Union City City Council
December 16, 2025

ATTESTED: APPROVED AS TO FORM:

THAI NAM N. PHAM
City Clerk
KRISTOPHER J. KOKOTAYLO
City Attorney
Attachments:

1. Exhibit A – Scope of Work
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1331 Linda Vista Drive • El Cerrito, California 94530
Phone: 510-237-2233 • Fax: 510-237-2363 • E-mail: [email protected] November 13, 2025
Carmela Campbell, Director
Economic & Community Development Department
City of Union City
34009 Alvarado-Niles Road
Union City, CA 94587
Subject: Proposal for Mitigation Monitoring Services for Construction of the Lazuli Landing Affordable Housing Project
Dear Carmela:

Herewith is our newly revised proposal for Douglas Herring & Associates (DHA) to assist Union City with mitigation monitoring of MidPen Housing Corporation’s proposed mixed-use project in Union City, consisting of 81 units of affordable rental housing and approximately 6,200 square feet of ground-floor office space. DHA performed the environmental review of this project in 2019, preparing an Initial Study/Mitigated Negative Declaration (IS/MND) that was subsequently adopted by the City in compliance with the California Environmental Quality Act (CEQA). DHA also prepared the Mitigation Monitoring and Reporting Program (MMRP) for the project, which sets forth the requirements to monitor and verify implementation of each mitigation measure required to avoid or substantially reduce each potential adverse environmental effect identified in the IS/MND for the subject project.

This proposal lays out the monitoring and verification activity that will be performed by DHA and our technical sub-consultants to assist the City in implementing the MMRP. Per our discussions, the City will be responsible for the majority of MMRP implementation, with the exceptions addressed in our scope of work described below.

The most involved monitoring activity will be related to the mitigation measures identified for potential impacts to cultural resources. I have recruited the archaeologists at Archeo-Tec to perform these tasks. Archeo-Tec has been a DHA subcontractor on many projects in Union City and throughout the Bay Area. Additionally, Illingworth & Rodkin, another long-time DHA subcontractor, will assist in monitoring and implementing noise mitigation measures adopted in the IS/MND. Our scopes of work are described below.

DHA Scope of Work
Per the request from the City, Doug Herring will be responsible for monitoring the implementation of the mitigation requirements for potential impacts to air quality. Based on feedback from the City, the City’s Public Works inspectors will be responsible for monitoring implementation of Mitigation Measure AQ-1 and DHA will be responsible for Mitigation Measures AQ-2, AQ-3, AQ-4, and AQ-5, which are set forth below:

EXHIBIT A
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Mitigation Measure AQ-2: BAAQMD Required Exhaust Emissions Reduction Measures.

The construction contractor shall reduce construction-related air pollutant emissions by implementing BAAQMD’s basic fugitive dust control measures, including:
• Idling times shall be minimized either by shutting equipment off when not in use or reducing the maximum idling time to 5 minutes (as required by the California airborne toxics control measure Title 13, Section 2485 of California Code of Regulations [CCR]). Clear signage shall be provided for construction workers at all access points.
• All construction equipment shall be maintained and properly tuned in accordance with the manufacturer’s specifications. All equipment shall be checked by a certified mechanic and determined to be running in proper condition prior to operation.

Mitigation Measure AQ-3: BAAQMD Regulation 8, Rule 3 for Architectural Coatings. In order to minimize emissions of volatile organic compounds (VOCs), architectural coatings employed during construction of the proposed project shall comply with BAAQMD Regulation 8: Organic Compounds, Rule 3: Architectural Coatings (Rule 8-3). The Rule 8-3 VOC architectural coating limits specify that the use paints and solvents with a VOC content of 100 grams per liter or less for interior and 150 grams per liter or less for exterior surfaces shall be required.

Mitigation Measure AQ-4: BAAQMD Enhanced Exhaust Emissions Reduction Measures. The applicant shall implement the following measures during construction to further reduce construction-related exhaust emissions:

All off-road equipment greater than 25 horsepower (hp) and operating for more than 20 total hours over the entire duration of construction activities shall meet the following requirements:

1. Where access to alternative sources of power are available, portable diesel engines shall be prohibited; and

2. All off-road equipment shall have engines that meet or exceed either USEPA or CARB Tier 4 off-road emission standards.

Mitigation Measure AQ-5: Proposed Receptor Expo-sure Reduction Measures. The project applicant shall incorporate the following health-risk reduction measures into the project. These measures shall be applied, at a minimum, to the first-floor residences located within 75 feet of Mission Boulevard. These features shall be submitted to the City of Union City for review and approval and be included on the project drawings submitted for the construction-related permits or on other documentation submitted to the City:
• Installation of air filtration to reduce cancer risks and particulate matter exposure for residents and other sensitive populations in the project that are in close proximity to sources of air pollution. Air filter devices shall be rated Minimum Efficiency Reporting Value (MERV)-13 or higher. MERV-13 air filters are considered high efficiency filters able to remove 80 percent of PM2.5 from indoor air. MERV-13 air filters may reduce concentrations of DPM from mobile sources by approximately 53 percent and cancer risk by 42 percent. As part of implementing this measure, an ongoing maintenance plan for the building’s HVAC air filtration system shall be required.
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To ensure adequate health protection to sensitive receptors, the ventilation system shall meet the following minimal design standards:
• A MERV-13, or higher, rating that represents a minimum of 80-percent efficiency to capture fine particulates;
• At least one air exchange per hour of fresh outside filtered air; • At least four air exchanges/hour recirculation; and
• At least 0.25 air exchange per hour in unfiltered infiltration. • Where appropriate, install passive electrostatic filtering systems, especially those with low air velocities (i.e., one mph).
• The project shall be designed to locate sensitive receptors as far away as feasible from the source(s) of air pollution. Operable windows, balconies, and building air intakes shall be located as far away from these sources as feasible. • Planting trees and/or vegetation between sensitive receptors and pollution source, if feasible. Trees that are best suited to trapping PM shall be planted, including one or more of the following: Pine (Pinus nigra var. maritima), Cypress (X Cupressocyparis leylandii), Hybrid poplar (Populus deltoids X trichocarpa), and Redwood (Sequoia sempervirens).

The Mitigation Monitoring and Reporting Program (MMRP) for the project adopted by the City calls for monthly visits during project construction to verify compliance with Mitigation Measure AQ-2, along with additional site visits made in response to any complaints regarding excessive dust received by the City or the Bay Area Air Quality Management District (BAAQMD).

I have allocated up to 53 hours for this task, and have allocated 2 hours for verifying the contract requirements stipulated in Mitigation Measure AQ-3. Monitoring of Mitigation Measure AQ-4 requires both contract and certificate verifications as well as project plan reviews prior to construction and monthly visits during construction. It is assumed that these site visits would be combined with the site inspections required for Mitigation Measure AQ-2. I have allocated 9 hours for monitoring Mitigation Measure AQ-4. For Mitigation Measure AQ-5, the MMRP requires review and verification of plans as well as post-construction inspection to verify the proper air filters have been installed. It is assumed the Union City Building Division will perform the post-construction verification, and DAH will perform the plan verification; 2 hours have been budgeted for this task. I have added up to 10 hours for management of the subcontractors and general project management. Thus, a total of 76 hours have been budgeted for DHA’s work, to be charged on a time-and-materials basis at the hourly rate of $290.

Archeo-Tec Scope of Work
Archeo-Tec will assist in the implementation and/or monitoring of Mitigation Measures CR-1, CR-2, and CR-3, which are set forth below:

Mitigation Measure CR-1: City Staff shall advise the Project Construction Superintendent, Project Inspector, and Building Inspector at a pre-construction conference of the potential for encountering cultural resources during construction and the applicant’s responsibilities per CEQA should resources be encountered. This advisory shall also be printed on the Plans and Specification Drawings for this project.

Mitigation Measure CR-2: Throughout site grading and all other ground-disturbing project construction activities, a qualified archaeological monitor shall be present to observe the construction activities in order to identify any historic or prehistoric cultural 132 of 245
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resources that could be encountered during the ground-disturbing activities. In the event that any cultural resources are discovered, all ground disturbance within 100 feet of the find shall be halted until the archaeologist can evaluate the resource(s) and, if necessary, recommend mitigation measures to document and prevent any significant adverse effects on the resource(s). (Construction personnel shall not collect any cultural resources.) Any further mitigation measures recommended by the archaeologist shall be implemented and construction shall not resume in the vicinity of the find until the archaeologist has authorized the resumption of work. The results of any additional archaeological effort required through the implementation of this measure and/or Mitigation Measure CR-3 shall be presented in a professional-quality report, to be submitted to the Union City Planning Division and the Northwest Information Center at Sonoma State University in Rohnert Park.

Mitigation Measure CR-3: In the event that any human remains are encountered during site disturbance, all ground-disturbing work shall cease immediately and a qualified archaeologist shall notify the Office of the Alameda County Coroner and advise that office as to whether the remains are likely to be prehistoric or historic period in date. If determined to be prehistoric, the Coroner’s Office will notify the Native American Heritage Commission of the find, which, in turn, will then appoint a “Most Likely Descendant” (MLD). The MLD in consultation with the archaeological consultant and the City, will advise and help formulate an appropriate plan for treatment of the remains, which might include recordation, removal, and scientific study of the remains and any associated artifacts. After completion of analysis and preparation of the report of findings, the remains and associated grave goods shall be returned to the MLD for reburial.

Archeo-Tec will perform the following tasks:

Task 1: Alert Sheet Preparation and Production. An Archaeological Alert Sheet, designed to be distributed to all Project personnel, including the construction crew and their supervisory personnel, will be prepared.

Task 2: Alert Sheet Training. The Alert Sheet training will take place in the form of a tailgate-style meeting. The purpose of the meeting will be to review the contents of the Alert Sheet with construction team members who will be participating in ground disturbance. If multiple crews need training, multiple trainings will be provided on an as-needed basis (this proposal estimates two trainings). The Alert Sheet will contain information regarding known archaeological resources, the actions to take for the inadvertent discovery of cultural resources, including contact protocol, applicable laws, and avoidance and minimization measures. Each training will include customized visual aids (maps and historical photographs) to support the discussion.

Task 3: Archaeological Monitoring. Personnel of Archeo-Tec would provide on-site monitoring of ground-disturbing construction work, and be standing by to provide any Archaeological Data Recovery measures that may be necessitated by discovery of potentially significant cultural resources within the borders of the subject property.

Task 4: As-Needed Laboratory Analysis. All cultural materials recovered in the field will be brought back to Archeo-Tec’s laboratory in Oakland for further analysis. This analysis will take place after the monitoring program has been completed. This task will be omitted if no cultural resources are found. The scope of the laboratory analysis is dependent on the extent and nature of recovered resources. 133 of 245
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Task 5: Archaeological Monitoring Report. At the completion of the monitoring program, Archeo-Tec will prepare and submit an appropriately detailed Archaeological Monitoring Report. The scale of this document would be commensurate with the findings of the monitoring program (and any additional services, if required), and thus it is difficult to provide a precise scope and/or budget for this project component at the present time. If no historically significant, or potentially significant, cultural materials are encountered during the field investigations, this report will, at-minimum, include an executive summary of the results of the monitoring program. The Archaeological Monitoring Report will be submitted to DHA, the City of Union City Planning Division, and the Northwest Information Center.

If historically significant—or potentially significant—historic-period or Native American cultural materials are encountered during archaeological monitoring, Archeo-Tec will ensure all construction work within a 100-foot radius of the discovery is stopped and the area is secured. If necessary, Archeo-Tec, in coordination with the culturally affiliated Native American tribe (if applicable) will determine the need for a mitigation plan prior to any further ground disturbance. Mitigation may include data recovery procedures, avoidance of the resource, and/or a more detailed final report of findings.

If potentially significant cultural resources are found, and such measures are warranted, an additional cost proposal will be prepared.

Illingworth & Rodkin Scope of Work
Illingworth & Rodkin will assist in the implementation of Mitigation Measure NOI-1 by performing a peer review of the acoustical design analysis completed by Charles M. Salter Associates, Inc. on behalf of the applicant. Illingworth & Rodkin will also implement and report on Mitigation Measure NOI-2. The two mitigation measures read as follows:

Mitigation Measure NOI-1: Prior to the issuance of a building permit, the City shall retain the services of a qualified noise consultant or acoustical engineer (to be paid for by the applicant) to conduct a detailed noise analysis to determine any special noise insulation features necessary to ensure that interior noise levels in the proposed residential units would not exceed 45 dBA CNEL in any habitable room with all doors and windows closed. The noise analysis should stipulate required Sound Transmission Class (STC) ratings for window, door, wall, and floor/ceiling assemblies to be employed in the project in order to achieve the required level of sound insulation. The acoustical design recommendations shall be incorporated into project plans and implemented during project construction.

Mitigation Measure NOI-2: Prior to the initiation of site clearing and grading, the construction contractor shall erect a temporary solid 6-foot-tall plywood wall along the western edge of the project site along 2nd Street to deflect and contain noise generated by the operation of heavy construction equipment. The wall shall include returns at each end to extend along the D Street and E Street frontages for a minimum of 20 feet to minimize the potential for fugitive noise to propagate around the ends of the construction sound wall. A separate solid enclosure shall also be erected around stationary equipment such as a generator set or cement mixer. Since a grader is the noisiest piece of equipment that would be utilized during project construction and it would be employed during the earliest phases of construction, when operation of a grader commences, a qualified noise consultant shall be present to take offsite Lmax noise measurements adjacent to the project site during full operation of the equipment 134 of 245
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to determine resulting noise levels adjacent to the property line. If noise levels exceed 86 dBA, the noise consultant shall identify additional measures to further attenuate the noise levels to no higher than 86 dBA Lmax. Such measures could include attaching an angled baffle along the top of the temporary sound wall, lining the interior side of the sound wall with straw bales, providing additional muffling of the grader engine(s), or using quieter equipment (newer equipment is generally quieter than older equipment).

The project construction contractor shall implement all additional sound mitigation measures identified by the noise consultant. The plywood sound wall shall be kept in place at least until the completion of all site grading and excavation activities, or as recommended by the noise consultant.

Illingworth & Rodkin (I&R) will perform the following tasks:

Task 1: Peer Review Salter’s Noise Assessment Report. I&R will review the applicant’s noise assessment report for approach, accuracy, and completeness. Only limited quantitative analyses will be conducted to verify predicted noise levels. The main issues are whether the correct significance criteria have been used and whether key issues have been properly evaluated. A memo or letter will be prepared that describes the peer review and identifies any issues that may require consultation with the City and applicant or additional analyses.

Task 2: Construction Noise Monitoring. I&R will visit the site during the initial phase of construction when a grader is used to take off-site Lmax noise measurements adjacent to the project site during full operation of the equipment. These measurements will determine resulting noise levels adjacent to the property, and if noise levels exceed 86 dBA Lmax, I&R will identify additional measures to further attenuate the noise levels to no higher than 86 dBA Lmax.

Budget
The proposed work would be performed on a time-and-materials basis for a not-to-exceed limit of $77,469 in labor costs and up to $1,650 in direct costs, primarily travel expenses. The labor budget does not include the cost of laboratory analysis, which would only be required in the event that cultural resources were recovered during the archaeological monitoring. If needed, laboratory analysis would add $3,454 to the cost. The labor budget is allocated as follows:

Archeo-Tec: $48,279
Illingworth & Rodkin: $7,150
DHA: $22,040
LABOR TOTAL: $77,469
Direct costs: $1,650
As-Needed Laboratory Analysis: $3,454
Work Schedule
Construction of the project is scheduled to begin on December 11, 2025, with a construction start-up meeting via Zoom scheduled for December 2, 2025. Doug Herring will participate in the December 2 start-up meeting and will commence monthly field inspections the following week. 135 of 245
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I anticipate that Archeo-Tec will be onsite on the morning of December 11, unless grounddisturbing activities will occur sooner, for the archaeological sensitivity training of the construction project manager and crew. I was unable to confirm, given the schedule change I just learned of. If the construction project manager will not be on site when construction commences (which seems unlikely), Archeo-Tec will also attend the December 2 meeting on Zoom. We will update you regarding the schedule of Illingworth & Rodkin, but they are prepared to perform their tasks in an appropriate and timely fashion.

Thank you for the opportunity to assist the City again on this important affordable housing project, Carmela. Let me know if you have any questions or would like additional information.

Sincerely,
Doug Herring
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City Council Staff Report Page 1 of 3 December 16, 2025 Staff Report
Agenda Item No. 4.6
DATE: December 16, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Joan Malloy, City Manager
SUBJECT: Adopt a Resolution Authorizing the City Manager to Enter into a Consulting Services Agreement with Helix Environmental Planning, Inc., for Environmental Review of a Proposed Drive-Through Restaurant located at 31900 Dyer Street

EXECUTIVE SUMMARY
Staff is requesting that the City Council adopt the attached Resolution (Attachment 1), authorizing the City Manager to enter into a consulting services agreement (CSA) with Helix Environmental Planning, Inc. to conduct formal environmental evaluation in conformance with the California Environmental Quality Act (CEQA) for a drive-through restaurant (i.e., Raising Cane’s), located at 31900 Dyer Street, in the not to exceed amount of $136,570. See Exhibit A (attached) for details of the proposed scope of services, schedule, and cost.

STRATEGIC PLAN ALIGNMENT
This agenda item does not have alignment with the Strategic Plan.

BACKGROUND
The City has received a Formal Planning Application to consider a General Plan Amendment, Zoning Map Amendment, Use Permit, and Site Development Review Permit to demolish an existing ±6,833 square-foot restaurant building (TGI Fridays) and construct a new, ±3,018 square-foot fast-food restaurant (Raising Cane’s) with drivethrough services at 31900 Dyer Street (APN 463-0060-037-00). The project also comprises demolition of existing site infrastructure, as required, and new site improvements, including two drive-through lanes, detached drive-through canopies, uncovered patio seating, and a new waste enclosure. The proposed improvements constitute a “project,” as defined under the California Environmental Quality Act (CEQA) Guidelines § 15378, and trigger formal environmental evaluation.

In accordance with the CEQA Guidelines, the City must prepare appropriate environmental documentation to evaluate the project’s potential environmental impacts and determine the proper level of environmental clearance. The proposed scope of 137 of 245
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City Council Staff Report Page 2 of 3 December 16, 2025 services (Exhibit A), prepared by Helix Environmental Planning, Inc. (Helix), anticipates preparation of the necessary CEQA studies and documentation to support the City’s discretionary decision-making.

DISCUSSION
Helix is a qualified environmental consulting firm with extensive experience preparing CEQA documentation for a wide range of project types, including residential, commercial, mixed-use, and industrial developments. Importantly, Helix is uniquely positioned for this assignment given its recent preparation of the Initial Study/Mitigated Negative Declaration for the Chevron Fuel Station and Power Market Convenience Store project (SCH #2024080958), located at Union Landing—the same commercial center as the proposed project. Building on its prior environmental work and its familiarity with the community’s land-use framework, Helix is well-positioned to prepare an efficient and defensible environmental document.

Helix’s scope of work includes preparation of the required CEQA documentation, supporting environmental technical studies, staff consultation, and attendance at public meetings as needed. Helix estimates the environmental review process will take approximately six months, depending on the availability of applicant-provided technical information and the complexity of issues identified during analysis. The timeline may be adjusted if additional information or specialized evaluations are required.

City staff will oversee the consultant’s work, ensure adherence to CEQA standards, and coordinate with the applicant to provide necessary project information in a timely manner.

FISCAL IMPACT
There is no impact on the General Fund. The project applicant will fully fund all consultant costs. Consistent with the City’s Master Fee Schedule, the applicant will also be responsible for remitting the required 64-percent overhead charge, approximately $87,405, associated with the administration of the contract and oversight of the preparation of the environmental document.
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Agenda Item No. 4.6
City Council Staff Report Page 2 of 3 December 16, 2025 139 of 245
Agenda Item No. 4.6
City Council Staff Report Page 3 of 3 December 16, 2025

RECOMMENDATION
Staff recommends that the City Council adopt the attached Resolution, authorizing the City Manager to enter into a CSA, in a form approved by the City Attorney, with Helix Environmental Planning, Inc., for environmental review of a proposed drive-through restaurant, located at 31900 Dyer Street, not to exceed the amount of $136,570, and in accordance with Exhibit A.

Prepared by: Mayank Patel, Senior Planner
Submitted by: Carmela Campbell, Economic and Community Development Director Attachments

1. Draft Resolution

2. Exhibit A – Helix Environmental Planning Letter Proposal to Provide Environmental Consulting Services
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RESOLUTION NO. 2025-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF UNION CITY

AUTHORIZING THE CITY MANAGER TO ENTER INTO A CONSULTING

SERVICES AGREEMENT, IN A FORM APPROVED BY THE CITY

ATTORNEY, BETWEEN THE CITY OF UNION CITY AND HELIX
ENVIRONMENTAL PLANNING, INC. IN THE NOT TO EXCEED AMOUNT OF $136,670, FOR ENVIRONMENTAL REVIEW OF A PROPOSED
DRIVE-THROUGH RESTAURANT (RAISING CANE’S) LOCATED AT
31900 DYER STREET
WHEREAS, the applicant, Yamabe & Horn Engineering, has submitted a Formal Planning Application to consider a General Plan Amendment, Zoning Map Amendment, Use Permit, and Site Development Review Permit to demolish an existing ±6,833 squarefoot restaurant building (TGI Fridays) and construct a new, ±3,018 square-foot fast-food restaurant (Raising Cane’s) with drive-through services (the “Project”) at 31900 Dyer Street (APN 463-0060-037-00); and
WHEREAS, the proposed improvements constitute a “project,” pursuant to the California Environmental Quality Act (CEQA) Guidelines § 15378, and therefore, require the City to prepare environmental documentation to evaluate potential environmental impacts and support discretionary decision-making; and
WHEREAS, the City is retaining Helix Environmental Planning, Inc. (Helix) to prepare the necessary CEQA documentation for the project; and WHEREAS, Helix is a qualified environmental consulting firm with extensive experience preparing CEQA documentation for a variety of projects; and WHEREAS, Helix has prepared CEQA documentation for projects in Union City, including the Initial Study/Mitigated Negative Declaration for the Chevron Fuel Station and Power Market Convenience Store (SCH #2024080958), located within Union Landing, the same commercial center as the Project; and
WHEREAS, the scope of services for the environmental review, labeled Exhibit A, is attached hereto and made a part hereof; and
WHEREAS, the scope of services budget is not to exceed $136,570 and will be fully funded by the applicant; and
WHEREAS, pursuant to the City’s Master Fee Schedule, the applicant is also required to remit a 64-percent overhead charge, approximately $87,405, to cover City administration of the consultant contract and oversight of the preparation of the environmental documents.

NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Union City hereby authorizes the City Manager to enter into a consulting services agreement, in a form approved by the City Attorney, with Helix a not to exceed an amount of $136,670, for the preparation of the environmental review of a proposed drive-through restaurant (Raising Cane’s) located at 31900 Dyer Street.
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Resolution No. 2025-XXX
Consulting Services Agreement with Helix (Raising Cane’s Project)

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Union City at a regular meeting held on December 16, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

APPROVED:

GARY SINGH
Mayor
ATTESTED: APPROVED AS TO FORM:

THAI NAM N. PHAM
City Clerk
KRISTOPHER J. KOKOTAYLO
City Attorney
Attachments:

1. Exhibit A – Helix Environmental Planning Letter Proposal to Provide Environmental Consulting Services
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HELIX Environmental Planning, Inc.
1180 Iron Point Road, Suite 130
Folsom, CA 95630
916.435.1205 tel
619.462.0552 fax
www.helixepi.com
November 6, 2025
Mayank Patel, Senior Planner
City of Union City
34009 Alvarado-Niles Boulevard
Union City, CA 94587
[email protected] | 510.675.5426
Subject: Letter Proposal to Provide Environmental Consulting Services for the Raising Cane’s Project in Union City, Alameda County, California
Dear Mr. Patel:

HELIX Environmental Planning, Inc. (HELIX) is submitting this letter proposal (Proposal) to the City of Union City (City) to provide environmental consulting services for the Raising Cane’s Project (project) located at 31900 Dyer Street in the City of Union City, Alameda County, California.

The project site is a 1.12-acre parcel (Assessor’s Parcel Number [APN] 463-0060-037-00) located in the Union Landing Retail and Commercial Shopping Center. The project site is surrounded by an existing IHOP restaurant to the south, an Extended Stay America Hotel to the east, an Ocean Oyster Bar and Grill restaurant with associated parking to the north, and Dyer Lane to the west with single-family residences beyond.

HELIX understands that the proposed project is a commercial fast-food restaurant and drive-thru project. The project would include the demolition of an existing 6,833 square-foot (sf) TGI Fridays restaurant and associated infrastructure, and the construction of a new 3,018-sf Raising Cane’s restaurant. The project would also feature site improvements including the addition of two drive-thru lanes, detached overhead canopies, an uncovered patio seating area, and a new waste enclosure. The project applicant is seeking a General Plan Amendment and Zoning Map Amendment as part of the entitlements for the project.

The California Environmental Quality Act (CEQA) Lead Agency for the proposed project will be the City.

Based on the description of the proposed project and developed nature of the project site, HELIX recommends the preparation of an Initial Study (IS), assumed Mitigated Negative Declaration (MND), that will be supported by project-specific technical studies. A detailed scope of the recommended services to satisfy CEQA requirements is provided below. 143 of 245
Letter to Mayank Patel Page 2 of 10
November 6, 2025

SCOPE OF SERVICES
Task 1. Project Management and Meetings
HELIX will provide project management services in support of the City throughout the proposed scope of work. Management tasks include participation in virtual meetings with City staff, tracking the project budget, reviewing invoices, managing schedule progress, and participation in one (1) in-person Planning Commission public hearing and one (1) in-person City Council public hearing. Quality Assurance/Quality Control (QA/QC) reviews of all deliverables will be completed by senior staff prior to submittal to the City, and time has been allocated for QA/QC within individual tasks below.

Task 2. Cultural Records Search Memorandum
Records Search and Literature Review: HELIX’s staff archaeologist will conduct an archaeological and historical records review and literature search through the Northwest Information Center (NWIC) of the California Historical Resources Information System, Sonoma State University, Rohnert Park. The records search area will include the project site and a 0.25-mile radius. The purpose of the records search is to:
(1) identify cultural resources previously documented within and immediately adjacent to the project site; (2) to determine if the project site has been previously surveyed, when those surveys took place, and how the surveys were conducted; and (3) to ascertain the potential for cultural resources to be found in the APE and a 0.25-mile radius. The records search will include reviews of the appropriate U.S.

Geological Survey (USGS) topographic maps where cultural resources are mapped, archaeological site and historic structure records, and data from previous surveys and research reports. In addition, the state of California Historical Landmarks and the California Points of Historical Interest will be examined to ascertain the presence of designated, evaluated, and/or historic-era resources in the vicinity of the project site. This proposal assumes that the records search fee will not exceed $500.

As part of the background research, HELIX will contact the Native American Heritage Commission (NAHC) to conduct a search of their Sacred Lands File (SLF) for the presence of Native American sacred sites or human remains in the vicinity of the APE.

Records Search Memorandum: The results of the records search and literature review will be presented in a Cultural Records Search Memorandum that will be incorporated by reference into the CEQA IS/MND. This memorandum will include a description of the background research and evaluation undertaken for the project, as well as a summary of the findings of these efforts. The memorandum will conclude with recommendations for further study, evaluation, or mitigation of any cultural resources that may be affected by the proposed project. HELIX will respond to one round of comments by the City.

Deliverables:
• Draft and Final Cultural Records Search Memorandum (electronic format) Task 3. AB 52 and SB 18 Tribal Consultation Support (Optional) If requested by the City, HELIX’s Cultural Resources Group staff will act as an extension of City staff to assist with government-to-government outreach and consultation under Assembly Bill (AB) 52 and Senate Bill (SB) 18. SB 18 applies as the project is anticipated to require a General Plan Amendment.

HELIX will draft notification letters to be sent on City letterhead to Tribes who have registered with the City requesting to be notified of projects. HELIX staff will also record any responses received from tribal 144 of 245
Letter to Mayank Patel Page 3 of 10
November 6, 2025
points of contact and will help the City prepare formal replies to interested tribes. This scope also assumes that a Senior Cultural Resources Specialist will attend one virtual consultation meeting, if needed. This scope does not include any in-person meetings.

