the FOG and NPDES programs. Using the City' s FOG Control Program Manual and the Sewer System Management Plan (SSMP), the manager can schedule proper Inspections and implement the program adequately and effectively, The FOG manager will also attend required meetings to Implement the latest changes or find improvements within the existing program.

Outreach
Outreach materials will be provided to all new FSEs. The outreach materials consist of a training DVD, BMP Best Management Practice) poster to be posted at all times in the kitchen area of the FSE, and a general Information flyer, These materials are part of the FOG Program Packet for new FSEs, which also includes June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton blank log sheets ( to log training, grease removal and pretreatment system maintenance), a folder to store the log sheets and a copy of the FOG permit conditions and ordinance.

Outreach to the general public is handled by the City.

Inspections
All FSEs permitted under the FOG program will be Inspected on an annual basis.

Standard inspection protocol
The inspections focus on:

1. Educating staff in FOG program background and compliance measures.

2. Ensuring appropriate Best Management Practices are implemented in the kitchen.

3. Ensuring management retains logs of employee training, yellow grease removal, and pretreatment system maintenance.

4. Ensuring the proper operation of any existing pretreatment system ( commonly referred to as grease traps or clarifiers). This includes determining Its clean- out frequency, the level of FOG and sludge in the system and any need for repairs.

Additional protocol
1, Inspectors have received 40 -hour OSHA hazardous waste training.

2. Identification cards are worn at all times.

3. If the FSE owner or manager is not available, a return inspection will be made.

4. Restaurant inspections are not scheduled between 11:30 and 1: 30.

5. It Is the owner' s responsibility to open the pretreatment system for Inspection.

6. If there has been a history of improper waste handling including spillage, a brief walk through of the facility Is made.

Initial Inspections:

During initial inspections, the FOG Packet described previously will be provided and explained to FSE staff.

JLHA will also determine the presence of pretreatment systems and the need for the Grease Mitigation Fee. This information will be provided to the City.

Enforcement:

The results ofthe Inspection are discussed with business personnel. If deficiencies are noted, a " corrective action notice" is issued on- site to the FSE as part ofthe inspection report. In the majority of Instances, the corrective action notice Is sufficient to correct the deficiency.

When deficiencies are not corrected by the deadline given by the FOG inspector, continued enforcement measures are necessary. This begins with a Notice of Violation, which is reviewed by the Directorof Public Works prior to issuance. Depending on the severity ofthe violation, two additional letters may be sent to the FSE before the case Is forwarded to the City' s Code Enforcement Division or City Attorney and handled June 1, 2015
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 Qty of Stanton In a manner similar with standard code enforcement procedures ( violations may be prosecuted as misdemeanors through the City' s existing code correction procedures).

Enforcement and FOG Logs:

From JLHA' s experience, a significant percentage of FSEs have incomplete FOG logs ( for training, grease removal and pretreatment system maintenance). This will trigger follow- up inspections and/ or phone/ email communications with the FSE. Typically, most all of the FSEs achieve compliance with this deficiency after one follow- up.

List of Permitted FSEs;
The City will Inform JLHA of all new FSEs that have been permitted. In addition, during inspection activities In the City, JLHA will log and inform the City of any existing or new FSE that requires a FOG permit but has not yet been identified by the City. JLHA will add these FSEs to the Inspection list.

Investigations
JLHA Is available to respond to complaints from citizens, City personnel or other sources regarding improper waste disposal practices. Incidents such as sewer blockages, or areas observed by City personnel to require Increased sewer maintenance will also be Investigated. A report of each Incident will be sent to the Director of Public Works.

The primary goals of the investigations are to:

1. Ensure adequate clean- up of the spill or discharge, and

2. To work together with business to avoid a reoccurrence of the Incident.

The Investigation will, where possible:

Identify the responsible party,
The location of the spill or blockage,
The types of materials involved, and
The cause of the incident
Names and addresses of witnesses are also recorded in the event that the City undertakes legal or cost recovery measures. Due to the nature of these incidents, the Director of Public Works typically sends a Notice of Violation to the responsible party within one week. Additional enforcement Is handled following the methods described in the previous section.

Samples will be collected as appropriate following EPA SW -846 collection protocol, Laboratories certified by the State of California will perform all analyses,
June 1, 2015 10
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 Identification of Priority Sewer Locations
City of Stanton
The task of identifying Priority Sewer Locations will be handled by the City. Currently the program response is to log FSEs in these locations as " High Priority" and inspect them at an Increased frequency.

Additional responses, such as requiring the Installation of pretreatment systems, will be considered on a case- by- case basis.

Permitting and Plan Review of Pretreatment Systems
Permits are Issued by the City, with Involvement by JLHA consisting of an initial Inspection to determine permit approval.

JLHA will check plans for the installation of any grease control device at food service establishments.

A fee recovery schedule for plan review and permitting Is currently in place. JLHAwill keep the City Informed of any potential FOG dischargers that are not permitted under the FOG program.

III. Supporting Information
California Corporation
John L, Hunter & Associates, Inc. is a California registered corporation established in 1985. John Hunter is the Owner and President who oversees the firm.

Address
John L, Hunter
President
John L. Hunter & Associates, Inc.
61310rangethorpe Avenue, suite 300
Buena Park, California 90620
562) 802- 7880 Ext 25.

Staff Levels
JLHA Staffing levels are currently at twenty (4 engineering, S watershed management, 8 field, l outreach, 2 administration).

IV. Insurance
Automobile Liability, including owned, non -owned, and hired vehicles, with at least $ 1, 000,000 per occurrence,
General Liability Including coverage for premises, products and completed operations, Independent contractors/ vendors, personal injury and contractual obligations with combined single limits of coverage of at least $ 2, 000, 000 per occurrence.

Errors and Omissions coverage with limits of $1, 000, 000 per occurrence.

Workers' compensation Insurance as required by the Labor Code ofthe State of California.

June 1, 2015 11
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton V. Government Agencies and Equivalent Work Experience
Listed are just a few examples of the projects developed for other municipal clients:

City of Arcadia ( population 53, 054)
The City of Arcadia has been a continuous client of JLHA since 1995. Since that time, JLHA has administered both the NPDES Stormwater and the Industrial Waste— Fat, Oil, and Grease ( FOG) programs.

Under the NPDES Stormwater program, JLHA personnel conduct approximately 225 inspections per year. JLHA personnel also review approximately 50 SUSMP per year covering a wide variety of proposed BMPs, These BMPS are inspected throughout the construction process to ensure proper installation, and on a regular basis post construction to verify proper maintenance and operation procedures are being utilized,
JLHA Implemented a pilot program, reviewing various styles of catch basin Inserts; the Inserts were installed at selected locations throughout the City with varied land uses, and conducted a study to determine the types and amounts oftrash and debris being captured by these Inserts, City of Sipnal Hill ( population 9,333)
The City of Signal HIII has been a continuous client of JLHA since 1985. Since that time, JLHA has administered a variety of environmental programs, Including, NPDES Stormwater, Industrial Waste (FOG) and Used Oil recycling,
Under the NPDES Stormwater program, JLHA personnel conduct approximately 130 Inspections per year. JLHA personnel also review approximately 15 Stormwater Quality Management Plans per year covering a wide variety of proposed BMPs. These BMPs are Inspected throughout the construction process and on a regular basis to verify proper operation.

The City of Signal Hill, In order to Implement a stormwater fee recovery program, had JLHA conduct a cost analysis of the stormwater program to properly document the proposed fees.

The City of Signal Hill, In a joint venture with the City of Long Beach and County of Los Angeles, Is in the process of installing an assortment of end -of -pipe treatment BMPs ( nets, radial screens, centrifugal style units and settling style systems), under a $ 0. 78 million grant awarded by the Los Angeles Regional Water Quality Control Board ( LARWQCB), to conduct a study of the efficiency and efficacy of alternate trash capture BMPs. JLHA obtained this grant as project manager.

JLHA obtained Full -Capture and functional equivalency certification from the LARWQCB for a specific End -of -Pipe Trash Capture System, located In the City of Long Beach, but owned and operated by Los Angeles County and collecting stormwater runoff from Signal Hill, This tri -agency effort resulted in Signal HIII meeting Its 13 year requirement under the Trash TMDL for that specific area,
June 1, 2015 12
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Rancho Palos Verdes ( population 41. 145)
City of Stanton
The City of Rancho Palos Verdes has been a continuous client of JLHA since 1994. Since that time JLHA has administered the entire NPDES Stormwater program.

Under the NPDES Stormwater program, JLHA personnel conduct approximately 50 inspections per year and also reviews approximately 15 Standard Urban Stormwater Mitigation Plans SUSMP) covering a wide variety of proposed BMPs. These BMPs are inspected not only throughout the construction process to ensure proper installation, but on a regular basis post construction to verify proper maintenance and operation procedures are being utilized.

As a coastal, residential community, Rancho Palos Verdes Is very protective of its pristine shoreline. To continue to achieve the water quality goals set by the City of Rancho Palos Verdes, JLHA:

Conducted studies of residential septic systems to determine the source of offensive odors and elevated levels of surfactants and bacteria in the storm drain system. This included monitoring outfalls located in an environmentally sensitive canyon that contains hillside residences; collecting and analyzing the data from the monitoring reports, predicting the possible source, and terminating the discharges.

Conducted a study of trash accumulation at transit stops to determine if current/ alternative BMPs being employed met or exceeded permit requirements. This study ultimately resulted In alternate BMPs being approved bythe Regional Board,
Chairs the sub -watershed Jurisdiction 7 of the Santa Monica Bay Beaches Bacterial TMDL Committee; authored the sub -watershed' s Bacterial TMDL Implementation Plan and worked as a member of the Watershed' s Technical Steering Committee, assisting In the development of the monitoring plan for the Santa Monica Bay Beaches ( weekly sampling of 70+ monitoring stations).

City of West Hollywood ( population 35, 7161
The City of West Hollywood has been a client since 1994. JLHA provides NPDES Inspection services, SUSMP/ SWPPP plan review services and conducts water quality Investigations as requested.

Under the NPDES Stormwater program, JLHA personnel annually conducts approximately 150 inspections peryear and also reviews approximately 25 plans requiring SUSM Ps, SW PPPs, or both.

Upon approval of any SUSMP, JLHA prepares a SUSMP site plan showing the locations of the post construction BMPs for the use of the building department. JLHA also conducts a Stormwater Inspection prior to the Issuance of the certificate of occupancy to ensure the post -construction BMPs were properly Installed.

June 1, 2015 13
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2010 VI. References
Client Years of Service Contact
Rancho Palos Verdes Continuous
since 1997 310- 544- 5249
South Gate Continuous
since 1992 323- 563- 9512
Arcadia Continuous
since 1995 626- 256- 6551
Signal Hill Continuous
since 1985 562- 989- 7356
Other Current Municipal clients include:

Big Bear Lake
Covina
Hawthorne
Hawaiian Gardens
West Hollywood
City of Stanton
Position
Andy Winje Senior Engineer
310- 544- 5249
South Pasadena
Arturo Cervantes Public Works Director/
323- 563- 9512 City Engineer
Vanessa Hevener Environmental Services
626- 256- 6551 Officer
Steve Myrter Director of Public Works
562- 989- 7356
Baldwin Park Seal Beach
Diamond Bar South Pasadena
Monrovia Temple City
Monterey Park Buena Park
Norwalk La Habra
South El Monte Downey
V11. Standard Terms and Conditions

1. STANDARD OF CARE. Services listed in Scope of Work- shall be carried out by JOHN L. HUNTER AND ASSOCIATES, INC. in a manner consistent with that level of care and skill ordinarily exercised by other environmental consultants currently practicing under similar circumstances at the time the Services are performed. NO OTHER WARRANTY, EXPRESS OR IMPLIED, IS MADE BY JOHN L. HUNTER AND ASSOCIATES, INC. WITH RESPECTTO THE QUALITY OF SERVICES PERFORMED.

It is understood and agreed that JOHN L. HUNTER AND ASSOCIATES, INC. has not created or contributed to the presence of any hazardous waste, pollutants, chemicals, or other hazardous materials at the site described In Scope of Work.

CLIENT understands and agrees that the discovery of certain conditions by JOHN L, HUNTER AND ASSOCIATES, INC. may result in economic loss to CLIENT and/ or regulatory oversight, CLIENT also agrees that JOHN L. HUNTER AND ASSOCIATES, INC. Is not responsible for disclosures, notifications, or reports that may be required to be made to third parties ( Including government authorities).

JOHN L. HUNTER AND ASSOCIATES, INC. Is responsible for the data, interpretations and recommendations developed by JOHN L, HUNTER AND ASSOCIATES, INC. JOHN L. HUNTER AND ASSOCIATES, INC. is not responsible for the Interpretation of this Information by others.

CLIENT agrees that JOHN L. HUNTER AND ASSOCIATES, INC. is not a generator, store, transporter, arranger for transportation, or disposer of hazardous materials, pollutants, of contaminants found or identified. JOHN L. HUNTER AND ASSOCIATES, INC. is not responsible, and has no liability for, transportation, storage, treatment, disposal or disposition of hazardous substances, June 1, 2015 14
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton pollutants or contaminated material of any kind, whether or not generated from JOHN L. HUNTER AND ASSOCIATES, INC. work in Scope of Work.

The discovery of any condition of the property, including but not limited to the discovery of hazardous materials, that may be reasonably expected to have a significant Impact on JOHN L.

HUNTER AND ASSOCIATES, INC.' s ability to perform the SERVICES listed In Scope of Workto a changed position requiring renegotiation and an equitable adjustment, In good faith, to Scope of Work.

2. LIMITATION OF LIABILITY. CLIENT agrees that JOHN L. HUNTER AND ASSOCIATES, INC.' s liability and that of Its contractors and subcontractors arising from any Services rendered as a part of this Agreement, whether arising from acts, omissions, or errors, shall not exceed JOHN L. HUNTER AND ASSOCIATES, INC.' s total fee forthe services listed in total Scope of Work.

JOHN L. HUNTER AND ASSOCIATES, INC, is not responsible for the quality of accuracy of data or Information or from the sampling programs or methods from which the data was developed, where such Information or data Is provided by or through CLIENT or others with whom JOHN L. HUNTER AND ASSOCIATES, INC. has no contract. JOHN L. HUNTER AND ASSOCIATES, INC. Is not liable for any obligations, claims, losses, damages, penalties, actions Judgments, suits, costs or expenses related to or in connection with JOHN L. HUNTER AND ASSOCIATES, INC.' s reliance on or use of any data or information furnished by CLIENT or others.

3. FORCE MAJEURE. JOHN L. HUNTER AND ASSOCIATES, INC. is not liable for any failure to perform, or delay In performance, due to circumstances beyond any reasonable control, including but not limited to strikes, riots, wars, fires, floods, explosions, acts of nature, acts of government and labor disputes.

If performance Is delayed due to any such circumstance, CLIENT is not relieved of any obligations under this Agreement.

If JOHN L. HUNTER AND ASSOCIATES, INC.' s services are interrupted due to any cause beyond Its control, CLIENT and JOHN L. HUNTER AND ASSOCIATES, INC, shall renegotiate a reasonable rate of compensation for any additional labor, equlpment, or other costs associated with maintaining Its work force and equipment at the Site during the Interruption or for the costs incurred by JOHN L HUNTER AND ASSOCIATES, INC. for demobilization and subsequent re- moblllzation at the Site.

4. JOHN L HUNTER AND ASSOCIATES, INC., will not generate or handle any hazardous or deleterious materials within the scope of this proposal. JOHN L. HUNTER AND ASSOCIATES, INC., Its officers, agents, employees and subcontractors, are not responsible for any claims, losses, damages, lawsuits, or costs of defenses or settlement ( including attorney' s fees) as a result of death or bodily Injury or threat thereof to any person, destruction or damage to any property, contamination of or adverse effects on natural resources or the environment, any violation of local, state or federal law, ordinances, regulation or orders or any other damages claimed by others due to the release or discharge of hazardous or deleterious materials unless solely due to negligence or willful misconduct of JOHN L. HUNTER AND ASSOCIATES, INC.

S. INDEPENDENT CONTRACTOR. JOHN L. HUNTER AND ASSOCIATES, INC. Is at all times during the term of the Agreement an independent contractor. JOHN L. HUNTER AND ASSOCIATES, INC. shall not, for any purposes, be deemed an agent, employee or legal representative of the CLIENT.

June 1, 2015 15
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton

6. CONFIDENTIALITY. JOHN L. HUNTER AND ASSOCIATES, INC. and CLIENT shall retain as confidential all information and data furnished by the other party in connection with this Agreement which is designated in writing. Neither JOHN L. HUNTER AND ASSOCIATES, INC, nor CLIENT shall disclose such confidential information except after advance notice to the other party, If possible, as required by statute, regulation, ordinance, judicial order or other governmental request or is necessary for a vendor, supplier or subcontractor in orderto make a bid or supply materials, equipment or services.

7. TAXES. CLIENTshall pay any applicable sales or use tax In the amount required by law.

8. TERM AND TERMINATION. The term of this Agreement shall begin on the day It Is signed by both parties. The Agreement will continue in force until all of the parties' obligations are fully performed or the Agreement Is otherwise terminated. Notwithstanding this provision, the provisions of Section 2, LIMITATION OF LIABILITY of this Agreement survive termination of the Agreement and shall continue in full fore and effect.

Either party may terminatethis Agreement In the event of a material breach of the Agreement by the other party which Is not cured within thirty (30) days after notice thereof. Otherwise this Agreement shall terminate upon completion and acceptance of Services listed In Scope of Work or by mutual written agreement of the parties

9. WAIVER. No waiver by either party of any default by the other party in the performance of this Agreement shall operate as a waiver of any future default.

10. ASSIGNMENT, This Agreement may not be assigned by either party without the written consent of the other party.

11. NOTICES. All notices, reports and Invoices shall be in writing and may be transmitted by mall, telex or telefax to the other party at the address listed In this Agreement or such other address designated in writing. Notices are deemed to be given on the date transmitted.

12. SEVERABILITY. If any word, phrase, clause, sentence, or other provision of this Agreement is determined to violate any applicable statute, regulation or ordinance, such provision is ineffective to the extent of violation. The remainder of this Agreement remains valid and enforceable to the fullest extent of the law.

13. ENTIRE AGREEMENT. This Agreement contains the entire understanding of the parties hereto with respect to the subject matter hereof and supersedes all prior negotiations, representations, warranties, commitments, contracts and writings, whether oral or written, between the parties with respect to the subject matter of this Agreement. No amendment or modification maybe made to this Agreement except by mutual agreement of the parties made In writing and signed by both parties.

14. GOVERNING LAW, This Agreement shall be construed and enforced in accordance with the laws of the State of California.

Compliance with the NPDES Program requires active City participation and thorough Implementation of Best Management Practices. JLHA does not accept responsibility of work or actions performed by others or contrary to the recommendations ofJLHA.

June 1, 2015 16
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 VIII. Appendices
June 1, 2015 A- 1
City of Stanton

EXHIBIT B

FEE PROPOSAL
11 NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton Appendix A — Cost Estimate and Fee Schedule
June 1, 2015 A- 2
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 City of Stanton Estimated Annual Costs
The required activities listed in the table below are charged at an hourly rate (as shown on the company fee schedule),
Estimated" Hourly. Task
hours,': Rate
Total'
Activities as described In Section II within the following program elements:

Program Management and Development, Municipal
Activities, Public Education, New Development/
Redevelopment, Construction, Existing Development and
Illegal Discharges/ II Ilclt Connections
FOG Source Control Program:

Activities as described in Section II within the following program elements:

Program Management and Development, outreach,
Inspections, Investigations, Permitting and Plan Checks 32 96
150
96 192
64 18
54 120
54 108
37 165
135
125
115
95 65
165
135
125
115
95 65
70, 430
44, 135
The estimated cost for three fiscal years ( 2015- 2018) is $ 343, 695. This estimate is based on provisions required by existing NPDES and FOG Control regulations and does not account for regulations adopted after the date of this proposal.

The NPDES and FOG programs are evolving programs, and due to the uncertainties inherent with a program of this nature, such as the number of plans that will be submitted for review, and the number of sites requiring enforcement that will be found, this program will be on a time and materials basis, with the cost not to exceed the above amount without prior City authorization.

Compliance with the programs requires active City participation and thorough Implementation of Best Management Practices. This proposal is subject to the attached terms and conditions.

June 1, 2015 A-3
NPDES MS4 and FOG Source Control Proposal, FY 2015- 2018 Standard Rate Schedule
Principal/ Director/ Staff Engineer
Compliance Manager/ Field Operations Manager/ Project Engineer Field Operation Supervisor
Compliance Specialist/ Public Outreach Specialist
Laborer (OSHA 40hr certified)/ Public Outreach Assistant State Certified Laboratory Analysis
Legal Consultation, Court Appearances/ Document review, etc.

Inspection — Industrial/ commercial facilities and FOG Permitted facilities City of Stanton
165/ hr
135/ hr
115/ hr
95/ hr
65/ hr
Cost + 5%
250/ hr
125/ inspection
Inspection — State Industrial General Permit Facilities $ 250/ inspection Subcontracted services Cost + 5%
Prices effective as of January 1, 2015
JLHA does not add charges for overhead Items such as administrative copying or mileage In and around the city.

June 1, 2015 A- 4

EXHIBIT C

INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below.

Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so.

Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any Insurance proceeds available to City in excess of the limits and coverage required in this Agreement and which is applicable to a given loss, will be available to City.

Consultant shall provide the following types and amounts of insurance:

Commercial General Liability Insurance using Insurance Services Office " Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense_ costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $ 2, 000, 000 per occurrence.

2. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 ( Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $ 1, 000, 000 per accident.

If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant' s employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person.

3. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer' s liability limits no less than $ 1, 000, 000 per accident or disease.

4. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy limit shall be no less than $ 1, 000, 000 per claim and in the aggregate. The policy must " pay on behalf of the Insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this Agreement.
12 Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A or better and a minimum financial size VII.

General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant:

Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise.

No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant' s employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise.

3. All insurance coverage and limits provided by Contractor and available or applicable to this Agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or Its operations limits the application of such insurance coverage.

4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing.

5. No liability policy shall contain any provision or definition that would serve to eliminate so-called " third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor.

All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage ( e. g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City' s prior written consent.

Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant' s general liability policy, shall be delivered to City at or prior to the execution of this Agreement, In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any 13 insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option.

8. Certificate( s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require Its Insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will " endeavor" ( as opposed to being required) to comply with the requirements of the certificate.

9. It is acknowledged by the parties of this Agreement that all Insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, non- contributing basis in relation to any other insurance or self insurance available to City.

10. Consultant agrees to ensure that subcontractors, and any other party involved with the project that Is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review.

11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this Agreement to self -insure its obligations to City. If Consultant' s existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or self-insured retention, substitution of other coverage, or other solutions.

12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety ( 90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City.

13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement.
14 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non- compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard.

15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this Agreement. This obligation applies whether or not the Agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect.

16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall. be submitted prior to expiration. A coverage binder or letter from Consultant' s insurance agent to this effect Is acceptable. A certificate of insurance and/ or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages.

17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this Agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents.

18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive.

19. These insurance requirements are intended to be separate and distinct from any other provision in this Agreement and are intended by the parties here to be interpreted as such.

20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section.

21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional Insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. 15 22. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this Agreement. City assumes no obligation or liability by such notice, but has the right ( but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.
16 a 10 ke7e7Zd4P&U1INtr_1 OR 11 1 IW/[N 1
THIS AGREEMENT, is made and effective as of July 24, 2012, between the City of Stanton, a California Municipal Corporation ( " City ") and John L.

Hunter and Associates, Inc., ( " Consultant "). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

TERM
This Agreement shall commence on July 24, 2012 and shall remain and continue in effect until tasks described herein are completed, but in no event later than July 24, 2015 unless sooner terminated pursuant to the provisions of this Agreement.

2. SERVICES
Consultant shall perform the tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full.

Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. When available, a more detailed work program shall be attached and incorporated into this agreement as a separate exhibit.

3. PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of his /her ability, experience, and talent, perform all tasks described herein.

4. CITY MANAGEMENT
City's Director of Public Works shall represent City in all matters pertaining to the administration of this Agreement, review and approval of all products submitted by Consultant, but not including the authority to enlarge the Tasks to Be Performed or change the compensation due to Consultant. City's City Manager shall be authorized to act on City' s behalf and to execute all necessary documents that enlarge the Tasks to Be Performed or change Consultant's compensation, subject to Section 5 hereof.

5. PAYMENT
a) The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth herein, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. This amount shall not exceed One Hundred Fourteen Thousand Five Hundred Fifty Dollars ($ 114, 550. 00) each year for the total term of the Agreement unless additional payment is approved as provided in this Agreement. Seventy Thousand, Three Hundred Seventy Five Dollars 70, 375. 00) will be allocated for the NPDES program and Forty Four thousand, One Hundred Seventy Five Dollars ($ 44, 175. 00) will be allocated for the FOG program each year of the contract. b) Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement that are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City' s written authorization is given to Consultant for the performance of said services. The City Manager may approve additional work not to exceed ten percent ( 10 %) of the amount of the Agreement, but in no event shall such sum exceed ten thousand dollars ($ 10, 000. 00). Any additional work in excess of this amount shall be approved by the City Council. c) Consultant will submit invoices monthly for actual services performed.

Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided in the previous month. Payment shall be made within thirty ( 30) days of receipt of each invoice as to all non - disputed fees. If the City disputes any of Consultant's fees it shall give written notice to Consultant within thirty ( 30) days of receipt of an invoice of any disputed fees set forth on the invoice.

7. DEFAULT OF CONSULTANT
a) The Consultant' s failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in 1 default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant' s control, and without fault or negligence of the Consultant, it shall not be considered a default. b) If the City Manager or his /her delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, he /she shall cause to be served upon the Consultant a written notice of the default. The Consultant shall have ten ( 10) days after service of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

8. OWNERSHIP OF DOCUMENTS
a) Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by City that relate to the performance of services under this Agreement.

Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records; shall give City the right to examine and audit said books and records; shall permit City to make transcripts there from as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b) Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Consultant. However, use of data by City for other than the project that is the subject of this agreement shall be at City' s sole risk without legal liability or exposure to Consultant. With respect to computer files, Consultant shall make available to the City, at the Consultant' s office and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and printing computer files.
3 9. INDEMNIFICATION
a) Indemnification for Professional Liabilitv. Where the law establishes a professional standard of care for Consultant's Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless City, and any and all of its officials, employees and agents collectively " Indemnified Parties "), from and against any and all claims, charges, complaints, liabilities, obligations, promises, benefits, agreements, controversies, costs, losses, debts, expenses, damages, actions, causes of action, suits, rights, and demands of any nature whatsoever, including but not limited to the extent same are caused or contributed to in whole or in part which relate to or arise out of any negligent, intentional or willful act, omission, occurrence, condition, event, transaction, or thing which was done, occurred, or omitted to be done collectively " Claims "), by Consultant, its officers, agents, employees or subcontractors ( or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement without regard to whether such Claims arise under the federal, state, or local constitutions, statutes, rules or regulations, or the common law. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A without the written consent of the Consultant. b) Indemnification for Other Than Professional Liability. In addition to indemnification related to the performance of professional services and to the full extent permitted by law, Consultant shall further indemnify, protect, defend and hold harmless the City and Indemnified Parties from and against any liability ( including Claims) where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.
c) General Indemnification Provisions. Consultant agrees to obtain executed indemnity agreements which indemnify, protect, defend and hold harmless the City from liability, with provisions identical to those set forth here in this Section 9 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. In the event Consultant fails to obtain such indemnity obligations from others as required, this failure shall be a material breach of this Agreement, and Consultant agrees to be fully responsible according to the terms of this entire Section 9. City has no obligation to ensure compliance with this Section by Consultant and failure to do so will in no way act as a waiver. This obligation to indemnify and defend City is binding on the successors, assigns or heirs of Consultant, and shall survive the termination of this Agreement or this section. 12 d) Obligation to Defend. It shall be the sole responsibility and duty of Consultant to fully pay for and indemnify the City for the costs of defense, including but not limited to reasonable attorney' s fees and costs, for all Claims against the City and the Indemnified Parties, whether covered or uncovered by Consultant' s insurance, against the City and the Indemnified Parties which arise out of any type of omission or error, negligent or wrongful act, of Consultant, its officers, agents, employees, or subcontractors. City shall have the right to select defense counsel.

10. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this Agreement.

11. INDEPENDENT CONSULTANT
a) Consultant is and shall at all times remain as to the City a wholly independent Consultant. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant' s officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner.
b) No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.

12. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of State and Federal laws and regulations, which in any manner affect those employed by it or in any way, affect the performance of its service pursuant to this Agreement.

13. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of the City of Stanton in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City of Stanton will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity.

14. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the Project during his /her tenure or for one year thereafter, shall have any interest, direct or indirect, in any agreement or sub - agreement, or the proceeds thereof, for work to be performed in connection with the Project performed under this Agreement.

15. RELEASE OF INFORMATION /CONFLICTS OF INTEREST
a) All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City' s prior written authorization. Consultant, its officers, employees, agents, or sub consultants, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered " voluntary" provided Consultant gives City notice of such court order or subpoena.
b) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or sub consultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request, court order, or subpoena from any person or party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and /or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such 0 response does not imply or mean the right by City to control, direct, or rewrite said response.

16. NOTICES
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by ( i) personal service, ( ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or ( iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice:

To City: City of Stanton
7800 Katella Ave
Stanton, California 90680
Attention: Deputy City Clerk
To Consultant: John L. Hunter and Associates, Inc.
6131 Orangethorpe Ave #350
Buena Park, CA 90620

ASSIGNMENT
The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Because of the personal nature of the services to be rendered pursuant to this Agreement, only John L. Hunter and Associates, Inc. shall perform the services described in this Agreement.

17. LICENSES
At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement.

18. GOVERNING LAW
The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with jurisdiction over the City of Stanton.
7 19. ENTIRE AGREEMENT
This Agreement contains the entire understanding that between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material.

20. CONTENTS OF PROPOSAL
Consultant is bound by the contents of the proposal submitted by the Consultant, Exhibit " A" hereto.

21. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Consultant warrants and represents that he/ she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.

Is] hi' L* 1;& 1 f:1 OR ito] 011
By:

Carol Jacobs
City Manager
Deputy City Clerk
Applroved As To Form:

Kimberly 4al (Barlow, City Attorney

CONSULTANT
By: 2
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Sig ture)
J i%
Typed Name)
Its: P1, r

EXHIBIT A

TASKS TO BE PERFORMED
Provide services necessary to provide the City with professional services as described in the proposal dated July 10, 2012.
10 INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below.

Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this Agreement and which is applicable to a given loss, will be available to City.

Consultant shall provide the following types and amounts of insurance:

1. Commercial General Liability Insurance using Insurance Services Office " Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $ 2,000, 000 per occurrence.

If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person.

3. Workers Compensation on a state - approved policy form providing statutory benefits as required by law with employer' s liability limits no less than $ 1, 000, 000 per accident or disease.

4. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy limit shall be no less than $ 1, 000, 000 per claim and in the aggregate. The policy must " pay on behalf of the insured and must include a provision establishing the insurer' s duty to defend. The policy retroactive date shall be on or before the effective date of this Agreement.

III
Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A. M. Bests rating of A or better and a minimum financial size VII.

General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant:

1. Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise.

2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise.

3. All insurance coverage and limits provided by Contractor and available or applicable to this Agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage.

5. No liability policy shall contain any provision or definition that would serve to eliminate so- called " third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor.

6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage ( e. g. elimination of contractual liability or reduction of discovery period) that may affect City' s protection without City' s prior written consent.

7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant' s general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any 12 insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option.

8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will " endeavor" ( as opposed to being required) to comply with the requirements of the certificate.

9. It is acknowledged by the parties of this Agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, non - contributing basis in relation to any other insurance or self insurance available to City.

10. Consultant agrees to ensure that subcontractors, and any other party involved with the project that is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review.

11. Consultant agrees not to self- insure or to use any self- insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this Agreement to self- insure its obligations to City. If Consultant' s existing coverage includes a deductible or self- insured retention, the deductible or self- insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or self- insured retention, substitution of other coverage, or other solutions.

12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City.

14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non - compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard.

16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and /or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages.

19. These insurance requirements are intended to be separate and distinct from any other provision in this Agreement and are intended by the parties here to be interpreted as such.

21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. 14 22. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this Agreement. City assumes no obligation or liability by such notice, but has the right ( but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.
15 I' I .~"<;

CITY OF STANTON

AGREEMENT FOR CONSULTANT SERVICES
THIS AGREEMENT, is made and entered into this 1 ih day of August 2009 between the City of Stanton, a municipal corporation (" City") and John L.

Hunter and Associates Inc., a California corporation ( herein " Consultant"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

1. SERVICES
Consultant shall perform the tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full.

2. TERMS
The terms -of this agreement is for a three year period beginning July 28, 2009 with a final end date July 31, 2012 unless sooner terminated pursuant to the provisions of this Agreement.

3. PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of his/ her ability, experience, and talent, perform all tasks described herein.

Consultant shall employ, ata minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement.

4. CITY MANAGEMENT
City' s City Manager shall represent City in all matters pertaining to the administration of this Agreement. .

5. PAYMENT
a) The City agrees to pay Consultant monthly, in accordance with the Proposal" attached hereto as Exhibit "A". ( b) Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City' s written authorization is given to Consultant for the performance of said services.

IRV # 11674 v2 1-
c) Consultant will submit' invoices monthly for actual services performed.

Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided in the previous month. Payment shall be made within thirty ( 30) days of receipt of each invoice as to all non- disputed fees. If the City disputes any of Consultant' s fees it shall give written notice to Consultant within thirty ( 30) days of receipt of an invoice of any disputed fees set forth on the invoice.

DEFAULT OF CONSULTANT
a) The Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default. b) If the City Manager or his/ her delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/ she shall cause to be served upon the Consultant a written notice of the default. The Consultant shall have ten ( 10) days after service upon it of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other IRV # 11674 v2 2-
remedy to which it may be entitled at law, in equity or under this Agreement.

7. OWNERSHIP OF DOCUMENTS
a) Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by City that relate to the performance of services under this Agreement.

8. INDEMNIFICATION
a) Indemnification for Professional Liabilitv. Where the law establishes a professional standard of care for Consultant's Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless City, and any and all of its officials, employees and agents collectively " Indemnified Parties"), from and against any and all claims, charges, complaints, liabilities, obligations, promises, benefits, agreements, controversies, costs, losses, debts, expenses, damages, actions, causes of action, suits, rights, and demands of any nature whatsoever, including but not limited to the extent same are caused or . contributed to in whole or in part whether actual or threatened which relate to or arise out of any act, omission, occurrence, condition, event, transaction, or thing which was done, occurred, or omitted to be done collectively " Claims"), by Consultant, its officers, agents, employees or IRV # 11674 v2 - 3-
subcontractors (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement without regard to whether such Claims arise under the federal, state, or local constitutions, statutes, rules or regulations, or the common law. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A without the written consent of the Consultant. b) Indemnification for Other Than Professional Liability. In addition to indemnification related to the performance of professional services and to the full extent permitted by law, Consultant shall further indemnify, protect, defend and hold harmless the City and Indemnified Parties from and against any liability ( including Claims) where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.
c) General Indemnification Provisions. Consultant agrees to obtain executed indemnity agreements which indemnify, protect, defend and hold harmless the City from liability, with provisions identical to those set forth here in this Section 8 from each and every subcontractor or any other person or entity involved by, for, with or on' behalf of Consultant in the performance of this Agreement. In the event Consultant fails to obtain such indemnity obligations from others as required, this failure shall be a material breach of this Agreement, and Consultant agrees to be fully' responsible according to the terms of this entire Section 8. City has no obligation to ensure compliance with this Section by Consultant and failure to do so will in no way act as a waiver. This obligation to indemnify and defend City is binding on the successors, assigns or heirs of Consultant, and shall survive the termination of this Agreement or this section.
d) Obliqation to Defend. It shall be the sole responsibility and duty of Consultant to fully pay for and indemnify the City for the costs of defense, including but not limited to attorney' s fees and costs, for all Claims against the City and the Indemnified Parties, whether covered or uncovered by Consultant' s insurance, against the City and the Indemnified Parties which arise out of any type of omission or error, negligent or wrongful act, of Consultant, its officers, agents, employees, or subcontractors. City shall have the right to select defense counsel.

IRV # 11674 v2 4-

9. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this Agreement.
1 O. INDEPENDENT CONTRACTOR
a) Consultant is and shall at all times remain as to the City a wholly independent Contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant' s exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant' s officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner.
b) No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City.. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.

11. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. The Consultant shall at all times observe and comply with all such laws and regulations. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this Section.

12. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of the City of Stanton in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City of Stanton will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in IRV # 11674 v2 5-
connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or ir:J equity.

13. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the Project during his/ her tenure or for one year thereafter, shall have any interest, direct or indirect, in any agreement or sub- agreement, or the proceeds thereof, for work to be performed in connection with the Project performed under this Agreement.

14. RELEASE OF INFORMATION/CONFLICTS OF INTEREST
a) All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City' s prior written authorization. Consultant, its officers, employees, agents, or subconsultants, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena.
b) Consultant shall promptly notify City should Consultant, its officers,. employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request, court order, or subpoena from any person or party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/ or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to discovery requests provided by Consultant. However, City's
right to review any such
response does not imply or mean the right by City to control, direct, or rewrite said response.

15. NOTICES
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by (i) personal service, ( ii) delivery by a reputable document delivery service, such as but IRV # 11674 v2 6-
not limited to, Federal Express, which provides a receipt showing date and time of delivery, or ( iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice:

To City: City of Stanton
7800 Katella
Stanton, California 90680
Attention: City Clerk
To Consultant: John L. Hunter & Associates
133310 Firestone Blvd. SuitA-2
Santa Fe Springs, CA 90670

16. ASSIGNMENT
The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Because of the nature of the services to be rendered pursuant to this Agreement, only those designated by John L. Hunter shall perform the services described in this Agreement.

John L. Hunter may use assistants outline in request for proposal date October 1, 2007, under his direct supervision, to perform some of the services unde'r this Agreement. Consultant shall provide City fourteen 14) days' notice prior to the departure of John L. Hunter from Consultant employment. Should he leave Consultant's employ, the City shall have the option to immediately terminate this Agreement, within three ( 3) days of the close of said notice period. Upon termination of this Agreement, Consultant' s sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and the Consultant.

17. L1CENSES
At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement.

19. ENTIRE AGREEMENT
This Agreement contains the entire understanding that between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party' s own independent investigation of any and all facts such party deems material.

20. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Consultant warrants. and represents that he/she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.

IRV # 11674 v2 8-
I - .

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.

CITYOFSTAN~
By
Carol
M
Jacobs, City Manager
Attest:
dCL
Brenda M. G.ree
IRV # 11674 v2 9-
CONSULTAN~.

BY:~
Signature)
J
ok"\. L. H lAM. tOrTyped Name)
Its: JK..f'~
Title)
By:

Signature)
Typed Name)
Its:

Title)

EXHIBIT A

TASKS TO BE PERFORMED
See Attached agreement date July 28, 2009.

IRV # 11674 v2 10-

EXHIBIT B -

INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below.

Consultant shall provide the following types and amounts of insurance:

1. Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $ 1, 000,000 per occurrence.

If Consultant owns no vehicles, this requirement may be satisfied by a non- owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person.

3. Workers Compensation on a state- approved policy form providing statutory benefits as required by law with employer' s
liability limits no less
than $ 1, 000,000 per accident or disease.

4. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coveragE) specifically. designed to protect against acts, errors or omissions- of the consultant and Covered Professional Services" as designated in the P9licy must . specifically include work performed under this Agreement. The policy limit shall be no less than $ 1, 000, 000 per claim and in the aggregate. The IRV #" 11674 v2 11-
policy must "pay on behalf of" the insured and must include a provision establishing the insurer' s duty to defend. The policy retroactive date shall be on or before the effective date of this Agreement.

Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers ' in the state of California and with an AM. Bests rating of A or better and a minimum financial size VII.

General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant:

2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant' s employees, or' agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regarpless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise.

3. All insurance coverage and limits provided by Contractor and available or applicable to this Agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage.

5. No liability policy shall contain any provision or definition that would serve to eliminate so~called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor.

6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City' s protection without City' s prior written consent.

IRV # 11674 v2 12-

7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant' s general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option.

8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate.

9. It is acknowledged by the parties of this Agreement that, all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, non-contributing basis in relation to any other insurance or self insurance available to City.

10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review.

11. Consultant agrees not to self-insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this Agreement to self-insure its obligations to City. If Consultant's existing coverage includes a deductible or self- insured retention, the deductible or self- insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or self- insured retention, substitution of other coverage, or other solutions.

12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the IRV # 11674 v2 13-
Consultant ninety ( 90) days advance written notice of such change. If such change results. in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City.

14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non- compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard.

16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant' s insurance agent to this effect is acceptable. A certificate of insurance and/ or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages.

18. Requirements of specific coverage features or limits contained in this section are "not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be Iimiti'2g or all- inclusive.

IRV # 11674 v2 14-

19. These insurance requirements are intended to be separate and distinct from any other provision in this Agreement and are intended by the parties here to be interpreted as such.

22. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this Agreement. City assumes no obligation or liability by such notice, but has the right ( but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.

IRV # 11674 v2 15-
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13310 Firestone Blvd., Sl:Jite A~2 . Santa Fe Springs~ CA 90670 GENERAL ENGINEERING LICENSE A- S82340 . HAZARDOUS SUBSTANCE REMEDIATION LIe 3382

TABLE OF CONTENTS
HISTORY OF FIRM .........................................................................................................1 SCOPE OF WORK ... .... ............. ......... .... ..... .... ..... .... ..... .... .... ..... ......... ........ ..... .... ..... .... .... 2 NPDES PROGRAM. .... ...... ........ ...................... ......... ........ ..... .... ......... .... ......... ......... ..... 3 I. PROGRAM MANAGEMENT &
DEVELOPMENT...:........................................... 4 II. MUNICIPAL ACTIVITIES....... .............. ........ ......... ............. ............... ............ ..... 5 Ill. PUBT,lC EDUCATION ....................................................................................... 5 N. NEW DEVELOPMENT/ REDEVELOPMENT .................................................... 6 V.

CONSTRUCTION... ...................... ......... ............. ..... .... ......... ...... ......... ...... 7 VI. EXISTING DEVELOPMENT .............................................................................. 7 VII. ILLEGAL DISCHARGE/ ILLICrr CONNECTIONS ( lD/ IC) ......................... 10 FOG PROGRAM ... .............. ......... .... .... ......... .... ..... ................. ..... .... ......... ..... ...: .... ..... 11 JLHA' S STAF F ................................................................................................................. 12 RES U MES .................................................................................................................... 13 REPERENCES.................................................................................................................. 17 COST ANAL YSI S............................................................................................................. 18 INS URAN CE ................................................................................................................... 20

STANDARD TERMS &
CONDITIONS....................................................................... 21 Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

HISTORY OF FIRM
S _~ ;~:_~.---:::-...~';';:;':'::~':==--':_::=_~=':':':-::. L-;":,~ John L. Hunter & Associates, Inc. ( JLHA) is a California registered corporation established in 1985. John L. Hunter is the Owner and President who oversees the firm' s day to day business.

The firrn is divided into separate departments, including engineering, field work ( including inspections), and public outreach.

John L. Hunter and Associates, ( JLHA) has considerable experience in NPDE5 5tormwater programs for municipal agencies and has had continuing contracts with clients for the administration of environmental programs since 1985. JLHA is currently implementing all facets of the M54 program, essentially acting as a co- permittee, for 20 cities in a tri- county area with populations ranging from 5, 000 to 140, 000. Land uses in these areas vary from highly industrialized to commercial, residential and semi- rural. JLHA has regularly interfaced with the California Regional Water Quality Control Board. JLHA also have been implementing the FOG program since 1993.
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Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

SCOPE OF WORK
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JLHA' s overall approach is to provide a NPDES compliance- based and integrated full- service program for the City. Inspections will essentially be handled in- house with regular communication with the City. The City will be notified in a timely manner of any facilities, which require the City' s attention for follow- up or enforcement action ( i.e. illegal discharges observed).

JLHA will provide a brief training session to familiarize City staff with the WQMP and SWPPP review process. JLHA has found that follow- up and communication directly with the applicant is most efficient and will follow that procedure, unless requested otherwise by the City. JLHA' s training module includes education for building inspectors so they are able to appropriately enforce construction BMPs. JLHA will of course be available to inspect these sites if requested to do so.

JLHA will be flexible in working with specific needs and requests of the City.

JLHA will help maintain the current FOG program and streamline required inspections. Through the use of JLHA' s unique database, record keeping for the FOG program can easily be accessed for any purpose.
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Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

NPDES PROGRAM
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The general scope of services provided under this proposal will consist of stormwater services conforming to the Santa Ana Region Permit:

California Regional Water Quality Control Board NPDES No. CAS618030 This proposal is for an extension of the contracted NPDES services for the City of Stanton which began on October 27th 2007. The included cost analysis is for the upcoming year only ( 2009- 2010). The NPDES Permit requires implementation of the following activities:

I. Program Management and Development
II. Municipal Activities
III. Public Education
IV. New Development/ Redevelopment
V. Construction
VI. Existing Development
VII. Illegal Discharges/ Illicit Connections
1 I
J!lhP.,..~, J!ff.t!.t~~ 3
Miscellaneous Environmental SelVices
Proposal for NPDES and FOG programs
I. PROGRAM MANAGEMENT & DEVELOPMENT
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The Drainage Area Management Plan ( DAMP) requires that all Municipal Permittees develop and implement a " Local Implementation Plan" ( LIP) which is essentially the City' s stormwater program. JLHA will collaborate with the City in updating the LIP to comply with the new fourth term NPDES Municipal Permit and with then implementing those guidelines. Typical Program Management and oversight activities will include, but are not limited to, the following:

A. NPDES manager will attend and report on the actions of the General Permittee, Committee, and Regional NPDES meetings. At the request of the City, JLHA will designate a NPDES manager to be at City Hall for each week to provide in- house services.

B. Keep the City informed of the development of NPDES permit issues. Review proposed changes and modifications to the program which would affect future implementation plans.

C. The Program Effectiveness Assessment ( PEA) is an annual progress report summarizing the City's compliance with the permit and accomplishments of the previous year which the City must submit. The Permit requires that all reports be completed and submitted in a timely manner. JLHA will prepare the PEA report based upon information collected by JLHA and supplied by the City. JLHA will complete the PEA in a
timely manner such that the City will have ample time for review and comment prior to the submittal deadline.

The City's LIP will be revised accordingly as changes within the City's stormwater program arise. @ J!lb,!!-. L.J.h'.!' J~~ 4
Miscellaneous .Environmental Services
Proposal for NPDES and FOG programs
II. MUNICIPAL ACTIVITIES
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The Municipal Activities Program provides the framework and a process for conducting NPDES permit compliance activities at municipal fixed facilities, field programs and drainage facilities.

JLHA will conduct inspections for the municipal fixed facilities and field programs as required by the permit. Inspections will consist of the same procedures as with Commercial/ Industrial inspections. JLHA will complete the inspection reports and upload it to a database that the City has access to. Action plans will be written by JLHA if facilities require further corrections. JLHA will follow- up as needed until such corrections have been implemented.

III. PUBLIC EDUCATION
Educating the public about stormwater pollution and prevention methods is vital and cost effective to the success of the overall program and to the reduction of pollution in general.

JLHA has experience in designing and organizing Public Outreach programs for a number of cities. These programs have included the development of public service announcements, creation of outreach campaigns to local businesses, performing presentations at local schools and public events, design and production of promotional items, etc.

