November 2022
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
1. DISADVANTAGED BUSINESS ENTERPRISES (DBE)
The contractor, subrecipient or subcontractor shall take necessary and reasonable steps to ensure that DBEs have opportunity to participate in the contract (49 CFR 26). To ensure equal participation of DBEs provided in 49 CFR 26.5, the Agency shows a contract goal for DBEs. The prime contractor shall make work available to DBEs and select work parts consistent with available DBE subcontractors and suppliers.
The prime contractor shall meet the DBE goal shown elsewhere in these special provisions or demonstrate that they made adequate good faith efforts to meet this goal.
It is the prime contractor’s responsibility to verify that the DBE firm is certified as a DBE on the date of bid opening by using the California Unified Certification Program (CUCP) database and possesses the most specific available North American Industry Classification System (NAICS) codes and Work Code applicable to the type of work the firm will perform on the contract. Additionally, the prime contractor is responsible to document this verification by printing out the CUCP data for each DBE firm. A list of DBEs certified by the CUCP can be found at: https://dot.ca.gov/programs/civil-rights/dbe-search.
All DBE participation will count toward the California Department of Transportation’s federally mandated statewide overall DBE goal.
Credit for materials or supplies the prime contractor purchases from DBEs counts towards the goal in the following manner:
• 100 percent counts if the materials or supplies are obtained from a DBE manufacturer. • 60 percent counts if the materials or supplies are obtained from a DBE regular dealer. • Only fees, commissions, and charges for assistance in the procurement and delivery of materials or supplies count if obtained from a DBE that is neither a manufacturer nor regular dealer. 49 CFR
26.55 defines "manufacturer" and "regular dealer."
The prime contractor receives credit towards the goal if they employ a DBE trucking company that performs a commercially useful function as defined in 49 CFR 26.55(d) as follows:
• The DBE must be responsible for the management and supervision of the entire trucking operation for which it is responsible on a particular contract, and there cannot be a contrived arrangement for the purpose of meeting DBE goals.
• The DBE must itself own and operate at least one fully licensed, insured, and operational truck used on the contract.
• The DBE receives credit for the total value of the transportation services it provides on the Contract using trucks it owns, insures, and operates using drivers it employs. • The DBE may lease trucks from another DBE firm, including an owner-operator who is certified as a DBE. The DBE who leases trucks from another DBE receives credit for the total value of the transportation services the lessee DBE provides on the Contract. • The DBE may also lease trucks from a non-DBE firm, including from an owner-operator. The DBE that leases trucks equipped with drivers from a non-DBE is entitled to credit for the total value of transportation services provided by non-DBE leased trucks equipped with drivers not to exceed the value of transportation services on the contract provided by DBE-owned trucks or leased trucks with DBE employee drivers. Additional participation by non-DBE owned trucks equipped with drivers receives credit only for the fee or commission it receives as a result of the lease arrangement. • The DBE may lease trucks without drivers from a non-DBE truck leasing company. If the DBE leases trucks from a non-DBE truck leasing company and uses its own employees as drivers, it is entitled to credit for the total value of these hauling services. • A lease must indicate that the DBE has exclusive use of and control over the truck. This does not preclude the leased truck from working for others during the term of the lease with the consent of the DBE, so long as the lease gives the DBE absolute priority for use of the leased truck. Leased trucks must display the name and identification number of the DBE.
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
A. Nondiscrimination Statement
The contractor, subrecipient or subcontractor will never exclude any person from participation in, deny any person the benefits of, or otherwise discriminate against anyone in connection with the award and performance of any contract covered by 49 CFR 26 on the basis of race, color, sex, or national origin. In administering the Local Agency components of the DBE Program Plan, the contractor, subrecipient or subcontractor will not, directly, or through contractual or other arrangements, use criteria or methods of administration that have the effect of defeating or substantially impairing accomplishment of the objectives of the DBE Program Plan with respect to individuals of a particular race, color, sex, or national origin.
B. Contract Assurance
Under 49 CFR 26.13(b): The contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR 26 in the award and administration of federal-aid contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying the contractor from future bidding as non-responsible.
C. Prompt Progress Payment
The prime contractor or subcontractor shall pay to any subcontractor, not later than seven days after receipt of each progress payment, unless otherwise agreed to in writing, the respective amounts allowed the contractor on account of the work performed by the subcontractors, to the extent of each subcontractor’s interest therein. In the event that there is a good faith dispute over all or any portion of the amount due on a progress payment from the prime contractor or subcontractor to a subcontractor, the prime contractor or subcontractor may withhold no more than 150 percent of the disputed amount. Any violation of this requirement shall constitute a cause for disciplinary action and shall subject the licensee to a penalty, payable to the subcontractor, of 2 percent of the amount due per month for every month that payment is not made.
In any action for the collection of funds wrongfully withheld, the prevailing party shall be entitled to his or her attorney’s fees and costs. The sanctions authorized under this requirement shall be separate from, and in addition to, all other remedies, either civil, administrative, or criminal. This clause applies to both DBE and nonDBE subcontractors.
D. Prompt Payment of Withheld Funds to Subcontractors
The Agency may hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the Agency, of the contract work, and pay retainage to the prime contractor based on these acceptances. The Agency shall designate one of the methods below in the contract to ensure prompt and full payment of any retainage kept by the prime contractor or subcontractor to a subcontractor. The Agency shall include either Method 1, Method 2, or Method 3 below and delete the other two.
Method 1: No retainage will be held by the Agency from progress payments due to the prime contractor.
Prime contractors and subcontractors are prohibited from holding retainage from subcontractors. Any delay or postponement of payment may take place only for good cause and with the Agency’s prior written approval. Any violation of these provisions shall subject the violating contractor or subcontractor to the penalties, sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions Code and Section 10262 of the California Public Contract Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor, deficient subcontractor performance and/or noncompliance by a subcontractor. This clause applies to both DBE and non-DBE subcontractors.
Method 2: No retainage will be held by the Agency from progress payments due to the prime contractor.
Any retainage kept by the prime contractor or by a subcontractor must be paid in full to the earning subcontractor within seven (7) days after the subcontractor’s work is satisfactorily completed. Any delay or postponement of payment may take place only for good cause and with the Agency’s prior written approval.
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
Any violation of these provisions shall subject the violating contractor or subcontractor to the penalties, sanctions, and remedies specified in Section 7108.5 of the California Business and Professions Code and Section 10262 of the California Public Contract Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies, otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor, deficient subcontractor performance and/or noncompliance by a subcontractor. This clause applies to both DBE and non-DBE subcontractors.
Method 3: The Agency shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the Agency of the contract work and pay retainage to the prime contractor based on these acceptances. The prime contractor or subcontractor shall return all monies withheld in retention from all subcontractors within seven (7) days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the Agency. Any delay or postponement of payment may take place only for good cause and with the Agency’s prior written approval. Any violation of these provisions shall subject the violating prime contractor or subcontractor to the penalties, sanctions, and other remedies specified in Section 7108.5 of the California Business and Professions Code and Section 10262 of the California Public Contract Code. This requirement shall not be construed to limit or impair any contractual, administrative or judicial remedies otherwise available to the contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the contractor; deficient subcontractor performance and/or noncompliance by a subcontractor. This clause applies to both DBE and non-DBE subcontractors.
Any violation of these provisions of Prompt Progress Payment and Prompt Payment of Withheld Funds to Subcontractors shall subject the violating prime contractor or subcontractor to the penalties, sanctions and other remedies specified therein. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the prime contractor, deficient subcontract performance, or noncompliance by a subcontractor.
E. Termination and Substitution of DBE Subcontractors
The prime contractor shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless the contractor obtains the Agency’s written consent. The prime contractor shall not terminate or substitute a listed DBE for convenience and perform the work with their own forces or obtain materials from other sources without prior written authorization from the Agency. Unless the Agency’s prior written consent is provided, the contractor shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE on the Exhibit 15-G Construction Contract DBE Commitment form, included in the Bid.
The Agency authorizes a request to use other forces or sources of materials if the bidder shows any of the following justifications:
1. Listed DBE fails or refuses to execute a written contract based on plans and specifications for the project.
2. The Local Agency stipulated that a bond is a condition of executing the subcontract and the listed DBE fails to meet the Local Agency’s bond requirements.
3. Work requires a contractor's license and listed DBE does not have a valid license under Contractors License Law.
4. Listed DBE fails or refuses to perform the work or furnish the listed materials (failing or refusing to perform is not an allowable reason to remove a DBE if the failure or refusal is a result of bad faith or discrimination).
5. Listed DBE's work is unsatisfactory and not in compliance with the contract.
6. Listed DBE is ineligible to work on the project because of suspension or debarment.
7. Listed DBE becomes bankrupt or insolvent.
8. Listed DBE voluntarily withdraws with written notice from the Contract
9. Listed DBE is ineligible to receive credit for the type of work required.
10. Listed DBE owner dies or becomes disabled resulting in the inability to perform the work on the Contract.
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
11. The Agency determines other documented good cause.
The prime contractor shall notify the original DBE of the intent to use other forces or material sources and provide the reasons, allowing the DBE 5 days to respond to the notice and advise the prime contractor and the Agency of the reasons why the use of other forces or sources of materials should not occur.
The prime contractor’s request to use other forces or material sources must include:
1. One or more of the reasons listed in the preceding paragraph.
2. Notices from the prime contractor to the DBE regarding the request.
3. Notices from the DBEs to the prime contractor regarding the request.
If the Agency authorizes the termination or substitution of a listed DBE, the prime contractor must make good faith efforts to find another DBE to substitute for the original DBE. The substitute DBE must (1) perform at least the same amount of work as the original DBE under the contract to the extent needed to meet or exceed the DBE goal, and (2) be certified as a DBE with the most specific available NAICS codes and work codes applicable to the type of work the DBE will perform on the contract at the time of the prime contractor’s request for substitution. The prime contractor shall submit their documentation of good faith efforts within 7 days of their request for authorization of the substitution. The Agency may authorize a 7-day extension of this submittal period at the prime contractor’s request. More guidance can be found at 49 CFR 26 app A regarding evaluation of good faith efforts to meet the DBE goal.
F. Commitment and Utilization
Note: In the Agency’s reports of DBE participation to Caltrans, the Agency must display both commitments and attainments.
The Agency’s DBE program must include a monitoring and enforcement mechanism to ensure that DBE commitments reconcile to DBE utilization.
The bidder shall submit the Exhibit 15-G Construction Contract DBE Commitment, included in the Bid book. This exhibit is the bidder’s DBE commitment form. If the form is not submitted with the bid, the bidder must remove the form from the Bid book before submitting their bid.
The bidder shall complete and sign Exhibit 15-G Construction Contract DBE Commitment included in the contract documents regardless of whether DBE participation is reported. The bidder shall provide written confirmation from each DBE that the DBE is participating in the Contract. A copy of a DBE's quote serves as written confirmation. If a DBE is participating as a joint venture partner, the bidder shall submit a copy of the joint venture agreement.
If the DBE Commitment form, Exhibit 15-G, is not submitted with the bid, it must be completed and submitted by all bidders to the Agency within five (5) days of bid opening. If the bidder does not submit the DBE Commitment form within the specified time, the Agency will find the bidder’s bid nonresponsive.
The prime contractor shall use each DBE subcontractor as listed on Exhibit 12-B Bidder’s List of Subcontractors (DBE and Non-DBE), and Exhibit 15-G Construction Contract DBE Commitment form unless they receive authorization for a substitution.
The Agency shall request the prime contractor to:
1. Notify the Resident Engineer or Inspector of any changes to its anticipated DBE participation
2. Provide this notification before starting the affected work
3. Maintain records including:
• Name and business address of each 1st-tier subcontractor • Name and business address of each DBE subcontractor, DBE vendor, and DBEtrucking company, regardless of tier
• Date of payment and total amount paid to each business (see Exhibit 9-F Monthly Disadvantaged Business Enterprise Payment)
If the prime contractor is a DBE contractor, they shall include the date of work performed by their own forces and the corresponding value of the work.
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
Before the 15th of each month, the prime contractor shall submit a Monthly DBE Trucking Verification (LAPM Exhibit 16-Z1) form.
If a DBE is decertified before completing its work, the DBE must notify the prime contractor in writing of the decertification date. If a business becomes a certified DBE before completing its work, the business must notify the prime contractor in writing of the certification date. The prime contractor shall submit the notifications. Upon work completion, the prime contractor shall complete a Disadvantaged Business Enterprises (DBE) Certification Status Change, Exhibit 17-O, form and submit the form within 30 days of contract acceptance.
Upon work completion, the prime contractor shall complete Exhibit 17-F Final Report – Utilization of Disadvantaged Business Enterprises (DBE), First-Tier Subcontractors and submit it within 90 days of contract acceptance. The Agency will withhold $10,000 until the form is submitted. The Agency releases the withhold upon submission of the completed form.
G. DBE RUNNING TALLY OF ATTAINMENTS
After submitting an invoice for reimbursement that includes a payment to a DBE, but no later than the 10th of the following month, the prime contractor/consultant shall complete and email the Exhibit 9- F: Disadvantaged Business Enterprise Running Tally of Payments to [email protected] with a copy to the Agency.
2. BID OPENINGThe Agency publicly opens and reads bids at the time and place shown on the Notice to Contractors.
3. BID RIGGING The U.S. Department of Transportation (DOT) provides a toll-free hotline to report bid rigging activities. Use the hotline to report bid rigging, bidder collusion, and other fraudulent activities. The hotline number is (800) 424-9071. The service is available 24 hours 7 days a week and is confidential and anonymous.
The hotline is part of the DOT's effort to identify and investigate highway construction contract fraud and abuse and is operated under the direction of the DOT Inspector General.
4. CONTRACT AWARD If the Agency awards the contract, the award is made to the lowest responsible and responsive bidder.
5. CONTRACTOR LICENSE The Contractor must be properly licensed as a contractor from contract award through Contract acceptance (Public Contract Code §10164).
6. CHANGED CONDITIONS
A. Differing Site Conditions
1. During the progress of the work, if subsurface or latent physical conditions are encountered at the site differing materially from those indicated in the contract or if unknown physical conditions of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in the work provided for in the contract, are encountered at the site, the party discovering such conditions shall promptly notify the other party in writing of the specific differing conditions before the site is disturbed and before the affected work is performed.
2. Upon written notification, the engineer will investigate the conditions, and if it is determined that the conditions materially differ and cause an increase or decrease in the cost or time required for the performance of any work under the contract, an adjustment, excluding anticipated profits, will be made and the contract modified in writing accordingly. The engineer will notify the contractor of the determination whether or not an adjustment of the contract is warranted.
3. No contract adjustment which results in a benefit to the contractor will be allowed unless the contractor has provided the required written notice.
4. No contract adjustment will be allowed under this clause for any effects caused on unchanged work. [This provision may be omitted by the Local Agency, at their option.] B. Suspensions of Work Ordered by the Engineer
1. If the performance of all or any portion of the work is suspended or delayed by the engineer in writing for an unreasonable period of time (not originally anticipated, customary, or inherent to the construction industry) and the contractor believes that additional compensation and/or contract time is due as a result of such suspension or delay, the contractor shall submit to the engineer in writing a request for adjustment within 7 calendar days of receipt of the notice to resume work. The request
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
shall set forth the reasons and support for such adjustment.
2. Upon receipt, the engineer will evaluate the contractor's request. If the engineer agrees that the cost and/or time required for the performance of the contract has increased as a result of such suspension and the suspension was caused by conditions beyond the control of and not the fault of the contractor, its suppliers, or subcontractors at any approved tier, and not caused by weather, the engineer will make an adjustment (excluding profit) and modify the contract in writing accordingly.
The contractor will be notified of the engineer's determination whether or not an adjustment of the contract is warranted.
3. No contract adjustment will be allowed unless the contractor has submitted the request for adjustment within the time prescribed.
4. No contract adjustment will be allowed under this clause to the extent that performance would have been suspended or delayed by any other cause, or for which an adjustment is provided or excluded under any other term or condition of this contract.
C. Significant Changes in the Character of Work
1. The engineer reserves the right to make, in writing, at any time during the work, such changes in quantities and such alterations in the work as are necessary to satisfactorily complete the project.
Such changes in quantities and alterations shall not invalidate the contract nor release the surety, and the contractor agrees to perform the work as altered.
2. If the alterations or changes in quantities significantly change the character of the work under the contract, whether such alterations or changes are in themselves significant changes to the character of the work or by affecting other work cause such other work to become significantly different in character, an adjustment, excluding anticipated profit, will be made to the contract. The basis for the adjustment shall be agreed upon prior to the performance of the work. If a basis cannot be agreed upon, then an adjustment will be made either for or against the contractor in such amount as the engineer may determine to be fair andequitable.
3. If the alterations or changes in quantities do not significantly change the character of the work to be performed under the contract, the altered work will be paid for as provided elsewhere in the contract.
4. The term “significant change” shall be construed to apply only to the following circumstances:
• When the character of the work as altered differs materially in kind or nature from that involved or included in the original proposed construction; or
• When a major item of work, as defined elsewhere in the contract, is increased in excess of 125 percent or decreased below 75 percent of the original contract quantity. Any allowance for an increase in quantity shall apply only to that portion in excess of 125 percent of original contract item quantity, or in case of a decrease below 75 percent, to the actual amount of work performed.
7. BEGINNING OF WORK, TIME OF COMPLETION AND LIQUIDATED DAMAGES The Contractor shall begin work within 15 calendar days after the issuance of the Notice to Proceed.
This work shall be diligently prosecuted to completion before the expiration of WORKING DAYS beginning on the fifteenth calendar day after the date shown on the Notice to Proceed.
The Contractor shall pay to the City/County the sum of $ per day, for each and every calendar days’ delay in finishing the work in excess of the number of working days prescribed above.
November 2022
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
8. BUY AMERICA
Buy America Requirements apply to steel and iron, manufactured products, and construction materials permanently incorporated into the project.
Steel and Iron Materials
All steel and iron materials must be melted and manufactured in the United States except:
1. Foreign pig iron and processed, pelletized, and reduced iron ore may be used in the domestic production of the steel and iron materials [60 Fed Reg 15478 (03/24/1995)];
2. If the total combined cost of the materials produced outside the United States does not exceed the greater of 0.1 percent of the total contract amount or $2,500, materials produced outside the United States may be used if authorized.
Furnish steel and iron materials to be incorporated into the work with certificates of compliance and certified mill test reports. Mill test reports must indicate where the steel and iron were melted and manufactured. All melting and manufacturing processes for these materials, including an application of a coating, must occur in the United States. Coating includes all processes that protect or enhance the value of the material to which the coating is applied.
Manufactured Products
Iron and steel used in precast concrete manufactured products must meet the requirements of the above section (Steel and Iron Materials) regardless of the amount used. Iron and steel used in other manufactured products must meet the requirements of the above section (Steel and Iron Materials) if the weight of steel and iron components constitute 90 percent or more of the total weight of the manufactured product.
Construction Materials
Buy America requirements apply to the following construction materials that are or consist primarily of:
1. Non-ferrous metals
2. Plastic and polymer-based products (including polyvinylchloride, composite building materials, and polymers used in fiber optic cables)
3. Glass (including optic glass)
4. Lumber
5. Drywall
Where one or more of these construction materials have been combined by a manufacturer with other materials through a manufacturing process, Buy America requirements do not apply unless otherwise specified.
Furnish construction materials to be incorporated into the work with certificates of compliance with each project delivery. Manufacturer’s certificate of compliance must identify where the construction material was manufactured and attest specifically to Buy America compliance.
All manufacturing processes for these materials must occur in the United States.
Buy America requirements do not apply to the following:
1. Tools and construction equipment used in performing the work
2. Temporary work that is not incorporated into the finished project Waivers
If Buy America waivers are granted, use the following language to include in the contract:
The following steel and iron products, manufactured products, or construction materials have received an approved Buy America waiver for this contract, and therefore, are not subject to Buy America requirements:
1. _______________________________
2. _______________________________
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
9. QUALITY ASSURANCE
The Local Agency uses a Quality Assurance Program (QAP) to ensure a material is produced to comply with the Contract. The Local Agency may examine the records and reports of tests the prime contractor performs if they are available at the job site. Schedule work to allow time for QAP.
10. PROMPT PAYMENT FROM THE AGENCY TO THE CONTRACTORS
The Agency shall make any progress payment within 30 days after receipt of an undisputed and properly submitted payment request from a contractor on a construction contract. If the Agency fails to pay promptly, the Agency shall pay interest to the contractor, which accrues at the rate of 10 percent per annum on the principal amount of a money judgment remaining unsatisfied. Upon receipt of a payment request, the Agency shall act in accordance with both of the following:
1. Each payment request shall be reviewed by the Agency as soon as practicable after receipt for the purpose of determining that it is a proper payment request.
2. Any payment request determined not to be a proper payment request suitable for payment shall be returned to the contractor as soon as practicable, but not later than seven (7) days, after receipt. A request returned pursuant to this paragraph shall be accompanied by a document setting forth in writing the reasons why the payment request is not proper.
11. FORM FHWA-1273 REQUIRED CONTRACT PROVISIONS FEDERAL-AID CONTRACTS [The following 12 pages must be physically inserted into the contract without modification.
Excluding ATTACHMENT A - EMPLOYMENT AND MATERIALS PREFERENCE FOR APPALACHIAN DEVELOPMENT HIGHWAY SYSTEM OR APPALACHIAN LOCAL ACCESS ROAD CONTRACTS]
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
FHWA-1273 -- Revised July 5, 2022
REQUIRED CONTRACT
PROVISIONS FEDERAL-AID
CONSTRUCTION CONTRACTS
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
I. General
II. Nondiscrimination
III. Non-segregated Facilities
IV. Davis-Bacon and Related Act Provisions
V. Contract Work Hours and Safety Standards Act Provisions VI. Subletting or Assigning the Contract
VII. Safety: Accident Prevention
VIII. False Statements Concerning Highway Projects
IX. Implementation of Clean Air Act and Federal Water
Pollution Control Act
X. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion
XI. Certification Regarding Use of Contract Funds for Lobbying XII. Use of United States-Flag Vessels:
ATTACHMENTS
A. Employment and Materials Preference for Appalachian
Development Highway System or Appalachian Local Access
Road Contracts (included in Appalachian contracts only) I. GENERAL
1. Form FHWA-1273 must be physically incorporated in each construction contract funded under title 23, United States Code, as required in 23 CFR 633.102(b) (excluding emergency
contracts solely intended for debris removal). The contractor (or subcontractor) must insert this form in each subcontract and further require its inclusion in all lower tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services). 23 CFR633.102(e).
The applicable requirements of Form FHWA-1273 are
incorporated by reference for work done under any purchase order, rental agreement or agreement for other services. The prime contractor shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider. 23 CFR 633.102(e).
Form FHWA-1273 must be included in all Federal-aid designbuild contracts, in all subcontracts and in lower tier subcontracts (excluding subcontracts for design services, purchase orders, rental agreements and other agreements for supplies or
services) in accordance with 23 CFR 633.102. The designbuilder shall be responsible for compliance by any subcontractor, lower-tier subcontractor or service provider.
Contracting agencies may reference Form FHWA-1273 in
solicitation-for-bids or request-for-proposals documents, however, the Form FHWA-1273 must be physically incorporated (not referenced) in all contracts, subcontracts and lower-tier subcontracts (excluding purchase orders, rental agreements and other agreements for supplies or services related to a
construction contract). 23 CFR 633.102(b).
2. Subject to the applicability criteria noted in the following sections, these contract provisions shall apply to all work performed on the contract by the contractor's own organization and with the assistance of workers under the contractor's immediate superintendence and to all work performed on the contract by piecework, station work, or by subcontract. 23 CFR 633.102(d).
3. A breach of any of the stipulations contained in these Required Contract Provisions may be sufficient grounds for withholding of progress payments, withholding of final payment, termination of the contract, suspension / debarment or any other action determined to be appropriate by the contracting agency and FHWA.
4. Selection of Labor: During the performance of this contract, the contractor shall not use convict labor for any purpose within the limits of a construction project on a Federal-aid highway unless it is labor performed by convicts who are on parole, supervised release, or probation. 23 U.S.C. 114(b).The term Federal-aid highway does not include roadways functionally classified as local roads or rural minor collectors. 23 U.S.C. 101(a).
II. NONDISCRIMINATION (23 CFR 230.107(a); 23 CFR Part
230, Subpart A, Appendix A; EO 11246)
The provisions of this section related to 23 CFR Part 230, Subpart A, Appendix A are applicable to all Federal-aid construction contracts and to all related construction
subcontracts of $10,000 or more. The provisions of 23 CFR Part 230 are not applicable to material supply, engineering, or architectural service contracts.
In addition, the contractor and all subcontractors must comply with the following policies: Executive Order 11246, 41 CFR Part 60, 29 CFR Parts 1625-1627, 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633.
The contractor and all subcontractors must comply with: the requirements of the Equal Opportunity Clause in 41 CFR 60-
1.4(b) and, for all construction contracts exceeding $10,000, the Standard Federal Equal Employment Opportunity Construction Contract Specifications in 41 CFR 60-4.3.
Note: The U.S. Department of Labor has exclusive authority to determine compliance with Executive Order 11246 and the policies of the Secretary of Labor including 41 CFR Part 60, and 29 CFR Parts 1625-1627. The contracting agency and the
FHWA have the authority and the responsibility to ensure compliance with 23 U.S.C. 140, Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), and Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. 2000d et seq.), and related regulations including 49 CFR Parts 21, 26, and 27; and 23 CFR Parts 200, 230, and 633.
The following provision is adopted from 23 CFR Part 230, Subpart A, Appendix A, with appropriate revisions to conform to the U.S. Department of Labor (US DOL) and FHWA
requirements.
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
1. Equal Employment Opportunity: Equal Employment
Opportunity (EEO) requirements not to discriminate and to take affirmative action to assure equal opportunity as set forth under laws, executive orders, rules, regulations (see 28 CFR Part 35, 29 CFR Part 1630, 29 CFR Parts 1625-1627, 41 CFR Part 60 and 49 CFR Part 27) and orders of the Secretary of Labor as modified by the provisions prescribed herein, and imposed pursuant to 23 U.S.C. 140, shall constitute the EEO and specific affirmative action standards for the contractor's project activities under this contract.
The provisions of the Americans with Disabilities Act of 1990 (42 U.S.C. 12101 et seq.) set forth under 28 CFR Part 35 and 29 CFR Part 1630 are incorporated by reference in this contract. In the execution of this contract, the contractor agrees to comply with the following minimum specific requirement activities of EEO:
a. The contractor will work with the contracting agency and the Federal Government to ensure that it has made every good faith effort to provide equal opportunity with respect to all of its terms and conditions of employment and in their review of activities under the contract. 23 CFR 230.409 (g)(4) & (5).
b. The contractor will accept as its operating policy the following statement:
"It is the policy of this Company to assure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, sex, sexual orientation, gender identity, color, national origin, age or disability. Such action shall include: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship, preapprenticeship, and/or on-the-job training."
2. EEO Officer: The contractor will designate and make known to the contracting officers an EEO Officer who will have the responsibility for and must be capable of effectively administering and promoting an active EEO program and who must be assigned adequate authority and responsibility to do so.
3. Dissemination of Policy: All members of the contractor's staff who are authorized to hire, supervise, promote, and discharge employees, or who recommend such action or are substantially involved in such action, will be made fully cognizant of and will implement the contractor's EEO policy and contractual
responsibilities to provide EEO in each grade and classification of employment. To ensure that the above agreement will be met, the following actions will be taken as a minimum:
a. Periodic meetings of supervisory and personnel office employees will be conducted before the start of work and then not less often than once every six months, at which time the contractor's EEO policy and its implementation will be reviewed and explained.
The meetings will be conducted by the EEO Officer or other knowledgeable company official.
b. All new supervisory or personnel office employees will be given a thorough indoctrination by the EEO Officer, covering all major aspects of the contractor's EEO obligations within thirty days following their reporting for duty with the contractor. c. All personnel who are engaged in direct recruitment for the project will be instructed by the EEO Officer in the contractor's procedures for locating and hiring minorities and women. d. Notices and posters setting forth the contractor's EEO policy will be placed in areas readily accessible to employees, applicants for employment and potential employees.
e. The contractor's EEO policy and the procedures to implement such policy will be brought to the attention of employees by means of meetings, employee handbooks, or other appropriate means.
4. Recruitment: When advertising for employees, the contractor will include in all advertisements for employees the notation: "An Equal Opportunity Employer." All such advertisements will be placed in publications having a large circulation among minorities and women in the area from which the project work force would normally be derived.
a. The contractor will, unless precluded by a valid bargaining agreement, conduct systematic and direct recruitment through public and private employee referral sources likely to yield qualified minorities and women. To meet this requirement, the contractor will identify sources of potential minority group employees and establish with such identified sources procedures whereby minority and women applicants may be referred to the contractor for employment consideration.
b. In the event the contractor has a valid bargaining agreement providing for exclusive hiring hall referrals, the contractor is expected to observe the provisions of that agreement to the extent that the system meets the contractor's compliance with EEO contract provisions. Where implementation of such an agreement has the effect of discriminating against minorities or women, or obligates the contractor to do the same, such implementation violates Federal nondiscrimination provisions.
c. The contractor will encourage its present employees to refer minorities and women as applicants for employment. Information and procedures with regard to referring such applicants will be discussed with employees.
5. Personnel Actions: Wages, working conditions, and employee benefits shall be established and administered, and personnel actions of every type, including hiring, upgrading, promotion, transfer, demotion, layoff, and termination, shall be taken without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age or disability. The following procedures shall be followed:
a. The contractor will conduct periodic inspections of project sites to ensure that working conditions and employee facilities do not indicate discriminatory treatment of project site personnel. b. The contractor will periodically evaluate the spread of wages paid within each classification to determine any evidence of discriminatory wage practices.
c. The contractor will periodically review selected personnel actions in depth to determine whether there is evidence of discrimination.
Where evidence is found, the contractor will promptly take corrective action. If the review indicates that the discrimination may extend beyond the actions reviewed, such corrective action shall include all affected persons.
d. The contractor will promptly investigate all complaints of alleged discrimination made to the contractor in connection with its obligations under this contract, will attempt to resolve such complaints, and will take appropriate corrective action within a reasonable time. If the investigation indicates that the discrimination may affect persons other than the complainant, such corrective action shall include such other persons. Upon completion of each investigation, the contractor will inform every complainant of all of their avenues of appeal.
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6. Training and Promotion:
a. The contractor will assist in locating, qualifying, and increasing the skills of minorities and women who are applicants for employment or current employees. Such efforts should be aimed at developing full journey level status employees in the type of trade or job classification involved.
b. Consistent with the contractor's work force requirements and as permissible under Federal and State regulations, the contractor shall make full use of training programs (i.e., apprenticeship and on-thejob training programs for the geographical area of contract performance). In the event a special provision for training is provided under this contract, this subparagraph will be superseded as indicated in the special provision. The contracting agency may reserve training positions for persons who receive welfare assistance in accordance with 23 U.S.C. 140(a).
c. The contractor will advise employees and applicants for employment of available training programs and entrance
requirements for each.
d. The contractor will periodically review the training and promotion potential of employees who are minorities and women and will encourage eligible employees to apply for such training and promotion.
7. Unions: If the contractor relies in whole or in part upon unions as a source of employees, the contractor will use good faith efforts to obtain the cooperation of such unions to increase opportunities for minorities and women. 23 CFR 230.409. Actions by the contractor, either directly or through a contractor's association acting as agent, will include the procedures set forth below:
a. The contractor will use good faith efforts to develop, in cooperation with the unions, joint training programs aimed toward qualifying more minorities and women for membership in the unions and increasing the skills of minorities and women so that they may qualify for higher paying employment.
b. The contractor will use good faith efforts to incorporate an EEO clause into each union agreement to the end that such union will be contractually bound to refer applicants without regard to their race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability.
c. The contractor is to obtain information as to the referral practices and policies of the labor union except that to the extent such information is within the exclusive possession of the labor union and such labor union refuses to furnish such information to the contractor, the contractor shall so certify to the contracting agency and shall set forth what efforts have been made to obtain such information.
d. In the event the union is unable to provide the contractor with a reasonable flow of referrals within the time limit set forth in the collective bargaining agreement, the contractor will, through independent recruitment efforts, fill the employment vacancies without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability; making full efforts to obtain qualified and/or qualifiable minorities and women. The failure of a union to provide sufficient referrals (even though it is obligated to provide exclusive referrals under the terms of a collective bargaining agreement) does not relieve the contractor from the requirements of this paragraph. In the event the union referral practice prevents the contractor from meeting the obligations pursuant to Executive Order 11246, as amended, and these special provisions, such contractor shall immediately notify the contracting agency.
8. Reasonable Accommodation for Applicants / Employees with Disabilities: The contractor must be familiar with the requirements for and comply with the Americans with Disabilities Act and all rules and regulations established thereunder. Employers must provide reasonable accommodation in all employment activities unless to do so would cause an undue hardship.
9. Selection of Subcontractors, Procurement of Materials and Leasing of Equipment: The contractor shall not discriminate on the grounds of race, color, religion, sex, sexual orientation, gender identity, national origin, age, or disability in the selection and retention of subcontractors, including procurement of materials and leases of equipment. The contractor shall take all necessary and reasonable steps to ensure nondiscrimination in the administration of this contract. a. The contractor shall notify all potential subcontractors, suppliers, and lessors of their EEO obligations under this contract.
b. The contractor will use good faith efforts to ensure subcontractor compliance with their EEO obligations.
10. Assurance Required:
a. The requirements of 49 CFR Part 26 and the State DOT’s FHWA-approved Disadvantaged Business Enterprise (DBE) program are incorporated by reference.
b. The contractor, subrecipient or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administration of DOT-assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the recipient deems appropriate, which may include, but is not limited to:
(1) Withholding monthly progress payments;
(2) Assessing sanctions;
(3) Liquidated damages; and/or
(4) Disqualifying the contractor from future bidding as nonresponsible. c. The Title VI and nondiscrimination provisions of U.S. DOT Order 1050.2A at Appendixes A and E are incorporated by reference. 49 CFR Part 21.
11. Records and Reports: The contractor shall keep such records as necessary to document compliance with the EEO requirements.
Such records shall be retained for a period of three years following the date of the final payment to the contractor for all contract work and shall be available at reasonable times and places for inspection by authorized representatives of the contracting agency and the FHWA.
a. The records kept by the contractor shall document the following:
(1) The number and work hours of minority and non-minority group members and women employed in each work
classification on the project;
(2) The progress and efforts being made in cooperation with unions, when applicable, to increase employment opportunities for minorities and women; and
(3) The progress and efforts being made in locating, hiring, training, qualifying, and upgrading minorities and women.
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b. The contractors and subcontractors will submit an annual report to the contracting agency each July for the duration of the project indicating the number of minority, women, and non-minority group employees currently engaged in each work classification required by the contract work. This information is to be reported on Form FHWA-1391. The staffing data should represent the project work force on board in all or any part of the last payroll period preceding the end of July. If on-the-job training is being required by special provision, the contractor will be required to collect and report training data. The employment data should reflect the work force on board during all or any part of the last payroll period preceding the end of July.
III. NONSEGREGATED FACILITIES
This provision is applicable to all Federal-aid construction contracts and to all related construction subcontracts of more than $10,000. 41 CFR 60-1.5.
As prescribed by 41 CFR 60-1.8, the contractor must ensure that facilities provided for employees are provided in such a manner that segregation on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin cannot result. The contractor may neither require such segregated use by written or oral policies nor tolerate such use by employee custom. The contractor's obligation extends further to ensure that its employees are not assigned to perform their services at any location under the contractor's control where the facilities are segregated. The term "facilities" includes waiting rooms, work areas, restaurants and other eating areas, time clocks, restrooms, washrooms, locker rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing provided for employees. The contractor shall provide separate or single-user restrooms and necessary dressing or sleeping areas to assure privacy between sexes.
IV. DAVIS-BACON AND RELATED ACT PROVISIONS
This section is applicable to all Federal-aid construction projects exceeding $2,000 and to all related subcontracts and lower-tier subcontracts (regardless of subcontract size), in accordance with 29 CFR 5.5. The requirements apply to all projects located within the right-of-way of a roadway that is functionally classified as Federalaid highway. 23 U.S.C. 113. This excludes roadways functionally classified as local roads or rural minor collectors, which are exempt. 23 U.S.C. 101. Where applicable law requires that projects be treated as a project on a Federal-aid highway, the provisions of this subpart will apply regardless of the location of the project. Examples include: Surface Transportation Block Grant Program projects funded under 23 U.S.C. 133 [excluding recreational trails projects], the Nationally Significant Freight and Highway Projects funded under 23 U.S.C. 117, and National Highway Freight Program projects funded under 23 U.S.C. 167.
The following provisions are from the U.S. Department of Labor regulations in 29 CFR 5.5 “Contract provisions and related matters” with minor revisions to conform to the FHWA-1273 format and FHWA program requirements.
1. Minimum wages (29 CFR 5.5)
a. All laborers and mechanics employed or working upon the site of the work, will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR part 3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, regardless of any contractual relationship which may be alleged to exist between the contractor and such laborers and mechanics.
Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph 1.d. of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR 5.5(a)(4). Laborers or mechanics performing work in more than one classification may be
compensated at the rate specified for each classification for the time actually worked therein: Provided, That the employer's payroll records accurately set forth the time spent in each classification in which work is performed. The wage determination (including any additional classification and wage rates conformed under paragraph
1.b. of this section) and the Davis-Bacon poster (WH–1321) shall be posted at all times by the contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers.
b. (1) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(i) The work to be performed by the classification requested is not performed by a classification in the wage determination; and
(ii) The classification is utilized in the area by the construction industry; and
(iii) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination.
(2) If the contractor and the laborers and mechanics to be employed in the classification (if known), or their
representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
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(3) In the event the contractor, the laborers or mechanics to be employed in the classification or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount
designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination.
The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(4) The wage rate (including fringe benefits where
appropriate) determined pursuant to paragraphs 1.b.(2) or
1.b.(3) of this section, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification.
c. Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. d. If the contractor does not make payments to a trustee or other third person, the contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, That the Secretary of Labor has found, upon the written request of the contractor, that the applicable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.
2. Withholding (29 CFR 5.5)
The contracting agency shall upon its own action or upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the contractor under this contract, or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to DavisBacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the contract, the contracting agency may, after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased.
3. Payrolls and basic records (29 CFR 5.5)
a. Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B) of the Davis-Bacon Act), daily and weekly number of hours worked, deductions made and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs.
b. (1) The contractor shall submit weekly for each week in which any contract work is performed a copy of all payrolls to the contracting agency. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee's social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH–347 is
available for this purpose from the Wage and Hour Division Web site. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker, and shall provide them upon request to the contracting agency for transmission to the State DOT, the FHWA or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the contracting agency.
(2) Each payroll submitted shall be accompanied by a
“Statement of Compliance,” signed by the contractor or
subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following:
(i) That the payroll for the payroll period contains the information required to be provided under 29 CFR
5.5(a)(3)(ii), the appropriate information is being maintained under 29 CFR 5.5(a)(3)(i), and that such information is correct and complete;
(ii) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in 29 CFR part 3;
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(iii) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract.
(3) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH–347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph 3.b.(2) of this section. (4) The falsification of any of the above certifications may subject the contractor or subcontractor to civil or criminal prosecution under 18 U.S.C. 1001 and 31 U.S.C. 231.
c. The contractor or subcontractor shall make the records required under paragraph 3.a. of this section available for inspection, copying, or transcription by authorized representatives of the contracting agency, the State DOT, the FHWA, or the Department of Labor, and shall permit such representatives to interview employees during working hours on the job. If the contractor or subcontractor fails to submit the required records or to make them available, the FHWA may, after written notice to the contractor, the contracting agency or the State DOT, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12.
4. Apprentices and trainees (29 CFR 5.5)
a. Apprentices (programs of the USDOL).
Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice.
The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the contractor's or subcontractor's registered program shall be observed.
Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination.
In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
b. Trainees (programs of the USDOL).
Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration.
The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration.
Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the
corresponding journeyman wage rate on the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed.
In the event the Employment and Training Administration withdraws approval of a training program, the contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. c. Equal employment opportunity. The utilization of apprentices, trainees and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR part 30.
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d. Apprentices and Trainees (programs of the U.S. DOT).
Apprentices and trainees working under apprenticeship and skill training programs which have been certified by the Secretary of Transportation as promoting EEO in connection with Federal-aid highway construction programs are not subject to the requirements of paragraph 4 of this Section IV. 23 CFR 230.111(e)(2). The straight time hourly wage rates for apprentices and trainees under such programs will be established by the particular programs. The ratio of apprentices and trainees to journeymen shall not be greater than permitted by the terms of the particular program.
5. Compliance with Copeland Act requirements. The contractor shall comply with the requirements of 29 CFR part 3, which are incorporated by reference in this contract as provided in 29 CFR 5.5.
6. Subcontracts. The contractor or subcontractor shall insert Form FHWA-1273 in any subcontracts and also require the
subcontractors to include Form FHWA-1273 in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all the contract clauses in 29 CFR 5.5.
7. Contract termination: debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.
8. Compliance with Davis-Bacon and Related Act
requirements. All rulings and interpretations of the Davis-Bacon and Related Acts contained in 29 CFR parts 1, 3, and 5 are herein incorporated by reference in this contract as provided in 29 CFR 5.5.
9. Disputes concerning labor standards. As provided in 29 CFR
5.5, disputes arising out of the labor standards provisions of this contract shall not be subject to the general disputes clause of this contract. Such disputes shall be resolved in accordance with the procedures of the Department of Labor set forth in 29 CFR parts 5, 6, and 7. Disputes within the meaning of this clause include disputes between the contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives.
10. Certification of eligibility (29 CFR 5.5)
a. By entering into this contract, the contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the contractor's firm is a person or firm ineligible to be awarded Government contracts by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1).
b. No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government contract by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1). c. The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001.
V. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT
Pursuant to 29 CFR 5.5(b), the following clauses apply to any Federal-aid construction contract in an amount in excess of $100,000 and subject to the overtime provisions of the Contract Work Hours and Safety Standards Act. These clauses shall be inserted in addition to the clauses required by 29 CFR 5.5(a) or 29 CFR 4.6. As used in this paragraph, the terms laborers and mechanics include watchmen and guards.
1. Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. 29 CFR 5.5.
2. Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph 1 of this section, the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph 1 of this section, in the sum currently provided in 29 CFR 5.5(b)(2)* for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph 1 of this section. 29 CFR
5.5. * $27 as of January 23, 2019 (See 84 FR 213-01, 218) as may be adjusted annually by the Department of Labor; pursuant to the Federal Civil Penalties Inflation Adjustment Act of 1990).
3. Withholding for unpaid wages and liquidated damages. The FHWA or the contacting agency shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph 2 of this section. 29 CFR 5.5.
4. Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraphs 1 through 4 of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs 1 through 4 of this section. 29 CFR 5.5.
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Required Federal-Aid Contract Language
VI. SUBLETTING OR ASSIGNING THE CONTRACT
This provision is applicable to all Federal-aid construction contracts on the National Highway System pursuant to 23 CFR 635.116.
1. The contractor shall perform with its own organization contract work amounting to not less than 30 percent (or a greater percentage if specified elsewhere in the contract) of the total original contract price, excluding any specialty items designated by the contracting agency. Specialty items may be performed by subcontract and the amount of any such specialty items performed may be deducted from the total original contract price before computing the amount of work required to be performed by the contractor's own organization (23 CFR 635.116).
a. The term “perform work with its own organization” in paragraph 1 of Section VI refers to workers employed or leased by the prime contractor, and equipment owned or rented by the prime contractor, with or without operators. Such term does not include employees or equipment of a subcontractor or lower tier subcontractor, agents of the prime contractor, or any other assignees. The term may include payments for the costs of hiring leased employees from an employee leasing firm meeting all relevant Federal and State regulatory requirements. Leased employees may only be included in this term if the prime contractor meets all of the following conditions:
(based on longstanding interpretation)
(1) the prime contractor maintains control over the supervision of the day-to-day activities of the leased employees;
(2) the prime contractor remains responsible for the quality of the work of the leased employees;
(3) the prime contractor retains all power to accept or exclude individual employees from work on the project; and
(4) the prime contractor remains ultimately responsible for the payment of predetermined minimum wages, the submission of payrolls, statements of compliance and all other Federal regulatory requirements.
b. "Specialty Items" shall be construed to be limited to work that requires highly specialized knowledge, abilities, or equipment not ordinarily available in the type of contracting organizations qualified and expected to bid or propose on the contract as a whole and in general are to be limited to minor components of the overall contract. 23 CFR 635.102.
2. Pursuant to 23 CFR 635.116(a), the contract amount upon which the requirements set forth in paragraph (1) of Section VI is computed includes the cost of material and manufactured products which are to be purchased or produced by the contractor under the contract provisions.
3. Pursuant to 23 CFR 635.116(c), the contractor shall furnish (a) a competent superintendent or supervisor who is employed by the firm, has full authority to direct performance of the work in accordance with the contract requirements, and is in charge of all construction operations (regardless of who performs the work) and (b) such other of its own organizational resources (supervision, management, and engineering services) as the contracting officer determines is necessary to assure the performance of the contract.
4. No portion of the contract shall be sublet, assigned or otherwise disposed of except with the written consent of the contracting officer, or authorized representative, and such consent when given shall not be construed to relieve the contractor of any responsibility for the fulfillment of the contract. Written consent will be given only after the contracting agency has assured that each subcontract is evidenced in writing and that it contains all pertinent provisions and requirements of the prime contract. (based on long-standing interpretation of 23 CFR 635.116).
5. The 30-percent self-performance requirement of paragraph (1) is not applicable to design-build contracts; however, contracting agencies may establish their own self-performance requirements. 23 CFR 635.116(d).
VII. SAFETY: ACCIDENT PREVENTION
This provision is applicable to all Federal-aid construction contracts and to all related subcontracts.
1. In the performance of this contract the contractor shall comply with all applicable Federal, State, and local laws governing safety, health, and sanitation (23 CFR Part 635). The contractor shall provide all safeguards, safety devices and protective equipment and take any other needed actions as it determines, or as the contracting officer may determine, to be reasonably necessary to protect the life and health of employees on the job and the safety of the public and to protect property in connection with the performance of the work covered by the contract. 23 CFR 635.108.
2. It is a condition of this contract, and shall be made a condition of each subcontract, which the contractor enters into pursuant to this contract, that the contractor and any subcontractor shall not permit any employee, in performance of the contract, to work in surroundings or under conditions which are unsanitary, hazardous or dangerous to his/her health or safety, as determined under construction safety and health standards (29 CFR Part 1926) promulgated by the Secretary of Labor, in accordance with Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704). 29 CFR 1926.10.
3. Pursuant to 29 CFR 1926.3, it is a condition of this contract that the Secretary of Labor or authorized representative thereof, shall have right of entry to any site of contract performance to inspect or investigate the matter of compliance with the construction safety and health standards and to carry out the duties of the Secretary under Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3704).
VIII. FALSE STATEMENTS CONCERNING HIGHWAY PROJECTS
This provision is applicable to all Federal-aid construction contracts and to all related subcontracts.
In order to assure high quality and durable construction in conformity with approved plans and specifications and a high degree of reliability on statements and representations made by engineers, contractors, suppliers, and workers on Federal-aid highway projects, it is essential that all persons concerned with the project perform their functions as carefully, thoroughly, and honestly as possible. Willful falsification, distortion, or misrepresentation with respect to any facts related to the project is a violation of Federal law. To prevent any misunderstanding regarding the seriousness of these and similar acts, Form FHWA-1022 shall be posted on each Federal-aid highway project (23 CFR Part 635) in one or more places where it is readily available to all persons concerned with the project:
18 U.S.C. 1020 reads as follows:
"Whoever, being an officer, agent, or employee of the United States, or of any State or Territory, or whoever, whether a person, association, firm, or corporation, knowingly makes any false statement, false representation, or false report as to the character, quality, quantity, or cost of the material used or to be used, or the quantity or quality of the work performed or to be performed, or the cost thereof in connection with the submission of plans, maps, specifications, contracts, or costs of construction on any highway or related project submitted for approval to the Secretary of Transportation; or
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Required Federal-Aid Contract Language
Whoever knowingly makes any false statement, false
representation, false report or false claim with respect to the character, quality, quantity, or cost of any work performed or to be performed, or materials furnished or to be furnished, in connection with the construction of any highway or related project approved by the Secretary of Transportation; or
Whoever knowingly makes any false statement or false
representation as to material fact in any statement, certificate, or report submitted pursuant to provisions of the Federal-aid Roads Act approved July 11, 1916, (39 Stat. 355), as amended and supplemented;
Shall be fined under this title or imprisoned not more than 5 years or both."
IX. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL
WATER POLLUTION CONTROL ACT (42 U.S.C. 7606; 2 CFR
200.88; EO 11738)
This provision is applicable to all Federal-aid construction contracts in excess of $150,000 and to all related subcontracts. 48 CFR 2.101; 2 CFR 200.326.
By submission of this bid/proposal or the execution of this contract or subcontract, as appropriate, the bidder, proposer, Federal-aid construction contractor, subcontractor, supplier, or vendor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251-1387). Violations must be reported to the Federal Highway Administration and the Regional Office of the Environmental Protection Agency. 2 CFR Part 200, Appendix II.
The contractor agrees to include or cause to be included the requirements of this Section in every subcontract, and further agrees to take such action as the contracting agency may direct as a means of enforcing such requirements. 2 CFR 200.326.
X. CERTIFICATION REGARDING DEBARMENT, SUSPENSION,
INELIGIBILITY AND VOLUNTARY EXCLUSION
This provision is applicable to all Federal-aid construction contracts, design-build contracts, subcontracts, lower-tier subcontracts, purchase orders, lease agreements, consultant contracts or any other covered transaction requiring FHWA approval or that is estimated to cost $25,000 or more – as defined in 2 CFR Parts 180 and 1200. 2 CFR 180.220 and 1200.220.
1. Instructions for Certification – First Tier Participants:
a. By signing and submitting this proposal, the prospective first tier participant is providing the certification set out below. b. The inability of a person to provide the certification set out below will not necessarily result in denial of participation in this covered transaction. The prospective first tier participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective first tier participant to furnish a certification or an explanation shall disqualify such a person from participation in this transaction. 2 CFR 180.320.
c. The certification in this clause is a material representation of fact upon which reliance was placed when the contracting agency determined to enter into this transaction. If it is later determined that the prospective participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the contracting agency may terminate this transaction for cause of default. 2 CFR 180.325.
d. The prospective first tier participant shall provide immediate written notice to the contracting agency to whom this proposal is submitted if any time the prospective first tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 2 CFR 180.345 and 180.350.
e. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900-180.1020, and 1200. “First Tier Covered Transactions” refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers).
f. The prospective first tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. 2 CFR 180.330.
g. The prospective first tier participant further agrees by submitting this proposal that it will include the clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transactions," provided by the department or contracting agency, entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 180.300.
h. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. 2 CFR 180.300; 180.320, and 180.325. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. 2 CFR 180.335. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website
(https://www.sam.gov/). 2 CFR 180.300, 180.320, and 180.325. i. Nothing contained in the foregoing shall be construed to require the establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of the prospective participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.
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Required Federal-Aid Contract Language
j. Except for transactions authorized under paragraph (f) of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause or default. 2 CFR 180.325. * * * * *
2. Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion – First Tier Participants:
a. The prospective first tier participant certifies to the best of its knowledge and belief, that it and its principals:
(1) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.335;.
(2) Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property, 2 CFR 180.800;
(3) Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (a)(2) of this certification, 2 CFR 180.700 and 180.800; and (4) Have not within a three-year period preceding this
application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. 2 CFR 180.335(d).
(5) Are not a corporation that has been convicted of a felony violation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and
(6) Are not a corporation with any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability (USDOT Order 4200.6 implementing appropriations act requirements).
b. Where the prospective participant is unable to certify to any of the statements in this certification, such prospective participant should attach an explanation to this proposal. 2 CFR 180.335 and 180.340.
3. Instructions for Certification - Lower Tier Participants:
(Applicable to all subcontracts, purchase orders, and other lower tier transactions requiring prior FHWA approval or estimated to cost $25,000 or more - 2 CFR Parts 180 and 1200). 2 CFR 180.220 and 1200.220.
a. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out below. b. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department, or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment.
c. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous by reason of changed circumstances. 2 CFR 180.365.
d. The terms "covered transaction," "debarred," "suspended," "ineligible," "participant," "person," "principal," and "voluntarily excluded," as used in this clause, are defined in 2 CFR Parts 180, Subpart I, 180.900 – 180.1020, and 1200. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. “First Tier Covered Transactions” refers to any covered transaction between a recipient or subrecipient of Federal funds and a participant (such as the prime or general contract). “Lower Tier Covered Transactions” refers to any covered transaction under a First Tier Covered Transaction (such as subcontracts). “First Tier Participant” refers to the participant who has entered into a covered transaction with a recipient or subrecipient of Federal funds (such as the prime or general contractor). “Lower Tier Participant” refers any participant who has entered into a covered transaction with a First Tier Participant or other Lower Tier Participants (such as subcontractors and suppliers).
e. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. 2 CFR 1200.220 and 1200.332. f. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions exceeding the $25,000 threshold. 2 CFR 180.220 and 1200.220.
g. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant is responsible for ensuring that its principals are not suspended, debarred, or otherwise ineligible to participate in covered transactions. To verify the eligibility of its principals, as well as the eligibility of any lower tier prospective participants, each participant may, but is not required to, check the System for Award Management website (https://www.sam.gov/), which is compiled by the General Services Administration. 2 CFR 180.300, 180.320, 180.330, and 180.335.
h. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.
