Agenda packet — City Council and Concurrent Authorities, May 21, 2024 (part 1 of 6)

City Council/Successor Agency to the
Redevelopment Agency/Public
Financing Authority/Parking Authority
Concurrent
City of Stockton
Meeting Agenda - Final
City Council/Successor
Agency of the
Redevelopment
Agency/Public Financing
Authority/Parking Authority
Concurrent Agenda
Kevin J. Lincoln II, Mayor/Chair (At Large)
Kimberly Warmsley, VIce Mayor (District 6)
Michele Padilla (District 1)
Daniel R. Wright (District 2)
Michael Blower (District 3)
Susan Lenz (District 4)
Brando Villapudua (District 5)
Council Chamber, City Hall, 425 N. El Dorado
Street, Stockton CA
Tuesday, May 21, 2024 3:00 PM
Closed Session 3:00 PM :: Regular Session 5:30 PM
Note: Councilmember Wright will participate in the meeting via teleconference from the following location: Parc 55 San Francisco, 55 Cyrill Magnin Street. San Francisco, CA 94102 – Business Center

1. CLOSED SESSION CALL TO ORDER/ROLL CALL

2. ADDITIONS TO CLOSED SESSION AGENDA

3. ANNOUNCEMENT OF CLOSED SESSION

3.1 24-0428 CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Number of Cases: One
Name of Case: City of Stockton v. California Department of Water Resources, (Sacramento County Superior Court
Case No. 24WM000009)
Name of Case: Police Officer Sonora Powell, (Workers’
Compensation Appeals Board Case Nos.

ADJ14814654 and ADJ15895404)
This Closed Session is authorized pursuant to section 54956.9(d) (1) of the Government Code to discuss matters
pertaining to existing litigation.

Department: City Attorney
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3.2 24-0509 CONFERENCE WITH LABOR NEGOTIATOR
Recommended Action: Agency Designated Representative: City Manager Harry Black Employee Organizations: Unrepresented Units, Stockton City Employees' Association, Operating Engineer's Local 3, Mid-Management/Supervisory Level Unit, Unrepresented Management/Confidential, Law Department, Stockton Police Management Association, Stockton Firefighters Local 456 International Association of Firefighters, Stockton Fire Management, Stockton Police Officers' Association (SPOA)
This Closed Session is authorized pursuant to section 54957.6(a) of the Government Code.

Department: City Attorney

3.3 24-0510 PUBLIC EMPLOYEE PERFORMANCE EVALUATION:

Recommended Action: City Manager
This Closed Session is authorized pursuant to Government Code section 54957(b).

Department: City Attorney

3.4 24-0511 PUBLIC EMPLOYEE PERFORMANCE EVALUATION:

Recommended Action: City Attorney
This Closed Session is authorized pursuant to Government Code section 54957(b).

Department: City Attorney

3.5 24-0512 PUBLIC EMPLOYEE PERFORMANCE EVALUATION:

Recommended Action: Interim City Clerk
This Closed Session is authorized pursuant to Government Code section 54957(b).

Department: City Attorney

4. CLOSED SESSION PUBLIC COMMENT*

5. RECESS TO CLOSED SESSION

6. REGULAR SESSION CALL TO ORDER/ROLL CALL

7. INVOCATION/PLEDGE TO FLAG
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8. REPORT OF ACTION TAKEN IN CLOSED SESSION

9. ADDITIONS TO REGULAR SESSION AGENDA***

10. RECOGNITIONS, ANNOUNCEMENTS, OR REPORTS

10.1 24-0553 PROCLAMATION: SAN JOAQUIN DELTA COLLEGE DEPARTMENT

OF POLITICAL SCIENCE'S INAUGURAL ACADEMIC TRAVEL
ABROAD PROGRAM DAY - JUNE 16, 2024
Department: Office of the Mayor

11. PUBLIC COMMENTS* – MATTERS NOT ON THE AGENDA

12. CONSENT AGENDA

12.1 24-0547 RATIFY APPOINTMENT TO PLANNING COMMISSION
Recommended Action: RECOMMENDATION
It is recommended that City Council adopt a resolution ratifying an appointment to the Stockton Planning Commission to fill a vacated term representing Council District 1. The partial term will begin upon appointment and end January 31, 2027.

Department: City Clerk
Attachment A - Redacted Application Planning.pdf
Proposed Resolution - PC Appointment.docx
Attachments:

12.2 24-0442 APPROVE A CONTRACT AMENDMENT FOR INTERNAL AUDIT

SERVICES
Recommended Action: RECOMMENDATION
It is recommended that City Council adopt a motion:

1. Approving an amendment to extend the Professional Services Contract for Internal Audit Services with Moss Adams, LLC (Moss) for a term of two years, plus two additional one-year options to extend; and

2. Authorizing the City Manager to take necessary action to carry out the intent and purpose of this motion.

Department: City Manager
Attachments: Attachment A - Moss Adams - Contract Amendment 2

12.3 24-0197 ADOPT A MOTION TO ALLOCATE AND APPROPRIATE GRANT AND

GENERAL FUND DOLLARS TO THE NAVIGATION CENTER
PROJECT AND AUTHORIZE CONTRACT CHANGE ORDER NO. 2
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AND AUTHORIZE PROFESSIONAL SERVICES CONTRACT
AMENDMENT NO.1
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a motion to:

1. Reallocate and appropriate $1,798,000 American Rescue Plan Act (ARPA) funds for construction and construction management services from existing ARPA project #EARP301 to Navigation Center project #EARP212;

2. Allocate and appropriate $1,000,000 of discretionary Council Priority Project funds as recommended by the Council's
Budget/Finance/Economic Development Committee on March 29, 2024, for construction of the Navigation Center project;

3. Authorize the City Manager, or designee, to execute Contract Change Order No. 2 in the amount of $2,714,647.13 with G&G Builders for construction of the Navigation Center project;

4. Authorize the City Manager, or designee, to execute Amendment No. 1 to the Professional Services Contract with Griffin Structures, Inc. in the amount of $200,000 to provide construction management services for the Navigation Center project;

5. Authorize the City Manager, or designee, to allocate remaining funds and any other cost savings realized during construction to, and to enter into contract(s) with, other entities involved in the completion of the Navigation Center;

6. Authorize the City Manager, or designee, to enter into and execute any associated documents and take appropriate and necessary actions to carry out the purpose and intent of this motion.

Department: Economic Development
Attachment A – 2020-11-17-1402
Attachment B – CCO No. 2 with G&G
Attachment C – Amendment No. 1 with Griffin
Attachments:

12.4 24-0447 ADOPT A RESOLUTION TO AUTHORIZE CONTRACT AMENDMENT NO. 1 WITH PRE-SORT CENTER OF STOCKTON, INC TO PROVIDE

CUSTOMER NOTICE PROCESSING SERVICES
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Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to authorize contract Amendment No. 1 (Exhibit 1 to the Resolution) in the amount of $500,000 with Pre-Sort Center of Stockton, Inc to provide customer notice processing services.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this resolution.

Department: Municipal Utilities
Proposed Resolution
Exhibit 1 - Agreement with Pre-Sort Center of Stockton
Attachments:

12.5 24-0409 APPROVE FINDINGS AND EXECUTE CONTRACT AGREEMENTS

FOR THE PURCHASE OF WATER AND WASTEWATER

TREATMENT CHEMICALS THROUGH THE BAY AREA CHEMICAL

CONSORTIUM
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Approve findings in support of an exception to the competitive bidding process.

2. Authorize the City Manager to execute four (4) contracts for the purchase of chemicals for water and wastewater treatment for Fiscal Year 2024-25.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of the resolution.

Department: Municipal Utilities
Proposed Resolution
Exhibit 1 - Hill Brothers Chemical Company - Aqueous Ammonia Exhibit 2 - Thatcher Company of California - Sodium Bisulfite Exhibit 3 - Univar USA, Inc. - Sodium Hydroxide
Exhibit 4 - Univar USA, Inc. - Sodium Hypochlorite
Attachments:

12.6 24-0488 ADOPT A RESOLUTION TO APPROVE FINDINGS AND DECLARE A

WATER SHORTAGE DROUGHT EMERGENCY NO LONGER EXISTS

IN THE CITY OF STOCKTON WATER SERVICE AREA
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Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Approve findings pursuant to Stockton Municipal Code section 13.32.

2. Declare that a Stage 2 Water Shortage Emergency no longer exists in the City of Stockton Water Service Area.

Department: Municipal Utilities
Attachment A - Governor’s Executive Order N-7-22
Attachment B - Governor’s Executive Order N-5-23
Proposed Resolution
Attachments:

12.7 24-0397 APPROVE MOTION TO EXECUTE A THREE (3) YEAR STANDARD AGREEMENT WITH TWO (2) ONE-YEAR OPTIONS TO EXTEND
BETWEEN CREATIVE SECURITY COMPANY, INC., THE GUMSHOE
GROUP, TRUVIEW BSI, LLC., PIERSIDE INVESTIGATIONS, LLC., AND THE CITY OF STOCKTON (PUR 24-021) IN AN AMOUNT NOT
TO EXCEED $1,863,891
Recommended Action: RECOMMENDATION
It is recommended that the City Council approve a motion to:

1. Authorize the City Manager to execute a three-year Standard Agreement (SA) with four contractors to establish a vendor pool list providing necessary preemployment background investigation services for the City of Stockton Police Department (SPD) in an amount not to exceed $1,863,891;

2. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bidding process; and

3. Authorize and direct the City Manager to make any and all expenditures and appropriations on behalf of the City as appropriate and necessary to carry out the purpose and intent of this motion.

Department: Police
Attachments: Attachment A - Background Investigation Service Agreement

12.8 24-0478 ADOPT A RESOLUTION APPROVING AN INDEPENDENT

CONTRACTOR AGREEMENT BETWEEN SAN JOAQUIN COUNTY

AND THE CITY OF STOCKTON FOR CALIFORNIA ASSEMBLY BILL
109 (AB 109) FUNDING OF THE COMMUNITY CORRECTIONS

PARTNERSHIP TASK FORCE, AND AMEND THE FISCAL YEAR
2024-25 ANNUAL BUDGET
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Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Authorize the City Manager to execute the Independent Contractor Agreement with San Joaquin County to accept California Assembly Bill 109 (AB 109) funding for the San Joaquin County Community Corrections Partnership (CCP) Task Force;

2. Authorize the City Manager to accept $3,537,691 in Fiscal Year (FY) 2024-25 Police Grant Funds as Fiscal Agent for the law enforcement agencies of San Joaquin County; and

3. Approve an amendment to the FY 2024-25 Annual Budget to increase the Police Grants and Special Programs San Joaquin County Community Corrections Partnership Task Force revenue estimates and expenditure appropriations by $3,537,691; and

4. Authorize the City Manager, or designee, to take all necessary and appropriate actions to carry out the purpose and intent of the resolution.

Department: Police
Attachment A - FY 24-25-AB109 Agreement
Proposed Resolution
Attachments:

12.9 24-0370 APPROVE MOTION TO EXECUTE A THREE-YEAR AGREEMENT, WITH TWO (2) ADDITIONAL ONE (1) YEAR OPTIONS TO EXTEND

WITH ALL CREATURES VETERINARY CLINIC FOR AFTER-HOURS

VETERINARY HOSPITAL AND/OR EMERGENCY CARE
Recommended Action: RECOMMENDATION
It is recommended that City Council approve a motion to:

1. Authorize the City Manager to execute a three-year Standard Agreement with two (2) one-year options to extend between All Creatures Veterinary Clinic (All Creatures) and the City of Stockton (City) in an amount not to exceed $522,508.

2. Approve findings which support and justify an exception to the competitive bidding process pursuant to Stockton Municipal Code section

3.68.070(A)(3) where the City held a competitive Request for Proposals.

3. Authorize and direct the City Manager to make any and all expenditures and appropriations on behalf of the City as appropriate and necessary to carry out the purpose and intent of this motion.

Department: Police
Attachments: Attachment A - All Creatures Standard Agreement

12.10 24-0392 APPROVE MOTION TO AWARD A SERVICE CONTRACT FOR

ON-CALL AUTOMATIC GATE, DOOR, AND ACCESS CONTROL
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REPAIR SERVICES
Recommended Action: RECOMMENDATION
It is recommended that the City Council approve a motion to:

1. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bidding process.

2. Award a five-year Service Contract, in the amount not to exceed $750,000, to R&S Erection Tri-County, Inc. of Modesto, CA, for On-Call Automatic Gate, Door, and Access Control Repair Services, Project No.

OM-24-069, with the option of one two-year extension.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this motion.

Department: Public Works
Attachment A - Contract for Services
Attachment B - Funding Source
Attachments:

12.11 24-0220 AUTHORIZE A COOPERATIVE PURCHASE AGREEMENT WITH ROUTEWARE GLOBAL, INC. THROUGH SOURCEWELL FOR THE

PURCHASE OF CLOUD-BASED SOFTWARE FOR COMPLIANCE

TRACKING
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Approve findings pursuant to Stockton Municipal Code 3.68.070 in support of an exception to the competitive bidding process.

2. Authorize a cooperative purchase agreement with Sourcewell for the purchase of Cloud-Based Software for Compliance Tracking, Record Keeping, and Reporting, related to Senate Bill 1383, in the amount of $45,506 for implementation and service support fees through May 28, 2025.

3. Authorize the City Manager to exercise an option to extend the term by one year in the amount of $37,390, by written amendment.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of the resolution.

Department: Public Works
Proposed Resolution
Exhibit 1 - Agreement - Routeware Global Inc.

Attachments:

12.12 24-0388 ADOPT A MOTION TO ALLOCATE GRANT FUNDING FROM THE City of Stockton Page 8 Printed on 5/16/2024
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HOMELESS HOUSING, ASSISTANCE AND PREVENTION (HHAP)

PROGRAM TO PERMANENT HOUSING PROJECTS
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a motion to:

1. Allocate an amount up to $1,000,000 in existing Homeless Housing, Assistance and Prevention (HHAP) Program grant funds for the Calaveras Quarters project, including:
* $600,000 of HHAP Round 3 grants funds; and
* $400,000 of HHAP Round 4 grant funds;

2. Allocate an amount up to $4,338,493.56 in existing Homeless Housing, Assistance and Prevention (HHAP) Program grant funds for the Satellite Apartments project, including:
* $3,189,359 of HHAP Round 3 grants funds; and
* $1,149,134.56 of HHAP Round 4 grant funds;

3. Approve and authorize the City Manager, or designee, to enter into a contract with Delta Community Developers Inc. for an amount up to $1,000,000 for cost overruns related to the Calaveras Quarters project;

4. Approve and authorize the City Manager, or designee, to enter into a contract with Delta Community Developers Inc. for an amount up to $4,338,493.56 for rehabilitation of the Satellite Apartments project; and

5. Authorize the City Manager, or designee, to enter into and execute any associated documents and take appropriate and necessary actions to carry out the purpose and intent of this motion.

Department: Economic Development
Attachment A - Resolution 2022-06-21-1203
Attachment B - Resolution 2023-05-02-1207
Attachments:

12.13 24-0552 ADOPT A RESOLUTION APPOINTING A MEMBER TO THE

MEASURE W OVERSIGHT COMMITTEE
Recommended Action:

Department:

RECOMMENDATION
It is recommended that the City Council adopt a resolution ratifying the appointment to the Measure W Committee of Geneva Moorad for a partial term commencing immediately and ending on January 31, 2025 City Clerk
Attachment A - Redacted Application
Proposed Resolution
Attachments:

13. ADMINISTRATIVE MATTERS

14. UNFINISHED BUSINESS
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15. NEW BUSINESS

15.1 24-0396 CONSIDER BALLOTS FOR THE PROPOSED SAN JOAQUIN AREA

FLOOD CONTROL AGENCY MOSSDALE TRACT OVERLAY

ASSESSMENT DISTRICT FORMATION AS RELATED TO

CITY-OWNED PROPERTIES
Recommended Action: RECOMMENDATION
Consider ballots for the proposed San Joaquin Area Flood Control Agency (SJAFCA) Mossdale Tract Assessment District formation, as related to City-owned properties, and authorize the City Manager to execute ballots for City-owned properties in response to the proposed annual assessment.

Department: City Manager
SJAFCA Staff Report
Attachment A - Summary of Assessments and Map
Attachment B - Official Ballot Proposed Annual Assessment Attachment C - Official Notice & Ballot Information Guide Attachment D - Preliminary Engineer's Report
Proposed Resolution
PPT - 15.1 - SJAFCA Presentation
Attachments:

15.2 24-0087 ADOPT A RESOLUTION TO APPROVE THE MIRACLE MILE COMMUNITY IMPROVEMENT DISTRICT PROPOSED 2024 ANNUAL
OPERATING BUDGET AND 2023 ANNUAL REPORT
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution:

1. Approving the proposed 2024 Operating Budget for the Miracle Mile Community Improvement District;

2. Approving the 2023 Annual Report for the Miracle Mile Property and Community Improvement District; and

3. Authorizing the City Manager, or designee, to take necessary and appropriate actions to carry out the purpose of this resolution.

Department: Economic Development
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Attachment A - SMC Ordinance No 2022-03-22-1211
Attachment B - Resolution No 2022-09-13-1602
Attachment C - Resolution No 2022-12-06-1205
Attachment D - MMCID Boundary Map
Proposed Resolution - MMCID 2024
Exhibit 1 - MMCID 2024 Budget
Exhibit 2 - MMCID Annual Report 2023
PPT - 15.2 - MMCID
Attachments:

15.3 24-0240 ADOPT A RESOLUTION TO APPROPRIATE FUNDS, APPROVE

COOPERATIVE AGREEMENT, AND AWARD PROFESSIONAL
SERVICES CONTRACT FOR THE DR. MARTIN LUTHER KING JR.

BOULEVARD UNDERPASS RECONSTRUCTION PROJECT
Recommended Action: RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Appropriate funds in the amount of $1,000,000 from the Public Facility Fees Street Improvement Fund balance to the Dr. Martin Luther King Jr.

Boulevard Underpass Reconstruction, Project No. WT24030.

2. Approve findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bidding process.

3. Approve a Cooperative Agreement with the San Joaquin Regional Rail Commission in the amount of $800,000 for the Dr. Martin Luther King Jr.

Boulevard Underpass Reconstruction, Project No. WT24030.

4. Award a Professional Services Contract to Mark Thomas and Company, Inc. of Sacramento, CA, in the amount of $1,429,195 to implement the preliminary design and environmental document phase of project development for the Dr. Martin Luther King Jr. Boulevard Underpass Reconstruction, Project No. WT24030.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this resolution.

Department: Public Works
Attachment A - Vicinity Map
Proposed Resolution
Exhibit 1 - Coop agreement SJRRC
Exhibit 2 - Professional Services Contract
PPT - 15.3 - MLK Underpass Reconstruction
Attachments:

15.4 24-0446 APPROVE A RESOLUTION AUTHORIZING A SECOND ISSUANCE City of Stockton Page 11 Printed on 5/16/2024
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OF SPECIAL TAX BONDS ON BEHALF OF THE CITY OF
STOCKTON COMMUNITY FACILITIES DISTRICT NO. 2019-1
(CANNERY PARK II)
Recommended Action: RECOMMENDATION
It is recommended that City Council approve a resolution authorizing a second issuance of special tax bonds to be issued for and on behalf of the City of Stockton Community Facilities District No. 2019-1 (Cannery Park II), approving and directing the execution of a supplement to fiscal agent agreement, approving the form of limited offering memorandum, approving sale of such bonds, and approving other related documents and actions.

Department: Administrative Services
Proposed Resolution - Cannery Park Series 2024
Exhibit 1 - Cannery Park Fiscal Agt Series 2024
Exhibit 2 - Limited Offering Memorandum
Exhibit 3 - Bond Purchase Agreement
PPT - 15.4 - Cannery Park II
Attachments:

16. HEARINGS**

16.1 24-0389 PUBLIC HEARING TO ADOPT AN UNCODIFIED ORDINANCE RESCINDING ORDINANCE NO. 2022-04-05-1601; SEEKING
APPROVAL FOR STOCKTON POLICE DEPARTMENT POLICY 706
TITLED “MILITARY EQUIPMENT;” AND AUTHORIZINGTHE

CONTINUED USE, FUNDING, AND ACQUISITION OF MILITARY
EQUIPMENT ESTABLISHED IN THE “MILITARY EQUIPMENT”
POLICY, AS MANDATED BY CHAPTER 12.8 (COMMENCING WITH
SECTION 7070) TO DIVISION 7 OF TITLE 1 OF THE GOVERNMENT

CODE, RELATING TO MILITARY EQUIPMENT
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Recommended Action: RECOMMENDATION
It is recommended, at the conclusion of the public hearing, that the City Council, as governing body of the City of Stockton, adopt an ordinance:

1. Rescinding uncodified Ordinance No. 2022-04-05-1601.

2. Approving Stockton Police Department (SPD) Policy 706, titled "Military Equipment."

3. Authorizing SPD to continue the use of military equipment as defined by Assembly Bill 481 (AB 481).

4. Approving items acquired during 2023 and the 2024 Intended Acquisitions for the 2024/2025 Fiscal Year, as outlined in the 2024 AB 481 Annual Report, issued April 11, 2024.

