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HomeMy WebLinkAbout05.25.22@600 Regular CCWednesday, May 25, 2022 6:00 PM City of South San Francisco P.O. Box 711 South San Francisco, CA TELECONFERENCE MEETING Zoom Link: https://ssf-net.zoom.us/j/82916358207 City Council Regular Meeting Agenda 1 May 25, 2022City Council Regular Meeting Agenda TELECONFERENCE MEETING NOTICE The purpose of conducting the meeting as described in this notice is to provide the safest environment for staff and the public while allowing for public participation. Councilmembers Coleman, Flores and Addiego, Vice Mayor Nicolas and Mayor Nagales and essential City staff will participate via Teleconference. Pursuant to Ralph M. Brown Act, Government Code Section 54953, all votes shall be by roll call due to council members participating by teleconference. The City Council will meet by teleconference, consistent with the Brown Act as amended by AB 361 (2021). Under the amended rules, the City will not provide a physical location for members of the public to participate in the teleconference meeting. American Disability Act: The City Clerk will provide materials in appropriate alternative formats to comply with the Americans with Disabilities Act. Please send a written request to City Clerk Rosa Govea Acosta at 400 Grand Avenue, South San Francisco, CA 94080, or email at all-cc@ssf.net. Include your name, address, phone number, a brief description of the requested materials, and preferred alternative format service at least 72-hours before the meeting. Accommodations: Individuals who require special assistance of a disability -related modification or accommodation to participate in the meeting, including Interpretation Services, should contact the Office of the City Clerk by email at all-cc@ssf.net, 72-hours before the meeting. Notification in advance of the meeting will enable the City of South San Francisco to make reasonable arrangements to ensure accessibility to the meeting. Page 2 City of South San Francisco Printed on 5/26/2022 2 May 25, 2022City Council Regular Meeting Agenda ZOOM LINK BELOW -NO REGISTRATION REQUIRED Join Zoom meeting https://ssf-net.zoom.us/j/82916358207 (Enter your email and name) Join by One Tap Mobile : US: +16699006833,,82916358207# or +13462487799,,82916358207# Join by Telephone: Dial (for higher quality, dial a number based on your current location): US: +1 346 248 7799 or +1 669 900 6833 or 833 548 0276 (Toll Free) Webinar ID: 829 1635 8207 How to observe the Meeting (no public comment): 1) Local cable channel: Astound, Channel 26, Comcast, Channel 27, or AT&T, Channel 99 2) https://www.ssf.net/government/city-council/video-streaming-city-and-council-meetings/city-council How to submit written Public Comment before the City Council Meeting: Members of the public are encouraged to submit public comments in writing in advance of the meeting via the eComment tab by 4:00 p.m. on the meeting date. Use the eComment portal by clicking on the following link : https://ci-ssf-ca.granicusideas.com/meetings or by visiting the City Council meeting's agenda page. eComments are also directly sent to the iLegislate application used by City Council and staff. How to provide Public Comment during the City Council Meeting: 1) By Phone: (669) 900-6833. Webinar ID is 829 1635 8207. Click *9 to raise a hand to speak. Click *6 to unmute when called. By One tap mobile: US: +16699006833,,82916358207# or +13462487799,,82916358207# 2) Online at: https://ssf-net.zoom.us/j/82916358207 a. Enter an email address and name. The name will be visible online and will be used to notify you that it is your turn to speak. b. When the Clerk calls for the item on which you wish to speak, click on "raise hand." Speakers will be notified shortly before they are called to speak. c. When called, please limit your remarks to the time limit allotted. Page 3 City of South San Francisco Printed on 5/26/2022 3 May 25, 2022City Council Regular Meeting Agenda PEOPLE OF SOUTH SAN FRANCISCO The City Council's regular meetings are held on the second and fourth Wednesday of each month at 6:00 p.m. MARK NAGALES, Mayor (District 2) BUENAFLOR NICOLAS, Vice Mayor (At-Large) JAMES COLEMAN, Councilmember (District 4) EDDIE FLORES, Councilmember (At-Large) MARK ADDIEGO, Councilmember (At-Large) ROSA GOVEA ACOSTA, City Clerk FRANK RISSO, City Treasurer MIKE FUTRELL, City Manager SKY WOODRUFF, City Attorney In accordance with California Government Code Section 54957.5, any writing or document that is a public record, relates to an open session agenda item, and is distributed less than 72 hours prior to a regular meeting will be made available for public inspection in the City Clerk’s Office located at City Hall. If, however, the document or writing is not distributed until the regular meeting to which it relates, then the document or writing will be made available to the public at the location of the meeting, as listed on this agenda. The address of City Hall is 400 Grand Avenue, South San Francisco, California 94080. Page 4 City of South San Francisco Printed on 5/26/2022 4 May 25, 2022City Council Regular Meeting Agenda CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE AGENDA REVIEW ANNOUNCEMENTS FROM STAFF PRESENTATIONS Presentation of a Certificate of Recognition to Celeste Esguerra and Nadine Macapagal, students at El Camino High School, as the 2022 Jack Drago Cultural Arts Commission Youth Art Scholarship Award Recipients. (Mark Nagales, Mayor) 1. Presentation recognizing Acting Recreation Manager, Kelli Jo Cullinan, for her receipt of the California Parks and Recreation Society (CPRS) District IV Distinguished Professional Award, and for her over 30 years of service to the City of South San Francisco. (Greg Mediati, Director of Parks and Recreation) 2. Proclamation recognizing May 2022 as Older Americans Month. (Mark Nagales, Mayor) 3. PUBLIC COMMENTS Comments received by the deadline will be included as part of the meeting record but will not be read aloud during the meeting. The Public Comment portion of the meeting is reserved for persons wishing to address the Council on any matter NOT on the agenda. Comments on agenda items will be taken when that item is called. If joining the conference by phone you may raise your hand by dialing *9 and *6 to unmute. State law prevents Council from responding to public comments or taking action on matters not on the agenda . The Council may refer comments to staff for follow -up. Speakers are limited to three minutes. If there appears to be a large number of speakers, the Mayor may reduce speaking time to limit the total amount of time for public comments (Gov. Code sec. 54954.3.(b)(1).). Speakers that are not in compliance with the City Council's rules of decorum will be muted. COUNCIL COMMENTS/REQUESTS Page 5 City of South San Francisco Printed on 5/26/2022 5 May 25, 2022City Council Regular Meeting Agenda CONSENT CALENDAR Motion to approve the Minutes for the meetings of April 25, 2022, April 27, 2022, and May 11, 2022. 4. Report regarding a resolution approving a First Amendment with Flatiron West (Flatiron) of Benicia, California, for the Wet Weather and Digester Improvements Project (CIP Project No. ss1301) (Brian Schumacker, Plant Superintendent) 5. Resolution approving a First Amendment to the agreement with Flatiron West (Flatiron) of Benicia, California, increasing the not-to-exceed (NTE) amount to $53,780,936 for the Wet Weather and Digester Improvements Project (CIP Project No. ss1301) and authorizing the City Manager to execute said amendment. 5a. Report regarding a resolution authorizing the acceptance of $100,000 from the California State Library to support Community Learning Center’s Out of School Time Program and approving Budget Amendment 22.068. (Valerie Sommer, Library Director) 6. Resolution authorizing the acceptance of $100,000 from the California State Library to support Community Learning Center’s Out of School Time Program and approving Budget Amendment 22.068. 6a. Report regarding adoption of a resolution appropriating an additional $325,000 towards the Façade and Tenant Improvement Grant Program with Budget Amendment Number 22.069. (Ernesto Lucero, Acting Deputy Director, Economic and Community Development Department) 7. Resolution appropriating an additional $325,000 from the City General Fund Infrastructure Reserves towards the Façade and Tenant Improvement Grant Program, with Budget Amendment #22.069. 7a. ADMINISTRATIVE BUSINESS Presentation on the Tentatively Selected Plan for the Water Quality Control Plant Sea Level Rise Protection Project. (Jason Hallare, Senior Civil Engineer, City of South San Francisco and Robert Grimes, Regional Economist, United States Army Corps of Engineers) 8. Report regarding a resolution approving a two-year professional services agreement with Flock Safety for the service and installation of twenty-eight automated license plate recognition cameras in the amount not to exceed $164,780 and authorizing the City Manager to execute the agreement. (Scott Campbell, Police Chief and Maryjo Nuñez, Lead for America Fellow, City Manager’s Office) 9. Page 6 City of South San Francisco Printed on 5/26/2022 6 May 25, 2022City Council Regular Meeting Agenda Resolution approving a two-year professional services agreement with Flock Safety for the service and installation of twenty-eight automated license plate recognition cameras in the amount not to exceed $164,780 and authorizing the City Manager to execute the agreement. 