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i. Except for transactions authorized under paragraph e of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 2 CFR 180.325.
* * * * *
Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion--Lower Tier Participants:
1. The prospective lower tier participant certifies, by submission of this proposal, that neither it nor its principals:
(a) is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency, 2 CFR 180.355;
(b) is a corporation that has been convicted of a felony violation under any Federal law within the two-year period preceding this proposal (USDOT Order 4200.6 implementing appropriations act requirements); and
(c) is a corporation with any unpaid Federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted, or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability. (USDOT Order 4200.6 implementing appropriations act requirements)
2. Where the prospective lower tier participant is unable to certify to any of the statements in this certification, such prospective participant should attach an explanation to this proposal. * * * * *
XI. CERTIFICATION REGARDING USE OF CONTRACT FUNDS
FOR LOBBYING
This provision is applicable to all Federal-aid construction contracts and to all related subcontracts which exceed $100,000. 49 CFR Part 20, App. A.
1. The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that:
a. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions.
2. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into.
Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.
3. The prospective participant also agrees by submitting its bid or proposal that the participant shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly.
XII. USE OF UNITED STATES-FLAG VESSELS:
This provision is applicable to all Federal-aid construction contracts, design-build contracts, subcontracts, lower-tier subcontracts, purchase orders, lease agreements, or any other covered transaction. 46 CFR Part 381.
This requirement applies to material or equipment that is acquired for a specific Federal-aid highway project. 46 CFR 381.7. It is not applicable to goods or materials that come into inventories independent of an FHWA funded-contract.
When oceanic shipments (or shipments across the Great Lakes) are necessary for materials or equipment acquired for a specific Federalaid construction project, the bidder, proposer, contractor, subcontractor, or vendor agrees:
1. To utilize privately owned United States-flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to this contract, to the extent such vessels are available at fair and reasonable rates for United States-flag commercial vessels. 46 CFR 381.7.
2. To furnish within 20 days following the date of loading for shipments originating within the United States or within 30 working days following the date of loading for shipments originating outside the United States, a legible copy of a rated, ‘on-board’ commercial ocean bill-of-lading in English for each shipment of cargo described in paragraph (b)(1) of this section to both the Contracting Officer (through the prime contractor in the case of subcontractor bills-oflading) and to the Office of Cargo and Commercial Sealift (MAR620), Maritime Administration, Washington, DC 20590. (MARAD requires copies of the ocean carrier's (master) bills of lading, certified onboard, dated, with rates and charges. These bills of lading may contain business sensitive information and therefore may be submitted directly to MARAD by the Ocean Transportation Intermediary on behalf of the contractor). 46 CFR 381.7.
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Required Federal-Aid Contract Language
12. FEMALE AND MINORITY GOALS
To comply with Section II, "Nondiscrimination," of "Required Contract Provisions Federal-Aid Construction Contracts," the following are for female and minority utilization goals for Federal-aid construction contracts and subcontracts that exceed $10,000:
The nationwide goal for female utilization is 6.9 percent.
The goals for minority utilization (45 Fed Reg 65984 (10/3/1980)) are as follows:
MINORITY UTILIZATION GOALS
Economic
Area
Goal
(Percent)
174 Redding CA:
Non-SMSA (Standard Metropolitan Statistical Area) Counties:
CA Lassen; CA Modoc; CA Plumas; CA Shasta; CA Siskiyou; CA Tehama
6.8 175
Eureka, CA
Non-SMSA Counties:
CA Del Norte; CA Humboldt; CA Trinity
6.6 San Francisco-Oakland-San Jose, CA:
SMSA Counties:
7120 Salinas-Seaside-Monterey, CA 28.9
CA Monterey
7360 San Francisco-Oakland
CA Alameda; CA Contra Costa; CA Marin; CA San Francisco; CA San Mateo
25.6 7400 San Jose, CA 19.6
176 CA Santa Clara, CA
7485 Santa Cruz, CA
CA Santa Cruz 14.9
7500 Santa Rosa
CA Sonoma
9.1 8720 Vallejo-Fairfield-Napa, CA
CA Napa; CA Solano
17.1 Non-SMSA Counties:
CA Lake; CA Mendocino; CA San Benito
23.2 177
Sacramento, CA:
SMSA Counties:
6920 Sacramento, CA
CA Placer; CA Sacramento; CA
Yolo Non-SMSA Counties
CA Butte; CA Colusa; CA El Dorado; CA Glenn; CA Nevada; CA Sierra; CA Sutter; CA Yuba
16.1 14.3
Stockton-Modesto, CA:
SMSA Counties:
5170 Modesto, CA 12.3
178 CA Stanislaus
8120 Stockton, CA
CA San Joaquin
24.3 Non-SMSA Counties
CA Alpine; CA Amador; CA Calaveras; CA Mariposa; CA Merced; CA Tuolumne
19.8 Fresno-Bakersfield, CA
SMSA Counties:
179 0680 Bakersfield, CA
CA Kern
2840 Fresno, CA
19.1 26.1
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CA Fresno
Non-SMSA Counties:
CA Kings; CA Madera; CA Tulare
23.6 Los Angeles, CA:
SMSA Counties:
0360 Anaheim-Santa Ana-Garden Grove, CA 11.9
CA Orange
4480 Los Angeles-Long Beach, CA 28.3
180
CA Los Angeles
6000 Oxnard-Simi Valley-Ventura, CA
CA Ventura
6780 Riverside-San Bernardino-Ontario, CA
21.5 19.0
CA Riverside; CA San Bernardino
7480 Santa Barbara-Santa Maria-Lompoc, CA
19.7 CA Santa Barbara
Non-SMSA Counties
CA Inyo; CA Mono; CA San Luis Obispo
24.6 San Diego, CA:
SMSA Counties
181 7320 San Diego, CA
CA San Diego
Non-SMSA Counties
CA Imperial
16.9 18.2
For the last full week of July during which work is performed under the contract, the prime contractor and each non material-supplier subcontractor with a subcontract of $10,000 or more must complete Form FHWA PR-1391 (Appendix C to 23 CFR 230). Submit the forms by August 15.
13. TITLE VI ASSURANCES
The U.S. Department of Transportation Order No.1050.2A requires all federal-aid Department of Transportation contracts between an agency and a contractor to contain Appendix A and E. Appendix B only requires inclusion if the contract impacts deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein. Appendices C and D only require inclusion if the contract impacts deeds, licenses, leases, permits, or similar instruments entered into by the recipient.
APPENDIX A
During the performance of this Agreement, the contractor, for itself, its assignees and successors in interest (hereinafter collectively referred to as CONTRACTOR) agrees as follows:
a. Compliance with Regulations: CONTRACTOR shall comply with the regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation, Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the REGULATIONS), which are herein incorporated by reference and made a part of this agreement.
b. Nondiscrimination: CONTRACTOR, with regard to the work performed by it during the AGREEMENT, shall not discriminate on the grounds of race, color, sex, national origin, religion, age, or disability in the selection and retention of sub-applicants, including procurements of materials and leases of equipment. CONTRACTOR shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the agreement covers a program set forth in Appendix B of the Regulations. c. Solicitations for Sub-agreements, Including Procurements of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by CONTRACTOR for work to be performed under a Sub- agreement, including procurements of materials or leases of equipment,
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each potential sub-applicant or supplier shall be notified by CONTRACTOR of the CONTRACTOR’S obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. d. Information and Reports: CONTRACTOR shall provide all information and reports required by the Regulations, or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the recipient or FHWA to be pertinent to ascertain compliance with such Regulations or directives. Where any information required of CONTRACTOR is in the exclusive possession of another who fails or refuses to furnish this information, CONTRACTOR shall so certify to the recipient or FHWA as appropriate, and shall set forth what efforts CONTRACTOR has made to obtain the information. e. Sanctions for Noncompliance: In the event of CONTRACTOR’s noncompliance with the nondiscrimination provisions of this agreement, the recipient shall impose such agreement sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
i. withholding of payments to CONTRACTOR under the Agreement within a reasonable period of time, not to exceed 90 days; and/or
ii. cancellation, termination or suspension of the Agreement, in whole or in part. f. Incorporation of Provisions: CONTRACTOR shall include the provisions of paragraphs (1) through (6) in every sub-agreement, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives issued pursuant thereto.
CONTRACTOR shall take such action with respect to any sub-agreement or procurement as the recipient or FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that, in the event CONTRACTOR becomes involved in, or is threatened with, litigation with a sub-applicant or supplier as a result of such direction, CONTRACTOR may request the recipient enter into such litigation to protect the interests of the State, and, in addition, CONTRACTOR may request the United States to enter into such litigation to protect the interests of the United States.
APPENDIX B
CLAUSES FOR DEEDS TRANSFERRING UNITED STATES PROPERTY
The following clauses will be included in deeds effecting or recording the transfer of real property, structures, or improvements thereon, or granting interest therein from the United States pursuant to the provisions of Assurance 4:
NOW THEREFORE, the U.S. Department of Transportation as authorized by law and upon the condition that the recipient will accept title to the lands and maintain the project constructed thereon in accordance with Title 23 U.S.C., the regulations for the administration of the preceding statute, and the policies and procedures prescribed by the FHWA of the U.S. Department of Transportation in accordance and in compliance with all requirements imposed by Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation pertaining to and effectuating the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252; 42 U.S.C. § 2000d to 2000d-4), does hereby remise, release, quitclaim and convey unto the recipient all the right, title and interest of the U.S. Department of Transportation in and to said lands described in Exhibit A attached hereto and made a part hereof. (HABENDUM CLAUSE)
TO HAVE AND TO HOLD said lands and interests therein unto the recipient and its successors forever, subject, however, to the covenants, conditions, restrictions and reservations herein contained as follows, which will remain in effect for the period during which the real property or structures are used for a purpose for which Federal financial assistance is extended or for another purpose involving the provision of similar services or benefits and will be binding on the recipient, its successors and assigns. The recipient, in consideration of the conveyance of said lands and interest in lands, does hereby covenant and agree as a covenant running with the land for itself, its successors and assigns, that (1) no person
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
will on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination with regard to any facility located wholly or in part on, over, or under such lands hereby conveyed [,] [and]* (2) that the recipient will use the lands and interests in lands and interest in lands so conveyed, in compliance with all requirements imposed by or pursuant to Title 49, Code of Federal Regulations, U.S. Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Non-discrimination in Federally-assisted programs of the U.S. Department of Transportation, Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations and Acts may be amended[, and (3) that in the event of breach of any of the above-mentioned non-discrimination conditions, the Department will have a right to enter or re-enter said lands and facilities on said lands, and that above described land and facilities will thereon revert to and vest in and become the absolute property of the U.S. Department of Transportation and its assigns as such interest existed prior to this instruction].*
(*Reverter clause and related language to be used only when it is determined that such a clause is necessary in order to make clear the purpose of Title VI.)
APPENDIX C
CLAUSES FOR TRANSFER OF REAL PROPERTY ACQUIRED OR IMPROVED UNDER THE
ACTIVITY, FACILITY, OR PROGRAM
The following clauses will be included in deeds, licenses, leases, permits, or similar instruments entered into by the recipient pursuant to the provisions of Assurance 7(a):
A. The (grantee, lessee, permittee, etc. as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree [in the case of deeds and leases add “as a covenant running with the land”] that:
1. In the event facilities are constructed, maintained, or otherwise operated on the property described in this (deed, license, lease, permit, etc.) for a purpose for which a U.S. Department of Transportation activity, facility, or program is extended or for another purpose involving the provision of similar services or benefits, the (grantee, licensee, lessee, permittee, etc.) will maintain and operate such facilities and services in compliance with all requirements imposed by the Acts and Regulations (as may be amended) such that no person on the grounds of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities.
B. With respect to licenses, leases, permits, etc., in the event of breach of any of the above Nondiscrimination covenants, the recipient will have the right to terminate the (lease, license, permit, etc.) and to enter, re-enter, and repossess said lands and facilities thereon, and hold the same as if the (lease, license, permit, etc.) had never been made or issued.*
C. With respect to a deed, in the event of breach of any of the above Non-discrimination covenants, the recipient will have the right to enter or re-enter the lands and facilities thereon, and the above described lands and facilities will there upon revert to and vest in and become the absolute property of the recipient and its assigns.*
(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
APPENDIX D
CLAUSES FOR CONSTRUCTION/USE/ACCESS TO REAL PROPERTY ACQUIRED UNDER THE
ACTIVITY, FACILITY OR PROGRAM
The following clauses will be included in deeds, licenses, permits, or similar instruments/agreements entered into by the recipient pursuant to the provisions of Assurance 7(b):
A. The (grantee, licensee, permittee, etc., as appropriate) for himself/herself, his/her heirs, personal representatives, successors in interest ,and assigns, as a part of the consideration hereof, does hereby covenant and agree (in the case of deeds and leases add, “as a covenant running with the land”) that (1) no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land, and the furnishings of services thereon, no person on the ground of race, color, or national origin, will be excluded from participation in, denied the benefits or, or otherwise be subjected to discrimination, (3) that the (grantee, licensee, lessee, permittee, etc.) will use the premises in compliance with all other requirements imposed by or pursuant to the Acts and Regulations, as amended, set forth in this Assurance.
B. With respect to (licenses, leases, permits, etc.) in the event of breach of any of the above of the above Non-discrimination covenants, the recipient will have the right to terminate the (license, permits, etc., as appropriate) and to enter or re-enter and repossess said land and the facilities thereon, and hold the same as if said (license, permit, etc., as appropriate) had never been made or issued.* C. With respect to deeds, in the event of breach of any of the above Non-discrimination covenants, the recipient will there upon revert to and vest in and become the absolute property of the recipient and its assigns.
(*Reverter clause and related language to be used only when it is determined that such a clause is necessary to make clear the purpose of Title VI.)
APPENDIX E
During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “contractor”) agrees to comply with the following non-discrimination statutes and authorities, including, but not limited to:
Pertinent Non-Discrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21. • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex; • Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not);
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
Federal Trainee Program Special Provisions
(to be used when applicable)
14. FEDERAL TRAINEE PROGRAM
For the Federal training program, the number of trainees or apprentices is .
This section applies if a number of trainees or apprentices is specified in the special provisions.
As part of the prime contractor’s equal opportunity affirmative action program, provide on-the-job training to develop full journeymen in the types of trades or job classifications involved.
The prime contractor has primary responsibility for meeting this training requirement.
If the prime contractor subcontracts a contract part, they shall determine how many trainees or apprentices are to be trained by the subcontractor. Include these training requirements in each subcontract.
Where feasible, 25 percent of apprentices or trainees in each occupation must be in their 1st year of apprenticeship or training.
Distribute the number of apprentices or trainees among the work classifications on the basis of the prime contractor’s needs and the availability of journeymen in the various classifications within a reasonable recruitment area.
Before starting work, the prime contractor shall submit to the City/County of :
1. Number of apprentices or trainees to be trained for each classification
2. Training program to be used
3. Training starting date for each classification
The prime contractor shall obtain the City/County of approval for this submitted information before the prime contractor starts work. The City/County of credits the prime contractor for each apprentice or trainee the prime contractor employs on the job who is currently enrolled or becomes enrolled in an approved program.
The primary objective of this section is to train and upgrade minorities and women toward journeyman status.
The prime contractor shall make every effort to enroll minority and women apprentices or trainees, such as conducting systematic and direct recruitment through public and private sources likely to yield minority and women apprentices or trainees, to the extent they are available within a reasonable recruitment area and show that they have made the efforts. In making these efforts, the prime contractor shall not discriminate against any applicant for training.
The prime contractor shall not employ as an apprentice or trainee an employee:
1. In any classification in which the employee has successfully completed a training course leading to journeyman status or in which the employee has been employed as a journeyman
2. Who is not registered in a program approved by the US Department of Labor, Bureau of Apprenticeship and Training
The prime contractor shall ask the employee if the employee has successfully completed a training course leading to journeyman status or has been employed as a journeyman. The prime contractor’s records must show the employee's answers to the questions.
In the training program, the prime contractor shall establish the minimum length and training type for each classification. The City/County of and FHWA approves a program if one of the following is met:
1. It is calculated to:
• Meet the equal employment opportunity responsibilities • Qualify the average apprentice or trainee for journeyman status in the classification involved by the end of the training period
2. It is registered with the U.S. Department of Labor, Bureau of Apprenticeship and Training, and it is administered in a way consistent with the equal employment responsibilities of Federal-aid highway construction contracts
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Local Assistance Procedures Manual Exhibit 12-G
Required Federal-Aid Contract Language
The prime contractor shall obtain the State's approval for their training program before they start work involving the classification covered by the program.
The prime contractor shall provide training in the construction crafts, not in clerk-typist or secretarial-type positions. Training is allowed in lower level management positions such as office engineers, estimators, and timekeepers if the training is oriented toward construction applications. Training is allowed in the laborer classification if significant and meaningful training is provided and approved by the division office. Off-site training is allowed if the training is an integral part of an approved training program and does not make up a significant part of the overall training.
The City/County of reimburses the prime contractor 80 cents per hour of training given an employee on thiscontract under an approved training program:
1. For on-site training
2. For off-site training if the apprentice or trainee is currently employed on a Federal-aid project and prime contractor does at least one of the following:
a. Contribute to the cost of the training
b. Provide the instruction to the apprentice or trainee c. Pay the apprentice's or trainee's wages during the off-site training period
3. If the prime contractor complies with this section.
Each apprentice or trainee must:
1. Begin training on the project as soon as feasible after the start of work involving the apprentice's or trainee's skill
2. Remain on the project as long as training opportunities exist in the apprentice's or trainee's work classification or until the apprentice or trainee has completed the training program The prime contractor shall furnish the apprentice or trainee with a copy of the program that the prime contractor will comply with in providing the training.
15. PROHIBITION OF CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE EQUIPMENT AND
SERVICES
In response to significant national security concerns, the agency shall check the prohibited vendor list before making any telecommunications and video surveillance purchase because recipients and subrecipients of federal funds are prohibited from obligating or expending loan or grant funds to:
• Procure or obtain;
• Extend or renew a contract to procure or obtain; or
• Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system.
The prohibited vendors (and their subsidiaries or affiliates) are:
• Huawei Technologies Company;
• ZTE Corporation;
• Hytera Communications Corporation;
• Hangzhou Hikvision Digital Technology Company;
• Dahua Technology Company; and
• Subsidiaries or affiliates of the above-mentioned companies.
In implementing the prohibition, the agency administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained.
The contractors should furnish telecommunications and video surveillance equipment with a certificate of compliance. The certificate must state telecommunications and video surveillance equipment was not procured or obtained from manufacturers identified in the above list.
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EXHIBIT E Page 132 of 134 EXHIBIT 2 1326
Appendix E of the Title VI Assurances
(US DOT Order 1050.2A)
During the performance of this contract, the contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “contractor”) agrees to comply with the following nondiscrimination statutes and authorities; including but not limited to:
Pertinent Nondiscrimination Authorities:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), (prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21.
• The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), (prohibits discrimination on the basis of sex);
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CFR Part 27;
• The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), (prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 4 71, Section 4 7123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex);
• The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, subrecipients and contractors, whether such programs or activities are Federally funded or not);
• Titles II and III of the Americans with Disabilities Act, which prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131-12189) as implemented by Department of Transportation regulations at 49 C.F.R. parts 37 and 38;
EXHIBIT F Page 133 of 134 EXHIBIT 2 1327
• The Federal Aviation Administration's Nondiscrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex);
• Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100);
• Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).
EXHIBIT F Page 134 of 134 EXHIBIT 2 1328
1 BOND FOR FAITHFUL PERFORMANCE
KNOW ALL MEN BY THESE PRESENTS:
That we, DIRT DYNASTY, INC., a STATE OF CA CORPORATION, as Principal and , a corporation,
organized and existing under the laws of the State of and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto the City of Stockton, a municipal corporation, duly created and existing under and by virtue of the laws of the State of California, as obligee, in the just and full sum of SEVEN HUNDRED SIXTY-FOUR THOUSAND NO/100 DOLLARS ($764,000.00), in lawful money of the United States of America (being 100% of the contract price) for the payment whereof well and truly to be made to the said CITY, the said Principal and Surety bind themselves, their successors and assigns, jointly and severally, firmly by these presents.
The condition of the foregoing obligation is such that the above bounded Principal has simultaneously entered into a contract with the CITY, to do and perform the following work, to wit:
INSTALL LEFT-TURN SIGNALS AT THREE INTERSECTIONS
(PROJECT NO. WT19001/FEDERAL PROJECT NO. HSIPL-5008(183)) NOW, THEREFORE, if the above bounded Principal, CONTRACTOR, Company or
Corporation or its Subcontractor, shall well and truly perform the work contracted to be done under said contract, then this obligation to be null and void; otherwise to remain in full force and effect.
No prepayment or delay in payment and no change, extension, addition or alteration of any provision of said contract, or in said plans or specifications agreed to between the said CONTRACTOR and the said CITY, and no forbearance on the part of the said CITY shall operate to relieve any Surety or Sureties from liability on this bond, and consent by said Surety is hereby given, and the said Surety hereby waives the EXHIBIT 2 1329
2 provisions of Sections 2819 and 2845 of the Civil Code of the State of California.
SIGNED AND SEALED on
APPROVED AS TO SURETY: By
PRINCIPAL
SURETY
APPROVED AS TO FORM & CONTENT:
LORI ASUNCION
OFFICE OF THE CITY ATTORNEY
By
ATTORNEY-IN-FACT
By
DEPUTY CITY ATTORNEY
EXHIBIT 2 1330
1 BOND FOR LABOR AND MATERIAL
KNOW ALL MEN BY THESE PRESENTS:
That we, DIRT DYNASTY, INC., a STATE OF CA CORPORATION, as Principal and _____________________, a corporation, organized
and existing under the laws of the State of and duly authorized to transact business under the laws of the State of California, as Surety, are held and firmly bound unto the City of Stockton, a municipal corporation, duly created and existing under and by virtue of the laws of the State of California, and unto any and all material suppliers, persons, companies, or corporations furnishing materials, provisions, provender or other supplies used in, upon, for or about the performance of the work contemplated to be executed or performed under the contract hereinafter mentioned, and all persons, companies, or corporations renting or hiring teams, or implements of machinery, for or contributing to said work and all persons who perform work or labor upon the same, and all persons who supply both work and materials, and whose claims have not been paid by the contractor, company or corporation in the just and full sum of SEVEN HUNDRED SIXTY-FOUR THOUSAND NO/100 DOLLARS ($764,000.00), in lawful money of the United States of America (being 100% of the contract price) for the payment whereof well and truly to be made to said City of Stockton and to said persons jointly and severally, the said principal and Surety bind themselves, their successors and assigns, jointly and severally, firmly by these presents.
The condition of the foregoing obligations is such that the above bounden Principal has simultaneously entered into a contract of even date herewith, with the CITY, to do and perform the following work, to-wit:
INSTALL LEFT-TURN SIGNALS AT THREE INTERSECTIONS
(PROJECT NO. WT19001/FEDERAL PROJECT NO. HSIPL-5008(183)) NOW, THEREFORE, if the above bounden Principal, CONTRACTOR, Company or Corporation or its Subcontractor, fail to pay for all materials, provisions, provender, or other supplies, or teams, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, the Surety on EXHIBIT 2 1331
2 this bond will pay the same, in an amount not exceeding the sum specified in this bond, provided that any and all claims hereunder shall be filed and proceedings had in connection therewith as required by the provisions of Division 3, Part 4, Title 15, Chapter 5, Article 1 of the Civil Code of California, provided that in case suit is brought upon this bond, a reasonable attorney's fee shall be awarded by the Court to the prevailing party in said suit; said attorney's fee to be fixed as costs in said suit, and to be included in the judgment therein rendered.
No prepayment or delay in payment and no change, extension, addition or alteration of any provision of said contract or in said plans or specifications agreed to between the said CONTRACTOR and the said CITY and no forbearance on the part of the said CITY shall operate to relieve any surety or sureties from liability on this bond, and consent to make such alterations without further notice to or consent by any such surety is hereby given, and the said sureties hereby waive the provisions of Sections 2819 and 2845 of the Civil Code of the State of California.
SIGNED AND SEALED on .
APPROVED AS TO SURETY: By
PRINCIPAL
SURETY
APPROVED AS TO FORM & CONTENT:
LORI ASUNCION
OFFICE OF THE CITY ATTORNEY
By
ATTORNEY-IN-FACT
By
DEPUTY CITY ATTORNEY
EXHIBIT 2 1332
City of Stockton
Legislation Text
File #: 23-0097, Version: 1
STOCKTON SHELTER FOR THE HOMELESS UPDATE
RECOMMENDATION
Informational only.
City of Stockton Page 1 of 1 Printed on 2/2/2023
powered by Legistar™
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Stockton Shelter for the Homeless
The Navigation Center
Status Report
presented to Stockton City Council
February 7, 2023
Agenda Item 15.1
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FACILITIES ON SHELTER GROUNDS
• Family Side 102
• Men’s Shelter 160
• Men’s Drop-In 26
• Veterans Shelter 9
• Women’s Expansion 25
Serving the Homeless
• Founded in 1986 by a group of philanthropic business and government professionals to address the issue of homelessness in San Joaquin County. • A non-denominational emergency shelter.
• Today, the Shelter has the facilities that house the following people.
OFFSITE OWNED HOUSING
HOPWA (HIV/AIDS)
• Five Condos 20
• Holman House 10
• Greenfield House 5
TOTAL SERVED DAILY 357
Our Mission
With support from our community, Stockton Shelter for the Homeless compassionately addresses the needs of homeless individuals and families by providing safe shelter, basic necessities and a structured opportunity to regain self-sufficiency.
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The Navigation Center: History
2017 Shelter Board explores ways to mitigate increasing numbers of unhoused individuals at the Shelter.
2018 Assemblymember Susan Eggman sponsors AB 2629, signed into law in September 2018, to eliminate the renewal restrictions for an existing airspace lease between Caltrans and the City of Stockton under the interchange of State Route (SR) 4 and Interstate 5 (I-5) for an emergency shelter or feeding program.
This allows the Stockton Shelter for the Homeless to be able to build facilities on the current site.
2019 Stockton Shelter for the Homeless staff and board tours and meets with northern/central California cities and counties about homelessness solutions, which include Navigation Centers.
2020 Stockton Shelter for the Homeless applies for and receives grants to build a Navigation Center.
NAVIGATION CENTER
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Navigation Centers have shown strong signs of success in helping people exit homelessness as they are different from traditional shelters.
Navigation Centers have few barriers to entry and provide intensive case management to connect people to the unique care and housing solutions they need. They provide community space and welcome people with partners, pets, and possessions. Clients receive personalized support to help address housing barriers such as a lack of personal identity documents, employment opportunities, or histories of eviction.
LOW-BARRIER FRAMEWORK
• Assigned bed space that accommodates partners
• Allowed to bring in pets
• Assigned lockers to store their belongings
• Assigned bed space that is separated from others by partition • Not exited into the streets every morning
• Able to go on and off campus freely
• Not evicted for drug or alcohol use, but guided by behavior modification • Open 24 hours a day
The Navigation Center: A Higher Level of Coordinated Care 1337
Navigation Center Building Status to Date
September 2020 Shelter receives conceptual approval from Caltrans for the Navigation Center
October 2020 Shelter applies for grants with City of Stockton, SJ County and CoC to build Navigation Center
December 2020 Shelter awarded grants from the City of Stockton, SJ County and CoC to build a Navigation Center
August 2021 City and Shelter sign contract to build a Navigation Center December 2021 County/CoC and Shelter sign contracts for Navigation Center January 2022 Shelter submits permit set to Caltrans for review March 2022 Shelter applies for Encroachment Permit with Caltrans January 2023 Federal Highway Administration (FHWA) approves and Caltrans issues Encroachment Permit
NAVIGATION CENTER
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February 2023
• Crane pick plan accepted
• Elevator pit completed
• Elevator and machine room installed
March 2023
• Underground utilities
• Modular containers shipped
• Modular containers installation begins
April-May 2023
• Roof
• Final connections container to
container
• Concrete sidewalks and fire lane
June 2023
• Targeted completion
• Adds 180 beds allowing the Shelter to
serve 537 people daily
Navigation Center Building Status Moving Forward
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NAVIGATION CENTER
Navigation Center Exterior
The exterior rendition of the Navigation Center.
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Navigation Center Interior
The interior rendition of the
Navigation Center, pictured
are the first floor and third
floor.
The first floor will have
administrative and case
management offices.
The second and third floors
will have shelter living
quarters.
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NAVIGATION CENTER
Next Steps: Building a Service-Rich Environment
The operation of the Navigation Center will be laser-focused on getting people housed.
Through enhanced care management and connection to various community support resources and services, people will be helped and equipped to connect and sustain permanent and permanent supportive housing.
The Shelter will partner with area nonprofits and county services to provide intense wrap-around-services under one roof, including:
• Case Management Providers
• Housing Navigation and Placement Services
• Medical Care and Care Coordination
• Substance Use Disorder Services
• Mental Health Treatment
• Benefits Determination and Streamlining Access
• Documentation Assistance
• Employment Assistance
• Financial Literacy Training
• Self-Image/Coping Skills Training
Timeline for Services Retention: November 2022- May 2023 1342
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Thank You!
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Legislation Text
File #: 22-1205, Version: 1
RESOLUTION TO AUTHORIZE SUBAGREEMENTS FOR THE CALIFORNIANSFORALL YOUTH WORKFORCE PROGRAM IN THE AMOUNT OF $2,606,804
RECOMMENDATION
It is recommended that the City Council approve a resolution to:
1. Authorize the City Manager to execute agreements with four (4) subgrantees totaling $2,606,804 to implement youth workforce programs with the CaliforniansForAll Youth Workforce Program grant funds.
2. It is recommended that the resolution authorize the City Manager to take appropriate and necessary actions to carry out the purpose and intent of the resolution.
Summary
City Council accepted a $4.3M CaliforniansForAll Youth Workforce Grant in December 2021 (2021- 12-14-1508). The intent of this grant is to fund programs administered by subgrantees resulting in increased youth employment in key areas of public service, climate, food insecurity, and COVID-19 relief. Following execution of the grant agreement, staff issued a request for proposals to identify qualified subgrantees. Currently, staff are recommending sub agreements for four (4) subgrantees totaling $2,606,804 (Exhibits 1-4 to the Resolution). The remaining funds ($1,693,196) will be used to develop a City Summer Jobs Youth Pilot Program and potentially fund another external partner and/or supplement these four (4) programs at a later date. Additionally, Council already approved using a portion of these funds for 1FTE within the City Manager’s Office to oversee implementation of the external and internal programs.
DISCUSSION
Background
The California Volunteers’ CaliforniansForAll Youth Workforce Development Program is a Governor’s initiative that is partnering with California cities to bolster youth workforce engagement and interest in critical career pathways. California Volunteers’ mission is to promote service and volunteerism to tackle state and local issues. The main objectives of the program are to “increase youth employment, develop career pathways, and strengthen city/community capacity to address key areas of food insecurity, climate, and COVID-19 recovery”. To achieve these goals, the CaliforniansForAll Youth Workforce Development Program appropriated its $150 million budget to the 13 largest cities in California proportionately based on population. The City of Stockton, previously the 13th largest in California, was issued $4,355,097 to be used to recruit, train, and place high-need youth participants, ages 16 - 30, into programs in the provided focus areas.
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File #: 22-1205, Version: 1
The City released a Request For Proposals (RFP) in September 2022 asking respondents to offer programs that are within the focus area(s) of the grant and are aligned with the City’s priorities. The City received seven (7) responses to the solicitation, totaling approximately $4.6M.
On December 6th, 2022, staff requested Council’s approval for a resolution to execute agreements with the four (4) subgrantees. Council conditionally approved the resolution but directed staff to verify that the majority of each subgrantees program budgets represented expenses that directly benefit youth participants, such as wages, benefits, and wrap services.
Staff has since met with the four (4) subgrantees and negotiated revisions to their proposed budgets and confirmed that the greater proportion of budgets were directly related youth benefits, per Council’s direction. The four (4) subgrantees have accommodated Council’s request.
Present Situation
The City has identified four (4) subgrantees who are well positioned to receive this significant, onetime investment:
Rising Sun established the Climate Careers Program in 2000, to help the community use less energy. Since then, the program has grown exponentially and has evolved into a leading green workforce development organization. The Climate Careers program is a earn-and-learn youth development program for young adults ages 16-24. Through the Climate Careers program, Rising Sun has employed and trained, 1,854 youth and served 55,110 households throughout the Bay Area.
The program expanded to Stockton in 2014, employing nearly 200 youths and providing services to more than 5,000 homes. Since 2014, Rising Sun has saved Stockton residents over 400,000 kWh of energy and more than 18 million gallons of water.
Through The Climate Careers program, Rising Sun will recruit, and hire twenty (20) youth participants and provide youth with much-needed income while they develop professional skills through on-the-job experience. Youth participants will receive training in customer service, professional development, Eco literacy, and the installation of LED light bulbs, faucet aerators, and other energy and water saving devices. Upon completion of the three-month Climate Careers program, youth will have the opportunity to continue a career exploration through a 140-hour paid externship with a green employer in Stockton.
In addition to supporting youth workforce, the Climate Careers program is also a valuable resource for the community. By increasing capacity to serve an additional 250 households in Stockton, more residents will save money on their energy and water bills. Offsetting energy/water usage helps combat climate change and provides an opportunity for residents to gain knowledge and valuable information about energy/water conservation.
Rising Sun proposes a total budget of $249,400 This amount is $14,400 higher than the amount of $235,000 that was proposed in December. The budget was adjusted to increase the proportion of funding going toward youth wages and benefits per Council’s direction. Additionally, note that Rising Sun will leverage their own funds for the expenses for the energy and waters saving devices required to support this program.
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Parents by Choice (PbC) is a nonprofit organization founded in Stockton in 2006 with the mission to bring hope and healing to children, youth, and their families. Since inception, PbC has been dedicated to supporting at-risk children and have developed extensive community programming to support this population.
In 2020, PbC purchased the Courthouse Plaza building in Downtown Stockton with the dream to create agency-owned businesses that provide jobs for at-risk-youth. Business within the Plaza include Courthouse building management, Plaza Perks Coffee Shop, The Underground Arcade, Main Street Gifts, and The Cruise Café. To date, PbC has employed eighteen (18) staff members.
Through the Youth Workforce Development program, PbC will expand employment opportunities for seventy (70) youth participants ages 16-30. Youth participants will work over a three-month period at the Courthouse Plaza agency owned businesses. Youth participants will become immediate contributors to the workforce and have opportunities to work in entry level positions as; receptionist, file clerk, maintenance, safety staff, barista, party host, retail associates, kitchen staff, wait staff, manager, and assistant manager positions. These entry level positions assist youth participants to gain valuable life skills and competencies, take fiscal responsibility in their personal lives, and equip them to make important decisions about their professional future.
During the three months of program participation, youth will also be supported with wrap services such as, case management, on the job mentoring, job readiness training, leadership development, and transition planning to ensure successful transition into the workforce.
Parents by Choice proposes a total budget of $654,888.
Greater Valley Conservation Corps (GVCC) is a certified local conservation corps established in 2010. The purpose of GVCC is to inspire, educate, and serve our local youth and communities by proving opportunities to practice a strong work ethic and environmental stewardship. Last fiscal year, GVCC recruited over one hundred (100) high need young adults who were trained and placed in employment opportunities in natural resources and recycling occupations. GVCC has maintained an 85% positive placement rate from transitioning corps-members out of GVCC program into full-time positions, vocational internships and/or postsecondary education opportunities. Examples of positive placements include City of Stockton, GRID Alternatives, Caltrans, Tesla, Brightview Landscaping, SJCOE Special Education, CodeStack Academy, Amazon, River Partners, CALFIRE, California State Parks, U.S. Forest Service, California State University Stanislaus, and California State University Sacramento
GVCC Conservation Corps will provide outreach and recruitment to serve sixty (60) individuals ages 18-26. Corps-members in this program will be given employment opportunities that contribute to environmental and waste management, natural resource management, graffiti-litter abatement, and supporting food drive and community awareness events.
Wraparound services, which include free academic and vocational education, mental health support, safety and equipment training, case management, free meals, career exploration, and job placement, are incorporated into the program to provide resources and support for youth retention and successful completion of the program.
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Greater Valley Conservation Corps proposes a total budget of $777,517.
San Joaquin A+ is a group of educators, business leaders, active citizens, and philanthropist who collectively support education. San Joaquin A+ is committed to Stockton and San Joaquin County, and since 1996 have set a vision to prepare students to be successful and responsible citizens.
The Early College High School is a study and work career connected learning approach that combines classroom instruction with relevant, real work experience. The evidence base for Early College High School programs nationally suggest that students enrolled in these programs graduate high school at higher rates, complete associate’s and bachelor’s degrees at significantly higher rates, save substantially more on college tuition, and are more likely to be employed full-time 10 years after entering high school.
San Joaquin A+ will use this “earn and learn” model to promote Youth Workforce Development and will serve seventy (70) high school aged youth. Youth participants in the Early College High School program will receive paid internships/ apprenticeships, complete their requirements for admission to UC and CSU systems, may earn 1-2 years of college credit or obtain a work credential. Youth participants will be matched with career-connected learning opportunities offered by local employers such as Stockton Unified and San Joaquin County Office of Education.
The Early College High School participants will also have online access to career exploration, financial planning tools, work-readiness training, and resume and cover letter tools. Youth in this program will also receive books and program supplies, and additionally receive the support of a mentor to ensure active engagement and participation.
San Joaquin A+ proposes a total budget of $925,000.
FINANCIAL SUMMARY
The City and its subgrantees will pay for project related expenses in full and then submit documentation for reimbursement through the CaliforiansForAll Youth Workforce Grant. There will be no impact to General Fund or any unrestricted funds, all related costs will be supported by the grant funding. No matching funds are required for this grant. Revenue and expenditures have sufficient appropriation authority in the, CA4ALL Youth Workforce Grant, City Manager’s Special Grants Fund - Reimbursement, General Administrative Division.
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Resolution No.
STOCKTON CITY COUNCIL
RESOLUTION TO AUTHORIZE SUBAGREEMENTS FOR THE
CALIFORNIANSFORALL YOUTH WORKFORCE PROGRAM IN THE AMOUNT OF $2.6M
The City of Stockton (“City”) is interested in promoting workforce development programs, particularly those that endeavor to empower high-need youth; and The State of California has made $150M in Coronavirus State and Local Fiscal Recovery Funds available to California Volunteers for the purpose of creating the CaliforniansForAll Youth Workforce Development Program; and Funding for the CaliforniansForAll Youth Workforce Development Program was proportionately awarded to the 13 largest cities in California based on population resulting in a $4,355,097 grant for Stockton; and
The City accepted a $4.3M CaliforniansForAll Youth Workforce Grant from the State in December 2021; and
The City has identified four (4) local organizations through a competitive solicitation process who are capable of using these grant funds to administer youth workforce programs that will positively impact over 200 youth in Stockton; and City Council approved a resolution to move forward with these four (4) local organizations during its December 6, 2022 meeting; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:
1. The City Manager, or designee, is hereby authorized to execute subagreements with Rising Sun Center for Opportunity, San Joaquin A+, Parents by Choice, and the San Joaquin County Office of Education Greater Valley Conservation Corps totaling $2,606,804 to implement youth workforce programs with the CaliforniansForAll Youth Workforce Program grant funds (Exhibits 1-4). //
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1348
2. It is recommended that the resolution authorize the City Manager, or designee, to take appropriate and necessary actions to carry out the purpose and intent of this Resolution.
PASSED, APPROVED, and ADOPTED February 7, 2023 .
KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:
ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
1349
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CITY OF STOCKTON
STANDARD AGREEMENT
1. This Agreement is entered into between the City of Stockton (“City”) and (“Contractor”) to provide
as set forth in Exhibit A to this Agreement.
_____________________________________________________________________________
2. The term of this Agreement is as follows, unless amended as described in Exhibit A and Exhibit C section 8:
Commences on: Terminates on:
_____________________________________________________________________________
3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement, including if authorized, reimbursement of expenses, is: $
4. The complete Agreement consists of all the following Agreement documents which by reference are incorporated and made a part of this Agreement. The parties agree to comply with the terms and conditions of this Agreement.
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<(6 ____________________________________________________________________________ IN WITNESS WHEREOF, the authorized parties have executed this Agreement.
CONTRACTOR
______________________________________________________________________________________________ Contractor’s Name (if other than an individual, state whether a corporation, partnership, etc.):
______________________________________________________________________________________________ Authorized Signature Date
______________________________________________________________________________________________ Printed Name and Title of Person Signing
______________________________________________________________________________________________ Address
CITY OF STOCKTON
_________________________________________________________BB________________ +DUU\%ODFN City Manager Date
ATTEST:
____________________________________________________________________________ (OL]D5*DU]D&0&, City Clerk
APPROVED AS TO FORM:
/RUL0$VXQFLRQ, City Attorney
BY:
Agreement Number:
(a) Exhibit A – Statement of Work
(b) Exhibit B – Insurance
(c) Exhibit C – General Terms Conditions
(d) Exhibit D –
H
Exhibit E – Compensation Schedule
(f) Exhibit F – Timeline
Rising Sun Center for Opportunity Youth Workforce Development Program Execution May 1, 2024
249,400.00
Professional Services Special Terms & Conditions
ARPA
Rising Sun Center for Opportunity a Nonprofit Corporation EXHIBIT 1 1350
1 (Rev. 10.30.18)
EXHIBIT A
STATEMENT OF WORK
1. Project Objectives
1.1 Rising Sun for Opportunity (Contractor) Youth Workforce Development Program, will increase youth employment opportunities, help youth develop career pathways, and strengthen city capacity to address key areas of food insecurity, climate, and COVID-19 recovery.
2. Project Scope
2.1 Rising Sun will recruit and hire youth participants ages 16 - 30 to fulfill twenty-four (24) positions that will provide youth with much-needed income while they develop professional skills through on-the-job experience. Youth participants in the Climate Careers program will receive training in customer service, professional development, Eco literacy, and the installation of LED light bulbs, faucet aerators, and other energy and water saving devices. Upon completion of the Climate Careers program, some youth may continue a career exploration through a 140-hour externship with a green employer in Stockton.
3. Specifications
3.1 Participants of the program will be between the ages 16-30 years old.
3.2 At least 75% of participants of the program will meet at least two (2) of the following criteria:
3.2.1 Have not participated in an AmeriCorps program.
3.2.2 May have difficulty finding employment.
3.2.3 Are low income.
3.2.4 Are unemployed and/or out of school.
3.2.5 Are or were justice-involved.
3.2.6 Are in or transitioning from foster care.
3.2.7 Are engaged with the mental health or substance abuse system.
3.3 Contractor will provide youth participants a minimum of $15 per hour or minimum wage, whichever is higher.
EXHIBIT 1 1351
2 (Rev. 10.30.18)
3.4 Contractor will employ qualified staff to support youth participants with building work -readiness skills, identifying career interest and finding meaningful employment opportunities.
3.5 Contractor will adopt and refine work-readiness approaches, competencies and skills identified as “best-practices”.
3.6 Contractor will coordinate support services needed to ensure that youth are set up to realize success.
3.7 Contractor will create meaningful enrichment programming to enhance the job placement success.
3.8 Contractors will maintain payroll system for youth employees.
4. Major Deliverables
4.1. Contractor will achieve all proposed deliverables by the end of the grant term on May 1, 2024.
4.2. Contractor will provide job opportunities for twenty (20) individuals, ages 16-30.
4.3. Contractor will provide wages, services, and support to youths for a minimum of three (3) months in Climate Careers program
4.4. Contractor will continue to support youth participant for a 140-hour externship following the Climate Careers program.
4.5. Contractor will report the following metrics on a quarterly and annual basis in a format and method to be specified by CaliforniaVolunteers.
4.5.1. Number of youths participating in program
4.5.2. Number of youths employed in each focus area
4.5.3. Number of youths enrolled in job training/readiness programs
4.5.4. Number of youths completing job training/readiness programs
4.5.5. Number of youths participating in summer program (if applicable)
4.5.6. Average wage and hours worked of participants across program
4.5.7. Information/data/member stories as requested by
CaliforniaVolunteers for annual report
EXHIBIT 1 1352
3 (Rev. 10.30.18)
4.6. Contractor will report the following data, where feasible, on a quarterly and annual basis to be specified by CaliforniaVolunteers.
4.6.1. Number of youths employed in program who were previously unemployed
4.6.2. Number of youths who complete full program (1 year or summer program)
4.6.3. Percentage of youth employed in program who remain in college or stable employment
4.6.4. Percentage of youth employed after completion of program
4.6.5. Percentage of youth who report job satisfaction after one year of employment, as reported by a survey
4.6.6. Percentage of youth who report an interest in a career in public service after one year of employment, as measured by a survey
4.6.7. Percentage of youth employed in public service after one year of employment • Job training evaluation.
4.7. Contractor will collect, report, and share accurate and timely data/records on a quarterly and annual basis
4.8. Contractor will administer pre- and post-employment surveys to all youth to assess outcomes of the youth employment program.
4.9. Contractor will take part in CaliforniansForAll events/training/check-ins and meetings as requested by CaliforniaVolunteers
4.10. Contractor will submit monthly invoices along with supporting documents to the City of Stockton’s administrative staff with an understanding that the city will submit documentation to California Volunteers on a quarterly basis.
4.10.1. Contractor will use the following schedule for invoice and documentation submission:
EXHIBIT 1 1353
4 (Rev. 10.30.18)
5. Internal and External Standards and Guidelines
5.1. Contractor is required to have a City of Stockton Business license for this for this project
5.1.1. Contractor may contact Stockton Business License Division at (209) 937-8313 for assistance.
5.2. The City reserves the right to periodically audit all charges and services made by the Contractor for services provided under the contract.
5.2.1. Upon request, the Contractor agrees to furnish the City with necessary information and assistance.
6. Criteria of Acceptance for Deliverables
6.1. Deliverables will be considered acceptable if they meet the target outcomes established in the “Deliverables” section of this Scope of Work while complying with all the standards and requirements outlined in this contract.
7. Notices
Pursuant to Exhibit C – General Terms and Conditions, Paragraph 15 – Notices, the mailing address for all required notices is as follows:
Contractor: Rising Sun for Opportunity City: City of Stockton Attn: Ian Laettner Attn: City Manager
116 36th Street 425 N. El Dorado Street
Oakland, CA 94608 Stockton, CA 95202
Supporting Documents
for the month of: submit by:
City submission to CA
Volunteers
Feb-23 March 10, 2023 April 20, 2023
Mar-23 April 10, 2023 April 20, 2023
Apr-23 May 10, 2023 July 20, 2023
May-23 June 10, 2023 July 20, 2023
Jun-23 July 10, 2023 July 20, 2023
Jul-23 August 10, 2023 October 20, 2023
Aug-23 September 10, 2023 October 20, 2023
Sep-23 October 10, 2023 October 20, 2023
Oct-23 November 10, 2023 December 20, 2023
Nov-23 December 10, 2023 December 20, 2023
Dec-23 January 10, 2024 December 20, 2023
Jan-24 February 10, 2024 April 20, 2024
Feb-24 March 10, 2024 April 20, 2024
Mar-24 April 10, 2024 April 20, 2024
Apr-24 May 10, 2024 May 20, 2024
EXHIBIT 1 1354
5 (Rev. 10.30.18)
8. Key Personnel
8.1. Daren Kumar
Associate Director, Central Valley
[email protected]
(209) 213-1404
EXHIBIT 1 1355
REV 2022-05-17
Exhibit B:
Insurance Requirements
Youth Workforce Development Program
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if contractor provides written verification it has no employees)
If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or EXHIBIT 1 1356
REV 2022-05-17
operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract.
Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. The City of Stockton does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.
Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.
Waiver of Subrogation
Contractor hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer.
EXHIBIT 1 1357
REV 2022-05-17
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Stockton. The City of Stockton may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City of Stockton. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City of Stockton may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City of Stockton reserves the right to obtain a copy of any policies and endorsements for verification.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton.
Verification of Coverage
Contractor shall furnish the City of Stockton with original certificates and amendatory endorsements, or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City of Stockton before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Special Risks or Circumstances
EXHIBIT 1 1358
REV 2022-05-17
City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Certificate Holder Address
The address for mailing certificates, endorsements and notices shall be:
City of Stockton
Its Officers, Officials, Employees, and Volunteers
400 E Main St, 3rd Floor – HR
Stockton, CA 95202
EXHIBIT 1 1359
(Rev. 10.30.18; Mod 07.12.22 SG)
EXHIBIT C
GENERAL TERMS AND CONDITIONS
1. Goods, Equipment and Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A of the Agreement. Contractor shall provide said services at the time, place and in the manner specified in Exhibit A of the Agreement.
2. City Assistance, Facilities, Equipment and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish and maintain all facilities and equipment that may be required for furnishing services pursuant to this Agreement. If applicable, City shall furnish to Contractor only the facilities and equipment listed in Exhibit A to the Agreement.
3. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A and Exhibit E to the Agreement.
3.1 Invoices submitted by Contractor to City must contain a brief description of work performed, time spent and City reference number. Within thirty (30) days of receipt of Contractor’s invoice, City will review invoice, and if acceptable make payment on approved invoice.
3.2 Upon completion of work and acceptance by City, Contractor shall have sixty (60) days in which to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty (30) days in advance of said time limitation. The City shall have no obligation or liability to pay any invoice for work performed which the Contractor fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after the work is accepted by the City.
4. Sufficiency of Contractor’s Work. All Contractor services, work, and deliverables shall be performed in a good and workmanlike manner with due diligence in accordance with the degree of skill normally exercised by similar contractors supplying services and work of a similar nature, and in conformance with applicable laws, codes and professional standards. Contractor’s work shall be adequate and sufficient to meet the purposes of this Agreement.
5. Ownership of Work. All reports, work product, all other documents completed or partially completed by Contractor or its approved subcontractors, in performance of this Agreement, and if applicable, drawings, designs, and plan review comments shall become the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor and its approved subcontractors agree 1 EXHIBIT 1 1360
(Rev. 10.30.18; Mod 07.12.22 SG)
to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own expense.
Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than performance of services under this Agreement and shall not be disclosed to anyone not connected with these services, unless the City provides prior written consent.
6. Timeliness. Time is of the essence in this Agreement. Further, Contractor acknowledges that the failure of Contractor to comply with the time limits described in Exhibit A and Exhibit F may result in economic or other losses to the City.
7. Changes. Both parties to this Agreement understand that it may become desirable or necessary during the term of this Agreement for City to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. Until the amendment is so executed, City will not be responsible to pay any charges Contractor may incur in performing such additional services, and Contractor shall not be required to perform any such additional services.
8. Amendment. No variation of the terms of this Agreement shall be valid unless an amendment is made in writing and signed by both parties.
9. Contractor’s Status.
9. 1 In performing the obligations set forth in this Agreement, Contractor shall have the status of an independent contractor and Contractor shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Contractor are its agents and employees and are not agents or employees of City. Contractor by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer or employee of the City is to be considered an employee of the Contractor. It is understood by both Contractor and City that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture.
9.2 Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's 2 EXHIBIT 1 1361
(Rev. 10.30.18; Mod 07.12.22 SG)
control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of performing the services under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement.
9.3 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages, working conditions, discipline, hiring and discharging or any other term of employment or requirements of law shall be determined by the Contractor.
9.4 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement.
10. Subcontractor.
10.1 Subcontractors shall not be recognized as having any direct or contractual relationship with City. Contractor shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Agreement. Subcontractors will be provided with a copy of the Agreement and be bound by its terms. Contractor is responsible to City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them.
10.2 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Contractor.
10.3 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor’s personnel.
11. Termination.
11.1 Termination for Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Contractor. The Agreement shall then be deemed terminated, and no further work shall be performed by Contractor. If the Agreement is so terminated, the Contractor shall be paid for the work actually completed at the time the notice of termination is received. 3 EXHIBIT 1 1362
(Rev. 10.30.18; Mod 07.12.22 SG)
11. 2 Should either party default in the performance of this Agreement or materially breach any of its provisions, the other party, at that party’s option, may terminate this Agreement by giving written notification to the other party.
11.3 Funding- Non-Appropriation. It is mutually understood between the Parties that payment to the Contractor for performance shall be dependent upon the availability of appropriations by the City Council for the purposes of this Agreement. No legal liability on the part of the City for any payment may arise under this Agreement until funds are made available and until the Contractor has received funding availability, which will be confirmed in writing. If funding for any fiscal year is reduced or deleted, or if the City loses funding for any reason, the City, in its sole discretion, shall have the option to either (a) cause this Agreement to be canceled or terminated pursuant to applicable provisions of the Agreement; or (b) offer to amend the Agreement to reflect the reduced funding for this Agreement.
