Univar Solutions USA LLC.
8201 S 212th St, Kent, WA 98032
Tom Edman, Sr. Director - BCD Product Management
EXHIBIT 3
1793
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 Hydroxide 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: Univar Solutions USA LLC. City: City of Stockton Attn: Jennifer M. Perras Attn: City Manager
8201 S 212th Street 425 N. El Dorado Street
Kent, WA 98032 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.
Contract for Sodium Hydroxide
EXHIBIT 3
1794
1 (REV 2025-06-04)
EXHIBIT B
INSURANCE REQUIREMENTS
(Chemical Sodium Hydroxide)
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 nonowned (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/Pollution Liability applicable to the work being performed, with a limit no less than $2,000,000 per claim or occurrence and $2,000,000 aggregate per policy period of one year.
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.
Contract for Sodium Hydroxide
EXHIBIT 3
1795
2 (REV 2025-06-04)
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.
Contract for Sodium Hydroxide
EXHIBIT 3
1796
3 (REV 2025-06-04)
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.
Contract for Sodium Hydroxide
EXHIBIT 3
1797
4 (REV 2025-06-04)
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.
Contract for Sodium Hydroxide
EXHIBIT 3
1798
5 (REV 2025-06-04)
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
425 N El Dorado Street
Stockton, CA 95202
Contract for Sodium Hydroxide
EXHIBIT 3
1799
1 (Rev. 11.7.2025)
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 the invoice, and if acceptable make payment on approved invoice.
3.2 Upon completion of work and acceptance by the City, Contractor shall have sixty (60) days in which to submit final invoice(s) for payment. An extension may be granted by the 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 this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own Contract for Sodium Hydroxide
EXHIBIT 3
1800
2 (Rev. 11.7.2025)
expense. The Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than the 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 the 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, the City will not be responsible for paying 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 the 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 the City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to the 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.
Contract for Sodium Hydroxide
EXHIBIT 3
1801
3 (Rev. 11.7.2025)
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 the 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 will be bound by its terms. Contractor is responsible to the 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 the Subcontractors’ 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.
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 Contract for Sodium Hydroxide
EXHIBIT 3
1802
4 (Rev. 11.7.2025)
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, attorney fees, 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 required herein 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. 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.
Contract for Sodium Hydroxide
EXHIBIT 3
1803
5 (Rev. 11.7.2025)
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 investments 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.
Pursuant to Government Code 1090, California Assembly Bill 334: Contractor or Consultants duties and services under this agreement shall not include preparing or assisting the public entity with any portion of the public entity’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The public entity entering this agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor or Consultants participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.
Contractor/consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by the contractor pursuant to this agreement.
21 Waiver. In the event either City or Contractor at any time waives 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.
Contract for Sodium Hydroxide
EXHIBIT 3
1804
6 (Rev. 11.7.2025)
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.
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.
Contract for Sodium Hydroxide
EXHIBIT 3
1805
7 (Rev. 11.7.2025)
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.
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 Dispute Resolution; Attorney Fees. Any dispute arising out of or relating to the terms and provisions of this Agreement shall be addressed in good faith by the parties.
If a dispute cannot be resolved through informal negotiations, either party may pursue all remedies available under applicable law.
In the event of any dispute between the parties concerning the terms and provisions of this Agreement, the party prevailing in such dispute shall be entitled to collect from the other party all costs incurred, including reasonable attorneys’ fees. 31 Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement. 32 Entire Agreement, Integration, and Modification.
32.1 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.
32.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.
33 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.
34 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.
Contract for Sodium Hydroxide
EXHIBIT 3
1806
1 (Rev. 11.7.2025)
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 a tangible or intangible part 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 Contract for Sodium Hydroxide
EXHIBIT 3
1807
2 (Rev. 11.7.2025)
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.
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. Contractors 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 ensure 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.
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:
Contract for Sodium Hydroxide
EXHIBIT 3
1808
3 (Rev. 11.7.2025)
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.
6 Reports and Information.
Contractor shall, at such times and in such forms as the City may require, furnish the City with 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 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 the Contractor must be as specified in Exhibit A and will be subject to inspection and approval of the 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, the Deliverable will be held for disposition at the expense and risk of Contractor. Payment for Deliverables prior to inspection shall not constitute acceptance of the Deliverables. 9 Warranty.
Contractor warrants that (i) any Deliverable created or performed by Contractor for City Contract for Sodium Hydroxide
EXHIBIT 3
1809
4 (Rev. 11.7.2025)
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 the Deliverable and shall not be deemed waived by City’s failure to discover defects, acceptance of the Deliverable, or payment, therefore.
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, the Deliverable delivered by the Contractor shall become the exclusive property of the 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 the City or shall dispose of this property only according to the City’s instructions.
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 to 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.
Per Executive Order N-6-22, all contractors and grantees that have agreements valued at $5 million or more with agencies/departments subject to the California Governor’s authority are directed to report to their contracting or grantor agency or department regarding their compliance with economic sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as sanctions imposed under state law, if any.
Contract for Sodium Hydroxide
EXHIBIT 3
1810
5 (Rev. 11.7.2025)
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)].
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.
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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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1812
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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 $710,000.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement.
1.2 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 Sodium Hydroxide (25%) $1,110.26/Dry Ton
2 Sodium Hydroxide (50%) $712.84/Dry Ton
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:
Contract for Sodium Hydroxide
EXHIBIT 3
1813
2 (Rev. 10.30.18)
City of Stockton Municipal Utilities Department
Attention: Program Manager III - Wastewater
2500 Navy Drive
Stockton, CA 95206
Email: [email protected];
[email protected]
Contract for Sodium Hydroxide
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1814
1 (Rev. 10.30.18)
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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2 EXHIBIT G
DISCRIMINATION AND HARASSMENT POLICY (HR-15)
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BID DOCUMENTS
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Docusign Envelope ID: 05C9D531-46A5-4DF2-9C0E-A02904B30E88
CITY OF STOCKTON
STANDARD AGREEMENT
1. This Agreement is entered into between the City of Stockton ("City") and Agreement Number:
Univar Solutions USA LLC. ("Contractor") to provide Sodium Hypochlorite as set forth in Exhibit A to this Agreement.
2. The term of this Agreement is as follows, unless amended as described in Exhibit A and Exhibit C section 8:
Commences on: July 1, 2026 Terminates on: June 30, 2027
3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement, including if authorized, reimbursement of expenses, is: $ I 2,185,000.00 I
4. The complete Agreement consists of all the following Agreement documents which by reference are incorporated and made a part of this Agreement. The parties agree to comply with the terms and conditions of this Agreement.
(a) Exhibit A - Statement of Work
(b) Exhibit B - Insurance
(c) Exhibit C - General Terms and Conditions
(d) Exni6RD - Gooas and Services Special-Terms & Conditions (e) Exhibit E - Compensation Schedule
(f) Exhibit F - Timeline
(g) Exhibit G - Discrimination and Harassment Policy (HR-15) (h) Exhibit H - Bid Documents
IN WITNESS WHEREOF, the authorized parties have executed this Agreement.
CONTRACTOR
univar solutions USA, LLC
eo'fm'M?!tor's Name (if other than an individual, state whether a corporation, partnership, etc.): 1,,,.,rg,,1,n,,er,,,,, March 9, 2026 I 14:05 PDT rTzed48Signature Date
Tom Edman Sr. Director - BCD Product Management
Printed Name and Title of Person Signing
8201 s 212th St, Kent, WA 98032
Address
CITY OF STOCKTON
Johnny Ford, City Manager
ATTEST:
Katherine Roland, CMC, CPMC, City Clerk
APPROVED AS TO FORM:
Marci A. Arredondo, City Attorney
BY:
(Rev. 01.14.26)
Date
cdntract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2044
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 Hypochlorite 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: Univar Solutions USA, LLC City: City of Stockton Attn: Jennifer M Perras Attn: City Manager
8201 S 212th Street 425 N. El Dorado Street
Kent, WA 98032 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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2045
1 (REV 2025-06-04)
EXHIBIT B
INSURANCE REQUIREMENTS
(Chemical Sodium Hypochlorite)
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 nonowned (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/Pollution Liability applicable to the work being performed, with a limit no less than $2,000,000 per claim or occurrence and $2,000,000 aggregate per policy period of one year.
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2046
2 (REV 2025-06-04)
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2047
3 (REV 2025-06-04)
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2048
4 (REV 2025-06-04)
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2049
5 (REV 2025-06-04)
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
425 N El Dorado Street
Stockton, CA 95202
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2050
1 (Rev. 11.7.2025)
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 the invoice, and if acceptable make payment on approved invoice.
3.2 Upon completion of work and acceptance by the City, Contractor shall have sixty (60) days in which to submit final invoice(s) for payment. An extension may be granted by the 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 this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2051
2 (Rev. 11.7.2025)
expense. The Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than the 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 the 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, the City will not be responsible for paying 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 the 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 the City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to the 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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2052
3 (Rev. 11.7.2025)
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 the 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 will be bound by its terms. Contractor is responsible to the 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 the Subcontractors’ 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.
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 Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2053
4 (Rev. 11.7.2025)
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, attorney fees, 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 required herein 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. 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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2054
5 (Rev. 11.7.2025)
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 investments 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.
Pursuant to Government Code 1090, California Assembly Bill 334: Contractor or Consultants duties and services under this agreement shall not include preparing or assisting the public entity with any portion of the public entity’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The public entity entering this agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor or Consultants participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.
Contractor/consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by the contractor pursuant to this agreement.
21 Waiver. In the event either City or Contractor at any time waives 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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2055
6 (Rev. 11.7.2025)
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.
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2056
7 (Rev. 11.7.2025)
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.
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 Dispute Resolution; Attorney Fees. Any dispute arising out of or relating to the terms and provisions of this Agreement shall be addressed in good faith by the parties.
If a dispute cannot be resolved through informal negotiations, either party may pursue all remedies available under applicable law.
In the event of any dispute between the parties concerning the terms and provisions of this Agreement, the party prevailing in such dispute shall be entitled to collect from the other party all costs incurred, including reasonable attorneys’ fees. 31 Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement. 32 Entire Agreement, Integration, and Modification.
32.1 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.
32.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.
33 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.
34 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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2057
1 (Rev. 11.7.2025)
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 a tangible or intangible part 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 Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2058
2 (Rev. 11.7.2025)
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.
