Agenda packet — Tulare City Council, May 16, 2023 (part 1 of 2)

City of Tulare Page 1
City of Tulare
City Council
Notice and Agenda
Tulare Public Library & Council Chamber
491 North M Street, Tulare
www.tulare.ca.gov
Tuesday, May 16, 2023
6:00 p.m. – Special Meeting
7:00 p.m. – Regular Meeting
Mission Statement
To promote a quality of life making Tulare the most desirable community in which to live, learn, play, work, worship and prosper.

Attending and Participating in Meetings
Regular Council Meetings are held on the first and third Tuesdays of the month in the Council Chamber located in the Tulare Public Library at 491 North M Street, Tulare, subject to cancellation. Additional meetings of the City Council may be called as needed.

Attend meetings in person or access the meeting live via YouTube. For those that wish to provide public comment while not physically in attendance, call (559) 366-1849 during Public Comments and/or Public Hearing and General Business items. Please note that there will be approximately a 20-second delay in broadcast for viewers. When calling in, mute device used for viewing the meeting.

City of Tulare YouTube Channel:
https://www.youtube.com/channel/UCdWZiv2o7do1JY0OvGe1_aw/videos Documents related to items on the agenda are accessible on the City’s website at www.tulare.ca.gov and available for viewing at the entrance of the Council Chamber.

Rules for Addressing Council
• Members of the public may address the City Council on matters within the jurisdiction of the City of Tulare.
• If you wish to address Council, please complete one of the yellow speaker cards located at the entrance to the Council Chamber and provide to the Clerk. • Persons wishing to address Council concerning an agendized item will be invited to address the Council during the time that Council is considering that agenda item. Persons wishing to address Council concerning a non-agendized issue will be invited to address Council during the Public Comments portion of the meeting.
• When invited by the mayor to speak, please step up to the podium, state your name and city where you reside, and make your comments. Comments are limited to three minutes per speaker.

Americans with Disabilities Act
Pursuant to the Americans with Disabilities Act, persons with a disability who require a disability-related modification or accommodation to participate in a meeting, including auxiliary aids or services, may request such modification from the City Clerk’s Office at (559) 684-4200. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to the meeting.

Agri-Center of the World
Mayor
Terry A. Sayre, District 2
Vice Mayor
Patrick Isherwood, District 5
Councilmembers
Jose Sigala, District 1
Stephen C. Harrell, District 3
Dennis A. Mederos, District 4
City Council Agenda – Special and Regular Meetings May 16, 2023 City of Tulare Page 2
NOTICE IS HEREBY GIVEN, pursuant to section 54956 of the California Government Code, that a special meeting of the City Council of the City of Tulare is hereby called.

1. CALL TO ORDER SPECIAL MEETING

2. PUBLIC COMMENT PERTAINING TO CLOSED SESSION ITEMS - Comments are limited to items to be discussed in closed session. Speaker will be allowed three minutes each.

3. RECESS TO CLOSED SESSION TO DISCUSS THE FOLLOWING

3.1 Conference with Legal Counsel
Anticipated Litigation – Significant exposure to litigation pursuant to Government Code § 54956.9(b): 1 case

3.2 Conference with Labor Negotiators (Government Code § 54957.6) Agency Representatives: Mario Zamora, Josh McDonnell, Janice Avila, Michael Ott Employee Organization: Tulare Professional Fire Fighters Association

4. RECONVENE FROM CLOSED SESSION

5. CLOSED SESSION REPORT

6. ADJOURNMENT OF SPECIAL MEETING
7:00 p.m. - REGULAR MEETING

7. CALL TO ORDER REGULAR MEETING

8. PLEDGE OF ALLEGIANCE AND INVOCATION - Russ Siders, Senior Pastor of Sunrise Community Church to deliver invocation.

9. PRESENTATIONS

9.1 Proclamation for Public Works Week, May 21-27, 2023

9.2 Proclamation for Emergency Medical Services Week, May 21-27, 2023

9.3 Certificate of Appreciation for Board of Public Utilities Commissioner Howard Stroman

9.4 Certificate of Recognition for Countrywide High

9.5 Resolution of Commendation for Dr. Yeng Xiong

10. PUBLIC COMMENTS - This is the time for the public to comment on matters within the jurisdiction of the Tulare City Council that are not on the agenda. The Council asks that comments are kept brief and positive. The Council cannot legally discuss or take official action on request items that are introduced tonight. This is also the time for the public to comment on items listed under the Consent Calendar or to request an item from the Consent Calendar be pulled for discussion purposes. Comments related to Public Hearing or General Business items will be heard at the time those items are discussed. In fairness to all who wish to speak, each speaker will be allowed three minutes with a maximum time of 15 6:00 p.m. – SPECIAL MEETING (CLOSED SESSION)
City Council Agenda – Special and Regular Meetings May 16, 2023 City of Tulare Page 3
minutes per item unless otherwise extended by Council. Please begin your comments by stating your name and providing your city of residence.

11. COMMUNICATIONS - Communications are to be submitted to the City Manager’s Office 10 days prior to a Council Meeting to be considered for this section of the agenda. No action will be taken on matters listed under communications; however, the Council may direct staff to schedule issues raised during communications for a future agenda. Public comments will be limited to three minutes per topic unless otherwise extended by Council.

12. COUNCIL REPORTS AND ITEMS OF INTEREST

13. CONSENT CALENDAR - All Consent Calendar items are considered routine and will be enacted in one motion. There will be no separate discussion of these matters unless a request is made, in which event the item will be removed from the Consent Calendar to be discussed and voted upon by a separate motion.

13.1 Waive the reading of ordinances and approve reading by title only.

Recommended Action: Approve the reading by title only of all ordinances and that further reading of such ordinances be waived.

13.2 Special and/or Regular Meeting Minutes of May 2, 2023.

Recommended Action: Approve as submitted. [M. Hermann]

13.3 Contingent Approval to Hire 12 New Firefighter Personnel.

13.4 Relief from Claim Filing Statute and Rejection of Claim for Chase Reif.

13.5 K-9 Bane Dog Park Project and Design Services Contract.

Recommended Action: Approve the project scope and budget for City Project PK0037, “K-9 Bane Dog Park”; authorize the City Manager to sign a contract with 4Creeks of Visalia, CA in an amount not to exceed $78,200 for topographic surveying, utility coordination, design, bidding and construction support services for Project PK0037; and authorize the City Manager or designee to approve contract change orders in an amount not to exceed 10% ($7,820) of the contract award amount. [M.

Miller]

13.6 Tesori-Bella Oaks Improvements Project and Design Services Contract.

13.7 Project List for 2023/24 SB1 Funded Projects.

13.8 Records Retention Schedule Update.

Recommended Action: Adopt a resolution approving the revisions to the City of Tulare Records Retention Schedules. [M. Peton]

13.9 April 2023 Investments Report.

Recommended Action: Accept the monthly investments report for April 2023. [D.

Ibanez]

14. PUBLIC HEARINGS - Comments related to Public Hearing items are limited to three minutes per speaker, for a maximum of 30 minutes per item, unless otherwise extended by the Council.

14.1 Energy Services Agreement with ENGIE Services U.S.

Recommended Action: Adopt a resolution making findings required under Government Code Section 4217.10 through 4217.18 and approving an agreement for energy conservation services with ENGIE Services U.S. authorizing execution and finding that the project is exempt from CEQA. [M. Mondell]

15. GENERAL BUSINESS - Comments related to General Business items are limited to three minutes per speaker, for a maximum of 30 minutes per item, unless otherwise extended by the Council.

15.1 Fiscal Year 2023-2024 Budget Review.

Recommended Action: Review the proposed Fiscal Year 2023-2024 budget and provide direction thereto. [D. Ibanez]

15.2 Pet Accommodations at the Tulare Homeless Shelter.

Recommend Action: Provide direction to staff regarding pet accommodations to be incorporated into the design of the Tulare Homeless Shelter facility. [M. Miller]

15.3 Weed Abatement Update.

Recommended Action: Receive a report on the weed abatement process that the City of Tulare Fire Department (TFD) is conducting to reduce the possibility of vegetation fires in Tulare. [M. Ott]

16. FUTURE AGENDA ITEMS

16.1 Study Session on the Status of Healthcare in the City of Tulare.

Recommend Action: Review and provide direction to either add to a future agenda or not. [J. Sigala]
City Council Agenda – Special and Regular Meetings May 16, 2023 City of Tulare Page 5

16.2 Study Session on Community Choice Aggregation (CCA) Program.

Recommend Action: Review and provide direction to either add to a future agenda or not. [J. Sigala]

16.3 Re-allocation of ARPA Funds for Sister City Program.

Recommend Action: Review and provide direction to either add to a future agenda or not. [J. Sigala]

17. STAFF UPDATES

18. ADJOURNMENT
The next regularly scheduled meeting of the Tulare City Council is Tuesday, June 6, 2023, at 7:00 p.m. in the Council Chamber at the Tulare Public Library, 491 North M Street, Tulare, California.

AFFIDAVIT OF POSTING AGENDA
I hereby certify, in conformance with Government Code Sections 54954.2 and 54956, this notice and agenda was posted in the kiosk at the front of City Hall, 411 E. Kern Avenue, as well as on the City of Tulare’s website (www.tulare.ca.gov).

DATE & TIME POSTED: Friday, May 12, 2023 at 3:00 p.m.

Melissa Hermann, Chief Deputy City Clerk

OFFICE OF THE CITY MANAGER
To: Mayor and City Council Members
From: Marc Mondell, City Manager
Subject: May 16, 2023 Agenda Memo
Date: May 12, 2023
Time Estimates - Time estimates are provided as part of the Council’s effort to manage its time at Council meetings. Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council, by consensus, reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Items may be heard before or after the time estimated on the agenda. This may occur to best manage the time at a meeting or to adapt to the participation of the public. 6:00 p.m. - SPECIAL MEETING (CLOSED SESSION)

1. CALL TO ORDER SPECIAL MEETING

2. PUBLIC COMMENTS PERTAINING TO CLOSED SESSION - Comments are limited to items to be discussed in closed session. Each speaker will be allowed three minutes.

3. RECESS TO CLOSED SESSION TO DISCUSS THE FOLLOWING

3.1 Conference with Legal Counsel
Anticipated Litigation – Significant exposure to litigation pursuant to Government Code § 54956.9(b): 1 case

4. RECONVENE FROM CLOSED SESSION

5. CLOSED SESSION REPORT - This is the time for Council to publicly report specified closed session action and the vote taken on those actions, if any.

6. ADJOURNMENT OF SPECIAL MEETING
7:00 p.m. - REGULAR MEETING

7. CALL TO ORDER REGULAR MEETING

8. PLEDGE OF ALLEGIANCE AND INVOCATION - Russ Siders, Senior Pastor of Sunrise Community Church to deliver invocation.

Tulare City Council Page 2
Agenda Memo – May 16, 2023

9. PRESENTATIONS [Time Estimate: 7:05-7:20 p.m.]

9.1 Proclamation for Public Works Week, May 21-27, 2023

9.2 Proclamation for Emergency Medical Services Week, May 21-27, 2023

9.3 Certificate of Appreciation for Board of Public Utilities Commissioner Howard Stroman

9.4 Certificate of Recognition for Countrywide High

9.5 Resolution of Commendation for Dr. Yeng Xiong

10. PUBLIC COMMENTS - This is the time for the public to comment on matters within the jurisdiction of the Tulare City Council that are not on the agenda. The Council asks that comments are kept brief and positive. The Council cannot legally discuss or take official action on request items that are introduced tonight. This is also the time for the public to comment on items listed under the Consent Calendar or to request an item from the Consent Calendar be pulled for discussion purposes. Comments related to Public Hearing or General Business items will be heard at the time those items are discussed. In fairness to all who wish to speak, each speaker will be allowed three minutes with a maximum time of 15 minutes per item unless otherwise extended by Council. Please begin your comments by stating your name and providing your city of residence. [Time Estimate: 7:20-7:30 p.m.]

12. COUNCIL REPORTS AND ITEMS OF INTEREST [Time Estimate: 7:30-7:35 p.m.]

13.1 Waive the reading of ordinances and approve reading by title only.

Recommended Action: Approve the reading by title only of all ordinances and that further reading of such ordinances be waived.

13.2 Special and/or Regular Meeting Minutes of May 2, 2023.

Recommended Action: Approve as submitted. [M. Hermann]

13.3 Contingent Approval to Hire 12 New Firefighter Personnel.

Recommended Action: Contingently approve 12 new Fire Department personnel and accept the Federal Emergency Management Agency (FEMA) Staffing for Adequate Fire and Emergency Response (SAFER) grant for Fiscal Year 2022 in the amount of $3,834,867.72. [M. Ott]
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Agenda Memo – May 16, 2023
Summary: The intent of this staff report is to get pre-approval to commence the hiring process for 12 new positions directly upon notification of award and accept the FEMA SAFER Grant for Fiscal Year 2022 in the amount of $3,834,867.72. This will allow the Fire and Human Resources Departments to work through the selection process, background, individual medical evaluation, and finalize the hiring within the 180-day limit. Additionally, this will help maximize the use of the federal grant.

The City of Tulare Fire Department has applied for a FEMA SAFER grant to increase the staffing level of the fire department by 12 personnel. These 12 personnel will help elevate the number of firefighters on each apparatus from 3 to an average of 4 personnel 90% of the time. It will aid the department in becoming more aligned with National Fire Protection Association (NFPA) 1710 Standard for the Organization and Deployment of Fire Suppression Operations, Emergency Medical Operations, and Special Operations to the Public by Career Fire Departments, which in turn, will lower the risk to firefighters operating on emergency scenes and provide a high level of safety to the community.

The FEMA SAFER grant, if awarded, will provide 100% federal funded salary and benefits for 12 new personnel for a period of up to three years from the date of award.

There is a 180-day recruitment period allowed and then the funding starts immediately after. The anticipated award date of the FEMA SAFER Grant is no sooner than June 2, 2023 and no later than September 30, 2023.

13.4 Relief from Claim Filing Statute and Rejection of Claim for Chase Reif.

Recommended Action: Grant approval for the Application for Leave to Present Late Claim on behalf of Chase Reif, a minor, by and through his guardian ad litem Kelsi Reif pursuant to Government Code §911.4; and Reject liability claim filed against the City of Tulare on April 26, 2023, by Attorney Jeffrey A. Clause on behalf of Chase Reif, claim number FR101235. [J. Avila]
Summary: Application for Leave to Present Late Claim
On April 26, 2023, the City was served with an application for leave to present late claim by Chase Reif pursuant to Government Code §911.4. Chase Reif is a minor, born on January 7, 2016, who alleges injuries when he was riding on a dirt biking track located at the Tulare MX Cycle Park (Cycle Park), 2300 W. Paige Avenue in Tulare on April 27, 2022. A claim was not presented within the 6-month period provided by Government Code Section §911.2(a). The failure to present this claim within the 6- month period specified by Government Code §911.2(a) was due to claimant Chase Reif’s minority status during the entire claim presentation period. Government Code 911.6(b)(2) specifies that the board (Council) shall grant a late claim application where “the person who sustained the alleged injury, damage, or loss was a minor during all of the time specified in Section 911.2 for the presentation of the claim.” Claimant Chase Reif was six at the time of the accident and has thus been a minor at all times since the accrual of the cause of action on April 27, 2022.

Rejection of Liability Claim Filed
If the late claim application is approved as recommended, the Council should then consider the claim for liability filed by Chase Reif. The claim alleges that “the City Tulare City Council Page 4
Agenda Memo – May 16, 2023
maintained a dangerous condition of public property at a dirt bike track which caused Chase Reif to sustain a traumatic brain injury.” The amount of money claimant is seeking was listed as “exceeds $35,000; Unlimited Civil Case.” The claim has been filed with the Central San Joaquin Valley Risk Management Authority (RMA) who conducted a preliminary review of the claim. While the City owns the property at 2300 W. Paige Avenue, the operation and maintenance of the Cycle Park is leased. On January 1, 2019, the City entered into a 5-year lease agreement with Temmerman Corp. (Lessee) for the maintenance, improvements, and operations of the Cycle Park. The Lease Agreement was made with the express condition that the Lessee shall not hold the City liable for any loss, damage, or injury of any kind whatsoever (Page 7, Section 14 of Lease Agreement). In this case, any liability would rest with the Lessee, not the City. The RMA will tender this claim to the Lessee and has recommended that the claim be rejected, and staff be directed to notify the claimant through a Notice of Rejection of Claim.

13.5 K-9 Bane Dog Park Project and Design Services Contract.

Miller]
Summary: On November 15, 2022, Council accepted the recommendation of the Tulare Parks and Recreation Commission and authorized the allocation of $466,000 in Park Development Impact Fee funds for the design and construction of the “K-9 Bane Dog Park” on City-owned property located along the north side of the Santa Fe Trail between N and O Streets. The project has been designated as City Project # PK0037 and would include construction of public improvements along the property’s frontages on N Street and O Street, construction of a small public parking lot, perimeter fencing for separate small and large dog areas, installation of lighting, landscaping and irrigation improvements, and related amenities. Construction costs have preliminarily been estimated at $373,000.

A Request for Qualifications (RFQ) for On-Call Architectural and Landscape Architecture Consultants was issued on April 5, 2022. Three (3) firms submitted all the necessary information to be considered for inclusion in a list of pre-approved consultants to provide these services. The proposals were reviewed and rated in accordance with the consultant selection procedures identified in the RFQ, and all the submitting firms were recommended for inclusion on the list of prequalified general engineering and land surveying consultants. On June 7, 2022, the City Council approved this list of (3) consultants.
4Creeks of Visalia, CA is included on the list of pre-qualified on-call Architecture and Landscape Architecture consultants and demonstrated in their proposal that they have the skills, expertise, and resources available to meet the City’s needs and timeframe Tulare City Council Page 5
Agenda Memo – May 16, 2023
to complete the design of this project. 4Creeks has proposed to perform the necessary work for $78,200. The proposed cost is in line with industry standards and falls within the amount budgeted for this work on this project.

13.6 Tesori-Bella Oaks Improvements Project and Design Services Contract.

Recommended Action: Approve the project scope and budget for City Project EN0101, “Tesori-Bella Oaks Improvements”; authorize the City Manager to sign a contract with 4Creeks of Visalia, CA in an amount not to exceed $96,000 for topographic surveying, utility coordination, design, permitting, bidding and construction support services for Project EN0101; and authorize the City Manager or designee to approve contract change orders in an amount not to exceed 10% ($9,600) of the contract award amount. [M. Miller]
Summary: The City of Tulare entered into a subdivision improvement agreement in 2008 for the Bella Oaks subdivision with Great Valley Builders, Inc. and Hidden Oak Development Company, Inc. (Developer). The City also entered into a subdivision improvement agreement in 2010 for the Tesori subdivision with Del Lago Place, LLC (Developer). The Developers were required by the agreements to complete all necessary subdivision improvements which were secured by performance bonds through the International Fidelity Insurance Company (Insurer).

For various reasons, some of the work associated with each subdivision was not completed. The Del Lago Place, LLC agreement was amended and extended several times over the years. In 2019, the City provided the Developer with a list of incomplete items, and in 2020, the City declared the Developer in default and made a claim against the performance bond. Litigation ensued, resulting in court ordered mediation, the outcome of which was a settlement agreement.

Under the settlement agreement, the Developer was to remit payment of $1,300,000 to the City for the incomplete work. In exchange, the City was to assume responsibility for completing the list of incomplete work identified by the City in 2019 associated with the Tesori and Bella Oaks subdivisions.

On July 12, 2022, Council authorized the City Manager to execute the settlement agreement between the City of Tulare, and Del Lago Place, LLC, Great Valley Builders, Inc. Hidden Oak Development Company, Inc., and International Fidelity Insurance Company.

Proposed project EN0101, “Tesori-Bella Oaks Improvements”, would complete the Mooney Boulvard (State Route 63) frontage improvements along the frontages of the Tesori and Bella Oaks subdivisions, including the connection of Bella Oaks Avenue to Mooney Boulevard as required by the subdivisions’ conditions of approval. The improvements will include the relocation and undergrounding of existing overhead utilities, curb and gutter, pave-out, sidewalk, landscaping, storm drainage, water, and median island improvements.

To complete the aforementioned improvements, updated improvement plans and specifications will need to be prepared. Utility coordination will be required for the Tulare City Council Page 6
Agenda Memo – May 16, 2023
relocation and undergrounding of overhead utility lines. Approval and permitting by Caltrans will also be required due to Mooney Boulevard’s designation as State Highway 63.

A Request for Qualifications (RFQ) for On-Call Engineering and Land Surveying Consultants was issued on October 20, 2020. Ten (10) firms submitted all the necessary information to be considered for inclusion in a list of pre-approved consultants to provide these services. The proposals were reviewed and rated in accordance with the consultant selection procedures identified in the RFQ, and the top six (6) firms were recommended for inclusion on the list of prequalified general engineering and land surveying consultants. On December 15, 2020, the City Council approved this list of six (6) consultants.
4 Creeks of Visalia, CA is included on the list of pre-qualified on-call Engineering consultants and demonstrated in their proposal that they have the skills, expertise and resources available to meet the City’s needs and timeframe to complete the design of this project. 4Creeks has proposed to perform the necessary work for $96,000. The proposed cost is in line with industry standards and has been included in the proposed project scope and budget.

13.7 Project List for 2023/24 SB1 Funded Projects.

Recommended Action: Receive a list of proposed projects to be funded through Senate Bill No. 1 (SB1) revenues and adopt a resolution which includes the 2023/24 Road Maintenance and Rehabilitation Account (RMRA) funds in the City’s 2023/24 Capital Improvements Projects program budget and identifies a list of proposed projects that will utilize those funds. [M. Miller]
Summary: Senate Bill No. 1 (SB1) was approved by the Governor and filed with the Secretary of State on April 28, 2017. This bill created the Road Maintenance and Rehabilitation Program to address deferred maintenance on the state’s highway system as well as local street and road systems. Funds generated include the Road Maintenance and Rehabilitation Account (RMRA), which resides in the State Transportation Fund.

These revenues were programed into the approved 2021/26 Capital Improvements Project program. The approval of the project list is intended to secure the City’s allocation of SB1 funding and does not preclude the City from modifying the list. Actual expenditures will be tracked and reported according to the SB1 reporting guidelines.

13.8 Records Retention Schedule Update.

Recommended Action: Adopt a resolution approving the revisions to the City of Tulare Records Retention Schedules. [M. Peton]
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Agenda Memo – May 16, 2023
Summary: On June 18, 2013, the Council approved the City of Tulare Records Retention Schedules (RRS) and Records and Information Management Program (RIM) Policy (“Police”). The City established this program due to the risk of liability issues in retaining records longer than necessary and storage capacity limitations.

This program also provides staff with a standardized method to identify, file, retrieve, archive, and destroy records.

Since adoption, the RRS was updated in 2019 and 2021 which minor revisions. As staff manages their departmental records and new legislation passes or court opinions are issued, additional revisions to the RRS may be necessary. The following revisions and/or modifications have been identified by staff and approved by the City Attorney, and are presented to Council for approval:

Risk Management Records: Records were discovered and had no assigned record series. City staff recommends the following update:
• Add series 05-09-12, Reimbursement Requests from SJVRMA, requesting retention to be Current Year plus two (CY+2).

Police Department: Currently, there is no series for the Police Department Citizen Complaint Review Board. City staff recommends the following updates:
• Add series 14-12-00, Police Department Citizen Complaint Review Board • Add series 14-12-01, General Information, with an active and total retention of After Review (AR; general records that may have value and assigned to another record series after review or destroyed if no value or legal obligation is found for retaining said record).
• Add the series 14-12-02, Agenda Packets, with an active retention of Current Year plus one (CY+1) and a total required retention as Permanent (P) for reference purposes.
• Add the series 14-02-03, Minutes, with a permanent retention required, for reference purposes.

Human Resources Records: In January 2022, Senate Bill 807 changed the requirements for employers to maintain and preserve personnel records.

Employers are now required to retain personnel records for applicants and employees for a minimum of four years (up from the previous requirement of two years) (Government Code Section 12946(a)). In an effort to ensure the City’s Records Retention Schedule is in line with State Law, City staff recommends the following updates.
• Amend series 05-02-07, Unapproved Reclassifications, to add two years to inactive retention for a total retention of After Completion plus four (AC+4) and add legal basis.
• Amend series 05-02-08, EEOC Claims, renaming it to EEOC Claims – Employees, to show only hired employees with an active retention of After Termination plus two (AT+2), inactive retention of three years, and total required retention of After Termination plus five (AT+5) which will apply to both non-sworn and sworn employees.
• Add series 05-02-12 EEOC Claims – Applicants, for claims filed by those not hired with an active retention of After Completion plus two (AC+2), inactive retention of two years, and total required retention of After Completion plus four Tulare City Council Page 8
Agenda Memo – May 16, 2023
(AC+4). This record series will have the same citations and legal basis as 05-02-

08. • Amend series 05-02-09, EDD Claim Forms, to add one year to inactive retention for a total retention of After Termination plus four (AT+4) and add legal basis. • Amend series 05-02-11, Grievances, to add three years to the inactive retention for a total retention of After Termination plus four (AT+5) and add legal basis. • Amend series 05-03-02, Recruitment Files, to add one year to inactive retention for a total retention of After Completion plus 4 (AC+4) and add legal basis. • Amend series 05-03-04, Rejections, to add one year to inactive retention for a total retention of After Completion plus 4 (AC+4) and add legal basis. • Amend series 05-03-05, Background Checks, to separate general and non-sworn employees, sworn employees, and applicants not hired due to having different retention requirements. This would also add seasonal employees and removed 05-03-06 as they have the same retention requirements. Series 05-03-05 will be Background Checks – General, Non-Sworn, and Seasonal Employees with an active retention of After Termination plus three years, one year of inactive retention, and a total required retention at After Termination plus four years. • Add series 05-03-07, Background Checks – Sworn Employees, for background information for all hired sworn employees with an active and total required retention of Permanent.

Add series 05-03-08, Background Checks – Applicants, for background information for applicants not hired with an active retention of After Completion plus two years, two years of inactive retention, and a total required retention of After Completion plus four years.

13.9 April 2023 Investments Report.

Recommended Action: Accept the monthly investments report for April 2023. [D.

Ibanez]
Summary: The investments report for April 2023 is submitted for Council review and acceptance.

14. PUBLIC HEARINGS - Comments related to Public Hearing items are limited to three minutes per speaker, for a maximum of 30 minutes per item, unless otherwise extended by the Council.

14.1 Energy Services Agreement with ENGIE Services U.S. [Time Estimate: 7:40-8:00 p.m.] Recommended Action: Adopt a resolution making findings required under Government Code Section 4217.10 through 4217.18 and approving an agreement for energy conservation services with ENGIE Services U.S. authorizing execution and finding that the project is exempt from CEQA. [M. Mondell] Summary: In late 2021, the City began working with ENGIE Services U.S. (ENGIE) to examine potential options for energy conservation. Over the last year, several options were identified for various City facilities. As a result of these efforts, staff is recommending that the Council adopt a resolution approving an agreement to make up approximately $12,000,000 worth of energy improvements resulting in long-term savings to the City.

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Agenda Memo – May 16, 2023
The following potential projects were identified:

1. Building LED Lighting (interior and exterior)
a. Wastewater Treatment Plant, Police Department, Senior Center, City Hall, Youth Center, Community Center, Fire Stations (all), and Council Chamber

2. Parks LED Lighting
a. Bender Park, Blain Park, Centennial Park, Cesar Chavez Park, Cycle Park, Cypress Park, Del Lago 1 & 2, Elk Bayou Sports Complex, Live Oak Park, Mulcahy Park, Palm Ranch Oak Park, Prosperity Sports Park, Rotary Skate Park, Sayre Park, Zumwalt Park, and Santa Fe Trail

3. Sports Field LED Lighting
a. Prosperity Sports Park, Elk Bayou Sports Complex, Rotary Skate Park, Live Oak Park, Cypress Park, and Centennial Park

4. HVAC Units Replacement
a. Activity Center, City Hall, Community Center, Fire Stations 61 and 63, Police Station, Senior Center, and Youth Center

5. Solar Projects and EV Chargers
a. City Hall (serves Police Department and old courthouse as well) – 330.5 kW Solar Parking Canopy and four EV chargers
b. Library – 194.4 kW Solar Parking Canopy
c. Community Center (serves Fire Station 61 and Activity Center as well) – 77.8 kW Solar Parking Canopy
d. Senior Center – 58.3 kW Solar Parking Canopy

6. RES-BCT Reallocation Savings
a. Identified $78,000 of unutilized RES-BCT credits

7. Utility Bill Rate Change Savings
a. Identified $52,000 in savings from switching rates at five well sites

8. WWTP Bill Totalization
a. Southern California Edison to consider consolidating electrical bills The total project cost of the items included above is $11,998.074. At the special City Council meeting held on April 25, 2023, Council directed staff and ENGIE to consider the following items:

A. Additional HVAC units for the gym at the Youth Center B. Solar parking canopy at the Youth Center
C. Increase solar array at the Senior Community Center with the possibility of including the Historical Museum
D. Solar at the permanent homeless shelter
E. LED lighting at the permanent homeless shelter
Staff is working with the permanent homeless shelter architect to ensure that LED lighting is included with that project. Based upon preliminary information received, Engie has determined that additional HVAC units for the gym at the Youth Center will likely make financial sense however, none of the other requested projects work from a financial perspective because the solar NEM 2.0 grandfathering period has expired and there are challenging ownership and billing issues that cannot be easily resolved.

In addition, a later request from Councilman Harrell was received regarding the Tulare City Council Page 10
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potential for additional HVAC units at the Animal Shelter. Engie is reviewing this request and based upon preliminary information received, Engie has determined that additional HVAC units for the Animal Shelter will likely make financial sense.

Staff will work with our financial consultants to arrange financing up to $15,000,000 in the event Council wants to proceed with these or any other additional projects.

Pursuant to Government Code sections 4217.10 through 4217.18, the Council may consider and adopt the findings described in the attached resolution and award energy services contracts only after a noticed public hearing is held. Such hearing must be noticed at least two weeks in advance of the scheduled meeting. The City has complied with this requirement.

15. GENERAL BUSINESS - Comments related to General Business items are limited to three minutes per speaker, for a maximum of 30 minutes per item, unless otherwise extended by the Council.

15.1 Fiscal Year 2023-2024 Budget Review. [Time Estimate: 8:00-8:30 p.m.] Recommended Action: Review the proposed Fiscal Year 2023-2024 budget and provide direction thereto. [D. Ibanez]
Summary: This is the first draft of the proposed budget for Fiscal Year 2023-2024 which provides a preliminary overview of the City’s overall budget. Each councilmember received budget flexsheets for the General Fund showing proposed departmental expenditures. A PowerPoint presentation will summarize the budget by various categories.

General Fund
Anticipated General Fund Revenue 55,841,187
Estimated Expenditures 54,730,739
Revenues in Excess of Expenditures 1,110,448
Staff is recommending using surplus funds for Fire Department negotiations, construction of the permanent homeless shelter, and Council priority CIP projects.

15.2 Pet Accommodations at the Tulare Homeless Shelter. [Time Estimate: 8:30-8:50 p.m.] Recommended Action: Provide direction to staff regarding pet accommodations to be incorporated into the design of the Tulare Homeless Shelter facility. [M. Miller] Summary: Design of the Tulare Homeless Shelter facility is currently underway. The original conceptual plan for the facility as shown in attached Exhibit A included a small number of dog kennels to accommodate the pets of individuals being housed at the facility. Through experience gained operating the Temporary Encampment Facility, staff has learned that prevalence of dog ownership amongst the homeless community is far higher than anticipated. The Temporary Encampment Facility currently has a Tulare City Council Page 11
Agenda Memo – May 16, 2023
population of just under 200 individuals, with a corresponding population of dogs kept as pets at around 100.

The Tulare Homeless Shelter is being designed to house up to 400 individuals. It is strongly recommended that no pets of any kind be allowed inside the Shelter’s living quarters for reasons of hygiene and liability concerns. This raises questions regarding what level and form of pet accommodations the City should provide at the facility. If the percentage of pet ownership observed in the temporary encampment populations proves to be representative of the population to be served by the Shelter, the City would potentially be faced with providing accommodation for approximately 200 dogs.

The space required to adequately accommodate that number of animals would significantly impact the design of the Shelter facility. The attached Exhibit B shows the dog kennel layout for the original conceptual plan, which provides for 34 kennels.

Exhibit C provides an option for relocating and significantly enlarging the kennel facilities to the area originally planned for a full-size basketball/fitness court. With the larger area, and by using double-stacked kennels, up to 228 kennels could be provided through this option. A half-court basketball court could be located on the area planned for kennels on the original conceptual plan. Before moving forward any further in the design of the facility, staff and the design architect need direction from Council regarding the level of accommodations that should be provided.

When considering whether to make accommodations for pets, it’s important to understand the primary reasons for pet ownership among the homeless population. As with the overall population, many within the homeless community keep pets for companionship and emotional support. The other factors most frequently cited are those of personal protection and protection of property. Dogs can alert individuals to the presence of others who could pose a threat when living on the streets or in an encampment. However, that very drive to protect is one of major reasons for discouraging, or at least tightly controlling, the presence of dogs in a communal living setting. In the more secure setting of the Tulare Homeless Shelter, which will be monitored by on-site staff and security cameras, the protection aspects of dog ownership would not be necessary or desirable.

For any degree of pet accommodation, the following concerns should be considered:
• Population Control – Spay/Neuter requirements.
• Veterinary Care/Vaccination Requirements – Denser animal populations would require greater efforts to prevent spread of disease. Per Chapter 6.12.120 of the Tulare Municipal Code, (A) every dog meeting the minimum age requirements to receive a rabies vaccination shall receive a rabies vaccine approved by the California State Department of Health Services, and (B) every person who owns or comes to own an unvaccinated dog over four months of age shall have 30 calendar days from the date the animal was obtained to comply with the provisions of this chapter. A vaccination program with some degree of veterinary care provided to animals at the shelter would be needed.
• Vector Control/Sanitation – Pest control services would be required to prevent flea/tick infestations. Per Chapter 6.12.160 of the Tulare Municipal Code, enclosures or surroundings where domestic animals are kept must be maintained in a sanitary condition.

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Agenda Memo – May 16, 2023
• Injury prevention – Access restrictions, leash rules, etc. would need to be imposed to protect both individuals and animals housed at the shelter. • Licensing Requirements – Per Chapter 6.12.100 of the Tulare Municipal Code, every dog meeting the minimum age requirements to receive a rabies vaccination shall be subject to a dog license fee, due and payable by its owner or custodian within 30 days of the acquisition of the dog, or entry into the city.

There are a range of options for Council consideration regarding the level of pet accommodation to be provided at the shelter. It is recommended that some limitations be placed on the number of pets, as it does not appear feasible to incorporate facilities for an unlimited number of pets.

15.3 Weed Abatement Update. [Time Estimate: 8:50-9:05 p.m.] Recommended Action: Receive a report on the weed abatement process that the City of Tulare Fire Department (TFD) is conducting to reduce the possibility of vegetation fires in Tulare. [M. Ott]
Summary: The intent of this staff report is to provide an update of this years weed abatement processes for parcels of 1 acre or more within the City limits. TFD has started this year’s process early by sending out pre-notification post cards on the March 15th informing parcel owners that weed abatement enforcement would start on May 1st. TFD sent a total of 132 postcards to the registered owners of 162 parcels. Of the 132 post cards, TFD had to take corrective measures and updated 70 parcels to the new owners on file with Tulare County. TFD is hopeful the updates will yield positive results in parcel owners taking care of their weed abatement issues internally.

In previous years, TFD would send reminders on April 1st, giving parcel owners 30 days to comply with abatement regulations. This year, staff provided an extra 15 days for owners to be notified. With the help of Mother Nature and the storms in February and March, this extra 15 days is much needed.

Since May 1st, the Fire Prevention and Inspection section has provided notices of violation (NOV’s) to 29 owners. These owners now have 10 days to clear their parcel(s). After those 10 days, TFD will contract a discing service company to abate the parcel as needed and send a bill for those services.

TFD’s goal is to have all 162 parcels abated by July 1st each year. The main hold-up in previous years was getting contractors lined up to provide the discing services. Staff has worked to secure more discing companies to assist in this venture. The QR code on the notification post card provides a list of contractors that parcel owners can utilize if they wish. TFD will also remain vigilant as the weather turns warmer. As in previous years, small to medium vegetation fires around the City can pop up any time. TFD members are consistently honing their skills to mitigate and manage these emergencies safely, efficiently, and quickly.