Deliverable:
• AB 52 and SB 18 Tribal Consultation Letters (electronic format) Task 4. Air Quality and Greenhouse Gas Emissions Assessment HELIX will analyze air quality and greenhouse gas (GHG) emissions impact addressing the issues described in CEQA Guidelines Appendix G and in accordance with the Bay Area Air District’s 2022 CEQA Guidelines. HELIX will coordinate with the City and/or project applicant to obtain the project description and drawings; construction methods and timing; export and import of soils (if applicable); anticipated energy and water use; project design features that will reduce energy use and GHG emissions; and other data relative to air quality and GHG emissions. HELIX will estimate the emissions of criteria pollutants and GHGs using California Emission Estimator Model (CalEEMod). It is expected that the project would not cause severe congestion at a major intersection resulting in a local carbon monoxide (CO) “hotspot;” therefore, no CO dispersion modeling is included in this Scope of Work for CO analysis. Due to the small project footprint, developed nature of the project site and distance from the proposed restaurant and the nearest sensitive receptors (approximately 205 feet), impacts to sensitive receptors from exposure to toxic air contaminant (TAC) emissions from construction and operation of the project will be evaluated qualitatively, no quantitative health risk assessment (HRA) is included in this scope of work.

Additionally, the analysis will include a determination of project conformity with the Bay Area Air District’s 2017 Clean Air Plan. If potentially significant air quality impacts are identified, HELIX will recommend appropriate mitigation measures.

HELIX will analyze the project’s GHG impacts using the performance-based thresholds from the Bay Area Air District’s 2022 CEQA Guidelines. HELIX will also determine if implementation of the project would conflict with the Association of Bay Area Governments’ (ABAGs’) and Metropolitan Transportation Commission’s (MTC’s) Plan Bay Area 2050 and the California Air Resources Board’s (CARB’s) 2022 Scoping Plan. If potential significant GHG impacts are identified, HELIX will recommend appropriate mitigation measures.

HELIX will provide the results of the analyses in an air quality and GHG emissions letter report. The report will include descriptions of existing air quality and applicable regulations and policies as well as the results of the analyses described above, including a determination of the level of significance of impacts in accordance with CEQA Guidelines. HELIX will respond to one round of comments by the City.

Deliverable:
• Draft and Final Air Quality and Greenhouse Gas Emissions Letter Report (electronic format) Task 5. Noise and Vibration Assessment
HELIX will analyze noise and vibration impacts in accordance with the requirements of CEQA and the City. HELIX will coordinate with the City and/or the project applicant to obtain the project description and drawings as well as data related to project noise-generating equipment, project-generated traffic, and drive-through noise. Ambient noise in the project area will be described using data/analysis from 145 of 245
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the City 2040 General Plan Safety Chapter and Environmental Impact Report. This scope of work does not include a site visit to conduct noise measurements.

HELIX will evaluate potential project construction equipment noise and vibration impacts at nearby noise-sensitive land uses using appropriate calculation methodology or modeling, such as the Federal Highway Administration’s Roadway Construction Noise Model. HELIX will analyze on-site generated noise for compliance with City ordinances and City General Plan policies using appropriate calculation methodology or modeling, such as the Computer Aided Noise Abatement model (CadnaA), which is a computer program developed by DataKustik for predicting outdoor noise levels in a wide variety of conditions. Potential noise sources of concern include: drive-through speakers; drive-through vehicle queuing; building heating, air conditioning (HVAC) systems; and parking lots. HELIX will evaluate changes in ambient traffic noise in the project vicinity due to the addition of project-related traffic to area roadways using appropriate calculation methodology or modeling, such as the Federal Highway Administration’s Traffic Noise Model.

HELIX will provide the results of noise and vibration analyses in a letter report. The report will include descriptions of the existing noise environment and applicable regulations and policies; a summary of the noise and vibration modeling assumptions and methodology; and the results of the analyses described above, including a determination of the level of significance of impacts in accordance with CEQA Guidelines and applicable mitigation if needed. HELIX will respond to one round of comments by the City.

Deliverable:
• Draft and Final Noise and Vibration Letter Report (electronic format).

Task 6. Transportation Impact Analysis
Fehr & Peers, a subconsultant to HELIX, will prepare a transportation impact analysis for the proposed project.

Vehicle Miles Traveled (VMT) Screening: Since the City does not have established methodologies or guidelines for VMT screening or analysis, Fehr & Peers will rely on the guidelines published by the State’s Office of Land Use and Climate Innovation (formerly known as Office of Planning and Research [OPR]). Based on a preliminary review, it is expected that the project will meet at least one of the State’s established screening criteria for VMT due to its use and size. Therefore, the project is expected to screen out of a detailed VMT analysis. Fehr & Peers will document the project’s compliance with the VMT screening criteria and established thresholds. This scope of work does not include quantifying the VMT generated by the project. If the project does not meet any of the screening criteria or if quantification of the project’s VMT is requested, Fehr & Peers will consult with HELIX and City staff to determine the next steps, including potential assumptions and methodology for a detailed VMT analysis.

Trip Generation: It is Fehr & Peers understanding that a typical Raising Canes restaurant generates more traffic than a typical fast-food restaurant. Since, data published by the Institute of Transportation Engineers (ITE) may not accurately reflect trip generation for a Raising Canes restaurant, Fehr & Peers will rely on available data collected at existing Raising Canes restaurants to estimate the weekday daily and PM peak hour trip generation for the project (since Raising Canes does not open until 9:00 AM, Fehr & Peers will not estimate the weekday AM peak hour trip generation). The trip generation data will also be supplemented with data and methodology in the ITE Trip Generation Manual, 12th Edition (2025). 146 of 245
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The trip generation will also account for pass-by (trips that would be on the streets adjacent to the project regardless of the project but would make an interim stop at the site on their way to their final destination), and internalization (customers that visit other destinations in the adjacent parcels without using the public streets). The trip generation will separate out the drive-thru trips and parking trips.

Site Access and Circulation Review: Fehr & Peers will assess the project site plan for multimodal site access and circulation, including the following:
• Site access and interface with public roadway network including adequacy of driveway throat lengths and sight distances at the project driveway on Dyer Street and the connections to the adjacent parcels
• Vehicular circulation within the site
• Truck access and loading
• Emergency vehicle access and circulation
• Pedestrian and bicycle access and circulation within and adjacent to the site • Proximity to and access to/from public transit
• Adequacy of the parking supply compared to estimated peak demand under typical conditions • Adequacy of the queuing space for the drive-thru window based on the calculated 95th percentile queue under typical operating conditions and based on the peak hour demand estimated in the trip generation, and available data on Raising Canes drive-thru window service rates
Where necessary and feasible, Fehr & Peers will identify physical or operational measures to improve site access and internal circulation. Fehr & Peers will summarize our recommendations on an annotated site plan that can be incorporated into the Transportation Impact Analysis Memorandum.

Intersection Counts and Traffic Operations Analysis: Fehr & Peers will collect multimodal counts (consisting of passenger vehicles, heavy vehicles, and bicycles by movement and pedestrians by crosswalk) at the following two intersections on a typical weekday during the evening peak commute period (4:00 to 7:00 PM):

1. Dyer Street/Shopping Center Driveway (signalized intersection north of the project)

2. Dyer Street/Project Driveway (side-street stop-controlled right-in/right-out only intersection) Fehr & Peers will conduct intersection analysis for the weekday PM peak hour using the Highway Capacity Manual methodologies as applied through the Synchro software package. Fehr & Peers will estimate intersection delay and level of service (LOS), and the 50th and 95th percentile queue lengths for the following scenarios:
• Existing Conditions – Based on current traffic data
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• Existing Plus Project Conditions – Existing volumes plus project generated traffic as documented in the trip generation
Transportation Impact Analysis Memorandum: Fehr & Peers will document the above in a draft memorandum and submit the draft memorandum to City staff for review. Fehr & Peers will respond to two rounds of qualitative comments before finalizing the memorandum. This scope of work assumes that comments on each draft will be editorial comments. Additional quantitative analysis may require an amendment to the scope of work and associated fee.

Deliverables:
• Draft and Final Transportation Impact Analysis Memorandum (electronic format) Task 7. Administrative Draft IS/MND
HELIX will prepare an IS/MND pursuant to the CEQA Guidelines Section 15063 for the project. An IS Checklist based on Appendix G of the CEQA Guidelines will be used to document potential environmental impacts resulting from implementation of the proposed project. The IS will contain all mandatory elements including the following:
• Project Description. The project description will describe the baseline information for the project site, as well as the major elements of the project and will include a discussion of the proposed demolition, construction, and operation of the project; • Figures. Figures identifying the local and regional location of the project site and other project characteristics as relevant to CEQA analysis; and
• Disclosure of potential environmental impacts resulting from implementation of the proposed project. The checklist will contain a narrative for each issue in support of each conclusion and it will include discussions (as required by current CEQA statute) relevant to aesthetics, agricultural and forestry resources, air quality, biological resources, cultural resources, energy, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use, mineral resources, noise, population and housing, public services, recreation, transportation, tribal cultural resources, utilities/service systems, wildfire, and mandatory findings of significance.

This task includes costs for a HELIX biologist to conduct a desktop review of any existing pertinent information on biological resources (i.e., CEQA, biological technical report documents for adjacent developments if available) and conduct an in-house database search for sensitive species known to occur within the project site and vicinity. The in-house database search will include a query of the following agency lists of special-status species:
• U.S. Fish and Wildlife Service (USFWS) Sacramento Fish and Wildlife Office; • California Department of Fish and Wildlife’s (CDFW) Natural Diversity Database; and • California Native Plant Society (CNPS) Rare Plant Database. 148 of 245
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Impact analysis relevant to biological resources will be based on this desktop review and database search and will be incorporated by reference directly into the IS/MND. Impact analysis relevant to cultural resources within the project site will be based on the technical information from the Cultural Records Search Memorandum scoped in Task 2. Impacts related to air quality and GHG emissions will be based on the analysis and letter report scoped in Task 4, and impacts related to noise and vibration will be based on the analysis and letter report scoped in Task 5. Impacts related to transportation will be based on the Transportation Impact Analysis Memorandum prepared by Fehr & Peers scoped under Task 6. All other resource sections are anticipated to be addressed qualitatively or by incorporating reports prepared by others and provided by the project team.

Where relevant, the IS/MND sections will identify feasible and tangible mitigation measures to reduce impacts to less-than-significant levels as applicable to relevant thresholds for all environmental impacts identified in the CEQA IS Checklist as “potentially significant.” This scope of work assumes that all potentially significant impacts can be mitigated to less-than-significant levels and that an IS/MND will meet the requirements for environmental review pursuant to CEQA.

HELIX will produce an electronic version of the Administrative Draft IS/MND for the City to review and provide comments as well provide the City with fifteen printed copies of the Administrative Draft IS/MND.

Deliverables:
• One (1) electronic copy of the Administrative Draft IS/MND • Fifteen (15) printed copies of the Administrative Draft IS/MND Task 8. Public Review Draft IS/MND
Upon receipt of a single consolidated set of written comments from the City, HELIX will revise the Administrative Draft IS/MND as necessary to address all comments and will provide an electronic copy of the Public Review Draft IS/MND to the City for final review and approval before the document is produced for a 30-day public review period. HELIX will also provide an electronic copy of the required Notice of Intent to Adopt a Mitigated Negative Declaration (NOI), Notice of Completion (NOC), and Summary Form for review by the City. Following City approval of the Public Review Draft IS/MND and draft notices, HELIX will upload the Public Review Draft IS/MND, NOI, NOC, and Summary Form to the State Clearinghouse (SCH) on behalf of the City, if authorized by the City. It is assumed that the City will circulate the NOI in accordance with Section 15072(b) of the CEQA Guidelines and file the NOI with the Alameda County Clerk. This scope of work does not include the production of hard copies of the Public Review Draft IS/MND.

Deliverables:
• Public Review Draft IS/MND (electronic format)
• Draft and Final NOI, NOC, and Summary Form (electronic format) Task 9. Final IS/MND
Following the close of the 30-day public comment period, HELIX will consult with the City and review written comments received on the Public Review Draft IS/MND. HELIX will prepare draft responses to comments received on the environmental document for City review. It is assumed that comments will be minor (not requiring additional analysis or studies), up to ten public comment letters will be received, 149 of 245
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and responses will consist primarily of clarifying information and directing commenters to the appropriate discussion in the environmental document. Once the City has reviewed and approved the responses to comments, the comments and responses will be integrated by HELIX into a Final IS/MND.

HELIX will also prepare a Mitigation Monitoring and Reporting Program (MMRP) in accordance with Section 15074(d) of the CEQA Guidelines for incorporation into the IS/MND. HELIX will provide the City with a digital version of the draft MMRP for review and comment. The MMRP will be finalized following receipt of comments from the City, if any.

HELIX will prepare the Notice of Determination (NOD) for filing. The City will file the NOD with the Alameda County Clerk, and HELIX will file the NOD with State Clearinghouse within five (5) working days following adoption of the Final IS/MND, if authorized by the City. It is assumed the City will pay associated CDFW filing fees.

Deliverables:
• Final IS/MND (electronic format)
• Draft and Final MMRP (electronic format)
• Draft and Final NOD (electronic format)
Task 10. MMRP Implementation
HELIX will support City staff to implement required mitigation measures prior to construction of the proposed project. While the CEQA document has not yet been prepared, it is anticipated that a Worker’s Environmental Awareness Program (WEAP) training as well as nesting bird survey may be required prior to commencement of project construction. This task provides budget for HELIX staff to provide the WEAP training and conduct a nesting bird survey as part of this task. If additional services are required to implement mitigation measures identified in the final CEQA document, HELIX will work with the City to prepare a contract amendment to provide support if additional budget is needed.

Task 11. Contingency
A contingency task was added for any additional, as-needed environmental consulting services that may be requested by the City. All work performed under this contingency task will be initiated only upon written authorization from City staff and will be billed on a time-and-materials basis in accordance with the approved rate schedule.

SCHEDULE
HELIX understands that time is of the essence from the completion of the IS/MND. If HELIX is selected and notice to proceed is granted on November 17, 2025, and there are no major changes to the project design throughout the execution of our proposed scope of work, HELIX is confident that a Final IS/MND can be provided to the City by May 2026.

Task Duration Deliverable Date
HELIX receives Notice to Proceed -- November 17, 2025
Task 1: Project Management and Meetings -- --
Task 2: Cultural Records Search Memorandum 6 weeks December 29, 2025 Task 3: AB 52 and SB 18 Tribal Consultation Support -- As-Needed 150 of 245
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Task Duration Deliverable Date
Task 4: Air Quality and Greenhouse Gas Emissions Assessment1 6 weeks February 23, 2026 Task 5: Noise and Vibration Assessment1 6 weeks February 23, 2026 Task 6: Transportation Impact Assessment 8 weeks January 12, 2026 Task 7: Administrative Draft IS/MND2--
HELIX prepares Administrative Draft IS/MND 16 weeks March 9, 2026 City reviews Administrative Draft IS/MND 1 week March 16, 2026 Task 8: Public Review Draft IS/MND and Notices 1 week March 23, 2026 --Public Review Period-- 30 days March 25, 2026 – April 24, 2026
Task 9: Final IS/MND and NOD 2 weeks May 8, 2026
Task 10: MMRP Implementation -- After CEQA approval
Task 11: Contingency -- As-Needed
1 This schedule assumes that the analysis for the Air Quality and GHG Emissions Assessment (Task 4) and Noise and Vibration Assessment (Task 5) will be started once the Transportation Impact Analysis (Task 6) is completed. 2 This schedule assumes that the preparation of the Administrative Draft IS/MND (Task 7) will begin once notice to proceed is granted.

COST ESTIMATE AND PAYMENT PROCEDURES
HELIX submits this cost estimate not to exceed $136,570 including Optional Task 3, which is provided below in a breakdown by task.

Task
Number Task Name Cost
1 Project Management and Meetings $13,105
2 Cultural Records Search Memorandum $6,990
3 Tribal Consultation Support (Optional) $2,735
4 Air Quality and Greenhouse Gas Emissions Assessment $11,250 5 Noise and Vibration Assessment $12,070
6 Transportation Impact Analysis $23,320
7 Administrative Draft IS/MND $23,780
8 Public Review Draft IS/MND $5,500
9 Final IS/MND $6,160
10 MMRP Implementation $14,160
11 Contingency $17,500
TOTAL (Excluding Optional Task) $133,835
TOTAL (Including Optional Task) $136,570

ASSUMPTIONS AND LIMITATIONS
The following assumptions and limitations are a material component of this Proposal. • The City will provide HELIX with current available digital baseline data and project plans for producing all maps and graphics, which should be submitted in one of the following formats: .dxf, .dwg (AutoCAD), .dgn (Microstation), .shp (ArcView shapefiles), .gdb (ArcGIS geodatabase) or .kmz (Google Earth). In some cases, .pdf files will be acceptable. • Costs associated with in-person public meetings, biological surveys, and/or permit preparation and processing (“additional work”) are not included within the scope. 151 of 245
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• The City will provide HELIX with all project-specific technical studies prepared by others to be incorporated into the CEQA document.
• The City or Project Applicant will pay any required CDFW environmental review fees and County filing fees.
• Once preparation of the draft document has begun, no changes to the project design will occur such that major revisions to the project description or re-analysis of any environmental issue will be required.
• City is responsible for ensuring that technical reports that are provided to HELIX for the public record by any party not under subcontract to HELIX are consistent with the document accessibility requirements of the Americans with Disabilities Act (ADA), Section 508 of the Rehabilitation Act, and any similar requirements.
• HELIX is committed to meeting accessibility requirements for the ADA and Section 508 of then Rehabilitation Act for public-facing digital document deliverables. Information presented from third-party sources (e.g., California Emissions Estimator Model outputs) and documents prepared using the strike-out underline feature, a standard for annotation of final CEQA documents, may not achieve the full level of accessibility.

CONCLUSION
We look forward to working with you on this project. If you have any questions concerning this Proposal, please contact me at [email protected].

Sincerely,
Lesley Owning
Environmental Planning Group Manager
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City Council Staff Report Page 1 of 4 December 16, 2025 Agenda Item No. 4.7
DATE: December 16, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Joan Malloy, City Manager
SUBJECT: Adopt a Resolution Awarding a Contract to Gillig, LLC, for the Purchase of Eight (8) ABB 150 Kilowatt Electric Vehicle Supply Equipment (EVSE) Chargers and Eight (8) Heliox 60 Kilowatt Mobile EVSE Chargers through the California Association for Coordinated Transportation (CalACT) Cooperative Procurement #23-01, in the Amount of $1,701,453, as Part of the Union City Transit Fleet Electrification Project, City Project No. 22-11, and Authorizing the City Manager to Execute the Contract in a Form Approved by the City Attorney

EXECUTIVE SUMMARY
Staff recommends that the City Council adopt a resolution awarding a contract to Gillig, LLC, for the purchase of eight (8) ABB 150 kilowatt (kW) electric vehicle supply equipment (EVSE) chargers and eight (8) Heliox 60 kW mobile EVSE chargers through the California Association for Coordinated Transportation (CalACT) Cooperative Procurement #23-01, in the amount of $1,701,453, as part of the Union City Transit Fleet Electrification Project, City Project No. 22-11, and authorizing the City Manager to execute the contract in a form approved by the City Attorney.

STRATEGIC PLAN ALIGNMENT
This agenda item is aligned with the following:

Goal D, Environmental Sustainability and Infrastructure - Create a healthy, sustainable community and maintain and improve the City’s infrastructure.

BACKGROUND
On December 14, 2018, the California Air Resources Board (CARB) implemented the Innovative Clean Transit (ICT) regulation, requiring all transit agencies to transition their bus fleets to zero-emission technologies gradually. In accordance with this regulation, Union City Transit is required to have twenty-five percent (25%) of its fixed-route bus procurements to be zero-emission by 2026.
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City Council Staff Report Page 2 of 4 December 16, 2025 On February 25, 2020, the City Council adopted Resolution No. 5568-20 to support efforts to secure additional funding opportunities by committing to convert the Union City Transit fixed-route fleet to zero-emission vehicles.

Following this commitment, the City of Union City and Union City Transit have been coordinating with the Metropolitan Transportation Commission (MTC), CARB, the Alameda County Transportation Commission (Alameda CTC), and the Federal Transit Administration (FTA) on the funding opportunities to convert the City’s Compressed Natural Gas (CNG) fixed-route buses to battery electric buses (BEB). Union City Transit staff secured FTA Section 5307 formula funding for fixed-route BEB.

On March 26, 2019, the City Council adopted Resolution No. 5456-19, authorizing the execution of the certification and assurances and authorized agent forms for the Low Carbon Transit Operations Program (LCTOP) for the following project: Electric Vehicle Charging Infrastructure for the Union City Transit Fleet in the amount of $163,805.

On April 28, 2020, the City Council adopted Resolution No. 5587-20, authorizing the execution of the certification and assurances and authorized agent forms for the Low Carbon Transit Operations Program (LCTOP) for the following project: Electric Vehicle Charging Infrastructure for the Union City Transit Fleet, in the amount of $163,945.

On April 13, 2021, the City Council adopted Resolution No. 5738-21, authorizing the execution of the certification and assurances and authorized agent forms for the Low Carbon Transit Operations Program (LCTOP) for the following project: Electric Vehicle Charging Infrastructure for the Union City Transit, in the amount of $92,050.

On March 22, 2022, the City Council adopted Resolution No. 5906-22, authorizing the City Manager or their designee to submit the required funding application and to execute the certification and assurances and authorized agent forms for Low Carbon Transit Operations Program (LCTOP) for the following project: Electric Vehicle Charging Infrastructure for the Union City Transit Fleet LCTOP, EVCI for Union City Transit Fleet, in the amount of $215,572 and place the award in the transit fund (5110), City Project No. 20-04.

On January 10, 2023, the City Council adopted Resolution No. 6067-23, awarding a contract with Gillig, LLC (Livermore, CA), for the purchase of fourteen (14) Battery Electric Thirty-Five foot (35’) Heavy-Duty Fixed-Route Transit Vehicles (Buses) through the Washington State Department of Enterprise Services (WADES) Master Contract No. 06719, in the amount of $16,516,360; authorizing the City Manager to Execute a Contract in a Form Approved by the City Attorney; and appropriating $9,316,360 to City Project No. 21-08.

To support charging the new BEB fleet, the City needs to modify the Corporation Yard by constructing new dedicated transit electric chargers, including dispensers at each bus stall and associated EVSE to maintain a reliable connection between the Pacific Gas & Electric (PG&E) source and the BEBs.

On August 13, 2024, the City Council adopted Resolution No. 6353-24, approving the First Amendment to the Consulting Services Agreement with Group 4 Architecture, 154 of 245
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City Council Staff Report Page 3 of 4 December 16, 2025 Research + Planning, Inc. (Group 4), to update the Corporation Yard Master Plan, Phase 1: Near-Term Improvements, to include the reconfiguration of the bus parking and the design of the BEB infrastructure.

On October 22, 2024, the City Council adopted Resolution No. 6378-24, authorizing the filing of an application with Alameda CTC-administered funding for the Union City Transit BEB Charging Infrastructure, City Project No. 22-11, and committing any necessary matching funds, and stating assurances to complete the project.

On August 12, 2025, the City Council adopted Resolution No. 2025-118, accepting $1,500,000 from the Alameda County Transportation Commission for the Union City Transit Fleet Electrification Project. City Project No. 22-11, amending the Fiscal Year 2025-2026 Capital Project Grants Fund Budget, and Authorizing the City Manager to sign the Project Funding Agreement for the Union City Transit Fleet Electrification Project, City Project No. 22-11, in a form approved by the City Attorney.

On November 4, 2025, the City Council adopted Resolution No. 2025-148, authorizing the City Manager to execute the Second Amendment to the Agreement with Gillig, LLC, reducing the number of battery-electric thirty-five-foot (35’) heavy-duty fixed-route transit vehicles (buses) (BEBs) to be purchased from fourteen (14) to eight (8), in a form approved by the City Attorney.

The eight (8) BEBs are scheduled for delivery to Union City Transit by the end of December 2025.

DISCUSSION
Group 4 has been working with Union City Transit and Public Works staff on the design of the BEB charging infrastructure as part of the reconfiguration and improvements of the Corporation Yard. The City has also entered into an agreement with PG&E as part of their Electric Vehicle Fleet (EV Fleet) Program to design and construct the supply system, referred to as “To The Meter” (TTM) infrastructure, which includes the transformer, associated substructures, cables, and conduits necessary to deliver the necessary power to the meter. The City is responsible for designing and constructing the distribution system, referred to as “Behind The Meter” (BTM) infrastructure, which includes cables, conductors, transformers, switchboards, and associated substructures from the meter to the equipment used to charge BEBs.

The purchase of the ABB 150 kW EVSEs needs to be initiated now due to its long lead time, which could significantly impact the project schedule if delayed. The current lead time for the ABB 150 kW EVSEs can range from four (4) to six (6) months. Any delay in procurement could disrupt the installation of BEB charging infrastructure, potentially postponing the fleet electrification timeline.

The purchase of the Heliox 60 kW mobile EVSEs needs to be initiated to charge the recently delivered vehicles. The current lead time for the Heliox 60 kW mobile EVSEs can range from one (1) to two (2) months. The mobile EVSEs will initially be used at the maintenance facility before being transferred to a temporary yard for the buses while construction at the Corporation Yard happens. The mobile EVSEs will be used to charge 155 of 245
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City Council Staff Report Page 4 of 4 December 16, 2025 any future electric demand-response vehicles at the Corporation Yard.

FISCAL IMPACT
The total procurement cost for the sixteen (16) EVSEs is $1,701,453, which includes installation components, freight, tax, and a one percent (1%) CalACT transaction fee.

The purchase of the eight (8) ABB 150 kW EVSEs, in an amount up to $1,323,992, will be funded with $1,323,992 reimbursed from the Alameda CTC PFA A25-0056 in the Capital Projects Fund (Account No. 4100092211-57130). Sufficient funds are available for this purchase, as identified in the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029-2030.

The purchase of the eight (8) Heliox 60 kW mobile EVSEs, in an amount up to $377,461, will be funded with $377,461 received from the State of California’s LCTOP in the Capital Projects Fund (Account No. 4100092211-57130). Sufficient funds are available for this purchase, as identified in the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029-2030.

There is no impact on the General Fund.

RECOMMENDATION
Staff recommends that the City Council adopt a resolution awarding a contract to Gillig, LLC, for the purchase of eight (8) ABB 150 kilowatt (kW) electric vehicle supply equipment (EVSE) chargers and eight (8) Heliox 60 kW mobile EVSE chargers through the California Association for Coordinated Transportation (CalACT) Cooperative Procurement #23-01, in the amount of $1,701,453, as part of the Union City Transit Fleet Electrification Project, City Project No. 22-11, and authorizing the City Manager to execute the contract in a form approved by the City Attorney.