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. Contractors 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 ensure 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.
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:
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2059
3 (Rev. 11.7.2025)
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.
6 Reports and Information.
Contractor shall, at such times and in such forms as the City may require, furnish the City with 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 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 the Contractor must be as specified in Exhibit A and will be subject to inspection and approval of the 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, the Deliverable will be held for disposition at the expense and risk of Contractor. Payment for Deliverables prior to inspection shall not constitute acceptance of the Deliverables. 9 Warranty.
Contractor warrants that (i) any Deliverable created or performed by Contractor for City Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2060
4 (Rev. 11.7.2025)
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 the Deliverable and shall not be deemed waived by City’s failure to discover defects, acceptance of the Deliverable, or payment, therefore.
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, the Deliverable delivered by the Contractor shall become the exclusive property of the 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 the City or shall dispose of this property only according to the City’s instructions.
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 to 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.
Per Executive Order N-6-22, all contractors and grantees that have agreements valued at $5 million or more with agencies/departments subject to the California Governor’s authority are directed to report to their contracting or grantor agency or department regarding their compliance with economic sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as sanctions imposed under state law, if any.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2061
5 (Rev. 11.7.2025)
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)].
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2062
1 (Rev. 11.7.25)
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2063
1 (Rev. 10.30.18)
EXHIBIT E
COMPENSATION SCHEDULE
The Contractor shall be compensated for the services identified in Exhibit A, Exhibit C, and Exhibit D to this Agreement as follows:
1 Project Price.
1.1 The maximum the Contractor shall be paid on this Agreement is $2,185,000.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement.
1.2 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 Sodium Hypochlorite (12.5%) $3.49/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:
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2064
2 (Rev. 10.30.18)
City of Stockton Municipal Utilities Department
Attention: Program Manager III - Wastewater
2500 Navy Drive
Stockton, CA 95206
Email: [email protected];
[email protected]
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2065
1 (Rev. 10.30.18)
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.
Contract for Purchase of Sodium Hypochlorite
EXHIBIT 4
2066
2 EXHIBIT G
DISCRIMINATION AND HARASSMENT POLICY (HR-15)
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2067
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2068
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2224
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EXHIBIT 4
2225
CITY OF STOCKTON
STANDARD AGREEMENT
1. This Agreement is entered into between the City of Stockton ("City") and Agreement Number:
Kemira Water Solutions, Inc. ("Contractor") to provide Ferric Chloride and Ferrous Chloride as set forth in Exhibit A to this Agreement.
2. The term of this Agreement is as follows, unless amended as described in Exhibit A and Exhibit C section 8:
Commences on: July 1, 2026 Terminates on: June 30, 2027
3. The maximum not to exceed amount to be paid to Contractor for the term of this Agreement, including if authorized, reimbursement of expenses, is: $ I 1,270,000.00 I
4.,The complete Agreement consists of all the following Agreement documents which by reference are incorporated and made a part of this Agreement. The parties agree to comply with • the terms and conditions of this Agreement.
(a) Exhibit A - Statement of Work
(b) Exhibit B - Insurance
(c) Exhibit C - General Terms and Conditions
(d) Exhibit D - Goods and Services Special Terms & Conditions (e) Exhibit E - Compensation Schedule
(f) Exhibit F - Timeline
(g) Exhibit G - Discrimination and Harassment Policy (HR-15) (h) Exhibit H - Bid Documents
IN WITNESS WHEREOF, the authorized parties have executed this Agreement.
CONTRACTOR
Kemira Water Solutions
Authorize Signature Date
Christina M Imbrogno, Commercial Support Manager
Printed Name and Title of Person Signing
4321 W 6th Street, Lawrence, KS 66049
Address
CITY OF STOCKTON
Johnny Ford, City Manager
ATTEST:
Katherine Roland, CMC, CPMC, City Clerk
APPROVED AS TO FORM:
Marci A. Arredondo, City Attorney
BY:
Date
(Re.v. 01.14.26)
Contract for Purd-ilase of Ferric Chloride and Ferrous Chloride
EXHIBIT 5
EXHIBIT H
2226
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 Ferric Chloride and Ferrous Chloride 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: Kemira Water Solutions, Inc. City: City of Stockton Attn: Christina M Imbrogno Attn: City Manager
4321 W. 6th Street 425 N. El Dorado Street
Lawrence, KS 66049 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.
Contract for Purchase of Ferric Chloride and Ferrous Chloride
EXHIBIT 5
EXHIBIT H
2227
1 (REV 2025-06-04)
EXHIBIT B
INSURANCE REQUIREMENTS
(Chemical Ferric Chloride and Ferrous Chloride)
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 nonowned (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/Pollution Liability applicable to the work being performed, with a limit no less than $2,000,000 per claim or occurrence and $2,000,000 aggregate per policy period of one year.
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.
Contract for Purchase of Ferric Chloride and Ferrous Chloride
EXHIBIT 5
EXHIBIT H
2228
2 (REV 2025-06-04)
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
425 N El Dorado Street
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 the invoice, and if acceptable make payment on approved invoice.
3.2 Upon completion of work and acceptance by the City, Contractor shall have sixty (60) days in which to submit final invoice(s) for payment. An extension may be granted by the 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 this Agreement. If any materials are lost, damaged or destroyed before final delivery to the City, the Contractor shall replace them at its own Contract for Purchase of Ferric Chloride and Ferrous Chloride
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expense. The Contractor and its approved subcontractors shall keep materials confidential. Materials shall not be used for purposes other than the 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 the 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, the City will not be responsible for paying 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 the 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 the City only for the requirements and results specified in this Agreement and, except as expressly provided in this Agreement, shall not be subjected to the 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 the 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 will be bound by its terms. Contractor is responsible to the 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 the Subcontractors’ 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.
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 Contract for Purchase of Ferric Chloride and Ferrous Chloride
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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, attorney fees, 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 required herein 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. 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.
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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 investments 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.
Pursuant to Government Code 1090, California Assembly Bill 334: Contractor or Consultants duties and services under this agreement shall not include preparing or assisting the public entity with any portion of the public entity’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The public entity entering this agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor or Consultants participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications.
Contractor/consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by the contractor pursuant to this agreement.
21 Waiver. In the event either City or Contractor at any time waives 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.
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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.
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.
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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.
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 Dispute Resolution; Attorney Fees. Any dispute arising out of or relating to the terms and provisions of this Agreement shall be addressed in good faith by the parties.
If a dispute cannot be resolved through informal negotiations, either party may pursue all remedies available under applicable law.
In the event of any dispute between the parties concerning the terms and provisions of this Agreement, the party prevailing in such dispute shall be entitled to collect from the other party all costs incurred, including reasonable attorneys’ fees. 31 Heading Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement. 32 Entire Agreement, Integration, and Modification.
32.1 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.
32.2 All Exhibits to this Agreement and this Agreement are intended to be construed as a single document.
33 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.
34 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 a tangible or intangible part 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 Contract for Purchase of Ferric Chloride and Ferrous Chloride
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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.
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. Contractors 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 ensure 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.
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:
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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.
6 Reports and Information.
Contractor shall, at such times and in such forms as the City may require, furnish the City with 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 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 the Contractor must be as specified in Exhibit A and will be subject to inspection and approval of the 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, the Deliverable will be held for disposition at the expense and risk of Contractor. Payment for Deliverables prior to inspection shall not constitute acceptance of the Deliverables. 9 Warranty.
Contractor warrants that (i) any Deliverable created or performed by Contractor for City Contract for Purchase of Ferric Chloride and Ferrous Chloride
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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 the Deliverable and shall not be deemed waived by City’s failure to discover defects, acceptance of the Deliverable, or payment, therefore.
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, the Deliverable delivered by the Contractor shall become the exclusive property of the 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 the City or shall dispose of this property only according to the City’s instructions.
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 to 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.
Per Executive Order N-6-22, all contractors and grantees that have agreements valued at $5 million or more with agencies/departments subject to the California Governor’s authority are directed to report to their contracting or grantor agency or department regarding their compliance with economic sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as sanctions imposed under state law, if any.
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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)].
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.
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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 $1,270,000.00 (hereafter the “not to exceed” amount). The “not to exceed” amount includes all payments to be made pursuant to this Agreement, including City approved reimbursable expenses, if any. Nothing in this Agreement requires the City to pay for work that does not meet the Standard of Performance identified in Exhibit D section 4 or other requirements of this Agreement.
1.2 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 Ferric Chloride $1,164.00/Dry Ton
2 Ferrous Chloride $1,165.00/Dry Ton
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:
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2 (Rev. 10.30.18)
City of Stockton Municipal Utilities Department
Attention: Program Manager III - Wastewater
2500 Navy Drive
Stockton, CA 95206
Email: [email protected];
[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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DISCRIMINATION AND HARASSMENT POLICY (HR-15)
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City of Stockton
Legislation Text
File #: 26-0543, Version: 1
ADOPT A RESOLUTION APPROVING AN INDEPENDENT CONTRACTOR AGREEMENT
BETWEEN SAN JOAQUIN COUNTY AND THE CITY OF STOCKTON FOR CALIFORNIA ASSEMBLY BILL 109 FUNDING OF THE COMMUNITY CORRECTIONS PARTNERSHIP TASK FORCE, AND AMEND THE FISCAL YEAR 2026-27 ANNUAL BUDGET
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 (Exhibit 1 to the Resolution) 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 $3,878,412 in Fiscal Year (FY) 2026-27 Police Grant Funds as the Fiscal Agent for the law enforcement agencies of San Joaquin County; and
3. Approve an amendment to the FY 2026-27 Annual Budget to increase the Police Grants and Special Programs CCP revenue estimates and expenditure appropriations by $3,878,412; 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.
Summary
The Task Force supports prison realignment through a Problem-Oriented Policing (POP) model, focusing on: offenders who are wanted for a new crime or compliance violation, have a history of violence, are repeat offenders, or are at high risk of becoming repeat offenders. The Task Force services each of the cities within San Joaquin County throughout the year based on identified needs.
This Agreement for $3,878,412 will fund the salary and benefits of the core CCP Task Force, as well as overtime and training/equipment enhancements.
DISCUSSION
Background
AB 109 was intended to reduce the state’s prison population by shifting the responsibility of certain felons to local government. Implementation of AB 109 began in October 2011 and resulted in an increased number of offenders returning to local communities. After the implementation of AB 109, the City of Stockton and other cities within the County experienced increased crimes committed by previous offenders. Combined with reduced revenue, budgets, and staffing, local law enforcement has been challenged with adequately maintaining public safety services to community members.