9a. Report regarding adoption of a resolution awarding a construction contract to CF Contracting, Inc. for the Grand Avenue and Airport Boulevard Streetscape Improvements Project (No. st1801, Bid No. 2657) in an amount not to exceed $3,188,285, authorizing a total construction contract authority budget of $3,825,942. (Jeffrey Chou, Associate Civil Engineer) 10. Resolution awarding a construction contract to CF Contracting, Inc. of San Francisco, California for the Grand Avenue and Airport Boulevard Streetscape Improvements Project (No. ST1801, Bid No. 2657) in an amount not to exceed $3,188,285, authorizing a total construction contract authority budget of $3,825,942, and authorizing the City Manager to execute the agreement on behalf of the City. 10a. ITEMS FROM COUNCIL – COMMITTEE REPORTS AND ANNOUNCEMENTS CLOSED SESSION Conference with Labor Negotiators (Pursuant to Government Code Section 54957.6) Agency designated representatives: Mike Futrell, City Manager; Leah Lockhart, Director of Human Resources, Donna Williamson and Lisa Charbonneau, Liebert Cassidy Whitmore Employee organizations: AFSCME Local 829, IUOE Local 39, IAFF Local 1507, Police Association, Public Safety Managers, Teamsters Local 856 – Confidential, Teamsters Local 856 – Mid-management Unrepresented employees: Executive Management 11. ADJOURNMENT Page 7 City of South San Francisco Printed on 5/26/2022 7 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-419 Agenda Date:5/25/2022 Version:1 Item #:1. Presentation of a Certificate of Recognition to Celeste Esguerra and Nadine Macapagal, students at El Camino High School, as the 2022 Jack Drago Cultural Arts Commission Youth Art Scholarship Award Recipients. (Mark Nagales, Mayor) City of South San Francisco Printed on 5/20/2022Page 1 of 1 powered by Legistar™8 Jack Drago Cultural Arts Commission Youth Art Scholarship 2022 El Camino High School Awardee Nadine Macapagal 9 Nadine Macapagal Future Goal: To encourage more Asian representation within design, and to use her talents to inspire other girls like herself. Preferred medium: Digital art Intimacy 10 Nadine Macapagal Window graphic commission at 635 Davis Street in San Francisco Intimacy 1 11 Jack Drago Cultural Arts Commission Youth Art Scholarship 2022 El Camino High School Awardee Celeste Esguerra 12 Celeste Esguerra Preferred medium: Acrylic paint on canvas & Digital art Future Goal: Her journey toward creative collaborations and artistic opportunities that will expand her imagination and creativity. Jackie Robinson Portrait Digital Illustration 13 Celeste Esguerra Ink 1 Billie Holiday Digital Illustration 14 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-420 Agenda Date:5/25/2022 Version:1 Item #:2. Presentation recognizing Acting Recreation Manager, Kelli Jo Cullinan, for her receipt of the California Parks and Recreation Society (CPRS) District IV Distinguished Professional Award, and for her over 30 years of service to the City of South San Francisco. (Greg Mediati, Director of Parks and Recreation) City of South San Francisco Printed on 5/20/2022Page 1 of 1 powered by Legistar™15 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-437 Agenda Date:5/25/2022 Version:1 Item #:3. Proclamation recognizing May 2022 as Older Americans Month.(Mark Nagales, Mayor) City of South San Francisco Printed on 5/20/2022Page 1 of 1 powered by Legistar™16 Dated: May 25, 2022 RECOGNITION OF MAY AS OLDER AMERICANS MONTH May 25, 2022 WHEREAS, the City of South San Francisco includes a growing number of older Americans who contribute their strength, wisdom, and experience to our community; and WHEREAS, communities benefit when people of all ages, abilities, and backgrounds are welcomed, included, and supported; and WHEREAS, the City of South San Francisco recognizes our need to create a community that provides the services and supports older Americans need to thrive and live independently for as long as possible; and WHEREAS, the City of South San Francisco can work to build an even better community for our older residents by: • Planning programs that encourage independence. • Ensuring activities are responsive to individual needs and preferences. • Increasing access to services that support aging in place. WHEREAS, the South San Francisco Parks and Recreation Department’s Senior Services Program offers an essential service to older adults and their families by serving as a central resource and referral hub, providing care to frail and/or impaired older adults with disabilities through the Adult Day Care program at the Roberta Cerri Teglia Center, and offering a wide variety of recreational and educational programs and activities. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of South San Francisco does hereby proclaim May 2022 to be Older Americans Month. We urge every resident to recognize the contributions of our older citizens, help to create an inclusive society, and join efforts to support older Americans’ choices about how they age in their communities. ________________________________ Mark Nagales, Mayor ________________________________ Buenaflor Nicolas, Vice Mayor ________________________________ Mark Addiego, Councilmember ________________________________ James Coleman, Councilmember ________________________________ Eddie Flores, Councilmember 17 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-430 Agenda Date:5/25/2022 Version:1 Item #:4. Motion to approve the Minutes for the meetings of April 25, 2022, April 27, 2022, and May 11, 2022. City of South San Francisco Printed on 5/26/2022Page 1 of 1 powered by Legistar™18 CALL TO ORDER Mayor Nagales called the meeting to order at 6:01 p.m. ROLL CALL Councilmembers Coleman, Flores, Addiego, Vice Mayor Nicolas, and Mayor Nagales. AGENDA REVIEW City Clerk Acosta advised there was a change to the ballot for the selection of four candidates. REMOTE PUBLIC COMMENTS – comments are limited to items on the Special Meeting Agenda. None. ADMINISTRATIVE BUSINESS 1. Report regarding Board and Commission interviews and appointments to the Conference Center Authority, Equity and Public Safety Commission, Housing Authority Tenant Commission, and the Traffic Safety Commission. (Rosa Govea Acosta, City Clerk). a. Interview Applicants for Multiple Positions: 6:10 p.m. Don Amuzie (Interviewed at 7:42 p.m.) 6:20 p.m. Christopher Carey (Interviewed at 6:20 p.m.) 6:30 p.m. Poh Lim (Interviewed at 6:36 p.m.) 6:40 p.m. Mauricio Flores Hernandez (Interviewed at 6:49 p.m.) 6:50 p.m. Arnel Junio (Interviewed at 7:06 p.m.) Council interviewed applicants Amuzie, Carey, Lim, Flores Hernandez, and Junio. b. Interview Applicants for Conference Center Authority Business Representative: 7:00 p.m. Francois Camou (Interviewed at 7:22 p.m.) 7:10 p.m. Iyad Shihadeh (Interviewed at 7:30 p.m.) 7:20 p.m. Break Council interviewed applicants Camou and Shihadeh. MINUTES SPECIAL MEETING CITY COUNCIL CITY OF SOUTH SAN FRANCISCO MONDAY, APRIL 25, 2022 6:00 p.m. Teleconference via Zoom The City Council may meet by teleconference, consistent with the Brown Act as amended by AB 361 (2021. Under the amended rules, the City will not provide a physical location for members of the public to participate in the teleconference meeting. 19 SPECIAL CITY COUNCIL MEETING APRIL 25, 2022 MINUTES PAGE 2 c. Interview Applicants for Conference Center Authority Community Representative: 7:30 p.m. Shila Narottam (Interviewed at 7:59 p.m.) 7:40 p.m. Faaliliu Tagata (Interviewed at 8:07 p.m.) 7:50 p.m. Reena Maharaj (Interviewed at 8:30 p.m.) 8:00 p.m. Sabrina DeBattista (Interviewed at 8:23 p.m.) 8:10 p.m. Lydia Pomposo (Interviewed at 8:40 p.m.) 8:20 p.m. Jericko Gonzalez (No show) Council interviewed applicants Narottam, Tagata, Maharaj, DeBattista, and Pomposo. Applicant Gonzalez did not show up to interview. d. Discussion and consideration of appointment of applicants to the Conference Center Authority Community and Business Representative. Council may appoint three (4) applicants to a term expiring April 25, 2026. Applicants: Amuzie, Carey, Camou, DeBattista, Gonzalez, Hernandez, Lim, Maharaj, Narottam, Pomposo, Shihadeh and Tagata. After discussion and voting, Council appointed Applicants Camou, Narottam, Maharj, and Shihadeh to the Conference Center Authority. Motion− Councilmember Addiego/Second− Vice Mayor Nicolas to appoint Francois Camou, Shila Narottam, Reena Maharaj, and Iyad Shihadeh to the Conference Center Authority for a term expiring April 25, 2026. Unanimously approved by roll call vote. ADJOURNMENT Being no further business, Mayor Nagales adjourned the meeting at 9:00 p.m. Respectfully submitted by: Approved: Gabriel Rodriguez Mark Nagales Deputy City Clerk Mayor Approved: / / 20 CALL TO ORDER Mayor Nagales called the meeting to order at 4:00 p.m. ROLL CALL Councilmembers Coleman, Flores, Addiego, Vice Mayor Nicolas, and Mayor Nagales. AGENDA REVIEW None. REMOTE PUBLIC COMMENTS – comments are limited to items on the Special Meeting Agenda. None. ADMINISTRATIVE BUSINESS 1. Report regarding Board and Commission interviews and appointments to the Equity and Public Safety Commission, Housing Authority Tenant Commission, and the Traffic Safety Commission. (Rosa Govea Acosta, City Clerk) a. Interview Applicants for Equity and Public Safety Commission: 4:10 p.m. Jasmin Flores (Interviewed at 4:03 p.m.) 4:20 p.m. Monita Sharma (Interviewed at 4:14 p.m.) 4:30 p.m. Lyman Chao (Interviewed at 4:26 p.m.) 4:40 p.m. Nancy Garcia (Interviewed at 4:37 p.m.) Council interviewed applicants Flores, Sharma, Chao, and Garcia. b. Interview Applicants for Housing Authority Tenant Commission: 4:50 p.m. John Rivas Berrios (Interviewed at 4:52 p.m.) 5:00 p.m. Lisa Trujillo (No show) Council interviewed applicant Rivas Berrios. Applicant Trujillo did not show up to the interview. MINUTES SPECIAL MEETING CITY COUNCIL CITY OF SOUTH SAN FRANCISCO WEDNESDAY, APRIL 27, 2022 4:00 p.m. Teleconference via Zoom The City Council may meet by teleconference, consistent with the Brown Act as amended by AB 361 (2021. Under the amended rules, the City will not provide a physical location for members of the public to participate in the teleconference meeting. 