The NPDES manager will work with the County staff to implement their outreach program and personalize it for the City of Stanton. Should any outreach concern other City departments, the NPDES manager will schedule a meeting before any work is published.

Jilh.R-J"Jt~.~.I\:~ 5
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs
IV. NEW DEVELOPMENT/ REDEVELOPMENT
3 JLHA proposes to conduct plan reviews of WQMP and SWPPP submittal for new development sites to determine if proposed locations and size of treatment systems ( berms, sandbags, sediment traps, filters, vegetative swales, etc.) are adequate to meet permit requirements and the goals of the City stormwater quality program. As part of the plan review process, these plans must be approved prior to permit issuance. Included in plan checks are size comparisons of the proposed treatment systems to the land surface and potential rainfall, to ensure that the systems would have sufficient capacity to adequately remove pollutants from stormwater runoff.

A. NPDES manager will review Stormwater Pollution Prevention Plans and Water Quality Management Plans.

Review of these plans will be consistent with JLHA' s current interpretation of:
1) The SWPPP and WQMP programs within the NPDES Permit
2) The countywide WQMP guidelines
3) Conversations with Regional Board staff on pertinent specific or general issues 4) Conditions speCifically required by the City and the City Municipal Code.

This does not include a review of what are commonly referred to as grading or erosion control plans, as these are not within the scope ofthe NPDES Permit B. NPDES manager will provide a quarterly list of on-going and approved projects accompanied by a
listing of treatment BMPs that were approved during the reporting period.

C. NPDES manager will:

Maintain organized records,
Review Operations and Maintenance Plans ( O& M)
At City's request, conduct verification inspections of WQMP and SWPPP sites for BMP implementation,
Provide information appropriate to the annual reporting requirements, Provide quarterly reports,
Provide City staff with electronic records.

A fee recovery schedule can be developed and implemented for the City. The fee would be an up front amount that covers the initial review and two follow up reviews. After the third review, it will be on an hourly basis. Details of this fee schedule can be arranged between the Director of Public Works and the NPDES manager ( JLHA).

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Miscellaneous Environmental Services
Proposal for NPDES and FOG programs
V. CONSTRUCTION
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The City must continue to incorporate the model construction program as described in the DAMP. The construction program must consist of requirements and guidelines for pollution prevention methods that must be used by construction site owners, developers, contractors, municipalities, and other responsible parties, in order to protect water quality from discharges due to construction site activities. Therefore, all construction projects, regardless of size, must implement BMPs to reduce discharge of pollutants into the storm drain systems.

JLHA will be available to assist the City in any construction and follow- up inspections that must be conducted.

VI. EXISTING DEVELOPMENT
The Municipal Permit requires that existing and new businesses in specific industrial and commercial categories be inspected according to their classification as Hi/MedjLow priority which is based upon criteria set forth in the DAMP. Inspections educate the owners and employees about stormwater concerns and assess the site for potential stormwater problems.

A. JLHA will perform stormwater inspections at all designated industrial Hi/MedjLow priority sites. JLHA will review and update the list based upon actual field conditions.

B. JLHA will perform stormwater inspections and complete the associated report for commercial Hi priority sites.

C. The DAMP requires the inspection program to be incorporated into a database. JLHA will work with the City's existing information and bring it up to current standards. JLHA will maintain the program on our in- house database with data available to the City at any time.

D. If requested by the City, JLHA will conduct follow- up inspections of sites found, during routine inspections, to be in violation of the NPDES permit.

Inspection services will include:
o
Inspection and assessment of facilities listed as critical sources in the municipalpermit. o Completion of an inspection report as required, including photographs & maps when considered relevant.
o
Prepare Notices of Violations for facilities found to be in violation of the municipalpermit. o Progressive enforcement action as required.

Maintain and provide organized records for annual reporting purposes.

Provide City staff with access to electronic records
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Miscellaneous Environmental SelVices
Proposal for NPDES and FOG programs
VI. EXI$ TINGDEVELOPMENT ( CONT.)
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InsDection SUmmary
NPDES stormwater inspections are conducted unannounced, except IF=' I - i.,,.... ;"' at facilities where security is an issue. All inspectors wear a photo --~_. ,-...- ID badge ( approved by the City) identifying them as an inspector [.::::~.":::
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contracted by the City. The inspector meets with the facility ~_.,= ___ -~:::':
owner/ manager or I' responsible employee, conducts a walk- through':::: '::.....:.::::::;.:.._:::, of the facility, and identifies practices as listed in the permit that -____":::;:::::-.:- ::: 1 may result in an illicit discharge to the storm drain system. The ~~~"~".:_~-_=~_ ;~~ i! inspector offers alternatives and options in a friendly, non- threatening manner. _ ... to help the business with facilitating compliance. . :: 1; 1 Schedule
The current NPDES Municipal Permit has tentatively expired in January 2007 and the frequency and format of future inspections has not yet been specified. However, inspections will continue with the current NPDES regulations until the fourth term permit is implemented. The NPDES manager will meet with City staff to determine if there are any sites that require inspection and compiete those inspections as soon as pOSSible to be in compliance with the permit.

Educational Materials
Business specific educational materials are hand delivered to each business as a part of the site inspection. These materials are intended for posting at the site as a reinforcement of good BMPs. As the program progresses, the City of Stanton will have the opportunity to approve additionai educational materials if so desired; onto which the City logo and contact information will be added.
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Enforcement Action Summary
During the inspection program, facilities will be rated as: " No Violations Observed", " Minor Corrections Observed", or " Violations Observed". At the request of the City, any sites needing potential follow- up will be referred to the City.

JLHA will be available to assist with enforcement follow- up upon the City' s request. Assistance
can include: a facility that is found to have minor corrections required ( e. g. trash bin lids open) can be sent a
friendly follow- up letter approximately one month from the date of the inspection, and will include additional educational materials. Facilities where major violations were observed can be sent a Notice of Violation with any necessary follow- up inspections.

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Miscellaneous . Environmental Services
Proposal for NPDES and FOG programs
VI. EXISTING DEVELOPMENT ( CONT.)
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Database Manaaement
A database is used to track inspections of all
critical sources as iisted in the permit. The
database includes the following information: A
iisting of the critical sources facilities ( an
electronic iist to be provided by the City as an
excel or access file); name of facility, name of
Owner/ Operator, name of contact if different, address, coverage under GIASP or other NPDES permits, SIC code, and narrative description that reflects site activities, and date inspected.

Electronic copies of completed inspection report forms will be provided to the City.

Fee Recovery
JLHA has assisted municipalities in establishing fees to help recover the cost of the inspection program. If specifically requested by the City, JLHA can assist the City with adopting and implementing this aspect of the overall inspection program. JLHA has worked with fee recovery systems as varied as: Estimated annual costs on trash/ water bills; per inspection biliing immediately after the inspection was completed; quarterly billing based upon inspections completed that quarter; and inspection fees collected on the annual business license renewal.

JLHA is experienced in writing the staff report and preparing verbiage for municipal codes and resolutions as well as preparing the invoicing system.

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Miscellaneous Environmental Services
Proposal for NPDES and FOG programs
VII. ILLEGAL DISCHARGE/ ILLICIT CONNECTIONS ( ID/ IC)
TheID/ IC program is an essential part of the overall stormwater program. An ID/ IC program takes information collected from many sources, and uses that information to investigate potentiai illicit connections and illicit discharges throughout the City. The proposed ID/ IC program will consist of the following:

A. JLHA personnel will be available to perform ID/ IC investigations and required followup inspections in response to citizen or City complaints, or observations of violations of the City Stormwater Ordinance and Municipal Permit. Since each investigation varies based on the complexity of the situation encountered, this service will be provided on a time and materials basis per the attached rate scheduie.

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Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

FOG PROGRAM
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The general scope of services provided under this proposal will consist of implementing a FOG Control Program services conforming to:

State Water Resources Control Board
Statewide General Waste Discharge Requirements for Sanitary Sewer Systems Order No. 2006- 0003- DWQ, Section D. 13. vii - FOG Control Program The part time FOG Program Manager will work with the City and the NPDES Manager to integrate the FOG and NPDES programs. Using the City' s FOG Control Program Manual and the Sewer System Management Plan ( SSMP), the manager can schedule proper inspections and implement the program adequately and effectively. The FOG manager will also attend required meetings to implement the latest changes or find improvements within the existing program.

The inspections are primarily focused on employee education and the proper operation of any existing pretreatment systems, commoniy referred to as grease traps or clarifiers. A standard inspection protocol would take approximately 15 to 30 minutes and would include:

Inspector( s) have received 40- hour OSHA hazardous waste training Identification cards are worn at all times
If the business owner/ manager is not available, a return inspection will be made Restaurant inspections are not scheduled between 11: 30 a. m. to 1: 30 p. m.

It is the owner's
responsibility to open the pretreatment system for inspection The discharge is checked for acids, caustics, oils and sludge If there has been a history of improper waste handling including spillage, a brief walk through of the facility is made
The results of the inspection are discussed with business personnel. No Notices of Violations are issued in the field. Potential violations are reported to the Director of Public Works. Each inspection will be recorded in the FOG database for better management of the program.

Complaints received from the public of other City personnel will be investigated as soon as possible. All SSO spills must be reported immediately with the appropriate agencies. The FOG manager will work with the City to set up a system to implement the new requirements of the SSMP.

A fee recovery schedule for plan review and permitting can be discussed with the Director of Public Works prior to implementation. The standard inspection fees are listed in the company fee schedule.

J!ilip~.LJ!Iw..I~~ 11

JLHA' S STAFF
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs
The flowchart below identifies the key personnel that will work closely with the City to implement the two programs.
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John l. Hunter
Principal/Seniqr, Engineer
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The resumes of each personnel have been included. All proposed work will be completed by JLHA staff and does not require any work to be completed by sub- consultants, sub- contractors, suppliers, nor manufacturers. Should JLHA need additional assistance, the City will be notified for approval prior to any agreement.

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12 Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

RESUMES
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Principal 1

EDUCATION
Bachelor of Science - Chemical Engineering
California State Universi~ Long Beach
Bachelor of Science - Biological Sciences
University of California, Irvine

CERTIFICATIONS AND LICENSES
California Registered Professional Chemical Engineer
California Registered Environmental Assessor
California General Engineering Contractor License
California Hazardous Substance Removal and Remedial Action Certificate CH 4724
REA- 0900
A- S82340
A3382

EXPERIENCE
John L. Hunter has been professionally involved in the environmental field since 1974. He has experience in administering regulatory/ enforcement programs for municipalities and local governments ( including Public Works, Fire Departments and Redevelopment Agencies).

Mr. Hunter' s accomplishments include:

Project manager for $ 1.3 million study comparing outlet BMPs.

Conducted Regional Board ordered receiving water bacterial investigation.

Participation on Technical Advisory committing in development of Santa Monica Bay Beaches' Bacterial TMDL Monitoring Plan ( approved by Regional Board in 2004).

Presentation of Structural BMPs County of Orange Public Works Department.

Mr. Hunter currently oversees a 20 city NPDES program encompassing: site inspections, stormwater management plan reviews, construction inspections, public agency activities, illegal discharge investigations and public outreach.

Los Angeles County Stormwater Executive Advisory Committee Chair, Los Angeles River Watershed Management Committee Interim Chair, Santa Monica Bay/ Ballona Creek Watershed Chair Dominguez Channel Bacterial TMDL Subcommittee
Chair Santa Monica Bay Bacterial TMDL Subcommittee ( J7) Member Trash/ Metals TMDL Subcommittees
Current
2000- 01, 2006- Current
2007- 2008
2001- 2002
Current
Current
J04_~,.U!!.~. I.g;, 13
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

RESUMES
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C/IlvvlerOIA Mc.CuLLo~ gh"
EnvironmentalProgr.ams Manag~ r:

EDUCATION
Bachelor of Science - Physics; Minor - Applied Mathematics California State University, Long Beach

CERTIFICATIONS AND LICENSES
40 Hour HAZWOPER pursuant to Title 29 of CFR section 1910" 120

EXPERIENCE
Mr. McCullough has worked with JLHA in the Environmental Compliance field for five years" Starting as an NPDES site inspector, his duties have since grown to include: Managing and developing Municipal NPDES, FOG and Industriai Waste programs, supervising field staff, acting as Project Manager for special studies and site assessments, and designing electronic databases for NPDES/ FOG programs. other major tasks, projects, and accomplishments are listed below:
y Prepared two municipalities for NPDES audits conducted by the Regional Water Board and participated in both audits, resulting in positive written reviews by Water Board staff. y Served as Project Manager for the Hamilton Bowl Trash Reduction Project, a multimillion dollar project in the Cities of Long Beach and Signal Hiil intended to study the efficiency of stormwater treatment systems.
y Currently conducting implementation reports and monitoring studies for multiple cities as required by the L.A. River Trash TMDL.
y Analyzed and prepared compliance reports for the Santa Monica Bay Beaches Bacterial TMDL for Jurisdiction 7.
y Trains city staff in NPDES, FOG, and SSO programs.
y Manages and conducts environmental site assessments, subsurface investigations and site remediation for municipal redevelopment agencies.

In addition, Mr. McCuilough has completed over 3, 000 NPDES, Industriai Waste and FOG inspections, including the following:
y NPDES Critical Sources sites such as restaurants, auto shops and manufacturing facilities. y State permitted industrial and commercial facilities ( GIASP/ GCASP). y Municipal facilities ( corporate yards, transfer stations). y BMP installation and maintenance verification for approved SUSMP/ WQMP projects. y Investigations, follow- up inspections, and enforcement actions.

These site inspections have covered diverse cities in three counties including Seal Beach, West Hollywood, South EI Monte, and Big Bear Lake.

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Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

RESUMES
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Environmerta. 1 Programs, ManagerlPlim, Checking

EDUCATION
Bachelor of Science - Zoology; Minor - Chemistry
California State Polytechnic University, Pomona

CERTIFICATIONS AND LICENSES
40 Hour HAZWOPER pursuant to TItle 29 of CFR section 1910. 120

EXPERIENCE
Ms. Brickey is versed in all departments at JlHA related to the NPDES program. She is the lead NPDES Plan Reviewer for Cypress, Seal Beach, Rancho Palos Verdes, and West Hollywood and the Stormwater Program Manager for Seal Beach, South Pasadena and Rancho Palos Verdes. Duties as Program Manager include the development and maintenance of the planning, construction, public agency, and industrial/commerciai inspection programs. Other major tasks and projects include:

Analyzing and preparing compliance reports for the Santa Monica Bay Beaches Bacterial TMDL for Jurisdiction 7.

Preparing Storm Water Pollution Prevention Plans ( SWPPPs).

Developing local Implementation Plans ( UPs) for various cities.

Preparing Municipal NPDES Permit Annual Reports.

Project Manager for the Machado lake Trash TMDl for the City of Rancho Palos Verdes.

Conducting Phase I and II Environmental Site Assessments, including the associated research, sampling, and written report.

Developing Sanitary Sewer Management Plans ( SSMPs) for municipalities under new State regulations.

In addition, Ms. Brickey has completed over 2, 000 NPDES and Industrial Waste inspections, including the following:

NPDES Critical Sources sites such as restaurants, auto shops and manufacturing facilities.

State permitted industrial and commercial facilities ( GIASP/ GCASP).

Municipal facilities ( corporate yards, transfer stations).

BMP maintenance and installation verification for approved SUSMPprojects. 1 I
1 Investigations, follow- up inspections, and enforcement actions. o Juh!h~",U~I.~.I~~ 15
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

RESUMES
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MLcnelLAlvlAvez.

Environmental Compliance5pecia' Iist ,".

EDUCATION
Bachelor of Science - Chemistry
University of Caiifornia, Irvine

CERTIFICATIONS AND LICENSES
40 Hour HAZWOPER pursuant to Title 29 of CFR section 1910. 120

EXPERIENCE
Ms. Alvarez has been responsible for performing a combination of Stormwater and FOG inspections for compliance with local, state, and federal laws. These site inspections have covered a diverse group of cities including: Baldwin Park, South EI Monte, San Fernando and Lynwood.

In addition, Ms. Alvarez is responsible for reporting results of the inspections that include detailed description of the visit. Some of her major tasks and project include:

Implement and enforce federal and state regulations and City codes pertaining to the stormwater and sanitary sewer systems.

Comprehensive understanding of the FOG program, responsible for reviewing permit applications and determining whether or not the pretreatment equipment is adequate.

Assists in conduction public education program regarding NPDES and FOG programs.

Conduct inspections of GCASP sites, in different municipalities, to perform visual observations and verify that erosion and sediment controls are being implemented and maintained in accordance to codes.

Verified final SUSMP/ WQMP installation of treatment system.

Performed a Phase I Environmental Site Assessment for the City of Monrovia. @Juh.!J,..LJhw.t~~ 16
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

REFERENCES
JLHA has NPDES and FOG experience within several counties and the table below references our past services.

MunicipalCliellt' ClienfSince: . ".' ,:.,:: fContact'tT. :",;"' ~ ~_:- c
Position',. ,
David Spitz
City of Continuous 211 8th Street - 2"' Floor I.

Seal Beach since 2005 Seal Beach, CA 90740
Associate Engineer
562- 431- 2527
Gonzalo Vasquez
City of Conti nuous 5275 Orange Avenue Water Quality
Cypress since 2005 Cypress, CA 90630 Manager
714- 229- 6700
Susannah Turney
City of Continuous 8300 Santa Monica Blvd. Environmental West Hollywood since 1994 West Hollywood, CA 90069 Programs Analyst 323- 848- 6499
Charlie Honeycutt
City of Continuous 2175 Cherry Ave. Deputy City
Signal Hill since 1985 Signal Hill, CA 90775 Manager
562- 989- 7356
Robert Dickey
City of Continuous . 8650 California Ave. Director of Public South Gate since 1991 South Gate, CA 90280 Works
323- 357- 9657
llfuLLHlJJ!!. cr.. 17
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs
COST ANALySIS
J
The required activities listed in the table below are charged at an hourly rate ( as shown on the company fee schedule). This table, representing the upcoming reporting year, is slightly higher due to the May 2009 release of the fourth draft NPDES Municipal permit. JLHA assumes that the cost will be a bit lower for the following years after the initial permit requirements are met.

Tas~, q. toti:lI
0 NPDES Program Management
NPDES manager will provide assistance of 15
hours per week at City Hall and off-site locations
as needed and will include LIP development,
WQMPjSWPPP reviews, program development,
NPDES related tasks, etc.

Tasks I-VII as mentioned in proposal is included
in this estimate
780 115. 00 $ 89, 700. 00
FOG Program Management
FOG manager will provide assistance of 10 hours
per week at City Hall and off-site locations as
needed and will include inspections, public
outreach, filing of applications, record keeping.
520 115. 00 $ 59, 800. 00
Cost to City
NOT TO EXCEED ( unless prior approval by City) 149, 500. 00 The NPDES and FOG programs are evolving programs, and due to the uncertainties inherent with a program of this nature, such as the number of plans that will be submitted for review, and the number of sites requiring enforcement that will be found, this program will be on a time' and materials basis, with the cost not to exceed the above amount without prior City authorization.

Compliance with the programs requires active City participation and thorough implementation of Best Management Practices. This proposal is subject to the attached terms and conditions.

Any additional services requested by the City will be on a time and materials basis, based on the written scope of work, with the total cost not to exceed the estimated amount without prior City approval.
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Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

COST ANALYSIS
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COMPANY FEE SCHEDULE
Principal 125/ hr
115/ hr
95/ hr
95/ hr
85/ hr
Project Engineer/ Manager
Public Education/ Outreach Manager
Inspector/ Engineer
Laborer ( OSHA 40hr certified)
State Certified Laboratory Analysis Cost + 15%
Legal Consultation, Court Appearances/ Document review, etc. 250/ hr Inspection - Industrial/Commercial facilities 95/ inspection Inspection - Other 95/ inspection
24- hr industrial wastewater composite sampling ( including setup) 150/ location 24- hr ambient air sampling
Photo ionization/ Flame ionization detector
100/ day
50/ day
Combustible gas monitor 50/ day
Shallow soil or sludge sampling equipment 75/ day
Subcontracted equipment Cost + 15%
For Weekends, Holidays or evenings add 50% to listed price o
Jiilin.. LHllnler 19
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

INSURANCE
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1 Joh!l..~.."~~~. I~~. . 20
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

STANDARD TERMS & CONDITIONS
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HUNTER AND ASSOCIATES, INC. WITH RESPECT TO THE QUALITY OF SERVICES PERFORMED.

CLIENT understands and agrees that the discovery of certain conditions by JOHN L. HUNTER AND ASSOCIATES, INC. may result in economic loss to CLIENT and/ or regulatory oversight. CLIENT also agrees that JOHN L. HUNTER AND ASSOCIATES, INC. is not responsible for disclosures, notifications, or reports that may be required to be made to third parties ( including government authorities).

JOHN L. HUNTER AND ASSOCIATES, INC. is responsible for the data, interpretations and recommendations deveioped by JOHN L. HUNTER AND ASSOCIATES, INC. JOHN L. HUNTER AND ASSOCIATES, INC. is not responsible for the interpretation of this information by others.

CLIENT agrees that JOHN L. HUNTER AND ASSOCIATES, INC. is not a generator, store, transporter, arranger for transportation, or disposer of hazardous materials, pollutants, of contaminants found or identified. JOHN L. HUNTER AND ASSOCIATES, INC. is not responsible, and has no liability for, transportation, storage, treatment, disposal or disposition of hazardous substances, pollutants or contaminated material of any kind, whether or not generated from JOHN L.

HUNTER AND ASSOCIATES, INC. work in Scope of Work.

The discovery of any condition of the property, including but not limited to the discovery of hazardous materials, that may be reasonably expected to have a significant impact on JOHN L.

HUNTER AND ASSOCIATES, INC.' s ability to perform the SERVICES listed in Scope of Work to a changed position requiring renegotiation and an equitable adjustment, in good faith, to Scope of Work.

2. LIMITATION OF LIABILITY. CLIENT agrees that JOHN L. HUNTER AND ASSOCIATES, INC.' s liability and that of its contractors and subcontractors arising from any Services rendered as a part of this Agreement, whether arising from acts, omissions, or errors, shall not exceed JOHN L. HUNTER AND ASSOCIATES, INC.' s total fee for the services listed in total Scope of Work.

JOHN L. HUNTER AND ASSOCIATES, INC. is not responsible for the quality of accuracy of data or information or from the sampling programs or methods from which the data was developed, where such information or data is provided by or through CLIENT or others with whom JOHN L. HUNTER AND ASSOCIATES, INC. has no contract. JOHN L. HUNTER AND ASSOCIATES, INC. is notliable for any obligations, claims, losses, damages, penalties, actions judgments, suits, costs or expenses related to or in connection with JOHN L. HUNTER AND ASSOCIATES, INC. 's reliance on or use of any data or information furnished by CLIENT or others.

J2hP..-. L"ft11.~.I~';, 21
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

STANDARD TERMS & CONDITIONS
r;-:--.....--:"'::-::~.;

3. FORCE MAJEURE. JOHN L. HUNTER AND ASSOCIATES, INC. is not liable for any failure to perform, or delay in performance, due to circumstances beyond any reasonable control, including but not limited to strikes, riots, wars, fires, floods, explosions, acts of nature, acts of government and labor disputes. If performance is delayed due to any such circumstance, CLIENT is not relieved of any obligations under this Agreement.

If JOHN L. HUNTER AND ASSOCIATES, INC.' s services are interrupted due to any cause beyond its control, CLIENT and JOHN L. HUNTER AND ASSOCIATES, INC. shall renegotiate a reasonable rate of compensation for any additional labor, equipment, or other costs associated with maintaining its work force and equipment at the Site during the interruption or for the costs incurred by JOHN L. HUNTER AND ASSOCIATES, INC. for demobilization and subsequent re- mobilization at the Site.