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File #: 26-0543, Version: 1
The Marshall Plan on Crime is a guided document that looks at public safety challenges from a broader perspective rather than a single entity, such as a city. In October 2012, the Task Force was established and funded consisting of one Stockton Police Department (SPD) Sergeant and Officers from Tracy, Lodi, and Manteca. The Task Force coordinates with other efforts resulting from the Marshall Plan on Crime and continues to be a valuable component in the overall strategic goal to increase public safety.
There is an existing Memorandum of Understanding (MOU) outlining the operational goals to maintain flexibility and respond to the needs of each community within San Joaquin County. Task Force members function as a team that move from one city to another or as individual Officers in their home agencies.
Present Situation
The Task Force comprises a core group funded through this Agreement with San Joaquin County. A proposal for AB 109 totaling $3,878,412 was submitted and included in the San Joaquin County Public Safety Realignment Plan for FY 2026-27 to fund the Task Force from SPD, Lodi Police Department, San Joaquin County Sheriff’s Department, Manteca Police Department, and San Joaquin County District Attorney’s Office. For FY 2026-27, the Task Force is keeping the ongoing expenses status quo.
In FY 2026-27, no budget enhancements were authorized. Last year, three new software programs, Fusus, Peregrine, and Prepared 911, were approved as ongoing purchases.
The Executive Committee approved having limitations lifted for the last two fiscal years; however, they resorted back to status quo. SPD was notified on March 11, 2026, that the CCP Executive Committee approved the submitted proposal.
During the 2025-26 Fiscal Year, the law enforcement agencies throughout San Joaquin County continue to have a shortage of officers. The Task Force has been called upon to assist all the agencies/units in the county on a much more frequent basis, necessitating additional assistance.
FINANCIAL SUMMARY
The City General Fund is not used to support the Task Force. Due to the specific appropriation actions needed, SPD brings forward special revenue funding, such as these, for City Council approval outside the annual budget process. The San Joaquin County Public Safety Realignment FY 2026-27 Budget proposal includes $3,878,412 allocated for the Task Force. Revenue and expenditure appropriation, both in the amount of $3,878,412, is requested as part of the approval of the Agreement. Revenue and expenditures will require an increase in appropriation to the FY 2026- 27 Police Other Special Revenue, Special Investigation program. Task Force services provided by the partner agencies are invoiced to the City on a quarterly basis, then processed for reimbursement from San Joaquin County through the City’s miscellaneous receivables process.
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Resolution No.
STOCKTON CITY COUNCIL
RESOLUTION APPROVING THE INDEPENDENT CONTRACTOR AGREEMENT
BETWEEN SAN JOAQUIN COUNTY AND CITY OF STOCKTON IN THE AMOUNT OF $3,878,412, FOR AB 109 FUNDING OF THE COMMUNITY CORRECTIONS
PARTNERSHIP TASK FORCE AND THE AMENDMENT OF THE FISCAL YEAR 2026-27 ANNUAL BUDGET
The Community Corrections Partnership of San Joaquin County formed a Task Force in 2012 to support the premise of prison realignment; and The Task Force uses the Problem Oriented Policing (POP) model focusing on offenders who are wanted for a new crime or compliance violation, have a history of violence, are repeat offenders, or are at high risk of becoming repeat offenders; and The Task Force serves each of the cities within San Joaquin County based on identified needs; and
Since 2012, funding allocated through AB 109 to San Joaquin County has been applied for and awarded to support the core team members of the Task Force; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON AS FOLLOWS:
1. The Independent Contractor Agreement between San Joaquin County and the City of Stockton for AB 109 funding of the Community Corrections Partnership Task Force (Attached as Exhibit 1) is hereby approved.
2. The City Manager, as Fiscal Agent for the law enforcement agencies of San Joaquin County, is authorized to accept $3,878,412 in Fiscal Year (FY) 2026-27 Police Grant Funds.
3. The FY 2026-27 Annual Budget is amended to appropriate $3,878,412 in revenues and expenditures for the Police Grants and Special Programs CCP Task Force accounts as needed to carry out the purpose and intent of this action. //
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4. The City Manager is hereby authorized and directed to take whatever actions are necessary and appropriate to carry out the purpose and intent of this Resolution.
PASSED, APPROVED, and ADOPTED May 12, 2026 .
CHRISTINA FUGAZI
Mayor of the City of Stockton
ATTEST:
KATHERINE ROLAND, CMC CPMC
City Clerk of the City of Stockton
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INDEPENDENT CONTRACTOR AGREEMENT
SAN JOAQUIN COUNTY
BOARD AGREEMENT# A-_________
BOARD ORDER# B-__________
Contract Amount $3,878,412.00
Contract Amount $100,000
PARTIES: COUNTY: County of San Joaquin
Purchasing & Support Services
44 N. San Joaquin Street
Suite 540
Stockton, CA 95202-2931
COUNTY DEPARTMENT: Probation Department
575 West Mathews Road
French Camp, CA 95231
Steve Jackson
209-468-4070
[email protected]
CONTRACTOR: City of Stockton
22 East Market Street
Stockton, CA 95202
Stanley McFadden, Chief of Police
209-937-8218
[email protected]
This Agreement is made and entered into this _________ day of ___________________, 20____, by and between City of Stockton, as an independent contractor (hereinafter “CONTRACTOR”), and the County of San Joaquin, a political subdivision of the State of California for its Probation Department at the address referenced above (hereinafter “COUNTY”).
NOW, THEREFORE, in consideration of the mutual covenants, conditions, and promises contained herein, it is mutually agreed as follows:
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I. THE PURPOSE OF THE AGREEMENT
The purpose of this Agreement is for CONTRACTOR to provide the Community Corrections Partnership (CCP) Task Force services for San Joaquin County’s Public Safety Realignment program (AB109) which include reducing crimes committed by AB109 offenders, promoting the CCP, and supporting the premise of prison realignment.
II. ORDER FOR PRECEDENCE
A. In the event of an inconsistency in this Agreement, the inconsistency shall be resolved by giving precedence in the following order:
1. Applicable Federal and State of California statutes and regulations;
2. This Agreement; and
3. CONTRACTOR’s program proposal (hereinafter “Proposal”) attached hereto as Exhibit A.
Document 3, referenced above, is hereby incorporated into this Agreement as if completely set forth herein.
III. THE SCOPE OF SERVICES
A. CONTRACTOR agrees to coordinate a Community Corrections Partnership (CCP) Task Force involving City Police Departments throughout San Joaquin County. CONTRACTOR will serve as the host agency and provide necessary office space.
B. CONTRACTOR shall assign one (1 FTE) Stockton Police Sergeant, one (1 FTE) Lodi Police Officer, one (1 FTE) Manteca Police Officer, one (1 FTE) San Joaquin County Sheriff, two (2 FTE) Stockton Police Officers, two (2 FTE) Stockton Crime Analysts, and two (2 FTE) District Attorney Investigators to provide services as outlined in Exhibit A. Overtime will be shared amongst the Task Force Members.
Police Departments that do not participate with full-time staff may contribute part-time staff on a voluntary and/or ad hoc basis. All police agencies in San Joaquin County will have access to the Task Force services and resources regardless of their level of participation.
C. CONTRACTOR will be responsible for the day-to-day operation of the Task Force. The Task Force supervisor (Stockton Police Department Sergeant) will report to a Stockton Police Department manager designated by the Stockton Police Chief. For general oversight and administration purposes, the police manager will report to the Police Chief Representative of the CCP’s Executive Board. The CCP’s Police Chief Representative will report to the CCP Executive Board on Task Force activities, as necessary.
D. The mission of the Task Force is to protect the quality of life in our communities by:
1. Reducing crimes committed by AB 109 offenders
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2. Promoting the work of the CCP
3. Supporting the premise of prison realignment
E. The Task Force will focus on problematic realignment offenders, including those who:
1. Are wanted for a compliance violation and/or a new crime
2. Have a history of violence
3. Have been deemed a repeat offender
4. Have been deemed at high risk of becoming a repeat offender F. The Task Force will use the well-known and effective Problem-Oriented Policing (POP) model. Activity and deployment strategies will include:
1. Utilizing crime analysis data, offender data, and other information to prioritize work and ensure deployment practices and activities are conducted effectively and efficiently.
2. Conducting frequent offender compliance checks, especially during weekends and evening hours.
3. Initiate contact and become familiar with offenders recently released from custody.
4. Actively searching for wanted persons, especially those identified as serious or habitual offenders or who are likely to commit new crimes.
5. Working closely with patrol, investigations, and various special enforcement units in the area to gather, analyze, and exchange criminal intelligence information.
6. Frequently deploy to community “hot spots” and other areas where offenders are likely to gather and crime often occurs.
7. Working closely with the Probation Department and other agency partners to encourage offenders to comply with the terms of their release, participate in vast programming opportunities, and avoid committing new offenses.
8. Serving as an individual and collective resource that can help educate members of each law enforcement agency on the purpose and intent of realignment.
9. Working a flexible schedule which may include various evenings, nights, weekends, and holidays. This is necessary to provide attention to offenders when Probation Officers and other personnel are not at work.
G. CONTRACTOR shall perform the CONTRACTOR’S work in accordance with currently approved methods and standards of practice in CONTRACTOR’S professional specialty.
IV. GENERAL PROVISIONS
A. Term of Agreement:
This Agreement shall commence on July 1, 2026, and end on June 30, 2027, unless Work is completed on a date prior thereto or unless terminated earlier as provided herein or extended upon mutual agreement.
B. Interpretation:
This Agreement shall not be interpreted in favor of any Party by virtue of said Party not having prepared this Agreement.
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C. Compensation:
1. COUNTY agrees to pay CONTRACTOR the amounts as indicated on the CONTRACTOR’S Proposal, Exhibit A. Notwithstanding the foregoing, the total payments under this Agreement shall not exceed THREE MILLION EIGHT HUNDRED
SEVENTY-EIGHT THOUSAND FOUR HUNDRED TWELVE DOLLARS AND NO CENTS ($3,878,412.00) per Fiscal Year. A Fiscal Year is defined as a twelve-month continuous period from July 1 through June 30 of the following year.