It is further recommended that the Council authorize the City Manager to take all necessary and appropriate actions to carry out the purpose and intent of this ordinance.

Department: Police
Attachment A - SPD AB 481 Annual Report
Proposed Ordinance
PPT - 16.1 - Assembly Bill 481 Military Equipment Use
Attachments:

17. CITY MANAGER'S UPDATE

18. COUNCIL COMMENTS

19. ADJOURNMENT

CERTIFICATE OF POSTING
I declare, under penalty of perjury, that I am employed by the City of Stockton and that I caused this agenda to be posted in the City Hall notice case on May 16, 2024, in compliance with the Brown Act.

Eliza R. Garza, CMC
City Clerk
By: ________________________________
Deputy
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PUBLIC COMMENTS
*Citizens may comment on any subject within the jurisdiction of the City Council/Successor Agency to the Redevelopment Agency/Public Finance Authority/Parking Authority, including items on the Agenda. Each speaker is limited to two minutes. Speakers must submit “Request to Speak” cards to the City Clerk, and be prepared to speak when called. No speaker cards will be received after the close of the Citizen’s Comments portion of the meeting.
**Speakers should hold comments on items listed as a Hearing until the Hearing is opened.

The City of Stockton invites public comments in multiple forms. You provide your comments by using one of these methods:

1. Email - you may email your comments to [email protected]

2. Voicemail - you can leave a voice message by dialing (209) 937-8459.

3. In-Person Comments - a) Speakers must submit "request to speak cards" to the Clerk prior to the Public Comment portion of the agenda. No speaker cards will be accepted after the close of Public Comment. Please redirect any inquiries to [email protected]. b) Address only issues over which the meeting body has jurisdiction. c) Each speaker will be limited to one 2-minute comment opportunity. Donating time is not authorized. d) Your time will be displayed on the speaker podium for convenience. *All written and voicemail public comments received by the Clerk's Office 90 minutes prior to the meeting start time will be forwarded to the meeting body members as correspondence and attached the minutes. All comments received after that time will be forwarded as correspondence the following business day. ***Additions to the Agenda - Government Code Section 54954.2(b)(2), allows members of the City Council present at the meeting to take immediate action, with either a two-thirds or unanimous vote, to place an item on the agenda that action must be taken and that the item came to the attention of the City subsequent to the agenda being posted.

All proceedings before this meeting body are conducted in English. The City of Stockton does not furnish language interpreters and, if one is needed, it shall be the responsibility of the person needing one.

In accordance with the Americans With Disabilities Act and California Law, it is the policy of the City of Stockton to offer its public programs, services and meetings in a manner that is readily accessible to everyone, including those with disabilities. If you are a person with a disability and require a copy of a public hearing notice, or an agenda and/or agenda packet in an appropriate alternative format; or if you require other accommodation, please contact the Office of the City Clerk located at 425 North El Dorado Street, Stockton, California 95202 during normal business hours or by calling (209) 937-8458, at least 5 days in advance of the hearing/meeting. Advance notification within this guideline will enable the City/Agency to make reasonable arrangements to ensure accessibility.

Materials related to an item on this agenda submitted to City Council after distribution of the agenda packet are available for public inspection in the City Clerk's Office at 425 North El Dorado Street, Stockton, California 95202, during normal business hours. Such documents are also available on the City's website at www.stocktongov.com subject to staff's ability to post the documents before the meeting.

CHALLENGING CITY DECISIONS: The time limit within which to commence any lawsuit or legal challenge to any quasi-adjudicative decision made by the City is governed by Section 1094.6 of the Code of Civil Procedure, unless a shorter limitation period is specified by any other provision. Under Section 1094.6, any lawsuit or legal challenge to any quasi-adjudicative decision made by the City must be filed no later than the 90th day following the date on which such decision becomes final. Any lawsuit or legal challenge, which is not filed within that 90-day period, will City of Stockton Page 14 Printed on 5/16/2024
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be barred. If a person wishes to challenge the nature of the above section in court, they may be limited to raising only those issues they or someone else raised at the meeting described in this notice, or in written correspondence delivered to the City of Stockton, at or prior to the meeting. In addition, judicial challenge may be limited or barred where the interested party has not sought and exhausted all available administrative remedies.

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Legislation Text
File #: 24-0553, Version: 1
PROCLAMATION: SAN JOAQUIN DELTA COLLEGE DEPARTMENT OF POLITICAL SCIENCE'S INAUGURAL ACADEMIC TRAVEL ABROAD PROGRAM DAY - JUNE 16, 2024 City of Stockton Page 1 of 1 Printed on 5/16/2024
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Legislation Text
File #: 24-0547, Version: 1

RATIFY APPOINTMENT TO PLANNING COMMISSION

RECOMMENDATION
It is recommended that City Council adopt a resolution ratifying an appointment to the Stockton Planning Commission to fill a vacated term representing Council District 1. The partial term will begin upon appointment and end January 31, 2027.

Summary
Due to the resignation of the District 1 representative on the Planning Commission, there is one vacancy to be filled by Council ratification this evening.

DISCUSSION
Background
Charter Article XXIV requires that each Councilmember nominate a candidate from the district he/she represents to sit on the Planning Commission and the City Council ratifies the appointments. The term of office is four-years and may be reappointed for a second term but may not serve more than two consecutive terms.

Present Situation
Councilmember Padilla has received applications to fill the partial term on the Planning Commission.

Below is the recommendation presented to Council for ratification this evening.

Planning Commission partial term will begin immediately and end January 31, 2027:

District 1: Esperanza Vielma

FINANCIAL SUMMARY
There is no financial impact to the General Fund from the appointment of Planning Commissioners.

Planning Commissioners receive a $25 per meeting stipend and sufficient funding is available in account 048-1810-510 (Community Development).

Attachment A - Redacted Application
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17 Submit Date: Apr 13, 2024
Email Address
First Name Last Name
Street Address
City State Postal Code
Primary Phone Alternate Phone
Employer Job Title Occupation
Application for appointment and background information for City of Stockton Boards, Commissions, and Committees
Profile
Ethnicity
Gender
What district do you live in? *
District 1
I declare under penalty of disqualification/termination that I have been a resident at the above address for years/months?
10 The City of Stockton uses email as the preferred method of communication regarding your application. Is this acceptable to you?
Yes No
Employer Address
Esperanza Vielma
Stockton CA
Esperanza Vielma
18 Are you currently serving on a City of Stockton Board, Commission, or Committee?
Yes No
Which Boards would you like to apply for?
Planning Commission: Submitted
Question applies to multiple boards
NOTE: This Board requires membership with one of the following groups. If none, please remove board from your application. Are you knowledgeable, have experience in, or extensive background in any of the following areas? Select all that apply. *
Active in community activities significant enough to confirm knowledge of issues and individuals within the community
Activist for the Visual Environment, Public Art, or Regional/National Individual Artists' work
I have been a resident of Stockton for at least 3 years.

Yes No
Interests & Experiences
Please tell us about yourself and why you want to serve.

Because I believe stockton needs to incorporate environment and residents Please state the reason you would like to be a member of this board/commission.

To be a strong leader
Have you served on an advisory group before?
Yes No
If yes, please explain.

Central Valley New Market tax credit Latinx and environment uc Berkeley Esperanza Vielma
19 How did you hear about the position?
Friend
City Council Policy 100-2 states that Commissioners are required to attend meetings on a regular basis. If appointed, will you be able to attend meetings regularly and devote the time necessary to fulfill your duties as a member?
Yes No
Do you or immediate family members have any relationship (professional, financial, other) that may present a potential conflict of interest for this advisory group?
Yes No
Background Information
Based on your best judgment, does this Commission make decisions that may affect any sources of income, interests in real property, or investments of you or your spouse?
Yes No
Voter Registration (Questions appear if required)
Submit Application
Please identify any specialized accommodations needed for equal participation:

Non
Enter Your Initials:

EV
Date Signed
04/13/2024
Esperanza Vielma
20 Resolution No.

STOCKTON CITY COUNCIL

RESOLUTION APPOINTING ONE MEMBER THE STOCKTON PLANNING

COMMISISON
Positions on the Planning Commission are directly appointed by City Councilmembers with terms that coincide with the appointing Councilmember; and The District 1 position has been vacated due to the resignation of Rajan Nathaniel on February 13, 2024; and
Councilmember Padilla has reviewed applications and has made a nomination for appointment; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The following applicant is found to have met the criteria for appointment and is authorized to serve as a member of the Planning Commission for a partial term to commence on appointment and ending January 31, 2027:

District 1: Esperanza Vielma

2. The City Manager is authorized to take such other actions as are necessary and appropriate to carry out the purpose and intent of this Resolution.

PASSED, APPROVED and ADOPTED May 21, 2024 .

KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:

KATHERINE ROLAND, CMC, CPMC
Interim City Clerk of the City of
Stockton
21 City of Stockton
Legislation Text
File #: 24-0442, Version: 1

APPROVE A CONTRACT AMENDMENT FOR INTERNAL AUDIT SERVICES

RECOMMENDATION
It is recommended that City Council adopt a motion:

2. Authorizing the City Manager to take necessary action to carry out the intent and purpose of this motion.

Summary
In the fall of 2012, following the retirement of the long-time City Auditor, the City Council decided to pursue internal audit services by contract. The City issued a Request for Proposals (RFP) to conduct a risk assessment and internal control review and to provide the services of the City Auditor. In early 2013, Moss Adams was selected through the RFP process as the firm to carry out the initial projects, create an aggressive Internal Audit Plan and provide internal audit services. The initial Internal Audit Plan was completed during Fiscal Year 2015-16. As part of its ongoing internal audit responsibilities, at the end of each subsequent fiscal year Moss Adams identified new projects for consideration by the Council Audit Committee and adoption by the City Council to establish an internal audit plan for the upcoming fiscal year.

In 2019, Moss Adams was once again selected to provide Internal Auditing Services following a competitive RFP process. Moss continues to work with the Council Audit Committee, the City Council, and staff to create and implement annual audit plans. The current agreement is set to expire on June 18, 2024.

Staff is recommending that the agreement be extended to provide continuity of services to the City and allow time to complete long term projects currently in process. Moss Adams has received the highest ranking through each competitive process conducted by the City since its implementation of a contracted internal auditor in 2012 and has continued to support growth and improvement in the City.

Staff presented the contract amendment to the Council Audit Committee at its April 22, 2024 meeting.

The Committee members approved a motion to forward the item to the full Council for review and approval. The contract amendment to extend has been provided as Attachment A.

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DISCUSSION
Background
Stemming from the City Council Strategic Initiatives adopted in 2011 designed to attain fiscal sustainability and address a multitude of audit findings, the City Council decided in 2012 to solicit Internal Audit Services by contract. The successful firm, Moss Adams, was selected to provide audit services as a pilot project while also conducting a risk assessment and internal control review. This comprehensive assessment was a core task in the restructuring effort of the City’s finances. In summary, the risk assessment gauged the City’s overall risk as being “high.” The risk assessment also identified mitigating actions to provide the City with a path to strengthen performance delivery and reduce risk. The internal control review also found that the condition of internal controls within the City’s accounting and reporting functions has significant opportunities for improvement. The internal control review outlined the work that would be required to strengthen its control processes and procedures. The recommendations included in the internal control review provided a road map for carrying out this work.

In September 2013, the City Council approved a contract with Moss Adams to complete an Internal Audit Plan that would begin implementation of the most critical improvements recommended by the assessment. The City Manager and Moss Adams as the City Auditor brought forward the initial Internal Audit Plan, which included 24 projects covering two primary types of activities: 1) internal controls improvement and 2) performance improvement. The Plan organized the work based on priority, timing and workload capacity. The initial Internal Audit Plan was completed during the 2015- 16 fiscal year.

The term of the initial 5-year contract with Moss Adams expired in spring of 2018. The City Council authorized additional contract extensions to allow Moss Adams to complete their proposed annual audit plans and align the contract term with the fiscal year cycle. The extended contract term with Moss Adams expired June 30, 2019.

On February 28, 2019, the City advertised an RFP for internal audit services. Staff identified more than 10 audit firms to include in the RFP solicitation notice. On March 21, 2019, two qualifying proposals were received from the following firms:
· Moss Adams, LLP
· Lance, Soll & Lunghard, LLP
Given the number of respondents, staff followed up with other firms to determine why they did not submit proposals. The firms surveyed did not submit because of the comprehensive scope of services for our contract. While many firms conduct internal audits, most have not taken on the role of City Auditor and provided full internal audit services to a municipality. While the City only received two proposals, staff conducted an initial review to confirm the process was competitive and would produce the best possible candidates.

A committee evaluated the proposals based on each firm’s qualifications and experience as City Auditors, framework and approach to conducting internal audits, strategic partnership strength and fit, accessibility of key personnel assigned to perform services, and ability to provide all services City of Stockton Page 2 of 5 Printed on 5/16/2024
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requested. Both candidates participated in an interview with the evaluation committee to further examine their qualifications, approach and strategic fit with the City.

Moss Adams received the highest ranking, based on the noted criteria for their written proposals and for their performance in the interview. Moss Adams provided high quality materials and references.

Moss Adams offers much broader experience in carrying out the specific role of City Auditor for a number of other California cities. Moss Adams also offered a deep resource pool of experienced auditors in a variety of specific areas of expertise relevant to anticipated performance and control audits planned for the City, having conducted more audits specific to City operations than the other candidate. In addition, Moss Adams values an approach of finding solutions to issues identified in the City and improving operations that represents a strategic fit with the City to continue shoring up our internal control, policy and process environment in a productive way.

While Moss Adams has continued to provide the most competitive proposals in the RFP process, it is worth noting that the City has also experienced similar high-quality work during the previous contract terms over the years. Moss Adams has been a critical strategic partner in improving the core controls, policies, processes and operations of the City. Moss Adams has a level of expertise and professionalism that outpaces competitors, a level of expertise that would be difficult for the City to provide in-house. The firm is clearly well versed in best practices in the field and follows the most current auditing and accounting standards. Their work also demonstrates their valuable experience accumulated from audits conducted for hundreds of other local governments. Moss Adams has delivered projects on budget without exception and has worked to deliver projects in a timely manner while accommodating the challenging workloads of City staff as we have transitioned out of bankruptcy and worked to recover from the COVID crisis and subsequent staffing shortages.

In addition, Moss Adams has also faithfully carried out the core services of the City Audit function.

Moss has developed a positive working relationship with the Council Audit Committee and City staff.

The firm has reinforced the clear reporting relationship to the Council Audit Committee while working collaboratively with City staff. They have aptly responded to the complaints that have been submitted to the ethics, fraud and waste hotline. They have produced regular status reports for the Council Audit Committee and City Council. Staff has called, and continues to call, upon Moss Adams in a consultative role related to other external audits, existing internal control and process improvement projects and other strategic planning efforts. They have developed and implemented plans to bolster the fraud, waste and abuse program, and continue to provide the type of work that was necessary to create a more robust internal audit program.

Over the past twelve years, a variety of projects have been completed, prioritizing ongoing internal control reviews and multiple operational facets of the City, including policies, procedures, controls, and performance. Regular progress updates have been provided at monthly Council Audit Committee meetings. Project reports and recommendations from Moss Adams have also been provided to the City Council as informational items in regular City Council agenda packets and biannual reports have been presented during City Council meetings.

Present Situation
As part of its ongoing internal audit responsibilities, at the end of each subsequent fiscal year Moss Adams, in partnership with Councilmembers and staff, identifies new projects for consideration by the Council Audit Committee and adoption by the City Council to establish an internal audit plan for the City of Stockton Page 3 of 5 Printed on 5/16/2024
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upcoming fiscal year. Moss is currently engaged in multiple long-term projects that would not easily be transferred to a new auditing firm. For example:
· Measure A - Moss Adams has been engaged in the recent renewal of Measure A and are currently working on drafting guidelines regarding the use of Measure A funds. Once guidelines have been adopted, the City would ask that Moss would provide assistance and oversight during the City’s implementation phase.
· ERP Financial Management - The City is continuing to implement modules related to its enterprise-wide financial management system, Tyler MUNIS. Moss Adams has provided guidance all along the way, most recently through the Internal Controls Review. The City would ask that Moss continue to work alongside staff as we prepare to transition to a bi-weekly payroll schedule in October 2024, and begin implementation for the utility billing module in 2025.
· Charter Review - Moss has assisted the City with the first round of review of the Charter, specific to Sections XI and XI-A, which resulted in revised language currently being considered for the November 2024 ballot. The Council has asked that the City also work towards identifying additional Charter revisions that could be considered for the 2026 ballot item. Moss has already started this work with staff, and because of their history with the City, have a keen awareness and knowledge of how some of the existing Charter language creates roadblocks and pain points for operations.

Lastly, with the amount of certain and potential turnover in City leadership coming throughout the next 8 to 10 months, it is important to support continuity of business operations and services to community as best we can. Onboarding an additional new charter office/officer during this dynamic time could potentially expose the city to unnecessary risk.

The City Council approved the current agreement with Moss Adams to provide Internal Audit services in June 2019. In December of 2022, the City administratively approved contract amendment 1, adding two new projects related to grants management and administration. Since then, the Council has also taken formal action to revise the current year audit plan instructing the Auditor to perform peer reviews and provide feedback related to the City’s Charter, Public Information, and Public Records requests. Staff is now seeking approval of Amendment 2, to extend Internal Audit Services for an additional two year term, with two one-year options to extend.

Findings
Pursuant to Stockton Municipal Code section 3.68.070, Council may approve findings which support an exception to the competitive bidding process.

The proposed findings include:

1. Provide critical continuity of services to the City. With the current list of projects in progress, it would be both cost prohibitive and operationally damaging to stop work and transition to a new contractor.

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2. The City does not have, and would not be able to provide, the level of staffing and professional experience that Moss Adams brings to the City.

3. Office of the City Auditor is required by Charter Articles IV and XIV.

Staff is recommending that the Council approve a motion to amend the contract with Moss Adams to provide Internal Audit Services. Given their expertise, performance, approach and existing knowledge of the City, this contract extension represents a strategic partnership that will allow the City to continue moving forward with the progress we have made within our internal audit function.

The proposed contract extension for Moss Adams will authorize them to continue carrying out the function of the City Auditor and to develop, implement, and complete annual internal audit plans.

FINANCIAL SUMMARY
In FY 2011-12 the City established, and Council approved, a baseline annual budget of $421,000 for Internal Audit Services. This baseline has not changed since. Funds will continue to be approved through subsequent annual budget processes.

Attachment A - Contract Amendment 2
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26 1
(Rev. 03.21.22)

CITY OF STOCKTON

STANDARD AGREEMENT AMENDMENT
This Amendment Number ___2______ (insert amendment #) to the above referenced Agreement is entered into on ________________: between the City of Stockton (“City”) and Moss Adams LLP, as the City’s Internal Auditor “Contractor”.

RECITALS
Exhibit C General Terms and Conditions, Paragraph 7 Changes, states the City may modify the scope of services and any material extension or change in the scope shall be memorialized in a written amendment prior to the performance of additional work; and
Exhibit C General Terms and Conditions, Paragraph 8 Amendment, states no variation of the terms of this Agreement shall be valid unless an Amendment is made in writing and signed by both parties; and The City needs to renew the term specified in Paragraph 2 of the Standard Agreement to provide critical continuity of services and remain in compliance with Charter requirements; Now therefore, the City and the Contractor mutually agree as follows:

1.The termination date in Paragraph 2 of the Standard Agreement is amended to:

June 30, 2026, plus two additional one-year options to extend (June 2027 and June 2028)

2.The maximum not to exceed amount to be paid to the Contractor, including if authorized, reimbursement of expenses, in Paragraph 3 of the Standard Agreement and Exhibit E, Section 1.1, will now read as follows:

1.1 “The maximum the Contractor shall be paid on this Agreement is $_421,000 per FY, per Council resolution 2019-06-18-1103_ (hereafter the “not to exceed” amount). The “not to exceed” amount includes City approved reimbursable expenses, if any, and all payments to be made pursuant to this Agreement’s sum for the initial term and extended term. 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.

All other terms and conditions of the Agreement shall remain unchanged and remain in full force and effect unless modified by a written amendment signed by both parties.

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
_____________________________________________________________________________________________ Harry Black, City Manager Date
Agreement Number: Amendment
Number:
422000416 2
ATTACHMENT A 27
2 (Rev. 03.21.22)
ATTEST:
_____________________________________________________________________________________________ Katherine Roland, Interim City Clerk
APPROVED AS TO FORM:

Lori M. Asuncion, City Attorney
BY:

ATTACHMENT A 28
City of Stockton
Legislation Text
File #: 24-0197, Version: 2

ADOPT A MOTION TO ALLOCATE AND APPROPRIATE GRANT AND GENERAL FUND

DOLLARS TO THE NAVIGATION CENTER PROJECT AND AUTHORIZE CONTRACT CHANGE ORDER NO. 2 AND AUTHORIZE PROFESSIONAL SERVICES CONTRACT AMENDMENT NO.1

RECOMMENDATION
It is recommended that the City Council adopt a motion to:

2. Allocate and appropriate $1,000,000 of discretionary Council Priority Project funds as recommended by the Council’s Budget/Finance/Economic Development Committee on March 29, 2024, for construction of the Navigation Center project;

3. Authorize the City Manager, or designee, to execute Contract Change Order No. 2 in the amount of $2,714,647.13 with G&G Builders for construction of the Navigation Center project;

6. Authorize the City Manager, or designee, to enter into and execute any associated documents and take appropriate and necessary actions to carry out the purpose and intent of this motion.