4. JOHN L. HUNTER AND ASSOCIATES, INC., will not generate or handle any hazardous or deleterious materials within the scope of this proposal. JOHN L. HUNTER AND ASSOCIATES, INC., its officers, agents, employees and subcontractors, are not responsible for any claims, losses, damages, iawsuits, or costs of defenses or settlement ( Including attorney' s fees) as a result of death or bodiiy injury or threat thereof to any person, destruction or damage to any property, contamination of or adverse effects on natural resources or the environment, any violation of local, state or federal law, ordinances, regulation or orders or any other damages claimed by others due to the release or discharge of hazardous or deleterious materials unless solely due to negligence or willful misconduct of JOHN L. HUNTER AND ASSOCIATES, INC.

5. INDEPENDENT CONTRACTOR. JOHN L. HUNTER AND ASSOCIATES, INC. is at all times during the term of the Agreement an independent contractor. JOHN L. HUNTER AND ASSOCIATES, INC. shall not, for any purposes, be deemed an agent, employee or legal representative of the CLIENT.

6. CONFIDENTIALITY. JOHN L. HUNTER AND ASSOCIATES, INC. and CLIENT shall retain as confidential all information and data furnished by the other party in connection with this Agreement which is designated in writing. Neither JOHN L. HUNTER AND ASSOCIATES, INC. nor CLIENT shall disclose such confidential information except after advance notice to the other party, if possible, as required by statute, regulation, ordinance, judicial order or other governmental request or is necessary for a vendor, supplier or subcontractor in order to make a bid or supply materials, equipment or services.

7. TAXES. CLIENT shall pay any applicable sales or use tax in the amount required by law.

8. TERM AND TERMINATION. The term of this Agreement shall begin on the day it is signed by both parties. The Agreement will continue in force until all of the parties' obligations are fully performed or the Agreement is otherwise terminated. Notwithstanding this provision, the provisions of Section 2, LIMITATION OF LIABILITY of this Agreement survive termination of the Agreement and shall continue in full fore and effect.

Either party may terminate this Agreement in the event of a material breach of the Agreement by the other party which is not cured within thirty (30) days after notice thereof. Otherwise this Agreement shall terminate upon completion and acceptance of Services listed in Scope of Work or by mutual written agreement of the parties.
@J~h!~.L" UW!.'~~. 22
Miscellaneous Environmental Services
Proposal for NPDES and FOG programs

STANDARD'TERMS & CONDITIONS

9. WAIVER. No waiver by either party of any default by the other party in the performance of this Agreement shall operate as a waiver of any future default. to. ASSIGNMENT. This Agreement may not be assigned by either party without the written consent of the other party.

11. NOTICES. All notices, reports and invoices shall be in writing and may be transmitted by mail, telex or telefax to the other party at the address listed in this Agreement or such other address designated in writing. Notices are deemed to be given on the date transmitted.

13. ENTIRE AGREEMENT. This Agreement contains the entire understanding of the parties hereto with respect to the subject matter hereof and supersedes all prior negotiations, representations, warranties, commitments, contracts and writings, whether oral or written, between the parties with respect to the subject matter of this Agreement. No amendment or modification may be made to this Agreement except by mutual agreement of the parties made in writing and signed by both parties.

14. GOVERNING LAW. This Agreement shall be construed and enforced in accordance with the laws of the State of California.

Compliance with the NPDES Program requires active City participation and thorough implementation of' Best ManagementPractices. JLHA does not accept responsibility of work or actions Performed by others or contrary to the recommendations ofJLHA. 0J~.UI~I.~.1~~ 23

CITY OF STANTON

AGREEMENT FOR CONSULTANT SERVICES
THIS AGREEMENT, IS made and entered Into this 23rd day of October 2007 between the City of Stanton, a mUnicipal corporation (" City") and John L Hunter and Associates Inc , a California corporation ( herein " Consultant") In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows
1 SERVICES
Consultant shall perform the tasks descnbed and set forth In Exhibit A, attached hereto and Incorporated herein as though set forth In full 2 TERMS
The terms of this agreement IS for a three fiscal year penod beginning October 23, 2007 ending July 31, 2010 with a two- year renewable option that shall1be executed by ISSUing an amendment to this agreement Shall the city exercise the option to renewal this contract shall cover a five year I penod with a final end date July 31, 2012
3 PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of his/ her ability, expenence, and talent, perform all tasks descnbed herein Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged In providing similar services as are required of Consultant hereunder In meeting ItS obligations under thiS Agreement
4 CITY MANAGEMENT
City' s City Manager shall represent City In all matters pertaining to the administration of thiS Agreement
5 PAYMENT
a) The City agrees to pay Consultant monthly, In accordance with the Proposal" attached hereto as Exhibit " A" These pnces shall be renewed and adjusted based on the Consumer Pnce Index from the Department of Labor In the 4th year of the contract term
b) Consultant shall not be compensated for any services rendered In connection with ItS performance of thiS Agreement which are In addition to those set forth herein, unless such additional services are authonzed In advance and In wntlng by the City Manager Consultant shall be IRV # 11674 v2 - 1-
compensated for any additional services In the amounts and In the manner as agreed to by City Manager and Consultant at the time City' s written authorization IS given to Consultant for the performance of said services
c) Consultant Will submit inVOices monthly for actual services performed Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services prOVided In the prevIous month Payment shall be made within thirty (30) days of receipt of each InVOice as to all non- disputed fees If the City disputes any of Consultant's fees It shall give written notice to Consultant within thirty (30) days of receipt of an InVOice of any disputed fees set forth on the inVOice 6 SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE
a) The City may at any time, for any reason, with or without cause, suspend or terminate thiS Agreement, or any portion hereof, by serving upon the consultant at least ten ( 10) days prior written notice Upon receipt of said notice, the Consultant shall Immediately cease all work under thiS Agreement, unless the notice provides otherwise If the City suspends or terminates a portion of thiS Agreement such suspension or termination shall not make vOid or Invalidate the remainder of thiS Agreement
b) In the event thiS Agreement IS terminated pursuant to thiS Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, proVided that the work performed IS of value to the City Upon termination of the Agreement pursuant to thiS Section, the Consultant Will submit an Invoice to the City pursuant to Section 4

DEFAULT OF CONSULTANT
a) The Consultant's failure to comply with the provIsions of thiS Agreement shall constitute a default In the event that Consultant IS In default for cause under the terms of thiS Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate thiS Agreement Immediately by written notice to the Consultant If such failure by the Consultant to make progress In the performance of work hereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, It shall not be conSidered a default b) If the City Manager or his/ her delegate determines that the Consultant IS In default In the performance of any of the terms or conditions of thiS Agreement, he/ she shall cause to be served upon the Consultant a written notice of the default The Consultant shall have ten ( 10) days after service upon It of said notice In which to cure the default by rendering a IRV # 11674 v2 2-
satisfactory performance In the event that the Consultant falls to cure Its default within such penod of time, the City shall have the nght, notwithstanding any other proVIsion of this Agreement, to terminate this Agreement Without further notice and Without prejudice to any other remedy to which It may be entitled at law, In equity or under this Agreement
7 OWNERSHIP OF DOCUMENTS
a) Consultant shall maintain complete and accurate records With respect to sales, costs, expenses, receipts, and other such Information required by City that relate to the performance of services under this Agreement Consultant shall maintain adequate records of services provided In suffiCient detail to permit an evaluation of services All such records shall be maintained In accordance With generally accepted accounting pnnclples and shall be clearly Identified and readily accessible Consultant shall provide free access to the representatives of City or ItS designees at reasonable times to such books and records, shall give City the nght to examine and audit said books and records, shall permit City to make transcnpts there from as necessary, and shall allow Inspection of all work, data, documents, proceedings, and activities related to thiS Agreement Such records, together With supporting documents, shall be maintained for a penod of three ( 3) years after receipt of final payment b) Upon completion of, or In the event of termination or suspension of thiS Agreement, all onglnal documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared In the course of providing the services to be performed pursuant to thiS Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City Without the permisSion of the Consultant With respect to computer files, Consultant shall make available to the City, at the Consultant's office and upon reasonable wntten request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and pnntlng computer files
8 INDEMNIFICATION
a) Indemnification for Professional Liability Where the law establishes a profeSSional standard of care for Consultant' s Services, to the fullest extent permitted by law, Consultant shall Indemnify, protect, defend and hold harmless City, and any and all of ItS offiCials, employees and agents collectively "Indemnified Parties"), from and against any and all claims, charges, complaints, liabilities, obligations, promises, benefits, agreements, controversies, costs, losses, debts, expenses, damages, actions, causes of action, SUitS, nghts, and demands of any nature whatsoever, Including but not limited to the extent same are caused or IRV # 11674 v2 3-
contributed to In whole or In part whether actual or threatened which relate to or arise out of any act, omiSSion, occurrence, condition, event, transaction, or thing which was done, occurred, or omitted to be done collectively " Claims"), by Consultant, ItS officers, agents, employees or subcontractors (or any entity or IndiVidual that Consultant shall bear the legal liability thereof) In the performance of profeSSional services under thiS Agreement Without regard to whether such Claims arise under the federal, state, or local constitutions, statutes, rules or regulations, or the common law With respect to the design of publiC Improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the deSign at a location other than that specified In Exhibit A Without the written consent of the Consultant b) Indemnification for Other Than ProfeSSional Llabllltv In addition to indemnification related to the performance of profeSSional services and to the full extent permitted by law, Consultant shall further Indemnify, protect, defend and hold harmless the City and Indemnified Parties from and against any liability (Including Claims) where the same arise out of, are a consequence of, or are In any way attributable to, In whole or In part, the performance of thiS Agreement by Consultant or by any indiVidual or entity for which Consultant IS legally liable, Including but not limited to officers, agents, employees or subcontractors of Consultant
c) General Indemnification ProVISions Consultant agrees to obtain executed Indemnity agreements which indemnify, protect, defend and hold harmless the City from liability, With prOVIsions Identical to those set forth here In thiS Section 8 from each and every subcontractor or any other person or entity Involved by, for, With or on behalf of Consultant In the performance of thiS Agreement In the event Consultant falls to obtain such Indemnity obligations from others as required, thiS failure shall be a material breach of thiS Agreement, and Consultant agrees to be fully responsible according to the terms of thiS entire Section 8 City has no obligation to ensure compliance With thiS Section by Consultant and failure to do so Will In no way act as a waiver ThiS obligation to indemnify and defend City IS binding on the successors, assigns or heirs of Consultant, and shall survive the termination of thiS Agreement or thiS section
d) Obllqatlon to Defend It shall be the sole responsibility and duty of Consultant to fully pay for and indemnify the City for the costs of defense, including but not limited to attorney' s fees and costs, for all Claims against the City and the Indemnified Parties, whether covered or uncovered by Consultant's Insurance, against the City and the Indemnified Parties which arise out of any type of omiSSion or error, negligent or wrongful act, of Consultant, ItS officers, agents, employees, or subcontractors City shall have the right to select defense counsel
IRV # 11674 v2 4-
9 INSURANCE
Consultant shall maintain pnor to the beginning of and for the duration of this Agreement Insurance coverage as specified In Exhibit B attached to and part of this Agreement
10 INDEPENDENT CONTRACTOR
a) Consultant IS and shall at all times remain as to the City a wholly Independent Contractor The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control Neither City nor any of ItS officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant' s officers, employees, or agents, except as set forth In this Agreement Consultant shall not at any time or In any manner represent that It or any of ItS officers, employees, or agents are In any manner officers, employees, or agents of the City Consultant shall not Incur or have the power to Incur any debt, obligation, or liability whatever against City, or bind City In any manner
b) No employee benefits shall be available to Consultant In connection with the performance of thiS Agreement Except for the fees paid to Consultant as prOVided In the Agreement, City shall not pay salanes, wages, or other compensation to Consultant for performing services hereunder for City City shall not be liable for compensation or indemnification to Consultant for Injury or sickness anslng out of performing services hereunder
11 LEGAL RESPONSIBILITIES
The Consultant shall keep Itself Informed of State and Federal laws and regulations which In any manner affect those employed by It or In any way affect the performance of ItS service pursuant to thiS Agreement The Consultant shall at all times observe and comply with all such laws and regulations The City, and ItS officers and employees, shall not be liable at law or In equity occasioned by failure of the Consultant to comply with thiS Section
12 UNDUE INFLUENCE
Consultant declares and warrants that no undue Influence or pressure IS used against or In concert with any officer or employee of the City of Stanton In connection with the award, terms or Implementation of thiS Agreement, including any method of coerCion, confidential financial arrangement, or finanCial Inducement No officer or employee of the City of Stanton Will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, In IRV # 11674 v2 5-
connection with the award of this Agreement or any work to be conducted as a result of this Agreement Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or In equity
13 NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of City, or their deSignees or agents, and no public official who exercises authority over or responsibilities with respect to the Project dUring his/ her tenure or for one year thereafter, shall have any Interest, direct or indirect, In any agreement or sub-agreement, or the proceeds thereof, for work to be performed In connection with the Project performed under thiS Agreement
14 RELEASE OF INFORMATION/CONFLICTS OF INTEREST
a) All Information gained by Consultant In performance of thiS Agreement shall be conSidered confidential and shall not be released by Consultant without City' s prior written authorization Consultant, ItS officers, employees, agents, or subconsultants, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily prOVide declarations, letters of support, testimony at depOSitions, response to Interrogatories, or other information concerning the work performed under thiS Agreement or relating to any project or property located within the City Response to a subpoena or court order shall not be conSidered " voluntary" prOVided Consultant gives City notice of such court order or subpoena
b) Consultant shall promptly notify City should Consultant, ItS officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of depOSition, request for documents, Interrogatories, request for admissions, or other discovery request, court order, or subpoena from any person or party regarding thiS Agreement and the work performed thereunder or with respect to any project or property located within the City City retains the right, but has no obligation, to represent Consultant and/ or be present at any depOSition, hearing, or Similar proceeding Consultant agrees to cooperate fully With City and to prOVide the opportunity to review any response to discovery requests proVided by Consultant However, City' s
right to review any such
response does not Imply or mean the right by City to control, direct, or rewrite said response
15 NOTICES
Any notices which either party may deSire to give to the other party under thiS Agreement must be In writing and may be given either by (I) personal serVice, ( II) delivery by a reputable document delivery service, such as but IRV # 11674 v2 6-
not limited to, Federal Express, which provides a receipt showing date and time of delivery, or ( III) mailing In the United States Mall, certified mall, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later deSignate by notice
To City City of Stanton
7800 Katella
Stanton, California 90680
Attention City Clerk
To Consultant John L Hunter & ASSOCiates
133310 Firestone Blvd SUIt A- 2
Santa Fe Springs, CA 90670
16 ASSIGNMENT
The Consultant shall not assign the performance of thiS Agreement, nor any part thereof, nor any monres due hereunder, Without prior written consent of the City Because of the nature of the services to be rendered pursuant to thiS Agreement, only those deSignated by John L Hunter shall perform the services deSCribed In thiS Agreement
John L Hunter may use assistants outline In request for proposal date October 1, 2007, under hiS direct supervision, to perform some of the services under thiS Agreement Consultant shall proVide City fourteen 14) days' notice prior to the departure of John L Hunter from Consultant employment Should he leave Consultant's employ, the City shall have the option to Immediately terminate thiS Agreement, Within three ( 3) days of the close of said notice period Upon termination of thiS Agreement, Consultant's sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to In writing between the City Council and the Consultant
17 LICENSES
At all times dUring the term of thiS Agreement, Consultant shall have In full force and effect, all licenses required of It by law for the performance of the services deSCribed In thiS Agreement
18 GOVERNING LAW
The City and Consultant understand and agree that the laws of the State of Californra shall govern the rights, obligations, duties, and liabilities of the parties to thiS Agreement and also govern the Interpretation of thiS IRV # 11674 v2 - 7-
Agreement Any litigation concerning this Agreement shall take place In the municipal, superior, or federal district court with JUriSdiction over the City of Stanton
19 ENTIRE AGREEMENT
This Agreement contains the entire understanding that between the parties relating to the obligations of the parties described In this Agreement All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged Into this Agreement and shall be of no further force or effect Each party IS entering Into this Agreement based solely upon the representations set forth herein and upon each party' s own Independent investigation of any and all facts such party deems material
20 AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Consultant warrants and represents that he/ she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of ItS obligations hereunder IRV # 11674 v2 8-
Attest
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the ay and year first above written

CITYOFSTA
By okJ
By
John F Wager, Jr , City Manager ( Signature)
fohv\ L. I-I-u.. V\ t~v'
Typed Name)
Its _! VeS I d.e""- (-
Title)
By
Signature)
Typed Name)
Its
Title)
IRV # 11674 v2 9-

EXHIBIT A

TASKS TO BE PERFORMED
I. COST ANALYSIS
l. ~"' r ' ' 1 ~(.:: t "' 1<-"'!;""'-,:: X~- 7'~
The required activities listed In the table below are charged at an hourly rate ( as shown on the company fee schedule) This table will be slightly higher due to initial setup of database and programs JLHA assumes that the cost will be a bit lower for the following years i)
1 ti t;,Estlmate",:l
l ji i ; 1 }, Ji;
t!
d hOl:lrs: "
NPDES Program Management
NPDES manager will provide assistance of
15 hours per week at City Hall and off-Site
locations as needed and wIll Include LIP
development, WQMPjSWPPP reviews,
program development, NPDES related
tasks, etc
Tasks I-VII as mentioned In proposal IS
Included In thiS estimate
780 11500 $ 89, 70000
FOG Program Management
FOG manager will provide assistance of 10
hours per week at City Hall and off-Site
locations as needed and will Include
Inspections, public outreach, filing of
applications, record keeping
520 11500 $ 59, 80000
Cost to City
NOT TO EXCEED ( unless prior approval by City) 149, 500. 00 The NPOES and FOG programs are evolVing programs, and due to the uncertainties Inherent With a program of thiS nature, such as the number of plans that will be submitted for reView, and the number of sites requiring enforcement that will be found, thiS program will be on a time and matenals basIs, With the cost not to exceed the above amount Without pnor City authonzatlon.

Compliance With the programs requires active City partiCipation and thorough Implementation of Best Management Practices ThiS proposal IS subJect to the attached terms and conditions Any additional services requested by the City will be on a time and materials baSIS, based on the written scope of work, With the total cost not to exceed the estimated amount Without prior City approval
TRV # 11674 v2 10-
Laborer (OSHA 40hr certifIed)
State CertifIed Laboratory AnalysIs
115/ hr
95/ hr
95/ hr
85/ hr
65/ hr
Pnnclpal
Project Engmeer/ Manager
PublIc Education/Outreach Manager
Inspector/Engmeer
Cost + 15%
Legal Consultation, Court Appearances/ Document reVIew, etc 24- hr mdustnal wastewater composIte samplmg (mcludmg setup) 24- hr ambIent air samplmg
Photo IOmzatIon/ Flame IOmzatIon detector
250/ hr
150/ locatIon
Combustible gas momtor
Shallow soIl or sludge samplmg eqUlpment
Subcontracted eqUlpment
100/ day
50/ day
50/ day
75/ day
Cost + 15%
For Weekends, HolIdays or evenmgs add 50% to hsted prIce Prlces effectlve as of January 1, 2007
IRV # 11674 v2 11-

EXHIBIT B

INSURANCE REQUIREMENTS
Pnor to the beginning of and throughout the duration of the Work, Consultant Will maintain Insurance In conformance with the requirements set forth below Consultant Will use eXisting coverage to comply with these requlremen'ts If that eXisting coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the eXisting coverage to do so Consultant acknowledges that the Insurance coverage and poliCY limits set forth In this section constitute the minimum amount of coverage required Any Insurance proceeds available to CltY' 1n excess of the limits and coverage required In thiS Agreement and which IS applicable to a given loss, Will be available to City
Consultant shall proVide the follOWing types and amounts of Insurance 1 Commercial General Liability Insurance uSing Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent Defense costs must be paid In addition to limits There shall be no cross liability exclUSion for claims or SUitS by one Insured against another Limits are subject to review but In no event less than $ 1, 000,000 per occurrence
2 Busmess Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 ( Any Auto) or the exact equivalent Limits are subject to reView, but In no event to be less that $ 1, 000, 000 per aCCident If Consultant owns no vehicles, thiS requirement may be satisfied by a non- owned auto endorsement to the general liability policy descnbed above If Consultant or Consultant's employees Will use personal autos In any way on thiS proJect, Consultant shall proVide eVidence of personal auto liability coverage for each such person
3 Workers CompensatIOn on a state- approved poliCY form providing statutory benefits as reqUired by law With employer' s liability limits no less than $ 1, 000, 000 per aCCident or disease
4 ProfeSSional Liability or Errors and Omissions Insurance as appropnate shall be wntten on a poliCY form coverage specifically designed to protect against acts, errors or omiSSions of the cpnsultant and Covered ProfeSSional Services" as designated In the policy must specifically Include work performed under thiS Agreement The poliCY limit shall be no less than $ 1, 000, 000 per claHn and In the aggregate The IRV # 11674 v2 12-
policy must " pay on behalf of" the Insured and must Include a provIsion establishing the Insurer' s duty to defend The policy retroactive date shall be on or before the effective date of thiS Agreement
Insurance procured pursuant to these requirements shall be written by Insurers that are admitted carners In the state of California and with an A M Bests rating of A or better and a minimum financial size VII
General conditions pertaining to provIsion of Insurance coverage by Consultant Consultant and City agree to the following with respect to Insurance provided by Consultant
1 Consultant agrees to have ItS Insurer endorse the third party general liability coverage required herein to Include as additional Insureds City, ItS offiCials, employees and agents, uSing standard ISO endorsement No CG 2010 with an edition prior to 1992 Consultant also agrees to require all contractors, and subcontractors to do likeWise .
2 No liability Insurance coverage provided to comply with thiS Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss Consultant agrees to waive subrogation rights against City regardless of the applicability of any Insurance proceeds, and to require all contractors and subcontractors to do likeWise
3 All Insurance coverage and limits provided by Contractor and available or applicable to thiS Agreement are Intended to apply to the full extent of the policies Nothing contained In thiS Agreement or any other agreement relating to the City or ItS operations limits the application of such Insurance coverage
4 None of the coverages required herein will be In compliance with these requirements If they Include any limiting endorsement of any kind that has not been first submitted to City and approved of In writing 5 No liability policy shall contain any provIsion or definition that would serve to eliminate so- called "third party action over" claims, Including any exclUSion for bodily Injury to an employee of the Insured or of any contractor or subcontractor
6 All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises Consultant shall not make any reductions In scope of coverage ( e gelimination of contractual liability or reduction of discovery period) that may affect City' s protection without City' s prior written consent
IRV # 11674 v2 13-
7 Proof of compliance with these Insurance requirements, consisting of certificates of Insurance eVidencing all of the coverages required and an additional Insured endorsement to Consultant' s general liability POliCY, shall be delivered to City at or prior to the execution of thiS Agreement In the event such proof of any Insurance IS not delivered as required, or In the event such Insurance IS canceled at any time and no replacement coverage IS provided, City has the right, but not the duty, to obtain any Insurance It deems necessary to protect ItS Interests under thiS or any other agreement and to pay the premium Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option
8 Certlflcate( s) are to reflect that the Insurer Will provide 30 days notice to City of any cancellation of coverage Consultant agrees to require ItS Insurer to modify such certificates to delete any exculpatory wording stating that failure of the Insurer to mail written notice of cancellation Imposes no obligation, or that any party Will " endeavor" ( as opposed to being required) to comply With the requirements of the certificate 9 It IS acknowledged by the parties of thiS Agreement that all Insurance coverage required to be prOVided by Consultant or any subcontractor, IS Intended to apply first and on a primary, non- contributing basIs In relation to any other Insurance or self Insurance available to City 10 Consultant agrees to ensure that subcontractors, and any other party Involved With the project who IS brought onto or Involved In the project by Consultant, prOVide the same minimum Insurance coverage required of Consultant Consultant agrees to mOnitor and review all such coverage and assumes all responsibility for ensuring that such coverage IS prOVided In conformity With the reqUirements of thiS section Consultant agrees that upon request, all agreements With subcontractors and others engaged In the project Will be submitted to City for review
11 Consultant agrees not to self- Insure or to use any self-Insured retentions or deductlbles on any portion of the Insurance required herein and further agrees that It Will not allow any contractor, subcontractor, Architect, Engineer or other entity or person In any way Involved In the performance of work on the project contemplated by thiS Agreement to self-Insure ItS obligations to City If Consultant's eXisting coverage Includes a deductible or self-Insured retention, the deductible or self- Insured retention must be declared to the City At that time the City shall review options With the Consultant, which may Include reduction or elimination of the deductible or self- Insured retention, Substitution of other coverage, or other solutions 12 The City reserves the right at any time dUring the term of the contract to change the amounts and types of Insurance required by giving the IRV # 11674 v2 14-
Consultant ninety ( 90) days advance written notice of such change If such change results In substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the Increased benefit to City
13 For purposes of applYing Insurance coverage only, this Agreement Will be deemed to have been executed Immediately upon any party hereto taking any steps that can be deemed to be In furtherance of or towards performance of this Agreement
14 Consultant acknowledges and agrees that any actual or alleged failure on the part of City to Inform Consultant of non- compliance with any Insurance reqUirement In no way Imposes any additional obligations on City nor does It waive any rights hereunder In thiS or any other regard 15 Consultant Will renew the required coverage annually as long as City, or ItS employees or agents face an exposure from operations of any type pursuant to thiS Agreement ThiS obligation applies whether or not the Agreement IS canceled or terminated for any reason Termination of thiS obligation IS not effective until City executes a written statement to that effect
16 Consultant shall prOVide proof that poliCies of Insurance required herein expiring dUring the term of thiS Agreement have been renewed or replaced With other poliCies providing at least the same coverage Proof that such coverage has been ordered shall be submitted prior to expiration A coverage binder or letter from Consultant's Insurance agent to thiS effect IS acceptable A certificate of Insurance and/ or additional Insured endorsement as reqUired In these speCifications applicable to the renewing or new coverage must be provided to City Within five days of the expiration of the coverages
17 The provIsions of any workers' compensation or similar act Will not limit the obligations of Consultant under thiS Agreement Consultant expressly agrees not to use any statutory Immunity defenses under such laws With respect to City, ItS employees, offiCials and agents
18 ReqUirements of speCific coverage features or limits contained In thiS section are not Intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally prOVided by any given poliCY SpeCifiC reference to a given coverage feature IS for purposes of clarification only as It pertains to a given Issue, and IS not Intended by any party or Insured to be limiting or ail- inclUSive IRV # 11674 v2 15-
19 These Insurance requirements are Intended to be separate and distinct from any other provIsion In thiS Agreement and are Intended by the parties here to be Interpreted as such
20 The requirements In thiS Section supersede all other sections and provISions of thiS Agreement to the extent that any other section or provIsion conflicts with or Impairs the provIsions of thiS Section 21 Consultant agrees to be responsible for ensunng that no contract used by any party Involved In any way with the project reserves the nght to charge City or Consultant for the cost of additional Insurance coverage required by thiS Agreement Any such provIsions are to be deleted with reference to City It IS not the Intent of City to reimburse any third party for the cost of complYing with these requirements There shall be no recourse against City for payment of premiums or other amounts with respect thereto 22 Consultant agrees to provide Immediate notice to City of any claim or loss against Consultant anslng out of the work performed under thiS Agreement City assumes no obligation or liability by such notice, but has the nght ( but not the duty) to monitor the handling of any such claim or claims If they are likely to Involve City
IRV # 11674 v2 16-
1 CITY OF STANTON