12. Non-Assignability. The Contractor shall not assign, sublet, or transfer this Agreement or any interest or obligation in the Agreement without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. Contractor shall be solely responsible for reimbursing subcontractors.
13. Indemnity and Hold Harmless. To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with Contractor’s performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum Insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement.
14. Insurance. During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit B to this Agreement and shall otherwise comply with the other provisions of Exhibit B to this Agreement.
15. Notices. All notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed in Exhibit A to this Agreement.
16. Conformance to Applicable Laws. Contractor shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Contractor shall not discriminate in the employment of persons or in the provision of services under this Agreement on the basis of any legally protected classification, including race, color, national origin, ancestry, sex or religion of such person. 4 EXHIBIT 1 1363
(Rev. 10.30.18; Mod 07.12.22 SG)
17. Licenses, Certifications and Permits. Prior to the City’s execution of this Agreement and prior to the Contractor’s engaging in any operation or activity set forth in this Agreement, Contractor shall obtain a City of Stockton business license, which must be kept in effect during the term of this Agreement. Contractor covenants that it has obtained all certificates, licenses, permits and the like required to perform the services under this Agreement. Such licenses, certificates and permits shall be maintained in full force and effect during the term of this Agreement.
18. Records and Audits. Contractor shall maintain all records regarding this Agreement and the services performed for a period of three (3) years from the date that final payment is made. At any time during normal business hours, the records shall be made available to the City to inspect and audit. To the extent Contractor renders services on a time and materials basis, Contractor shall maintain complete and accurate accounting records, in a form prescribed by City or, if not prescribed by City, in accordance with generally accepted accounting principles, such records to include, but not be limited to, payroll records, attendance cards, time sheets, and job summaries.
19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.
20. Conflicts of Interest. Contractor covenants that other than this Agreement, Contractor has no financial interest with any official, employee or other representative of the City. Contractor and its principals do not have any financial interest in real property, sources of income or investment that would be affected in any manner of degree by the performance of Contractor’s services under this Agreement. If such an interest arises, Contractor shall immediately notify the City.
21. Waiver. In the event either City or Contractor at any time waive any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation. No payment, partial payment, acceptance, or partial acceptance by City shall operate as a waiver on the part of City of any of its rights under this Agreement.
22. Governing Law. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the Federal District Court of California, Eastern District, Sacramento Division.
23. No Personal Liability. No official or employee of City shall be personally liable to Contractor in the event of any default or breach by the City or for any amount due Contractor.
5 EXHIBIT 1 1364
(Rev. 10.30.18; Mod 07.12.22 SG)
24. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or city statue, ordinance or regulation the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.
25. Non-Discrimination. During the performance of this Agreement, Contractor and its officers, employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any federal, state, or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religion, color, national origin, ancestry, physical or mental disability, medical condition (including genetic characteristics), marital status, age, political affiliation, gender identity, gender expression, sex or sexual orientation, family and medical care leave, pregnancy leave, or disability leave. Contractor and its officers, employees, agents, representative or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-discrimination and equal opportunity, including without limitation the City’s nondiscrimination policy; the Fair Employment and Housing Act (Government Code sections 12990 (et seq.); California Labor Code sections 1101, 1102 and 1102.1; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulation or Code of Federal Regulations. Title VI of the Civil Rights Act of 1964 requires that “no person in the United States shall, on the grounds of race, color, or national origin be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial
assistance.” (42 USC Section 2000d).
http://www.dol.gov/oasam/regs/statutes/titlevi.htm. The City requires compliance with the requirements of Title VI in all of its programs and activities regardless of funding source.
26. Force Majeure. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics, shortage of power or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable.
27. Taxes and Charges. Contractor shall be responsible for payment of all taxes, fees, contributions or charges applicable to the conduct of the Contractor’s business.
28. Cumulative Rights. Any specific right or remedy provided in this Agreement will not be exclusive but will be cumulative of all other rights and remedies to which may be legally entitled.
6 EXHIBIT 1 1365
(Rev. 10.30.18; Mod 07.12.22 SG)
29. Advice of Attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.
30. Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.
31. Entire Agreement, Integration, and Modification.
31.1 This Agreement represents the entire integrated agreement between Contractor and the City; supersedes all prior negotiations, representations, or agreements, either written or oral between the parties and may be amended only by a written Amendment signed by the Contractor and City Manager.
31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.
32. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.
33. Authority. The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.
7 EXHIBIT 1 1366
1 (Rev. 07.12.22)
EXHIBIT D
PROFESSIONAL SERVICES SPECIAL TERMS AND CONDITIONS
1. Definitions. The following words and phrases have the following meanings for purposes of this Agreement:
1.1 "Services" means, collectively, the services, duties and responsibilities described in Exhibit A of this Agreement and any and all work necessary to complete them or carry them out fully and to the standard of performance required in this Agreement.
1.2 “Deliverable” means quantifiable goods or services that will be provided upon completion of a project. A deliverable is any tangible material, work or thing delivered by one party to the other, including associated technical documentation. A deliverable can be tangible or intangible parts of the development process, and often are specified functions or characteristics of the project.
2. General. The following terms and conditions are applicable for the Professional Services only. The special conditions shall be read in conjunction with the Standard Agreement, General Terms and Conditions (“GTC”) Exhibit C, and all other Exhibits identified in the Standard Agreement.
2.1 Where any portion of the GTC is in conflict to or at variance with any provisions of the Special Conditions of the Agreement, then unless a different intention stated, the provision(s) of the Special Conditions of the Agreement shall be deemed to override the provision(s) of GTC only to the extent that such conflict or variations in the Special Conditions of the Agreement are not possible of being reconciled with the provisions of the GTC.
2.2 In the case of modification of a part or provision of the GTC, the unaltered part or provision, or both shall remain in effect. The Special Conditions shall relate to a particular project and be peculiar to that project but shall not weaken the character or intent of the GTC.
3. Time for Performance.
3.1 Contractor shall perform the services according to the schedule contained in Exhibit F.
3.2 Timeliness of Performance i) Contractor shall provide the Services, and Deliverables within the term and within the time limits required under this Agreement, pursuant to the provisions of Exhibit A and Exhibit F. ii) Neither Contractor nor Contractor’s agents, employees nor subcontractors are entitled to any damages from the City, nor is any party entitled to be reimbursed by the City, for damages, charges or other EXHIBIT 1 1367
2 (Rev. 07.12.22)
losses or expenses incurred by Contractor by reason of delays or hindrances in the performance of the Services, whether or not caused by the City.
4. Standard of Performance
In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:
4.1 Contractor’s Services shall be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of Contractor’s profession currently practicing under similar conditions. Contractor shall comply with the profession’s standard of performance, applicable laws, regulations, and industry standards. By delivery of completed work, Contractor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws. If Contractor is retained to perform services requiring a license, certification, registration or other similar requirement under California law, Contractor shall maintain that license, certification, registration or other similar requirement throughout the term of this Agreement.
4.2 Contractor acknowledges that it is entrusted with or has access to valuable and confidential information and records of the City and with respect to that information, Contractor agrees to be held to the standard of care of a fiduciary. Contractor shall assure that all services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Contractor must provide copies of any such licenses. Contractor remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Contractor or its subcontractors or others on its behalf. All Deliverables must be prepared in a form and content satisfactory to the Using Agency and delivered in a timely manner consistent with the requirements of this Agreement.
4.3 If Contractor fails to comply with the foregoing standards, Contractor must perform again, at its own expense, all Services required to be re-performed as a direct or indirect result of that failure. Any review, approval, acceptance or payment for any of the Services by the City does not relieve Contractor of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision in no way limits the City’s rights against Contractor either under this Agreement, at law or in equity.
5. Compensation
5.1 In addition to Section 3 Compensation in Exhibit C – GTC, the Contractor shall be compensated for the services provided under this Agreement as follows:
5.1.1 Contractor shall be compensated for services rendered and accepted under this Agreement and shall be paid monthly, in arrears on a not to exceed EXHIBIT 1 1368
3 (Rev. 07.12.22)
basis, based upon the rates set forth in Exhibit E attached hereto and made a part of this Agreement. Contractor may vary the compensation for each task in Exhibit E provided that the total project compensation listed in Exhibit E and the Standard Agreement is not exceeded.
6. Personnel
6.1 None of the work or services covered by this Agreement shall be subcontracted without the prior written approval of the City. Any work or services subcontracted hereunder shall be specified by written agreement and shall be subject to each provision of this Agreement. Contractor shall provide subcontractor a copy of this fully executed Agreement.
6.2 Contractor agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement. The payment made to Contractor pursuant to this Agreement shall be the full and complete compensation to which Contractor and Contractor’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Contractor nor Contractor’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Contractor. The City shall not be required to pay any workers' compensation insurance on behalf of Contractor. Contractor shall pay, when and as due, any and all taxes incurred as a result of Contractor’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.
6.3 Key Personnel: Because of the special skills required to satisfy the requirements of this Agreement, Contractor shall not reassign or replace key personnel without the written consent of the City, which consent the City will not unreasonably withhold. "key personnel" means those job titles and the persons assigned to those positions in accordance with the provisions of this Agreement. The City may at any time in writing notify Contractor that the City will no longer accept performance of Services under this Agreement by one or more Key Personnel listed. Upon that notice Contractor shall immediately suspend the services of the key person or persons and must replace him or them in accordance with the terms of this Agreement. A list of key personnel is found in Exhibit A, Scope of Services.
7. Reports and Information
Contractor shall at such times and in such forms as the City may require furnish the City such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters are covered by this Agreement as specified in Exhibit A and Exhibit E.
EXHIBIT 1 1369
4 (Rev. 07.12.22)
8. Findings Confidential
All of the reports, information, data, et cetera, prepared or assembled by the Contractor under this Agreement are confidential and the Contractor agrees that they shall not be made available to any individual or organization without the prior written approval of the City. Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is required by applicable law or by proper legal or governmental authority, is already rightfully in the Contractor’s possession without obligation of confidentiality, is independently developed by Contractor outside the scope of this Agreement or is rightfully obtained from third parties. Contractor shall give City prompt notice of any such legal or governmental demand and reasonably cooperate with City in any effort to seek a protective order or otherwise to contest such required disclosure.
9. Copyright
No materials, including but not limited to reports, maps, or documents produced as a result of this Agreement, in whole or in part, shall be available to Contractor for copyright purposes. Any such materials produced as a result of this Agreement that might be subject to copyright shall be the property of the City and all such rights shall belong to the City, and the City shall be sole and exclusive entity who may exercise such rights.
10. Deliverables
Contractor shall prepare or provide to the City various Deliverables. "Deliverables" include work product, such as written reviews, recommendations, reports and analyses, produced by Contractor for the City. The City may reject Deliverables that do not include relevant information or data, or do not include all documents or other materials specified in this Agreement or reasonably necessary for the purpose for which the City made this Agreement or for which the City intends to use the Deliverables. If the City determines that Contractor has failed to comply with the foregoing standards, it has 30 days from the discovery to notify Contractor of its failure. If Contractor does not correct the failure, or if it is possible to do so, within 30 days after receipt of notice from the City specifying the failure, then the City, by written notice, may treat the failure as a default of this Agreement.
Partial or incomplete Deliverables may be accepted for review only when required for a specific and well-defined purpose and when consented to in advance by the City. Such Deliverables will not be considered as satisfying the requirements of this Agreement and partial or incomplete Deliverables in no way relieve Contractor of its commitments under this Agreement.
11. Applicable Laws
Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities.
EXHIBIT 1 1370
1 (Rev. 10.30.18)
EXHIBIT E
COMPENSATION SCHEDULE
The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows:
1. Project Price
1.1 The maximum the Contractor shall be paid on this Agreement is $249,400.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement.
1.2 Standard Reimbursable Items: Only the reimbursable items identified in Exhibit A, C, and D (Compensation), shall be compensated to the Contractor.
Reimbursable expenses will be reimbursed without markup. Fees plus reimbursable expenses shall not exceed the amount set forth in section 1.1 of this Exhibit and a copy of the original invoice for the items listed in i, ii or iii below shall be attached to the invoice submitted to the City for reimbursement. Payments shall be based upon work documents submitted by the Contractor to the City and accepted by the City as being satisfactory to City’s needs. The City shall not pay a markup on any of the items listed in i, ii or iii.
Additionally, items such a telephone, fax, postage or freight are already included in the billable hourly rate. Contractor shall be reimbursed the direct expenses, which are the actual cost of the following items that are reasonable, necessary and actually incurred, by the Contractor in connection with the services:
i. Expenses, fees or charges for printing, reproduction or binding of documents at actual costs with no markup added to the actual cost. ii. Any filing fees, permit fees, or other fees paid or advanced by the Contractor at actual costs with no markup added to the actual cost. iii. Travel expenses shall be reimbursed in accordance with the City’s travel policy, which is incorporated herein by reference.
Reimbursement shall be made at actual costs with no markup added to the actual cost.
1.3 The Contractor shall be entitled to receive payments for its work performed pursuant to the Agreement. The City will pay Contractor based on invoices for acceptable work performed and approved until the “not to exceed” amount is reached.
Thereafter, Contractor must complete services based on the Agreement without additional compensation unless there is a material change to the Statement of Work and Scope by a written Amendment.
EXHIBIT 1 1371
2 (Rev. 10.30.18)
1.4 If work is completed before the “not to exceed” amount is reached, the Contractor’s compensation will be based on the Contractor’s invoices previously submitted for acceptable work performed and approved.
1.5 Subcontractor Costs: Compensation for subcontractors shall be limited to the same restrictions imposed on the Contractor. Maximum markup Contractor may apply to subcontractor fees, minus reimbursable expenses, shall not exceed ______%.
2. Task Price. Below is the price for the services and reimbursable expenses as described in Exhibit A of this Agreement.
Task Description Task Price
1 Staff Salaries $ 72,737.86
2 Youth Wages & Support Costs $140,683.80
3 Operating Costs $ 13,305.00
4 Indirect Costs $ 22,673.34
TOTAL PRICE $249,400.00
3. Invoice to Address. Each invoice submitted shall identify the specific task(s) listed in Exhibit A and this Exhibit, and the completed work product/deliverable for the agreed upon price listed in this Exhibit. Invoices shall be submitted to the below address:
City of Stockton
City Manager’s Office
Attention: Dale Applewhite
425 N. El Dorado Street
Stockton, CA 95202
EXHIBIT 1 1372
1 (Rev, 10.27.22)
EXHIBIT F
TIMELINE
1. Contractor shall complete the requested services identified in Exhibit A as follows:
1.1 TIMELINE FOR COMPLETION OF WORK
1.1.1 Youth Workforce Development Program, Upon execution – May 1, 2024 EXHIBIT 1 1373
1 (ZĞǀ͘ϭϬ.Ϯϳ.ϮϮ)
CITY OF STOCKTON
STANDARD AGREEMENT
1. This Agreement is entered into between the City of Stockton (“City”) and (“Contractor”) to provide
as set forth in Exhibit A to this Agreement.
_____________________________________________________________________________
2. The term of this Agreement is as follows, unless amended as described in Exhibit A and Exhibit C section 8:
Commences on: Terminates on:
_____________________________________________________________________________
3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement, including if authorized, reimbursement of expenses, is: $
4. The complete Agreement consists of all the following Agreement documents which by reference are incorporated and made a part of this Agreement. The parties agree to comply with the terms and conditions of this Agreement.
J
([KLELW*6SHFLDO)XQGLQJ7HUPV &RQGLWLRQV ,IDSSOLFDEOHFKHFNER[
<(6 ____________________________________________________________________________ IN WITNESS WHEREOF, the authorized parties have executed this Agreement.
CONTRACTOR
______________________________________________________________________________________________ Contractor’s Name (if other than an individual, state whether a corporation, partnership, etc.):
______________________________________________________________________________________________ Authorized Signature Date
______________________________________________________________________________________________ Printed Name and Title of Person Signing
______________________________________________________________________________________________ Address
CITY OF STOCKTON
_________________________________________________________BB________________ +DUU\%ODFN City Manager Date
ATTEST:
____________________________________________________________________________ (OL]D5*DU]D&0&, City Clerk
APPROVED AS TO FORM:
/RUL0$VXQFLRQ, City Attorney
BY:
Agreement Number:
(a) Exhibit A – Statement of Work
(b) Exhibit B – Insurance
(c) Exhibit C – General Terms Conditions
(d) Exhibit D –
H
Exhibit E – Compensation Schedule
(f) Exhibit F – Timeline
Parents by Choice Youth Workforce Development Program
Upon Execution May 1, 2024
654,888.00
Professional Services Special Terms & Conditions
ARPA
Parents by Choice a Nonprofit Corporation
EXHIBIT 2 1374
1 (Rev. 10.30.18)
EXHIBIT A
STATEMENT OF WORK
1. Project Objectives
1.1 Parents by Choice (Contractor) Youth Workforce Development Program, will increase youth employment opportunities, help youth develop career pathways, and strengthen city capacity to address key areas of food insecurity, climate, and COVID-19 recovery.
2. Project Scope
2.1 Parents by Choice (PbC) will expand employment opportunities for seventy (70) youth participants ages 16-30. Youth participants will work over a three-month period at the Courthouse Plaza agency owned businesses. Youth participants will work in entry level positions as; receptionist, file clerk, maintenance, safety staff, barista, party host, retail associates, kitchen staff, wait staff, manager, and assistant manager positions.
During the three months of program participation, youth will also be supported with wrap services such as, case management, on the job mentoring, job readiness training, leadership development, and transition planning to ensure successful transition into workforce
3. Specifications
3.1 Participants of the program will be between the ages 16-30 years old.
3.2 At least 75% of participants of the program will meet at least two (2) of the following criteria:
3.3 3.3.1 Have not participated in an AmeriCorps program.
3.3.2 May have difficulty finding employment.
3.3.3 Are low income.
3.3.4 Are unemployed and/or out of school.
3.3.5 Are or were justice-involved.
3.3.6 Are in or transitioning from foster care.
3.3.7 Are engaged with the mental health or substance abuse system.
EXHIBIT 2 1375
2 (Rev. 10.30.18)
3.4 Contractor will provide youth participants n a minimum of $15 per hour or minimum wage, whichever is higher.
3.5 Contractor will employ qualified staff to support youth participants with building work -readiness skills, identifying career interest and finding meaningful employment opportunities.
3.6 Contractor will adopt and refine work-readiness approaches, competencies and skills identified as “best-practices”.
3.7 Contractor will coordinate support services needed to ensure that youth are set up to realize success.
3.8 Contractor will create meaningful enrichment programming to enhance the job placement success.
3.9 Contractors will maintain payroll system for youth employees.
4. Major Deliverables
4.1. Contractor will achieve all proposed deliverables by the end of the grant term on May 1, 2024.
4.2. Contractor will provide job opportunities for seventy (70) Transitioned Aged Youth (TAY), ages 16-30 through agency owned businesses.
4.3. Contractor will provide wages, services, and support to youths for a minimum of four (4) months
4.4. Contractor will report the following metrics on a quarterly and annual basis in a format and method to be specified by CaliforniaVolunteers.
4.4.1. Number of youths participating in program
4.4.2. Number of youths employed in each focus area
4.4.3. Number of youths enrolled in job training/readiness programs
4.4.4. Number of youths completing job training/readiness programs
4.4.5. Number of youths participating in summer program (if applicable)
4.4.6. Average wage and hours worked of participants across program
4.4.7. Information/data/member stories as requested by
CaliforniaVolunteers for annual report
EXHIBIT 2 1376
3 (Rev. 10.30.18)
4.5. Contractor will report the following data, where feasible, on a quarterly and annual basis to be specified by CaliforniaVolunteers.
4.5.1. Number of youths employed in program who were previously unemployed
4.5.2. Number of youths who complete full program (1 year or summer program)
4.5.3. Percentage of youth employed in program who remain in college or stable employment
4.5.4. Percentage of youth employed after completion of program
4.5.5. Percentage of youth who report job satisfaction after one year of employment, as reported by a survey
4.5.6. Percentage of youth who report an interest in a career in public service after one year of employment, as measured by a survey
4.5.7. Percentage of youth employed in public service after one year of employment • Job training evaluation.
4.6. Contractor will collect, report, and share accurate and timely data/records on a quarterly and annual basis
4.7. Contractor will administer pre- and post-employment surveys to all youth to assess outcomes of the youth employment program.
4.8. Contractor will take part in CaliforniansForAll events/training/check-ins and meetings as requested by CaliforniaVolunteers
4.9. Contractor will submit monthly invoices along with supporting documents to the City of Stockton’s administrative staff with an understanding that the city will submit documentation to California Volunteers on a quarterly basis.
4.9.1. Contractor will use the following schedule for invoice and documentation submission:
EXHIBIT 2 1377
4 (Rev. 10.30.18)
5. Internal and External Standards and Guidelines
5.1. Contractor is required to have a City of Stockton Business license for this for this project
5.1.1. Contractor may contact Stockton Business License Division at (209) 937-8313 for assistance.
5.2. The City reserves the right to periodically audit all charges and services made by the Contractor for services provided under the contract.
5.2.1. Upon request, the Contractor agrees to furnish the City with necessary information and assistance.
6. Criteria of Acceptance for Deliverables
6.1. Deliverables will be considered acceptable if they meet the target outcomes established in the “Deliverables” section of this Scope of Work while complying with all the standards and requirements outlined in this contract.
7. Notices
7.1. Pursuant to Exhibit C – General Terms and Conditions, Paragraph 15 – Notices, the mailing address for all required notices is as follows:
Contractor: Parents by Choice City: City of Stockton
306 E. Main Street, Suite 300 Attn: City Manager
Stockton, CA 95202 425 N. El Dorado Street
Stockton, CA 95202
8. Key Personnel
Supporting Documents for
the month of: submit by: City submission to CA Volunteers Feb-23 March 10, 2023 April 20, 2023
Mar-23 April 10, 2023 April 20, 2023
Apr-23 May 10, 2023 July 20, 2023
May-23 June 10, 2023 July 20, 2023
Jun-23 July 10, 2023 July 20, 2023
Jul-23 August 10, 2023 October 20, 2023
Aug-23 September 10, 2023 October 20, 2023
Sep-23 October 10, 2023 October 20, 2023
Oct-23 November 10, 2023 December 20, 2023
Nov-23 December 10, 2023 December 20, 2023
Dec-23 January 10, 2024 December 20, 2023
Jan-24 February 10, 2024 April 20, 2024
Feb-24 March 10, 2024 April 20, 2024
Mar-24 April 10, 2024 April 20, 2024
Apr-24 May 10, 2024 May 20, 2024
EXHIBIT 2 1378
5 (Rev. 10.30.18)
8.1. Tony Yandon,
Executive Director
[email protected]
(209) 275-2487
EXHIBIT 2 1379
REV 2022-05-17
Exhibit B:
Insurance Requirements
Youth Workforce Development Program
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if contractor provides written verification it has no employees)
If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or EXHIBIT 2 1380
REV 2022-05-17
operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract.
Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. The City of Stockton does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.
Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.
Waiver of Subrogation
Contractor hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer.
EXHIBIT 2 1381
REV 2022-05-17
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Stockton. The City of Stockton may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City of Stockton. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City of Stockton may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City of Stockton reserves the right to obtain a copy of any policies and endorsements for verification.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton.
Verification of Coverage
Contractor shall furnish the City of Stockton with original certificates and amendatory endorsements, or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City of Stockton before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Special Risks or Circumstances
EXHIBIT 2 1382
REV 2022-05-17
City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Certificate Holder Address
The address for mailing certificates, endorsements and notices shall be:
City of Stockton
Its Officers, Officials, Employees, and Volunteers
400 E Main St, 3rd Floor – HR
Stockton, CA 95202
EXHIBIT 2 1383
(Rev. 10.30.18; Mod 07.12.22 SG)
EXHIBIT C
GENERAL TERMS AND CONDITIONS
1. Goods, Equipment and Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A of the Agreement. Contractor shall provide said services at the time, place and in the manner specified in Exhibit A of the Agreement.
2. City Assistance, Facilities, Equipment and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish and maintain all facilities and equipment that may be required for furnishing services pursuant to this Agreement. If applicable, City shall furnish to Contractor only the facilities and equipment listed in Exhibit A to the Agreement.
3. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A and Exhibit E to the Agreement.
3.1 Invoices submitted by Contractor to City must contain a brief description of work performed, time spent and City reference number. Within thirty (30) days of receipt of Contractor’s invoice, City will review invoice, and if acceptable make payment on approved invoice.
3.2 Upon completion of work and acceptance by City, Contractor shall have sixty (60) days in which to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty (30) days in advance of said time limitation. The City shall have no obligation or liability to pay any invoice for work performed which the Contractor fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after the work is accepted by the City.
4. Sufficiency of Contractor’s Work. All Contractor services, work, and deliverables shall be performed in a good and workmanlike manner with due diligence in accordance with the degree of skill normally exercised by similar contractors supplying services and work of a similar nature, and in conformance with applicable laws, codes and professional standards. Contractor’s work shall be adequate and sufficient to meet the purposes of this Agreement.
5. Ownership of Work. All reports, work product, all other documents completed or partially completed by Contractor or its approved subcontractors, in performance of this Agreement, and if applicable, drawings, designs, and plan review comments shall become the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor and its approved subcontractors agree 1 EXHIBIT 2 1384
(Rev. 10.30.18; Mod 07.12.22 SG)
to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own expense.
Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than performance of services under this Agreement and shall not be disclosed to anyone not connected with these services, unless the City provides prior written consent.
6. Timeliness. Time is of the essence in this Agreement. Further, Contractor acknowledges that the failure of Contractor to comply with the time limits described in Exhibit A and Exhibit F may result in economic or other losses to the City.
7. Changes. Both parties to this Agreement understand that it may become desirable or necessary during the term of this Agreement for City to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. Until the amendment is so executed, City will not be responsible to pay any charges Contractor may incur in performing such additional services, and Contractor shall not be required to perform any such additional services.
8. Amendment. No variation of the terms of this Agreement shall be valid unless an amendment is made in writing and signed by both parties.
9. Contractor’s Status.
9. 1 In performing the obligations set forth in this Agreement, Contractor shall have the status of an independent contractor and Contractor shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Contractor are its agents and employees and are not agents or employees of City. Contractor by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer or employee of the City is to be considered an employee of the Contractor. It is understood by both Contractor and City that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture.
9.2 Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's 2 EXHIBIT 2 1385
(Rev. 10.30.18; Mod 07.12.22 SG)
control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of performing the services under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement.
9.3 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages, working conditions, discipline, hiring and discharging or any other term of employment or requirements of law shall be determined by the Contractor.
9.4 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement.
10. Subcontractor.
10.1 Subcontractors shall not be recognized as having any direct or contractual relationship with City. Contractor shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Agreement. Subcontractors will be provided with a copy of the Agreement and be bound by its terms. Contractor is responsible to City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them.
10.2 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Contractor.
10.3 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor’s personnel.
11. Termination.
11.1 Termination for Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Contractor. The Agreement shall then be deemed terminated, and no further work shall be performed by Contractor. If the Agreement is so terminated, the Contractor shall be paid for the work actually completed at the time the notice of termination is received. 3 EXHIBIT 2 1386
(Rev. 10.30.18; Mod 07.12.22 SG)
11. 2 Should either party default in the performance of this Agreement or materially breach any of its provisions, the other party, at that party’s option, may terminate this Agreement by giving written notification to the other party.
11.3 Funding- Non-Appropriation. It is mutually understood between the Parties that payment to the Contractor for performance shall be dependent upon the availability of appropriations by the City Council for the purposes of this Agreement. No legal liability on the part of the City for any payment may arise under this Agreement until funds are made available and until the Contractor has received funding availability, which will be confirmed in writing. If funding for any fiscal year is reduced or deleted, or if the City loses funding for any reason, the City, in its sole discretion, shall have the option to either (a) cause this Agreement to be canceled or terminated pursuant to applicable provisions of the Agreement; or (b) offer to amend the Agreement to reflect the reduced funding for this Agreement.
12. Non-Assignability. The Contractor shall not assign, sublet, or transfer this Agreement or any interest or obligation in the Agreement without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. Contractor shall be solely responsible for reimbursing subcontractors.
13. Indemnity and Hold Harmless. To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with Contractor’s performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum Insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement.
14. Insurance. During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit B to this Agreement and shall otherwise comply with the other provisions of Exhibit B to this Agreement.
15. Notices. All notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed in Exhibit A to this Agreement.
16. Conformance to Applicable Laws. Contractor shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Contractor shall not discriminate in the employment of persons or in the provision of services under this Agreement on the basis of any legally protected classification, including race, color, national origin, ancestry, sex or religion of such person. 4 EXHIBIT 2 1387
(Rev. 10.30.18; Mod 07.12.22 SG)
17. Licenses, Certifications and Permits. Prior to the City’s execution of this Agreement and prior to the Contractor’s engaging in any operation or activity set forth in this Agreement, Contractor shall obtain a City of Stockton business license, which must be kept in effect during the term of this Agreement. Contractor covenants that it has obtained all certificates, licenses, permits and the like required to perform the services under this Agreement. Such licenses, certificates and permits shall be maintained in full force and effect during the term of this Agreement.
18. Records and Audits. Contractor shall maintain all records regarding this Agreement and the services performed for a period of three (3) years from the date that final payment is made. At any time during normal business hours, the records shall be made available to the City to inspect and audit. To the extent Contractor renders services on a time and materials basis, Contractor shall maintain complete and accurate accounting records, in a form prescribed by City or, if not prescribed by City, in accordance with generally accepted accounting principles, such records to include, but not be limited to, payroll records, attendance cards, time sheets, and job summaries.
19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.
20. Conflicts of Interest. Contractor covenants that other than this Agreement, Contractor has no financial interest with any official, employee or other representative of the City. Contractor and its principals do not have any financial interest in real property, sources of income or investment that would be affected in any manner of degree by the performance of Contractor’s services under this Agreement. If such an interest arises, Contractor shall immediately notify the City.
21. Waiver. In the event either City or Contractor at any time waive any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation. No payment, partial payment, acceptance, or partial acceptance by City shall operate as a waiver on the part of City of any of its rights under this Agreement.
22. Governing Law. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the Federal District Court of California, Eastern District, Sacramento Division.
23. No Personal Liability. No official or employee of City shall be personally liable to Contractor in the event of any default or breach by the City or for any amount due Contractor.
5 EXHIBIT 2 1388
(Rev. 10.30.18; Mod 07.12.22 SG)
24. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or city statue, ordinance or regulation the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.
25. Non-Discrimination. During the performance of this Agreement, Contractor and its officers, employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any federal, state, or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religion, color, national origin, ancestry, physical or mental disability, medical condition (including genetic characteristics), marital status, age, political affiliation, gender identity, gender expression, sex or sexual orientation, family and medical care leave, pregnancy leave, or disability leave. Contractor and its officers, employees, agents, representative or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-discrimination and equal opportunity, including without limitation the City’s nondiscrimination policy; the Fair Employment and Housing Act (Government Code sections 12990 (et seq.); California Labor Code sections 1101, 1102 and 1102.1; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulation or Code of Federal Regulations. Title VI of the Civil Rights Act of 1964 requires that “no person in the United States shall, on the grounds of race, color, or national origin be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial
assistance.” (42 USC Section 2000d).
http://www.dol.gov/oasam/regs/statutes/titlevi.htm. The City requires compliance with the requirements of Title VI in all of its programs and activities regardless of funding source.
26. Force Majeure. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics, shortage of power or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable.
27. Taxes and Charges. Contractor shall be responsible for payment of all taxes, fees, contributions or charges applicable to the conduct of the Contractor’s business.
28. Cumulative Rights. Any specific right or remedy provided in this Agreement will not be exclusive but will be cumulative of all other rights and remedies to which may be legally entitled.
6 EXHIBIT 2 1389
(Rev. 10.30.18; Mod 07.12.22 SG)
29. Advice of Attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.
30. Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.
31. Entire Agreement, Integration, and Modification.
31.1 This Agreement represents the entire integrated agreement between Contractor and the City; supersedes all prior negotiations, representations, or agreements, either written or oral between the parties and may be amended only by a written Amendment signed by the Contractor and City Manager.
31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.
32. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.
33. Authority. The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.
7 EXHIBIT 2 1390
1 (Rev. 07.12.22)
EXHIBIT D
PROFESSIONAL SERVICES SPECIAL TERMS AND CONDITIONS
1. Definitions. The following words and phrases have the following meanings for purposes of this Agreement:
1.1 "Services" means, collectively, the services, duties and responsibilities described in Exhibit A of this Agreement and any and all work necessary to complete them or carry them out fully and to the standard of performance required in this Agreement.
1.2 “Deliverable” means quantifiable goods or services that will be provided upon completion of a project. A deliverable is any tangible material, work or thing delivered by one party to the other, including associated technical documentation. A deliverable can be tangible or intangible parts of the development process, and often are specified functions or characteristics of the project.
2. General. The following terms and conditions are applicable for the Professional Services only. The special conditions shall be read in conjunction with the Standard Agreement, General Terms and Conditions (“GTC”) Exhibit C, and all other Exhibits identified in the Standard Agreement.
2.1 Where any portion of the GTC is in conflict to or at variance with any provisions of the Special Conditions of the Agreement, then unless a different intention stated, the provision(s) of the Special Conditions of the Agreement shall be deemed to override the provision(s) of GTC only to the extent that such conflict or variations in the Special Conditions of the Agreement are not possible of being reconciled with the provisions of the GTC.
2.2 In the case of modification of a part or provision of the GTC, the unaltered part or provision, or both shall remain in effect. The Special Conditions shall relate to a particular project and be peculiar to that project but shall not weaken the character or intent of the GTC.
3. Time for Performance.
3.1 Contractor shall perform the services according to the schedule contained in Exhibit F.
3.2 Timeliness of Performance i) Contractor shall provide the Services, and Deliverables within the term and within the time limits required under this Agreement, pursuant to the provisions of Exhibit A and Exhibit F. ii) Neither Contractor nor Contractor’s agents, employees nor subcontractors are entitled to any damages from the City, nor is any party entitled to be reimbursed by the City, for damages, charges or other EXHIBIT 2 1391
2 (Rev. 07.12.22)
losses or expenses incurred by Contractor by reason of delays or hindrances in the performance of the Services, whether or not caused by the City.
4. Standard of Performance
In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:
4.1 Contractor’s Services shall be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of Contractor’s profession currently practicing under similar conditions. Contractor shall comply with the profession’s standard of performance, applicable laws, regulations, and industry standards. By delivery of completed work, Contractor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws. If Contractor is retained to perform services requiring a license, certification, registration or other similar requirement under California law, Contractor shall maintain that license, certification, registration or other similar requirement throughout the term of this Agreement.
4.2 Contractor acknowledges that it is entrusted with or has access to valuable and confidential information and records of the City and with respect to that information, Contractor agrees to be held to the standard of care of a fiduciary. Contractor shall assure that all services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Contractor must provide copies of any such licenses. Contractor remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Contractor or its subcontractors or others on its behalf. All Deliverables must be prepared in a form and content satisfactory to the Using Agency and delivered in a timely manner consistent with the requirements of this Agreement.
4.3 If Contractor fails to comply with the foregoing standards, Contractor must perform again, at its own expense, all Services required to be re-performed as a direct or indirect result of that failure. Any review, approval, acceptance or payment for any of the Services by the City does not relieve Contractor of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision in no way limits the City’s rights against Contractor either under this Agreement, at law or in equity.
5. Compensation
5.1 In addition to Section 3 Compensation in Exhibit C – GTC, the Contractor shall be compensated for the services provided under this Agreement as follows:
5.1.1 Contractor shall be compensated for services rendered and accepted under this Agreement and shall be paid monthly, in arrears on a not to exceed EXHIBIT 2 1392
3 (Rev. 07.12.22)
basis, based upon the rates set forth in Exhibit E attached hereto and made a part of this Agreement. Contractor may vary the compensation for each task in Exhibit E provided that the total project compensation listed in Exhibit E and the Standard Agreement is not exceeded.
6. Personnel
6.1 None of the work or services covered by this Agreement shall be subcontracted without the prior written approval of the City. Any work or services subcontracted hereunder shall be specified by written agreement and shall be subject to each provision of this Agreement. Contractor shall provide subcontractor a copy of this fully executed Agreement.
6.2 Contractor agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement. The payment made to Contractor pursuant to this Agreement shall be the full and complete compensation to which Contractor and Contractor’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Contractor nor Contractor’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Contractor. The City shall not be required to pay any workers' compensation insurance on behalf of Contractor. Contractor shall pay, when and as due, any and all taxes incurred as a result of Contractor’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.
6.3 Key Personnel: Because of the special skills required to satisfy the requirements of this Agreement, Contractor shall not reassign or replace key personnel without the written consent of the City, which consent the City will not unreasonably withhold. "key personnel" means those job titles and the persons assigned to those positions in accordance with the provisions of this Agreement. The City may at any time in writing notify Contractor that the City will no longer accept performance of Services under this Agreement by one or more Key Personnel listed. Upon that notice Contractor shall immediately suspend the services of the key person or persons and must replace him or them in accordance with the terms of this Agreement. A list of key personnel is found in Exhibit A, Scope of Services.
7. Reports and Information
Contractor shall at such times and in such forms as the City may require furnish the City such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters are covered by this Agreement as specified in Exhibit A and Exhibit E.
EXHIBIT 2 1393
4 (Rev. 07.12.22)
8. Findings Confidential
All of the reports, information, data, et cetera, prepared or assembled by the Contractor under this Agreement are confidential and the Contractor agrees that they shall not be made available to any individual or organization without the prior written approval of the City. Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is required by applicable law or by proper legal or governmental authority, is already rightfully in the Contractor’s possession without obligation of confidentiality, is independently developed by Contractor outside the scope of this Agreement or is rightfully obtained from third parties. Contractor shall give City prompt notice of any such legal or governmental demand and reasonably cooperate with City in any effort to seek a protective order or otherwise to contest such required disclosure.
9. Copyright
No materials, including but not limited to reports, maps, or documents produced as a result of this Agreement, in whole or in part, shall be available to Contractor for copyright purposes. Any such materials produced as a result of this Agreement that might be subject to copyright shall be the property of the City and all such rights shall belong to the City, and the City shall be sole and exclusive entity who may exercise such rights.
10. Deliverables
Contractor shall prepare or provide to the City various Deliverables. "Deliverables" include work product, such as written reviews, recommendations, reports and analyses, produced by Contractor for the City. The City may reject Deliverables that do not include relevant information or data, or do not include all documents or other materials specified in this Agreement or reasonably necessary for the purpose for which the City made this Agreement or for which the City intends to use the Deliverables. If the City determines that Contractor has failed to comply with the foregoing standards, it has 30 days from the discovery to notify Contractor of its failure. If Contractor does not correct the failure, or if it is possible to do so, within 30 days after receipt of notice from the City specifying the failure, then the City, by written notice, may treat the failure as a default of this Agreement.
Partial or incomplete Deliverables may be accepted for review only when required for a specific and well-defined purpose and when consented to in advance by the City. Such Deliverables will not be considered as satisfying the requirements of this Agreement and partial or incomplete Deliverables in no way relieve Contractor of its commitments under this Agreement.
11. Applicable Laws
Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities.
EXHIBIT 2 1394
1 (Rev. 10.30.18)
EXHIBIT E
COMPENSATION SCHEDULE
The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows:
1. Project Price
1.1 The maximum the Contractor shall be paid on this Agreement is $654,888.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement.
1.2 Standard Reimbursable Items: Only the reimbursable items identified in Exhibit A, C, and D (Compensation), shall be compensated to the Contractor.
Reimbursable expenses will be reimbursed without markup. Fees plus reimbursable expenses shall not exceed the amount set forth in section 1.1 of this Exhibit and a copy of the original invoice for the items listed in i, ii or iii below shall be attached to the invoice submitted to the City for reimbursement. Payments shall be based upon work documents submitted by the Contractor to the City and accepted by the City as being satisfactory to City’s needs. The City shall not pay a markup on any of the items listed in i, ii or iii.
Additionally, items such a telephone, fax, postage or freight are already included in the billable hourly rate. Contractor shall be reimbursed the direct expenses, which are the actual cost of the following items that are reasonable, necessary and actually incurred, by the Contractor in connection with the services:
i. Expenses, fees or charges for printing, reproduction or binding of documents at actual costs with no markup added to the actual cost. ii. Any filing fees, permit fees, or other fees paid or advanced by the Contractor at actual costs with no markup added to the actual cost. iii. Travel expenses shall be reimbursed in accordance with the City’s travel policy, which is incorporated herein by reference.
Reimbursement shall be made at actual costs with no markup added to the actual cost.
1.3 The Contractor shall be entitled to receive payments for its work performed pursuant to the Agreement. The City will pay Contractor based on invoices for acceptable work performed and approved until the “not to exceed” amount is reached.
Thereafter, Contractor must complete services based on the Agreement without additional compensation unless there is a material change to the Statement of Work and Scope by a written Amendment.
EXHIBIT 2 1395
2 (Rev. 10.30.18)
1.4 If work is completed before the “not to exceed” amount is reached, the Contractor’s compensation will be based on the Contractor’s invoices previously submitted for acceptable work performed and approved.
1.5 Subcontractor Costs: Compensation for subcontractors shall be limited to the same restrictions imposed on the Contractor. Maximum markup Contractor may apply to subcontractor fees, minus reimbursable expenses, shall not exceed ______%.
2. Task Price. Below is the price for the services and reimbursable expenses as described in Exhibit A of this Agreement.
Task Description Task Price
1 Personnel $163,500.00
2 Youth Wages & Support Costs $397,020.00
3 Indirect Costs $ 13,625.00
TOTAL PRICE $654,888.00
3. Invoice to Address. Each invoice submitted shall identify the specific task(s) listed in Exhibit A and this Exhibit, and the completed work product/deliverable for the agreed upon price listed in this Exhibit. Invoices shall be submitted to the below address:
City of Stockton
City Manager’s Office
Attention: Dale Applewhite
425 N. El Dorado Street
Stockton, CA 95202
EXHIBIT 2 1396
1 (Rev, 10.27.22)
EXHIBIT F
TIMELINE
1. Contractor shall complete the requested services identified in Exhibit A as follows:
1.1 TIMELINE FOR COMPLETION OF WORK
1.1.1 Youth Workforce Development Program , Execution – May 1, 2024 EXHIBIT 2 1397
1 (ZĞǀ͘ϭϬ.Ϯϳ.ϮϮ)
CITY OF STOCKTON
STANDARD AGREEMENT
1. This Agreement is entered into between the City of Stockton (“City”) and (“Contractor”) to provide
as set forth in Exhibit A to this Agreement.
_____________________________________________________________________________
2. The term of this Agreement is as follows, unless amended as described in Exhibit A and Exhibit C section 8:
Commences on: Terminates on:
_____________________________________________________________________________
3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement, including if authorized, reimbursement of expenses, is: $
4. The complete Agreement consists of all the following Agreement documents which by reference are incorporated and made a part of this Agreement. The parties agree to comply with the terms and conditions of this Agreement.
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<(6 ____________________________________________________________________________ IN WITNESS WHEREOF, the authorized parties have executed this Agreement.
CONTRACTOR
______________________________________________________________________________________________ Contractor’s Name (if other than an individual, state whether a corporation, partnership, etc.):
______________________________________________________________________________________________ Authorized Signature Date
______________________________________________________________________________________________ Printed Name and Title of Person Signing
______________________________________________________________________________________________ Address
CITY OF STOCKTON
_________________________________________________________BB________________ +DUU\%ODFN City Manager Date
ATTEST:
____________________________________________________________________________ (OL]D5*DU]D&0&, City Clerk
APPROVED AS TO FORM:
/RUL0$VXQFLRQ, City Attorney
BY:
Agreement Number:
(a) Exhibit A – Statement of Work
(b) Exhibit B – Insurance
(c) Exhibit C – General Terms Conditions
(d) Exhibit D –
H
Exhibit E – Compensation Schedule
(f) Exhibit F – Timeline
SJ County Office of Eduction DBA Greater Valley Conservation Corps Youth Workforce Program Services Execution May 1, 2024
777, 517.00
Professional Services Special Terms & Conditions
ARPA
EXHIBIT 3 1398
1 (Rev. 10.30.18)
EXHIBIT A
STATEMENT OF WORK
1. Project Objectives
1.1 The San Joaquin County Office of Education DBA Greater Valley Conservation Corps (Contractor) Youth Workforce Development Program, will increase youth employment opportunities, help youth develop career pathways, and strengthen city capacity to address key areas of food insecurity, climate, and COVID-19 recovery.
2. Project Scope
2.1 Greater Valley Conservation Corps will provide outreach and recruitment to serve sixty (60) individuals 18-26. Participants in this program will be employed as Corpsmembers and will receive employment opportunities in career pathways that will contribute to environmental and waste management, natural resource management, city action teams to minimize graffiti-litter abatement, and civic consciousness to support food drive and community awareness events.
Wraparound services are incorporated into the program to provide resources and support for Corpsmembers retention and their successful completion of the program. Wraparound services for Corpsmembers participating in this program include free academic and vocational education, mental health support, safety and equipment training, case management, free meals, career exploration, and job placement.
3. Specifications
3.1 Participants of the program will be between the ages 16-30 years old.
3.2 At least 75% of participants of the program will meet at least two (2) of the following criteria:
3.2.1 Have not participated in an AmeriCorps program.
3.2.2 May have difficulty finding employment.
3.2.3 Are low income.
3.2.4 Are unemployed and/or out of school.
3.2.5 Are or were justice-involved.
3.2.6 Are in or transitioning from foster care.
3.2.7 Are engaged with the mental health or substance abuse system.
EXHIBIT 3 1399
2 (Rev. 10.30.18)
3.3 Contractor will place youth participant in an employment opportunity within thirty (30) days of their application.
3.4 Contractor will provide youth participants with wages and employment support for a 3–4-month period during their time in the program.
3.5 Contractor will provide youth participants a minimum of $15 per hour or minimum wage, whichever is higher.
3.6 Contractor will employ qualified staff to support youth participants with building work -readiness skills, identifying career interest and finding meaningful employment opportunities.
3.7 Contractor will adopt and refine work-readiness approaches, competencies and skills identified as “best-practices”.
3.8 Contractor will coordinate support services needed to ensure that youth are set up to realize success.
3.9 Contractor will create meaningful enrichment programming to enhance the job placement success.
3.10 Contractors will maintain payroll system for youth employees.
4. Major Deliverables
4.1. Contractor will achieve all proposed deliverables by the end of the grant term on May 1, 2024.
4.2. Contractor will provide job opportunities for sixty (60) individuals, ages 18-26 as Corpsmembers.
4.3. Contractor will provide wages, services, and support to youths for eleven (11) months.
4.4. Contractor will report the following metrics on a quarterly and annual basis in a format and method to be specified by CaliforniaVolunteers.
4.4.1. Number of youths participating in program
4.4.2. Number of youths employed in each focus area
4.4.3. Number of youths enrolled in job training/readiness programs
4.4.4. Number of youths completing job training/readiness programs
EXHIBIT 3 1400
3 (Rev. 10.30.18)
4.4.5. Number of youths participating in summer program (if applicable)
4.4.6. Average wage and hours worked of participants across program
4.4.7. Information/data/member stories as requested by
CaliforniaVolunteers for annual report
4.5. Contractor will report the following data, where feasible, on a quarterly and annual basis to be specified by CaliforniaVolunteers.
4.5.1. Number of youths employed in program who were previously unemployed
4.5.2. Number of youths who complete full program (1 year or summer program)
4.5.3. Percentage of youth employed in program who remain in college or stable employment
4.5.4. Percentage of youth employed after completion of program
4.5.5. Percentage of youth who report job satisfaction after one year of employment, as reported by a survey
4.5.6. Percentage of youth who report an interest in a career in public service after one year of employment, as measured by a survey
4.5.7. Percentage of youth employed in public service after one year of employment • Job training evaluation.
4.6. Contractor will collect, report, and share accurate and timely data/records on a quarterly and annual basis
4.7. Contractor will administer pre- and post-employment surveys to all youth to assess outcomes of the youth employment program.
4.8. Contractor will take part in CaliforniansForAll events/training/check-ins and meetings as requested by CaliforniaVolunteers
4.9. Contractor will submit monthly invoices along with supporting documents to the City of Stockton’s administrative staff with an understanding that the city will submit documentation to California Volunteers on a quarterly basis.
4.9.1. Contractor will use the following schedule for invoice and documentation submission:
EXHIBIT 3 1401
4 (Rev. 10.30.18)
5. Internal and External Standards and Guidelines
5.1. Contractor is required to have a City of Stockton Business license for this for this project
5.1.1. Contractor may contact Stockton Business License Division at (209) 937-8313 for assistance.
5.2. The City reserves the right to periodically audit all charges and services made by the Contractor for services provided under the contract.
5.2.1. Upon request, the Contractor agrees to furnish the City with necessary information and assistance.
6. Criteria of Acceptance for Deliverables
6.1. Deliverables will be considered acceptable if they meet the target outcomes established in the “Deliverables” section of this Scope of Work while complying with all the standards and requirements outlined in this contract.
7. Notices
Pursuant to Exhibit C – General Terms and Conditions, Paragraph 15 – Notices, the mailing address for all required notices is as follows:
Contractor: SJCOE- GVCC City: City of Stockton
PO Box 213030 Attn: City Manager
Stockton, CA 95213 425 N. El Dorado Street
Stockton, CA 95202
Supporting Documents for
the month of: submit by:
City submission to CA
Volunteers
Feb-23 March 10, 2023 April 20, 2023
Mar-23 April 10, 2023 April 20, 2023
Apr-23 May 10, 2023 July 20, 2023
May-23 June 10, 2023 July 20, 2023
Jun-23 July 10, 2023 July 20, 2023
Jul-23 August 10, 2023 October 20, 2023
Aug-23 September 10, 2023 October 20, 2023
Sep-23 October 10, 2023 October 20, 2023
Oct-23 November 10, 2023 December 20, 2023
Nov-23 December 10, 2023 December 20, 2023
Dec-23 January 10, 2024 December 20, 2023
Jan-24 February 10, 2024 April 20, 2024
Feb-24 March 10, 2024 April 20, 2024
Mar-24 April 10, 2024 April 20, 2024
Apr-24 May 10, 2024 May 20, 2024
EXHIBIT 3 1402
5 (Rev. 10.30.18)
8. Key Personnel
8.1. Nicholas Mueller, Director, GVCC
[email protected]
(209) 292-2701
8.2 Steve Kieffer, Program Coordinator, GVCC
[email protected]
(209) 292-2705
8.3 Yvonne Martinez, Fiscal Program Manager, GVCC
[email protected]
(209) 468-9020
EXHIBIT 3 1403
REV 2022-05-17
Exhibit B:
Insurance Requirements
Youth Workforce Development Program
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if contractor provides written verification it has no employees)
If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or EXHIBIT 3 1404
REV 2022-05-17
operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract.
Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. The City of Stockton does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.
Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.
Waiver of Subrogation
Contractor hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer.
EXHIBIT 3 1405
REV 2022-05-17
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Stockton. The City of Stockton may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City of Stockton. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City of Stockton may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City of Stockton reserves the right to obtain a copy of any policies and endorsements for verification.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton.
Verification of Coverage
Contractor shall furnish the City of Stockton with original certificates and amendatory endorsements, or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City of Stockton before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Special Risks or Circumstances
EXHIBIT 3 1406
REV 2022-05-17
City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Certificate Holder Address
The address for mailing certificates, endorsements and notices shall be:
City of Stockton
Its Officers, Officials, Employees, and Volunteers
400 E Main St, 3rd Floor – HR
Stockton, CA 95202
EXHIBIT 3 1407
(Rev. 10.30.18; Mod 07.12.22 SG)
EXHIBIT C
GENERAL TERMS AND CONDITIONS
1. Goods, Equipment and Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A of the Agreement. Contractor shall provide said services at the time, place and in the manner specified in Exhibit A of the Agreement.
2. City Assistance, Facilities, Equipment and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish and maintain all facilities and equipment that may be required for furnishing services pursuant to this Agreement. If applicable, City shall furnish to Contractor only the facilities and equipment listed in Exhibit A to the Agreement.
3. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A and Exhibit E to the Agreement.
3.1 Invoices submitted by Contractor to City must contain a brief description of work performed, time spent and City reference number. Within thirty (30) days of receipt of Contractor’s invoice, City will review invoice, and if acceptable make payment on approved invoice.
3.2 Upon completion of work and acceptance by City, Contractor shall have sixty (60) days in which to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty (30) days in advance of said time limitation. The City shall have no obligation or liability to pay any invoice for work performed which the Contractor fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after the work is accepted by the City.
4. Sufficiency of Contractor’s Work. All Contractor services, work, and deliverables shall be performed in a good and workmanlike manner with due diligence in accordance with the degree of skill normally exercised by similar contractors supplying services and work of a similar nature, and in conformance with applicable laws, codes and professional standards. Contractor’s work shall be adequate and sufficient to meet the purposes of this Agreement.