Tulare City Council Page 13
Agenda Memo – May 16, 2023

16. FUTURE AGENDA ITEMS [Time Estimate: 9:05-9:10 p.m.]

16.1 Study Session on the Status of Healthcare in the City of Tulare.

Recommended Action: Review and provide direction to either add to a future agenda or not. [Councilmember Sigala]

16.2 Study Session on Community Choice Aggregation (CCA) Program.

Recommended Action: Review and provide direction to either add to a future agenda or not. [Councilmember Sigala]

16.3 Re-allocation of ARPA Funds for Sister City Program.

Recommended Action: Review and provide direction to either add to a future agenda or not. [Councilmember Sigala]

17. STAFF UPDATES [Time Estimate: 9:10-9:15 p.m.]

18. ADJOURNMENT
The next regular meeting of the Tulare City Council is Tuesday, June 6, 2023, at 7 p.m.

Item # 9.1
Presentations
Item # 9.2
Presentations
Item # 9.3
Presentations
Item # 9.4
Presentations
Item # 9.5
Presentations
City of Tulare Page 1

CITY OF TULARE

CITY COUNCIL MEETING MINUTES
Council Chamber
491 North M Street, Tulare
Tuesday, May 2, 2023
7:00 p.m. - Regular Meeting
COUNCIL PRESENT: Mayor Terry A. Sayre
Vice Mayor Patrick Isherwood
Councilmember Jose Sigala
Councilmember Stephen C. Harrell
Councilmember Dennis A. Mederos
STAFF PRESENT: City Manager Marc Mondell; City Attorney Mario Zamora; Chief Deputy City Clerk Melissa Hermann; Assistant City Manager Josh McDonnell; Chief Financial Officer Diego
Ibanez; City Engineer Michael Miller; Public Works Director Trisha Whitfield; Community Services Director Jason Glick; Police Chief Fred Ynclan; Fire Chief Michael Ott; Human Resources Director Janice Avila; Interim Community
Development Director/City Planner Mario Anaya; Executive Director of Economic Development and Redevelopment Traci Myers; Safety, Compliance & Facilities Officer Manny Correa; Chief Technology Officer Jason Bowling

1. CALL TO ORDER REGULAR MEETING
Mayor Sayre called the regular meeting of the City Council to order at 7:01 p.m. in the Council Chamber located at 491 North M Street.

2. PLEDGE OF ALLEGIANCE AND INVOCATION
Police Chief Fred Ynclan led the pledge of allegiance, and an invocation was given by Susan Henard, Pastor of River Valley Church.

3. COUNCIL ACTIONS RELATED TO THE 2022 GENERAL MUNICIPAL ELECTION

3.1 Adopt a resolution declaring the results of the City of Tulare November 8, 2022 General Municipal Election. City Attorney Mario Zamora provided a brief overview. It was moved by Councilmember Harrell, seconded by Councilmember Mederos, and unanimously carried to adopt the resolution as presented.

3.2 Administer the Oath of Office to Terry A. Sayre and Dennis A. Mederos.

Chief Deputy City Clerk Melissa Hermann administered the oath of office to Terry A. Sayre and Dennis A. Mederos.

4. PRESENTATIONS

4.1 Proclamation for National Mental Health Awareness Month, May 2023.

Mayor Sayre read the proclamation and presented it to Tulare County Mental Health Director Natalie Bolin and Deputy Director Gilberto Rivas.

Item #: 13.2
Consent
City Council Meeting Minutes May 2, 2023
City of Tulare Page 2

4.2 Proclamation for Professional Municipal Clerks Week, April 30-May 6, 2023.

Councilmember Mederos read the proclamation and presented it to Chief Deputy City Clerk Melissa Hermann.

4.3 Proclamation for National Police Week, May 14-20, 2023. Councilmember Harrell read the proclamation and presented it to Police Chief Fred Ynclan.

4.4 Spotlight on Excellence – Employee Recognition. City Manager Marc Mondell introduced Safety, Compliance & Facilities Officer Manny Correa who recognized Code Enforcement Officers Greg Weirick and Julia Franco.

4.5 Presentation by Aaron Fukuda of the Tulare Irrigation District. Mr. Fukuda provided a presentation regarding the TID 2023 Recharge Program.

5. PUBLIC COMMENTS
The following provided public comment: Mark Newport.

6. COMMUNICATIONS
City Manager Marc Mondell advised there were no communications.

7. COUNCIL REPORTS AND ITEMS OF INTEREST
Council reported out on recent events and discussed items of interest.

8. CONSENT CALENDAR
Item 8.3 was removed from the Consent Calendar by Councilmember Sigala.

It was moved by Councilmember Mederos, seconded by Councilmember Harrell, and unanimously carried to approve the items on the Consent Calendar as presented except for item 8.3.

8.1 Waive the reading of ordinances and approve reading by title only.

Recommended Action: Approve the reading by title only of all ordinances and that further reading of such ordinances be waived.

8.2 Special and/or Regular Meeting Minutes of April 18, 2023 and April 25, 2023.

Recommended Action: Approve as submitted. [M. Hermann]

PULLED CONSENT CALENDAR ITEMS

8.3 Mid-Kaweah Groundwater Sustainability Agency Board Member Appointment.

Recommended Action: Confirm the appointment of Board of Public Utilities Commissioner Blake Wilbur as the Board’s selection to serve on the Mid-Kaweah GSA Board of Directors and City Manager Marc Mondell, or his designee, as the alternate, and direct the City Clerk’s Office to notify the Mid-Kaweah GSA of the appointment. [M. Hermann]
Council Action: Councilmember Sigala pulled this item to provide comment. It was moved by Councilmember Mederos, seconded by Councilmember Harrell, City Council Meeting Minutes May 2, 2023
City of Tulare Page 3
and carried 4 to 1 (Councilmember Sigala voting no) to approve the item as present.

9. PUBLIC HEARINGS

9.1 Proposed Annual Action Plan for Fiscal Year 2023.

Recommended Action: Adopt resolution as presented approving Community Development Block Grant (CDBG) Annual Action Plan (APP) to allocate approximately $427,000 to public infrastructure and facility improvements, $110,300 to services for people experiencing homelessness, $112,400 to affordable housing preservation, and $120,000 to CDBG program administration and fair housing activities; and authorize the City Manager or their designee to submit the same to HUD on behalf of the City of Tulare.

Presented By: Housing and Grants Specialist Gladys Avitia Public Comment: The public hearing was opened at 8:00 p.m. Receiving no public comment, the public hearing was closed at 8:04 p.m.

Council Action: It was moved by Councilmember Sigala, seconded by Councilmember Mederos, and unanimously carried to approve Table 3 from the staff report in regard to the Public Infrastructure and Facilities, Affordable Housing, and Program Administration and Planning items. Vice Mayor Isherwood expressed a business conflict of interest in regard to the Public Services portion and left the dais. It was moved by Councilmember Sigala, seconded by Councilmember Mederos, and carried 4 to 0 (Vice Mayor Isherwood recused due to a business conflict) to approve Table 3 from the staff report in regard to the Public Services item. Vice Mayor Isherwood returned to the dais. It was moved by Councilmember Mederos, seconded by Councilmember Sigala, and unanimously carried to adopt the resolution as presented.

10. GENERAL BUSINESS

10.1 City Council Challenge Coins.

Recommended Action: Approve the design for Council challenge coins and payment of $4,387.94 to Point Emblems for 500 coins, distributing the cost equally among each councilmember’s Community Improvement Fund.

Presented By: Police Chief Fred Ynclan
Public Comment: None
Council Action: It was moved by Councilmember Harrell, seconded by Councilmember Mederos, and unanimously carried to approve the item as presented.

10.2 Temporary Encampment Meal Delivery Contract.

Recommended Action: Authorize the City Manager to execute a contact with Salt + Light for meal delivery service to the temporary encampment for $400 a week, subject only to minor conforming and clarifying changes acceptable to the City Attorney and City Manager.

Presented By: City Manager Marc Mondell and Mayor Sayre Public Comment: None
Council Action: It was moved by Councilmember Sayre, seconded by Councilmember Mederos, and unanimously carried to approve the item as presented.

City Council Meeting Minutes May 2, 2023
City of Tulare Page 4

11. FUTURE AGENDA ITEMS - None Submitted

12. STAFF UPDATES
Staff provided updates on department activities.

13. ADJOURNMENT
The regular meeting was adjourned at 8:57 p.m.

Approved by Council: May 16, 2023

TERRY A. SAYRE, MAYOR
ATTEST:

MARC MONDELL, CITY CLERK
__________________________________
By Melissa Hermann, Chief Deputy City Clerk
Staff Report
Meeting: City Council
Date: May 16, 2023
Department: Fire
Submitted by: Michael Ott, Fire Chief
Agenda Title: Contingent Approval to Hire 12 New Firefighter Personnel

RECOMMENDED ACTION
Contingently approve 12 new Fire Department personnel and accept the Federal Emergency Management Agency (FEMA) Staffing for Adequate Fire and Emergency Response (SAFER) grant for Fiscal Year 2022 in the amount of $3,834,867.72.

SUMMARY
The intent of this staff report is to get pre-approval to commence the hiring process for 12 new positions directly upon notification of award and accept the FEMA SAFER Grant for Fiscal Year 2022 in the amount of $3,834,867.72. This will allow the Fire and Human Resources Departments to work through the selection process, background, individual medical evaluation, and finalize the hiring within the 180-day limit. Additionally, this will help maximize the use of the federal grant.

It will aid the department in becoming more aligned with National Fire Protection Association (NFPA) 1710 Standard for the Organization and Deployment of Fire Suppression Operations, Emergency Medical Operations, and Special Operations to the Public by Career Fire Departments, which in turn, will lower the risk to firefighters operating on emergency scenes and provide a high level of safety to the community.

The FEMA SAFER grant, if awarded, will provide 100% federal funded salary and benefits for 12 new personnel for a period of up to three years from the date of award. There is a 180-day recruitment period allowed and then the funding starts immediately after. The anticipated award date of the FEMA SAFER Grant is no sooner than June 2, 2023 and no later than September 30, 2023.

FISCAL IMPACT & FUNDING SOURCE(S)
Initial funding for the first three years will be from the Federal Government. After three years, it will be determined by the City whether or not to continue funding for salary and benefits of the 12 personnel using General Fund appropriation into account 001-4230.

LEGAL REVIEW
This item does not require legal review.

ALTERNATIVE ACTION

1. Approve with changes – Delay hiring the 12 new personnel until a later date.

2. Deny – Reject the FEMAS SAFER grant funding in the amount of $3,834,867.72 Item #: 13.3
Consent

13.3 Consent Page 1

3. Table – Wait until the FEMA SAFER grant is awarded, which will slow the hiring process and could hamper our ability to meet the 180-day hiring window.

ATTACHMENTS
None
Reviewed/Approved:

13.3 Consent Page 2
Staff Report
Meeting: City Council
Date: May 16, 2023
Department: Human Resources
Submitted by: Janice Avila, Human Resources Director
Agenda Title: Relief from Claim Filing Statute and Rejection of Claim for Chase Reif

RECOMMENDED ACTION
Grant approval for the Application for Leave to Present Late Claim on behalf of Chase Reif, a minor, by and through his guardian ad litem Kelsi Reif pursuant to Government Code §911.4; and Reject liability claim filed against the City of Tulare on April 26, 2023, by Attorney Jeffrey A. Clause on behalf of Chase Reif, claim number FR101235.

SUMMARY
Application for Leave to Present Late Claim
On April 26, 2023, the City was served with an application for leave to present late claim by Chase Reif pursuant to Government Code §911.4. Chase Reif is a minor, born on January 7, 2016, who alleges injuries when he was riding on a dirt biking track located at the Tulare MX Cycle Park (Cycle Park), 2300 W. Paige Avenue in Tulare on April 27, 2022. A claim was not presented within the 6-month period provided by Government Code Section §911.2(a). The failure to present this claim within the 6-month period specified by Government Code §911.2(a) was due to claimant Chase Reif’s minority status during the entire claim presentation period.

Government Code 911.6(b)(2) specifies that the board (Council) shall grant a late claim application where “the person who sustained the alleged injury, damage, or loss was a minor during all of the time specified in Section 911.2 for the presentation of the claim.” Claimant Chase Reif was six at the time of the accident and has thus been a minor at all times since the accrual of the cause of action on April 27, 2022.

Rejection of Liability Claim Filed
If the late claim application is approved as recommended, the Council should then consider the claim for liability filed by Chase Reif. The claim alleges that “the City maintained a dangerous condition of public property at a dirt bike track which caused Chase Reif to sustain a traumatic brain injury.” The amount of money claimant is seeking was listed as “exceeds $35,000; Unlimited Civil Case.”
The claim has been filed with the Central San Joaquin Valley Risk Management Authority (RMA) who conducted a preliminary review of the claim. While the City owns the property at 2300 W. Paige Avenue, the operation and maintenance of the Cycle Park is leased. On January 1, 2019, the City entered into a 5-year lease agreement with Temmerman Corp. (Lessee) for the maintenance, improvements, and operations of the Cycle Park. The Lease Agreement was made with the express condition that the Lessee shall not hold the City liable for any loss, damage, or injury of any kind whatsoever (Page 7, Section 14 of Lease Agreement). In this case, any liability would rest with the Lessee, not the City. The RMA will tender this claim to the Lessee and has recommended that the claim be rejected, and staff be directed to notify the claimant through a Notice of Rejection of Claim.

Item #: 13.4
Consent

13.4 Consent Page 1

FISCAL IMPACT & FUNDING SOURCE(S)
There is no fiscal impact associated with this action.

LEGAL REVIEW
This item was reviewed by the City Attorney’s Office.

ALTERNATIVE ACTION

1. Approve with changes

2. Deny

3. Table

ATTACHMENTS

1. Claim

2. Lease Agreement with Temmerman Corp.

Reviewed/Approved:

13.4 Consent Page 2

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Staff Report
Meeting: City Council
Date: May 16, 2023
Department: Engineering Services - Engineering
Submitted by: City Engineer Michael Miller
Agenda Title: K-9 Bane Dog Park Project and Design Services Contract

RECOMMENDED ACTION
Approve the project scope and budget for City Project PK0037, “K-9 Bane Dog Park”; authorize the City Manager to sign a contract with 4Creeks of Visalia, CA in an amount not to exceed $78,200 for topographic surveying, utility coordination, design, bidding and construction support services for Project PK0037; and authorize the City Manager or designee to approve contract change orders in an amount not to exceed 10% ($7,820) of the contract award amount.

SUMMARY
On November 15, 2022, Council accepted the recommendation of the Tulare Parks and Recreation Commission and authorized the allocation of $466,000 in Park Development Impact Fee funds for the design and construction of the “K-9 Bane Dog Park” on City-owned property located along the north side of the Santa Fe Trail between N and O Streets. The project has been designated as City Project # PK0037 and would include construction of public improvements along the property’s frontages on N Street and O Street, construction of a small public parking lot, perimeter fencing for separate small and large dog areas, installation of lighting, landscaping and irrigation improvements, and related amenities. Construction costs have preliminarily been estimated at $373,000.

A Request for Qualifications (RFQ) for On-Call Architectural and Landscape Architecture Consultants was issued on April 5, 2022. Three (3) firms submitted all the necessary information to be considered for inclusion in a list of pre-approved consultants to provide these services. The proposals were reviewed and rated in accordance with the consultant selection procedures identified in the RFQ, and all the submitting firms were recommended for inclusion on the list of prequalified general engineering and land surveying consultants. On June 7, 2022, the City Council approved this list of (3) consultants. 4Creeks of Visalia, CA is included on the list of pre-qualified on-call Architecture and Landscape Architecture consultants and demonstrated in their proposal that they have the skills, expertise, and resources available to meet the City’s needs and timeframe to complete the design of this project. 4Creeks has proposed to perform the necessary work for $78,200.

The proposed cost is in line with industry standards and falls within the amount budgeted for this work on this project.

FISCAL IMPACT & FUNDING SOURCE(S)
Funding in the amount of $466,000 from the Parks & Recreation DIF fund (Fund 390) has been allocated for Project # PK0037.

Item #: 13.5
Consent

13.5 Consent Page 1

LEGAL REVIEW
The proposed professional services contract between the City and 4Creeks will be reviewed and approved as to form by the City Attorney.

ALTERNATIVE ACTION

1. Approve with changes – Proposed changes to the scope of work, conditions impacting the consultant’s proposal, or changes to the proposed contract would require staff to negotiate with the consultant.

2. Deny – Not approving the contract or project scope and budget would halt progress towards the construction of the K-9 Bane Dog Park.

3. Table – A delay in the City approving the proposed contract or project scope and budget could result in the need to re-negotiate the proposal submitted by the consultant, which could result in an increase to their proposed fees.

ATTACHMENTS

1. 4Creeks Scope of Services and Proposal

2. Project Sheet for Project PK0037
Reviewed/Approved:

13.5 Consent Page 2

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Prior Years
Remaining
Year 2023/2024 2024/2025 2025/2026 2026/2027 2027/2028
Costs Description
010 - Conceptual $0 $0 $0 $0 $0 $0 $0 $0 $0
020 - Preliminary Design $0 $0 $0 $0 $0 $0 $0 $0 $0
030 - Environmental $0 $0 $3,000 $0 $0 $0 $0 $3,000 $0
040 - Final Design $0 $90,000 $0 $0 $0 $0 $0 $90,000 $0 0202 - Professional Services/Consultant $0 $78,200 $0 $0 $0 $0 $0 $78,200 $0 0991 - Parks Staff Time $0 $1,500 $0 $0 $0 $0 $0 $1,500 $0 0996 - Project Management Staff Time $0 $1,500 $0 $0 $0 $0 $0 $1,500 $0 0998 - Development Services Staff Time $0 $980 $0 $0 $0 $0 $0 $980 $0 0999 - Contingency $0 $7,820 $0 $0 $0 $0 $0 $7,820 $0
050 - Construct/Implement $0 $0 $373,000 $0 $0 $0 $0 $373,000 $0 0202 - Engineering $0 $0 $3,000 $0 $0 $0 $0 $3,000 $0
0203 - Construction Management $0 $0 $25,000 $0 $0 $0 $0 $25,000 $0 0225 - Labor Compliance $0 $0 $3,000 $0 $0 $0 $0 $3,000 $0 0231 - Property Surveys & Testing $0 $0 $6,000 $0 $0 $0 $0 $6,000 $0 0601 - Construction Costs $0 $0 $300,000 $0 $0 $0 $0 $300,000 $0 0991 - Parks Staff Time $0 $0 $3,000 $0 $0 $0 $0 $3,000 $0 0996 - Project Management Time $0 $0 $1,500 $0 $0 $0 $0 $1,500 $0 0998 - Development Services Time $0 $0 $1,500 $0 $0 $0 $0 $1,500 $0 0999 - Contingency $0 $0 $30,000 $0 $0 $0 $0 $30,000 $0 060 - Closeout $0 $0 $0 $0 $0 $0 $0 $0 $0
Total Costs: $0 $90,000 $376,000 $0 $0 $0 $0 $466,000 $0 KEY POINTS:

Additional annual maintenance costs associated with the new facility will be incurred.

Fiscal Year
Total Unfunded
PROJECT STATUS:

PROJECTED START DATE:

FUTURE M & O:
(Additional Cost & Department Responsibility)
PROJECTED END DATE:

CATEGORIES (1-5):
6/1/2023
Underway
Criteria 5: Project extends an existing City Program or function to meet the Council's vision and explicit direction.
6/30/2024
K-9 Bane Dog Park
(Capital)
PROJECT #: PK0037
2023 - 2028 CIP Parks
(Capital)
PROJECT MANAGER:

PROJECT DESCRIPTION & PURPOSE:

Jason Glick
Construct a new dog park on vacant, City-owned property along the north side of the Santa Fe Trail between "N" Street and "O" Street, including fencing, lighting, landscaping & irrigation, street frontage imporvements and a parking lot.

District(s): 1,2,3,4,5

13.5 Consent Page 8 ATTACHMENT 2
Funding Sources
Fund 390 - Parks DIF Fund $466,000 $0 $0 $0 $0 $0 $0 $466,000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Total Funding: $466,000 $0 $0 $0 $0 $0 $0 $466,000 $0
G/L #'s:

Notes:

13.5 Consent Page 9
Staff Report
Meeting: City Council
Date: May 16, 2023
Department: Engineering Services - Engineering
Submitted by: City Engineer Michael Miller
Agenda Title: Tesori-Bella Oaks Improvements Project and Design Services Contract

RECOMMENDED ACTION
Approve the project scope and budget for City Project EN0101, “Tesori-Bella Oaks Improvements”; authorize the City Manager to sign a contract with 4Creeks of Visalia, CA in an amount not to exceed $96,000 for topographic surveying, utility coordination, design, permitting, bidding and construction support services for Project EN0101; and authorize the City Manager or designee to approve contract change orders in an amount not to exceed 10% ($9,600) of the contract award amount.

SUMMARY
The City of Tulare entered into a subdivision improvement agreement in 2008 for the Bella Oaks subdivision with Great Valley Builders, Inc. and Hidden Oak Development Company, Inc. (Developer). The City also entered into a subdivision improvement agreement in 2010 for the Tesori subdivision with Del Lago Place, LLC (Developer). The Developers were required by the agreements to complete all necessary subdivision improvements which were secured by performance bonds through the International Fidelity Insurance Company (Insurer).

For various reasons, some of the work associated with each subdivision was not completed.

The Del Lago Place, LLC agreement was amended and extended several times over the years. In 2019, the City provided the Developer with a list of incomplete items, and in 2020, the City declared the Developer in default and made a claim against the performance bond.

Litigation ensued, resulting in court ordered mediation, the outcome of which was a settlement agreement.

Item #: 13.6
Consent

13.6 Consent Page 1
To complete the aforementioned improvements, updated improvement plans and specifications will need to be prepared. Utility coordination will be required for the relocation and undergrounding of overhead utility lines. Approval and permitting by Caltrans will also be required due to Mooney Boulevard’s designation as State Highway 63.

A Request for Qualifications (RFQ) for On-Call Engineering and Land Surveying Consultants was issued on October 20, 2020. Ten (10) firms submitted all the necessary information to be considered for inclusion in a list of pre-approved consultants to provide these services. The proposals were reviewed and rated in accordance with the consultant selection procedures identified in the RFQ, and the top six (6) firms were recommended for inclusion on the list of prequalified general engineering and land surveying consultants. On December 15, 2020, the City Council approved this list of six (6) consultants. 4 Creeks of Visalia, CA is included on the list of pre-qualified on-call Engineering consultants and demonstrated in their proposal that they have the skills, expertise and resources available to meet the City’s needs and timeframe to complete the design of this project. 4Creeks has proposed to perform the necessary work for $96,000. The proposed cost is in line with industry standards and has been included in the proposed project scope and budget.

FISCAL IMPACT & FUNDING SOURCE(S)
The source of funds for the proposed contract with 4Creeks will be the balance of funds received by the City as a result of the settlement agreement with the Developers of the Tesori and Bella Oaks subdivisions.

LEGAL REVIEW
The proposed professional services contract between the City and 4Creeks will be reviewed and approved as to form by the City Attorney.

ALTERNATIVE ACTION

2. Deny – Not approving the contract or project scope and budget would halt progress towards the construction of uncompleted improvements assumed by the City through the settlement agreement with the Developers of the Tesori and Bella Oaks subdivisions.

ATTACHMENTS

1. 4Creeks Scope of Services and Proposal

2. Project Sheet for Project EN0101
Reviewed/Approved:

13.6 Consent Page 2

13.6 Consent Page 3 ATTACHMENT 1

13.6 Consent Page 4

13.6 Consent Page 5

13.6 Consent Page 6

13.6 Consent Page 7

13.6 Consent Page 8
Prior Years
Remaining
Year 2023/2024 2024/2025 2025/2026 2026/2027 2027/2028
Costs Description
010 - Conceptual $0 $0 $0 $0 $0 $0 $0 $0 $0
020 - Preliminary Design $0 $0 $0 $0 $0 $0 $0 $0 $0
030 - Environmental $0 $0 $0 $0 $0 $0 $0 $0 $0
0206 - Environmental $0 $0 $0 $0 $0 $0 $0 $0 $0
0998 - Development Services Time $0 $0 $0 $0 $0 $0 $0 $0 $0 040 - Final Design $0 $0 $100,000 $0 $0 $0 $0 $100,000 $0 0200 - Professional Services/Consultant $0 $0 $96,000 $0 $0 $0 $0 $96,000 $0 0996 - Project Management Time $0 $0 $4,000 $0 $0 $0 $0 $4,000 $0 050 - Construct/Impliment $0 $0 $0 $3,147,500 $0 $0 $0 $3,147,500 $0 0101 - Copies & Printing $0 $0 $0 $0 $0 $0 $0 $0 $0
0202 - Engineering $0 $0 $0 $20,000 $0 $0 $0 $20,000 $0 0204 - Construction Inspection $0 $0 $0 $187,500 $0 $0 $0 $187,500 $0 0205 - Labor Compliance $0 $0 $0 $25,000 $0 $0 $0 $25,000 $0 0224 - Surveyor $0 $0 $0 $50,000 $0 $0 $0 $50,000 $0
0600 - Construction/Labor & Materials $0 $0 $0 $2,500,000 $0 $0 $0 $2,500,000 $0 0612 - Materials Testing $0 $0 $0 $62,500 $0 $0 $0 $62,500 $0 0996 - Project Management Time $0 $0 $0 $50,000 $0 $0 $0 $50,000 $0 0998 - Development Services Time $0 $0 $0 $2,500 $0 $0 $0 $2,500 $0 0999 - Contingency $0 $0 $0 $250,000 $0 $0 $0 $250,000 $0 060 - Close Out $0 $0 $0 $0 $0 $0 $0 $0 $0
Total Costs: $0 $0 $100,000 $3,147,500 $0 $0 $0 $3,247,500 $0 6/30/2025
FUTURE M & O:
(Additional Cost & Department Responsibility)
N/A
5 Total Unfunded
Fiscal Year
PROJECT DESCRIPTION & PURPOSE: Completion of public works improvements associated with the Tesori and Bella Oaks subdivisions, including Mooney Boulevard (SR 63) improvements across project frontages.

KEY POINTS: Critical Utility Infrastructure Improvements; Traffic safety; Relief from potential liability concerns; Compliance to the American Disabilities Act.

PROJECT STATUS: Underway
CRITERIA (1-8): Criteria 7: Project addresses regulatory, safety, or environmental requirements that could threaten in whole or in part the City's ability to operate a core program or function at some future time if not replaced or repaired.

PROJECTED END DATE:

Transportation
PROJECT #:
(Capital)
Tesori-Bella Oaks Improvements
2023 - 2028 CIP
(Capital)
District(s):

EN0101
PROJECT MANAGER: Michael Miller
PROJECTED START DATE: 7/1/2023

13.6 Consent Page 9 ATTACHMENT 2
Funding Sources
Fund 245 - State Highway DIF Fund $0 $0 $0 $60,500 $0 $0 $0 $60,500 $0 Fund 601 - Other General Fund CIP $0 $0 $0 $2,287,000 $0 $0 $0 $2,287,000 $0 Fund ??? - Nunley Settlement $0 $0 $900,000 $0 $0 $0 $0 $900,000 $0 $0 $0
Total Funding: $0 $0 $900,000 $2,347,500 $0 $0 $0 $3,247,500 $0 G/L #'s:

Notes: Approved by TMT on 3/25/2021. EN2021-1B.

13.6 Consent Page 10
Staff Report
Meeting: City Council
Date: May 16, 2023
Department: Engineering Services - Engineering
Submitted by: City Engineer Michael Miller
Agenda Title: Project List for 2023/24 SB1 Funded Projects

RECOMMENDED ACTION
Receive a list of proposed projects to be funded through Senate Bill No. 1 (SB1) revenues and adopt a resolution which includes the 2023/24 Road Maintenance and Rehabilitation Account (RMRA) funds in the City’s 2023/24 Capital Improvements Projects program budget and identifies a list of proposed projects that will utilize those funds.

SUMMARY
Senate Bill No. 1 (SB1) was approved by the Governor and filed with the Secretary of State on April 28, 2017. This bill created the Road Maintenance and Rehabilitation Program to address deferred maintenance on the state’s highway system as well as local street and road systems.

Funds generated include the Road Maintenance and Rehabilitation Account (RMRA), which resides in the State Transportation Fund.

The California Transportation Commission (CTC) formally adopted the SB1 Local Streets and Roads (LSR) Annual Reporting Guidelines on August 16, 2017. The guidelines outline the process for cities and counties to annually submit their project lists and expenditure reports to the CTC to establish eligibility for receiving SB1 funds. These revenues were programed into the approved 2021/26 Capital Improvements Project program. The approval of the project list is intended to secure the City’s allocation of SB1 funding and does not preclude the City from modifying the list. Actual expenditures will be tracked and reported according to the SB1 reporting guidelines.

FISCAL IMPACT & FUNDING SOURCE(S)
SB1 funding for fiscal year is projected to be in the amount of $1,717,117.

LEGAL REVIEW
This item does not require legal review.

ALTERNATIVE ACTION

1. Approve with changes – Proposed changes to the draft Resolution could be incorporated into Council’s approval action.

2. Deny – Not approving a Resolution adopting a project list would jeopardize the City’s ability to utilize its allotment of SB1 revenues for street improvement projects in fiscal year 2023/2024.

3. Table – A delay in the City approving a Resolution adopting a project list would result in the City failing to meet established timelines for submittal to the State, which could result in the loss of its fiscal year 2023/2024 allotment of SB1 funding.

Item #: 13.7
Consent

13.7 Consent Page 1

ATTACHMENTS

1. Resolution
Reviewed/Approved:

13.7 Consent Page 2
RESOLUTION 2023-XX

A RESOLUTION OF THE COUNCIL OF THE CITY OF TULARE
ADOPTING A LIST OF PROJECTS FOR FISCAL YEAR 2023/24 FUNDED BY SB1:

THE ROAD REPAIR AND ACCOUNTABILITY ACT OF 2017
WHEREAS, Senate Bill 1 (SB1), the Road Repair and Accountability Act of 2017 (Chapter 5, Statutes of 2017) was passed by the Legislature and Signed into law by the Governor in April 2017 to address the significant multi-modal transportation funding shortfalls statewide; and
WHEREAS, SB1 includes accountability and transparency provisions that will ensure the residents of our City are aware of the projects proposed for funding in our community and which projects have been completed each fiscal year; and WHEREAS, the City of Tulare must adopt by resolution a list of projects proposed to receive fiscal year funding from the Road Maintenance and Rehabilitation Account (RMRA), created by SB1, which must include a description and the location of each proposed project, a proposed schedule for the project’s completion, and the estimated useful life of the improvement; and
WHEREAS, the City of Tulare, will receive an estimated $1,717,117 in RMRA funding in Fiscal Year 2023-24 from SB1; and
WHEREAS, this is the seventh year in which the City of Tulare is receiving SB1 funding and will enable the City of Tulare to continue essential road maintenance and rehabilitation projects, safety improvements, repairing and replacing aging bridges, and increasing access and mobility options for the traveling public that would not have otherwise been possible without SB1; and
WHEREAS, the City of Tulare has undergone a robust public process to ensure public input into our community’s transportation priorities/the project list; and WHEREAS, the City of Tulare used a Pavement Management System to develop the SB1 project list to ensure revenues are being used on the most high-priority and cost-effective projects that also meet the community’s priorities for transportation investment; and
WHEREAS, the funding from SB1 will help the City of Tulare maintain and rehabilitate and streets and transportation infrastructure throughout the City this year and similar projects into the future; and
WHEREAS, the 2018 California Statewide Local Streets and Roads Needs Assessment found that the City’s streets and roads are in an “at-risk” condition and this revenue will help us increase the overall quality of our road system and over the next decade will bring our streets and roads into a “good” condition; and

13.7 Consent Page 3 ATTACHMENT 1
WHEREAS, the SB1 project list and overall investment in our local streets and roads infrastructure with a focus on basic maintenance and safety, investing in complete streets infrastructure, and using cutting-edge technology, materials and practices, will have significant positive co-benefits statewide.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Tulare, as follows, to wit:

Section 1. The foregoing recitals are true and correct.

Section 2. The attached list of newly proposed projects (Exhibit A) will be funded in-part or solely with Fiscal Year 2023/24 Road Maintenance and Rehabilitation Account revenues.

Section 3. The attached list of previously proposed and adopted projects (Exhibit B) may also utilize Fiscal Year 2023/24 Road Maintenance and Rehabilitation Account revenues in their delivery. With the relisting of these projects in the adopted fiscal year resolution, the City is reaffirming to the public and the State our intent to fund these projects with Road Maintenance and Rehabilitation Account revenues.

PASSED, APPROVED, AND ADOPTED on this 16th day of May 2023.

TERRY A. SAYRE, MAYOR
ATTEST:

MARC MONDELL, CITY CLERK
By Melissa Hermann, Chief Deputy City Clerk

13.7 Consent Page 4

EXHIBIT A
Newly Proposed Projects
Project Title: Various Streets Northeast of Tulare Avenue and Dayton Street Description: Pavement Management System / Utility project to design the reconstruction of various streets northeast of Tulare Avenue and Dayton Street. Includes ADA Concrete work and Surface Water facilities.

Project Location: Academy Avenue between Dayton Street and Laspina Street; Stanley Drive between Lane Street and Academy Avenue; La Mesa Avenue between Dayton Street and Spruce Street; Burton Avenue east of Lane Street; Miracle Court; Dayton Street between Tulare Avenue and La Mesa Avenue; Lane Street between Tulare Avenue and Burton Avenue; and Canby Street between Tulare Avenue and the Santa Fe Trail.

Estimated Project Schedule: Start (07/22) – Completion (06/24) Estimated Useful Project Life: 25 years
Project Title: Various Streets Northeast of Tulare Avenue and Canby Street Description: Pavement Management System / Utility project to design the reconstruction of various streets northeast of Tulare Avenue and Canby Street. Includes ADA Concrete work and Surface Water facilities.

Project Location: Tulare Avenue/Cheryl Lane Alley between Canby Street and Mt. View Street; Cheryl Lane at Laspina Street; Academy Avenue between Laspina Street and Mt. View Street; Burton Avenue west of Laspina to east of Mt. View Street; Eastgate Avenue west of Laspina Street to Mt.

View Street; Vineland Avenue between Laspina Street and Mt. View Street; and Fairwind Court at Vineland Avenue.

Estimated Project Schedule: Start (07/22) – Completion (06/24) Estimated Useful Project Life: 25 years

13.7 Consent Page 5

EXHIBIT B
Previously Proposed and Adopted Projects
Project Title: Pratt Street Improvements
Description: Pavement Management System project to design and reconstruct Pratt Street between Bardsley Avenue and Inyo Avenue (SR137). Includes ADA Concrete work and Surface Water facilities.

Project Location: Pratt Street between Bardsley Avenue and Inyo Avenue (SR137) Estimated Project Schedule: Start (07/20) – Completion (08/23) Estimated Useful Project Life: 25 years
Project Title: Cross Avenue Improvements
Description: Pavement Management System project to design and reconstruct Cross Avenue between West Tulare Avenue and West Street. Includes ADA Concrete work, ADA traffic signal improvements as well as Surface Water infrastructure improvements.

Project Location: Cross Avenue between West Tulare Avenue and West Street.

Estimated Project Schedule: Start (07/19) – Completion (06/24) Estimated Useful Project Life: 25 years
Project Title: Elliott Tract Improvements
Description: Pavement Management System project to reconstruct streets within the existing Elliott Tract. Includes ADA Concrete work and Surface Water infrastructure improvements.

Project Location: Owens Avenue between West Street and Santa Clara Street; Los Angeles Street between Bardsley Avenue and Owens Avenue; Elm Avenue between West Street and Sacramento Street; Santa Clara Street between Bardsley Avenue and Inyo Avenue.

Estimated Project Schedule: Start (07/21) – Completion (08/23) Estimated Useful Project Life: 25 years

13.7 Consent Page 6
Project Title: Apricot and Academy Improvements
Description: Pavement Management System / Utility project to design and reconstruct Apricot Avenue between O Street and Blackstone Street, and between San Joaquin Avenue and the Santa Fe Trail. Includes ADA Concrete work and Surface Water facilities.

Project Location: Apricot Avenue between Gem Street and Blackstone Street; Academy Avenue between Gem Street and Blackstone Street; Pine Drive between Academy Avenue and Highland Street; La Mesa Drive between Academy Avenue and Blackstone Street; Gem Street between San Joaquin Avenue and Academy Avenue; Highland Street between San Joaquin Avenue and the Santa Fe Trail; and Olympic Court at Apricot Avenue.

Estimated Project Schedule: Start (07/21) – Completion (06/24) Estimated Useful Project Life: 25 years
Project Title: Sycamore and San Joaquin Improvements
Description: Pavement Management System project to design and reconstruct streets between O Street and Blackstone Street, and between Tulare Avenue and San Joaquin Avenue. Includes ADA Concrete work and Surface Water infrastructure improvements.

Project Location: King Avenue between O Street and Cherry Street; Sycamore Avenue between Cherry Street and Blackstone Street; San Joaquin Avenue between O Street and Blackstone Street; Madden Street between Tulare Avenue and King Street; Delwood Street between Sycamore Avenue and San Joaquin Avenue; and Highland Street between Tulare Avenue and Sycamore Avenue.

Estimated Project Schedule: Start (07/21) – Completion (08/23) Estimated Useful Project Life: 25 years

13.7 Consent Page 7
Staff Report
Meeting: City Council
Date: May 16, 2023
Department: City Manager
Submitted by: Deputy City Clerk/Records Coordinator Maegan Peton Agenda Title: Records Retention Schedule Update

RECOMMENDED ACTION
Adopt a resolution approving the revisions to the City of Tulare Records Retention Schedules.

SUMMARY
On June 18, 2013, the Council approved the City of Tulare Records Retention Schedules (RRS) and Records and Information Management Program (RIM) Policy (“Police”). The City established this program due to the risk of liability issues in retaining records longer than necessary and storage capacity limitations. This program also provides staff with a standardized method to identify, file, retrieve, archive, and destroy records.

Police Department: Currently, there is no series for the Police Department Citizen Complaint Review Board. City staff recommends the following updates:
• Add series 14-12-00, Police Department Citizen Complaint Review Board • Add series 14-12-01, General Information, with an active and total retention of After Review (AR; general records that may have value and assigned to another record series after review or destroyed if no value or legal obligation is found for retaining said record).
• Add the series 14-12-02, Agenda Packets, with an active retention of Current Year plus one (CY+1) and a total required retention as Permanent (P) for reference purposes. • Add the series 14-02-03, Minutes, with a permanent retention required, for reference purposes.