REPORT TO THE CITY COUNCIL
TO: Honorable Mayor and Members of the City Council
DATE: June 24, 2025
SUBJECT: PURCHASE OF TWO SOLAR-POWERED SURVEILLANCE TRAILERS REPORT IN BRIEF:

At its Budget Workshop of May 27, 2025, the City Council directed staff to utilize remaining Safe Streets Together funds to purchase two additional solar-powered surveillance trailers. Staff collected three quotes and selected vendor WCCTV based on lowest price. In addition, WCCTV is part of the General Services Administration (GSA) Contract program which allows government agencies to purchase products and services utilizing pre-approved pricing, terms, and conditions.

RECOMMENDED ACTION:

2. Waive the competitive procurement process and authorize the use of cooperative purchasing through the GSA Contract program; and

3. Authorize the City Manager to approve the purchase of two solar-powered surveillance trailers in an amount totaling $49,999.99.

BACKGROUND:

To further advance the City’s Strategic Goal 1: “Provide a safe community,” the City has implemented modern public safety deterrent strategies to promote and maintain a high quality of life. During Fiscal Year 2024-25 as part of the City’s Safe Streets Together campaign, the City rented four solar-powered surveillance trailers and placed them in known hot spots for prostitution and human trafficking. These mobile, eco-friendly trailers are equipped with cameras and allow for the observation of public spaces in real time.

Their visible presence alone increases community confidence and discourages unlawful behavior. Residents, businesses, and staff have provided favorable reviews regarding the immediate and positive impacts the surveillance trailers have had in the community.

Item: 9F
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2 ANALYSIS/JUSTIFICATION:

After consideration at its Budget Workshop on May 27, 2025, the City Council directed staff to purchase two solar-powered surveillance trailers using remaining funds from the Safe Streets Together Campaign to replace the rental cameras. Staff reached out to three vendors to obtain quotes – WCCTV, Backstreet Surveillance, and Solar Camera. In addition to providing the lowest quote after negotiations, staff determined WCCTV participates in the GSA Contract program
(https://www.gsaadvantage.gov/advantage/ws/search/advantage_search?q=0:807f031da&db=0&searchType=1).

The City’s Purchasing and Contracting Guidelines state the following related to cooperative purchasing:

Use of cooperative purchasing is encouraged to obtain good and services by aggregating volume, securing value pricing, and reducing administrative overhead.

In cooperative purchasing, the City uses an existing public contract arrived at after the completion of a competitive procurement process as a template to form the City’s own contract with the vendor to acquire the same products/services at the same/lower price. This process is also known as “piggybacking.” Measured use of cooperative purchasing can significantly reduce the time and resources needed to competitively purchase goods and services. Cooperative purchasing opportunities should be based on competitively awarded contracts that substantially comply with the California Procurement Code and the City’s standard procurement procedures.

Cooperative purchasing need not be based on the absolute lowest pricing and may consider factors in addition to price, such as the time and/or resources needed for the City to independently competitively bid for the good or service. Multi-award contracts, whereby multiple vendors are awarded a contract for a specific product and each have maximum item prices and contract terms established, are also eligible source contracts for cooperative purchasing. Contracts reached through cooperative purchasing shall be approved by the City Council. The corresponding staff report shall note the use of cooperative purchasing and describe the underlying competitive procurement relied upon.

Cooperative purchases must adhere to the following requirements:
o The competitive bidding source contract must still be in effect. o The source contract must not preclude the City from using it as an agreement for cooperative purchasing.
o The awarding jurisdiction for the source contract must be either the federal government, the State of California, or a county or city within the State of California.
3  Examples of nationally recognized purchasing cooperatives include, but are not limited to, California Multiple Award Schedule (CMAS); National Association of State Procurement Officers (NASPO) ValuePoint; the Department of General Services (DGS); OMNIA Partners (formerly U.S. Communities Cooperative Purchasing); Sourcewell (formerly National Joint Powers Alliance); and federal General Services Agency (GSA) procurements.
o The prospective vendor making a proposal to the City must be the same vendor that was awarded the source contract. It is insufficient for the prospective vendor to be a partner supplier or authorized re-seller under the source contract vendor.
o The scope of work and/or goods delivered in the source contract must be the same as (or substantially similar to) the scope of work and/or goods requested by the City.
o The prospective vendor must extend to the City the same terms and conditions as (or terms more favorable to the City than) those in the initial contract.

Staff is requesting authorization to utilize cooperative purchasing, specifically utilizing the cost schedule for products found in the GSA Contract Program, for two solar-powered surveillance trailers from WCCTV for a total cost of $49,999.99 including a five-year warranty and sales tax.

FISCAL IMPACT:

The Fiscal Year 2025-26 Adopted Operating Budget includes sufficient funds in the Safe Streets Together Program – General Fund Special Projects for the purchase of two solarpowered surveillance trailers. The total cost for the cameras is $49,999.99 (Attachment A).

ENVIRONMENTAL IMPACT:

None.

LEGAL REVIEW:

None.

PUBLIC NOTIFICATION:

Through the normal agenda posting process.
4 STRATEGIC GOALS:

Goal 1. Provide a safe community.

Goal 2. Promote a strong local economy.

Prepared by: Hannah Shin-Heydorn, City Manager
Fiscal Impact Reviewed by: Michelle Bannigan, Finance Director Approved by: Hannah Shin-Heydorn, City Manager
ATTACHMENT:

A. WCCTV Proposal
Proposal for City of Stanton (CA)
1 1
Prepared for: Hannah ShinHeydorn
Date: Jun 11, 2025
Proposal for:

City of Stanton (CA)
Trailer Proposal
Private and Confidential
Prepared by: Demond Crawley
851 International Parkway
Suite 140
Richardson, TX 75081
Tel (469) 967-0517
Attachment: A
Click here to return to the agenda.

Proposal for City of Stanton (CA) 2
Contents

1. Wireless CCTV – Experts in LTE Video Surveillance...........................................3

2. Solutions and Systems Overview.........................................................................4

3. WCCTV Service...................................................................................................7

4. Price ....................................................................................................................8

5. WCCTV Heartbeat - Proactive Diagnostics..........................................................9

6. Conditions of Business ......................................................................................10

7. Terms and Conditions........................................................................................11

8. Extended Service Terms and Conditions ...........................................................15 Proposal for City of Stanton (CA) 3

1.Wireless CCTV – Experts in LTE Video Surveillance
Wireless CCTV LLC (WCCTV) is the market leader for wireless surveillance systems and is the first to have a video surveillance product available in US which is Verizon certified.

Every WCCTV product is truly portable and easy to install. Images can be viewed from a CCTV control room, or on the move from a laptop, iPhone, iPad or Android device.

Why WCCTV?
Benefits of working with WCCTV include:
• Products specifically engineered for cell networks
• 20 years' experience in mobile video surveillance
• Verizon LTE-certified
• Plug and play out of the box
• Full network and hardware support
• One point of contact for support service
• Dedicated support functions: reducing customer costs
All WCCTV units have the following standard features
• Verizon 4G Certified
• 4G LTE Capable
• Wi-Fi Capable
• Environmentally tested
• 110v or 12v Power Options (Shore Power or Solar)
• Edge Recording (up to 8Tbyte)
• Video Analytics*
• HeartBeat Diagnostics*
Wireless CCTV's Mini Dome systems provide the user with complete flexibility and portability. The WCCTV Mini Dome is available with a range of different cameras designed to suit all deployment and budgetary requirements. The systems can be deployed in any location and are ideal for rapid installation and temporary surveillance applications.

Proposal for City of Stanton (CA) 4

2.Solutions and Systems Overview
WCCTV Pole Camera Range
Wireless CCTV's Pole Camera Range provides the user with complete flexibility. The Range takes the standard WCCTV feature set and integrates a selection of industry leading PTZ camera options designed to suit all deployment and budgetary requirements.

The system can be deployed in any location and is ideal for rapid installation and temporary surveillance applications.

WCCTV 4G IR Mini Dome
WCCTV’s 4G IR Mini Dome is a rapid deployment pole camera specifically designed for mobile video surveillance applications. The system delivers live and recorded high-definition images via 4G LTE networks.

Standard Features
4G LTE
Range 300ft Illumination
4TB HDD
Video Analytics
Universal Mount
Smart Switch
15ft Power Cord
Options
Up to 8TB HDD SSD
Up to 3 Additional Cameras
4G LTE Data-plans 300GB
Up to 3 Additional Cameras
Solar Trailer
Proposal for City of Stanton (CA) 5
WCCTV 4G Multi Sensor Dome
The WCCTV 4G Multi-Sensor Dome is a rapid deployment pole camera that provides multidirectional video surveillance utilizing 4G LTE video transmission.

Standard Features
4G LTE
360° IR Multi Sensor
4 Views From One Device
4TB HDD
Video Analytics
Universal Mount
Smart Switch
15ft Power Cord
Options
Up to 8TB HDD SSD
Up to 3 Additional Cameras
4G LTE Data-plans 300GB
Up to 3 Additional Cameras
WCCTV Surveillance Trailer Range:

The WCCTV Mini Dome Solar Trailer is an autonomously powered mobile video surveillance unit that can be rapidly installed at practically any location.

Standard Features
20ft Manual Mast
800AWP
Secure Battery Enclosure
4 Camera Bracket
Tilting Draw Bar
2 Camera Bracket set
110V Power Outlet
6 minute install
Options
750w & 1500w Solar Array
Fuel Cell Remote Recharge
Tilting Draw Bar
Voice Down Audio Warning System
Proposal for City of Stanton (CA) 6
WCCTV Secondary Cameras:

The WCCTV Pole Camera range offers the ability to add a secondary camera, whether this be a WCCTV 4G IR Mini Dome, 4G IR Mini Dome + or Multi-Sensor Dome. 4G IR Mini Dome Multi Sensor Dome
Proposal for City of Stanton (CA) 7

3.WCCTV Service
Base Services
Every WCCTV Product comes complete with a Service Package.

The suggested solution includes a service plan with the services below:

Standard Features
Camera Warranty
Trailer Maintenance**
Video Analytics License
Onsite Install (Surveillance Trailers) *
Remote Install (Pole Cameras) *
Remote Training**
Heartbeat Diagnostics***
Smart Switch Management
Remote Tech Support
Remote Footage Retrieval****
Options
Data Plan options: 300GB, or COA Options 1 year, 3 years, and 5 years Data Plan length: 1 year, 3 years, and 5 years
Renewal options length: 1 – 5 years
*Must be prebooked with WCCTV Service team minimum 48 hours' notice **Must be prebooked with WCCTV Service team minimum 5 days' notice ***Client must request upload of device onto WCCTV Heartbeat / system must have SS device to qualify ****Maximum 1 Hour of footage download per month
Extended Service Plans
You may choose an extended service plan in addition to the Limited Warranty, which is subject to the ESA Terms (defined below)
Options
WCCTV Primary MiniDome ESA (With or Without Airtime): 1 year, 3 years, and 5 years WCCTV Solar Trailer ESA: 1 year, 3 years and 5 years
*Pricing excludes sales tax at the prevailing rate.

Proposal for City of Stanton (CA) 8

4.Price
WCCTV Surveillance Trailer Range:

Please note: The Surveillance Trailer will be delivered at dock height. A forklift will be required on-site to lower the trailer to ground level. It is the customer's responsibility to furnish the forklift. However, WCCTV can deliver the trailer with a forklift for an additional fee.

Product selection:

OLM Items
Description QTY Item Price
101-8111 – Voice Down Box includes LED and Switch 2 $2,000.00 700-0002 – 5 YRs WCCTV Trailer and Dome Extended Service Plan (Terms and Conditions apply) 2 $0.00
Custom Wrap – Purchase and Installation of Custom Wrap 2 $0.00 GSA Items
Description QTY Item Price
600-0017 - WCCTV PTZ Dome X 2, Solar Trailer, 4TB SSD,
Net Box, Smart Switch, 300GB Monthly Data, Remote Training, Heartbeat, Initial on-site training and setup support, 1 YR Warranty, Service, and Maintenance (Terms and conditions apply)
2 $43,977.00
500-0005 - IR PTZ Secondary, Bracket, Cable, Flight Case 2 $0.00 Shipping and Installation (Setup) $0.00
Sales Tax – 8.75% $4,022.99
TOTAL $49,999.99
*pricing excludes sales tax at the prevailing rate
Pricing based on GSA schedule 84 price list (contract number GS-07F-031DA) Proposal for City of Stanton (CA)
9 9

5.WCCTV Heartbeat - Proactive Diagnostics
What does WCCTV Heartbeat detect?
Connection Issues: We will report if the connection to your WCCTV system fails or the system goes offline Camera Failures: We can detect if a camera has developed a fault or has been tampered with.

Hard Disk Failures: We can detect any hard disk failures or if the system stops recording.

Recording Issues: Reports if the system records for less time than expected.

Time & Date Inaccuracy: Reports when the time is incorrect or tampered with.

Proposal for City of Stanton (CA) 10

6.Conditions of Business
BY ORDERING THE EQUIPMENT AND/OR USING THE SERVICE, YOU ACKNOWLEDGE AND AGREE THAT:

1. If you order any of the Equipment described above, you agree to purchase it at the prices set out above. If airtime is included with the Equipment, airtime in excess of the airtime set forth above shall be billed to you at standard rates in place at the time incurred, unless otherwise agreed to in a subsequent writing. If airtime is provided it shall be provided for a fixed term of 12, 24, 36, 48, or 60 months (the "Fixed Term"). Unless otherwise stated, if airtime is included, the pricing for airtime shall expire at the end of the Fixed Term of each piece of Equipment ordered. If airtime is included, the Fixed Term begins upon delivery of the Equipment and ends at the expiration of 12, 24, 36, 48 or 60 months after it begins, depending on which Fixed Term is agreed upon and ordered.

2. If airtime for the Equipment is purchased, the amountIncluded Gigabytes") are included in the price of the Equipment during the Fixed Term, which, as stated above, begins on the date the Equipment is delivered. You will receive monthly invoices indicating your gigabyte usage during the prior period only if you exceed the amount of your Included Gigabytes. After the Included Gigabytes are used, gigabytes will be billed at WCCTV's standard rates at the time the airtime is incurred (except as provided in Paragraph 4 below).

3. If airtime for the Equipment is initially purchased, after expiration of the Fixed Term, upon written request you may elect a rate plan for airtime that is available at that time for a new Fixed Term, at which time you will be provided with a new proposal. After the expiration of the Fixed Term(s) of the Equipment, WCCTV's standard rates shall apply until you properly cancel your service as provided in the Terms or until a new rate plan is agreed upon.

4. If airtime is purchased, the service and usage rates listed above shall only apply during the Fixed Term of the Equipment ordered. Such pricing cannot be guaranteed by WCCTV due to possible fluctuations in costs imposed on WCCTV by its service providers. However, if you have exceeded your Included Gigabytes and if WCCTV increases any overage usage rates that are specifically set out herein during the Fixed Term, you may cancel the service without incurring any additional Usage Charges (as defined in the Terms) by providing written notice within 30 days following notice of any increase and otherwise complying with the Terms.

5. All terms not defined herein shall have the same meaning as set forth in the Terms.

6. You are bound by and subject to Terms. The pricing information is provided to you herein. You acknowledge that you have received and read this proposal (including the pricing terms) and the terms and conditions herein and that you are bound by them even if you have not read them or signed a written agreement.

7. You acknowledge that the price you pay for the Equipment is not refundable and if service/airtime is provided, you may cancel only in accordance with the Terms. If airtime is provided, you may only terminate your obligations hereunder upon full compliance with the Terms. If airtime is provided, you acknowledge that you will remain liable for any outstanding charges for equipment usage activity not yet billed at the time of termination.

8. Pricing set out in the Proposal shall be valid for 30 days from the date of the Proposal. After that time, please contact WCCTV for current Pricing Detail.

Proposal for City of Stanton (CA) 11

7.Terms and Conditions
Wireless CCTV, LLC ("WCCTVYouTerms") with respect to the sale of certain equipment identified in the Proposal or in a purchase order issued by you and confirmed by WCCTVEquipment") and related airtime and other services identified in the Proposal (excluding services under any ESA) (the "Service"). At WCCTV's option the Equipment may be offered without airtime. These TermsProposal") and are accepted by You upon placement of an order for Equipment, whether directly from WCCTV, from a third-party supplier/distributor/re-seller or any other source and constitute a binding and enforceable legal agreement between the parties. If there is a conflict between the terms of the Proposal and these Terms, the Terms shall control. These Terms prevail over any general terms and conditions that may be affixed to your order regardless of whether or when You have submitted any purchase order or such terms. Fulfilment of Your order does not constitute acceptance of any of your terms and conditions and does not serve to modify or amend these Terms.

Authorization

1.1 If You are an entity and not an individual, then the person accepting these Terms represents and warrants that he/she has been properly authorized and empowered to do so on behalf of such entity.

1.2 If You are an individual, You represent You are of legal age and have capacity to enter into these Terms.

1.3 You authorize WCCTV and its assigns to verify Your creditworthiness with a credit reporting agency at any time and to share information about Your performance hereunder with third-parties.

Order, Delivery and Equipment

2.1 WCCTV shall supply the Equipment to You at the price(s) specified herein, or otherwise agreed in writing by WCCTV.

2.2 WCCTV shall deliver the Equipment at its own risk to the Point of Delivery specified in the Proposal, or otherwise agreed in writing by You and WCCTV.

2.3 WCCTV shall use reasonable efforts to deliver the Equipment within a reasonable time, but it shall not incur any liability in the event of any delay.

2.4 Placement of Your order constitutes acceptance of these Terms and Your agreement to pay the prices set forth herein for the Equipment/Service ordered. If You issue an order for the Equipment, You acknowledge that such order constitutes Your acceptance of the Proposal and Terms and Your firm commitment to purchase the Equipment/Service ordered at the prices set forth in the Proposal (or as otherwise specified in writing by WCCTV). You may not modify these Terms or any pricing in any purchase order. If Your order is placed via telephone, through a third-party supplier/distributor or any other method, acceptance and use of the Equipment constitutes Your acceptance of these Terms.

2.5 You shall inspect the Equipment within such time as necessary to make a valid claim against the carrier for any damage incurred during transit and in no event more than three (3) days of receipt of the Equipment ("Inspection Period"). All Equipment shall be in good order upon release to the carrier. ALL CLAIMS FOR DAMAGE AND LOSS IN TRANSIT MUST BE FILED BY YOU AGAINST THE CARRIER CONSISTENT WITH THE SHIPPING POLICY.

2.6 You shall examine the Equipment within the Inspection Period and notify WCCTV if the Equipment is not in good working order at the time of receipt or is Nonconforming Equipment. You will be deemed to have accepted the Equipment unless You notify WCCTV in writing of any Nonconforming Equipment during the Inspection Period and furnish such written evidence or other documentation as reasonably required by WCCTV. "Nonconforming Equipment" means only the following: (i) product shipped is different than identified in Your purchase order; or (ii) product’s label or packaging incorrectly identifies its contents.

2.7 If You timely notify WCCTV of any Nonconforming Equipment, WCCTV shall, in its sole discretion, (i) replace such Nonconforming Equipment with conforming Equipment, or (ii) credit or refund the Price for such Nonconforming Equipment, together with any reasonable shipping and handling expenses incurred by You in connection therewith. You shall ship, per WCCTV’s instructions and WCCTV’s expense and risk of loss, the Nonconforming Equipment to WCCTV’s facility located at 851 International Pkwy, Suite 140, Richardson, Texas, 75081. If WCCTV exercises its option to replace Nonconforming Equipment, WCCTV shall, after receiving Your shipment of Nonconforming Equipment, ship to You, at WCCTV’s expense and risk of loss, the replaced Equipment. YOU ACKNOWLEDGE AND AGREE THAT THE REMEDIES SET FORTH IN THIS CLAUSE 2.7 ARE YOUR EXCLUSIVE REMEDIES FOR THE DELIVERY OF NONCONFORMING EQUIPMENT. EXCEPT AS PROVIDED UNDER THIS CLAUSE 2.7, ALL SALES OF EQUIPMENT TO YOU ARE FINAL, AND YOU HAVE NO RIGHT TO RETURN PURCHASED EQUIPMENT TO WCCTV.