Prepared by: Steve Adams, Transit Manager
Submitted by: Marilou Ayupan, Public Works Director
Attachments

1. Draft Resolution

2. Exhibit A: Quote for 60kW Mobile EVSEs

3. Exhibit B: Quote for 150kW Mobile EVSEs
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RESOLUTION NO. 2025-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF UNION CITY

AWARDING A CONTRACT TO GILLIG, LLC, FOR THE PURCHASE OF EIGHT (8) ABB 150 KILOWATT ELECTRIC VEHICLE SUPPLY
EQUIPMENT (EVSE) CHARGERS AND EIGHT (8) HELIOX
60KILOWATT MOBILE EVSE CHARGERS THROUGH THE

CALIFORNIA ASSOCIATION FOR COORDINATED TRANSPORTATION
(CALACT) COOPERATIVE PROCUREMENT #23-01, IN THE AMOUNT
OF $1,701,453 FOR THE UNION CITY TRANSIT FLEET
ELECTRIFICATION PROJECT, CITY PROJECT NO. 22-11 AND

AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONTRACT IN

A FORM APPROVED BY THE CITY ATTORNEY
WHEREAS, on December 14, 2018, the California Air Resources Board (CARB) implemented the Innovative Clean Transit (ICT) regulation requiring all transit agencies to transition bus fleets to zero-emission technologies gradually, and Union City Transit is required to have twenty-five percent (25%) of its fixed-route bus procurements to be zeroemission by 2026; and WHEREAS, on February 25, 2020, the City Council adopted Resolution No. 5568- 20 to commit to the procurement of zero-emissions Union City Transit fixed-route vehicles; and
WHEREAS, the City of Union City and Union City Transit have been coordinating with the Metropolitan Transportation Commission (MTC), CARB, the Alameda County Transportation Commission (Alameda CTC), and the Federal Transit Administration (FTA) on the funding opportunities to convert the City’s Compressed Natural Gas (CNG) fixed-route buses to battery electric buses (BEB). Union City Transit staff were able to secure both an FTA Section 5307 formula funding grant and an FTA Section 5339(c) Low or No Emission Vehicle (Low-No) discretionary grant for fixed-route BEB; and WHEREAS, on March 26, 2019, the City Council adopted Resolution No. 5456- 19, authorizing the execution of the certification and assurances and authorized agent forms for Low Carbon Transit Operations Program (LCTOP) for the following project:

Electric Vehicle Charging Infrastructure for the Union City Transit Fleet, in the amount of $163,805; and
WHEREAS, on April 28, 2020, the City Council adopted Resolution No. 5587-20, authorizing the execution of the certification and assurances and authorized agent forms for the Low Carbon Transit Operations Program (LCTOP) for the following project: Electric Vehicle Charging Infrastructure for the Union City Transit Fleet, in the amount of $163,945; and
WHEREAS, on April 13, 2021, the City Council adopted Resolution No. 5738-21, authorizing the execution of the certification and assurances and authorized agent forms for Low Carbon Transit Operations Program (LCTOP) for the following project: Electric Vehicle Charging Infrastructure for the Union City Transit Fleet, in the amount of $92,050; and
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Resolution No. 2025-XXX
Authorize Purchase of Transit Electric Vehicle Supply Equipment

WHEREAS, on March 22, 2022, the City Council adopted Resolution No. 5906- 22, authorizing the City Manager or their designee to submit the required funding application and to execute the certification and assurances and authorized agent forms for Low Carbon Transit Operations Program (LCTOP) for the following project: Electric Vehicle Charging Infrastructure for the Union City Transit Fleet LCTOP, EVCI for Union City Transit Fleet, in the amount of $215,572 and place the award in the transit fund (5110), City Project No. 20-04; and
WHEREAS, on January 10, 2023, the City Council adopted Resolution No. 6067- 23 awarding a contract with Gillig, LLC (Livermore, CA), for the purchase of fourteen (14) Battery Electric Thirty-Five foot (35’) Heavy-Duty Fixed-Route Transit Vehicles (Buses) through the Washington State Department of Enterprise Services (WADES) Master Contract No. 06719, in the amount of $16,516,360; authorizing the City Manager to Execute a Contract in a Form Approved by the City Attorney; and appropriating $9,316,360 to City Project No. 21-08; and.

WHEREAS, to support charging the new BEB fleet, the City needs to modify the Corporation Yard by constructing new dedicated transit electric chargers, which include dispensers at each of the bus stalls and associated electric vehicle supply equipment (EVSE) to maintain a reliable connection between the Pacific Gas & Electric (PG&E) source and the BEBs; and
WHEREAS, on August 13, 2024, the City Council adopted Resolution No. 6353- 24, approving the First Amendment to the Consulting Services Agreement with Group 4 Architecture, Research + Planning, Inc. (Group 4), to update the Corporation Yard Master Plan, Phase 1: Near-Term Improvements, to include the reconfiguration of the bus parking and the design of the BEB infrastructure; and
WHEREAS, on October 22, 2024, the City Council adopted Resolution No. 6378- 24, authorizing the filing of an application with Alameda CTC-administered funding for the Union City Transit BEB Charging Infrastructure, City Project No. 22-11, and committing any necessary matching funds and stating assurances to complete the project; and WHEREAS, on August 12, 2025, the City Council adopted Resolution No. 2025- 118, accepting $1,500,000 from the Alameda County Transportation Commission for the Union City Transit Fleet Electrification Project. City Project No. 22-11, amending the Fiscal Year 2025-2026 Capital Project Grants Fund Budget, and Authorizing the City Manager to sign the Project Funding Agreement for the Union City Transit Fleet Electrification Project, City Project No. 22-11, in a form approved by the City Attorney; and
WHEREAS, on November 4, 2025, City Council adopted Resolution No. 2025-148 authorizing the City Manager to execute the Second Amendment to the Agreement with Gillig, LLC, reducing the number of battery-electric thirty-five-foot (35’) heavy-duty fixedroute transit vehicles (buses) (BEBs) to be purchased from fourteen (14) to eight (8), in a form approved by the City Attorney; and
WHEREAS, the Union City Transit eight (8) BEBs are scheduled to be delivered to the Corporation Yard by the end of December 2025; and 158 of 245
Resolution No. 2025-XXX
Authorize Purchase of Transit Electric Vehicle Supply Equipment

WHEREAS, Group 4 has been working with Union City Transit and Public Works Staff on the design of the BEB charging infrastructure as part of the reconfiguration and improvements of the Corporation Yard. The City has also entered into an agreement with PG&E as part of their Electric Vehicle Fleet (EV Fleet) Program to design and construct the supply system, referred to as “To The Meter” (TTM) infrastructure, which includes the transformer, associated substructures, cables, and conduits necessary to deliver the necessary power to the meter. The City is responsible for designing and constructing the distribution system, referred to as “Behind The Meter” (BTM) infrastructure, which includes cables, conductors, transformers, switchboard, and associated substructures from the meter to the equipment used for charging BEBs; and WHEREAS, the purchase of the ABB 150kW EVSEs needs to be initiated now due to its long lead time, which could significantly impact the project schedule if delayed. The current lead time for the ABB 150kW EVSEs can range from four (4) to six (6) months.

Any delay in procurement could result in a disruption of the installation of BEB charging infrastructure, potentially postponing the fleet electrification timeline; and WHEREAS, the purchase of the Heliox 60kW mobile EVSEs needs to be initiated now to charge the recently delivered vehicles. The current lead time for the Heliox 60kW mobile EVSEs can range from one (1) to two (2) months. The mobile EVSEs will initially be used at the maintenance facility before being transferred to a temporary yard for the buses during construction at the CorpYard. The mobile EVSEs will be used to charge any future electric demand-response vehicles at the CorpYard; and WHEREAS, the total procurement cost for the sixteen (16) EVSEs is $1,701,453, which includes installation components, freight, tax, and a one percent (1%) California Association for Coordinated Transportation (CalACT) transaction fee; and WHEREAS, the purchase of the eight (8) ABB 150kW EVSEs, in an amount up to $1,323,992, will be funded with $1,323,992 reimbursed from the Alameda CTC PFA A25- 0056 in the Capital Projects Fund (Account No. 4100092211-57130). Sufficient funds are available for this purchase, as identified in the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029-2030; and WHEREAS, the purchase of the eight (8) Heliox 60kW mobile EVSEs, in an amount up to $377,461, will be funded with $377,461 received from the State of California’s LCTOP in the Capital Projects Fund (Account No. 4100092211-57130).

Sufficient funds are available for this purchase, as identified in the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029- 2030.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Union City hereby awards a contract to Gillig, LLC, for the purchase of eight (8) ABB 150 kilowatt (kW) electric vehicle supply equipment (EVSE) chargers and eight (8) Heliox 60kW mobile EVSE chargers through the California Association for Coordinated Transportation (CalACT) cooperative procurement #23-01, in the amount of $1,701,453, for the Union City Transit Fleet Electrification Project, City Project No. 22-11. 159 of 245
Resolution No. 2025-XXX
Authorize Purchase of Transit Electric Vehicle Supply Equipment

160 of 245
Resolution No. 2025-XXX
Authorize Purchase of Transit Electric Vehicle Supply Equipment

BE IT FURTHER RESOLVED that the City Council of Union City hereby authorizes the City Manager to execute a contract with Gillig, LLC, in a form approved by the City Attorney.

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Union City at a special meeting held on December 16, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

APPROVED:

GARY SINGH
Mayor
ATTESTED: APPROVED AS TO FORM:

THAI NAM N. PHAM
City Clerk
KRISTOPHER J. KOKOTAYLO
City Attorney
Attachments:

1. Exhibit A - Quote for 60kW Mobile EVSEs

2. Exhibit B - Quote for 150kW Mobile EVSEs
161 of 245

CHARGER EQUIPMENT
November 14, 2025
Prepared By: Ryan Zulewski
451 Discovery Drive, Livermore, CA 94551 | www.gillig.com | 510.264.5000 Steve Adams
Transit Manager
Union City Transit
34650 Seventh Street
Union City, CA. 94587
Dear Steve,
RE: Pricing utilizing CALACT Contract pricing
GILLIG is pleased to submit the following Quote for charging equipment and associated services for use with your GILLIG battery electric buses. The pricing in this Quote has been assembled in coordination with the charging equipment manufacturer. This represents GILLIG’s proposed equipment options based on the scoping information you have provided to date.

Charging Equipment Quantity Unit Price Total
Hardware
Heliox 60kW Mobile Charger (Buy America compliant) 8 42,000 309,600 Warranty
Software
Services & Other
Estimated Freight 5,000 5,000
Hardware $336,000
Warranty $0
Software $0
Services & Other $0
Freight $5,000
Estimated Sales Tax
(10.75%) $36,120
CALACT Transaction
Fee (1% pretax total) $341
GRAND TOTAL $377,461
This Quote and the below Terms and Conditions of Quote are together referred to as the “Agreement.” There are no other writings that represent the agreement of the parties and this Agreement constitutes the sole and entire agreement of the parties with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter. Any acceptance of this Agreement (including issuance of a purchase order, scheduling, or accepting delivery) is expressly limited to the terms of this Agreement, which shall prevail over any conflicting terms and conditions in any purchase order. GILLIG objects now and in advance to all additional or different terms in any Customer document, portal terms, click-through, or course-of-dealing language. Such terms are rejected and shall not become part of the Agreement. Any Customer purchase order or similar document is for administrative convenience only (pricing, part numbers, ship-to, dates) and does not add, delete, or modify any term of this Agreement.
162 of 245
Terms and Conditions of Quote
This quote is valid for 30 days unless extended by an authorized GILLIG representative.

Customer acknowledges and agrees that GILLIG is not the manufacturer of the goods identified above (“Goods”), but a reseller of the Goods to be shipped to Customer direct from the manufacturer or its distributor (“Provider”).

The availability of Goods may be affected by the Provider’s production lead times, completion of independent safety certifications, and design development. GILLIG does not guarantee the availability of Goods.

GILLIG does not make any representations or warranties of any kind, whether express, implied, statutory or otherwise, in connection with the sales of goods, including any warranties of merchantability, fitness for a particular purpose, title, or noninfringement, whether arising by law, course of dealing or performance, usage of trade, or otherwise, all of which are expressly disclaimed. The Goods may be covered under the terms and conditions of the Provider’s limited product warranty for defects in materials or workmanship within the warranty period defined therein and all warranty claims must be made to the Provider and GILLIG has no liability if the Provider is unwilling or unable to honor any warranty. A copy of the Provider’s limited product warranty is available upon request.

Customer represents and warrants that the individual who signs, clicks to accept, submits, or otherwise indicates assent to this Agreement) is duly authorized to bind Customer to all terms herein and to any resulting order or schedule under this Agreement.

Accepted purchase orders are not cancellable by Customer without the prior written consent of GILLIG. Customer is not permitted to postpone or change the delivery date and shipping terms without the written consent of GILLIG. The delivery date in the purchase order is an estimate. The failure to deliver the Goods by the delivery date shall not be deemed a material breach.

Payment to GILLIG is due upon shipment of the Goods described herein.

GILLIG is not responsible for the installation or assembly of the Goods sold. Should GILLIG assist Customer with arranging for the installation and provisioning of the Goods, GILLIG makes no representation or warranty of any kind, nor does it undertake any liability, with respect to or regarding the quality of any installation or other services performed by any such installer.

GILLIG is under no obligation to indemnify, defend or hold Customer harmless and GILLIG does not waive any of its claims.

In no event will (A) either party be liable for consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, lost profits or revenues, diminution in value of business arising out of or relating to any breach of this agreement, or cover regardless of: (I) whether the damages were foreseeable; (II) whether a party was advised of the possibility of the damages; and (III) the legal or equitable theory (contract, tort, or otherwise) on which the claim is based; (B) GILLIG’s aggregate liability arising out of or related to this agreement, whether arising out of or related to breach of contract, tort (including negligence), or otherwise, shall not exceed the total of the amounts paid and amounts accrued but not yet paid to GILLIG under this agreement during the 12 month period preceding the event giving rise to the claim.

The current administration has recently placed substantial tariffs on goods imported into the United States, and there have been indications that additional or different tariffs may be imposed. Although GILLIG is actively working with our suppliers to determine the financial impact these tariffs may ultimately have, GILLIG believes in some cases (e.g., charger configurations) it may add cost which GILLIG is unable to absorb. As a valued partner, Customer has GILLIG’s commitment and assurance that GILLIG will do everything possible to minimize the impact as GILLIG navigates this developing situation. However, contract modifications and price adjustments may become necessary to offset any cost increases due to these tariffs. 163 of 245

CHARGER EQUIPMENT
November 14, 2025
Prepared By: Ryan Zulewski
451 Discovery Drive, Livermore, CA 94551 | www.gillig.com | 510.264.5000 Steve Adams
Transit Manager
Union City Transit
34650 Seventh Street
Union City, CA. 94587
Dear Steve,
RE: Pricing utilizing CALACT Contract pricing
GILLIG is pleased to submit the following Quote for charging equipment and associated services for use with your GILLIG battery electric buses. The pricing in this Quote has been assembled in coordination with the charging equipment manufacturer. This represents GILLIG’s proposed equipment options based on the scoping information you have provided to date.

Charging Equipment Quantity Unit Price Total
Hardware
ABB 150kW Charger
• FTA Buy-America Compliant 8 134,100 1,072,800
ABB Dispenser Mounting Pedestal 16 2,500 40,000
ABB Dispenser Cable Management Kit 16 3,200 51,200
ABB HVC Cabinet Metal Support Frame 8 3,800 30,400
Warranty
ABB 150kW Standard 2-Year Warranty 1 Included Included
Software
ABB Charger Connect and Operator Pro 5-Year (per charger) 1 Included Included Services & Other
ABB Onsite Commissioning (1 deployment) 1 Included Included Estimated Freight 1 Included Included
Hardware $1,194,400
Warranty $0
Software $0
Services & Other $0
Freight $0
Estimated Sales Tax
(10.75%) $128,398
CALACT Transaction
Fee (1% pretax total) $1,194
GRAND TOTAL $1,323,992
This Quote and the below Terms and Conditions of Quote are together referred to as the “Agreement.” There are no other writings that represent the agreement of the parties and this Agreement constitutes the sole and entire agreement of the parties with respect to the subject matter contained herein and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to such subject matter. Any acceptance of this Agreement (including issuance of a purchase order, scheduling, or accepting delivery) is expressly limited to the terms of this Agreement, which shall prevail over any conflicting terms and conditions in any purchase order. GILLIG objects now and in advance to all additional or different terms in any Customer document, portal terms, click-through, or course-of-dealing language. Such terms are rejected and shall not become part of 164 of 245
the Agreement. Any Customer purchase order or similar document is for administrative convenience only (pricing, part numbers, ship-to, dates) and does not add, delete, or modify any term of this Agreement.
165 of 245

CHARGER EQUIPMENT
November 14, 2025
Prepared By: Ryan Zulewski
451 Discovery Drive, Livermore, CA 94551 | www.gillig.com | 510.264.5000 Terms and Conditions of Quote
This quote is valid for 30 days unless extended by an authorized GILLIG representative.

Customer acknowledges and agrees that GILLIG is not the manufacturer of the goods identified above (“Goods”), but a reseller of the Goods to be shipped to Customer direct from the manufacturer or its distributor (“Provider”).

The availability of Goods may be affected by the Provider’s production lead times, completion of independent safety certifications, and design development. GILLIG does not guarantee the availability of Goods.

GILLIG does not make any representations or warranties of any kind, whether express, implied, statutory or otherwise, in connection with the sales of goods, including any warranties of merchantability, fitness for a particular purpose, title, or noninfringement, whether arising by law, course of dealing or performance, usage of trade, or otherwise, all of which are expressly disclaimed. The Goods may be covered under the terms and conditions of the Provider’s limited product warranty for defects in materials or workmanship within the warranty period defined therein and all warranty claims must be made to the Provider and GILLIG has no liability if the Provider is unwilling or unable to honor any warranty. A copy of the Provider’s limited product warranty is available upon request.

Customer represents and warrants that the individual who signs, clicks to accept, submits, or otherwise indicates assent to this Agreement) is duly authorized to bind Customer to all terms herein and to any resulting order or schedule under this Agreement.

Accepted purchase orders are not cancellable by Customer without the prior written consent of GILLIG. Customer is not permitted to postpone or change the delivery date and shipping terms without the written consent of GILLIG. The delivery date in the purchase order is an estimate. The failure to deliver the Goods by the delivery date shall not be deemed a material breach.

Payment to GILLIG is due upon shipment of the Goods described herein.

GILLIG is not responsible for the installation or assembly of the Goods sold. Should GILLIG assist Customer with arranging for the installation and provisioning of the Goods, GILLIG makes no representation or warranty of any kind, nor does it undertake any liability, with respect to or regarding the quality of any installation or other services performed by any such installer.

GILLIG is under no obligation to indemnify, defend or hold Customer harmless and GILLIG does not waive any of its claims.

In no event will (A) either party be liable for consequential, indirect, incidental, special, exemplary, punitive, or enhanced damages, lost profits or revenues, diminution in value of business arising out of or relating to any breach of this agreement, or cover regardless of: (I) whether the damages were foreseeable; (II) whether a party was advised of the possibility of the damages; and (III) the legal or equitable theory (contract, tort, or otherwise) on which the claim is based; (B) GILLIG’s aggregate liability arising out of or related to this agreement, whether arising out of or related to breach of contract, tort (including negligence), or otherwise, shall not exceed the total of the amounts paid and amounts accrued but not yet paid to GILLIG under this agreement during the 12 month period preceding the event giving rise to the claim.

The current administration has recently placed substantial tariffs on goods imported into the United States, and there have been indications that additional or different tariffs may be imposed. Although GILLIG is actively working with our suppliers to determine the financial impact these tariffs may ultimately have, GILLIG believes in some cases (e.g., charger configurations) it may add cost which GILLIG is unable to absorb. As a valued partner, Customer has GILLIG’s commitment and assurance that GILLIG will do everything possible to minimize the impact as GILLIG navigates this developing situation. However, contract modifications and price adjustments may become necessary to offset any cost increases due to these tariffs. 166 of 245
City Council Staff Report Page 1 of 4 December 16, 2025 Staff Report
Agenda Item No. 4.8
DATE: December 16, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Joan Malloy, City Manager
SUBJECT: Adopt a Resolution Awarding a Contract to Gillig, LLC, for the Purchase of Seven (7) Compressed Natural Gas (CNG) Thirty-Five Foot (35’) Heavy-Duty Fixed-Route Transit Vehicles (Buses) through the Washington State Department of Enterprise Services (WADES) Master Contract No. 06719, in the amount of $6,406,547, Authorizing the City Manager to execute the Contract in a Form Approved by the City Attorney, and Authorizing an Amendment to the Capital Improvement Plan

EXECUTIVE SUMMARY
Staff recommends that the City Council adopt a resolution awarding a contract to Gillig, LLC, for the purchase of seven (7) compressed natural gas (CNG) thirty-five foot (35’) heavy-duty fixed-route transit vehicles (buses) through the Washington State Department of Enterprise Services (WADES) Master Contract No. 06719, in the amount of $6,406,547, and authorizing the City Manager to execute the contract in a form approved by the City Attorney.

STRATEGIC PLAN ALIGNMENT
This agenda item is aligned with the following:

Goal D, Environmental Sustainability and Infrastructure - Create a healthy, sustainable community and maintain and improve the City’s infrastructure.

BACKGROUND
Union City Transit plans to replace the existing heavy-duty fixed-route transit fleet, which has reached, or is near, the end of its useful life, with zero-emission vehicles.

On December 14, 2018, the California Air Resources Board (CARB) implemented the Innovative Clean Transit (ICT) regulation, requiring all transit agencies to transition their bus fleets to zero-emission technologies gradually. In accordance with this regulation, Union City Transit is required to have twenty-five percent (25%) of its fixed-route bus procurements to be zero-emission by 2026.
167 of 245
Agenda Item No. 4.8
City Council Staff Report Page 2 of 4 December 16, 2025 On February 25, 2020, the City Council adopted Resolution No. 5568-20 to support efforts to secure additional funding opportunities by committing to convert the Union City Transit fixed-route fleet to zero-emission vehicles.

Following this commitment, the City of Union City and Union City Transit have been coordinating with the Metropolitan Transportation Commission (MTC), the California Air Resources Board (CARB), the Alameda County Transportation Commission (Alameda CTC), and the Federal Transit Administration (FTA) on the funding opportunities to convert the City’s Compressed Natural Gas (CNG) fixed-route buses to battery electric buses (BEB). Union City Transit staff were able to secure both an FTA Section 5307 formula funding grant and an FTA Section 5339(c) Low or No Emission Vehicle (Low-No) discretionary grant for fixed-route BEB.

On April 1, 2021, the Washington State Department of Enterprise Services (WADES) entered into Master Contract No. 06719-01, adding Gillig, LLC, of Livermore, CA, to its State Cooperative Purchasing Schedule for authorized participating public agencies (see Exhibit A). On November 1, 2022, Union City Transit, as an authorized participating public agency, entered into a Cooperative Purchasing Agreement for the original fourteen (14) BEBs that would be procured with the federal discretionary funding as outlined in the FTA Section 5339(c) Low or No Emission Vehicle (Low-No) discretionary grant for fixed-route BEB.

On January 10, 2023, the City Council adopted Resolution No. 6067-23 awarding a contract with Gillig, LLC (Livermore, CA), for the purchase of fourteen (14) Battery Electric Thirty-Five Foot (35’) Heavy-Duty Fixed-Route Transit Vehicles (Buses) through the Washington State Department of Enterprise Services (WADES) Master Contract No. 06719, in the amount of $16,516,360; authorizing the City Manager to Execute a Contract in a Form Approved by the City Attorney; and appropriating $9,316,360 to City Project No. 21-08.

On August 22, 2025, staff was informed by FTA that the Section 5339(c) discretionary grant application would not be approved for purchase of zero-emissions buses unless Union City Transit agreed to change propulsion engine types to satisfy the new federal administration’s definition of clean air vehicles and the only viable option was to maintain the status quo and procure CNG buses as opposed to the six (6) BEBs planned to be purchased with the Section 5339(c) funds. With the federal fiscal year deadline of September 30, 2025, rapidly approaching, Union City Transit staff moved quickly to avoid the risk of losing funds for the bus purchases, successfully rewriting the grant funding obligation application to comply with the new requirements.

On September 23, 2025, the FTA approved the obligation of FTA Grant No. CA-2025- 277-00 for Union City Transit Section 5339(c) Low or No Emission Grant Program Capital Projects, in the amount of $9,342,346, with a local match of $1,546,536, totaling $10,888,882, for the purchase of seven (7) thirty-five foot (35’) CNG vehicles and for improvements to the Corp Yard where the buses are parked (see Exhibit B).

Immediately after accepting the FTA grant, Union City Transit notified Gillig, LLC (Gillig) that the loss of FTA discretionary funding left the City with only enough budget to purchase eight (8) BEBs, as opposed to the fourteen (14) for which it had entered into 168 of 245
Agenda Item No. 4.8
City Council Staff Report Page 3 of 4 December 16, 2025 contract. On October 20, 2025, Gillig presented the City Manager, Deputy City Manager, Public Works Director, and Transit Manager with an opportunity to cancel the additional six (6) BEB buses without penalty and to reduce the contract amount to $8,501,822.

On November 4, 2025, the City Council adopted Resolution No. 2025-148, authorizing the City Manager to execute the Second Amendment to the Agreement with Gillig, LLC, reducing the number of battery-electric thirty-five-foot (35’) heavy-duty fixed-route transit vehicles (buses) (BEBs) to be purchased from fourteen (14) to eight (8), in a form approved by the City Attorney.

Three (3) of the BEBs have already been delivered to the Corporation Yard and the remaining five (5) BEBs are scheduled to be delivered by the end of December 2025.

DISCUSSION
Union City Transit is required to comply with federal procurement guidelines for using federal funding and can confirm that Gillig has submitted all the necessary documents for WADES, has provided a pre-award Buy America checklist to Union City Transit, and does not appear to be suspended or debarred from doing business with the federal government based on a search of the federal System for Award Management (SAM) website.

On December 9, 2025, Union City Transit received a quote from Gillig, LLC, for seven (7) thirty-five-foot (35’) CNG Low Floor Buses at a cost of $915,221 for each bus, see Exhibit C. The total cost to purchase seven (7) CNG buses is $6,406,547, and it will take about 24 months for Gillig, LLC, to manufacture these vehicles at their Livermore location.

Union City Transit seeks to expedite procurement of the CNG buses before the California Innovative Clean Transit (ICT) regulation requiring twenty-five percent (25%) of all bus procurements to be zero-emission technology takes effect on January 1, 2026. There are currently no identified funding options for BEBs to meet the requirement after this date.

Competitive state or regional funding sources will likely be oversubscribed, as the current federal administration no longer issues discretionary awards for zero-emission technology.

The change in the FTA Section 5339(c) Low or No Emission Grant Program Capital Projects revoking authorization for battery electric vehicles, necessitates an update to the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029-2030, changing the name of Project 50 from “Transit Heavy-Duty Battery Electric Vehicle Procurement” to the more appropriate “Transit Heavy-Duty Vehicle Procurement.

FISCAL IMPACT
There is $6,406,547 available in FTA 5339(c) Discretionary Grant No. CA-2025-277-00 totaling $10,888,882, which includes $9,342,346 of federal funds and $1,546,536 of Transportation Development Act (TDA) funds in the Capital Projects Grants Fund (Account Number 410-92108-57140).
169 of 245
Agenda Item No. 4.8
City Council Staff Report Page 4 of 4 December 16, 2025

RECOMMENDATION
Staff recommends that the City Council adopt a resolution:

1. Authorizing the City Manager to execute a contract with Gillig, LLC, in the amount of $6,406,547, for the purchase of seven (7) compressed natural gas (CNG) thirtyfive foot (35’) heavy-duty fixed-route transit vehicles (buses) through the Washington State Department of Enterprise Services Master Contract No. 06719, in a form approved by the City Attorney; and

2. Amending the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029-2030 by changing the name of Project 50 from “Transit Heavy-Duty Battery Electric Vehicle Procurement” to “Transit Heavy-Duty Vehicle Procurement”.

Prepared by: Steve Adams, Transit Manager
Submitted by: Marilou Ayupan, Public Works Director
Attachments

1. Draft Resolution

2. Exhibit A – WADES-Gillig Purchasing Master Agreement

3. Exhibit B – FTA Grant No. CA-2025-777-000

4. Exhibit C – CNG Quote from Gillig, LLC
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RESOLUTION NO. 2025-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF UNION CITY

AWARDING A CONTRACT TO GILLIG, LLC, FOR THE PURCHASE OF SEVEN (7) COMPRESSED NATURAL GAS (CNG) THIRTY-FIVE FOOT (35’) HEAVY-DUTY FIXED-ROUTE TRANSIT VEHICLES (BUSES)

THROUGH THE WASHINGTON STATE DEPARTMENT OF
ENTERPRISE SERVICES (WADES) MASTER CONTRACT NO. 06719, IN THE AMOUNT OF $6,406,547, AUTHORIZING THE CITY MANAGER TO

EXECUTE THE CONTRACT IN A FORM APPROVED BY THE CITY

ATTORNEY, AND AUTHORIZING AN AMENDMENT TO THE CAPITAL

IMPROVEMENT PLAN
WHEREAS, Union City Transit plans to replace the existing 35 heavy-duty fixedroute vehicles (buses) transit fleet that have reached, or are near, the end of their useful lives with zero-emissions vehicles; and
WHEREAS, the Washington State Department of Enterprise Services (WADES) awarded Master Contract No. 06719 for Transit Buses: Heavy Duty with Gillig, LLC (Livermore, CA) to manufacture buses for transit and public agencies, see Exhibit A; and WHEREAS, on December 14, 2018, the California Air Resources Board (CARB) implemented the Innovative Clean Transit (ICT) regulation, requiring all transit agencies to transition their bus fleets to zero-emission technologies gradually. In accordance with this regulation, Union City Transit is required to have twenty-five percent (25%) of its fixed-route bus procurements to be zero-emission by 2026; and WHEREAS, on February 25, 2020, the City Council adopted Resolution No. 5568- 20 committing to the procurement of zero-emissions Union City Transit fixed-route vehicles; and
WHEREAS, following this commitment, the City of Union City and Union City Transit have been coordinating with the Metropolitan Transportation Commission (MTC), CARB, the Alameda County Transportation Commission (Alameda CTC), and the Federal Transit Administration (FTA) on the funding opportunities to convert the City’s CNG fixedroute buses to battery electric buses (BEB). Union City Transit staff were able to secure both an FTA Section 5307 formula funding grant and an FTA Section 5339(c) Low or No Emission Vehicle (Low-No) discretionary grant for fixed-route BEBs; and WHEREAS, on January 10, 2023, the City Council adopted Resolution No. 6067- 23 awarding a contract to Gillig, LLC (Livermore, CA), for the purchase of fourteen (14) Battery Electric Thirty-Five Foot (35’) Heavy-Duty Fixed-Route Transit Vehicles (Buses) through the Washington State Department of Enterprise Services (WADES) Master Contract No. 06719, in the amount of $16,516,360; authorizing the City Manager to Execute a Contract in a Form Approved by the City Attorney; and appropriating $9,316,360 to City Project No. 21-08; and.