5. Ownership of Work. All reports, work product, all other documents completed or partially completed by Contractor or its approved subcontractors, in performance of this Agreement, and if applicable, drawings, designs, and plan review comments shall become the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor and its approved subcontractors agree 1 EXHIBIT 3 1408
(Rev. 10.30.18; Mod 07.12.22 SG)
to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own expense.
Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than performance of services under this Agreement and shall not be disclosed to anyone not connected with these services, unless the City provides prior written consent.
6. Timeliness. Time is of the essence in this Agreement. Further, Contractor acknowledges that the failure of Contractor to comply with the time limits described in Exhibit A and Exhibit F may result in economic or other losses to the City.
7. Changes. Both parties to this Agreement understand that it may become desirable or necessary during the term of this Agreement for City to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. Until the amendment is so executed, City will not be responsible to pay any charges Contractor may incur in performing such additional services, and Contractor shall not be required to perform any such additional services.
8. Amendment. No variation of the terms of this Agreement shall be valid unless an amendment is made in writing and signed by both parties.
9. Contractor’s Status.
9. 1 In performing the obligations set forth in this Agreement, Contractor shall have the status of an independent contractor and Contractor shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Contractor are its agents and employees and are not agents or employees of City. Contractor by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer or employee of the City is to be considered an employee of the Contractor. It is understood by both Contractor and City that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture.
9.2 Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's 2 EXHIBIT 3 1409
(Rev. 10.30.18; Mod 07.12.22 SG)
control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of performing the services under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement.
9.3 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages, working conditions, discipline, hiring and discharging or any other term of employment or requirements of law shall be determined by the Contractor.
9.4 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement.
10. Subcontractor.
10.1 Subcontractors shall not be recognized as having any direct or contractual relationship with City. Contractor shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Agreement. Subcontractors will be provided with a copy of the Agreement and be bound by its terms. Contractor is responsible to City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them.
10.2 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Contractor.
10.3 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor’s personnel.
11. Termination.
11.1 Termination for Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Contractor. The Agreement shall then be deemed terminated, and no further work shall be performed by Contractor. If the Agreement is so terminated, the Contractor shall be paid for the work actually completed at the time the notice of termination is received. 3 EXHIBIT 3 1410
(Rev. 10.30.18; Mod 07.12.22 SG)
11. 2 Should either party default in the performance of this Agreement or materially breach any of its provisions, the other party, at that party’s option, may terminate this Agreement by giving written notification to the other party.
11.3 Funding- Non-Appropriation. It is mutually understood between the Parties that payment to the Contractor for performance shall be dependent upon the availability of appropriations by the City Council for the purposes of this Agreement. No legal liability on the part of the City for any payment may arise under this Agreement until funds are made available and until the Contractor has received funding availability, which will be confirmed in writing. If funding for any fiscal year is reduced or deleted, or if the City loses funding for any reason, the City, in its sole discretion, shall have the option to either (a) cause this Agreement to be canceled or terminated pursuant to applicable provisions of the Agreement; or (b) offer to amend the Agreement to reflect the reduced funding for this Agreement.
12. Non-Assignability. The Contractor shall not assign, sublet, or transfer this Agreement or any interest or obligation in the Agreement without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. Contractor shall be solely responsible for reimbursing subcontractors.
13. Indemnity and Hold Harmless. To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with Contractor’s performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum Insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement.
14. Insurance. During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit B to this Agreement and shall otherwise comply with the other provisions of Exhibit B to this Agreement.
15. Notices. All notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed in Exhibit A to this Agreement.
16. Conformance to Applicable Laws. Contractor shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Contractor shall not discriminate in the employment of persons or in the provision of services under this Agreement on the basis of any legally protected classification, including race, color, national origin, ancestry, sex or religion of such person. 4 EXHIBIT 3 1411
(Rev. 10.30.18; Mod 07.12.22 SG)
17. Licenses, Certifications and Permits. Prior to the City’s execution of this Agreement and prior to the Contractor’s engaging in any operation or activity set forth in this Agreement, Contractor shall obtain a City of Stockton business license, which must be kept in effect during the term of this Agreement. Contractor covenants that it has obtained all certificates, licenses, permits and the like required to perform the services under this Agreement. Such licenses, certificates and permits shall be maintained in full force and effect during the term of this Agreement.
18. Records and Audits. Contractor shall maintain all records regarding this Agreement and the services performed for a period of three (3) years from the date that final payment is made. At any time during normal business hours, the records shall be made available to the City to inspect and audit. To the extent Contractor renders services on a time and materials basis, Contractor shall maintain complete and accurate accounting records, in a form prescribed by City or, if not prescribed by City, in accordance with generally accepted accounting principles, such records to include, but not be limited to, payroll records, attendance cards, time sheets, and job summaries.
19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.
20. Conflicts of Interest. Contractor covenants that other than this Agreement, Contractor has no financial interest with any official, employee or other representative of the City. Contractor and its principals do not have any financial interest in real property, sources of income or investment that would be affected in any manner of degree by the performance of Contractor’s services under this Agreement. If such an interest arises, Contractor shall immediately notify the City.
21. Waiver. In the event either City or Contractor at any time waive any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation. No payment, partial payment, acceptance, or partial acceptance by City shall operate as a waiver on the part of City of any of its rights under this Agreement.
22. Governing Law. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the Federal District Court of California, Eastern District, Sacramento Division.
23. No Personal Liability. No official or employee of City shall be personally liable to Contractor in the event of any default or breach by the City or for any amount due Contractor.
5 EXHIBIT 3 1412
(Rev. 10.30.18; Mod 07.12.22 SG)
24. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or city statue, ordinance or regulation the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.
25. Non-Discrimination. During the performance of this Agreement, Contractor and its officers, employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any federal, state, or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religion, color, national origin, ancestry, physical or mental disability, medical condition (including genetic characteristics), marital status, age, political affiliation, gender identity, gender expression, sex or sexual orientation, family and medical care leave, pregnancy leave, or disability leave. Contractor and its officers, employees, agents, representative or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-discrimination and equal opportunity, including without limitation the City’s nondiscrimination policy; the Fair Employment and Housing Act (Government Code sections 12990 (et seq.); California Labor Code sections 1101, 1102 and 1102.1; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulation or Code of Federal Regulations. Title VI of the Civil Rights Act of 1964 requires that “no person in the United States shall, on the grounds of race, color, or national origin be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial
assistance.” (42 USC Section 2000d).
http://www.dol.gov/oasam/regs/statutes/titlevi.htm. The City requires compliance with the requirements of Title VI in all of its programs and activities regardless of funding source.
26. Force Majeure. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics, shortage of power or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable.
27. Taxes and Charges. Contractor shall be responsible for payment of all taxes, fees, contributions or charges applicable to the conduct of the Contractor’s business.
28. Cumulative Rights. Any specific right or remedy provided in this Agreement will not be exclusive but will be cumulative of all other rights and remedies to which may be legally entitled.
6 EXHIBIT 3 1413
(Rev. 10.30.18; Mod 07.12.22 SG)
29. Advice of Attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.
30. Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.
31. Entire Agreement, Integration, and Modification.
31.1 This Agreement represents the entire integrated agreement between Contractor and the City; supersedes all prior negotiations, representations, or agreements, either written or oral between the parties and may be amended only by a written Amendment signed by the Contractor and City Manager.
31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.
32. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.
33. Authority. The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.
7 EXHIBIT 3 1414
1 (Rev. 07.12.22)
EXHIBIT D
PROFESSIONAL SERVICES SPECIAL TERMS AND CONDITIONS
1. Definitions. The following words and phrases have the following meanings for purposes of this Agreement:
1.1 "Services" means, collectively, the services, duties and responsibilities described in Exhibit A of this Agreement and any and all work necessary to complete them or carry them out fully and to the standard of performance required in this Agreement.
1.2 “Deliverable” means quantifiable goods or services that will be provided upon completion of a project. A deliverable is any tangible material, work or thing delivered by one party to the other, including associated technical documentation. A deliverable can be tangible or intangible parts of the development process, and often are specified functions or characteristics of the project.
2. General. The following terms and conditions are applicable for the Professional Services only. The special conditions shall be read in conjunction with the Standard Agreement, General Terms and Conditions (“GTC”) Exhibit C, and all other Exhibits identified in the Standard Agreement.
2.1 Where any portion of the GTC is in conflict to or at variance with any provisions of the Special Conditions of the Agreement, then unless a different intention stated, the provision(s) of the Special Conditions of the Agreement shall be deemed to override the provision(s) of GTC only to the extent that such conflict or variations in the Special Conditions of the Agreement are not possible of being reconciled with the provisions of the GTC.
2.2 In the case of modification of a part or provision of the GTC, the unaltered part or provision, or both shall remain in effect. The Special Conditions shall relate to a particular project and be peculiar to that project but shall not weaken the character or intent of the GTC.
3. Time for Performance.
3.1 Contractor shall perform the services according to the schedule contained in Exhibit F.
3.2 Timeliness of Performance i) Contractor shall provide the Services, and Deliverables within the term and within the time limits required under this Agreement, pursuant to the provisions of Exhibit A and Exhibit F. ii) Neither Contractor nor Contractor’s agents, employees nor subcontractors are entitled to any damages from the City, nor is any party entitled to be reimbursed by the City, for damages, charges or other EXHIBIT 3 1415
2 (Rev. 07.12.22)
losses or expenses incurred by Contractor by reason of delays or hindrances in the performance of the Services, whether or not caused by the City.
4. Standard of Performance
In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:
4.1 Contractor’s Services shall be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of Contractor’s profession currently practicing under similar conditions. Contractor shall comply with the profession’s standard of performance, applicable laws, regulations, and industry standards. By delivery of completed work, Contractor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws. If Contractor is retained to perform services requiring a license, certification, registration or other similar requirement under California law, Contractor shall maintain that license, certification, registration or other similar requirement throughout the term of this Agreement.
4.2 Contractor acknowledges that it is entrusted with or has access to valuable and confidential information and records of the City and with respect to that information, Contractor agrees to be held to the standard of care of a fiduciary. Contractor shall assure that all services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Contractor must provide copies of any such licenses. Contractor remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Contractor or its subcontractors or others on its behalf. All Deliverables must be prepared in a form and content satisfactory to the Using Agency and delivered in a timely manner consistent with the requirements of this Agreement.
4.3 If Contractor fails to comply with the foregoing standards, Contractor must perform again, at its own expense, all Services required to be re-performed as a direct or indirect result of that failure. Any review, approval, acceptance or payment for any of the Services by the City does not relieve Contractor of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision in no way limits the City’s rights against Contractor either under this Agreement, at law or in equity.
5. Compensation
5.1 In addition to Section 3 Compensation in Exhibit C – GTC, the Contractor shall be compensated for the services provided under this Agreement as follows:
5.1.1 Contractor shall be compensated for services rendered and accepted under this Agreement and shall be paid monthly, in arrears on a not to exceed EXHIBIT 3 1416
3 (Rev. 07.12.22)
basis, based upon the rates set forth in Exhibit E attached hereto and made a part of this Agreement. Contractor may vary the compensation for each task in Exhibit E provided that the total project compensation listed in Exhibit E and the Standard Agreement is not exceeded.
6. Personnel
6.1 None of the work or services covered by this Agreement shall be subcontracted without the prior written approval of the City. Any work or services subcontracted hereunder shall be specified by written agreement and shall be subject to each provision of this Agreement. Contractor shall provide subcontractor a copy of this fully executed Agreement.
6.2 Contractor agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement. The payment made to Contractor pursuant to this Agreement shall be the full and complete compensation to which Contractor and Contractor’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Contractor nor Contractor’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Contractor. The City shall not be required to pay any workers' compensation insurance on behalf of Contractor. Contractor shall pay, when and as due, any and all taxes incurred as a result of Contractor’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.
6.3 Key Personnel: Because of the special skills required to satisfy the requirements of this Agreement, Contractor shall not reassign or replace key personnel without the written consent of the City, which consent the City will not unreasonably withhold. "key personnel" means those job titles and the persons assigned to those positions in accordance with the provisions of this Agreement. The City may at any time in writing notify Contractor that the City will no longer accept performance of Services under this Agreement by one or more Key Personnel listed. Upon that notice Contractor shall immediately suspend the services of the key person or persons and must replace him or them in accordance with the terms of this Agreement. A list of key personnel is found in Exhibit A, Scope of Services.
7. Reports and Information
Contractor shall at such times and in such forms as the City may require furnish the City such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters are covered by this Agreement as specified in Exhibit A and Exhibit E.
EXHIBIT 3 1417
4 (Rev. 07.12.22)
8. Findings Confidential
All of the reports, information, data, et cetera, prepared or assembled by the Contractor under this Agreement are confidential and the Contractor agrees that they shall not be made available to any individual or organization without the prior written approval of the City. Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is required by applicable law or by proper legal or governmental authority, is already rightfully in the Contractor’s possession without obligation of confidentiality, is independently developed by Contractor outside the scope of this Agreement or is rightfully obtained from third parties. Contractor shall give City prompt notice of any such legal or governmental demand and reasonably cooperate with City in any effort to seek a protective order or otherwise to contest such required disclosure.
9. Copyright
No materials, including but not limited to reports, maps, or documents produced as a result of this Agreement, in whole or in part, shall be available to Contractor for copyright purposes. Any such materials produced as a result of this Agreement that might be subject to copyright shall be the property of the City and all such rights shall belong to the City, and the City shall be sole and exclusive entity who may exercise such rights.
10. Deliverables
Contractor shall prepare or provide to the City various Deliverables. "Deliverables" include work product, such as written reviews, recommendations, reports and analyses, produced by Contractor for the City. The City may reject Deliverables that do not include relevant information or data, or do not include all documents or other materials specified in this Agreement or reasonably necessary for the purpose for which the City made this Agreement or for which the City intends to use the Deliverables. If the City determines that Contractor has failed to comply with the foregoing standards, it has 30 days from the discovery to notify Contractor of its failure. If Contractor does not correct the failure, or if it is possible to do so, within 30 days after receipt of notice from the City specifying the failure, then the City, by written notice, may treat the failure as a default of this Agreement.
Partial or incomplete Deliverables may be accepted for review only when required for a specific and well-defined purpose and when consented to in advance by the City. Such Deliverables will not be considered as satisfying the requirements of this Agreement and partial or incomplete Deliverables in no way relieve Contractor of its commitments under this Agreement.
11. Applicable Laws
Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities.
EXHIBIT 3 1418
1 (Rev. 10.30.18)
EXHIBIT E
COMPENSATION SCHEDULE
The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows:
1. Project Price
1.1 The maximum the Contractor shall be paid on this Agreement is $777,517.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement.
1.2 Standard Reimbursable Items: Only the reimbursable items identified in Exhibit A, C, and D (Compensation), shall be compensated to the Contractor.
Reimbursable expenses will be reimbursed without markup. Fees plus reimbursable expenses shall not exceed the amount set forth in section 1.1 of this Exhibit and a copy of the original invoice for the items listed in i, ii or iii below shall be attached to the invoice submitted to the City for reimbursement. Payments shall be based upon work documents submitted by the Contractor to the City and accepted by the City as being satisfactory to City’s needs. The City shall not pay a markup on any of the items listed in i, ii or iii.
Additionally, items such a telephone, fax, postage or freight are already included in the billable hourly rate. Contractor shall be reimbursed the direct expenses, which are the actual cost of the following items that are reasonable, necessary and actually incurred, by the Contractor in connection with the services:
i. Expenses, fees or charges for printing, reproduction or binding of documents at actual costs with no markup added to the actual cost. ii. Any filing fees, permit fees, or other fees paid or advanced by the Contractor at actual costs with no markup added to the actual cost. iii. Travel expenses shall be reimbursed in accordance with the City’s travel policy, which is incorporated herein by reference.
Reimbursement shall be made at actual costs with no markup added to the actual cost.
1.3 The Contractor shall be entitled to receive payments for its work performed pursuant to the Agreement. The City will pay Contractor based on invoices for acceptable work performed and approved until the “not to exceed” amount is reached.
Thereafter, Contractor must complete services based on the Agreement without additional compensation unless there is a material change to the Statement of Work and Scope by a written Amendment.
EXHIBIT 3 1419
2 (Rev. 10.30.18)
1.4 If work is completed before the “not to exceed” amount is reached, the Contractor’s compensation will be based on the Contractor’s invoices previously submitted for acceptable work performed and approved.
1.5 Subcontractor Costs: Compensation for subcontractors shall be limited to the same restrictions imposed on the Contractor. Maximum markup Contractor may apply to subcontractor fees, minus reimbursable expenses, shall not exceed ______%.
2. Task Price. Below is the price for the services and reimbursable expenses as described in Exhibit A of this Agreement.
Task Description Task Price
1 Staff Salary & Benefits $231,776.00
2 Corpsmembers Salaries & Benefits $239,643.00
3 Wrap Services $158,815.00
4 Operating Expenses $ 76,600.00
5 Indirect Expenses $ 70,683.00
TOTAL PRICE $777,517.00
5. Invoice to Address. Each invoice submitted shall identify the specific task(s) listed in Exhibit A and this Exhibit, and the completed work product/deliverable for the agreed upon price listed in this Exhibit. Invoices shall be submitted to the below address:
City of Stockton,
City Manager’s Office
Attention: Dale Applewhite
425 N. El Dorado Street
Stockton, CA 95202
EXHIBIT 3 1420
1 (Rev, 10.27.22)
EXHIBIT F
TIMELINE
1. Contractor shall complete the requested services identified in Exhibit A as follows:
1.1 TIMELINE FOR COMPLETION OF WORK
1.1.1 GVCC Youth Workforce Development Program, Execution – May 1, 2024 EXHIBIT 3 1421
1 (ZĞǀ͘ϭϬ.Ϯϳ.ϮϮ)
CITY OF STOCKTON
STANDARD AGREEMENT
1. This Agreement is entered into between the City of Stockton (“City”) and (“Contractor”) to provide
as set forth in Exhibit A to this Agreement.
_____________________________________________________________________________
2. The term of this Agreement is as follows, unless amended as described in Exhibit A and Exhibit C section 8:
Commences on: Terminates on:
_____________________________________________________________________________
3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement, including if authorized, reimbursement of expenses, is: $
4. The complete Agreement consists of all the following Agreement documents which by reference are incorporated and made a part of this Agreement. The parties agree to comply with the terms and conditions of this Agreement.
J
([KLELW*6SHFLDO)XQGLQJ7HUPV &RQGLWLRQV ,IDSSOLFDEOHFKHFNER[
<(6 ____________________________________________________________________________ IN WITNESS WHEREOF, the authorized parties have executed this Agreement.
CONTRACTOR
______________________________________________________________________________________________ Contractor’s Name (if other than an individual, state whether a corporation, partnership, etc.):
______________________________________________________________________________________________ Authorized Signature Date
______________________________________________________________________________________________ Printed Name and Title of Person Signing
______________________________________________________________________________________________ Address
CITY OF STOCKTON
_________________________________________________________BB________________ +DUU\%ODFN City Manager Date
ATTEST:
____________________________________________________________________________ (OL]D5*DU]D&0&, City Clerk
APPROVED AS TO FORM:
/RUL0$VXQFLRQ, City Attorney
BY:
Agreement Number:
(a) Exhibit A – Statement of Work
(b) Exhibit B – Insurance
(c) Exhibit C – General Terms Conditions
(d) Exhibit D –
H
Exhibit E – Compensation Schedule
(f) Exhibit F – Timeline
San Joaquin A+ Youth Workforce Development Program
Execution May 1, 202
925,000.00
Professional Services Special Terms & Conditions
ARPA
San Joaquin A+ a Nonprofit Corporation
EXHIBIT 4 1422
1 (Rev. 10.30.18)
EXHIBIT A
STATEMENT OF WORK
1. Project Objectives
1.1 San Joaquin County A+ (Contractor) Youth Workforce Development Program, will increase youth employment opportunities, help youth develop career pathways, and strengthen city capacity to address key areas of food insecurity, climate, and COVID-19 recovery.
2. Project Scope
2.1 San Joaquin A+ will use this “earn and learn” model to promote Youth Workforce Development and will serve seventy (70) high school aged youth. Youth participants in the Early College High School program will receive paid internships/ apprenticeships, complete their requirements for admission to UC and CSU systems, may earn 1-2 years of college credit or obtain a work credential. Youth participants will be matched with career-connected learning opportunities offered by local employers.
The Early College High School participants will also have online access to career exploration, financial planning tools, work-readiness training, and resume and cover letter tools. Youth in this program will also receive books and program supplies, and additionally receive the support of a mentor to ensure active engagement and participation.
3. Specifications
3.1 Participants of the program will be between the ages 16-30 years old.
3.2 At least 75% of participants of the program will meet at least two (2) of the following criteria:
3.2.1 Have not participated in an AmeriCorps program.
3.2.2 May have difficulty finding employment.
3.2.3 Are low income.
3.2.4 Are unemployed and/or out of school.
3.2.5 Are or were justice-involved.
3.2.6 Are in or transitioning from foster care.
3.2.7 Are engaged with the mental health or substance abuse system.
EXHIBIT 4 1423
2 (Rev. 10.30.18)
3.3 Contractor will provide youth participants a minimum of $15 per hour or minimum wage, whichever is higher.
3.4 Contractor will employ qualified staff to support youth participants with building work -readiness skills, identifying career interest and finding meaningful employment opportunities.
3.5 Contractor will adopt and refine work-readiness approaches, competencies and skills identified as “best-practices”.
3.6 Contractor will coordinate support services needed to ensure that youth are set up to realize success.
3.7 Contractor will create meaningful enrichment programming to enhance the job placement success.
3.8 Contractors will maintain payroll system for youth employees.
4. Major Deliverables
4.1. Contractor will achieve all proposed deliverables by the end of the grant term on May 1, 2024.
4.2. Contractor will provide support seventy (70) high school age youth.
4.3. Contractor will provide wages, services, and support to youths for four (4) months.
4.4. Contractor will report the following metrics on a quarterly and annual basis in a format and method to be specified by CaliforniaVolunteers.
4.1.1. Number of youths participating in program
4.1.2. Number of youths employed in each focus area
4.1.3. Number of youths enrolled in job training/readiness programs
4.1.4. Number of youths completing job training/readiness programs
4.1.5. Number of youths participating in summer program (if applicable)
4.1.6. Average wage and hours worked of participants across program
4.1.7. Information/data/member stories as requested by
CaliforniaVolunteers for annual report
EXHIBIT 4 1424
3 (Rev. 10.30.18)
4.5. Contractor will report the following data, where feasible, on a quarterly and annual basis to be specified by CaliforniaVolunteers.
4.1.8. Number of youths employed in program who were previously unemployed
4.1.9. Number of youths who complete full program (1 year or summer program)
4.1.10. Percentage of youth employed in program who remain in college or stable employment
4.1.11. Percentage of youth employed after completion of program
4.1.12. Percentage of youth who report job satisfaction after one year of employment, as reported by a survey
4.1.13. Percentage of youth who report an interest in a career in public service after one year of employment, as measured by a survey
4.1.14. Percentage of youth employed in public service after one year of employment • Job training evaluation.
4.2. Contractor will collect, report, and share accurate and timely data/records on a quarterly and annual basis
4.3. Contractor will administer pre- and post-employment surveys to all youth to assess outcomes of the youth employment program.
4.6. Contractor will take part in CaliforniansForAll events/training/check-ins and meetings as requested by CaliforniaVolunteers
4.7. Contractor will submit monthly invoices along with supporting documents to the City of Stockton’s administrative staff with an understanding that the city will submit documentation to California Volunteers on a quarterly basis.
4.3.1. Contractor will use the following schedule for invoice and documentation submission:
EXHIBIT 4 1425
4 (Rev. 10.30.18)
5. Internal and External Standards and Guidelines
5.1. Contractor is required to have a City of Stockton Business license for this for this project
5.1.1. Contractor may contact Stockton Business License Division at (209) 937-8313 for assistance.
5.2. The City reserves the right to periodically audit all charges and services made by the Contractor for services provided under the contract.
5.2.1. Upon request, the Contractor agrees to furnish the City with necessary information and assistance.
6. Criteria of Acceptance for Deliverables
6.1. Deliverables will be considered acceptable if they meet the target outcomes established in the “Deliverables” section of this Scope of Work while complying with all the standards and requirements outlined in this contract.
7. Notices
7.1. Pursuant to Exhibit C – General Terms and Conditions, Paragraph 15 – Notices, the mailing address for all required notices is as follows:
Contractor: San Joaquin A+ City: City of Stockton
6731 Herndon Pl. Attn: City Manager
Stockton, CA 95219 425 N. El Dorado Street
Stockton, CA 95202
Supporting Documents for the month of: submit by:
City submission to CA
Volunteers
Feb-23 March 10, 2023 April 20, 2023
Mar-23 April 10, 2023 April 20, 2023
Apr-23 May 10, 2023 July 20, 2023
May-23 June 10, 2023 July 20, 2023
Jun-23 July 10, 2023 July 20, 2023
Jul-23 August 10, 2023 October 20, 2023
Aug-23 September 10, 2023 October 20, 2023
Sep-23 October 10, 2023 October 20, 2023
Oct-23 November 10, 2023 December 20, 2023
Nov-23 December 10, 2023 December 20, 2023
Dec-23 January 10, 2024 December 20, 2023
Jan-24 February 10, 2024 April 20, 2024
Feb-24 March 10, 2024 April 20, 2024
Mar-24 April 10, 2024 April 20, 2024
Apr-24 May 10, 2024 May 20, 2024
EXHIBIT 4 1426
5 (Rev. 10.30.18)
8. Key Personnel
8.1. Don Shalvey
CEO
[email protected]
(206) 605-9813
8.2. Kai Kung
COO/CFO
[email protected]
(408) 221-0708
EXHIBIT 4 1427
REV 2022-05-17
Exhibit B:
Insurance Requirements
Youth Workforce Development Program
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. (Not required if contractor provides written verification it has no employees)
If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City of Stockton requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Stockton.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or EXHIBIT 4 1428
REV 2022-05-17
operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Additional insured Name of Organization shall read “City of Stockton, its officers, officials, employees, and volunteers.” Policy shall cover City of Stockton, its officers, officials, employees, and volunteers for all locations work is done under this contract.
Primary Coverage
For any claims related to this contract, the Contractor’s insurance coverage shall be primary and non-contributory and at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. This requirement shall also apply to any Excess or Umbrella liability policies. The City of Stockton does not accept endorsements limiting the Contractor’s insurance coverage to the sole negligence of the Named Insured.
Umbrella or Excess Policy
The Contractor may use Umbrella or Excess Policies to provide the liability limits as required in this agreement. This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor’s primary and excess liability policies are exhausted.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.
Waiver of Subrogation
Contractor hereby grants to City of Stockton a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Stockton by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Stockton has received a waiver of subrogation endorsement from the insurer.
EXHIBIT 4 1429
REV 2022-05-17
Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Stockton. The City of Stockton may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Stockton. The CGL and any policies, including Excess liability policies, may not be subject to a self-insured retention (SIR) or deductible that exceeds $25,000 unless approved in writing by City of Stockton. Any and all deductibles and SIRs shall be the sole responsibility of Contractor or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties. City of Stockton may deduct from any amounts otherwise due Contractor to fund the SIR/deductible. Policies shall NOT contain any self-insured retention (SIR) provision that limits the satisfaction of the SIR to the Named. The policy must also provide that Defense costs, including the Allocated Loss Adjustment Expenses, will satisfy the SIR or deductible. City of Stockton reserves the right to obtain a copy of any policies and endorsements for verification.
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Stockton.
Verification of Coverage
Contractor shall furnish the City of Stockton with original certificates and amendatory endorsements, or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements and copies of the Declarations & Endorsements pages are to be received and approved by the City of Stockton before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The City of Stockton reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Special Risks or Circumstances
EXHIBIT 4 1430
REV 2022-05-17
City of Stockton reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Certificate Holder Address
The address for mailing certificates, endorsements and notices shall be:
City of Stockton
Its Officers, Officials, Employees, and Volunteers
400 E Main St, 3rd Floor – HR
Stockton, CA 95202
EXHIBIT 4 1431
(Rev. 10.30.18; Mod 07.12.22 SG)
EXHIBIT C
GENERAL TERMS AND CONDITIONS
1. Goods, Equipment and Services. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in Exhibit A of the Agreement. Contractor shall provide said services at the time, place and in the manner specified in Exhibit A of the Agreement.
2. City Assistance, Facilities, Equipment and Clerical Support. Except as set forth in Exhibit A, Contractor shall, at its sole cost and expense, furnish and maintain all facilities and equipment that may be required for furnishing services pursuant to this Agreement. If applicable, City shall furnish to Contractor only the facilities and equipment listed in Exhibit A to the Agreement.
3. Compensation. City shall pay Contractor for services rendered pursuant to this Agreement as described more particularly in Exhibit A and Exhibit E to the Agreement.
3.1 Invoices submitted by Contractor to City must contain a brief description of work performed, time spent and City reference number. Within thirty (30) days of receipt of Contractor’s invoice, City will review invoice, and if acceptable make payment on approved invoice.
3.2 Upon completion of work and acceptance by City, Contractor shall have sixty (60) days in which to submit final invoicing for payment. An extension may be granted by City upon receiving a written request thirty (30) days in advance of said time limitation. The City shall have no obligation or liability to pay any invoice for work performed which the Contractor fails or neglects to submit within sixty (60) days, or any extension thereof granted by the City, after the work is accepted by the City.
4. Sufficiency of Contractor’s Work. All Contractor services, work, and deliverables shall be performed in a good and workmanlike manner with due diligence in accordance with the degree of skill normally exercised by similar contractors supplying services and work of a similar nature, and in conformance with applicable laws, codes and professional standards. Contractor’s work shall be adequate and sufficient to meet the purposes of this Agreement.
5. Ownership of Work. All reports, work product, all other documents completed or partially completed by Contractor or its approved subcontractors, in performance of this Agreement, and if applicable, drawings, designs, and plan review comments shall become the property of the City. Any and all copyrightable subject matter in all materials is hereby assigned to the City and the Contractor and its approved subcontractors agree 1 EXHIBIT 4 1432
(Rev. 10.30.18; Mod 07.12.22 SG)
to execute any additional documents that may be necessary to evidence such assignment. All materials shall be delivered to the City upon completion or termination of the work under this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own expense.
Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than performance of services under this Agreement and shall not be disclosed to anyone not connected with these services, unless the City provides prior written consent.
6. Timeliness. Time is of the essence in this Agreement. Further, Contractor acknowledges that the failure of Contractor to comply with the time limits described in Exhibit A and Exhibit F may result in economic or other losses to the City.
7. Changes. Both parties to this Agreement understand that it may become desirable or necessary during the term of this Agreement for City to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work. Until the amendment is so executed, City will not be responsible to pay any charges Contractor may incur in performing such additional services, and Contractor shall not be required to perform any such additional services.
8. Amendment. No variation of the terms of this Agreement shall be valid unless an amendment is made in writing and signed by both parties.
9. Contractor’s Status.
9. 1 In performing the obligations set forth in this Agreement, Contractor shall have the status of an independent contractor and Contractor shall not be considered to be an employee of the City for any purpose. All persons working for or under the direction of Contractor are its agents and employees and are not agents or employees of City. Contractor by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City. Except as expressly provided in Exhibit A, Contractor has no authority or responsibility to exercise any rights or power vested in the City. No agent, officer or employee of the City is to be considered an employee of the Contractor. It is understood by both Contractor and City that this Agreement shall not be construed or considered under any circumstances to create an employer-employee relationship or a joint venture.
9.2 Contractor shall determine the method, details and means of performing the work and services to be provided by Contractor under this Agreement. Contractor shall be responsible to City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to City's 2 EXHIBIT 4 1433
(Rev. 10.30.18; Mod 07.12.22 SG)
control with respect to the physical action or activities of Contractor in fulfillment of this Agreement. Contractor has control over the manner and means of performing the services under this Agreement. If necessary, Contractor has the responsibility for employing other persons or firms to assist Contractor in fulfilling the terms and obligations under this Agreement.
9.3 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages, working conditions, discipline, hiring and discharging or any other term of employment or requirements of law shall be determined by the Contractor.
9.4 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor's assigned personnel under the terms and conditions of this Agreement.
10. Subcontractor.
10.1 Subcontractors shall not be recognized as having any direct or contractual relationship with City. Contractor shall be responsible for the work of subcontractors, which shall be subject to the provisions of this Agreement. Subcontractors will be provided with a copy of the Agreement and be bound by its terms. Contractor is responsible to City for the acts and omissions of its subcontractors and persons directly or indirectly employed by them.
10.2 If in the performance of this Agreement any third persons are employed by Contractor, such persons shall be entirely and exclusively under the direction, supervision and control of Contractor. All terms of employment including hours, wages working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by Contractor.
10.3 It is further understood and agreed that Contractor must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Contractor’s personnel.
11. Termination.
11.1 Termination for Convenience of City. The City may terminate this Agreement at any time by mailing a notice in writing to Contractor. The Agreement shall then be deemed terminated, and no further work shall be performed by Contractor. If the Agreement is so terminated, the Contractor shall be paid for the work actually completed at the time the notice of termination is received. 3 EXHIBIT 4 1434
(Rev. 10.30.18; Mod 07.12.22 SG)
11. 2 Should either party default in the performance of this Agreement or materially breach any of its provisions, the other party, at that party’s option, may terminate this Agreement by giving written notification to the other party.
11.3 Funding- Non-Appropriation. It is mutually understood between the Parties that payment to the Contractor for performance shall be dependent upon the availability of appropriations by the City Council for the purposes of this Agreement. No legal liability on the part of the City for any payment may arise under this Agreement until funds are made available and until the Contractor has received funding availability, which will be confirmed in writing. If funding for any fiscal year is reduced or deleted, or if the City loses funding for any reason, the City, in its sole discretion, shall have the option to either (a) cause this Agreement to be canceled or terminated pursuant to applicable provisions of the Agreement; or (b) offer to amend the Agreement to reflect the reduced funding for this Agreement.
12. Non-Assignability. The Contractor shall not assign, sublet, or transfer this Agreement or any interest or obligation in the Agreement without the prior written consent of the City, and then only upon such terms and conditions as City may set forth in writing. Contractor shall be solely responsible for reimbursing subcontractors.
13. Indemnity and Hold Harmless. To the fullest extent permitted by law, Contractor shall hold harmless, defend and indemnify City of Stockton and its officers, officials, employees and volunteers from and against any and all liability, loss, damage, expense, costs (including without limitation costs and fees of litigation) of every nature arising out of or in connection with Contractor’s performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which was caused by the sole negligence or willful misconduct of the City of Stockton. This obligation is independent of, and shall not in any way be limited by, the minimum Insurance obligations contained in this Agreement. These obligations shall survive the completion or termination of this Agreement.
14. Insurance. During the term of this Agreement, Contractor shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit B to this Agreement and shall otherwise comply with the other provisions of Exhibit B to this Agreement.
15. Notices. All notices herein required shall be in writing and shall be sent by certified or registered mail, postage prepaid, addressed in Exhibit A to this Agreement.
16. Conformance to Applicable Laws. Contractor shall comply with all applicable Federal, State, and Municipal laws, rules, and ordinances. Contractor shall not discriminate in the employment of persons or in the provision of services under this Agreement on the basis of any legally protected classification, including race, color, national origin, ancestry, sex or religion of such person. 4 EXHIBIT 4 1435
(Rev. 10.30.18; Mod 07.12.22 SG)
17. Licenses, Certifications and Permits. Prior to the City’s execution of this Agreement and prior to the Contractor’s engaging in any operation or activity set forth in this Agreement, Contractor shall obtain a City of Stockton business license, which must be kept in effect during the term of this Agreement. Contractor covenants that it has obtained all certificates, licenses, permits and the like required to perform the services under this Agreement. Such licenses, certificates and permits shall be maintained in full force and effect during the term of this Agreement.
18. Records and Audits. Contractor shall maintain all records regarding this Agreement and the services performed for a period of three (3) years from the date that final payment is made. At any time during normal business hours, the records shall be made available to the City to inspect and audit. To the extent Contractor renders services on a time and materials basis, Contractor shall maintain complete and accurate accounting records, in a form prescribed by City or, if not prescribed by City, in accordance with generally accepted accounting principles, such records to include, but not be limited to, payroll records, attendance cards, time sheets, and job summaries.
19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.
20. Conflicts of Interest. Contractor covenants that other than this Agreement, Contractor has no financial interest with any official, employee or other representative of the City. Contractor and its principals do not have any financial interest in real property, sources of income or investment that would be affected in any manner of degree by the performance of Contractor’s services under this Agreement. If such an interest arises, Contractor shall immediately notify the City.
21. Waiver. In the event either City or Contractor at any time waive any breach of this Agreement by the other, such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement, whether of the same or of any other covenant, condition or obligation. No payment, partial payment, acceptance, or partial acceptance by City shall operate as a waiver on the part of City of any of its rights under this Agreement.
22. Governing Law. California law shall govern any legal action pursuant to this Agreement with venue for all claims in the Superior Court of the County of San Joaquin, Stockton Branch or, where applicable, in the Federal District Court of California, Eastern District, Sacramento Division.
23. No Personal Liability. No official or employee of City shall be personally liable to Contractor in the event of any default or breach by the City or for any amount due Contractor.
5 EXHIBIT 4 1436
(Rev. 10.30.18; Mod 07.12.22 SG)
24. Severability. If any portion of this Agreement or application thereof to any person or circumstance shall be declared invalid by a court of competent jurisdiction or if it is found in contravention of any federal, state or city statue, ordinance or regulation the remaining provisions of this Agreement or the application thereof shall not be invalidated thereby and shall remain in full force and effect to the extent that the provisions of this Agreement are severable.
25. Non-Discrimination. During the performance of this Agreement, Contractor and its officers, employees, agents, representatives or subcontractors shall not unlawfully discriminate in violation of any federal, state, or local law, rule or regulation against any employee, applicant for employment or person receiving services under this Agreement because of race, religion, color, national origin, ancestry, physical or mental disability, medical condition (including genetic characteristics), marital status, age, political affiliation, gender identity, gender expression, sex or sexual orientation, family and medical care leave, pregnancy leave, or disability leave. Contractor and its officers, employees, agents, representative or subcontractors shall comply with all applicable Federal, State and local laws and regulations related to non-discrimination and equal opportunity, including without limitation the City’s nondiscrimination policy; the Fair Employment and Housing Act (Government Code sections 12990 (et seq.); California Labor Code sections 1101, 1102 and 1102.1; the Federal Civil Rights Act of 1964 (P.L. 88-352), as amended; and all applicable regulations promulgated in the California Code of Regulation or Code of Federal Regulations. Title VI of the Civil Rights Act of 1964 requires that “no person in the United States shall, on the grounds of race, color, or national origin be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving federal financial
assistance.” (42 USC Section 2000d).
http://www.dol.gov/oasam/regs/statutes/titlevi.htm. The City requires compliance with the requirements of Title VI in all of its programs and activities regardless of funding source.
26. Force Majeure. Neither party shall be responsible for delays or failures in performance resulting from acts of God, acts of civil or military authority, terrorism, fire, flood, strikes, war, epidemics, pandemics, shortage of power or other acts or causes reasonably beyond the control of that party. The party experiencing the force majeure event agrees to give the other party notice promptly following the occurrence of a force majeure event, and to use diligent efforts to re-commence performance as promptly as commercially practicable.
27. Taxes and Charges. Contractor shall be responsible for payment of all taxes, fees, contributions or charges applicable to the conduct of the Contractor’s business.
28. Cumulative Rights. Any specific right or remedy provided in this Agreement will not be exclusive but will be cumulative of all other rights and remedies to which may be legally entitled.
6 EXHIBIT 4 1437
(Rev. 10.30.18; Mod 07.12.22 SG)
29. Advice of Attorney. Each party warrants and represents that in executing this Agreement, it has received independent legal advice from its attorneys or the opportunity to seek such advice.
30. Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.
31. Entire Agreement, Integration, and Modification.
31.1 This Agreement represents the entire integrated agreement between Contractor and the City; supersedes all prior negotiations, representations, or agreements, either written or oral between the parties and may be amended only by a written Amendment signed by the Contractor and City Manager.
31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.
32. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.
33. Authority. The individual(s) executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities.
7 EXHIBIT 4 1438
1 (Rev. 07.12.22)
EXHIBIT D
PROFESSIONAL SERVICES SPECIAL TERMS AND CONDITIONS
1. Definitions. The following words and phrases have the following meanings for purposes of this Agreement:
1.1 "Services" means, collectively, the services, duties and responsibilities described in Exhibit A of this Agreement and any and all work necessary to complete them or carry them out fully and to the standard of performance required in this Agreement.
1.2 “Deliverable” means quantifiable goods or services that will be provided upon completion of a project. A deliverable is any tangible material, work or thing delivered by one party to the other, including associated technical documentation. A deliverable can be tangible or intangible parts of the development process, and often are specified functions or characteristics of the project.
2. General. The following terms and conditions are applicable for the Professional Services only. The special conditions shall be read in conjunction with the Standard Agreement, General Terms and Conditions (“GTC”) Exhibit C, and all other Exhibits identified in the Standard Agreement.
2.1 Where any portion of the GTC is in conflict to or at variance with any provisions of the Special Conditions of the Agreement, then unless a different intention stated, the provision(s) of the Special Conditions of the Agreement shall be deemed to override the provision(s) of GTC only to the extent that such conflict or variations in the Special Conditions of the Agreement are not possible of being reconciled with the provisions of the GTC.
2.2 In the case of modification of a part or provision of the GTC, the unaltered part or provision, or both shall remain in effect. The Special Conditions shall relate to a particular project and be peculiar to that project but shall not weaken the character or intent of the GTC.
3. Time for Performance.
3.1 Contractor shall perform the services according to the schedule contained in Exhibit F.
3.2 Timeliness of Performance i) Contractor shall provide the Services, and Deliverables within the term and within the time limits required under this Agreement, pursuant to the provisions of Exhibit A and Exhibit F. ii) Neither Contractor nor Contractor’s agents, employees nor subcontractors are entitled to any damages from the City, nor is any party entitled to be reimbursed by the City, for damages, charges or other EXHIBIT 4 1439
2 (Rev. 07.12.22)
losses or expenses incurred by Contractor by reason of delays or hindrances in the performance of the Services, whether or not caused by the City.
4. Standard of Performance
In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:
4.1 Contractor’s Services shall be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of Contractor’s profession currently practicing under similar conditions. Contractor shall comply with the profession’s standard of performance, applicable laws, regulations, and industry standards. By delivery of completed work, Contractor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws. If Contractor is retained to perform services requiring a license, certification, registration or other similar requirement under California law, Contractor shall maintain that license, certification, registration or other similar requirement throughout the term of this Agreement.
4.2 Contractor acknowledges that it is entrusted with or has access to valuable and confidential information and records of the City and with respect to that information, Contractor agrees to be held to the standard of care of a fiduciary. Contractor shall assure that all services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Contractor must provide copies of any such licenses. Contractor remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Contractor or its subcontractors or others on its behalf. All Deliverables must be prepared in a form and content satisfactory to the Using Agency and delivered in a timely manner consistent with the requirements of this Agreement.
4.3 If Contractor fails to comply with the foregoing standards, Contractor must perform again, at its own expense, all Services required to be re-performed as a direct or indirect result of that failure. Any review, approval, acceptance or payment for any of the Services by the City does not relieve Contractor of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision in no way limits the City’s rights against Contractor either under this Agreement, at law or in equity.
5. Compensation
5.1 In addition to Section 3 Compensation in Exhibit C – GTC, the Contractor shall be compensated for the services provided under this Agreement as follows:
5.1.1 Contractor shall be compensated for services rendered and accepted under this Agreement and shall be paid monthly, in arrears on a not to exceed EXHIBIT 4 1440
3 (Rev. 07.12.22)
basis, based upon the rates set forth in Exhibit E attached hereto and made a part of this Agreement. Contractor may vary the compensation for each task in Exhibit E provided that the total project compensation listed in Exhibit E and the Standard Agreement is not exceeded.
6. Personnel
6.1 None of the work or services covered by this Agreement shall be subcontracted without the prior written approval of the City. Any work or services subcontracted hereunder shall be specified by written agreement and shall be subject to each provision of this Agreement. Contractor shall provide subcontractor a copy of this fully executed Agreement.
6.2 Contractor agrees to assign only competent personnel according to the reasonable and customary standards of training and experience in the relevant field to perform services under this Agreement. Failure to assign such competent personnel shall constitute grounds for termination of this Agreement. The payment made to Contractor pursuant to this Agreement shall be the full and complete compensation to which Contractor and Contractor’s officers, employees, agents, and subcontractors are entitled for performance of any work under this Agreement. Neither Contractor nor Contractor’s officers or employees are entitled to any salary or wages, or retirement, health, leave or other fringe benefits applicable to employees of the City. The City will not make any federal or state tax withholdings on behalf of Contractor. The City shall not be required to pay any workers' compensation insurance on behalf of Contractor. Contractor shall pay, when and as due, any and all taxes incurred as a result of Contractor’s compensation hereunder, including estimated taxes, and shall provide City with proof of such payments upon request.
6.3 Key Personnel: Because of the special skills required to satisfy the requirements of this Agreement, Contractor shall not reassign or replace key personnel without the written consent of the City, which consent the City will not unreasonably withhold. "key personnel" means those job titles and the persons assigned to those positions in accordance with the provisions of this Agreement. The City may at any time in writing notify Contractor that the City will no longer accept performance of Services under this Agreement by one or more Key Personnel listed. Upon that notice Contractor shall immediately suspend the services of the key person or persons and must replace him or them in accordance with the terms of this Agreement. A list of key personnel is found in Exhibit A, Scope of Services.
7. Reports and Information
Contractor shall at such times and in such forms as the City may require furnish the City such periodic reports as it may request pertaining to the work or services undertaken pursuant to this Agreement, the costs and obligations incurred or to be incurred in connection therewith, and any other matters are covered by this Agreement as specified in Exhibit A and Exhibit E.
EXHIBIT 4 1441
4 (Rev. 07.12.22)
8. Findings Confidential
All of the reports, information, data, et cetera, prepared or assembled by the Contractor under this Agreement are confidential and the Contractor agrees that they shall not be made available to any individual or organization without the prior written approval of the City. Contractor shall not be required under the provisions of this paragraph to keep confidential any data or information which is or becomes publicly available, is required by applicable law or by proper legal or governmental authority, is already rightfully in the Contractor’s possession without obligation of confidentiality, is independently developed by Contractor outside the scope of this Agreement or is rightfully obtained from third parties. Contractor shall give City prompt notice of any such legal or governmental demand and reasonably cooperate with City in any effort to seek a protective order or otherwise to contest such required disclosure.
9. Copyright
No materials, including but not limited to reports, maps, or documents produced as a result of this Agreement, in whole or in part, shall be available to Contractor for copyright purposes. Any such materials produced as a result of this Agreement that might be subject to copyright shall be the property of the City and all such rights shall belong to the City, and the City shall be sole and exclusive entity who may exercise such rights.
10. Deliverables
Contractor shall prepare or provide to the City various Deliverables. "Deliverables" include work product, such as written reviews, recommendations, reports and analyses, produced by Contractor for the City. The City may reject Deliverables that do not include relevant information or data, or do not include all documents or other materials specified in this Agreement or reasonably necessary for the purpose for which the City made this Agreement or for which the City intends to use the Deliverables. If the City determines that Contractor has failed to comply with the foregoing standards, it has 30 days from the discovery to notify Contractor of its failure. If Contractor does not correct the failure, or if it is possible to do so, within 30 days after receipt of notice from the City specifying the failure, then the City, by written notice, may treat the failure as a default of this Agreement.
Partial or incomplete Deliverables may be accepted for review only when required for a specific and well-defined purpose and when consented to in advance by the City. Such Deliverables will not be considered as satisfying the requirements of this Agreement and partial or incomplete Deliverables in no way relieve Contractor of its commitments under this Agreement.
11. Applicable Laws
Deliverables must conform with all applicable federal, state, and local laws. Such conformity includes compliance with federal sanctions, and Contractor certifies that it has not and will not engage in prohibited transactions with sanctioned persons or entities.
EXHIBIT 4 1442
1 (Rev. 10.30.18)
EXHIBIT E
COMPENSATION SCHEDULE
The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows:
1. Project Price
1.1 The maximum the Contractor shall be paid on this Agreement is $925,00.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement.
1.2 Standard Reimbursable Items: Only the reimbursable items identified in Exhibit A, C, and D (Compensation), shall be compensated to the Contractor.
Reimbursable expenses will be reimbursed without markup. Fees plus reimbursable expenses shall not exceed the amount set forth in section 1.1 of this Exhibit and a copy of the original invoice for the items listed in i, ii or iii below shall be attached to the invoice submitted to the City for reimbursement. Payments shall be based upon work documents submitted by the Contractor to the City and accepted by the City as being satisfactory to City’s needs. The City shall not pay a markup on any of the items listed in i, ii or iii.
Additionally, items such a telephone, fax, postage or freight are already included in the billable hourly rate. Contractor shall be reimbursed the direct expenses, which are the actual cost of the following items that are reasonable, necessary and actually incurred, by the Contractor in connection with the services:
i. Expenses, fees or charges for printing, reproduction or binding of documents at actual costs with no markup added to the actual cost. ii. Any filing fees, permit fees, or other fees paid or advanced by the Contractor at actual costs with no markup added to the actual cost. iii. Travel expenses shall be reimbursed in accordance with the City’s travel policy, which is incorporated herein by reference.
Reimbursement shall be made at actual costs with no markup added to the actual cost.
1.3 The Contractor shall be entitled to receive payments for its work performed pursuant to the Agreement. The City will pay Contractor based on invoices for acceptable work performed and approved until the “not to exceed” amount is reached.
Thereafter, Contractor must complete services based on the Agreement without additional compensation unless there is a material change to the Statement of Work and Scope by a written Amendment.
EXHIBIT 4 1443
2 (Rev. 10.30.18)
1.4 If work is completed before the “not to exceed” amount is reached, the Contractor’s compensation will be based on the Contractor’s invoices previously submitted for acceptable work performed and approved.
1.5 Subcontractor Costs: Compensation for subcontractors shall be limited to the same restrictions imposed on the Contractor. Maximum markup Contractor may apply to subcontractor fees, minus reimbursable expenses, shall not exceed ______%.
2. Task Price. Below is the price for the services and reimbursable expenses as described in Exhibit A of this Agreement.
Task Description Task Price
1 Personnel Salaries & Benefits $160,250.00
2 Student Salaries, Benefits & Insurance $562,250.00
3 Wrap Services $110,000.00
4 Indirect Costs $ 92,500.00
TOTAL PRICE $925,000.00
5. Invoice to Address. Each invoice submitted shall identify the specific task(s) listed in Exhibit A and this Exhibit, and the completed work product/deliverable for the agreed upon price listed in this Exhibit. Invoices shall be submitted to the below address:
City of Stockton
City Manager’s Office
Attention: Dale Applewhite
425 N. El Dorado Street
Stockton, CA 95202
EXHIBIT 4 1444
1 (Rev, 10.27.22)
EXHIBIT F
TIMELINE
1. Contractor shall complete the requested services identified in Exhibit A as follows:
1.1 TIMELINE FOR COMPLETION OF WORK
1.1.1 Youth Workforce Development Program, Execution – May 1, 2024 EXHIBIT 4 1445
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City of Stockton
Legislation Text
File #: 23-0081, Version: 1
ACCEPT THE QUARTERLY INVESTMENT REPORT FOR QUARTER ENDED DECEMBER 31, 2022
RECOMMENDATION
It is recommended that the City Council accept by motion the Quarterly Investment Report for the quarter ended December 31, 2022.
Summary
Pursuant to California Government Code section 53646 and the City’s Investment Policy (Policy No.
17.01.030), the City Treasurer (Chief Financial Officer) is required to provide a quarterly report and certification to the City Council, City Manager, and City Auditor.
Starting July 1, 2022, the City moved to having two portfolio managers managing separate portions of the City’s Reserve portfolio. Both Quarterly Investment Reports and Certification for the quarter ending December 31, 2022, are provided as required (Attachments A and B). This report is presented as required and will bring the City current on its reporting requirements.
The City’s consolidated investment portfolio was approximately $839.6 million as of December 31, 2022; which represents an increase from the prior market value reported at September 30, 2022 due to a net inflow of liquidity from the first installment of Property tax increment from the County. This consolidated investment portfolio includes the City’s liquidity position, short-term investments, and the reserve portfolios (as shown on page 12, Attachment A). The total market value-based earnings for the most recent quarter are shown on pages 20-21 of the PFM report and page 22 of the Chandler Asset Management report in Attachment A. Additionally, the City’s liquidity holding in both CAMP and LAIF, together holding $95.6 million, has interest earnings of $677,170 for the quarter ended December 31, 2022.
DISCUSSION
Background
To comply with state law and city policy, the City is required to present a quarterly certification and investment reports detailing the City’s investment portfolio to the City Council, City Manager, and City Auditor. The City also posts monthly transaction reports to the City’s website. The Quarterly Investment Report shall include a complete description of the portfolio, the type of investments, the issuers, maturity dates, par value, and dollar amounts invested in all securities, investments, or programs that are under the management of contracted parties, including lending programs. The certification must provide assurances that investments were made consistent with the City’s Investment Policy and that the City will meet its expenditure obligations for the next six months.