Term; Cancellation of Service

3.1 If You purchase Equipment which includes airtime, You agree to the Fixed Term set forth in the Proposal as invoiced by WCCTV. The Fixed Term and any subsequent term are collectively referred to as the "Term". You are bound by these Terms for the full Term. You may cancel the Service for any reason by providing WCCTV with 30 days' notice, which cancellation will take effect on or before the beginning of the next billing cycle after the expiration of the notice period. IF YOU CANCEL SERVICE OR BREACH THE TERMS AND CONDITIONS BEFORE THE END OF THE FIXED TERM, YOU

ACKNOWLEDGE THAT THE RESULTING HARM TO WCCTV IS EXTREMELY DIFFICULT TO MEASURE AND AGREE THAT WCCTV MAY RETAIN ALL FUNDS PAID FOR THE EQUIPMENT AND SERVICE, AS A REASONABLE ESTIMATE OF ITS DAMAGES. WCCTV's cost of providing the Service and Equipment is not incurred evenly over the Term. If You purchase Equipment which includes airtime, the pricing of the Equipment is based on the assumption that You will remain a customer for the Fixed Term and any subsequent Fixed Term that is later agreed upon. You agree that if You cancel during a Fixed Term, retention of charges paid is reasonable. If You purchase Equipment which includes airtime, after the expiration of a Fixed Term: (a) Your obligations will continue on a monthto-month basis; and (b) 30 days' written notice of termination is still required.

3.2 If WCCTV increases rates specifically set out in the Proposal during a Fixed Term, You may cancel the Service if You do so in writing within 30 days of the date of notice of a rate increase.

3.3 If You are a reseller of the Equipment, WCCTV may terminate its relationship with You immediately upon breach of any of these Terms (including but not limited to failure to pay) or upon thirty (30) days written notice for any reason whatsoever. Your obligation to pay for Equipment and Service already purchased shall continue regardless of termination.

Charges

4.1 You will pay all the charges for all usage of the Equipment, including, but not limited to, charges for data used in connection with the Equipment after delivery and any other charges for Service ("Usage Charges") as provided in Section 4.3 below. Certain usage charges may be included in the price of the Equipment, if stated in this Proposal and certain Usage Charges are not included in the price of the Equipment. Rates specified shall apply only during the Fixed Term, unless notified in writing by WCCTV of an increase. WCCTV may increase the usage rates at any time, as and when it deems appropriate, subject to Your rights to cancel as provided in Clause 3.2.

4.2 You will pay for all additional gigabytes in full gigabyte increments, with partial gigabytes rounded to the next full gigabyte.

4.3 You are responsible for Equipment charges (reflected in the Proposal, or otherwise provided by WCCTV in writing), Usage Charges, all applicable taxes, cancellation fees, late payment fees, shipping charges and other charges and fees (collectively, the "Charges") through the last day of the billing cycle following receipt of the required 30 days' notice of termination set out in Clause 3.1 above, whether or not You personally use the Equipment or gigabytes for which the Charges are imposed.

4.4 You shall pay all Charges invoiced by WCCTV within thirty (30)Due Date") of an invoice from WCCTV at the address identified on the invoice. Invoices that remain unpaid after the Due Date of the invoice are delinquent, and Service is subject to immediate suspension or termination. A late payment fee of $5.00 or 1.5%, whichever is greater, may be charged on all delinquent accounts. In no event will any late payment fee exceed the highest lawful rate.

4.5 WCCTV may, at its option, issue invoices prior to the end of a billing period if Charges exceed $500.00.

4.6 If You ask WCCTV for support, service, repair or training we will be entitled to charge You for such support, service or training in accordance with our then current price list.

4.7 YOU MUST NOTIFY WCCTV IN WRITING OF ANY DISPUTES REGARDING CHARGES WITHIN 15 CALENDAR DAYS OF RECEIPT OF THE FIRST INVOICE CONTAINING THE DISPUTED CHARGE OR THE RIGHT TO DISPUTE THE CHARGE WILL BE WAIVED.

4.8 After cancellation or termination of Service, You shall pay invoices issued to You for any and all Usage Charges incurred prior to cancellation or termination, whether or not WCCTV is aware of such charges at the time of cancellation or termination.

4.9 If You claim any exemption from any applicable taxes, You will only be entitled to such exemption after WCCTV receives acceptable documentation of entitlement to such exemption from You.

Forms of Payment; Credit Card Charges and Authorization

5.1 You may use the following forms of payment unless otherwise informed in writing by WCCTV: wire transfer, business check, money order, cashiers or certified check or credit card. If a credit card is used, the credit card may be charged the amount invoiced by WCCTV automatically upon generation of an invoice. You authorize WCCTV to charge the credit card for all charges incurred hereunder.

Additionally, WCCTV may charge the credit card for Charges incurred prior to an invoice date if Charges exceed $500.00 or any established credit limit, whichever is greater, during a billing period.

5.2 If a credit card is used, upon placement of the order and prior to incurring any Usage Charges, YouAuthorization Amount"). Determination of the Authorization Amount is in WCCTV's sole discretion, but is anticipated to be $1,500.00. The Authorization Amount is considered temporary and is used to confirm validity of and availability of credit on the credit card in the estimated amount of future Charges.

5.3 If providing WCCTV with a credit card for payment, You represent that You are authorized to make charges on such account.

Proposal for City of Stanton (CA) 12

5.4 DEBIT CARDS ARE NOT AN ACCEPTABLE FORM OF PAYMENT. WCCTV disclaims any and all liability for any damages incurred by You as a result of using a debit card, including, but not limited to, NSF charges.

Proposal for City of Stanton (CA) 13
Equipment Use, Loss and Damage

6.1 Upon delivery to You, WCCTV will provide an onboarding session and instructional video linksVideo Links").

6.2 You will use the Equipment in accordance with the onboarding session, video links and any manufacturer's instructions and/or specifications (collectively, the "Manufacturer's Instructions") and in no other manner. The Manufacturer's Instructions are incorporated in these Terms by reference. The Equipment shall be used only with the modem included with Equipment when delivered. You shall not remove or replace any modem contained in the Equipment, unless specifically authorized to do so in writing by WCCTV.

6.3 Unless otherwise agreed, ownership of the Equipment will transfer to You upon WCCTV's receipt of payment of the full price of the Equipment. Until ownership of the Equipment transfers to You, You

6.3.1 Effect any repairs or modifications to the Equipment;

6.3.2 Remove or interfere with any certification markers affixed to the Equipment;

6.3.3 Deface or add to the Equipment;

6.3.4 Allow any third-party to use of the Equipment;

6.3.5 Attempt to dispose of the Equipment or to grant any interest in the Equipment to any third-party; or

6.3.6 Sell the Equipment to a third-party.

6.4 You grant WCCTV, our agents and employees, an irrevocable licence at any time to enter into or onto any premises or land where the Equipment is or may be stored in order to inspect it, or, where Your right to possession has terminated, to recover it.

6.5 We shall be entitled to charge You the costs we incur in recovering the Equipment in accordance with this Clause.

6.6 In the event the Equipment is lost or stolen, You must notify WCCTV immediately and provide WCCTV with the internet protocol address ("IP Address") of the Equipment lost or stolen. You are responsible for all Charges incurred on the Equipment up to the time that the provider/carrier contracted by WCCTV to provide the Service disables the Equipment. If You do not or cannot provide the IP Address of the lost or stolen Equipment, Service cannot be cancelled, and You will continue to be responsible for all charges incurred on such Equipment.

6.7 If You purchased the Equipment and Service from anyone other than WCCTV, that company is obligated to provide You customer service and WCCTV is not.

Software

7.1 If the Equipment incorporates software owned by WCCTV we grant You a non-exclusive, non-transferable license to use that software as part of the Equipment and You must:

7.1.1 not copy, distribute, transmit, transcribe, translate, adapt, vary, modify, disassemble, decompile or reverse engineer our software or our software manuals without our express written permission; and

7.1.2 obey any additional license terms, if any, provided by us to You in relation to that software (including as part of the operating manuals relating to the Equipment).

7.2 If the Equipment incorporates third-party software licensed to us You must:

7.2.1 (subject to Clause 7.2.2) not copy, distribute, transmit, transcribe, translate, adapt, vary, modify, disassemble, decompile or reverse engineer that software or the software manuals; and

7.2.2 obey that third-party's license terms as shown in the third-party software and third-party software manuals.

7.3 You agree to indemnify WCCTV and hold WCCTV harmless against any liabilities WCCTV incurs whatsoever as a consequence of a breach by You of this Clause.

Limited Warranty, Disclaimer of Warranty, Limitation of Liability, Indemnity Limited Warranty and Exclusions

8.1 WCCTV warrants to the original purchaser that the Equipment is free from material defects in material and workmanship for a period of 12 months following the date of delivery under normal use, subject to the requirements, exclusions and limitations stated herein (the "Limited Warranty"), which will be strictly applied.

8.1.1 Timing. WCCTV shall not be liable for a breach of this Limited Warranty unless: (a) You give written notice of the defective Equipment, reasonably described, to WCCTV within fifteen (15) days of the time when You discover or ought to have discovered the defect; (b) You include proof of purchase and proof of date of purchase (c) if applicable, WCCTV is given a reasonable opportunity after receiving the notice of breach of this Limited Warranty to examine such Equipment and You return such Equipment to WCCTV's place of business; and (d) WCCTV reasonably verifies Your claim that the Equipment is defective.

8.1.2 Normal Use, No Repairs or Alterations: This Limited Warranty covers only defects in the original components, and does not apply if the Equipment is modified, repaired or altered in any fashion or has been subjected to neglect, abuse, misuse, accident, overload or other unreasonable use, including failure to exercise reasonable care or perform necessary maintenance in the operation, transport and storage or the Equipment.

8.1.2 Manufacturer's Instructions: Failure to use Equipment in accordance with Manufacturer's Instructions.

8.1.3 Exclusion of Components Warranted by other Manufacturers: Components manufactured by a third-party ("Third Party Product") may constitute, contain, be contained in, incorporated into, attached to or packaged together with the Equipment. WCCTV MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY THIRD-PARTY PRODUCT, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; WARRANTY OF TITLE; OR WARRANTY AGAINST

INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD-PARTY, WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE OR OTHERWISE.

8.1.4 Compliance with Terms: Charges being current and there being no breach of these Terms.

8.1.5 Consumables: This Limited Warranty does not cover any parts that require replacement or maintenance in the ordinary use due to normal wear and tear such as bake components, seals, bearings, etc.

8.1.6 Rust, Scratches and Dents. This Limited Warranty does not cover rust or scratches and dents at the time of purchase.

8.1.7 Connectivity. WCCTV is not liable for the performance of the Equipment (except as otherwise specifically provided in this Clause) or the operation of the network to which it is connected.

You acknowledge that Service may be temporarily interrupted, delayed or otherwise limited due to a variety of causes, including without limitation transmission limitations and by atmospheric and other conditions, system capacity limitations and system and equipment failure.

Disclaimer

8.2 WCCTV DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, WITH REGARD TO ANY SERVICE.

Limitations

8.3 SUBJECT TO THE TERMS HEREOF, THE SOLE RESPONSIBILITY OF WCCTV UNDER THE LIMITED WARRANTY SHALL BE, IN WCCTV'S SOLE DISCRETION, TO EITHER (A) REPAIR OR

REPLACE THE EQUIPMENT OR (B) CREDIT OR REFUND THE PRICE OF THE EQUIPMENT AT THE PRO RATA CONTRACT RATE PROVIDED THAT, IF WCCTV SO REQUESTS, YOU SHALL RETURN THE EQUIPMENT TO WCCTV CONSISTENT WITH CLAUSE 2.7.

8.4 THE LIMITED WARRANTY ON EQUIPMENT PROVIDED HEREIN IS LIMITED TO THE TERMS OF THIS CLAUSE AND IS IN LIEU OF ANY AND ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED. EXCEPT AS PROVIDED IN THIS CLAUSE, WCCTV DISCLAIMS ALL WARRANTIES AND CONDITIONS WHETHER EXPRESS OR IMPLIED, REGARDING ANY MATTER, INCLUDING

WITHOUT LIMITATION THE WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE IN TRADE, NONINFRINGEMENT AND THAT THE EQUIPMENT AND SERVICE WILL BE ERROR FREE. IF APPLICABLE STATE LAW DOES NOT ALLOW THE DISCLAIMER OF CERTAIN IMPLIED WARRANTIES, THE RELEVANT PORTIONS OF THE ABOVE EXCLUSIONS MAY NOT APPLY.

8.5 IN NO EVENT SHALL WCCTV BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL,

INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE,

REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT WCCTV HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

8.6 WCCTV WILL IN NO EVENT BE RESPONSIBLE, NOR SHALL YOU MAKE ANY CLAIM AGAINST WCCTV, FOR ANY LIABILITY, CLAIM, LOSS, INJURY, DAMAGE OR EXPENSE OF ANY KIND (INCLUDING LOST PROFITS) WHETHER DIRECT, INDIRECT OR CONSEQUENTIAL CAUSED BY THE EQUIPMENT OR THE FAILURE OF THE EQUIPMENT TO OPERATE CORRECTLY, OR AT ALL, OR DELAY, FAULTINESS (SUCH AS DEGRADATION OF SERVICE), FAILURE OF THE SERVICE OR DEACTIVATION OF SERVICE PURSUANT TO THESE TERMS.

Proposal for City of Stanton (CA) 14

8.7 IN NO EVENT SHALL WCCTV’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO ANY SALE OR PROPOSED SALE OF EQUIPMENT AND/OR SERVICES OR ANY EQUIPMENT

AND/OR SERVICES SOLD TO YOU, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO WCCTV FOR THE EQUIPMENT AND SERVICES SOLD UNDER THE PURCHASE ORDER RELATING TO THE EQUIPMENT AND/OR SERVICES AT ISSUE.

GENERAL

8.8 The Limited Warranty contained herein gives You specific legal rights. You may also have other rights which vary from state to state.

8.9 You shall be solely responsible for and shall indemnify and hold harmless WCCTV against any and all claims, demands and liability, including reasonable attorneys' fees and expenses, arising as a result of Your ownership, possession, use, or misuse of the Equipment or the Service provided hereunder.

Termination

9.1 The use of the Equipment and all Service may be terminated or deactivated without notice by WCCTV upon any of the following events: (a) WCCTV has any reason to believe the Equipment was obtained by any misrepresentation or fraudulent means; (b) WCCTV has any reason to believe any modem on the Equipment has been tampered with; (c) WCCTV has any reason to believe the Equipment is or may be used for any illegal or improper purpose, or in violation of applicable laws; (d) a breach of any of these Terms including the payment terms; or (e) detection of unusually high usage, or possible theft or fraud. WCCTV may also terminate these Terms without any liability whatsoever in the event that Service is not available to WCCTV or becomes unavailable for any reason. No remedy of WCCTV shall be exclusive of any other remedy whether provided herein or available at law or in equity, but shall be cumulative with other remedies.

Intellectual Property

10.1 If, and only if, You are a reseller or distributor of the Equipment, WCCTV hereby grants You a royalty free, revocable, non-transferable limited license to use the trademarks associated with the Equipment (the "WCCTV Trademarks") for the limited purposes of marketing and sale of the Equipment and only to exercise Your rights and perform Your obligations under this Agreement in the territory specified by WCCTV. Such license shall be automatically revoked upon termination of the relationship between You and WCCTV.

10.2 You shall ensure that each reference to and use of any of the WCCTV Trademarks is in a manner approved in advance, in writing by WCCTV.

10.3 You shall not:

10.3.1 make any modifications to the Equipment or its packaging;

10.3.2 alter, remove or tamper with any WCCTV Trademarks, numbers, or other means of identification used on or in relation to the Equipment;

10.3.3 use any of the WCCTV Trademarks in any way which might prejudice their distinctiveness or validity or the goodwill of WCCTV therein;

10.3.4 use in relation to the Equipment any trademarks other than WCCTV's Trademarks without obtaining the prior written consent of WCCTV; or

10.3.5 use any trademarks or trade names so resembling any trademark or trade names of WCCTV as to be likely to cause confusion or deception.

10.4 Except as provided in this Clause, You shall have no rights in any trade names or trademarks used by WCCTV in relation to the Equipment or of the goodwill associated therewith, and You hereby acknowledge that, except as expressly provided in this Agreement, You shall not acquire any rights in respect thereof and that all such rights and goodwill are, and shall remain, vested in WCCTV.

10.5 You shall take all such steps as WCCTV may reasonably require to assist the Manufacturer in maintaining the validity and enforceability of any WCCTV intellectual property during the term of this Agreement.

10.6 You shall return all relevant documentation and any copies of such documentation to WCCTV at Your risk (carriage paid) promptly on termination of your relationship with WCCTV or upon WCCTV's request.

10.7 You shall at the request and cost of WCCTV execute such registered user agreements or licenses in respect of the use of the WCCTV Trademarks as WCCTV may reasonably require, provided that the provisions thereof shall not be more onerous or restrictive than the provisions of this Agreement.

10.8 You shall not do or authorize any third-party to do any act which would or might invalidate or be inconsistent with any intellectual property of WCCTV and shall not omit or authorize any third-party to omit to do any act which, by its omission, would have that effect or character.

10.9 You shall promptly and fully notify WCCTV of any actual, threatened or suspected infringement of any intellectual property of WCCTV, and of any claim by any third-party that the Equipment, or its sale, infringes any rights of any other person, and You shall at the request and expense of WCCTV do all such things as may be reasonably required to assist WCCTV in taking or resisting any proceedings in relation to any such infringement or claim.

Notice

11.1 You shall send all notices required hereunder in writing via certified mail, return receipt requested to: Wireless CCTV LLC, 851 International Pkwy, Suite 140, Richardson, TX, 75081

11.2 Any notice to You is sufficient if sent via first class mail to the address provided by You upon ordering the Equipment or an email address provided by You.

Applicable Law

12.1 These Terms shall be deemed entered into in Dallas County, Texas and shall be governed by the laws of the State of Texas, Unitfed States of America. In addition, these Terms are subject to applicable foreign, federal and state laws and tariffs.

General

13.1 These Terms can only be modified in writing. Specifically, they cannot be modified by any WCCTV representative in person, over the phone or by email. However, they may be modified in writing from time to time by WCCTV. Any such modifications are binding upon You upon either posting new terms or conditions on WCCTV's website or upon transmittal of the new terms and conditions to You via email or any other method to the billing address supplied by You when placing the order.

13.2 The headings in these Terms are for convenience of reference only and shall not affect the meaning or construction of the provisions contained herein.

13.3 No waiver by WCCTV of any breach of these Terms shall be considered as a waiver of any subsequent breach of the same or any other provision hereof.

13.4 You shall be liable to WCCTV for all expenses, including reasonable attorneys' fees, collection fees and court costs incurred in connection with any collection, repossession or other action brought to enforce WCCTV's rights hereunder.

13.5 Your rights and obligations under these Terms cannot be assigned or transferred by You, nor can they be modified or waived except by written instrument signed by WCCTV or its authorized agent.

These Terms constitute the entire agreement between WCCTV and You; there are no other representations, conditions, warranties, guarantees, or collateral agreements, express or implied, statutory or otherwise, concerning the use of the Equipment or the Service, other than as set forth herein.

13.6 WCCTV is not liable for any lack of privacy which may be experienced with regard to the Equipment or Service. You authorize WCCTV's monitoring and recording of information concerning Your usage and the Service and consents to WCCTV's use of telephone, facsimile and email to contact You.

13.7 If the performance of any part of these Terms by WCCTV is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labour disputes, act of God, terrorist attack, or any other causes beyond the control of WCCTV, WCCTV shall be excused from performance to the extent that it is prevented, hindered or delayed by such causes.

13.8 WCCTV may assign all or part of its rights or duties under the Terms without the notice to You, except to the extent required by law. Such an assignment releases WCCTV from all liability. You may not assign the Terms without WCCTV's prior written consent. Subject to these restrictions, the Terms will bind the heirs, successors, and assigns of the respective parties who will receive its benefits.

13.9 If any provision herein is determined to be invalid or unenforceable, the remaining provisions shall not be affected and shall continue to bind the parties as though the invalid or unenforceable provision (or portion thereof) were not contained herein.

Proposal for City of Stanton (CA) 15

8.Extended Service Terms and Conditions
These Extended Service Agreement Terms and Conditions ("ESA Terms") provide for the repair or replacement necessary to correct certain material defects in material and workmanship in the Equipment for the ESA Term, subject to the requirements, exclusions and limitations stated herein, which will be strictly applied. Please review the ESA Terms in their entirety as they are not merely an extension of the Limited Warranty.

These ESA Terms are delivered with the Proposal and are accepted by You upon placement of an order for Equipment with an Extended Service Plan, whether directly from WCCTV, from a third-party supplier/distributor/re-seller or any other source and constitute a binding and enforceable legal agreement between the partiesESA").

If there is a conflict between the terms of the Proposal and these ESA Terms, the ESA Terms shall control. These ESA Terms prevail over any general terms and conditions that may be affixed to your order regardless of whether or when You have submitted any purchase order or such terms. Fulfilment of Your order does not constitute acceptance of any of your terms and conditions and does not serve to modify or amend these ESA Terms.

Definitions

1.1 Capitalized terms used, but not defined, herein shall be given the same meaning ascribed to them in the Terms.

1.2 The following capitalized terms shall have the meanings set forth below:
"Covered Component" means any component of the Equipment other than the Excluded Components, including batteries, solar panels, charging components, mechanical elements of the mast, and LED and brake lights.
"Deductible" means the fixed fee payable for an on-sight assessment of the Equipment. The Deductible shall be $1,000 if the assessment takes place at a Service Location located in Texas or $2,000 if the assessment takes place at a Service Location located in the Service Area (excluding Texas). "ESA Term" means the term of the Extended Service Plan agreed by the parties, whether, one, three or five years, provided that the ESA shall terminate if you "Excluded Components" means the structural elements of the trailer, consisting of frame, axel, mast, tow bar, stabilizers and tires. "Failure" means the failure or inability of a Covered Component to perform functions for which it was designed to perform due to defects in material or workmanship under normal use. Failure does not include reduction in operating performance due to normal wear and tear. "Service Area" means the 48 continental states of the United States of America. "Service Location" means at WCCTV's option (i) a clean, secure, covered location with ready access to power provided by You for the assessment and any repair of the Equipment; or (ii) a service location designated by WCCTV.

Order

2.1 Placement of Your order constitutes acceptance of these ESA Terms and Your agreement to pay the prices set forth herein for the applicable Extended Service Plan. If You issue an order for the Equipment with an Extended Service Plan, You acknowledge that such order constitutes Your acceptance of the Proposal, Terms, the ESA Terms and Your firm commitment to purchase the Extended Service Plan ordered at the prices set forth in the Proposal (or as otherwise specified in writing by WCCTV). You may not modify these ESA Terms or any pricing in any purchase order. If Your order is placed via telephone, through a third-party supplier/distributor or any other method, acceptance and use of the Equipment constitutes Your acceptance of these ESA Terms.

WCCTV's Responsibilities

3.1 During the applicable ESA Term, (i) if applicable, the Limited Warranty shall be extended for the ESA Term; and (ii) WCCTV agrees to provide the services necessary to repair or replace any Covered Component that experiences a Failure within the Service Area. WCCTV'S OBLIGATIONS HEREUNDER ARE SUBJECT TO THE SAME EXCLUSIONS, DISCLAIMERS AND LIMITATIONS APPLICABLE TO THE LIMITED WARRANTY WITH REFERENCES TO THE EQUIPMENT INCLUDING THE COVERED COMPONENTS. WCCTV will make its initial assessment of the Equipment or Covered Component within 15 business days of receiving written notice of a Failure or asserted claim under the Limited Warranty. WCCTV shall cover the cost of technician's travel within the Service Area.

Your Responsibilities

4.1 All reasonable efforts will be made by You to facilitate a remote technical support by WCCTV

4.2 If it is determined that the malfunction of the Equipment or Failure is not covered by the Limited Warranty or this ESA, you will be charged and you agree to pay the applicable Deductible, plus the costs of any parts should You request WCCTV to repair the Equipment and WCCTV agrees to make such repairs.

Territory

5.1 The ESA applies to Equipment sold to You, and located in, the Service Area.

Assignment

6.1 The ESA is for the sole benefit of You and may not be assigned to a third-party without the express written consent of WCCTV.