Summary
On November 17, 2020, the City Council approved a Resolution (Attachment A - Resolution 2020-11- 17-1402) authorizing the allocation of $2,338,623 in grant funding through the State’s Homeless Housing, Assistance and Prevention Program (HHAP) Round 1 to the Stockton Shelter for the Homeless for the construction of the Navigation Center.

Construction of the Navigation Center commenced on October 22, 2022. Stockton Shelter for the Homeless terminated shelter operations and issued contract termination notices to three contractors working on the Navigation Center project effective September 1, 2023. The City’s allocation of $2,338,623 in HHAP 1 funds was fully expended by Stockton Shelter for the Homeless at the time of City of Stockton Page 1 of 9 Printed on 5/16/2024
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their closure. At that time, best estimates suggested that the Navigation Center project was about 75 to 85 percent complete; though the Navigation Center was not watertight.

The City of Stockton, Economic Development Department, assumed control of the Navigation Center project on September 1, 2023. On October 17, 2023 City Council approved a Motion (2023-10-17- 1204) authorizing the allocation of $1,826,961 in grant funding to complete G&G Builders’ Inc. (G&G) original scope of work with Stockton Shelter for the Homeless and other identified scope items not part of the original contract, excluding landscaping and Fixtures, Furnishings and Equipment (FF&E).

The city subsequently issued contracts to G&G for the Navigation Center construction scope of work ($1,341,961.40), to Griffin Structures, Inc. (Griffin) for construction management services ($185,000), to RPM Team (RPM) for Architecture and Engineering Services ($33,900), and to Integrated Modular Solutions (IMS) to complete the fire sprinkler system and other work and repairs to the modular structures ($97,296).

In late October 2023, Griffin embarked on a comprehensive discovery process to assess current project conditions. Gaps were identified between project plans and specifications and contracted scopes of work with the Stockton Shelter for the Homeless and its contractors.

A Notice to Proceed was issued to G&G on November 13, 2023, though severe rains delayed kickoff.

Construction and weathering-in the structure began in December of 2023.

In January 2024, G&G and Griffin observed evidence of visible mold growth and construction stopped. A water intrusion inspection, conducted on January 23, 2024, confirmed the presence of water and mold impacting the floor and wall systems throughout. The City has deferred several G&G contracted scope of work items to pay for the removal and treatment of water-impacted building materials to meet certification to industry standards, so that construction can resume.

There are additional costs to complete the Navigation Center following identification of missing scope of work items and the remediation and repair of water damage due to the rains from 2022/2023 and 2023/2024. Additionally, staff are now requesting allocation of funds for landscaping, as discussed in October 2023.

It is recommended that Council approve Contract Change Order (CCO) No. 2 in the amount of $2,714,647.13 with G&G for construction of the Navigation Center. To date, one zero cost CCO has been approved with G&G. Upon approval of CCO No. 2, the revised total contract amount will be $4,056,608.53.

It is also recommended that Council approve Professional Services Contract Amendment No. 1 in the amount of $200,000 with Griffin for construction management services for the Navigation Center project. Upon approval of Amendment No. 1, the revised total contract amount will be $385,000.

Council approval is required, as each of these contract changes or amendments exceed the administrative authority for change orders or amendments, and the recommended actions increase the project budget. Upon Council approval of the recommended contract changes or amendments, the administrative authority will be reset, providing the City Manager with authority to approve future contract changes or amendments up to the new calculated limits. Staff are requesting $1,798,000 in City of Stockton Page 2 of 9 Printed on 5/16/2024
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ARPA funds and $1,000,000 of General Fund to complete the work.

DISCUSSION
Background
The State's Homeless Housing, Assistance and Prevention Program (HHAP) funds are designed to support regionally coordinated efforts between the County, Continuum of Care (CoC), and the City to expand and develop local capacity to address immediate homelessness challenges throughout the state. HHAP funds are focused on moving homeless individuals and families into permanent housing and ensuring those individuals and families maintain their permanent housing.

On November 17, 2020, the City Council approved a Resolution (Attachment A - Resolution 2020-11- 17-1402) authorizing the allocation of $6,460,265 in grant funding through HHAP Round 1. In total, 12 projects were approved for HHAP Round 1 funding to carry out eligible activities prioritized in the San Joaquin Community Response to Homelessness Strategic Plan, including the allocation of $2,338,623 to the Stockton Shelter for the Homeless for the construction of the Navigation Center.

The Navigation Center is the first of its kind, low-barrier, service-enriched shelter in Stockton. It will focus on moving homeless individuals and families into permanent housing and providing temporary living facilities while case managers connect individuals experiencing homelessness to income, public benefits, health services, shelter, and housing.

Initial grant funds issued by the City/County/CoC to Stockton Shelter for the Homeless for the Navigation Center project totaled $4,847,045, as follows:

HHAP 1 Grants Received:

City of Stockton $2,338,623
San Joaquin County $ 972,420
San Joaquin County CoC $1,121,960
HHAP 2 Grant Received:

San Joaquin County CoC $ 414,042
Total $4,847,045
Stockton Shelter for the Homeless announced it was closing and terminated shelter operations and issued contract termination notices to three contractors working on the Navigation Center project effective September 1, 2023. The City’s allocation of $2,338,623 in HHAP 1 funds were fully expended by Stockton Shelter for the Homeless at the time of their closure.

The City of Stockton, Economic Development Department (EDD), assumed control of the Navigation Center project on September 1, 2023. Prior to Stockton Shelter for the Homeless’ closure, EDD conducted an overall assessment of the project including conducting interviews with Four Leaf, the contracted state inspector, CalFire, and Caltrans about the project. Staff from EDD and Public Works conducted site visits with G&G and RPM, and project documents were shared with Public Works.

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At the time, it was estimated that construction was about 75 to 85 percent complete. When construction ceased, the building was not watertight-there was no roof and there were multiple water penetration points. The City was aware that the Navigation Center experienced extensive flooring damage due to the unprecedented rains of 2022 and 2023 and anticipated additional damage if the building was not immediately sealed. Barring additional damage or any unforeseen scope items, the City’s best estimate for the total balance/cost to complete the Navigation Center was $1,826,961.40, excluding FF&E and landscaping.

On October 17, 2023 City Council approved a Motion (2023-10-17-1204) authorizing the allocation of $1,826,961.40 in grant funding, including a million dollars from Senator Eggman as part of the 2022- 23 California Budget Bill Jr. directly for the Navigation Center, to finish the project per G&G’s original scope of work with Stockton Shelter for the Homeless and other identified scope items not part of the original contract. Pursuant to Stockton Municipal Code (SMC) 3.68.070, Council additionally approved findings which supported an exception to the competitive bidding process.

The city subsequently issued contracts to G&G for the remainder of the Navigation Center construction, to Griffin for construction management services, to RPM for Architecture and Engineering Services, and to IMS for remaining modular manufacturing items.

Grant funds contracted by EDD to resume construction of the Navigation Center that have been committed by the City to date, as follows:

ARPA Contingency:

G&G Builders $ 341,961.40
Griffin $ 185,000
RPM/IMS/Other $ 300,000
Senator Eggman, 2022-23 California Budget Bill Jr.:

G&G Builders $1,000,000
Total $1,826,961.40
In late October 2023, Griffin Structures embarked on a comprehensive Discovery process to assess current project conditions. Gaps were identified between project plans and specifications and contracted scopes of work with the Stockton Shelter for the Homeless and its contractors. Namely, no contracts covered the exterior seaming work and scaffolding required to seal the horizontal and vertical water penetration points; the intumescent paint at ceilings and walls to provide 1-hr Fire Rating, as added by CalFire; or the miscellaneous plumbing connections not yet made between containers. Further, the project has experienced cost increases due to scope items being clarified during the Request for Information process around roofing, concrete work, and plumbing work.

A Notice to Proceed was issued to G&G on November 13, 2023, though severe rains delayed kickoff.

Construction and weathering-in the structure began in December of 2023.

In January 2024, G&G and Griffin observed evidence of visible mold growth. Construction stopped immediately, pending review by an industrial hygienist. A water intrusion inspection, conducted on January 23, 2024, confirmed the presence of water and mold impacting the floor and wall systems throughout. The City deferred several G&G contracted scope of work items to pay for the removal City of Stockton Page 4 of 9 Printed on 5/16/2024
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and treatment of water-impacted building materials to meet certification to industry standards, so that construction can resume. Remediation revealed additional scope issues; the fire rating assembly details previously approved are no longer applicable, per CalFire.

Timeline
Construction of the Navigation Center commenced approximately two years ago; however, due to multiple stoppages, the project has been under active construction for approximately 12 months. § August 24, 2021: The contract between Stockton Shelter for the Homeless and the City was signed.
§ July 29, 2021: Stockton Shelter for the Homeless approves contract with RPM Team for Architecture and Engineering Services.
§ December 1, 2021: Stockton Shelter for the Homeless approves contract with Integrated Modular Systems (IMS) for the purchase, delivery, and prefabrication of the modular structure. § May 9, 2022: Stockton Shelter for the Homeless approves contract with G&G Builders (G&G) for the Installation of the Container Structure and Site Work. § June 26, 2022: Formal groundbreaking.
§ July 6, 2022: Anticipated construction commencement (permit delayed). § September 1, 2022: Caltrans requests new City/Caltrans lease. § October 22, 2022: Encroachment permit obtained; construction commences. § December 31, 2022: Winter storms impact construction timeline and damage containers. § July 18, 2023: Stockton Shelter for the Homeless announces their impending closure. § July 31, 2023: City Council ratified the Local Emergency Proclamation due to Public Health and Safety related to unhoused individuals.
§ September 1, 2023: The City of Stockton transferred the Stockton Shelter for the Homeless sublease to St. Mary’s Dining Room effective September 1, 2023. Stockton Shelter for the Homeless issued contract termination notices to their three contractors working on the project. § October 17,2023: City Council approves motion to accept, allocate, and appropriate grant funding for a contract for construction manager services and a contract for construction of the Navigation Center Project.
§ October 26, 2023: City of Stockton executes contract with Griffin for Construction Management services.
§ November 11, 2023: City of Stockton executes contract with G&G for construction of the City of Stockton Page 5 of 9 Printed on 5/16/2024
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Navigation Center.
§ November 13, 2023: A Notice to Proceed to commence work was issued to G&G. § November 29, 2023: On-site construction resumes, following rain delay. § December 14, 2023: City of Stockton executes contract with RPM Team for Architecture and Engineering Services.
§ January 23, 2024: Construction stops after identification of visible mold, pending remediation removal and treatment of water-impacted building materials to meet certification to industry standards.
§ April 11, 2024: City of Stockton executes contract with IMS to complete the fire sprinkler system and other work and repairs to the modular structures.

Present Situation
Removal of the water-impacted building materials is complete, per the work practices specified in the Water Intrusion Inspection Assessment Report. The City approved CCO No. 1 to complete the remediation and the Roof Sleepers. This zero cost CCO did not require Council approval, as it did not exceed the administrative authority for change orders. Remediation took approximately four weeks, and certification to resume construction was provided on March 28, 2024. The cost for removal, and treatment of water-impacted building materials to meet certification to industry standards was $351,397.65. These costs were paid through project contingency ($149,488.53) and deferred scope ($201,909.12), as described below.

At the time construction stopped on January 23, 2024, G&G had completed a significant portion of their contracted scope of work, including:
· Trenching and backfilling for underground utilities
· Underground electrical
· Roofing Installation
· Concrete pavement/Fire access road (~75% complete)
The remaining scope of work items that were delayed until remediation was complete, included:
· Fire Access Road
· Egress Stairs
· Electrical Work - Switchgear and associated panels installation · HVAC Equipment Install (Roof Mounted Units)
· Fire Alarm
· Sprinkler System (IMS Contract)
These scope of work items are scheduled to resume in April and be completed prior to the contract closing on May 31, 2024.

The scope of work items that were deferred to pay for the removal and treatment of water-impacted building materials to meet certification to industry standards, so that construction can resume, City of Stockton Page 6 of 9 Printed on 5/16/2024
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included Change Orders previously approved by Stockton Shelter for the Homeless that were incorporated as part of G&G’s contract with the City of Stockton (#8, 10, 11, 14, 16, 17). Those Change Orders were determined by the Construction Manager and Project Team to be nonessential to securing the Certificate of Occupancy and will not be incorporated into CCO No. 2.

There are additional costs required to complete the construction of the Navigation Center, excluding mark-ups, general conditions, and insurance or bonds. The details of those costs are as follows:

1. Deferred Work. Elevator seismic gap.

2. Scope Due to Mold/Demo Remediation. Costs for drywall and finish work after remediation, including all new partitions and fire rated partitions and updates to the fire rating assembly details added by CalFire. All new flooring work after remediation. Any reinstallation of existing panels and HVAC units removed for remediation work and reconnecting electrical.

3. Additional Scope of Work Items. The Construction Management team conducted several months of Discovery to assess current project conditions. Gaps were identified between project plans and specifications and contracted scopes of work with the Stockton Shelter for the Homeless and its contractors, including:
a. Additional asphalt paving and curb to create an accessible entry. b. Exterior seaming work and scaffolding.
c. Intumescent Paint at floor penetrations, ceilings, and wall to provide 1-hr Fire Rating.

Added by CalFire.
d. Utilities (Storm Drain).

4. Extended Construction Management Services . Additional months of construction management services to extend through completion of construction plus 30-days.

5. Landscaping. Staff noted to City Council on October 17, 2023 that it would return to request funds for landscaping based on previously completed pro-bono landscaping drawings.

6. FF&E (estimated $50 per sq. ft @ 13,500 sq ft.) (If cost savings realized, not currently part of CCO No. 2). Since this project was funded in 2020 during a global pandemic, the homelessness landscape has changed tremendously. Further, there have been recent changes in the overall campus wide utilization. Staff noted to City Council on October 17, 2023, that it would return to request funds for FF&E once St. Mary’s had an opportunity to confirm highest and best use of the building. While all three shelters have been at or near capacity; St. Mary’s is regularly turning away families. In the first quarter of 2024, St. Mary’s was unable to accommodate 142 families because the family shelter was full. There are insufficient funds available to include FF&E as part of this CCO. The City is pursuing other options to fund FF&E as well as potential cost savings realized in the G&G contract. In the meantime, the City will coordinate with St. Mary’s on FF&E options, including movable partitions, to maximize the number of semi-private family units.

Construction projects of this size and complexity often experience unforeseen conditions that require a team approach to resolve. The contractor, architect, and construction management staff all play key roles. While these issues are expected to decrease as the project progresses, the project previously lacked a construction management team under Stockton Shelter for the Homeless. The increased level of supervision and guidance, the significant weather damage and the resulting mold demolition and remediation that exposed unknown existing conditions related to the Fire Protection Plan, and increasing construction costs have resulted in a volume of changes that require adjustments to contracts. This CCO represents a scope of work to meet requirements to obtain a Certificate of Occupancy.

City of Stockton Page 7 of 9 Printed on 5/16/2024
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35 File #: 24-0197, Version: 2
It is recommended that Council approve CCO No. 2 in the amount of $2,714,647.13 with G&G for construction of the Navigation Center project. Upon approval of CCO No. 2, the revised total contract amount will be $4,056,608.53 (Attachment B - CCO No. 2 with G&G).

Council approval is required, as each of these contract changes or amendments exceed the administrative authority for change orders or amendments, and the recommended actions increase the project budget. Upon Council approval of the recommended contract changes or amendments, the administrative authority will be reset, providing the City Manager with authority to approve future contract changes or amendments up to the new calculated limits. Staff are requesting $1,798,000 in ARPA funds and $1,000,000 of General Fund to complete the work.

The estimated date of completion is early fall 2024, pending approval of the recommended action.

The City has identified the source to cover the CCO scope and continuing construction management services.
§ $1,798,000 from the Council-approved American Rescue Plan Act (ARPA) Funds. On May 2, 2023, Council adopted a resolution to allocate $1,800,000 of ARPA Funds for acquisition, predevelopment, rehabilitation, and capitalized operating subsidy funds to Upholdings Inc. as a match for Round Three of the Homekey Grant Program. Authorization of funds was contingent upon approval of the grant application by the Department of Housing and Community Development. On January 4, 2024, the City learned that its joint application for Round 3 of Homekey was denied. Some work related to Upholdings, Inc. resulted in minor expenses, bringing the total available to $1,798,000. These funds must be re-obligated by December 31, 2024 and spent by December 31, 2026.
§ $116,647.13 from the Council-approved ARPA Funds. On October 17, 2023 City Council approved a Motion (2023-10-17-1204) to allocate $300,000 to “other entities involved in construction of the Navigation Center.” The City has entered into other contracts and paid for the water intrusion inspection with these funds for a total of $143,226.00. No other contracts are deemed necessary by the construction manager, so these funds are available for use. § $1,000,000 of discretionary Council Priority Project funds as recommended by the Council’s Budget/Finance/Economic Development committee on March 29, 2024.

FINANCIAL SUMMARY
City Council Resolution number 2024-01-23-1501 appropriated $4 million in Council Priority Project Funds. The Council Budget / Finance / Economic Development Committee recommended programming $1 million of this funding for the Navigation Center.

The $1,798,000 of funds incur no financial impact to the City’s General Fund or any other unrestricted funds as a result of this action. This allocation is payable from the Council-approved City of Stockton Page 8 of 9 Printed on 5/16/2024
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36 File #: 24-0197, Version: 2
ARPA Fund and is available in existing ARPA project #EARP301. The $116,647.13 is payable from existing Navigation Center project #EARP 212 and is available for use.

Attachment A - 2020-11-17-1402
Attachment B - CCO No. 2 with G&G
Attachment C - Amendment No. 1 with Griffin
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37 ATTACHMENT A 38
ATTACHMENT A 39
HHAP Funding Recommendations Exhibit 1
CASE
ID APPLICANT PROJECT TYPE Request to CITY %
Funding
Recommended
1 32548 Family Resource and Referral Center Outreach and Coordination $ 258,411.00 93.72% $ 258,411.00 2 32550 Lutheran Social Services Rapid Rehousing (Youth) $ 516,821.00 93.50% $ 516,821.00 3 30055 Stockton Self-Help Housing Permanent Housing $ 258,345.12 93.43% $ 258,345.12 4 30056 Housing Authority/DCDC Rental Assistance - Landlord Incentives $ 222,500.00 93.00% $ 222,500.00 5 32040 Stockton Shelter for the Homeless Emergency Shelter/Navigation Center $ 2,338,623.00 91.48% $ 2,338,623.00 6 32619 Central Valley Low Income Housing Corp
Rental Assistance - Landlord
Incentives/Permanent Housing - 90.78%
7 32100
San Joaquin County Behavioral Health
Services Emergency Shelter - 88.40%
8 32684 Central Valley Low Income Housing Corp Outreach and Coordination $ 151,925.81 88.21% 9 31894 City of Tracy Emergency Shelter - 88.00%
10 32253 Central Valley Low Income Housing Corp Rental Assistance - Landlord Incentives $ 581,424.00 87.93% $ 581,424.00 11 31851 Central Valley Low Income Housing Corp
Rapid Rehousing/Rental Assistance -
Landlord Incentives $ 904,437.00 87.71% $ 341,001.44
12 32039 Stockton Shelter for the Homeless
Rapid Rehousing/Rental Assistance -
Landlord Incentives $ 458,796.00 87.43% $ 341,001.44
13 30041 Tracy Community Connections Center Permanent Housing - 86.85% 14 32795 City of Lodi Permanent Housing - 85.82%
15 30063 Community Medical Centers
Rapid Rehousing/Rental Assistance -
Landlord Incentives/Outreach Coordination $ 917,736.00 84.74% 16 31273 City of Lodi Emergency Shelter/Navigation Center - 84.28% 17 30039 Housing Authority/DCDC
Permanent Housing/Outreach and
coordination $ 600,322.00 83.94%
18 32186 Visionary Home Builders Permanent Housing $ 2,138,241.00 83.94% 19 30051 Stockton Shelter for the Homeless Outreach and Coordination $ 177,268.00 83.21% $ 177,268.00 20 30478 Central Valley Low Income Housing Corp
Capitalized Operating Reserves/Permanent
Housing $ 387,616.00 82.51% $ 129,205.00
21 32799 Central Valley Low Income Housing Corp Outreach and Coordination $ 192,558.00 82.21% 22 32696 Central Valley Low Income Housing Corp Emergency Shelter/Permanent Housing $ 111,734.21 80.21% 23 30066 Children's Home of Stockton Outreach and Coordination (Youth) $ 509,276.00 79.71% $ 375,273.89 24 32037 Stockton Shelter for the Homeless Capitalized Operating Reserves $ 77,954.00 79.43% 25 32734 Tracy Community Connections Center Rental Assistance - Landlord Incentives - 79.28% ATTACHMENT A 40
HHAP Funding Recommendations Exhibit 1
26 30069 City of Manteca Navigation Center - 77.37%
27 32620 Ready to Work
Outreach and Coordination/Emergency
Shelter $ 338,968.11 77.07% $ 338,968.11
28 30180 Mary Magdalene Community Services
Outreach and Coordination/Rental
Assistance - Landlord Incentives - 76.21%
29 32187 Visionary Home Builders
Rental Assistance - Landlord
Incentives/Permanent Housing $ 2,185,499.00 75.37%
30 32729 Tracy Community Connections Center Outreach and Coordination - 72.50% 31 32768 City of Manteca Emergency Shelter - 71.20%
32 32185 Gospel Center Rescue Mission Emergency Shelter/Navigation Center $ 2,310,000.00 66.28% 33 30047 Gospel Center Rescue Mission
Outreach and Coordination/Emergency
Shelter/Navigation Center - 57.57%
34 32143 Gospel Center Rescue Mission
Outreach and Coordination/Emergency
Shelter/Navigation Center - 46.43%
Total requested $15,638,455.25 $5,878,842.00
Planning $ 129,205.00
Administration $ 452,218.00
Total $6,460,265.00
ATTACHMENT A 41
CITY OF STOCKTON Page 1 of 3
April 30, 2024
Fully Executed Form Routing: Original to City Clerk; Copy to Vendor

ATTACHMENT B
Contract Change Order #: 2
Motion No. 2023-10-17-1204 Contract No. 424000214
(If not required enter “N/A”) Contract #

NAVIGATION CENTER PROJECT
Project Number / Project Name / Activity
Original Contract Price $1,341,961.40
Approved Change Order Total $0.00
This Change Order $2,714,647.13
Revised Contract Price $4,056,608.53
TO G&G Builders Inc (Contractor). You are hereby directed to make the herein described changes from the plans and specifications or do the following described work not included in the plans and specifications of this contract.