21 SPECIAL CITY COUNCIL MEETING APRIL 27, 2022 MINUTES PAGE 2 c. Interview Applicants for Traffic Safety Commission: 5:10 p.m. Ruben Martin (No show) 5:20 p.m. David Carbone (Interviewed at 5:10 p.m.) 5:30 p.m. Krystle Cansino (Interviewed at 5:23 p.m.) Council interviewed applicants Carbone and Cansino. Applicant Martin did not show up to the interview. d. Discussion and consideration of appointment of applicants to the Equity and Public Safety Commission. Council may appoint two (2) applicants to a term expiring April 25, 2024 or April 25, 2026. Applicants: Chao, Flores, Garcia, Hernandez, Junio, Lim, and Sharma. After discussion and voting, Council appointed Applicants Flores and Garcia to the Equity and Public Safety Commission. Motion− Councilmember Addiego/Second− Councilmember Coleman to appoint Flores and Garcia to the Equity and Public Safety Commission for a term expiring April 27, 2026, and April 27, 2024, respectively. Unanimously approved by roll call vote. e. Discussion and consideration of appointment of applicants to the Housing Authority Tenant Commission. Council may appoint one (1) applicant to a term expiring April 25, 2024. Applicants: Rivas Berrios and Trujillo. After discussion and voting, Council appointed Applicant Rivas Berrios to the Housing Authority Tenant Commission. Motion− Councilmember Addiego/Second− Vice Mayor Nicolas to appoint Rivas Berrios to the Housing Authority Tenant Commission for a term expiring April 25, 2025. Unanimously approved by roll call vote. f. Discussion and consideration of appointment of applicants to the Traffic Safety Commission. Council may appoint one (1) applicant to a term expiring December 31, 2023. Applicants: Amuzie, Cansino, Carbone, Carey, Hernandez, Junio, Lim, and Martin. After discussion and voting, Council appointed Applicant Carbone to the Traffic Safety Commission. Motion− Councilmember Addiego/Second− Councilmember Flores to appoint Carbone to the Traffic Safety Commission for a term expiring December 31, 2023. Unanimously approved by roll call vote. ADJOURNMENT Being no further business, Mayor Nagales adjourned the meeting at 5:53 p.m. 22 SPECIAL CITY COUNCIL MEETING APRIL 27, 2022 MINUTES PAGE 3 Respectfully submitted by: Approved: Gabriel Rodriguez Mark Nagales Deputy City Clerk Mayor Approved: / / 23 CALL TO ORDER Mayor Nagales called the meeting to order at 6:00 p.m. ROLL CALL Councilmember Addiego, present in Council Chambers Councilmember Coleman, present in Council Chambers Councilmember Flores, present in Council Chambers Vice Mayor Nicolas, present in Council Chambers Mayor Nagales, present in Council Chambers PLEDGE OF ALLEGIANCE Mayor Nagales led the pledge. AGENDA REVIEW No changes. ANNOUNCEMENTS FROM STAFF None. PRESENTATIONS 1. Proclamation recognizing May as Mental Health Awareness Month. (Mark Nagales, Mayor) Councilmember Flores read a proclamation recognizing May as mental health month. Mika Celli accepted the proclamation and thanked Council for the support and recognition to the South San Francisco community. 2. Proclamation recognizing Asian American, Native Hawaiian, and Pacific Islander Heritage Month. (Mark Nagales, Mayor) Mayor Nagales, Vice Mayor Nicolas, and Councilmember Coleman read into the record a proclamation recognizing Asian American, native Hawaiian and Pacific Islander Heritage month. Parks and Recreation Commissioner Bill Lock accepted the proclamation and thanked the Council for their recognition. MINUTES REGULAR MEETING CITY COUNCIL CITY OF SOUTH SAN FRANCISCO WEDNESDAY, MAY 11, 2022 6:00 p.m. Hybrid In-Person/Virtual via Zoom Municipal Services Building 33 Arroyo Drive, South San Francisco The City Council may meet by teleconference, consistent with the Brown Act as amended by AB 361 (2021. Under the amended rules, the City will not provide a physical location for members of the public to participate in the teleconference meeting. 24 REGULAR CITY COUNCIL MEETING MAY 11, 2022 MINUTES PAGE 2 PUBLIC COMMENTS The following individuals provided public comment: In-Person: • Josue Gonzalez • Donald Louie • Tom Carney • Alan Patrick • Steve Vallans • Rebecca Hernandez Arcilla • Ben Valdez • Nate Pisani • Ryan Shannon • Anders Chippindale • Martin Pinol • Benita Chrisman • Erika Young • Kristin Pierotti • Bobby Ingersoll • Rod Palmquist • Mike Kilmartin Via Zoom: • Marissa Jordan – AFSCME • Tristan Kent – AFSCME • Kathryn Alexander – AFSCME • Stacy Lein – AFSCME • Brian Brunelli • Ronald Montecinos • Rosalie Calvo – AFSCME • Lisa - AFSCME Members of the City Council acknowledged and thanked the community for their active participation. While the Council cannot respond to public comments, they indicated that they would consider the feedback and comments received when having further discussions with staff. COUNCIL COMMENTS Councilmember Addiego attended the 34th Women's Hall of Fame, inducting Supervisor Carole Groom, Manufou Liaiga-Anoa'i, Rowena Poti-Meafua, and Young Woman of Excellence Eva Chen. He congratulated the recipients and acknowledged South San Francisco resident Rowena Poti-Meafua for her numerous contributions to the community. He requested to adjourn the meeting in memory of Norman Mineta. For her recognition, Councilmember Flores acknowledged Manufou Liaiga-Anoa'i, Trustee of the Jefferson Elementary School District Governing Board. He requested to adjourn the meeting in memory of Maria Samano Tempono, grandmother of community leader Edith Arias. 25 REGULAR CITY COUNCIL MEETING MAY 11, 2022 MINUTES PAGE 3 Councilmember Coleman invited the community to attend the AAPI Celebration Picnic by Cultures United at Orange Memorial Park on Saturday, May 14, 2022, from 11 a.m. to 1 p.m. Vice Mayor Nicolas attended the 2022 Progress Seminar and shared the learning experience. He requested to adjourn in memory of Elisa Reyes. Mayor Nagales attended Congresswoman Speier's event, When I Grow Up conference on Saturday, May 7, 2022. He shared his experience and noted the importance of hosting these events for the youth community. CONSENT CALENDAR The City Clerk duly read the Consent Calendar, after which Council voted. 3. Motion to approve the Minutes for the meetings of April 13, 2022, April 20, 2022, and April 27, 2022. 4. Report regarding a motion to accept the construction improvements of the Water Quality Control Plant and Pump Station Coating and Corrosion Protection Project, Phase-1 (Project No. ss1307) as complete per plans and specifications (Total Construction Cost $715,995.59) (Brian Schumacker, Water Quality Control Plant Superintendent/Project Manager and Peter Vorametsanti, Engineering Consultant). 5. Report regarding Resolution No. 64-2022 approving a consulting services agreement with Kitchell CEM of San Francisco, California for the Corporation Yard Roof and Photovoltaic System Construction Management and Inspection Services (Project No. pf2202) in an amount not to exceed $290,216 authorizing the City Manager to execute the agreement. (Jacob Gilchrist, Director of Capital Projects) 6. Report regarding adoption of Resolution No. 65-2022 of a request to the Metropolitan Transportation Commission for the allocation of fiscal year 2022-2023 Transportation Development Act Article 3 Pedestrian/Bicycle project funding totaling $400,000 for South San Francisco’s Hillside Boulevard Road Diet Improvements Project. (Jeffrey Chou, Associate Engineer) 7. Report regarding Resolution No. 66-2022 to approve the proposed amendments to the Master Fee Schedule for Fiscal Year 2022-23 (Jason Wong, Acting Director of Finance) 8. Report regarding Resolution No. 67-2022 adopting a proposed list of projects for fiscal year 2022-23 funded by SB1: The Road Repair and Accountability Act of 2017. (Bianca Liu, Senior Engineer) 9. Report regarding Resolutions No. 68-2022 and 69-2022 approving the reimbursements for construction of City sewer main upgrades at 180 El Camino Real and at 375 Oyster Point Boulevard as credits applied toward sewer impact fees. (Jason Hallare, Senior Civil Engineer) 10. Report regarding a second reading of Ordinance No. 1634-2022 to adopt amendments to Title 15 (Buildings and Construction) and Title 20 (Zoning) regarding large family daycare homes, accessory dwelling units, and Design Review requirements pertaining to certain residential developments under state law (Claire Lai, Assistant City Attorney and Tony Rozzi, Chief Planner) 26 REGULAR CITY COUNCIL MEETING MAY 11, 2022 MINUTES PAGE 4 Motion — Councilmember Coleman /Second – Vice Mayor Nicolas: To approve Consent Calendar 3-10, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. PUBLIC HEARING Public hearing opened: 7:09 p.m. Public hearing closed: 7:39 p.m. 11. Report regarding Resolution No. 70-2022 consideration of applications for a General Plan Amendment, East of 101 Area Plan Amendment, Rezoning Map to Create a Planned Development District, Design Review Permit, and Transportation Demand Management Plan to allow an eight-story Office/R&D building on 580 Dubuque Avenue, and associated California Environmental Quality Act Analysis. (Christopher Espiritu, Senior Planner and Tony Rozzi, Chief Planner) Senior Planner Espiritu presented the report and provided an overview of the project. Councilmembers Addiego and Coleman shared their satisfaction and support of the project. Vice Mayor Nicolas expressed support and admiration for the community benefits tied to the project. Councilmember Flores expressed concern with lighting and requested that staff ensure that residents of the area are not impacted but overall expressed his appreciation for the professionalism of staff and the future project. Mayor Nagales requested clarification on the noise mitigation efforts of the project and received an overview of the mitigation efforts. Motion — Councilmember Addiego /Second – Vice Mayor Nicolas: To approve Resolution No. 70-2022, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. 11b. Ordinance amending the South San Francisco Zoning Map (RZ21-0003) to create a Planned Development District to allow the construction of an eight-story Office/R&D building on the property located at 580 Dubuque Avenue. (Christopher Espiritu, Senior Planner and Tony Rozzi, Chief Planner) To introduce an ordinance amending South San Francisco Zoning Map (RZ21-0003) to create a Planned Development District to allow the construction of an eight-story Office/R&D building on the property located at 580 Dubuque Avenue, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. 