Human Resources Records: In January 2022, Senate Bill 807 changed the requirements for employers to maintain and preserve personnel records. Employers are now required to retain personnel records for applicants and employees for a minimum of four years (up from the previous requirement of two years) (Government Code Section 12946(a)). In an effort to ensure the City’s Records Retention Schedule is in line with State Law, City staff recommends the following updates.

Item #: 13.8
Consent

13.8 Consent Page 1
• Amend series 05-02-07, Unapproved Reclassifications, to add two years to inactive retention for a total retention of After Completion plus four (AC+4) and add legal basis. • Amend series 05-02-08, EEOC Claims, renaming it to EEOC Claims – Employees, to show only hired employees with an active retention of After Termination plus two (AT+2), inactive retention of three years, and total required retention of After Termination plus five (AT+5) which will apply to both non-sworn and sworn employees. • Add series 05-02-12 EEOC Claims – Applicants, for claims filed by those not hired with an active retention of After Completion plus two (AC+2), inactive retention of two years, and total required retention of After Completion plus four (AC+4). This record series will have the same citations and legal basis as 05-02-08.
• Amend series 05-02-09, EDD Claim Forms, to add one year to inactive retention for a total retention of After Termination plus four (AT+4) and add legal basis. • Amend series 05-02-11, Grievances, to add three years to the inactive retention for a total retention of After Termination plus four (AT+5) and add legal basis. • Amend series 05-03-02, Recruitment Files, to add one year to inactive retention for a total retention of After Completion plus 4 (AC+4) and add legal basis. • Amend series 05-03-04, Rejections, to add one year to inactive retention for a total retention of After Completion plus 4 (AC+4) and add legal basis. • Amend series 05-03-05, Background Checks, to separate general and non-sworn employees, sworn employees, and applicants not hired due to having different retention requirements. This would also add seasonal employees and removed 05-03-06 as they have the same retention requirements. Series 05-03-05 will be Background Checks – General, Non-Sworn, and Seasonal Employees with an active retention of After Termination plus three years, one year of inactive retention, and a total required retention at After Termination plus four years.
• Add series 05-03-07, Background Checks – Sworn Employees, for background information for all hired sworn employees with an active and total required retention of Permanent.
• Add series 05-03-08, Background Checks – Applicants, for background information for applicants not hired with an active retention of After Completion plus two years, two years of inactive retention, and a total required retention of After Completion plus four years.

FISCAL IMPACT & FUNDING SOURCE(S)
There is no fiscal impact associated with this action.

LEGAL REVIEW
The City Attorney has reviewed the updates to ensure that they conform to legal requirements.

ALTERNATIVE ACTION

1. Approve with changes

2. Deny

3. Table

ATTACHMENTS

1. Resolution
Reviewed/Approved:

13.8 Consent Page 2
RESOLUTION 2023-XX

A RESOLUTION OF THE COUNCIL OF THE CITY OF TULARE

AMENDING THE CITY OF TULARE RECORDS RETENTION SCHEDULES WHEREAS, Section 34090 et. seq. of the Government Code of the State of California provides a procedure whereby certain public records which have served their purpose and are no longer required may be destroyed, and the destruction of said records will not interfere with the services and functions of the City; and WHEREAS, the keeping of certain records is not necessary nor legally required after the passage of certain periods of time for the effective and efficient operation of the City of Tulare; and
WHEREAS, the City Council adopted Resolution 13-33, approving the City’s Records Retention Schedules, and subsequently adopted Resolution 19-06 rescinding Resolution 13-33 and approving the revised Records Retention Schedules; and WHEREAS, periodically, updates to the City’s approved Records Retention Schedules is required due to new records being introduced and changes in requirements from legislation; and
WHEREAS, the most recent update to the City’s Records Retention Schedule occurred on May 18, 2021, with the adoption of Resolution 2021-15 which provided minor revisions; and
WHEREAS, staff has reviewed the Records Retention Schedule and identified a number of Record Series that require updating as well as the need to add Record Series that were not previously included; and
WHEREAS, it has been determined that the City of Tulare Records Retention Schedules comply with Federal and State statutes and generally accepted records management practices for the retention and destruction of City records.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Tulare, as follows, to wit:

Section 1. The amended Record Series as presented in Exhibit A are hereby approved and incorporated in the City’s Records Retention Schedules.

PASSED, APPROVED, AND ADOPTED on this 16th day of May 2023.

TERRY A. SAYRE, MAYOR
ATTEST:

MARC MONDELL, CITY CLERK
By Melissa Hermann, Chief Deputy City Clerk
ATTACHMENT 1
Series Code Series Name Description Office of
Record
Special
Attributes
Media
Format
Active
Retention
Inactive
Retention
Total
Required
Retention
Citations & Legal Basis
05-02-07 Unapproved Reclassifications Unapproved reclassifications are maintained with the quarterly organizational changes. May include salary survey information. *Approved reclassifications are maintained in the employee file.

HR C PA AC+2 2 AC+4 GC 34090: 2 year minimum
GC 12946: 2 years after completion/position filled
GC 12946(a): 4 years for personnel records
29 CFR 516.6(2): 2 years for wage rate tables, etc.
29 CFR 1602.14: 1 year after action/change
05-02-08 EEOC Claims - Employees Includes non-sworn and sworn employees. HR PA AT+2 3 AT+5 GC 34090: 2 year minimum GC 12946: Until complaint and appeals are resolved
GC 12946(a): 4 years for personnel records
29 CFR 1602.14: Until final disposition, approx. 18 months 29 USC 211c: Maintain records per regulations
State of CA Guidelines: 2 years after termination for general employees, 5 years after termination for safety employees 05-02-09 EDD Claim Forms Maintained in a binder chronologically. HR PA AT+3 1 AT+4 GC 12946: 2 years after completion GC 12946(a): 4 years for personnel records
29 CFR 516.2: Maintain, indefinite
29 CFR 1602.14: 1 year after action/change
29 USC 211c: Maintain, indefinite
29 USC 203m: Definitions
29 USC 207g: Definitions
State of CA Guidelines: 3 years after termination/separation for unemployment records
05-02-11 Grievances Includes non-sworn and sworn employees. HR PA AT+2 3 AT+5 GC 12946: 2 years after completion GC 12946(a): 4 years for personnel records
29 CFR 1602.14: 1 year after action/change
29 USC 211c: Maintain, indefinite
29 USC 203m: Definitions
29 USC 207g: Definitions
State of CA Guidelines: 2 years after termination for general employees, 5 years after termination for safety employees 05-02-12 EEOC Claims - Applicants Includes claims by applicants who were not hired. HR PA AC+2 2 AC+4 GC 34090: 2 year minimum GC 12946: Until complaint and appeals are resolved
GC 12946(a): 4 years for personnel records
29 CFR 1602.14: Until final disposition, approx. 18 months 29 USC 211c: Maintain records per regulations
05-03-02 Recruitment File Includes job flyers and announcements, practical test and assessment centers, oral board, eligibility lists, applications, recruitment response letters and general correspondence relating to the recruitment.

HR PA AC+3 1 AC+4 GC 12946: 2 years after completion/position filled GC 12946(a): 4 years for personnel records
29 CFR 1602.14: 1 year after position filled
29 CFR 1627.3: 1 year after position filled
State of CA Guidelines: 3 years after completion/position filled 05-03-04 Rejections Non-selected applicants HR EL AC+3 1 AC+4 GC 12946: 2 years after completion/position filled GC 12946(a): 4 years for personnel records
29 CFR 1602.14: 1 year after position filled
29 CFR 1627.3: 1 year after position filled
State of CA Guidelines: 3 years after completion/position filled 05-03-05 Background Checks - General, Non-Sworn
Employees, and Seasonal
Includes DOJ fingerprinting and other background checks for hired general, non-sworn, and seasonal employees. Provided by an outside service and returned electronically for maintenance. DOJ information is maintained in paper form in the employee file.

HR C EL AT+3 AT+4 GC 34090: 2 year minimum
GC 12946(a): 4 years for personnel records
State of CA Guidelines: 3 years after termination/separation for hired general employees, Permanent for hired Safety Personnel; 2 years after position closes for Safety Personnel not hired.

AA - After Audit; AC - After Completion; ACT - While Active; AE - After Expiration; AFP - After Final Payment; AP - After Approval; AR - Annual Review; AT - After Termination; C - Confidential; CM - Current Month; CY - Current Year; EL - Electronic Media; EY - Event Year; H - Historical; IND - Indefinite; LOB/LOV/LOS - Life of Board/Life of Vehicle/Life of System; MX - Mixed Media; P - Permanent; PA - Paper Media; S - After Supersede; V- Vital 1 13.8 Consent Page 4
Series Code Series Name Description Office of
Record
Special
Attributes
Media
Format
Active
Retention
Inactive
Retention
Total
Required
Retention
Citations & Legal Basis
AA - After Audit; AC - After Completion; ACT - While Active; AE - After Expiration; AFP - After Final Payment; AP - After Approval; AR - Annual Review; AT - After Termination; C - Confidential; CM - Current Month; CY - Current Year; EL - Electronic Media; EY - Event Year; H - Historical; IND - Indefinite; LOB/LOV/LOS - Life of Board/Life of Vehicle/Life of System; MX - Mixed Media; P - Permanent; PA - Paper Media; S - After Supersede; V- Vital 05-03-06 Background Checks - Seasonal Includes DOJ fingerprinting for seasonal employees. HR C PA AT+3 AT+3 GC 34090: 2 year minimum State of CA Guidelines: 3 years after termination/separation for hired general employees
05-03-07 Background Checks - Sworn Employees Includes DOJ fingerprinting and other background checks for hired sworn employees. Provided by an outside service and returned electronically for maintenance. DOJ information is maintained in paper form in the employee file.

HR C EL P P GC 34090: 2 year minimum
PC 832.5: 5 years for officer complaints
State of CA Guidelines: 3 years after termination/separation for hired general employees, Permanent for hired Safety Personnel; 2 years after position closes for Safety Personnel not hired.
05-03-08 Background Checks - Applicants Includes DOJ fingerprinting and other background checks for applicants not hired. Provided by an outside service and returned electronically for maintenance.

HR C EL AC+2 2 AC+4 GC 34090: 2 year minimum
GC 12946(a): 4 years for personnel records
State of CA Guidelines: 3 years after termination/separation for hired general employees, Permanent for hired Safety Personnel; 2 years after position closes for Safety Personnel not hired.
05-09-12 Reimbursement Requests from SJVRMA Reimbursement requests. HR PA CY+2 CY+2 GC 34090: 2 year minimum 14-12-00 Police Department Citizen Complaint Review Board 14-12-01 General Information General information for Police Department Citizen Complaint Review Board meetings.

All Depts MX AR AR Administrative Review: Review annually for relevance to a project, inclusion in an associated record series, or creation of a new record series. Keep while current.
14-12-02 Agenda Packets Includes agendas, staff reports, and all supporting documentation for Police Department Citizen Complaint Review Board meetings.

Police MX CY+1 P GC 34090: 2 year minimum
State of CA Guidelines: maintain for current year plus 2 Administrative Decision: Retain permanantly for reference 14-12-03 Minutes Minutes of the Police Department Citizen Complaint Review Board meetings.

Police MX P P GC 34090e: Minutes of governing bodies , Permanent GC 36814: Maintain record of proceedings
GC 40801: Maintain record of proceedings
State of CA Guidelines: Permanent
2 13.8 Consent Page 5
Staff Report
Meeting: City Council
Date: May 16, 2023
Department: Finance
Submitted by: J. Diego Ibanez, Chief Financial Officer
Agenda Title: April 2023 Investments Report

RECOMMENDED ACTION
Accept the monthly investments report for April 2023.

SUMMARY
The investments report for April 2023 is submitted for Council review and acceptance.

FISCAL IMPACT & FUNDING SOURCE(S)
There is no fiscal impact associated with this action.

LEGAL REVIEW
This item does not require legal review.

ALTERNATIVE ACTION

1. Approve with changes

2. Deny

3. Table

ATTACHMENTS

1. April 2023 Investments Report
Reviewed/Approved:

Item #: 13.9
Consent

13.9 Consent Page 1

TYPE OF INVESTMENT

CITY OF TULARE

SUMMARY TREASURER'S REPORT

SUMMARY OF ALL INVESTMENTS
April30,2023
BOOK
VALUE
MARKET
VALUE

CURRENT
YIEI,D

BOOK VALUE
%oF
TOTAL
UNRBSTRICTED INVESTMENTS - SEE PAGE 2 228,615,314 214,042,388 0.6720/o 94.57Yo RBSTRICTED INVESTMENTS - SEB PAGE 3 t3 13s,906 13,135,906 N/A 5.43Yo TOTAL INVESTMENTS 241,751,224 227,178,294 N/A 100.00%
Note: The City's financial statments will report market values, not book values, at June 30 each year I certify that this report reflects all City investments and complies with the investment policy of the City of Tulare as approved by City Council.

Furthermore, I certifo that sufficient investment liquidity and anticipated revenues are available to meet the City's budgeted expenditures for the next six months.

Presented to the City Council on May 16,2023 Presented to the Board of Public Utility Commissioners on May 18,2023 Respectfully submitted, J. Diego lbanez, Chief Financial Ofifcer s ln [z> 1 Date
T:\Finance\lnvestment Reports\2022-2023 lnvestment Reportsuo -April 2023 lnvestment report.xls

13.9 Consent Page 2 ATTACHMENT 1

CITY OF TULARE

SUMMARY TREASURER'S REPORT, CONTINUED

SUMMARY OF UNRESTRICTED INVESTMENTS
April30' 2023

TYPE OF INVESTMENT

ISSUER OF

INVESTMENT
Petty Cash N/A
Checking Account - City Wells Fargo Bank
Local Agency Investment Fund (LAIF) State of California Sub-Total
Fixed Income Investments Various (See page 4-7)
Investments in Safekeeping With BNY Western Trust Company

TOTAL UNRESTRICTED INVESTMENTS
DATES: INTERESTRATES:

ESTIMATED
EARNINGS:

ACQUISITION STATED BOOK VALUE THIS MONTH ANNUAL
MATURITY CURRENTYIELD PARVALUE MARKETVALUE LASTMONTH TI{ISMONTH

UNREALIZED
GAIN/(LOSS):

BOOK
VALUf,
,'t oF
ufiN/A
N/A
N/A
On Demand
Various
On Demand
N/A
None
N/A
None
N/A
N/A
N/A
N/A
N/A
12,900
12,900
35,367,179
35,367,179
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
129,090
I 0,758

0.0lYo
l5.47Yo

15.47%

30.950

69.05yo
100 00%
Balance per bank is $
N/A

0.365%
N/A

0.183%
N/A

0.880%
N/A

0.672Yr
35,367,179
34,969,423
(397 ,7 s6)
(61,973)
70,7 47 ,258
70,349,502
Per BNY WTC
157,868,056
143,692,885
(397,7s6)
(61,973)
(t4,t7 5,r7 l)
(t4,r7 s,r7l)
t29,090
10,758
1,308,760
I 09,063
N/A 228,615,314
214,042,388
(14,s72,926)
(14,237,r44)
1,437,850
l19,82r
* LAIF market values are based on the most cunently available amortized cost information - March 31,2022 0.988753538 - UII: Unrestricted Investments 2 T:\Finance\lnvestment Reports\2022-2023 Investment Reportsu0 -April 2023 lnvestment report.xls

13.9 Consent Page 3

CITY OF TULARE

SUMMARY TREASURER'S REPORT, CONTINUED

SUMMARY OF RESTRICTED INVESTMENTS
April30,2023
STATED
INTEREST RATtr
PAR
VALUE
BOOK
VALUE
MARKET
VALUE

BALANCES
AS.OF
DATE

TYPE OF INVESTMENT ISSUER OF INVESTMENT
Bond Funds (All are Managed by U.S. Bank Trust Except LAIF):
20i8 Lease Revenue and Refunding Bonds (Account No. 244938000) First American Govt Fd U.S. Bank Trust

ACQUISITION
DATE

MATURITY
DATE
Various
Various
I l-15-15
Various
Various
Various
Various
Various
C)n Demand
On Demand
I l-15-25
On Demand
On Demand
On Demand
On Dernand
On Demand
Various
Rcscrve Fund
Various
Various
Rcscruc Fund
t.960%
Rnerue Fund
Various
Various
Various
Various
Various
s.43%
N/A
N/A
N/A
N/A
N/A
N/A
t7
49,321
r0-3t-22
08-31-22
10-
r0-31-22
t0-3t-22
t0-31-22
t0-31-22
3,405,81 l
3,405,81 r
3,405,81 I 10-30-22
3,405,81 I
20 I 5 Sewer Revenue Refunding Bonds (Account No. 26 I 5940000) First American Govt Fd U.S. Bank Trust
First American Govt Fd U.S. Bank Trust
Investment Repuchase GIC Bayerische Landesbank
2016 Sewer Revenue Refunding Bonds (Account No. 23 1687000) U S Bk Mmkt U.S. Bank Trust
2020 Sewer Revenue Refunding Bonds (Account No. 230396000) U S Bk Mmkt U.S. Bank Trust
2017 Water Revenue Bonds (Account No. 219189000)
U S Bk Mmkt U.S. Bank Trust
2020 Water Revenue Bonds (Account No. 250953000)
U S Bk Mmkt U.S. Bank Trust
2017 Successor Agency Tax Allocation Bonds - Series A & B (Account No. 24534600) U S Bk Mmkt U.S. Bank Trust
TOTAL RESTRICTED INVESTMENTS Book Value t% of Total Investments = 5,032,68s
5,082,023
t7
49,321
5,032,685
5,082,023
1,107,100

1.107.100
l, 107, I 00
1, 1 07,1 00
t6,302
--T638
16,302 -----1638
N/A 1,107,100
to7 100
1,1 07,1 00
I,107,100
N/A 648,388 648,388 10-31-22
648,388
N/A 769,182 10-31-22
648,388
1,769,182
t,769,182
13,135,906
1,769,182
13,135,906
J T;\Finance\lnvestment Reports\2022-2023 lnvestment Reports\10 -April 2023 lnvestment report.xls

13.9 Consent Page 4

TYPE OF FIXED INCOME INVESTMENT

CITY OF TULARE

SUMMARY TREASURER'S REPORT, CONTINUED

FIXED INCOME INVESTMENTS
April30' 2023
DATES INTEREST RATES:

ACQUISITION STATED

MATURITY CURRENT YIELD

UNREALIZED
GArN/(LOSS):

BOOK VALUE THIS MONTH ANNUAL

PARVALUE MARKETVALUE LASTMONTH THIS MONTH

ESTIMATED
EARNINGS:

CUSIP NUMBER
U.S. GOVERNMENT AGENCY OBLIGATIONS
Federal Farm Credit Bks Funding Corp
3133EL147
Federal National Mortgage Assn
3r36G4T52
Federal National Mortgage Assn
3136G4U50
Federal Home Loan Mtg Corp
3134GVVX3
Federal Home Loan Mtg Corp
3134GV856
Federal Home Loan Banks
3l3OAJREI
Federal Home Loan Mtg Corp
3l34GVT65
Federal National Mortgage Assn
3l36G4YU I
Federal National Mortgage Assn
3136G4282
Federal Home Loan Mtg Corp
3134GWUE4
Federal Home Loan Mtg Corp
3134GWUV6
Federal Home Loan Mtg Corp
3134GWX43
06-t7 -20
06-17-24 c
08-25-20
02-25-25 c
08-27-20
05-27-25 c
06-03-20
05-28-25 c
06-10-20
06-10-25 c
06-24-20
06-24-25 c
06-30-20
06-30-25 c
07-t5-20
07-15-25 c
08-26-20
08-26-25 c
09-30-20
09-30-25 c

0.580%

0.600%

0.s20%

0.550%

0.600%

0.630%

0.750%

0.780%

0.700Yo

0.740Yr

0.750%

0.790%

0.800%

0.850%

0.730%

0.770Y"

0.500%
0530Yo

0.500%

0.540Yr
2,000,000
2,000,000
2,000,000
2,000,000
2,000,000
868,056
2,000,000
2,000,000
2,000,000
2,500,000
2,500,000
3,000,000
3,000,000
Per BNY WTC
2,000,000
1,902,900
2,000,000
1,860,380
2,000,000
1,852,080
2,000,000
1,858,020
2,000,000
I,855,880
868,056
801,510
2,000,000
I,857,480
2,000,000
1,852,300
2,000,000
1,83s,240
2,500,000
2,273,475
(97, r 00)
(97, l 00)
(139,620)
(139,620)
(r47,920)
(147,920)
(141,980)
(14 r,980)
(144,r20)
(144,120)
(66,546)
(66,s46)
(142,s20)
(r42,520)
(147,700)
(147,700)
(t64,760)
(164,760)
(226,52s)
(226,525)
I 1,600
967
10,400
867
12,000
1,000
15,000
1,250
14,000
t,167
6,5 r0
543
16,000
1,333
14,600
1,217
10,000
833
12,500
1,042
09-30-20
09-30-25 c
t0-02-20
t0-02-25 c
l0-15-20
10-15-25 c

0.520Yo

0.5600/o

0.550o/o

0.590%

0.550%

0.s90%
2,500,000
2,289,550
3,000,000
2,748,960
3,000,000
2,746,230
(2 l 0,450)
(210,450)
(25 1,040)
(25 1,040)
(253,770)
(253,770)
13,000
1,083
16,500
1,37s
16,500
1,375
- CONTINUED ON PAGE 5 -
4 t:\Finance\lnvestment Reports\2022-2023 lnvestment Reportsuo -April 2023 lnvestment report.xls Federal Home Loan Mtg Corp
3134GWXX9

13.9 Consent Page 5

CITY OF TULARE

SUMMARY TREASURER'S REPORT, CONTINUED

FIXED INCOME INVESTMENTS, CONTINUED
April30, 2023
DATES: INTERESTRATES:

UNREALIZED
GAIN/(LOSS):

ACQUISITION STATED BOOK VALUE THIS MONTH

MATURITY CURRENT YIELD PARVALUE MARKETVALUE LASTMONTH

ESTIMATED
EARNINGS:

TYPE OF FIXED INCOME INVESTMENT ANNUAL

CUSIP NUMBER THIS MONTH
U.S. GOVERNMENT AGENCY OBLIGATIONS. CONTINUED
Federal Home Loan Mtg Corp
3134GWY34
Federal National Mortgage Assn
3 I 35G06A6
Federal Farm Credit Bks Funding Corp
3133EMDZ2
Federal Farm Credit Bks Funding Corp
3I33EMEC2
Federal Home Loan Mtg Corp
3134GW3X2
Federal Home Loan Mtg Corp
3t34GW3Z7
Federal Home Loan Mtg Corp
3134GWZL3
Federal Home Loan Mtg Corp
3134GW6S0
Federal Home Loan Mtg Corp
3I34GXAP9
Federal Home Loan Mtg Corp
3 1 34GXCS I
Federal Home Loan Mtg Corp
3I36GXFA7
Federal Home Loan Mtg Corp
3134GXDM3
10-15-20 0.530%
10-15-25 C 0570Yo
t0-20-20 0.580%
10-20-25 C 0.620Yo
t0-21-20 0.s20%
10-21-25 c 0.560Yo
10-22-20 0.530o/o
10-22-25 C 0.570Vo
t0-27-20 0.625%
t0-27-25 c 0.670vo
t0-28-20 0.600%
10-28-25 C 0.6400/o
t0-29-20 0.570%
10-29-25 c 0.610Vo
11-10-20 0.610%0
11-10-25 c 0.650Vo
t1-12-20 0.600%
11-12-25 C 0.640Yo
rt-25-20 0.625%
ll-25-25 C 0.660Yo
l l-30-20 0.650%
ll-26-25 c 0.700Yo
12-01-20 0.6200/o
12-01-25 C 0.6700/o
t2-17-20 0.540%
t2-r7-25 c 0.580%
- CONTINUED ON PAGE 6 -
3,000,000
2,500,000
2,500,000
3,000,000
2,000,000
3,000,000
3,000,000
2,000,000
3,000,000
2,000,000
1,500,000
2,500,000
3,000,000
Per BNY WTC
3,000,000
2,744,850
3,000,000
2,747,370
2,500,000
2,285,725
2,500,000
2,286,150
3,000,000
2,738,700
2,000,000
1,824,460
3,000,000
2,744,700
3,000,000
2,729,850
2,000,000
1,8 19,180
3,000,000
2,745,210
2,000,000
1,83 1,200
1,500,000
1,367,925
2,500,000
2,272,025
(255, l 50)
(25s, l 50)
(252,630)
(2s2,630)
(2t4,275)
(214,275)
(2 r 3,8s0)
(2 1 3,850)
(26 1,300)
(261,300)
(r 75,540)
(175,540)
(255,300)
(255,300)
(270, r 50)
(270, I 50)
(r80,820)
(180,820)
(2s4,790)
(254,790)
(168,800)
( l 68,800)
(132,07 5)
(132,07 5)
(227,97 s)
(227,97s)
15,900
t,325
17,400
1,450
13,000
1,083
13,250
I,104
18,750
1,5 63
12,000
1,000
17, I 00
1,425
18,300
1,525
12,000
I,000
18,750
t,563
13,000
r,083
9,300
775
13,500
1,125
5 Federal Farm Credit Bks Funding Corp
3I33EMKT8
T:\Finance\lnvestment Reports\2022-2023 lnvestment Reports\1o -April 2023 lnvestment report.xls

13.9 Consent Page 6

TYPE OF FIXED INCOME INVESTMENT

CITY OF TULARE

SUMMARY TREASURER'S REPORT, CONTINUED

FIXED INCOME INVESTMENTS, CONTINUED
April30,2023
DA'IES: INTEREST RATES:

ACQTIISITION STATED

MATTIRITY CURRENT YIELD

BOOKVALUE

UNREALIZED
GArN/(LOSS):

THIS MONTH

ESTIMATED
EARNINGS:

ANNTlAL

CUSIP NIIMBER PAR VALTIE MARI(ET VALUE LAST MONTH TIIIS MONTTI U.S. GOVERN
Federal Home Loan Mtg Corp
3I34GXFVI
Federal I-lome Loan Mtg Corp
3 I34GXFIDg
Federal Home Loan Mtg Corp
3134GXJX3
Federal Home Loan Mtg Corp
313AGXIZ8
Federal Home Loan Banks
3130AKQ74
Federal Home Loan Mtg Corp
3I34GXKJ2
Federal Home Loan Banks
313OAKPC4
Federal National Mortgage Asso.
3 135G06R9
Federal Home Loan Banks
3 130AL3S1
Federal Home Loan Banks
313OAKYU4
Federal Home Loan Banks
3l3OALCW2
Federal Home Loan Banks
3t30AKZ2'
Per BNY WTC
2,000,000
1,814,620
3,000,000
2,737,260

2.500,000
2,267,650
2,000,000
1,802,280
2,500,000
2,269,650
2,500,000
2,252,100
2,000,000
1,8 13,660
2,000,000
1,811,040
3,000,000
2,7 t7,190
3,000,000
2,692.980
3,000,000
2,694,780
3,000,000
2,716,320
3,000,000
2,725,080
(r 85,380)
( I 85,380)
(262,740)
(262,740)
(232,3s0)
(232,3s0)
(197,720)
(t97,720)
(230,350)
(230,350)
(247,900)
(247,900)
( r 86,340)
( 1 86,340)
( 1 88,960)
( I 88,960)
(282,8 10)
(282,8 r 0)
(307,020)
(307,020)
(305,220)
(30s,220)
(283,680)
(283,680)
(274,e20)
(274,920)
12,500
1,042
2 t,000
1,7 50
13,750
t.146
10,400
867
t5,625
1,302
13,750
1,146
r 2,000
1,000
I 1,000
917
r 8,750
I,563
18,000
1,500
I 8,750
1,563
I 9.500
1,625
24,000
2,000
t2-17 -20
12-17-25 c
t2-23-20
t2-23-25 c
0 I -05-2 I
0l-05-26 c
01-07-21
01-07-26 C
0t-22-21
01-22-26 c
01-22-21
01-22-26 c
0r-28-2r
01-28-26 C
01-28-21
0t-28-26 C
02-17-21
02-17-26 C
02-24-21
02-24-26 C
02-25-21
02-25-26 c
02-26-21
02-26-26 c
03-l 0-2 I
03-10-26 C

0.625Yo

0.670%

0.700%

0.750%

0.ss0%

0.590Yo

0.520%

0.560%

0.62s%

0.670%

0.550o/o

0.590Yo

0.600%

0.640%

0.550%

0.590%

0.625%

0.670%

0.600%

0.6400/o

0.625Yo

0.670%

0.6s0%

0.700%

0.800%

0.860%
2,000,000
3,000,000
2,500,000
2,000,000
2,500,000
2,500,000
2,000,000
2,000,000
3,000,000
3,000,000
3,000,000
3,000,000
3,000,000
- CONTTNUED ON PAGE 7 -
6 t:\Finance\lnvestment Reports\2022-2023 lnvestment Reports\1o -April 2023 lnvestment report.xls Federal Home Loan Banks
3 I3OALFSS

13.9 Consent Page 7

CITY OF TULARE

SUMMARY TREASURER'S REPORT, CONTINUED

FIXED INCOME INVESTMENTS, CONTINUED
April30,2023

UNREALIZED
DATES: INTERESTRATES GArN/(LOSS):

ACQUISITION STATED BOOK VALUE THIS MONTH ANNUAL

MATURITY CURRENTYIELD PARVALUE MARKETVALUE LASTMONTH THIS MONTH

ESTIMATED
EARNINGS:

TYPE OF FIXED INCOME INVESTMENT

CUSIP NUMBER
U.S. GOVERNMENT AGENCY OBLIGATIONS. CONTINUED
Federal Home Loan Banks
3130ALKQ6
Federal Home Loan Banks
3I3OALXVl
Federal Home Loan Banks
3130AMWU2
Federal Home Loan Banks
3l30AN2L3
Federal Home Loan Banks
3130AN4R8
Federal Home Loan Banks
3 I3OANFT2
Federal Home Loan Banks
03-30-2 I
03-30-26 C
04-22-21
04-22-26 c
06-30-2 l
06-30-26 C
07-t3-21
07-13-26 c
07-29-21
07-29-26 c
08-24-21
08-24-26 c
08-26-21
08-26-26 c
08-27-21
08-27-26 C
09-28-2r
09-28-26 C
09-28-21
09-28-26 C
09-30-21
09-30-26 C
09-30-21
09-30-26 c
10-21-21
t0-21-26 c
l.030Yr
r.090%
|.100%
t.160%

1.000%

1.0600/o
l.020Vo

1.080%
l.l250A
t.190%
r.0s0%
1'1200

0.900%

0.960%

1.0s0%
t.tt}vo
l.100Yr

1.170%

0.900%

0.960%

1.000%

1.030%

0.950%
t.0r0%

1.000%
l.060Yo
2,500,000
3,000,000
3,000,000
3,000,000
3,000,000
2,500,000
2,500,000
3,000,000
3,000,000
3,000,000
2,500,000
2,500,000
2,500,000
Per BNY WTC
2,500,000
2,274,92s
2,500,000
2,279,700
3,000,000
2,7 15,870
3,000,000
2,719,7 40
3,000,000
2,726,070
3,000,000
2,7 t3,830
2,500,000
2,249,900
2,500,000
2,26t,025
3,000,000
2,7t0,860
3,000,000
2,692,080
3,000,000
2,701,230
2,500,000
2,247,100
2,500,000
2,240,62s
(22s,075)
(225,075)
(220,300)
(220,300)
(284, I 30)
(284, l 30)
(280,260)
(280,260)
(273,930)
(273,930)
(286,1 70)
(286,170)
(250,100)
(250,1 00)
(238,97 5)
(238,97 s)
(289,140)
(289,140)
(307,920)
(307,920)
(298,770)
(298,770)
(2s2,900)
(252,900)
(259,37 s)
(2s9,37 s)
25,750
2,146
27,500
2,292
30,000
2,500
30,600
2,550
33,7 50
2,813
3 1,500
2,625
22,500
1,875
26,250
2,1 88
33,000
2,750
2',7,000
2,250
30,000
2,500
23,750
r,979
25,000
2,083
3I3OANLZl
Federal Home Loan Banks
Federal Home Loan Banks
Federal Home Loan Banks
Federal Home Loan Banks
Federal Home Loan Banks
3l3oANM56
3I3OANUX6
313OANXS4
313OANXUg
3I3OANYR5
- CONTINUED ON PAGE 8 -
7 Federal Home Loan Banks
313OAPCD5
T:\Finance\lnvestment Reports\2022-2023 lnvestment Reportsuo -April 2023 lnvestment report.xls

13.9 Consent Page 8

TYPE OF FIXED INCOME INVESTMENT

CITY OF TULARE

SUMMARY TREASURER'S REPORT, CONTINUED

FIXED INCOME INVESTMENTS, CONTINUED
April30,2023
DATES: INTEREST RATES:

ACQUISITION STATED BOOK VALUE

UNREALIZED
GArN/(LOSS):

THIS MONTH

ESTIMATED
EARNINGS:

ANNUAL

CUSIP NUMBER MATURITY CURRENT YIELD PARVALUE MARKETVALUE LASTMONTH THIS MONTH U.S. GOVERNMENT AGENCY OBLIGATIONS. CONTINUED
Federal Home Loan Bks
3 l30APJ55
Federal Home Loan Bks
3I3OAPJB2
Federal Home Loan Bks
3 r 3oAPDQ5
Federal Home Loan Bks
3 r3oAPFQ3
Federal Home Loan Bks
3I3OAPFR1
Federal Home Loan Bks
313OAPFU4
Federal Home Loan Bks
3 I3OAPLPS
Federal Horne Loan Bks
3I3OAPNK7
Federal Home Loan Bks
313OAPPL3
Federal Home Loan Bks
3 1 3OAPXTT
Federal Home Loan Bks
3130ARA68

TOTAL FIXED INCOME INVESTMENTS
**All are in safekeeping with BNY Western Trust Company t0-26-21
10-26-26 c
t0-26-21
t0-26-26 c
10-28-21
10-28-26 C
10-28-21
t0-28-26 C
t0-28-21
10-28-26 c
t0-28-21
t0-28-26 c
tt-t6-21
tt-16-26 c
r l-18-21
1l-18-26 c
t1-23-21
11-23-26 C
t2-17-21
t2-17-26 c
03-29-22
03-29-27 c

1.250%
t.310%

1.125%

1.190Yo

1.250o/o

1.320Yo

1.r00%
l.170Yo
l.l20yo

1.190%

1.050%

1.120o/o

1.375%

1.440Yo
r.375%
l.440Yo

1.450%

1.5t0%

1.600%

1.670%

2.350%

2.390o/o
N/A

0.880%
3,000,000
3,000,000
3,000,000
2,000,000
2,000,000
2,000,000
2,500,000
3,000,000
3,000,000
2,000,000
2,000,000
N/A
Per BNY WTC
3,000,000
2,720,040
3,000,000
2,708,r60
3,000,000
2,7 19,680
2,000,000
1,803,600
2,000,000
r,804,880
2,000,000
1,800,400
2,500,000
2,268,r00
3,000,000
2,721,390
(279,960)
(279,960)
(29 l,840)
(291,840)
(280,320)
(280,320)
( l e6,400)
(1e6,400)
( 195, r20)
(195,120)
(199,600)
(ree,600)
(23 1,900)
(23 1,900)
(278,610)
(278,610)
(272,s20)
(2'72,520)
37,500
3,125
33,750
2,813
37,500
3,125
22,000
1,833
22,400
t,867
21,000
1,750
34,3'15
2,865
41,250
3,438
43,500
3,62s
32,000
2,667
47,000
3,917
3,000,000
2,727,480
2,000,000
1,827,840
2,000,000
1,872,400
(172,160)
(172,t60)
(127,600)
(127,600)
157,868,056
143,692,885
(t4,t7 s,17 t)
(14,t7 s,t7 r)
r,308,760
109,063
8 - Ufi = Unrestricted Investments
T:\Finance\lnvestment Reports\2022-2023 lnvestment Reports\1o -April 2023 lnvestment report.xls

13.9 Consent Page 9
Staff Report
Meeting: City Council
Date: May 16, 2023
Department: City Manager
Submitted by: Marc Mondell, City Manager
Agenda Title: Energy Services Agreement with ENGIE Services U.S.

RECOMMENDED ACTION
Adopt a resolution making findings required under Government Code Section 4217.10 through 4217.18 and approving an agreement for energy conservation services with ENGIE Services U.S. authorizing execution and finding that the project is exempt from CEQA.

SUMMARY
In late 2021, the City began working with ENGIE Services U.S. (ENGIE) to examine potential options for energy conservation. Over the last year, several options were identified for various City facilities. As a result of these efforts, staff is recommending that the Council adopt a resolution approving an agreement to make up approximately $12,000,000 worth of energy improvements resulting in long-term savings to the City.

The following potential projects were identified:

1. Building LED Lighting (interior and exterior)
a. Wastewater Treatment Plant, Police Department, Senior Center, City Hall, Youth Center, Community Center, Fire Stations (all), and Council Chamber

3. Sports Field LED Lighting
a. Prosperity Sports Park, Elk Bayou Sports Complex, Rotary Skate Park, Live Oak Park, Cypress Park, and Centennial Park

4. HVAC Units Replacement
a. Activity Center, City Hall, Community Center, Fire Stations 61 and 63, Police Station, Senior Center, and Youth Center

6. RES-BCT Reallocation Savings
a. Identified $78,000 of unutilized RES-BCT credits

7. Utility Bill Rate Change Savings
a. Identified $52,000 in savings from switching rates at five well sites

8. WWTP Bill Totalization
Item #: 14.1
Public Hearing

14.1 Public Hearing Page 1
a. Southern California Edison to consider consolidating electrical bills The total project cost of the items included above is $11,998.074. At the special City Council meeting held on April 25, 2023, Council directed staff and ENGIE to consider the following items:

Engie is reviewing this request and based upon preliminary information received, Engie has determined that additional HVAC units for the Animal Shelter will likely make financial sense.