2. COUNTY agrees to pay the CONTRACTOR federal and state payroll taxes such as social security and unemployment for staff performing services under the scope of this contract.
3. COUNTY agrees to pay CONTRACTOR benefit costs to staff performing services under the scope of this contract.
4. The COUNTY will issue a Form 1099 at year-end for fees earned.
5. Fixed Assets having a value of $10,000.00 or more, purchased by the CONTRACTOR and having the purchase cost reimbursed to CONTRACTOR by COUNTY under the terms of this Agreement are not considered part of CONTRACTOR compensation. All purchases over TEN THOUSAND DOLLARS ($10,000) including sales tax made during the life of this Agreement with funds paid pursuant to this Agreement and that will outlive the life of this Agreement, shall be identified as fixed assets with an assigned inventory number. COUNTY shall retain these fixed assets as COUNTY property; in the event this Agreement is terminated or upon expiration of the Agreement. CONTRACTOR agrees to participate in an annual inventory of all COUNTY fixed assets and shall be physically present when fixed assets are returned to COUNTY possession at the termination or expiration of this Agreement. CONTRACTOR is responsible for returning to COUNTY all COUNTY inventoried fixed assets upon request of COUNTY, or the monetary value of said fixed assets if unable to produce the fixed assets at the expiration or termination of this Agreement. The CONTRACTOR may, at CONTRACTOR’s option purchase the fixed assets from the COUNTY at the fair market value as determined by COUNTY.
CONTRACTOR further agrees to the following:
(1) To maintain all items of capital equipment in good working order and condition, normal wear and tear excepted.
(2) To label all items of capital equipment, to perform periodic inventories as required by COUNTY, and to maintain an inventory list showing where and how the capital equipment is being used, in accordance with procedures developed by COUNTY including, but not limited to all fixed assets under this Independent Contractor’s Agreement (ICA) and any previous or successive contracts with Community Corrections Partnership Task Force program. All such lists shall be submitted to COUNTY within ten (10) days of any request therefor.
(3) To report in writing to COUNTY immediately after discovery, the loss or theft of any items of capital equipment. For stolen items, the local law enforcement agency must be contacted, and a copy of the police report submitted to COUNTY.
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The purchase of any capital equipment by CONTRACTOR with funds provided hereunder shall require the prior written approval of COUNTY, and shall fulfill the provisions of this Agreement, which are appropriate and must be directly related to CONTRACTOR’s services or activity under the terms of this Agreement.
D. Invoicing:
CONTRACTOR shall submit all invoices by email to
[email protected] . Probation Department . All invoices must reference this Agreement Number/Contract ID #, assigned Purchase Order number, and the Work performed. Payments shall be made within 30 days of receipt of invoice from CONTRACTOR.
LATE FEES: California Government Code 926.10 provides the following “….any person having such a claim against a public agency, shall be entitled to interest commencing the 61st day after such public entity or person files a liquidated claim known or agreed to be valid when filed pursuant to such statute or contract, and such claim is due and payable.
Interest shall be 6 percent per annum.”
E. CONTRACTOR’S Status:
In the performance of Work, duties and obligations imposed by this Agreement, the CONTRACTOR and/or its employees are at all times acting as independent contractor(s) practicing his or her profession and not as an employee of COUNTY. A copy of the CONTRACTOR’S current professional, local, state or other business licenses required to conduct the services stated herein, will be provided to the COUNTY.
CONTRACTOR shall not have any claim under this Agreement or otherwise against COUNTY for vacation, sick leave, retirement benefits, social security or workers’ compensation benefits. CONTRACTOR shall be responsible for federal and state payroll taxes such as social security and unemployment. COUNTY will issue a Form 1099 at year-end for fees earned.
F. Assignments:
Inasmuch as this Agreement is intended to secure the specialized services of CONTRACTOR, CONTRACTOR may not assign, transfer, delegate or subcontract its obligation herein without the prior written consent of COUNTY. Any such assignment, transfer, delegation or subcontract without the prior written consent shall be considered null and void.
G. Non-Exclusive Rights:
This Agreement does not grant to CONTRACTOR any exclusive privileges or rights to provide services to COUNTY. COUNTY may contract with other companies or individuals for similar services, including but not limited to any other party who may have submitted bids or proposals to any RFP/RFQ or other requests from COUNTY for the work or services performed under this agreement. CONTRACTOR may contract with other counties, private companies or individuals for similar services.
H. Indemnification:
CONTRACTOR shall, at its expense, defend, indemnify and hold harmless COUNTY, (defined as the County of San Joaquin and its employees, officers, directors, contractors EXHIBIT 1
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and agents) from and against any losses, liabilities, damages, penalties, costs, fees, including without limitation reasonable attorneys’ fees, and expenses from any claim or action, including without limitation for bodily injury or death, to the extent caused by or arising from the active and/or passive negligence or willful misconduct of CONTRACTOR, its employees, officers, agents or subcontractors.
CONTRACTOR shall hold the COUNTY, its officers and employees, harmless from liability, of any nature or kind on account of use of any copyrighted, or un-copyrighted composition, secret process, patented or un-patented invention articles or appliance furnished or used under this Agreement.
I. Insurance
1. CONTRACTOR, shall submit proof of insurance with liability limits as set forth below to COUNTY showing COUNTY, its officers, employees, agents and volunteers named as Additional Insured to include ongoing operations and products completed operations (On Additional Insured Endorsement CG 20 10 10 93), except for Workers’ Compensation and professional Liabilities, and insurance policy shall contain provisions that such policy may not be canceled or reduced except after thirty (30) days written notice to COUNTY.
2. CONTRACTOR agrees to be responsible to ensure that the requirements set forth in this article/paragraph are also to be met by CONTRACTOR’S subcontractors, if any, who provide services pursuant to this Agreement.
3. General Liability Limits
a. BI & PD combined/per occurrence/Aggregate $1,000,000 / $2,000.000 b. Personal Injury/Aggregate $2,000,000
c. Automobile Liability/per occurrence $1,000,000
1) CONTRACTOR agrees to defend, hold harmless and indemnify COUNTY for any and all liabilities associated with the use of any automobiles in relation to tasks associated with this Agreement.
4. Professional Liability
a. Professional Liability/as appropriately relates to $1,000,000 services rendered. Coverage may include medical
malpractice, cyber liability, and/or errors and omissions.
5. Workers’ Compensation and Employer’s Liability Statutory Requirement J. Discrimination:
CONTRACTOR shall not discriminate because of race, color, religion, sex, gender, gender identity, gender expression, sexual orientation, marital status, national origin, ancestry, mental and physical disability, medical condition, genetic information, military or veteran status, age, pregnancy, denial of medical and family care leave, or pregnancy disability leave (California Government Code sections 12940,12945, 12945.2). CONTRACTOR shall not EXHIBIT 1
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retaliate against any person for protesting illegal discrimination related to one of these categories, or for reporting patient abuse in tax supported institutions.
K. ADA Compliance:
CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. (42 U.S.C. Sections 12101 et seq.)
L. Notices:
Any notice required to be given pursuant to the terms and conditions hereof shall be in writing, and shall be effected by one of the following methods: personal delivery, prepaid Certified First-Class Mail, or prepaid Priority Mail with delivery confirmation. Unless otherwise designated in writing by either party, such notice shall be mailed to the addresses shown on page one (1) of this Agreement.
M. Termination:
1. Termination for Cause: If CONTRACTOR breaches or habitually neglects the CONTRACTOR’S duties under this Agreement without curing such breach or neglect upon fifteen (15) working days written notice, COUNTY may, by written notice, immediately terminate this Agreement without prejudice to any other remedy to which COUNTY may be entitled, either at law, in equity, or under this Agreement.
2. Termination for Convenience: In addition, COUNTY may terminate this Agreement for its convenience upon thirty (30) days written notice to CONTRACTOR.
3. Funding out Clause: If the County Board of Supervisors fails to appropriate funds to enable the County Departments to continue to make purchases under this Agreement, this Agreement will be cancelled immediately and the CONTRACTOR will be given written notice of such termination.
4. If this Agreement is terminated under paragraphs 1, 2 or 3 above, CONTRACTOR shall only be paid for any Work completed and provided prior to notice of termination. In the event of termination under paragraph 1, 2 or 3 above, CONTRACTOR shall be paid an amount, which bears the same ratio to the total compensation authorized by the Agreement as the services actually performed bear to the total services of CONTRACTOR covered by this Agreement, less payments of compensation previously made. Except as stated above and except for any reasonable end-of-contract fees, CONTRACTOR shall have no other allowable charges under the terms and conditions of this Agreement.
5. CONTRACTOR shall not incur any expenses under this Agreement after notice of termination and shall cancel any outstanding expenses obligations to a third party [related hereto] that CONTRACTOR can legally cancel; COUNTY shall not be liable for any expenses incurred by CONTRACTOR subsequent to the notice of termination.
N. Conflict of Interest Statement:
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CONTRACTOR covenants that CONTRACTOR, its officers, employees or their immediate family, presently has no financial or other interest, in other project(s) or contract(s), or other activity(ies), nor shall it acquire any such interest, directly or indirectly, that would conflict or inhibit in any way, manner or degree with the performance of services under this Agreement. CONTRACTOR further covenants that in the performance of this Agreement no person having any such a conflict of interest shall be employed or retained by CONTRACTOR under this Agreement. CONTRACTOR shall not hire COUNTY'S employees to perform any portion of the work or services provided for herein including secretarial, clerical and similar incidental services except upon the written approval of COUNTY.
O. Drug Free Workplace:
CONTRACTOR shall comply with the provisions of California Government Code Section 8350 et seq., otherwise known as the Drug-Free Workplace Act.
P. Force Majeure:
It is agreed that neither party shall be responsible for delays in delivery, acceptance of delivery, or failure to perform when such delay or failure is attributable to Acts of God, war, strikes, riots, lockouts, accidents, rules or regulations of any governmental agencies or other matters or conditions beyond the control of either CONTRACTOR or COUNTY.
Q. Compliance:
1. CONTRACTOR shall comply with all federal, state and local laws, regulations and requirements necessary for the provision of contracted services. Furthermore, CONTRACTOR shall comply with all laws applicable to wages and hours of employment, occupational safety, fire safety, health and sanitation. CONTRACTOR shall maintain current throughout the life of this Agreement, all permits, licenses, certificates and insurances that are necessary for the provision of contracted services.