Additional Work Performed for Above Referenced Project
See Pages 2-3.

We, the undersigned contractor, have given careful consideration to the change proposed and hereby agree, if this proposal is approved that we will provide all equipment, furnish all materials, except as may otherwise be noted above, and perform all services necessary for the work above specified, and will accept as full payment therefore the prices shown above.

By reason of this proposed change, the Work Completion Deadline shall be revised to September 30, 2024.

Accepted Date

(Contractor)
By
Title
Note: This contract change order is not effective until approved by the City Manager.

APPROVED AS TO FORM & CONTENT:

OFFICE OF THE CITY ATTORNEY
BY
Date:

ATTEST:

ELIZA GARZA

CITY CLERK OF THE CITY OF STOCKTON
Internal Approval Routing
Date:

Submitted by: Project Manager
Date:

Approval by Department Fiscal Division
Date:

Approval Recommended by:

Date:

Department Head
Change Order Approved By:

Date:

City Manager, Harry Black

42 CITY OF STOCKTON Page 2 of 3
April 30, 2024
Fully Executed Form Routing: Original to City Clerk; Copy to Vendor

ATTACHMENT B
Contract Change Order #: 2
Motion No. 2023-10-17-1204 Contract No. 424000214
(If not required enter “N/A”) Contract #

NAVIGATION CENTER PROJECT
TO G&G Builders Inc. (Contractor). You are hereby directed to make the herein described changes from the plans and specifications or do the following described work not included in the plans and specifications of this contract.

EXTRA WORK AT AGREED LUMP SUM
The Contractor is directed to provide the following additional items of work:

CSI # Change Order
#2
Description Lump Sum
010000 General
Requirements
General Conditions required for contract extension.

Includes G&G on site and office labor.
$ 173,851.36
014535 Special
Inspections
3rd Party Special Inspections vendor required for onsite fire rating inspections. Includes allowance of $25,000.
$ 45,100.00
030000 Concrete Provide new sidewalk, curb, gutter, and ramp at main entrance gate.
$ 35,032.00
078000 Fire and Smoke
Protection
Furnish and Install new smoke curtains required by building code. Final scope pending CalFire review/approval.
$ 13,750.00
079200 Exterior Joint
Sealants
Furnish and install metal and flashing installation required to waterproof exterior façade.
$ 93,736.00
081000 Doors, Frames
and HW
Furnish and install fire rated door assemblies to be installed at all egress doors. Final scope pending CalFire
review/approval.
$ 75,794.00
083100 Access Doors
and Panels
CalFire requested access panels within restrooms fire rated walls.
$ 6,000.00
092900 Gyp Board /
Drywall
Furnish and install drywall and level 3 finish for interior.

Work due to mold remediation and demolition.
$ 200,320.00
095100 Acoustical
Ceilings
New drop ceilings and ceiling patch back for interior. Work due to mold remediation and demolition.
$ 75,800.00
096000 Flooring Furnish and install new flooring and wall base for interior.

Work due to mold remediation and demolition. Includes
allowances for unforeseen conditions and steel plates/flat bars for horizontal floor transitions between containers. $ 319,863.00
099100 Painting Provide new paint for interior levels. Includes intumescent paint as required by CalFire to provide a minimum of 1-hr fire rating. Final scope pending CalFire review/approval. $ 154,295.00
101400 Signage Allowance for signage as none are shown in contract drawings.
$ 30,000.00
102800 Restroom Allowance to reinstall bathroom fixtures after mold and demolition.
$ 50,000.00
104400 Fire Alarm Allowance to reinstall fire alarm devices after mold and demolition.
$ 20,000.00
104400 Flooring
Penetrations
Provide fire ratings at all floor and wall penetrations as required by building code. Final scope pending CalFire
review/approval.
$ 398,628.64
43 CITY OF STOCKTON Page 3 of 3
April 30, 2024
Fully Executed Form Routing: Original to City Clerk; Copy to Vendor

ATTACHMENT B
14800 Scaffolding Provide exterior scaffold to allow for façade work. 220000 Plumbing Provide final plumbing connections for misaligned water/waste lines.
$ 33,781.00
230000 Elevator
Seismic Joint
Provide seismic joint at elevator locations as required by building code.
$ 139,516.36
230000 HVAC Reinstall HVAC units removed due to mold remediation and demolition
$ 43,092.00
260000 Electrical Furnish labor to reinstall ceiling light fixtures removed or never installed.
$ 44,258.82
321216 Asphalt Paving Provide new asphalt for tie-in to fire road and around existing family shelter.
$ 162,489.00
321540 Landscape Provide new landscaping features for facility. $ 116,895.00 330000 Utilities Provide new Bio Retention Basin and storm drain pipes. $ 46,900.00 Total Direct Costs $ 2,315,412.18
15% GC Mark up $ 347,311.83
$ 2,662,724.01
.95% Bond $ 25,295.88
1% Insurance $ 26,627.24
GRAND TOTAL $ 2,714,647.13
Available Contingency (Approx.)
A credit/deduct of approximately $50,000 to $60,000 is
anticipated, attributable to the unused portion of
allowances outlined in the demolition subcontractor
contract. G&G commits to providing the credit upon
verification of all time and material tags used against this allowance. $ 17,308 is also available due to unused
contract allowance.
$ 67,308.92
TOTAL COST OF CHANGE ORDER WORK: $ 2,714,647.13
The additional compensation, if any, included in this change order constitutes full compensation, including all mark ups, profits, surcharges, taxes and overhead costs, for the change in work as specified. 44 ATTACHMENT C
1 (Rev. 03.21.22)

CITY OF STOCKTON

PROFESSIONAL SERVICES CONTRACT AMENDMENT
Contract
Number:

Amendment
Number:
424000195 1
This Amendment Number __1__ to the above referenced Professional Services Contract (the “Agreement”), is entered into on ____________: between the City of Stockton (“City”) and GRIFFIN STRUCTURES, INC. (“Consultant”) for CONSTRUCTION MANAGEMENT SERVICES FOR THE NAVIGATION CENTER PROJECT.

RECITALS
The City desires to increase the Consultant’s compensation to pay Consultant for additional services.

Now, therefore, the City and the Consultant mutually agree as follows:

1. The maximum not to exceed amount to be paid to the Consultant, including applicable authorized reimbursement of expenses, at Section 2 and Exhibit A of the Agreement shall be increased to a new total not to exceed amount of $385,000.

2. Consultant shall provide the services described in Exhibit A of this Amendment Number 1, which shall be incorporated into Exhibit A of the Agreement
All other terms and conditions of the Agreement shall remain unchanged and remain in full force and effect unless modified by a written amendment signed by both parties.

IN WITNESS WHEREOF, the authorized parties have executed this Contract.

CONSULTANT
_GRIFFIN STRUCTURES, INC.___________________________________________________________________ Consultant’s Name (if other than an individual, state whether a corporation, partnership, etc.):
_____________________________________________________________________________________________ Authorized Signature Date
_____________________________________________________________________________________________ Printed Name and Title of Person Signing
1850 Warburton Ave., Suite 120, Santa Clara, CA 95050 _______________________________________________ Address

CITY OF STOCKTON
_____________________________________________________________________________________________ Harry Black, City Manager Date
ATTEST:
_____________________________________________________________________________________________ Eliza R. Garza CMC, City Clerk
APPROVED AS TO FORM:

Lori M. Asuncion, City Attorney
BY:
45 Griffin Structures Fee Proposal – ASR 01
City of Stockton Navigation Center
April 26, 2024
Griffin Structures’ Additional Services Request (ASR) Fee Proposal is based on all reasonable costs necessary to perform Construction Management Services for the City’s Navigation Center project. For these requisite services Griffin Structures proposes the following Not-to-Exceed Fee based on hourly rates:

Project/Construction Management Services: $ 198,870
Reimbursable Expenses: $ 1,130
Grand Total $ 200,000
All proposed hourly rates are fully burdened and include overhead profit, taxes, and benefits. The hours identified for each individual employee and task are estimates only and are not to be construed as not to exceed hours for any individual task, phase, or time period. We reserve the right to reallocate hours between staff members, subconsultants, and tasks, in consultation with the City, in order to accomplish the overall objectives and requirements of the project.

Additional services are based on extension of the schedule including construction, and closeout through October 2024. The original proposal schedule assumed completion in February 2024 based on the scope and conditions known at the time. Prosecution of the project uncovered unforeseen conditions necessitating the extension of the project schedule. Any extension of the schedule beyond this point may result in an additional fee, in good faith negotiation with the City.

Approach to Staffing & Project Team
To bring the highest level of efficiency and value to the City of Stockton, Griffin Structures has assembled following team:

Robert Godfrey will continue to serve as the Principal-in-Charge/Project Executive throughout the project.

Dustin William will continue to serve as the Construction Manager for the entire duration of the project.

Qualifications & Exclusions

1. Hourly rates are valid through December 31st, 2024 and will escalate by CPI annually thereafter.

2. Insurance costs are included as a reimbursable expense and will be billed monthly at the rate of $10 per $1,000.

Attachment C
Exhibit A
46 3. On-site trailer rental, furniture, utilities, and sanitary facilities for our field staff (Project Management team) are excluded. We assume that offices will be provided as part of the construction site trailer(s) being provided by the City’s contractor.

4. Costs for all permits required for the project are excluded. It is assumed that the Agency will pay for all permitting fees, assessments, easements, school fees, and other agency or governmental fees or costs to support the design and construction the project. We have not included any permit related fees within our fee proposal. Permits will be pulled by others.

5. Costs for construction staking, environmental and hazardous materials surveys, and all environmental and hazardous materials transportation and remediation costs are excluded.

6. Software licenses or user fees and all software training costs for specific project management software being required by either the Agency or their contractor(s) is excluded.

7. Cost of bulk blueprinting for plans and specifications for use by the contractors and subcontractors is excluded. Funds included in reimbursable expenses are for Griffin printing costs alone.

8. Independent or third-party testing companies such as Roofing, Peer Reviews, LEED, or other specialized third-party oversight services other than those listed herein are excluded.

9. Commissioning requirements required by Cal Green (Title 24) are excluded. Griffin will manage the commissioning process, but we have not included a commissioning agent, nor development of commissioning specifications.

10. No FF&E or OS&E procurement is included in this proposal. Griffin will help the City facilitate planning FF&E working with the facility operator and help the City identify a procurement strategy.

11. Construction Site Security is excluded.

12. Construction Manager will review all RFIs, Submittals, and Substitutions only for completeness, approvals to be executed by the designer of record.

13. This proposal does not include a formal independent Inspector of Record (IOR); it is assumed that any Building Department inspections will be performed by the State of California inspections staff.

As part of discovery, Griffin will review inspection records and be present for future inspections as the City’s liaison.

14. Construction Cost Estimates, when provided, are based on standard industry practice, professional experience, and knowledge of market conditions. Griffin has no control over material and labor costs, or contractor’s methods of establishing prices or the market and bidding conditions at the time of bid. Therefore, Griffin does not guarantee that bids received will not vary from the cost estimate provided and Griffin is not liable for any costs, liabilities, or damages incurred by the Agency arising from Griffin’s opinion of cost, the actual project cost to the Agency, delays caused by events outside the control of Griffin, or any labor or material cost increases.

15. Griffin is not responsible for, and the City will hold Griffin harmless from, any schedule delays and/or any losses, damages, or liabilities resulting therefrom that are caused by (1) events or conditions that are outside of Griffin’s control or (2) the acts or omissions of parties for whom Griffin is not legally liable (collectively, “Non-Consultant Delays”). The schedule for completion will be extended for any Non-Consultant Delays. If Griffin incurs additional costs or expenses due Attachment C
Exhibit A
47 to Non-Consultant Delays, then Griffin’s fee compensation will be equitably adjusted to cover such additional costs or expenses.

16. CASp review and inspection services are excluded.

17. Dry utility coordination services are not included. Griffin will review the current status of utility procurement and advise the City on status and any needs identified.

Attachment C
Exhibit A
48 Contract

AUG SEP OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

PROJECT PHASE
Due Diligence
Construction
Closeout

MONTHLY STAFFING HOURS TOTALS
Project Executive 60 60 20 20 20 20 200
Construction Manager 104 104 104 104 104 45 565
0 Project Executive -$ 14,400$ 15,000$ $ 5,000$ 5,000$ 5,000$ 5,000 -$ -$ -$ -$ -$ -$ $ - $ - $ - $ - $ 49,400 Sr. Construction Manager -$ 23,920$ 23,920$ 23,920$ 23,920$ 23,920$ 10,350$ -$ -$ -$ -$ -$ -$ $ - $ - $ - $ - $ 129,950 -$ 38,320$ 38,920$ 28,920$ 28,920$ 28,920$ 15,350$ -$ -$ -$ -$ -$ -$ $ - $ - $ - $ 179,350 - $ Actual

AUG SEP OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC

PROJECT PHASE
Due Diligence
Construction
Closeout

MONTHLY STAFFING HOURS TOTALS
Project Executive 10 26 22 19 20 12 10 15 15 15 15 15 194 Construction Manager 4 84 68 160 168 148 90 160 160 160 100 80 60 1,442 0 Project Executive -$ -$ 2,400$ 6,240$ 5,280$ 4,560$ 4,800$ 2,880$ 2,400$ 3,600$ 3,600$ 3,600$ $ 3,600 $ 3,600 $ - $ - $ - $ 46,560 Sr. Construction Manager -$ -$ 920$ 19,320$ 15,640$ 36,800$ 38,640$ 34,040$ 20,700$ 36,800$ 36,800$ 36,800$ $ 23,000 $ 18,400 $ 13,800 $ - $ - $ 331,660 Contract Over/Under -$ -$ 3,320$ 25,560$ 20,920$ 41,360$ 43,440$ 36,920$ 23,100$ 40,400$ 40,400$ 40,400$ 26,600$ $ 22,000 $ 13,800 $ - $ 378,220 - $ $ 179,350 $ (198,870) 2023 2024
2023 2024
Attachment C
Exhibit A
49 City of Stockton
Legislation Text
File #: 24-0447, Version: 1
ADOPT A RESOLUTION TO AUTHORIZE CONTRACT AMENDMENT NO. 1 WITH PRE-SORT

CENTER OF STOCKTON, INC TO PROVIDE CUSTOMER NOTICE PROCESSING SERVICES

RECOMMENDATION
It is recommended that the City Council adopt a resolution to authorize contract Amendment No. 1 (Exhibit 1 to the Resolution) in the amount of $500,000 with Pre-Sort Center of Stockton, Inc to provide customer notice processing services.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of this resolution.

Summary
The Municipal Utilities Department (MUD) encompasses the Water, Wastewater, and Stormwater Utilities, which are supported by user fees and regulated for the protection of public health and the environment.

The MUD is required to regularly mail notices to record owners of property and/or customers of record that receive water, wastewater, and/or stormwater services in the respective City of Stockton service areas. Customer Notice Processing Services are necessary to provide the City of Stockton the most efficient and cost-effective printing and mailing services including processing customer lists to merge addresses, print a large volume of notices, fold, seal, add the United States Postal Service (USPS) Permit Imprint, and deliver to the USPS.

If approved by the City Council, Contract Amendment No. 1 will add $500,000 to the original contract, increasing the total contract amount to $925,000 with a contract term through June 30, 2026.

DISCUSSION
Background
The City is required to regularly mail notices to record owners of property and/or customers of record that receive water, wastewater, and/or stormwater services in the respective City of Stockton service areas. Customer notices may include invitations to community meetings to discuss topics related to water, wastewater and/or stormwater. Additional required notices include legal notices of public hearings to consider proposed rate adjustments to water, wastewater or stormwater, as well as annual notices informing customers of approved rate adjustments.

On May 25, 2021, by Motion 2021-05-25-1210, the City Council authorized a five-year contract with Pre-Sort Center of Stockton, Inc (Pre-Sort) in the amount of $425,000 to provide customer notice City of Stockton Page 1 of 3 Printed on 5/16/2024
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50 File #: 24-0447, Version: 1
processing services. The approved amount includes the cost to print and mail the notices to customers, and postage funds to mail notices using United States Postal Service (USPS) First Class Mail.

Present Situation
In the last few years, USPS postage costs have increased by approximately 33 percent. Likewise, the cost of paper, printing, and mailing services have increased by about 50 percent.

In addition, in response to the Governor's Drought Emergency Declaration, the City of Stockton Council adopted Resolution 2022-07-12-1503 declaring a Stage 2 Water Shortage Emergency (Water Emergency) on July 12, 2022. The MUD mailed notices to customers in the City’s water service area to inform them about Water Emergency and the subsequent water use restrictions effectively immediately.

The significant cost increases and additional Water Emergency notification mailer caused the need to advance funding from future years to the 2022-2023 and 2023-2024 fiscal years reducing the available funds to pay for the most recent notices of rate study. As a result, the available balance through the end of the term of the contract is approximately $150,000.

Original Contract Amount $425,000.00
Remaining Balance $150,000.00
In addition, the stormwater cost of service rate study underway in FY 2024-25 requires a two-step process for adjusting stormwater rates. The process must follow guidelines California Constitution Article XIII D, Section 6, commonly referred to as “Proposition 218.” The two-step process requires additional public notification in comparison with the water and wastewater rate setting procedure.

Contract Amendment No. 1 changes are summarized below:

Additional Funds Requested
Water Utility $130,000.00
Wastewater Utility $210,000.00
Stormwater Utility $310,000.00
Additional Funds Needed $650,000.00
Remaining Balance $150,000.00
Total Additional Funds Requested $500,000.00
If approved by the City Council, Contract Amendment No. 1 will add $500,000 to the contract to fund the increased cost of postage and related printing and mailing services and revise the total contract amount to $925,000 for the remaining term. Amendment No. 1 does not impact the term of the contract through June 30, 2026.

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51 File #: 24-0447, Version: 1

FINANCIAL SUMMARY
Amendment No. 1 increases the total contract amount to $925,000. There are sufficient funds to cover the current year’s expenses. The proposed contract amendment will add funds to the contract for services in FY 2024-2025 and FY 2025-26. Budgeting for future purchases will be from the same accounts in subsequent fiscal years and presented to the City Council for approval through the annual budget approval process.

This action has no impact on the General Fund or any other unrestricted funds.

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52 Resolution No.

STOCKTON CITY COUNCIL
RESOLUTION TO AUTHORIZE CONTRACT AMENDMENT NO. 1 WITH PRE-SORT

CENTER OF STOCKTON, INC TO PROVIDE CUSTOMER NOTICE PROCESSING

SERVICES
The Municipal Utilities Department is required to regularly mail notices to record owners of property and/or customers of record that receive water, wastewater, and/or stormwater services in the respective City of Stockton service areas; and Customer notices may include invitations to community meetings to discuss water, wastewater, and/or stormwater topics, legal notices of public hearings to consider proposed rate adjustments, as well as annual notices informing customers of approved rate adjustments; and
On May 25, 2021, the City Council approved Motion No. 2021-05-25-1210 to authorize a five-year contract with Pre-Sort Center of Stockton, Inc (Pre-Sort) in the amount of $425,000 to provide customer notice processing services; and
In the last few years, increases in the United States Postal Service postage, paper, printing, mailing services costs, and additional unanticipated notifications have caused the need to advance fund from future years to pay for the most recent notices of rate adjustment; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The City Council authorizes the City Manager to execute Amendment No. 1 (Exhibit 1 to the Resolution) in the amount of $500,000 with Pre-Sort Center of Stockton, Inc to increase the funding for customer notice processing services.