Assuming Council approval of this contract, staff intends to bring back a contract amendment in the future at which time Council can decide if it wants to include the additional HVAC units for the gym at the Youth Center and for the Animal Shelter. Staff will work with our financial consultants to arrange financing up to $15,000,000 in the event Council wants to proceed with these or any other additional projects.

FISCAL IMPACT & FUNDING SOURCE(S)
Given the scope of the project, the City will need to obtain financing which it is actively pursuing. With these improvements, the City will realize a total net savings of approximately $10,400,000 after 30 years based upon the current scope of work included in this contract.

LEGAL REVIEW
This item was reviewed by the City Attorney’s Office.

ALTERNATIVE ACTION

1. Approve with changes

2. Deny

3. Table

ATTACHMENTS

1. ENGIE Services U.S. April 25 Presentation

2. Resolution

3. Agreement
Reviewed/Approved:

14.1 Public Hearing Page 2
1 ENGIE Services U.S.

Energizing City of Tulare
March 28, 2023

14.1 Public Hearing Page 3 ATTACHMENT 1
Introduction to ENGIE
Scope of Work
Preliminary Financial Analysis
Benefits of the Project
Project Roadmap
2 14.1 Public Hearing Page 4
3  49 years of experience
 Strong local references:

County of Tulare, Tulare
Union High School
District, City of Dinuba,
Kings County and many
more
 Eight (8) offices in CA.

Project will be managed
out of Pasadena, CA
office
 Comprehensive Energy
Partner
 Experienced PR Team:
 Press releases
 Town hall meetings
 Ribbon cutting events
 Local project team and
local subcontractors
 Local, in-house
Operations and
Maintenance
capabilities
 More technical
resources than any
other company in
California
 Over 400 MW of solar
installed for CA public
entities
 In-house Wastewater
Treatment Expertise
 #1 independent producer
of electricity in the world
 101,500 employees
 189-year company
history
 Annual revenue of $99
billion
 Credit rating of A-/A2
 Achieved 109% of
guaranteed savings
 Volume procurement
through vendor
competition

14.1 Public Hearing Page 5
4 City of Atwater $8.7 million
City of Corcoran $10.8 million
City of Delano $3.4 million
City of Dinuba Phases 1 - 2 $12.1 million
City of Escalon $5.7 million
City of Firebaugh $4.2 million
City of Gustine $3.2 million
City of Lemoore Phases 1 - 3 $17.5 million
City of Madera $18.8 million
City of Mendota $3.9 million
City of Patterson $5.4 million
City of Waterford $1.9 million
County of Kings Phases 1 - 4 $27.4 million
County of Madera Phases 1 - 3 $21.9 million
County of Merced $11.7 million
County of Tulare Phases 1 - 3 $44.5 million
Central Unified School District $11.6 million
Escalon Unified School District $6.9 million
Gustine Unified School District $3.3 million
Merced Union High School District $23.5 million
Tulare Union High School District $12.7 million
Wasco Union Elementary School District Phases 1-2 $8.7 million Wasco Union High School District $5.9 million
Fresno State University $12.0 million
Selma-Kingsburg-Fowler County Sanitation District $9.8 million Indian Wells Valley Water District Phases 1-2 $7.6 million

14.1 Public Hearing Page 6
Building LED Lighting
Parks LED Lighting
Sports Field LED Lighting
HVAC Units Replacement
Solar Projects & EV Chargers
RES-BCT Reallocation Savings
Utility Bill Rate Change Savings
WWTP Bill Totalization
5 14.1 Public Hearing Page 7
Interior and Exterior
6 Interior: Replace older generation fluorescent
lamps and ballasts with new, more efficient,
longer lasting LED lamps and kits
Install lighting sensors
Exterior: Replace old HID fixtures with new
LED fixtures and kits
Locations: WWTP, Police Department, Senior
Center, City Hall, Youth Center, Community
Center, Fire Stations #61, #62, #63
Benefits:

Latest technology
Savings in energy cost
Longer life for new LED lamps
Substantial reduction in maintenance cost

14.1 Public Hearing Page 8
Interior
7 Interior: Replace ten (10) older generation HID
fixtures with ten (10) new LED fixtures in
Library Council Chamber
Benefits:

Instant ON/OFF controls for Council Meetings
No warmup time or cool down delay
Eliminates appearance of “mismatched” colors
Latest technology
Savings in energy cost
Longer life for new LED lamps
Substantial reduction in maintenance cost

14.1 Public Hearing Page 9
Exterior
8 Retrofit or replace old exterior HID fixtures in
parking lots, pathways, tennis courts, and
building exterior with new LED fixtures and
kits
Locations: Bender Park, Blain Park,
Centennial Park, Cesar Chavez Park, Cycle
Park, Cypress Park, Del Lago 1 & 2, Elk
Bayou Sports Complex, Live Oak Park,
Mulcahy Park, Palm Ranch Oak Park,
Prosperity Sports Park, Rotary Skate Park,
Sayre Park, Zumwalt Park, and Santa Fe Trail
Benefits:

New LED lighting for recreation activities
Energy savings
Reduction in maintenance cost
Longer life for new LED lamps

14.1 Public Hearing Page 10
Retrofits & New
9 Retrofit existing equipment with new LED fixtures at five (5) parks
Prosperity Sports Park (Use existing base and poles)
Elk Bayou Soccer Complex (Use existing base and poles)
Rotary Skate Park (Use existing base and poles)
Live Oak Park (Use existing base with new poles)
Cypress Park (Use existing base with new poles)
Remove five (5) old “small” poles and install four (4)
new bases and four (4) new poles with new LED
fixtures at Centennial Park
Benefits:

Scheduling and controllability
Instant on/off – no delay for lights to come back on if a shut down occurs
Energy savings
Reduction in maintenance cost

14.1 Public Hearing Page 11
Scope of Work
10 14.1 Public Hearing Page 12
Upgrade and replace aging HVAC mechanical
equipment to improve reliability, efficiency and
indoor air quality
Remove, recycle, and replace all antiquated R-22
refrigerant to environmentally friendly R-410a
Benefits:

Reduces energy cost
Reduces maintenance cost
Planned replacement vs. emergency breakdown
11 Site Name Number of Units Tons
Activity Center 1 3.5
City Hall 18 71.0
Community Center 5 24.0
Fire Station #61 2 6.0
Fire Station #63 3 10.8
Police Station 7 30.0
Senior Center 3 42.5
Youth Center 4 12.5
Total 43 200.3

14.1 Public Hearing Page 13
Recommendation:

Solar PV scope includes 661 kW across 4 sites
Benefits:

Shade for parking
Hedges against rising energy costs
Reduces greenhouse gas emissions
12 Site Name System Type System Size (kW)
City Hall: NEM-A (CH/PD/CH) Parking Canopy 330.5
Library Parking Canopy 194.4
Senior Center; NEM-A (SC/FS62) Parking Canopy 58.3
Activity Center: NEM-A (AC/CC/FS61) Parking Canopy 77.8 Total 661.0

14.1 Public Hearing Page 14
13 14.1 Public Hearing Page 15
14 14.1 Public Hearing Page 16
15 14.1 Public Hearing Page 17
16 14.1 Public Hearing Page 18
17 Identified ~$78k of
unutilized RES-BCT
credits
Reallocated bill
credits optimized
based on current site
usages
***City and SCE Approved***

14.1 Public Hearing Page 19
18 Identified ~$52k in savings from
switching rates at five (5) well sites
Well #11
Well #26
Well #36
Well #37
Well #44

14.1 Public Hearing Page 20
Under Review By SCE
Existing Configuration
WWTP has two electrical meters for utility
billing on site
Domestic meter has large load and
demand
Industrial meter has small load and
demand because it is offset by the fuel cell
power generation
City is not capturing full value of fuel cell
generation with existing electrical metering
configuration
19 Proposed Solution
SCE to consolidate electrical bills with “Bill
Totalization”
Avoids expensive construction and
equipment installation
Immediate project savings
Still under consideration by SCE
Benefits:

Huge increase in value of fuel cell
generation currently exported to SCE
Annual savings in excess of $0.8 million

14.1 Public Hearing Page 21
20 Project Cost $11,998,074
City Contribution $0
Financing Cost $100,000
Amount to be Financed $12,098,074
Finance Term 20
Estimated Annual Interest Rate 3.85%
Annual Escalation of Electricity Cost 6.00%
Annual Degradation of Solar Panels 0.50%
Annual Escalation of O&M Cost 4.00%
Year
Projected
Electricity
Savings -
Solar
Projected
Electricity
Savings -
Energy
Efficiency
Projected
WWTP Meter
Totalization
Savings
Projected
Bill Savings
in Water
Wells
Projected
O&M
Savings
Projected
EECBG
Grant
Projected
Inflation
Reduction
Act Cash
Subsidy
Projected
Total
Program
Savings
Lease
Payments
Solar O&M
Cost
Total
Program
Costs
Net Savings
0 $0 $100,736 $0 $130,002 $0 $0 $0 $230,738 $0 $0 $0 $230,738 1 $162,930 $231,457 $0 $137,802 $158,834 $125,790 $1,340,420 $2,157,233 $1,935,671 $20,566 $1,956,238 $200,996 2 $171,843 $245,344 $0 $146,070 $165,187 $0 $0 $728,444 $496,341 $21,389 $517,730 $210,714 3 $181,243 $260,065 $0 $154,834 $171,794 $0 $0 $767,936 $524,667 $22,245 $546,911 $221,025 4 $191,157 $275,669 $0 $164,124 $178,666 $0 $0 $809,616 $554,517 $23,134 $577,652 $231,964 5 $201,613 $292,209 $0 $173,972 $185,813 $0 $0 $853,606 $585,976 $24,060 $610,036 $243,570 6 $212,641 $309,742 $0 $184,410 $193,245 $0 $0 $900,038 $619,132 $25,022 $644,154 $255,884 7 $224,272 $328,326 $0 $195,474 $200,975 $0 $0 $949,048 $654,078 $26,023 $680,102 $268,947 8 $236,540 $348,026 $0 $207,203 $209,014 $0 $0 $1,000,783 $690,914 $27,064 $717,978 $282,805 9 $249,479 $368,907 $0 $219,635 $217,375 $0 $0 $1,055,396 $729,742 $28,147 $757,888 $297,508 10 $263,125 $391,042 $0 $232,813 $226,070 $0 $0 $1,113,050 $770,673 $29,272 $799,945 $313,105 11 $277,518 $414,504 $0 $246,782 $235,113 $0 $0 $1,173,917 $813,823 $30,443 $844,266 $329,651 12 $292,699 $439,374 $0 $261,589 $244,517 $0 $0 $1,238,179 $859,314 $31,661 $890,975 $347,204 13 $308,709 $465,737 $0 $277,284 $254,298 $0 $0 $1,306,028 $907,276 $32,928 $940,204 $365,825 14 $325,596 $493,681 $0 $293,921 $264,470 $0 $0 $1,377,668 $957,846 $34,245 $992,090 $385,578 15 $343,406 $523,302 $0 $311,557 $275,048 $0 $0 $1,453,313 $1,011,167 $35,614 $1,046,781 $406,531 16 $362,190 $554,700 $0 $330,250 $286,050 $0 $0 $1,533,191 $1,067,393 $37,039 $1,104,432 $428,759 17 $382,002 $587,982 $0 $350,065 $297,492 $0 $0 $1,617,541 $1,126,684 $38,521 $1,165,204 $452,337 18 $402,897 $623,261 $0 $371,069 $309,392 $0 $0 $1,706,619 $1,189,210 $40,061 $1,229,271 $477,348 19 $424,936 $660,657 $0 $393,333 $321,768 $0 $0 $1,800,693 $1,255,151 $41,664 $1,296,815 $503,878 20 $448,180 $700,296 $0 $416,933 $334,638 $0 $0 $1,900,047 $1,324,697 $43,330 $1,368,028 $532,020 21 $307,252 $0 $0 $0 $0 $0 $0 $307,252 $0 $45,064 $45,064 $262,188 22 $324,059 $0 $0 $0 $0 $0 $0 $324,059 $0 $46,866 $46,866 $277,192 23 $341,785 $0 $0 $0 $0 $0 $0 $341,785 $0 $48,741 $48,741 $293,044 24 $360,480 $0 $0 $0 $0 $0 $0 $360,480 $0 $50,690 $50,690 $309,790 25 $380,198 $0 $0 $0 $0 $0 $0 $380,198 $0 $52,718 $52,718 $327,480 26 $400,995 $0 $0 $0 $0 $0 $0 $400,995 $0 $54,827 $54,827 $346,169 27 $422,930 $0 $0 $0 $0 $0 $0 $422,930 $0 $57,020 $57,020 $365,910 28 $446,064 $0 $0 $0 $0 $0 $0 $446,064 $0 $59,301 $59,301 $386,763 29 $470,464 $0 $0 $0 $0 $0 $0 $470,464 $0 $61,673 $61,673 $408,791 30 $496,198 $0 $0 $0 $0 $0 $0 $496,198 $0 $64,140 $64,140 $432,059 Totals $9,613,401 $8,615,019 $0 $5,199,121 $4,729,760 $125,790 $1,340,420 $29,623,511 $18,074,271 $1,153,469 $19,227,740 $10,395,772

14.1 Public Hearing Page 22
21 Project Cost $11,637,024
City Contribution $0
Financing Cost $96,991
Amount to be Financed $11,734,015
Finance Term 20
Estimated Annual Interest Rate 3.85%
Annual Escalation of Electricity Cost 6.00%
Annual Degradation of Solar Panels 0.50%
Annual Escalation of O&M Cost 4.00%
Year
Projected
Electricity
Savings -
Solar
Projected
Electricity
Savings -
Energy
Efficiency
Projected
WWTP Meter
Totalization
Savings
Projected
Bill Savings
in Water
Wells
Projected
O&M
Savings
Projected
EECBG
Grant
Projected
Inflation
Reduction
Act Cash
Subsidy
Projected
Total
Program
Savings
Lease
Payments
Solar O&M
Cost
Total
Program
Costs
Net Savings
0 $0 $84,863 $0 $0 $0 $0 $0 $84,863 $0 $0 $0 $84,863
1 $162,930 $197,805 $0 $0 $153,694 $125,790 $1,340,420 $1,980,640 $1,917,450 $20,566 $1,938,017 $42,624 2 $171,843 $209,674 $0 $0 $159,842 $0 $0 $541,358 $477,345 $21,389 $498,734 $42,624 3 $181,243 $222,254 $0 $0 $166,236 $0 $0 $569,732 $504,864 $22,245 $527,108 $42,624 4 $191,157 $235,589 $0 $0 $172,885 $0 $0 $599,631 $533,873 $23,134 $557,007 $42,624 5 $201,613 $249,725 $0 $0 $179,800 $0 $0 $631,138 $564,454 $24,060 $588,514 $42,624 6 $212,641 $264,708 $0 $0 $186,992 $0 $0 $664,341 $596,695 $25,022 $621,718 $42,624 7 $224,272 $280,591 $0 $0 $194,472 $0 $0 $699,335 $630,688 $26,023 $656,711 $42,624 8 $236,540 $297,426 $0 $0 $202,251 $0 $0 $736,217 $666,529 $27,064 $693,593 $42,624 9 $249,479 $315,272 $0 $0 $210,341 $0 $0 $775,091 $704,321 $28,147 $732,468 $42,624 10 $263,125 $334,188 $0 $0 $218,755 $0 $0 $816,068 $744,172 $29,272 $773,444 $42,624 11 $277,518 $354,239 $0 $0 $227,505 $0 $0 $859,262 $786,195 $30,443 $816,639 $42,624 12 $292,699 $375,493 $0 $0 $236,605 $0 $0 $904,797 $830,512 $31,661 $862,173 $42,624 13 $308,709 $398,023 $0 $0 $246,069 $0 $0 $952,802 $877,250 $32,928 $910,178 $42,624 14 $325,596 $421,904 $0 $0 $255,912 $0 $0 $1,003,412 $926,544 $34,245 $960,788 $42,624 15 $343,406 $447,219 $0 $0 $266,148 $0 $0 $1,056,773 $978,535 $35,614 $1,014,149 $42,624 16 $362,190 $474,052 $0 $0 $276,794 $0 $0 $1,113,036 $1,033,373 $37,039 $1,070,413 $42,624 17 $382,002 $502,495 $0 $0 $287,866 $0 $0 $1,172,363 $1,091,219 $38,521 $1,129,739 $42,624 18 $402,897 $532,645 $0 $0 $299,381 $0 $0 $1,234,923 $1,152,238 $40,061 $1,192,299 $42,624 19 $424,936 $564,603 $0 $0 $311,356 $0 $0 $1,300,895 $1,216,608 $41,664 $1,258,271 $42,624 20 $448,180 $598,480 $0 $0 $323,810 $0 $0 $1,370,470 $1,284,515 $43,330 $1,327,846 $42,624 21 $307,252 $0 $0 $0 $0 $0 $0 $307,252 $0 $45,064 $45,064 $262,188 22 $324,059 $0 $0 $0 $0 $0 $0 $324,059 $0 $46,866 $46,866 $277,192 23 $341,785 $0 $0 $0 $0 $0 $0 $341,785 $0 $48,741 $48,741 $293,044 24 $360,480 $0 $0 $0 $0 $0 $0 $360,480 $0 $50,690 $50,690 $309,790 25 $380,198 $0 $0 $0 $0 $0 $0 $380,198 $0 $52,718 $52,718 $327,480 26 $400,995 $0 $0 $0 $0 $0 $0 $400,995 $0 $54,827 $54,827 $346,169 27 $422,930 $0 $0 $0 $0 $0 $0 $422,930 $0 $57,020 $57,020 $365,910 28 $446,064 $0 $0 $0 $0 $0 $0 $446,064 $0 $59,301 $59,301 $386,763 29 $470,464 $0 $0 $0 $0 $0 $0 $470,464 $0 $61,673 $61,673 $408,791 30 $496,198 $0 $0 $0 $0 $0 $0 $496,198 $0 $64,140 $64,140 $432,059 Totals $9,613,401 $7,361,247 $0 $0 $4,576,714 $125,790 $1,340,420 $23,017,572 $17,517,380 $1,153,469 $18,670,849 $4,346,724

14.1 Public Hearing Page 23
22 Project Cost $256,978
City Contribution $0
Financing Cost $2,142
Amount to be Financed $259,120
Finance Term 20
Estimated Annual Interest Rate 3.85%
Annual Escalation of Electricity Cost 6.00%
Annual Degradation of Solar Panels 0.50%
Annual Escalation of O&M Cost 4.00%
Year
Projected
Electricity
Savings -
Solar
Projected
Electricity
Savings -
Energy
Efficiency
Projected
WWTP Meter
Totalization
Savings
Projected
Bill Savings
in Water
Wells
Projected
O&M
Savings
Projected
EECBG
Grant
Projected
Inflation
Reduction
Act Cash
Subsidy
Projected
Total
Program
Savings
Lease
Payments
Solar O&M
Cost
Total
Program
Costs
Net Savings
0 $0 $15,873 $0 $0 $0 $0 $0 $15,873 $0 $0 $0 $15,873
1 $0 $33,652 $0 $0 $5,140 $0 $0 $38,791 $12,969 $0 $12,969 $25,822 2 $0 $35,671 $0 $0 $5,345 $0 $0 $41,016 $13,520 $0 $13,520 $27,496 3 $0 $37,811 $0 $0 $5,559 $0 $0 $43,370 $14,095 $0 $14,095 $29,275 4 $0 $40,080 $0 $0 $5,781 $0 $0 $45,861 $14,694 $0 $14,694 $31,167 5 $0 $42,485 $0 $0 $6,013 $0 $0 $48,497 $15,318 $0 $15,318 $33,179 6 $0 $45,034 $0 $0 $6,253 $0 $0 $51,287 $15,969 $0 $15,969 $35,317 7 $0 $47,736 $0 $0 $6,503 $0 $0 $54,239 $16,648 $0 $16,648 $37,591 8 $0 $50,600 $0 $0 $6,763 $0 $0 $57,363 $17,356 $0 $17,356 $40,007 9 $0 $53,636 $0 $0 $7,034 $0 $0 $60,670 $18,093 $0 $18,093 $42,576 10 $0 $56,854 $0 $0 $7,315 $0 $0 $64,169 $18,862 $0 $18,862 $45,307 11 $0 $60,265 $0 $0 $7,608 $0 $0 $67,873 $19,664 $0 $19,664 $48,209 12 $0 $63,881 $0 $0 $7,912 $0 $0 $71,793 $20,500 $0 $20,500 $51,293 13 $0 $67,714 $0 $0 $8,229 $0 $0 $75,942 $21,371 $0 $21,371 $54,572 14 $0 $71,777 $0 $0 $8,558 $0 $0 $80,334 $22,279 $0 $22,279 $58,055 15 $0 $76,083 $0 $0 $8,900 $0 $0 $84,983 $23,226 $0 $23,226 $61,757 16 $0 $80,648 $0 $0 $9,256 $0 $0 $89,904 $24,213 $0 $24,213 $65,691 17 $0 $85,487 $0 $0 $9,626 $0 $0 $95,113 $25,242 $0 $25,242 $69,871 18 $0 $90,616 $0 $0 $10,011 $0 $0 $100,628 $26,315 $0 $26,315 $74,313 19 $0 $96,053 $0 $0 $10,412 $0 $0 $106,465 $27,434 $0 $27,434 $79,032 20 $0 $101,817 $0 $0 $10,828 $0 $0 $112,645 $28,600 $0 $28,600 $84,045 21 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
22 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
23 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
24 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
25 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
26 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
27 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
28 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
29 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
30 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Totals $0 $1,253,772 $0 $0 $153,046 $0 $0 $1,406,818 $396,368 $0 $396,368 $1,010,450

14.1 Public Hearing Page 24
23 Project Cost $104,072
City Contribution $0
Financing Cost $867
Amount to be Financed $104,939
Finance Term 20
Estimated Annual Interest Rate 3.85%
Annual Escalation of Electricity Cost 6.00%
Annual Degradation of Solar Panels 0.50%
Annual Escalation of O&M Cost 4.00%
Year
Projected
Electricity
Savings -
Solar
Projected
Electricity
Savings -
Energy
Efficiency
Projected
WWTP Meter
Totalization
Savings
Projected
Bill Savings
in Water
Wells
Projected
O&M
Savings
Projected
EECBG
Grant
Projected
Inflation
Reduction
Act Cash
Subsidy
Projected
Total
Program
Savings
Lease
Payments
Solar O&M
Cost
Total
Program
Costs
Net Savings
0 $0 $0 $0 $130,002 $0 $0 $0 $130,002 $0 $0 $0 $130,002 1 $0 $0 $0 $137,802 $0 $0 $0 $137,802 $5,252 $0 $5,252 $132,550 2 $0 $0 $0 $146,070 $0 $0 $0 $146,070 $5,475 $0 $5,475 $140,594 3 $0 $0 $0 $154,834 $0 $0 $0 $154,834 $5,708 $0 $5,708 $149,126 4 $0 $0 $0 $164,124 $0 $0 $0 $164,124 $5,951 $0 $5,951 $158,173 5 $0 $0 $0 $173,972 $0 $0 $0 $173,972 $6,204 $0 $6,204 $167,768 6 $0 $0 $0 $184,410 $0 $0 $0 $184,410 $6,467 $0 $6,467 $177,943 7 $0 $0 $0 $195,474 $0 $0 $0 $195,474 $6,742 $0 $6,742 $188,732 8 $0 $0 $0 $207,203 $0 $0 $0 $207,203 $7,029 $0 $7,029 $200,174 9 $0 $0 $0 $219,635 $0 $0 $0 $219,635 $7,327 $0 $7,327 $212,308 10 $0 $0 $0 $232,813 $0 $0 $0 $232,813 $7,639 $0 $7,639 $225,174 11 $0 $0 $0 $246,782 $0 $0 $0 $246,782 $7,964 $0 $7,964 $238,818 12 $0 $0 $0 $261,589 $0 $0 $0 $261,589 $8,302 $0 $8,302 $253,287 13 $0 $0 $0 $277,284 $0 $0 $0 $277,284 $8,655 $0 $8,655 $268,629 14 $0 $0 $0 $293,921 $0 $0 $0 $293,921 $9,023 $0 $9,023 $284,899 15 $0 $0 $0 $311,557 $0 $0 $0 $311,557 $9,406 $0 $9,406 $302,150 16 $0 $0 $0 $330,250 $0 $0 $0 $330,250 $9,806 $0 $9,806 $320,444 17 $0 $0 $0 $350,065 $0 $0 $0 $350,065 $10,223 $0 $10,223 $339,842 18 $0 $0 $0 $371,069 $0 $0 $0 $371,069 $10,657 $0 $10,657 $360,412 19 $0 $0 $0 $393,333 $0 $0 $0 $393,333 $11,110 $0 $11,110 $382,223 20 $0 $0 $0 $416,933 $0 $0 $0 $416,933 $11,582 $0 $11,582 $405,351 21 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
22 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
23 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
24 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
25 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
26 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
27 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
28 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
29 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
30 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Totals $0 $0 $0 $5,199,121 $0 $0 $0 $5,199,121 $160,522 $0 $160,522 $5,038,598

14.1 Public Hearing Page 25
24 Net Energy Metering 3.0 for Solar Projects
Final Decision from CPUC came out on November 10, 2022
Adopted by CPUC on December 15, 2022
Will reduce solar savings by 40-50%
City can file interconnection application before April 14, 2023, and grandfather into current savings for 20 years Inflation Reduction Act
Signed into law on August 16, 2022
Invests $369 billion in renewable energy projects
Waiting for Treasury Guidance to be released
City will be eligible to receive 30-50% in cash subsidy on completion of the solar project All the solar sites are eligible for Low Income Bonus Credit (10%) The City might also receive Domestic Content Bonus Credit (10%) and Energy Communities Bonus Credit (10%) depending on the rules in the Treasury Guidance

14.1 Public Hearing Page 26
 Address critical equipment needs by
upgrading HVAC units using
project savings
 Provide better quality LED lighting
citywide
 Provide shaded parking
 Significant maintenance cost savings
 ENGIE guarantees 90% of the
energy savings
 Save administrative time by
accomplishing multiple projects
simultaneously
 Stimulate local economy and
provide local jobs
 Create over $10 million in net
savings after paying for all costs
over the life of the program
 Reduce City’s electricity spend
by approx. 20%
 Provide a hedge against rising
electricity costs expected to
increase substantially
 Better quality lighting in sports
fields for the community paid
out of project savings
 Stabilize water and sewer rates
by decreasing cost of operations Carbon emissions
reduction equivalent
of removing 260 cars
off the road annually
25 14.1 Public Hearing Page 27
o Present Proposal
March 27, 2023
o File Interconnection Applications
March 2023
o Staff Review of the Proposal
April 2023
o Council Approval of the Project
May 2023
o Implementation
June 2023 – June 2024
o Celebratory Ribbon Cutting
July 2024
26 14.1 Public Hearing Page 28
Ashu Jain, PE
Senior Manager
[email protected]
(714) 473-7837
Conrad Newberry, PE
Project Management Director
[email protected]
(626) 676-1850
Sirisha Nerella
Engineering Senior Advisor
[email protected]
(714) 478-8437
Adam Davis
Project Development Manager
[email protected]
(310) 999-7171
27 ENGIE Services U.S.
35 North Lake Ave., Ste 900
Pasadena, CA 91101
Harb Sidhu, PE
Senior Engineer
[email protected]
(626) 993-4976
Jonathan Garcia
Lighting Installation Advisor
[email protected]
(661) 607-6355
Kok Lim
Project Engineer
[email protected]
(808) 354-8315
Rylan Arimoto
Project Engineer
[email protected]
(808) 600-4095

14.1 Public Hearing Page 29
RESOLUTION 2023-XX

A RESOLUTION OF THE COUNCIL OF THE CITY OF TULARE

MAKING REQUIRED FINDINGS REQUIRED UNDER GOVERNMENT CODE SECTION 4217.10-18 AND APPROVING AGREEMENT FOR ENERGY
CONSERVATION SERVICES WITH ENGIE SERVICES U.S. AND AUTHORIZING

EXECUTION AND RELATED ACTIONS, INCLUDING FINDING THAT THE PROJECT IS EXEMPT PURUANT TO SECTIONS 15301 AND 15303 OF THE CEQA

GUIDELINES
WHEREAS, the City of Tulare (“City”) finds it to be in the best interests of the City to implement projects to promote energy efficiency and renewable energy to achieve utility budget cost reductions; and
WHEREAS, Government Code sections 4217.10 through 4217.18 authorize the City to enter into one or more energy service contracts with any person or entity if the anticipated cost to the City for thermal or electrical energy or conservation services provided under the contract is less than the anticipated marginal cost to the City of thermal, electrical, or other energy that would have been consumed by the City in the absence of those energy service contracts; and
WHEREAS, Government Code sections 4217.10 through 4217.18 require that a public hearing be held, and public comment be taken, at a regularly scheduled meeting of the City Council at which meeting the City Council may consider and adopt the findings described herein and award energy services contracts, and that notice thereof be given at least two weeks prior to the meeting; and
WHEREAS, the City gave notice of its intent to conduct a public hearing and take public comment upon the subject matter of this resolution two weeks prior to the regularly scheduled public meeting of the City Council at which the City Council held a public hearing on May 16, 2023, and received public comment and has now considered this resolution, all as required under Government Code sections 4217.10 through 4217.18; and
WHEREAS, staff has reviewed the proposed action and has determined that the Project is exempt from the California Environmental Quality Act (CEQA, Sections 21000, et seq. of the California Public Resources Code) as follows: (i) Categorical Exemption Class I (CEQA Guidelines Section 15301) applies to the minor alteration of existing public facilities, including operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, involving negligible or no expansion of use beyond that existing at the time of the lead agency’s determinations; (ii) Class 3 (CEQA Guidelines Section 15303) consists of construction and location of limited numbers of new, small facilities or structures; installation of small new equipment and facilities in small structures; and the conversion of existing small structures from one use to another where only minor modifications are made in the exterior of the structure; and (iii) none of the exceptions in CEQA Guidelines Section 15300.2 are applicable; and

14.1 Public Hearing Page 30 ATTACHMENT 2
Resolution 2023-XX

Page 2 ends

WHEREAS, ENGIE Services U.S. assessed the feasibility of various potential energy conservation measures to reduce the City’s energy consumption and expense and recommended specific energy conservation measures based thereon (“Analysis”), upon which the City Council and City staff have relied; and WHEREAS, the Analysis demonstrates that the cost for energy conservation services provided under the Agreement is less than the anticipated marginal cost to the City of thermal, electrical, or other energy that would have been consumed by the City in the absence of energy conservation services; and
WHEREAS, the Analysis indicates that funds for the repayment of project cost are anticipated to be available from the savings, representing funds that otherwise would have been used for the purchase of electrical, thermal, or other energy required by the City in the absence of the energy conservation services provided under the ENGIE Services U.S. Agreements.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Tulare, as follows, to wit:

Section 1. All the recitals herein contained are true and correct and incorporated by reference.

Section 2. The Project is exempt under Section 15301 of the CEQA Guidelines as it involves minor alterations of existing public structures and facilities involving negligible expansion of existing use and Section 15301 of the CEQA Guidelines including installation and construction of new equipment and facilities in small structures. Additionally, none of the exceptions in Section 15300.2 of the Guidelines are applicable (California Code of Regulations, Title 14, Chapter 3).

Section 3. Based upon the written and verbal reports of staff, the presentation of ENGIE Services U.S., and input from members of the public, the City Council finds that the cost of the ENGIE Services U.S. Agreements with the City for the energy conservation services provided thereunder is less than the anticipated marginal cost to the City of thermal, electrical, or other energy that would have been consumed by the City in the absence of the energy conservation services and that it is in the best interest of the City to approve and enter into the ENGIE Services U.S. Agreements.

Section 4. The City Council hereby approves the Agreement by and between the City and ENGIE Services U.S. attached as Exhibit A.

Section 5. The City Manager or designee is authorized and directed to execute and deliver the Agreement and related documents as necessary to carry out the energy services contemplated therein.

Section 6. This resolution shall take effect upon adoption.

14.1 Public Hearing Page 31
Resolution 2023-XX

Page 3 ends

PASSED, APPROVED, AND ADOPTED on this 16th day of May 2023.

TERRY A. SAYRE, MAYOR
ATTEST:

MARC MONDELL, CITY CLERK
By Melissa Hermann, Chief Deputy City Clerk

14.1 Public Hearing Page 32
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 1 of 53 ESC – CA Public
V 06/14/2022
DIR Project Registration # _ _ _ _ _ _
ENGIE Services Project #: CN-001222
ENGIE Services Contract # R 3596

ENERGY SERVICES CONTRACT
This ENERGY Services CONTRACT (this “Contract”) is made and entered into as of May 17, 2023 (the “Contract Effective Date”) by and between ENGIE Services U.S. Inc., a Delaware corporation, with California State Contractor’s License Number 995037 (“ENGIE Services U.S.”), and City of Tulare, a California municipal corporation (“City” and together with ENGIE Services U.S. the “Parties” and each of City and ENGIE Services U.S. a “Party”).

CONTRACT RECITALS
WHEREAS, City owns and/or operates certain public facilities specifically described in Attachment A (the “Facilities”) and City wishes to reduce the Facilities’ energy consumption and costs and improve the Facilities’ energy quality and reliability; and
WHEREAS, ENGIE Services U.S. is a full-service energy services company with the technical capabilities to provide services to City including identifying supply-side and/or demand-side energy conservation measures (“ECMs”), engineering, procurement, construction management, installation, construction and training; and WHEREAS, ENGIE Services U.S. has identified potential energy and operational savings opportunities at City’s Facilities and estimated program costs to implement the ECMs and presented an overall potential energy cost and consumption savings for implementing the ECMs; and
WHEREAS, pursuant to California Government Code §4217.12, City held a regularly scheduled public hearing on May 16, 2023, of which two weeks advance public notice was given regarding this Contract and its subject matter, and
WHEREAS, City has determined that the anticipated cost to City to implement the ECMs will be less than the anticipated cost to City for thermal, electrical, and other energy, together with anticipated operational, maintenance and other costs, that would have been consumed by City in the absence of the ECMs in compliance with California Government Code §§4217.10 through 4217.18; and
WHEREAS, City has determined that entering into this energy services contract to implement the ECMs is in the best interests of City and that California Government Code §4217.10 et seq. allows City to enter into this Contract; and
WHEREAS, by adoption of Resolution No. ________ at the above-referenced meeting, City approved this Contract and authorized its execution.

NOW, THEREFORE, City and ENGIE Services U.S. hereby agree as follows:

ARTICLE 1. DEFINITIONS
For purposes of this Contract and its Attachments, defined terms will have the following meanings:
“Abnormally Severe Weather Conditions” means typhoons, hurricanes, tornadoes, lightning storms and other climatic and weather conditions that are abnormally severe for the period of time when, and the area where, such storms or conditions occur, in each case occurring at a property, the access roads to a property, or any other location where Work or Professional Services are then being performed. The term “Abnormally Severe Weather Conditions” specifically includes rain, snow or sleet in excess of one hundred fifty percent (150%) of the median level over the preceding ten (10) year period for the local geographic area and time of year in which such rain, snow or sleet accumulates.
“Act” is defined in ARTICLE 13.
“Affiliate” means any Person that directly or indirectly through one or more intermediaries, controls or is controlled by or is under common control with the Person specified. For purposes of this definition, control of a Person means the power, direct or indirect, to direct or cause the direction of the management and policies of such Person whether by contract or otherwise; ownership of fifty percent (50%) or more of the voting securities of another Person creates a rebuttable presumption that such Person controls such other Person. “Applicable Law” means any statute, law, treaty, building code, rule, regulation, ordinance, code, enactment, injunction, writ, order, decision, authorization, judgment, decree, protocol, procedure or other legal or regulatory

14.1 Public Hearing Page 33 ATTACHMENT 3
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 2 of 53 ESC – CA Public
V 06/14/2022
determination or restriction by a court or Governmental Authority of competent jurisdiction, as may be in effect at the time the Work or Professional Services are undertaken.
“Applicable Permits” means all permits, approvals, inspections and certifications required to be issued by any Governmental Authority in connection with the Professional Services or the building, installation and start-up of the Work as of the Contract Effective Date.
“Application for Payment” means a monthly progress payment as described in Section 8.01 or an invoice for materials stored off-site as described in Section 8.02. “Arbitral Panel” is defined in Section 19.04(ii).
“Arbitration Rules” is defined in Section 19.04(ii).
“Attachment” means the following attachments to this Contract, each of which is an “Attachment:” Attachment A City’s Facilities and Existing Equipment
Attachment B Standards of Occupancy and Control
Attachment C Scope of Work
Attachment D Scope of Monitoring Installation
Attachment E M&V Services
Attachment F Maintenance Services
Attachment G Mechanical Equipment Schedule and Specifications Attachment H LED Lighting Line by Line
“Beneficial Use” means when major new equipment and systems included in the Scope of Work are properly installed, inspected, operational, and are capable of being used for their intended purpose. Criteria for Beneficial Use of equipment / systems will be established as defined in Attachment C. “Business Day” means any calendar day other than a Saturday, a Sunday or a calendar day on which banking institutions in San Francisco, California, are authorized or obligated by law or executive order to be closed. “CEQA” means the California Environmental Quality Act, codified at California Public Resource Code § 21000 et seq., and the applicable state and local guidelines promulgated thereunder. “Certificate of Beneficial Use” means the certificate, issued by ENGIE Services U.S. to City and subcontractor(s), which identifies when City took Beneficial Use of the Work or any portion thereof. A Certificate of Beneficial Use may be executed for an individual subcontract, a specific building, a portion of the Work, or the entire Work. “Certificate of Final Completion” means the certificate issued by ENGIE Services U.S. to City, in accordance with Section 6.03. A Certificate of Final Completion may be executed for an individual subcontract, a specific building, a portion of the Work, or the entire Work.
“Certificate of Substantial Completion” means the certificate issued by ENGIE Services U.S. to City, in accordance with Section 6.02. A Certificate of Substantial Completion may be executed for an individual subcontract, a specific building, a portion of the Work, or the entire Work. “Change” means any addition to, deletion from, suspension of, or other modification to the quality, function, or intent of the Work or Professional Services.
“Change in Law” means any of the following events or circumstances occurring after the Contract Effective Date:
(i) an amendment, modification, interpretation, construction, enforcement standard, supplement or other change in or repeal of an existing Applicable Law; or (ii) an enactment or making of a new Applicable Law (excluding a change in any income or franchise tax law, worker’s compensation, payroll or withholding tax law, but including any change in law imposing new or additional tariffs or import duties). “Change Order” means a written document, signed by both ENGIE Services U.S. and City, authorizing ENGIE Services U.S. to perform a Change. The Change Order modifies the Scope of Work and should identify: (i) the applicable Change; (ii) any additional compensation to be paid to ENGIE Services U.S. to perform such Change; and (iii) any extension of time to complete the Project. “City” is defined in the Preamble.
“City Persons” means City, its agents, employees, subcontractors, architects, general contractors, lease/leaseback contractors or other Persons acting on behalf of City or for whom City is responsible.