2. CONTRACTOR shall comply with Assembly Bill 1522, known as the Healthy Workplaces, Healthy Families Act of 2014, codified at California Labor Code Section 245-249. With a few exceptions, the new law requires all employers to provide employees performing work in California with paid sick leave, beginning on July 1, 2015.
R. Disputes and Remedies:
1. Notice of any disputes, claims, or breach raised by CONTRACTOR, arising under this Agreement, must be submitted, in writing, to COUNTY within ninety (90) days of the alleged dispute, claim, or breach. If such issues cannot be resolved within ninety (90) days following written notice, and if the parties mutually agree, the alleged dispute, claim, or breach may be submitted to arbitration. Arbitration, if expressly agreed upon in writing by COUNTY and CONTRACTOR, shall be pursuant to the provisions of California Code of Civil Procedure Section 1280, et seq.
2. At the COUNTY's sole discretion, COUNTY may elect to raise a dispute, claim, or breach by submitting it, in writing, to CONTRACTOR. Such dispute, claim, or breach would include conditions and time constraints required of CONTRACTOR to remedy.
3. Neither the pendency of a dispute, claim, or breach nor its consideration will excuse the parties from full and timely performance in accordance with terms of this Agreement.
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4. Any legal action or proceeding with respect to this Agreement shall be brought in the courts of the State of California for the County of San Joaquin, or the courts of the United States of America for the Eastern District of California, and in no other courts.
CONTRACTOR hereby accepts such jurisdiction and venue and generally and unconditionally waives any objection, including, without limitation, any objection to the laying of venue or based on the grounds of forum non conveniens. The provision of this paragraph shall survive expiration or other termination of this Agreement regardless of the cause of such termination.
5. In any action brought by a party to enforce the terms of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees and costs, including the reasonable value of any services provided by in-house counsel. The reasonable value of services provided by either party’s counsel shall be capped at the hourly rate charged by Deputy County Counsel IV attorneys in the office of the County Counsel of San Joaquin County, California.
S. Public Record
All bids and proposal information is property of COUNTY. All such documents, including this Agreement, are public records per the requirements of the California Government Code, Sections 6250-6270, “California Public Records Act”. CONTRACTOR’S Proprietary material must be clearly marked as such, but even so marked, it does not guarantee nondisclosure and may still be subject to disclosure pursuant to law. Pricing and service elements of the successful bid and/or proposal may not be considered proprietary information.
COUNTY will treat all information submitted in a bid/proposal as available for public inspection once the COUNTY has a contract finalized with the selected contractor. If CONTRACTOR believes that it has a legally justifiable basis under the California Public Records Act (Government Section 6250 et. seq.) for protecting the confidentiality of any information contained within its bid, Proposal, this Agreement, it must identify any such information, together with the legal basis of your claim to COUNTY. CONTRACTOR agrees to defend and indemnify COUNTY for any liability, costs, and expenses incurred in asserting such confidentiality to protect documents from public disclosure. The final determination as to whether COUNTY will assert your claim of confidentiality on your behalf shall be sole discretion of COUNTY.
T. Documents:
All drawings, specifications, documents and other memoranda or writings relating to the work and services hereunder, shall remain or become the property of COUNTY whether executed by or for CONTRACTOR for COUNTY, or otherwise by or for CONTRACTOR, or by or for a subcontractor operating under CONTRACTOR’S supervision, or direction, and all such documents and copies thereof shall be returned or transmitted to COUNTY forthwith upon COUNTY written demand, termination or completion of the work under this Agreement.
U. San Joaquin County Green Purchasing Policy:
1. COUNTY has a Green Purchasing Policy; please go to website to view:
https://www.sjgov.org/docs/default-source/purchasing-support-servicesEXHIBIT 1 2350
documents/policies-purchasing/2737---green-purchasing-policy-andprocedure.pdf?sfvrsn=3792e084_6
2. COUNTY has adopted an Environmentally Preferable Purchasing (EPP) Policy. EPP refers to the procurement of goods and services that lessen or reduce negative effect on human health and the environment when compared with competing goods and services that serve the same purpose. This comparison takes into consideration such things as: raw materials acquisition; production; manufacturing; packaging; distribution; reuse; disposal; energy efficiency; performance; safety and cost.
3. A primary goal of this policy is to encourage contractors/suppliers and departments to consider products and services that help minimize environmental impacts with price, performance and aesthetic considerations being equal. Contractors/suppliers are encouraged to offer products and services that meet legitimate “green” standards, e.g. products that possess independent third party certifications such as Energy Star, Green Seal, EcoLogo, EPEAT or FEMP (Federal Energy Management Program) standards. The County also encourages offers of products made with minimal virgin materials and maximum use of recycled materials – again, price and performance essentially being equal.
V. Work Product:
COUNTY and CONTRACTOR acknowledge and agree that “Work Product”, and all components of it, provided or developed by CONTRACTOR hereunder or in connection herewith shall constitute “works made for hire” within the meaning of Title 17 United States Code Section 101 et seq. (the “Copyright Act”), and all right, title, and interest in and to the Custom Products shall vest in COUNTY immediately upon development. To the extent any such Custom Products may not be the sole and exclusive property of COUNTY and/or may not be a “work made for hire” as defined in the Copyright Act upon development, then CONTRACTOR agrees to and hereby does sell, transfer, grant and assign to COUNTY all copyrights, patents, trade secrets, inventions, and other proprietary rights, title, and interest in and to such Custom Products upon development. On all written material, whether in print, electronic, or any media form, constituting “Work Product”, CONTRACTOR shall place or cause to be placed the following legend preferably in the lower right corner:
© 2026 County of San Joaquin. All rights reserved.
W. Data Security – Confidentiality
1. Acknowledgment of access to information characterized as covered data:
CONTRACTOR acknowledges that this Agreement may allow CONTRACTOR access to confidential COUNTY information or COUNTY provided information including, but not limited to, personal information, records, data, or financial information (“Covered Data”) notwithstanding the manner in which or from whom it is received by CONTRACTOR, which is subject to state laws that restrict the use and disclosure of the COUNTY information, including the California Information Practices Act (California Civil Code Section 1798 et seq.), California Constitution Article 1, Section 1, and other existing relative or future adopted State and/or Federal requirements. CONTRACTOR shall maintain the privacy of, and shall not release, Covered Data without full compliance with all applicable state and federal laws, the provisions of this Agreement and prior written consent of COUNTY. CONTRACTOR agrees that it will include all of the terms and conditions contained in this clause in all subcontractor or agency EXHIBIT 1
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contracts providing services under this Agreement. Where a federal, state or local law, ordinance, rule or regulation is required to be made applicable to this Agreement, it shall be deemed to be incorporated herein without amendment to this Agreement.
2. Prohibition on unauthorized use or disclosure of Covered Data:
CONTRACTOR agrees to hold Covered Data received from or created on behalf of COUNTY in strictest confidence. CONTRACTOR shall not use or disclose Covered Data except as permitted or required by this Agreement or as otherwise authorized in writing by COUNTY. If required by a court of competent jurisdiction or an administrative body to disclose Covered Data, CONTRACTOR will notify COUNTY in writing prior to any disclosure in order to give COUNTY an opportunity to oppose any such disclosure.
Any work using, or transmission or storage of, Covered Data outside the United States is subject to prior written authorization by COUNTY.
3. Safeguard standard: CONTRACTOR agrees that it will protect the Covered Data according to commercially acceptable standards and no less rigorously than it protects its own confidential information, but in no case less than reasonable care.
CONTRACTOR shall develop, implement, maintain and use appropriate administrative, technical and physical security measures which may include but not be limited to encryption techniques, to preserve the confidentiality, integrity and availability of all such Covered Data.
4. Return or destruction of Covered Data: Upon termination, cancellation, expiration or other conclusion of this Agreement, CONTRACTOR shall return the Covered Data to COUNTY unless COUNTY requests that such data be destroyed. This provision shall also apply to all Covered Data that is in the possession of subcontractors or agents of CONTRACTOR. CONTRACTOR shall complete such return or destruction not less than thirty (30) calendar days after the conclusion or termination of this Agreement. Within this thirty (30) day period, CONTRACTOR shall certify in writing to the COUNTY that the return or destruction has been completed.
5. Reporting of unauthorized disclosures or misuse of Covered Data:
CONTRACTOR shall report, either orally or in writing, to COUNTY any use or disclosure of Covered Data not authorized by this Agreement or in writing by COUNTY, including any reasonable belief that an unauthorized individual has accessed Covered Data. CONTRACTOR shall make the report to COUNTY immediately upon discovery of the unauthorized disclosure, but in no event more than two (2) business days after CONTRACTOR reasonably believes there has been unauthorized use or disclosure.
CONTRACTOR’S report shall identify: (i) the nature of the unauthorized use or disclosure, (ii) Covered Data used or disclosed, (iii) who made the unauthorized use or received the unauthorized disclosure, (iv) what CONTRACTOR has done or shall do to mitigate any deleterious effect of the unauthorized use or disclosure, and (v) what corrective action CONTRACTOR has taken or shall take to prevent future similar unauthorized use or disclosure.
6. Examination of records: COUNTY and, if the applicable contract or grant so provides, the other contracting party or grantor (and if that be the United States, or an agency or instrumentality thereof, then the Controller General of the United States) shall have access to and the right to examine any pertinent books, documents, papers, and records of CONTRACTOR involving transactions and work related to this Agreement until the expiration of five years after final payment hereunder.
CONTRACTOR shall retain project records for a period of five years from the date of final payment.
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7. Assistance in litigation or administrative proceedings: CONTRACTOR shall make itself and any employees, subcontractors, or agents assisting CONTRACTOR in the performance of its obligations under this Agreement available to COUNTY, at no cost, to testify as witnesses, or otherwise, in the event of litigation or administrative proceedings against COUNTY, its directors, officers, agents or employees based upon a claimed violation of laws relating to security and privacy and arising out of this Agreement.
8. No third-party rights: Nothing in this Agreement is intended to make any person or entity who is not signatory to the Agreement a third-party beneficiary of any right created by this Agreement or by operation of law.
9. Survival: The terms and conditions set forth shall survive termination of the Agreement between the parties.
X. Entire Agreement and Modification:
This Agreement and all documents incorporated by reference supersedes all previous Agreements either oral or in writing and constitutes the entire understanding of the parties hereto. No changes, amendments or alterations shall be effective unless in writing and signed by both parties.