11c. Resolution No. 71-2022 conditionally approving an East of 101 Area Plan Amendment, Rezoning Map to create a Planned Development District, Design Review, and Transportation Demand Management Plan, subject to future approval of a General Plan Amendment, all to allow a New Office/R&D Development on 580 Dubuque Avenue Motion — Vice Mayor Nicolas /Second – Councilmember Addiego: To approve Resolution No. 71-2022, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. 27 REGULAR CITY COUNCIL MEETING MAY 11, 2022 MINUTES PAGE 5 12. Report regarding approval of Resolution No. 72-2022 by the City of South San Francisco of the issuance by the City of South San Francisco Public Facilities Financing Authority of its Lease Revenue Bonds, Series 2022A (Jason Wong, Acting Finance Director, Jacob Gilchrist, Director Capital Projects, and Greg Mediati, Director of Parks, and Recreation) Public hearing opened: 7:43 p.m. Acting Finance Director Jason Wong presented the report and provided an overview of revenues and expenditures. Director of Capital Projects Jake Gilchrist provided an overview of funding and project timeline for the Orange Memorial Park Aquatic Center. Parks and Recreation Director Greg Mediati provided an overview of the Orange Memorial Playground replacement project. Councilmember Addiego requested clarification of the project funding. Acting Finance Director Wong provided an overview of the Measure W funding, and Director of Capital Projects Gilchrist provided clarification on reserve funding. City Manager Futrell noted the staff's reserve budget recommendation was 10 million. Mayor Nagales and Vice Mayor Nicolas expressed support for the project and thanked the staff for the thorough presentation. Councilmember Coleman voiced his support for the project. The following individual provided public comment: • Mina Richardson Public hearing closed: 8:08 p.m. Motion — Vice Mayor Nicolas /Second – Councilmember Addiego: To approve Resolution No. 72-2022, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. Mayor Nagales recessed the meeting at 8:13 p.m. Mayor Nagales resumed the meeting at 8:23 p.m. ADMINISTRATIVE BUSINESS 13. Report regarding Resolution No. 73-2022 approving a consulting services agreement for Construction Management Services with SWINERTON MANAGEMENT & CONSULTING of San Francisco, California for the Orange Memorial Park Aquatic Center (Project No. pk2201) in an amount not to exceed $1,946,060. (Philip Vitale, Deputy Director of Capital Projects) Deputy Director of Capital Projects Philip Vitale presented the report and provided an overview of the project. Vice Mayor Nagales shared his support of the project and noted the community’s involvement in previous community outreach events. Motion — Councilmember Coleman /Second – Vice Mayor Nicolas: To approve Resolution No. 73-2022, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. 28 REGULAR CITY COUNCIL MEETING MAY 11, 2022 MINUTES PAGE 6 14. Report regarding Resolution No 74-2022 awarding a construction contract to Interstate Grading & Paving, Inc. in an amount not to exceed $6,444,248.50, authorizing a total construction contract authority budget of $7,344,248.50 and a professional services contract with Swinerton Management & Consulting for construction management and inspection services for the 2022 East Pavement Rehabilitation Project (Project No. st2204) in an amount not to exceed $598,920 for a total budget of $658,920.; (Angel Torres, Senior Civil Engineer) Senior Civil Engineer Angel Torres presented the report. Councilmember Flores inquired about the process of notification for work on curb ramps. Senior Civil Engineer Torres provided an overview of the communication outreach and notification project. He indicated that project work hours were typically 8:00 a.m. to 5:00 p.m., depending on location. Motion — Councilmember Addiego /Second – Vice Mayor Nicolas: To approve Resolution No. 74-2022, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. 14b. Resolution No. 75-2022 authorizing the City Manager to execute a professional services contract with Swinerton Management & Consulting of San Francisco, California for construction management and inspection services on the 2022 East Pavement Rehabilitation Project (Project No. st2204) in an amount not to exceed $598,920 for a total budget of $658,920. Motion — Councilmember Coleman /Second – Councilmember Flores: To approve Resolution No. 75-2022, by roll call vote: AYES: Councilmembers Addiego, Coleman, and Flores, Vice Mayor Nicolas, and Mayor Nagales; NAYS: None; ABSENT: None; ABSTAIN: None. 15. Report regarding a ballot measure to adopt an ordinance authorizing the City of South San Francisco to develop, construct, or acquire affordable, low-rent housing units pursuant to Article XXXIV of the California Constitution, subject to the approval of the voters, and adopting a resolution establishing November 8, 2022, as the date for a municipal election on the proposed ballot measure. (Sky Woodruff, City Attorney and Tony Rozzi, Chief Planner) City Attorney Woodruff presented the report and clarified the voter approval process. Councilmember Coleman acknowledged the city's opportunity to lead the affordable housing effort and noted his support of the measure. He suggested that the Housing Authority assist the city with the future management of the city's housing projects. Councilmember Addiego expressed his concern with the Housing Authority managing the program due to the federal limitations and noted their successful management of the authority. City Attorney Woodruff indicated that further research would be made and brought back to the council. Councilmember Flores expressed his concern about the proposed ballot's language, explicitly referring to the language that indicates no tax increase. He inquired how the city would acquire, construct, and maintain units without raising taxes. City Attorney Woodruff indicated that the 75 words would clarify that the measure would not increase tax. The measure doesn't result in tax increases as it will provide the city with the authority to acquire property. Councilmember Flores noted his support for affordable housing and his concern with future 29 REGULAR CITY COUNCIL MEETING MAY 11, 2022 MINUTES PAGE 7 funding. City Attorney Woodruff indicated that staff brought the ballot measure forward to request voter approval. If approved, the team could provide clarity on the possible financing of projects. Mayor Nagales and Councilmember Flores shared their concerns about funding sources. If supporting a ballot measure that will benefit the community, it is crucial to identify where the funding will be coming from and what projects would be impacted. Council requested a model of the proposed project, including the budget. Councilmember Addiego also expressed concern with voter questions about affordable housing and funding and requested additional information on where staff has identified funding for affordable housing? City Attorney Woodruff explained that Article 34 allows the city to identify and construct a project to present a project-specific plan that requests authority from voters to execute the project. He noted that other agencies have asked for authority from voters and, when granted, return with a plan which is what was presented to the Council. Councilmember Flores thanked City Attorney Woodruff for the thorough explanation but reiterated his desire to get additional information on funding sources. City Attorney Woodruff indicated that the last day to place a ballot measure for the November 8, 2022, election would be August 5, 2022. Vice Mayor Nicolas supports affordable housing but expressed concern about having the city invest in housing given its unfamiliarity and the importance of being taxpayers informed of city investments reiterating the need to determine future funding. Councilmember Addiego echoed the Council's comments and noted the importance of a premier housing project maintained adequately and funded appropriately. He requested staff provide additional housing information for the Council. Mayor Nagales requested that staff prepare a cost-neutral project model for the Council's and community consideration, including a breakdown of the district's loss of property tax revenue. City Attorney Woodruff provided an overview of possible projects and funding mechanisms. City Manager Futrell indicated that staff would provide that information to Council in a Thursday memo. Councilmember Coleman suggested staff research Jefferson Union High School District (JUHSD) Serramonte Del Rey site funding and community benefits. City Attorney Woodruff noted the Council's request to understand what a city project under Article 34 would look like in terms of funding, long-term investment, maintenance, and impact on other taxing entities as properties owned by the city are not subject to property tax. City Manager Futrell indicated that a potential study session could be held in June 2022 to meet the August 5, 2022, deadline. He will work with his team to explore feasibility. Item postponed 15a. An ordinance authorizing the City of South San Francisco to develop, construct, or acquire affordable, low-rent housing units pursuant to Article XXXIV of the California Constitution. 