14.1 Public Hearing Page 34
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 3 of 53 ESC – CA Public
V 06/14/2022
“Construction” means any and all Work to be performed that involves construction, alteration, repair, installation or removal of equipment, addition to, subtraction from, improving, moving, wrecking or demolishing any building, parking facility, excavation, or other structure or improvement, or any part thereof. “Construction Documents” means the final designs, drawings, specifications and submittals that are submitted to DSA and used for Construction, and any Change Orders affecting those documents, that describe the technical requirements for the installation of all the materials and equipment pursuant to this Contract. “Construction Period” means the period beginning with the first day of the month in which material or equipment is first installed at the Facilities and continuing until the M&V Commencement Date. “Contract” is defined in the Preamble, and includes all Attachments hereto (all of which are incorporated herein by this reference), as well as all Change Orders, amendments, restatements, supplements and other modifications hereto. F
“Contract Amount” means Eleven Million Nine Hundred Ninety-Eight Thousand Seventy-Four Dollars ($11,998,074.00), which is inclusive of the mobilization payment, as set forth in Section 8.01, but exclusive of any fees for Professional Services.
“Contract Bonds” is defined in Section 12.02.
“Contract Effective Date” is defined in the Preamble.
“Delay” means any circumstances involving delay, disruption, hindrance or interference affecting the time of performance of the Work or the Professional Services.
“Dispute” is defined in Section 19.02.
“DOE Guidelines” is defined in Section 13.01.
“ECM” is defined in the Recitals.
“EMS” means an energy management system.
“Energy Delivery Point” means, for each Generating Facility, the point at which Utility meter energy is being delivered, as designated in the Interconnection Agreement. “Energy Usage Data” is defined in Section 2.05.
“ENGIE Services U.S.” is defined in the Preamble.
“ENGIE Services U.S. Warranty” is defined in Section 9.01. “Event of Default” is defined in ARTICLE 16.
“Excusable Event” means an act, event, occurrence, condition or cause beyond the control of ENGIE Services U.S., including, but not limited to, the following: (i) any act or failure to act of, or other Delay caused by any City Person; (ii) the failure to obtain, or delay in obtaining, any Interconnection Agreement, Applicable Permit, or approval of a Governmental Authority (including due to failure to make timely inspection), or Delays caused by Changes and/or modifications to the Scope of Work required by a Governmental Authority, other than a failure caused by the action or inaction of ENGIE Services U.S.; (iii) changes in the design, scope or schedule of the Work required by any Governmental Authority or City Person; (iv) undisclosed or unforeseen conditions encountered at the Project Location, including discovery or existence of Hazardous Substances; (v) the failure to obtain, or delay in obtaining, approval of any Governmental Authority for design and installation of any portion of the Work, including any further or subsequent approval required with respect to any Change, other than a failure caused by the action or inaction of ENGIE Services U.S.; (vi) information provided to ENGIE Services U.S. by any City Person or Utility is later found to be inaccurate or incomplete; (vii) any Change in Law; (viii) Delay caused by pending arbitration; (ix) acts of God; (x) acts of the public enemy or terrorist acts; (xi) relocation or construction of transmission facilities or the shutdown of such facilities for the purpose of necessary repairs; (xii) work by Utility; (xiii) flood, earthquake, tornado, storm, fire, explosions, lightning, landslide or similar cataclysmic occurrence; (xiv) sabotage, vandalism, riots or civil disobedience; (xv) labor disputes or strikes; (xvi) labor or material shortages; delay in manufacturing and deliveries of equipment; supply chain disruptions; material price increases that equal or exceed fifteen percent (15%) in a six (6) month period; (xvii) Abnormally Severe Weather Conditions; (xviii) an annual level of direct beam solar resource availability that is less than or equal to 90% of historical averages as measured by long-term weather data (minimum 5 years) collected at the applicable Facility and/or other reliable calibrated and appropriate weather station representative of such Facility; (xix) requirement by Utility that any Generating Facility discontinue operation; (xx) any action by a Governmental Authority that prevents or inhibits the Parties from carrying out their respective obligations under this Contract (including an unstayed order of a court or administrative agency having the effect of subjecting the sales of energy output to federal or state regulation of prices and/or services); (xxi) any Utility power outage at a Facility; or (xxii) regional epidemic or global pandemic.

14.1 Public Hearing Page 35
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 4 of 53 ESC – CA Public
V 06/14/2022
“Facilities” is defined in the Recitals.
“Final Completion” means the stage in the progress of the Work at which the Construction Work as identified in the Scope of Work, or a designated portion thereof, has been completed and commissioned, including completion of all Punch List items, completion of all required training, and delivery to City of the final documentation (as-built drawings, operation and maintenance manuals, warranty documentation and final submittals). “Generating Facility” means each of the photovoltaic, solar powered generating facilities located at the sites listed in Attachment E, and includes all associated photovoltaic panels, mounting assemblies, inverters, converters, metering, lighting fixtures, transformers, ballasts, disconnects, combiners, switches, wires and other equipment that may be necessary to connect the Generating Facility to the applicable Energy Delivery Point. “Governmental Authority” means any federal, state, regional, town, county, city, municipal or local government agency, department or regulatory body having jurisdiction under Applicable Law over the matter in question. “Greenhouse Gas” is defined in Section 13.01.
“Hazardous Substances” means (i) any hazardous, toxic, or dangerous wastes, substances, chemicals, constituents, contaminants, pollutants, and materials and any other carcinogenic, liquids, corrosive, ignitable, radioactive, reactive, toxic, or otherwise hazardous substances or mixtures (whether solids, liquids, gases) now or at any time subject to regulation, control, remediation, or otherwise addressed under Applicable Laws; (ii) any “hazardous substance” as defined by the Resource, Conservation and Recovery Act of 1976 (42 U.S.C. §6901 et seq.), as amended, and regulations promulgated thereunder; (iii) any “hazardous, toxic or dangerous waste, substance or material” specifically defined as such in 42 U.S.C. §9601 et seq.), as amended and regulations promulgated thereunder; and (iv) any hazardous, toxic or dangerous waste, substance, or material as defined in any so-called “superfund” or “superlien” law.
“Incentive Funds” is defined in Section 8.06.
“Installation” means the setting up, construction, and placement of any equipment or materials in the manner it will be operated, in accordance with the Scope of Work and in accordance with all Applicable Laws. “Instruments of Service” is defined in Section 10.01(c). “Interconnection Agreement” means the Interconnection Agreement to be entered into between City and the Utility with respect to the Generating Facilities.
“Interconnection Facilities” is defined in Section 18.02. “Interest” means interest calculated at the lesser of (i) the prime rate plus two percent (2%) or (ii) the maximum rate permitted by Applicable Law. The “prime rate” will be the “Prime Rate” of interest per annum for domestic banks as published in The Wall Street Journal in the “Money Rates” section. “Losses” is defined in Section 11.01.
“M&V Commencement Date” means the first day of the month immediately following the later of (i) ENGIE Services U.S.’s receipt of the fully signed Certificate of Final Completion, and (ii) ENGIE Services U.S.’s receipt of the full Contract Amount.
“M&V Services” (if any) are defined in Attachment E.
“Maintenance Services” (if any) are defined in Attachment F. “Measurement Period” means each one-year period following the M&V Commencement Date. “NEC” means the National Electric Code.
“Notice to Proceed” is defined in Section 2.04.
“Party” and “Parties” are defined in the Preamble.
“Person” means any natural person, corporation, general partnership, limited partnership, limited liability company, proprietorship, other business organization, trust, union, association or Governmental Authority. “Professional Services” means professional services (such as Education Services, Maintenance Services and M&V Services, if any) provided by ENGIE Services U.S. to City under this Contract. “Project” means the entirety of Work to be performed by ENGIE Services U.S. pursuant to the Scope of Work, and any Change Orders.
“Project Location” means the area or areas where the Project materials and equipment and any other energy related equipment, as described in the Scope of Work, are installed, and the general area where the Work is performed.

14.1 Public Hearing Page 36
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 5 of 53 ESC – CA Public
V 06/14/2022
“Punch List” means, with respect to any portion of the Work, a list of minor corrective items which need to be completed or corrected in order to complete such portion of the Work, but do not impair City’s ability to beneficially operate and utilize such portion of the Work.
“Retained Items” is defined in Section 10.02.
“Retention” is defined in Section 8.03.
“Schedule of Values” is defined in Section 8.01.
“Scope of Work” means the Work set forth in Attachments C and D, as modified by any Change Order. “Substantial Completion” means the stage in the progress of the Work at which the Work, or a designated portion thereof, is sufficiently complete, in conformance with the Scope of Work, the Construction Documents and any Change Orders, so that City can take Beneficial Use thereof. “Surety” means the surety supplying the Contract Bonds, which must be an “admitted surety insurer,” as defined by California Code of Civil Procedure §995.120, authorized to do business in the State of California, and reasonably satisfactory to City.
“Utility” is defined in Section 18.02.
“Work” means the Work to be done by ENGIE Services U.S. pursuant to the Scope of Work, subject to any Change Orders.

ARTICLE 2. TERM; PERFORMANCE OF THE WORK
Section 2.01 Contract Term. The term of this Contract commences on the Contract Effective Date and ends on the last day on which Professional Services are provided, unless terminated earlier as provided in this Contract.

Section 2.02 Performance of Work. The Work and Professional Services to be performed hereunder will be provided in accordance with the terms of this Contract and the applicable standard of care. ENGIE Services U.S. will perform its obligations under this Contract (i) using the degree of skill and care that is required by current, good and sound professional procedures and practices, and (ii) in conformance with (x) generally accepted professional standards prevailing at the time the Work is performed, (y) the covenants, terms and conditions of this Contract, and (z) applicable laws, codes, rules and regulations, including, without limitation, the applicable provisions of the California Building Code.

ENGIE Services U.S. represents and warrants that it is fully experienced in projects of the nature and scope of the Work and Professional Services, and that it is properly qualified, licensed and equipped to supply and perform the Work and Professional Services. The Work completed herein will be subject to City’s general right of inspection and supervision to secure the satisfactory completion thereof in accordance with this Contract.

Section 2.03 Scope of Work.
(a) The Scope of Work may not exceed that set forth in Attachments C and D, except pursuant to a Change Order. (b) The Professional Services may not exceed those set forth in Attachments E, F and G, except pursuant to a Change Order.

Section 2.04 Notice to Proceed. Within ten (10) days after City has closed the financing referenced in Section 2.07, City will issue to ENGIE Services U.S. a written Notice to Proceed (“Notice to Proceed”). ENGIE Services U.S. will begin Work within thirty (30) calendar days after ENGIE Services U.S.’s receipt of the Notice to Proceed. If City fails to issue the Notice to Proceed within twenty (20) calendar days after the financing has closed, ENGIE Services U.S. will be entitled to an equitable extension of time and/or an equitable adjustment in the Contract Amount as a result of such delay.

Section 2.05 Project Schedule. After receipt of the Notice to Proceed, ENGIE Services U.S. will develop, with input from City, a master project schedule using Microsoft Project®. ENGIE Services U.S. will establish a weekly construction meeting at which time the Work of the previous week will be reviewed and a two-week look ahead will be coordinated. The project schedule will be updated monthly.

Section 2.06 City’s Energy and Operational Records and Data. If ENGIE Services U.S. requests, City will provide to ENGIE Services U.S., within thirty (30) calendar days after such request, City’s Energy Usage Data for the twelve (12) months preceding the Contract Effective Date, and will make commercially reasonable efforts to provide the Energy Usage Data for the thirty-six (36) months preceding the Contract Effective Date. “Energy Usage Data” means all of City’s records and complete data concerning energy usage, energy-related maintenance, and other related costs for the Facilities, and including, without limitation, utility records; occupancy information; descriptions of any past, present or anticipated changes in a building’s structure or its heating, cooling, lighting or other systems or energy requirements; descriptions of all energy consuming or saving equipment used in the Facilities; applicable building drawings, specifications, existing AutoCAD files, operation and maintenance manuals, and as-builts; bills and records relating to operation and maintenance of systems and equipment within the Facilities, and a description of operation and

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management procedures currently utilized. City agrees that ENGIE Services U.S. may rely on the foregoing data as being accurate in all respects. If ENGIE Services U.S. requests, City will also provide to ENGIE Services U.S., within thirty (30) calendar days after such request, any prior energy audits of the Facilities, and copies of City’s financial statements and records related to energy usage and operational costs for said time period at the Facilities, and will authorize its agents and employees to provide and freely discuss such records and to make themselves available for consultations and discussions with authorized representatives, employees, subcontractors, and agents of ENGIE Services U.S.

Section 2.07 Finance Contingency. It is acknowledged and agreed by the Parties that the continued existence of this Contract is expressly contingent upon City closing financing that will allow it to make the payments to ENGIE Services U.S. required by this Contract. City will have sixty (60) calendar days after the Contract Effective Date to close such financing. If the financing is not closed within this time, for any reason, either Party may by written notice to the other Party declare this Contract to be null and void; and the Contract will be null and void as of the other Party’s receipt of this notice; provided that City may not declare this Contract to be null and void after it has issued the Notice to Proceed. It is acknowledged and agreed that ENGIE Services U.S. will have no obligation to commence performance of the Work unless and until the financing has been closed.

Section 2.08 Proof of Financial Arrangements. Prior to the commencement of the Work, City will provide ENGIE Services U.S. proof that financial arrangements have been made to fulfill City’s obligations under this Contract.

City’s requirement to furnish such proof to ENGIE Services U.S. is a condition precedent to commencement of the Work.

After commencement of the Work, ENGIE Services U.S. may request such proof if (i) City fails to make payments to ENGIE Services U.S. as this Contract requires; (ii) a Change in the Work materially changes the Contract Amount; or (iii) ENGIE Services U.S. has other reasonable concerns regarding City’s ability to fulfill its payment obligations under this Contract when due. City will furnish such proof as a condition precedent to commencement or continuation of the Work or the portion of the Work affected by a material change. After City furnishes any such proof, City will not materially vary such financial arrangements without prior consent of ENGIE Services U.S. If City fails to provide ENGIE Services U.S. with such proof within ten (10) calendar days of receiving a demand from ENGIE Services U.S., ENGIE Services U.S. will be entitled to suspend its performance under this Contract until such proof is received.

ARTICLE 3. PROJECT IMPLEMENTATION - GENERAL
Section 3.01 Registrations, Permits and Approvals.
(a) Prior to issuing the Notice to Proceed, City must register the Project with the California Department of Industrial Relations, using Form PWC-100.
(b) ENGIE Services U.S. is responsible for obtaining (but not paying for) all Applicable Permits required under this Contract. City will cooperate fully with and assist ENGIE Services U.S. in obtaining Applicable Permits. (c) City is responsible for paying for all permit fees (including expedited plan check fees), inspections, and certifications costs, including any additional work that may be required by the Authority(ies) Having Jurisdiction as part of the permitting process.
(d) City is responsible for hiring and paying for all inspectors, site testing (including geotechnical observations) and laboratory testing.
(e) City is responsible for paying for all utility interconnection(s) costs, including any additional work that may be required by the Utility(ies) as part of the Interconnection Agreement(s). (f) City is responsible for obtaining and paying for any annual operating permits and approvals or exemptions required by CEQA, as applicable.

Section 3.02 Coordination. City will be responsible for coordinating the activities of ENGIE Services U.S. and ENGIE Services U.S.’s subcontractors and suppliers with those of City Persons.

Section 3.03 Project Meetings/Status Updates. During the course of the Work, ENGIE Services U.S. will periodically meet with City to report on the general status and progress of the Work. ENGIE Services U.S. may (but is not required to) make food and beverage items of nominal value available to City and City’s employees and agents at such meetings, which if offered will be deemed part of the Scope of Work and included in the Contract Amount.

Section 3.04 Project Location Access. City hereby grants to ENGIE Services U.S., without cost to ENGIE Services U.S., all rights of ingress and egress at the Project Location, necessary for ENGIE Services U.S. to perform the Work and provide all services contemplated by this Contract. ENGIE Services U.S. will provide twenty-four-hour advance notice to City for access to any City Facilities. All persons entering the Project Location, including City and its employees and agents, must follow ENGIE Services U.S.’s safety procedures. ENGIE Services U.S. may (but is not required to) make transportation available to City and City’s employees and agents between and within Project Locations, which if offered will be deemed part of the Scope of Work and included in the Contract Amount.

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Section 3.05 Consents; Cooperation. Whenever a Party’s consent, approval, satisfaction, or determination will be required or permitted under this Contract, and this Contract does not expressly state that the Party may act in its sole discretion, such consent, approval, satisfaction, or determination will not be unreasonably withheld, qualified, conditioned, or delayed, whether or not such a “reasonableness” standard is expressly stated in this Contract. Whenever a Party’s cooperation is required for the other Party to carry out its obligations hereunder, each Party agrees that it will act in good faith and reasonably in so cooperating with the other Party or its designated representatives or assignees or subcontractors. Each Party will furnish decisions, information, and approvals required by this Contract in a timely manner so as not to delay the other Party’s performance under this Contract.

Section 3.06 Independent Contractor. The Parties hereto agree that ENGIE Services U.S., and any agents and employees of ENGIE Services U.S., its subcontractors and/or consultants, is acting in an independent capacity in the performance of this Contract, and not as a public official, officer, employee, consultant, or agent of City for purposes of conflict of interest laws or any other Applicable Law.

ARTICLE 4. FINAL DESIGN PHASE – CONSTRUCTION DOCUMENTS / EQUIPMENT PROCUREMENT Section 4.01 General Provisions.
(a) After receipt of the Notice to Proceed, ENGIE Services U.S. will proceed with the preparation of any necessary designs, drawings, and specifications related to the Scope of Work. (b) After completion of the design phase and approval of the final plans and specifications by City, ENGIE Services U.S. will order the equipment identified in the Scope of Work, and any other necessary materials and supplies in order to meet the project schedule.
(c) City will designate a single-point representative with whom ENGIE Services U.S. may consult on a reasonable, regular basis and who is authorized to act on City’s behalf with respect to the Project design. City’s representative will render decisions in a timely manner with regard to any documents submitted by ENGIE Services U.S. and to other requests made by ENGIE Services U.S. in order to avoid delay in the orderly and sequential progress of ENGIE Services U.S.’s design services. (d) Within ten (10) Business Days after ENGIE Services U.S.’s request, City will:
(i) furnish all surveys or other information in City’s possession that describe the physical characteristics, legal limitations, and utility locations in and around the Project Location; (ii) disclose any prior environmental review documentation and all information in its possession concerning subsurface conditions, including without limitation the existence of any known Hazardous Substances, in or around the general area of the Project Location; (iii) supply ENGIE Services U.S. with all relevant information in City’s possession, including any asbuilt drawings and photographs, of prior construction undertaken at the Project Location; (iv) obtain any and all easements, zoning variances, planning approvals, including any resolution of any environmental impact issues, and any other legal authorization regarding utilization of the Project Location for the execution of the Work; and
(v) obtain any and all title reports for those Project Locations reasonably requested by ENGIE Services U.S.
(e) All information furnished pursuant to this Section 4.01 will be supplied at City’s expense, and ENGIE Services U.S. will be entitled to rely upon the accuracy and completeness of all information provided. If ENGIE Services U.S. is adversely affected by any failure to provide, or delay in providing, the information specified in Section

4.01(d), ENGIE Services U.S. will be entitled to an equitable extension of time and/or an equitable adjustment in the Contract Amount.
(f) If any information disclosed under this Section 4.01 gives rise to a Change to the Work or an Excusable Event, ENGIE Services U.S. will notify City. The Parties will meet and confer with respect to those Changes, and ENGIE Services U.S. will be entitled to an equitable extension of time and/or an equitable adjustment in the Contract Amount. If the Parties, however, are unable to agree on whether City’s disclosed information gives rise to a Change to the Work or an Excusable Event, those disputes are to be resolved in accordance with ARTICLE

19. (g) ENGIE Services U.S. contemplates that it will not encounter any Hazardous Substances at the Project Location, except as has been disclosed as a pre-existing condition by City prior to the Contract Effective Date. However, any disclosure of Hazardous Substances that will affect the performance of the Work after the Contract Effective Date will constitute a valid basis for a Change Order.

Section 4.02 Review of Construction Documents. ENGIE Services U.S. will prepare and submit all drawings and specifications to City for review. City will review the documents and provide any comments in writing to

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ENGIE Services U.S. within ten (10) Business Days after receipt of the documents. ENGIE Services U.S. will incorporate appropriate City comments into the applicable drawings and specifications. ENGIE Services U.S. reserves the right to issue the drawings and specifications in phases to allow Construction to be performed in phases. If City fails to provide written comments within the ten (10) Business Day period, City will be deemed to have no comments regarding the documents.

Section 4.03 Permits. The respective obligations of the Parties in obtaining inspections and permits are as specified in Section 3.01. City will agree to any nonmaterial changes to the designs, drawings, and specifications required by any Governmental Authority. The Contract Amount must be increased by any additional cost incurred by ENGIE Services U.S. due to a Change required by a Governmental Authority and the time required to complete the Work must be increased by the number of additional days required to complete the Work because of a Change imposed by a Governmental Authority.

Section 4.04 Changes During Final Design Phase. If during the design phase any City Person requests Changes and/or modifications to the Work and/or an Excusable Event occurs, ENGIE Services U.S. will be entitled to an equitable extension of time and/or an equitable adjustment in the Contract Amount. Valid bases for additional compensation and/or time extension include, but are not limited to: (i) any City Person requests changes and/or modifications to the Project Scope of Work during the Project design phase; (ii) any City Person causes delays during ENGIE Services U.S.’s design work; (iii) the discovery of subsurface or other site conditions that were not reasonably anticipated or disclosed as of the Contract Effective Date; (iv) the discovery of Hazardous Substances at or impacting the Project Location; (v) changes to the Scope of Work required to obtain Applicable Permits; (vi) damage to any equipment or other Work installed by ENGIE Services U.S. caused by the act or omission of any City Person; (vii) changes and/or modifications to Scope of Work ordered by any Governmental Authority; and (viii) any other condition that would not reasonably have been anticipated by ENGIE Services U.S., that modifies and/or changes the Scope of Work, that increases the agreed-upon Contract Amount or increases the time needed to complete the Work.

ARTICLE 5. CONSTRUCTION PHASE
Section 5.01 General Provisions. Upon securing the requisite Applicable Permits pursuant to Section 3.01, and completion of Construction Documents, ENGIE Services U.S. will commence the construction of the Project in accordance with the Construction Documents. The construction will be performed in accordance with all Applicable Laws and Applicable Permits, by ENGIE Services U.S. and/or one or more licensed subcontractors qualified to perform the Work.

Section 5.02 ENGIE Services U.S.’s Responsibilities during Construction Phase. (a) As an independent contractor to City, ENGIE Services U.S. will provide, or cause to be provided by its subcontractor(s), all labor, materials, equipment, tools, transportation, and other facilities and services necessary for the proper execution, construction, and completion of the Work. ENGIE Services U.S. will purchase in advance all necessary materials and supplies for the construction of the Project in order to assure the prompt and timely delivery of the completed Work pursuant to the project schedule. ENGIE Services U.S. will also be responsible for all means, methods, techniques, sequences, and procedures required by the Construction Documents.
(b) ENGIE Services U.S. will make commercially reasonable efforts to coordinate construction activities and perform the Work to minimize disruption to City’s operations at the Project Location. ENGIE Services U.S. will provide at least fifteen (15) calendar days’ written notice to City of any planned power outages that will be necessary for the construction. ENGIE Services U.S. will cooperate with City in scheduling such outages, and City agrees to provide its reasonable approval of any scheduled outage. (c) ENGIE Services U.S. will initiate and maintain a safety program in connection with its Construction of the Project. ENGIE Services U.S. will take reasonable precautions for the safety of, and will provide reasonable protection to prevent damage, injury, or loss to: (i) employees of ENGIE Services U.S. and subcontractors performing Work under this Contract; (ii) ENGIE Services U.S.’s property and other materials to be incorporated into the Project, under the care, custody, and control of ENGIE Services U.S. or its subcontractors; and (iii) other property at or adjacent to the Project Location not designated for removal, relocation, or replacement during the course of construction. ENGIE Services U.S. will not be responsible for City’s employees’ safety unless ENGIE Services U.S.’s negligence in the performance of its Work is the proximate cause of the employee’s injury.
(d) ENGIE Services U.S. will provide notice to City of scheduled test(s) of installed equipment, if any, and City and/or its designees will have the right to be present at any or all such tests conducted by ENGIE Services U.S., any subcontractor, and/or manufacturers of the equipment. (e) Pursuant to California Labor Code §6705, if the Work is a public work involving an estimated expenditure in excess of $25,000 and includes the excavation of any trench or trenches five (5) feet or more in depth, ENGIE Services U.S. will, in advance of excavation, submit to City and/or a registered civil or structural engineer,

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employed by City, to whom authority to accept has been delegated, a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches, which provisions will be no less effective than the current and applicable CAL-OSHA Construction Safety Orders. No excavation of such trench or trenches may be commenced until this detailed plan has been accepted by City or by the person to whom authority to accept has been delegated by City. Pursuant to California Labor Code §6705, nothing in this Section 5.02(e) imposes tort liability on City or any of its employees.
(f) Pursuant to California Public Contract Code §7104, if the Work is a public work involving digging trenches or other excavations that extend deeper than four (4) feet below the surface of the ground:
(i) ENGIE Services U.S. will promptly, and before the following conditions are disturbed, notify City, in writing, of any:
1) Material that ENGIE Services U.S. believes may be material that is hazardous waste, as defined in California Health and Safety Code §25117, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law; 2) Subsurface or latent physical conditions at the site differing from those indicated by information about the site made available to ENGIE Services U.S. before the Contract Effective Date;
3) Unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Contract.
(ii) City will promptly investigate the conditions and, if it finds that the conditions do materially so differ or do involve hazardous waste, and cause a decrease or increase in ENGIE Services U.S.’s cost of, or the time required for, performance of any part of the Work will issue a Change Order under the procedures described in this Contract.
(iii) If a dispute arises between City and ENGIE Services U.S., whether the conditions materially differ, or involve hazardous waste, or cause a decrease or increase in ENGIE Services U.S.’s cost of, or time required for, performance of any part of the Work, ENGIE Services U.S. will not be excused from any scheduled completion date provided for by this Contract but will proceed with all Work to be performed under this Contract. ENGIE Services U.S. will retain any and all rights provided either by contract or by law which pertain to the resolution of disputes and protests between the Parties.

Section 5.03 City’s Responsibilities during Construction Phase. (a) City will designate a single-point representative authorized to act on City’s behalf with respect to Project construction and/or equipment installation. City may from time to time change the designated representative and will provide written notice to ENGIE Services U.S. of such change. Any independent review of the construction will be undertaken at City’s sole expense, and will be performed in a timely manner so as to not unreasonably delay the orderly progress of ENGIE Services U.S.’s Work. (b) City will provide a temporary staging area for ENGIE Services U.S., or its subcontractors, to use during the construction phase to store and assemble equipment for completion of the Work, if needed. City will provide sufficient space at the Facilities for the performance of the Work and the storage, installation, and operation of any equipment and materials and will take reasonable steps to protect any such equipment and materials from harm, theft and misuse. City will provide access to the Facilities, including parking permits and identification tags, for ENGIE Services U.S. and subcontractors to perform the Work during regular business hours, or such other reasonable hours as may be requested by ENGIE Services U.S. and acceptable to City. City will also either provide a set or sets of keys to ENGIE Services U.S. and its subcontractors (signed out per City policy) or provide a readily available security escort to unlock and lock doors. City will not unreasonably restrict ENGIE Services U.S.’s access to Facilities to make emergency repairs or corrections as ENGIE Services U.S. may determine are needed.
(c) City will maintain the portion of the Project Location that is not directly affected by ENGIE Services U.S.’s Work.

City will keep the designated Project Location and staging area for the Project free of obstructions, waste, and materials within the control of City.
(d) City will obtain any required environmental clearance from, and any inspections, including special inspections, or permits required by, any federal, state, and local jurisdictions, including but not limited to any clearances required under CEQA, prior to scheduled construction start date. (e) City will prepare the Project Location for construction, including, but not limited to, clearance of all above and below ground obstructions, such as vegetation, buildings, appurtenances, and utilities. Subsurface conditions and obstacles (buried pipe, utilities, etc.) that are not otherwise previously and accurately documented by City

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and such documentation made available to ENGIE Services U.S. are the responsibility of City. If ENGIE Services U.S. encounters such unforeseen conditions in the performance of the Work, ENGIE Services U.S. will be entitled to an equitable extension of time and/or an equitable adjustment in the Contract Amount. (f) City will remove any Hazardous Substances either known to City prior to the commencement of the Work or encountered by ENGIE Services U.S. during the construction of the Project, if necessary in order for the Work to progress safely, that were not knowingly released or brought to the site by ENGIE Services U.S. ENGIE Services U.S. will respond to the discovery of Hazardous Substances at or around the Project Location during the course of ENGIE Services U.S.’s construction in accordance with Section 5.06. (g) City will coordinate the Work to be performed by ENGIE Services U.S. with its own operations and with any other construction project that is ongoing at or around the Project Location, with the exception that ENGIE Services U.S. will coordinate the Interconnection Facilities work, if any, which will be performed by the local utility.
(h) City will, and will cause City Persons to, allow ENGIE Services U.S. and its subcontractors access to and reasonable use of necessary quantities of City’s water and other utilities, including electrical power, as needed for the construction of the Work, at no cost to ENGIE Services U.S. (i) City will, and will cause City Persons to, provide ENGIE Services U.S. and/or its subcontractors with reasonable access to the Project Location to perform the Work, including without limitation and at no extra cost to ENGIE Services U.S., access to perform Work on Saturdays, Sundays, legal holidays, and non-regular working hours. (j) City will also do the following:
(i) Attend the regularly scheduled progress meetings. Participate as needed regarding scheduling of the Work.
(ii) When requested by ENGIE Services U.S., participate in the job inspection walk-through with ENGIE Services U.S. to determine Substantial Completion or Beneficial Use of major equipment, and will sign the Certificate(s) of Substantial Completion. (iii) Perform a final walk-through of the Project and, upon receipt of the operation and maintenance manuals and as-built drawings, sign the Certificate of Final Completion for the related Work. (iv) Upon the completion of the entire Scope of Work listed in Attachment C, including training, if any, and submission of close-out documents, sign a Certificate of Final Completion for the entire Project.

Section 5.04 Changes.
(a) Change Orders Generally. Changes and/or modifications to the Scope of Work will be authorized by a written Change Order. The Change Order should state the change and/or modification to the Scope of Work, any additional compensation to be paid, and any applicable extension of time. ENGIE Services U.S. may, at its election, suspend performance of that portion of the Work affected by any proposed Change until a written Change Order with respect to the Changed or modified Work has been signed by both City and ENGIE Services U.S. ENGIE Services U.S. will use its reasonable efforts to continue other portions of the Work not affected or impacted by such proposed Change until such time as the applicable Change Order is resolved. In addition, if any City Person requests a proposal from ENGIE Services U.S. for a Change and City subsequently elects to not proceed with such Change, City agrees that a Change Order will be issued to reimburse ENGIE Services U.S. for any costs reasonably incurred for estimating services, design services, and/or preparation of the proposal requested by such City Person.
(b) Change Orders Requiring Additional Compensation. If during construction any City Person requests changes and/or modifications to the Work, and/or there are Excusable Events, City will pay the extra costs caused by such modifications and/or changes and/or Excusable Event and ENGIE Services U.S. will be entitled to additional compensation for the following reasons, that include, but are not limited to: (i) any City Person requests changes and/or modifications to the Scope of Work during the construction phase of the Project; (ii) any City Person causes delays during ENGIE Services U.S.’s construction work; (iii) discovery of subsurface or other site conditions that were not reasonably anticipated or disclosed prior to the commencement of the Work; (iv) discovery of Hazardous Substances at or impacting the Project Location; (v) changes and/or modifications to the Scope of Work required to obtain required permits and approvals as required by any Governmental Authority; (vi) damage to any equipment or other Work installed by ENGIE Services U.S. caused by the act or omission of any City Person; (vii) changes and/or modifications to Scope of Work ordered by any Governmental Authority; and (viii) any other condition that would not reasonably have been anticipated by ENGIE Services U.S., that modifies and/or changes the Scope of Work or the Contract Amount. (c) Change Orders Requiring Additional Time. If during construction any City Person requests changes and/or modifications to the Scope of Work and/or an Excusable Event occurs, the Parties agree that an equitable

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extension of time to complete the Work may be necessary. Prior to any extension of time, ENGIE Services U.S. will use commercially reasonable efforts to make up such delays, including authorizing overtime payments; provided that City has issued a Change Order authorizing any such overtime payment and has specifically agreed to pay all costs, including administrative charges and expenses, associated therewith. (d) Method for Adjustment. An increase or decrease in the Contract Amount and/or time resulting from a Change in the Work and/or Excusable Event must be determined by one or more of the following methods:
(i) unit prices set forth in this Contract or as subsequently agreed; (ii) a mutually accepted, itemized lump sum; or
(iii) costs calculated on a basis agreed upon by City and ENGIE Services U.S. plus a fee (either a lump sum or a fee based on a percentage of cost) to which the Parties agree. (e) Disagreements. If there is a disagreement between City and ENGIE Services U.S. as to whether ENGIE Services U.S. is entitled to an equitable extension of time and/or an equitable adjustment in the Contract Amount, those disputes are to be resolved in accordance with the provisions of ARTICLE 19. Pending the resolution of any such dispute, ENGIE Services U.S. may suspend Work.

Section 5.05 Minor Changes to Scope of Work. ENGIE Services U.S. has the authority to make minor changes that do not change the total Contract Amount and are consistent with the intent of the Construction Documents, without prior notice to City. ENGIE Services U.S. will either promptly inform City, in writing, of any minor changes made during the implementation of the Project, or make available to City at the site a set of as-built drawings that will be kept current to show those minor changes.

Section 5.06 Hazardous Substances.
(a) ENGIE Services U.S. will promptly provide written notice to City if ENGIE Services U.S. observes any Hazardous Substance, as defined herein, at or around the Facilities during the course of construction or installation of any equipment which have not been addressed as part of the Scope of Work. ENGIE Services U.S. will have no obligation to investigate the Facilities for the presence of Hazardous Substances prior to commencement of the Work unless otherwise specified in the Scope of Work. City will be solely responsible for investigating Hazardous Substances and determining the appropriate removal and remediation measures with respect to the Hazardous Substances. City will comply with all Applicable Laws with respect to the identification, removal and proper disposal of any Hazardous Substances known or discovered at or around the Facilities, and in such connection will execute all generator manifests with respect thereto. ENGIE Services U.S. will comply with all Applicable Laws in connection with the use, handling, and disposal of any Hazardous Substances in the performance of its Work. In connection with the foregoing, City will provide ENGIE Services U.S., within ten (10) Business Days after the Contract Effective Date, a written statement that represents and warrants (i) whether or not, to its knowledge, there are Hazardous Substances either on or within the walls, ceiling or other structural components, or otherwise located in the Project Location, including, but not limited to, asbestos-containing materials; (ii) whether or not, to its knowledge, conditions or situations exist at the Facilities which are subject to special precautions or equipment required by federal, state, or local health or safety regulations; and (iii) whether or not, to its knowledge, there are unsafe working conditions at the Facilities. (b) City will indemnify, defend, and hold ENGIE Services U.S. harmless from and against any and all Losses that in any way result from, or arise under, such City owned or generated Hazardous Substances, except for liabilities to the extent due to the negligence or willful misconduct of ENGIE Services U.S., or its subcontractors, agents or representatives, in the handling, disturbance or release of Hazardous Substances. This indemnification will survive any termination of this Contract.