WHEREAS, on Friday, August 22, 2025, staff was informed through FTA that the Section 5339(c) discretionary grant application would not be approved for purchase of zero-emissions buses unless Union City Transit agreed to change propulsion engine types to satisfy the new federal administration’s definition of clean air vehicles and that 171 of 245
Resolution No. 2025-XXX
Authorize Agreement with Gillig, LLC, for purchase of CNGs

the only viable option for Union City Transit was to procure Compressed Natural Gas (CNG) buses as opposed to the six (6) Battery Electric Buses (BEB) planned to be purchased with the Section 5339(c) funds; and
WHEREAS, with the federal fiscal year deadline of September 30, 2025, rapidly approaching, Union City Transit staff moved quickly to avoid the risk of losing funds for the bus procurement and successfully modified the grant funding obligation application to comply with the new requirements; and
WHEREAS, on September 23, 2025, the FTA approved the obligation of FTA Grant No. CA-2025-277-00 for Union City Transit Section 5339(c) Low or No Emission Grant Program Capital Projects, in the amount of $9,342,346, with a local match of $1,546,536, totaling $10,888,882, for the purchase of seven (7) thirty-five foot (35’) CNG vehicles and for improvements to the Corp Yard where the buses are parked, see Exhibit B for FTA Grant Award; and
WHEREAS, on November 4, 2025, City Council adopted Resolution No. 2025-148 authorizing the City Manager to execute the Second Amendment to the Agreement with Gillig, LLC, reducing the number of battery-electric thirty-five-foot (35’) heavy-duty fixedroute transit vehicles (buses) (BEBs) to be purchased from fourteen (14) to eight (8), in a form approved by the City Attorney; and
WHEREAS, Union City Transit is required to comply with the federal procurement process for federal funding and can confirm that Gillig has submitted all the necessary documents for WADES, has provided a pre-award Buy America checklist to Union City Transit, and does not appear to be suspended or debarred from doing business with the federal government based on a search of the federal System for Award Management (SAM) website; and
WHEREAS, on December 9, 2025, Union City Transit received a quote from Gillig, LLC, for seven (7) thirty-five-foot (35’) CNG Low Floor Buses at a cost of $915,221 for each bus, see Exhibit C; and
WHEREAS, the total cost for the purchase of seven (7) CNG buses is $6,406,547; and
WHEREAS, the Union City Transit replacement fixed-route fleet will now include eight (8) battery-electric thirty-five-foot (35’) heavy-duty fixed-route transit buses and seven (7) thirty-five-foot (35’) CNG Low Floor buses, totaling fifteen (15) new buses; and WHEREAS, Union City Transit seeks to expedite the procurement of the CNG buses before the ICT regulation requiring twenty-five percent (25%) of all bus procurements to be zero-emission technology takes effect on January 1, 2026, as there are currently no identified funding options for BEBs to meet the requirement after this date (competitive state or regional funding sources will be likely be oversubscribed with the current federal administration no longer issuing discretionary awards for zero-emission technology); and
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Resolution No. 2025-XXX
Authorize Agreement with Gillig, LLC, for purchase of CNGs

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Authorize Agreement with Gillig, LLC, for purchase of CNGs

WHEREAS, there is $6,406,547 available in FTA 5339(c) Discretionary Grant No.

CA-2025-277-00 totaling $10,888,882, which includes $9,342,346 of federal funds and $1,546,536 of Transportation Development Act (TDA) fund; and WHEREAS, the purchase of the seven (7) CNG buses, in an amount up to $6,406,547, will be funded from the FTA Section 5339(c) Low-No Emission Grant in the amount of $10,888,882 in the Capital Projects Grants Fund (Account Number 41092108- 57140) and there are sufficient funds available for this purchase, as identified in the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029-2030.
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NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Union City hereby awards a contract to Gillig, LLC, of Livermore, CA, for the purchase of seven (7) Compressed Natural Gas (CNG) thirty-five-foot (35’) heavy-duty fixed-route transit vehicles (buses) through the Washington State Department of Enterprise Services (WADES) Master Contract No. 06719, in the amount of $6,406,547; and BE IT FURTHER RESOLVED that the City Council of Union City hereby authorizes the City Manager to execute a contract with Gillig, LLC, in a form approved by the City Attorney; and
BE IT FURTHER RESOLVED that the City Council of the City of Union City hereby approves the amendment of the approved Five-Year Capital Improvement Plan (CIP) for Fiscal Years 2025-2026 through Fiscal Year 2029-2030 by changing the name of Project 50 from “Transit Heavy-Duty Battery Electric Vehicle Procurement” to “Transit HeavyDuty Vehicle Procurement”. 174 of 245
Resolution No. 2025-XXX
Authorize Agreement with Gillig, LLC, for purchase of CNGs

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Resolution No. 2025-XXX
Authorize Agreement with Gillig, LLC, for purchase of CNGs

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Union City at a special meeting held on December 16, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

APPROVED:

GARY SINGH
Mayor
ATTESTED: APPROVED AS TO FORM:

THAI NAM N. PHAM
City Clerk
KRISTOPHER J. KOKOTAYLO
City Attorney
Attachments:

1. Exhibit A – WADES Master Agreement with Gillig, LLC

2. Exhibit B – FTA Grant Award

3. Exhibit C – Quote for CNG Bus Purchase
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WASHINGTON STATE TRANSIT BUS COOPERATIVE

STATE COOPERATIVE PURCHASING SCHEDULE

MASTER CONTRACT
NO. 06719-01
TRANSIT BUSES: HEAVY DUTY
30 FT DIESEL, 35 FT DIESEL, 40 FT DIESEL 35 FT HYBRID, 40 FT HYBRID, 30 FT CNG, 35 FT, CNG, 40 FT CNG, 35 FT ELECTRIC, 40 FT ELECTRIC CATEGORIES
For Use by Washington State Transit Bus Cooperative Participants By and Between

STATE OF WASHINGTON

DEPARTMENT OF ENTERPRISE SERVICES
and

GILLIG LLC
Dated April 1, 2021
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WASHINGTON STATE TRANSIT BUS COOPERATIVE

STATE COOPERATIVE PURCHASING SCHEDULE

MASTER CONTRACT
NO. 06719
TRANSIT BUS – HEAVY DUTY
30 FT DIESEL, 35 FT DIESEL, 40 FT DIESEL 35 FT HYBRID, 40 FT HYBRID, 30 FT CNG, 35 FT, CNG, 40 FT CNG, 35 FT ELECTRIC, 40 FT ELECTRIC CATEGORIES
This Master Contract (“Master Contract”) is made and entered into by and between the State of Washington acting by and through the Department of Enterprise Services, a Washington State governmental agency (“Enterprise Services”) and Gillig LLC, a California company (“Contractor”) and is dated and effective as of April 1, 2021.

RECITALS
A. Whereas, pursuant to Legislative direction codified in RCW chapter 39.26, Enterprise Services, on behalf of the State of Washington, is authorized to develop, solicit, and establish master contracts for goods and/or services for general use by Washington state agencies and certain other entities (eligible Participants).

B. Whereas, pursuant to RCW 39.26.060, Enterprise Services may develop, solicit, and establish cooperative purchasing agreements for procurement of any goods or services with one or more states, state agencies, local governments, local government agencies, federal agencies, or tribes located in the state, in accordance with an agreement entered into between the participants.

C. Whereas, pursuant to Section 3019 of the FAST Act, the State of Washington acting by and through Enterprise Services, may enter into a cooperative procurement contract with one or more vendors if the vendors agree to provide an option to purchase rolling stock and related equipment to such State government and any other participant and such State government acts throughout the term of the contract as the lead procurement agency.

D. The State of Washington, acting by and through Enterprise Services is a member of and the lead procurement for the Washington State Transit Bus Cooperative. The Washington State Transit Bus Cooperative is a cooperative purchasing agreement for eligible participants to procure transit buses through a competitively solicited and awarded Cooperative Master Contract.

E. Whereas, on behalf of the State of Washington, Enterprise Services, as part of a competitive governmental procurement, issued a Competitive Solicitation No. 06719-01 dated March 4, 2020 regarding Heavy Duty Transit Buses.

F. Whereas, Enterprise Services evaluated all responses to the Competitive Solicitation and identified Contractor as an apparent successful bidder. 178 of 245
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G. Whereas, Enterprise Services has determined that entering into this Master Contract will meet the identified needs and be in the best interest of the State of Washington and the Washington State Transit Bus Cooperative.

H. Whereas, the purpose of this Master Contract is to enable eligible Participants to purchase Transit Buses as set forth herein.

AGREEMENT
NOW THEREFORE, in consideration of the mutual promises, covenants, and conditions set forth herein, the parties hereto hereby agree as follows:

1. TERM.

The term of this Master Contract is twenty-four (24) months, commencing April 1, 2021 and ending March 31, 2023; Provided, however, that Enterprise Services at is sole discretion may extend the term for three (3) subsequent twelve (12) month extensions if Contractor is not in default; and provided further, that in no event shall such term be extended if Contractor cannot meet the required certifications of this Contract. The maximum contract term is sixty (60) months, ending March 31, 2026.

2. ELIGIBLE PARTICIPANTS. This Master Contract may be utilized by any of the following types of entities (“Participants”):

2.1. WASHINGTON STATE AGENCIES. All Washington state agencies, departments, offices, divisions, boards, and commissions.

2.2. WASHINGTON STATE INSTITUTIONS OF HIGHER EDUCATION (COLLEGES). Any the following institutions of higher education in Washington:
 State universities – i.e., University of Washington & Washington State University;  Regional universities – i.e., Central Washington University, Eastern Washington University, & Western Washington University
 Evergreen State College;
 Community colleges; and
 Technical colleges.

2.3. MCUAPARTIES. Any of the following types of entities that have executed a Master Contract Usage Agreement with Enterprise Services:
 Political subdivisions (e.g., counties, cities, school districts, public utility districts) in the State of Washington;
 Federal governmental agencies or entities;
 Public-benefit nonprofit corporations (i.e., § 501(c)(3) nonprofit corporations that receive federal, state, or local funding); and
 Federally-recognized Indian Tribes located in the State of Washington.

2.4. TRANSIT BUS COOPERATIVE PARTIES. Any authorized entity that has executed a Washington State Transit Bus Cooperative Purchasing Agreement with Enterprise Services. The following types of entities are anticipated to execute a Washington State Transit Bus Cooperative Purchasing Agreement:
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 State agencies, local governments, local government agencies, or political subdivisions (e.g., counties, cities, school districts, public utility districts, ports) of any state or territory of the United States;
 Federal governmental agencies or entities located in any state or territory of the United States; and
 Federally-recognized Indian Tribes located in any state or territory of the United States

3. SCOPE – INCLUDED GOODS AND PRICE.

3.1. CONTRACT SCOPE. Pursuant to this Master Contract, Contractor is authorized to sell only those Transit Buses within the scope of their authorized goods meeting the requirements set forth in Exhibit A – Included Transit Buses for the prices set forth in Exhibit B – Prices. Contractor shall not represent to any Participant under this Master Contract that Contractor has contractual authority to sell any Transit Buses beyond those meeting the requirements set forth in Exhibit A – Included Transit Buses.

3.2. STATE’S ABILITY TO MODIFY SCOPE OF MASTER CONTRACT. Subject to mutual agreement between the parties, Enterprise Services reserves the right to modify the goods included in this Master Contract; Provided, however, that any such modification shall be effective only upon thirty (30) days advance written notice; and Provided further, that any such modification must be within the scope of this Master Contract. Enterprise Services may, at any time, without notice to Contractor by written order designated or indicated to be a change order, make changes within the general scope of the contract to adjust the quantities of Transit Buses purchased under this Master Contract.

3.3. PARTICIPANT CHANGE ORDERS.
(a) Participants may, at any time, by written order designated or indicated to be a change order, make changes in their Purchase Order within the general scope of this Master Contract, including changes: (1) In the specifications; (2) In the method or manner of performance of the work; (3) In the price sheet to include additional options within the scope of the contract; (4) In the delivery performance of the work; or (5) In additional requirements for compliance with state or federal law.
(b) Any other written or oral order (which includes direction, instruction, interpretation, or determination) from the Participant that causes a change shall be treated as a change order under this clause; provided, that Contractor gives the Participant written notice stating (1) the date, circumstances, and source of the order and (2) that Contractor regards the order as a change order.
(c) Except as provided in this clause, no order, statement, or conduct of the Participant shall be treated as a change under this clause or entitle Contractor to an equitable adjustment. (d) If any change under this clause causes an increase or decrease in Contractor’s cost of, or the time required for, the performance of any part of the work under this Master Contract, whether or not changed by any such order, the Participant will make an equitable adjustment and modify the Purchase Order in writing. However, except for an adjustment based on defective specifications, no adjustment for any change under this clause shall be made for any costs incurred more than twenty (20) days before Contractor gives written notice as required. In the case of defective specifications for which the Participant is responsible, the equitable adjustment shall include any increased cost 180 of 245
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reasonably incurred by the Contractor in attempting to comply with the defective specifications.
(e) Contractor will assist Participant in obtaining all of the requested cost details as may be required for FTA assisted purchases. Failure to respond or provide needed details may be grounds for the Participant to cancel the purchase without penalty. (f) The Contractor must assert its right to an adjustment under this clause within 30 days after

1. receipt of a written change order under paragraph (a) of this clause or

2. the furnishing of a written notice under paragraph (b) of this clause, by submitting to the Contracting Officer a written statement describing the general nature and amount of proposal, unless this period is extended by the Participant. The statement of proposal for adjustment may be included in the notice under paragraph (b) above.
(g) No proposal by the Contractor for an equitable adjustment shall be allowed if asserted after final payment under this Master Contract.
(h) This clause does not supersede FTA Circular C 4220.1F.

3.4. ECONOMIC ADJUSTMENT. Beginning twelve (12) months after the effective date of this Master Contract and for every annual anniversary thereafter, the prices set forth in Exhibit B shall be adjusted, based upon the percent changes (whether up or down) in the United States Department of Labor, Bureau of Labor and Statistics (BLS) indices described below, for the most recent year. The Index isthe Producer Price Index for Truck and Bus Bodies, Series No. WPU 1413, published by the United States Department of Labor, Bureau of Labor Statistics, or if such Index is no longer in use, then such replacement that is most comparable to the Index as may be designated by the Bureau of Labor Statistics, or as agreed by the parties. Economic adjustment will lag one (1) calendar quarter past the Master Contract commencement date to allow for publication of BLS data. All calculations for the index shall be based upon the latest version of data published as of April 1 each year. Prices shall be adjusted on June 1. If an index is recoded, that is the replacement is a direct substitute according to the BLS, this Master Contract will instead use the recode. If an index becomes unavailable, Enterprise Services shall substitute a proxy index. If there is not a direct substitute, the next higher aggregate index available will be used. The economic adjustment shall be calculated as follows:

New Price = Old Price x (Current Period Index/Base Period Index).

3.5. PRICE CEILING. Although Contractor may offer lower prices to Participants, during the term of this Master Contract, Contractor guarantees to provide the Heavy Duty Transit Buses at no greater than the prices set forth in Exhibit B – Prices for Heavy Duty Transit Buses (subject to economic adjustment as set forth herein).

3.6. GOODS AND SERVICES ADDITION. Contractor may offer new goods and services within the scope of the authorized goods set forth in Exhibit A – Included Transit Buses to Participants to implement new technology solutions or meet specific Participant requirements. Goods and services added to purchase orders under the Master Contract must be commercially available at the time they are added and fall within the original scope of the Master Contract.

3.7. PRICING OF GOODS AND SERVICE ADDITIONS. Prices for additional Transit Bus goods and services performed under this Master Contract follow cost reimbursement rules under 4220.1F Ch VI, 181 of 245
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2.c(1). Cost-reimbursement provides for payment of Contractor’s allowable incurred costs, to the extent agreed to in the Contractor’s agreement with the Participant. Participants are required to include FAR Part 31 cost principles in their cost reimbursement contracts for the purpose of determining allowable costs under the contract. Contract shall comply with Participants’ requests in determining reasonable prices, including but not limited to providing a breakdown of relevant incurred costs or individual component pricing to Participant upon request. A dispute on the reimbursement costs will follow the dispute procedures of this Master Contract.

3.8. MASTER CONTRACT INFORMATION. Enterprise Services shall maintain and provide information regarding this Master Contract, including scope and pricing, to eligible Participants.

4. CONTRACTOR REPRESENTATIONS AND WARRANTIES. Contractor makes each of the following representations and warranties as of the effective date of this Master Contract and at the time any order is placed pursuant to this Master Contract. If, at the time of any such order, Contractor cannot make such representations and warranties, Contractor shall not process any orders and shall, within three (3) business days notify Enterprise Services, in writing, of such breach.

4.1. QUALIFIED TO DO BUSINESS. Contractor represents and warrants that it is in good standing and qualified to do business in the State of Washington, that it is registered with the Washington State Department of Revenue and the Washington Secretary of State, that it possesses and shall keep current all required licenses and/or approvals, and that it is current, in full compliance, and has paid all applicable taxes owed to the State of Washington. Contractor represents and warrants that it is or will be qualified to do business in other applicable states for purchases under this Master Contract with each of the Washington State Transit Bus Cooperative member states, including but not limited to Alaska, Idaho, Oregon, Colorado, Montana, and Nevada.

4.2. SUSPENSION & DEBARMENT. Contractor represents and warrants that neither it nor its principals or affiliates presently are debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in any governmental contract by any governmental department or agency within the United States.

4.3. QUALITY OF GOODS OR SERVICES. Contractor represents and warrants that any Transit Bus sold pursuant to this Master Contract shall be merchantable, shall conform to this Master Contract and Participant’s Purchase Order, shall be fit and safe for the intended purposes, shall be free from defects in materials and workmanship, and shall be produced and delivered in full compliance with applicable law. Contractor further represents and warrants it has clear title to the goods and that the same shall be delivered free of liens and encumbrances and that the same do not infringe any third party patent. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity, including, without limitation, actual damages, and, as applicable and awarded under the law, to a prevailing party, reasonable attorneys’ fees and costs. Whenever under the Master Contract or Purchase Order it is provided that Contractor shall furnish materials or manufactured components or shall do work for which no detailed specifications are set forth, the work performed shall be in full conformity and harmony with the intent to secure the best standards of manufacture in the work as a whole or in part. No advantage shall be taken by Contractor in the omission of any part or detail which goes to make the Transit Buses complete and ready for service, even though such part or detail is not mentioned in the specifications or in Contractor's approved design.

4.4. EXECUTIVE ORDER 18-03 – WORKERS’ RIGHTS (MANDATORY INDIVIDUAL ARBITRATION). Contractor represents and warrants, as previously certified in Contractor’s bid submission, that Contractor 182 of 245
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does NOT require its employees, as a condition of employment, to sign or agree to mandatory individual arbitration clauses or class or collective action waivers. Contractor further represents and warrants that, during the term of this Contract, Contractor shall not, as a condition of employment, require its employees to sign or agree to mandatory individual arbitration clauses or class or collective action waivers.

4.5. OREGON REVISED STATUTE 279A.112. Contractor represents and warrants, as previously certified in Contractor’s bid submission, that their firm has a written policy and practice preventing sexual harassment, sexual assault and discrimination against employees who are members of a protected class.

4.6. EMISSIONS INFORMATION. Contractor represents and warrants, as previously certified in Contractor’s bid submission, that their firm has a written policy and practice to assess and provide accurate emission information on products to Participants.

4.7. SUSTAINABILITY POLICY. Contractor represents and warrants, as previously certified in Contractor’s bid submission, that their firm has a written policy and practice, detailing own sustainability policies and programs in place and to provide services in line with the principles established therein.

4.8. PROCUREMENT ETHICS & PROHIBITION ON GIFTS. Contractor represents and warrants that it complies fully with all applicable procurement ethics restrictions including, but not limited to, restrictions against Contractor providing gifts or anything of economic value, directly or indirectly, to Participants’ employees.

4.9. WASHINGTON’S ELECTRONIC BUSINESS SOLUTION (WEBS). Contractor represents and warrants that it is registered in Washington’s Electronic Business Solution (WEBS), Washington’s contract registration system and that, all of its information therein is current and accurate and that throughout the term of this Master Contract, Contractor shall maintain an accurate profile in WEBS.

4.10. STATEWIDE PAYEE DESK. Contractor represents and warrants that it is registered with the Statewide Payee Desk, which registration is a condition to payment.

4.11. COOPERATIVE MASTER CONTRACT PROMOTION; ADVERTISING AND ENDORSEMENT. Contractor represents and warrants that it shall use commercially reasonable efforts both to promote and market the use of this Master Contract with eligible Participants and to ensure that those entities that utilize this Master Contract are eligible Participants. Contractor understands and acknowledges that neither Enterprise Services nor Participants are endorsing Contractor’s goods and/or services or suggesting that such goods and/or services are the best or only solution to their needs.

Accordingly, Contractor represents and warrants that it shall make no reference to Enterprise Services, any Participant, or the State of Washington in any promotional material without the prior written consent of Enterprise Services.

4.12. MASTER CONTRACT TRANSITION. Contractor represents and warrants that, in the event this Master Contract or a similar contract resulting from the Cooperative, is transitioned to another contractor (e.g., Master Contract expiration or termination), Contractor shall use commercially reasonable efforts to assist Enterprise Services for a period of sixty (60) days to effectuate a smooth transition to another contractor to minimize disruption of service and/or costs to the State of Washington.
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4.13. VEHICLE TITLE & REGISTRATION. Contractor represents and warrants that upon payment in full, Contractor shall convey to Participant all necessary paperwork, including a “manufacturer’s statement of origin” (MSO) and applicable state title application to register the Transit Bus with the Participant’s applicable state licensing authority at the time of delivery.

4.14. WAGE VIOLATIONS. Contractor represents and warrants that, during the term of this Master Contract and the three (3) year period immediately preceding the award of the Master Contract, it is not determined, by a final and binding citation and notice of assessment issued by the Washington Department of Labor and Industries or through a civil judgment entered by a court of limited or general jurisdiction, to be in willful violation of any provision of Washington state wage laws set forth in RCW chapters 49.46, 49.48, or 49.52.

4.15. PAY EQUITY. Contractor represents and warrants that, among its workers, similarly employed individuals are compensated as equals. For purposes of this provision, employees are similarly employed if the individuals work for the same employer, the performance of the job requires comparable skill, effort, and responsibility, and the jobs are performed under similar working conditions. Job titles alone are not determinative of whether employees are similarly employed.

Contractor may allow differentials in compensation for its workers based in good faith on any of the following: a seniority system; a merit system; a system that measures earnings by quantity or quality of production; a bona fide job-related factor or factors; or a bona fide regional difference in compensation levels. A bona fide job-related factor or factors may include, but not be limited to, education, training, or experience that is: consistent with business necessity; not based on or derived from a gender-based differential; and accounts for the entire differential. A bona fide regional difference in compensation level must be consistent with business necessity; not based on or derived from a gender-based differential; and account for the entire differential.

Notwithstanding any provision to the contrary, upon breach of warranty and Contractor’s failure to provide satisfactory evidence of compliance within thirty (30) days, Enterprise Services may suspend or terminate this Master Contract and any Participant hereunder similarly may suspend or terminate its use of the Master Contract and/or any agreement entered into pursuant to this Master Contract.
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5. USING THE MASTER CONTRACT – PURCHASES.

5.1. ORDERING REQUIREMENTS. Participants shall order Transit Buses from this Master Contract, consistent with the terms hereof and by using any ordering mechanism agreeable both to Contractor and Participant but, at a minimum, including the use of a purchase order. When practicable, Contractor and Participant also shall use telephone orders, email orders, web-based orders, and similar procurement methods (collectively “Purchase Order”). All order documents must reference the Master Contract number. Consistent with Participant’s procurement authority, Participantmay propose and negotiate additionalterms with the applicable Contractor to meet Participant’s needs, subject to agreement with the applicable Contractor. Under no circumstances will Participant’s agreements change or modify the contract obligations of this Master Contract. The terms of this Master Contract shall apply to any Purchase Order and, in the event of any conflict, the terms of this Master Contract shall prevail. Notwithstanding any provision to the contrary, in no event shall any ‘click-agreement,’ software or web-based application terms and conditions, or other agreement modify the terms and conditions of this Master Contract.

5.2. APPROVAL OF PURCHASES. Enterprise Services and, if the Participant is using FTA funds, the Participant’s respective authorization authority for use of those FTA funds shall approve the Participant’s initial Purchase Order. Enterprise Services shall review the Purchase Order and approve that the purchase is within the Scope of the Master Contract. The Participant’s respective authorization authority for use of those FTA funds will approve the purchase according to their own policies and procedures. Participant and Contractorshall provide timely information as requested by Enterprise Services for the approval process.

5.3. CONTRACTOR COOPERATIVE USE APPROVAL. Pursuant to RCW 39.26.060, the intent of this Contract is to allow for cooperative procurement to the maximum extent possible. Accordingly, any authorized entity that has executed a Washington State Transit Bus Cooperative Purchasing Agreement with Enterprise Services may place orders under this Master Contract. Participation in the cooperative is voluntary. If agreed to by Contractor, this Contract may be used by any participant in the cooperative to procure the Transit Buses. Contractor has the right to refuse initial orders by cooperative participants on a capacity basis, if the Contractor cannot fulfill the complete order based on delivery deadlines. Orders under this Contract will be fulfilled on a first come, first serve basis of the initial order date. If Contractor rejects an order for capacity, Enterprise Services may request additional information from the Contract regarding Contractor’s capacity to fulfill orders.

5.4. FTA PRE-AWARD AND POST-DELIVERY CERTIFICATIONS. Contractor shall take all reasonable steps assist Participants in completing all required pre-award and post-delivery certifications required by federal or state law or policy for purchases under this Master Contract. Contractor shall provide all requested information to complete the certifications in a reasonable time to ensure certifications are completed in a timely manner.

5.5. DELIVERY REQUIREMENTS. Contractor must ensure that delivery of Transit Buses will be made as required by this Master Contract, the Purchase Order used by Participants, or as otherwise mutually agreed in writing between the Participant and Contractor. The following apply to all deliveries:
(a) Contractor shall make all deliveries to the applicable delivery location specified in the Purchase Order by the delivery date. The delivery date must be within 18 months of the initial order date, as stated in the Purchaser Order or agreement between Participant and 185 of 245
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Contractor; provided however that the Participant and Contractor may amend the delivery date by mutual agreement. Deliveries shall occur during Participant’s normal work hours and within the time period mutually agreed in writing between Participant and Contractor at the time of order placement.
(b) Contractor shall deliver all buses with a full tank of fuel and clean inside and out. For any bus not meeting this requirement, Contractor will be assessed $300. When Transit Buses are delivered, certificates or releases signed by Participant simply acknowledge receipt of the Transit Buses and do not constitute acceptance by the Participant of the condition of the Transit Buses, or its conformance with the terms of the Master Contract or Participant’s Purchase Order. Acceptance by Participant occurs subsequent to final inspection when Participant provides Contractor with a written Notice of Acceptance. (c) Contractor shall ship or deliver all goods and/or services purchased pursuant to this Master Contract, freight charges prepaid by Contractor, FOB Participant’s specified destination with all transportation and handling charges included. Contractor shall bear all risk of loss, damage, or destruction of the goods and/or services ordered hereunder that occurs prior to delivery, except loss or damage attributable to Participant’s negligence. Contractor shall use a qualified and experienced common or contract carrier who is properly licensed and insured. Contractor shall make all arrangements for shipment.
(d) All packing lists, packages, instruction manuals, correspondence, shipping notices, shipping containers, and other written materials associated with this Master Contract shall be identified by the Master Contract number set forth on the cover of this Master Contract and the applicable Participant’s Purchase Order number. Packing lists shall be included with each shipment and clearly identify all contents and any backorders.