The authority of the Council to invest, reinvest funds, sell or exchange securities is delegated to the City of Stockton Page 1 of 3 Printed on 2/2/2023
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File #: 23-0081, Version: 1
City’s Chief Financial Officer, who also serves as City Treasurer (Resolution #2022-06-21-1601).
Pursuant to the Investment Policy, the City Treasurer may and does delegate some fiduciary responsibility to outside investment management firms. An investment manager’s fiduciary responsibility is a legal requirement related to registration with the Securities and Exchange Commission under the Investment Advisor Act of 1940.
Due to the specialized services and expertise required to assist the City in the varied investment options available, the City contracts with two experienced investment managers, PFM Asset Management LLC (PFM), and Chandler Asset Management Inc (Chandler).
Present Situation
The attached report (Attachment A) details the activities of the quarter ended December 31, 2022, and includes detailed information on the holdings of the City’s portfolio on that date, as aggregated in the first page of Attachment A, followed by portfolio reports from both investment managers.
Incorporated by reference, is a certification (Attachment B) that the assets comply with the requirements of State law and City policy and that there is sufficient liquidity to cover the subsequent six months of budgeted activities.
The attached quarterly investment report has been published online along with monthly reports:
<http://www.stocktongov.com/government/departments/adminServices/finInv.html> Portfolio Balances and Performance
During the quarter, the U.S. economy was characterized by high inflation, a strong labor market, depressed consumer confidence, and growing potential for an economic recession. To combat sustained high inflation, the Federal Reserve continued to tighten monetary policy, bringing the Fed Funds target rate to a new range of 4.25% to 4.50% at their December Federal Open Market Committee meeting. The one-half of one percent rate hike at that meeting came after three consecutive three-quarter of one percent rate hikes that followed an earlier one-half increase early in 2022, and interest rates have risen across the yield curve after three quarters of surging yields, U.S. Treasuries traded within in a range in the quarter, albeit a somewhat wide one. Short-term maturities (less than one year) continued to increase in lockstep with adjustments to Fed policy, reflecting the two rate hikes totaling 1.25% in the quarter. Yields on longer-term issues were mixed, with yields on 3-7 year Treasuries lower, while those 10 years and longer rose modestly. As a result, fixed income indexes posted positive total returns in the fourth quarter, following three prior negative quarters.
The City divides its investment portfolio into Reserve and Liquid portions with a consolidated market value of approximately $839.6 million as of December 31, 2022. The Reserve portion represents the long-term assets managed by PFM and Chandler and the Liquid portion represents funds invested in several short-term investment vehicles including State of California Local Agency Investment Fund, California Asset Management Program, and Dreyfus Treasury Money Market to maintain adequate liquidity and optimize returns. The total returns on the consolidated portfolio for the second quarter of the fiscal year were positive due to decreased volatility in interest rates. These returns are detailed on pages 20-21 of the PFM report and page 22 of the Chandler Asset Management report in Attachment A. The quarterly return valuation includes funds from all activities, restricted and unrestricted, and includes changes in fair market value (unrealized gains/losses).
City of Stockton Page 2 of 3 Printed on 2/2/2023
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File #: 23-0081, Version: 1
The performance of the reserve portion of the portfolio, managed by both PFM and Chandler through December 31, 2022, is benchmarked against the Bank of America Merrill Lynch index of 1-5 year government and U.S. issued corporate securities rated A- or better. The benchmark generally reflects the portfolio’s strategy and composition. City staff works closely with both PFM and Chandler to monitor the status of the City’s investment portfolio and its returns.
The City’s investment portfolio complies with California Government Code 53601. It is invested solely in fixed-income securities (no stock holdings) that, while earning certain rates of interest, gain in market value when interest rates fall and lose market value when interest rates rise. The portfolio’s earnings on a market value basis were positive for the quarter.
The Fed’s December Summary of Economic Projections forecasts a 2023 year-end fed funds rate of
5.1%, while market expectations based on fed funds futures show a peak rate just below 5% by midyear, with the target rate falling back to about 4.5% by year end. In any case, both estimates point to additional rate hikes in store for early 2023 followed by a period of elevated rates. New investments will continue to be evaluated and purchased for the City’s portfolio to balance the capture of higher yields against the risk of potentially higher rates to come and the possibility of any recession that may be caused by the Fed’s tightening cycle, and the lower rates that such a recession might bring.
FINANCIAL SUMMARY
There is no financial impact related to the presentation of these reports.
Attachment A - Quarterly Investment Report for Quarter Ended December 31, 2022 Attachment B - Certification of Quarterly Investment Report City of Stockton Page 3 of 3 Printed on 2/2/2023
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PFM Asset Management LLC
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Consolidated Summary
Account Summary
Reserve Portfolio1 $573,735,366
Short-Term Portfolio $109,922,916
BoW Main Account $60,400,763
CAMP Pool $40,584,621
Local Agency Investment Fund $55,000,000
Total Program $839,643,666
22.3%
0.7%
2.6%
9.0% 8.7%
15.2%
21.9%
13.4%
3.6%
1.0% 1.7%
0.0% $0
$20
$40
$60
$80
$100
$120
$140
$160
$180
$200
30 Days
and Under
31 to 60
days
61 to 90
days
91 to 180
days
181 to 1
year
1 to 2
years
2 to 3
years
3 to 4
years
4 to 5
years
5 to 7
years
7 to 10
years
Over 10
years Millions
Maturity Distribution
Weighted Average Maturity: 613 days
1. Reserve Portfolio includes both the PFMAM Reserve portfolio assets and Chandler Asset Management assets. Figure includes cash in portfolios’ sweep accounts and excludes accrued interest.
U.S. Treasury
32%
Federal
Agency
16%
Agency MBS
Supranational 1%
1%
Municipal
2%
Negotiable CD
7%
Commercial Paper
7%
Corporate
14%
Asset-Backed
1%
MMF
<1%
LAIF
7%
CAMP
5%
Cash
<1%
BoW
7%
Sector Allocation
12 Attachment A
1466
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended
December 31, 2022
Portfolio Snapshot
|
Yield and duration calculations exclude cash and cash equivalents. Sector allocation includes market values and accrued interest.The portfolio’s benchmark is the ICE BofAML 1-5 Year U.S. Government/Corp A or Better, U.S. issuers only Index. Source: Bloomberg.
An average of each security’s credit rating was assigned a numeric value and adjusted for its relative weighting in the portfolio.
1. Portfolio Snapshot - CITY OF STOCKTON RESERVE PORTFOLIO¹ Credit Quality - S&P
18%
26%
30%
14%
7%
1% 1% 3% 4%
35%
27%
23%
11%
0%5%
10%15%20%25%30%35%
0-1 Yr 1-2
Yrs
2-3
Yrs
3-4
Yrs
4-5
Yrs
5-6
Yrs
6-7
Yrs
> 7
Yrs
Portfolio Benchmark
Duration Distribution
U.S. Treasury | 50%Federal Agency | 21%Corporate | 20%Municipal | 3%Negotiable CD | 3%Supranational | 2% ABS | 2%Agency CMBS | <1%
Sector Allocation
AAA | 5%AA+ | 72%AA | 4%AA- | 2%A+ | 5%A | 5%A- | 4%A-1 | 1% BBB+ | 1%
A-2 | 1%
Not Rated | <1%
Portfolio Statistics
Portfolio Effective Duration 2.41 years
Benchmark Effective Duration 2.48 yearsPortfolio Credit Quality AA Yield At Market 4.42%
Yield At Cost 1.54%
Total Market Value $294,547,574.09
Securities Sub-Total $293,050,886.42Cash $413,336.32
Accrued Interest $1,083,351.35
14 Portion Managed By PFM Asset Management
Attachment A
1467
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended
December 31, 2022
Portfolio Snapshot
|
Yield and duration calculations exclude cash and cash equivalents. Sector allocation includes market values and accrued interest.
An average of each security’s credit rating was assigned a numeric value and adjusted for its relative weighting in the portfolio.
1. Portfolio Snapshot - CITY OF STOCKTON SHORT-TERM PORTFOLIO¹ Credit Quality - S&P
100%
0%
20%40%60%80%
100%120%
0-1 Yr
Portfolio
Duration Distribution
Commercial Paper | 55%Negotiable CD | 45%
Sector Allocation
A-1+ | 9%A-1 | 91%
Portfolio Statistics
Portfolio Effective Duration
Yield At CostYield At MarketPortfolio Credit Quality
Total Market Value
Securities Sub-TotalCash
$110,794,724.75
$109,922,916.41
$871,808.34
$0.00
0.25 years
3.09%4.94%
A
Accrued Interest
23 Portion Managed By PFM Asset Management
Attachment A
1468
21%
25%
39%
12%
0% <1% <1% <1%
4%
35%
27%
23%
11%
0%
10%
20%
30%
40%
50%
0-1 Yr 1-2 Yrs 2-3 Yrs 3-4 Yrs 4-5 Yrs 5-6 Yrs 6-7 Yrs >7 Yrs Portfolio Benchmark
U.S. Treasury
Agency
Corporate
Municipal
Supranational
ABS
Agency CMO
NCD
MMF
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities As of December 31, 2022 Market Update Total Market Value $281,237,251.50
Securities Sub-Total $280,271,142.79
Accrued Interest $966,108.71
Portfolio Effective Duration 2.09 years
Benchmark Effective Duration 2.49 years
Yield At Cost 1.32%
Yield At Market 4.57%
Portfolio Credit Quality AA
Sector Allocation
Credit Quality – S&P Duration Distribution
Portfolio Statistics
44%
26%
21%
3%
2%
2%
1%
1%
<1%
AAA
AA
A
A-1
BBB
NR
1%
1%
15%
76%
5%
*Benchmark is the ICE BofA 1-5 Yr AAA-A US Corp & Govt Index Portfolio Snapshot
1%
CITY OF STOCKTON SHORT-TERM PORTFOLIO
Portion Managed By Chandler Asset Management
Attachment A
1469
Investment Performance Review
For the Quarter Ended December 31, 2022
Client Management Team PFM Asset Management LLC
Monique Spyke, Managing Director
Allison Kaune, Senior Analyst
Joseph Creason, Portfolio ManagerRachael Miller, Client Consultant 213 Market Street
Harrisburg, PA 17101-2141
717-232-2723
1 California Street Ste. 1000
San Francisco, CA 94111-5411
415-393-7270
NOT FDIC INSURED : NO BANK GUARANTEE : MAY LOSE VALUE
For Institutional Investor or Investment Professional Use Only - This material is not for inspection by, distribution to, or quotation to the general public
CITY OF STOCKTON
Attachment A
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© PFM Asset Management LLC pfmam.com |
Market Update
Attachment A
1471
PFM Asset Management LLC
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities CLIENT NAME Market Update For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
The Year in Review
Beginning in March, the Fed hiked rates by 425 basis points in 2022 • The 2-year treasury yield rose just
370 bps through 2022
Consumer spending remained resilient despite price pressures and extended credit levelsEnergy prices surged due to uncertainty, geopolitical conflict (war in Ukraine), and storage challenges2022 saw an uncommon phenomenon of both stocks and bonds posting negative
returns
-19.4%
-13.0%
-5.3%
1.5%
6.7%
-20%-15%-10%
-5%
0%5%
10%
S&P 500 Barclays
U.S. Bond
Aggregate
1-5 Year
Gov/Corp A
or Better
Cash Crude Oil
2022 Asset Class Returns
Source: Bloomberg, as of 12/31/2022.
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 1
Attachment A
1472
PFM Asset Management LLC © PFM Asset Management LLC | pfmam.com Current Market Themes
▸ The U.S. economy is characterized by:
▹ High inflation that shows signs of slowing
▹ Continued strong labor market
▹ Expectations for a modest yet broad economic downturn ▸ The Federal Reserve projections show rate hikes slowing, ending in 2023 ▹ Fed projecting short-term fed funds rate to reach 5.00% to 5.25% by year-end ▹ Markets expecting rate cuts in the second half of 2023 ▹ Fed officials reaffirm that restoring price stability is the utmost priority, despite risks of overtightening
▸ Volatile markets potentially calming
▹ Treasury yields in the belly of the curve (3-7 years) ended the quarter slightly lower, while shorter and longer maturities ended higher ▹ Yield curve inversion has deepened further since last quarter ▹ While still elevated, volatility has begun subsiding
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
2 Attachment A 1473
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities CLIENT NAME Market Update For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
Source: Bloomberg, as of 12/31/2022.
Rates Remain Sensitive to Fed and Inflation
The 2-year
Treasury is
commonly used
to gauge market
reactions and
near-term policy
expectations
3.75%4.00%4.25%4.50%4.75%5.00%
Oct-22 Nov-22 Dec-22 Jan-23
Hundreds
2-Year US Treasury Yield
October 13th CPI
Consumer prices rise more than expected, catalyzing uncertainty; +17 bps November 10th CPI
The first tangible sign that inflation is slowing; -24 bps November 3rd
Hawkish stance from the FOMC regarding higher rates; +10 bps November 30th
Powell confirms that upcoming rate hikes will be smaller; -16 bps
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 3
Attachment A
1474
PFM Asset Management LLC
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities CLIENT NAME Market Update For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
Inflation Now Trending Lower
Source: Bloomberg, as of December 2022.
Lower energy
and goods
prices help to
offset increases
in wage-driven
services costs
Dec-22
6.5%
-2%
0%2%4%6%8%
10%
Jun-20 Sep-20 Dec-20 Mar-21 Jun-21 Sep-21 Dec-21 Mar-22 Jun-22 Sep-22 Consumer Prices (CPI)
Top-Line Contributions and Year-over-Year Reading
Services (Ex Food & Energy) Goods (Ex Food & Energy) FoodEnergy Headline YoY% Bloomberg Forecasts
Q1‘23
Q2‘23
Q3‘23
Dec-22
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 4
Attachment A
1475
PFM Asset Management LLC
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities CLIENT NAME Market Update For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
Recession Gauge Flashing Yellow, But GDP Expected to Grow by End of Year Labor
market
Consumer Retail sales
Manufacturing
Inverted
yield curve
Recession Risk
Rate hike cycle
Inflation
1.1%
0.1%
-0.6%
0.0%
0.9%
1.5%
1.8%
-2.0%-1.5% -1.0%
-0.5%
0.0%0.5%1.0%1.5%2.0%2.5%
Q4 '22 Q1 '23 Q2 '23 Q3 '23 Q4 '23 Q1 '24 Q2 '24
U.S. GDP Forecasts
Annualized Rate
Range Median of Forecasts
Source: Bloomberg, Economist Forecasts. Recession risk based on most recent economic data as of 1/9/2023.
Housing
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 5
Attachment A
1476
PFM Asset Management LLC
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities CLIENT NAME Market Update For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
Source: Federal Reserve and Bloomberg. Individual dots represent each Fed members’ judgement of the midpoint of the appropriate target range for the federal funds rate at each year-end.
Fed’s “Dot Plot” Suggests Expectations for a Drawn Out Normalization of Policy 0%1%2%3%4%5%6%
Fed Participants’ Assessments of ‘Appropriate’ Monetary Policy Dec-22 FOMC ProjectionsDec-22 Median
Dec 2023 Dec 2024 Dec 2025 Longer Term
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 6
Attachment A
1477
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities Market Update What Could the Fed’s Pivot Look Like?
CLIENT NAME
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
+25
+50
+75 +75 +75 +75
+50
+25 +25
-25 -25 -25
0%1%
2%
3%
4%
5%6%
-50-25
0 255075
100
Jan-22 May-22 Jul-22 Nov-22 Feb-23 May-23 Jul-23 Nov-23 Jan-24 Basis Point Change
FOMC Meeting Dates
Changes to the Target Fed Funds Rate
Actual Market Expectation FF Mid-Point (right axis)
Source: Bloomberg WIRP Interest Rate Probability as of 1/9/2023.
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 7
Attachment A
1478
PFM Asset Management LLC
For the Quarter Ended June 30, 2022
California Affiliated Risk Management Authorities CLIENT NAME Market Update For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
Yield Curve Inversion Deepens
4Q2022
12/31/22
3Q2022
09/30/22
QoQ
Change
3-month 4.34% 3.25% +1.10%
1-year 4.69% 3.93% +0.75%2-year 4.43% 4.28% +0.15%3-year 4.22% 4.29% -0.06%5-year 4.00% 4.09% -0.09% 10-year 3.87% 3.83% +0.05%30-year 3.96% 3.78% +0.19% 0.0%
1.0%2.0%3.0%4.0%5.0%
3 M
1 Y
2 Y
3 Y
4 Y
5 Y
10 Y
30 Y
Maturity
U.S. Treasury Yield Curve
December 31, 2022September 30, 2022December 31, 2021
Source: Bloomberg, as of December 2022.
Treasury yield in the belly of the
curve ended the quarter slightly
lower, while shorter and longer
maturities ended higher
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 8
Attachment A
1479
PFM Asset Management LLC
For the Quarter Ended March 31, 2022
California Affiliated Risk Management Authorities CLIENT NAME Market Update For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC | pfmam.com
Sector Yield Spreads
Source: ICE BofAML 1-5 year Indices via Bloomberg, MarketAxess and PFMAM as of 12/31/2022. Spreads on ABS and MBS are option-adjusted spreads of 0-5 year indices based on weighted average life; spreads on agencies are relative to comparable maturity Treasuries. CMBS is Commercial Mortgage-Backed Securities. -0.3%-0.2%-0.1%
0.0%0.1%0.2%0.3%0.4%0.5%0.6%
Sep-21 Dec-21 Mar-22 Jun-22 Sep-22 Dec-22
Federal Agency Yield Spreads
Bullet Callable
0.0%0.2%0.4%0.6%0.8%1.0%1.2%
Sep-21 Dec-21 Mar-22 Jun-22 Sep-22 Dec-22
Corporate Notes A-AAA Yield Spreads
0.0%0.5%1.0%1.5%2.0%
Sep-21 Dec-21 Mar-22 Jun-22 Sep-22 Dec-22
Mortgage-Backed Securities Yield Spreads
Agency MBS AAA CMBS Index
0.0%0.4%0.8%1.2%1.6%
Dec-21 Mar-22 Jun-22 Sep-22 Dec-22
Asset-Backed Securities AAA Yield Spreads
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
© PFM Asset Management LLC pfmam.com | 9
Attachment A
1480
PFM Asset Management LLC © PFM Asset Management LLC | pfmam.com Source: ICE BofAML Indices. ABS indices are 0-5 year, based on weighted average life. As of 12/31/2022.
Fixed-Income Markets Total Returns
1-5 Year Indices
0.95%
0.87%
0.78%
1.73%
0.0%
0.5%
1.0%
1.5%
2.0%
U.S. Treasury Agency ABS Corp A-AAA
Fourth Quarter 2022
-5.25% -5.22%
-2.55%
-5.67%
-6.5%
-5.5%
-4.5%
-3.5%
-2.5%
-1.5%
-0.5%
U.S. Treasury Agency ABS Corp A-AAA
2022
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Market Update
10 Attachment A 1481
© PFM Asset Management LLC pfmam.com |
Account Summary
Attachment A
1482
PFM Asset Management LLC
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Consolidated Summary
Account Summary
Reserve Portfolio1 $573,735,366
Short-Term Portfolio $109,922,916
BoW Main Account $60,400,763
CAMP Pool $40,584,621
Local Agency Investment Fund $55,000,000
Total Program $839,643,666
22.3%
0.7%
2.6%
9.0% 8.7%
15.2%
21.9%
13.4%
3.6%
1.0% 1.7%
0.0% $0
$20
$40
$60
$80
$100
$120
$140
$160
$180
$200
30 Days
and Under
31 to 60
days
61 to 90
days
91 to 180
days
181 to 1
year
1 to 2
years
2 to 3
years
3 to 4
years
4 to 5
years
5 to 7
years
7 to 10
years
Over 10
years Millions
Maturity Distribution
Weighted Average Maturity: 613 days
1. Reserve Portfolio includes both the PFMAM Reserve portfolio assets and Chandler Asset Management assets. Figure includes cash in portfolios’ sweep accounts and excludes accrued interest.
U.S. Treasury
32%
Federal
Agency
16%
Agency MBS
Supranational 1%
1%
Municipal
2%
Negotiable CD
7%
Commercial Paper
7%
Corporate
14%
Asset-Backed
1%
MMF
<1%
LAIF
7%
CAMP
5%
Cash
<1%
BoW
7%
Sector Allocation
12 Attachment A 1483
© PFM Asset Management LLC pfmam.com |
Portfolio Review:
CITY OF STOCKTON RESERVE PORTFOLIO
Attachment A
1484
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Snapshot
|
Yield and duration calculations exclude cash and cash equivalents. Sector allocation includes market values and accrued interest.The portfolio’s benchmark is the ICE BofAML 1-5 Year U.S. Government/Corp A or Better, U.S. issuers only Index. Source: Bloomberg.
An average of each security’s credit rating was assigned a numeric value and adjusted for its relative weighting in the portfolio.
1. Portfolio Snapshot - CITY OF STOCKTON RESERVE PORTFOLIO¹ Credit Quality - S&P
18%
26%
30%
14%
7%
1% 1% 3% 4%
35%
27%
23%
11%
0%5%
10%15%20%25%30%35%
0-1 Yr 1-2
Yrs
2-3
Yrs
3-4
Yrs
4-5
Yrs
5-6
Yrs
6-7
Yrs
> 7
Yrs
Portfolio Benchmark
Duration Distribution
U.S. Treasury | 50%Federal Agency | 21%Corporate | 20%Municipal | 3%Negotiable CD | 3%Supranational | 2% ABS | 2%Agency CMBS | <1%
Sector Allocation
AAA | 5%AA+ | 72%AA | 4%AA- | 2%A+ | 5%A | 5%A- | 4%A-1 | 1% BBB+ | 1%
A-2 | 1%
Not Rated | <1%
Portfolio Statistics
Portfolio Effective Duration 2.41 years
Benchmark Effective Duration 2.48 yearsPortfolio Credit Quality AA Yield At Market 4.42%
Yield At Cost 1.54%
Total Market Value $294,547,574.09
Securities Sub-Total $293,050,886.42Cash $413,336.32
Accrued Interest $1,083,351.35
14 Attachment A
1485
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Summary
|
Ratings shown are calculated by assigning a numeral value to each security rating, then calculating a weighted average rating for each security type / issuer category using all available security ratings,excluding Not-Rated (NR) ratings. For security type / issuer categories where a rating from the applicable NRSRO is not available, a rating of NR is assigned. Includes accrued interest and excludes balancesinvested in overnight funds.
Issuer Diversification - CITY OF STOCKTON RESERVE PORTFOLIO Security Type / Issuer Market Value (%) S&P / Moody's / FitchU.S. Treasury 49.5% UNITED STATES TREASURY 49.5% AA / Aaa / AAA
Federal Agency 21.4%
FANNIE MAE 15.1% AA / Aaa / AAAFEDERAL FARM CREDIT BANKS 0.9% AA / Aaa / AAAFEDERAL HOME LOAN BANKS 1.6% AA / Aaa / NRFREDDIE MAC 3.8% AA / Aaa / AAA Agency CMBS 0.3%
FANNIE MAE 0.3% AA / Aaa / AAA
Supranational 1.9%
INTER-AMERICAN DEVELOPMENT BANK 1.3% AAA / Aaa / AAAINTL BANK OF RECONSTRUCTION AND DEV 0.6% AAA / Aaa / AAA Municipal 2.7%
CALIFORNIA DEPARTMENT OF WATERRESOURCES
0.0% AAA / Aa / NR
CALIFORNIA STATE UNIVERSITY 0.2% AA / Aa / NRFLORIDA STATE BOARD OF ADMIN FIN CORP 0.6% AA / Aa / AALOS ANGELES COMMUNITY COLLEGEDISTRICT
0.3% AA / Aaa / NR
NEW JERSEY TURNPIKE AUTHORITY 0.2% AA / A / ASAN DIEGO COMMUNITY COLLEGE DISTRICT 0.2% AAA / Aaa / NRSTATE OF CALIFORNIA 0.7% AA / Aa / AASTATE OF MARYLAND 0.2% AAA / Aaa / AAAUNIVERSITY OF CALIFORNIA 0.2% AA / Aa / AA Negotiable CD 2.7%
BARCLAYS PLC 1.0% A / Aa / ACREDIT SUISSE GROUP RK 0.7% BBB / A / BBB Security Type / Issuer Market Value (%) S&P / Moody's / FitchNegotiable CD 2.7% TORONTO-DOMINION BANK 1.0% A / A / NR
Corporate 19.8%
3M COMPANY 0.5% A / A / NR
AMAZON.COM INC 1.3% AA / A / AAAMERICAN HONDA FINANCE 0.6% A / A / A BANK OF AMERICA CO 1.2% A / A / AA
CITIGROUP INC 0.4% BBB / A / ADEERE & COMPANY 0.8% A / A / AGOLDMAN SACHS GROUP INC 0.6% BBB / A / AHONEYWELL INTERNATIONAL 0.6% A / A / AINTEL CORPORATION 0.7% A / A / AJP MORGAN CHASE & CO 1.0% A / A / AA MASTERCARD INC 0.7% A / Aa / NRMERCK & CO INC 0.8% A / A / NRMICROSOFT CORP 0.9% AAA / Aaa / AAAMORGAN STANLEY 0.4% A / A / ANOVARTIS AG 1.2% AA / A / AAPACCAR FINANCIAL CORP 0.1% A / A / NRPFIZER INC 1.1% A / A / ASTATE STREET CORPORATION 1.4% A / A / AATARGET CORP 0.7% A / A / ATHE BANK OF NEW YORK MELLONCORPORATION
1.1% A / A / AA
TOYOTA MOTOR CORP 0.6% A / A / ATRUIST FIN CORP 0.7% A / A / AUS BANCORP 0.9% A / A / A 15 Attachment A
1486
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Summary
|
Ratings shown are calculated by assigning a numeral value to each security rating, then calculating a weighted average rating for each security type / issuer category using all available security ratings,excluding Not-Rated (NR) ratings. For security type / issuer categories where a rating from the applicable NRSRO is not available, a rating of NR is assigned. Includes accrued interest and excludes balancesinvested in overnight funds.
Security Type / Issuer Market Value (%) S&P / Moody's / FitchCorporate 19.8% WAL-MART STORES INC 1.4% AA / Aa / AA
ABS 1.8%
CARMAX AUTO OWNER TRUST 0.5% AAA / NR / AAADISCOVER FINANCIAL SERVICES 0.3% AAA / Aaa / NRHONDA AUTO RECEIVABLES 0.3% AAA / Aaa / AAAHYUNDAI AUTO RECEIVABLES 0.3% AAA / NR / AAANISSAN AUTO RECEIVABLES 0.0% AAA / Aaa / NRTOYOTA MOTOR CORP 0.4% AAA / Aaa / NR Total 100.0%
Issuer Diversification - CITY OF STOCKTON RESERVE PORTFOLIO 16 Attachment A
1487
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Characteristics
|
$0.0
$116.0
$232.0$348.0$464.0$580.0
Millions
December 2022
$0.0
$116.0
$232.0$348.0$464.0$580.0
Millions
September 2022
$0.0
$116.0
$232.0$348.0$464.0$580.0
Millions
June 2022
$0.0
$116.0
$232.0$348.0$464.0$580.0
Millions
March 2022
Sector Allocation Review - CITY OF STOCKTON RESERVE PORTFOLIO U.S. TreasuryFederal Agency
Agency CMBS Supranational Municipal Negotiable CD Commercial Paper Corporate ABS Market values, excluding accrued interest. Only includes fixed-income securities held within the separately managed account(s) and LGIPs managed by PFMAM. Detail may not add to total due to rounding.
Security Type Mar-22 % of Total Jun-22 % of Total Sep-22 % of Total Dec-22 % of Total U.S. Treasury $239.5 41.7% $249.5 44.0% $134.9 48.0% $145.2 49.5%Federal Agency $146.7 25.6% $144.3 25.4% $61.7 21.9% $62.8 21.4% Agency CMBS $7.2 1.3% $4.0 0.7% $0.9 0.3% $0.8 0.3%
Supranational $11.6 2.0% $11.5 2.0% $5.7 2.0% $5.7 2.0%Municipal $16.2 2.8% $16.0 2.8% $7.9 2.8% $7.9 2.7%Negotiable CD $30.8 5.4% $20.8 3.7% $6.7 2.4% $7.7 2.6%Commercial Paper $0.0 0.0% $7.1 1.2% $0.0 0.0% $0.0 0.0%Corporate $105.0 18.3% $101.3 17.8% $57.3 20.4% $57.6 19.7% ABS $16.4 2.9% $13.7 2.4% $6.1 2.2% $5.3 1.8%
Total $573.4 100.0% $568.1 100.0% $281.1 100.0% $293.1 100.0% 17 Attachment A
1488
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Portfolio Activity - CITY OF STOCKTON RESERVE PORTFOLIO Net Activity by Sector
($ millions)
ABS
Agency CMBS
Federal AgencyNegotiable CDU.S. Treasury
ABS
Agency CMBS
Federal Agency
Negotiable CD
U.S. Treasury
($5.0) $0.0 $5.0 $10.0 $15.0
Based on total proceeds (principal and accrued interest) of buys, sells, maturities, and principal paydowns. Detail may not add to total due to rounding.
Sector Net ActivityU.S. Treasury $9,564,690Negotiable CD $971,230Federal Agency $785,194 Agency CMBS ($164,675)ABS ($766,227)
Total Net Activity $10,390,213
Sales/Maturities Purchases
18 Attachment A
1489
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Performance
|
1. Performance on trade-date basis, gross (i.e., before fees), in accordance with the CFA Institute’s Global Investment Performance Standards (GIPS).2. Income returns calculated as interest earned on investments during the period.3. Price returns calculated as the change in market value of each security for the period.4. Returns are presented on a periodic basis.
Total Return by Sector Contribution to Total Return
Cash
ABS
Corporate
Commercial Paper
Negotiable CD
Municipal
Supranational
Agency CMBS
Federal Agency
U.S. Treasury
0.00%0.20%0.40%0.60%0.80%1.00%
U.S. Treasury | 0.44%Federal Agency | 0.18%
Agency CMBS | <0.01%
Supranational | 0.01%Municipal | 0.02%
Negotiable CD | 0.03%Commercial Paper | <0.01%Corporate | 0.23% ABS | 0.01%
Cash | <0.01%
Price Returns Income Returns
Return
0.55%
0.22%
0.60%
0.00%
0.52%
0.38%
0.11%
0.86%
0.23%
0.29%
0.00%
0.21%
0.56%
0.00%
0.51%
0.41%
0.46%
0.20%
0.61%0.62%
-2.0% -1.0% 0.0% 1.0% 2.0% 3.0%
Return
Quarterly Sector Performance - CITY OF STOCKTON RESERVE PORTFOLIO 19 Attachment A
1490
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Performance
|
1. The lesser of 10 years or since inception is shown. Since inception returns for periods one year or less are not shown. Performance inception date is June 30, 2017.2. Interest earned calculated as the ending accrued interest less beginning accrued interest, plus net interest activity.3. Returns for periods one year or less are presented on a periodic basis. Returns for periods greater than one year are presented on an annualized basis.4. The portfolio’s benchmark is the ICE BofAML 1-5 Year U.S. Government/Corp A or Better, U.S. issuers only Index. Source: Bloomberg. -6.0%-4.0%-2.0%
0.0%2.0%
Return
Portfolio Benchmark Net of Fees
Portfolio Performance - CITY OF STOCKTON RESERVE PORTFOLIO Market Value Basis Earnings 3 Months 1 Year 3 Years 5 Years Since Inception¹ Interest Earned² $991,110 $5,562,838 $23,639,404 $41,920,617 $44,622,246 Change in Market Value $1,597,719 ($31,097,480) ($32,379,470) ($23,522,456) ($25,726,199) Total Dollar Return $2,588,829 ($25,534,642) ($8,740,066) $18,398,161 $18,896,047 Total Return³
Portfolio 0.92% -4.81% -0.48% 0.93% 0.87%Benchmark⁴ 1.03% -5.30% -0.74% 0.72% 0.65%Basis Point Fee 0.01% 0.05% 0.05% 0.05% 0.05%Net of Fee Return 0.91% -4.86% -0.53% 0.87% 0.81% 3 Months 1 Year 3 Years 5 Years Since Inception
20 Attachment A
1491
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Performance
|
1. The lesser of 10 years or since inception is shown. Performance inception date is June 30, 2017.2. Interest earned calculated as the ending accrued interest less beginning accrued interest, plus net interest activity.3. Realized gains / (losses) are shown on an amortized cost basis.
Accrual Basis Earnings - CITY OF STOCKTON RESERVE PORTFOLIO Accrual Basis EarningsInterest Earned²Realized Gains / (Losses)³Change in Amortized CostTotal Earnings 3 Months
$991,110
($13,888)
$121,079
$1,098,301
1 Year
$5,562,838
($13,915,189)
$13,542,594
$5,190,243
3 Years
$23,639,404
($6,340,830)
$12,012,054$29,310,628
5 Year
$41,920,617
($8,199,077)
$13,629,846$47,351,386
Since Inception¹
$44,622,246
($8,368,052)
$14,158,112$50,412,306
21 Attachment A
1492
© PFM Asset Management LLC pfmam.com |
Portfolio Review:
CITY OF STOCKTON SHORT-TERM PORTFOLIO
Attachment A
1493
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Snapshot
|
Yield and duration calculations exclude cash and cash equivalents. Sector allocation includes market values and accrued interest.
An average of each security’s credit rating was assigned a numeric value and adjusted for its relative weighting in the portfolio.
1. Portfolio Snapshot - CITY OF STOCKTON SHORT-TERM PORTFOLIO¹ Credit Quality - S&P
100%
0%
20%40%60%80%
100%120%
0-1 Yr
Portfolio
Duration Distribution
Commercial Paper | 55%Negotiable CD | 45%
Sector Allocation
A-1+ | 9%A-1 | 91%
Portfolio Statistics
Portfolio Effective Duration
Yield At CostYield At MarketPortfolio Credit Quality
Total Market Value
Securities Sub-TotalCash
$110,794,724.75
$109,922,916.41
$871,808.34
$0.00
0.25 years
3.09%4.94%
A
Accrued Interest
23 Attachment A
1494
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Summary
|
Ratings shown are calculated by assigning a numeral value to each security rating, then calculating a weighted average rating for each security type / issuer category using all available security ratings,excluding Not-Rated (NR) ratings. For security type / issuer categories where a rating from the applicable NRSRO is not available, a rating of NR is assigned. Includes accrued interest and excludes balancesinvested in overnight funds.
Issuer Diversification - CITY OF STOCKTON SHORT-TERM PORTFOLIO Security Type / Issuer Market Value (%) S&P / Moody's / FitchNegotiable CD 45.5% MITSUBISHI UFJ FINANCIAL GROUP INC 18.2% A / Aa / ANATIXIS NY BRANCH 13.7% A / Aa / AA SUMITOMO MITSUI FINANCIAL GROUP INC 13.7% A / Aa / A
Commercial Paper 54.5%
BANK OF AMERICA CO 8.9% A / NR / AABNP PARIBAS 8.9% A / Aa / AACOLLAT COMM PAPER V CO 9.2% A / Aa / AA ING GROEP NV 9.1% A / Aa / NRLMA AMERICAS LLC 9.2% A / Aa / AAOLD LINE FUNDING LLC 9.2% AA / Aa / AA Total 100.0%
24 Attachment A
1495
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Characteristics
|
$0.0
$24.0$48.0$72.0$96.0
$120.0
Millions
December 2022
$0.0
$24.0$48.0$72.0$96.0
$120.0
Millions
September 2022
$0.0
$24.0$48.0$72.0$96.0
$120.0
Millions
June 2022
$0.0
$24.0$48.0$72.0$96.0
$120.0
Millions
March 2022
Sector Allocation Review - CITY OF STOCKTON SHORT-TERM PORTFOLIO Negotiable CD Commercial Paper
Market values, excluding accrued interest. Only includes fixed-income securities held within the separately managed account(s) and LGIPs managed by PFMAM. Detail may not add to total due to rounding.
Security Type Mar-22 % of Total Jun-22 % of Total Sep-22 % of Total Dec-22 % of Total Negotiable CD $0.0 0.0% $49.5 62.7% $49.4 41.5% $49.6 45.1%Commercial Paper $29.9 100.0% $29.4 37.3% $69.7 58.5% $60.4 54.9%Total $29.9 100.0% $78.9 100.0% $119.1 100.0% $109.9 100.0% 25 Attachment A
1496
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Portfolio Activity - CITY OF STOCKTON SHORT-TERM PORTFOLIO Net Activity by Sector
($ millions)
Commercial PaperCommercial Paper
($12.0) ($10.0) ($8.0) ($6.0) ($4.0) ($2.0) $0.0
Based on total proceeds (principal and accrued interest) of buys, sells, maturities, and principal paydowns. Detail may not add to total due to rounding.
Sector Net ActivityCommercial Paper ($10,000,000)Total Net Activity ($10,000,000) Sales/Maturities Purchases
26 Attachment A
1497
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Performance
|
1. Interest earned calculated as the ending accrued interest less beginning accrued interest, plus net interest activity.2. Realized gains / (losses) are shown on an amortized cost basis.
Accrual Basis Earnings - CITY OF STOCKTON SHORT-TERM PORTFOLIO Accrual Basis EarningsInterest Earned¹Realized Gains / (Losses)²Change in Amortized CostTotal Earnings 1Q2022---- 2Q2022 $183,342- $57,953 $258,794 3Q2022 $344,233- $519,254 $863,487 4Q2022 $344,233- $557,419 $901,652 27 Attachment A
1498
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Compliance
|
Note: Pre- and post-trade compliance for the account(s) managed by PFM Asset Management is provided via Bloomberg Asset and Investment Management ("AIM").
Certificate of Compliance
During the reporting period for the quarter ended December 31, 2022, the account(s) managed by PFM Asset Management("PFMAM") were in compliance with the applicable investment policy and guidelines as furnished to PFMAM.