Section 5.07 Pre-Existing Conditions. Certain pre-existing conditions may be present within the Facilities that (i) are non-compliant with applicable codes, (ii) may become non-compliant with applicable codes upon completion of ENGIE Services U.S.’s Work, (iii) may cause ENGIE Services U.S.’s completed Work to be non-compliant with applicable codes, (iv) may prevent City from realizing the full benefits of ENGIE Services U.S.’s Work, (v) may present a safety or equipment hazard, or (vi) are otherwise outside the scope of ENGIE Services U.S.’s Work. Regardless of whether or not such conditions may have been readily identifiable prior to the commencement of Work, ENGIE Services U.S. will not be responsible for repairing such pre-existing conditions unless such responsibility is expressly provided for in the Scope of Work or an approved Change Order. ENGIE Services U.S., in its sole discretion, may determine whether it will bring said pre-existing conditions into compliance by agreeing to execute a Change Order with City for additional compensation and, if appropriate, an extension of time.

ARTICLE 6. PROJECT COMPLETION
Section 6.01 Occupancy or Use of Work. City may take occupancy or use of any completed or partially completed portion of the Work at any stage, whether or not such portion is Substantially Complete, provided that such occupancy or use is authorized by Governmental Authority and, provided further, that City assumes responsibility for the

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security of, insurance coverage for, maintenance, utilities for, and damage to or destruction of such portion of the Work. If Substantial Completion of a portion of the Construction Work is not yet achieved, occupancy or use of such portion of the Work will not commence until City’s insurance company has consented to such occupancy or use. When occupancy or use of a portion of the Work occurs before Substantial Completion of such portion, City and ENGIE Services U.S. will accept in writing the responsibilities assigned to each of them for title to materials and equipment, payments and Retention with respect to such portion.

Section 6.02 Substantial Completion. When ENGIE Services U.S. considers the Work, or any portion thereof, to be Substantially Complete, ENGIE Services U.S. will supply to City a written Certificate of Substantial Completion with respect to such portion of the Work, including a Punch List of items and the time for their completion or correction. City will within ten (10) Business Days of receipt of the Certificate of Substantial Completion, review such portion of the Work for the sole purpose of determining that it is Substantially Complete, and sign and return the Certificate of Substantial Completion to ENGIE Services U.S. acknowledging and agreeing: (i) that such portion of the Work is Substantially Complete; (ii) the date of such Substantial Completion; (iii) that from the date of Substantial Completion City will assume responsibility for the security of, insurance coverage for, maintenance, utilities for, and damage to or destruction of such portion of the Work. City agrees that approval of a Certificate of Substantial Completion will not be unreasonably withheld, delayed or conditioned.

Section 6.03 Final Completion. When ENGIE Services U.S. considers the entirety of the Work to be Finally Complete, ENGIE Services U.S. will notify City that the Work is fully complete and ready for final inspection. City will inspect the Work to verify the status of Final Completion within ten (10) Business Days after its receipt of ENGIE Services U.S.’s certification that the Work is complete. If City does not verify the Final Completion of the Work within this period, the Work will be deemed fully completed. When City agrees that the Work is fully completed, ENGIE Services U.S. will issue a Certificate of Final Completion, which City must sign. City agrees that its signing of the Certificate of Final Completion will not be unreasonably withheld, delayed or conditioned. At that time, City will pay ENGIE Services U.S. any remaining Contract Amount due and any outstanding Retention being withheld by City, in accordance with Section 8.03. City may give ENGIE Services U.S. written notice of acceptance of the Work and will promptly record a notice of completion or notice of acceptance in the office of the county recorder in accordance with California Civil Code §9204.

Section 6.04 Transfer of Title; Risk of Loss. Title to all or a portion of the Project equipment, supplies and other components of the Construction Work will pass to City upon the earlier of (i) the date payment for such Project equipment, supplies or components is made by City or (ii) the date any such items are incorporated into the Project Location. ENGIE Services U.S. will retain care, custody and control and risk of loss of such Project equipment, supplies and components until the earlier of Beneficial Use or Substantial Completion. Transfer of title to City will in no way affect City’s and ENGIE Services U.S.’s rights and obligations as set forth in other provisions of this Contract. Except as provided in this Section 6.04, after the date of Substantial Completion, ENGIE Services U.S. will have no further obligations or liabilities to City arising out of or relating to this Contract, except for the obligation to complete any Punch List items, the obligation to perform any warranty service under Section 9.01, and obligations which, pursuant to their terms, survive the termination of this Contract.

ARTICLE 7. SUBCONTRACTORS
Section 7.01 Authority to Subcontract. ENGIE Services U.S. may delegate its duties and performance under this Contract, and has the right to enter into agreements with any subcontractors and other service or material providers as ENGIE Services U.S. may select in its discretion to perform the Work. ENGIE Services U.S. will not be required to enter into any subcontracts with parties whom ENGIE Services U.S. has not selected or subcontractors whom ENGIE Services U.S. has objection to using.

Section 7.02 Prompt Payment of Subcontractors. ENGIE Services U.S. will promptly pay, when due, all amounts payable for labor and materials furnished in the performance of this Contract and will endeavor to prevent any lien or other claim under any provision of Applicable Law from arising against any City property, against ENGIE Services U.S.’s rights to payments hereunder, or against City.

Section 7.03 Relationship. Nothing in this Contract constitutes or will be deemed to constitute a contractual relationship between any of ENGIE Services U.S.’s subcontractors and City, or any obligation on the part of City to pay any sums to any of ENGIE Services U.S.’s subcontractors.

Section 7.04 Prevailing Wages. To the extent required by California Labor Code §1771 or other Applicable Law, all employees of ENGIE Services U.S. and ENGIE Services U.S.’s subcontractors performing Work at the Project Location will be paid the per diem prevailing wages for the employee’s job classification in the locality in which the Work is performed. In accordance with California Labor Code §§1773 and 1773.2, City will obtain from the Director of Industrial Relations the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work, in the locality in which the Work is to be performed, for each craft, classification or type of worker needed to execute the Work at the Project Location, and will cause copies of such determinations to be kept on file at its principal office and

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posted at each Project Location. City will promptly notify ENGIE Services U.S. of any changes to any such prevailing wage determination.

ARTICLE 8. PAYMENTS
Section 8.01 Monthly Progress Payments. Promptly after the Contract Effective Date, ENGIE Services U.S. will invoice City for a mobilization payment in the amount of twenty percent (20%) of the Contract Amount. These amounts must be paid to ENGIE Services U.S. within thirty (30) calendar days after City’s receipt of an invoice for those amounts. In addition, as the Work progresses, ENGIE Services U.S. will submit to City its applications for monthly payments based on the progress made on the Project through the date on which ENGIE Services U.S. submits such Application for Payment. Within twenty-one (21) calendar days from the Contract Effective Date, ENGIE Services U.S. will prepare and submit to City a schedule of values apportioned to the various divisions or phases of the Work (“Schedule of Values”). Each line item contained in the Schedule of Values will be assigned a value such that the total of all items equals the Contract Amount. All Applications for Payment will be in accordance with the Schedule of Values.

Section 8.02 Materials Stored Off-Site. In addition to the monthly progress payments specified in Section 8.01, ENGIE Services U.S. may invoice City for materials purchased in advance and not stored at the Project Location. Each such Application for Payment will be accompanied by proof of off-site material purchases, evidence that the materials have been delivered to a warehouse reasonably acceptable to City and evidence of appropriate insurance coverage. ENGIE Services U.S. will furnish to City written consent from the Surety approving the advance payment for materials stored off site. City will pre-pay one hundred percent (100%) of ENGIE Services U.S.’s Application for Payment for the materials delivered, less Retention as indicated in Section 8.03. ENGIE Services U.S. will protect stored materials from damage. Damaged materials, even though paid for, will not be incorporated into the Work.

Section 8.03 Retention. City, or its designee, must approve and pay each Application for Payment, less a retention amount (“Retention”) of five percent (5%) in accordance with California Public Contract Code §7201, within thirty (30) calendar days after its receipt of the Application for Payment; provided, however, that there is to be no Retention with respect to the mobilization payment. A failure to approve and pay an Application for Payment in a timely manner is a material default by City under this Contract. City may make progress payments in full without Retention at any time after fifty percent (50%) of the Work has been completed, as permitted pursuant to California Public Contract Code §9203. Upon Substantial Completion, the Retention must be reduced to two percent (2%) of the Contract Amount, and ENGIE Services U.S. may invoice and City will pay this amount. City will pay ENGIE Services U.S. the remaining two percent (2%) Retention amount upon achieving Final Completion. In lieu of Retention being held by City, ENGIE Services U.S. may request that securities be substituted or Retention be held in an escrow account pursuant to California Public Contract Code §22300.

Section 8.04 Final Payment. The final Application for Payment may be submitted after Final Completion.

The final payment amount must also include payment to ENGIE Services U.S. for any remaining Retention withheld by City.

Section 8.05 Disputed Invoices/Late Payments. City may in good faith dispute any Application for Payment, or part thereof, within fifteen (15) calendar days after the date the Application for Payment was received by City. If City disputes all or a portion of any Application for Payment, City will pay the undisputed portion when due and provide ENGIE Services U.S. a written notice and explanation of the basis for the dispute and the amount of the Application for Payment being withheld related to the dispute. City will be deemed to have waived and released any dispute known to it with respect to an Application for Payment if such notice and written explanation is not provided within fifteen (15) calendar days after the date the Application for Payment was received by City. If any amount disputed by City is finally determined to be due to ENGIE Services U.S., either by agreement between the Parties or as a result of dispute resolution pursuant to ARTICLE 19 below, it will be paid to ENGIE Services U.S. within ten (10) Business Days after such final determination, plus Interest from the date billed or claimed until such amount is paid.

Section 8.06 Rebate Programs. ENGIE Services U.S. will assist City in the preparation and submission to the applicable agencies of applications and documentation necessary for certain energy efficiency rebate, incentive, and/or loan program(s). ENGIE Services U.S. makes no guarantee that City will receive funding from any energy efficiency rebate, incentive, and/or loan program(s), including the Inflation Reduction Act (collectively, “Incentive Funds), or any portion thereof; ENGIE Services U.S. expressly disclaims any liability for City’s failure to receive any portion of the Incentive Funds, and City acknowledges and agrees that ENGIE Services U.S. will have no liability for any failure to receive all or any portion of the Incentive Funds. Procurement, or lack thereof, of the Incentive Funds will not alter the Contract Amount of this Contract or the payment timeline associated with payment of the Contract Amount.

ARTICLE 9. WARRANTY / LIMITATION OF LIABILITY
EXCEPT FOR THE WARRANTIES PROVIDED IN THIS ARTICLE 9, ENGIE Services U.S. MAKES NO WARRANTIES

IN CONNECTION WITH THE WORK PROVIDED UNDER THIS CONTRACT, WHETHER EXPRESS OR IMPLIED IN

LAW, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND ANY IMPLIED WARRANTIES AGAINST INTELLECTUAL PROPERTY INFRINGEMENT. CITY WILL

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HAVE NO REMEDIES AGAINST EITHER ENGIE Services U.S. OR ANY ENGIE Services U.S. SUBCONTRACTOR OR

VENDOR FOR ANY DEFECTIVE MATERIALS OR EQUIPMENT INSTALLED, EXCEPT FOR THE REPAIR OR

REPLACEMENT OF SUCH MATERIALS OR EQUIPMENT IN ACCORDANCE WITH THE WARRANTIES INDICATED BELOW. SPECIFICALLY, NEITHER ENGIE Services U.S., NOR ENGIE Services U.S.’s SUBCONTRACTORS OR

VENDORS, WILL BE LIABLE TO CITY FOR LOSS OF PROFITS OR FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY.

Section 9.01 ENGIE Services U.S. warrants to City that material and equipment furnished under this Contract will be of good quality and new, unless otherwise specifically required or permitted by this Contract. ENGIE Services U.S. further warrants that its workmanship provided hereunder, including its subcontractors’ workmanship, will be free of material defects for a period of one (1) year from the date of Substantial Completion as indicated on the executed Certificate of Substantial Completion, or the date of Beneficial Use as indicated on the executed Certificate of Beneficial Use (“ENGIE Services U.S. Warranty”). Notwithstanding the preceding sentence, the date the ENGIE Services U.S. Warranty commences with respect to a specific piece or pieces of equipment may be further defined in Attachment C.

Section 9.02 Equipment and material warranties that exceed the ENGIE Services U.S. Warranty period will be provided directly by the equipment and/or material manufacturers and such warranties will be assigned directly to City, after the one (1) year period. During the ENGIE Services U.S. Warranty period, ENGIE Services U.S. will be City’s agent in working with the equipment and material manufacturers in resolving any equipment or material warranty issues.

If any material defects are discovered within the ENGIE Services U.S. Warranty period, ENGIE Services U.S., or ENGIE Services U.S.’s subcontractors, will correct its defects, and/or ENGIE Services U.S. will work with the equipment or material manufacturer as City’s agent to facilitate the manufacturer’s correction of the equipment or material defect. Such warranty services will be performed in a timely manner and at the reasonable convenience of City. If a warranty issue arises on any equipment or material installed after the ENGIE Services U.S. Warranty period, and the equipment or material has a warranty period that exceeds one (1) year, City will contact the manufacturer directly to resolve such warranty issues and City acknowledges that the manufacturer will have sole responsibility for such issues.

Section 9.03 The warranties in this ARTICLE 9 expressly exclude any remedy for damage or defect caused by improper or inadequate maintenance of the installed equipment by service providers other than ENGIE Services U.S. or its subcontractors, corrosion, erosion, deterioration, abuse, modifications or repairs not performed by an authorized ENGIE Services U.S. subcontractor, improper use or operation, or normal wear and tear under normal usage. ENGIE Services U.S. shall not be responsible for the cost of correcting a breach of warranty or defect to the extent that the manufacturer of the equipment that is the subject of a warranty hereunder does not honor its equipment warranty as a result of its termination of operations, insolvency, liquidation, bankruptcy or similar occurrence. Unless otherwise specified, all warranties hereunder, including without limitation those for defects, whether latent or patent, in design, engineering, or construction, will terminate one (1) year from the date of Substantial Completion or Beneficial Use; and thereafter, ENGIE Services U.S. will have no liability for breach of any warranty or for any latent or patent defect of any kind pursuant to California Code of Civil Procedure §§337.1 and 337.15.

Section 9.04 City and ENGIE Services U.S. have discussed the risks and rewards associated with this Project, as well as the Contract Amount to be paid to ENGIE Services U.S. for performance of the Work. City and ENGIE Services U.S. agree to allocate certain of the risks so that, to the fullest extent permitted by Applicable Law, ENGIE Services U.S.’s total aggregate uninsured liability to City is limited to the Contract Amount for any and all injuries, damages, claims, losses, expenses, or claim expenses (including attorney’s fees) arising out of this Contract from any cause or causes. Such causes include, but are not limited to, negligence, errors, omissions, strict liability, breach of contract, or breach of warranty. This paragraph shall not act as a limitation as to any insurance requirements or contributions.

ARTICLE 10. OWNERSHIP OF CERTAIN PROPERTY AND EXISTING EQUIPMENT Section 10.01 Ownership of Certain Proprietary Property Rights. (a) Ownership: Except as expressly provided in this Contract, City will not acquire, by virtue of this Contract, any rights or interest in any formulas, patterns, devices, software, inventions or processes, copyrights, patents, trade secrets, other intellectual property rights, or similar items of property which are or may be used in connection with the Work. ENGIE Services U.S. will own all inventions, improvements, technical data, models, processes, methods, and information and all other work products developed or used in connection with the Work, including all intellectual property rights therein.
(b) License: Solely in connection with the Facilities, ENGIE Services U.S. grants to City a limited, perpetual, royaltyfree, non-transferrable license for any ENGIE Services U.S. intellectual property rights necessary for City to operate, maintain, and repair any modifications or additions to Facilities, or equipment delivered, as a part of the Work.
(c) Ownership and Use of Instruments of Service. All data, reports, proposals, plans, specifications, flow sheets, drawings, and other products of the Work (the “Instruments of Service”) furnished directly or indirectly, in writing

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or otherwise, to City by ENGIE Services U.S. under this Contract will remain ENGIE Services U.S.’s property and may be used by City only for the Work. ENGIE Services U.S. will be deemed the author and City of such Instruments of Service and will retain all common law, statutory and other reserved rights, including copyrights.

The Instruments of Service may not be used by City or any City Person for future additions or alterations to the Project or for other projects, without the prior written agreement of ENGIE Services U.S. Any unauthorized use of the Instruments of Service will be at City’s sole risk and without liability to ENGIE Services U.S. If City uses the Instruments of Service for implementation purposes, including additions to or completion of the Project, without the written permission of ENGIE Services U.S., City agrees to waive and release, and indemnify and hold harmless, ENGIE Services U.S., its subcontractors, and their directors, employees, subcontractors, and agents from any and all Losses associated with or resulting from such use.

Section 10.02 Ownership of any Existing Equipment. Ownership of any equipment and materials presently existing at the Facilities on the Contract Effective Date will remain the property of City even if such equipment or materials are replaced or their operation made unnecessary by work performed by ENGIE Services U.S. If applicable, ENGIE Services U.S. will advise City in writing of all equipment and materials that will be replaced at the Facilities and City will, within five (5) Business Days of ENGIE Services U.S.’s notice, designate in writing to ENGIE Services U.S. which replaced equipment and materials should not be disposed of off-site by ENGIE Services U.S. (the “Retained Items”). City will be responsible for and designate the location and storage for the Retained Items. ENGIE Services U.S. will be responsible for the disposal of replaced equipment and materials, except for the Retained Items. ENGIE Services U.S. will use commercially reasonable efforts to remove the Retained Items in such a manner as to avoid damage thereto, or if it is unreasonable to avoid damage altogether, to minimize the damage done. ENGIE Services U.S. will not be responsible for the removal and/or disposal of any Hazardous Substances except as required by the Scope of Work.

ARTICLE 11. INDEMNIFICATION / LIMITATION ON LIABILITY
Section 11.01 Indemnification. To the fullest extent permitted by Applicable Laws, each Party will indemnify, hold harmless, release and defend the other Party, its officers, employees, and agents from and against any and all actions, claims, demands, damages, disabilities, fines, penalties, losses, costs, expenses (including consultants’ and attorneys’ fees and other defense expenses) and liabilities of any nature (“Losses”) that may be asserted by any person or entity, to the extent arising out of that Party’s performance or activities hereunder, including the performance or activities of other persons employed or utilized by that Party in the performance of this Contract, excepting liabilities to the extent due to the negligence or willful misconduct of the indemnified party. This indemnification obligation will continue to bind the Parties after the termination of this Contract.

Section 11.02 Waiver of Consequential Damages and Limitation of Liability. The liability of a defaulting Party will be limited to direct, actual damages. Neither Party shall be liable to the other Party for any special, indirect, incidental or consequential damages whatsoever, whether in contract, tort (including negligence) or strict liability, including, but not limited to, operational losses in the performance of business such as lost profits or revenues or any increase in operating expense. Additionally, each Party waives any claims for negligence against the other Party to the fullest extent permitted by Applicable Law.

ARTICLE 12. INSURANCE / BONDS
Section 12.01 ENGIE Services U.S. Insurance. ENGIE Services U.S. will maintain, or cause to be maintained, for the duration of this Contract, the insurance coverage outlined in (a) through (f) below, and all such other insurance as required by Applicable Law. Evidence of coverage will be provided to City via an insurance certificate. (a) Workers’ Compensation/Employers Liability for states in which ENGIE Services U.S. is not a qualified selfinsured. Limits as follows:
* Workers’ Compensation: Statutory
* Employers Liability: Bodily Injury by accident $1,000,000 each accident Bodily Injury by disease $1,000,000 each employee
Bodily Injury by disease $1,000,000 policy limit
(b) Commercial General Liability insurance with limits of:
* $2,000,000 each occurrence for Bodily Injury and Property Damage * $4,000,000 General Aggregate - other than Products/Completed Operations * $2,000,000 Products/Completed Operations Aggregate
* $2,000,000 Personal and Advertising Injury
* $ 100,000 Damage to premises rented to ENGIE Services U.S.

Coverage to be written on an occurrence form. Coverage to be at least as broad as ISO form CG 0001 (04/13) or its equivalent forms, without endorsements that limit the policy terms with respect to:
(1) provisions for severability of interest or (2) explosion, collapse, underground hazard.

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(c) Auto Liability insurance for owned, hired and non-owned vehicles with limits of $1,000,000 per accident.

Coverage to be written on an occurrence form.
(d) Professional Liability insurance with limits of:
* $1,000,000 per occurrence
* $1,000,000 aggregate
Coverage to be written on a claims-made form.
(e) Umbrella/Excess Liability Insurance. Limits as follows:
* $1,000,000 each occurrence
* $1,000,000 aggregate
Coverage terms and limits to apply excess of the per occurrence and/or aggregate limits provided for Commercial General Liability and Professional Liability written on a claims made form. Coverage terms and limits also to apply in excess of those required for Employers Liability and Auto Liability written on an occurrence form.
(f) Policy Endorsements.
* The insurance provided for Workers’ Compensation and Employers’ Liability above will contain waivers of subrogation rights against City, but only to the extent of the indemnity obligations contained in this Contract.
* The insurance provided for Commercial General Liability and Auto Liability above will:
(i) include City as an additional insured with respect to Work performed under this Contract, but only to the extent of the indemnity obligations contained in this Contract, and
(ii) provide that the insurance is primary coverage with respect to all insureds, but only to the extent of the indemnity obligations contained in this Contract.

Section 12.02 City’s Insurance. City will maintain, or cause to be maintained, for the duration of this Contract, the insurance coverage outlined below, and all such other insurance as required by Applicable Law. Evidence of coverage will be provided to ENGIE Services U.S. via an insurance certificate. (a) Commercial General Liability insurance, written on an occurrence form, with limits of:
* $2,000,000 each occurrence for Bodily Injury and Property Damage; and * $4,000,000 General Aggregate
(b) The insurance provided for above will contain waivers of subrogation rights against ENGIE Services U.S., will include ENGIE Services U.S. as an additional insured, and will provide that the insurance is primary coverage with respect to all insureds.

Section 12.03 Waivers of Subrogation. The Parties waive all rights against each other and any of their subcontractors, sub-subcontractors, agents and employees, each of the other, for damages caused by fire or other causes of loss to the extent covered by property insurance obtained pursuant to this ARTICLE 12 or other property insurance applicable to the Work, except such rights as they have to proceeds of such insurance. The Parties and their respective property damage insurers also waive all rights of subrogation against the other Party, its directors, officers, agents and employees. A waiver of subrogation shall be effective as to a person or entity even though that person or entity would otherwise have a duty of indemnification, contractual or otherwise, did not pay the insurance premium directly or indirectly, and whether or not the person or entity had an insurable interest in the property damaged.

Section 12.04 Performance and Payment Bonds. Prior to commencing Work under this Contract, ENGIE Services U.S. will furnish a performance bond, in an amount equal to one hundred percent (100%) of the Contract Amount, and a payment bond to guarantee payment of all claims for labor and materials furnished, in an amount equal to one hundred percent (100%) of the Contract Amount (collectively, the “Contract Bonds”). The Contract Bonds shall be maintained in full force and effect until Final Completion; provided that upon the achievement of Substantial Completion, the value of the Contract Bonds shall be reduced to the value of the Retainage being withheld by City. The Contract Bonds are not being furnished to cover the performance of any Professional Services, including any energy guaranty or guaranteed savings under this Contract, nor to cover any equipment and/or material manufacturer’s warranty or other third-party warranty being assigned to City. City agrees that upon Final Completion and expiration of the ENGIE Services U.S. Warranty period set forth in Article 9 herein, the Contract Bonds shall be returned to ENGIE Services U.S., and all obligations arising thereunder are terminated and the surety company that issued the bond is forever discharged from any and all liabilities of whatever nature arising in connection with the Contract Bonds.

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ARTICLE 13. DOE GUIDELINES; ENERGY POLICY ACT
Section 13.01 As authorized by §1605(b) of the Energy Policy Act of 1992 (Pub. L. No. 102-486) the U.S.

Department of Energy has issued, and may issue in the future, guidelines for the voluntary reporting of Greenhouse Gas emissions (“DOE Guidelines”). “Greenhouse Gases” means those gases and other particles as defined in the DOE Guidelines. City hereby assigns and transfers to ENGIE Services U.S., and its Affiliates and assigns, any Greenhouse Gas emission reduction credits that result from the Work.

ARTICLE 14. MUNICIPAL ADVISOR
Section 14.01 THE PARTIES ACKNOWLEDGE AND AGREE THAT ENGIE Services U.S. IS NOT A

MUNICIPAL ADVISOR AND CANNOT GIVE ADVICE TO CITY WITH RESPECT TO MUNICIPAL SECURITIES OR MUNICIPAL FINANCIAL PRODUCTS ABSENT City BEING REPRESENTED BY, AND RELYING UPON THE ADVICE OF, AN INDEPENDENT REGISTERED MUNICIPAL ADVISOR. ENGIE Services U.S. IS NOT SUBJECT TO A FIDUCIARY DUTY WITH REGARD TO City OR THE PROVISION OF INFORMATION TO CITY. CITY WILL CONSULT

WITH AN INDEPENDENT REGISTERED MUNICIPAL ADVISOR ABOUT THE FINANCING OPTION APPROPRIATE FOR CITY’S SITUATION.

ARTICLE 15. TRADE SECRETS
If any materials or information provided by ENGIE Services U.S. to City under this Contract are designated by ENGIE Services U.S. as a “trade secret” or otherwise exempt from disclosure under the Public Records Act (California Government Code §6250 et seq., the “Act”) and if a third party makes a request for disclosure of the materials under the Act, as soon as practical (but not later than five (5) calendar days) following a determination by the City that such documents may be subject to disclosure, City will notify ENGIE Services U.S. of such request and advise ENGIE Services U.S. whether City believes that there is a reasonable possibility that the materials may not be exempt from disclosure. Within ten (10) calendar days of notice ENGIE Services U.S. will provide its recommendation that (i) the City may release the documents or information sought; or (ii) if ENGIE Services U.S. reasonably believes that the information is exempt from disclosure, the City should not to release the materials. The City shall make the ultimate determination of what records shall be disclosed under the Act, however, if ENGIE Services U.S. believes the records are not subject to disclosure, City shall provide ENGIE Services U.S. a ten (10) calendar day notice to seek injunctive relief in an appropriate Court. Notwithstanding any other provision of this agreement, each party shall pay their own attorney fees in relation to enforcement of this paragraph.

ARTICLE 16. EVENTS OF DEFAULT
Section 16.01 Events of Default by ENGIE Services U.S. Each of the following events or conditions will constitute an “Event of Default” by ENGIE Services U.S.:
(i) any substantial failure by ENGIE Services U.S. to perform or comply with this Contract, including a material breach of any covenant contained herein, and such failure continues for thirty (30) calendar days after notice to ENGIE Services U.S. demanding that such failure to perform be cured; provided that (y) such failure to perform will not be deemed a default hereunder if it is excused by a provision of this Contract, and (z) if such cure cannot be effected in thirty (30) calendar days, ENGIE Services U.S. will be deemed to have cured the default upon the commencement of a cure within thirty (30) calendar days and diligent subsequent completion thereof; or
(ii) any representation or warranty furnished by ENGIE Services U.S. in this Contract which was false or misleading in any material respect when made.

Section 16.02 Events of Default by City. Each of the following events or conditions will constitute an “Event of Default” by City:
(i) any substantial failure by City to perform or comply with this Contract, including a material breach of any covenant contained herein, and such failure continues for thirty (30) calendar days after notice to City demanding that such failure to perform be cured; provided that (y) such failure to perform will not be deemed a default hereunder if it is excused by a provision of this Contract; and (z) if such cure cannot be effected in thirty (30) calendar days, City will be deemed to have cured the default upon the commencement of a cure within thirty (30) calendar days and diligent subsequent completion thereof; or
(ii) any representation or warranty furnished by City in this Contract which was false or misleading in any material respect when made; or
(iii) any failure by City to pay any amount to ENGIE Services U.S. which is not paid within ten (10) calendar days after written notice from ENGIE Services U.S. that the amount is past due.

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ARTICLE 17. REMEDIES UPON DEFAULT
Section 17.01 Termination for Cause. If there is an Event of Default by either Party under this Contract, unless such Event of Default has been cured within the applicable time periods for a cure set forth in ARTICLE 16, the non-defaulting Party may terminate this Contract by providing three (3) Business Days’ written notice to the defaulting Party in the case of a monetary default and ten (10) Business Days’ written notice to the defaulting Party in the case of a non-monetary default. Upon termination of this Contract, each Party will promptly return to the other all papers, materials, and property of the other held by such Party in connection with this Contract. Each Party will also assist the other in the orderly termination of this Contract and the transfer of all aspects hereof, tangible and intangible, as may be necessary for the orderly, non-disrupted business continuation of each Party. If this Contract is so terminated, ENGIE Services U.S. will be entitled to payment for Work satisfactorily performed, earned profit and overhead, and costs incurred in accordance with this Contract up to the date of termination.

Section 17.02 Remedies Upon Default by ENGIE Services U.S. If an Event of Default by ENGIE Services U.S. occurs, City will be entitled to obtain any available legal or equitable remedies through arbitration proceedings instituted pursuant to ARTICLE 19, including, without limitation, terminating this Contract, or recovering amounts due and unpaid by ENGIE Services U.S. and/or damages, which will include City’s reasonable, actual, direct out-of-pocket losses incurred by reason of such Event of Default and any cost of funding; loss of anticipated payment obligations; and any payment or delivery required to have been made on or before the date of the Event of Default and not made, including interest on any sums due, and losses and costs incurred as a result of terminating this Contract and all costs and expenses reasonably incurred in exercising the foregoing remedies.

Section 17.03 Remedies upon Default by City. If an Event of Default by City occurs, ENGIE Services U.S. will be entitled to obtain any available legal or equitable remedies through arbitration proceedings instituted pursuant to ARTICLE 19 including, without limitation, terminating this Contract or recovering amounts due and unpaid by City, and/or damages which will include ENGIE Services U.S.’s reasonable, actual, direct out-of-pocket losses incurred by reason of such Event of Default and any cost of funding; loss of anticipated payment obligations; and any payment or delivery required to have been made on or before the date of the Event of Default and not made, including Interest on any sums due, and losses and costs incurred as a result of terminating this Contract and all costs and expenses reasonably incurred in exercising the foregoing remedies.

ARTICLE 18. CONDITIONS BEYOND CONTROL OF THE PARTIES
Section 18.01 Excusable Events. If any Party is delayed in, or prevented from, performing or carrying out its obligations under this Contract by reason of any Excusable Event, such circumstance will not constitute an Event of Default, and such Party will be excused from performance hereunder and will not be liable to the other Party for or on account of any loss, damage, injury or expense resulting from, or arising out of, such delay or prevention.

Notwithstanding the foregoing, no Party will be excused from any payment obligations under this Contract as a result of an Excusable Event.

Section 18.02 Utility Work. City expressly understands and agrees that Excusable Events may occur due to Interconnection Facilities work that may need to be performed by the local electric utility (“Utility”) in order for ENGIE Services U.S. to fully implement the Project. “Interconnection Facilities” means any distribution or transmission lines and other facilities that may be required to connect equipment supplied under this Contract to an electrical distribution/transmission system owned and maintained by the Utility. Any Interconnection Facilities work that may be required will be performed by the Utility under the Interconnection Agreement.

ARTICLE 19. GOVERNING LAW AND RESOLUTION OF DISPUTES
Section 19.01 Governing Law. This Contract is governed by and must be interpreted under the laws of the State where the Work is performed, without regard to the jurisdiction’s choice of law rules.

Section 19.02 Initial Dispute Resolution. If a dispute arises out of or relates to this Contract, the transaction contemplated by this Contract, or the breach of this Contract (a “Dispute”), either Party may initiate the dispute resolution process set forth in this ARTICLE 19 by giving notice to the other Party. The Parties will endeavor to settle the Dispute as follows:
(i) Field Representatives’ Meeting: Within fifteen (15) Business Days after notice of the Dispute, ENGIE Services U.S.’s senior project management personnel will meet with City’s project representative in a good faith attempt to resolve the Dispute. (ii) Management Representatives’ Meeting: If ENGIE Services U.S.’s and City’s project representatives fail to meet, or if they are unable to resolve the Dispute, senior executives for ENGIE Services U.S. and for City, neither of whom have had day-to-day management responsibilities for the Project, will meet, within thirty (30) calendar days after notice of the Dispute, in an attempt to resolve the Dispute and any other identified disputes or any unresolved issues that may lead to a dispute. If the senior executives of ENGIE Services U.S. and City are unable to

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resolve a Dispute or if a senior management conference is not held within the time provided herein, either Party may submit the Dispute to mediation in accordance with Section 19.03.

Section 19.03 Mediation. If the Dispute is not settled pursuant to Section 19.02, the Parties will endeavor to settle the Dispute by mediation under the Commercial Mediation Procedures of the American Arbitration Association.

Mediation is a condition precedent to arbitration or the institution of legal or equitable proceedings by either Party. Once one Party files a request for mediation with the other Party and with the American Arbitration Association, the Parties agree to conclude the mediation within sixty (60) calendar days after filing the request. Either Party may terminate the mediation at any time after the first session, but the decision to terminate must be delivered in person by the Party’s representative to the other Party’s representative and the mediator. If the Dispute is not resolved by mediation within sixty (60) calendar days after the date of filing of the request for mediation, then the exclusive means to resolve the Dispute is final and binding arbitration, as described in Section 19.04. Either Party may initiate arbitration proceedings by notice to the other Party and the American Arbitration Association.

Section 19.04 Arbitration Proceedings. The following provisions apply to all arbitration proceedings pursuant to this ARTICLE 19:
(i) The place of arbitration will be the American Arbitration Association office closest to where the Work was performed.
(ii) One arbitrator (or three arbitrators if the monetary value of the Dispute is more than $2,000,000) (the “Arbitral Panel”) will conduct the arbitral proceedings in accordance with the Commercial Arbitration Rules and Mediation Procedures (Excluding the Procedures for Large, Complex Commercial Disputes) of the American Arbitration Association currently in effect (“Arbitration Rules”). To the extent of any conflicts between the Arbitration Rules and the provisions of this Contract, the provisions of this Contract prevail.
(iii) The Parties will submit true copies of all documents considered relevant with their respective statement of claim or defense, and any counterclaim or reply. In the discretion of the Arbitral Panel, the production of additional documents that are relevant and material to the determination of the Dispute may be required.
(iv) The Arbitral Panel does not have the power to award, and may not award, any punitive, indirect or consequential damages (however denominated). All arbitration fees and costs are to be shared equally by the parties, regardless of which Party prevails. Each Party will pay its own costs of legal representation and witness expenses.
(v) The award must be in the form of a reasoned award.
(vi) The Dispute will be resolved as quickly as possible. The Arbitral Panel will endeavor to issue the arbitration award within six (6) months after the date on which the arbitration proceedings were commenced.
(vii) The award will be final and binding and subject to confirmation and enforcement proceedings in any court of competent jurisdiction.

Section 19.05 Multiparty Proceeding. Either Party may join third parties whose joinder would facilitate complete resolution of the Dispute and matters arising from the resolution of the Dispute.

Section 19.06 Lien Rights. Nothing in this ARTICLE 19 limits any rights or remedies not expressly waived by ENGIE Services U.S. that ENGIE Services U.S. may have under any lien laws or stop notice laws.

ARTICLE 20. REPRESENTATIONS AND WARRANTIES
Section 20.01 Each Party warrants and represents to the other that:
(i) it has all requisite power and authority to enter into this Contract, to perform its obligations hereunder and to consummate the transactions contemplated hereby; (ii) the execution, delivery, and performance of this Contract have been duly authorized by its governing body, or are in accordance with its organizational documents, and this Contract has been duly executed and delivered for it by the signatories so authorized, and constitutes its legal, valid, and binding obligation;
(iii) the execution, delivery, and performance of this Contract will not breach or violate, or constitute a default under, its organizational documents or any contract, lease or instrument to which it is a party or by which it or its properties may be bound or affected; and

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(iv) it has not received any notice, nor to the best of its knowledge is there pending or threatened any notice, of any violation of any Applicable Laws, awards or permits which would materially and adversely affect its ability to perform hereunder.

ARTICLE 21. NOTICE
Any notice required or permitted hereunder will be deemed sufficient if given in writing and delivered (i) personally, (ii) by email, (iii) sent by registered or certified mail, return receipt requested, postage prepaid, or (iv) delivered to a nationally recognized express mail service, charges prepaid, receipt obtained, to the address shown below or to such other persons or addresses as are specified by similar notice.

TO ENGIE Services U.S.:

With a COPY TO:

TO City:

With a COPY TO:

ENGIE Services U.S. Inc.
35 North Lake Avenue, Suite 900
Pasadena, CA 91101-1892
Tel: (310) 999-7171
Attention: Adam Davis, Project Manager
Email: [email protected]
Legal Department
ENGIE Services U.S. Inc.
35 North Lake Avenue, Suite 900
Pasadena, CA 91101-1892
Attention: Contract Analyst Senior
Tel: 626-377-4948
City of Tulare
411 East Kern Avenue
Tulare, CA 93274
Attention: City Manager
Tel: (559) 684-4200
City Attorney and City Clerk
411 East Kern Avenue
Tulare, CA 93274
Tel: (559) 684-4200
ARTICLE 22. CONSTRUCTION OF CONTRACT
This Contract is the result of arms-length negotiations between two sophisticated parties and ambiguities or uncertainties in it will not be construed for or against either Party, but will be construed in a manner that most accurately reflects the intent of the Parties as of the Contract Effective Date. Each of the Parties acknowledges and agrees that neither Party has provided the other with any legal, accounting, regulatory, financial, or tax advice with respect to any of the transactions contemplated hereby, and each Party has consulted its own legal, accounting, regulatory, financial and tax advisors to the extent it has deemed appropriate.