2. By this action, the total contract amount will increase to $925,000.

3. The City Manager, or designee, is hereby authorized to take appropriate and necessary actions to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED May 21, 2024 .

KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:

ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
53 2
EXHIBIT 1
54 City of Stockton
Legislation Text
File #: 24-0409, Version: 1

APPROVE FINDINGS AND EXECUTE CONTRACT AGREEMENTS FOR THE PURCHASE OF

WATER AND WASTEWATER TREATMENT CHEMICALS THROUGH THE BAY AREA CHEMICAL

CONSORTIUM

RECOMMENDATION
It is recommended that the City Council adopt a resolution to:

1. Approve findings in support of an exception to the competitive bidding process.

2. Authorize the City Manager to execute four (4) contracts for the purchase of chemicals for water and wastewater treatment for Fiscal Year 2024-25.

It is also recommended that the City Manager be authorized to take appropriate and necessary actions to carry out the purpose and intent of the resolution.

Summary
In 2013, the City of Stockton (City) joined the Bay Area Chemical Consortium (BACC) to benefit from bulk product pricing for the purchase of water and wastewater treatment chemicals. The BACC is a group of 58 public agencies within eight regions located throughout the Central Valley and Bay Area that coordinate chemical bids to obtain the best possible bulk bid prices through a competitive process. This will be the eleventh year the Municipal Utilities Department (MUD) has participated in the BACC bid process. Over the last several years, significant cost savings have been realized by the City’s participation in the BACC. The chemicals to be purchased and the recommended suppliers are:

1. Hill Brothers Chemical Company of Brea, California for the purchase of Aqueous Ammonia at $2.15 per gallon. (Exhibit 1 to the Resolution)

2. Thatcher Company of California of Sacramento, California for the purchase of Sodium Bisulfite at $2.80 per gallon. (Exhibit 2 to the Resolution)

3. Univar USA, Inc. of Kent, Washington for the purchase of Sodium Hydroxide (25%) at $840.15 per dry ton and Sodium Hydroxide (50%) at $748.61 per dry ton. (Exhibit 3 to the Resolution)

4. Univar USA, Inc. of Kent, Washington for the purchase of Sodium Hypochlorite at $3.25 per gallon. (Exhibit 4 to the Resolution)
By this action, the City Council will approve findings justifying an exception to the competitive bidding process and authorize the City Manager to execute four (4) contracts for the purchase of water and City of Stockton Page 1 of 4 Printed on 5/16/2024
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55 File #: 24-0409, Version: 1
wastewater treatment chemicals to the most responsive, responsible, and competitive vendor for each chemical at the specified unit price. The term of each contract will be for one year, with options to extend the contracts on a year-to-year basis, not to exceed three yearly renewals.

DISCUSSION
Background
Various chemicals are necessary for water and wastewater treatment processes. The chemicals induce changes in the water or wastewater to reduce hazardous conditions and/or remove specific impurities. These chemical and physical changes are necessary to meet drinking water quality standards and wastewater discharge permit requirements.

To obtain a potential reduction in the cost of water and wastewater treatment chemicals, the City joined the Bay Area Chemical Consortium (BACC) in 2013. The BACC is a group of 58 public agencies from eight regions located throughout the Central Valley and Bay Area that coordinate competitive bidding for chemical contracts. The purpose of the BACC is to allow agencies to combine the chemical purchases to create a bulk quantity for bid pricing. The BACC awards a contract to the lowest overall bidder for each chemical in each region. The BACC members pay a lump sum of approximately $500 per bid to facilitate the bidding process. Participants are encouraged not to vary from the lowest overall bid, as it would undermine the prices quoted for bulk quantities.

The MUD participated in the preparation of the bid specifications and selected the specific chemicals required at the Regional Wastewater Control Facility (RWCF), the Delta Water Treatment Plant (DWTP), and at wells throughout the City. The combined solicitations of all the agencies are a cooperative purchase agreement that offers vendors an opportunity to sell larger quantities of their products, resulting in lower prices for the agencies.

Present Situation
For 2024, the Bay Area Clean Water Agencies (BACWA), on behalf of the BACC, has coordinated all bid specification preparations and advertisements. The invitation to bid for each chemical was advertised by the BACWA in the Alameda Times Star newspaper on January 25, 2024. BACWA, as the coordinating agency, received bids electronically through PlanetBids.com by February 22, 2024.

Results were then released to the BACC members.

The lowest bids of interest to the City are shown in the following table:

Chemical Unit FY 23-24
Rate $/Unit
FY 24-25 Lowest
Bidder
FY 24-25
Rate $/Unit
Unit Price
Change
Aqueous
Ammonia
Gal $2.38 Hill Brothers
Chemical Co
$2.15 -10%
Sodium Bisulfite
(40%)
Gal $3.045 Thatcher Company
of California, Inc.
$2.800 -8%
Sodium Hydroxide
(25%)
Dry Ton $987.50 Univar Solutions
USA LLC.
$840.15 -15%
Sodium Hydroxide
(50%)
Dry Ton $875.00 Univar Solutions
USA LLC.
$748.61 -14%
Sodium
Hypochlorite
Gal $2.97 Univar Solutions
USA LLC.
$3.25 10%
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Sodium Bisulfite
(40%)
Gal $3.045 Thatcher Company
of California, Inc.
$2.800 -8%
Sodium Hydroxide
(25%)
Dry Ton $987.50 Univar Solutions
USA LLC.
$840.15 -15%
Sodium Hydroxide
(50%)
Dry Ton $875.00 Univar Solutions
USA LLC.
$748.61 -14%
Sodium
Hypochlorite
Gal $2.97 Univar Solutions
USA LLC.
$3.25 10%
The chemical industry has experienced widespread price increases over the past few years, predominantly due to material and labor shortages, production disruption, and increased transportation costs. The current prices reflect possible stabilization in the chemical supply markets following the COVID-19 pandemic.

The lowest responsible, responsive bidder was determined by the overall lowest cost provided to all the BACC member agencies in each region. Contracts are awarded to the lowest overall bidder of all the agencies within the designated regions to take advantage of the lower bulk quantity bids.

Choosing a bid other than the lowest overall bid undermines the intent of the consortium and negates the value of participation in the consortium.

Findings
Stockton Municipal Code Section 3.68.070(A)(5) provides an exception to the competitive bidding requirements when the City Council approves findings that support and justify the purchase through a cooperative purchasing agreement.

Proposed findings to support this purchase are:

1. The Bay Area Chemical Consortium (BACC) is a group of 58 public agencies that coordinates their chemical bids to obtain the best possible bulk bid price.

2. The BACC conducts a competitive bid process to obtain the best possible bulk bid price.

3. The City of Stockton joined the BACC to participate in the public bidding for chemicals necessary for water and wastewater treatment processes.

4. The bid specification used by the BACC has been reviewed and determined to be compatible with City of Stockton standards.

5. Participation in the BACC cooperative purchase agreement best serves the City by saving money on larger scale chemical purchases.

All four (4) of the proposed contracts are cooperative purchasing agreements for the purchase of supplies or services through other governmental jurisdictions or public agencies.

FINANCIAL SUMMARY
Funds will be available following Council approval of the FY 2024-25 budget for the procurement of each chemical for FY 2024-25, from the Wastewater Utility funds and Water Utility Funds, and as allocated annually in the table below:

Chemical Est. Annual
Quantity
Cost/
Unit
Wastewater
Estimated
Annual Cost*
Water
Estimated
Annual Cost
Total 4-year
Not to Exceed
Amount
Aqueous60000 Gal WW
$215 $141000 $237000 $1581500
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Chemical Est. Annual
Quantity
Cost/
Unit
Wastewater
Estimated
Annual Cost*
Water
Estimated
Annual Cost
Total 4-year
Not to Exceed
Amount
Aqueous
Ammonia
60,000 Gal WW
60,000 Gal W
50,000 Gal Wells
$2.15 $141,000 $237,000 $1,581,500
Sodium Bisulfite 220,000 Gal WW
9,500 Gal W
$2.800 $672,000 $27,000 $2,924,400
Sodium
Hydroxide (25%)
325 Dry Ton WW
110 Dry Ton W
$840.15 $298,000 $93,000 $1,635,800
Sodium
Hydroxide (50%)
155 Dry Ton WW $748.61 $127,000 $0 $531,400
Sodium
Hypochlorite**
502,750 Gal WW
300,000 Gal W
50,000 Gal Wells
$3.25 $1,786,000 $1,292,000 $12,877,300
TOTAL $3,024,000 $1,649,000 $19,550,400
* Wastewater Estimated Annual Cost includes 9% for taxes. ** Wastewater Estimated Annual Cost includes Less Than Load (LTL) delivery fees of $475 per delivery for volumes less than 2,000 gallons.

The quantities listed above are estimates only. The actual quantities purchased may vary depending on treatment needs and will be purchased at the contracted rates. The not-to-exceed amount represents the total expense for both water and wastewater throughout the potential 4-year contract term. The contracts allow for price changes if the contracts are extended. The not-to-exceed total includes a 3% annual escalation per year to account for potential cost of living increases.

Purchase of these chemicals will follow City Council approval of the FY 2024-25 budget. Funds for future chemical purchases will be budgeted in the same accounts, in subsequent fiscal years, and subject to approval by the City Council through the annual budget development process.

There is no impact to the General Fund, or any other unrestricted funds, from this action.

City of Stockton Page 4 of 4 Printed on 5/16/2024
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58 Resolution No.

STOCKTON CITY COUNCIL

RESOLUTION APPROVING FINDINGS TO SUPPORT AND JUSTIFY AN EXCEPTION

TO THE COMPETITIVE BIDDING PROCESS AND AUTHORIZING CONTRACT

AGREEMENTS FOR THE PURCHASE OF WATER AND WASTEWATER

TREATMENT CHEMICALS THROUGH THE BAY AREA CHEMICAL CONSORTIUM Various chemicals are used in the water and wastewater treatment processes to reduce hazardous conditions and/or remove specific impurities to meet drinking water quality standards and wastewater discharge permit requirements; and The City joined the Bay Area Chemical Consortium (BACC) in 2013 to benefit from bulk product pricing for the purchase of water and wastewater treatment chemicals; and The BACC consists of 58 public agencies within eight regions located throughout the Central Valley and Bay Area that coordinate chemical bids to obtain the best possible bulk bid prices through a competitive process; and
The MUD participated in the preparation of the bid specifications and selected the specific chemicals required at the Regional Wastewater Control Facility (RWCF), the Delta Water Treatment Plant (DWTP), and at wells throughout the City. The combined procurement of all the agencies are a cooperative purchase agreement that offers vendors an opportunity to sell larger quantities of their products, resulting in lower prices for the agencies; now, therefore,

BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:

1. The City Council approves findings pursuant to Stockton Municipal Code section 3.68.070 in support of an exception to the competitive bidding process for the purchase of water and wastewater treatment chemicals:
a. The Bay Area Chemical Consortium (BACC) is a group of 58 public agencies that coordinates their chemical bids to obtain the best possible bulk bid price.
b. The BACC conducts a competitive bid process to obtain the best possible bulk bid price.
c. The City of Stockton joined the BACC to participate in the public bidding of chemicals necessary for Water and Wastewater treatment processes. d. The bid specification used by the BACC has been reviewed and determined to be compatible with City of Stockton standards.
59 e. Participation in the BACC cooperative purchase agreement best serves the City by saving money on larger scale chemical purchases. f. All four (4) of the proposed contracts are cooperative purchasing agreements for the purchase of supplies or services through other governmental jurisdictions or public agencies.

2. The City Council authorizes the City Manager to execute the following contracts (Exhibits 1 through 4 to the Resolution) for the purchase of chemicals for water and wastewater treatment.
a. Hill Brothers Chemical Company of Brea, California for the purchase of Aqueous Ammonia at $2.15 per gallon (Exhibit 1).
b. Thatcher Company of California of Sacramento, California for the purchase of Sodium Bisulfite at $2.80 per gallon (Exhibit 2).
c. Univar USA, Inc. of Kent, Washington for the purchase of Sodium Hydroxide (25%) at $840.15 per dry ton and Sodium Hydroxide (50%) at $748.61 per dry ton (Exhibit 3).
d. Univar USA, Inc. of Kent, Washington for the purchase of Sodium Hypochlorite at $3.25 per gallon (Exhibit 4).

3. The City Manager or designee is hereby authorized to take appropriate and necessary actions to carry out the purpose and intent of this Resolution.

PASSED, APPROVED, and ADOPTED May 21, 2024 .

KEVIN J. LINCOLN II
Mayor of the City of Stockton
ATTEST:

ELIZA R. GARZA, CMC
City Clerk of the City of Stockton
60 EXHIBIT 1 61
1 (Rev. 10.30.18)

EXHIBIT A

STATEMENT OF WORK

1. Project Objectives.

The objective of this project is for the supply and delivery of Aqueous Ammonia as outlined in the bid specifications incorporated herein by reference from Exhibit H.

2. Project Scope.

The Contractor shall provide the goods and insurance as specified. The contractor shall supply Material Safety Data Sheets.

3. Notices.

Pursuant to Exhibit C – General Terms and Conditions, Paragraph 15 – Notices, the mailing address for all required notices is as follows:

Contractor: Hill Brothers Chemical Co. City: City of Stockton Attn: Frank Alari Attn: City Manager
3000 E. Birch Street, #108 425 N. El Dorado Street
Brea, CA 92821 Stockton, CA 95202

4. Option to Renew.

The term of the Agreement may be extended on a yearly-to-year basis by a written amendment executed by both parties. However, the total term of the Agreement including the extended term shall not exceed four (4) years. The price for any succeeding period of service shall be agreed upon by both parties.

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Exhibit B:

Insurance Requirements
(Chemical Aqueous Ammonia)
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damage 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. With respect to General Liability, Errors & Omissions, Contractors Pollution Liability, and/or Asbestos Pollution Liability, coverage should be maintained for a minimum of five (5) years after contract completion.

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 $3,000,000 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: Insurance Services Office Form Number CA 0001 covering any auto (Code 1), or if Contractor has no owned autos, hired (Code 8) and non-owned (Code 9) autos, with limit no less than $2,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance 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.

4. Environmental Impairment/Contractors’ Pollution Legal Liability with limits no less than $2,000,000 per occurrence or claim, to include liability for Groundwater contamination, Explosion, Sudden and Accidental and Environmental cleanup, etc.

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.

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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 Insured. 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.

Other Insurance Provisions
A. The General Liability, Automobile Liability, Contractors Pollution Liability, and/or Asbestos Pollution policies are to contain, or be endorsed to contain, the following provisions:

1. The City of Stockton, its officers, officials, employees, and volunteers are to be covered as additional insureds with respect to liability arising out of work or 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 both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions 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.

2. For any claims related to this project, the Contractor’s insurance coverage shall be primary and non-contributory insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City of Stockton, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City of Stockton, its officers, officials, employees, agents, 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.

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3. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.

B. The Automobile Liability policy shall be endorsed to include Transportation Pollution Liability insurance, covering materials to be transported by Contractor pursuant to the contract. This coverage may also be provided on the Contractors Pollution Liability policy.

C. If General Liability, Contractors Pollution Liability and/or Asbestos Pollution Liability and/or Errors & Omissions coverages are written on a claims-made form:

1. The retroactive date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non-renewed, and not replaced with another claimsmade policy form with a retroactive date prior to the contract effective date, the Contractor must purchase an extended period coverage for a minimum of five (5) years after completion of contract work.

4. A copy of the claims reporting requirements must be submitted to the City of Stockton for review.

5. If the services involve lead-based paint or asbestos identification / remediation, the Contractors Pollution Liability shall not contain lead-based paint or asbestos exclusions. If the services involve mold identification / remediation, the Contractors Pollution Liability shall not contain a mold exclusion and the definition of “Pollution” shall include microbial matter including mold.

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.

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Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best rating of no less than A:VII if admitted in the State of California.

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.

Waiver of Subrogation
Contractor hereby grants to City of Stockton a waiver of subrogation which any insurer may acquire against City of Stockton, its officers, officials, employees, and volunteers, from Contractor by virtue of the payment of any loss. 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. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Stockton for all work performed by the Contractor, its employees, agents, and subcontractors.

Subcontractors
Contractor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that City of Stockton is an additional insured on insurance required from subcontractors. For CGL coverage subcontractors shall provide coverage with a format least as broad as CG 20 38 04 13.

Duration of Coverage
CGL & Excess liability policies for any construction related work, including, but not limited to, maintenance, service, or repair work, shall continue coverage for a minimum of 5 years for Completed Operations liability coverage. Such Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

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Special Risks or Circumstances
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 Street, 3rd Floor – HR
Stockton, CA 95202
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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 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 Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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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 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.

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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.

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.

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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 this 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.

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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.

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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.

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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.

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EXHIBIT D

GOODS AND SERVICES 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 purchase of goods and 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 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.

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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 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.

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6 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.
7 Findings Confidential
All 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. 8 Right of Inspection
All Deliverables furnished by Contractor must be as specified in Exhibit A and will be subject to inspection and approval of City after delivery. City reserves the right to reject and return, at the risk and expense of Contractor, the portion of any Deliverable which may be defective or fail to comply with specifications in Exhibit A without invalidating the remainder of the Deliverables. If rejected, Deliverable will be held for disposition at the expense and risk of Contractor. Payment for Deliverable prior to inspection shall not constitute acceptance of the Deliverable.
9 Warranty
Contractor warrants that (i) any Deliverable created or performed by Contractor for City under this Agreement will conform to specifications, drawings or samples furnished by City to Contractor for a minimum period of one year, and (ii) any standard Deliverable sold by Contractor to other customers besides City will meet or exceed any of the standards for such types of product in industry, any express or implied warranty stated or advertised by Contractor or the actual manufacturer of such Deliverable, or any warranties implied by law. Contractor’s warranty shall survive delivery of Deliverable and shall not be deemed waived by City’s failure to discover defects, acceptance of the Deliverable, or payment, therefore.

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10 Ownership
Contractor shall have title to and bear the risk of any loss or damage to the Deliverable until the Deliverable is delivered and accepted by City in conformity with this Agreement. Upon delivery and acceptance, Deliverable delivered by Contractor shall become the exclusive property of City. The ownership rights described herein shall include, but not be limited to, the right to copy, publish, display, transfer, or otherwise use the Deliverable. All artwork, patterns, dies, models, samples, materials, drawings, specifications, technical material, advertising material and any other personal property furnished by City to Contractor, or specifically paid for by City for use in performance of the Agreement, shall be and remain the property of City and said property shall be used only for Deliverables benefiting City. Contractor shall return to City or shall dispose of this property only according to City’s instruction.
11 Applicable Laws
Under guidelines specified in 29 CFR 1910.1200 (f) and (g) City requests that Contractor label applicable Deliverables accordingly and provide associated Safety Data Sheets (“SDS”) to City.

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. 12 Prevailing Wage
It shall be the responsibility of the Contractor to comply, when applicable, with the prevailing wage rates in accordance with the State of California Department of Industrial Relations. It shall further be the responsibility of the Contractor to monitor the prevailing wage rates as established by the California Department of Industrial Relations for any increase in rates during the term of this Agreement and adjust wage rates accordingly.

CONTRACTOR REGISTRATION REQUIREMENTS- Pursuant to Labor Code Section 1771.1(a): A Contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Labor Code Section 1725.5. It is not a violation of this section for an unregistered Contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or by Section 10164 or 20103.5 of the Public Contract Code, provided the Contractor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded.

No contractor or subcontractor may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)].

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No contractor or subcontractor may be awarded a contract for public work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5. Department of Industrial Relations- Contractor Registration information and web link: https://www.dir.ca.gov/publicworks/publicworks.html. In compliance with Senate Bill 854 and the California Labor Code, all Bidders shall include with their Bid proof of registration from the Department of Industrial Relations (DIR) that includes the contractor’s Legal Name, Registration Number, License Type/Number, Registration Date and Expiration Date, for every contractor and subcontractor, regardless of tier.

This project may be subject to compliance monitoring and enforcement by the Department of Industrial Relations. Contractors must submit their certified payroll records directly to the Division of Labor Standards Enforcement Compliance Monitoring Unit, as well as the City of Stockton.
13 Shipping Terms
City shipment terms are F.O.B. Destination, Freight Prepaid and Added unless otherwise specified in the Agreement. Contractor shall observe shipping instructions and, unless otherwise stated in the instructions, shall ship Deliverables in the safest and most economical manner necessary to meet the delivery date specified in the Agreement.

Contractor shall provide an itemized packing list showing the Agreement number with the shipment. Contractor shall include the Agreement number on all packages, boxes, invoices, and shipping documents. Contractor shall label all individual boxes with stock number and quantity and items with different stock numbers shall be boxed separately.