5.6. PROTOTYPE BUSES. If requested by Participant, Contractorshall produce one prototype bus for each type of bus with respect to the Purchase Order for inspection and testing at the Participant’s facilities. The prototype bus will demonstrate that the bus fully meets all requirements of the Purchase Order. Contractor shall produce and deliver the prototype bus to Participant for inspection and testing a minimum of one-hundred twenty (120) days prior to initiation of any production activities for the remaining buses unless otherwise authorized in writing by Participant. The cost of transporting the prototype bus to and from the Participant’s facilities shall be at the expense of Contractor. Contractor shall schedule the prototype review with the Participant when a vehicle has been completed with all equipment and furnishings installed, but early enough so design changes resulting from the review will not delay production or cause scrapping of production material.

In the event of nonconformity Participant shall, to the extent practicable, notify Contractor of said nonconformity. No later than seven (7) days after the end of the fourteen (14) day test, Participant shall issue a written report to the Contractor that advises the Contractor of any noncompliance issues and/or any proposed modifications or changes required on the remaining vehicles. Any failure by Participant to detect any defects or omissions in this testing period will in no way relieve Contractor from fully complying with the specifications of the Master Contract and Participant Order. All prototype buses shall be brought up to the final production bus configuration in all respects at no additional cost to Participant, except as may be agreed by change orders.
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5.7. NOTIFICATION OF DELAY. Contractor shall provide prompt notice to Participant and Enterprise Services for any delay in the manufacturing process that will affect the expected delivery date.

Contractor will provide notice of the delay within fourteen (14) days of discovery of the potential delay. This notice of delay must include a reasonable expectation of when the delay will be resolved, the reason for the delay, whether the delay will cause the delivery to exceed the delivery date, and any other applicable information regarding the delay.  Participant shall provide Contractor with notice of acceptance of the reasonable delay or notice that the delay is determined to be non-excusable within seven (7) days of receipt of the notice of delay.
 If there is a dispute between Contractor and Participant as to whether the delay is reasonable, Contractor may appeal Participant’s decision to Enterprise Services within seven (7) days of receipt of the notice that the delay is non-excusable. Enterprise Services will review the provided information and make a final determination as to whether the delay is reasonable or non-excusable. If a dispute remains after this procedure, parties shall follow the dispute resolution process of Section 16.  Contractor shall promptly comply with any request from Enterprise Services or Participant for additional information in making the delay determination. A request for more information from Enterprise Services or Participant tolls the time for required response until the time that Contractor responds to the request for more information.  Reasonable delay is a delay for which the Contractor is not responsible. A reasonable delay must arise from unforeseeable causes, be beyond the control of Contractor, and be without the fault of the Contractor. A reasonable delay will extend the delivery date by the agreed upon length of the delay.
 Non-excusable delay is a delay for which Contractor is wholly or partially responsible. A non-excusable delay is a delay that arises from a foreseeable cause, is within the control of Contractor, or is due to the fault of Contractor. A non-excusable delay will not extend the agreed upon delivery date.

5.8. DELAY DAMAGES. Participant will be damaged by any failure on the part of Contractor to deliver the buses within the time specified in delivery date. The amount of damages for delay of beyond the delivery date is difficult if not impossible to ascertain. The amount of such damages Contractor shall pay to Participant is fixed at the amount of $250.00 per day for each bus not delivered in substantially good condition as inspected by the Participant. Participant may elect to deduct the amount of the damages from the amount due to Contractor under the Purchase Order or may notify Contractor of the amount due based on the delay. If Participant requires Contractor to pay the delay damages, Contractor shall pay the entire amount within thirty (30) days after receipt of a written demand by Participant. The payment of damages will be in lieu of any damages for any loss of profit, loss of revenue, loss of use, or for any other direct, indirect, special or consequential losses or damages of any kind that may be suffered by Participant arising at any time from the failure of Contractor to fulfill the delivery obligations in a timely manner.

5.9. INSPECTION AND ACCEPTANCE OF TRANSIT BUSES. Transit Buses purchased under this Master Contract are subject to Participant’s reasonable inspection, testing, and approval at Participant’s destination for a period of fourteen (14) days from the date that the Transit Buses are received at the place of delivery. Participant reserves the right to reject and refuse acceptance of Transit Buses that are not in accordance with this Master Contract and the Participant’s Purchase Order during this inspection period. Representatives of Contractor may witness acceptance inspections 187 of 245
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and testing if so requested by Contractor. Participant retains the right to complete as thorough an inspection as it deems necessary to determine if each bus is in conformance with Master Contract and Purchase Orders requirements for configuration and performance parameters.

Contractor shall coordinate and manage Contractor’s post-delivery inspection process and notify the Participant of scheduling and availability of buses ready for pre-acceptance inspection.

Acceptance by the Participant occurs when Participant provides Contractor with a written Notice of Acceptance, which will be subsequent to final inspection by responsible assigned employees of the Participant. All acceptances are subject to the warranty requirements of this Master Contract.

5.10. INSPECTION DEFECTS. If there are any apparent defects in the goods and/or services within the inspection period, Participant will promptly notify Contractor. At Participant’s option, and without limiting any other rights, Participant may:
 Require Contractor to repair or replace, at Contractor’s expense, any or all of the damaged goods; or
 Require Contractor to refund the price of any or all of the damaged goods; or  Participant may note any damage to the goods on the receiving report, decline acceptance, and deduct the cost of rejected goods from final payment.

Payment for any goods under such Purchase Order shall not be deemed acceptance of the goods.

If Participant discovers defects during the inspection process, the requirement for timely delivery under 6.2(a) will continue to run until Contractor resolves the defects and provides Participant with the applicable goods free of defects. The period for the delivery date for the goods will be tolled for the length of time Participant was in the inspection period until the time that Participant provided notice of defect to Contractor.

5.11. POST-INSPECTION REPAIRS BY CONTRACTOR. In the event of non-acceptance of the bus, Contractor must begin Work within five (5) working days after receiving notification from Participant of failure of acceptance tests. Participant shall make the bus available to complete repairs timely with the Contractor repair schedule. If Contractor fails or refuses to begin the repairs within five (5) days, then the repair work may be done by Participant’s personnel with reimbursement by Contractor. Contractor shall provide, at its own expense, all spare parts, tools and space required to complete the repairs. At Participant’s option, Contractor may be required to remove the bus from Participant’s property while repairs are being made. If the bus is removed from Participant’s property, then repair procedures must be diligently pursued by Contractor’s representatives, and Contractor shall assume risk of loss while the bus is under its control.

5.12. CONTRACTOR SERVICE AND PARTS SUPPORT. For each Participant Order, Contractor shall supply Participant with a completed Exhibit D - Contractor Service and Parts Support Data with contact information on the representatives responsible for assisting Participant, as well as the location of the nearest distribution center, which shall furnish a complete supply of parts and components for the repair and maintenance of the buses to be supplied. Contractor shall also submit its policy on transportation charges for parts other than those covered by warranty.

5.13. PARTS AVAILABILITY GUARANTEE. Contractor guarantees to provide the spare parts, software, and all equipment necessary to maintain and repair the buses supplied under this Master Contract for a period of at least twelve (12) years after the date of acceptance. Parts will be interchangeable with the original equipment and will be manufactured in accordance with the quality assurance 188 of 245
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provisions of this Master Contract. Prices shall not exceed the Contractor’s then-current published catalog prices.

Where the parts ordered by the Participant are not received within two (2) working days of the agreed-upon time and date and a bus procured under this Master Contract is out of service due to the lack of said ordered parts, then the Contractor shall provide the Participant, within eight (8) hours of the Participant’s verbal or written request, the original suppliers’ and/or manufacturers’ parts numbers, company names, addresses, telephone numbers and contact persons’ names for all of the specific parts not received by the Participant.

In the event Contractor fails to honor this parts guarantee or parts ordered by the Participant are not received within thirty (30) days of the agreed-upon delivery date, then Contractor shall provide to Participant, within seven (7) days of the Agency’s verbal or written request, the design and manufacturing documentation for those parts manufactured by the Contractor and the original suppliers’ and/or manufacturers’ parts numbers, company names, addresses, telephone numbers and contact persons’ names for all of the specific parts not received by the Participant.

Contractor’s design and manufacturing documentation provided to the Participant shall be for its sole use in regard to the buses procured under this Master Contract and for no other purpose.

5.14. TERMINATION FOR WITHDRAWAL OF FUNDING. If any Participant’s expected or actual funding for purchases under this Master Contract are withdrawn, reduced, or limited in any way prior to the payment for the last bus accepted, Participant may, upon written notice to Contractor, terminate their Purchase Order for Transit Buses not yet accepted. If the Purchase Order is terminated as provided in this subsection: (1) Participant will be liable only for payment in accordance with the terms of this Contract for work performed satisfactorily up to the date of termination and materials on order that cannot be canceled; and (2) Contractor shall be released from any obligation to provide additional buses as are affected by the termination.

5.15. FACILITY INSPECTIONS. Contractor shall provide right of access to its facilities to Enterprise Services, any Enterprise Services agents, Participant, any of Participants agents, or to any other authorized agent or official of the state of Washington or the federal government, at all reasonable times, in order to monitor and evaluate performance, compliance, and/or quality assurance under this Contract.

5.16. ON SITE REQUIREMENTS. While on Participant’s premises, Contractor, its agents, employees, or subcontractors shall comply, in all respects, with Participant’s physical, fire, access, safety, or other security requirements.

6. INVOICING & PAYMENT.

6.1. CONTRACTOR INVOICE. Contractor shall submit to Participant’s designated invoicing contact properly itemized invoices. Such invoices shall itemize the following:
(a) Master Contract No. 06719
(b) Contractor name, address, telephone number, and email address for billing issues (i.e., Contractor Customer Service Representative)
(c) Contractor’s Federal Tax Identification Number
(d) Date(s) of delivery
(e) Invoice amount; and
(f) Payment terms, including any available prompt payment discounts. 189 of 245
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Contractor’s invoices for payment shall reflect accurate Master Contract prices. Invoices will not be processed for payment until receipt of a complete invoice as specified herein.

6.2. PAYMENT. Payment is the sole responsibility of, and will be made by, the Participant. Payment is due within thirty (30) days of invoice. If Participant fails to make timely payment(s), Contractor may invoice Participant in the amount of one percent (1%) per month on the amount overdue or a minimum of $1. Payment will not be considered late if a check or warrant is mailed within the time specified. Contractor provides a prompt payment discount of 0.10% for payments within 20 days of receipt of the invoice. This discount will only be provided for Participant payments within the stated time.

6.3. MILESTONE PAYMENTS. Participant and Contractor may condition payment on the achievement of various agreed upon milestones for the Transit Buses. Milestone payments will be mutually agreed upon by Participant and Contractor in regard to timing of milestone, acceptance of milestone, and amounts for milestone payments. Payment for milestones will follow the procedure for invoice payment.

6.4. OVERPAYMENTS. Contractor promptly shall refund to Participant the full amount of any erroneous payment or overpayment. Such refunds shall occur within thirty (30) days of written notice to Contractor; Provided, however, that Participant shall have the right to elect to have either direct payments or written credit memos issued. If Contractor fails to make timely payment(s) or issuance of such credit memos, Participant may impose a one percent (1%) per month on the amount overdue thirty (30) days after notice to the Contractor.

6.5. NO ADVANCE PAYMENT. No advance payments shall be made for any goods or services furnished by Contractor pursuant to this Master Contract.

6.6. NO ADDITIONAL CHARGES. Unless otherwise specified herein, Contractor shall not include or impose any additional charges including, but not limited to, charges for shipping, handling, or payment processing.

6.7. TAXES/FEES. Contractor promptly shall pay all applicable taxes on its operations and activities pertaining to this Master Contract. Failure to do so shall constitute breach of this Master Contract. Unless otherwise agreed, Participant shall pay applicable sales tax imposed by the tax jurisdictions in which delivery occurs on purchased goods and/or services. Contractor, however, shall not make any charge for federal excise taxes and Participant agrees to furnish Contractor with an exemption certificate where appropriate.

7. CONTRACT MANAGEMENT.

7.1. CONTRACT ADMINISTRATION & NOTICES. Except for legal notices, the parties hereby designate the following contract administrators as the respective single points of contact for purposes of this Master Contract. Enterprise Services’ contract administrator shall provide Master Contract oversight. Contractor’s contract administrator shall be Contractor’s principal contact for business activities under this Master Contract. The parties may change contractor administrators by written notice as set forth below.

Any notices required or desired shall be in writing and sent by U.S. mail, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing:
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Enterprise Services Contractor
Attn: David Mgebroff
Washington Dept. of Enterprise Services
PO Box 41411
Olympia, WA 98504-1411
Tel: (360) 407-8049
Email: [email protected]
Attn: Lee Petersen, Regional Sales Manager
and Maribel Gonzalez-Becerra, Bid & Contract
Specialist

GILLIG LLC
451 Discovery Drive
Livermore, CA 94551
Tel: (800) 785-1500
Email: [email protected]
Notices shall be deemed effective upon the earlier of receipt, if mailed, or, if emailed, upon transmission to the designated email address of said addressee.

7.2. CONTRACTOR CUSTOMER SERVICE REPRESENTATIVE. Contractor shall designate a customer service representative (and inform Enterprise Services of the same) who shall be responsible for addressing Participant issues pertaining to this Master Contract.

7.3. LEGAL NOTICES. Any legal notices required or desired shall be in writing and delivered by U.S. certified mail, return receipt requested, postage prepaid, or sent via email, and shall be sent to the respective addressee at the respective address or email address set forth below or to such other address or email address as the parties may specify in writing:

Enterprise Services Contractor
Attn: Legal Services Manager
Washington Dept. of Enterprise Services
PO Box 41411
Olympia, WA 98504-1411
Email: [email protected]
Attn: William F. Fay, Jr.

Vice President Sales

GILLIG LLC
451 Discovery Drive
Livermore, CA 94551
Email: [email protected]
Notices shall be deemed effective upon the earlier of receipt when delivered, or, if mailed, upon return receipt, or, if emailed, upon transmission to the designated email address of said addressee.

8. CONTRACTOR SALES REPORTING; VENDOR MANAGEMENT FEE; & CONTRACTOR REPORTS.

8.1. MASTER CONTRACT SALES REPORTING. Contractor shall report total Master Contract sales quarterly to Enterprise Services, as set forth below.
(a) Master Contract Sales Reporting System. Contractor shall report quarterly Master Contract sales in Enterprise Services’ Master Contract Sales Reporting System.

Enterprise Services will provide Contractor with a login password and a vendor number. The password and vendor number will be provided to the Sales Reporting Representative(s) listed on Contractor’s Bidder Profile. (b) Data. Each sales report must identify every authorized Participant by name as it is known to Enterprise Services and its total combined sales amount invoiced during the reporting period (i.e., sales of an entire agency or political subdivision, not its individual subsections). The “Miscellaneous” option may be used only with prior approval by Enterprise Services. Upon request, Contractor shall provide contact information for all authorized Participants specified herein during the term of the 191 of 245
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Master Contract. If there are no Master Contract sales during the reporting period, Contractor must report zero sales.
(c) Due dates for Master Contract Sales Reporting. Quarterly Master Contract Sales Reports must be submitted electronically by the following deadlines for all sales invoiced during the applicable calendar quarter:

FOR CALENDAR QUARTER ENDING

MASTER CONTRACT

SALES REPORT DUE
March 31: April 30
June 30: July 31
September 30: October 31
December 31: January 31

8.2. VENDOR MANAGEMENT FEE. Contractor shall pay to Enterprise Services a vendor management fee (“VMF”) of 0.15 percent on the purchase price for all Master Contract sales (the purchase price is the total invoice price less applicable sales tax).
(a) The sum owed by Contractor to Enterprise Services as a result of the VMF is calculated as follows:

Amount owed to Enterprise Services = Total Master Contract sales invoiced (not including sales tax) x .00150.
(b) The VMF must be rolled into Contractor’s current pricing. The VMF must not be shown as a separate line item on any invoice unless specifically requested and approved by Enterprise Services.
(c) Enterprise Services will invoice Contractor quarterly based on Master Contract sales reported by Contractor. Contractors are not to remit payment until they receive an invoice from Enterprise Services. Contractor’s VMF payment to Enterprise Services must reference this Master Contract number, work request number (if applicable), the year and quarter for which the VMF is being remitted, and the Contractor’s name as set forth in this Master Contract, if not already included on the face of the check. (d) Failure to accurately report total net sales, to submit a timely usage report, or remit timely payment of the VMF, may be cause for Master Contract suspension or termination or the exercise of other remedies provided by law. Without limiting any other available remedies, the Parties agree that Contractor’s failure to remit to Enterprise Services timely payment of the VMF shall obligate Contractor to pay to Enterprise Services, to offset the administrative and transaction costs incurred by the State to identify, process, and collect such sum, the sum of $200.00 or twenty-five percent (25%) of the outstanding amount, whichever is greater, or the maximum allowed by law, if less.
(e) Enterprise Services reserves the right, upon thirty (30) days advance written notice, to increase, reduce, or eliminate the VMF for subsequent purchases, and reserves the right to renegotiate Master Contract pricing with Contractor when any subsequent adjustment of the VMF might justify a change in pricing. 192 of 245
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8.3. ANNUAL MASTER CONTRACT SALES REPORT. Contractor shall provide to Enterprise Services a detailed annual Master Contract sales report. Such report shall include, at a minimum: Product description, part number or other Product identifier, per unit quantities sold, and Master Contract price. This report must be provided in an electronic format that can be read by MS Excel.

9. RECORDS RETENTION & AUDITS.

9.1. RECORDS RETENTION. Contractor shall maintain books, records, documents, and other evidence pertaining to this Master Contract and orders placed by Participants under it to the extent and in such detail as shall adequately reflect performance and administration of payments and fees.

Contractor shall retain such records for a period of six (6) years following expiration or termination of this Master Contract or final payment for any order placed by a Participant against this Master Contract, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved.

9.2. AUDIT. Enterprise Services reserves the right to audit, or have a designated third party audit, applicable records to ensure that Contractor has properly invoiced Participants and that Contractor has paid all applicable contract management fees. Accordingly, Contractor shall permit Enterprise Services, any Participant, and any other duly authorized agent of a governmental agency, to audit, inspect, examine, copy and/or transcribe Contractor’s books, documents, papers and records directly pertinent to this Master Contract or orders placed by a Participant under it for the purpose of making audits, examinations, excerpts, and transcriptions.

This right shall survive for a period of six (6) years following expiration or termination of this Master Contract or final payment for any order placed by a Participant against this Master Contract, whichever is later; Provided, however, that if any litigation, claim, or audit is commenced prior to the expiration of this period, such period shall extend until all such litigation, claims, or audits have been resolved.

9.3. OVERPAYMENT OF PURCHASES OR UNDERPAYMENT OF FEES. Without limiting any other remedy available to any Participant, Contractor shall (a) reimburse Participants for any overpayments inconsistent with the terms of this Master Contract or orders, at a rate of 125% of such overpayments, found as a result of the examination of the Contractor’s records; and (b) reimburse Enterprise Services for any underpayment of fees, at a rate of 125% of such fees found as a result of the examination of the Contractor’s records (e.g., if Contractor underpays the Vendor Management Fee by $500, Contractor would be required to pay to Enterprise Services $500 x 1.25 = $625).

10. INSURANCE.

10.1. REQUIRED INSURANCE. During the Term of this Master Contract, Contractor, at its expense, shall maintain in full force and effect the insurance coverages set forth in Exhibit C – Insurance Requirements. All costs for insurance, including any payments of deductible amounts, shall be considered incidental to and included in the prices for goods/services and no additional payment shall be made.

10.2. WORKERS COMPENSATION. Contractorshall comply with applicable workers compensation statutes and regulations (e.g., RCW Title 51, Industrial Insurance). If Contractor fails to provide industrial insurance coverage or fails to pay premiums or penalties on behalf of its employees as may be required by law, Enterprise Services may terminate this Master Contract. This provision does not waive any of the Washington State Department of Labor and Industries (L&I) rights to collect 193 of 245
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from Contractor. In addition, Contractor waives its immunity under RCW Title 51 to the extent it is required to indemnify, defend, and hold harmless the State of Washington and its agencies, officials, agents, or employees.

11. WARRANTY.

11.1. CONTRACTOR WARRANTY. Warranties in this document are in addition to any statutory remedies or warranties imposed on Contractor. Consistent with this requirement, Contractor warrants and guarantees to Participant each complete Transit Bus and specific subsystems and components as follows.

Contractor warrants the Transit Buses are of good material and workmanship and agrees to promptly replace any part or parts, at no cost to the Participant, which by reason of defective materials or workmanship fail under normal use, free of negligence or accident during the applicable warranty period. Contractor warranties include the replacement of parts and services associated with the replacement and repair, including but not limited to any diagnostic, refurbishment, shipping, or travel costs.

Performance requirements based on design criteria will not be deemed a warranty item.

Contractor shall insure in its procurement arrangements that the warranty requirements of this Master Contract are enforceable through and against the Contractor's suppliers, vendors, material men, and subcontractors. Any inconsistency or difference between the warranties extended to Participants by Contractor and those extended to Contractor by its suppliers, vendors, material men, and subcontractors, are at the risk and expense of Contractor. Such inconsistency or difference will not excuse Contractor's full compliance with its obligations under this Contract.

11.2. WARRANTY INFORMATION. Upon Participant’s request, Contractor promptly shall provide complete copies of all written warranties or guarantees and documentation of any other arrangement relating to such warranties or guarantees extended by Contractor's suppliers, sub-suppliers, vendors, material men, and subcontractors covering parts, components, and systems utilized in the bus. Contractor shall ensure that such suppliers, sub-suppliers, vendors, material men, and subcontractors satisfactorily perform warranty related work when requested to do so by Participant.

11.3. SYSTEM WARRANTIES. The following systems are warranted to be free from defects and related defects for the years and mileage listed in the table below, whichever comes first. Each warranty is based on regular operation of the bus under the operating conditions prevailing in Participant’s locale.
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Warranty Description Years/Mileage
Complete Bus Complete bus, propulsion system,
components, major subsystems, and
body and chassis structure
2 years, 100,000 miles;
Class 1 or 2 Failures: 12
years, 500,000 miles
Body And Chassis
Structure
Body, body structure, structural elements
of the suspension and engine cradle
3 years, 150,000 miles
Body and Chassis
Corrosion Failure or
Fatigue Failure
Primary load-carrying members of the
bus structure, including structural
elements of the suspension
Class 1 or 2 Failures: 12
years, 500,000 miles
Propulsion System
(Diesel, CNG, Hybrid)
engine, transmission or drive motors, and
generators (for hybrid technology) and
drive and non-drive axles
2 years, 100,000 miles
Propulsion System
(Electric)
traction motors, traction motor
controllers, transmission, drive motors,
drive and non-drive axles, and any other
propulsion system-related replacement
component
3 years, 100,000 miles
Energy Storage
System
traction battery, Battery Management
System, and any other ESS-related
replacement component
6 years, 300,000 miles
Emission Control
System
complete exhaust system, including
catalytic converter (if required), after
treatment device, components identified
as emission control devices
5 years, 100,000 miles
The ESS is warranted to remain within warrantable end of life during the warranty period. The ESS original specified energy storage capacity and warrantable end of life, as a percentage of the original specified energy capacity, must be clearly defined by the Contractor. Acceptable methods for measuring or obtaining ESS storage capacity with respect to its original specified capacity must be clearly identified by the manufacturer. The manufacturer will propose the test method, and certify the results are true and accurate. The test will be performed according to a documented test procedure. Participant may engage third-parties for capacity testing.

11.4. SUBSYSTEMS WARRANTY. The Contractor warrants the following subsystems to be free from defects and related defects for at least two years or 100,000 miles, whichever comes first.  Brake system: Foundation brake components, including advancing mechanisms, as supplied with the axles, excluding friction surfaces.
 Destination signs: All destination sign equipment for the front, side and rear signs, power modules and operator control.
 Heating, ventilating: Roof and/or rear main unit only, excluding floor heaters and front defroster.
 AC unit and compressor: Roof and/or rear main unit only, excluding floor heaters and front defroster.
 Door systems: Door operating actuators and linkages. ** Warranty of One Year/Unlimited Miles
 Air compressor.
 Air dryer. ** Warranty of One Year/Unlimited Miles
 Wheelchair lift and ramp system: Lift and/or ramp parts and mechanical only. 195 of 245
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 Starter.
 Alternator: Alternator only. Does not include the drive system.  Charge air cooler: Charge air cooler including core, tanks and including related surrounding framework and fittings.
 Fire suppression: Fire suppression system including tank and extinguishing agent dispensing system.
 Hydraulic systems: Including radiator fan drive and power steering as applicable.  Propulsion cooling systems: Radiator including core, tanks and related framework, including surge tank. Transmission cooler.
 Power electronics: DC/DC converters, inverters, if supplied  Passenger seating excluding upholstery.
 Fuel storage and delivery system.
 Surveillance system including cameras and video recorders.

Contractor warrants the following subsystems to be free from defects and related defects for at least two years or 100,000 miles, whichever comes first:
 Low voltage and high voltage electrical wiring and harnesses

11.5. SERIAL NUMBERS. Prior to final delivery of each bus, Contractor shall provide a complete electronic list of serialized units installed on each bus to facilitate warranty tracking. The list will include, but is not limited to the following:
 Engine
 Transmission or Traction Motor
 Alternator
 Starter
 Destination/Luminator (Major
components)
 Drive axle and non-drive axle(s)
 DVR unit, supporting electronics
(Monitors)
 Driver's seat
 Battery equalizer
 Radiator package
 Exhaust emission components
 A/C compressor and
condenser/evaporator unit
 Power steering unit
 Fuel cylinders (if applicable)
 Air compressor
 Wheelchair ramp (if applicable)
Contractor shall provide updated serial numbers resulting from warranty campaigns. The format of the list will be approved by Participant prior to delivery of the first production bus.

11.6. EXTENSION OF WARRANTY. If, during the warranty period, repairs or modifications on any bus are made necessary by defective design, materials, or workmanship but are not completed due to lack of material or inability to provide the proper repair for thirty (30) calendar days, then the applicable warranty period shall be extended by the number of days equal to the delay period.

11.7. VOIDING OF WARRANTY. The warranty will not apply to the failure of any part or component of the bus that directly results from misuse, negligence, accident, or repairs not conducted in accordance with the Contractor-provided maintenance manuals and with workmanship performed by adequately trained personnel in accordance with recognized standards of the industry. The warranty will be void if Participant fails to conduct normal inspections and scheduled preventive maintenance procedures as recommended in the Contractor’s maintenance manuals and if that omission caused the part or component failure. Participant should maintain documentation, auditable by Contractor, verifying service activities in conformance with the Contractor’s maintenance manuals.
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11.8. EXCEPTIONS AND ADDITIONS TO WARRANTY. Warranties will not apply to the following items:
 scheduled maintenance items
 normal wear-out items, such as brake linings, filters, belts, and wiper blades  items furnished by Participant
Should Participant require the use of a specific product and has rejected Contractor’s request for an alternate product, then the standard supplier warranty for that product will be the only warranty provided to Participant. This product will not be eligible under “Fleet Defects,” below.

11.9. PASS-THROUGH/SUPERIOR WARRANTY. If any vendor to the Contractor offers, at no additional cost, a warranty on a component that is longer or more comprehensive than the required warranties on this Contract, Contractor shall inform Participant of the additional warranty and pass it through to Participant at no additional cost.