Acknowledged : PFM Asset Management LLC
28 Attachment A
1499
© PFM Asset Management LLC pfmam.com |
Reserve Portfolio Holdings and Transactions
Attachment A
1500
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Managed Account Detail of Securities Held
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury
US TREASURY NOTESDTD 08/01/2016 1.250% 07/31/2023
912828S92 2,500.00 AA+ Aaa 4/2/2019 4/4/2019 2,394.14 2.28 13.08 2,485.85 2,450.78 US TREASURY NOTESDTD 09/30/2016 1.375% 09/30/2023
912828T26 2,500,000.00 AA+ Aaa 8/7/2019 8/8/2019 2,491,503.90 1.46 8,782.62 2,498,473.62 2,437,890.50 US TREASURY NOTESDTD 11/15/2013 2.750% 11/15/2023
912828WE6 12,500.00 AA+ Aaa 3/6/2019 3/8/2019 12,626.46 2.52 44.63 12,523.48 12,285.16 US TREASURY NOTESDTD 11/15/2020 0.250% 11/15/2023
91282CAW1 1,572,500.00 AA+ Aaa 10/4/2021 10/6/2021 1,570,780.08 0.30 510.41 1,571,789.70 1,512,057.03 US TREASURY NOTESDTD 11/30/2016 2.125% 11/30/2023
912828U57 4,257,500.00 AA+ Aaa 1/7/2019 1/9/2019 4,181,330.66 2.52 7,953.57 4,243,298.21 4,159,045.31 US TREASURY NOTESDTD 12/31/2018 2.625% 12/31/2023
9128285U0 230,000.00 AA+ Aaa 1/30/2019 1/31/2019 230,682.81 2.56 16.68 230,138.46 225,328.13 US TREASURY NOTESDTD 02/28/2019 2.375% 02/29/2024
9128286G0 946,500.00 AA+ Aaa 8/11/2021 8/12/2021 995,266.93 0.35 7,638.02 968,709.64 921,802.22 US TREASURY NOTESDTD 02/28/2019 2.375% 02/29/2024
9128286G0 763,000.00 AA+ Aaa 8/11/2021 8/12/2021 802,521.02 0.33 6,157.22 780,998.83 743,090.43 US TREASURY NOTESDTD 03/31/2017 2.125% 03/31/2024
912828W71 2,965,000.00 AA+ Aaa 1/5/2022 1/6/2022 3,046,537.50 0.88 16,097.75 3,010,520.94 2,871,880.62 US TREASURY N/B NOTESDTD 04/15/2021 0.375% 04/15/2024
91282CBV2 1,570,000.00 AA+ Aaa 10/4/2021 10/6/2021 1,569,141.40 0.40 1,261.61 1,569,562.32 1,485,612.50 US TREASURY NOTESDTD 05/01/2017 2.000% 04/30/2024
912828X70 2,257,500.00 AA+ Aaa 6/3/2019 6/5/2019 2,267,729.29 1.90 7,732.87 2,260,270.08 2,178,134.88 US TREASURY NOTESDTD 06/30/2017 2.000% 06/30/2024
912828XX3 5,715,000.00 AA+ Aaa 7/1/2019 7/3/2019 5,773,935.94 1.78 315.75 5,732,642.01 5,493,543.75 US TREASURY NOTESDTD 07/31/2017 2.125% 07/31/2024
9128282N9 1,250,000.00 AA+ Aaa 8/7/2019 8/8/2019 1,289,453.12 1.47 11,115.83 1,262,514.82 1,202,343.75 US TREASURY N/B NOTESDTD 08/15/2021 0.375% 08/15/2024
91282CCT6 3,010,000.00 AA+ Aaa 8/19/2021 8/20/2021 3,006,002.34 0.42 4,263.49 3,007,830.78 2,811,998.59 US TREASURY NOTESDTD 08/31/2017 1.875% 08/31/2024
9128282U3 7,137,500.00 AA+ Aaa 11/25/2020 11/27/2020 7,567,701.66 0.26 45,471.99 7,328,004.45 6,825,234.38 30 Attachment A
1501
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury
US TREASURY N/B NOTESDTD 09/15/2021 0.375% 09/15/2024
91282CCX7 1,577,500.00 AA+ Aaa 10/4/2021 10/6/2021 1,571,769.24 0.50 1,764.88 1,574,178.82 1,469,786.41 US TREASURY NOTESDTD 10/31/2017 2.250% 10/31/2024
9128283D0 1,700,000.00 AA+ Aaa 11/1/2019 11/5/2019 1,755,582.03 1.57 6,551.10 1,720,408.55 1,632,265.54 US TREASURY NOTESDTD 10/31/2019 1.500% 10/31/2024
912828YM6 1,060,000.00 AA+ Aaa 1/12/2021 1/13/2021 1,106,043.75 0.35 2,723.20 1,082,208.56 1,004,018.75 US TREASURY NOTESDTD 11/30/2017 2.125% 11/30/2024
9128283J7 5,457,500.00 AA+ Aaa 1/3/2020 1/7/2020 5,583,917.87 1.63 10,195.33 5,506,894.13 5,222,997.77 US TREASURY NOTESDTD 02/29/2020 1.125% 02/28/2025
912828ZC7 1,387,500.00 AA+ Aaa 8/19/2021 8/20/2021 1,416,442.38 0.53 5,303.74 1,405,229.45 1,294,927.67 US TREASURY NOTESDTD 02/29/2020 1.125% 02/28/2025
912828ZC7 3,085,000.00 AA+ Aaa 10/4/2021 10/6/2021 3,139,108.01 0.60 11,792.45 3,119,400.66 2,879,172.50 US TREASURY NOTESDTD 04/30/2020 0.375% 04/30/2025
912828ZL7 2,997,500.00 AA+ Aaa 4/5/2021 4/7/2021 2,958,391.99 0.70 1,925.19 2,975,099.86 2,735,218.75 US TREASURY NOTESDTD 06/30/2020 0.250% 06/30/2025
912828ZW3 1,597,500.00 AA+ Aaa 10/4/2021 10/6/2021 1,571,103.81 0.70 11.03 1,579,857.35 1,446,735.94 US TREASURY NOTESDTD 08/31/2020 0.250% 08/31/2025
91282CAJ0 2,725,000.00 AA+ Aaa 8/17/2021 8/20/2021 2,683,486.33 0.63 2,314.75 2,697,559.24 2,449,519.39 US TREASURY NOTESDTD 08/31/2020 0.250% 08/31/2025
91282CAJ0 6,095,000.00 AA+ Aaa 8/19/2021 8/20/2021 6,004,527.34 0.62 5,177.38 6,035,197.08 5,478,833.29 US TREASURY NOTESDTD 10/31/2020 0.250% 10/31/2025
91282CAT8 3,500,000.00 AA+ Aaa 10/4/2021 10/6/2021 3,425,898.44 0.78 1,498.62 3,448,438.08 3,129,218.75 US TREASURY NOTESDTD 11/30/2020 0.375% 11/30/2025
91282CAZ4 6,772,500.00 AA+ Aaa 11/1/2021 11/2/2021 6,589,430.86 1.05 2,232.69 6,641,683.64 6,057,154.69 US TREASURY NOTESDTD 12/31/2020 0.375% 12/31/2025
91282CBC4 700,000.00 AA+ Aaa 1/11/2021 1/13/2021 695,980.47 0.49 7.25 697,572.32 625,187.50 US TREASURY NOTESDTD 12/31/2020 0.375% 12/31/2025
91282CBC4 5,700,000.00 AA+ Aaa 5/6/2021 5/10/2021 5,606,707.03 0.73 59.05 5,639,766.63 5,090,812.50 US TREASURY NOTESDTD 01/31/2021 0.375% 01/31/2026
91282CBH3 1,195,000.00 AA+ Aaa 7/2/2021 7/7/2021 1,172,033.59 0.80 1,875.31 1,179,505.59 1,062,803.13 US TREASURY NOTESDTD 01/31/2021 0.375% 01/31/2026
91282CBH3 7,635,000.00 AA+ Aaa 2/18/2022 2/22/2022 7,215,969.73 1.83 11,981.55 7,307,113.91 6,790,378.12 US TREASURY NOTESDTD 01/31/2019 2.625% 01/31/2026
9128286A3 1,707,500.00 AA+ Aaa 2/4/2021 2/4/2021 1,890,055.76 0.46 18,756.98 1,820,319.86 1,631,462.98 31 Attachment A
1502
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury
US TREASURY NOTESDTD 01/31/2021 0.375% 01/31/2026
91282CBH3 8,475,000.00 AA+ Aaa 1/4/2022 1/6/2022 8,174,402.34 1.27 13,299.76 8,247,225.46 7,537,453.13 US TREASURY NOTESDTD 02/28/2021 0.500% 02/28/2026
91282CBQ3 10,690,000.00 AA+ Aaa 2/2/2022 2/3/2022 10,249,872.66 1.55 18,161.19 10,348,205.28 9,522,451.02 US TREASURY NOTESDTD 02/28/2021 0.500% 02/28/2026
91282CBQ3 1,980,000.00 AA+ Aaa 12/3/2021 12/7/2021 1,926,632.81 1.15 3,363.81 1,940,112.86 1,763,746.78 US TREASURY N/B NOTESDTD 05/31/2021 0.750% 05/31/2026
91282CCF6 805,000.00 AA+ Aaa 6/7/2021 6/7/2021 803,176.17 0.80 530.77 803,750.69 717,833.63 US TREASURY N/B NOTESDTD 05/31/2021 0.750% 05/31/2026
91282CCF6 4,360,000.00 AA+ Aaa 6/6/2022 6/8/2022 3,995,871.88 2.99 2,874.72 4,047,746.98 3,887,893.97 US TREASURY N/B NOTESDTD 05/31/2021 0.750% 05/31/2026
91282CCF6 3,155,000.00 AA+ Aaa 10/4/2021 10/6/2021 3,133,186.13 0.90 2,080.22 3,138,992.88 2,813,372.82 US TREASURY N/B NOTESDTD 09/30/2021 0.875% 09/30/2026
91282CCZ2 3,700,000.00 AA+ Aaa 4/5/2022 4/7/2022 3,406,746.09 2.77 8,271.63 3,454,935.03 3,284,906.25 US TREASURY NOTESDTD 11/15/2016 2.000% 11/15/2026
912828U24 2,540,000.00 AA+ Aaa 8/8/2022 8/9/2022 2,437,606.25 3.01 6,595.58 2,447,129.72 2,347,515.75 US TREASURY NOTESDTD 02/15/2017 2.250% 02/15/2027
912828V98 855,000.00 AA+ Aaa 8/8/2022 8/9/2022 828,515.04 2.99 7,266.34 830,841.10 795,150.00 US TREASURY N/B NOTESDTD 04/30/2020 0.500% 04/30/2027
912828ZN3 4,840,000.00 AA+ Aaa 8/2/2022 8/3/2022 4,331,989.06 2.88 4,144.75 4,376,304.28 4,166,181.01 US TREASURY NOTESDTD 06/30/2020 0.500% 06/30/2027
912828ZV5 4,215,000.00 AA+ Aaa 8/25/2022 8/26/2022 3,705,577.73 3.21 58.22 3,742,438.13 3,604,483.38 US TREASURY NOTESDTD 08/15/2017 2.250% 08/15/2027
9128282R0 2,730,000.00 AA+ Aaa 9/1/2022 9/6/2022 2,588,274.61 3.40 23,201.29 2,597,466.33 2,524,823.57 US TREASURY NOTESDTD 09/30/2020 0.375% 09/30/2027
91282CAL5 2,400,000.00 AA+ Aaa 10/28/2022 10/31/2022 1,998,843.75 4.17 2,299.45 2,012,699.84 2,022,374.88 US TREASURY N/B NOTESDTD 10/31/2022 4.125% 10/31/2027
91282CFU0 1,790,000.00 AA+ Aaa 12/1/2022 12/2/2022 1,820,346.09 3.74 12,646.20 1,819,838.63 1,796,153.13 US TREASURY NOTESDTD 01/31/2021 0.750% 01/31/2028
91282CBJ9 540,000.00 AA+ Aaa 3/14/2022 3/15/2022 498,382.03 2.15 1,694.84 504,039.59 459,168.75 US TREASURY NOTESDTD 05/15/2018 2.875% 05/15/2028
9128284N7 1,130,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,067,938.28 4.00 4,217.99 1,068,934.76 1,066,084.38 US TREASURY N/B NOTESDTD 09/30/2021 1.250% 09/30/2028
91282CCY5 525,000.00 AA+ Aaa 3/14/2022 3/15/2022 495,591.79 2.17 1,676.68 499,183.26 450,843.75 32 Attachment A
1503
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury
US TREASURY N/BDTD 11/15/1998 5.250% 11/15/2028
912810FF0 1,000,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,064,765.63 4.02 6,816.30 1,063,813.63 1,057,968.80 US TREASURY NOTESDTD 02/15/2019 2.625% 02/15/2029
9128286B1 500,000.00 AA+ Aaa 3/21/2022 3/22/2022 509,433.59 2.33 4,957.54 508,367.54 462,265.60 US TREASURY N/B NOTESDTD 05/31/2022 2.750% 05/31/2029
91282CES6 1,145,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,067,578.32 3.94 2,768.13 1,068,621.91 1,063,060.94 US TREASURY N/B NOTESDTD 05/31/2022 2.750% 05/31/2029
91282CES6 670,000.00 AA+ Aaa 8/5/2022 8/9/2022 662,698.05 2.93 1,619.78 663,123.78 622,053.12 US TREASURY NOTESDTD 08/15/2019 1.625% 08/15/2029
912828YB0 520,000.00 AA+ Aaa 3/21/2022 3/22/2022 496,518.75 2.29 3,191.71 498,994.58 450,937.50 US TREASURY N/B NOTESDTD 11/30/2022 3.875% 11/30/2029
91282CFY2 1,070,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,069,289.45 3.89 3,645.05 1,069,298.34 1,062,476.62 US TREASURY NOTESDTD 02/15/2020 1.500% 02/15/2030
912828Z94 542,500.00 AA+ Aaa 4/6/2022 4/11/2022 498,040.43 2.66 3,073.68 502,149.88 461,972.66 US TREASURY N/BDTD 11/15/1999 6.250% 05/15/2030
912810FM5 925,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,065,123.05 3.89 7,506.04 1,063,476.36 1,054,066.36 US TREASURY NOTESDTD 08/15/2020 0.625% 08/15/2030
91282CAE1 587,500.00 AA+ Aaa 4/6/2022 4/11/2022 498,755.37 2.65 1,386.93 506,471.03 462,197.30 US TREASURY NOTESDTD 11/15/2020 0.875% 11/15/2030
91282CAV3 1,330,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,071,065.63 3.72 1,510.95 1,073,915.96 1,062,753.13 US TREASURY NOTESDTD 02/15/2021 1.125% 02/15/2031
91282CBL4 565,000.00 AA+ Aaa 4/6/2022 4/11/2022 498,104.88 2.63 2,400.87 503,589.78 460,210.13 US TREASURY N/B NOTESDTD 05/15/2021 1.625% 05/15/2031
91282CCB5 1,265,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,070,802.73 3.76 2,668.91 1,072,815.14 1,063,983.66 US TREASURY N/B NOTESDTD 08/15/2021 1.250% 08/15/2031
91282CCS8 562,500.00 AA+ Aaa 4/6/2022 4/11/2022 498,515.62 2.63 2,655.83 503,483.64 456,415.99 US TREASURY N/B NOTESDTD 11/15/2021 1.375% 11/15/2031
91282CDJ7 1,305,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,068,927.54 3.77 2,329.71 1,071,236.32 1,061,739.91 US TREASURY N/B NOTESDTD 05/15/2022 2.875% 05/15/2032
91282CEP2 1,150,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,067,164.06 3.79 4,292.65 1,067,931.50 1,059,437.50 US TREASURY N/B NOTESDTD 05/15/2022 2.875% 05/15/2032
91282CEP2 660,000.00 AA+ Aaa 8/5/2022 8/9/2022 662,629.69 2.83 2,463.60 662,522.79 608,025.00 33 Attachment A
1504
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
U.S. Treasury
US TREASURY N/B NOTESDTD 11/15/2022 4.125% 11/15/2032
91282CFV8 1,055,000.00 AA+ Aaa 11/30/2022 11/30/2022 1,084,877.93 3.78 5,650.22 1,084,615.12 1,076,100.00 Security Type Sub-Total 158,664,500.00 154,611,299.31 1.70 372,867.36 154,774,469.04 145,189,292.13 Supranational
INTL BK RECON & DEVELOP NOTESDTD 11/24/2020 0.250% 11/24/2023 459058JM6 1,870,000.00 AAA Aaa 11/17/2020 11/24/2020 1,865,979.50 0.32 480.49 1,868,799.36 1,797,090.57 INTER-AMERICAN DEVEL BK NOTESDTD 09/23/2021 0.500% 09/23/2024 4581X0DZ8 4,190,000.00 AAA Aaa 9/15/2021 9/23/2021 4,186,899.40 0.52 5,703.06 4,188,214.89 3,904,346.75 Security Type Sub-Total 6,060,000.00 6,052,878.90 0.46 6,183.55 6,057,014.25 5,701,437.32 Negotiable CD
BARCLAYS BANK PLC NY CERTDEPOSDTD 02/03/2022 1.050% 02/01/2023 06742TG34 2,942,500.00 A-1 P-1 2/2/2022 2/3/2022 2,942,500.00 1.05 28,493.21 2,942,500.00 2,932,981.06 CREDIT SUISSE NEW YORK CERTDEPOSDTD 03/23/2021 0.590% 03/17/2023 22552G3C2 2,032,500.00 A-2 P-2 3/19/2021 3/23/2021 2,032,500.00 0.59 9,660.02 2,032,500.00 2,012,878.25 TORONTO DOMINION BANK NY CERTDEPOSDTD 10/31/2022 5.470% 10/25/2024 89115B6F2 2,800,000.00 A A1 10/27/2022 10/31/2022 2,800,000.00 5.44 26,377.56 2,800,000.00 2,798,817.56 Security Type Sub-Total 7,775,000.00 7,775,000.00 2.52 64,530.79 7,775,000.00 7,744,676.87 Municipal
CA ST TXBL GO BONDSDTD 10/24/2019 2.400% 10/01/2023
13063DRJ9 2,192,500.00 AA- Aa2 10/16/2019 10/24/2019 2,236,371.92 1.87 13,155.00 2,200,828.95 2,153,626.98 SAN DIEGO CCD, CA TXBL GO BONDSDTD 10/16/2019 2.046% 08/01/2024 797272QP9 725,000.00 AAA Aaa 9/18/2019 10/16/2019 725,000.00 2.05 6,180.63 725,000.00 696,282.75 MD ST TXBL GO BONDSDTD 08/05/2020 0.510% 08/01/2024
574193TQ1 647,500.00 AAA Aaa 7/23/2020 8/5/2020 647,318.70 0.52 1,375.94 647,428.08 610,255.80 34 Attachment A
1505
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Municipal
CA ST UNIV TXBL REV BONDSDTD 09/17/2020 0.685% 11/01/2024 13077DNC2 625,000.00 AA- Aa2 8/27/2020 9/17/2020 625,000.00 0.69 713.54 625,000.00 577,731.25 CA ST DEPT WTR RES WTR SYS TXBLREV BNDSDTD 08/06/2020 0.560% 12/01/2024 13067WRB0 77,500.00 AAA Aa1 7/30/2020 8/6/2020 77,500.00 0.56 36.17 77,500.00 71,654.95 UNIV OF CAL TXBL REV BONDSDTD 07/16/2020 0.883% 05/15/2025 91412HGE7 460,000.00 AA Aa2 7/14/2020 7/16/2020 461,665.20 0.81 519.01 460,801.87 415,403.00 UNIV OF CAL TXBL REV BONDSDTD 07/16/2020 0.883% 05/15/2025 91412HGE7 300,000.00 AA Aa2 7/10/2020 7/16/2020 300,000.00 0.88 338.48 300,000.00 270,915.00 FL ST BOARD OF ADMIN TXBL REVBONDSDTD 09/16/2020 1.258% 07/01/2025 341271AD6 1,050,000.00 AA Aa3 9/3/2020 9/16/2020 1,057,423.50 1.11 6,604.50 1,053,870.92 959,679.00 FL ST BOARD OF ADMIN TXBL REVBONDSDTD 09/16/2020 1.258% 07/01/2025 341271AD6 825,000.00 AA Aa3 9/3/2020 9/16/2020 825,000.00 1.26 5,189.25 825,000.00 754,033.50 LOS ANGELES CCD, CA TXBL GOBONDSDTD 11/10/2020 0.773% 08/01/2025 54438CYK2 965,000.00 AA+ Aaa 10/30/2020 11/10/2020 965,000.00 0.77 3,108.10 965,000.00 875,727.85 NJ TURNPIKE AUTHORITY TXBL REVBONDSDTD 02/04/2021 1.047% 01/01/2026 646140DP5 557,500.00 AA- A1 1/22/2021 2/4/2021 557,500.00 1.05 2,918.51 557,500.00 499,715.13 Security Type Sub-Total 8,425,000.00 8,477,779.32 1.27 40,139.13 8,437,929.82 7,885,025.21 Federal Agency
FREDDIE MAC NOTESDTD 06/26/2020 0.250% 06/26/2023
3137EAES4 1,452,500.00 AA+ Aaa 6/24/2020 6/26/2020 1,448,258.70 0.35 50.43 1,451,818.29 1,420,973.49 FANNIE MAE NOTESDTD 07/10/2020 0.250% 07/10/2023
3135G05G4 4,285,000.00 AA+ Aaa 7/8/2020 7/10/2020 4,275,787.25 0.32 5,088.44 4,283,401.44 4,185,459.45 FREDDIE MAC NOTESDTD 08/21/2020 0.250% 08/24/2023
3137EAEV7 2,292,500.00 AA+ Aaa 8/19/2020 8/21/2020 2,290,161.65 0.28 2,021.86 2,291,999.53 2,226,203.19 FANNIE MAE NOTESDTD 09/14/2018 2.875% 09/12/2023
3135G0U43 6,162,500.00 AA+ Aaa 11/29/2018 11/30/2018 6,136,124.50 2.97 53,643.71 6,158,665.21 6,078,295.60 35 Attachment A
1506
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Federal Agency
FANNIE MAE NOTESDTD 11/25/2020 0.250% 11/27/2023
3135G06H1 3,047,500.00 AA+ Aaa 1/25/2021 1/26/2021 3,052,132.20 0.20 719.55 3,048,976.93 2,923,116.29 FREDDIE MAC NOTESDTD 12/04/2020 0.250% 12/04/2023
3137EAFA2 2,222,500.00 AA+ Aaa 12/2/2020 12/4/2020 2,220,299.72 0.28 416.72 2,221,822.84 2,129,875.09 FEDERAL HOME LOAN BANKS NOTESDTD 12/09/2013 3.375% 12/08/2023 3130A0F70 1,712,500.00 AA+ Aaa 1/30/2019 1/31/2019 1,763,703.75 2.71 3,692.58 1,722,353.54 1,688,341.76 FEDERAL FARM CREDIT BANK NOTESDTD 04/08/2020 0.875% 04/08/2024 3133ELVX9 750,000.00 AA+ Aaa 4/7/2020 4/8/2020 750,000.00 0.88 1,513.02 750,000.00 713,679.00 FANNIE MAE NOTESDTD 01/10/2020 1.625% 01/07/2025
3135G0X24 4,380,000.00 AA+ Aaa 3/4/2020 3/5/2020 4,542,673.20 0.84 34,401.25 4,447,772.84 4,137,453.12 FEDERAL HOME LOAN BANK NOTESDTD 04/16/2020 0.500% 04/14/2025 3130AJHU6 2,460,000.00 AA+ Aaa 4/15/2020 4/16/2020 2,447,798.40 0.60 2,630.83 2,454,420.98 2,252,100.48 FANNIE MAE NOTESDTD 04/24/2020 0.625% 04/22/2025
3135G03U5 10,880,000.00 AA+ Aaa 6/2/2020 6/3/2020 10,949,305.60 0.49 13,033.33 10,912,710.38 9,981,442.56 FANNIE MAE NOTESDTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 1,002,500.00 AA+ Aaa 6/17/2020 6/19/2020 1,000,424.83 0.54 194.93 1,001,478.34 912,495.55 FANNIE MAE NOTESDTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 1,490,000.00 AA+ Aaa 9/17/2020 9/18/2020 1,495,304.40 0.42 289.72 1,492,748.62 1,356,227.80 FANNIE MAE NOTESDTD 06/19/2020 0.500% 06/17/2025
3135G04Z3 4,150,000.00 AA+ Aaa 10/2/2020 10/5/2020 4,167,720.50 0.41 806.95 4,159,273.32 3,777,413.00 FREDDIE MAC NOTESDTD 07/23/2020 0.375% 07/21/2025
3137EAEU9 2,310,000.00 AA+ Aaa 7/21/2020 7/23/2020 2,298,496.20 0.48 3,850.00 2,304,121.96 2,090,249.70 FANNIE MAE NOTESDTD 08/27/2020 0.375% 08/25/2025
3135G05X7 3,075,000.00 AA+ Aaa 10/22/2020 10/23/2020 3,057,780.00 0.49 4,035.94 3,065,576.26 2,772,955.05 FANNIE MAE NOTESDTD 08/27/2020 0.375% 08/25/2025
3135G05X7 920,000.00 AA+ Aaa 8/25/2020 8/27/2020 915,694.40 0.47 1,207.50 917,717.37 829,632.08 FREDDIE MAC NOTESDTD 09/25/2020 0.375% 09/23/2025
3137EAEX3 3,545,000.00 AA+ Aaa 9/23/2020 9/25/2020 3,534,329.55 0.44 3,618.85 3,539,173.37 3,186,288.54 FEDERAL FARM CREDIT BANK(CALLABLE)DTD 09/29/2020 0.530% 09/29/2025 3133EMBH4 2,265,000.00 AA+ Aaa 10/7/2020 10/9/2020 2,261,036.25 0.57 3,067.82 2,262,812.95 2,033,652.90 FANNIE MAE NOTESDTD 11/12/2020 0.500% 11/07/2025
3135G06G3 6,190,000.00 AA+ Aaa 12/3/2020 12/4/2020 6,188,885.80 0.50 4,642.50 6,189,355.26 5,561,795.47 36 Attachment A
1507
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Federal Agency
FANNIE MAE NOTESDTD 11/12/2020 0.500% 11/07/2025
3135G06G3 1,955,000.00 AA+ Aaa 11/19/2020 11/24/2020 1,954,257.10 0.51 1,466.25 1,954,572.49 1,756,592.92 FEDERAL HOME LOAN BANK NOTESDTD 08/25/2022 3.375% 09/10/2032 3130AT4C8 875,000.00 AA+ Aaa 11/1/2022 11/3/2022 779,616.25 4.77 10,335.94 781,179.92 797,797.88 Security Type Sub-Total 67,422,500.00 67,529,790.25 0.83 150,728.12 67,411,951.84 62,812,040.92 Corporate
AMERICAN HONDA FINANCE
DTD 01/10/2020 1.950% 05/10/2023
02665WDH1 1,775,000.00 A- A3 1/7/2020 1/10/2020 1,774,343.25 1.96 4,903.44 1,774,930.33 1,753,611.25 PACCAR FINANCIAL CORPCORPORATE NOTESDTD 08/11/2020 0.350% 08/11/2023 69371RQ90 242,500.00 A+ A1 8/4/2020 8/11/2020 242,182.32 0.39 330.07 242,435.59 235,911.03 BANK OF NY MELLON CORP CORPNOTESDTD 08/13/2018 3.450% 08/11/2023 06406RAJ6 3,367,500.00 A A1 1/30/2019 1/31/2019 3,407,371.20 3.17 45,180.63 3,372,854.75 3,337,333.94 US BANK NA CINCINNATI CORPNOTES (CALLABDTD 02/04/2019 3.375% 02/05/2024 91159HHV5 1,062,500.00 A+ A2 4/2/2019 4/4/2019 1,085,598.75 2.89 14,542.97 1,067,406.99 1,045,064.38 MERCK & CO INC (CALLABLE) CORPNOTESDTD 03/07/2019 2.900% 03/07/2024 58933YAU9 2,312,500.00 A+ A1 11/19/2021 11/23/2021 2,419,591.87 0.85 21,236.46 2,365,913.07 2,261,322.06 PFIZER INC CORP NOTESDTD 03/11/2019 2.950% 03/15/2024
717081ES8 3,200,000.00 A+ A1 6/3/2019 6/5/2019 3,281,376.00 2.38 27,795.56 3,219,442.98 3,133,209.60 MASTERCARD INC CORP NOTESDTD 03/31/2014 3.375% 04/01/2024 57636QAB0 2,125,000.00 A+ Aa3 4/2/2019 4/4/2019 2,194,381.25 2.67 17,929.69 2,142,345.31 2,083,369.13 MORGAN STANLEY CORP NOTES(CALLABLE)DTD 04/22/2021 0.731% 04/05/2024 61772BAA1 1,332,500.00 A- A1 4/20/2021 4/22/2021 1,334,178.95 0.69 2,326.92 1,332,721.35 1,312,725.70 AMAZON.COM INC CORPORATE
NOTESDTD 05/12/2021 0.450% 05/12/2024
023135BW5 1,542,500.00 AA A1 5/10/2021 5/12/2021 1,540,247.95 0.50 944.78 1,541,478.77 1,455,165.19 WALMART INC CORPORATE NOTESDTD 04/23/2019 2.850% 07/08/2024 931142EL3 4,100,000.00 AA Aa2 5/12/2020 5/14/2020 4,418,693.00 0.94 56,152.92 4,212,378.96 3,979,550.20 37 Attachment A
1508
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Corporate
US BANCORP NOTES (CALLABLE)DTD 07/29/2019 2.400% 07/30/2024 91159HHX1 1,650,000.00 A+ A2 8/1/2019 8/5/2019 1,651,369.50 2.38 16,610.00 1,650,416.44 1,587,007.95 JPMORGAN CHASE & COCORPORATE NOTES (CALDTD 09/16/2020 0.653% 09/16/2024 46647PBS4 1,467,500.00 A- A1 9/9/2020 9/16/2020 1,467,500.00 0.65 2,794.98 1,467,500.00 1,410,092.87 BANK OF AMERICA CORP(CALLABLE) CORPORATDTD 10/21/2020 0.810% 10/24/2024 06051GJH3 1,907,500.00 A- A2 10/16/2020 10/21/2020 1,907,500.00 0.81 2,875.56 1,907,500.00 1,829,479.44 JOHN DEERE CAPITAL CORPCORPORATE NOTESDTD 01/10/2022 1.250% 01/10/2025 24422EVY2 2,357,500.00 A A2 3/8/2022 3/10/2022 2,298,067.42 2.17 13,997.66 2,315,089.09 2,202,873.93 MICROSOFT CORP (CALLABLE)NOTESDTD 02/12/2015 2.700% 02/12/2025 594918BB9 2,675,000.00 AAA Aaa 3/4/2021 3/8/2021 2,863,881.75 0.87 27,886.88 2,770,634.55 2,572,761.50 TOYOTA MOTOR CREDIT CORP CORPNOTESDTD 02/13/2020 1.800% 02/13/2025 89236TGT6 292,500.00 A+ A1 5/20/2020 5/26/2020 295,357.73 1.58 2,018.25 293,782.99 275,482.35 TOYOTA MOTOR CREDIT CORP CORPNOTESDTD 02/13/2020 1.800% 02/13/2025 89236TGT6 1,595,000.00 A+ A1 5/21/2020 5/26/2020 1,616,692.00 1.50 11,005.50 1,604,738.75 1,502,202.90 NOVARTIS CAPITAL CORPDTD 02/14/2020 1.750% 02/14/2025
66989HAP3 3,680,000.00 AA- A1 5/8/2020 5/12/2020 3,809,756.80 0.99 24,507.78 3,736,521.70 3,475,704.80 AMAZON.COM INC CORPORATE
NOTESDTD 04/13/2022 3.000% 04/13/2025
023135CE4 2,567,500.00 AA A1 4/11/2022 4/13/2022 2,563,417.67 3.06 16,688.75 2,564,397.28 2,476,892.93 3M COMPANY (CALLABLE)CORPORATE NOTESDTD 03/27/2020 2.650% 04/15/2025 88579YBM2 1,450,000.00 A+ A1 4/21/2022 4/25/2022 1,422,595.00 3.32 8,111.94 1,428,928.94 1,385,459.05 CITIGROUP INC (CALLABLE)CORPORATE NOTESDTD 05/04/2021 0.981% 05/01/2025 172967MX6 1,355,000.00 BBB+ A3 4/28/2021 5/4/2021 1,358,590.75 0.91 2,215.43 1,356,596.62 1,267,395.19 GOLDMAN SACHS GROUP INCCORPORATE NOTESDTD 05/22/2015 3.750% 05/22/2025 38148LAE6 1,817,500.00 BBB+ A2 2/12/2021 2/17/2021 2,030,474.65 0.94 7,383.59 1,931,251.13 1,754,799.89 38 Attachment A
1509
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Corporate
HONEYWELL INTL CORP NOTES(CALLABLE)DTD 05/18/2020 1.350% 06/01/2025 438516CB0 2,000,000.00 A A2 9/3/2021 9/8/2021 2,039,160.00 0.82 2,250.00 2,025,037.69 1,849,852.00 JPMORGAN CHASE & CO CORPNOTES (CALLABLEDTD 08/10/2021 0.768% 08/09/2025 46647PCM6 1,680,000.00 A- A1 8/3/2021 8/10/2021 1,680,000.00 0.77 5,089.28 1,680,000.00 1,549,643.76 STATE STREET CORP (CALLABLE)CORPORATE NDTD 02/07/2022 1.746% 02/06/2026 857477BR3 437,500.00 A A1 2/2/2022 2/7/2022 437,500.00 1.75 3,076.72 437,500.00 408,758.44 STATE STREET CORP NOTES(CALLABLE)DTD 10/29/2020 2.901% 03/30/2026 857477BM4 3,750,000.00 A A1 8/8/2022 8/10/2022 3,639,037.50 3.78 27,499.06 3,651,069.58 3,562,665.00 BANK OF AMERICA CORP NOTES(CALLABLE)DTD 03/22/2022 3.384% 04/02/2026 06051GKM0 1,875,000.00 A- A2 3/17/2022 3/22/2022 1,875,000.00 3.38 15,686.25 1,875,000.00 1,788,245.63 TARGET CORP CORP NOTES(CALLABLE)DTD 01/24/2022 1.950% 01/15/2027 87612EBM7 2,140,000.00 A A2 1/27/2022 1/31/2022 2,138,694.60 1.96 19,242.17 2,138,936.21 1,941,093.42 TRUIST FINANCIAL CORP NOTES(CALLABLE)DTD 08/03/2020 1.125% 08/03/2027 89788MAC6 2,520,000.00 A- A3 8/5/2022 8/9/2022 2,213,719.20 3.83 11,655.00 2,238,120.69 2,126,817.00 INTEL CORP NOTES (CALLABLE)DTD 08/05/2022 3.750% 08/05/2027 458140BY5 2,165,000.00 A+ A1 8/10/2022 8/12/2022 2,165,476.30 3.75 32,926.04 2,165,438.47 2,082,227.72 Security Type Sub-Total 60,442,500.00 61,171,755.41 1.98 444,864.28 60,510,368.23 57,646,718.25 Agency CMBS
FANNIEMAE-ACESDTD 04/01/2014 3.346% 03/01/2024
3136AJB54 781,689.66 AA+ Aaa 12/13/2019 12/18/2019 819,674.90 2.14 2,179.61 792,206.75 771,360.86 Security Type Sub-Total 781,689.66 819,674.90 2.14 2,179.61 792,206.75 771,360.86 39 Attachment A
1510
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
ABS
TAOT 2020-A A3DTD 02/12/2020 1.660% 05/15/2024
89232HAC9 345,633.40 AAA Aaa 2/4/2020 2/12/2020 345,608.44 1.66 255.00 345,625.37 343,619.29 NAROT 2020-B A3DTD 06/30/2020 0.550% 07/15/2024
65479CAD0 110,434.46 AAA Aaa 6/23/2020 6/30/2020 110,431.44 0.55 27.00 110,433.31 109,351.69 CARMX 2020-1 A3DTD 01/22/2020 1.890% 12/16/2024
14315XAC2 274,870.25 AAA NR 1/14/2020 1/22/2020 274,816.32 1.89 230.89 274,848.71 271,582.64 HAROT 2021-1 A3DTD 02/24/2021 0.270% 04/21/2025
43813GAC5 506,647.65 NR Aaa 2/17/2021 2/24/2021 506,638.38 0.27 38.00 506,642.51 490,541.17 HART 2021-A A3DTD 04/28/2021 0.380% 09/15/2025
44933LAC7 534,943.32 AAA NR 4/20/2021 4/28/2021 534,887.04 0.38 90.35 534,908.59 517,379.15 CARMX 2021-1 A3DTD 01/27/2021 0.340% 12/15/2025
14316NAC3 319,088.32 AAA NR 1/20/2021 1/27/2021 319,025.27 0.34 48.22 319,050.16 307,975.14 TAOT 2021-C A3DTD 09/27/2021 0.430% 01/15/2026
89239BAC5 1,000,000.00 AAA Aaa 9/21/2021 9/27/2021 999,920.30 0.43 191.11 999,943.69 948,373.40 CARMX 2021-2 A3DTD 04/21/2021 0.520% 02/17/2026
14314QAC8 830,792.52 AAA NR 4/13/2021 4/21/2021 830,613.48 0.52 192.01 830,676.44 799,655.33 HART 2021-C A3DTD 11/17/2021 0.740% 05/15/2026
44935FAD6 495,000.00 AAA NR 11/9/2021 11/17/2021 494,889.51 0.75 162.80 494,917.13 466,447.81 HAROT 2022-2 A3DTD 08/24/2022 3.730% 07/20/2026
43815PAC3 310,000.00 AAA NR 8/15/2022 8/24/2022 309,981.52 3.73 417.55 309,983.20 303,116.42 DCENT 2021-A1 A1DTD 09/27/2021 0.580% 09/15/2026
254683CP8 797,500.00 AAA Aaa 9/20/2021 9/27/2021 797,329.25 0.58 205.58 797,372.64 742,292.82 Security Type Sub-Total 5,524,909.92 5,524,140.95 0.82 1,858.51 5,524,401.75 5,300,334.86 Managed Account Sub Total 315,096,099.58 311,962,319.04 1,083,351.35 293,050,886.42Securities Sub TotalAccrued Interest $315,096,099.58 $311,962,319.04 $1,083,351.35 $293,050,886.42 $1,083,351.35
311,283,341.68
$311,283,341.68
1.54 1.54%
Total Investments $294,134,237.77
40 Attachment A
1511
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
BUY10/27/2022 10/31/2022 2,800,000.00 89115B6F2 TORONTO DOMINION BANK NY CERT DEPOS 5.47% 10/25/2024 2,800,000.00 5.44%10/28/2022 10/31/2022 2,400,000.00 91282CAL5 US TREASURY NOTES 0.37% 9/30/2027 1,999,610.23 4.17%11/1/2022 11/3/2022 875,000.00 3130AT4C8 FEDERAL HOME LOAN BANK NOTES 3.37% 9/10/2032 785,194.38 4.77%11/30/2022 11/30/2022 1,130,000.00 9128284N7 US TREASURY NOTES 2.87% 5/15/2028 1,069,284.45 4.00%11/30/2022 11/30/2022 1,305,000.00 91282CDJ7 US TREASURY N/B NOTES 1.37% 11/15/2031 1,069,671.07 3.77%11/30/2022 11/30/2022 1,330,000.00 91282CAV3 US TREASURY NOTES 0.87% 11/15/2030 1,071,547.85 3.72%11/30/2022 11/30/2022 1,070,000.00 91282CFY2 US TREASURY N/B NOTES 3.87% 11/30/2029 1,069,289.45 3.89%11/30/2022 11/30/2022 1,000,000.00 912810FF0 US TREASURY N/B 5.25% 11/15/2028 1,066,941.04 4.02%11/30/2022 11/30/2022 1,145,000.00 91282CES6 US TREASURY N/B NOTES 2.75% 5/31/2029 1,067,578.32 3.94%11/30/2022 11/30/2022 1,265,000.00 91282CCB5 US TREASURY N/B NOTES 1.62% 5/15/2031 1,071,654.51 3.76%11/30/2022 11/30/2022 1,150,000.00 91282CEP2 US TREASURY N/B NOTES 2.87% 5/15/2032 1,068,534.05 3.79%11/30/2022 11/30/2022 1,055,000.00 91282CFV8 US TREASURY N/B NOTES 4.12% 11/15/2032 1,086,681.19 3.78%11/30/2022 11/30/2022 925,000.00 912810FM5 US TREASURY N/B 6.25% 5/15/2030 1,067,518.60 3.89%12/1/2022 12/2/2022 1,790,000.00 91282CFU0 US TREASURY N/B NOTES 4.12% 10/31/2027 1,826,873.16 3.74% Total BUY 19,240,000.00 18,120,378.30 0.00
INTEREST10/1/2022 10/1/2022 2,125,000.00 57636QAB0 MASTERCARD INC CORP NOTES 3.37% 4/1/2024 35,859.38 41 Attachment A
1512
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
INTEREST10/1/2022 10/1/2022 2,192,500.00 13063DRJ9 CA ST TXBL GO BONDS 2.40% 10/1/2023 26,310.0010/1/2022 10/25/2022 7,213.95 3137FQ3V3 FHMS KJ27 A1 2.09% 7/1/2024 12.5810/1/2022 10/25/2022 939,150.66 3136AJB54 FANNIEMAE-ACES 3.34% 3/1/2024 2,629.1810/2/2022 10/2/2022 1,875,000.00 06051GKM0 BANK OF AMERICA CORP NOTES (CALLABLE) 3.38% 4/2/2026 33,487.5010/3/2022 10/3/2022 MONEY0002 MONEY MARKET FUND 372.9210/5/2022 10/5/2022 1,332,500.00 61772BAA1 MORGAN STANLEY CORP NOTES (CALLABLE) 0.73% 4/5/2024 4,870.2910/8/2022 10/8/2022 750,000.00 3133ELVX9 FEDERAL FARM CREDIT BANK NOTES 0.87% 4/8/2024 3,281.2510/13/2022 10/13/2022 2,567,500.00 023135CE4 AMAZON.COM INC CORPORATE NOTES 3.00% 4/13/2025 38,512.5010/14/2022 10/14/2022 2,460,000.00 3130AJHU6 FEDERAL HOME LOAN BANK NOTES 0.50% 4/14/2025 6,150.0010/15/2022 10/15/2022 580,431.01 89232HAC9 TAOT 2020-A A3 1.66% 5/15/2024 802.9310/15/2022 10/15/2022 173,871.91 65479CAD0 NAROT 2020-B A3 0.55% 7/15/2024 79.6910/15/2022 10/15/2022 1,000,000.00 89239BAC5 TAOT 2021-C A3 0.43% 1/15/2026 358.3310/15/2022 10/15/2022 572,500.00 44933LAC7 HART 2021-A A3 0.38% 9/15/2025 181.2910/15/2022 10/15/2022 57,740.91 14316LAC7 CARMX 2019-2 A3 2.68% 3/15/2024 128.9510/15/2022 10/15/2022 379,813.10 14316NAC3 CARMX 2021-1 A3 0.34% 12/15/2025 107.6110/15/2022 10/15/2022 495,000.00 44935FAD6 HART 2021-C A3 0.74% 5/15/2026 305.2510/15/2022 10/15/2022 56,750.82 65479HAC1 NAROT 2019-B A3 2.50% 11/15/2023 118.23 42 Attachment A
1513
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
INTEREST10/15/2022 10/15/2022 1,570,000.00 91282CBV2 US TREASURY N/B NOTES 0.37% 4/15/2024 2,943.7510/15/2022 10/15/2022 375,242.14 14315XAC2 CARMX 2020-1 A3 1.89% 12/16/2024 591.0110/15/2022 10/15/2022 862,500.00 14314QAC8 CARMX 2021-2 A3 0.52% 2/17/2026 373.7510/15/2022 10/15/2022 1,450,000.00 88579YBM2 3M COMPANY (CALLABLE) CORPORATE NOTES 2.65% 4/15/2025 19,212.5010/15/2022 10/15/2022 797,500.00 254683CP8 DCENT 2021-A1 A1 0.58% 9/15/2026 385.4610/18/2022 10/18/2022 310,000.00 43815PAC3 HAROT 2022-2 A3 3.73% 7/20/2026 963.5810/21/2022 10/21/2022 629,786.74 43813GAC5 HAROT 2021-1 A3 0.27% 4/21/2025 141.7010/22/2022 10/22/2022 10,880,000.00 3135G03U5 FANNIE MAE NOTES 0.62% 4/22/2025 34,000.0010/24/2022 10/24/2022 1,907,500.00 06051GJH3 BANK OF AMERICA CORP (CALLABLE) CORPORAT 0.81% 10/24/2024 7,725.3810/31/2022 10/31/2022 1,060,000.00 912828YM6 US TREASURY NOTES 1.50% 10/31/2024 7,950.0010/31/2022 10/31/2022 2,257,500.00 912828X70 US TREASURY NOTES 2.00% 4/30/2024 22,575.0010/31/2022 10/31/2022 1,700,000.00 9128283D0 US TREASURY NOTES 2.25% 10/31/2024 19,125.0010/31/2022 10/31/2022 3,500,000.00 91282CAT8 US TREASURY NOTES 0.25% 10/31/2025 4,375.0010/31/2022 10/31/2022 2,997,500.00 912828ZL7 US TREASURY NOTES 0.37% 4/30/2025 5,620.3110/31/2022 10/31/2022 4,840,000.00 912828ZN3 US TREASURY N/B NOTES 0.50% 4/30/2027 12,100.0011/1/2022 11/1/2022 625,000.00 13077DNC2 CA ST UNIV TXBL REV BONDS 0.68% 11/1/2024 2,140.6311/1/2022 11/1/2022 MONEY0002 MONEY MARKET FUND 866.53 43 Attachment A
1514
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
INTEREST11/1/2022 11/1/2022 1,355,000.00 172967MX6 CITIGROUP INC (CALLABLE) CORPORATE NOTES 0.98% 5/1/2025 6,646.2811/1/2022 11/25/2022 924,866.71 3136AJB54 FANNIEMAE-ACES 3.34% 3/1/2024 2,590.4111/1/2022 11/25/2022 6,653.19 3137FQ3V3 FHMS KJ27 A1 2.09% 7/1/2024 11.6011/7/2022 11/7/2022 8,145,000.00 3135G06G3 FANNIE MAE NOTES 0.50% 11/7/2025 20,362.5011/10/2022 11/10/2022 1,775,000.00 02665WDH1 AMERICAN HONDA FINANCE 1.95% 5/10/2023 17,306.2511/12/2022 11/12/2022 1,542,500.00 023135BW5 AMAZON.COM INC CORPORATE NOTES 0.45% 5/12/2024 3,470.6311/15/2022 11/15/2022 18,757.42 65479HAC1 NAROT 2019-B A3 2.50% 11/15/2023 39.0811/15/2022 11/15/2022 339,240.16 14315XAC2 CARMX 2020-1 A3 1.89% 12/16/2024 534.3011/15/2022 11/15/2022 33,014.03 14316LAC7 CARMX 2019-2 A3 2.68% 3/15/2024 73.7311/15/2022 11/15/2022 660,000.00 91282CEP2 US TREASURY N/B NOTES 2.87% 5/15/2032 9,487.5011/15/2022 11/15/2022 151,300.77 65479CAD0 NAROT 2020-B A3 0.55% 7/15/2024 69.3511/15/2022 11/15/2022 572,500.00 44933LAC7 HART 2021-A A3 0.38% 9/15/2025 181.2911/15/2022 11/15/2022 358,139.77 14316NAC3 CARMX 2021-1 A3 0.34% 12/15/2025 101.4711/15/2022 11/15/2022 760,000.00 91412HGE7 UNIV OF CAL TXBL REV BONDS 0.88% 5/15/2025 3,355.4011/15/2022 11/15/2022 497,539.77 89232HAC9 TAOT 2020-A A3 1.66% 5/15/2024 688.2611/15/2022 11/15/2022 495,000.00 44935FAD6 HART 2021-C A3 0.74% 5/15/2026 305.2511/15/2022 11/15/2022 2,540,000.00 912828U24 US TREASURY NOTES 2.00% 11/15/2026 25,400.00 44 Attachment A
1515
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
INTEREST11/15/2022 11/15/2022 862,500.00 14314QAC8 CARMX 2021-2 A3 0.52% 2/17/2026 373.7511/15/2022 11/15/2022 1,000,000.00 89239BAC5 TAOT 2021-C A3 0.43% 1/15/2026 358.3311/15/2022 11/15/2022 797,500.00 254683CP8 DCENT 2021-A1 A1 0.58% 9/15/2026 385.4611/15/2022 11/15/2022 12,500.00 912828WE6 US TREASURY NOTES 2.75% 11/15/2023 171.8811/15/2022 11/15/2022 1,572,500.00 91282CAW1 US TREASURY NOTES 0.25% 11/15/2023 1,965.6311/18/2022 11/18/2022 310,000.00 43815PAC3 HAROT 2022-2 A3 3.73% 7/20/2026 963.5811/21/2022 11/21/2022 585,375.27 43813GAC5 HAROT 2021-1 A3 0.27% 4/21/2025 131.7111/22/2022 11/22/2022 1,817,500.00 38148LAE6 GOLDMAN SACHS GROUP INC CORPORATE NOTES 3.75% 5/22/2025 34,078.1311/24/2022 11/24/2022 1,870,000.00 459058JM6 INTL BK RECON & DEVELOP NOTES 0.25% 11/24/2023 2,337.5011/27/2022 11/27/2022 3,047,500.00 3135G06H1 FANNIE MAE NOTES 0.25% 11/27/2023 3,809.3811/30/2022 11/30/2022 670,000.00 91282CES6 US TREASURY N/B NOTES 2.75% 5/31/2029 9,212.5011/30/2022 11/30/2022 4,257,500.00 912828U57 US TREASURY NOTES 2.12% 11/30/2023 45,235.9411/30/2022 11/30/2022 8,320,000.00 91282CCF6 US TREASURY N/B NOTES 0.75% 5/31/2026 31,200.0011/30/2022 11/30/2022 6,772,500.00 91282CAZ4 US TREASURY NOTES 0.37% 11/30/2025 12,698.4411/30/2022 11/30/2022 5,457,500.00 9128283J7 US TREASURY NOTES 2.12% 11/30/2024 57,985.9412/1/2022 12/1/2022 77,500.00 13067WRB0 CA ST DEPT WTR RES WTR SYS TXBL REV BNDS 0.56% 12/1/2024 217.0012/1/2022 12/1/2022 2,000,000.00 438516CB0 HONEYWELL INTL CORP NOTES (CALLABLE) 1.35% 6/1/2025 13,500.00 45 Attachment A
1516
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
INTEREST12/1/2022 12/1/2022 MONEY0002 MONEY MARKET FUND 732.7212/1/2022 12/25/2022 783,407.19 3136AJB54 FANNIEMAE-ACES 3.34% 3/1/2024 2,184.4012/4/2022 12/4/2022 2,222,500.00 3137EAFA2 FREDDIE MAC NOTES 0.25% 12/4/2023 2,778.1312/8/2022 12/8/2022 1,712,500.00 3130A0F70 FEDERAL HOME LOAN BANKS NOTES 3.37% 12/8/2023 28,898.4412/15/2022 12/15/2022 797,500.00 254683CP8 DCENT 2021-A1 A1 0.58% 9/15/2026 385.4612/15/2022 12/15/2022 9,068.75 14316LAC7 CARMX 2019-2 A3 2.68% 3/15/2024 20.2512/15/2022 12/15/2022 495,000.00 44935FAD6 HART 2021-C A3 0.74% 5/15/2026 305.2512/15/2022 12/15/2022 862,500.00 14314QAC8 CARMX 2021-2 A3 0.52% 2/17/2026 373.7512/15/2022 12/15/2022 130,219.97 65479CAD0 NAROT 2020-B A3 0.55% 7/15/2024 59.6812/15/2022 12/15/2022 420,206.41 89232HAC9 TAOT 2020-A A3 1.66% 5/15/2024 581.2912/15/2022 12/15/2022 568,486.45 44933LAC7 HART 2021-A A3 0.38% 9/15/2025 180.0212/15/2022 12/15/2022 1,000,000.00 89239BAC5 TAOT 2021-C A3 0.43% 1/15/2026 358.3312/15/2022 12/15/2022 305,998.15 14315XAC2 CARMX 2020-1 A3 1.89% 12/16/2024 481.9512/15/2022 12/15/2022 338,363.64 14316NAC3 CARMX 2021-1 A3 0.34% 12/15/2025 95.8712/17/2022 12/17/2022 6,642,500.00 3135G04Z3 FANNIE MAE NOTES 0.50% 6/17/2025 16,606.2512/18/2022 12/18/2022 310,000.00 43815PAC3 HAROT 2022-2 A3 3.73% 7/20/2026 963.5812/21/2022 12/21/2022 545,095.20 43813GAC5 HAROT 2021-1 A3 0.27% 4/21/2025 122.65 46 Attachment A
1517
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
INTEREST12/26/2022 12/26/2022 1,452,500.00 3137EAES4 FREDDIE MAC NOTES 0.25% 6/26/2023 1,815.6312/31/2022 12/31/2022 5,715,000.00 912828XX3 US TREASURY NOTES 2.00% 6/30/2024 57,150.0012/31/2022 12/31/2022 230,000.00 9128285U0 US TREASURY NOTES 2.62% 12/31/2023 3,018.7512/31/2022 12/31/2022 6,400,000.00 91282CBC4 US TREASURY NOTES 0.37% 12/31/2025 12,000.0012/31/2022 12/31/2022 4,215,000.00 912828ZV5 US TREASURY NOTES 0.50% 6/30/2027 10,537.5012/31/2022 12/31/2022 1,597,500.00 912828ZW3 US TREASURY NOTES 0.25% 6/30/2025 1,996.88 Total INTEREST 149,685,734.09 741,552.73 0.00
MATURITY10/31/2022 10/31/2022 4,180,000.00 91282CAR2 US TREASURY NOTES 0.12% 10/31/2022 4,182,612.5012/2/2022 12/2/2022 1,810,000.00 23341VZT1 DNB BANK ASA/NY LT CD 2.04% 12/2/2022 1,828,769.70 Total MATURITY 5,990,000.00 6,011,382.20 0.00
PAYDOWNS10/1/2022 10/25/2022 560.76 3137FQ3V3 FHMS KJ27 A1 2.09% 7/1/2024 560.7610/1/2022 10/25/2022 14,283.95 3136AJB54 FANNIEMAE-ACES 3.34% 3/1/2024 14,283.9510/15/2022 10/15/2022 82,891.24 89232HAC9 TAOT 2020-A A3 1.66% 5/15/2024 82,891.2410/15/2022 10/15/2022 24,726.88 14316LAC7 CARMX 2019-2 A3 2.68% 3/15/2024 24,726.8810/15/2022 10/15/2022 37,993.40 65479HAC1 NAROT 2019-B A3 2.50% 11/15/2023 37,993.40 47 Attachment A
1518
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
PAYDOWNS10/15/2022 10/15/2022 21,673.33 14316NAC3 CARMX 2021-1 A3 0.34% 12/15/2025 21,673.3310/15/2022 10/15/2022 36,001.98 14315XAC2 CARMX 2020-1 A3 1.89% 12/16/2024 36,001.9810/15/2022 10/15/2022 22,571.14 65479CAD0 NAROT 2020-B A3 0.55% 7/15/2024 22,571.1410/21/2022 10/21/2022 44,411.47 43813GAC5 HAROT 2021-1 A3 0.27% 4/21/2025 44,411.4711/1/2022 11/25/2022 141,459.52 3136AJB54 FANNIEMAE-ACES 3.34% 3/1/2024 141,459.5211/1/2022 11/25/2022 6,653.19 3137FQ3V3 FHMS KJ27 A1 2.09% 7/1/2024 6,653.1911/15/2022 11/15/2022 19,776.13 14316NAC3 CARMX 2021-1 A3 0.34% 12/15/2025 19,776.1311/15/2022 11/15/2022 77,333.36 89232HAC9 TAOT 2020-A A3 1.66% 5/15/2024 77,333.3611/15/2022 11/15/2022 23,945.28 14316LAC7 CARMX 2019-2 A3 2.68% 3/15/2024 23,945.2811/15/2022 11/15/2022 18,757.42 65479HAC1 NAROT 2019-B A3 2.50% 11/15/2023 18,757.4211/15/2022 11/15/2022 21,080.80 65479CAD0 NAROT 2020-B A3 0.55% 7/15/2024 21,080.8011/15/2022 11/15/2022 33,242.01 14315XAC2 CARMX 2020-1 A3 1.89% 12/16/2024 33,242.0111/15/2022 11/15/2022 4,013.55 44933LAC7 HART 2021-A A3 0.38% 9/15/2025 4,013.5511/21/2022 11/21/2022 40,280.07 43813GAC5 HAROT 2021-1 A3 0.27% 4/21/2025 40,280.0712/1/2022 12/25/2022 1,717.53 3136AJB54 FANNIEMAE-ACES 3.34% 3/1/2024 1,717.5312/15/2022 12/15/2022 31,127.90 14315XAC2 CARMX 2020-1 A3 1.89% 12/16/2024 31,127.9012/15/2022 12/15/2022 9,068.75 14316LAC7 CARMX 2019-2 A3 2.68% 3/15/2024 9,068.75 48 Attachment A
1519
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
PAYDOWNS12/15/2022 12/15/2022 31,707.48 14314QAC8 CARMX 2021-2 A3 0.52% 2/17/2026 31,707.4812/15/2022 12/15/2022 33,543.13 44933LAC7 HART 2021-A A3 0.38% 9/15/2025 33,543.1312/15/2022 12/15/2022 74,573.01 89232HAC9 TAOT 2020-A A3 1.66% 5/15/2024 74,573.0112/15/2022 12/15/2022 19,785.51 65479CAD0 NAROT 2020-B A3 0.55% 7/15/2024 19,785.5112/15/2022 12/15/2022 19,275.32 14316NAC3 CARMX 2021-1 A3 0.34% 12/15/2025 19,275.3212/21/2022 12/21/2022 38,447.55 43813GAC5 HAROT 2021-1 A3 0.27% 4/21/2025 38,447.55 Total PAYDOWNS 930,901.66 930,901.66 0.00
SELL11/1/2022 11/3/2022 805,000.00 912828S92 US TREASURY NOTES 1.25% 7/31/2023 787,881.45 -13,887.58 Total SELL 805,000.00 787,881.45 -13,887.58
49 Attachment A
1520
© PFM Asset Management LLC pfmam.com |
Short-Term Portfolio Holdings and Transactions
Attachment A
1521
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Managed Account Detail of Securities Held
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Negotiable CD
SUMITOMO MITSUI BANK NY CERTDEPOSDTD 05/13/2022 2.750% 05/08/2023 86565FLW0 15,000,000.00 A-1 P-1 5/13/2022 5/13/2022 15,000,000.00 2.75 266,979.17 15,000,000.00 14,872,802.16 NATIXIS NY BRANCH CERT DEPOSDTD 05/13/2022 2.750% 05/11/2023 63873QTU8 15,000,000.00 A-1 P-1 5/13/2022 5/13/2022 15,000,000.00 2.75 266,979.17 15,000,000.00 14,869,898.06 MUFG BANK LTD/NY CERT DEPOSDTD 05/13/2022 2.610% 05/12/2023 55380T2B5 20,000,000.00 A-1 P-1 5/13/2022 5/13/2022 20,000,000.00 2.61 337,850.00 20,000,000.00 19,815,416.82 Security Type Sub-Total 50,000,000.00 50,000,000.00 2.69 871,808.34 50,000,000.00 49,558,117.04 Commercial Paper
LMA AMERICAS LLC COMM PAPERDTD 07/12/2022 0.000% 01/11/2023 53944RNB0 10,165,000.00 A-1 P-1 7/15/2022 7/15/2022 9,997,277.50 3.36 0.00 10,155,682.08 10,149,752.50 OLD LINE FUNDING LLC COMM PAPERDTD 07/06/2022 0.000% 01/11/2023 67983UNB5 10,160,000.00 A-1+ P-1 7/15/2022 7/15/2022 9,994,900.00 3.30 0.00 10,150,827.78 10,144,932.72 COLLAT COMM PAPER V CO COMMPAPERDTD 04/21/2022 0.000% 01/12/2023 19424JNC6 10,165,000.00 A-1 P-1 7/15/2022 7/18/2022 9,996,628.07 3.41 0.00 10,154,594.99 10,148,756.33 BNP PARIBAS NY BRANCH COMMPAPERDTD 06/16/2022 0.000% 03/13/2023 09659CQD3 10,000,000.00 A-1 P-1 6/16/2022 6/16/2022 9,756,250.00 3.33 0.00 9,935,902.78 9,907,080.00 BOFA SECURITIES INC COMM PAPERDTD 06/27/2022 0.000% 03/24/2023 06054PQQ2 10,000,000.00 A-1 NR 6/27/2022 6/27/2022 9,745,000.00 3.49 0.00 9,922,555.56 9,891,690.00 ING (US) FUNDING LLC COMM PAPERDTD 07/15/2022 0.000% 04/11/2023 4497W1RB4 10,260,000.00 A-1 P-1 7/15/2022 7/18/2022 9,994,428.45 3.58 0.00 10,160,535.00 10,122,587.82 Security Type Sub-Total 60,750,000.00 59,484,484.02 3.41 0.00 60,480,098.19 60,364,799.37 51 Attachment A
1522
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Holdings
|
Security Type/DescriptionDated Date/Coupon/Maturity CUSIP Par S&P
Rating
Moody's
Rating
Settle
Date
Original
Cost
Trade
Date
YTM
at Cost
Accrued
Interest
Market
Value
Amortized
Cost
Managed Account Sub Total 110,750,000.00 109,484,484.02 871,808.34 109,922,916.41Securities Sub TotalAccrued Interest $110,750,000.00 $109,484,484.02 $871,808.34 $109,922,916.41 $871,808.34
110,480,098.19
$110,480,098.19
3.09 3.09%
Total Investments $110,794,724.75
52 Attachment A
1523
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Portfolio Activity
|
Quarterly Portfolio Transactions
Trade
Date
Settle
Date Par ($) CUSIP
Maturity
Date
Transact
Coupon Amount ($)
Yield
at Market
Realized
Security Description G/L (BV)
MATURITY11/30/2022 11/30/2022 10,000,000.00 19424JLW4 COLLAT COMM PAPER V CO COMM PAPER 0.00% 11/30/2022 10,000,000.00 Total MATURITY 10,000,000.00 10,000,000.00 0.00
53 Attachment A
1524
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Appendix
|
Important Disclosures
This material is for general information purposes only and is not intended to provide specific advice or a specific recommendation, as it was prepared without regard to any specific objectives or financial circumstances.Investment advisory services are provided by PFM Asset Management LLC ("PFMAM"), an investment adviser registered with the U.S. Securities and Exchange Commission and a subsidiary of U.S. Bancorp Asset Management, Inc. ("USBAM"). USBAM is a subsidiary of U.S. Bank National Association ("U.S. Bank"). U.S. Bankis a separate entity and subsidiary of U.S. Bancorp. U.S. Bank is not responsible for and does not guarantee the products, services or performance of PFMAM. The information contained is not an offer to purchase or sell any securities. Additional applicable regulatory information is available upon request.PFMAM professionals have exercised reasonable professional care in the preparation of this performance report. Information in this report is obtained from sourcesexternal to PFMAM and is generally believed to be reliable and available to the public; however, we cannot guarantee its accuracy, completeness or suitability. We rely on the client's custodian for security holdings and market values. Transaction dates reported by the custodian may differ from money manager statements. While efforts are made to ensure the data contained herein is accurate and complete, we disclaim all responsibility for any errors that may occur. References to particular issuers arefor illustrative purposes only and are not intended to be recommendations or advice regarding such issuers. Fixed income manager and index characteristics are gathered from external sources. When average credit quality is not available, it is estimated by taking the market value weights of individual credit tiers on the portion ofthe strategy rated by a NRSRO.It is not possible to invest directly in an index. The index returns shown throughout this material do not represent the results of actual trading of investor assets.
Third-party providers maintain the indices shown and calculate the index levels and performance shown or discussed. Index returns do not reflect payment of any salescharges or fees an investor would pay to purchase the securities they represent. The imposition of these fees and charges would cause investment performance to belower than the performance shown.The views expressed within this material constitute the perspective and judgment of PFMAM at the time of distribution and are subject to change. Any forecast,projection, or prediction of the market, the economy, economic trends, and equity or fixed-income markets are based upon certain assumptions and current opinion asof the date of issue and are also subject to change. Some, but not all assumptions are noted in the report. Assumptions may or may not be proven correct as actualevents occur, and results may depend on events outside of your or our control. Changes in assumptions may have a material effect on results. Opinions and datapresented are not necessarily indicative of future events or expected performance.For more information regarding PFMAM's services or entities, please visit www.pfmam.com.© 2022 PFM Asset Management LLC. Further distribution is not permitted without prior written consent. 54 Attachment A
1525
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Appendix
|
Important Disclosures
Market values that include accrued interest are derived from closing bid prices as of the last business day of the month as supplied by Refinitiv, Bloomberg, or Telerate. Where prices are not available from generally recognized sources, the securities are priced using a yield-based matrix system to arrive at an estimatedmarket value.
In accordance with generally accepted accounting principles, information is presented on a trade date basis; forward settling purchases are included in the monthly balances, and forward settling sales are excluded.
Performance is presented in accordance with the CFA Institute's Global Investment Performance Standards (GIPS). Unless otherwise noted, performance is showngross of fees. Quarterly returns are presented on an unannualized basis. Returns for periods greater than one year are presented on an annualized basis. Past performance is not indicative of future returns.
Bank of America/Merrill Lynch Indices provided by Bloomberg Financial Markets.Money market fund/cash balances are included in performance and duration computations.Standard & Poor's is the source of the credit ratings. Distribution of credit rating is exclusive of money market fund/LGIP holdings.Callable securities in the portfolio are included in the maturity distribution analysis to their stated maturity date, although, they may be called prior to maturity.MBS maturities are represented by expected average life. 55 Attachment A
1526
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Appendix
|
Glossary
Accrued Interest: Interest that is due on a bond or other fixed income security since the last interest payment was made.Agencies: Federal agency securities and/or Government-sponsored enterprises.Amortized Cost: The original cost of the principal of the security is adjusted for the amount of the periodic reduction of any discount or premium from the purchase date until the date of the report. Discount or premium with respect to short-term securities (those with less than one year to maturity at time of issuance) is amortized on a straight line basis. Such discount or premium with respect to longer-term securities is amortized using the constant yield basis.
Asset-Backed Security: A financial instrument collateralized by an underlying pool of assets – usually ones that generate a cash flow from debt, such as loans, leases, credit card balances, and receivables.