Optional; Not Insurance

7.1 The ESA is optional. The Limited Warranty will apply in accordance with its terms, regardless of whether or not an ESA is purchased. The ESA is not an insurance policy. The ESA is not intended to be offered in any state or jurisdiction where such an offering is not authorized or is unlawful under applicable law and any such offering is void. Any provision of the ESA that is unenforceable under applicable law is excluded and the remaining provisions should be enforced without the unenforceable provision.

Notice

8.1 You shall send all notices required hereunder in writing via certified mail, return receipt requested to: Wireless CCTV LLC, 851 International Parkway, Suite 140, Richardson, TX, 75081

8.2 Any notice to You is sufficient if sent via first class mail to the address provided by You upon ordering the Equipment or an email address provided by You.

Applicable Law

9.1 These ESA Terms shall be deemed entered into in Dallas County, Texas and shall be governed by the laws of the State of Texas, United States of America. In addition, these ESA Terms are subject to applicable foreign, federal and state laws and tariffs.

General

10.1 These ESA Terms can only be modified in writing. Specifically, they cannot be modified by any WCCTV representative in person, over the phone or by email. However, they may be modified in writing from time to time by WCCTV. Any such modifications are binding upon You upon either posting new terms or conditions on WCCTV's website or upon transmittal of the new terms and conditions to You via email or any other method to the billing address supplied by You when placing the order.

10.2 The headings in these ESA Terms are for convenience of reference only and shall not affect the meaning or construction of the provisions contained herein.

10.3 No waiver by WCCTV of any breach of these ESA Terms shall be considered as a waiver of any subsequent breach of the same or any other provision hereof.

10.4 You shall be liable to WCCTV for all expenses, including reasonable attorneys' fees, collection fees and court costs incurred in connection with any collection, repossession or other action brought to enforce WCCTV's rights hereunder.

10.5 Your rights and obligations under these ESA Terms cannot be assigned or transferred by You, nor can they be modified or waived except by written instrument signed by WCCTV or its authorized agent. These ESA Terms constitute the entire agreement between WCCTV and You; there are no other representations, conditions, warranties, guarantees, or collateral agreements, express or implied, statutory or otherwise, concerning the use of the Equipment or the Service, other than as set forth herein.

10.6 WCCTV is not liable for any lack of privacy which may be experienced with regard to the Equipment or Service. You authorize WCCTV's monitoring and recording of information concerning Your usage and the Service and consents to WCCTV's use of telephone, facsimile and email to contact You.

10.7 If the performance of any part of these ESA Terms by WCCTV is prevented, hindered, delayed or otherwise made impracticable by reason of any flood, riot, fire, judicial or governmental action, labour disputes, act of God, terrorist attack, or any other causes beyond the control of WCCTV, WCCTV shall be excused from performance to the extent that it is prevented, hindered or delayed by such causes.

Proposal for City of Stanton (CA) 16

10.8 WCCTV may assign all or part of its rights or duties under the ESA Terms without the notice to You, except to the extent required by law. Such an assignment releases WCCTV from all liability. You may not assign the ESA Terms without WCCTV's prior written consent. Subject to these restrictions, the ESA Terms will bind the heirs, successors, and assigns of the respective parties who will receive its benefits.

10.9 If any provision herein is determined to be invalid or unenforceable, the remaining provisions shall not be affected and shall continue to bind the parties as though the invalid or unenforceable provision (or portion thereof) were not contained herein.

CITY OF STANTON

REPORT TO CITY COUNCIL
TO: Honorable Mayor and Members of the City Council
DATE: June 24, 2025
SUBJECT: APPROVAL OF SIXTH AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT WITH HARTZOG AND CRABILL, INC. TO PROVIDE ONCALL TRAFFIC OPERATIONS SERVICES REPORT IN BRIEF:

Hartzog and Crabill has been providing on-call traffic operations and engineering support services since 2014, including traffic signal operations support services. The current Agreement (Fifth Amendment) will expire on June 30, 2025. If approved, this Sixth Amendment will allow Hartzog and Crabill to continue to provide services for an additional three years through June 30, 2028 at current rates through June 30, 2027 and a 3.5% increase to hourly rates from July 1, 2027 through June 30, 2028.

RECOMMENDED ACTION:

3. Authorize the City Manager to execute the Sixth Amendment to the Professional Services Agreement.

BACKGROUND:

Hartzog and Crabill has been providing on-call traffic operations and engineering support services since 2014, including traffic signal operations support services.

The current Agreement (Firth Amendment) will expire on June 30, 2025. Hartzog & Crabill is willing to continue providing services under the same terms for an additional 3 years at the current rates, which have not increased since 2022, through June 30, 2027 and a

3.5% increase to hourly rates from July 1, 2027 through June 30, 2028.

Item: 9G
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ANALYSIS/JUSTIFICATION:

Hartzog & Crabill has consistently delivered quality service to the City and provides similar support to other Orange County municipalities, including the neighboring City of Cypress.

They are currently assisting with a Caltrans encroachment permit application related to a pilot project restricting U-turns along sections of Beach Blvd. City staff recommends amending the existing agreement to extend Hartzog & Crabill’s services through June 30, 2028. The annual compensation amount remains unchanged, not to exceed $95,000, and the updated total compensation amount over the term of the Agreement will increase by $285,000.

FISCAL IMPACT:

The Fiscal Year 2025-26 Operating Budget includes sufficient funds for traffic signal services (Account No. 225-3520-608105).

ENVIRONMENTAL IMPACT:

This project is categorically exempt under the California Environmental Quality Act, Class 1, Section 15301(h) as maintenance of existing traffic signal systems.

LEGAL REVIEW:

The City Attorney has reviewed the Sixth Amendment to the Agreement.

STRATEGIC GOAL:

Goal 3. Provide a quality infrastructure.

Prepared by: Cesar Rangel P.E., Director of Public Works/City Engineer Fiscal Impact Reviewed by: Michelle Bannigan, Finance Director Approved by: Hannah Shin-Heydorn, City Manager
ATTACHMENTS:

A. Sixth Amendment
B. Original Agreement
55414.00000\43869324.2

CITY OF STANTON

SIXTH AMENDMENT TO

AGREEMENT FOR ON-CALL TRAFFIC OPERATIONS SERVICES

1. PARTIES AND DATE.

This Sixth Amendment to the Agreement for On-Call Traffic Operations Services (“Sixth Amendment”) is entered into on the ___ day of ______, 2025, by and between the City of Stanton (“City”) and Hartzog and Crabill, Inc. (“Consultant”). City and Consultant are sometimes collectively referred to herein as the “Parties.”

2. RECITALS.

2.1 Agreement. The Parties entered into that certain Agreement for On-Call Traffic Operations Services dated June 24, 2014 (“Agreement”).

2.2 First Amendment. The Parties amended the Agreement on August 9, 2016 in order to extend the term of the Agreement and increase the total compensation under the Agreement (“First Amendment”) .

2.3 Second Amendment. The Parties amended the Agreement on April 10, 2018 in order to extend the term of the Agreement and increase the total compensation under the Agreement (“Second Amendment”).

2.4 Third Amendment. The Parties amended the Agreement on February 11, 2020 in order to extend the term of the Agreement and increase the total compensation under the Agreement (“Third Amendment”).

2.5 Fourth Amendment. The Parties amended the Agreement on July 26, 2022 in order to extend the term of the Agreement, increase the rates of compensation, increase the total compensation under the Agreement and clarify the Scope of Services under the Agreement (“Fourth Amendment”).

2.6 Fifth Amendment. The Parties amended the Agreement on May 28, 2024 in order to extend the term of the Agreement and increase the total compensation under the Agreement (“Fifth Amendment”).

2.7 Sixth Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement to expire on June 30, 2028, modify the rates of compensation and increase the total compensation under the Agreement.

3. TERMS.

3.1 Term. Section 1 of the Agreement is hereby amended in its entirety to read as follows:
“This Agreement shall commence on July 1, 2014 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2028, unless sooner terminated pursuant to the provisions of this Agreement.” Attachment: A
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55414.00000\43869324.2

3.2 Compensation. Section 5(a) of the Agreement is hereby amended in its entirety to read as follows:
“The City shall pay Consultant monthly including authorized reimbursements, for all Services rendered under Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference, based upon actual time spent on the above tasks. The compensation paid to Consultant for the Services provided pursuant to this Agreementshall not exceed Ninety Five Thousand Dollars ($95,000) annually without written approval of the City Manager. In no event shall the total compensation paid to Consultant exceed Eight Hundred Ten Thousand Dollars ($810,000) over the term of the Agreement.”

3.3 Rates of Compensation. Exhibit “C” of the Agreement is hereby amended in its entirety and replaced in the form of Attachment “1 to this Sixth Amendment, attached hereto and incorporated herein by reference.

3.4 Declaration of Political Contributions. Prior to the City’s approval of this Sixth Amendment, Consultant shall submit to City a statement in writing declaring any political contributions of money, in-kind services, or loan made to any member of the City Council within the previous twelve-month period by the Consultant and all of Consultant’s employees, including any employee(s) that Consultant intends to assign to perform the Services described in this Agreement.

3.5 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this Sixth Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Sixth Amendment to Agreement on this ___ day of __________, 2025.
[Signatures on following page]
55414.00000\43869324.2

SIGNATURE PAGE TO SIXTH AMENDMENT TO

AGREEMENT FOR ON-CALL TRAFFIC OPERATIONS SERVICES
CITY OF STANTON HARTZOG AND CRABILL, INC.

By:

Hannah Shin-Heydorn
City Manager
By:

Todd Hartzog
Vice President
ATTEST:

By:

Patricia A. Vazquez
City Clerk
By:

Gerald J. Stock
Executive Vice President/Secretary
APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
55414.00000\43869324.2
ATTACHMENT “1” TO SIXTH AMENDMENT TO

AGREEMENT FOR ON-CALL TRAFFIC OPERATIONS SERVICES
EXHIBIT “C”

RATES OF COMPENSATION
Hartzog & Crabill
Consulting Engineers
Schedule of Hourly Rates
Classification Hourly Rates eff. Hourly Rates eff.

July 1, 2025- June 30, 2027 July 1, 2027- June 30, 2028 Expert Witness / Deposition.................................................................. $290 $300.15 Litigation Consultation.......................................................................... $260 $269.10 Two-Person Survey Crew ..................................................................... $260 $269.10 Litigation Field Evaluation.................................................................... $235 $243.23 Principal Consultant............(Tram Hartzog & Jerry Stock, PE, TE).... $180 $186.30 Project Manager.................................................................................... $170 $175.95 Registered Land Surveyor..................................................................... $165 $170.78 Senior Engineer...................(Scott Ma, PE, TE & Bernie Dennis, TL). $155 $160.43 Storm Water Permit Compliance Engineer ........................................... $155 $160.43 Associate Engineer................(Michael Vallado) .................................... S150 $155.25 Construction Manager........................................................................... $140 $144.90 Traffic Signal System Supervisor. ..(Greg Cabey) ................................. $140 $144.90 Mural Artist........................................................................................... $140 $144.90 Senior Designer.....................(Todd Hartzog & Dave Martorano).......... $135 $139.73 Traffic Signal Systems Specialist...(Dave Ptckrell & Michael Powers).. $130 $134.55 Assistant Engineer................................................................................. $125 $129.38 Draftsperson............................................................................................ $105 $108.68 Technician............................................................................................... $ 90 $93.15 Word Processor....................................................................................... $ 75 $77.63 Clerical.................................................................................................... $ 60 $62.10 * Traffic Counts(Cost, plus 15%)........................................................ $ * $ * Note: Out of pocket expenses (blueprinting, reproduction, printing and delivery service) will be invoiced at Cost. These other direct costs are included in the not-to-exceed values for the aforementioned scope of services. A 15% fee for administration, coordination and handling will be added to subcontracted services. Mileage shall be per current IRS rate,

CITY OF STANTON

FIFTH AMENDMENT TO

AGREEMENT FOR ON-CALL TRAFFIC OPERATIONS SERVICES

1. PARTIES AND DATE.

This Fifth Amendment to the;eaeement for On-Call Traffic Operations Services ("Fifth Amendment") is entered into on the ay of�. 2024, by and between the City of Stanton ("City") and Hartzog and Crabill, Inc. ("Consullant"). City and Consultant are sometimes collectively referred to herein as the "Parties."

2. RECITALS.

2.1 Agreement. The Parties entered into that certain Agreement for On-Call Traffic Operations Services dated June 24, 2014 ("Agreement").

2.2 First Amendment. The Parties entered into an extension of the terms of the Agreement, dated August 9, 2016 ("First Amendment") until June 30, 2018.

2.3 Second Amendment. The Parties entered into an extension of the terms of the Agreement, dated April fff, 2018 ("Second Amendment") until June 30, 2020.

2.4 Third Amendment. The Parties entered into an extension of the terms of the Agreement, dated February 11, 2020 ("Third Amendment") until June 30, 2022.

2.5 Fourth Amendment. The Parties entered into an extension of the terms of the Agreement, dated July 26, 2022 ("Fourth Amendment") until June 30, 2024.

2.6 Fifth Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement, increase the total compensation, increase the rates of compensation under the Agreement, and clarify the scope of services. Neither the Agreement nor the amendments to the Agreement constitute "public works" contracts pursuant to Public Contract Code Section 20161 for which competitive bidding is required. Further, Stanton Municipal Code Section 2.56.110 allows the City to execute contracts for personal, professional, and consultant services without observing the City's bidding procedures.

3. TERMS.
3 .I Term. Section I of the Agreement is hereby amended in its entirety to read as follows:
"This Agreement shall commence on July I, 2014 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2025, unless sooner terminated pursuant to the provisions of this Agreement." A-1
55414.00000\42261387.1
Attachment: B
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CITY OF STANTON

FOURTH AMENDMENT TO

AGREEMENT FOR ON-CALL TRAFFIC OPERATIONS SERVICES

1. PARTIES AND DATE.

This Fourth Amendment to the Agreement for On -Call Traffic Operations Services Fourth Amendment") is entered into on the Vday of J , 2022, by and between the City of Stanton (" City") and Hartzog and Crabill, Inc. (" Consultant"). City and Consultant are sometimes collectively referred to herein as the " Parties."

2. RECITALS.

2. 1 Agreement. The Parties entered into that certain Agreement for On -Call Traffic Operations Services dated June 24, 2014 (" Agreement").

2. 2 First Amendment. The Parties entered into an extension of the tenns of the Agreement, dated August 9, 2016 (" First Amendment") until June 30, 2018.

2. 3 Second Amendment. The Parties entered into an extension of the terms of the Agreement, dated April 10, 2018 (" Second Amendment") until June 30, 2020.

2. 4 Third Amendment. The Parties entered into an extension of the terms of the Agreement, dated February 11, 2020 (" Third Amendment") until June 30, 2022, and also increased the contract price.

2. 5 Fourth Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement, increase the total compensation, increase the rates of compensation under the Agreement, and clarify the scope of services.

3. TERMS.

3. 1 Term. Section 1 of the Agreement is hereby amended in its entirety to read as follows:

This Agreement shall commence on July 1, 2014 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2024, unless sooner terminated pursuant to the provisions of this Agreement."

3. 2 Scope of Services. The Agreement is hereby amended to include the scope of services set forth in Exhibit " A," attached hereto and incorporated herein by reference.

3. 3 Compensation. Section 5( a) of the Agreement is hereby amended in its entirety to read as follows:

The City shall pay Consultant monthly including authorized reimbursements, for all Services rendered under this Fourth Amendment at the rates set forth in Exhibit ` B" 0\ 0/
attached hereto and incorporated herein by reference, based upon actual time spent on the above tasks. In no event shall the compensation for the Services provided pursuant to this Agreement exceed Ninety Five Thousand Dollars ($ 95, 000) annually without written approval of the City Manager."

3. 4 Declaration of Political Contributions. Prior to the City' s approval of this First Amendment, Consultant shall submit to City a statement in writing declaring any political contributions of money, in- kind services, or loan made to any member of the City Council within the previous twelve- month period by the Consultant and all of Consultant' s employees, including any employee(s) that Consultant intends to assign to perform the Services described in this Agreement.

3. 5 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this Fourth Amendment, the remaining provisions ofthe Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Fourth Amendment to Agreement on this J day of eL(`Y , 2022.

CITY OF STANTON HARTZOG AND CRABILL, INC.

By: wW+( iwtft By:–—
Hanhah Shin- eydorn Trammell G. Hartzog
City Manager President
ATT ST.
t -
By: aG. Y
Patr' i az ` Gerald J. Stock
i y Clerk 0
9S Executive Vice President/ Sceretary
APPROVED AS TO FO : 0 iVIA
By: zo—
Best Best & Krieger LLP
City Attorney
EXHIBIT " A"

TO FOURTH AMENDMENT TO

AGREEMENT FOR ON-CALL TRAFFIC OPERATIONS SERVICES

SCOPE OF SERVICES
Provide on an as -needed basis support in maintaining the City' s traffic signal systems, which includes, but may not be limited to:

Performing quarterly field reviews of these systems;
Adjusting signal timing and creating signal timing sheets; and Coordinating with the City' s traffic signal maintenance contractor to resolve operational problerns.

In addition, provide on an as -needed basis traffic engineering services to the City' s engineering division, which includes, but may not be limited to:

Attending Orange County Transportation Authority meetings on behalf of the City and taking notes;
Writing traffic engineering reports, including engineering and traffic surveys, warrant analyses, and traffic impact analyses;
Taking traffic counts;
Reviewing signing and striping plans for public and private projects; Providing expert traffic engineering design and planning services; Preparing applications for public improvement funds and grants; and As needed, serving as the City Traffic Engineer, including City representation.

EXHIBIT `B"

TO FOURTH AMENDMENT TO

AGREEMENT FOR ON-CALL TRAFFIC OPERATIONS SERVICES

RATES OF COMPENSATION
Hartgog & CrnLill
Consulting Engineers
Schedule of Hourly Rates
Classification Hourly Rates
Expert Witness / Deposition....................................................................................... 290 Litigation Consultation............................................................................................... 260 Two -Person Survey Crew..................................-....................................................... 260 Litigation Field Evaluation......................................................................................... 235 Principal Consultant ......................( Tram Hartzog & Jerry Stock, PE, TE)........... 180 ProjectManager.......................................................................................................... 170 Registered Land Surveyor........................................................................................... 165 Senior Engineer ......................( Scott Mn, PE, TE & Bernie Dennis, TE)........ 155 Storm Water Permit Compliance Engineer ................................................................. 155 Associate Engineer.........................( Michael Vallado).................................... ............ 150 Construction Manager..................................._........................................................... 140 Traffic Signal System Supervisor ... ( Greg Cabey) ...................................................... 140 MoralArtist.................................................................................................................. 140 Senior Designer............................_( Todd Hartzog & Dave Martorano)........... ........ 135 Traffic Signal Systems Specialist ... ( Dave Pickrell & Michael Powers) ..................... 130 Assistant Engineer............................................................ 125 Draftsperson.................................................................................................................. 10.5 Technician..................................................................................................................... 90 WordProcessor............................................................................................................. 75 Clerical.......................................................................................................................... 60 Traffic Counts ( Cost. Plus 15%).................................................................._........

Note: Out of pocket expenses ( blueprinting, reproduction, printing and delivery service) will be invoiced at Cost. These other direct costs are included in the not -to -exceed values for the aforementioned scope of services. A 15% fee for administration, coordination and handling will be added to subcontracted services. This Schedule of Hourly Rates is effective as of July 1, 2022. Rates may be adjusted after that date to compensate for increases of inflationary trends.

Mileage shall be per current IRS rate. Rate can be found at the following link:
littus:// www. irs. gov/ tiewsrooin/ irs- issues- standard- mileage- renes- for- 2022. 17852 E. 17" .Street, Suite 101, • ' I'nstin, CA 92780 • ( 714) 7.41- 94.55

ORIGINAL
r- r
r r • a
Vi MOO I +
PARTIES AND DATE.

This Third Amendment to the Agreement for On- call Traffic Operation Services (" Third Amendment") is entered into on the 11t" day of February 2020, by and between the City of Stanton, a California municipal corporation, organized under the laws of the State of California, with its principal place of business at 7800 Katella Avenue, Stanton, CA 90680 (" City") and Hartzog and Crabill, Inc., a California corporation, with its principal place of business at 17852 E. 17th Street, Suite 101 Tustin, CA 92780 (" Consultant"). City and Consultant are sometimes individually referred to herein as " Party" and collectively as "Parties."

2. RECITALS.

2. 1 Agreement. The Parties entered into that certain Agreement for On -Call Traffic Operation Services with Hartzog and Crabill, Inc. on June 24, 2014 (" Agreement").

2. 2 First Amendment. The Parties entered into an extension of the terms of the Agreement, dated August 9, 2016 (" First Amendment") until June 30, 2018. 223 Second Amendment. The Parties entered into an extension of the terms of the Agreement, dated April 10, 2018 (" First Amendment") until June 30, 2020. 224 Third Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement and increase the total amount of compensation under the Agreement. Neither the Agreement nor the amendments to the Agreement constitute " public works" contracts pursuant to Public Contract Code Section 20161 for which competitive bidding is required. Further, Stanton Municipal Code Section 2. 56. 110 allows the City to execute contracts for personal, professional, and consultant services without observing the City' s bidding procedures.

3. 1 Term. Section 1 of the Agreement is hereby amended in its entirety to read as follows:

This Agreement shall commence on July 1 2014, and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2022, unless sooner terminated pursuant to the provisions of this Agreement."

3. 2 Payment. Section 5(a) of the Agreement is hereby amended in its entirety to read as follows:

ORIGINAL
above tasks. This amount shall not exceed Eighty Thousand Dollars for the remaining tonn of the Agreement uU| eSS additional payment is approved as provided in this on} B81o0t."

3. 3 Remainina Provisions of Agreement. Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

CITY OF STANTON
Jar rand
City anager
Clerk
APPROVED AS TO FORM: - 409YN IA
V
AAkTZOG AND CRABILL, INC.

Tram Hartzog
President
If Corporation, TWO S| GN/ q'URES,
President OR Vice President AND
Serret8ry0r| r
Z :Z),
w_ S
Best Best & Krieger LLP
City Attorney
rcc HARTZOG &
CRABILL, Inc.

Trammell Hartzog, President
Gerald J. Stock, PE, TE,
Executive Vice -President
17852 E. 17' Street
Suite 101
Tustin, CA 92780
Phone: ( 714) 731- 9455
FAX: ( 714) 731- 9498
www. hartzog- crabill. com
January 28, 2020
Mr. Allan Rigg, PE, AICP
Public Works Director/ City Engineer
City of Stanton
7800 Katella Avenue
Stanton, CA 90680
Subject: Proposal to Extend the Professional Services Agreement for Professional On -Call Traffic Signal Operations Support and Traffic Engineering Consulting Services through June 30, 2022 Dear Mr. Rigg:

As you know, Hartzog & Crabill, Inc. ( HCI) and the City of Stanton have had a long- standing professional working relationship, and we look forward to continue providing our traffic engineering services to the City.

As such, this letter is to confirm that our reduced hourly rates will stay the same as part of a 2 -year extension to our current contract ( see attached Fee Schedule).

We look forward to the City of Stanton' s acceptance of this letter and to continue working with you and your staff. If you have any questions or need more information please feel free to contact me at ( 714) 731- 9455.

Very truly yours,
HARTZOG & CRABILL, INC.

Trammell Hartzog /
President
Attachments: Schedule of Hourly Rates
Consulting Traffic Engineers to Government Agencies
Hartzog & Crabill
Consulting Engineers

SCHEDULE OF HOURLY RATES
Reduced Rates for City of Stanton)
FY 19/ 20 FYs 19/ 20 — 21/ 22
Classification Hourly Rates Hourly Rates
Regular) ( w/tI8%Reduction)
Expert Witness / Deposition 285 234
Litigation Consultation 255 209
Two -Person Survey Crew 255 209
Litigation Field Evaluation 230 186
Principal Consultant 175 144
Project Manager 165 135
Registered Land Surveyor 160 130
Senior Engineer 150 121
Storm Water Permit Compliance Engineer 150 121
Associate Engineer 145 117
Construction Manager 135 112
Traffic Signal System Supervisor 135 112
Mural Artist 135 112
Senior Designer 130 108
Traffic Signal Systems Specialist 125 103
Assistant Engineer 120 99
Draftsperson 100 84
Technician 85 70
Word Processor 70 56
Clerical 55 47
Traffic Counts ( Cost, plus 10%)
Note: Out of pocket expenses ( blueprinting, reproduction, printing and delivery service) will be invoiced at Cost.