Contractor shall state in writing that Participant’s warranty reimbursements will not be impacted.

Contractor also shall state in writing any exceptions and reimbursement including all costs incurred in transport of vehicles and/or components. At any time during the warranty period, Contractor may request approval from Participant to assign its warranty obligations to others, but only on a case-by-case basis approved in writing by Participant. Otherwise, Contractor shall be solely responsible for the administration of the warranty as specified. Warranty administration by others does not eliminate the warranty liability and responsibility of Contractor.

11.10. FLEET DEFECTS. “Fleet Defect” means cumulative failures of twenty five (25%) percent of the same components in the same or similar application in a minimum fleet size of twelve (12) or more buses where such items are covered by warranty. A Fleet Defect applies only to the base warranty period in for Complete Bus, Propulsion System, and Subsystems Warranty. When a Fleet Defect is declared, the remaining warranty period on that item/component is suspended. The warranty period does not resume until the Fleet Defect is corrected.

For the purpose of Fleet Defects, each order shall be treated as a separate bus fleet. In addition, if there is a change in a major component within the order, the buses containing the new major component will become a separate bus fleet for the purposes of determining Fleet Defects.

Contractor shall correct a Fleet Defect under the warranty provisions defined in Section 13 Repair Procedure. After correcting the Fleet Defect, Participant and Contractor shall mutually agree to and Contractor shall promptly undertake and complete a work program reasonably designed to prevent the occurrence of the same Fleet Defect in all other buses and spare parts purchased under the order. Where the specific Fleet Defect is solely attributed to particular identifiable parts, the work program will include redesign and/or replacement of only the defectively designed and/or manufactured parts. In all other cases, the work program will include inspection and/or correction of all the buses in the fleet via a mutually agreed-to arrangement. Contractor shall update, as necessary, technical support information (parts, service and operator’s manuals) due to changes resulting from warranty repairs. Participant may immediately declare a defect in design resulting in a safety hazard to be a Fleet Defect. Contractor shall be responsible to furnish, install and replace all defective units.

The Fleet Defect warranty provisions do not apply to Participant-supplied items, such as radios, fare collection equipment, communication systems, and tires. In addition, Fleet Defects do not apply to interior and exterior finishes, hoses, fittings, and fabric. 197 of 245
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12. REPAIR PROCEDURE.

12.1. REPAIR PERFORMANCE. Contractor is responsible for all warranty-covered repair work, including diagnostics of warranty covered parts. To the extent practicable, Participant will allow Contractor or its designated representative to perform repair work. At its discretion, Participant may perform such repair work if it determines it needs to do so based on transit service or other requirements. Contractor shall reimburse Participant for any warranty-covered repair work it performs.

12.2. REPAIRS BY THE CONTRACTOR. Participant shall notify Contractor’s designated representative within thirty (30) days if Participant detects a defect within the warranty periods defined in this Master Contract or the applicable Participant Order. Contractor or its designated representative shall, if requested, begin repair work on warranty-covered repairs within five (5) calendar days after receiving notification of a defect from Participant. Participant will make the bus available to complete repairs timely with the Contractor’s repair schedule.

Contractor shall provide at its own expense all spare parts, tools, and space required to complete repairs. At Participant’s option, Contractor may be required to remove the bus from Participant’s property while repairs are made. If the bus is removed from Participant’s property, then repair procedures must be diligently pursued by Contractor’s representative.

12.3. REPAIRS BY PARTICIPANT. If Participant performs the warranty-covered repairs, then it must correct or repair the defect and any related defects utilizing parts supplied by Contractor specifically for this repair. At its discretion, Participant may use Contractor-specified parts available from its own stock if deemed in its best interests. Parts supplied by Contractor may be remanufactured but must have the same form, fit and function, and warranty. The parts will be shipped prepaid to Participant from any source selected by Contractor within fourteen (14) days of receipt of the request for said parts and shall not be subject to a handling charge.

12.4. DEFECTIVE COMPONENT RETURN. Contractor may request that parts covered by the warranty be returned to the manufacturing plant. Contractor will pay the freight costs for this action.

12.5. FAILURE ANALYSIS. Upon specific request of Participant, Contractor will provide a failure analysis of Fleet Defect or safety-related parts, or major components, removed from buses under the terms of the warranty that could affect fleet operation. Such reports will be delivered within 60 days of the receipt of failed parts.

12.6. REIMBURSEMENT FOR LABOR AND OTHER RELATED COSTS. Contractor shall reimburse Participant for repair labor. The amount is determined by Participant for a qualified mechanic at a straight time wage rate per hour, which includes fringe benefits and overhead adjusted for Participant’s most recently published rate in effect at the time the repair work is performed, plus the cost of towing the bus if such action was necessary and if the bus was in the normal service area. These wage and fringe benefit rates shall not exceed the rates in effect in Participant’s service garage at the time the defect correction is made.

12.7. REIMBURSEMENT FOR PARTS. Contractor shall reimburse Participant for defective parts and for parts that must be replaced to correct the defect. The reimbursement will be at the current price at the time of repair and include taxes where applicable, plus fifteen (15) percent handling costs.

Handling costs will not be paid if parts are supplied by Contractor and shipped to Participant.

12.8. REIMBURSEMENT REQUIREMENTS. Contractor shall respond to parts warranty claims with an accept/reject decision including necessary failure analysis no later than sixty (60) days after 198 of 245
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Participant submits the claim and defective part(s), when requested. Reimbursement for all accepted claims shall occur no later than sixty (60) days from the date of acceptance of a valid claim. Participant may dispute rejected claims or claims for which Contractor did not reimburse the full amount. Contractor and Participant will review disputed warranty claims during the following quarter to reach an equitable decision to permit the disputed claim to be resolved and closed. Contractor and Participant will review all claims at least once per quarter throughout the entire warranty period to ensure that open claims are being tracked and properly dispositioned.

12.9. WARRANTY AFTER REPLACEMENT/REPAIRS. If any component, unit, or subsystem is repaired, rebuilt, or replaced by Contractor or by Participant with the concurrence of Contractor, then the component, unit, or subsystem will have the unexpired warranty period of the original. Repairs will not be warranted if Contractor-provided or authorized parts are not used for the repair, unless Contractor has failed to respond within five days, in accordance with Section 13.2 Repairs by the Contractor.

If an item is declared to be a Fleet Defect, then the warranty stops with the declaration of the Fleet Defect. Once the Fleet Defect is corrected, the items shall have three (3) months or the remaining time and/or miles of the original warranty, whichever is greater. This remaining warranty period will begin on the repair/replacement date for corrected items on each bus if the repairs are completed by Contractor or on the date Contractor provides all parts to Participant if repairs are completed by Participant.

12.10. WARRANTY PROCESSING PROCEDURES. The following list represents information required by Contractor from the Participant for processing warranty claims. One failure per bus per claim is allowed.
 bus number and VIN
 total vehicle life mileage at time of repair
 date of failure/repair
 acceptance/in-service date
 Contractor part number and description
 component serial number
 description of failure
 all costs associated with each failure/repair (invoices may be required for third-party costs):
o towing
o road calls
o labor
o materials
o parts
o handling
o troubleshooting time
The Participant’s forms will be accepted by Contractor if all of the above information is included.

Electronic submittal may be used if available between Contractor and Participant.

12.11. RETURN OF PARTS. When returning defective parts to Contractor, Participant will tag each part with the following:
 bus number and VIN
 claim number
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 part number
 serial number (if available)

12.12. TIMEFRAME. Each claim must be submitted no more than thirty (30) days from the date of failure and/or repair, whichever is later. All defective parts must be returned to the Contractor, when requested, no more than forty-five (45) days from the date of repair.

13. QUALITY ASSURANCE

13.1. QUALITY ASSURANCE ORGANIZATION ESTABLISHMENT. Contractor shall establish and maintain an effective in-plant quality assurance organization.

13.2. QUALITY CONTROL. The quality assurance organization shall exercise quality control over all phases of production, from initiation of design through manufacture and preparation for delivery. The organization shall also control the quality of supplied articles.

13.3. AUTHORITY AND RESPONSIBILITY. The quality assurance organization shall have the authority and responsibility for reliability, quality control, inspection planning, establishment of the quality control system, and acceptance/rejection of materials and manufactured articles in the production of the transit buses.

13.4. MINIMUM FUNCTIONS. The quality assurance organization shall include the following minimum functions:
 Work instructions: The quality assurance organization shall verify inspection operation instructions to ascertain that the manufactured product meets all prescribed requirements.  Records maintenance: The quality assurance organization shall maintain and use records and data essential to the effective operation of its program. These records and data shall be available for review by the resident inspectors. Inspection and test records for this procurement shall be available for a minimum of one year after inspections and tests are completed.
 Corrective action: The quality assurance organization shall detect and promptly ensure correction of any conditions that may result in the production of defective transit buses.

These conditions may occur in designs, purchases, manufacture, tests or operations that culminate in defective supplies, services, facilities, technical data or standards.

13.5. BASIC STANDARDS AND FACILITIES. The following standards and facilities shall be basic in the quality assurance process:
 Configuration control: Contractor shall maintain drawings, assembly procedures and other documentation that completely describe a qualified bus that meets all of the options and special requirements of each Purchase Order. The quality assurance organization shall verify that each transit bus is manufactured in accordance with these controlled drawings, procedures and documentation.
 Measuring and testing facilities: Contractor shall provide and maintain the necessary gauges and other measuring and testing devices for use by the quality assurance organization to verify that the buses conform to all specification requirements. These devices shall be calibrated at established periods against certified measurement standards that have known, valid relationships to national standards.  Production tooling as media of inspection: When production jigs, fixtures, tooling masters, templates, patterns and other devices are used as media of inspection, they shall 200 of 245
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be proved for accuracy at formally established intervals and adjusted, replaced or repaired as required to maintain quality.
 Equipment use by resident inspectors: Contractor’s gauges and other measuring and testing devices shall be made available for use by the resident inspectors to verify that the buses conform to all specification requirements. If necessary, the Contractor’s personnel shall be made available to operate the devices and to verify their condition and accuracy.

13.6. MAINTENANCE OF CONTROL. Contractor shall maintain quality control of purchases:
 Supplier control: Contractor shall require each supplier to maintain a quality control program for the services and supplies that it provides. Contractor’s quality assurance organization shall inspect and test materials provided by suppliers for conformance to specification requirements. Materials that have been inspected, tested and approved shall be identified as acceptable to the point of use in the manufacturing or assembly processes.

Controls shall be established to prevent inadvertent use of nonconforming materials.  Purchasing data: Contractor shall verify that all applicable specification requirements are properly included or referenced in purchase orders of articles to be used on transit buses.

13.7. MANUFACTURING CONTROL. Contractor shall maintain quality control of production:
 Controlled conditions: Contractor shall ensure that all basic production operations, as well as all other processing and fabricating, are performed under controlled conditions.

Establishment of these controlled conditions shall be based on the documented work instructions, adequate production equipment and special working environments if necessary.
 Completed items: A system for final inspection and test of completed transit buses shall be provided by the quality assurance organization. It shall measure the overall quality of each completed bus.
 Nonconforming materials: The quality assurance organization shall monitor the Contractor’s system for controlling nonconforming materials. The system shall include procedures for identification, segregation and disposition.  Statistical techniques: Statistical analysis, tests and other quality control procedures may be used when appropriate in the quality assurance processes.  Inspection status: A system shall be maintained by the quality assurance organization for identifying the inspection status of components and completed transit buses. Identification may include cards, tags or other normal quality control devices.

13.8. Inspection System. The quality assurance organization shall establish, maintain and periodically audit a fully documented inspection system. The system shall prescribe inspection and test of materials, Work in process and completed articles. At a minimum, it shall include the following controls:
 Inspection personnel: Sufficient trained inspectors shall be used to ensure that all materials, components and assemblies are inspected for conformance with the qualified bus design.
 Inspection records: Acceptance, rework or rejection identification shall be attached to inspected articles. Articles that have been accepted as a result of approved materials review actions shall be identified. Articles that have been reworked to specified drawing 201 of 245
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configurations shall not require special identification. Articles rejected as unsuitable or scrap shall be plainly marked and controlled to prevent installation on the bus. Articles that become obsolete as a result of engineering changes or other actions shall be controlled to prevent unauthorized assembly or installation. Unusable articles shall be isolated and then scrapped. Discrepancies noted by the Contractor or resident inspectors during assembly shall be entered by the inspection personnel on a record that accompanies the major component, subassembly, assembly or bus from start of assembly through final inspection.

Actions shall be taken to correct discrepancies or deficiencies in the manufacturing processes, procedures or other conditions that cause articles to be in nonconformity with the requirements of the Contract specifications. The inspection personnel shall verify the corrective actions and mark the discrepancy record. If discrepancies cannot be corrected by replacing the nonconforming materials, then the Agency shall approve the modification, repair or method of correction to the extent that the Contract specifications are affected.  Quality assurance audits: The quality assurance organization shall establish and maintain a quality control audit program. Records of this program shall be subject to review by the Agency.

14. CLAIMS.

14.1. ASSUMPTION OF RISKS; CLAIMS BETWEEN THE PARTIES. Contractor assumes sole responsibility and all risks of personal injury or property damage to itself and its employees, and agents in connection with its operations under this Master Contract. Neither Enterprise Services nor any Participant has made any representations regarding any factor affecting Contractor’s risks. Contractor shall pay for all damage to any Participant’s property resulting directly or indirectly from its acts or omissions under this Master Contract.

14.2. THIRD-PARTY CLAIMS; INDEMNITY. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless Enterprise Services and any Participant and their employees and agents from and against all claims, demands, judgments, assessments, damages, penalties, fines, costs, liabilities or losses including, without limitation, sums paid in settlement of claims, attorneys’ fees, consultant fees, and expert fees (collectively “claims”) arising from any act or omission of Contractor or its successors, agents, and subcontractors under this Master Contract, except claims caused solely by Enterprise Services or any Participants’ negligence. Contractor shall take all steps needed to keep Participant’s property free of liens arising from Contractor’s activities, and promptly obtain or bond the release of any such liens that may be filed.

15. DISPUTE RESOLUTION.

15.1. DISPUTE PROCEDURE. The parties shall cooperate to resolve any dispute pertaining to this Master Contract efficiently, as timely as practicable, and at the lowest possible level with authority to resolve such dispute. If, however, a dispute persists and cannot be resolved, it may be escalated within each organization. In such situation, upon notice by either party, each party, within five (5) business days shall reduce its description of the dispute to writing and deliver it to the other party. The receiving party then shall have three (3) business days to review and respond in writing. In the event that the parties cannot then agree on a resolution of the dispute, the parties shall schedule a conference between the respective senior manager of each organization to attempt to resolve the dispute. In the event the parties cannot agree, either party may resort to court to resolve the dispute.
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15.2. PERFORMANCE DURING DISPUTE. Unless otherwise directed by Enterprise Services, Contractor shall continue performance under this Master Contract while matters in dispute are being resolved.

16. SUSPENSION & TERMINATION.

16.1. SUSPENSION & TERMINATION FOR DEFAULT. Enterprise Services may suspend Contractor’s operations under this Master Contract immediately by written cure notice of any default. In such case, the notice of suspension will state the time period in which cure is permitted and other appropriate conditions. Suspension shall continue until the default is remedied to Enterprise Services’ reasonable satisfaction; Provided, however, that, if after thirty (30) days from such a suspension notice, Contractor remains in default, Enterprise Services may terminate Contractor’s rights under this Master Contract. All of Contractor’s obligations to Enterprise Services and Participants survive termination of Contractor’s rights under this Master Contract, until such obligations have been fulfilled.

16.2. DEFAULT. Each of the following events shall constitute default of this Master Contract by Contractor:
(a) Contractor fails to perform or comply with any of the terms or conditions of this Master Contract including, but not limited to, Contractor’s obligation to pay vendor management fees when due;
(b) Contractor breaches any representation or warranty provided herein; or (c) Contractor enters into proceedings relating to bankruptcy, whether voluntary or involuntary.

16.3. REMEDIES FOR DEFAULT.
(a) Enterprise Services’ rights to suspend and terminate Contractor’s rights under this Master Contract are in addition to all other available remedies. (b) In the event of termination for default, Enterprise Services may exercise any remedy provided by law including, without limitation, the right to procure for all Participants replacement goods and/or services. In such event, Contractor shall be liable to Enterprise Services for damages as authorized by law including, but not limited to, any price difference between the Master Contract price and the replacement or cover price.

16.4. LIMITATION ON DAMAGES. Notwithstanding any provision to the contrary, the parties agree that in no event shall any party or Participant be liable to the other for exemplary or punitive damages.

16.5. GOVERNMENTAL TERMINATION.
(a) Termination for Withdrawal of Authority. Enterprise Services may suspend or terminate this Master Contract if, during the term hereof, Enterprise Services’ procurement authority is withdrawn, reduced, or limited such that Enterprise Services, in its judgment, would lack authority to enter into this Master Contract; Provided, however, that such suspension or termination for withdrawal of authority shall only be effective upon twenty (20) days prior written notice; and Provided further, that such suspension or termination for withdrawal of authority shall not relieve any Participant from payment for goods and/or services already ordered as of the effective date of such notice. Except as stated in this provision, in the event 203 of 245
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of such suspension or termination for withdrawal of authority, neither Enterprise Services nor any Participant shall have any obligation or liability to Contractor. (b) TERMINATION FOR CHANGE OF AUTHORITY. Enterprise Services may suspend or terminate this Master Contract if, during the term hereof, federal procurement authority is withdrawn, reduced, or limited such that Enterprise Services, in its judgment, would lack authority to enter into this Master Contract as a State Cooperative Purchasing Schedule under applicable federal law; Provided, however, that such suspension or termination for withdrawal of authority shall only be effective upon twenty (20) days prior written notice; and Provided further, that such suspension or termination for withdrawal of authority shall not relieve any Participant from payment for goods and/or services already ordered as of the effective date of such notice. Except as stated in this provision, in the event of such suspension or termination for withdrawal of authority, neither Enterprise Services nor any Participant shall have any obligation or liability to Contractor.
(c) TERMINATION FOR PUBLIC CONVENIENCE. Enterprise Services, for public convenience, may terminate this Master Contract; Provided, however, that such termination for public convenience must, in Enterprise Services’ judgment, be in the best interest of the State of Washington; and Provided further, that such termination for public convenience shall only be effective upon sixty (60) days prior written notice; and Provided further, that such termination for public convenience shall not relieve any Participant from payment for goods and/or services already ordered as of the effective date of such notice. Except as stated in this provision, in the event of such termination for public convenience, neither Enterprise Services nor any Participant shall have any obligation or liability to Contractor.

16.6. TERMINATION PROCEDURE. Regardless of basis, in the event of suspension or termination (in full or in part), the parties shall cooperate to ensure an orderly and efficient suspension or termination.

Accordingly, Contractor shall deliver to Participants all goods and/or services that are complete (or with approval from Enterprise Services, substantially complete) and Participants shall inspect, accept, and pay for the same in accordance with this Master Contract and the applicable Purchase Order. Unless directed by Enterprise Services to the contrary, Contractor shall not process any orders after notice of suspension or termination inconsistent therewith.

17. FTA ROLE IN DISPUTES, BREACHES, DEFAULTS, OR OTHER LITIGATION.

17.1. FTA INTEREST. The U.S. Federal Transit Administration (“FTA”) has a vested interest in the settlement of any violation of federal law, regulation, or requirement, or any disagreement involving the award, this Master Contract, and any amendments thereto including, but not limited to, a default, breach, major dispute, or litigation. Accordingly, FTA shall have the right to concur in such any settlement or compromise.

17.2. NOTIFICATION TO FTA. If a current or prospective legal matter that may affect the Federal Government emerges, Enterprise Services and Participant promptly shall notify the FTA Chief Counsel, or FTA Regional Counsel for the Region in which Enterprise Services and Participant are located.

1. The types of legal matters that require notification include, but are not limited to, a major dispute, breach, default, litigation, or naming the Federal Government as a party to litigation or a legal disagreement in any forum for any reason.
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2. Matters that may affect the Federal Government include, but are not limited to, the Federal Government’s interests in the award, this Master Contract, and any amendments thereto, or the Federal Government’s administration or enforcement of federal laws, regulations, and requirements.

3. If Enterprise Services or Participant have credible evidence that a Principal, Official, Employee, Agent, or Third Party Participant of Enterprise Services or Participant, or other person has submitted a false claim under the False Claims Act, 31 U.S.C. § 3729 et seq., or has committed a criminal or civil violation of law pertaining to such matters as fraud, conflict of interest, bribery, gratuity, or similar misconduct involving federal assistance, Enterprise Services and Participant promptly shall notify the U.S. DOT Inspector General, in addition to the FTA Chief Counsel or Regional Counsel for the Region in which the Enterprise Services and Participant are located.

17.3. FEDERAL INTEREST IN RECOVERY. The Federal Government retains the right to a proportionate share of any proceeds recovered from any third party, based on the percentage of the federal share for this Master Contract.

18. GENERAL PROVISIONS.

18.1. TIME IS OF THE ESSENCE. Time is of the essence for each and every provision of this Master Contract.

18.2. COMPLIANCE WITH LAW. Contractor shall comply with all applicable law.

18.3. INTEGRATED AGREEMENT. This Master Contract constitutes the entire agreement and understanding of the parties with respect to the subject matter and supersedes all prior negotiations, representations, and understandings between them. There are no representations or understandings of any kind not set forth herein.

18.4. AMENDMENT OR MODIFICATION. Except as set forth herein, this Master Contract may not be amended or modified except in writing and signed by a duly authorized representative of each party.

18.5. AUTHORITY. Each party to this Master Contract, and each individual signing on behalf of each party, hereby represents and warrants to the other that it has full power and authority to enter into this Master Contract and that its execution, delivery, and performance of this Master Contract has been fully authorized and approved, and that no further approvals or consents are required to bind such party.

18.6. NO AGENCY. The parties agree that no agency, partnership, or joint venture of any kind shall be or is intended to be created by or under this Master Contract. Neither party is an agent of the other party nor authorized to obligate it.

18.7. ASSIGNMENT. Contractor may not assign its rights under this Master Contract without Enterprise Services’ prior written consent and Enterprise Services may consider any attempted assignment without such consent to be void; Provided, however, that, if Contractor provides written notice to Enterprise Services within thirty (30) days, Contractor may assign its rights under this Master Contract in full to any parent, subsidiary, or affiliate of Contractor that controls or is controlled by or under common control with Contractor, is merged or consolidated with Contractor, or purchases a majority or controlling interest in the ownership or assets of Contractor. Unless otherwise agreed, Contractor guarantees prompt performance of all obligations under this Master Contract notwithstanding any prior assignment of its rights. 205 of 245
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18.8. BINDING EFFECT; SUCCESSORS & ASSIGNS. This Master Contract shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns.

18.9. PUBLIC INFORMATION. This Master Contract and all related documents are subject to public disclosure as required by Washington’s Public Records Act, RCW chapter 42.56. The Purchase Order and all related documents are subject to the public disclosure requirements of the Participant’s jurisdiction.

18.10. ASSIGNMENT OF ANTITRUST RIGHTS REGARDING PURCHASED GOODS/SERVICES. Contractor irrevocably assigns to Enterprise Services, on behalf of the State of Washington, or any applicable Participant any claim for relief or cause of action which the Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state or federal antitrust laws in connection with any Transit Buses provided in Washington for the purpose of carrying out the Contractor’s obligations under this Master Contract, including, at Enterprise Services' option, the right to control any such litigation on such claim for relief or cause of action.

18.11. FEDERAL FUNDS. To the extent that any Participant uses federal funds to purchase goods and/or services pursuant to this Master Contract, such Participant shall specify, with its order, any applicable requirement or certification that must be satisfied by Contractor at the time the order is placed or upon delivery.

18.12. SEVERABILITY. If any provision of this Master Contract is held to be invalid or unenforceable, such provision shall not affect or invalidate the remainder of this Master Contract, and to this end the provisions of this Master Contract are declared to be severable. If such invalidity becomes known or apparent to the parties, the parties agree to negotiate promptly in good faith in an attempt to amend such provision as nearly as possible to be consistent with the intent of this Master Contract.

18.13. WAIVER. Failure of either party to insist upon the strict performance of any of the terms and conditions hereof, or failure to exercise any rights or remedies provided herein or by law, or to notify the other party in the event of breach, shall not release the other party of any of its obligations under this Master Contract, nor shall any purported oral modification or rescission of this Master Contract by either party operate as a waiver of any of the terms hereof. No waiver by either party of any breach, default, or violation of any term, warranty, representation, contract, covenant, right, condition, or provision hereof shall constitute waiver of any subsequent breach, default, or violation of the same or other term, warranty, representation, contract, covenant, right, condition, or provision.

18.14. SURVIVAL. All representations, warranties, covenants, agreements, and indemnities set forth in or otherwise made pursuant to this Master Contract shall survive and remain in effect following the expiration or termination of this Master Contract, Provided, however, that nothing herein is intended to extend the survival beyond any applicable statute of limitations periods.

18.15. GOVERNING LAW. The validity, construction, performance, and enforcement of this Master Contract shall be governed by and construed in accordance with the laws of the State of Washington, without regard to its choice of law rules. The validity, construction, performance, and enforcement of Purchase Orders shall be governed by and construed in accordance with the laws of the Participant’s jurisdiction.

18.16. JURISDICTION & VENUE. In the event that any action is brought to enforce any provision of this Master Contract, the parties agree to exclusive jurisdiction in Thurston County Superior Court for the State of Washington and agree that in any such action venue shall lie exclusively at Olympia, 206 of 245
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Washington. In the event that any action is brought to enforce any provision of a Purchase Order, the parties agree to submit to exclusive jurisdiction and venue in the Participant’s jurisdiction.

18.17. ATTORNEYS’ FEES. Should any legal action or proceeding be commenced by either party in order to enforce this Master Contract or any provision hereof, or in connection with any alleged dispute, breach, default, or misrepresentation in connection with any provision herein contained, the prevailing party shall be entitled to recover reasonable attorneys’ fees and costs incurred in connection with such action or proceeding, including costs of pursuing or defending any legal action, including, without limitation, any appeal, discovery, or negotiation and preparation of settlement arrangements, in addition to such other relief as may be granted.

18.18. FAIR CONSTRUCTION & INTERPRETATION. The provisions of this Master Contract shall be construed as a whole according to their common meaning and not strictly for or against any party and consistent with the provisions contained herein in order to achieve the objectives and purposes of this Master Contract. Each party hereto and its counsel has reviewed and revised this Master Contract and agrees that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be construed in the interpretation of this Master Contract. Each term and provision of this Master Contract to be performed by either party shall be construed to be both a covenant and a condition.

18.19. FURTHER ASSURANCES. In addition to the actions specifically mentioned in this Master Contract, the parties and any applicable Participant shall each do whatever may reasonably be necessary to accomplish the transactions contemplated in this Master Contract including, without limitation, executing any additional documents reasonably necessary to effectuate the provisions and purposes of this Master Contract.

18.20. EXHIBITS. All exhibits referred to herein are deemed to be incorporated in this Master Contract in their entirety.

18.21. CAPTIONS&HEADINGS. The captions and headings in this Master Contract are for convenience only and are not intended to, and shall not be construed to, limit, enlarge, or affect the scope or intent of this Master Contract nor the meaning of any provisions hereof.

18.22. ELECTRONIC SIGNATURES. A signed copy of this Master Contract or any other ancillary agreement transmitted by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Master Contract or such other ancillary agreement for all purposes.
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18.23. COUNTERPARTS. This Master Contract may be executed in any number of counterparts, each of which shall be deemed an original and all of which counterparts together shall constitute the same instrument which may be sufficiently evidenced by one counterpart. Execution of this Master Contract at different times and places by the parties shall not affect the validity thereof so long as all the parties hereto execute a counterpart of this Master Contract.

EXECUTED as of the date and year first above written.

STATE OF WASHINGTON
Department of Enterprise Services

GILLIG LLC
a California company
By: ___________________________
Elena McGrew
By: ___________________________
William F Fay, Jr.