City reserves the right to refuse, at Contractor’s expense, any shipments not containing the Agreement number or stock numbers as required under this section. 14 Deliveries
TIME IS OF THE ESSENCE IN THE PERFORMANCE OF ANY ORDER. If Deliverable is not provided or performed within the times specified in the Agreement, City may cancel the Agreement and hold Contractor liable for damages incurred due to the untimely delivery including, but not limited to, the additional costs resultant from City procuring substitute Deliverables elsewhere.
15 Price and Quantities
Prices and quantities set forth in this Agreement may not be altered by Contractor without the prior written authorization of City, with the exception that quantities of custom paper or printed Deliverables, chemicals, or fuel may deviate from those in the Agreement by the lesser of standard industry practices.

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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 $378,000 (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 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.

1.3 Annual cost adjustments may be made, as necessary, to increase or decrease the unit cost. The annual increase shall not exceed three percent (3%) for each succeeding year. Any increase requested must be submitted at least sixty (60) days before requested implementation date. In the event that the supplier finds it necessary to increase the base price in any given year, the supplier shall provide evidence satisfactory to the City documenting the reason(s) for and actual cost of the cost increase. Annual cost decreases are allowed with written notice to the City.

2. Item Price. Below is the price for the products as described in Exhibit A of this Agreement.

Item Description Item Price
1 Aqueous Ammonia (19%) $2.15/gallon

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 Municipal Utilities Department
Attention: Program Manager III - Wastewater
2500 Navy Drive
Stockton, CA 95206
Email: [email protected]
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EXHIBIT F

TIMELINE

1. Contractor shall complete the requested services identified in Exhibit A as follows:

Contractor shall confirm all orders received by email or phone within twenty-four (24) hours of the request.

Orders are to be delivered on the date requested for delivery or on the soonest available date if the date requested is unavailable. If no date is requested, the order will be delivered within seven (7) days.

Orders delivered through a subcontracted delivery service may not be canceled or rescheduled without prior notification to the City and may not be rescheduled more than once per order.

Contractor shall notify the City in advance of holiday closures that may affect order delivery.

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EXHIBIT G
DISCRIMINATION AND HARASSMENT POLICY (HR-15)
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BAY AREA CHEMICAL CONSORTIUM

REQUEST FOR BIDS
BID NO. 03-2024

FOR SUPPLY AND DELIVERY OF AQUEOUS AMMONIA
BID DUE DATE: 4:00 P.M. PT, Thursday, February 22, 2024 BID OPENING DATE: 4:00 P.M. PT, Thursday, February 22, 2024 Coordinating Agency:

Bay Area Clean Water Agencies

EXHIBIT H
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TABLE OF CONTENTS
Page No.

Notice Inviting Sealed Bids 3
Section I – General

1. General Provisions 5

2. Instructions to Bidders 5

3. Special Instructions to Bidders 11

4. Terms and Conditions 16
Section II – Technical Specifications

1. Product Technical Specifications 21
Section III – Participating Agencies

1. Estimated Annual Quantities 26

2. Delivery Details 28

3. Contact List 31
Section IV – Bid Contract Documents

1. Standard Agreement 34

2. Non-Collusion Affidavit 36

3. Bid Form and Worksheet 37
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BAY AREA CHEMICAL CONSORTIUM

REQUEST FOR BIDS

FOR SUPPLY AND DELIVERY OF AQUEOUS AMMONIA
BID NO. 03-2024
Sealed bids will only be received electronically via our electronic bid platform https://bacwa.org/aboutbacc/ no later than 4:00 P.M. PT, Thursday February 22, 2024.

1. GENERAL PROVISIONS
The Bay Area Chemical Consortium (BACC) is a cooperative group of public agencies each individually established under the laws of the State of California. For this particular bid solicitation, the participating member agencies include those listed in Section III-1, Estimated Annual Quantities. These participating BACC agencies, acting collectively through their authorized agents, are seeking competitive sealed bids for the supply and delivery of Aqueous Ammonia.

Sealed bids will only be received electronically via our electronic bid platform https://bacwa.org/aboutbacc/ no later than 4:00 P.M. PT, Thursday February 22, 2024. Bids received after said date and time will not be considered under any circumstances.

BACC and its member agencies reserves the right to reject any and all bids and to waive informalities and immaterial irregularities or technical defects in the bids received.

If you have any questions regarding this bid, please contact the BACC Coordinators via the electronic bid platform https://bacwa.org/about-bacc/ Q&A forum. Preliminary bid results will be available via our electronic bid platform shortly after the opening date and time.

2. INSTRUCTIONS TO BIDDERS
To receive consideration, bids must be made in accordance with the following instructions:

2.1 Bid Contract Documents
Bids must be submitted only using the forms provided in Section IV, Bid Contract Documentsthat includes the following: Bid Form, Standard Agreement, and Non-Collusion Affidavit, collectively, the bid contract documents. Bidder must submit bids price per unit of measure as specified via the electronic bid platform https://bacwa.org/about-bacc/. Do not submit the Worksheet. Bid prices submitted on Worksheet will NOT be accepted. All items in the bid contract documents must be filled out completely, signed and dated.

The bid contract documents may be rejected if they show any omissions, alterations of form, the addition Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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of information not requested, a conditional bid, or irregularities of any kind. A complete bid submittal must include all of the following components of the bid contract documents:
• A completed and signed Bid Form, including all the attachments requested; • A fully executed Standard Agreement, including references and acknowledgement of receiving any and all addenda, with any deviations duly noted;
• A fully executed Non-collusion Affidavit.
• The information required by Section 2.21 as referenced in the Bid Form. • Name and address of any Third Party Hauler as required by Section 2.5 and the Bid Form, as well as the affidavit referenced in the Bid Form.

Bidder must submit bids price per unit of measure as specified via the electronic bid platform https://bacwa.org/about-bacc/ (Line Items section).

2.2 Estimated Quantity
The quantities indicated are estimates of anticipated usage for a 12-month period and are given for informational purposes only. Nothing in these estimated annual quantities must be construed as obligating any participating BACC agency to purchase specific quantities, as these quantities may vary depending on actual operating conditions and demands during the contract term. All participating BACC agencies reserve the right to purchase any volume of the chemical listed, at the contract price, regardless of stated estimates of quantities. No price adjustments will be allowed as a result of an increase or a decrease in the quantity purchased. For this particular bid solicitation, the estimated annual chemical quantity of each participating member agencies is listed in Section III-1, Estimated Annual Quantities.

2.3 Delivery Locations
The participating BACC agencies are grouped according to their location by relative geographic region.

The bidder must quote uniform bid prices for deliveries made to each of the distinct geographic regions.

For this particular bid solicitation, the distinct geographic regions for each agency are defined in Section III-1, Estimated Annual Quantities, as well as in Section III-2, Delivery Details.

2.4 Bid Pricing
All bids submitted must include a base unit price, FOB destination, for the chemical for each geographic region per paragraph 2.3 Delivery Locations. Bidders shall provide bid prices via the electronic bid platform https://bacwa.org/about-bacc/ including all costs associated with providing and delivering the chemical to the agency’s facility, including materials, labor, equipment, transportation, insurance, overhead, profit, and all applicable taxes except sales tax in effect at the time of delivery. Bids qualified by additional or conditional charges such CPI, escalators, fuel surcharges, or transportation charges between the supplier and the final delivery points will not be allowed.

BACC agencies that use a chemical for treating water for resale may be exempt from paying sales tax, and it will be the responsibility of each BACC agency to notify the successful bidder if some or all of their purchases will be exempt from sales tax per paragraph 3.6 Taxes.

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Bid prices must be based on bulk deliveries amount as specified via the electronic bid platform https://bacwa.org/about-bacc/. Bids that do not include unit prices for bulk deliveries to each geographic region specified on the electronic bid platform will be considered irregular and, at the option of BACC and the participating BACC agencies, may be eliminated from further consideration. For bulk deliveries of less than this specified amount, the bidder may, at their option, assess additional charges for “short loads” unless specific requirements for smaller deliveries are described in paragraph 3.7 Delivery Requirements.

Any additional “short load” charges must be shown by the bidder as a specific deviation on the bid contract documents. Bidders and/or third party haulers will not be allowed to refuse to make “short load” deliveries.

Any optional item will be shown as a separate line item in the electronic bid platform https://bacwa.org/about-bacc/ and bidders may, at their option, submit unit prices for the optional item.

Bids that do not include unit prices for optional item will not be considered irregular and therefore such bids will not be rejected for that reason.

If participating BACC agencies require non-bulk deliveries in containers such as buckets, barrels, or totes, it will be shown as a separate line item in the electronic bid platform https://bacwa.org/about-bacc/ .

Bidders may, at their option, submit unit prices for deliveries in buckets, barrels, or totes. Bids that do not include unit prices for buckets, barrels, or totes will not be considered irregular and therefore such bids will not be rejected for that reason. If none of the participating BACC agencies require non-bulk deliveries in containers such as buckets, barrels, or totes, the electronic bid platform https://bacwa.org/about-bacc/ will not include spaces to enter bid prices for such non-bulk deliveries in containers such as buckets, barrels, or totes, however, if a participating BACC agency later decides that they need deliveries in containers, bidders may, at their option, negotiate with the BACC agency to determine a price for deliveries in containers such as buckets, barrels, or totes.

2.5 Bidder Qualifications
A qualified bidder is one determined by BACC and the participating BACC agencies to meet standards of business competence, reputation, financial ability, and product quality. A responsive bidder is a firm/person who has submitted a bid that conforms in all material respects to the terms and conditions, the specifications of the chemical, and any other requirement of the bid instructions. A responsible bidder is a firm/person who has the capability in all aspects to perform full contract requirements, and who has the integrity and reliability that will assure good faith and specific performance. Bidders that intend to utilize a third-party hauling company for completing some or all of their deliveries must indicate the name and contact information of the third-party hauling company on the Bid Form. Before submitting a bid, the bidder must carefully examine and read all parts of the bid contract documents and be fully informed as to all existing conditions and limitations. It should be noted that, upon selection and approval of the successful bidder, the entire contents of the bid contract documents will become part of the full contract between the participating BACC agency and successful bidder (see paragraph 3.5 Purchase Orders / Contracts).

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2.6 Authorized Signatory of Bid Contract Documents
The person signing the submitted bid must be fully authorized to represent and legally bind the bidding company to the terms and conditions described herein. A corporate officer must sign bids by corporations in the corporate name. The State of incorporation must be written in below the corporate name. Bids by partnerships must be signed in the partnership’s name and signed by a partner with his/her title shown.

2.7 References
The bidder must submit with the bid a list of a minimum of three references that have purchased similar chemicals and services from the bidder. The bidder must provide the company or agency name, contact name, and telephone number for each reference. Whenever possible, bidders should provide references for customers from the same geographic regions as the participating BACC agencies. Bidders may provide references from BACC agencies. These references must be shown on the Standard Agreement contained herein.

2.8 Bid Submittal
Electronic bids will only be received via the electronic bid platform https://bacwa.org/about-bacc/ by no later than 4:00 P.M. PT, Thursday, February 22, 2024. Electronic bids shall contain all required attachments and information. Bidders must submit bids price per unit of measure as specified via the electronic bid platform https://bacwa.org/about-bacc/ (Line Item section). Bidders are cautioned that failure to comply may result in non-acceptance of the bid. Bids received after said date and time will not be considered under any circumstances. BACC will not be responsible for any delays or transmission errors. Bidder accepts all risks of late delivery of electronic bids. It is the bidder’s responsibility to ensure that bid submitted is received by the electronic bid platform https://bacwa.org/about-bacc/ prior to scheduled bid opening. Any attachment will remain sealed and will not be opened until the appointed bid opening date and time. Bidders not receiving confirmation receipt should contact the electronic bid platform vendor https://bacwa.org/about-bacc/ to make sure that their electronic submittal has gone through.

2.9 Modification, Addenda, and Interpretations
Any explanation desired by the bidders regarding the meaning or interpretation of this particular bid solicitation including the bid contract documents must be requested via the electronic bid platform Q&A Forum at least five (5) business days prior to the time set for the bid opening. Any and all such interpretations or modifications must be in the form of a written request to the BACC Coordinator via the electronic bid platform Q&A Forum. All changes to this particular bid solicitation document including the bid contract documents initiated by the BACC Coordinator will be through written addenda and furnished to all bidders via the electronic bid platform. Addendum will be issued no later than 72 hours before bid opening. Any written addendum issued 72 hours before the date and time of the bid opening will become a part of the bid contract documents and must be acknowledged on the Standard Agreement form that each bidder submits. Failure to acknowledge any and all the addendum(s) on the Standard Agreement form may be cause for rejection of the bid.

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2.10 Modification of Bids
A bidder may modify their bid via the electronic bid platform prior to the date and time of the bid opening.

Modifications of any bid prices, terms and conditions must be electronically submitted via the electronic bid platform prior to the time of the bid opening. It shall be the responsibility of the respective bidder to determine if their written modification was received in time by electronic bid platform. BACC reserves the right to accept or reject any proposed modifications of the bid terms and conditions.

2.11 Withdrawal of Bids
Any bid may be withdrawn any time prior to the stated bid opening date and time (closing time) only via the electronic bid platform. The withdrawal request must be executed by the bidder or a duly authorized representative. The withdrawal of the bid does not prejudice the right of the bidder to file a new bid prior to the bid closing time. No bids may be withdrawn after the bid opening date and time.

2.12 Proposed Deviations from the Specifications by the Bidder Any deviation from the specifications described herein or in a written addendum that is proposed by a bidder must be noted in detail on the Standard Agreement form, and a copy of the proposed specification must be attached to the Standard Agreement form at the time of submission. The absence of a proposed change in the specifications will hold the bidder strictly accountable to the specifications as described herein. If proposed deviations from the specifications are submitted, the bidder’s name should be clearly shown on each document. Each BACC agency will be responsible for individually accepting or rejecting any proposed deviations from the described specifications.

2.13 Competency of Bidders
Before any contract is awarded, the bidder may be required to furnish a complete statement of financial ability and experience in performing the proposed services. In accordance with the provisions of the California Business and Professions Code and other regulations, the bidder must have and maintain current any and all necessary licenses or certificates.

2.14 Rejection of Bids
The BACC and/or its individual agencies reserves the right to reject any and all bids and reserves the right to waive a bid deficiency or reject a bid for any reason, including but not limited to the following:
informalities, nonconforming, non-responsive or conditional bids, bids showing any alterations of form or erasures or irregularities of any kind, additional information not requested, incomplete bids, or bids not conforming with the instructions in any way. Bidders that plan to utilize a third-party hauling company that refused to deliver to one or more of the participating agencies in the past three (3) years will be rejected as non-responsive.

2.15 Opening Bids
A preliminary bid results showing apparent lowest bid will be available on the electronic bid platform shortly after the bid opening date / time.

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2.16 Method of Award
Bids may be awarded to the lowest responsive and responsible bidder for each listed region meeting the specifications for bulk loads for the chemical. The lowest responsive bidder for this chemical will be determined for each region listed on the Bid Form. The bidder that meets the specifications and submits the lowest overall bid price for a particular region may be awarded the bid by the participating agencies in that region, assuming the bid is determined by BACC to be complete and in compliance with the bid requirements. The lowest overall bid price for each region will be determined by multiplying the estimated annual quantity for each participating agency within the particular region by the bid prices for the region, and adding up the aggregate cost. BACC has the right to delete terms or options from the bid contract documents, and reserves the right to reject any and all bids and to waive irregularities in said bids. The following is a non-inclusive list of criteria that must be used in award of the bid:
a. Unit cost of the chemical
b. Product specifications
c. Warranties or standards of quality
d. Capabilities to deliver product throughout the contract term e. Bidder’s reputation, competency, and previous customer service record f. Third party hauling company’s reputation, competency, and previous customer service record (if applicable)
g. Fully executed non-collusion affidavit

2.17 Disqualification of Duplicate or Collusive Bidders More than one bid proposal from an individual, a firm or partnership, a corporation or an association under the same or different names will not be considered. Reasonable grounds for believing that any bidder is interested in more than one bid for the bid contemplated will cause rejection of all bids in which such bidder is interested. If there is reason for believing that collusion exists among the bidders, any and all bids may be rejected. Bidders must execute and submit with their bid the Non-Collusion Affidavit included in the bid document.

2.18 Identical Bids
In the case of tied or identical bids corresponding to the proposed unit costs, BACC reserves the right to award the bid based on additional criteria. If a tied bid is not rejected for any reason as described in paragraph 2.16 Method of Award, then any additional costs described in the “Specific Deviations” such as short load adders, will be used to determine the lowest responsive bidder. If considering additional costs as described in the “Specific Deviations” still doesn’t produce a winning bidder (i.e. if the tied bidders quote identical short load adder prices), then any exceptions or conditions described in the “Specific Deviations” will be considered in an effort to determine the lowest responsive bidder. If the latter still fails to produce a winning bidder, then BACC will draw lots by placing the names of the tied bidders in a hat and drawing a name. If drawing lots is deemed necessary, BACC will schedule a time to draw lots and the tied bidders will be invited to attend and witness the drawing.

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2.19 Material Warranty
Before the bid is awarded and, if applicable, the bidder may be required to furnish a complete statement of the origin, composition and manufacture of any or all chemicals to be supplied, together with samples.

The samples may be subjected to tests to determine their quality and fitness for the intended uses.

2.20 Bid Summary
Bid proposals will be summarized and reviewed with the BACC agencies following the bid opening. Bid summaries or tabulations will also be provided to the responsive bidders within ten (10) business days following the bid opening. After a careful review of the bids by each of the participating BACC agencies, bids may be awarded based on the criteria outlined in paragraph 2.16 Method of Award.

2.21 Manufacturer’s Information
Bidders must submit with their bid contract documents the following:
a. In accordance with Section 64590, Title 22 of the California Code of Regulations (CCR), no chemical or product shall be added to drinking water by a water supplier unless the chemical or product is certified as meeting the specifications of NSF International/American National Standard Institute (NSF/ANSI) 60-2005 (Drinking Water Treatment Chemicals—Health Effects). Certification shall be from an ANSI accredited product certification organization whose certification system includes the criteria for ensuring the chemical or product meets NSF/ANSI Standard 60 per Section 64590 of the CCR. Bidders must submit an affidavit of compliance from the ANSI accredited product certification organization. Bidders must include a statement by the chemical manufacturer, signed by an authorized representative on letterhead stationery, attesting to the affidavit’s validity. In lieu of submitting an affidavit of compliance and a letter attesting to the affidavit’s validity, a current printout from the ANSI accredited product certification organization is acceptable.
b. A representative analysis of the chemical to be supplied, as prepared by a reputable outside laboratory or bidder’s in-house laboratory if ISO certified. c. Name and address of the chemical manufacturer.
d. Product Bulletin and Typical Properties.
e. Safety Data Sheet (SDS).

3. SPECIAL INSTRUCTIONS TO BIDDERS

3.1 Chemical Requirements
The chemical to be provided under the terms and conditions of this bid must meet the bid specifications described in the pages that follow.

3.2 Safety Requirements
The bidder, their employees, subcontractors, and/or agents must conform to the rules and regulations pertaining to safety established by the California Division of Industrial Safety, and they must adhere to all State, Federal and Occupational Safety and Health Act (OSHA) safety standards, including compliance with any applicable State or local health order related to COVID-19 while they are on the premises of any BACC Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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agency. Furnished equipment, materials, and/or services must comply with all OSHA standards and regulations, and all applicable governmental laws and orders. The BACC agencies reserve the right to individually refuse any shipment, at their sole discretion, which cannot be unloaded using safe and proper techniques. Any such refusal must result in the return of the chemical at the successful bidder’s sole expense. If requested by a participating BACC agency, the successful bidder and/or the firm providing transportation of the chemical shall submit to a safety briefing at the BACC agency’s site before commencing deliveries to the respective BACC agency. The successful bidder and/or the firm providing transportation of the chemical are required to comply with the site specific safety requirements of each participating BACC agency. Bidders should be aware that some BACC agencies do not allow smoking on site. Site safety requirements will be available for review during the bid period upon request to the BACC Coordinator. In addition, if requested by a participating BACC agency, the successful bidder and/or the firm providing transportation of the chemical may be asked to review site safety materials and provide a signed acknowledgement of their receipt of the site safety materials.

3.3 Spillage
The successful bidder must be prepared to provide safety training on the safe handling and use of the chemical and emergency procedures in the event of a leak or spill. Should a chemical spill or leak result due to negligence, faulty equipment, or inferior packaging on the part of the bidder or their agents, the bidder and their agents must be responsible for cleaning the spill or leakage and for bearing any cost incurred due to spill or leakage clean-up. It must be the successful bidder’s responsibility to effect immediate containment, clean-up, disposal, and restoration activities in accordance with the individual facility’s requirements and any and all applicable laws and regulations. All material associated with such clean-up operations must be hauled away and lawfully disposed of at no charge to the agency where the delivery is being made. The property of the agency where the delivery is being made must not be used for such disposal. If the spill is NOT cleaned up, the agency will hire a certified hazardous material handling company to clean up the spill, and the costs incurred, including any fines or penalties which may be imposed by regulating authorities, will be charged to the bidder or deducted from amounts owed.

Chemicals must stay in the possession of the bidder and must not be unloaded until accepted by the participating BACC agency. All chemicals must be delivered in accordance with Department of Transportation regulations.

3.4 Chemical Orders
All orders placed throughout the contract period, as defined in paragraph 4.11 Term of Contract, will be initiated separately by each participating BACC agency, and each BACC agency will be responsible for the coordination of all aspects of those orders with the successful bidder. Inquiries in reference to individual orders during the contract period must be directed to the appropriate BACC agency.