ARTICLE 23. CHOICE OF LAW

THE INTERPRETATION, VALIDITY AND ENFORCEMENT OF THIS CONTRACT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF CALIFORNIA.

ARTICLE 24. BINDING EFFECT
Except as otherwise provided herein, the terms and provisions of this Contract will apply to, be binding upon, and inure to the benefit of the Parties hereto and their respective heirs, legal representatives, successors, and permitted assigns.

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ARTICLE 25. NO WAIVER
The failure of ENGIE Services U.S. or City to insist upon the strict performance of this Contract will not constitute or be construed as a waiver or relinquishment of either Party’s right to thereafter enforce the same in accordance with this Contract in the event of a continuing or subsequent default on the part of ENGIE Services U.S. or City.

ARTICLE 26. SEVERABILITY
If any clause or provision of this Contract or any part thereof becomes or is declared by a court of competent jurisdiction invalid, illegal, void, or unenforceable, this Contract will continue in full force and effect without said provisions; provided that no such severability will be effective if it materially changes the benefits or obligations of either Party hereunder.

ARTICLE 27. HEADINGS
Headings and subtitles used throughout this Contract are for the purpose of convenience only, and no heading or subtitle will modify or be used to interpret the text of any section.

ARTICLE 28. COUNTERPARTS; INTEGRATION
This Contract may be executed in counterparts (and by different Parties hereto in different counterparts), each of which will constitute an original, but all of which when taken together will constitute a single contract. This Contract constitutes the entire contract among the Parties relating to the subject matter hereof and supersedes any and all previous agreements and understandings, oral or written, relating to the subject matter hereof. This Contract cannot be amended, modified, or terminated except by a written instrument, executed by both Parties hereto. Delivery of an executed counterpart of a signature page of this Contract by email will be effective as delivery of a manually executed counterpart of this Contract.

ARTICLE 29. ATTORNEY FEES
In the event of any dispute or legal action arising out of or related to this contract, the prevailing party shall be entitled to recover from the non-prevailing party all reasonable costs and expenses incurred in connection with such dispute or legal action, including but not limited to reasonable attorneys' fees, court costs, and other related expenses.

For the purposes of this provision, the prevailing party shall be determined by the court or arbitrator hearing the dispute or legal action, and shall be deemed to include any party that substantially obtains the relief sought in such dispute or legal action. The obligation of the non-prevailing party to pay such costs and expenses shall survive the termination or expiration of this contract.
[the Parties’ signatures appear on the following page]

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IN WITNESS WHEREOF, and intending to be legally bound, the Parties hereto subscribe their names to this Contract by their duly authorized officers as of the Contract Effective Date.

ENGIE Services U.S.: CITY:

ENGIE Services U.S. Inc. City of Tulare

By: _________________________________ By: __________________________________ Name: Name:

Title: Title:

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ATTACHMENT A
FACILITIES and EXISTING EQUIPMENT
(a) The following City Facilities are included under the Scope of Work as listed below:

Facility Address
City Hall 411 E Kern Ave, Tulare, CA 93274
Police Department 260 S M St, Tulare, CA 93274
Library 475 N M St, Tulare, CA 93274
Community Center 831 S Blackstone St, Tulare, CA 93274
Senior Center 201 N F St, Tulare, CA 93274
Youth Center 948 North H St, Tulare, CA 93274
Activity Center 830 S Blackstone St, Tulare, CA 93274
Fire Station #61 800 S Blackstone St, Tulare, CA 93274
Fire Station #62 138 N E St, Tulare, CA 93274
Fire Station #63 2900 M St, Tulare, CA 93274
Wastewater Treatment Plant 1875 S West St, Tulare CA 93274 Bender Park 600 N. Milner St, Tulare, CA 93274
Blain Park 2300 North M St, Tulare, CA 93274
Centennial Park 900 North H St, Tulare, CA 93274
Cesar Chavez Park 900 E. Bardsley Ave, Tulare, CA 93274 Cypress Park 1610 Cypress Ave, Tulare, CA 93274
Cycle Park 2300 W. Paige Avenue, Tulare, CA 93274
Del Lago Park 1 & 2 1700 N. Laspina St, Tulare, CA 93274 Elk Bayou Sports Park 5700 S. Laspina, Tulare, CA 93274 Live Oak Park 600 N. Laspina St, Tulare, CA 93274
Mulcahy Park 1100 W. Sonora Ave, Tulare, CA 93274
Palm Ranch Park 611 Nelson Street, Tulare, 93274
Prosperity Sports Park 846 W Prosperity Lite, Tulare, CA 93274 Rotary Skate Park 85 W. Tulare Ave, Tulare, CA 93274
Sayre Park 493 Descanso Bay Ct, Tulare, CA 93274
Zumwalt Park 400 E. Tulare Ave. Tulare, CA 93274
Santa Fe Trail 390 North M St, Tulare, CA 93274

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ATTACHMENT B
STANDARDS OF OCCUPANCY and CONTROL
The following standards are a guideline used to evaluate the energy conservation measures in this program. It is understood that existing and installed equipment may not allow for exact times and temperatures to be met, but every effort will be made to meet the below standards as closely as the equipment allows.

Facility
Area or
HVAC
Equipme
nt
Existing
HVAC
Schedule
Existing
Heating
Occupied/
Unoccupied
Temperature
Existing
Cooling
Occupied/
Unoccupied
Temperature
Proposed
HVAC
Schedule
Proposed
Heating
Occupied/
Unoccupied
Temperature
Proposed
Cooling
Occupied/
Unoccupied
Temperature
Activity Center Rooftop
5 days a
week,
10AM to
6PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
5 days a
week,
10AM to
6PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
City Hall Rooftop
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
Community
Center Rooftop
5 days a
week,
10AM to
5PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
5 days a
week,
10AM to
5PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
Fire Station #61 Rooftop
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
Fire Station #63 Rooftop
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
Police Station Rooftop
7 days a
week,
24hrs/day
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
7 days a
week,
24hrs/da
y
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
Senior Center Rooftop
5 days a
week,
10AM to
6PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
5 days a
week,
10AM to
6PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
Youth Center Rooftop
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off
5 days a
week,
6AM to
9PM
Cooling
Setpt: 72F
and Heating
Setpt: 70F
Units Turned
Off

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ATTACHMENT C

SCOPE OF WORK
California State Contractor’s License Number 995037
California Public Works Contractor Registration Number 1000001498 Energy Conservation Measures to Be Implemented
ECM # Description
1 Solar Canopy Systems
2 Electric Vehicle Chargers
3 HVAC Unit Replacements
4 Interior and Exterior LED Lighting
5 Sports Field LED Lighting
6 RES-BCT Reallocation Savings
7 Utility Bill Rate Change Analysis
Solar Generating Facilities to be Installed
Facility Address Structure Type Est. kWdc
City Hall 411 E Kern Ave, Tulare, CA 93274 Solar Canopy 330.5 Library 475 N M St, Tulare, CA 93274 Solar Canopy 194.4 Senior Center 201 N F St, Tulare, CA 93274 Solar Canopy 58.3 Activity Center 830 S Blackstone St, Tulare, CA 93274 Solar Canopy 77.8 Total 661.0

1. Solar Canopy Systems:

1.1. Scope Summary:

1.1.1. The table above lists the location, estimated system sizing, and structure type for the PV systems as part of this scope.

1.2. Scope of Work:

1.2.1. Prepare and submit design drawings to Authority Having Jurisdiction (AHJ) for approval and to local Utility for interconnection permits.

1.2.2. Provide geotechnical evaluations necessary for design requirements.

1.2.3. Procure materials and equipment necessary for construction.

1.2.4. Provide lighting fixture and bollard removal, as required.

1.2.5. All project management and construction management necessary for a full and complete installation.

1.2.6. Provide and install solar canopy structure. The canopy structure design will include a painted canopy structure with 13’6” minimum clearance as specified in Section 1.3 – Site Specific Scopes and a pier depth of 12’ and assumes no de-watering, benching, shoring, or casing.

1.2.7. Provide labor, supervision, and coordination with the City for the installation of photovoltaic modules and supporting structures, electrical distribution, control systems, and parking lot improvements.

1.2.8. Provide and install solar PV modules and all necessary mounting hardware for each system.

1.2.9. Provide and install Chint Power Systems, or similar, string inverters and necessary electrical equipment and conduits to connect system to the electrical switchgear or meter.

1.2.10. Electrical shutdowns are anticipated at the site. The time of shutdown will be coordinated with the City and Utility and may include weekends.

1.2.11. Provide and install new utility approved AC disconnect switch for each solar installation.

1.2.12. DC wiring and AC wiring within the solar canopies shall be copper wire. Aluminum wire shall be used from each system’s AC combiner to the main point of connection at the site’s electrical switchgear.

1.2.13. Provide and install new LED lighting fixtures (RAB PRT42N or equivalent) across canopy sites.

1.2.14. All canopy structures will be tilted 7 degrees from horizontal.

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1.2.15. Provide and install new data acquisition system (DAS) including all necessary communication conduit and wiring.

1.2.16. Provide and coordinate installation of the net generation output meter (NGOM) and net energy meter (NEM) metering to monitor PV production and facility usage.

1.2.17. Secure the Project Location and provide traffic redirection during rigging operations, and during the move-in and move-out of large equipment. The City will assist with the foregoing site logistics by coordinating access and scheduling with ENGIE Services U.S.

1.2.18. The parking canopy structure will be built in phases. Detailed schedule of activities will be provided after final drawings are completed.

1.2.19. Provide as-built drawings and Operations & Maintenance manuals in electronic format upon Project completion.

1.2.20. Provide miscellaneous backfill and restoration of landscaping in areas of work.

1.2.21. The PV shade structures are not weather tight and will not provide shelter from rain.

1.2.22. Installation of water hose bibs for washing the panels are excluded.

1.2.23. Decorative fascia along the perimeter of the panels and decorative covering underneath the panels are excluded.

1.2.24. Start-up, test, and commission the PV systems in accordance with design plan and applicable industry standards.

1.2.25. The images below in Section 3.3 are schematic engineering layouts and are subject to change due to field conditions and upon completion of final engineering.

1.3. Site Specific Scope:

City Hall

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Library

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Senior Center

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Activity Center

1.3.1. Install 661.0 kWdc of parking canopy PV structures.

1.3.2. Thirteen feet six inches (13’6”) foot minimum clearance on the low end for all arrays.

1.3.3. Coordination with City contractors for new parking lot at City Hall.

1.3.4. Under canopy lighting to be installed and connected to existing parking lot lighting circuits.

1.3.5. ADA striping required under newly installed arrays.

1.3.5.1. New ADA striping under Senior Center Array and path of travel to West side building entrance. City to upgrade flatwork on West side of building entrance.

1.3.6. Removal and disposal of trees under or near solar canopies.

1.3.6.1. Removal of trees at Library as determined by ENGIE to maintain solar performance.

1.3.6.2. Removal of trees at Senior Center as determined by ENGIE to maintain solar performance.

1.3.6.3. Removal of trees at Activity Center as determined by ENGIE to maintain solar performance.

1.4. Exclusions:

1.4.1. Cameras or other security measures.

1.4.2. Foundations depths assumed to be 12 feet. Any additional required footing depth will result in a Change Order for increased cost.

1.4.3. Unsuitable soil conditions including but not limited to water intrusion, liquefaction, caving, sandy/rocky soils etc.

1.4.4. Permanent fencing.

1.4.5. Ongoing landscaping maintenance.

1.4.6. Electrical upgrades on the City or Utility side of the electrical gear. If utility upgrades are required, a Change Order will be required for additional costs incurred. This includes costs associated with extended Utility review times or delays.

1.4.7. Corrections or upgrades to existing equipment, systems, or other improvements not associated with the specific scope of work above.

1.4.8. Temporary power during facility shutdowns.

1.4.9. Temporary parking during parking lot work.

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1.4.10. Haul off or removal of contaminated soils. If contaminated soils are found during final engineering and haul off is required, ENGIE Services U.S. will notify the City.

1.4.11. Replacing and replanting of removed trees.

1.4.12. Pre-existing ADA compliance upgrades at all sites.

1.4.12.1. City is responsable for determining ADA path of travel for Community Center and Activity Center parking lot and resolving after ENGIE construction, as needed.

1.4.12.2. City is responsible for upgrading ADA flatwork on West side entrance of Senior Center.

1.5. New City Hall Parking Lot Exclusions:

1.5.1. ENGIE is not be responsible for material, equipment, construction or scheduling delays of any kind caused by the City or the City’s contractors involving the new parking lot at City Hall.

1.5.2. City to provide advanced notice of parking lot construction schedule for ENGIE to coordinate with City selected contractors.

1.5.3. ENGIE will be given reasonable time and access to the new parking lot area after the old asphalt surface has been removed and before the new parkng lot surface is constructed to install underground electrical conduit trenching and solar carport piers.

1.5.4. ENGIE to be provided access to the new parking lot after construction and before new striping and wheel stops are installed to complete the solar canopy systems.

1.5.5. ENGIE is not responsible for striping and wheel stops installed by City contractors after our work is complete.

1.5.6. City to provide new switchgear, fencing, concrete pad and space for ENGIE electrical equipment at Courthouse per final 100% 4Creeks approved engineered drawings.

2. Electric Vehicle Chargers:

2.1. Scope Summary:

2.1.1. The table below lists the electric vehicle location and number of chargers for each site as part of this scope.

Facility # of Chargers
City Hall 4

2.1.2. Furnish and install four (4) electric vehicle (EV) level two charging stations.

2.1.3. Install mounting hardware for new charging stations.

2.1.4. Install required power and communication conduit to the location of each charging station and associated equipment.

2.1.5. Furnish and install new power and communication cabling for EV charging stations. This includes wiring from switch gear to EV chargers.

2.1.6. Perform startup and commissioning per manufacturer requirements on EV chargers.

2.2. Exclusions:

2.2.1. Bollards, signage, parking lot restriping.

2.2.2. Additional software packages for tracking charger usage or customizeable access

2.2.2.1. Ongoing fees, including manufacturer’s yearly network service and software fees are the responsibility of the City.

2.2.3. City to provide four (4) electrical breakers in new City procured switchgear for connecting EV chargers.

3. HVAC Unit Replacements:

3.1. Scope Summary:

3.1.1. ENGIE is proposing the replacement of forty-three (43) existing packaged rooftop units (RTUs) with new high efficiency units.

Site Name Units Tons
Activity Center 1 3.5
City Hall 18 71.0
Community Center 5 24.0
Fire Station #61 2 6.0
Fire Station #63 3 10.8
Police Station 7 30.0
Senior Center 3 42.5
Youth Center 4 12.5
Total 43 200.3

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3.1.2. Prepare and submit to City final HVAC units specification similar in capacity and configuration to existing units listed in “Attachment G – Mechanical Equipment Schedule and Specifications.”

3.1.3. Disconnect existing ductwork, electrical, condensate drain piping and/or gas piping and prepare for future connection.

3.1.4. Provide units with the following features and accessories:

3.1.4.1. 100% dry bulb economizer, new outside air intakes, economizers, and power exhausts to match existing configurations and meet Title 24 requirements (if required by code).

3.1.4.2. All new electrical disconnects with new seal tight flexible conduits and new wire for line and load side of disconnects. New seal tight conduit for existing convenience receptacles and new seal tight conduit to existing controls enclosures.

3.1.5. Permanently identify unit number with weather resistant label, sticker or engraved plastic nameplate with post installation unit and nameplate photos.

3.1.6. Supply duct smoke detector and automatic unit shut-off for packaged RTUs. Existing duct smoke detectors that are in good working order will be left in place and reused, where applicable. Include commissioning to meet local code requirements, as necessary.

3.1.7. Provide new roof curbs or equipment platform for units that have none. Reuse existing curbs on the roof; provide and install curb adapter, if required, for new unit configuration. Curb adapter height to be verified with ENGIE Services U.S. as soon as possible to address any height restrictions.

3.1.8. Provide new or re-use existing concrete pad, if required, for new unit configuration.

3.1.9. Modify existing roof opening, as necessary.

3.1.10. Connect new unit to existing supply air (SA) and return air (RA) via flexible duct connectors.

3.1.11. Provide duct liner insulation for all newly installed exposed ductwork, if not already present. ENGIE Services U.S. is not required to replace existing torn or damaged duct liner insulation.

3.1.12. Reconnect existing electrical, gas and condensate piping to new units. Modify existing electrical and plumbing, as necessary.

3.1.13. Condensate drain to be connected to a code approved receptacle or drywell. All new outdoor condensate drain piping from new equipment to point of connection to existing piping to be Schedule 40 PVC.

3.1.14. Re-use existing code approved condensate drain, where possible.

3.1.15. Reuse existing refrigerant lines; provide and install new refrigerant lines, if required, for new unit configuration.

3.1.16. Provide new flexible gas connector.

3.1.17. Provide new flexible conduits for all existing conduit runs from roof penetration to unit disconnect.

3.1.18. Installations to be weather tight to prevent exterior moisture from entering building.

3.1.19. Provide programmable/smart thermostats, if there is no existing building automation system.

3.1.20. Provide pre-construction supply air (SA) airflow readings as a reference for post-installation supply air (SA) airflow readings.

3.2. Exclusions:

3.2.1. New fire alarm design, systems, components, or connections except for connections to new carbon monoxide systems. Excludes connection to fire alarm control panels.

3.2.2. Certified air testing and balancing of any existing HVAC equipment.

3.2.3. Hazardous material testing and removal.

3.2.4. Any electrical, structural, or architectural and roofing upgrades beyond those specifically noted in this Scope of Work.

3.2.5. Duct cleaning.

3.2.6. Exhaust fans or interconnections to exhaust fans unless currently interconnected with existing HVAC equipment in scope.

3.2.7. Commissioning, except for factory start-up and air balance.

3.2.8. Repair, redesign or replacement of existing ductwork except what is required for the new HVAC equipment replacements at the HVAC equipment location.

4. Interior and Exterior Building LED Lighting:

4.1. Scope of Work:

4.1.1. The table below lists the sites for interior and exterior LED lighting upgrades measure:

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Sites
City Hall
Police Department
Library (Council Chamber)
Community Center
Senior Center
Youth Center
Fire Station #61
Fire Station #62
Fire Station #63
Wastewater Treatment Plant
Bender Park
Blain Park
Centenial Park
Cesar Chavez Park
Cycle Park
Cypres Park
Del Lago Park 1 & 2
Elk Bayou Sports Park
Live Oak Park
Mulcahy Park
Palm Ranch Park
Prosperity Sports Park
Rotary Skate Park
Sayre Park
Zumwalt Park
Santa Fe Trail

4.1.2. Prepare and submit final revisions to “Attachement H – LED Lighting Line by Line” to City. Provide submittals to City for review and approval.

4.1.3. Lighting scope to comply with Title 24, 2019.

4.1.4. Provide all tools, equipment, lifts, storage, on-site supervision, labor, materials, and transportation necessary to complete the installation.

4.1.5. Old fixtures, lamps, and ballasts will be properly disposed of per EPA, or other state and local regulations. City will be provided documentation (manifest, etc.) of proper disposal upon request. City to provide EPA number for ENGIE Services U.S. to dispose against.

4.2. Interior Lighting Retrofits:

4.2.1. Fluorescent troffers (2x4, 1x4 and 2x2) in grid ceilings will be retrofitted by either LED troffer kits or LED lamps and drivers per Attachment H.

4.2.2. Surface mounted fixtures and recessed fixtures in hard lid ceilings will be retrofitted with LED lamps and drivers.

4.2.3. Downlights (Can lights) if CFL will either be retrofitted with LED downlight retrofit kits, LED bypass lamps, or LED lamps and ballasts per Attachment H.

4.2.4. Miscellaneous incandescent, halogen, and fluorescent lamps will be replaced with LED lamps per Attachment H.

4.2.5. Emergency ballast where indicated will be replaced with one (1) Title 20 compliant emergency ballast

4.2.6. Controls will be installed to meet 2019 Title 24 requirements.

4.2.7. Controls will be commissioned per manufacturers requirements.

4.2.8. All fixture lenses and housings will be wiped down and cleaned of dust. Any staining or deeper soiling will not be removed

4.3. Exterior Lighting Retrofits:

4.3.1. Where indicated, replace high pressure sodium, metal halide, compact fluorescent, incandescent or halogen fixtures with new LED fixtures per Attachment H.

4.3.2. Exterior fixtures that are in good condition and/or are historical or decorative may be retrofitted with LED bypass lamps or LED lamps and ballasts.

4.3.3. Exterior lighting controls will be provided in compliance with Title 24 per Attachment H.

4.4. Areas with low light levels:

4.4.1. ENGIE Services U.S. work is based on the lighting retrofits as shown in Attachment H. Some areas may currently have existing low light levels, and which after the Attachment H retrofits may still not

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meet necessary lighting standards. Regarding areas where lighting may not meet necessary lighting standards:

4.4.1.1. ENGIE Services U.S. will walk with the City representative to take lighting readings in spaces prior to construction.

4.4.1.2. Following the walk-through, spaces which are determined to have low light levels will be flagged in the ENGIE Services U.S. audit document (Attachment H).

4.4.1.3. For these and other such areas identified during construction, ENGIE Services U.S. will communicate to the City, and provide recommendations for addressing light level issues.

4.4.1.4. ENGIE Services U.S. will provide pricing for the recommended additional work on a time and material basis.

4.4.1.5. Following construction, post lighting levels will also be documented in conjunction with the City representative.

4.5. Lighting Scope Exclusions and Clarifications:

4.5.1. Development of any design drawings are excluded.

4.5.2. Any hazardous abatement, including asbestos or lead abatement of any kind, are excluded.

4.5.3. New seismic supports are excluded.

4.5.4. Any troubleshooting, repair, or upgrade to emergency lighting or egress systems is excluded. Any required emergency lighting work will be an additional cost.

4.5.5. Repair or replacement of any existing damaged wire is excluded.

4.5.6. Installation of new grounding wires is excluded.

4.5.7. Standard manufacturers’ warranty applies to all specified product.

4.5.8. Design services, including CAD drawings/reflective ceilings plans, are not included.

4.5.9. Replacement of lenses is not included.

4.5.10. Scope assumes one-for-one replacement only; any change in layout or unforeseen electrical issues are not included in the scope.

4.5.11. ENGIE Services U.S. scope is limited to replacing the fixtures identified in Attachment H or working inside the fixtures identified therein. Correction of any pre-existing defects or non-conformities with the applicable codes in the electrical wiring to the fixture is not included

4.5.12. Entire scope was priced as universal voltage (120/277V); 480V fixtures/drivers are not included in the scope.

4.5.13. Replacement of existing LED fixtures, occupancy or dimming sensors, unless specifically included in Attachment H.

4.5.14. Replacement of any existing or installation of any new time clocks unless noted in Attachement H.

4.5.15. Any troubleshooting, repair or upgrade to emergency lighting or egress systems, unless specified

4.5.16. Replacement or repair of ceiling tiles, ceiling track system, or other ceiling surfaces, except where damage was directly caused by ENGIE Services U.S..

4.5.17. The scope of work assumes that existing poles are structurally sound, that no internal wiring or fuse issues are present, that any pole arms are in working condition, and that adequate power is provided to all fixtures. No allowances have been made to bring existing poles, pole arms, wiring or fuses to proper working condition.

4.5.18. Emergency drivers except as identified above.

4.5.19. Any patching or painting.

4.5.20. Any existing or new water leaks for sub-surface or well type fixtures are excluded from the scope of work and are the City’s responsibility, including any leaks that may be caused during the retrofit process.

5. Sports Lighting Upgrades:

5.1. Scope of Work:

5.1.1. ENGIE Services U.S. shall be responsible for providing all design documents, materials and labor, onsite supervision, project management, tools, equipment, and obtaining permits required to complete the scope described below:

5.1.2. Design services, including City submittal.

5.1.3. Removal and installation of fixtures and poles as described in the table below:

City of Tulare Sports Lighting Location Fixtures
Removed Poles Install
Elk Bayou Soccer Complex 166 10 existing poles 90 LED fixtures Prosperity Complex 136 18 existing poles 100 LED fixtures

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Live Oak Small Ballfield 33 6 existing poles 36 LED fixtures Live Oak Large field 76 8 existing poles 40 LED fixtures Centennial 23 4 new poles 18 LED fixtures
Cypress 30 Use 6 existing
poles 26 LED fixtures
Rotary Skate 18 Use 7 existing
poles 18 LED Fixtures

5.1.4. Remove and dispose of the existing fixtures, and electrical enclosures. This will include the recycling of lamps, aluminum reflectors, ballast, and steel, as necessary.

5.1.5. Existing poles to remain are assumed to be in good condition and structurally sound.

5.1.6. Installation of Musco’s Control Link system at all locations. Start up and commission the Control Link system to connect with the Musco network. This system includes remote on and off control as well as performance monitoring with 24/7 customer support.

5.1.7. Programming and tuning new lighting system.

5.1.8. The City will need to provide down time for any pole cell equipment as required by OSHA standards during the installation.

5.2. Deliverables:

5.2.1. Photometric layouts.

5.2.2. As-builts.

5.2.3. Owner’s manuals and maintenance guides.

5.2.4. Provide one manufacturer led web-based training to demonstrate the functionality of the Control Link System to City staff.

5.3. Exclusions:

5.3.1. Assumes standard 480V, 3 phase system for all fixtures.

5.3.2. Overtime or weekend work.

5.3.3. Temporary power and lighting.

5.3.4. Surveying, staking, and utility locating.

5.3.5. Removal and/or replacement of concrete and asphalt.

5.3.6. Cost for City’s agent inspections.

5.3.7. Any replacement for any seismic supports for new fixtures.

5.3.8. Any troubleshooting, repair or upgrade to emergency lighting or egress systems, unless specified.

5.3.9. All existing wiring is assumed to meet local and state building codes. Repairing existing wiring including grounding is excluded.

5.3.10. The scope of work assumes that existing poles are structurally sound, that no internal wiring or fuse issues are present, that any pole arms are in working condition, and that adequate power is provided to all fixtures. No allowances have been made to bring existing poles, pole arms, wiring or fuses to proper working condition.

5.3.11. The scope of work assumes standard soil conditions – rock, bottomless, wet, or unsuitable soil may require additional engineering, special installation methods and additional cost.

5.3.12. Locating existing underground utilities not covered by your local utilities (i.e, water lines, electrical lines, irrigation systems, and sprinkler heads). ENGIE Services U.S. will not be responsible for repairs to unmarked utilities.

5.3.13. Any required ADA upgrades.

5.3.14. Hazardous material surveys, testing, and remediation.

5.3.15. Full or Comprehensive EIR, environmental surveys, studies (including traffic impact, bio-impact, and remediation). If any are necessary, time and cost adjustment will be required.

5.3.16. Any changes to the primary electrical service to the fields.

5.3.17. Any corrections to existing power issues, including but not limited to any shorted wires, defective breakers/grounding, etc. The City is responsible for fixing any existing power-related issues discovered, as well as any issues with existing equipment not replaced by this Scope of Work.

5.3.18. New perimeter fencing.

5.3.19. Landscaping, including irrigation or drainage. Retrofitting sports lighting can at times require heavy equipment on fields. ENGIE Services U.S. will work diligently to minimize damage as much as

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possible, coordinating with City to turn off field sprinklers prior to installation to reduce the risk of damage to the fields, but minor damage to grass and fields may still occur – including tire or track damage to grass while moving equipment, or minor depressions in field where equipment is used.

5.3.20. Any changes to the existing public announcement system.

5.3.21. Egress lighting for power outages.

6. General Exclusions Applicable to All Scopes:

6.1. Bringing existing systems up to code.

6.2. Any ongoing landscaping maintenance.

6.3. Removal and disposal of hazardous substances, including asbestos containing materials. If ENGIE Services U.S. encounters material suspected to be hazardous, ENGIE Services U.S. will notify the City representative and stop further work in the area until the material is removed.

6.4. Contaminated soils handling or disposal.

6.5. Additional costs related to underground obstructions or unsuitable soil conditions encountered during trenching or other excavation.

6.6. Structural upgrades to existing structures.

6.7. Screening of new or existing equipment.

6.8. Temporary heating, cooling or pumping services.

6.9. Repair or replacement of damaged or inoperable existing equipment that is not specifically being replaced under the Scope of Work. When such items are discovered, ENGIE Services U.S. will immediately notify a City representative.

6.10. Smoke detectors, fire alarm system work, or fire life safety work.

6.11. Repair or replacement of existing housekeeping pads, concrete pads, or base repair of existing walkway lighting are excluded.

6.12. Painting, unless specified in Scope of Work, is excluded, including any patch painting, where a new fixture’s footprint does not match footprint of existing fixture and wall color differences show.

6.13. With respect to Projects with new equipment connecting to the building’s existing electrical distribution system, ENGIE Services U.S. will not be responsible for the electrical integrity of the existing electrical system, e.g., the condition and proper termination of current-carrying, grounded, and grounding conductors, bus taps, protective elements, the proper protection of existing wire through knockouts, or missing components. The City is responsible for providing and maintaining the building’s electrical distribution system that meets the latest NEC and guidelines adopted by the authority having jurisdiction.

6.14. Americans with Disabilities Act (ADA) regulation requirements, except as stated in the scope of work above.

7. General Beneficial Use and Warranty Criteria for Specific Pieces of Equipment:

7.1. SOLAR CANOPY SYSTEMS - The ENGIE Services U.S. Warranty commences immediately when the Generating Facility is capable of generating expected energy and the Utility is ready to issue the permissionto-operate letter.

7.2. ELECTRIC VEHICLE CHARGERS - The ENGIE Services U.S. Warranty commences immediately when the electric vehicle chargers are commissioned.

7.3. HVAC REPLACEMENTS –The ENGIE Services U.S. Warranty commences immediately upon the occurrence of two weeks of uninterrupted operation within 10% of design conditions. “Uninterrupted operation” is defined as: no involuntary shutdowns due to mechanical difficulties. Flows will be established by a test and balance report created by ENGIE Services U.S. With respect to the HVAC units, ENGIE Services U.S. will provide written notice to City of the date the ENGIE Services U.S. Warranty commences.

7.4. LED LIGHTING - The ENGIE Services U.S. Warranty commences immediately when the sports lighting are commissioned.

7.5. SPORTS LIGHTING - The ENGIE Services U.S. Warranty commences immediately when the sports lighting are commissioned.

8. Tentative Work Scopes to Receive Substantial and Final Completion:

8.1. Each ECM requires (1) substantial completion and (1) final completion per site.

Solar Canopy Systems Total Substantial Completions Total Final Completions City Hall 1 1
Library 1 1
Senior Center 1 1
Activity Center 1 1

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EV Chargers Total Substantial Completions Total Final Completions City Hall 1 1
HVAC Replacements Total Substantial Completions Total Final Completions Activity Center 1 1
City Hall 1 1
Community Center 1 1
Fire Station #61 1 1
Fire Station #63 1 1
Police Station 1 1
Senior Center 1 1
Youth Center 1 1
Interior and Exterior LED Total Substantial Completions Total Final Completions City Hall 1 1
Police Department 1 1
Library (Council Chamber) 1 1
Community Center 1 1
Senior Center 1 1
Youth Center 1 1
Fire Station #61 1 1
Fire Station #62 1 1
Fire Station #63 1 1
Wastewater Treatment Plant 1 1
Bender Park 1 1
Blain Park 1 1
Centenial Park 1 1
Cesar Chavez Park 1 1
Cycle Park 1 1
Cypres Park 1 1
Del Lago Park 1 & 2 1 1
Elk Bayou Sports Park 1 1
Live Oak Park 1 1
Mulcahy Park 1 1
Palm Ranch Park 1 1
Prosperity Sports Park 1 1
Rotary Skate Park 1 1
Sayre Park 1 1
Zumwalt Park 1 1
Santa Fe Trail 1 1
Sports Field LED Lighting Total Substantial Completions Total Final Completions Prosperity Sports Park 1 1
Elk Bayou Soccer Complex 1 1
Rotary Skate Park 1 1
Live Oak Park 1 1
Cypress Park 1 1

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ATTACHMENT D

MONITORING INSTALLATION SCOPE OF WORK
Overview of DAS Network Installation and Equipment Requirements ENGIE Services U.S. will provide a revenue-grade billing, data acquisition system (DAS). This will provide readily available access to various internal and external information collected on the distributive generation (i.e., solar PV) plant.

ENGIE Services U.S. DAS Monitoring Installation:
• Supply and install hardware specific to the DAS system. • Supply and install, terminate, label, and test all Data Point of Connection (DPOC) communication cabling from each DAS node to the predetermined and respective DPOC(s); in accordance with City’s specifications. • Test and verify City/Facility network connectivity.
a. TCP/IP internal addressing and verification
• Supply, install, and configure a Modbus based digital Net Energy Meter (NEM). • Connect the data portion of digital NEM(s) to their respective DPOC(s). • Supply, install, and configure a Modbus based digital Net Generation Output Meter (NGOM). • Perform the physical installation, labeling, testing and certification testing of each data circuit from the digital NEM(s) to their respective DPOC(s).
• Provide basic system training to designated City/Facility maintenance staff.

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ATTACHMENT E

M&V SERVICES

EQUIPMENT AND FACILITIES COVERED
ENGIE Services U.S. will perform measurement and verification services (“M&V Services”) as set forth in this Attachment E with respect to the City’s property at the Project Locations as shown in Attachment A.

I. Definitions:

Capitalized terms used in this Attachment E and not defined in the Contract, have the meanings set forth below:
“Accumulated Savings” means, as of any date of determination, the cumulative total of Excess Savings. “Actual Energy Rate” means, for any Measurement Period, utility rates calculated by ENGIE Services U.S. using actual utility billing information supplied by the City for that Measurement Period.

Assessment Work” means work required to assess the effect on EC Savings for any significant changes to the Facilities (including, but not limited to, building additions, new buildings, and new or changed HVAC equipment). “Average Energy Unit Savings” means, with respect to any number of consecutive Measurement Periods, the arithmetic mean of the Energy Unit Savings for such number of Measurement Periods. “Base Energy Rate” means the dollars per energy unit for each building and/or each ECM, set forth in this Attachment E, Section (III), and used by ENGIE Services U.S. to calculate the EC Savings. “Baseline” means the energy use established by ENGIE Services U.S. from time to time for each building in the Facilities, taking into consideration Energy Use Factors for such buildings. “EC Savings” means the savings in units of dollars ($) calculated by ENGIE Services U.S. in the manner set forth in this Attachment E, Section (III), achieved through the reduction in consumption or demand through implementation of the Work.
“Energy Rate Factors” means factors identified by ENGIE Services U.S. which may affect utility rates from the local utility companies.
“Energy Savings Report” is defined in this Attachment E, Section (II)(D). “Energy Savings Term” means the period beginning on the first day of the Construction Period and ending on the earlier of: (i) the day immediately preceding the twentieth (20th) anniversary of the M&V Commencement Date; (ii) the termination of the Contract; or (iii) the termination by the City of the M&V Services in accordance with this Attachment E, Section (II)(G).
“Energy Unit Savings” means the savings in units of energy, power, water, etc., calculated by ENGIE Services U.S. in the manner set forth in this Attachment E, Section (III), achieved through the reduction in consumption or demand through implementation of the Work.
“Energy Use Factors” means factors identified by ENGIE Services U.S. which may affect the Baselines or energy use for the Facilities, including but not limited to: hours and levels of occupancy; adjustments in labor force; building use and operational procedures; temperature, humidification, and ventilation levels; installed lighting and scheduled use; building construction and size; general level of repair and efficiency of heating and air conditioning equipment and other energy-using equipment; and amount of heating and air conditioning and other energy-using equipment. “Energy Use Savings” means, for any Measurement Period, those savings, having units of dollars ($), achieved for such Measurement Period through reductions in energy use, energy demand, water use, and the use of other commodities.
“Excess Savings” means the excess of EC Savings over Guaranteed Savings, calculated in the manner set forth in this Attachment E, Section (II)(I)(iv).
“Guarantee Payment” means, for any Measurement Period, either: (i) a cash payment by ENGIE Services U.S. to the City in an amount equal to the Guarantee Shortfall for that Measurement Period pursuant to this Attachment E, Section (II)(A)(ii); or (ii) additional energy services or energy saving retrofits requested by the City with an agreed value equal to the Guarantee Shortfall for that Measurement Period pursuant to this Attachment E, Section (II)(A)(iii). “Guarantee Shortfall” means an amount calculated in accordance with this Attachment E, Section (II)(I)(v). “Guaranteed Savings” means, for any Measurement Period, the dollar amount set forth below for such Measurement Period, as the same may be adjusted from time to time by ENGIE Services U.S. for changes in Energy Rate Factors, Energy Use Factors and consequential revisions to the relevant Baseline:

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Measurement Period Guaranteed Savings
1 $510,268
2 $540,064
3 $571,602
4 $604,986
5 $640,322
6 $677,727
7 $717,321
8 $759,230
9 $803,593
10 $850,553
11 $900,262
12 $952,881
13 $1,008,580
14 $1,067,540
15 $1,129,954
16 $1,196,022
17 $1,265,960
18 $1,339,995
19 $1,418,366
20 $1,501,328
“IPMVP” means the International Performance Measurement and Verification Protocol prepared by Efficiency Valuation Organization.
“Projected Energy Savings” means those Energy Unit Savings, which ENGIE Services U.S. anticipates will be realized from the installation and continued operation of the Work, as set forth in this Attachment E, Section (III). “Savings Guarantee” is defined in this Attachment E, Section (II)(A)(i). “Stipulated Non-Energy Savings” means, for any Measurement Period, those savings, having units of dollars ($), achieved for such Measurement Period through reductions in non-energy costs due to the implementation of the Work. Stipulated Non-Energy Savings will be stipulated by the Parties and set forth in this Attachment E, Section (III).