These other direct costs are included in the not -to -exceed values for the aforementioned scope of services. A 10% fee for administration, coordination and handling will be added to subcontracted services. This Schedule of Hourly Rates is effective as of July 1, 2019. Rates may be adjusted after that date to compensate for increases of inflationary trends. Mileage shall be per current IRS rate ( rate can be found at the following link:
llttDS:// www. ife.b D. org/ news/reR Lilatorvupdates/ Pages/ 2019- irs- mileage- rates. aspx 17852 E. 1711 Street, Suite 101, * Tustin, CA 92780 • ( 714) 731- 9455

ORIGINAL

CITY OF STANTON

SECOND AMENDMENT TO AGREEMENT

FOR ON-CALL TRAFFIC OPERATIONS SERVICES
PARTIES AND DATE.

This Second Amendment to the Agreement for On- call Traffic Operation Services Second Amendment") is entered into on the 10th day of April 2018, by and between the City of Stanton, a California municipal corporation, organized under the laws of the State of California, with its principal place of business at 7800 Katella Avenue, Stanton, CA 90680 (" City") and Hartzog and Crabill, Inc., a California corporation, with its principal place of business at 17852 E. 17th Street, Suite 101 Tustin, CA 92780 (" Consultant"). City and Consultant are sometimes individually referred to herein as " Party" and collectively as " Parties."

2. RECITALS.

2. 1 Agreement. The Parties entered into that certain Agreement for On -Call Traffic Operation Services with Hartzog and Crabill, Inc. on June 24, 2014 ("Agreement").

2. 2 First Amendment. The Parties entered into an extension of the terms of the Agreement, dated August 9, 2016 (" First Amendment") until June 30, 2018. 223 Second Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement and increase the total amount of compensation under the Agreement. Neither the Agreement nor the amendments to the Agreement constitute " public works" contracts pursuant to Public Contract Code Section 20161 for which competitive bidding is required. Further, Stanton Municipal Code Section 2. 56. 110 allows the City to execute contracts for personal, professional, and consultant services without observing the City' s bidding procedures.

3. TERMS.

3. 1 Term. Section 1 of the Agreement is hereby amended in its entirety to read as follows:

This Agreement shall commence on July 1 2014, and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2020, unless sooner terminated pursuant to the provisions of this Agreement."

3. 2 Payment. Section 5( a) of the Agreement is hereby amended in its entirety to read as follows:

The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth herein, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. This amount shall not exceed Eighty Thousand Dollars for the remaining term of the Agreement unless additional payment is approved as provided in this Agreement."

ORIGINA(-

3. 3 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

CITY OF STANTON HARTZOGAN ABILL, INC.
v
By: By:

James x Tram Hartzog
City nag r President
APPROVED AS TO FORM:

By: <
Bet Wst & I rieger LLP
City Attorney
If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary or T asurer R UIRED]
By:

Id J. Stck, PE, rr
Executive Vice President / Secretary

CITY OF STANTON

FIRST AMENDMENT TO AGREEMENT

FOR ON- CALL TRAFFIC OPERATIONS SERVICES
PARTIES AND DATE.

This First Amendment to the Agreement for On- call Traffic Operation Services (" First Amendment") is entered into on the 9`h day of August, 2016, by and between the City of Stanton, a California municipal corporation, organized under the laws of the State of California, with its principal place of business at 7800 Katella Avenue, Stanton, CA 90680 (" City") and Hartzog and Crabill, Inc., a California corporation, with its principal place of business at 17852 E. 17th Street, Suite 101 Tustin, CA 92780 (" Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as " Parties."

2. RECITALS.

2. 1 Agreement. The Parties entered into that certain Agreement for On -Call Traffic Operation Services with Hartzog and Crabill, Inc. on June 24, 2014 (" Agreement").

2. 2 First Amendment. The Parties now desire to amend the Agreement in order to extend the term of the Agreement and increase the total amount of compensation under the Agreement. Neither the Agreement nor the amendments to the Agreement constitute " public works" contracts pursuant to Public Contract Code Section 20161 for which competitive bidding is required. Further, Stanton Municipal Code Section 2. 56. 110 allows the City to execute contracts for personal, professional, and consultant services without observing the City' s bidding procedures.

3. TERMS.

3. 1 Term. Section 1 of the Agreement is hereby amended in its entirety to read as follows:

This Agreement shall commence on July 1, 2014 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30. 2018 unless sooner terminated pursuant to the provisions of this Agreement."

3. 2 Payment. Section 5(a) of the Agreement is hereby amended in its entirety to read as follows:

The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth herein, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. This amount shall not exceed Forty Thousand Dollars for the remaining term of the Agreement unless additional payment is approved as provided in this Agreement."

3. 3 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement shall remain in full force and effect.

CITY OF STANTON
By:

James A.

City Mana r
A
B
APPROVED AS TO FORM:

By: :: 6kL A
Best Best & Krieger LLP
City Attorney

HARTZOG AND CR BILL, IN
By: Ie ', -""r
Trammel Hartzog,
President
If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary or reasurer EQUIRED]
By:

Gerald J. ock,
Secretary

AGREEMENT FOR CONSULTANT SERVICES
THIS AGREEMENT, is made and effective as of June 24, 2014, between the City of Stanton, a California Municipal Corporation ( " City ") and Hartzog & Grabill, Inc., ( " Consultant "). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:

TERM
This Agreement shall commence on July 1, 2014 and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2016 unless sooner terminated pursuant to the provisions of this Agreement. This contract will cover a two year period, with $ 20, 000.00 allocated for FY14 -15, and allocated for $ 20,000.00 FYI 5- 16, The total amount of this contract will not exceed $ 40, 000. 00.

2. SERVICES
Consultant shall perform the tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full.

3. PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of his /her ability, experience, and talent, perform all tasks described herein.

4. CITY MANAGEMENT
City's Director of Public Works shall represent City in all matters pertaining to the administration of this Agreement, review and approval of all products submitted by Consultant, but not including the authority to enlarge the Tasks to Be Performed or change the compensation due to Consultant. City's City Manager shall be authorized to act on City's behalf and to execute all necessary documents that enlarge the Tasks to Be Performed or change Consultant' s compensation, subject to Section 5 hereof.

5. PAYMENT
a) The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth herein, attached hereto and incorporated herein by this reference as though set forth in full, based upon actual time spent on the above tasks. This amount shall not exceed Forty Thousand ($ 40,000. 00) for the total term of the Agreement unless additional payment is approved as provided in this Agreement.
b) Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement that are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the performance of said services. The City Manager may approve additional work not to exceed ten percent ( 10 %) of the amount of the Agreement, but in no event shall such sum exceed ten thousand dollars ($ 10, 000. 00). Any additional work in excess of this amount shall be approved by the City Council. c) Consultant will submit invoices monthly for actual services performed.

Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided in the previous month. Payment shall be made within thirty ( 30) days of receipt of each invoice as to all non - disputed fees. If the City disputes any of Consultant' s fees it shall give written notice to Consultant within thirty ( 30) days of receipt of an invoice of any disputed fees set forth on the invoice.

6. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE a) The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the consultant at least ten ( 10) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement.
b) In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section 3. 2 7. DEFAULT OF CONSULTANT
a) The Consultant' s failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement, City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such failure by the Consultant to make progress in the performance of work hereunder arises out of causes beyond the Consultant' s control, and without fault or negligence of the Consultant, it shall not be considered a default. b) If the City Manager or his /her delegate determines that the Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/ she shall cause to be served upon the Consultant a written notice of the default. The Consultant shall have ten ( 10) days after service of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity or under this Agreement.

9. INDEMNIFICATION
a) Indemnification for Professional Liabilitv. Where the law establishes a professional standard of care for Consultant' s Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless City, and any and all of its officials, employees and agents collectively " Indemnified Parties "), from and against any and all claims, charges, complaints, liabilities, obligations, promises, benefits, agreements, controversies, costs, losses, debts, expenses, damages, actions, causes of action, suits, rights, and demands of any nature whatsoever, including but not limited to the extent same are caused or contributed to in whole or in part which relate to or arise out of any negligent, intentional or willful act, omission, occurrence, condition, event, transaction, or thing which was done, occurred, or omitted to be done collectively " Claims "), by Consultant, its officers, agents, employees or subcontractors ( or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement without regard to whether such Claims arise under the federal, state, or local constitutions, statutes, rules or regulations, or the common law. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit A without the written consent of the Consultant. b) Indemnification for Other Than Professional Liabilitv. In addition to indemnification related to the performance of professional services and to the full extent permitted by law, Consultant shall further indemnify, protect, defend and hold harmless the City and Indemnified Parties from and against any liability ( including Claims) where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.
c) General Indemnification Provisions. Consultant agrees to obtain executed indemnity agreements which indemnify, protect, defend and hold harmless the City from liability, with provisions identical to those set forth here in this Section 9 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. In the event Consultant fails to obtain such indemnity obligations from others as required, this failure shall be a material breach of this Agreement, and Consultant agrees to be fully responsible according to the terms of this entire Section 9. City has no obligation to ensure compliance with this Section by Consultant and failure 11 to do so will in no way act as a waiver. This obligation to indemnify and defend City is binding on the successors, assigns or heirs of Consultant, and shall survive the termination of this Agreement or this section. d) Obligation to Defend. It shall be the sole responsibility and duty of Consultant to fully pay for and Indemnify the City for the costs of defense, including but not limited to reasonable attorney' s fees and costs, for all Claims against the City and the Indemnified Parties, whether covered or uncovered by Consultant' s insurance, against the City and the Indemnified Parties which arise out of any type of omission or error, negligent or wrongful act, of Consultant, its officers, agents, employees, or subcontractors. City shall have the right to select defense counsel.

10. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this Agreement.

11. INDEPENDENT CONSULTANT
a) Consultant is and shall at all times remain as to the City a wholly independent Consultant. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant' s exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant' s officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner.
b) No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.
5 12. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of State and Federal laws and regulations, which in any manner affect those employed by it or in any way, affect the performance of its service pursuant to this Agreement.

14. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the Project during his/ her tenure or for one year thereafter, shall have any interest, direct or indirect, in any agreement or sub - agreement, or the proceeds thereof, for work to be performed in connection with the Project performed under this Agreement.

15. RELEASE OF INFORMATION / CONFLICTS OF INTEREST
a) All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City' s prior written authorization. Consultant, its officers, employees, agents, or sub consultants, shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered " voluntary" provided Consultant gives City notice of such court order or subpoena.
b) Consultant shall promptly notify City should Consultant, its officers, employees, agents, or sub consultants be served with any summons, 0 complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request, court order, or subpoena from any person or party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right, but has no obligation, to represent Consultant and/ or be present at any deposition, hearing, or similar proceeding. Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to discovery requests provided by Consultant. However, City' s right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

16. NOTICES
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by ( I) personal service, ( ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or ( iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice:

To City: City of Stanton
7800 Katella Ave
Stanton, California 90680
Attention: Deputy City Clerk
To Consultant: Hartzog & Crabill, Inc.
17852 E. 171h Street, Suite 101
Tustin, CA 92780

17. ASSIGNMENT
The Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Because of the personal nature of the services to be rendered pursuant to this Agreement, only Hartzog & Crabill, Inc. shall perform the services described in this Agreement.

IM
20 21

22. LICENSES
At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement.

The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with jurisdiction over the City of Stanton,

ENTIRE AGREEMENT
This Agreement contains the entire understanding that between the parties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party' s own independent investigation of any and all facts such party deems material.

CONTENTS OF PROPOSAL
Consultant is bound by the contents of the proposal submitted by the Consultant, Exhibit "A" hereto.

AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Consultant warrants and represents that he /she has the authority to execute this Agreement on behalf of the Consultant and has the authority to bind Consultant to the performance of its obligations hereunder.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year first above written.
0 CITY OF STANTON
By
Jai
Cit
Approved As To For
Matthew E. Richardson, City Attorney
0 CONSULTANT
MMJFtL dTZiZoG
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ARWILOM

TASKS TO BE PERFORMED
Provide services necessary to provide the City with on -call traffic operation services as described in the Request for Proposal dated May 15, 2014. 10 REQUEST FOR PROPOSAL (RFP)
FOR
On -Call Traffic Operations Services
RFP responses to be received until
10: 00 A.M. June 10 2014
In the Office of the Public Works Department
City of Stanton
7800 Katella Avenue,
Stanton, CA 90680 -3162
ATTN: Allan Rigg, Director of
Public Works / City Engineer
Ap roved for Advertising:

Allan Rigg, P. E.

Director of Public Works / City Engineer
Date Issued: May 15. 2014
SECTION I. GENERAL DESCRIPTION AND INTRODUCTION
SECTION II. PROJECT BACKGROUND
SECTION III. SCOPE OF SERVICES
SECTION IV. PROGRESS SUBMITTALS
SECTION V. PROPOSAL SUBMISSION REQUIREMENTS
SECTION VI. SELECTION CRITERIA
SECTION VII. SELECTION PROCESS
SECTION VIII. SUBMISSION DEADLINE
SECTION IX. REQUEST FOR ADDITIONAL INFORMATION
SECTION X. TAXES AND LICENSE
SECTION XI. INSURANCE
SECTION I. GENERAL DESCRIPTION AND INTRODUCTION
The City of Stanton, Public Works / Engineering Department is requesting proposals from qualified engineering firms to provide the City of Stanton with on -call traffic operations services.

Proposals must conform to the requirements of this Request for Proposal ( RFP), and must be submitted in a sealed envelope, to the Department of Public Works no later than 10: 00 a. m., on June 10, 2014. The consultant contract is anticipated to be awarded on June 24, 2014. The City reserves the right to waive any irregularity in any proposal, or to reject any proposal that does not comply with this RFP. The City alone, using criteria determined by the City, will select the qualified firm and /or consultant.

SECTION IL PROJECT BACKGROUND
The City of Stanton ( City) has a population of approximately 39, 000. Its boundary covers over 3. 1 square miles ( 1, 993 acres) of residential, commercial and industrial areas.

SECTION III. SCOPE OF SERVICES
The City of Stanton, Public Works / Engineering Department, is requesting proposals from qualified engineering firms to provide the City of Stanton with on -call traffic operations services. The selected consultant is required to, on an as- needed basis; provide support in maintaining the City' s traffic signal systems. This will include, performing quarterly field reviews of these systems, providing any necessary adjustments to the signal timing, coordinating with the City' s traffic signal maintenance contract to resolve operational problems, and providing any other necessary traffic operations and engineering services needed by the City. The City' s traffic signal system constsis of 12 traffic signals, 2 mast arm mounted flashing beacons, and 1 signalized crosswalk beacon.

The length of this contract will be two years with the right of the City to extend it for two additional two -year terms at the sole discretion of the City.

SECTION IV. PROPOSAL SUBMISSION REQUIREMENTS
The Department has established requirements for the proposal format. Proposals shall be submitted in a reusable one- inchthree ring binder. All pages shall be duplex copied.

Four copies of the proposal must be submitted containing the following elements:

1. Cover Letter.

2. Firm Structure and History. Including the firm' s experience managing on -call contracts that are similar in magnitude and scope, key personnel and structure organization chart), credentials, background, and ownership of the firm. Include the firm' s previous experience with providing on -call City Traffic Operations Services.

3. Key personnel: List qualifications of personnel with resumes and a breakdown of responsibilities. The Firm' s project manager, who will be responsible for planning, coordinating, and conducting the majority of the work, must be identified and committed throughout the course of the contract. The City must approve changes to key personnel committed to work on the project subsequent to award of contract.

4. A narrative briefly describing the proposed approach using general descriptions for the activities and how this approach will ensure timely completion.

5. A list of proposed sub - consultants, sub - contractors, suppliers, and manufacturers, including their qualifications pertinent to this service.

6. A client reference list from previous on -call contracts of similar scope and magnitude. List should include key personnel- contacts and their position with the agency.

7. Company fee schedule included with the submittal but in a separate sealed envelope. The proposal shall include:

1. A table indicating total costs for previously completed projects that are of similar scope and magnitude to those described in this Request for Proposal.

2. Billable hourly rates of personnel that will be involved in the contract.

SECTION V. SELECTION CRITERIA
The proposals will be evaluated on the following factors, but may not be limited to just these factors:

Staffing Capabilities / Technical Competence
Extensive knowledge and background with performing on -call traffic operations services for local municipalities. The firm should have direct experience and knowledge of all regulatory agencies.

Past Performance Record
Experience in completion of projects of similar complexity and scale for other agencies within Southern California is desirable. Efficiency and timeliness in completion of program requirements.

Approach to Work
Methodology to be implemented to address and coordinate the various elements within the program.

Cost Control
Demonstrated ability to provide innovative and reliable solutions using available City resources.

SECTION VI. SELECTION PROCESS
Selection of the consultant will be made in accordance with the provision of Chapter 10 of the California Government Code, Sections 4526 and 4529. 5. Stating that selection of professional services is made on the basis of competence and qualifications without regard to fee. The fee will be opened and evaluated after selection of the consultant is complete.

Each RFP will be reviewed to determine if it meets the submittal requirements contained within this RFP. Failure to meet the requirements for the RFP will be cause for rejection of the proposal. The City may reject any proposal if it is conditional, incomplete or contains irregularities. The City may waive an immaterial deviation in a proposal, but this shall in no way modify the proposal document or excuse the consultant from compliance with the contract requirements if the consultant is awarded a contract.

Proposals that meet the criteria of this RFP will be reviewed by a panel. The Department may conduct oral interviews. The selected firms will be notified, in advance, of the time and place for the oral interviews. Consultants will also be advised of additional information, if any, to be submitted at the oral interviews. Failure to appear at the interview will be considered non - responsive and the firm will be eliminated from any further consideration. Upon completion of the oral interviews, the City of Stanton will select the top ranked consultant deemed to be most qualified.

The successful consultant to whom work is awarded shall, within ten ( 10) days after being notified, enter into a contract with the City for the work in accordance with the specifications and shall furnish all required documents necessary to enter into said contract. Failure of the successful bidder to execute the contract within said ten ( 10) days shall be just cause for the City to contract with the next responsible consultant.

SECTION VII, SUBMISSION DEADLINE
Attention: Allan Rigg, P. E.

Director of Public Works / City Engineer
City of Stanton
Department of Public Works
7800 Katella Avenue
Stanton CA 90680 -3162
The proposal must be received at the above office no later than the date listed on the cover.

There is no expressed or implied obligation for City to reimburse firms for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act Government Code Sec. 6250 et seq.), Any language purporting to render the entire proposal confidential or propriety will be ineffective and will be disregarded.

The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in the RFP, unless clearly, and specifically noted in the proposal submitted and confirmed in the contract between the City and the selected firm.

All property rights, including publication rights of all reports produced by the selected firm in connection with services performed under this agreement shall be vested in the City.

SECTION VIII. REQUEST FOR ADDITIONAL INFORMATION
To receive any written responses to Requests for Information or other addenda issued by the City to be made a part of this Request for Proposal prior to the submittal date please e- mail contact information to:
arigg @ci. stanton, ca. us
Re: On -Call City Traffic Operations Services
SECTION X. TAXES AND LICENSES
All taxes and licenses, including, but not limited to, a Stanton City Business License, required for this project shall be obtained at the sole expense of the consultant.

SECTION XI. INSURANCE
Before the City executes a contract, the selected firm shall furnish the City a certificate evidencing Workmen' s Compensation Insurance with limits no less than $ 1, 000, 000 per accident and Comprehensive Professional Liability Insurance or General Liability Insurance with limits no less than $ 2,000, 000 per occurrence. The City shall be named as the Additional Insured. Certificates of Insurance must be accompanied by the applicable endorsements for the specific insurance policy.

EXHIBIT B

INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below.

Consultant shall provide the following types and amounts of insurance:

Commercial General Liability Insurance using Insurance Services Office " Commercial General Liability' policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $ 2, 000, 000 per occurrence.

3. Workers Compensation on a state - approved policy form providing statutory benefits as required by law with employer' s liability limits no less than $ 1, 000, 000 per accident or disease.

Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy limit shall be no less than $ 1, 000, 000 per claim and in the aggregate. The policy must " pay on behalf of the insured and must include a provision establishing the insurer' s duty to defend. The policy retroactive date shall be on or before the effective date of this Agreement.
11 Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A. M. Bests rating of A or better and a minimum financial size VII.

General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant:

2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant' s employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any Insurance proceeds, and to require all contractors and subcontractors to do likewise.

3. All insurance coverage and limits provided by Contractor and available or applicable to this Agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage.

5. No liability policy shall contain any provision or definition that would serve to eliminate so- called " third party action over' claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor.

8. Certificate( s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will " endeavor' ( as opposed to being required) to comply with the requirements of the certificate.

10. Consultant agrees to ensure that subcontractors, and any other party involved with the project that is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant, Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review.

11. Consultant agrees not to self- insure or to use any self - insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this Agreement to self- insure its obligations to City. If Consultant' s existing coverage includes a deductible or self- insured retention, the deductible or self- insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or self- insured retention, substitution of other coverage, or other solutions.

16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant' s insurance agent to this effect is acceptable. A certificate of insurance and /or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages.

19. These insurance requirements are intended to be separate and distinct from any other provision in this Agreement and are intended by the parties here to be interpreted as such.

21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this Agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. 14 22, Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this Agreement. City assumes no obligation or liability by such notice, but has the right ( but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.
15 G
HARTZOG & C CRABILL, Inc.

Trammell Hartzog, President
Jeny Crabill, P.E., (Retired)
Gerald . l. Stock, P. E., Executive
Vice President
17852 E. 17th Street
Suite 101
Tustin, CA 92780
Phone: ( 714) 731 -9455
FAX: ( 714) 731 -9498
Nrnvns hattzog -a ab i ll.coto
June 9, 2014
Mr. Allan Rigg, P. E.

Director of Public Works / City Engineer
City of Stanton
Department of Public Works
7800 Katella Avenue
Stanton, CA 90680 -3162
Subject: Proposal to Provide " On -Call Traffic Operations Services" Dear Mr. Rigg:

Hartzog & Crabill, Inc, ( HCI) is pleased to submit this proposal to provide professional engineering services to the City of Stanton in response to the City' s Request for Proposal ( RFP) for On -Call Traffic Operations Services, issued May 15, 2014, which is incorporated in its entirety as a part of our proposal. HCI is proposing to provide our services for all disciplines included in the RFP, and will perform all tasks necessary to assist the City with any Traffic Operations and Traffic Engineering type projects.

We welcome tliis opportunity to continue our professional relationship with yourself and the City of Stanton. As you may know, HCI has successfully provided many of these same types of traffic- related design set-vices to numerous Southern California agencies, including the City of Stanton. We have attached a reference listing of our client cities for which we have provided similar services for your review and consideration. As is the case with the City of Stanton, several of these other cities have elected to retain our firm for various " on- call" signal operations and traffic engineering services, which we believe is a good indicator of their satisfaction with our work. We encourage the City of Stanton to contact our references for further verification of our performance.

If selected, Mr. Trammell Hartzog, our company president, will continue to serve as the Project Manager for providing these services and will be the primary contact between HCI and the City of Stanton. Mr. Jerry Stock, our company executive vice - president and registered civil and traffic engineer, will also be involved in aspects of requested traffic study work. Our Senior Engineers, Mr. Mark Esposito, PE, TE, PTOE and Mr. Armando Solis, PE, will also be responsible for assisting in addressing the City' s requested. setvices.

Consulting li y(fic Engineers to Govermneni Agencies
Mr. Allan Rigg, P. E.

June 9, 2014

Page 2 ends

Stanton City CouncilJune 24, 2025

Stanton City Council
June 24, 2025