THIS SPACE LEFT BLANK INTENTIONALLY
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IN WITNESS WHEREOF, COUNTY and CONTRACTOR have executed this Agreement effective on the day and year first written above.
COUNTY OF SAN JOAQUIN, a political City of Stockton
subdivision of the State of California 22 East Market Street Stockton, CA 95202
By: _____________________________ By: __________________________ Chair, Sukhminder S. Dhaliwal Johnny Ford, City Manager Board of Supervisors
San Joaquin County, California
Date: ________________ By:___________________________
Print Name
“COUNTY” “CONTRACTOR”
ATTEST: Rachel DeBord
Clerk of the Board of Supervisors
Of the County of San Joaquin,
California
By:___________________________
Date: _________________________
APPROVED AS TO FORM APPROVED AS TO FORM
Office of County Counsel
By: ____________________________ By: ________________________ Valerie A. Washington Marci A. Arredondo
Deputy County Counsel City Attorney
Deputy Purchase Agent of record: MR
Drafted by: GB
EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
2026-2027 STATUS QUO PROPOSED BUDGET
(209) 937-7147
This document must be received by the Oversight Committee no later than 5:00 p.m. on February 11, 2026 for CBOs (nongoverment agencies) and February 25, 2026 for government agencies. The Probation Oversight Committee will review and address any corrections or revisions required before being submitted to the Chief of Probation.
EMAIL ADDRESS
AGENCY CONTACT, TITLE
(209) 937-8846
NAME OF PROGRAM
CCP Task Force
22 E. Weber Ave. Stockton, CA 95202
AGENCY EMAIL ADDRESS DIRECT EMAIL ADDRESS
PROGRAM MANAGER, TITLE
[email protected]
NAME OF AGENCY
AGENCY INFORMATION
AGENCY ADDRESS PROGRAM ADDRESS
Danny Trejo, Department Finance Officer Bobby Wong, Police Sergeant Police Departments of San Joaquin County/ CCPTF
22 E. Weber Ave. Stockton, CA 95202
DATE SUBMITTED TOTAL BUDGET REQUESTED $
2/25/2026 $3,878,412.00
[email protected]
AGENCY PHONE NUMBER DIRECT PHONE NUMBER
AUTHORIZED CONTRACT/MOU SIGNER
Johnny Ford, City Manager
AGENCY INFO 1 of 11 2026-2027 AB 109 BUDGET PROPOSAL
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2026-2027 AB 109 PROPOSED BUDGET FORM
Probation Department - AB 109 Administrative Services
Probation Department - Assessment Center
Probation Department - Community Supervision Unit (CSU) Probation Department - Cost Allocation Plan
Probation Department - Day Reporting Center/Evidence Based Programming (DRC/EBP) Probation Department - GPS Home and Detection Services
Probation Department - Intensive Supervision High Risk Unit (HRU) Probation Department - Intensive Supervision Violent Crimes Unit (VCU) Probation Department - Pretrial Assessment and Monitoring (PAU/PMU) Probation Department - SJ CARES Community Response Team (CRT) Probation Department - Transitional Age Youth (TAY)
Probation Department/Superior Court - Transdermal
Behavioral Health Services - Mental Health Treatment Services (BHS) District Attorney - Parole Revocation Process (DA)
Employment and Economic Development Department - SJC WorkNet (EEDD) Health Care Services - Correctional Health Services (CHS) Human Services Agency - Eligibility Screening (HSA)
Human Services Agency - Homeless Initiative (HSA)
Human Services Agency - Transitional Housing (HSA)
Police Departments of San Joaquin - Community Corrections Partnership Task Force Public Defender - Parole Revocation Process (PD)
San Joaquin County Office of Education - Workforce Development (SJCOE) Sheriff's Office - AB 109 Support (SO)
Sheriff's Office - Bailiffs (SO)
Sheriff's Office - Jail Alternatives to Incarceration (SO) Sheriff's Office - Jail Beds (SO)
Sheriff's Office - Jail Programming (SO)
Superior Court - Mandatory Supervision Court
Superior Court - Monitoring Court
Superior Court - Post Release Compliance Court
Community Partnership for Families - Case Management (CPFSJ) El Concilio California - Case Management (ECC)
El Concilio California - Making the Transition (MTT)
Five keys - Keys to Change (Workforce Development)
Friends Outside - Warrant Reduction Advocacy Program (WRAP) (FO) Ink Doctors, A Medical Corporation - Tattoo Removal Services Mary Magdalene Community Services - Felony Case Management (MMCS) Ready to Work - Homeless and Recidivism Prevention (HARP) The Uplift All Foundation - Housing Services Almond View The Uplift All Foundation - Housing Services Maharlika
The Uplift All Foundation - Mobile Support Services for Homeless
SERVICE NEED AREAS
Please check which of the Service Need Areas this proposal covers. A separate proposal is required for each of the below listed areas.
SERVICE NEED AREAS 2 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
I. PROGRAM DATA AND OUTCOMES
During the 2025 calendar year (January 2025-December 2025), the Task Force compiled the following statistics:
246 arrests, including 129 felony arrests, 8 misdemeanor arrests, 93 felony warrant arrests, 16 misdemeanor warrant arrests. The Task Force confiscated 104 firearms in 2025. The majority of these arrest were the result of 711 warrant and compliance checks that were conducted/attempted by the CCP Task Force.
PROGRAM JUSTIFICATION
Please answer the following questions to justify your Proposed Budget for the 2026-2027 Fiscal Year. Boxes are provided below to enter your narratives and data relevant to your program.
1. Workload Data FY 2024-2025 Actuals (e.g., number of referrals, caseload size, number of clients served, number of clients successfully completing program, etc.):
During the 2024 calendar year (January 2024-December 2024), the Task Force compiled the following statistics:
257 arrests, including 129 felony arrests, 7 misdemeanor arrests, 86 felony warrant arrests, 35 misdemeanor warrant arrests. The majority of these arrest were the result of 628 warrant and compliance checks conducted/attempted by the CCP Task Force. In 2024, the Task Force confiscated 101 firearms.
2. Workload Data FY 2025-2026: 6 Month Actuals/6 Month Estimated (e.g., number of referrals, caseload size, number of clients served, number of clients successfully completing program, etc.):
3. Projected Workload Data FY 2026-2027 (e.g., number of referrals, caseload size, number of clients served, number of clients successfully completing program, etc.):
Due to the Task Force expansion across multiple agencies, projecting workload data for FY 2026-27 is relatively difficult to gather from each agency with inconsistent data from year to year. The Task Force completed over 200 compliance checks and attempted over 700 in the current year. The Task Force seized 104 firearms. The Task Force also provided law enforcement services and assistance to SJ County Cities and unincorporated areas that are not reflected in these numbers. The Task Force will continue to work with Federal, State, and Local municipalities to make the county safer. In addition to the traditional law enforcement responses, the Task Force will coordinate with the Community Based Organizations as well, in order to facilitate collaboration between law enforcement and the community. This also supports the premise of prison realignment. Through these collaborations, the Task Force has been able to locate many offenders who were otherwise missing and/or extremely difficult to find.
This section should be no more than five pages long.
PROGRAM JUSTIFICATION 3 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
II. PROGRAM SERVICES
No changes. Remains status quo from last year.
6. Indicate any challenges your program has faced during FY 2025-2026 and if you have been able to address them.
4. Please describe the services to be provided during FY 2026-2027:
Over the last 13 years, the CCP Task Force has worked diligently to address the overwhelming effects of prison realignment felt by every city and community within San Joaquin County. The Task Force has proven to be a significant benefit to both the member agencies as well as the entire community. The mission of the Task Force is to reduce crimes committed by AB109 offenders, promote the work of the CCP Task Force, and support the premise of prison realignment. Utilizing contemporary police practices, The Task Force members meet with probationers in the field and at their residences where they conduct compliance checks. Offenders are referred to needed services through the SJ County Probation Department. The Task Force has a core membership of the following: one (1) Police Sergeant, four (4) Police Officers, one (1) County Probation Officer, two (2) District Attorney Investigators, two (2) crime analysts, and one (1) SJ Sheriff Deputy. Responsiveness and flexibility continue to be essential to the success of the Task Force. While the Stockton Police Department (SPD) serves as the host agency, the Task Force is a resource for every law enforcement agency in the entire county and is responsive to the needs of each community. Its members function as both a structured team that moves from one community to another, as well as individual officers who work within their home agencies, apart from the team. As such, the Task Force balances its time between the host agency (SPD) and the employer agencies. For example, the entire team may work together to conduct a variety of enforcement operations in Stockton, and then move to Lodi later in the same day. In contrast, on another day its members may report to their home agencies and work alongside their fellow employees who are engaged in work of the same scope. This hybrid deployment model is a force multiplier in that it maximizes effectiveness by periodically including additional police officers.
5. Please provide a high-level description of any significant changes you are making to your program for FY 2026-2027. Identify what budget category the change is in and the amount here. Then provide a more detailed description and justification in the narrative section of the corresponding budget category.
No changes. Remains status quo from last year.
PROGRAM JUSTIFICATION 4 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
Proposed Budget
2026-2027
$ 2,964,786 $ 2,964,786 $ -
$ 1,568,626 $ 913,626 $ (655,000)
$ 1,568,626 $ 913,626 $ (655,000)
$ - $ - $ -
$ - $ - $ -
$ - $ - $ -
$ 282,000 $ - $ (282,000)
$ 4,815,412 $ 3,878,412 $ (937,000)
A. BUDGET LINE ITEM TOTALS: The Proposed Budget Activities table below details the total of each budget category. These totals will auto-populate when the corresponding tables are populated in the subsequent tabs.
PROPOSED BUDGET ACTIVITIES
1. Salaries and Benefits
2. Services and Supplies
a. General Expenditures
Reminder: The 2026-2027 Proposed Budget should be Status Quo. Status Quo means that all Budget Requests must absorb negotiated labor increases and cost of living increases. In addition, One-time costs and fixed assets from the previous fiscal year should not be included in your proposed budget total. Lastly, the total Proposed 2026- 2027 Request shall not exceed the total 2025-2026 approved Budget. b. Client Related Expenditures
Please only fill in the blue highlighted cells below under Previous FY Budget. All other cells are locked and will auto-populate. Please remember to also include in your Previous FY Budget and any Budget Modifications.