Its: Enterprise Procurement Manager Its: Vice President Sales 208 of 245

DOT FTA
U.S. Department of Transportation Federal Transit Administration Award
Federal Award Identification
Number (FAIN) CA-2025-277
Award with Amendment Number CA-2025-277-00
Temporary Application Number 5651-2025-2
Award Name FY22 Union City Transit Section 5339(c) Low or No Emission Grant Program Capital Projects
Award Status Active (Executed)
Budget Revisions 1
Period of Performance Start Date 9/23/2025
Original Period of Performance End Date 6/30/2027
Current Period of Performance End Date 6/30/2027 Revision #: 0 Approved?: Yes Budget Period Start Date 9/23/2025
Budget Period End Date 6/30/2027
Part 1: Recipient Information
Name: CITY OF UNION CITY
Recipient ID Recipient OST Type Recipient Alias UEI DUNS 5651 City Union City, City Of DHFHYNE7CZZ3 004939732
Location Type Address City State Zip
Physical Address 34009 ALVARADO NILES RD UNION CITY CA 94587 Mailing Address 34009 ALVARADO-NILES ROAD UNION CITY CA 94587 Union Information
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Union Name AMALGAMATED TRANSIT UNION
Address 1 10000 New Hampshire Avenue
Address 2
City Silver Spring
State MD
Zipcode 20903
Contact Name JOHN COSTA
Telephone (301) 431-7100
Fax
E-mail [email protected]
Website https://www.atu.org/
Union Name INTERNATIONAL BROTHERHOOD OF TEAMSTERS
Address 1 25 Louisiana Avenue NW
Address 2
City Washington
State DC
Zipcode 20001
Contact Name James Hoffa
Telephone 2026246800
Fax
E-mail [email protected]
Website https://teamster.org/
Part 2: Award Information
Title: FY22 Union City Transit Section 5339(c) Low or No Emission Grant Program Capital Projects
Award with
Amendment Number
Award
Status
Award
Type
Award Cost
Center
Date
Created
Last Updated
Date
From
TEAM?
CA-2025-277-00 Active
(Executed) Grant Region 9 8/25/2025 8/25/2025 No
Award Executive Summary
This application is to request Section 5339(c) Low or No Emission funds (D2022-LWNO-012) awarded to the City of Union City Union City Transit (UZA #60000) in the amount of $9,342,346.

Funding for the project in this grant application is provided by the following apportionment years:

Section 5339(c) Low or No Emission, FFY 2022: $9,342,346 (TIP ID ALA190029; Original TIP Approval in Revision 2023-05, Federal Approval 04/28/2023, Current TIP Approval in Revision 2025-10, Updated Approval Date 05/09/2025)
Total FY22 Section 5339(c): $9,342,346
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Overall grant funding:

Total Federal Funds: $9,342,346
Total Non-Federal Share:$1,546,536
Total Eligible Project Cost: $10,888,882
The non-Federal local share is sourced from the California Transportation Development Act (TDA) and California AB 664 Bridge Toll revenues.

The City of Union City Union City Transit is hereby submitting this grant application in support of the following capital, workforce development training and project support activities:
1) Bus Replacement
This grant applies $5,799,346 to bus replacements. Union City Transit will purchase seven (7) low-floor thirty-five foot (35) compressed natural gas (CNG) buses to replace seven (7) existing CNG buses that have met their useful life.
2) Depot Improvements
This grant applies $2,790,900 to facilitate upgrades to the Union City Public Works Maintenance Facility (Corporation Yard) where the buses are parked. Union City Transit is currently evaluating the needs of the Corporation Yard to support modern CNG vehicles since the last procurement was in 2016.
3) Workforce Development Training
This grant applies $92,000 to workforce development training. Union City Transit will purchase training modules from CNG bus manufacturer to train maintenance staff as well as provide operators with behind-the-wheel training to familiarize themselves with the new equipment before entering revenue service.
4) Workforce Development Equipment
This grant applies $280,100 to workforce development equipment. Union City Transit will purchase equipment to support the modern CNG buses based on recommendations from bus manufacturer training and behind-the-wheel training.
5) Project Management and Technical Support
This grant applies $380,000 to project management and technical support. Union City Transit will enlist the professional services of a qualified firm to assist with the evaluation of the Corporation Yard.

Frequency of Milestone Progress Reports (MPR)
Quarterly
Frequency of Federal Financial Reports (FFR)
Quarterly
Does this application include funds for research and/or development activities? This award does not include research and development activities.

Pre-Award Authority
This award is using Pre-Award Authority.

Does this application include suballocation funds?
Recipient organization is directly allocated these funds and is eligible to apply for and receive these funds directly.

Will this Grant be using Lapsing Funds?
Yes, this Grant will use Lapsing Funds.

Will indirect costs be applied to this application?
This award does not include an indirect cost rate.
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Indirect Rate Details: N/A
Requires E.O. 12372 Review
No, this application does not require E.O. 12372 Review.

Delinquent Federal Debt
No, my organization does not have delinquent federal debt.

Award Description
Purpose
Replace seven (7) compressed natural gas (CNG) buses with seven (7) new CNG buses. Evaluate the needs of the Public Works Maintenance Facility (Corporation Yard) where the buses are parked for upgrades necessary to support modern CNG buses. Procure workforce development training and necessary equipment for the modern CNG buses. Enlist the professional services of a qualified firm to assist with the evaluation of the Corporation Yard.

Activities to be performed:
1) Bus Replacement
This grant applies $5,799,346 to bus replacements. Union City Transit will purchase seven (7) low-floor thirty-five foot (35) CNG buses.

This grant activity is thought to be Categorically Exempt under Class II(c) C-List Type 07. 2) Depot Improvements
This grant applies $2,790,900 to facilitate upgrades to the Union City Public Works Maintenance Facility (Corporation Yard) where the buses are parked. Union City Transit is currently evaluating the needs of the Corporation Yard to support modern CNG vehicles since the last procurement was in 2016.

This grant activity is thought to be Categorically Exempt under Class II(c) C-List Type 07. 3) Workforce Development Training
This grant applies $92,000 to workforce development training. Union City Transit will purchase training modules from CNG bus manufacturer to train maintenance staff as well as provide operators with behind-the-wheel training to familiarize themselves with the new equipment before entering revenue service.

This grant activity is thought to be Categorically Exempt under Class II(c) C-List Type 04. 4) Workforce Development Equipment
This grant applies $280,100 to workforce development equipment. Union City Transit will purchase equipment to support the modern CNG buses based on recommendations from bus manufacturer training and behind-the-wheel training.

This grant activity is thought to be Categorically Exempt under Class II(c) C-List Type 04. 5) Project Management and Technical Support
This grant applies $380,000 to project management and technical support. Union City Transit will enlist the professional services of a qualified firm to assist with the evaluation of the Corporation Yard.

This grant activity is thought to be Categorically Exempt under Class II(c) C-List Type 04.

Expected outcomes:

Replace CNG buses that have met or exceeded their twelve (12) year useful lives with new CNG buses.

Intended beneficiaries:

All City of Union City riders, residents, businesses, and visitors that rely on Union City Transit will benefit from continued reliable service permitting commuters, students, seniors, and the disabled to get to their desired destinations.

Subrecipient Activities:
212 of 245
None.

Award Point of Contact Information
First Name Last Name Title E-mail Address Phone
Steve Adams Transit Manager [email protected] (510) 675-5446 Bryce Fauble Transportation Program Specialist [email protected] (415) 734-9482 Award Budget Control Totals
Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $9,342,346 Local $1,546,536
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $10,888,882
Award Budget
Project
Number Budget Item FTA Amount Non-FTA Amount
Total Eligible
Amount Quantity
CA2025-
277-01-
00 111-
00 (111-
A3)
BUS - ROLLING STOCK $5,799,346.00 $1,023,411.00 $6,822,757.00 7 CA2025-
277-01-
00 11.12.02
BUY

REPLACEMENT
35-FT BUS
$5,799,346.00 $1,023,411.00 $6,822,757.00 7
CA2025-
277-02-
00 114-
00 (114-
A4)
BUS: SUPPORT EQUIP
AND FACILITIES $3,116,488.00 $413,373.00 $3,529,861.00 1 CA2025-
277-02-
00 11.44.05
REHAB/

RENOVATE -

YARDS AND
SHOPS
$3,116,488.00 $413,373.00 $3,529,861.00 1
CA2025-600-
00 OTHER PROGRAM COSTS $46,512.00 $14,752.00 $61,264.00 2 213 of 245
277-03-
00 (600-
A2)
CA2025-
277-03-
00 11.7D.02

EMPLOYEE

EDUCATION/

TRAINING
$11,500.00 $3,647.00 $15,147.00 1
CA2025-
277-03-
00 11.7D.02

EMPLOYEE

EDUCATION/

TRAINING
$35,012.00 $11,105.00 $46,117.00 1
CA2025-
277-04-
00 620-
00 (620-
A1)

PROJECT
ADMINISTRATION $380,000.00 $95,000.00 $475,000.00 1
CA2025-
277-04-
00 11.79.00 PROJECT
ADMINISTRATION $380,000.00 $95,000.00 $475,000.00 1
Discretionary Allocations
Discretionary ID Project Title Amount
Applied
Award with Amendment
Number
D2022-LWNO012Union City Transit Bus
Project $9,342,346 CA-2025-277-00
Sources of Federal Financial Assistance
PO
Number
Project
Number
Scope
Name
Scope
Number
Scope
Suffix
UZA
Code
Area
Name
Account
Class
Code
FPC Description Amendment
Amount
Cumulative
Amount
CA-34-9
022
CA-2025
-277-01-
00 BUS - R
OLLING
STOCK
111-00 (
111) A3 060000
Califor
nia
2022.3J.3

4.LJ.1 09
Low-No Com
petitive Grant
s (IIJA)
$5,799,346 $5,799,346
CA-34-9
022
CA-2025
-277-02-
00 BUS: SU
PPORT

EQUIP A

ND FACI
LITIES
114-00 (
114) A4 060000
Califor
nia
2022.3J.3

4.LJ.1 09
Low-No Com
petitive Grant
s (IIJA)
$3,116,488 $3,116,488
CA-34-9
022
CA-2025
-277-03-
00 OTHER
PROGRA
M COST
S
600-00 (
600) A2 060000
Califor
nia
2022.3J.3

4.LJ.1 09
Low-No Com
petitive Grant
s (IIJA)
$46,512 $46,512
CA-34-9
022
CA-2025
-277-04-
00 PROJEC

T ADMIN

ISTRATI
ON
620-00 (
620) A1 060000
Califor
nia
2022.3J.3

4.LJ.1 09
Low-No Com
petitive Grant
s (IIJA)
$380,000 $380,000
Part 3: Project Information
214 of 245
Project Title: Bus Replacement
Project Number Temporary Project Number Date Created Start Date End Date CA-2025-277-01-00 5651-2025-2-P1 8/25/2025 8/16/2022 6/30/2027 Project Description
Union City Transit will procure seven (7) low-floor thirty-five foot (35) compressed natural gas (CNG) buses to replace seven (7) CNG buses that have met/exceeded their useful life.

Project Benefits
All City of Union City residents, businesses, and visitors.

Additional Information
None provided.

Location Description
Buses will operate throughout the City of Union City on no specific routes. The buses will be parked at 34650 Seventh Street, Union City, CA 94587.

Project Location (Urbanized Areas)
UZA Code Area Name
060000 California
060060 San Francisco-Oakland, CA
Congressional District Information
District State
14 California
Program Plan Information

STIP/TIP
Date: 9/15/2025
Description: Project updated in STIP Amendment 25-18 approved on September 15, 2025.

Section 5339(c) Low or No Emission, FFY 2022: $9,342,346 (TIP ID ALA190029, TIP Revision 2025-00, Federal Approval Date 12/16/2024; Updated TIP Revision 2025-10, Approval 05/09/2025) UPWP
Date: N/A
Description: N/A
Long Range Plan
Date: N/A
Description: N/A
Project Control Totals
Funding Source Section of Statute CFDA Number Amount
215 of 245
5339 – Low or No Emission Grants Competitive 5339-2 20526 $5,799,346 Local $1,023,411
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $6,822,757
Project Budget
Project
Number Budget Item FTA Amount Non-FTA Amount
Total Eligible
Amount Quantity
CA-2025-
277-01-
00 111-
00 (111-
A3)
BUS - ROLLING STOCK $5,799,346.00 $1,023,411.00 $6,822,757.00 7 CA-2025-
277-01-
00 11.12.02
BUY

REPLACEMENT
35-FT BUS
$5,799,346.00 $1,023,411.00 $6,822,757.00 7
Project Budget Activity Line Items
Budget Activity Line Item: 11.12.02 - BUY REPLACEMENT 35-FT BUS Scope Name / Code Line Item
#
Line Item Name Activity Quantity

BUS - ROLLING
STOCK (111-00) 11.12.02 BUY REPLACEMENT 35-FT BUS

BUY REPLACEMENTS -
CAPITAL BUS 7
Extended Budget Description
Union City Transit will purchase seven (7) low-floor thirty-five foot (35) compressed natural gas (CNG) buses to replace seven (7) existing CNG buses that have met their useful life. All buses are ADA compliant.

FY2022 5339(c): $5,799,346
Local Match (TDA/AB 664): $1,023,411
Total: $6,822,757
Will 3rd Party contractors be used to fulfill this activity line item? Yes, 3rd Party Contractors will be used for this line item.

Propulsion Fuel Type Vehicle Condition Vehicle Size (ft.) N/A Compressed Natural Gas New 35'
216 of 245
Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $5,799,346 Local $1,023,411
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $6,822,757
Milestone Name Est. Completion
Date Description
RFP/IFB Issue Date 8/16/2022
The 5339(c) Low or No Emissions Program application
is in theory part of the bid process because the
Federal Register indicates that partnering with a bus
manufacturer, in this case Gillig, LLC. of Livermore,
CA, satisfies the competitive bid process.

Contract Award Date 1/10/2023 Union City Transit approved the contract with Gillig, LLC. at a regularly scheduled City Council meeting.

Initial Delivery Date 10/30/2026
First bus is expected to enter production on October 5, 2025 with an eighteen (18) to nineteen (19) day build
and burn-in schedule before delivery.

Final Delivery Date 11/25/2026
Last bus is expected to enter production on October
26, 2026 with an eighteen (18) to nineteen (19) day
build and burn-in schedule before delivery.

Contract Completion
Date 6/30/2027
Project Environmental Findings
Finding: Class II(c) - Categorical Exclusions (C-List)
Class Level Description
Class II(c) consists of projects that do not have a significant environmental impact on the human or natural environment and are therefore categorically excluded from the requirement to prepare an environmental assessment or an environmental impact statement. FTA requires a sufficient project description to support a CE determination. The project may require additional documentation to comply with other environmental laws.

Categorical Exclusion Description
Type 07: Acquisition, installation, rehabilitation, replacement, and maintenance of vehicles or equipment, within or accommodated by existing facilities, that does not result in a change in functional use of the facilities, such as: equipment to be located within existing facilities and with no substantial off-site impacts; and vehicles, including buses, rail cars, trolley cars, ferry boats and people movers that can be accommodated by existing facilities or by new facilities that qualify for a categorical exclusion.
217 of 245
Date Description Date
Class IIc CE Approved
Scope Name /
Code
Line Item
Number Line Item Name Quantity FTA Amount Total Eligible Cost

BUS - ROLLING
STOCK (111-00) 11.12.02 BUY REPLACEMENT 35-FT BUS 7 $5,799,346.00 $6,822,757.00 Project Title: Depot Improvements
Project Number Temporary Project Number Date Created Start Date End Date CA-2025-277-02-00 5651-2025-2-P2 8/25/2025 10/1/2025 6/30/2027 Project Description
Union City Transit will make much needed upgrades to the Public Works Maintenance Facility ( Corporation Yard) to facilitate upgrades to an aging facility. Upgrades to facility will assist with maintaining Union City Transit's current and future bus fleet. No ground-disturbing work is planned.

Project Benefits
All City of Union City residents, businesses, and visitors.

Additional Information
None provided.

Location Description
34650 Seventh Street, Union City, CA 94587
Project Location (Urbanized Areas)
UZA Code Area Name
060000 California
060060 San Francisco-Oakland, CA
Congressional District Information
District State
14 California
Program Plan Information

STIP/TIP
Date: 9/15/2025
Description: Project updated in STIP Amendment 25-18 approved on September 15, 2025.

Section 5339(c) Low or No Emission, FFY 2022: $9,342,346 (TIP ID ALA190029, TIP Revision 2025-00, Federal Approval Date 12/16/2024; Updated TIP Revision 2025-10, Approval 05/09/2025) 218 of 245
UPWP
Date: N/A
Description: N/A
Long Range Plan
Date: N/A
Description: N/A
Project Control Totals
Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $3,116,488 Local $413,373
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $3,529,861
Project Budget
Project
Number Budget Item FTA Amount Non-FTA Amount
Total Eligible
Amount Quantity
CA-2025-277-
02-00
114-
00 (114-
A4)
BUS: SUPPORT

EQUIP AND

FACILITIES
$3,116,488.00 $413,373.00 $3,529,861.00 1
CA-2025-277-
02-00 11.44.05
REHAB/

RENOVATE
- YARDS
AND
SHOPS
$3,116,488.00 $413,373.00 $3,529,861.00 1
Project Budget Activity Line Items
Budget Activity Line Item: 11.44.05 - REHAB/RENOVATE - YARDS AND SHOPS Scope Name / Code Line
Item # Line Item Name Activity Quantity
219 of 245
BUS: SUPPORT EQUIP
AND FACILITIES (114-
00)

11.44.05 REHAB/RENOVATE -

YARDS AND SHOPS

REHAB/RENOVATE BUS
SUPPORT FACIL/EQUIP 1
Extended Budget Description
Union City Transit will make much needed upgrades to the Public Works Maintenance Facility ( Corporation Yard) to facilitate upgrades to an aging facility. Upgrades to facility will assist with maintaining Union City Transit's current and future bus fleet. No ground-disturbing work is planned.

FY23 5339(c): $2,790,900
Local Match (TDA/AB 664): $310,100
Total: $3,101,000
Will 3rd Party contractors be used to fulfill this activity line item? Yes, 3rd Party Contractors will be used for this line item.

Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $3,116,488 Local $413,373
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $3,529,861
Milestone Name Est. Completion
Date Description
Start Date 10/1/2025
Begin assessment of yard for rehab and replacement
opportunities of infrastructure in support of CNG
buses.

Issue RFP 1/30/2026 Issue RFP for depot work.

Contract Award 3/1/2026 Award contract for depot work.

Begin Conttruction 5/1/2026 Begin rehab and replacement of infrastructure in support of CNG buses.

Contract closeout 6/30/2027 Contract closeout
Project Environmental Findings
Finding: Class II(c) - Categorical Exclusions (C-List)
Class Level Description
Class II(c) consists of projects that do not have a significant environmental impact on the human or natural environment and are therefore categorically excluded from the requirement to prepare an environmental assessment or an environmental impact statement. FTA requires a sufficient project description to support a CE determination. The project may require additional documentation to comply with other environmental laws.
220 of 245
Categorical Exclusion Description
Type 08: Maintenance, rehabilitation, and reconstruction of facilities that occupy substantially the same geographic footprint and do not result in a change in functional use, such as: improvements to bridges, tunnels, storage yards, buildings, stations, and terminals; construction of platform extensions, passing track, and retaining walls; and improvements to tracks and railbeds.

Date Description Date
Class IIc CE Approved
Scope Name / Code Line Item
Number Line Item Name Quantity FTA Amount Total Eligible Cost BUS: SUPPORT

EQUIP AND
FACILITIES (114-00)

11.44.05 REHAB/RENOVATE
- YARDS AND
SHOPS
1 $3,116,488.00 $3,529,861.00
Project Title: Workforce Development Training and Equipment Project Number Temporary Project Number Date Created Start Date End Date CA-2025-277-03-00 5651-2025-2-P3 8/25/2025 7/1/2025 6/30/2027 Project Description
Union City Transit will purchase training modules from compressed natural gas (CNG) bus manufacturer to train maintenance staff as well as provide operators with behind-the-wheel training to familiarize themselves with the new equipment before entering revenue service. Union City Transit will purchase equipment to support the modern CNG buses based on recommendations from bus manufacturer training and behind-the-wheel training.

Project Benefits
Maintenance staff and bus operators.

Additional Information
None provided.

Location Description
34650 Seventh Street, Union City, CA 94587
Project Location (Urbanized Areas)
UZA Code Area Name
060000 California
060060 San Francisco-Oakland, CA
Congressional District Information
District State
14 California
221 of 245
Program Plan Information

STIP/TIP
Date: 9/15/2025
Description: Project updated in STIP Amendment 25-18 approved on September 15, 2025.

Section 5339(c) Low or No Emission, FFY 2022: $9,342,346 (TIP ID ALA190029, TIP Revision 2025-00, Federal Approval Date 12/16/2024; Updated TIP Revision 2025-10, Approval 05/09/2025) UPWP
Date: N/A
Description: N/A
Long Range Plan
Date: N/A
Description: N/A
Project Control Totals
Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $46,512 Local $14,752
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $61,264
Project Budget
Project Number Budget Item FTA
Amount
Non-FTA
Amount
Total
Eligible
Amount
Quantity
CA-2025-277-
03-00
600-00
(600-
A2)

OTHER PROGRAM
COSTS $46,512.00 $14,752.00 $61,264.00 2
CA-2025-277-
03-00 11.7D.02

EMPLOYEE

EDUCATION/

TRAINING
$11,500.00 $3,647.00 $15,147.00 1
CA-2025-277-
03-00 11.7D.02

EMPLOYEE

EDUCATION/

TRAINING
$35,012.00 $11,105.00 $46,117.00 1
222 of 245
Project Budget Activity Line Items
Budget Activity Line Item: 11.7D.02 - EMPLOYEE EDUCATION/TRAINING Scope Name / Code Line Item
#
Line Item Name Activity Quantity

OTHER PROGRAM
COSTS (600-00) 11.7D.02 EMPLOYEE EDUCATION/TRAINING

TRAINING - OTHER
PROGRAM COSTS 1
Extended Budget Description
Union City Transit will purchase training modules from CNG bus manufacturer to train maintenance staff as well as provide operators with behind-the-wheel training to familiarize themselves with the new equipment before entering revenue service.

FY22 5339(c): $280,100
Local Match (TDA/AB 664): $95,025
Total: $375,125
Will 3rd Party contractors be used to fulfill this activity line item? Yes, 3rd Party Contractors will be used for this line item.

Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $35,012 Local $11,105
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $46,117
Milestone Name Est. Completion
Date Description
Start Date 11/24/2026 Expect initial requests for equipment and supplies after first week of training.

End Date 6/30/2027 Expect to close out all requests and associated invoices.

Budget Activity Line Item: 11.7D.02 - EMPLOYEE EDUCATION/TRAINING Scope Name / Code Line Item
#
Line Item Name Activity Quantity

OTHER PROGRAM
COSTS (600-00) 11.7D.02 EMPLOYEE EDUCATION/TRAINING

TRAINING - OTHER
PROGRAM COSTS 1
Extended Budget Description
Union City Transit will purchase training modules from CNG bus manufacturer to train maintenance staff as well as provide operators with behind-the-wheel training to familiarize themselves with the new equipment before entering revenue service.
223 of 245
FY22 5339(c): $92,000
Local Match (TDA/AB 664): $23,000
Total: $115,000
Will 3rd Party contractors be used to fulfill this activity line item? Yes, 3rd Party Contractors will be used for this line item.

Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $11,500 Local $3,647
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $15,147
Milestone Name Est. Completion
Date Description
Start Date 7/1/2025
Union City Transit will initiate a contract amendment
with its Operations and Maintenance contractor MV
Transportation for train the trainer, supervisor, and
driver training when the new buses arrive.

End Date 6/30/2027
New buses are expected to enter revenue service on
January 10, 2027. Funds associate with this ALI will
go towards the additional hours of behind-the-wheel
training that is currently not in the Union City Transit budget.

Project Environmental Findings
Finding: Class II(c) - Categorical Exclusions (C-List)
Class Level Description
Class II(c) consists of projects that do not have a significant environmental impact on the human or natural environment and are therefore categorically excluded from the requirement to prepare an environmental assessment or an environmental impact statement. FTA requires a sufficient project description to support a CE determination. The project may require additional documentation to comply with other environmental laws.

Categorical Exclusion Description
Type 04: Planning and administrative activities which do not involve or lead directly to construction, such as: training, technical assistance and research; promulgation of rules, regulations, directives, or program guidance; approval of project concepts; engineering; and operating assistance to transit authorities to continue existing service or increase service to meet routine demand.

Date Description Date
224 of 245
Class IIc CE Approved
Scope Name / Code Line Item
Number Line Item Name Quantity FTA Amount
Total Eligible
Cost

OTHER PROGRAM
COSTS (600-00) 11.7D.02

EMPLOYEE

EDUCATION/

TRAINING
1 $11,500.00 $15,147.00
Finding: Class II(c) - Categorical Exclusions (C-List)
Class Level Description
Class II(c) consists of projects that do not have a significant environmental impact on the human or natural environment and are therefore categorically excluded from the requirement to prepare an environmental assessment or an environmental impact statement. FTA requires a sufficient project description to support a CE determination. The project may require additional documentation to comply with other environmental laws.

Categorical Exclusion Description
Type 04: Planning and administrative activities which do not involve or lead directly to construction, such as: training, technical assistance and research; promulgation of rules, regulations, directives, or program guidance; approval of project concepts; engineering; and operating assistance to transit authorities to continue existing service or increase service to meet routine demand.

Date Description Date
Class IIc CE Approved
Scope Name / Code Line Item
Number Line Item Name Quantity FTA Amount
Total Eligible
Cost

OTHER PROGRAM
COSTS (600-00) 11.7D.02

EMPLOYEE

EDUCATION/

TRAINING
1 $35,012.00 $46,117.00
Project Title: Project Management and Technical Support Project Number Temporary Project Number Date Created Start Date End Date CA-2025-277-04-00 5651-2025-2-P4 8/25/2025 8/16/2024 9/30/2027 Project Description
Union City Transit will enlist the professional services of a qualified firm to assist with the evaluation of and updates to the Corporation Yard.

Project Benefits
Union City Transit staff.

Additional Information
None provided.

Location Description
34650 Seventh Street, Union City, CA 94587
225 of 245
Project Location (Urbanized Areas)
UZA Code Area Name
060000 California
060060 San Francisco-Oakland, CA
Congressional District Information
District State
14 California
Program Plan Information

STIP/TIP
Date: 9/15/2025
Description: Project updated in STIP Amendment 25-18 approved on September 15, 2025.

Section 5339(c) Low or No Emission, FFY 2022: $9,342,346 (TIP ID ALA190029, TIP Revision 2025-00, Federal Approval Date 12/16/2024; Updated TIP Revision 2025-10, Approval 05/09/2025) UPWP
Date: N/A
Description: N/A
Long Range Plan
Date: N/A
Description: N/A
Project Control Totals
Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $380,000 Local $95,000
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $475,000
Project Budget
226 of 245
Project
Number Budget Item FTA Amount
Non-FTA
Amount
Total
Eligible
Amount
Quantity
CA-2025-277-
04-00
620-
00 (620-
A1)

PROJECT
ADMINISTRATION $380,000.00 $95,000.00 $475,000.00 1
CA-2025-277-
04-00 11.79.00 PROJECT ADMINISTRATION $380,000.00 $95,000.00 $475,000.00 1 Project Budget Activity Line Items
Budget Activity Line Item: 11.79.00 - PROJECT ADMINISTRATION Scope Name / Code Line Item
#
Line Item Name Activity Quantity

PROJECT
ADMINISTRATION (620-00) 11.79.00 PROJECT ADMINISTRATION

PROJECT
ADMINISTRATION 1
Extended Budget Description
Union City Transit will enlist the professional services of a qualified firm to assist with the evaluation of the Public Works Maintenance Facility (Corporation Yard). Technical firm will also assist with the updates to the yard.

FY23 5339(c): $380,000
Local Match (TDA/AB 664): $95,000
Total: $475,000
Will 3rd Party contractors be used to fulfill this activity line item? Yes, 3rd Party Contractors will be used for this line item.

Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $380,000 Local $95,000
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $475,000
Milestone Name Est. Completion
Date Description
RFP/IFB Issue Date 8/16/2024
The 5339(c) Low or No Emissions Program application
is in theory part of the bid process because the
Federal Register indicates that partnering with a
227 of 245
vendor in support of the process, in this the Center for Transportation and the Environment (CTE), satisfies
the competitive bid process. Assistance from CTE was
identified in the application because it would satisfy
the competitive bid process.