II. Terms and Conditions
A. Guaranteed Savings.
i. Savings Guarantee. Upon the terms and subject to the conditions set forth herein, ENGIE Services U.S. warrants that the City will realize total EC Savings during the Energy Savings Term of not less than the total Guaranteed Savings (the “Savings Guarantee”), as the same may be adjusted from time to time for changes in Energy Rate Factors, Energy Use Factors and consequential revisions to the relevant Baseline.
ii. Guarantee Payment. For any Measurement Period in which there is a Guarantee Shortfall, ENGIE Services U.S. will pay to the City, within thirty (30) calendar days after the acceptance by the City of the Energy Savings Report for such Measurement Period, the Guarantee Payment for that Measurement Period.
iii. Services or Retrofits in Lieu of Guarantee Payment. If in the judgment of the City, the City would benefit from additional energy services or energy saving retrofits, the City and ENGIE Services U.S. may mutually agree that ENGIE Services U.S. will provide such services or retrofits in lieu of the

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Guarantee Payment for such Measurement Period. For the purposes of this Contract, such services or retrofits will have a deemed value equal to the Guarantee Shortfall for that Measurement Period. iv. Excess Savings. For any Measurement Period in which there are Excess Savings, the City will repay to ENGIE Services U.S., to the extent of such Excess Savings, any Guarantee Payments previously paid by ENGIE Services U.S. to the City and not previously repaid to ENGIE Services U.S. by the City, and the Excess Savings for such Measurement Period will be reduced by the amount of such repayment. If ENGIE Services U.S. has provided services or retrofits in lieu of the Guarantee Payment for a prior Measurement Period, such that the Guarantee Payment for such Measurement Period cannot be repaid by the City, then in lieu of such repayment Excess Savings will be increased by the deemed value of such services or retrofits.
v. Excusable Events. If ENGIE Services U.S. is delayed in, or prevented from, accurately calculating the actual EC Savings for any day of any Measurement Period by reason of any Excusable Event, such circumstance will not constitute a default, and ENGIE Services U.S. will be excused from performing the M&V Services while such event is continuing. During such event, Projected Energy Savings for the month(s) in which such event is continuing will be used in lieu of actual data; provided that if three (3) or more years of post M&V Commencement Date data are available for such month(s), the historical average of such data for such month(s) will be used in lieu of Projected Energy Savings. vi. Average Energy Unit Savings. For any Measurement Period beginning with fifth (5th), upon completion of that Measurement Period’s Energy Savings Report, ENGIE Services U.S. has the right to calculate the Average Energy Unit Savings which have occurred over all previous Measurement Periods. The Average Energy Unit Savings will be applied to all subsequent Measurement Periods to determine the Energy Unit Savings for each remaining Measurement Period. After applying such Average Energy Unit Savings for each subsequent Measurement Period and calculating the resulting EC Savings, if the calculated EC Savings for any future Measurement Period is greater than the Guaranteed Savings for that Measurement Period, then such excess will be Excess Savings and the Savings Guarantee will have been met for that Measurement Period. If such calculated EC Savings for any future Measurement Period is less than the Guaranteed Savings for that Measurement Period, then ENGIE Services U.S. will apply Accumulated Savings then outstanding to determine whether there is a Guarantee Shortfall for that Measurement Period. If a Guarantee Shortfall is calculated to exist for a future Measurement Period, ENGIE Services U.S. may, in its sole discretion, pay to the City, not later than the ninetieth (90th) day of such future Measurement Period, the net present value of the Guarantee Shortfall for any or all of such future Measurement Period(s). Net present value will be determined using a discount rate of ten percent (10%).

B. Changes in Energy Use Factors.
i. Adjustments to Baselines. the City will notify ENGIE Services U.S. in writing within ten (10) Business Days of any change in any Energy Use Factor. In addition, data collected by ENGIE Services U.S. during or before the Energy Savings Term may indicate a change in the energy use pattern at the Facilities or any portion thereof and require a change to one or more Baselines. ENGIE Services U.S. will determine the effect that any such change will have on EC Savings and present to the City a written analysis of the effects of such changes. ENGIE Services U.S. will also make corresponding revisions to the Baselines and/or EC Savings that it deems appropriate in its reasonable discretion. ii. Adjustments to Guaranteed Savings. If a change in any Energy Rate Factor or Energy Use Factor results in a reduction of EC Savings, then the Guaranteed Savings for the corresponding Measurement Period(s) will be decreased by the same amount. ENGIE Services U.S. will notify the City, in writing, of all such changes.
iii. Changes to Facilities. the City or ENGIE Services U.S. may from time to time propose to make changes to the Facilities for the express purpose of increasing EC Savings or addressing events beyond its control. It is agreed that these changes will only be made with the written consent of both Parties, which will not be unreasonably withheld. The Baseline will not be adjusted to reflect any changes agreed to under this Attachment E, Section (II)(B)(iii). iv. Baseline Adjustment. If ENGIE Services U.S. proposes changes to the Facilities that would not unreasonably interfere with the conduct of the City’s business or cause the City to incur additional costs, and the City does not consent to the changes, then ENGIE Services U.S. will adjust the Baselines upward by the amount of savings projected from the changes. v. Projected Energy Savings. During the Energy Savings Term, when the ultimate effect of the Work on EC Savings cannot be accurately determined due to pending construction or changes to the Scope of Work, Projected Energy Savings for the Facilities will be used until the effect of the changes can be determined by ENGIE Services U.S.

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vi. Assessment Work. ENGIE Services U.S. has the right to charge the City for Assessment Work, which will be billed at current ENGIE Services U.S. engineering rates and will be paid by the City within thirty (30) calendar days after receiving ENGIE Services U.S.’s invoice. Before initiating Assessment Work, ENGIE Services U.S. will notify the City in writing of the intent and estimated cost associated with the Assessment Work. the City will, within forty-five (45) calendar days, give ENGIE Services U.S. written permission to proceed or, alternatively at no charge to ENGIE Services U.S., to stipulate that the Projected Energy Savings for the portion of the Facility in question be used for the purpose of meeting the Savings Guarantee for such Measurement Period and thereafter. If ENGIE Services U.S. does not receive written notice within forty-five (45) calendar days, the Projected Energy Savings for the portion of the Facility in question will be used until such time as the City approves the Assessment Work. vii. Changes in Energy Use Factors. If the City fails to notify ENGIE Services U.S. of changes in Energy Use Factors or fails to supply ENGIE Services U.S. in a timely manner with information that is requested by ENGIE Services U.S. for the calculation of EC Savings, the Energy Unit Savings for the relevant Measurement Period will be deemed equal to the corresponding Projected Energy Savings for such period. If information for the relevant Measurement Period is supplied at a later date, the Energy Unit Savings will be modified only if and to the extent that the calculated savings for such period exceed the Projected Energy Savings for such period.
viii. Change Order – Savings Effect. ENGIE Services U.S. will calculate the energy impact of any Change Orders.
ix. Changes in Savings Calculations. Any changes made by ENGIE Services U.S. to the savings calculations will be presented to the City in advance. the City will have thirty (30) calendar days to challenge or question the changes in writing.
x. Inspection of Facilities. the City agrees that ENGIE Services U.S. will have the right, with or without prior notice, to inspect the Facilities to determine if the City has consistently complied with its obligations as set forth above. If any inspection discloses that the City has failed, on or prior to the date of such inspection, to be in compliance with any of its obligations, then the Guaranteed Savings will be assumed to have been achieved for the portion of the Energy Savings Term during which such failure will have existed.
xi. Interference. the City may not cause, and will take all commercially reasonable steps to prevent any third party from causing, any overshadowing, shading or other interference with the solar insolation that falls on the Generating Facility. Upon discovering, or otherwise becoming aware of, any actual or potential overshadowing, shading or other interference with insolation, the City will promptly notify ENGIE Services U.S. If an unforeseeable overshadowing or shading condition not caused by ENGIE Services U.S. or its subcontractors exists and continues for five (5) Business Days or more, the City agrees that the Guaranteed Savings for such Generating Facility will be reduced based upon such shading condition, and ENGIE Services U.S. may present the City with a proposed reduction to the Guaranteed Savings reflecting such overshadowing, shading or other interference.

C. the City Maintenance. Beginning at Beneficial Use or Substantial Completion for any portion of the Work, the City will maintain such portion of the Work and upon Final Completion will maintain the Project, in accordance with the maintenance schedules and procedures recommended by ENGIE Services U.S. and by the manufacturers of the relevant equipment, such maintenance to include maintaining all landscaping (including tree trimming) in and around the Generating Facilities.

D. Energy Savings Report. Annually during the first five (5) Measurement Periods of the Energy Savings Term, ENGIE Services U.S. will submit to the City an energy savings report containing a precise calculation of the EC Savings during the applicable Measurement Period (an “Energy Savings Report”). ENGIE Services U.S. will use its best efforts to submit such Energy Savings Report within ninety (90) calendar days after receipt of all needed information for a Measurement Period, unless additional information is needed to accurately calculate the EC Savings, in which case the City will be notified of such a situation within the ninety (90) calendar-day period.

E. On-Site Measurements. the City irrevocably grants to ENGIE Services U.S. the right, during the Energy Savings Term, to monitor EC Savings and energy management performance by conducting on-site measurements, including, but not limited to, reading meters and installing and observing on-site monitoring equipment. ENGIE Services U.S. will not exercise such right in a manner that unreasonably interferes with the business of the City as conducted at the Facilities as of the date hereof. the City will cooperate fully with the exercise of such right by ENGIE Services U.S. pursuant to this Attachment E, Section (II)(E). the City will further cooperate with ENGIE Services U.S.’s performance of the M&V Services by providing utility information, changes in Energy Use Factors, and/or additional information as reasonably requested by ENGIE Services U.S.

F. Not Used.

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 42 of 53 ESC – CA Public
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G. Termination of Guaranteed Savings. If (i) the City notifies ENGIE Services U.S. in writing of its intent to terminate the M&V Services, (ii) the Contract is terminated by ENGIE Services U.S. for default by the City or by the City for any reason permitted by the Contract, (iii) ENGIE Services U.S. is no longer the provider of the Maintenance Services set forth in Attachment F, or (iv) the City fails to maintain the Project in accordance with this Attachment E, Section (II)(C), or is in default of any of its other obligations under this Attachment E, the obligation of ENGIE Services U.S. to prepare and deliver the Energy Savings Report and to make a Guarantee Payment will also be terminated. If such termination occurs on a date other than the last day of a Measurement Period, ENGIE Services U.S. will have no obligation to make a Guarantee Payment or prepare and deliver an Energy Savings Report for such Measurement Period.

H. Not Used.

I. Calculations.
i. Calculation of Accumulated Savings. Accumulated Savings will be increased, for any Measurement Period, by the amount of Excess Savings during such Measurement Period, and will be decreased, for any Measurement Period, by the difference, to the extent positive, between (i) the Guaranteed Savings for such Measurement Period minus (ii) the EC Savings for such Measurement Period. For the avoidance of doubt, Accumulated Savings will not be reduced below zero. ii. Calculation of EC Savings. EC Savings for any Measurement Period will be equal to the sum, for such Measurement Period, of (i) the Energy Use Savings, plus (ii) the Stipulated Non-Energy Savings, in each case as adjusted for changes in Energy Use Factors during such Measurement Period. EC Savings achieved during the Construction Period will be included in the EC Savings for the first Measurement Period.
iii. Calculation of Energy Use Savings. Energy Use Savings will be calculated by ENGIE Services U.S. as the product of (i) the Energy Unit Savings multiplied by (ii) the greater of (a) the applicable Base Energy Rate or (b) the applicable Actual Energy Rate.
iv. Calculation of Excess Savings. From and after the M&V Commencement Date, Excess Savings will be calculated by ENGIE Services U.S. as the difference, to the extent positive, between (i) the EC Savings for the relevant Measurement Period minus (ii) the Guaranteed Savings for such Measurement Period. During the Construction Period, Excess Savings will be calculated by ENGIE Services U.S. in the manner set forth in this Attachment E, Section (III). For the avoidance of doubt, Excess Savings will not be reduced below zero.
v. Calculation of Guarantee Shortfall. The Guarantee Shortfall, for any Measurement Period, will be calculated by ENGIE Services U.S. as the difference, to the extent positive, between (i) the Guaranteed Savings for such Measurement Period minus (ii) the sum of (a) EC Savings for such Measurement Period plus (b) Accumulated Savings then outstanding.

III. Methodologies and Calculations
The following details the methodologies and calculations to be used in determining the Energy Unit Savings under this Contract.

Table E-1: Measurement and Verification Methods
ECM ECM Description
M&V Method
Electric Usage Gas Usage
1 Solar Canopy Systems Option B N/A
3 HVAC Unit Replacements Stipulated N/A
4 Interior & Exterior LED Lighting Option A N/A
5 Sports Field LED Lighting Option B N/A
6 RES-BCT Reallocation Savings Stipulated N/A
7 Utility Bill Rate Change Analysis Stipulated N/A

1. M&V Option A: This option allows for the energy savings to be predicted, measured, and agreed upon between the City and ENGIE Services U.S. One time measurements and stipulated parameters are used to quantify savings that are stipulated for the term of the Contract.

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 43 of 53 ESC – CA Public
V 01/19/2022
a. ENGIE Services U.S. will supply a one-time report to the City detailing the measurements and calculation of savings. If the calculated savings fall short of those expected, ENGIE Services U.S. will have the opportunity to remedy the short fall and re-measure and calculate the results. Such work will be done at ENGIE Services U.S.’s expense and will not be unreasonably denied by the City, as long as such work does not interfere with the City’s use of the Facilities. These calculated savings will be defined as Energy Unit Savings and will be agreed to occur each Measurement Period. During the Construction Period, the Energy Unit Savings will be calculated by adding the savings measured for the whole months between Substantial Completion or Beneficial Use of the ECM and the M&V Commencement Date.
b. Scope of Work
i. The reduction in units of electric demand (kW) from the installation of the lighting ECMs is to be measured directly using a calibrated true-RMS watt meter or stipulated based on the following parameters. Existing and to-be-installed fixture types will be grouped project-wide, based on the type of fixture (i.e., type of lamp, number of lamps and ballast type) and the assumed wattage. All lamps without ballasts (incandescent), along with exit signs and exterior fixtures that can’t be physically or safely measured, will be stipulated at their manufacturer’s rated wattage. Groups of fixtures with ballasts will be measured in the following manner. a. For groups with 1,000 or more fixtures, ten (10) or more instantaneous measurements of single fixtures or circuits containing only one type of fixture will be taken. The average wattage per fixture will be calculated and be the measured wattage for that fixture type. b. For groups with 500 or more fixtures but fewer than 1,000, seven (7) or more instantaneous measurements of single fixtures or circuits containing only one type of fixture will be taken.

The average wattage per fixture will be calculated and be the measured wattage for that fixture type.
c. For groups with 100 or more fixtures but fewer than 500, four (4) or more instantaneous measurements of single fixtures or circuits containing only one type of fixture will be taken.

The average wattage per fixture will be calculated and be the measured wattage for that fixture type.
d. For groups with 99 or fewer fixtures or where measurements are not physically possible, the measured wattage will be stipulated for that group to equal the wattage defined in Attachment C, showing the existing fixture codes, quantities, and manufacturer’s rated wattage for these type fixtures.
ii. Assumptions: The annual unit consumption savings (kWh) for each retrofit will be calculated by multiplying the demand savings as calculated above by the Occupied Annual Hours, where the Occupied Annual Hours have been agreed upon and stipulated to by the the City and are presented in Table E-2 below. The Energy Unit Savings (kWh) will be the sum of the calculated annual unit consumption savings for each retrofit.

Table E-2: Lighting Annual Hours
Agreed Upon Lighting Hours of Operation
Location Area Type Annual
Hours
City Hall
Basement 260
Janitor 364
Storage 546
Restroom 1,183
Office 1,902
All Other Common Area 2,600
Exterior / Attached 3,640
Lobby / Stairs / Foyer 8,760
Community Center
Storage / Restroom 260
Common Area 2,600
Exterior / Attached 3,640
Lobby / Stairs / Foyer 8,760

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 44 of 53 ESC – CA Public
V 01/19/2022
Council Chambers All Areas 1,000
Fire Stations
Mech / Elect / Storage 364
Bedroom 728
Restroom 1,183
Common Area 2,600
Kitchen / Dining 2,920
Exterior 3,640
Hallway / Garage / Living Rm 8,760
Police Department
Storage 260
Cell 364
Janitor 728
Restroom 1,183
Conference 2,080
Office 2,600
Exterior 3,640
Gym 4,368
Lobby / Corridor / Hall 8,760
Sally Port 8,760
All Other Common Area 8,760
Senior Center
Mech / Elect / Storage 260
Restroom 1,183
All Other Common Area 2,600
Exterior 3,640
Lobby / Mtg / Hallway / Kitchen 8,760
WWTP
Genset / Pump 364
Restroom 1,183
Exterior 3,640
All Other Common Area 4,368
Corridor 8,760
Youth Center
Storage / Hallway 1,040
Restroom 1,183
All Other Common Area 2,600
Exterior 3,640
Lobby 8,760
Parks
Pump / Storage 260
Mech / Elect 364
Tennis Courts 500
All Other Exterior 3,640
Specialty Light Pole 4,368
Sports Lighting All Areas 800
iii. Post-retrofit measurements will be performed one time, after the retrofit is complete. Post-retrofit ECM performance is assumed to be consistent for the duration of the Energy Savings Term.

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 45 of 53 ESC – CA Public
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iv. EC Savings achieved from the lighting ECMs are calculated by the following equation:

EC Savings = Energy Unit Savings X Base Energy Rate
Table E-3: Annual Lighting Savings
ECM Location Projected Annual
Savings (kWh)
4 City Hall 36,324
4 Community Center 9,778
4 Fire Station #61 11,052
4 Fire Station #62 2,705
4 Fire Station #63 6,947
4 Library (Council Chambers) 1,050
4 Police Department 42,117
4 Senior Center 13,786
4 WWTP 203,506
4 Youth Center 19,472
4 Bender Park 4,915
4 Blain Park 6,583
4 Centennial Park 15,577
4 Cesar Chavez Park 2,062
4 Cycle Park 747
4 Cypress Park 3,425
4 Del Lago Park 1 and 2 55,215
4 Elk Bayou Sports Complex 10,022
4 Live Oak Park 6,507
4 Mulcahy Park 10,897
4 Palm Ranch Oak Park 3,251
4 Prosperity Sports Park 42,008
4 Rotary Skate Plaza 1,396
4 Santa Fe Trail 64,417
4 Sayre Park 3,276
4 Zumwalt Park 9,448
5 Centennial Park 11,027
5 Cypress Park 7,582
5 Elk Bayou Sports Complex 114,070
5 Live Oak Park 60,296
5 Prosperity Sports Park 70,762
5 Rotary Skate Plaza 5,249
Total 855,469

2. M&V Option B: Energy savings performance of Scope of Work are measured and verified at the end-use site.

Option B techniques are designed for projects where long-term continuous measurement of performance is desired and warranted. Under Option B, while some parameter may be stipulated or measured once then

14.1 Public Hearing Page 77
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 46 of 53 ESC – CA Public
V 01/19/2022
stipulated, some individual loads are continuously monitored to determine performance; and this measured performance is compared with an equipment-use Baseline to determine the Energy Unit Savings. a. ENGIE Services U.S. will supply a one-time report to the City detailing any initial measurements taken to establish usage Baselines or other parameters. Ongoing post-retrofit measurements will be compared to the Baselines, and the quantified Energy Unit Savings will be calculated and presented in ongoing reports. During the Construction Period, the Energy Unit Savings will be calculated by adding the savings measured for the whole months between Substantial Completion or Beneficial Use of the EC Measure and the M&V Commencement Date.
b. Scope of Work
i. No baseline measurements are necessary because pre-retrofit PV production is zero. Kilowatthours produced by the PV system will be measured using automated metering. Measured interval production kilowatt-hours will be compared against production shown on the monthly utility bills and any differences will be reconciled. Projected kWh production is shown in Table E-4 below and is projected to degrade by 0.5% per year.

Table E-4: First Year Solar PV Production
Location
Projected Annual
Production
(kWh)
City Hall 495,225
Community Center 112,516
Library 287,892
Senior Center 84,713
Total 980,346
ii. Assumptions: Once Work is Substantially Complete, these savings will be measured and verified monthly for the Energy Savings Term.
iii. Baselines and Projected Savings: EC Savings will be determined by multiplying the Energy Unit savings by the applicable Base Energy Rate. EC Savings will be calculated and presented in ongoing reports.

3. Stipulated Savings: When the cost, complexity, or uncertainty of savings measurements are high as compared to the projected savings, the City and ENGIE Services U.S. may agree to stipulate the projected Energy Unit Savings as being achieved, without any measurements being taken. a. For the Stipulated Option, the Energy Unit Savings presented below will be agreed to occur each Measurement Period. During the Construction Period, the Energy Unit Savings will be calculated by adding the savings projected for the whole months between Substantial Completion or Beneficial Use of the EC Measure and the M&V Commencement Date.

Table E-5: Annual Stipulated Savings
ECM Location Projected Annual
Savings (kWh)
3 Activity Center 850
3 City Hall 24,584
3 Community Center 2,438
3 Fire Station #61 1,999
3 Fire Station #63 1,410
3 Police Station 14,245
3 Senior Center 10,519
3 Youth Center 3,386

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 47 of 53 ESC – CA Public
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Total 59,431

4. Base Energy Rates: EC Savings will be calculated using the Base Energy Rates or Actual Energy Rates for that meter, whichever results in greater EC Savings. Actual Energy Rates will be calculated at the end of each Measurement Period using utility billing information for that Measurement Period and using the same methodology as was employed to determine the base energy rate in the Recommendations.

The Base Energy Rates listed here are to be increased each Measurement Period on a cumulative basis by six percent (6%) beginning on the first anniversary of the M&V Commencement Date and continuing on the first day of each Measurement Period thereafter.

Table E-6: Base Energy Rates
ECM Location
Avoided
Electricity
Rate
($/kWh)
4 City Hall 0.3017
4 Community Center 0.4105
4 Fire Station #61 0.3082
4 Fire Station #62 0.2790
4 Fire Station #63 0.2790
4 Library (Council Chambers) 0.2286
4 Police Department 0.2490
4 Senior Center 0.3469
4 WWTP 0.1654
4 Youth Center 0.2910
4 Bender Park 0.2544
4 Blain Park 0.2544
4 Centennial Park 0.1844
4 Cesar Chavez Park 0.2544
4 Cycle Park 0.2544
4 Cypress Park 0.2544
4 Del Lago Park 1 and 2 0.1844
4 Elk Bayou Sports Complex 0.2544
4 Live Oak Park 0.2544
4 Mulcahy Park 0.2544
4 Palm Ranch Oak Park 0.2544
4 Prosperity Sports Park 0.2544
4 Rotary Skate Plaza 0.2846
4 Santa Fe Trail 0.2544
4 Sayre Park 0.2544
4 Zumwalt Park 0.2544
5 Centennial Park 0.1844
5 Cypress Park 0.2544
5 Elk Bayou Sports Complex 0.2544
5 Live Oak Park 0.2544

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 48 of 53 ESC – CA Public
V 01/19/2022
5 Prosperity Sports Park 0.2544
5 Rotary Skate Plaza 0.2846
3 Activity Center 0.3406
3 City Hall 0.3017
3 Community Center 0.4105
3 Fire Station #61 0.3082
3 Fire Station #63 0.2790
3 Police Station 0.2490
3 Senior Center 0.3469
3 Youth Center 0.2910
1 City Hall 0.1414
1 Community Center 0.1552
1 Library 0.1702
1 Senior Center 0.2158

5. Stipulated Non-Energy $ Savings: The following dollar savings have been calculated by ENGIE Services U.S. from the installation of the EC measures and have been agreed to by the City and will not be measured. The sum of these savings for each Measurement Period will be added to the EC savings for that Measurement Period.

Table E-7: Stipulated Non-Energy Savings
Measurement
Period
RESBCT Credits
(ECM-6)
Wells Rate Change
(ECM-7)
1 $83,228 $54,574
2 $88,222 $57,849
3 $93,515 $61,320
4 $99,126 $64,999
5 $105,074 $68,899
6 $111,378 $73,033
7 $118,061 $77,415
8 $125,145 $82,060
9 $132,654 $86,984
10 $140,613 $92,203
11 $149,050 $97,735
12 $157,993 $103,599
13 $167,473 $109,815
14 $177,521 $116,404
15 $188,172 $123,388
16 $199,462 $130,791
17 $211,430 $138,638
18 $224,116 $146,956
19 $237,563 $155,773
20 $251,817 $165,119

14.1 Public Hearing Page 80
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 49 of 53 ESC – CA Public
V 01/19/2022

ATTACHMENT F

MAINTENANCE SERVICES

EQUIPMENT AND FACILITIES COVERED
ENGIE Services U.S. will perform preventive maintenance services (“Maintenance Services”) as set forth in this Attachment F with respect to Generating Facilities being constructed on City’s property at the following Project Locations:

Site Name Site Address City County State Zip Code
City Hall 411 E Kern Ave Tulare Tulare CA 93274
Library 475 N M St Tulare Tulare CA 93274
Senior Center 201 N F St Tulare Tulare CA 93274
Activity Center 800 S Blackstone St Tulare Tulare CA 93274 Capitalized terms used in this Attachment F and not defined in the Contract, have the meanings set forth below:

I. Definitions
“Annual Maintenance Fee” means a fee payable annually in advance by City to ENGIE Services U.S., in consideration of the provision of up to ten (10) years of Maintenance Services. The Annual Maintenance Fee for the first Measurement Period will be Twenty Thousand Five Hundred Sixty-Six Dollars ($20,566.00). The Annual Maintenance Fee will be increased annually thereafter at the rate of four percent (4%) per annum for the first ten (10) Measurement Periods, each increase to be effective on the first day of the corresponding Measurement Period. The Annual Maintenance Fee for each Measurement Period after the tenth (10th) Measurement Period, if any, will be negotiated in good faith by the Parties, not later than ninety (90) days prior to the end of the preceding Measurement Period, on the basis of then-prevailing market rates for, e.g., labor and equipment.

II. Term
So long as City pays to ENGIE Services U.S. the Annual Maintenance Fee, ENGIE Services U.S. will provide the Maintenance Services, as described herein, up to ten (10) years from the M&V Commencement Date on an annualized basis. At the end of this term, City may:
a. Enter into another agreement with ENGIE Services U.S. to perform Maintenance Services b. Enter into an agreement with another service provider c. Self-perform preventive maintenance
III. Annual Maintenance Fee; Reporting
The Annual Maintenance Fee for the first Measurement Period will be invoiced by ENGIE Services U.S. to City in a lump sum on the M&V Commencement Date. All subsequent Annual Maintenance Fees will be invoiced by ENGIE Services U.S. on the first day of the corresponding Measurement Period. City, or its designee, will pay ENGIE Services U.S. such Annual Maintenance Fee, without any retention amount withheld, within thirty (30) calendar days after its receipt of the corresponding invoice. Any failure to timely pay the Annual Maintenance Fee in accordance with this Attachment F will be a material default by City, and ENGIE Services U.S., in addition to any other legal, contractual and equitable remedies available to it, will have no obligation thereafter to provide Maintenance Services.

Any amount not paid when due will, from and after the due date, bear Interest. Accrued and unpaid Interest on past due amounts (including Interest on past due Interest) will be due and payable upon demand.

The Annual Maintenance Fee is not refundable for any reason.

Upon completion of any maintenance or repair work, ENGIE Services U.S. will update service logs detailing the work performed, location and any notes relevant to safe and efficient operations. These service logs will be compiled and submitted to City on a quarterly basis.

If ENGIE Services U.S. is no longer the provider of Maintenance Services, City’s new provider will maintain similar service logs. ENGIE Services U.S. will have reasonable access to inspect service logs to determine that adequate Maintenance Services are being performed.

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 50 of 53 ESC – CA Public
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IV. Preventive Maintenance Services Provided
ENGIE Services U.S. will provide the following Maintenance Services during the term:
a Inspection: Inspect PV modules, combiner boxes, inverters, isolation transformers, and PV service roof penetrations and support structure on an annual basis.
b. Testing: Perform voltage testing, amperage testing, and infrared scans of inverters, combiner boxes, disconnects and switchgear on an annual basis.
c. Monitoring: Monitor system performance on a daily basis. d. Cleaning:
i. Remove dust, dirt, and debris from outside cabinets of combiner boxes, inverters, transformers, and disconnect switches on an annual basis.
ii Wash PV modules and remove accumulated dust and debris on a semi-annual basis.

V. Repair Services
If a Generating Facility is damaged and requires safe-off, repair, demolition and/or reconstruction, or otherwise requires repairs outside of warranty, City must contact the ENGIE Services U.S. PV Operations & Maintenance Manager. In the event of damage, any component of the Generating Facility installed by ENGIE Services U.S. can be repaired or reconstructed by ENGIE Services U.S. at City’s request. City must submit a request for quotation to the ENGIE Services U.S. PV Operations & Maintenance Manager. ENGIE Services U.S. will inspect the damage and provide a written quotation and complete scope of work to City to restore the Generating Facility to normal operational condition. Before proceeding with repairs, ENGIE Services U.S. and City must execute a work order, on ENGIE Services U.S.’s form, for the agreed scope of work and quotation amount. Repair work is done on a time and materials basis. Standard Business Hours are M-F, 7am to 5pm. Non-business Hours & Saturdays Equals 1.5x Rates. Sundays & Holidays Equals 2.0x Rates.

Labor Category Straight
Time
Hourly Rate – PV Electrical Journeyman Technician1 $/hr. County Labor Rate
Hourly Rate – PV Electrical Apprentice Technician1 $/hr. County Labor Rate
Hourly Rate – Engineering2 $/hr. $ 170.00
Hourly Rate – Administrative2 $/hr. $ 65.00
Service call-out - Daily minimum fee $ $ 550.00
Mileage $ IRS Rate
Material mark-up % % 15.00
Lift rental fee $ Current
Market Price 1Trade Hourly rate will be adjusted based on the current year of the local prevailing wage determination plus Burden, requirement for either travel or subsistence and lodging, and markup for services being requested.
2Escalated according to an inflation rate to the year in which service will occur.

VI. Warranty Services
The ENGIE Services U.S. PV Operations & Maintenance Manager will also be City’s point of contact for all issues related to the ENGIE Services U.S. Warranty set forth in Section 9.01 of the Contract. City should refer to Section 9.02 of the Contract for services provided by ENGIE Services U.S. to City in relation to manufacturer’s warranties. The terms and conditions of the relevant manufacturer’s warranties can be found in the operation and maintenance manuals delivered to City at Final Completion.

VII. Services and Equipment to Be Covered by City
ENGIE Services U.S.’s obligations under this Attachment F are expressly conditioned upon City’s payment of the Annual Maintenance Fee and providing and being responsible for the following, without cost to ENGIE Services U.S.:

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Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 51 of 53 ESC – CA Public
V 01/19/2022
a. Making the Generating Facilities described herein available to ENGIE Services U.S. as of the Contract Effective Date. b. Operating and maintaining security systems associated with the Generating Facilities. c. Managing the benefitting accounts designated to receive generation credits in regard to the Utility’s RES-BCT tariff to ensure that generation is credited at the preferred rate. d. Maintaining all landscaping in and around Generating Facilities including tree trimming. e. Allowing ENGIE Services U.S. and its personnel access as necessary to the Generating Facilities, and any related areas that may be reasonably necessary for performance of the Maintenance Services, including reasonable work, parking, and equipment staging areas.
f. Allowing ENGIE Services U.S. and its personnel to access electrical power and other utilities then existing at the Generating Facilities as necessary for ENGIE Services U.S. to satisfy its obligations under the Contract. g. Remediating, pursuant to Applicable Law, any known Hazardous Substances encountered by ENGIE Services U.S. during the performance of the Maintenance Services which Hazardous Substances were not deposited by ENGIE Services U.S., including any backfill with clean soil as may be reasonably required. h. Insuring the Generating Facilities against loss due to acts of God and the public enemy; flood, earthquake, tornado, storm, fire; civil disobedience, sabotage, and vandalism.

ENGIE Services U.S. will have no obligation to provide the Maintenance Services to the extent such provision of Maintenance Services is materially adversely affected by City’s failure to satisfy the conditions set forth in this Attachment F.

14.1 Public Hearing Page 83
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 52 of 53 ESC – CA Public
V 01/19/2022

ATTACHMENT G

MECHANICAL EQUIPMENT SCHEDULE AND SPECIFICATIONS
[See attached PDF]

14.1 Public Hearing Page 84
Energy Services Contract
City of Atwater and ENGIE Services U.S.

Execution Version Page 53 of 53 ESC – CA Public
V 01/19/2022

ATTACHMENT H

INTERIOR & EXTERIOR LED LIGHTING SCHEDULE
[See attached PDF]

14.1 Public Hearing Page 85
1 CITY OF TULARE – ATTACHMENT G

MECHANICAL EQUIPMENT SCHEDULE AND SPECIFICATIONS
Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
Activity Center N/A ICP 2008 PGF342080K01 G081741008 3.5 Total 1 Unit 3.5
Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
City Hall HC-7A Trane 1999 YCH091D3L0BE P36102453D 7.5
City Hall HC-7 Trane 1999 YCH091D3L0BE P36102370D 7.5
City Hall HC-2 Trane 1999 YCP036F3L0AA P372XTP1H 3
City Hall HC-6C Trane 1999 YCH049C3L0BF P36102374D 4
City Hall HC-6B Trane 1999 YCH049C3L0BF P36102441D 4
City Hall HC-5F Trane 1999 YCP036F3L0AA P372X651H 3
City Hall HC-5D Trane 1999 YCP036F3L0AA P372PF51H 3
City Hall HC-5E Trane 2000 YCP060F3M0AA R503KS42H 5
City Hall HC-5A Trane 1999 YCP036F3L0AA P3651HD1H 3
City Hall HC-6A Trane 1999 YCH049C3L0BF P361C2479D 4
City Hall HC-5B Trane 1999 YCP036F3L0AA P3652YG1H 3
City Hall HC-5C Trane 1999 YCP036F3L0AA P372X3N1H 3
City Hall ODU-4 Trane 1999 TWP036C00A0 P375KB51F 3
City Hall ODU-2 Trane 1999 TWP036C00A0 P375KE11F 3
City Hall ODU-6 Trane 1999 TWP036C00A0 P375Kl01F 3
City Hall IDU-3 Trane 1999 TWE048P130B0 P284LNW1V 4
City Hall IDU-1 Trane 1999 TWE048P130B0 P376A6C1V 4
City Hall IDU-5 Trane 1999 TWE048P130B0 P382KJ01V 4
Total 18 Units 71

14.1 Public Hearing Page 86
2 Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
Community
Center N/A Carrier
2007 48SD-060090501 0107G21147 5
Community
Center N/A Carrier
2007 48SD-060090501 0107G30707 5
Community
Center
Director
Office Carrier
2006 48SD-02040301 5006G11909 1.5
Community
Center N/A BDP
1995 588APW048100AEBG 4095G81327 4
Community
Center
AC-1 BDP 1999 581BPV102125ADAA 3699G30282 8.5
Total 5 Units 24
Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
Fire Station #61 AC-4 Goodman 2007 GPG13480903AB 710032438 2 Fire Station #61 AC-2 Bryant 1999 583APW048090AAAF 4899G10697 4 Total 2 Units 6
Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
Fire Station #63 HC-1B Carrier 2003 48H L005 361 4803G30082 5 Fire Station #63 HC-1 Carrier 2003 48HJL005 361 4803G30085 5 Fire Station #63 ODU-1 Carrier 2003 38AN009120 4903Y10159 0.75 Total 3 Units 10.75
Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
Police AC-1 Carrier 2008 48HJD008 541 0308G30610 7.5
Police N/A Carrier 2007 48SDN030040311 3507G51326 2.5
Police AC-10 Carrier N/A N/A N/A 3
Police N/A Carrier 2008 48HJD005 551 0308G10475 5

14.1 Public Hearing Page 87
3 Police N/A Carrier 2008 48HJE006 541 0308G20359 5
Police AC-2 Carrier 2008 48HJE004 541 0308G10359 2.5
Police AC-4 Carrier 2008 48HJD005 551 0308G10479 5
Total 7 Units 30
Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
Senior Center AC-3 Carrier 2007 48HJD005 551 1407G10448 5 Senior Center AC-1 Carrier 2007 48HJD028 H5 A0 2507G50028 25 Senior Center AC-2 Carrier 2007 48HJD015 5B1AA 2207U15738 12.5 Total 3 Units 42.5
Building EQUIP # MFG
YEAR
Installed MODEL SERIAL Tonnage
Youth Center N/A Bryant 2003 581BPV036071AJ 2303G30313 3 Youth Center N/A Bryant 2003 581BPV036071AJ 2303G40033 3 Youth Center N/A Bryant 2003 581BPV036071AJ 2303G40034 3 Youth Center N/A Bryant 2003 581BPV036071AJ 2303G30320 3.5 Total 4 Units 12.5

14.1 Public Hearing Page 88

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Tulare City CouncilMay 16, 2023

Tulare City Council
May 16, 2023