30 REGULAR CITY COUNCIL MEETING MAY 11, 2022 MINUTES PAGE 8 Item postponed 15b. Resolution establishing November 8, 2022 as the date for a special municipal election on a proposed ballot measure seeking voter authorization for the City of South San Francisco (“City”) to develop, construct, or acquire affordable, low-rent housing units pursuant to Article XXXIV of the California Constitution; approving a proposed ordinance authorizing the City to develop, construct, or acquire affordable, low-rent housing units pursuant to Article XXXIV; establishing policies and procedures in connection with such an election; requesting the Board of Supervisors of the County of San Mateo consolidate the special election with the statewide primary election pursuant to section 10403 of the Elections Code; and providing for submittal of ballot arguments and rebuttals and authorizing the filing of an impartial analysis. Item postponed ITEMS FROM COUNCIL – COMMITTEE REPORTS AND ANNOUNCEMENTS None. CLOSED SESSION 16. Conference with Labor Negotiators (Pursuant to Government Code Section 54957.6) Agency designated representatives: Mike Futrell, City Manager; Leah Lockhart, Director of Human Resources, Donna Williamson and Lisa Charbonneau, Liebert Cassidy Whitmore Employee organizations: AFSCME Local 829, IUOE Local 39, IAFF Local 1507, Police Association, Public Safety Managers, Teamsters Local 856 - Confidential, Teamsters Local 856 - Mid-management Unrepresented employees: Executive Management Item not heard. ADJOURNMENT Being no further business Mayor Nagales adjourned the meeting at 9:30 p.m. Submitted by: Approved by: Rosa Govea Acosta, MMC, CPMC Mark Nagales City Clerk Mayor Approved by the City Council: / / 31 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-352 Agenda Date:5/25/2022 Version:1 Item #:5. Report regarding a resolution approving a First Amendment with Flatiron West (Flatiron)of Benicia, California,for the Wet Weather and Digester Improvements Project (CIP Project No.ss1301)(Brian Schumacker, Plant Superintendent) RECOMMENDATION Staff recommends that the City Council adopt a resolution approving and authorizing the City Manager to execute the First Amendment with West (Flatiron) of Benicia, California. BACKGROUND/DISCUSSION On July 11,2018,the City Council of South San Francisco awarded Flatiron West (Flatiron)the Wet Weather and Digester Improvements Project (CIP Project No.ss1301)through a competitive bid process in the amount of $49,600,891. Municipalities include a contingency for public works projects typically in the fifteen to twenty percent range. This project contingency is an amount added to a capital improvement project to allow for uncertain factors, items,and conditions,found during construction that will increase project costs.With respect to the large dollar amount of the Wet Weather and Digester Improvements Project,staff included a smaller five percent contingency which is approximately $2,480,000. Even with thorough planning,accurate design and strong project administration,unexpected,additional work has necessitated change orders, increasing the needed contingency. Change Orders include: ·replacement of corroded handrails at Aeration Basins Five through Seven ·replacement of degraded air diffusers at Aeration Basin Seven ·changing of galvanized fittings to stainless steel ·replacement of deteriorating slide gates at Aeration Basins Eight and Nine with new slide gates, ·addition of protective siding on two sides of the recuperative thickening system pad ·engineering and repairing a leak at Flow Splitting Structure Three ·the inclusion of coverage for earthquakes greater than 3.0 and tsunamis to the project insurance, and ·installation of a confined space recue door on Digester Three Before-and-after photos of some of these work items are provided in the attachment to this staff report. Since award of the Project contract in 2018,the Project has incurred additional unforeseen costs and exhausted the previously approved 5%contingency.This First Amendment requests additional contract amount to pay additional unforeseen costs incurred.These costs are broken down as follows:as of the end of February 2022, the amount of additional change orders totaled approximately $1,360,000.Examining the remainder of the project,engineers anticipate about an additional $220,000 of needed work related to repairing a leak at Flow Splitting Structure Three,as well as an additional $120,000 for any unforeseen subterranean work related to underground piping and electrical connections that may vary from the 1960s construction drawings used to bid City of South San Francisco Printed on 5/20/2022Page 1 of 2 powered by Legistar™32 File #:22-352 Agenda Date:5/25/2022 Version:1 Item #:5. underground piping and electrical connections that may vary from the 1960s construction drawings used to bid the project. In total, the additional costs amount to approximately $1,700,000. If the additional $1,700,000 amount is approved,the total projected cost for change orders for the entire project would be $4,180,000 ($1,700,000 +$2,480,000 (amount of the originally approved 5%project contingency)) or, roughly eight percent of the entire contract amount. Independent construction managers and inspectors for the City state that the General Contractor,Flatiron,is performing well and has agreed to equitable pricing for each of the change order items.Finally,given the complexity,duration and size of the project construction managers and staff believe that the increased needed contingency is within reason and prudent. Staff recommends a resolution approving a First Amendment to the agreement with Flatiron West (Flatiron)of Benicia,California,for the Wet Weather and Digester Improvements Project (CIP Project No.ss1301) increasing the project contingency by $1,700,000.The contract amendment will increase the not to-exceed (NTE)amount of the Agreement from $52,080,936 ($49,600,891 +$2,480,000)to $53,780,936 to facilitate additional unforeseen change orders. FUNDING Funding is included in the City of South San Francisco Capital Improvement Program (CIP)for the Wet Weather and Digester Improvements Project (CIP Project No. ss1301). RELATIONSHIP TO STRATEGIC PLAN The City of South San Francisco promotes public health and environmental stewardship.Continuing to fund wastewater infrastructure positively affects the quality of life for South San Francisco residents,businesses and visitors by protecting public health and safety. CONCLUSION Staff recommends a contract amendment with Flatiron West (Flatiron)of Benicia,California,to increase the not-to-exceed (NTE)amount to $53,780,936 for the Wet Weather and Digester Improvements Project (CIP Project No. ss1301) Attachments: 1)Visual report City of South San Francisco Printed on 5/20/2022Page 2 of 2 powered by Legistar™33     Aeration Basin 7 Diffusers Prior to Replacement     Aeration Basin 7 Diffusers During Replacement Work 34   Example of Aeration Basin Slide Gate Prior to Replacement       Example of Aeration Basin Slide Gate Following Replacement   35   Canopy Over Recuperative Thickening System Pad Prior to Siding Construction       Completed Siding on Canopy - Recuperative Thickening System Pad 36 Digester 3 Existing Service Entry Digester 3 New Service Entry OSHA Compliant for Confined Space Rescue 37 Leak Repair Flow Splitting Structure Three 38 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-353 Agenda Date:5/25/2022 Version:1 Item #:5a. Resolution approving a First Amendment to the agreement with Flatiron West (Flatiron)of Benicia,California, increasing the not-to-exceed (NTE)amount to $53,780,936 for the Wet Weather and Digester Improvements Project (CIP Project No. ss1301) and authorizing the City Manager to execute said amendment. WHEREAS,the City of South San Francisco (“City”)Water Quality Control Plant’s (“WQCP”)Wet Weather and Digester Improvements Project (CIP Project No.ss1301)(“Project”)is necessary to ensure public and environmental health; and WHEREAS,the Project was approved in 2018 and the contract awarded to Flatiron West (“Flatiron”)in the amount of $49,600,891, plus a five percent (5%) contingency; and WHEREAS,since award of the Project contract in 2018,the Project has incurred additional unforeseen costs and exhausted the previously approved 5% contingency, as described in the accompanying staff report; and WHEREAS,City staff recommends that the City Council approve a First Amendment to the agreement between the City and Flatiron at the WQCP in an amount not to exceed $53,780,936 and authorize the City Manager to execute said agreement; and WHEREAS, funding for this Project is included in the City’s WQCP Capital Improvement Budget. NOW,THEREFORE,BE IT RESOLVED,by the City Council of the City of South San Francisco that the City Council hereby takes the following actions: 1.Approves a First Amendment to the Project contract between the City of South San Francisco and Flatiron West (Flatiron)of Benicia,at the WQCP in an amount not to exceed $53,780,936, a copy of which is attached hereto and incorporated herein as Exhibit A. 2.Authorizes the City Manager to execute the First Amendment in substantially the same form as Exhibit A on behalf of the City of South San Francisco,subject to approval as to form by the City Attorney. 3.Authorizes the City Manager to utilize unspent amount of the total Project budget,if necessary and available, towards additional construction contingency budget. 4.Authorizes the City Manager to take any other action consistent with the intent of this City of South San Francisco Printed on 5/26/2022Page 1 of 2 powered by Legistar™39 File #:22-353 Agenda Date:5/25/2022 Version:1 Item #:5a. Resolution. ***** City of South San Francisco Printed on 5/26/2022Page 2 of 2 powered by Legistar™40 FIRST AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND FLATIRON WEST, INC. THIS FIRST AMENDMENT TO THE AGREEMENT is made at South San Francisco, California, as of May 25, 2022 by and between THE CITY OF SOUTH SAN FRANCISCO (“City”), a municipal corporation, and Flatiron West, Inc. (“Contractor”), (sometimes referred together as the “Parties”) who agree as follows: RECITALS A. On July 11, 2018, City and Contractor entered that certain Agreement (“Agreement”) whereby Contractor agreed to Construction Services for the WQCP Wet Weather and Digestor Improvements Project. A true and correct copy of the Agreement and its exhibits are attached as Exhibit A. B. City and Contractor now desire to amend the Agreement. NOW, THEREFORE, for and in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Contractor hereby agree as follows: 1.All terms which are defined in the Agreement shall have the same meaning when used in this Amendment, unless specifically provided herein to the contrary. 