Bankers’ Acceptance: A draft or bill or exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill as well as the insurer.Commercial Paper: An unsecured obligation issued by a corporation or bank to finance its short-term credit needs, such as accounts receivable and inventory.Contribution to Total Return: The weight of each individual security multiplied by its return, then summed for each sector to determine how much each sector addedor subtracted from the overall portfolio performance.Effective Duration: A measure of the sensitivity of a security’s price to a change in interest rates, stated in years.Effective Yield: The total yield an investor receives in relation to the nominal yield or coupon of a bond. Effective yield takes into account the power of compoundingon investment returns, while nominal yield does not.FDIC: Federal Deposit Insurance Corporation. A federal agency that insures bank deposits to a specified amount.Interest Rate: Interest per year divided by principal amount and expressed as a percentage.Market Value: The value that would be received or paid for an investment in an orderly transaction between market participants at the measurement date.Maturity: The date upon which the principal or stated value of an investment becomes due and payable.Negotiable Certificates of Deposit: A CD with a very large denomination, usually $1 million or more, that can be traded in secondary markets.Par Value: The nominal dollar face amount of a security.Pass-through Security: A security representing pooled debt obligations that passes income from debtors to its shareholders. The most common type is themortgage-backed security. 56 Attachment A
1527
© PFM Asset Management LLC pfmam.com
CITY OF STOCKTON
For the Quarter Ended December 31, 2022
Appendix
|
Glossary
Repurchase Agreements: A holder of securities sells these securities to an investor with an agreement to repurchase them at a fixed price on a fixed date.Settle Date: The date on which the transaction is settled and monies/securities are exchanged. If the settle date of the transaction (i.e., coupon payments andmaturity proceeds) occurs on a non-business day, the funds are exchanged on the next business day.Supranational: A multinational union or association in which member countries cede authority and sovereignty on at least some internal matters to the group, whosedecisions are binding on its members.Trade Date: The date on which the transaction occurred; however, the final consummation of the security transaction and payment has not yet taken place.Unsettled Trade: A trade which has been executed; however, the final consummation of the security transaction and payment has not yet taken place.U.S. Treasury: The department of the U.S. government that issues Treasury securities.Yield: The rate of return based on the current market value, the annual interest receipts, maturity value, and the time period remaining until maturity, stated as a percentage on an annualized basis.
YTM at Cost: The yield to maturity at cost is the expected rate of return based on the original cost, the annual interest receipts, maturity value, and the time periodfrom purchase date to maturity, stated as a percentage on an annualized basis.YTM at Market: The yield to maturity at market is the rate of return based on the current market value, the annual interest receipts, maturity value, and the timeperiod remaining until maturity, stated as a percentage on an annualized basis. 57 Attachment A
1528
CHANDLER ASSET MANAGEMENT, INC. | 800.317.4747 | www.chandlerasset.com
INVESTMENT REPORT
Period Ending December 31, 2022
City of Stockton
Attachment A
1529
SECTION 1 Economic Update
SECTION 2 Account Profile
SECTION 3 Portfolio Holdings
SECTION 4 Transactions
Table of Contents As of December 31, 2022
1 Attachment A 1530
SECTION | Section 1 | Economic Update
2 Attachment A 1531
Economic Update
Market volatility has intensified as global central banks pursue monetary policies to combat persistently high inflation.
Although the pace of job growth is moderating, the strength of the labor market has sustained economic growth. Inflation metrics are trending downward but remain significantly higher than the Fed’s target. While evidence of slower economic conditions has begun to mount, we expect the Federal Reserve to continue to raise rates to battle inflation, albeit at a less aggressive pace. Over the near-term, we expect financial market volatility to remain intensified with persistent inflation, geopolitical risk, and the Fed's hawkish monetary policy.
As expected at the December 14th meeting, the Federal Open Market Committee (FOMC) raised the fed funds target rate by 50 basis points to a range of 4.25 – 4.50%, in a downshift from four consecutive 75 basis point hikes. The decision was unanimous, and there was no change to the November statement. The sentiment was hawkish, indicating that “ongoing increases” in the fed funds rate are likely appropriate and citing continued labor market imbalances. FOMC members forecasted a higher fed funds rate, slower GDP growth, higher inflation, and higher unemployment in 2023 than in the September projections. We believe the FOMC will continue to implement tighter monetary policy at a slower pace and hold rates at restrictive levels for some time until inflationary pressures subside and remain in the Fed’s target range.
In December, yields rose, and the curve became less inverted. The 2-year Treasury yield increased 12 basis points to 4.43%, the 5-year Treasury yield rose 27 basis points to 4.01%, and the 10-year Treasury yield climbed 27 basis points to 3.88%. The inversion between the 2-year Treasury yield and 10-year Treasury yield narrowed to -55 basis points at December monthend versus -71 basis points at November month-end. The spread was a positive 78 basis points one year ago. The inversion between 3-month and 10-year treasuries narrowed to -50 basis points in December from -74 basis points in November. The year 2022 saw a dramatic shift in the Federal Reserve’s policy from highly accommodative to aggressive tightening, resulting in significantly higher rates and an inverted yield curve. The shape of the yield curve indicates that the probability of recession is increasing.
3 Attachment A 1532
Source: US Department of Labor Source: US Department of Labor Employment
The U.S. economy added 223,000 jobs in December, slightly higher than market expectations of 205,000, but a decline from November’s revised increase of 256,000. Trends in employment remain healthy, with the three-month moving average payrolls at 247,000 and the six-month moving average at 307,000. Jobs in the goods producing sector were surprisingly strong, and leisure and hospitality employment growth remained solid. The unemployment rate dipped to 3.5%, returning to its pre-pandemic level. The labor participation rate increased only slightly to 62.3% in December from 62.1% in November, indicating the supply of labor remains challenging for employers. The U-6 underemployment rate, which includes those who are marginally attached to the labor force and employed part time for economic reasons declined to 6.5% from the prior month at 6.7%. Average hourly earnings rose 4.6% year-over-year in December, down from a revised 4.8% increase in November. Overall, the December employment report demonstrates a strong demand for labor and supports the case for the Fed to continue raising the federal funds rate, but perhaps at a slower pace. -200
-100
0 100
200
300
400
500
600
700
800
MOM Change In (000's)
Nonfarm Payroll (000's)
Non-farm Payroll (000's)
3 month average (000's)
0.0%
2.0%
4.0%
6.0%
8.0%
10.0%
12.0%
14.0%
Unemployment Rate
Underemployment Rate (U6)
Unemployment Rate (U3)
Rate (%)
4 Attachment A 1533
Source: US Department of Labor Source: US Department of Commerce Inflation
The Consumer Price Index (CPI) increased 6.5% year-over-year in December, down from a 7.1% year-over-year increase in November. The Core CPI, which excludes volatile food and energy components, rose 5.7% year-over-year in December, down from 6.0% in November. Gasoline prices decelerated materially, while shelter prices continued to rise. A shift in spending from goods to services continues to dampen merchandise prices. The Personal Consumption Expenditures (PCE) index rose 5.5% year-over-year in November, versus an upwardly revised
6.1% year-over-year gain in October. Core PCE increased 4.7% year-over-year in November versus a 5.0% year-over-year gain in October.
Declining inflationary trends should provide the Federal Reserve room to reduce the pace and magnitude of future federal funds rate hikes.
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
9.0%
10.0%
Personal Consumption Expenditures (PCE)
PCE Price Deflator YOY % Change
PCE Core Deflator YOY % Change
YOY( %) Change
0.0%
1.0%
2.0%
3.0%
4.0%
5.0%
6.0%
7.0%
8.0%
9.0%
10.0%
Consumer Price Index (CPI)
CPI YOY % Change
Core CPI YOY % Change
YOY( %) Change
5 Attachment A 1534
Advance Retail Sales declined more than expected in November at -0.6% month-over-month and +6.5% year-over-year, possibly suggesting some loss of momentum in consumer demand for goods amid high inflation and shifting preferences toward services. Additionally, Amazon’s Prime Day may have pulled some holiday spending activity forward into October from November. The Conference Board’s Consumer Confidence Index jumped more than expected to 108.3 in December from an upwardly revised 101.4 in November. Views of current conditions and the future outlook for the economy both improved as inflation expectations declined.
Source: US Department of Commerce Source: The Conference Board
0.0%
10.0%
20.0%
30.0%
40.0%
50.0%
60.0%
Retail Sales YOY % Change
YOY (%) Change
80 90
100
110
120
130
140
Index Level
Consumer Confidence
Consumer
6 Attachment A 1535
Source: The Conference Board Source: Federal Reserve Bank of Chicago Economic Activity
The Conference Board’s Leading Economic Index (LEI) remained in negative territory for the ninth consecutive month at a worse than expected -1.0% in November, following a downwardly revised -0.9% in October. The LEI was down 4.5% year-over-over in November versus down 2.9% in October. The Conference Board cited a "lack of economic growth momentum in the near term." The Chicago Fed National Activity Index (CFNAI) decreased to -0.05 in October from +0.17 in September indicating below trend growth over the month. On a 3-month moving average basis, the CFNAI moved down to +0.09 in October from an upwardly revised +0.19 in September. -0.50
-0.25
0.00 0.25
0.50 0.75
1.00 Chicago Fed National Activity Index (CFNAI)
3 Month Average
-1.5%
-1.0%
-0.5%
0.0%
0.5%
1.0%
1.5%
Leading Economic Indicators (LEI)
MOM ( %) Change
7 Attachment A 1536
Source: US Department of Commerce Source: S&P
Housing
0 200
400
600
800
1000
1200
1400
1600
1800
2000
MOM Change (In Thousands of Units)
Housing Starts
Multi Family Housing Starts
Single Family Housing Starts
0.0%
3.0%
6.0%
9.0%
12.0%
15.0%
18.0%
21.0%
24.0%
S&P/Case-Shiller 20 City Composite Home Price Index
YOY( %) Change
Total housing starts declined 0.5% in November to 1,427,000 units after an upward revision to 1,434,000 units in October. Single-family home starts fell 4.1%, whereas multi-family starts rose 4.9% month-over-month. On a year-over-year basis, total housing starts decreased 16.4% reflecting a shift from single-family units to more affordable multi-family units as homebuyers struggle with a combination of elevated prices and higher mortgage rates. The 30-year mortgage rate has edged up to 6.4% according to Freddie Mac but remains below recent highs which topped 7%. According to the Case-Shiller 20-City Home Price Index, the year-over-year increase continued its declining rate of gain to +8.6% in October from +10.4% in September, clearly displaying the impact of higher mortgage rates which have reduced demand for homebuying as affordability has declined.
8 Attachment A 1537
Source: Institute for Supply Management Source: Federal Reserve Manufacturing
The Institute for Supply Management (ISM) manufacturing index declined to 48.4 in December from 49.0 in November. This is the second consecutive month of readings below 50.0, which is indicative of contraction in the manufacturing sector. The declining trend reflects sluggish demand amid economic uncertainty and easing price pressures in the goods sector. Industrial production was down 0.2% in November after an unrevised decline of 0.1% in October. The decrease was led by weakness in the manufacturing and mining indices. This equates to a 2.5% increase from the prior year. Capacity utilization fell to 79.7% in November from 79.9% in October and continues to run slightly above the 1972- 2021 average of 79.6%.
40 42
44 46
48 50
52 54
56 58
60 62
64 66
Institute of Supply Management Purchasing Manager Index
EXPANDING
CONTRACTING
-10.0%
-5.0%
0.0%
5.0%
10.0%
15.0%
20.0%
Industrial Production
YOY( %) Change
9 Attachment A 1538
Source: US Department of Commerce Source: US Department of Commerce 12/21 3/22 6/22 9/22
2.1% 0.9% 1.4% 1.5%
5.1% 1.0% -2.8% -1.8%
-0.2% -3.1% 1.2% 2.9%
0.0% -0.4% -0.2% 0.2%
-0.2% 0.0% -0.1% 0.4%
7.0% -1.6% -0.6% 3.2%
Net Exports and Imports
Total
Gross Private Domestic Investment
Personal Consumption Expenditures
Components of GDP
Federal Government Expenditures
State and Local (Consumption and Gross
Investment) -35.0%
-30.0%
-25.0%
-20.0%
-15.0%
-10.0%
-5.0%
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
Gross Domestic Product (GDP)
GDP QOQ % Change
GDP YOY % Change
Gross Domestic Product (GDP)
According to the third estimate, GDP increased at an annualized rate of 3.2% in the third quarter, revised up from 2.9%. The upward revision reflects stronger personal consumption expenditures which rose 2.3% in the third quarter, up from 1.7% in the previous estimate, primarily due to continued strength in services spending. Business investment, state and local government spending, and net exports also contributed to the upward revision. The consensus estimate calls for 1.1% growth in the fourth quarter and 1.9% growth for the full year 2022. 10 Attachment A 1539
Federal Reserve
Source: Federal Reserve Source: Bloomberg
As expected at the December 14th meeting, the Federal Open Market Committee (FOMC) raised the fed funds target rate by 50 basis points to a range of 4.25 – 4.50%, in a downshift from four consecutive 75 basis point hikes. The decision was unanimous, and there was no change to the November statement. The sentiment was hawkish, indicating that “ongoing increases” in the fed funds rate are likely appropriate and citing continued labor market imbalances. The Summary of Economic Projections indicated a peak median forecast of 5.1% in 2023 and no rate cuts until 2024; however, the market consensus diverged, implying rate cuts in the second half of 2023. FOMC members forecasted a higher fed funds rate, slower GDP growth, higher inflation, and higher unemployment in 2023 than in the September projections. We believe the FOMC will continue to implement tighter monetary policy at a slower pace and hold rates at restrictive levels for some time until inflationary pressures subside and remain in the Fed’s target range.
0.00%
0.50%
1.00%
1.50%
2.00%
2.50%
3.00%
3.50%
4.00%
4.50%
Effective Federal Funds Rate
Yield (%)
2,000,000
3,000,000
4,000,000
5,000,000
6,000,000
7,000,000
8,000,000
9,000,000
10,000,000
Federal Reserve Balance Sheet Assets
In $ millions
11 Attachment A 1540
Source: Bloomberg Source: Bloomberg
0.0%
0.5%
1.0%
1.5%
2.0%
2.5%
3.0%
3.5%
4.0%
4.5%
5.0%
US Treasury Note Yields
2-Year
5-Year
10-Year
Yield (%)
0.0%
0.5%
1.0%
1.5%
2.0%
2.5%
3.0%
3.5%
4.0%
4.5%
5.0%
US Treasury Yield Curve
Dec-22
Sep-22
Dec-21
Yield (%)
Bond Yields
At the end of December, the 2-year Treasury yield was 370 basis points higher, and the 10-Year Treasury yield was about 237 basis points higher, year-over-year. The inversion between the 2-year Treasury yield and 10-year Treasury yield narrowed to -55 basis points at December month-end versus -71 basis points at November month-end. The average historical spread (since 2003) is about +130 basis points. The inversion between 3-month and 10-year treasuries narrowed to -50 basis points in December from -74 basis points in November. The shape of the yield curve indicates that the probability of recession is increasing. 12 Attachment A 1541
Section 2| SECTION | Section 2 | Account Profile
13 Attachment A 1542
Objectives
Chandler Asset Management Performance Objective
The performance objective for the portfolio is to earn a total rate of return through a market cycle that is equal to or above the return on the benchmark index.
Investment Objectives
Safety of principal is the foremost objective of the investment program. The investment portfolio shall remain sufficiently liquid to meet all requirements that may be reasonably anticipated. The investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and econmic cycles, taking into account the investment risk constraints and liquidity needs.
Strategy
In order to achieve this objective, the portfolio invests in high-quality fixed income securities that comply with the investment policy and all regulations governing the funds.
As of December 31, 2022
14 Attachment A 1543
Compliance As of December 31, 2022
Category Standard Comment
U.S. Treasuries No limit; 10 years max maturity Complies Federal Agencies No limit in Federal Agencies or Government Sponsored Enterprises (GSEs), provided that: 20% max in Federal Agency or GSE issued mortgage-backed securities, mortgage pass-through securities, and collateralized mortgage obligations; 10 years max maturity Complies Supranational Obligations "AA" rating category or higher by a NRSRO; 30% max; 10% max per issuer; 5 years max maturity; USD denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by IBRD, IFC, or IADB Complies Municipal Securities (CA, Other States) "A" rating category or better by a NRSRO; 30% max; 5% max per issuer; 5 years max maturity Complies Corporate Medium Term Notes
"A" rating category or higher by a NRSRO; 30% max; 5% max per issuer; 5 years max maturity; Corporate and depository institution debt securities; Issued by corporations organized and operating within the U.S. or by depository institutions licensed by the U.S. or any state and operating within the U.S.
Complies
Asset-Backed, Mortgage-Backed, Mortgage PassThrough Securities, and Collateralized Mortgage Obligations
"AA" rating category or higher by a NRSRO; "A" issuer long-term debt rating category or higher by a NRSRO; 20% max (combined ABS/MBS/CMO); 5% max per Asset-Backed security issuer; 5 years max maturity Complies Negotiable Certificates of Deposit (NCD)
The amount of NCD insured up to the FDIC limit does not require any credit ratings; Any amount above FDIC insured limit must be issued by institutions with "A-1" short-term debt rating or better by a NRSRO; or "A" long-term rating category or better by a NRSRO; 30% max; 5% max per issuer; 5 years max maturity
Complies
Certificate of Deposit Placement Service (CDARS) 20% max (combination of FDIC & Collateralized Time Deposits, and CDARS; 5 years max maturity Complies Time Deposits (Non-negotiable CD/TD) 20% max (combination of FDIC & Collateralized Time Deposits, and CDARS; 5 years max maturity Complies Collateralized Bank Deposits Deposits with financial institutions will be collateralized with pledged securities per California Government Code Complies Banker’s Acceptances A-1 short-term debt rated or better by a NRSRO; or "A" long-term debt rating category or better by a NRSRO; 40% max; 5% max per issuer; 180 days max maturity Complies
Commercial Paper
25% max; 5% max per issuer; 270 days maturity; 10% max of the outstanding commercial paper of any single issuer; "Prime" quality of the highest rating by a NRSRO; The entity that issues the commercial paper shall either be:
(1) organized and operating within the U.S. as a general corporation with assets > $500 million; "A" rating category or higher by a NRSRO, if issuer has debt obligations; or
(2) organized within the U.S. as a special purpose corporation, trust, or limited liability company; has program-wide credit enhancements including, but not limited to, overcollateralization, letters of credit, or a surety bond; has commercial paper that is "A-1" rated or higher by a NRSRO Complies
Money Market Mutual Funds
20% max in Money Market Mutual Funds; Meet either of the following criteria: (i) Attained highest rating by two NRSROs; or (ii) Retained an investment adviser registered or exempt from SEC registration with > 5 years experience investing in securities authorized by CGC and with AUM >$500 million
Complies
Local Agency Investment Fund (LAIF) Maximum amount permitted by LAIF; Not used by investment adviser Complies California Asset Management Program CAMP; Not used by investment adviser Complies Repurchase Agreements 1 year max maturity; 102% Collateralized; Not used by investment adviser Complies Maximum Maturity
10 years max maturity; Donated securities are not subject to maturity limits; 15% max for Investments maturing beyond a five-year horizon; Investments greater than 5 years shall be permitted for U.S. Treasuries, U.S. Agencies, as described in the policy; Investments in City Variable Rate obligations, with maturities greater than 5 years, may be made when IRS & SEC guidelines permit Complies
City of Stockton Reserve Portfolio
Assets managed by Chandler Asset Management are in full compliance with state law and the Client's investment policy. 15 Attachment A 1544
Portfolio Characteristics
City of Stockton Reserve Portfolio
12/31/22 09/30/22
Benchmark* Portfolio Portfolio
Average Maturity (yrs) 2.63 2.24 2.36
Average Modified Duration 2.49 2.09 2.23
Average Purchase Yield n/a 1.30% 1.21%
Average Market Yield 4.43% 4.54% 4.35%
Average Quality** AAA AA/Aa1 AA/Aa1
Total Market Value 281,422,666 278,810,328
*ICE BofA 1-5 Yr AAA-A US Corp & Govt Index
**Benchmark is a blended rating of S&P, Moody’s, and Fitch. Portfolio is S&P and Moody’s respectively.
As of December 31, 2022
16 Attachment A 1545
City of Stockton Reserve Portfolio
Sector Distribution
ABS
1.8%
Agency
26.5%
CMO
1.1%
Corporate
21.2%
Money Market
Fund
0.1%
Municipal Bonds
2.8%
Negotiable CD
1.1%
Supranational
2.0%
US Treasury
43.5%
December 31, 2022 September 30, 2022
ABS
2.1%
Agency
25.5%
CMO
0.3%
Corporate
20.2%
Money Market
Fund
0.0% Municipal Bonds
2.8%
Negotiable CD
2.5%
Supranational
2.0%
US Treasury
44.6%
As of December 31, 2022
17 Attachment A 1546
Issue Name Investment Type % Portfolio
Government of United States US Treasury 43.48%
Federal National Mortgage Association Agency 17.12%
Federal Home Loan Mortgage Corp Agency 5.90%
Federal Farm Credit Bank Agency 2.02%
Wal-Mart Stores Corporate 1.44%
Federal Home Loan Bank Agency 1.41%
Amazon.com Inc Corporate 1.40%
Inter-American Dev Bank Supranational 1.39%
Bank of America Corp Corporate 1.29%
United Health Group Inc Corporate 1.27%
Novartis Capital Corp Corporate 1.24%
Bank of New York Corporate 1.20%
Morgan Stanley Corporate 1.20%
Pfizer Inc. Corporate 1.12%
National Rural Utilities Corporate 1.09%
JP Morgan Chase & Co Corporate 1.06%
Barclays Bank Negotiable CD 1.05%
US Bancorp Corporate 0.95%
Microsoft Corporate 0.92%
Merck & Company Corporate 0.81%
Federal Home Loan Mortgage Corp CMO 0.81%
Deere & Company Corporate 0.79%
State of California Municipal Bonds 0.77%
Northern Trust Corp Corporate 0.77%
MasterCard Inc Corporate 0.75%
Target Corp Corporate 0.70%
Honeywell Corp Corporate 0.66%
Intl Bank Recon and Development Supranational 0.64%
Toyota Motor Corp Corporate 0.64%
Goldman Sachs Inc. Corporate 0.63%
Honda Motor Corporation Corporate 0.63%
Florida Hurricane Catastrophe Municipal Bonds 0.62%
Carmax Auto Owner Trust ABS 0.49%
Toyota ABS ABS 0.46%
Citigroup Inc Corporate 0.45%
Hyundai Auto Receivables ABS 0.35%
Los Angeles Cmnty College Dis Municipal Bonds 0.31%
Federal National Mortgage Association CMO 0.27%
Issuers
City of Stockton Reserve Portfolio – Account #10020
As of December 31, 2022
18 Attachment A 1547
Issue Name Investment Type % Portfolio
Discover Card Execution Note Trust ABS 0.26%
San Diego Community College District Municipal Bonds 0.25% University of California Municipal Bonds 0.25%
Maryland State Municipal Bonds 0.22%
California Edl Facs Auth Rev Municipal Bonds 0.21%
New Jersey State Turnpike Authority Municipal Bonds 0.18% Honda ABS ABS 0.17%
State Street Bank Corporate 0.15%
Paccar Financial Corporate 0.08%
Federated GOVT Obligation MMF Money Market Fund 0.07%
Nissan ABS ABS 0.04%
California State Dept Water Municipal Bonds 0.03%
TOTAL 100.00%
Issuers
City of Stockton Reserve Portfolio – Account #10020
As of December 31, 2022
19 Attachment A 1548
AAA AA A <A NR
12/31/22 5.1% 77.4% 15.1% 1.1% 1.3%
09/30/22 5.3% 78.2% 14.8% 1.1% 0.6%
Source: S&P Ratings
December 31, 2022 vs. September 30, 2022
0.0%
10.0%
20.0%
30.0%
40.0%
50.0%
60.0%
70.0%
80.0%
90.0%
AAA AA A <A NR
12/31/22 09/30/22
Quality Distribution
City of Stockton Reserve Portfolio
As of December 31, 2022
20 Attachment A 1549
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
0 - 0.25 0.25 - 0.50 0.50 - 1 1 - 2 2 - 3 3 - 4 4 - 5 5+ City of Stockton Reserve Portfolio ICE BofA 1-5 Yr AAA-A US Corp & Govt Index Portfolio Compared to the Benchmark
0 - 0.25 0.25 - 0.50 0.50 - 1 1 - 2 2 - 3 3 - 4 4 - 5 5+ Portfolio 1.3% 4.5% 14.5% 24.9% 34.6% 17.8% 0.2% 2.2%
Benchmark* 0.0% 0.0% 1.7% 35.5% 28.0% 21.9% 12.9% 0.0%
*ICE BofA 1-5 Yr AAA-A US Corp & Govt Index
Duration Distribution
City of Stockton Reserve Portfolio
As of December 31, 2022
21 Attachment A 1550
-2.50%
-2.00%
-1.50%
-1.00%
-0.50%
0.00%
0.50%
1.00%
1.50%
3 Months Since Inception
City of Stockton Reserve Portfolio ICE BofA 1-5 Yr AAA-A US Corp & Gov Index Net of Fees Total Rate of Return Since Inception July 31, 2022
MARKET VALUE BASIS EARNINGS Latest 3 Months Since Inception Interest Earned $750,242.76 $1,311,370.70
Change in Market Value $1,879,927.94 ($6,143,791.43)
TOTAL DOLLAR RETURN $2,630,170.70 ($4,832,420.73)
TOTAL RATE OF RETURN Latest 3 Months Since Inception
City of Stockton Reserve Portfolio 0.94% -1.54%
ICE BofA 1-5 Yr AAA-A US Corp & Gov Index 1.03% -1.99%
Basis Point Fee* 0.00% 0.01%
Net of Fee Return 0.94% -1.55%
Investment Performance
City of Stockton Reserve Portfolio
Total rate of return: A measure of a portfolio’s performance over time. It is the internal rate of return, which equates the beginning value of the portfolio with the ending value; it includes interest earnings, realized and unrealized gains and losses in the portfolio. *as of 12/31/2022
As of December 31, 2022
22 Attachment A 1551
Purchase Yield as of 12/31/22 = 1.30%
0.00 0.20
0.40 0.60
0.80 1.00
1.20 1.40
1.60 Percent (%)
Historical Average Purchase Yield
City of Stockton Reserve Portfolio
As of December 31, 2022
23 Attachment A 1552
SECTION | Section 3 | Portfolio Holdings
24 Attachment A 1553
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
ABS
89232HAC9 Toyota Auto Receivable Own 2020-A A3
1.660% Due 05/15/2024
345,633.38 02/12/2020
1.67%
345,608.42
345,625.35
99.49 4.61%
343,880.85
255.00
0.12%
(1,744.50)
Aaa / AAA
NR
1.37 0.17
65479CAD0 Nissan Auto Receivables Owner 2020-B A3
0.550% Due 07/15/2024
110,434.45 06/30/2020
0.55%
110,431.43
110,434.06
99.17 4.55%
109,512.95
27.00 0.04%
(921.11)
Aaa / AAA
NR
1.54 0.21
14315XAC2 CarMax Auto Owner Trust 2020-1 A3
1.890% Due 12/16/2024
274,870.25 01/22/2020
1.90%
274,816.31
274,860.88
98.87 5.42%
271,771.75
230.89
0.10%
(3,089.13)
NR / AAA
AAA
1.96 0.32
43813GAC5 Honda Auto Receivables Trust 2021-1 A3
0.270% Due 04/21/2025
506,647.63 02/24/2021
0.27%
506,638.36
506,643.95
96.73 6.22%
490,083.03
38.00 0.17%
(16,560.92)
Aaa / NR
AAA
2.31 0.55
44933LAC7 Hyundai Auto Receivables Trust 2021-A A3
0.380% Due 09/15/2025
534,943.31 04/28/2021
0.38%
534,887.03
534,918.03
96.71 5.51%
517,340.47
90.35 0.18%
(17,577.56)
NR / AAA
AAA
2.71 0.64
14316NAC3 CarMax Auto Owner Trust 2021-1 A3
0.340% Due 12/15/2025
319,088.33 01/27/2021
0.35%
319,025.27
319,068.71
96.67 5.88%
308,453.95
48.22 0.11%
(10,614.76)
NR / AAA
AAA
2.96 0.60
89239BAC5 Toyota Auto Receivables Trust 2021-C A3
0.430% Due 01/15/2026
1,000,000.00 09/27/2021
0.43%
999,920.30
999,952.39
94.83 5.58%
948,305.09
191.11
0.34%
(51,647.30)
Aaa / AAA
NR
3.04 1.01
14314QAC8 CarMax Auto Owner Trust 2021-2 A3
0.520% Due 02/17/2026
830,792.52 04/21/2021
0.53%
830,613.48
830,715.32
96.23 6.67%
799,478.21
192.01
0.28%
(31,237.11)
NR / AAA
AAA
3.13 0.61
44935FAD6 Hyundai Auto Receivables Trust 2021-C A3
0.740% Due 05/15/2026
495,000.00 11/17/2021
0.75%
494,889.51
494,928.73
94.47 5.54%
467,604.77
162.80
0.17%
(27,323.96)
NR / AAA
AAA
3.37 1.17
254683CP8 Discover Card Execution Trust 2021-A1 A1
0.580% Due 09/15/2026
797,500.00 09/27/2021
0.59%
797,329.25
797,401.87
93.04 4.91%
741,985.79
205.58
0.26%
(55,416.08)
Aaa / AAA
NR
3.71 1.65
TOTAL ABS 5,214,909.87 0.64%
5,214,159.36
5,214,549.29 5.63%
4,998,416.86
1,440.96
1.78%
(216,132.43)
Aaa / AAA
AAA
2.87 0.83
Agency
3137EAER6 FHLMC Note
0.375% Due 05/05/2023
3,630,000.00 Various
0.22%
3,645,114.40
3,631,856.87
98.62 4.45%
3,579,788.67
2,117.50
1.27%
(52,068.20)
Aaa / AA+
AAA
0.34 0.34
3135G04Q3 FNMA Note
0.250% Due 05/22/2023
3,800,000.00 05/20/2020
0.35%
3,788,562.00
3,798,527.16
98.33 4.59%
3,736,600.61
1,029.17
1.33%
(61,926.55)
Aaa / AA+
AAA
0.39 0.38
3137EAES4 FHLMC Note
0.250% Due 06/26/2023
3,452,500.00 06/24/2020
0.35%
3,442,418.70
3,450,879.63
97.94 4.59%
3,381,223.21
119.88
1.20%
(69,656.42)
Aaa / AA+
AAA
0.48 0.48
3135G05G4 FNMA Note
0.250% Due 07/10/2023
4,285,000.00 07/08/2020
0.32%
4,275,787.25
4,283,401.44
97.65 4.83%
4,184,514.95
5,088.44
1.49%
(98,886.49)
Aaa / AA+
AAA
0.52 0.51
3137EAEV7 FHLMC Note
0.250% Due 08/24/2023
2,292,500.00 08/19/2020
0.28%
2,290,161.65
2,291,999.53
97.09 4.87%
2,225,750.97
2,021.86
0.79%
(66,248.56)
Aaa / AA+
AAA
0.65 0.63
As of December 31, 2022
25 Attachment A 1554
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
3135G0U43 FNMA Note
2.875% Due 09/12/2023
6,162,500.00 11/29/2018
2.97%
6,136,124.50
6,158,665.21
98.71 4.77%
6,083,295.48
53,643.71
2.18%
(75,369.73)
Aaa / AA+
AAA
0.70 0.67
3135G06H1 FNMA Note
0.250% Due 11/27/2023
3,047,500.00 Various
0.24%
3,048,317.20
3,047,769.19
96.06 4.75%
2,927,407.47
719.55
1.04%
(120,361.72)
Aaa / AA+
AAA
0.91 0.88
3137EAFA2 FHLMC Note
0.250% Due 12/04/2023
2,222,500.00 12/02/2020
0.28%
2,220,299.72
2,221,822.84
95.86 4.88%
2,130,474.88
416.72
0.76%
(91,347.96)
Aaa / AA+
AAA
0.93 0.90
3130A0F70 FHLB Note
3.375% Due 12/08/2023
1,712,500.00 01/30/2019
2.71%
1,763,703.75
1,722,353.54
98.57 4.96%
1,687,968.47
3,692.58
0.60%
(34,385.07)
Aaa / AA+
AAA
0.94 0.91
3133ELVX9 FFCB Callable Note Cont 4/8/2022
0.875% Due 04/08/2024
750,000.00 04/07/2020
0.88%
750,000.00
750,000.00
95.00 4.99%
712,509.61
1,513.02
0.25%
(37,490.39)
Aaa / AA+
AAA
1.27 1.23
3135G0X24 FNMA Note
1.625% Due 01/07/2025
4,380,000.00 03/04/2020
0.84%
4,542,673.20
4,447,772.84
94.54 4.48%
4,141,026.46
34,401.25
1.48%
(306,746.38)
Aaa / AA+
AAA
2.02 1.93
3130AJHU6 FHLB Note
0.500% Due 04/14/2025
2,460,000.00 04/15/2020
0.60%
2,447,798.40
2,454,420.98
91.98 4.22%
2,262,614.84
2,630.83
0.80%
(191,806.14)
Aaa / AA+
AAA
2.29 2.23
3135G03U5 FNMA Note
0.625% Due 04/22/2025
10,880,000.00 Various
0.63%
10,879,060.80
10,879,639.60
91.94 4.33%
10,003,609.15
13,033.34
3.56%
(876,030.45)
Aaa / AA+
AAA
2.31 2.24
3135G04Z3 FNMA Note
0.500% Due 06/17/2025
6,642,500.00 06/17/2020
0.54%
6,628,750.02
6,635,737.96
91.07 4.37%
6,049,001.59
1,291.60
2.15%
(586,736.37)
Aaa / AA+
AAA
2.46 2.40
3137EAEU9 FHLMC Note
0.375% Due 07/21/2025
2,310,000.00 07/21/2020
0.48%
2,298,496.20
2,304,121.96
90.57 4.31%
2,092,215.26
3,850.00
0.74%
(211,906.70)
Aaa / AA+
AAA
2.56 2.49
3135G05X7 FNMA Note
0.375% Due 08/25/2025
3,995,000.00 08/25/2020
0.47%
3,976,303.40
3,985,098.79
90.27 4.30%
3,606,215.23
5,243.44
1.28%
(378,883.56)
Aaa / AA+
AAA
2.65 2.58
3137EAEX3 FHLMC Note
0.375% Due 09/23/2025
3,545,000.00 09/23/2020
0.44%
3,534,329.55
3,539,173.37
90.07 4.27%
3,192,980.54
3,618.85
1.14%
(346,192.83)
Aaa / AA+
AAA
2.73 2.66
3133EMBH4 FFCB Callable Note Cont 9/29/2021
0.530% Due 09/29/2025
2,265,000.00 10/07/2020
0.57%
2,261,036.25
2,262,812.95
89.38 4.70%
2,024,445.74
3,067.82
0.72%
(238,367.21)
Aaa / AA+
AAA
2.75 2.66
3135G06G3 FNMA Note
0.500% Due 11/07/2025
8,145,000.00 Various
0.54%
8,127,104.90
8,134,782.63
90.01 4.26%
7,331,371.68
6,108.75
2.61%
(803,410.95)
Aaa / AA+
AAA
2.85 2.77
3133EN4V9 FFCB Note
4.125% Due 09/23/2030
2,100,000.00 12/22/2022
4.22%
2,087,505.00
2,087,527.10
98.69 4.33%
2,072,408.60
1,925.00
0.74%
(15,118.50)
Aaa / AA+
NR
7.73 6.54
3133ENQ45 FFCB Note
4.250% Due 09/30/2030
875,000.00 11/30/2022
4.40%
866,250.00
866,347.87
99.42 4.34%
869,954.57
9,400.17
0.31%
3,606.70
Aaa / AA+
NR
7.75 6.47
TOTAL Agency 78,952,500.00 0.87%
79,009,796.89
78,954,711.46 4.50%
74,295,377.98
154,933.48
26.45%
(4,659,333.48)
Aaa / AA+
AAA
1.94 1.84
As of December 31, 2022
26 Attachment A 1555
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
CMO
3136AJB54 FNMA 2014-M4 A2
3.346% Due 03/25/2024
781,689.63 12/18/2019
2.04%
819,674.86
792,206.71
97.93 5.20%
765,502.09
2,179.51
0.27%
(26,704.62)
NR / NR
NR
1.23 1.02
3137F2LJ3 FHLMC K066 A2
3.117% Due 06/25/2027
2,400,000.00 10/20/2022
4.88%
2,234,343.75
2,241,048.88
94.72 4.45%
2,273,329.92
6,234.00
0.81%
32,281.04
NR / NR
AAA
4.48 3.96
TOTAL CMO 3,181,689.63 4.14%
3,054,018.61
3,033,255.59 4.64%
3,038,832.01
8,413.51
1.08%
5,576.42
NR / NR
AAA
3.67 3.22
Corporate
02665WDH1 American Honda Finance Note
1.950% Due 05/10/2023
1,775,000.00 01/07/2020
1.96%
1,774,343.25
1,774,930.33
98.83 5.26%
1,754,262.30
4,903.44
0.63%
(20,668.03)
A3 / AA0.36
0.35 06406RAJ6 Bank of NY Mellon Corp Note
3.450% Due 08/11/2023
3,367,500.00 01/30/2019
3.17%
3,407,371.20
3,372,854.75
99.11 4.95%
3,337,430.68
45,180.63
1.20%
(35,424.07)
A1 / A
AA0.610.59
69371RQ90 Paccar Financial Corp Note
0.350% Due 08/11/2023
242,500.00 08/04/2020
0.39%
242,182.32
242,435.59
97.18 5.09%
235,671.20
330.07
0.08%
(6,764.39)
A1 / A+
NR
0.61 0.60
91159HHV5 US Bancorp Callable Note Cont 1/5/2024
3.375% Due 02/05/2024
1,062,500.00 04/02/2019
2.88%
1,085,598.75
1,067,406.99
98.24 5.04%
1,043,826.10
14,542.97
0.38%
(23,580.89)
A2 / A+
A+
1.10 1.04
58933YAU9 Merck & Co Callable Note Cont 2/7/2024
2.900% Due 03/07/2024
2,312,500.00 11/19/2021
0.78%
2,419,591.87
2,365,913.07
97.86 4.78%
2,262,976.06
21,236.46
0.81%
(102,937.01)
A1 / A+
NR
1.18 1.13
717081ES8 Pfizer Inc. Callable Note Cont 2/15/2024
2.950% Due 03/15/2024
3,200,000.00 06/03/2019
2.37%
3,281,376.00
3,219,442.98
97.79 4.85%
3,129,326.11
27,795.56
1.12%
(90,116.87)
A1 / A+
A
1.21 1.16
57636QAB0 MasterCard Inc Note
3.375% Due 04/01/2024
2,125,000.00 04/02/2019
2.67%
2,194,381.25
2,142,345.31
98.20 4.88%
2,086,672.78
17,929.69
0.75%
(55,672.53)
Aa3 / A+
NR
1.25 1.20
61772BAA1 Morgan Stanley Callable Note Cont 4/5/2023
0.731% Due 04/05/2024
1,332,500.00 Various
0.70%
1,333,334.75
1,332,609.74
98.57 4.89%
1,313,481.37
2,326.92
0.47%
(19,128.37)
A1 / AA+1.26
1.20 023135BW5 Amazon.com Inc Note
0.450% Due 05/12/2024
1,542,500.00 05/10/2021
0.50%
1,540,247.95
1,541,478.77
94.22 4.88%
1,453,417.46
944.78
0.52%
(88,061.31)
A1 / AA
AA1.361.33
931142EL3 Wal-Mart Stores Callable Note Cont 6/8/2024
2.850% Due 07/08/2024
4,100,000.00 05/12/2020
0.90%
4,418,693.00
4,212,378.96
97.24 4.76%
3,986,728.40
56,152.92
1.44%
(225,650.56)
Aa2 / AA
AA
1.52 1.44
91159HHX1 US Bancorp Callable Note Cont 6/28/2024
2.400% Due 07/30/2024
1,650,000.00 08/01/2019
2.38%
1,651,369.50
1,650,416.44
96.17 4.94%
1,586,886.31
16,610.00
0.57%
(63,530.13)
A2 / A+
A+
1.58 1.51
46647PBS4 JP Morgan Chase & Co Callable Note Cont 9/16/2023
0.653% Due 09/16/2024
1,467,500.00 09/09/2020
0.65%
1,467,500.00
1,467,500.00
96.45 5.06%
1,415,451.15
2,794.98
0.50%
(52,048.85)
A1 / AAA1.71
1.64 As of December 31, 2022
27 Attachment A 1556
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
06051GJH3 Bank of America Corp Callable Note Cont 10/24/2023
0.810% Due 10/24/2024
1,907,500.00 10/16/2020
0.81%
1,907,500.00
1,907,500.00
95.98 5.23%
1,830,793.70
2,875.56
0.65%
(76,706.30)
A2 / AAA1.82
1.74 24422EVY2 John Deere Capital Corp Note
1.250% Due 01/10/2025
2,357,500.00 03/08/2022
2.17%
2,298,067.42
2,315,089.09
93.62 4.59%
2,206,994.58
13,997.66
0.79%
(108,094.51)
A2 / A
A
2.03 1.95
594918BB9 Microsoft Callable Note Cont 11/12/2024
2.700% Due 02/12/2025
2,675,000.00 03/04/2021
0.75%
2,863,881.75
2,770,634.55
96.15 4.63%
2,571,904.19
27,886.88
0.92%
(198,730.36)
Aaa / AAA
AAA
2.12 2.00
89236TGT6 Toyota Motor Credit Corp Note
1.800% Due 02/13/2025
1,887,500.00 05/20/2020
1.58%
1,905,940.87
1,895,750.42
94.03 4.80%
1,774,863.68
13,023.75
0.64%
(120,886.74)
A1 / A+
A+
2.12 2.02
66989HAP3 Novartis Capital Corp Callable Note Cont 1/14/2025
1.750% Due 02/14/2025
3,680,000.00 05/08/2020
0.98%
3,809,756.80
3,736,521.70
94.32 4.59%
3,470,825.71
24,507.78
1.24%
(265,695.99)
A1 / AAAA2.13
2.03 023135CE4 Amazon.com Inc Note
3.000% Due 04/13/2025
2,567,500.00 04/11/2022
3.06%
2,563,417.67
2,564,397.28
96.57 4.60%
2,479,352.98
16,688.75
0.89%
(85,044.30)
A1 / AA
AA2.282.16
172967MX6 Citigroup Inc Callable Note Cont 5/1/2024
0.981% Due 05/01/2025
1,355,000.00 Various
0.97%
1,355,119.25
1,355,052.73
93.60 5.42%
1,268,283.92
2,215.43
0.45%
(86,768.81)
A3 / BBB+
A
2.33 2.24
38148LAE6 Goldman Sachs Group Inc. Callable Note Cont
2/22/2025
3.750% Due 05/22/2025
1,817,500.00 02/12/2021
0.78%
2,030,474.65
1,931,251.13
96.79 5.19%
1,759,236.89
7,383.59
0.63%
(172,014.24)
A2 / BBB+
A
2.39 2.24
438516CB0 Honeywell Intl Callable Note Cont 5/1/2025
1.350% Due 06/01/2025
2,000,000.00 09/03/2021
0.80%
2,039,160.00
2,025,037.69
92.53 4.65%
1,850,533.76
2,250.00
0.66%
(174,503.93)
A2 / A
A
2.42 2.33
46647PCM6 JP Morgan Chase & Co Callable Note Cont 8/9/2024
0.768% Due 08/09/2025
1,680,000.00 08/03/2021
0.77%
1,680,000.00
1,680,000.00
92.33 5.28%
1,551,223.85
5,089.28
0.55%
(128,776.15)
A1 / AAA2.61
2.50 63743HFF4 National Rural Utilities Note
5.450% Due 10/30/2025
3,000,000.00 10/31/2022
5.26%
3,015,750.00
3,014,885.41
101.28
4.96%
3,038,531.70
27,704.17
1.09%
23,646.29
A2 / AA2.83
2.58 857477BR3 State Street Bank Callable Note Cont 2/6/2025
1.746% Due 02/06/2026
437,500.00 02/02/2022
1.75%
437,500.00
437,500.00
93.13 5.24%
407,427.52
3,076.72
0.15%
(30,072.48)
A1 / A
AA3.102.00
06051GKM0 Bank of America Corp Callable Note Cont 4/2/2025
3.384% Due 04/02/2026
1,875,000.00 03/17/2022
3.38%
1,875,000.00
1,875,000.00
95.58 5.42%
1,792,103.57
15,686.25
0.64%
(82,896.43)
A2 / AAA3.25
2.99 6174468Q5 Morgan Stanley Callable Note Cont 4/28/2025
2.188% Due 04/28/2026
2,200,000.00 08/24/2022
5.01%
2,072,268.00
2,084,460.17
93.00 5.43%
2,045,932.61
8,423.80
0.73%
(38,527.56)
A1 / AA+3.33
2.21 91324PEC2 United Health Group Inc Callable Note Cont 4/15/2026
1.150% Due 05/15/2026
4,000,000.00 09/19/2022
4.19%
3,592,560.00
3,623,760.36
89.43 4.57%
3,577,327.72
5,877.78
1.27%
(46,432.64)
A3 / A+
A
3.37 3.23
As of December 31, 2022
28 Attachment A 1557
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
87612EBM7 Target Corp Callable Note Cont 12/15/2026
1.950% Due 01/15/2027
2,140,000.00 Various
1.97%
2,137,844.40
2,138,251.98
90.91 4.43%
1,945,431.58
19,242.17
0.70%
(192,820.40)
A2 / A
A
4.04 3.77
665859AW4 Northern Trust Company Callable Note Cont 4/10/2027
4.000% Due 05/10/2027
2,200,000.00 08/24/2022
3.93%
2,206,402.00
2,205,916.54
97.78 4.57%
2,151,065.25
12,466.67
0.77%
(54,851.29)
A2 / A+
A+
4.36 3.93
TOTAL Corporate 61,957,500.00 2.15%
62,606,632.65
61,950,721.98 4.87%
59,327,963.13
419,144.66
21.23%
(2,622,758.85)
A1 / A+
A+
2.11 1.95
Money Market Fund
60934N104 Federated Investors Government Obligations Fund 187,416.49 Various
4.10%
187,416.49
187,416.49
1.00 4.10%
187,416.49
0.00 0.07%
0.00 Aaa / AAA
AAA
0.00 0.00
TOTAL Money Market Fund 187,416.49 4.10%
187,416.49
187,416.49 4.10%
187,416.49
0.00 0.07%
0.00 Aaa / AAA
AAA
0.00 0.00
Municipal Bonds
13063DRJ9 California State TE-GO
2.400% Due 10/01/2023
2,192,500.00 10/16/2019
1.87%
2,236,371.92
2,200,828.95
98.64 4.26%
2,162,594.30
13,155.00
0.77%
(38,234.65)
Aa2 / AAAA0.75
0.73 797272QP9 San Diego Cmnty College Dist TE-GO
2.046% Due 08/01/2024
725,000.00 09/18/2019
2.05%
725,000.00
725,000.00
96.03 4.67%
696,232.00
6,180.63
0.25%
(28,768.00)
Aaa / AAA
NR
1.59 1.52
574193TQ1 Maryland State STE-GO
0.510% Due 08/01/2024
647,500.00 07/23/2020
0.52%
647,318.70
647,428.08
93.73 4.67%
606,882.33
1,375.94
0.22%
(40,545.75)
Aaa / AAA
AAA
1.59 1.54
13077DNC2 California State University TE-REV
0.685% Due 11/01/2024
625,000.00 08/27/2020
0.69%
625,000.00
625,000.00
92.76 4.86%
579,743.75
713.54
0.21%
(45,256.25)
Aa2 / AANR1.84
1.78 13067WRB0 California St Dept of Water TE-REV
0.560% Due 12/01/2024
77,500.00 07/30/2020
0.56%
77,500.00
77,500.00
92.62 4.63%
71,778.18
36.17 0.03%
(5,721.82)
Aa1 / AAA
NR
1.92 1.86
91412HGE7 University of California Callable STE-REV 1X 4/15/2025
0.883% Due 05/15/2025
760,000.00 07/10/2020
0.88%
760,000.00
760,000.00
91.71 4.61%
697,011.20
857.49
0.25%
(62,988.80)
Aa2 / AA
AA
2.37 2.30
341271AD6 Florida State Brd of Admin Fin ST TE-REV
1.258% Due 07/01/2025
1,875,000.00 09/03/2020
1.17%
1,882,423.50
1,878,842.36
91.82 4.77%
1,721,531.25
11,793.75
0.62%
(157,311.11)
Aa3 / AA
AA
2.50 2.39
54438CYK2 Los Angeles Cmnty College Dist STE-GO
0.773% Due 08/01/2025
965,000.00 10/30/2020
0.77%
965,000.00
965,000.00
90.42 4.76%
872,562.65
3,108.10
0.31%
(92,437.35)
Aaa / AA+
NR
2.59 2.49
As of December 31, 2022
29 Attachment A 1558
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
646140DP5 New jersey St Turnpike Auth TE-REV
1.047% Due 01/01/2026
557,500.00 01/22/2021
1.05%
557,500.00
557,500.00
89.68 4.78%
499,938.13
2,918.51
0.18%
(57,561.87)
A1 / AAA+3.01
2.87 TOTAL Municipal Bonds 8,425,000.00 1.26%
8,476,114.12
8,437,099.39 4.61%
7,908,273.79
40,139.13
2.82%
(528,825.60)
Aa2 / AA
AA
1.85 1.78
Negotiable CD
06742TG34 Barclays Bank Yankee CD
1.050% Due 02/01/2023
2,942,500.00 02/03/2022
1.05%
2,942,500.00
2,942,500.00
99.69 4.48%
2,933,457.70
28,493.21
1.05%
(9,042.30)
P-1 / A-1
F-1
0.09 0.09
TOTAL Negotiable CD 2,942,500.00 1.05%
2,942,500.00
2,942,500.00 4.48%
2,933,457.70
28,493.21
1.05%
(9,042.30)
Aaa / AA
AA
0.09 0.09
Supranational
459058JM6 Intl. Bank Recon & Development Note
0.250% Due 11/24/2023
1,870,000.00 11/17/2020
0.32%
1,865,979.50
1,868,799.36
96.12 4.72%
1,797,366.56
480.49
0.64%
(71,432.80)
Aaa / AAA
AAA
0.90 0.88
4581X0DZ8 Inter-American Dev Bank Note
0.500% Due 09/23/2024
4,190,000.00 09/15/2021
0.52%
4,186,899.40
4,188,214.89
93.20 4.64%
3,905,106.15
5,703.06
1.39%
(283,108.74)
Aaa / AAA
NR
1.73 1.68
TOTAL Supranational 6,060,000.00 0.46%
6,052,878.90
6,057,014.25 4.67%
5,702,472.71
6,183.55
2.03%
(354,541.54)
Aaa / AAA
AAA
1.47 1.43
US Treasury
912828S92 US Treasury Note
1.250% Due 07/31/2023
807,500.00 04/02/2019
2.28%
773,307.42
802,930.88
98.03 4.70%
791,601.94
4,224.01
0.28%
(11,328.94)
Aaa / AA+
AAA
0.58 0.57
912828T26 US Treasury Note
1.375% Due 09/30/2023
2,500,000.00 08/07/2019
1.46%
2,491,503.90
2,498,473.62
97.56 4.73%
2,439,062.50
8,782.62
0.87%
(59,411.12)
Aaa / AA+
AAA
0.75 0.73
912828WE6 US Treasury Note
2.750% Due 11/15/2023
2,662,500.00 03/06/2019
2.52%
2,689,437.01
2,667,500.57
98.30 4.76%
2,617,154.96
9,506.30
0.93%
(50,345.61)
Aaa / AA+
AAA
0.87 0.85
91282CAW1 US Treasury Note
0.250% Due 11/15/2023
1,572,500.00 10/04/2021
0.30%
1,570,780.08
1,571,789.70
96.16 4.80%
1,512,056.25
510.41
0.54%
(59,733.45)
Aaa / AA+
AAA
0.87 0.85
912828U57 US Treasury Note
2.125% Due 11/30/2023
4,257,500.00 01/07/2019
2.52%
4,181,330.66
4,243,298.21
97.66 4.76%
4,158,049.06
7,953.57
1.48%
(85,249.15)
Aaa / AA+
AAA
0.92 0.89
9128285U0 US Treasury Note
2.625% Due 12/31/2023
230,000.00 01/30/2019
2.56%
230,682.81
230,138.46
97.96 4.73%
225,319.04
16.68 0.08%
(4,819.42)
Aaa / AA+
AAA
1.00 0.97
9128286G0 US Treasury Note
2.375% Due 02/29/2024
1,709,500.00 08/11/2021
0.35%
1,797,579.32
1,749,570.42
97.43 4.67%
1,665,494.05
13,795.24
0.60%
(84,076.37)
Aaa / AA+
AAA
1.16 1.12
912828W71 US Treasury Note
2.125% Due 03/31/2024
2,965,000.00 01/05/2022
0.88%
3,046,537.50
3,010,520.94
96.91 4.71%
2,873,268.83
16,097.75
1.03%
(137,252.11)
Aaa / AA+
AAA
1.25 1.20
As of December 31, 2022
30 Attachment A 1559
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
91282CBV2 US Treasury Note
0.375% Due 04/15/2024
1,570,000.00 10/04/2021
0.40%
1,569,141.40
1,569,562.32
94.66 4.69%
1,486,226.37
1,261.61
0.53%
(83,335.95)
Aaa / AA+
AAA
1.29 1.26
912828X70 US Treasury Note
2.000% Due 04/30/2024
2,257,500.00 06/03/2019
1.90%
2,267,729.29
2,260,270.08
96.52 4.73%
2,178,839.67
7,732.87
0.78%
(81,430.41)
Aaa / AA+
AAA
1.33 1.29
912828XX3 US Treasury Note
2.000% Due 06/30/2024
5,715,000.00 07/01/2019
1.78%
5,773,935.94
5,732,642.01
96.21 4.64%
5,498,452.94
315.75
1.95%
(234,189.07)
Aaa / AA+
AAA
1.50 1.45
9128282N9 US Treasury Note
2.125% Due 07/31/2024
1,250,000.00 08/07/2019
1.47%
1,289,453.12
1,262,514.82
96.22 4.63%
1,202,735.00
11,115.83
0.43%
(59,779.82)
Aaa / AA+
AAA
1.58 1.52
91282CCT6 US Treasury Note
0.375% Due 08/15/2024
3,010,000.00 08/19/2021
0.42%
3,006,002.34
3,007,830.78
93.46 4.60%
2,813,055.70
4,263.49
1.00%
(194,775.08)
Aaa / AA+
AAA
1.62 1.58
9128282U3 US Treasury Note
1.875% Due 08/31/2024
7,137,500.00 Various
1.28%
7,335,869.62
7,206,001.45
95.70 4.59%
6,830,530.40
45,471.99
2.44%
(375,471.05)
Aaa / AA+
AAA
1.67 1.60
91282CCX7 US Treasury Note
0.375% Due 09/15/2024
1,577,500.00 10/04/2021
0.50%
1,571,769.24
1,574,178.82
93.25 4.53%
1,471,080.27
1,764.88
0.52%
(103,098.55)
Aaa / AA+
AAA
1.71 1.66
9128283D0 US Treasury Note
2.250% Due 10/31/2024
1,700,000.00 11/01/2019
1.57%
1,755,582.03
1,720,408.55
96.10 4.49%
1,633,660.90
6,551.10
0.58%
(86,747.65)
Aaa / AA+
AAA
1.84 1.76
912828YM6 US Treasury Note
1.500% Due 10/31/2024
1,060,000.00 01/12/2021
0.35%
1,106,043.75
1,082,208.56
94.80 4.49%
1,004,847.14
2,723.20
0.36%
(77,361.42)
Aaa / AA+
AAA
1.84 1.77
9128283J7 US Treasury Note
2.125% Due 11/30/2024
5,457,500.00 Various
1.66%
5,578,317.09
5,504,299.90
95.78 4.45%
5,227,046.15
10,195.33
1.86%
(277,253.75)
Aaa / AA+
AAA
1.92 1.84
912828ZC7 US Treasury Note
1.125% Due 02/28/2025
4,472,500.00 08/19/2021
0.53%
4,565,793.56
4,529,605.21
93.42 4.35%
4,178,120.05
17,096.19
1.49%
(351,485.16)
Aaa / AA+
AAA
2.16 2.09
912828ZL7 US Treasury Note
0.375% Due 04/30/2025
2,997,500.00 04/05/2021
0.70%
2,958,391.99
2,975,099.86
91.34 4.32%
2,737,793.60
1,925.19
0.97%
(237,306.26)
Aaa / AA+
AAA
2.33 2.27
912828ZW3 US Treasury Note
0.250% Due 06/30/2025
1,597,500.00 10/04/2021
0.70%
1,571,103.81
1,579,857.35
90.66 4.23%
1,448,296.70
11.03 0.51%
(131,560.65)
Aaa / AA+
AAA
2.50 2.44
91282CAJ0 US Treasury Note
0.250% Due 08/31/2025
8,820,000.00 Various
0.56%
8,710,250.00
8,748,043.71
90.01 4.26%
7,939,031.94
7,492.12
2.82%
(809,011.77)
Aaa / AA+
AAA
2.67 2.60
91282CAT8 US Treasury Note
0.250% Due 10/31/2025
3,500,000.00 10/04/2021
0.78%
3,425,898.44
3,448,438.08
89.51 4.22%
3,132,773.00
1,498.62
1.11%
(315,665.08)
Aaa / AA+
AAA
2.84 2.76
91282CAZ4 US Treasury Note
0.375% Due 11/30/2025
6,772,500.00 Various
0.94%
6,619,508.79
6,663,991.29
89.54 4.23%
6,063,771.42
2,232.70
2.16%
(600,219.87)
Aaa / AA+
AAA
2.92 2.84
91282CBC4 US Treasury Note
0.375% Due 12/31/2025
6,400,000.00 01/11/2021
0.49%
6,363,250.00
6,377,828.51
89.46 4.15%
5,725,497.60
66.30 2.03%
(652,330.91)
Aaa / AA+
AAA
3.00 2.92
9128286A3 US Treasury Note
2.625% Due 01/31/2026
1,707,500.00 02/04/2021
0.46%
1,890,055.76
1,820,319.86
95.64 4.14%
1,633,063.25
18,756.98
0.59%
(187,256.61)
Aaa / AA+
AAA
3.09 2.89
As of December 31, 2022
31 Attachment A 1560
Holdings Report
City of Stockton Reserve Portfolio - Account #10020
CUSIP Security Description Par Value/Units Purchase Date Book Yield
Cost Value
Book Value
Mkt Price
Mkt YTM
Market Value
Accrued Int.