5. Fixed Assets/Equipment
TOTAL
Proposed Budget Line Items Previous FY
Budget
Budget
Difference
3. Professional Services
4. Administrative (Not to exceed 10% of
Salaries and Benefits)
PROPOSED BUDGET ACTIVITIES 5 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
Job Classification/Title FTE
Proposed
Productive Rate (if
applicable)
Proposed Salary
and Benefits
Stockton Police Sergeant 1.00 $ - $ 379,034
Lodi Police Officer 1.00 $ - $ 265,000
Manteca Police Officer 1.00 $ - $ 331,000
SJ County Sheriff 1.00 $ - $ 249,980
Stockton Police Officer 2.00 $ - $ 629,688
Stockton Crime Analyst 2.00 $ - $ 297,904
DA Investigators 2.00 $ - $ 612,180
$ - $ -
$ - $ -
$ - $ -
$ - $ -
$ - $ -
Task Force Overtime $ - $ 200,000
TOTAL 10.00 $ 2,964,786
B. BUDGET LINE ITEM DETAILS: Please provide details for each budget category that will sufficiently explain how the funds will be used. These totals will auto-populate to the Proposed Budget Activities table.
No change and remains status quo from FY 2025-2026 budget. Salary and negotiated benefits for the following Task Force Members: Stockton Police Sergeant ($379,034); Lodi Police Officer ($265,000): Manteca Police Officer ($331,000); San Joaquin County Sheriff Deputy ($249,980); 2 Stockton Police Officers ($629,688); 2 Stockton Crime Analysts ($297,904); 2 DA Investigators ($612,180); and $200,000 in overtime costs shared amongst Task Force members. All Task Force members contribute to the goal of enforcing serious and violent offenders through survelliance, arrests and participation in missions. The two crime analysts greatly enhance efficiency, effectiveness, and safety through:
-Collecting, organizing, and analyzing data on probationers, such as their risk level, compliance, needs, and outcomes.
- Generating reports, dashboards, and visualizations that summarize and communicate our performance and impact.
- Identifying trends, patterns, and anomalies that could indicate potential problems or opportunities for improvement.
- Providing intelligence and recommendations to support our decision-making and mission planning. - Developing and implementing tools and systems that automate and streamline our processes.
1. SALARIES AND BENEFITS, LABOR COSTS, and/or Productive Hourly Rate:
Compensation of employees for time devoted and identified specifically to this program. List number of staff, classification/title, FTE, productive hourly rate, salary and benefits, and any other labor expense.
Please provide narrative below to sufficiently explain the details of the above table. If using a Productive Hourly Rate, please itemize the assumptions used to calculate your rate. Provide a high-level description of the job description and duties.
SALARIES AND BENEFITS 6 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
Estimated Budget
2026-2027
Task Force Training $ 88,000
Task Force Supplies $ 45,000
FUSUS $ 108,326
Prepared 911 $ 438,800
Peregrine $ 233,500
$ -
$ -
$ -
TOTAL $ 913,626
2. SERVICES AND SUPPLIES: General Expenditures and Client Related Expenditures. a) General Expenditures (e.g., office supplies, training costs, rent, communications, training, etc., for dedicated staff or clients). Please itemize this table in the same categories you will submit your reimbursement invoices.
Please provide narrative below to sufficiently explain the details of the above table.
Request the training/equipment budget to remain the same. Supplies will enhance Task Force and vary from each FY based on the need, example of items may be breaching tools, surveillance tools, or radios. FUSUS, Prepared 911 and Peregrine were added to the ongoing budget in FY 2025-2026. FUSUS is a real-time crime center integration application that digests and analyzes all camera footage into operational intelligence.FUSUS allows for community members to also provide their video footage to law enforcement through a portal. Using advanced machine learning and analytics, FUSUS can be used to search video footage for specific vehicle types, markings on vehicles, specific clothing worn by persons, or items carried by a person. Video footage is uploaded and stored for a period of time, allowing for investigators to use search queries for time, location, and object when conducting follow-up investigations. Prepared 9-1-1 allows telecommunicators and persons in the field to receive critical updates when responding to calls for service by using AI machine learning to announce the most critical of changing information. Additionally, the application provides incoming translation for callers who do not speak English allowing for staff to get accurate and critical call information in real-time while onboarding translation services. Peregrine is an analytical and dashboard software that helps in the decision-making and operations the TaskForce and integration of active department investigations. Dashboards with pertinent information can be customized based on roles and responsibilities within the department. When combined with FUSUS, and Accurint Virtual Crime Center we will be more efficient in our pursuit of those committing crimes and of crime trends.
General Expenditures
SERVICES AND SUPPLIES 7 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
Estimated Budget
2026-2027
$ -
$ -
$ -
$ -
$ -
TOTAL $ -
b) Client Related Expenditures (i.e., costs identifiable to clients):
Not Applicable.
Please provide narrative below to sufficiently explain the details of the above table.
Client Related Expenditures
SERVICES AND SUPPLIES 8 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
Estimated
Budget
2026-2027
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
$ -
TOTAL $ -
Not Applicable.
3. PROFESSIONAL SERVICES: List each outside consultant or provider, the contract amount, and the services to be provided.
Contractor/Provider Name Professional Services
Please provide narrative below to sufficiently explain the details of the above table.
PROFESSIONAL SERVICES 9 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
Estimated Budget
2026-2027
$ -
$ -
$ -
$ -
$ -
$ -
$ -
TOTAL $ -
Estimated Budget
2026-2027
$ -
$ -
$ -
$ -
$ -
TOTAL $ -
Not Applicable.
Administrative
Please provide narrative below to sufficiently explain the details of the above table.
4. ADMINISTRATIVE: Any administrative costs attributed to providing program services (e.g., Executive Management, Fiscal Services, Human Resources, etc.). Identify percentage and methodology for calculation. Costs should not exceed 10% of Category 1.
No one-time request for FY 2026-2027.
Fixed Assets/ Equipment
Please provide narrative below to sufficiently explain the details of the above table.
5. FIXED ASSETS/ EQUIPMENT: Any single item of $10,000.00 or greater that has a useful life of more than one year (e.g., computers and other office equipment necessary to perform program activities).
Purchased assets should be kept in an inventory by the requesting entity.
ADMIN AND FIXED ASSETS 10 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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2026-2027 AB 109 PROPOSED BUDGET FORM
This document must be received by the Probation Budget Committee no later than 5:00 p.m. on February 11, 2026 for CBOs and February 25, 2026 for government agencies. The Budget Committee will review and address any corrections or revisions required before being submitted to the Chief of Probation.
Agency Information Sheet is completely filled out.
All budget line items are filled out and totals are accurate and align with all amounts listed in your justification boxes.
Reviewed Narrative Boxes for grammar and spelling.
Reviewed all justification boxes are filled out completely and correctly.
Reviewed all dates are accurate and current.
Please sign to confirm you have thoroughly reviewed and completed the Budget Proposal Form.
CHECKLIST
X
FORM COMPLETION CHECKLIST 11 of 11 2026-2027 AB 109 BUDGET PROPOSAL EXHIBIT 1
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City of Stockton
Legislation Text
File #: 26-0220, Version: 1
ADOPT RESOLUTION TO AUTHORIZE THE ALPINE AND ALVARADO CONVERSION TO 3-WAY
TRAFFIC SIGNAL PROJECT
RECOMMENDATION
It is recommended that the City Council adopt a resolution to:
1. Transfer funds in the amount of $50,000 from the Grant Match Program, Project No.
WT21016, to the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No.
WT21012/Federal Project No. CML-5008(193).
2. Approve the Notice of Exemption No. NOE36-24 under the California Environmental Quality Act for the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No.
WT21012/Federal Project No. CML-5008(193).
3. Approve the plans and specifications for the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No. WT21012/Federal Project No. CML-5008(193).
4. Award a Construction Contract in the amount of $826,270 to St. Francis Electric, LLC of San Leandro, CA, for the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No.
WT21012/Federal Project No. CML-5008(193).
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 Alpine and Alvarado Conversion to 3-Way Traffic Signal project is funded by the Congestion Mitigation and Air Quality (CMAQ) Improvement Program. The project will install a traffic signal at the intersection of Alpine Avenue and Alvarado Avenue. Signalization will reduce potential collisions and improve traffic flow. The proposed project also includes roadway restriping, implementing a new leftlane turn pocket, installation of video monitoring and/or detection systems, Americans with Disabilities Act (ADA) compliant crosswalks and other amenities at the intersection of Alpine Avenue and Alvarado Avenue (Attachment A). The project was included in the 2021-26 Five-Year Capital Improvement Plan (CIP).
On October 30, 2025, the City received three bids for this project. It is recommended that Council adopt a resolution to award a Construction Contract to the lowest responsible bidder, St. Francis Electric, LLC, in the amount of $826,270. It is also recommended that Council adopt a resolution approving Notice of Exemption No. NOE36-24 under the California Environmental Quality Act (CEQA), approving the plans and specifications, and transferring funds for the project.
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DISCUSSION
Background
In October 2019, the City submitted grant applications for several projects to the CMAQ Improvement Program. The CMAQ Improvement Program is administered by the San Joaquin Council of Governments and is designed to improve air quality by relieving traffic congestion. The Alpine and Alvarado Conversion to 3-Way Traffic Signal project was submitted for funding consideration and was awarded $1.04 million for design and construction.
The project will install a dedicated 3-way traffic signal at the intersection of Alpine Avenue and Alvarado Avenue, update lane striping, and install ADA compliant crosswalks. The project was included in the 2021-2026 Five-Year CIP.
On July 27, 2021, by Motion No. 2021-07-27-1216, Council awarded a Professional Services Contract to Advanced Mobility Group for the design of the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No. WT21012/Federal Project No. CML-5008(193). Staff capacity and required reviews through the adjacent Union Pacific Railroad delayed the project design which was completed in August 2025.
On July 26, 2016, Council adopted a Community Workforce and Training Agreement (CWTA). The CWTA became effective August 25, 2016, and applies to all Public Works projects over $1 million that are bid after that date. On July 16, 2019, by Motion No. 2019-07-16-1403, Council extended the CWTA term to August 25, 2024. On August 20, 2024, by Motion No. 2024-08-20-1203, Council extended the CWTA term to August 25, 2029. The CWTA was not applied to this project as federal regulations prohibit the use of such agreements.
Present Situation
On September 18, 2025, the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No.