2.Article 5-Contract Price. Article 5 of the Agreement shall be amended such that the City agrees to pay Contractor a sum not to exceed $ 53,780,936.00 with the understanding that up to $51,385,653.30 has already been paid to Contractor. Contractor agrees this is the City’s total contribution for payment of costs under the Agreement unless additional payments are authorized in accordance with the terms of the Agreement and said terms of payment are mutually agreed to by and between the parties in writing. All other terms, conditions and provisions in the Agreement remain in full force and effect. If there is a conflict between the terms of this Amendment and the Agreement, the terms of the Agreement will control unless specifically modified by this Amendment. [SIGNATURES ON THE FOLLOWING PAGE] 41 Dated: CITY OF SOUTH SAN FRANCISCO CONTRACTOR By: By: City Manager [NAME] Approved as to Form: By: City Attorney 42 EXHIBIT A 43 44 45 46 47 48 49 50 51 52 53 54 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-405 Agenda Date:5/25/2022 Version:1 Item #:6. Report regarding a resolution authorizing the acceptance of $100,000 from the California State Library to support Community Learning Center’s Out of School Time Program and approving Budget Amendment 22.068. (Valerie Sommer, Library Director) RECOMMENDATION It is recommended that the City Council adopt a resolution authorizing the acceptance of $100,000 in grant funding from the California State Library to support Community Learning Center’s Out of School Time Program and approving Budget Amendment 22.068. BACKGROUND/DISCUSSION On February 11,2022,Community Learning Center (CLC)submitted an application to the California State Library’s Stronger Together:Out of School Time initiative to provide our target community with social emotional development and workplace preparedness activities with the goal of strengthening behavioral, academic,and career success.On April 25,2022,CLC was awarded $100,000 in grant funding from the California State Library.Funding will be used to provide 50 teen participants with 1.)expanded social emotional learning (SEL)training to strengthen skills in decision-making,conflict resolution,managing strong emotions,and peer interactions,and 2.)workforce preparedness to promote leadership,a positive work ethic, knowledge of education and employment options, and soft skills that employers seek. The Community Learning Center’s Out of School Time Program was developed in follow up to successfully providing workforce preparedness training and resources to 38 teens from Summer 2020 to Spring 2021 through a grant from the California State Library.CLC’s previous workforce preparedness program was a positive addition and complementary to internships provided through the leadership of the City of South San Francisco’s Human Resources staff and adopted by various City Departments.The program was also well- received and strongly supported by local high schools’ faculty and staff. FISCAL IMPACT Grant funds will be used to amend the Library Department’s current FY 21-22 and future FY 22-23 and FY 23- 24 Operating Budgets,per Budget Amendment 22.068.Receipt of these funds does not commit the City to ongoing funding. RELATIONSHIP TO STRATEGIC PLAN Acceptance of this grant will help support social emotional and workplace preparedness programs provided to teen participants.Strengthening of these programs will contribute to the City’s Strategic Plan under Priority #2: Quality of Life. CONCLUSION Receipt of these funds will enable the Library to continue and expand literacy services in South San Francisco through Community Learning Center’s Out of School Time program.It is recommended that the City Council accept $100,000 in grant funding to support CLC’s Out of School Time program and amend the Library City of South San Francisco Printed on 5/20/2022Page 1 of 2 powered by Legistar™55 File #:22-405 Agenda Date:5/25/2022 Version:1 Item #:6. accept $100,000 in grant funding to support CLC’s Out of School Time program and amend the Library Department’s FY 21-22 Operating Budget per Budget Amendment 22.068. City of South San Francisco Printed on 5/20/2022Page 2 of 2 powered by Legistar™56 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-406 Agenda Date:5/25/2022 Version:1 Item #:6a. Resolution authorizing the acceptance of $100,000 from the California State Library to support Community Learning Center’s Out of School Time Program and approving Budget Amendment 22.068. WHEREAS,the City of South San Francisco (“City”)Library Department established the Community Learning Center (CLC) to assist community members and their families in reaching educational goals; and WHEREAS,acceptance of the grant contributes to the City’s Strategic Plan under Priority #2:Quality of Life, by strengthening and expanding CLC’s Out of School Time Program to support and enrich learning programs for South San Francisco teens; and WHEREAS, the Library has been awarded $100,000 from the California State Library; and WHEREAS,funding will be used to support the Community Learning Center (CLC)in providing expanded services through its Out of School Time Program designed to target our community’s mental health and workforce development needs of local teens; and WHEREAS,staff recommends the acceptance of the grant in the amount of $100,000 to support the Community Learning Center’s Out of School Time Program; and WHEREAS,the grant funds will be used to amend Fiscal Year 2021-22,2022-23 and 2023-24 operating budgets of the Library Department via Budget Amendment 22.068. NOW,THEREFORE,BE IT RESOLVED that the City Council of the City of South San Francisco does hereby accept $100,000 from the Californian State Library to fund the Community Learning Center’s Out of School Time Program and amend the Library Department’s 2021-2024 Operating Budget to reflect an increase of $100,000 via Budget Amendment 22.068. ***** City of South San Francisco Printed on 5/26/2022Page 1 of 1 powered by Legistar™57 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-438 Agenda Date:5/25/2022 Version:1 Item #:7. ..Title Report regarding adoption of a resolution appropriating an additional $325,000 towards the Façade and Tenant Improvement Grant Program with Budget Amendment Number 22.069.(Ernesto Lucero,Acting Deputy Director, Economic and Community Development Department) RECOMMENDATION Staff recommends that the City Council adopt a resolution appropriating an additional $325,000 towards the Façade and Tenant Improvement Grant Program. BACKGROUND On April 13,2022,the City Council approved a resolution creating a new Façade and Tenant Improvement Grant Program and appropriated $500,000 from the City General Fund for the program.The program provides grant funds of up to $25,000 per eligible businesses to improve the façade of a building or conduct tenant improvements that increase accessibility under the Americans with Disabilities Act (ADA). An application for the program opened on April 20th and closed on May 13th.Significant outreach was done during the application period,with assistance from City staff,the Economic Advancement Center,and the Chamber of Commerce. Applications were reviewed for accuracy and eligibility the week of May 16th.Due to the program guidelines giving priority to those applicants that were fully improving accessibility under the ADA,a lottery was conducted on May 18th and 20 businesses were selected to begin working with staff to process the grant funds. DISCUSSION Below is a summary of the results of applications received and how the City Council-approved $500,000 has been allocated: ·The total City Council-approved appropriation of $500,000 supports up to $25,000 per business for a total of 20 businesses. ·During the application period, a total of 47 qualified applications were received, equating to $1,005,000 being requested. This included all eligible expenses under the program guidelines, such as exterior façade improvements and improvements to accessibility under the ADA. ·Of the 47 applications, 33 were submitted into the lottery since they had priority due to grant funds being fully used on improving accessibility under the ADA. The remaining 14 applications were City of South San Francisco Printed on 5/20/2022Page 1 of 2 powered by Legistar™58 File #:22-438 Agenda Date:5/25/2022 Version:1 Item #:7. requesting funds for non-ADA upgrades or did not respond how they planned to use the funds. ·Of the 20 businesses selected in the lottery, the total requested funds equaled $486,500. ·An additional 13 businesses were put on a waiting list as the program funds have been depleted. The additional 13 businesses that are on a waiting list are requesting a total amount of $325,000. Appropriating an additional $325,000 would fund all applications which requested funds to fully improve accessibility under the ADA. An additional 14 businesses that submitted applications requested funds in the amount of $341,500. If the City Council considers the action to add the additional grant funds to this program, staff will continue working with the selected businesses under a grant agreement and determine the exact amounts each business is eligible to receive based on the upgrades being done. If additional funds remain in the program, staff will conduct a second lottery with all remaining applications to fund any remaining businesses. Staff will report back on the success of the program once funds begin getting disbursed. FISCAL IMPACT The additional appropriation of $325,000 would be funded from the City General Fund Infrastructure Reserves. If approved,the total amount appropriated into the Façade and Tenant Improvement Grant Program would equal $825,000. CONCLUSION The program was developed to provide an additional tool to revitalize commercial corridors throughout the City,increase accessibility to local businesses,provide much needed access to capital to struggling businesses coming out of the Pandemic, and ensure funds are going to small businesses that employ low-income residents. Staff recommends that the City Council adopt a resolution: 1.Appropriating an additional $325,000 from the City General Fund,with Budget Amendment Number 22.069 to financially support the program. City of South San Francisco Printed on 5/20/2022Page 2 of 2 powered by Legistar™59 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-439 Agenda Date:5/25/2022 Version:1 Item #:7a. Resolution appropriating an additional $325,000 from the City General Fund Infrastructure Reserves towards the Façade and Tenant Improvement Grant Program, with Budget Amendment #22.069. WHEREAS,the City supports the economic vitality of local small businesses throughout the City and recognizes the significant challenges of accessing capital to improve a commercial space; and WHEREAS,the City continues to explore opportunities to support commercial revitalization efforts throughout the City; and WHEREAS,on April 13,2022 the City Council approved program guidelines for a new Citywide Façade and Tenant Improvement Pilot Program that supports eligible businesses to apply for up to $25,000 in grant funds to make façade improvements and increase accessibility pursuant to applicable criteria under the Americans with Disabilities Act (ADA); and WHEREAS,on April 13,2022 the City Council also appropriated $500,000 towards the program under Budget Amendment #22.062; and WHEREAS,appropriating an additional $325,000 towards the program would fund all businesses that have requested grant funds to fully use the funds to increase accessibility under the ADA; and WHEREAS,the Citywide Façade and Tenant Improvement Pilot Program supports eligible businesses to apply for up to $25,000 in grant funds to make façade improvements and increase accessibility pursuant to applicable criteria under the Americans with Disabilities Act (ADA); and NOW,THEREFORE,BE IT RESOLVED by the City Council of the City of South San Francisco that the City Council hereby takes the following actions: 1.The foregoing recitals are true and correct and incorporated herein as part of this Resolution; and 2.Appropriates an additional $325,000 from the City General Fund Infrastructure Reserves towards the Program, with Budget Amendment #22.069; and 3.Authorizes the Finance Director or their designee to take all necessary budgetary actions to carry out the City of South San Francisco Printed on 5/26/2022Page 1 of 2 powered by Legistar™60 File #:22-439 Agenda Date:5/25/2022 Version:1 Item #:7a. intent of this Resolution, which may straddle appropriations across multiple fiscal years. ***** City of South San Francisco Printed on 5/26/2022Page 2 of 2 powered by Legistar™61 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-327 Agenda Date:5/25/2022 Version:1 Item #:8. Presentation on the Tentatively Selected Plan for the Water Quality Control Plant Sea Level Rise Protection Project.(Jason Hallare,Senior Civil Engineer,City of South San Francisco and Robert Grimes,Regional Economist, United States Army Corps of Engineers) City of South San Francisco Printed on 5/20/2022Page 1 of 1 powered by Legistar™62 1 CAP SECTION 103 FACT SHEET (As of 30 March 2022, for TSP Milestone) 1. Project Name: Lower Colma Creek CAP 103 2. a. Corps District: San Francisco District b. Sponsor: City of South San Francisco, working through the South San Francisco Water Quality Control Plant (SSF WQCP) 3. Congressional Delegation: U.S. House of Representatives Congressional District 14 (CA): Representative Jackie Speier, Democrat; U.S. Senate: Senators Dianne Feinstein and Alex Padilla 4. Location: The SSF WQCP is in the City of South San Francisco, CA (SSF), which is part of San Mateo County. South San Francisco is bordered by the cities of Brisbane to the north and San Bruno to the south. The SSF WQCP is located on the right bank of the Lower Colma Creek where it meets San Francisco Bay (see Figure 1). The San Francisco Bay is tidally influenced with connection to the Pacific Ocean through an inlet by San Francisco and the Golden Gate Bridge, north of the project area (see Error! Reference source not found.). Figure 1. The South San Francisco Wastewater Quality Control Plant and nearest sanitary pump stations are located just north of San Francisco International Airport, along Colma Creek and San Francisco Bay. 63 2 Figure 3 shows the service area of the SSF WQCP, which includes 165,000 full time residents, plus the daily population of the San Francisco International Airport (SFO) that rely on the plant. Disadvantaged communities and socially vulnerable groups make up a significant portion of the study area in San Bruno and South San Francisco. The study area also comprises affluent and majority white communities, such as Burlingame. Figure 2. Project Area Location. The WQCP is located along San Francisco Bay, which is tidally influenced via the connection to the Pacific Ocean north and west of the project. Source: GoogleMaps San Francisco Bay Pacific Ocean 64 3 Figure 3. Service area by treatment/service type of the South San Francisco Wastewater Quality Control Plant 65 4 5. Problem: Problems. 1. Storm driven waves and currents cause coastal flood risk to the SSF WQCP which risks economic damages resulting from damage to infrastructure and contents, plant service shutdown, and cleanup costs from the backup of untreated effluent in homes, businesses, and streets throughout the service area. 2. Should significant flooding occur at the SSF WQCP or at pump station 4, there is a risk of service disruption to their roughly 112,000 customers resulting in potential business and household economic losses. 3. Public and environmental health is at risk should coastal flooding cause the need for emergency releases of untreated effluent into Colma Creek and San Francisco Bay. 4. The coastal flood risk endangers human life and safety of the WQCP workers and operators should the plant flood. 5. Human safety is endangered from direct exposure to untreated sewage backing up in the sewer system and overflowing in toilets and manholes in the service area of the SSF WQCP in the event of a plant shutdown caused by coastal flooding. Opportunities. 1. There is an opportunity to avoid or reduce discharges of untreated effluent into the Bay and avoid water quality degradation and associated impacts to human health and the environment. Opportunities to improve habitat values and the aesthetic and recreational experience in the study area were also investigated. Planning Objectives. 1. Manage the risk of flooding at the SSF WQCP and its pump stations. 2. Manage risk to human life and safety due to flooding at the SSF WQCP and its pump stations. 3. Reduce the economic damages that result from flooding of the WQCP (including pump stations), and the associated potential service disruptions and/or plant shutdowns. 4. Reduce damages to the environment (people and other living things) that result from flooding and the associated releases of untreated effluent into Colma Creek or San Francisco Bay. Planning Constraints. 1. The project cannot compromise the safety and security of the SSF WQCP, which is critical infrastructure for the region. 2. There is also the universal constraint that the project must comply with applicable federal laws, regulations and policies. 6. Alternative Plans Considered: Eleven structural measures, seven non-structural measures, and one recreation measure were identified for initial consideration. The team used existing information, or rough calculations to screen the least promising measures from further consideration. Alternatives or measures which exceeded the cost limit for the CAP, or which were not constructible due to lack of space, or were determined to be ineffective means for achieving the objectives of the project were not carried forward. Five measures were ultimately retained and 16 were screened out. Two non-structural 66 5 measures were screened for some application, but retained for more limited application, such as raising the electrical system and emergency exits only. Table 1 summarizes the measures which were retained: Table 1. Summary of Measure Screening and Rationale for Lower Colma Creek 103 Measure (type of measure) Retained / Screened Rationale/Reason Floodwall (structural) Retained There is sufficient space to site a floodwall and cost estimate is within CAP cost limit. Alignment can be pulled back from shoreline as much as possible to avoid impacts to adjacent marsh near bridge on north end of WQCP. Floodwalls are compatible with plant operability. Flood proofing of key structures (non-structural) Retained Depths of flooding are shallow and velocities are low, which makes flood proofing a viable potential measure. Cost is competitive compared to other measures. SLR adaptability would be to seal plant more frequently. May impact operability and performance of plant, which needs investigation. Operating during flood conditions could endanger workers at the plant, so a safety assessment is needed. Flood warning system (non- structural) Retained For the non-structural operation, the flood warning system is necessary to ensure all flood proofed doors, windows, and stop log vehicular access gate are closed. Because these facilities will be used daily, with doors and gates opened for access, these would need to be closed for the non- structural plan to be effective. Ring Levee (non-structural) Screened for main WQCP Retained for pump station 4 Insufficient space For pump station 4, there is room for a small retaining wall type concrete floodwall around the perimeter station, with a stop log gate for vehicular access. Cost is well within CAP cost limit. Raise critical assets in place (non-structural) Screened for most assets Retained for electrical system only Infeasible/not cost effective compared with floodproofing It is not feasible to floodproof the entire network of subterranean electrical system, which is particularly hazardous if flooded. Raising electrical only was retained. The initial evaluation of measures found the recreation and nature-based coastal storm risk management options to be limited yet expensive, so these measures were not carried forward. In combining measures into alternatives, the team sought to establish a range of risk management via a smaller floodwall alignment on only the lowest lying side of the plant (north side of the plant only), tying into high ground, and a second more comprehensive alignment that included a floodwall along the southern side of the plant 67 6 as well (see Figure 5). The remaining boundaries of the plant were determined to be either sufficiently high in elevation to not require a floodwall, as they did not overtop for any scenario that was modeled; or in the case of the finger piers, to flood slightly during some modeled events but to not cause significant damages. Where the San Francisco Bay Trail crosses the alignment by the Costco parking lot, the elevation is already high. There is a low spot directly east of that which would be filled to raise it to the minimum elevation, to not create a low point where water can flow across the floodwall. The trail would therefore be unimpeded and continue to allow recreation. The floodwall would tie into the trail just east of where the green line begins in the left of Figure 4. This floodwall would vary in height above grade based on the ground elevation, but is roughly three to four feet high. Figure 4. The floodwall on the North side of the WQCP is included in Alternatives 1 and 2, and would extend from the creek side of Costco, east to tie into higher elevation by the eastern side of the plant. The SF Bay Trail will not be impeded. 