Contract Initiation 10/1/2025 Initiate contract with CTE Contract Completion
Date 6/30/2027 End of project management assistance at the close of the project.

Contract Closeout 9/30/2027 Initiate contract and award closeout.

Project Environmental Findings
Finding: Class II(c) - Categorical Exclusions (C-List)
Class Level Description
Class II(c) consists of projects that do not have a significant environmental impact on the human or natural environment and are therefore categorically excluded from the requirement to prepare an environmental assessment or an environmental impact statement. FTA requires a sufficient project description to support a CE determination. The project may require additional documentation to comply with other environmental laws.

Categorical Exclusion Description
Type 04: Planning and administrative activities which do not involve or lead directly to construction, such as: training, technical assistance and research; promulgation of rules, regulations, directives, or program guidance; approval of project concepts; engineering; and operating assistance to transit authorities to continue existing service or increase service to meet routine demand.

Date Description Date
Class IIc CE Approved
Scope Name / Code Line Item
Number Line Item Name Quantity FTA Amount
Total Eligible
Cost

PROJECT

ADMINISTRATION
(620-00)

11.79.00 PROJECT
ADMINISTRATION 1 $380,000.00 $475,000.00
Part 4: Fleet Details
Fleet Type: Fixed Route
Fleet Comments
All vehicles are thirty-five foot (35') low-floor compressed natural gas (CNG) heavy-duty buses:
654 2008 Orion VII CNG; 1VHGF3W2786704475 (Surplus Declaration Expected in January 2025) 655 2008 Orion VII CNG; 1VHGF3W2786704474 (Surplused and Disposed at Auction) 656 2010 Orion VII CNG; 1VHGF3W26A6706531 (Active)
657 2010 Orion VII CNG; 1VHGF3W28A6706563 (Active)
658 2010 Orion VII CNG; 1VHGF3W21A6706565 (Active)
659 2010 Orion VII CNG; 1VHGF3W29A6706572 (Active)
228 of 245
660 2010 Orion VII CNG; 1VHGF3W20A6706573 (Active)
661 2010 Orion VII CNG; 1VHGF3W24A6706575 (Active)
640 2012 Gillig Low-Floor CNG; 15GGB2714C1180531 (Active) 641 2012 Gillig Low-Floor CNG; 15GGB2716C1180532 (Active) 642 2012 Gillig Low-Floor CNG; 15GGB2718C1180533 (Active) 643 2012 Gillig Low-Floor CNG; 15GGB271XC1180534 (Active) 644 2012 Gillig Low-Floor CNG; 15GGB2711C1180535 (Active) 645 2012 Gillig Low-Floor CNG; 15GGB2713C1180536 (Active) 646 2016 Gillig Low-Floor CNG; 15GGB2715G1184965 (Active) 647 2016 Gillig Low-Floor CNG; 15GGB2717G1184966 (Active) 648 2016 Gillig Low-Floor CNG; 15GGB2719G1184967 (Active) 649 2016 Gillig Low-Floor CNG; 15GGB2710G1184968 (Active) Current Value
I. Active Fleet
A. Peak Requirement 14
B. Spares 2
C. Total (A+B) 16
D. Spare Ratio (B/A) 14.29%
II. Inactive Fleet
A. Other 0
B. Pending Disposal 1
C. Total (A+B) 1
III. Total (I.C and II.C) 17
Fleet Type: Paratransit
Fleet Comments
674 2021 Ford/Lightning Transit T-350EL Electric Vehicle (EV); 1FDVU4X84LKA85068 (Active) 675 2021 Ford/Lightning Transit T-350EL Electric Vehicle (EV); 1FDVU4X84NKA06839 (Active) 681 2019 Ford Transit T-350EL Gasoline; 1FDVU4XG5KKA38850 (Active) 682 2019 Ford Transit T-350EL Gasoline; 1FDVU4XG7KKA38851 (Active) 683 2021 Ford Transit T-350EL Gasoline; 1FDVU4XG8LKB61365 (Active) 684 2021 Ford Transit T-350EL Gasoline; 1FDVU4XG2LKB68571 (Active) 685 2021 Ford Transit T-350EL Gasoline; 1FDVU4XGXLKB68771 (Active) 692 2021 Ford/Starcraft E-350 Allstar Gasoline; 1FDEE3FS0KDC15046 (Active) 693 2021 Ford/Starcraft E-350 Allstar Gasoline; 1FDEE3FS2KDC15047 (Active) Current Value
I. Active Fleet
A. Peak Requirement 7
B. Spares 2
C. Total (A+B) 9
D. Spare Ratio (B/A) 28.57%
II. Inactive Fleet
A. Other 0
229 of 245
B. Pending Disposal 0
C. Total (A+B) 0
III. Total (I.C and II.C) 9
Fleet Type: Other
Fleet Comments
Microtransit Fleet
671 2020 Ford Transit T-350EL Gasoline; 1FDVU4XG0LKA85060 (Active) 672 2020 Ford Transit T-350EL Gasoline; 1FDVU4XG6LKB61364 (Active) 673 2020 Ford Transit T-350EL Gasoline; 1FDVU4XG4LKB61363 (Active) Current Value
I. Active Fleet
A. Peak Requirement 2
B. Spares 1
C. Total (A+B) 3
D. Spare Ratio (B/A) 50%
II. Inactive Fleet
A. Other 0
B. Pending Disposal 0
C. Total (A+B) 0
III. Total (I.C and II.C) 3
Part 5: FTA Review Comments
Application Review Comments
Comment By Steve Adams
Comment
Type Recipient Budget Revision
Date 9/23/2025
Comment
Grant award currently applies 4% towards workforce development per zero-emission vehicle requirements. With change to low-emission vehicles, the percentage for workforce development should be 0.5%. The funds will be moved toa different ALI with no change to the overall funding.

Comment By Bryce Fauble
Comment
Type FTA Budget Revision
Date 9/24/2025
230 of 245
Comment Approved - total funding within workforce development scopes below the 0.5% requirement.

Part 6: Agreement

UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

FEDERAL TRANSIT ADMINISTRATION

GRANT AGREEMENT
(FTA G-33)
On the date the authorized U.S. Department of Transportation, Federal Transit Administration (FTA) official signs this Grant Agreement, FTA has obligated and awarded federal assistance as provided below. Upon execution of this Grant Agreement by the Recipient named below, the Recipient affirms this FTA Award, enters into this Grant Agreement with FTA, and binds its compliance with the terms of this Grant Agreement.

The following documents are incorporated by reference and made part of this Grant Agreement:
(1) "Federal Transit Administration Master Agreement," FTA MA(33), http://www.transit.dot.gov, (2) The Certifications and Assurances applicable to the FTA Award that the Recipient has selected and provided to FTA, and
(3) Any Award notification containing special conditions or requirements, if issued.

WHEN THE TERM "FTA AWARD" OR "AWARD" IS USED, EITHER IN THIS GRANT AGREEMENT OR THE APPLICABLE MASTER AGREEMENT, "AWARD" ALSO INCLUDES ALL TERMS AND CONDITIONS SET FORTH IN THIS GRANT AGREEMENT.

FTA OR THE FEDERAL GOVERNMENT MAY WITHDRAW ITS OBLIGATION TO PROVIDE FEDERAL ASSISTANCE IF THE RECIPIENT DOES NOT EXECUTE THIS GRANT AGREEMENT WITHIN 90 DAYS FOLLOWING FTA's AWARD DATE SET FORTH HEREIN.

FTA AWARD
Federal Transit Administration (FTA) hereby awards a Federal Grant as follows:

Recipient Information
Recipient Name: CITY OF UNION CITY
Recipient ID: 5651
UEI: DHFHYNE7CZZ3
DUNS: 004939732
Award Information
Federal Award Identification Number (FAIN): CA-2025-277 231 of 245
Award with Amendment Number: CA-2025-277-00
Award Name: FY22 Union City Transit Section 5339(c) Low or No Emission Grant Program Capital Projects
Award Start Date: 9/23/2025
Original Award End Date: 6/30/2027
Current Award End Date: 6/30/2027
Award Executive Summary: This application is to request Section 5339(c) Low or No Emission funds (D2022-LWNO-012) awarded to the City of Union City Union City Transit (UZA #60000) in the amount of $9,342,346.

Funding for the project in this grant application is provided by the following apportionment years:

Section 5339(c) Low or No Emission, FFY 2022: $9,342,346 (TIP ID ALA190029; Original TIP Approval in Revision 2023-05, Federal Approval 04/28/2023, Current TIP Approval in Revision 2025-10, Updated Approval Date 05/09/2025)
Total FY22 Section 5339(c): $9,342,346
Overall grant funding:

Total Federal Funds: $9,342,346
Total Non-Federal Share:$1,546,536
Total Eligible Project Cost: $10,888,882
The non-Federal local share is sourced from the California Transportation Development Act (TDA) and California AB 664 Bridge Toll revenues.

The City of Union City Union City Transit is hereby submitting this grant application in support of the following capital, workforce development training and project support activities:
1) Bus Replacement
This grant applies $5,799,346 to bus replacements. Union City Transit will purchase seven (7) low-floor thirty-five foot (35) compressed natural gas (CNG) buses to replace seven (7) existing CNG buses that have met their useful life.
2) Depot Improvements
This grant applies $2,790,900 to facilitate upgrades to the Union City Public Works Maintenance Facility (Corporation Yard) where the buses are parked. Union City Transit is currently evaluating the needs of the Corporation Yard to support modern CNG vehicles since the last procurement was in 2016. 3) Workforce Development Training
This grant applies $92,000 to workforce development training. Union City Transit will purchase training modules from CNG bus manufacturer to train maintenance staff as well as provide operators with behindthe-wheel training to familiarize themselves with the new equipment before entering revenue service. 4) Workforce Development Equipment
This grant applies $280,100 to workforce development equipment. Union City Transit will purchase equipment to support the modern CNG buses based on recommendations from bus manufacturer training and behind-the-wheel training.
5) Project Management and Technical Support
This grant applies $380,000 to project management and technical support. Union City Transit will enlist the professional services of a qualified firm to assist with the evaluation of the Corporation Yard.

Research and Development: This award does not include research and development activities. 232 of 245
Indirect Costs: This award does not include an indirect cost rate.

Suballocation Funds: Recipient organization is directly allocated these funds and is eligible to apply for and receive these funds directly.

Pre-Award Authority: This award is using Pre-Award Authority.

Award Budget
Total Award Budget: $10,888,882.00
Amount of Federal Assistance Obligated for This FTA Action (in U.S. Dollars): $0.00 Amount of Non-Federal Funds Committed to This FTA Action (in U.S. Dollars): $0.00 Total FTA Amount Awarded and Obligated (in U.S. Dollars): $9,342,346.00 Total Non-Federal Funds Committed to the Overall Award (in U.S. Dollars): $1,546,536.00 Award Budget Control Totals
(The Budget includes the individual Project Budgets (Scopes and Activity Line Items) or as attached) Funding Source Section of Statute CFDA Number Amount
5339 – Low or No Emission Grants Competitive 5339-2 20526 $9,342,346 Local $1,546,536
Local/In-Kind $0
State $0
State/In-Kind $0
Other Federal $0
Transportation Development Credit $0
Adjustment $0
Total Eligible Cost $10,888,882
(The Transportation Development Credits are not added to the amount of the Total Award Budget.) U.S. Department of Labor Certification of Public Transportation Employee Protective Arrangements:

DOL Decision: DOL Concurs - Certified
DOL Review Date: 9/19/2025
DOL Certification Date: 9/19/2025
Special Conditions
There are no special conditions.
233 of 245

FINDINGS AND DETERMINATIONS
By signing this Award on behalf of FTA, I am making all the determinations and findings required by federal law and regulations before this Award may be made.

FTA AWARD OF THE GRANT AGREEMENT
Awarded By:

Ray Tellis
Regional Administrator

FEDERAL TRANSIT ADMINISTRATION
U.S. DEPARTMENT OF TRANSPORTATION
Contact Info: [email protected]
Award Date: 9/23/2025

EXECUTION OF THE GRANT AGREEMENT
Upon full execution of this Grant Agreement by the Recipient, the Effective Date will be the date FTA or the Federal Government awarded Federal assistance for this Grant Agreement.

By executing this Grant Agreement, the Recipient intends to enter into a legally binding agreement in which the Recipient:
(1) Affirms this FTA Award,
(2) Adopts and ratifies all of the following information it has submitted to FTA:
(a) Statements,
(b) Representations,
(c) Warranties,
(d) Covenants, and
(e) Materials,
(3) Consents to comply with the requirements of this FTA Award, and (4) Agrees to all terms and conditions set forth in this Grant Agreement.

Executed By:

Marilou Ayupan
Public Works Director

CITY OF UNION CITY
9/23/2025
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451 DISCOVERY DRIVE, LIVERMORE, CA 94551 | WWW.GILLIG.COM | 510.264.5000 December 9, 2025
Marilou Ayupan
Public Works Director
City of Union City
34009 Alvarado-Niles Rd.

Union City, CA 94587
Dear Marilou,
Thank you for your interest in purchasing (7) 35’ CNG Low Floor Buses by utilizing the State of WA DES Contract No. 06719-01.

Attached you will find the price variance/price summary that would pertain to your order. (7) 35’ CNG Low Floor Buses $915,221.00 each
This price is valid for 90 days and is FOB Union City, CA. Prices quoted include estimated CA State and local Sales Taxes and exclude any other taxes and license fees. The production start date of this order will begin within 18 – 24 months from receipt of purchase order.

The current Administration has recently placed substantial tariffs on goods imported into the United States, and there have been indications that additional or different tariffs may be imposed. Although we are actively working with our suppliers to determine the financial impact these tariffs may ultimately have on our material and production costs, we believe in some cases (bus configuration) it will add a significant cost to the bus price which GILLIG is unable to absorb. As a valued partner, you have our commitment and assurance that we will do everything possible to minimize the impact as we navigate this developing situation. However, contract modifications and price adjustments will likely be necessary to offset any cost increases due to these tariffs.

We thank you for this opportunity and appreciate your interest in GILLIG and our products. We at GILLIG look forward to building another order for Union City and in so doing, continuing to build our lasting partnership.

Working together, GILLIG is confident we can manage the tariff situation and continue to build and deliver the best transit buses in the industry along with the highest level of customer satisfaction.

Should you have any questions, please do not hesitate to contact me at (916) 201-4642.

Sincerely,
Richard Bissell
Richard Bissell
GILLIG Northwest Regional Sales Manager
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City Council Staff Report Page 1 of 3 December 16, 2025 Staff Report
Agenda Item No. 4.9
DATE: December 16, 2025
TO: Honorable Mayor and Members of the City Council
FROM: Joan Malloy, City Manager
SUBJECT: Adopt a Resolution Accepting Completion of the Annual Sidewalk, Curb & Gutter, and Ramp Repair Project, City Project No. 25-03, and Approving the Application of $36,422 in Budget Savings in an Equally Proportional Discount to Each Property Owner’s Portion of the Cost of Construction

EXECUTIVE SUMMARY
Staff recommends that the City Council adopt a resolution accepting the Annual Sidewalk, Curb & Gutter (C&G), and Ramp Repair Project, City Project No. 25-03, including authorizing the release of the retention payment, in the amount of $30,576.12, to Rosas Brothers Construction, and approving $36,422 in budget savings in an equally proportional discount to each property owner’s portion of the cost of construction.

STRATEGIC PLAN ALIGNMENT
This agenda item is aligned with the following:

Goal D, Strategy 2: Environmental Sustainability and Infrastructure – Implement the City’s capital improvement plan.

BACKGROUND
On August 12, 2025, the City Council adopted Resolution No. 2025-116, awarding a construction contract to Rosas Brothers Construction, in the amount of $539,954, and approving a construction budget, with contingency, in the amount of $647,945, for the Annual Sidewalk, C&G, and Ramp Repair Project, City Project No. 25-03. The contractor has completed the project in accordance with the project plans and specifications.

DISCUSSION
The project scope included making improvements at approximately 114 locations citywide, all of which were in front of private property. The project work comprised repairing uplifted or damaged sidewalks and curbs & gutters, upgrading ramps, and removing trees that were uplifting sidewalks throughout the City. The locations were 236 of 245
Agenda Item No. 4.9
City Council Staff Report Page 2 of 3 December 16, 2025 determined by onsite inspections that showed sidewalks had been lifted due to tree roots or in response to resident inquiries about sidewalk conditions.

The project was substantially completed in November 2025, and all final project punchlist items have now been resolved with the contractor. The final construction cost for the project is $611,523. This includes a $71,569 change order that was issued to reimburse the contractor for work outside the original scope, including additional sidewalk, curb, and gutter replacement.

Approved Construction Budget with Contingency $647,945
Construction Contract Baseline Costs $539,954
Change Order #1 $71,569
Actual Project Cost $611,523
Amount Under Budget $36,422
The project has an approved Capital Improvement Program (CIP) budget of $700,000 in the approved Five-Year Capital Improvement Plan for Fiscal Years 2025-2026 to 2029- 2030, funded by a combination of State Gas Tax Funds, SB 1 Road Maintenance & Rehab Funds, and Measure BB Bike & Pedestrian Funds. The total project cost for the Annual Sidewalk, C&G, and Ramp Repair Project, City Project No. 25-03, of $611,523, brings the total project cost in at $36,422 below this approved budget amount.

The City portion of the construction contract includes tree and stump removal, curb & gutter repairs, and ramp upgrades. The City portion of the contract costs is estimated to be $277,776. The remaining portion of the contract costs is the responsibility of the property owners (sidewalk repair, driveway repair, and landscape strip paver removal) and is estimated at $333,747.

Due to the unprecedented economic environment and rising material and labor costs, project costs were 75% higher than when this project was last completed in 2022. The table below illustrates the dramatic cost increases incurred. Throughout this project, City staff received over 35 phone calls and emails from residents reporting financial hardship in covering their portion of the repair costs. Almost 50% of residents are expected to pay an average cost share of nearly $1,890 for their portion, up from $1,080 three years ago.

City Project 20-03
(Completed: 2022)
City Project 25-03
(Completed: 2025)
Project to Project
Cost Increase
Total Contract Cost $327,500 $611,523 -
Private Locations 93 114 -
Sidewalk Replacement Cost per
Square Foot $16.82 /sf $30.00 /sf +78%
Average Homeowner Portion $1,080 $1,890 +75%
237 of 245
Agenda Item No. 4.9
City Council Staff Report Page 2 of 3 December 16, 2025 238 of 245
Agenda Item No. 4.9
City Council Staff Report Page 3 of 3 December 16, 2025 To better serve the affected Union City residents, staff has extended the monthly payment option from twelve (12) months to eighteen (18) months to lower each resident’s monthly payment amount for their portion of the cost. To further mitigate the stress of the inflated costs, staff recommends that the City Council authorize the use of the remaining project balance, in the amount of $36,422, to lower each property owner’s portion of the construction costs by an equally proportional percentage.

Making the payments more manageable is in the best interest of both the property owners and the City. The City’s efforts to make payments more affordable for residents will help prevent account defaults. When defaults occur, this results in liens on the properties and also reduces funds available for future sidewalk replacement and maintenance projects.

By making payments more manageable, the City will help ensure that reimbursements from property owners are made and available for future projects.

FISCAL IMPACT
This project is funded by a combination of State Gas Tax funds (Fund 250), SB 1 Road Maintenance & Rehabilitation funds (Fund 251), and Measure BB Bike & Pedestrian funds (Fund 267), totaling $611,523. The overall construction cost is within the final project budget, and there are sufficient funds to proceed with the project. If the City Council authorizes staff to provide a $36,422 equally portioned reduction to the affected Union City property owners, the result will be that the City will pay a larger portion ($36,422 more) of the total project costs.

RECOMMENDATION
Staff recommends that the City Council adopt a resolution:

1. Accepting the Annual Sidewalk, Curb & Gutter, and Ramp Repair Project, City Project No. 25-03; and

2. Authorizing the release of the retention payment, in the amount of $30,576.12, to Rosas Brothers Construction; and

3. Approving the application of the $36,422 budget savings in an equally proportional discount to each property owner’s portion of the cost of construction.

Prepared by: Carly Kasper, Civil Engineer I
Submitted by: Marilou Ayupan, Public Works Director
Attachments

1. Draft Resolution

2. Exhibit A – Certificate of Completion

3. Exhibit B – Notice of Completion and Notice of Acceptance 239 of 245
RESOLUTION NO. 2025-XXX

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF UNION CITY

ACCEPTING COMPLETION OF THE ANNUAL SIDEWALK, CURB &
GUTTER, AND RAMP REPAIR PROJECT, CITY PROJECT NO. 25-03 AND APPROVING THE APPLICATION $36,422 IN BUDGET SAVINGS

IN AN EQUALLY PROPORTIONAL DISCOUNT TO EACH PROPERTY
OWNER’S PORTION OF THE COST OF CONSTRUCTION
WHEREAS, on August 12, 2025, the City Council adopted Resolution No. 2025- 116, awarding a construction contract to Rosas Brothers Construction, in the amount of $539,954, and approving a construction budget, with contingency, in the amount of $647,945, for the Annual Sidewalk, Curb & Gutter (C&G), and Ramp Repair Project, City Project No. 25-03; and
WHEREAS, the contractor has completed the project in accordance with the project plans and specifications (Exhibit A); and
WHEREAS, the project scope included making improvements at approximately 117 locations citywide, all of which were in front of private property, work comprising repairing uplifted or damaged sidewalks and curbs & gutters, upgrading ramps, and removing trees uplifting sidewalks throughout the City (Exhibit B); and WHEREAS, the project was substantially completed in November 2025, and all final project punch-list items have now been resolved with the contractor; and WHEREAS, this project is funded by a combination of State Gas Tax funds (Fund 250), SB 1 Road Maintenance & Rehabilitation funds (Fund 251), and Measure BB Bike & Pedestrian funds (Fund 267), totaling $611,523, which is within the final project construction budget for the action of accepting the project, with a remaining project balance of $36,422; and
WHEREAS, the City portion of the construction contract includes tree and stump removal, curb and gutter repairs, and ramp upgrades, with costs estimated to be $277,776, and the remaining portion of the contract costs are the responsibility of the property owners (sidewalk repair, driveway repair, and landscape strip paver removal) and are estimated to be $333,747; and
WHEREAS, due to the unprecedented economic environment and rising material and labor costs, project costs were 75% higher than when this project was last completed in 2022, and throughout the duration of this project, City staff received over 35 phone calls and emails from residents expressing financial hardship in being able to cover their portion of the repair work; and
WHEREAS, to better serve the affected Union City residents, staff has extended the monthly payment option from twelve (12) months to eighteen (18) months to lower each resident’s monthly payment amount for their portion of the cost and recommends that the City Council authorize the City Manager to allow the use the remaining project balance, in the amount of $36,422, to reduce the costs for affected residents; and WHEREAS, the proposed discount on the resident portion of the construction costs for affected Union City residents will be funded by the City, with the remaining 240 of 245
Resolution No. 2025-XXX
Accept Annual Sidewalk, C&G, and Ramp Repair Project

project balance of $36,422, to be applied in equal proportion to affected resident accounts. Essentially, the City will now pay $314,198 ($277,776 + $36,422) as its share of the project costs, and the Union City residents will pay $297,325 ($333,747 - $36,422).

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Union City hereby accepts the Annual Sidewalk, Curb & Gutter, and Ramp Repair Project, City Project No. 25-03.

BE IT FURTHER RESOLVED that the City Council of the City of Union City hereby authorizes the City to make a final retention payment, in the amount of $30,576.12, to Rosas Brothers Construction for the completion of improvements of City Project No. 25- 03 in accordance with the plans and specifications on file at the Office of the Public Works Director.

BE IT FURTHER RESOLVED that the City Council of the City of Union City hereby authorizes the City Manager to apply an equally proportional discount on the property owner portion of the construction costs for affected Union City residents from the remaining project balance of $36,422.

PASSED, APPROVED, AND ADOPTED by the City Council of the City of Union City at a special meeting held on December 16, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

APPROVED:

GARY SINGH
Mayor
ATTESTED: APPROVED AS TO FORM:

THAI NAM N. PHAM
City Clerk
KRISTOPHER J. KOKOTAYLO
City Attorney
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Resolution No. 2025-XXX
Accept Annual Sidewalk, C&G, and Ramp Repair Project

Attachments:

1. Exhibit A – Certificate of Completion

2. Exhibit B – Notice of Completion and Notice of Acceptance 242 of 245

CERTIFICATE OF COMPLETION
(Sec. 4005 Government Code)
TITLE: ANNUAL SIDEWALK, C&G, AND RAMP REPAIR PROJECT, CITY PROJECT NO. 25-03
I, MARILOU AYUPAN, Public Works Director of the City of Union City, County of Alameda, State of California, do hereby certify as follows:
a. That the project consisted of repairing uplifted or damaged sidewalks and curbs & gutters, upgrading ramps, and removal of trees uplifting sidewalks throughout the City. The locations were determined by onsite inspections that showed sidewalks have been lifted due to tree roots or in response to resident inquiries about sidewalk conditions and other related work indicated and required by the plans and standard specifications; and
b. That the contract agreement was awarded by staff on August 12, 2025, in the amount of $539,954; and
c. That the adopted and approved plans and specifications have been changed in the following respects:

CCO # CONTRACT CHANGE DESCRIPTION AMOUNT
Project Total Invoiced $ 539,954.00
1 Change in materials and installation $ 71,569.00
Total Construction Contract Cost to City $ 611,523.00
d. That the work performed has been done in accordance with such plans and specifications.
e. That Rosas Brothers Construction., performed the work at a total cost of $611,523, including the above noted contract change description.
f. That the Final retention amount of $30,576.12 will be released after 35 days from the project’s acceptance.

Dated: ___________________________________
MARILOU AYUPAN, P.E.

PUBLIC WORKS DIRECTOR
243 of 245
[Rev. 02/23/09]
(THIS SPACE FOR RECORDER’S USE ONLY)

NOTICE OF COMPLETION

AND NOTICE OF ACCEPTANCE
General Contract or Assessment Proceedings
TITLE: ANNUAL SIDEWALK, C&G, AND RAMP REPAIR PROJECT, CITY PROJECT NO. 25-03
NOTICE IS HEREBY GIVEN that I, MARILOU AYUPAN, as Public Works Director of the City of Union City, County of Alameda, California, on the 9th day of December, 2025, did file with the Department of Public Works of said City, the Certificate of Completion of the following described work, the contract for which was heretofore awarded to Rosas Brothers Construction, of Oakland, CA, and entered into on August 12, 2025, in accordance with the specifications for said work filed with said Department of Public Works and adopted by the Public Works Director of said City.

That said repairs to sidewalks and curbs & gutters, upgraded ramps, and tree removals were accepted by the Public Works Director of the City of Union City on the 9th day of December, 2025, and that the name of the surety on the Contractor's bond for labor and materials on said contract is United Fire & Casualty Company.

That the following work has been completed: 2025 Sidewalk Curb & Gutter Replacement Project, consisting of repairing uplifted or damaged sidewalks and curbs & gutters, upgrading ramps, and removal of trees uplifting sidewalks throughout the City. The locations were determined by onsite inspections that showed sidewalks have been lifted due to tree roots or in response to resident inquiries about sidewalk conditions and other related work indicated and required by the plans and standard specifications.

PLEASE COMPLETE THIS

INFORMATION
RECORDING REQUESTED BY:

The City of Union City
And is Exempt from Fee
Per Government Code
Sections 6103 and 27383
WHEN RECORDED MAIL TO:

The City Engineer
The City of Union City
34009 Alvarado-Niles Road
Union City, CA 94587
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Dated: , 2025. ___________________________________

MARILOU AYUPAN

PUBLIC WORKS DIRECTOR
THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION (GOVT. CODE 27361.6 )

STATE OF CALIFORNIA )
)

COUNTY OF ALAMEDA )
MARILOU AYUPAN, being first duly sworn, deposes and says:

That she is the duly appointed Public Works Director of the City of Union City, California; that she has read the foregoing Notice of Completion and Notice of Acceptance and knows the contents thereof, and that the same is true of her own knowledge except as to the matters therein stated on her own information and belief, and as to those matters that she believes to be true.
___________________________________

MARILOU AYUPAN

PUBLIC WORKS DIRECTOR
Subscribed and sworn to before me
this day of __________, 2025.
____________________________________________
Notary Public in and for the City of Union City,
County of Alameda, State of California
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