WT21012/Federal Project No. CML-5008(193), was advertised for bids. On October 30, 2025, three bids were received with the following results:
COMPANY NAME BID AMOUNT ADDITIVE ALTERNATE NO.1
St. Francis Electric, LLC $694,270.00 $132,000.00
(San Leandro, CA)
Ray’s Electric $719,311.58 $127,113.00
(Oakland, CA)
Dutch Contracting, Inc. $790,260.62 $111,625.00
(El Dorado Hills, CA)
Engineer’s Estimate $866,013.00 $223,933.00
Federal funding programs prohibit the use of the Local Employment Ordinance, Stockton Municipal Code (SMC) section 3.68.095, and the Local Business Preference Ordinance, SMC section 3.68.090.
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St. Francis Electric, LLC is the lowest responsible base bidder and has the proper license to perform the work. There are sufficient funds to award Additive Alternative No. 1 improvements. Alternate Bid No. 1 will install pedestrian sidewalks, ADA complaint ramps, and provide asphalt repairs in the project area.
It is recommended that Council approve the plans and specifications, and award a Construction Contract to St. Francis Electric, LLC of San Leandro, CA, in the amount of $826,270, which includes Additive Alternate No. 1, for the Alpine and Alvarado Conversion to 3-Way Traffic Signal Project No.
WT21012/Federal Project No. CML-5008(193).
The project is in conformance with the City’s General Plan, pursuant to California Government Code, section 65402, and is categorically exempt from the requirements of CEQA as specified under Section 15301(c) of the CEQA Guidelines. The activities related to this project constitute a discretionary project under the City’s jurisdiction and qualifies as a project that does not have a significant effect on the environment. The resolution will approve the filing of Notice of Exemption No.
NOE36-24 under CEQA. Construction is anticipated to be completed by spring/summer 2027.
FINANCIAL SUMMARY
With the transfer of funds in the amount of $50,000 from the Grant Match Program, Project No.
WT21016, to the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No.
WT21012/Federal Project No. CML-5008(193), there will be sufficient funds to award a Construction Contract in the amount of $826,270 to St. Francis Electric, LLC.
Attachment A - Vicinity Map
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ATTACHMENT A
VICINITY MAP
NOTTO SCALE
LEGEND
0 PROJECT LOCATION
ALPINE AND ALVARADO CONVERSION TO 3-WAY TRAFFIC SIGNAL, PROJECT NO. WT21012/FEDERAL PROJECT NO. CML-5008(193)
CITY OF STOCKTON
DEPARTMENT OF PUBLIC WORKS
PROJECT L
2369
Resolution No.
STOCKTON CITY COUNCIL
RESOLUTION TRANSFERRING FUNDS, APPROVING THE NOTICE OF EXEMPTION NO. NOE36-24, APPROVING THE PLANS AND SPECIFICATIONS, AND AWARDING
A CONSTRUCTION CONTRACT FOR THE ALPINE AND ALVARADO CONVERSION TO 3-WAY TRAFFIC SIGNAL PROJECT
On October 30, 2025, the City Clerk of the City of Stockton opened, examined, and publicly declared the sealed proposals or bids offered for the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No. WT21012/Federal Project No. CML5008(193); and The project will install a dedicated 3-way traffic signal at the intersection of Alpine Avenue and Alvarado Avenue, update lane striping, and install Americans with Disabilities Act compliant crosswalks; and
St. Francis Electric, LLC is the lowest responsible bidder in the amount of $826,270 and its bid is regular in all respects; and
The project is in conformance with the City’s General Plan, pursuant to California Government Code, section 65402, and is categorically exempt from the requirements of the California Environmental Quality Act (CEQA) as specified under section 15301(c) of the CEQA Guidelines, because this is a discretionary project under the City’s jurisdiction and qualifies as a project which has been determined to not have a significant effect on the environment; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF STOCKTON, AS FOLLOWS:
1. The City Council authorizes the transfer of funds in the amount of $50,000 from the Grant Match Program, Project No. WT21016, to the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No. WT21012/Federal Project No. CML5008(193).
2. The City Council approves the filing of Notice of Exemption No. NOE36-24 under the CEQA for the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No. WT21012/Federal Project No. CML-5008(193), a copy of which is attached as Exhibit 1 and incorporated by this reference.
3. The City Council approves the plans and specifications for the Alpine and Alvarado Conversion to 3-Way Traffic Signal, Project No. WT21012/Federal Project No.
CML-5008(193).
2370
4. The City Council awards a Construction Contract between the City of Stockton and St. Francis Electric, LLC, in the amount of $826,270, and the City Manager is authorized and directed to execute same, a copy of which is attached as Exhibit 2 and incorporated by this reference.
5. The City Manager is hereby authorized to take whatever actions are necessary and appropriate to carry out the purpose and intent of this Resolution.
PASSED, APPROVED, and ADOPTED May 12, 2026 .
CHRISTINA FUGAZI
Mayor of the City of Stockton
ATTEST:
KATHERINE ROLAND, CMC, CPMC
City Clerk of the City of Stockton
2371
TO: COUNTY CLERK
COUNTY OF SAN JOAQUIN
44 N. San Joaquin St., Ste. 260
Stockton, CA 95202
CITY OF STOCKTON
NOTICE OF EXEMPTION
FROM: Lead Agency
City of Stockton
c/o Public Works Department
22 East Weber Avenue, Suite 301
Stockton, CA 95202
NOTICE OF EXEMPTION PURSUANT TO PUBLIC RESOURCES CODE SECTION 21152(8) AND CALIFORNIA CODE OF REGULATIONS TITLE 14, SECTION 15062
PROJECT DATA
Project Title: ALPINE AND ALVARADO CONVERSION TO A 3-WAY TRAFFIC SIGNAL PROJECT NO. WT21012 / FEDERAL PROJECT NO. CML-5008(193)
CEQA Exemption File No.: NOE 36-24
Applicant: City of Stockton Public Works Department
Project Description/Location: The City of Stockton's Public Works Department will be converting an existing T-intersection into a 3-way signalized intersection at the intersection of Alpine Avenue and Alvarado Avenue. Improvements include roadway re-striping and delineation. installation of fiber optic network connections, implementation of a new left-turn pocket lane, signal timing. installation of video monitoring and/or detection systems, and drainage if required.
DETERMINATION/FINDING OF EXEMPTION
The above-described activity/project is exempt from the environmental assessment requirements of the California Environmental Quality Act (CEQA) pursuant to the following section(s) of the State CEQA Guidelines (California Code of Regulations, Title 14):
The activity is not a "project" as defined in CEQA Guidelines Section 15378.
The activity is exempt under the "general rule" at CEQA Guidelines Section 15061 (8)(3). _X_ The project is "Statutorily Exempt" per CEQA Guidelines Section: 15301 (c) The project is "Categorically Exempt" per CEQA Guidelines Section 15332.
BASIS FOR FINDING OF EXEMPTION
The activity does not qualify as a project and/or clearly could not have a significant effect on the environment and, therefore, CEQA does not apply.
_lL The activity constitutes a discretionary project under the City's jurisdiction and qualifies as a project which has been determined not to have a significant effect on the environment and, therefore, is exempt from the provisions of CEQA under the above-noted statutory or categorical exemption(s).
CHAD REED, DIRECTOR
PUBLIC WORKS DEPARTMENT
By __ ��:........:...�a=w;���u�o"'--_¼���-�"iaf'.�'M · =----- Mauricio Espinoza, Junior Engineer
August 2, 2024
(DATE OF PREPARATION)
(DATE OF FINAL APPROVAL)
AFFIDAVIT OF FILING AND POSTING
I declare that on the date stamped above, I received and posted this notice or included it on a list of such notices which was posted as required by California Public Resources Code Section 21152(8). Said notice or list of notices will remain posted for 35 days from the filing date.
Signature Title
Posting Period Ending Date
EXHIBIT 1
2372
Federal Construction Contract - St. Francis Electric, LLC - Alpine and Alvarado Conversion to 3-Way Traffic, Project No. WT21012 / Federal Project No. CML-5008(193) [Type here] (Updated 10/18/23)
CONSTRUCTION CONTRACT
This contract is made and entered into on _____________, by and between ST. FRANCIS ELECTRIC, LLC, a STATE OF CALIFORNIA LIMITED LIABILITY COMPANY, with a business address at 975 CARDEN STREET, SAN LEANDRO, CA 94577, hereinafter called "CONTRACTOR," and CITY OF STOCKTON, a municipal corporation, hereinafter called "CITY."
W I T N E S S E T H:
WHEREAS, plans and specifications for the construction of ALPINE AND ALVARADO CONVERSION TO 3-WAY TRAFFIC, PROJECT NO. WT21012 / FEDERAL PROJECT NO. CML-5008(193), hereinafter called “PROJECT,” were regularly adopted by Council Resolution No. 2026-____-____-______, on _________________; and
WHEREAS, the contract for said work was regularly awarded to CONTRACTOR, by Council Resolution No. 2026-____-____-______, on ________________.
NOW, THEREFORE, in consideration of the promises and of the mutual covenants herein contained, the parties hereto expressly agree as follows:
CONTRACTOR agrees:
1. SCOPE OF SERVICES. To do the work and furnish all the labor, materials, tools, equipment, and insurance required for the construction of PROJECT in accordance with the plans and specifications adopted on _____________, by Council Resolution No. 2026-____-____-______. The "contract documents," which include the bid documents, project plans, specifications, all letters of clarification, and the City of Stockton Standard Specifications and Plans, are incorporated into and made a part of this contract by this reference to the same extent as if fully set forth.
2. COMPENSATION. To do and perform the work contemplated hereby in a good and workmanlike manner and to furnish all labor, materials, tools, and equipment necessary therefore at the prices specified in Exhibit A, attached hereto and by reference made a part hereof, under the direction of and to the complete satisfaction of the Director of Public Works of the City of Stockton. Total compensation for services and reimbursement for costs shall not exceed $826,270, or as otherwise mutually agreed to in a Contract Change Order.
3. INSURANCE. CONTRACTOR shall not commence any work before obtaining, and shall maintain in force at all times during the duration and performance of this contract, the policies of insurance specified in Exhibit B, which is attached to this contract and incorporated by this reference, and as provided in the “contract documents” including Section 7-1.06 of the City of Stockton Standard Specifications and Plans as adopted on September 27, 2016, by Council Resolution No. 2016-09-27-1213, effective September 27, 2016.