% of Port.
Gain/Loss
Moody/S&P
Fitch
Maturity
Duration
91282CBH3 US Treasury Note
0.375% Due 01/31/2026
17,305,000.00 Various
0.79%
16,971,456.65
17,087,368.51
89.06 4.19%
15,411,590.73
27,156.63
5.49%
(1,675,777.78)
Aaa / AA+
AAA
3.09 3.00
91282CBQ3 US Treasury Note
0.500% Due 02/28/2026
12,670,000.00 Various
0.94%
12,437,181.06
12,499,017.76
89.21 4.18%
11,303,021.04
21,525.00
4.02%
(1,195,996.72)
Aaa / AA+
AAA
3.16 3.07
91282CCF6 US Treasury Note
0.750% Due 05/31/2026
8,320,000.00 Various
0.80%
8,301,545.71
8,307,379.77
89.29 4.14%
7,429,177.60
5,485.71
2.64%
(878,202.17)
Aaa / AA+
AAA
3.42 3.30
91282CCZ2 US Treasury Note
0.875% Due 09/30/2026
3,700,000.00 04/05/2022
2.77%
3,406,746.09
3,454,935.03
88.91 4.10%
3,289,821.70
8,271.63
1.17%
(165,113.33)
Aaa / AA+
AAA
3.75 3.61
912828V98 US Treasury Note
2.250% Due 02/15/2027
2,650,000.00 09/30/2022
4.07%
2,458,185.55
2,469,341.74
93.19 4.06%
2,469,572.10
22,521.40
0.89%
230.36
Aaa / AA+
AAA
4.13 3.84
91282CBJ9 US Treasury Note
0.750% Due 01/31/2028
540,000.00 03/14/2022
2.15%
498,382.03
504,039.59
85.19 4.00%
460,012.50
1,694.84
0.16%
(44,027.09)
Aaa / AA+
AAA
5.09 4.87
91282CCY5 US Treasury Note
1.250% Due 09/30/2028
525,000.00 03/14/2022
2.17%
495,591.79
499,183.26
86.07 3.99%
451,869.08
1,676.68
0.16%
(47,314.18)
Aaa / AA+
AAA
5.75 5.42
9128286B1 US Treasury Note
2.625% Due 02/15/2029
500,000.00 03/21/2022
2.33%
509,433.59
508,367.54
92.63 3.99%
463,125.00
4,957.54
0.17%
(45,242.54)
Aaa / AA+
AAA
6.13 5.51
912828YB0 US Treasury Note
1.625% Due 08/15/2029
520,000.00 03/21/2022
2.29%
496,518.75
498,994.58
86.99 3.87%
452,339.16
3,191.71
0.16%
(46,655.42)
Aaa / AA+
AAA
6.63 6.12
912828Z94 US Treasury Note
1.500% Due 02/15/2030
542,500.00 04/06/2022
2.66%
498,040.43
502,149.88
85.45 3.86%
463,540.75
3,073.68
0.17%
(38,609.13)
Aaa / AA+
AAA
7.13 6.58
91282CAE1 US Treasury Note
0.625% Due 08/15/2030
587,500.00 04/06/2022
2.65%
498,755.37
506,471.03
78.95 3.84%
463,826.55
1,386.93
0.17%
(42,644.48)
Aaa / AA+
AAA
7.63 7.27
91282CBL4 US Treasury Note
1.125% Due 02/15/2031
565,000.00 04/06/2022
2.63%
498,104.88
503,589.78
81.76 3.75%
461,953.61
2,400.87
0.17%
(41,636.17)
Aaa / AA+
AAA
8.13 7.56
91282CCS8 US Treasury Note
1.250% Due 08/15/2031
562,500.00 04/06/2022
2.63%
498,515.62
503,483.64
81.36 3.80%
457,668.56
2,655.83
0.16%
(45,815.08)
Aaa / AA+
AAA
8.63 7.95
TOTAL US Treasury 132,694,500.00 1.16%
131,707,712.39
131,681,646.07 4.35%
122,064,347.11
307,360.21
43.48%
(9,617,298.96)
Aaa / AA+
AAA
2.53 2.44
TOTAL PORTFOLIO 299,616,015.99 1.30%
299,251,229.41
298,458,914.52 4.54%
280,456,557.78
966,108.71
100.00%
(18,002,356.74
)
Aa1 / AA
AAA
2.24 2.09
TOTAL MARKET VALUE PLUS ACCRUALS 281,422,666.49
As of December 31, 2022
32 Attachment A 1561
SECTION | Section 4 | Transactions
33 Attachment A 1562
Transaction Ledger
City of Stockton Reserve Portfolio - Account #10020
Transaction
Type
Settlement
Date CUSIP Quantity Security Description Price Acq/DispYield Amount InterestPur/Sold Total Amount Gain/Loss
ACQUISITIONS
Purchase 10/25/2022 3137F2LJ3 2,400,000.00 FHLMC K066 A2
3.117% Due: 06/25/2027
93.098 4.88% 2,234,343.75 4,987.20 2,239,330.95 0.00
Purchase 11/02/2022 63743HFF4 3,000,000.00 National Rural Utilities Note
5.45% Due: 10/30/2025
100.525 5.26% 3,015,750.00 908.33 3,016,658.33 0.00
Purchase 11/30/2022 3133ENQ45 875,000.00 FFCB Note
4.25% Due: 09/30/2030
99.000 4.40% 866,250.00 6,197.92 872,447.92 0.00
Purchase 12/27/2022 3133EN4V9 2,100,000.00 FFCB Note
4.125% Due: 09/23/2030
99.405 4.22% 2,087,505.00 962.50 2,088,467.50 0.00
Subtotal 8,375,000.00 8,203,848.75 13,055.95 8,216,904.70 0.00 TOTAL ACQUISITIONS 8,375,000.00 8,203,848.75 13,055.95 8,216,904.70 0.00
DISPOSITIONS
Sale 10/06/2022 22552G3C2 2,032,500.00 Credit Suisse New York Yankee CD
0.59% Due: 03/17/2023
98.013 0.59% 1,992,114.23 6,762.01 1,998,876.24 -40,385.77 Sale 11/01/2022 912828WE6 2,800,000.00 US Treasury Note
2.75% Due: 11/15/2023
98.137 2.52% 2,747,828.13 35,570.65 2,783,398.78 -58,439.45 Subtotal 4,832,500.00 4,739,942.36 42,332.66 4,782,275.02 -98,825.22 Maturity 12/02/2022 23341VZT1 1,810,000.00 DNB NOR BANK ASA NY Yankee CD
2.04% Due: 12/02/2022
100.000 1,810,000.00 18,769.70 1,828,769.70 0.00
Subtotal 1,810,000.00 1,810,000.00 18,769.70 1,828,769.70 0.00 Security
Withdrawal
10/07/2022 14042WAC4 0.01 Capital One Prime Auto Trust 2019-1 A3
2.51% Due: 11/15/2023
100.000 2.52% 0.01 0.00 0.01 0.00
Subtotal 0.01 0.01 0.00 0.01 0.00
TOTAL DISPOSITIONS 6,642,500.01 6,549,942.37 61,102.36 6,611,044.73 -98,825.22 September 30, 2022 through December 31, 2022
As of December 31, 2022
34 Attachment A 1563
Important Disclosures
2022 Chandler Asset Management, Inc, An Independent Registered Investment Adviser.
Information contained herein is confidential. Prices are provided by ICE Data Services Inc (“IDS”), an independent pricing source. In the event IDS does not provide a price or if the price provided is not reflective of fair market value, Chandler will obtain pricing from an alternative approved third party pricing source in accordance with our written valuation policy and procedures. Our valuation procedures are also disclosed in Item 5 of our Form ADV Part 2A.
Performance results are presented gross-of-advisory fees and represent the client’s Total Return. The deduction of advisory fees lowers performance results. These results include the reinvestment of dividends and other earnings. Past performance may not be indicative of future results. Therefore, clients should not assume that future performance of any specific investment or investment strategy will be profitable or equal to past performance levels. All investment strategies have the potential for profit or loss. Economic factors, market conditions or changes in investment strategies, contributions or withdrawals may materially alter the performance and results of your portfolio.
Index returns assume reinvestment of all distributions. Historical performance results for investment indexes generally do not reflect the deduction of transaction and/or custodial charges or the deduction of an investment management fee, the incurrence of which would have the effect of decreasing historical performance results. It is not possible to invest directly in an index.
Source ICE Data Indices, LLC ("ICE"), used with permission. ICE permits use of the ICE indices and related data on an "as is" basis; ICE, its affiliates and their respective third party suppliers disclaim any and all warranties and representations, express and/or implied, including any warranties of merchantability or fitness for a particular purpose or use, including the indices, index data and any data included in, related to, or derived therefrom. Neither ICE data, its affiliates or their respective third party providers guarantee the quality, adequacy, accuracy, timeliness or completeness of the indices or the index data or any component thereof, and the indices and index data and all components thereof are provided on an "as is" basis and licensee's use it at licensee's own risk. ICE data, its affiliates and their respective third party do not sponsor, endorse, or recommend chandler asset management, or any of its products or services.
This report is provided for informational purposes only and should not be construed as a specific investment or legal advice. The information contained herein was obtained from sources believed to be reliable as of the date of publication, but may become outdated or superseded at any time without notice. Any opinions or views expressed are based on current market conditions and are subject to change. This report may contain forecasts and forward-looking statements which are inherently limited and should not be relied upon as indicator of future results. Past performance is not indicative of future results. This report is not intended to constitute an offer, solicitation, recommendation or advice regarding any securities or investment strategy and should not be regarded by recipients as a substitute for the exercise of their own judgment.
Fixed income investments are subject to interest, credit and market risk. Interest rate risk: the value of fixed income investments will decline as interest rates rise. Credit risk: the possibility that the borrower may not be able to repay interest and principal. Low rated bonds generally have to pay higher interest rates to attract investors willing to take on greater risk. Market risk: the bond market in general could decline due to economic conditions, especially during periods of rising interest rates.
Ratings information have been provided by Moody’s, S&P and Fitch through data feeds we believe to be reliable as of the date of this statement, however we cannot guarantee its accuracy.
Security level ratings for U.S. Agency issued mortgage-backed securities (“MBS”) reflect the issuer rating because the securities themselves are not rated. The issuing U.S. Agency guarantees the full and timely payment of both principal and interest and carries a AA+/Aaa/AAA by S&P, Moody’s and Fitch respectively.
As of December 31, 2022
35 Attachment A 1564
Benchmark Disclosures
ICE BofA 1-5 Yr US Treasury & Agency Index
The ICE BofA 1-5 Year US Treasury & Agency Index tracks the performance of US dollar denominated US Treasury and nonsubordinated US agency debt issued in the US domestic market. Qualifying securities must have an investment grade rating (based on an average of Moody’s, S&P and Fitch). Qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to maturity at time of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for sovereigns and $250 million for agencies.
ICE BofA 1-5 Yr AAA-A US Corp & Govt Index
The ICE BofA US 1-5 Year AAA-A US Corporate & Government Index tracks the performance of US dollar denominated investment grade debt publicly issued in the US domestic market, including US Treasury, US agency, foreign government, supranational, and corporate securities. Qualifying securities must be issued from US issuers and be rated AAA through A3 (based on an average of Moody’s, S&P and Fitch). In addition, qualifying securities must have at least one year remaining term to final maturity and less than five years remaining term to final maturity, at least 18 months to final maturity at point of issuance, a fixed coupon schedule, and a minimum amount outstanding of $1 billion for US Treasuries and $250 million for all other securities.
As of December 31, 2022
36 Attachment A 1565
�
CITY OF STOCKTON
ADMINISTRATIVE SERVICES
City Hall• 425 N. El Dorado Street • Stockton, CA 95202-1997 • 209 I 937-8460 • Fax 209 / 937-8844 www.stocktongov.com
January 24, 2023
SUBJECT CERTIFICATION OF QUARTERLY INVESTMENT REPORT FOR QUARTER ENDED DECEMBER 31 1 2022
I hereby certify:
1) All investment actions executed since the last quarterly report have been made in full compliance with California Government Code (CGC) 53601; and 2) That the City of Stockton will meet its expenditure obligations for the next six months, as described in CGC 53646(b)(2) and (3) respectively.
KIMB
CHIEF FINANCIAL OFFICER
Attachment B 1566
City of Stockton
Investment Portfolio Update Presentation
February 7, 2023
City Council Meeting
Agenda Item 15.3
0 1567
Professional Management of City’s Portfolio
▸ PFM Asset Management▸ Chandler Asset Management▸ City’s Liquidity Management: Bank, LAIF, CAMPCity’s Investment Policy▸ Safety: Diversification & Credit Quality▸ Liquidity: Duration & Interest Rate Risk▸ Yield: Time Horizon & Yield CurveManaging the City’s Cash Flows▸ Timing of large cash outflows▸ Liquidity in the portfolio to meet the needs▸ Adequate positioning of funds to capitalize on market conditions Investment Management of Public Funds
1 1568
Investment Program Snapshot
2 Program Summary
Reserve Portfolio $573,735,366
Yield at Cost 1.43%
Average Duration 2.25Average Credit Quality AA
Short-Term Portfolio $109,922,916
Yield at Cost 3.09%
Average Duration 0.25Average Credit Quality A-1
Overnight Accounts
BoW Main Account $60,400,763CAMP Pool $40,584,621Local Agency Investment Fund $55,000,000 Total Program $839,643,666
U.S.
Treasury
32%
Federal
Agency
16%
Agency MBS
1% Supranational
1%
Municipal
2%
Commercial Paper
7%
Negotiable
CD7%
Corporate
14%
AssetBacked
1%
MMF
<1%
LAIF
7%
CAMP
5%
Cash
<1%
BoW
7%
Sector Allocation
22.3%
0.7%
2.6%
9.0% 8.7%
15.2%
21.9%
13.4%
3.6%
1.0% 1.7%
$0 0.0%
$40$80
$120$160$200
30 Days
and
Under
31 to 60
days
61 to 90
days
91 to 180
days
181 to 1
year
1 to 2
years
2 to 3
years
3 to 4
years
4 to 5
years
5 to 7
years
7 to 10
years
Over 10
years
Millions
Maturity Distribution
1569
Pandemic
Responses
Consequences
The Pivot
Resetting
Expectations
A Look Back
Monetary stimulusFiscal stimulusHealthcare mobilization Supply chain challengesConsumer demand for goods, then servicesSoaring energy pricesInflationFed starts aggressive series of rate hikesQuantitative tightening beginsForward expectations Widespread re-pricing of financial assetsExpectations for slowing economic growthHeightened vulnerability
1.5%
-5.3%
-9.5%
-18.1%
-20%-15%-10%
-5%
0%5%
Cash
1-5 Year
Gov/Corp A
or Better
Barclays U.S.
Bond
Aggregate S&P 500
2022 Asset Class Returns
Source: Bloomberg, as of December 31, 2022. 3
1570
Recent Interest Rate Trends
Source: Bloomberg, as of 1/17/2023. 4
0.0%1.0%2.0%3.0%4.0%5.0%
Jan 21
Jan 22
Jan 23
3-Month Treasury Yield
January 1, 2021 – January 17, 2023
0.0%1.0%2.0%3.0%4.0%5.0%
Jan 21
Jan 22
Jan 23
10-Year Treasury Yield
January 1, 2021 – January 17, 2023
• Interest rates moved up sharply in 2022, in response to Federal Reserve monetary policy, creating new opportunities for the City’s funds.
Opened Short-Term Portfolio in
March 2022; have continued to
roll short-term maturities,
capturing move up in rates
Began increasing Reserve
allocation to longer-maturity
securities in March 2022, as yield
moved above 2% for first time
since 2019
1571
Looking Forward
5 Market Conditions• Inflation expected to moderate in 2023• Fed Funds rate expected to peak in the first half of 2023• Interest rates may stabilize, trend lower in latter half of year• Expectations for a modest yet broad economic downturnPortfolio Strategy• Continue to capture opportunities for enhanced return in the City’s portfolios• Shift from shorter-term investments into longer-term, 5+ year, maturities• Regularly evaluate allocation between overnight funds and invested funds to maintain optimal allocation
• Maintain a strong sense of safety and risk management 1572
Disclaimer
Investment advisory services are provided by PFM Asset Management LLC (“PFMAM”), an investment adviser registered with the U.S. Securities and Exchange Commission and a subsidiary of U.S. Bancorp Asset Management, Inc. (“USBAM”). USBAM is a subsidiary of U.S. Bank National Association (“U.S. Bank”). U.S. Bank is a separate entity and subsidiary of U.S. Bancorp. U.S. Bank is not responsible for and does not guarantee the products, services or performance of PFMAM. The information contained is not an offer to purchase or sell any securities. Additional applicable regulatory information is available upon request. For more information regarding PFMAM’s services please visit www.pfmam.com.
Disclaimer
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City of Stockton
Legislation Text
File #: 23-0077, Version: 1
ACCEPT BY MOTION THE INDEPENDENT AUDIT OF THE ANNUAL COMPREHENSIVE FINANCIAL REPORT FOR THE FISCAL YEAR ENDED JUNE 30, 2022
RECOMMENDATION
It is recommended that the City Council accept by motion the independent audit of the Annual Comprehensive Financial Report for the year ended June 30, 2022.
Summary
This report transmits the final audited Annual Comprehensive Financial Report (ACFR) for the year ended June 30, 2022 (Attachment A). A link to the electronic version of the ACFR can be found at the end of this staff report. The City received an unmodified (or “clean”) audit opinion validating the fair presentation of its financial position as of June 30, 2022. The ACFR reflects the City’s improved financial condition achieved through rigorous financial planning and use of its Long-Range Financial Plan. The City’s net position (assets compared to liabilities) improved by $217 million or 13.8% from the prior fiscal year. During the audit, the auditor noted one audit finding related to the City’s internal control over financial reporting which is related to the correction in Successor Agency fund regarding cash with fiscal agent and stale balances. On January 30, 2023, the Council Audit Committee received, reviewed, and acted to accept the independent audit of the ACFR and submit it to Council for acceptance.
DISCUSSION
Background
The City Charter (Section 1910) requires the City to have an annual audit conducted by an independent firm of Certified Public Accountants. The Charter further stipulates the audit is to be made in accordance with generally accepted audit standards for audits of public agencies. Federal and State grant agreements and bond indentures also require the City to have an annual audit. To ensure compliance with these requirements, the City contracts with an independent audit firm. The City’s external audit firm, The Pun Group, completed the independent audit and issued the audit report for the fiscal year ended June 30, 2022.
Present Situation
The ACFR is a comprehensive document reflecting the financial position of all City operations and its related component units. The City prepared the Fiscal Year (FY) 2021-22 ACFR in conformance with Generally Accepted Accounting Principles (GAAP) and with the additional requirements of presentation as set forth by the Government Finance Officers Association. The ACFR’s Transmittal Letter and Management’s Discussion and Analysis provide an overview and analysis of the financial City of Stockton Page 1 of 3 Printed on 2/2/2023
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File #: 23-0077, Version: 1
activities of the year ended June 30, 2022. While the City’s focus tends to be on the General Fund, the audit includes an examination of all City funds.
General Fund Results
The General Fund continues to reflect the City’s sound management practices and prudent financial decisions as steady growth and improved financial results are evident in the audit report for FY 2021-
22. The ACFR financial statements reflect on page 22, the consolidated General Fund balance of $178.6 million in accordance with GASB 34 and include the Council-approved reserves. The full $178.6 million fund balance includes available and restricted fund balances for the General Fund as well as the Library, Recreation, Boat Launch, Entertainment Venues, Emergency Communications, and Pooled Investment funds. The total fund balance as presented is split into five categories: Nonspendable, Restricted, Committed, Assigned, and Unassigned. The City’s General Fund reserve policy calls for the City to maintain a 17% operating reserve (approximately two months of expenditure) and establishes additional reserves for known contingencies, unforeseen revenue changes, infrastructure failures, and catastrophic events. Council action taken to fully fund known contingency reserves at $55.3 million and increase the risk-based reserves to $10.8 million is reflected in the Committed fund balance. Other fund balance commitments include $5.7 million for Council priority projects, $33.4 million committed to Capital projects, $10.4 million for budgeted commitments, $7.3 million in encumbrances, $5.3 million in restricted balances, and $2.1 million of items in a non-spendable form. The remaining balance of $43.2 million (as of June 30, 2022) is unassigned, consisting of $3.5 million in the Venues fund, a negative $44,000 in the Emergency Communications fund, and $39.7 million in the General Fund excluding related funds.
Deficit Fund Balances
The Internal Service Fund for the Successor Agency to the Redevelopment Agency, and the Parking Authority funds have reported deficit fund balances.
· The Successor Agency to the Redevelopment Agency has a deficit fund balance that is not included in the City’s net position. The fund has a bond payable balance that creates the liability and will be paid back by future tax increment payments. · The Parking Authority Fund has an accumulated deficit fund balance of approximately $5.4 million as of June 30, 2022. This deficit is due to a long-term bond payable balance and an interfund loan borrowing from the Worker’s Compensation Fund of approximately $8.9 million that was used to refund debt. Annual operating revenues have also been impacted by the COVID-19 pandemic, with reduced parking revenues from special events.
Independent Auditor’s Report on the Financial Statements The City’s external independent audit firm, The Pun Group, completed its review of the annual Financial Statements for the fiscal year ended June 30, 2022, and has issued an unmodified (or “clean”) audit opinion validating the fair presentation of the City’s financial position as of June 30, 2022. In the Independent Auditor’s Report (page 1 of the ACFR), the auditor has opined that the balances in the financial statements are presented fairly in all material respects and are in conformity with GAAP.
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File #: 23-0077, Version: 1
Audit Adjustments
Auditing standards require reporting any adjustments to the financial statements made by the independent auditor. The external auditor did not propose any additional audit adjustments that, in their judgment, could have a significant effect on the City’s financial statements.
Audit Findings
The auditor noted one audit finding related to the City’s internal control over financial reporting with the following two deficiencies during the FY 2021-22 audit:
1. Prior Period Adjustment: The City missed the recording of cash for fiscal agent in FY 2020-21 in the Successor Agency fund in the amount of $1.9 million cash.
2. Stale balances for receivables and payables.
Management Response: The City acknowledges the identified deficiencies and is dedicated to improving in these areas. As part of FY 2021-22 year end review, staff has taken additional measures to develop several reconciliation tools that will enhance their ability to review each fund. With the implementation of the new financial system, staff has not had capacity to perform indepth research on all receivable and payable balances. Many of the balances have been allowed for and do not effect the overall financial picture. Staff will look into whether some of these stale balances are subject to write off in accordance with the City’s Uncollectible Accounts Policy.
The City continues to demonstrate progress towards improving its internal controls by updating financial policies and procedures, resolving old audit findings, and gaining familiarity with the new financial system.
Other Outstanding Audits
The City prepares a separate Single Audit in conformity with the Federal Single Audit Act and guidance from the U.S. Office of Management and Budget regarding Audits of State and Local Governments. This report is required to be filed with the federal clearinghouse on or before March 31 st each year. The Single Audit for FY 2021-22 is still in progress and will be submitted on-time.
Filings with the State Controller’s Office
The City prepares a City Financial Transactions Report to be submitted to the California State Controller’s Office by January 31, 2023. The FY 2021-22 report was filed on January 30, 2023.
FINANCIAL SUMMARY
There is no financial impact associated with accepting this report.
Attachment A - The Annual Comprehensive Financial Report for the fiscal year ended June 30, 2022 (can be found on file in the City Clerk’s Office at City Hall) or on the City’s website:
<http://www.stocktongov.com/government/departments/adminServices/finRep.html> City of Stockton Page 3 of 3 Printed on 2/2/2023
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)< $118$/&2035(+(16,9(),1$1&,$/5(3257
ATTACHMENT A 1577
ATTACHMENT A 1578
CITY OF STOCKTON, CALIFORNIA
ANNUAL COMPREHENSIVE
FINANCIAL REPORT
WITH REPORT ON FINANCIAL STATEMENTS
BY INDEPENDENT
CERTIFIED PUBLIC ACCOUNTANTS
FOR THE YEAR ENDED
JUNE 30, 2022
Prepared by:
Administrative Services Department
Kimberly Trammel
Chief Financial Officer
ATTACHMENT A 1579
ATTACHMENT A 1580
City of Stockton
Annual Comprehensive Financial Report
For the Year Ended June 30, 2022
Table of Contents
i
Page
INTRODUCTORY SECTION (Unaudited)
Table of Contents ............................................................................................................................................................ i Letter of Transmittal ...................................................................................................................................................... v City Council .................................................................................................................................................................. xi Organizational Chart/Principal Officials .................................................................................................................... xii
FINANCIAL SECTION
Independent Auditors’ Report on the Financial Statements ................................................................................... 1 Management’s Discussion and Analysis
(Required Supplementary Information) (Unaudited) .............................................................................................. 5 Basic Financial Statements:
Government-Wide Financial Statements:
Statement of Net Position ............................................................................................................................... 17 Statement of Activities ................................................................................................................................... 18 Fund Financial Statements:
Governmental Fund Financial Statements:
Balance Sheet ........................................................................................................................................... 22 Reconciliation of the Governmental Funds Balance Sheet
to the Government-Wide Statement of Net Position ......................................................................... 23 Statement of Revenues, Expenditures, and
Changes in Fund Balances ................................................................................................................. 24 Reconciliation of the Governmental Funds Statement of Revenues, Expenditures, and Changes in Fund Balances to the Government-Wide Statement of Activities ...................................................................................................................... 25 Proprietary Fund Financial Statements:
Statement of Net Position ......................................................................................................................... 28 Statement of Revenues, Expenses, and Changes in Net Position ............................................................ 32 Statement of Cash Flows .......................................................................................................................... 34 Fiduciary Fund Financial Statements:
Statement of Fiduciary Net Position ........................................................................................................ 40 Statement of Changes in Fiduciary Net Position ..................................................................................... 41 Notes to the Basic Financial Statements ............................................................................................................ 45 ATTACHMENT A 1581
City of Stockton
Annual Comprehensive Financial Report
For the Year Ended June 30, 2022
Table of Contents (Continued)
ii
Page
FINANCIAL SECTION (Continued)
Required Supplementary Information (Unaudited)
Budget Process ................................................................................................................................................... 109 Budget Basis of Accounting .............................................................................................................................. 110 Budgetary Comparison Schedule:
General Fund ................................................................................................................................................ 112 CDBG, NSP Housing Grants Special Revenue Fund ................................................................................... 114 Special Grants Special Revenue Fund .......................................................................................................... 115 Schedule of Changes in Net Pension Liability and Related Ratios California Public Employees’ Retirement System Defined Benefit Plan ..................................................... 116 California Public Employees' Retirement System ("CalPERS") - Safety Plan ............................................ 118 PARS Enhancement Plan ............................................................................................................................. 120 Schedule of Contributions - Pensions:
California Public Employees’ Retirement System Defined Benefit Plan ..................................................... 122 California Public Employees' Retirement System ("CalPERS") - Safety Plan ............................................ 124 PARS Enhancement Plan ............................................................................................................................. 126 Supplementary Information:
Nonmajor Governmental Funds:
Combining Balance Sheet ............................................................................................................................ 131 Combining Statement of Revenues, Expenditures, and Changes in Fund Balances .................................... 134 Internal Service Funds:
Combining Statement of Net Position .......................................................................................................... 138 Combining Statement of Revenue, Expenses, and Changes in Net Position ............................................... 140 Combining Statement of Cash Flows ........................................................................................................... 142 Custodial Funds:
Combining Statement of Net Position .......................................................................................................... 148 Combining Statement of Changes in Fiduciary Net Position ....................................................................... 149 Schedule of Sources and Uses – Measure A and B ......................................................................................... 150 ATTACHMENT A 1582
City of Stockton
Annual Comprehensive Financial Report
For the Year Ended June 30, 2022
Table of Contents (Continued)
iii
Page
STATISTICAL SECTION (Unaudited)
Statistical Section Overview ................................................................................................................................... 151 Financial Trends:
Net Position by Classification ............................................................................................................................. 152 Changes in Net Position ...................................................................................................................................... 154 Fund Balance, Governmental Funds ................................................................................................................... 158 Changes in Fund Balance of Governmental Funds ............................................................................................. 160 Tax Revenues by Source, Governmental Funds ................................................................................................. 164 Revenue Capacity:
Assessed Value and Estimated Actual Value of Taxable Property ..................................................................... 166 Direct and Overlapping Property Tax Rates ....................................................................................................... 168 Principal Property Taxpayers .............................................................................................................................. 169 Secured Property Tax Levies and Collections .................................................................................................... 170 Water Sold by Customer Type ............................................................................................................................ 171 Water and Wastewater Utility Rates ................................................................................................................... 173 Debt Capacity:
Ratios of Outstanding Debt by Type ................................................................................................................... 174 Ratios of General Bonded Debt Outstanding ...................................................................................................... 176 Direct and Overlapping Governmental Activities Debt ...................................................................................... 177 Legal Debt Margin Information .......................................................................................................................... 178 Pledged-Revenue Coverage ................................................................................................................................ 180 Demographic and Economic Information:
Demographic and Economic Statistics ............................................................................................................... 183 Principal Employers ........................................................................................................................................... 184 Operating Information:
Full-Time City Employees by Function .............................................................................................................. 185 Operating Indicators by Function ........................................................................................................................ 186 Capital Assets Statistics by Function/Program/Department ............................................................................... 189 ATTACHMENT A 1583
iv
ATTACHMENT A 1584
v
January 31, 2023
To the Honorable Mayor,
City Council, Audit Committee and the
Citizens of the City of Stockton, California
The Stockton City Charter, federal grant regulations, and agreements with investors require the City of Stockton, California ("City") to publish a complete set of financial statements presented in conformance with Generally Accepted Accounting Principles ("GAAP") and audited by a firm of licensed, certified public accountants. Under those requirements, we respectfully submit the Annual Comprehensive Financial Report ("ACFR") of the City of Stockton for the fiscal year ("FY") ended June 30, 2022.
Responsibility for the accuracy of the presented data and the completeness and fairness of the presentation, including all disclosures, rests with the City. To the best of our knowledge, the data, as presented, is accurate in all material aspects; and is presented in a manner designed to fairly set forth the financial position and results of operations of the City as measured by the financial activity of its various funds. This report contains all disclosures necessary to enable the reader to fully understand the City's financial affairs.
An overview of the City's financial activities for the fiscal year is discussed in detail in the Management's Discussion and Analysis ("MD&A") section of the ACFR.
PROFILE OF THE GOVERNMENT
The City of Stockton is located in the center of California's San Joaquin Valley and is the seat of San Joaquin County.
Stockton is located about 80 miles east of the San Francisco Bay Area and 40 miles south of Sacramento, California's Capitol.
One of the oldest cities in the State of California, Stockton was founded in 1849 and incorporated in 1850. In 1888, the voters approved Stockton's first local Charter, which was ratified by the State Legislature in 1889. The current Charter was approved by the voters in November 1922 and became effective in 1923. This Charter changed the City from a commission form of government to the current City Council-City Manager form of government. Under the Council-Manager form of government, the City Council has policy-making and legislative authority. Representatives from six districts are chosen by district election, with the Mayor being chosen by citywide election, for staggered four-year terms, with a two-term limit. The City Manager is responsible for carrying out the City Council's policies and ordinances, appointing department heads, and overseeing the City’s operations. The City Council appoints the City Manager, City Attorney, City Auditor, and City Clerk.
The City Charter has been amended many times since 1922, with the most recent amendments approved by voters in November 2016. Those amendments eliminated city-wide voting for Council districts, modified the Mayor's compensation, powers, and duties, and made several changes related to budget and fiscal affairs.
The City provides a full range of municipal services, including police and fire protection, community development, economic development, affordable housing, public works and street maintenance, parks, recreational services, libraries, and water, wastewater, and stormwater utilities. The City serves approximately 55% of water accounts in the City while the California Water Service Company, an investor-owned company, provides water service to 42%, and San Joaquin ATTACHMENT A 1585
vi
County provides water service to the remaining 3%.
This report includes the Stockton Public Financing Authority's financial activity, a separate legal entity controlled by the City. The City reports the Successor Agency to the Redevelopment Agency of the City of Stockton's financial statements as a private-purpose trust fund in these financial statements.
The Council is required to adopt an annual budget following a public hearing to review the proposed annual budget. This annual budget serves as the foundation for the City's financial planning and control. The City prepares the budget by fund, function, and department, e.g., Police. Department heads may transfer budget appropriations within a department as they see fit. Transfers between General Fund departments, however, need City Council approval. Outside the General Fund, the City Manager has the authority to transfer budget appropriations at the fund level.
THE LOCAL ECONOMY
The City encompasses nearly 65 square miles, is surrounded by the San Joaquin Valley's fertile lands and is home to the furthest inland deep-water seaport in California. The City has a well-diversified economic base that has evolved from its agricultural roots to become a regional center for commerce, including the second-largest transportation and logistics hub in the United States. In addition to the Port of Stockton, the City is equipped with a regional airport, a Burlington Northern Santa Fe intermodal facility, and interstate freeways. The University of the Pacific, California State University-StanislausStockton campus, Humphries College, and San Joaquin Delta Community College are all located in Stockton. Four school districts serve K-12 students within City limits.
In January 2022, Stockton's population was 322,489, according to the California Department of Finance, which represents a 0.52% increase over last year's population of 320,804. The California Department of Finance also projects the San Joaquin County population will continue to increase at a rate of approximately 1.11% and 1.13% in 2023 and 2024, respectively. As the 11th largest city in California, Stockton is comparable in size to other cities such as Lexington, St.
Paul, Newark, and Orlando.
According to the California Employment Development Department, the unemployment rate in Stockton has decreased by approximately 4.6% between July 1, 2021 to July 1,2022, from 10.3% to 5.7%. Per the Bureau of Labor Statistics, the national unemployment rate has decreased 1.9% (from 5.4% to 3.5%) for the same period.
According to Redfin, the Stockton housing market is likely to decrease over the next year. As of June 2022, the median home value in Stockton was approximately $469,000 which is an increase of 9.1% over the previous year of $430,000; however, this represents a halt in the rise of home values.
FINANCIAL CONDITION HIGHLIGHTS
Financial results for the year compare favorably with budget estimates in most areas of the City's operations. For the General Fund, financial results for the year were better than estimated. Expenditures (including encumbrances and carryovers and other uses of funds) came in 6.5% under budget. Revenues (including other sources of funds) were 18.7% above budget estimates. As a result, the General Fund balance at June 30, 2022 (excluding related funds) of $98 million was combined with prior year reserve funds of $34 million for a total of $132 million available to fund reserves. Of the available balance, $113.3 million was allocated to reserves: $47.2 million to the Working Capital operating reserve, $55.3 million the known contingencies reserves, and the risk-based reserve category was increased to $10.8 million. Portions of the balance were also committed to the IRS Section 115 Pension trust ($10 million), future contingent creditor payments ($3.6 million), and one-time Council priority projects ($5.7 million).
The City Council has a reserve policy that calls for the City to maintain a 17% operating reserve and establishes additional reserves for known contingencies, unforeseen revenue changes, infrastructure failures, and catastrophic events. Additionally, the policy sets an automatic process to deposit one-time revenue increases and expenditure savings into the reserves. These policies are consistent with the Government Finance Officers' Association (GFOA) best practice recommendations and Governmental Accounting and Standards Board (GASB) guidance.
The Statement of Net Position (revenues and sources of funds less expenses and uses of funds) for the City is approximately $1.8 billion. The City's net position is roughly $216.7 million higher, or 13.8%, than the prior fiscal year, with most of the growth in Governmental Activities.
ATTACHMENT A 1586
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The City's Long-Range Financial Plan
The City maintains a comprehensive and detailed 20-year Long-Range Financial Plan ("L-RFP"), which provides a longterm forecast for the City's General Fund and other funds' impacts on the General Fund. The L-RFP is a vital tool and reflects the City's commitment to fiscal health and sustainability. This financial model is used to evaluate the immediate impact of budgetary decisions and the ongoing costs of those decisions over multiple years. The L-RFP was developed as part of the City's bankruptcy exit plan, or Plan of Adjustment, which included certain assumptions and agreements reached with creditors. Since its development, the L-RFP has become a dynamic tool that is updated based on current revenue and expenditure trends. Though the individual variables and assumptions may change over time, the L-RFP provides a consistent model to forecast the City's fiscal position.
A summary of the L-RFP is available on the City's website:
http://www.stocktonca.gov/government/departments/adminservices/budLrfp.html For a more detailed analysis of the financial performance of the City, refer to the Management's Discussion and Analysis sections titled Financial Analysis of the City's Funds and General Fund Budgetary Highlights.
The City's Irrevocable Post-Employment Benefits Trust
On November 7, 2017, the City created an irrevocable post-employment benefits trust program, also known as an Internal Revenue Code Section 115 trust (Trust). This Trust is designed to pre-fund pension costs and to offset GASB 68 net pension liabilities. The ending balance in the trust as of June 30, 2022 was $69.9 million ($62.6 million General Fund) .
The Trust allows the City to set aside funds through a tax-exempt funding mechanism to mitigate long-term contribution rate volatility. The Trust will enable the City to control the assets and when the City utilizes them. Also, the statutory investment restrictions that apply to the City's investment portfolio do not apply to assets held in a post-employment benefits trust. The City will strive to accrue an amount in the Trust sufficient to fund annual CalPERS costs during economic downturns or other periods when annual revenues are forecast to be insufficient.
Access to the Financial Markets
The City has no long-term bonds backed by the General Fund. The last rating actions on the City's General Fund-backed debt was a Standard & Poor upgrade to "BB", with a continuing positive outlook in August 2018. In April 2019, Moody's issued an upgrade for the City's General Fund of "A3", from "Baa1". The City’s Wastewater utility maintained ratings of "A" by Standard & Poors and “A+” by Fitch. In 2022, both Standard & Poors and Fitch re-affirmed the City’s Water debt ratings of “A” and “AA-”, respectively. The Parking Revenue Bonds are currently rated at BBB- after revenues declined during the COVID pandemic shutdowns.
The City does not anticipate issuing any bonds backed by the General Fund. However, the City does plan on incurring additional debt through various funding sources over the next several years to upgrade its wastewater facilities, including the renovation of the Regional Wastewater Control Facility (RWCF). The City is in the process of completing a $46.8 million draw on a low-interest loan through the California Clean Water State Revolving Fund (CWSRF) program, and anticipates receipt of funds in spring 2023.
In addition, there may also be a need to issue land-based debt to support residential and industrial/commercial development.
RESERVE POLICIES
The City's General Fund reserve policy calls for the City to maintain a 17% operating reserve (approximately two months of expenditures) and establishes additional reserves for known contingencies, unforeseen revenue changes, infrastructure failures, and catastrophic events. The known contingencies include amounts to address staff recruitment and retention, prefund future CalPERS costs, replace public safety radio infrastructure and the City's financial system, and relocate many City operations to the Waterfront Towers location. The City’s Governmental Funds reported a combined ending fund balance of $607.1 million at the close of June 30, 2022, an increase of $101.4 million compared with the prior fiscal year.
The General Fund balance in this report, as of June 30, 2022, was $178.6 million without encumbrances. Included in this fund balance and under the guidance of the Reserve and Fund Balance Policy – General Fund (excluding related funds), Council took action to fully fund the priority one working capital reserve at $47.2 million, fully fund known contingency reserves at $55.3 million, and increased the risk-based reserves to $10.8 million.
ATTACHMENT A 1587
viii
The policy establishes an automatic process to deposit one-time revenue increases and expenditure savings into the reserves. These policies are consistent with GFOA's best practice recommendations and GASB guidance.
The reserve policy is available on the City's website at:
http://www.stocktonca.gov/files/General_Fund_Reserve_Policy.pdf
DEBT POLICY AND ANNUAL CONTINUING DISCLOSURES
The City's debt policy is available on its website as follows:
http://www.stocktonca.gov/files/Capital_Financing_Debt_Management_Policy.pdf The City's annual financial disclosures are available on the Municipal Securities Rulemaking Board's and Electronic Municipal Market Access website at http://emma.msrb.org.
INVESTMENT POLICY
The City adopts an investment policy annually that provides guidelines for the prudent investment of the City's cash balances. The City contracts with Public Financial Management for the day-to-day management of the City's longterm investment portfolio. The Administrative Services Department oversees both the City's long-term investment portfolio management and liquid cash requirements. The City's investment policy is posted on the City's website:
http://www.stocktonca.gov/files/Investment_Policy_Final_080817.pdf
CASH AND INVESTMENTS
The California Government Code and the City's investment policy adopted in compliance with that Code define how the City can invest its cash. The City's policy also outlines the principles for maximizing the City's cash management operations' efficiency while meeting the daily cash flow demands of the City. The average overall return rate on funds not held by fiscal agents for the fiscal year ending June 30, 2022, was 3.26%. This amount includes both realized and unrealized gains distributed to funds. Absent unrealized Fair Market Value gains and Accrued Interest amounts distributed on June 30, 2022, distributed returns would have been 0.99%.
Additional information on the City's cash and investment management can be found in Notes 1 and 2 in the notes to the financial statements.
GENERALLY ACCEPTED ACCOUNTING PRINCIPLES
The GASB establishes GAAP for local and state governments in the United States and Canada. Its counterpart for private-sector entities is the Financial Accounting Standard Board. The American Institute of Certified Public Accountants and state and federal regulators require that financial reports follow GAAP to receive an unmodified audit opinion. The GFOA and the California Committee on Municipal Accounting entail additional standards that govern disclosures in the ACFR.
GAAP requires management to provide a narrative overview and analysis discussing the City's financial position to accompany the basic financial statements. This narrative overview is called Management's Discussion and Analysis (MD&A), which provides an analytical overview of the City's financial position for its significant funds, as defined by GAAP, on a government-wide basis. This letter of transmittal is intended to complement the MD&A and not to duplicate the MD&A. It provides additional qualitative information on impacts to the City to help improve the reader's understanding of the data presented in the ACFR.
The City's ACFR conforms to the requirements established by GAAP, the City's Charter, GFOA standards, and agreements with investors. The ACFR includes basic financial statements, footnotes, supplemental information required by GASB for GAAP financial reports, MD&A of the financial statements, the City's independent auditor's opinion regarding the ATTACHMENT A 1588
ix
conformance of the financial statements with GAAP, and other information required to conform to GFOA standards.
INDEPENDENT AUDIT
The City Charter, Article XIX, Section 1911, states: "after the close of the fiscal year, an annual audit shall be made of the City's funds. Such audit shall be made by a firm of independent certified public accountants." The Pun Group, LLP, an independent firm of licensed, certified public accountants, has audited the City of Stockton's financial statements.
The purpose of the independent audit is to obtain reasonable assurance that the City's financial statements are free of material misstatement and are fairly presented in conformity with GAAP. The independent audit involved examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation.
The independent auditors issued an unmodified opinion for the fiscal year ended June 30, 2022.
SINGLE AUDIT REPORT TO FEDERAL GRANTING AGENCIES
A broader, federally- mandated "Single Audit," designed to meet federal granting agencies' needs, is also required.
The standards governing Single Audit engagements require the independent auditor to report on the fair presentation of the financial statements and the audited government's internal controls and compliance with legal requirements, emphasizing internal controls and legal requirements involving the administration of federal awards.
The City prepares a separate single audit report in conformity with the Federal Single Audit Act's provisions as amended and U.S. Office of Management and Budget Uniform Guidance, "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards." This report is filed with the federal clearinghouse on or before March 31 each year.
RISK MANAGEMENT
During FY 2021-22, the City continued its self-insurance program for General Liability, Property, and Workers' Compensation. The City is a member of the California Joint Powers Risk Management Authority for General Liability and All Risks Property Program, which is primarily underwritten by various insurance companies. The Property All Risks coverage is up to $400 million per occurrence with a $250,000 deductible. The self-insured retention ("SIR") for General Liability is $1.25 million. The City is also a member of the Public Risk Innovation, Solutions and Management insurance pool for excess Workers' Compensation coverage. The SIR is $500,000.
INTERNAL CONTROLS AND LIMITATIONS
The ACFR intends to provide the City Council and the public with an understanding of the City's financial position.
City management assumes responsibility for the completeness, accuracy, and reliability of the information presented in this report. City management established an internal control framework intended to protect the City's assets from loss, theft, or misuse and to compile sufficient, reliable information for the preparation of the City's financial statements.
The City's comprehensive system of internal controls continues to be the subject of an ongoing review to ensure the timeliness and accuracy of the ACFR, and improve management reporting and controls. The City's Finance team, along with the City's Internal Auditor (Moss Adams LLP) continues to work together to close out prior audit findings and continually improve the City's key controls, systems, and policies and procedures.
Budgetary control is at the department level for the General Fund and the fund level for all other funds. Transfers within funds and like categories of the same department require City Manager approval. Revisions to increase appropriation authority above a department's original adopted budget require City Council approval.
ATTACHMENT A 1589
ACKNOWLEDGEMENTS
This report would not have been possible without the dedicated professionals in the Administrative Services Department and employees' cooperation from tlu·oughout the City who provided detailed information and other support and assistance.
We also want to thank the Mayor, City Council, and the Audit Committee for your interest and support in planning and conducting the City's financial operations responsibly and sustainably.
Respectfully submitted,
��� KIMB�MMEL --=
CHIEF FINANCIAL OFFICER
x
ATTACHMENT A 1590
KIMBERLEY WARMSLEY
COUNCILMEMBER
District 6
KEVIN J. LINCOLN II
MAYOR
CITY OF STOCKTON
CITY COUNCIL
SOL JOBRACK
COUNCILMEMBER
District 1
CHRISTINA FUGAZI
VICE MAYOR
District 5
DAN WRIGHT
COUNCILMEMBER
District 2
PAUL CANEPA
COUNCILMEMBER
District 3
SUSAN LENZ
COUNCILMEMBER
District 4
xi
ATTACHMENT A 1591
CITY OF STOCKTON
ORGANIZATION CHART
AS OF JUNE 30, 2022
CITIZENS OF STOCKTON
CITY COUNCIL
Mayor KEVIN LINCOLN
Vice Mayor CHRISTINA FUGAZI, District 5
Councilmember SOL JOBRACK, District 1
Councilmember DAN WRIGHT, District 2
Councilmember PAUL CANEPA, District 3
Councilmember SUSAN LENZ, District 4
Councilmember KIMBERLY WARMSLEY, District 6
Acting City Attorney
LORI ASUNCION
City Clerk
ELIZA GARZA
City Manager
HARRY BLACK
City Auditor
MOSS ADAMS, LLP
Community
Services
Community
Development
Deputy City Manager I Deputy City Manager II Deputy City Manager II Economic
Development
Municipal
Utilities
Public Works
Administrative
Services
Human
Resources
Information
Technology
Police
Office of
Violence
Prevention Office of
Performance
and Data
Analytics
Fire
xii
ATTACHMENT A 1592
FINANCIAL SECTION
ATTACHMENT A 1593
ATTACHMENT A 1594
200 E. Sandpointe Avenue, Suite 600
Santa Ana, California 92707
INDEPENDENT AUDITORS’ REPORT
To the Honorable Mayor and the Members of the City Council of the City of Stockton
Stockton, California
Report on the Audit of the Financial Statements
Opinions
We have audited the accompanying financial statements of the governmental activities, the business-type activities, each major fund, and the aggregate remaining fund information of the City of Stockton, California (the “City”), as of and for the year ended June 30, 2022, and the related notes to the financial statements, which collectively comprise the City’s basic financial statements as listed in the table of contents.
In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the business-type activities, each major fund, and the aggregate remaining fund information of the City as of June 30, 2022 and the respective changes in financial position, and, where applicable, cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America.
Basis for Opinions
We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Our responsibilities under those standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the City and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.
Emphasis of Matter
Change in Accounting Principle
As discussed in Note 1X to the financial statements, the City adopted new accounting guidance, Governmental Accounting Standard Board (“GASB”) Statement No. 87, Leases. Our opinion is not modified with respect to this matter.
Prior Period Adjustments
As discussed in Note 19 to the basic financial statements, the City recorded restatements due to GASB 87, Leases implementation for the governmental activities and business-type activities in the amount of $1,602,826 and $45,199, respectively. In addition, the City also recorded a prior period adjustment in the Successor Agency fund in the amount of $1,868,468 to due correction of the cash with fiscal agent. Our opinion is not modified with respect to this matter.
ATTACHMENT A 1595
To the Honorable Mayor and the Members of the City Council of the City of Stockton
Stockton, California