3.5 Purchase Orders / Contracts
Individual purchase orders, purchase agreements, and / or contracts will be issued to the successful bidder by each participating BACC agency, and all chemical sales must be invoiced separately to the respective BACC agency. Each BACC agency may require additional contract requirements specific to the agency which are not included in this bid document and bidders need to contact the agencies for specific details Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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and perform due diligence prior to submitting a bid. The contracted unit cost of the chemical is the awarded bid price. The successful bidder may seek a price increase for any nontrivial change requested by the participating BACC agency in the terms and conditions of the participating BACC agency’s purchase order, purchase agreements, and / or contracts. The successful bidder may not change the price throughout the term of the contract unless by mutual written agreement between BACC agency and successful bidder per Section 4.4 Modification of Contract.

3.6 Taxes
Pursuant to the Sales and Use Tax Law, water treatment facilities are entitled to submit Resale Certificates to the California State Board of Equalization which exempt that utility from paying sales tax on any chemical purchased for the expressed use of producing a consumable water product. The participating BACC agencies that provide potable and/or recycled water to customers will be responsible for providing the successful bidder with these certificates or letter documenting their determination if the chemical they seek to purchase is exempt from sales tax. BACC agencies that do not notify the successful bidder that their agency is exempt from paying sales tax shall be invoiced with sales tax shown as a separate, itemized cost on the invoice. Chemicals purchased solely for the use in wastewater treatment and disposal facilities are subject to sales tax.

3.7 Delivery Requirements
Bidders are responsible for reviewing each of the listed delivery locations or geographic regions for each participating BACC agency and ensuring that their product can be delivered to each location prior to submitting a bid. Bidders that intend to utilize the services of a third party hauling company for some or all of their deliveries are responsible for ensuring that the hauler they have selected can and will deliver their product to each location listed in Section III-2, Delivery Details, and for submitting an affidavit pertaining to assurance with their bid. Failure to provide this assurance and submit an affidavit may be cause for rejecting their bid. Delivery bills of lading must be provided for each shipment. All bulk shipments must include a weight ticket from a certified weigh station in addition to a shipping manifest. Delivery times and dates must be coordinated between the successful bidder and each participating BACC agency on a schedule that meets the needs of the BACC agency, but at no time can a delivery occur more than seven (7) days after the order is placed unless the respective BACC agency requests a later delivery. No delivery can be made when a BACC agency representative is not on site. The successful bidder must notify the BACC agency of any anticipated late deliveries at least 24 hours in advance of the scheduled delivery time and date, unless delivery delays are the result of in-route transportation delays, then notification must be provided as soon as possible to inform the BACC agency of the anticipated delivery date and time.

Persistently late or cancelled deliveries (defined as three or more over the contract period) may be used as a basis for contract termination. Failure to provide notice of late delivery as required by this section may also be a basis for contract termination. Any deliveries not meeting chemical quality, regulatory, safety, or delivery requirements will be returned to the successful bidder at no cost to the BACC agency, and must be re-delivered by the bidder within 48 hours of the unacceptable delivery.

3.8 Force Majeure
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Any bidder that anticipates a workforce interruption, including due to COVID-19 restrictions, or a production shutdown that could affect delivery of the chemical must fax or e-mail notifications to all participating BACC agencies to notify them of the potential interruption in deliveries. A telephone call must also be made to each BACC agency as a follow-up notification.

3.9 Safety Data Sheet (SDS)
Bidders must submit a Safety Data Sheet (SDS) for the product offered with the bid. The successful bidder must provide a new SDS for the chemical with the first delivery or if the SDS is modified during the contract term.

3.10 Payments
Payments for all chemicals will be made individually by each participating BACC agency thirty (30) days after receipt of a complete and accurate invoice. BACC itself does not have any legal authority to conduct business and therefore cannot be held responsible for the financial arrangements made between each individual BACC agency and the successful bidder. Cash discounts for early remittance of payment must be stated on the invoice, if applicable. The bidder is responsible for submitting accurate invoices to each BACC agency. The BACC agencies are not responsible for late payments resulting from the submission of inaccurate invoices. If bidder continues to submit inaccurate invoices after being put on notice by the BACC agency, the contract between the bidder and the BACC agency may be terminated.

3.11 Legislative Impacts
In the event the legislative body of any BACC agency fails to appropriate funds for the purchase of the chemical, the respective BACC agency may terminate such contract without penalty and thereupon be released of further obligation.

3.12 Subcontracting
No portion of the bid award may be subcontracted to another chemical manufacturer or supplier without the prior written approval of all of the participating BACC agencies.

3.13 Laws and Regulations
All applicable State of California and Federal laws, City, County, and Special District ordinances, licenses, and regulations of all participating BACC agencies having jurisdiction must apply during the contract period, including any applicable State or local health order related to COVID-19.

3.14 Insurance
For services requiring the supplier’s or their subcontractor’s presence on any BACC agency property, the successful bidder must acquire and maintain at their expense for the duration of the term of the contract the following insurance policies: Workers’ Compensation, Employer’s Liability, Commercial General Liability, Business Vehicle and Automobile Liability, and Contractor’s Pollution Liability Insurance coverage from insurers either (i) admitted by the California Insurance Commissioner to do business in the State of California and rated no less than A.M. Best’s rating of no less than A:VII, or (ii) authorized by the BACC agency’s risk manager(s) or his/her designee at any time in his/her sole discretion, all relating to the Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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supplier’s services to be performed hereunder covering the BACC agency’s risks. The minimum amounts of coverage, and the breadth of coverage, corresponding to the aforesaid categories of insurance per insurable event, must be as follows, however, the insurance limits available to each participating BACC agency, their officers, officials, employees, agents and volunteers as additional insured parties, shall be the greater of the minimum limits specified herein or the full limit of any insurance proceeds available to the named insured:

INSURANCE CATEGORY MINIMUM LIMITS
Workers’ Compensation Insurance California Statutory Minimum Employer’s Liability Insurance $2,000,000 per accident, and $1,000,000 per employee for bodily injury or disease.

Commercial General Liability Insurance $5,000,000 per occurrence for bodily injury, personal injury, and property damage.

Business Vehicle and Automobile Liability
Insurance
$2,000,000 per accident for bodily injury and
property damage.

Contractor’s Pollution Liability $1,000,000 per occurrence, $2,000,000 policy aggregate.

Prior to commencement of any performance under the contract, the successful bidder must furnish to each participating BACC agency an original Certificate of Insurance, and copies of information or declaration pages for the insurance required with respect to evidence of all policies of insurance required as noted above. All policies of insurance must be endorsed to name the respective BACC agency, their officials, officers, employees, agents, and volunteers as additional insured parties. For any claims related to the contract, bidder’s insurance coverage shall be primary insurance with respect to each participating BACC agency, their officials, officers, employees, agents and volunteers. Any insurance or self-insurance maintained by any BACC agency party, their officials, officers, employees, agents and volunteers shall be excess of the bidder’s insurance and shall not contribute with it. The successful bidder will be responsible for contacting each participating BACC agency to ascertain the proper name or names of the agency specific entities to be included in the endorsements.

The successful bidder must also provide each participating BACC agency with a MSC-90 endorsement, required for transporters of hazardous materials and/or wastes.

The successful bidder hereby agrees to waive subrogation which any insurer of the bidder may acquire from vendor by virtue of the payment of any loss. Bidder agrees to obtain and provide to each BACC agency any endorsement that may be necessary to affect this waiver of subrogation. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of each participating BACC agency for all work performed by the bidder, its employees, agents and subcontractors.

The successful bidder must maintain the required insurance at all times while the contract is in effect, and must replace any certificate, policy or endorsement which will expire prior to that date. All policies of insurance must be endorsed to provide the required insurance and must not be suspended, voided, Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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reduced, canceled, or allowed to expire except on thirty (30) days prior written notice to each participating BACC agency. The Certificate of Insurance must have a cancellation statement worded as follows: “Should any of the above described policies be cancelled before the expiration date thereof, the issuing company must mail thirty calendar (30) written notice to the Certificate holder named to the left.”

4. TERMS AND CONDITIONS

4.1 Indemnification
To the fullest extent allowed by law, the successful bidder and its employees, subcontractors, and agents shall defend, indemnify, and save and hold harmless each participating BACC agency, its officers, agents, employees and volunteers from any claims, suits or actions of every name, kind and description brought forth, or on account of, injuries to or death of any person (including but not limited to workers and the public), or damage to property, resulting from or arising out of the successful bidder's or its personnel, employees, agents, or subcontractors’ willful misconduct or negligent act or omission while engaged in the performance of services described in this bid document, except those matters arising from the participating BACC agency's sole negligence or willful misconduct. The parties intend that this provision shall be broadly construed.

This indemnification includes, without limitation, the payment of all penalties, fines, forfeitures, judgments, awards, decrees, attorney’s fees, and related costs or expenses, and the reimbursement of any BACC agency, its officials, officers, employees, agents, and volunteers for all legal expenses and costs incurred by each of them.

The successful bidder’s responsibility for such defense and indemnity obligations shall survive the termination or completion of the contract for the full period of time allowed by law. The defense and indemnity obligations of the contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in the contract.

If the successful bidder should subcontract all or any portion of the work to be performed under the contract, the successful bidder shall require each subcontractor to indemnify, hold harmless and defend each participating BACC agency and each of its officials, officers, employees, agents and volunteers in accordance with the terms of the preceding paragraphs.

4.2 Bid Protests
Any bid protest must be submitted electronically via email to the BACC Coordinator before 3:30 p.m. on the fifth (5th) business day following bid opening ([email protected]). a. The protest document must be provided as one PDF and must contain a complete statement of the basis for the protest and all supporting documentation and evidence. b. The party filing the protest must have actually submitted a bid for the chemical. A subcontractor of a party submitting a bid for the chemical may not submit a bid protest. A party may not rely on the bid protest submitted by another bidder, but must timely pursue its own protest.

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c. The protest must refer to the specific portion of the bid document which forms the basis for the protest.
d. The protest must include the name, address and telephone number of the person representing the protesting party.
e. The party filing the protest must concurrently transmit a copy of the protest document and any attached documentation to all other parties with a direct financial interest which may be adversely affected by the outcome of the protest. Such parties shall include all other bidders who appear to have a reasonable prospect of receiving an award depending upon the outcome of the protest.
f. BACC will give the bidder that is the subject of the protest five (5) business days after the receipt of the protest to submit a written response. The responding bidder shall submit the response to the protesting bidder concurrent with delivery to BACC. g. The procedure and time limits set forth in this paragraph are mandatory and are the bidder’s sole and exclusive remedy in the event of bid protest. All protests and responses received after the time set forth herein will be rejected. The bidder’s failure to comply with these procedures shall constitute a waiver of any right to further pursue the bid protest. h. BACC will not be responsible for any delays or transmission errors. The protesting bidder accepts all risk of late delivery of electronic protests. If is the protesting bidder’s responsibility to ensure that a submittal protest is received by the bid coordinator listed in this solicitation by the due date and time. Protesting bidders should contact the bid coordinator to make sure that their electronic submittal has gone through.
i. If BACC determines that a protest is frivolous, the protesting bidder may be determined to be non-responsible and that bidder may be determined to be ineligible for future contract awards.

4.3 Equal Opportunity
The successful bidder must agree not to refuse the hire, discharge, promote, or to otherwise discriminate in the matters of compensation against any person otherwise qualified solely because of race, creed, sex, national origin, ancestry, or physical handicap. It must be a condition that any company firm or corporation supplying goods or services, must be in compliance with the Americans with Disabilities (ADA) Act of 1990. A certificate stating compliance with the ADA may be required, upon request, by any BACC agency.

4.4 Modification of Contract
This bid solicitation document including the bid contract documents, in conjunction with each BACC agency’s purchase order, purchase agreement and / or contract, will constitute the entire contract between each BACC agency and the successful bidder. The contract may not be modified, altered, or amended except by the mutual written agreement of the respective BACC agency and the successful bidder.

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4.5 Common Language
Unless otherwise specified in this document, all words must be given their plain, common and ordinary meaning unless the context in which they are used clearly requires a different meaning. Words in the singular number include the plural, and in the plural include the singular. Additionally, words in the masculine gender include the feminine and the neuter, and when the sense so indicates, words of the neuter gender may refer to any gender.

4.6 Proprietary Information
All information included in any bid proposal that is of a propriety nature must be clearly marked as such.

Each BACC agency must be held harmless from any claims arising from the release of proprietary information not clearly designated as such by the Bidder.

4.7 Patent Guarantee
The bidder must, with respect to any bidder’s standard products, indemnify, defend and hold harmless each participating BACC agency, its employees and agents, from any and all costs and damages because of claims or litigation on account of infringement or alleged infringement of any letters patent or patent rights by reason of the sale or normal use of such products, provided that the bidder is promptly notified of all such actual or potential infringement suits, and is given an opportunity to participate in the defense of the participating BACC agencies.

4.8 Quality Control
The bidder’s chemical may be inspected and/or sampled before, during, or after any delivery and tested to confirm compliance with all of the specifications. Persistent clogging, deliveries containing significant amounts of debris, and/or chemical not meeting the technical specifications will be considered to be deficiencies. If deficiencies are detected, the chemical will be rejected and the bidder will be required to remove and replace any and all of the chemical and clean the associated tanks and piping that are contaminated by a delivery that is determined to be deficient, at no cost to the participating BACC agency.

If the bidder fails to remove and replace the deficient chemical in a timely manner after being notified of the problem by the participating agency, the participating agency may remove and dispose of the contaminated chemical and clean the chemical storage tank or tanks and the associated piping all at the bidder’s expense. Payment for the delivered chemical will not be made until the defects are corrected and the chemical is properly replaced and accepted. Repeat failures to comply with the specifications must constitute grounds for termination of the contract.

4.9 Term of Contract
The term of the contract between the respective BACC agency and the successful bidder will be twelve (12) months commencing July 1, 2024, and expiring June 30, 2025, with an option to extend the contract on a year-to-year basis, not to exceed three (3) yearly renewals if conditions and service are satisfactory to both the respective BACC agency and the successful bidder. The price for any succeeding periods of service shall be determined by negotiation between the respective BACC agency and the successful bidder.

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4.10 Good Faith Bidding and Contracting
The participating BACC agencies listed on this bid solicitation are bidding in good faith and have agreed not to extend an existing bid in lieu of contracting with the lowest responsive bidder. However, nothing in this bid solicitation shall prevent a BACC agency from rejecting all bids and separately procuring the services they require, if deemed in the best interest of their respective agency.

4.11 Termination of Contract
Any BACC agency may terminate their contract with the successful bidder for any reason by providing the successful bidder written notice of termination, and specifying the effective date thereof, at least thirty (30) days before the effective date. Termination of the contract by one BACC agency does not affect the contractual relationship between the successful bidder and any other BACC agency.

4.12 Termination for Cause
In the event of a breach of any term or provision of the contract by the successful bidder, a BACC agency may terminate the contract with respect to supply of chemicals for that agency by providing the successful bidder with written notice of such termination, and specifying the effective date thereof, at least ten (10) days before the effective date. Termination of the contract by one BACC agency does not affect the contractual relationship between the successful bidder and any other BACC agency.

4.13 Effect of Termination
Any termination by a BACC agency, with or without cause, must not affect the validity of the contract between the successful bidder and any other BACC agency, nor must such action affect any rights, remedies, or obligations of the successful bidder or any other BACC agency.

4.14 Assignment
The successful bidder must under no circumstances assign the contract without the prior written consent of each participating BACC agency. Any assignment, or attempt at assignment, made without such consent of each participating BACC agency may be considered a breach of contract.

4.15 Competitiveness and Integrity
The participating BACC agencies have assigned control of the acquisition process to the BACC coordinating agency identified in the Notice Inviting Sealed Bids of this document, to prevent biased evaluations and to preserve the competitiveness and integrity of such acquisition efforts. Bidders are to direct all communications regarding this bid to the designated BACC Coordinator, unless otherwise specifically noted, or unless approved in writing by the BACC Coordinator. Attempts by bidders to circumvent this requirement will be viewed negatively and may result in rejection of the offending bidder’s offer. The BACC Coordinator may refer communications to other participating BACC agencies for clarification. -END OF SECTIONContract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 112

SECTION II

BAY AREA CHEMICAL CONSORTIUM

PRODUCT TECHNICAL SPECIFICATIONS
FOR BID NO. 03-2024

AQUEOUS AMMONIA
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 113

PRODUCT TECHNICAL SPECIFICATIONS
AQUEOUS AMMONIA – 19% SOLUTION
Product:
a. Aqua Ammonia shall conform to the current version of the American Water Works Association's Standard for Aqua Ammonia, B306-15, except as modified or supplemented herein.
b. Aqua Ammonia supplied shall be tested and certified as meeting the specifications of the American National Standards Institute/National Sanitation Foundation Standard 60 (ANSI/NSF Standard 60) Drinking Water Treatment Chemicals - Health Effects. The NSF certification for the products bid must be current on the date of bid submittal. c. It is the responsibility of the vendor to inform each of the participating BACC Agencies (within 24 hours, from the time of verbal or written notification) that NSF certification has been revoked or lapsed. Loss of NSF certification shall constitute sufficient grounds for immediate termination of the contract.

Quality:
a. Aqua ammonia shall be colorless, transparent, food grade (Premium Grade) aqueous solution of ammonia that is free from suspended matter or sediment. b. Aqua ammonia shall contain no substances that produce deleterious or injurious effects upon the health of those consuming water, which has been properly treated with the chemical.
c. Aqua ammonia shall conform to the following standards:
i. It will be of premium grade;
ii. Concentration of ammonia within the range of 18.5% to 19.5%; iii. A specific gravity at 60o F. of 0.9302. The specific weight of solution at 60o F. shall be

7.758 lbs. /gal.
iv. Aqua ammonia shall be free from contaminating substances which could interfere with normal operation of District facilities by causing clogging or blockage of feed lines, valves, strainers, or measuring devices.

Certificate of Analysis:
a. A certificate of analysis prepared by an ISO certified laboratory shall be submitted for each aqua ammonia delivery. The certificate of analysis shall be based on a representative sample of the specific batch or lot of chemical currently being used to make deliveries. This report shall contain the following:
• Date of manufacture
• Date of delivery
• Shipper ID
• Specific gravity at 60 degrees F
• Percent (%) of ammonia
• Appearance
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 114
No deliveries will be accepted unless accompanied by said certificate of analysis for the specific batch or lot of chemical delivered and the quality specifications listed in the bid contract documents are met.
b. Charges for certificate of analysis prepared by an ISO certified laboratory shall be included in the bid price.
c. Failure to supply the required certificate of analysis shall be sufficient cause to reject the load.

Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 115

PRODUCT TECHNICAL SPECIFICATIONS
AQUEOUS AMMONIA – 30% SOLUTION
Product:
a. Aqua Ammonia shall conform to the current version of the American Water Works Association's Standard for Aqua Ammonia, B306, except as modified or supplemented herein. b. Aqua Ammonia supplied shall be tested and certified as meeting the specifications of the American National Standards Institute/National Sanitation Foundation Standard 60 (ANSI/NSF Standard 60) Drinking Water Treatment Chemicals - Health Effects. The NSF certification for the products bid must be current on the date of bid submittal. c. It is the responsibility of the vendor to inform each of the participating BACC Agencies (within 24 hours, from the time of verbal or written notification) that NSF certification has been revoked or lapsed. Loss of NSF certification shall constitute sufficient grounds for immediate termination of the contract.

Quality:
a. Aqua ammonia shall be colorless, transparent, food grade (Premium Grade) aqueous solution of ammonia that is free from suspended matter or sediment. b. Aqua ammonia shall contain no substances that produce deleterious or injurious effects upon the health of those consuming water, which has been properly treated with the chemical.
c. Aqua ammonia shall conform to the following standards:
v. It will be of premium grade;
vi. Concentration of ammonia at 29% - 30%;
vii. A specific gravity at 60o F. of 0.893 – 0.897. The specific weight of solution at 60o F. shall be 7.47 + .04 lbs. /gal.
viii. Aqua ammonia shall be free from contaminating substances which could interfere with normal operation of District facilities by causing clogging or blockage of feed lines, valves, strainers, or measuring devices.

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EXHIBIT 1 116
No deliveries will be accepted unless accompanied by said certificate of analysis for the specific batch or lot of chemical delivered and the quality specifications listed in the bid contract documents are met.
b. Charges for certificate of analysis prepared by an ISO certified laboratory shall be included in the bid price.
c. Failure to supply the required certificate of analysis shall be sufficient cause to reject the load.

Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 117
SECTION III – 1

BAY AREA CHEMICAL CONSORTIUM

ESTIMATED ANNUAL QUANTITIES
FOR BID NO. 03-2024

AQUEOUS AMMONIA
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 118

BAY AREA CHEMICAL CONSORTIUM
Unit of
Measure
Estimated Annual Qty for
Treatment Applications:

Water Wastewater
BID NO. 03‐2024
ESTIMATED ANNUAL QUANTITIES FOR FISCAL YEAR 2024/2025
Aqueous Ammonia  19% Solution gal 279,700 160,000
Central Valley
City of Stockton gal 110,000 45,000
110,000 45,000
East Bay
Alameda County Water District gal 55,000 0
55,000 0
North Bay
Contra Costa Water District gal 100,000 0
100,000 0
South Bay
San Jose ‐ Santa Clara Regional Wastewater Facility 115,000 gal 0 0 115,000
Tri Valley
Dublin San Ramon Services District 0 gal 1,700
Zone 7 Water Agency gal 13,000 0
14,700 0
Aqueous Ammonia  29% Solution gal 0 30,000
Sacramento
City of Roseville gal 0 30,000
0 30,000
Aqueous Ammonia  30% Solution gal 20,000 0
Marin Sonoma
Marin Municipal Water District 0 gal 20,000
20,000 0
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 119
SECTION III – 2

BAY AREA CHEMICAL CONSORTIUM

DELIVERY DETAILS
FOR BID NO. 03-2024

AQUEOUS AMMONIA
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 120

BAY AREA CHEMICAL CONSORTIUM

DELIVERY DETAILS
BID NO. 03‐2024

AQUEOUS AMMONIA
The frequency of deliveries and typical delivery size are estimates of anticipated usage for a 12‐month period and are given for informational purposes only and are not used in any calculations to determine the lowest overall bid (Section I, Paragraph 2.16 Method of Award).

Per Region, Agency and Delivery Facility Name and Location Frequency of Deliveries Typical Delivery Size

CENTRAL VALLEY
City of Stockton
Delta Water Supply Plant 11373 N. Lower
Sacramento Road
Lodi 2‐3x per month > 2000 gal
NSPAF 4502 White Forge
Drive
Stockton 3x per month 1300 gallons
Stockton Regional Wastewater
Control Facility
2500 Navy Drive Stockton 1‐2x per month (minimum
winter use)
3,000 gallons
Well #10R 2418 Arden Way Stockton 3x per month 60 gallons Well #27 1696 Bonaire Cir Stockton 3x per month 60 gallons Well #29 10442 Muir Woods
Ave
Stockton 3x per month 60 gallons
Well #30 6373 Brook Hollow
Circle
Stockton 3x per month 60 gallons
Well #31 3871 Ivano Lane Stockton 3x per month 60 gallons Well #32 9151 S. 99 Frontage
Road
Stockton 3x per month 60 gallons
Well #3R 7400 N. West Lane Stockton 3x per month 60 gallons Well SSS8 4151 Logan Ln, Stockton 5x per month 60 gallons

EAST BAY
Alameda County Water District
Alameda Reservoir 585 Shoshone Ct Fremont 11x per year 45 gallons Blending Facility 1111 Mowry Ave Fremont 4x per year 2,000 gallons Newark Desalination Facility 6833 Redeker Place Newark 6x per year 1,500 gallons Water Treatment Plant No. 2 42436 Mission Blvd. Fremont 1‐2x per month 2,000 gallons

MARIN SONOMA NAPA
Marin Municipal Water District
MMWD Bon Tempe Filter Plant Road Fairfax 6x per year not less than 800 gallons MMWD Ignacio Pump Station 13 Hamilton Drive Novato 8x per year not less than 500 gallons MMWD San Geronimo 330 San Geronimo
Valley Road
Woodacre 6x per year not less than 1,100
gallons
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 121

BAY AREA CHEMICAL CONSORTIUM

DELIVERY DETAILS
BID NO. 03‐2024

Per Region, Agency and Delivery Facility Name and Location Frequency of Deliveries Typical Delivery Size

NORTH BAY
Contra Costa Water District
Bollman Water Treatment Plant 2015 Bates Ave Concord +/‐ 8 loads yearly 7,000 gallon Tank Brentwood Water Treatment Plant 3760 Neroly Road Oakley +/‐ 6 loads yearly 1,500 gallon Tank Randall Bold Water Treatment
Water Treatment Plant
3760 Neroly Road Oakley +/‐ 12 loads yearly 6,000 gallon Tank

SACRAMENTO
City of Roseville
Roseville Energy Park 5120 Phillip Road Roseville 95747 Every 2‐3 months 6,000 gallons

SOUTH BAY
San Jose ‐ Santa Clara Regional Wastewater Facility
San Jose Regional Wastewater
Facility
700 Los Esteros Rd San Jose 2 per month/ 1 Every 18
days
6,000 gallons (full
tanker)

TRI VALLEY
Dublin San Ramon Services District
FOD Reservoir 1A 8212 Rhoda Avenue Dublin 4x per year mini bulk 100‐150 gallons
FOD Reservoir 3B 7541 Brigadoon Way Dublin 4X per year mini bulk 100‐150 gallons
Zone 7 Water Agency
Chain of Lakes 1 2655 El Charro Rd Pleasanton 2 times per month approx. 80 gallons Hop 6 5997 Parkside Dr Pleasanton 2 times per month approx. 80 gallons Mocho 3 27023 Santa Rita Rd. Pleasanton 2 times per month approx. 80 gallons Mocho 4 5215 Stoneridge Dr Pleasanton 2 times per month approx. 80 gallons Stoneridge 3750 Stoneridge Dr Pleasanton 2 times per month approx. 80 gallons Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 122
SECTION III – 3

BAY AREA CHEMICAL CONSORTIUM

PARTICIPATING MEMBER AGENCY CONTACT LIST
FOR BID NO. 03-2024

AQUEOUS AMMONIA
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 123

BAY AREA CHEMICAL CONSORTIUM
BID NO. 03‐2024

AQUEOUS AMMONIA

PARTICIPATING MEMBER AGENCY CONTACT LIST
Central Valley

CITY OF STOCKTON
Municipal Utilities Department 2500 Navy Drive Stockton, CA 95206 Kathryn Garcia Program Manager III ‐ Wastewater [email protected] 209‐937‐8232 East Bay

ALAMEDA COUNTY WATER DISTRICT
43885 South Grimmer Blvd Fremont, CA 94538
Mike Wickham Water Production Manager [email protected] 510‐552‐1459 Cris Pena Engineering Supervisor [email protected] 510‐668‐6516 Renee Gonzalez Buyer [email protected] 510‐668‐4294 Thomas Spankowski Environmental Compliance Engineer [email protected] 510‐668‐6533 Marin Sonoma Napa

MARIN MUNICIPAL WATER DISTRICT
220 Nellen Avenue   Corte Madera, CA  94925
Jim Kenney    Superintendent of Operations, Water [email protected] 415‐945‐1501 Treatment
Lucy Croy    Water Quality Manager [email protected] 415‐945 1590 Danelle Graham    Senior Buyer [email protected] 415‐945‐1402 North Bay

CONTRA COSTA WATER DISTRICT
1331 Concord Ave   Concord, CA  94520‐4907
Kim Waddy    Buyer [email protected] 925‐688‐8012
Nicole Quesada    Administrative Analyst [email protected] 925‐625‐6602 John Parsons    Water Operations Superintendent [email protected] 925‐625‐6603 Brian Jackson    Purchasing Officer [email protected] 925‐688‐8011 Sacramento

CITY OF ROSEVILLE
311 Vernon Street Roseville, CA 95678
Becky Philipp Buyer II [email protected] 916‐746‐1110 Shannon Wiest [email protected] 916‐746‐1112
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 124

BAY AREA CHEMICAL CONSORTIUM
BID NO. 03‐2024

AQUEOUS AMMONIA

PARTICIPATING MEMBER AGENCY CONTACT LIST
South Bay
SAN JOSE ‐ SANTA CLARA REGIONAL WASTEWATER FACILITY
700 Los Esteros Road San Jose, CA 95134
Mark Nicholl [email protected] 408‐635‐6635 Tim Lewis Wastewater Facility Operations Manager [email protected] 408‐635‐2057 Satya Nand [email protected] 408‐635‐2054
Tri Valley

DUBLIN SAN RAMON SERVICES DISTRICT
Regional Wastewater Treatment Facility  7399 Johnson Drive   Pleasanton, CA  94588 Dan Pettinichio    Senior Water/Wastewater Systems [email protected] 925 404‐4524 Operator (Potable Water Distribution)
Diane Griffin    Operations Compliance Manager [email protected] 925‐875‐2324 Clint Byrum    Water/Wastewater Systems Superintendent [email protected] 925‐875‐2367 Tim Lewis    WWTP Operations Superintendent [email protected] 925‐875‐2300 ZONE 7 WATER AGENCY
100 North Canyons Parkway   Livermore, CA  94551
Zeljka Bozic    Buyer I [email protected] 925 454 5029 Karen Bartels    Buyer II [email protected] 925‐454‐5039 Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 125

SECTION IV

BAY AREA CHEMICAL CONSORTIUM

BID CONTRACT DOCUMENTS
FOR BID NO. 03-2024

AQUEOUS AMMONIA
*** All of the following pages must be properly competed and submitted for the bid to be considered complete. ***
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 126

BAY AREA CHEMICAL CONSORTIUM
STANDARD AGREEMENT, PAGE 1 OF 2
BID NO. 03-2024

SUPPLY AND DELIVERY OF AQUEOUS AMMONIA
I hereby agree to furnish AQUEOUS AMMONIA identified in the attached bid forms, as solicited by the Bay Area Chemical Consortium (BACC), to one or more of the participating BACC Agencies.

Company: __________________________________________
Address: __________________________________________
City, State, ZIP: _________________________________________ Phone: __________________________________________
Email: __________________________________________
Authorized Representative: ________________________________ Signature: __________________________________________
Date: __________________________________________
WE ACKNOWLEDGE RECEIVING ADDENDUM/ADDENDA NUMBER ______ THROUGH ______.

SPECIFIC DEVIATIONS:

This box must be checked if bidder has any proposed specific deviations. Per Section 2.12 Proposed Deviations from the Specifications by the Bidder, the absence of a proposed changed in the specifications will hold the bidder strictly accountable to the specifications as described in the bid document, including any addendum.

Describe the specific deviations below. A copy of the proposed specifications must be attached to this Standard Agreement at the time of submission, with bidder’s name clearly shown on each document.

Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 127
STANDARD AGREEMENT, PAGE 2 OF 2

BIDDER INFORMATION

1. Legal Name of Bidder:
______________________________________________________________________________

2. Bidder’s Street Address:
______________________________________________________________________________

3. Mailing Address:
______________________________________________________________________________

4. Business Telephone: _______________ Fax Number: ________________

5. Type of Supplier:
□ Sole Proprietor □ Partnership □ Corporation □ LLC
If Corporation, indicate State where incorporated: ____________________

6. Business License Number issued by the City where the Supplier’s principal place of business is located.

Number: ____________________ Issuing City: _____________________

7. Supplier Federal Tax Identification Number: ____________________________

8. Emergency Contact: Name: ____________________________________ Phone Number: ______________________________

9. Order Contact: Name: _______________________________________ Address: _______________________________________
Phone Number: ___________ Fax Number: ____________
Email: __________________________________________

10. References:

Company/Agency Name Contact Name Phone Number
1)_________________________ ___________________ _____________ 2) _________________________ ___________________ _____________ 3) _________________________ ___________________ ______________

11. Chemical Manufacturer’s name and address (if different from Bidder):
__________________________________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 128
Non-Collusion Affidavit
To Be Executed By Bidder and Submitted With Bid
State of California )
) ss.

County of )
__________________________________, being first duly sworn, deposes and says that he or she is the (Bidder’s Authorized Representative)
___________________________ of ______________________________________ the party making the (Title of Representative) (Legal Name of Bidder)
foregoing bid that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the bidder has not directly or indirectly induced or solicited any other bidder to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder, or to fix any overhead, profit, or cost element of the bid price, or of that of any other bid, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the bidder has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid.

I declare under penalty of perjury under the laws of the state of California that the foregoing is true and correct.
_________________________________
Signature of: President, Secretary,
Manager, Owner, or Representative
Subscribed and sworn to before me this, day of , 20

Signature of Notary Public In and For
The County of ________________________,
State of _____________________________
All Signatures Must Be Witnessed By Notary
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 129

BAY AREA CHEMICAL CONSORTIUM
BID FORM FOR BID NO. 03-2024

FOR SUPPLY AND DELIVERY OF AQUEOUS AMMONIA
Sealed bids must be submitted in a PDF format and
bidders must enter bid prices into the electronic
bid platform (Line Item page)
https://bacwa.org/about-bacc/
No later than 4:00 PM. PT
Thursday, February 22, 2024
Legal Name of Bidder:
_____________________________________
Business Address
_____________________________________
_____________________________________
_____________________________________
Telephone Number: ____________________
Facsimile Number: _____________________
Email Address: _________________________
Authorized Representative (Please Print):
_____________________________________
Signature:_____________________________
Date: ________________________________
I. All costs except California State sales tax for the purchase of AQUEOUS AMMONIA must be included in the amount shown entered into the electronic bid platform (Line Item page), including any and all mill assessments, fees, excise taxes, transportation charges, etc. Any exceptions to the bid must be noted under Specific Deviations on the Standard Agreement.

Bidders shall submit bids per unit of measure as specified in the electronic bid platform (Line Item page).

II. Bidders must submit all of the following, attached to this Bid Form:
a. All requirements listed in Section 2.21 Manufacturer’s Info. b. If applicable, the name, address, and contact information for the third party hauling company as well as an affidavit signed by the Bidder that the third party hauler can and will deliver the chemical to each and every participating BACC Agency.

III. Bidder Obligations
By signing this Bid Form and entering into individual purchase orders, purchase agreements and /or contracts with BACC agencies, the bidder expressly agrees to be bound by all the provisions of the bid solicitation, including Sections I-IV.

Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 130
Refer to paragraph 2.4 Bid Pricing for full details.

BID NO. 03‐2024

AQUEOUS AMMONIA
Worksheet

BAY AREA CHEMICAL CONSORTIUM
Bidders shall submit bids in US$ per unit of measure indicated on this bid form, FOB Destination.

Bid prices shall be based on bulk deliveries of 2,000 gallons or more. Bidders must submit their Bid Prices via electronic bid platform ‐ Line Items section. Do not submit Worksheet.

Unit of
Measure
Bid Price per
Unit of Measure
Aqueous Ammonia  19% Solution
Central Valley gal $
City of Stockton
East Bay gal $
Alameda County Water District
North Bay gal $
Contra Costa Water District
South Bay gal $
San Jose ‐ Santa Clara Regional Wastewater Facility
Tri Valley gal $
Dublin San Ramon Services District
Zone 7 Water Agency
Aqueous Ammonia  29% Solution
Sacramento gal $
City of Roseville
Aqueous Ammonia  30% Solution
Marin Sonoma Napa gal $
Marin Municipal Water District

DO NOT SUBMIT WORKSHEET

ENTER BID PRICES VIA ELECTRONIC BID PLATFORM
Contract with Hill Brothers Chemical Company for Aqueous Ammonia

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EXHIBIT 1 131
EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

Page 1 of 77 ends

1 (Rev. 10.30.18)

EXHIBIT A

STATEMENT OF WORK

1. Project Objectives.

The objective of this project is for the supply and delivery of Sodium Bisulfite as outlined in the bid specifications incorporated herein by reference from Exhibit H.

2. Project Scope.

The Contractor shall provide the goods and insurance as specified. The contractor shall supply Material Safety Data Sheets.

3. Notices.

Pursuant to Exhibit C – General Terms and Conditions, Paragraph 15 – Notices, the mailing address for all required notices is as follows:

Contractor: Thatcher Company of
California, Inc.

City: City of Stockton
Attn: Michael T. Mitchell Attn: City Manager
P.O. Box 27407 425 N. El Dorado Street
Salt Lake City, UT 84127-0407 Stockton, CA 95202

4. Option to Renew.

EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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1 (REV 2022-05-17)
Exhibit B:

Insurance Requirements
(Chemical Sodium Bisulfite)
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damage 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. With respect to General Liability, Errors & Omissions, Contractors Pollution Liability, and/or Asbestos Pollution Liability, coverage should be maintained for a minimum of five (5) years after contract completion.

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: Insurance Services Office Form Number CA 0001 covering any auto (Code 1), or if Contractor has no owned autos, hired (Code 8) and non-owned (Code 9) autos, with limit no less than $1,000,000 per accident for bodily injury and property damage.

EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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2 (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 Insured. 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.

EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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3 (REV 2022-05-17)

3. Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Stockton.

C. If General Liability, Contractors Pollution Liability and/or Asbestos Pollution Liability and/or Errors & Omissions coverages are written on a claims-made form:

1. The retroactive date must be shown and must be before the date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

4. A copy of the claims reporting requirements must be submitted to the City of Stockton for review.

EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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4 (REV 2022-05-17)
Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best rating of no less than A:VII if admitted in the State of California.

EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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5 (REV 2022-05-17)
Special Risks or Circumstances
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 Street, 3rd Floor – HR
Stockton, CA 95202
EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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1 (Rev. 10.30.18; Mod 05.08.23 RM)

EXHIBIT C

GENERAL TERMS AND CONDITIONS

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.

EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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2 (Rev. 10.30.18; Mod 05.08.23 RM)
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.

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.

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3 (Rev. 10.30.18; Mod 05.08.23 RM)

10. Subcontractor.

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.

EXHIBIT 2 Contract with Thatcher Company of California for Sodium Bisulfite

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4 (Rev. 10.30.18; Mod 05.08.23 RM)

Contractor shall be solely responsible for reimbursing subcontractors.

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.

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19. Confidentiality. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City reports, information or conclusions.

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.

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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.

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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.

31.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.

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.

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EXHIBIT D

GOODS AND SERVICES TERMS AND CONDITIONS
1 Definitions. The following words and phrases have the following meanings for purposes of this Agreement:

3.1 Contractor shall perform the services according to the schedule contained in Exhibit F.

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4 Standard of Performance
In addition to Exhibit C, Section 4 and 17, Contractor agrees as follows:

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:

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6 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.
7 Findings Confidential
All 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. 8 Right of Inspection
All Deliverables furnished by Contractor must be as specified in Exhibit A and will be subject to inspection and approval of City after delivery. City reserves the right to reject and return, at the risk and expense of Contractor, the portion of any Deliverable which may be defective or fail to comply with specifications in Exhibit A without invalidating the remainder of the Deliverables. If rejected, Deliverable will be held for disposition at the expense and risk of Contractor. Payment for Deliverable prior to inspection shall not constitute acceptance of the Deliverable.
9 Warranty
Contractor warrants that (i) any Deliverable created or performed by Contractor for City under this Agreement will conform to specifications, drawings or samples furnished by City to Contractor for a minimum period of one year, and (ii) any standard Deliverable sold by Contractor to other customers besides City will meet or exceed any of the standards for such types of product in industry, any express or implied warranty stated or advertised by Contractor or the actual manufacturer of such Deliverable, or any warranties implied by law. Contractor’s warranty shall survive delivery of Deliverable and shall not be deemed waived by City’s failure to discover defects, acceptance of the Deliverable, or payment, therefore.

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10 Ownership
Contractor shall have title to and bear the risk of any loss or damage to the Deliverable until the Deliverable is delivered and accepted by City in conformity with this Agreement. Upon delivery and acceptance, Deliverable delivered by Contractor shall become the exclusive property of City. The ownership rights described herein shall include, but not be limited to, the right to copy, publish, display, transfer, or otherwise use the Deliverable. All artwork, patterns, dies, models, samples, materials, drawings, specifications, technical material, advertising material and any other personal property furnished by City to Contractor, or specifically paid for by City for use in performance of the Agreement, shall be and remain the property of City and said property shall be used only for Deliverables benefiting City. Contractor shall return to City or shall dispose of this property only according to City’s instruction.
11 Applicable Laws
Under guidelines specified in 29 CFR 1910.1200 (f) and (g) City requests that Contractor label applicable Deliverables accordingly and provide associated Safety Data Sheets (“SDS”) to City.

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No contractor or subcontractor may be awarded a contract for public work on a public works project unless registered with the Department of Industrial Relations pursuant to Labor Code Section 1725.5. Department of Industrial Relations- Contractor Registration information and web link: https://www.dir.ca.gov/publicworks/publicworks.html. In compliance with Senate Bill 854 and the California Labor Code, all Bidders shall include with their Bid proof of registration from the Department of Industrial Relations (DIR) that includes the contractor’s Legal Name, Registration Number, License Type/Number, Registration Date and Expiration Date, for every contractor and subcontractor, regardless of tier.

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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 $699,000 (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.

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.

2. Item Price. Below is the price for the products as described in Exhibit A of this Agreement.

Item Description Item Price
1 Sodium Bisulfite (40%) $2.800/gallon

City of Stockton Municipal Utilities Department
Attention: Program Manager III - Wastewater
2500 Navy Drive
Stockton, CA 95206
Email: [email protected]
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EXHIBIT F

TIMELINE

1. Contractor shall complete the requested services identified in Exhibit A as follows:

Contractor shall confirm all orders received by email or phone within twenty-four (24) hours of the request.

Orders delivered through a subcontracted delivery service may not be canceled or rescheduled without prior notification to the City and may not be rescheduled more than once per order.

Contractor shall notify the City in advance of holiday closures that may affect order delivery.

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City Council and Concurrent AuthoritiesMay 21, 2024

City Council and Concurrent Authorities
May 21, 2024