68 7 Figure 5. Alternative 2 also includes a shorter floodwall along the southern edge of the plant where elevations are lower, in addition to the north wall shown in Figure 4. Figure 6. Alternatives 1, 2, and 3 all include a ring floodwall at sanitary pump station 4, which is roughly 2 feet high at grade, with a stop log gate which would need to be closed in a flood event to keep water out. There is no critical infrastructure at risk in the finger pier location. The finger piers are currently used by the City of South San Francisco for miscellaneous storage, for example old street lights, and overflow airport parking by the leasee Park SFO, who operates a large parking garage further upland from the finger piers (see Figure 1). Damages in this location are not significant enough to justify measures here, and these uses could be relocated to avoid flood damages. The existing marsh that fringes the WQCP, and the finger piers were identified as potential mitigation locations for this project. 69 8 Both floodwall alternatives and the non-structural alternative include a non-structural measure of a small ring floodwall around pump station 4, which was determined to be at high risk from flooding. This will likely be a small-scale sheetpile I-wall which does not require excavation, roughly two feet high at grade on average, with a stop log gate to provide vehicular access. The subterranean control room and infrastructure at this location result in high consequences from flooding, including sewage backups into residences and streets, flowing through manholes and toilets. Floodproofing Pump Station 4 was determined to be infeasible, and a smaller perimeter alignment was considered, but determined to impede operations as vehicles access the grated access panels. Flood proofing was not feasible to protect the “at-grade” 480Volt Motor Control Center (MCC), a 12kV utility power (PG&E) transformer, an emergency standby-by power generator, and multiple subgrade conduit vaults that connect the station’s equipment to their respective power sources. These structures would be inundated with flood water, causing all utility and emergency backup power supplied to the station to fail. This would ultimately cease operation of the station to convey sewage, subsequently, causing the station to overflow. Thus, a full perimeter wall, 2 feet above grade on average, with stop log vehicular gate access, was included. An early flood warning system is also necessary to ensure that the stop log gate is sealed prior to flood waters reaching them. Final Array of Alternatives. Three alternatives were included in the final array for final comparison, plus a No Action alternative. The non-federal sponsor did not request consideration of a Locally Preferred Plan. The non-structural only plan is not implementable within the CAP cost limit, but was retained per the requirement to include a complete nonstructural only plan in the final array of alternatives for flood risk projects within USACE. No Action Alternative—in this scenario, the federal government would take no action to address coastal flood risk at the SSF WQCP and pump stations. Coastal flood risk would increase over time. Alternative 1—the North Floodwall Alternative includes an I-wall (sheetpile) floodwall, approximately 3 to 4 feet above grade at WQCP at the north side of the WQCP adjacent to the right-bank of Creek. At Pump Station 4, a perimeter sheetpile floodwall, approximately 2 feet above grade, would be constructed, with stop log gate for vehicular access and early warning system so that plant operators would know when to seal the stop log gate. Alternative 2—the North and South Floodwall Alternative includes an I-wall (sheetpile) floodwall, approximately 3 to 4.5 feet above grade at WQCP at the north side of the WQCP adjacent to the right- bank of Creek, as well as a second shorter approximately two-foot-high floodwall south of plant adjacent to San Francisco Bay. At Pump Station 4, a perimeter sheetpile floodwall, approximately 2 feet above grade, would be constructed, with stop log gate for vehicular access and early warning system so that plant operators would know when to seal the stop log gate. Alternative 3—Nonstructural Only Alternative would dry floodproof 23 structures at the main WQCP by installing water tights doors and windows and using membranes to waterproof structures. The subterranean interconnected electrical system is not practicable to flood proof and would need to be elevated, as it is currently all subterranean. This plan also includes a low floodwall, roughly 2 feet high, and stop log gate around Pump Station 4, and add flood warning system to alert plant staff when to close the stop log gate, similar to Alternatives 1 and 2. To be complete, this alternative would likely also require elevated exit doors and walkways to allow plant operators to maneuver between buildings to operate the plant and allow safe egress during flood events. However, the cost for elevated walkways and exits was not included in the cost estimate for this alternative, which is already orders of magnitude more costly. This would only add to the cost. 70 9 The evaluation of the Final Array of Alternatives for how effective, efficient and acceptable they are is summarized in Table 2. The team used existing analysis, collective expertise and professional judgement to assess and evaluate the alternatives. The metrics are noted in the Tables 1 and 2. Where the metrics are qualitative, the rationale for ranking is explained. Effectiveness measures how well the plans meet the primary CSRM objectives of the project, and how feasible they are to construct, etc. Effectiveness at meeting objectives was discussed by the team for each objective. All the alternatives were determined to be highly effective for addressing objectives 2 and 3, based on the initial assessment. For managing risk to human life and safety, the team had concerns that Alternative 3 could pose safety hazards to plant operators who were going between buildings and operating the plant when up to 3.77 feet of floodwaters surround the buildings. Measures to manage this risk for Alternative 3 were added, such as raising the electrical system and elevated exits and walkways. Nonetheless, the team concluded that Alternative 3 was less safe to plant operators, than the structural alternatives where there is less risk of floodwaters entering the plant property and endangering operator safety. The plant operators would need to evacuate should the risk of overtopping occur for Alternatives 2 and 3. Efficiency was analyzed in the context of cost effectiveness, in this case initially using rough costs and then again using net NED benefits. Acceptability refers to whether the plan is legally implementable. Alternative 2 ranked high in all categories, followed by Alternative 1, which ranked high in all but efficiency, where it ranked medium because it has fewer net benefits than Alternative 2. Alternative 3 was low in efficiency due to the very high cost of $72 million before a 107% contingency is added. The contingency was developed during an Abbreviated Cost and Schedule Risk Analysis which documents great uncertainty and complexity associated with final design and cost of this alternative. Alternative 3 also ranked medium for constructability, as it involves specialized construction, and medium for life safety since plant operators would be operating the plant in a flood condition, with water surrounding the buildings. 71 10 Table 2. Comparison and Evaluation of the Final Array of Alternatives Screening Criteria: Effectiveness Achieves Primary Objective to Manage Coastal Flood Risk Screening Criteria: Effectiveness Screening Criteria: Efficiency Screening Criteria: Completeness Screening Criteria: Acceptability Qualitative Ranking Categories Green = High Yellow = Med Red= Low Primary Project Objective #1: Manage risk to human life and safety Primary Project Objective #2: Reduce Economic Damages from Flooding Primary Project Objective #3: Reduce damages to env from flooding and effluent releases Feasible / Constructable (High/ Medium/ Low) Cost Effectiveness ($/Net Benefits) Benefits Realized Without Further Action From Others (Yes/No) Legally Implementable (Yes/ Yes, but requires significant coordination / No) Alternative 1: North Floodwall + Pump Station 4 Alternative 2: North & South Floodwall + Pump Station 4 Alternative 3: Nonstructural Only - Raise electrical system + Flood proofing + Pump Station 4 72 11 Table 3. Comprehensive Benefit Evaluation and Comparison of Final Array of Alternatives Screening Criteria #1: Efficiency ($ cost effective $) Screening Criteria #2: Effectiveness (meets primary objectives) Screening Criteria #3: Acceptable (Implementable) Screening Criteria #4: Completeness (standalone) Screening Criteria #5a: Environmental Quality (EQ) habitat Screening Criteria #5b: Environmental Quality (EQ) Cultural Resources Screening Criteria #6a: Other Social Effects (OSE), life safety Screening Criteria #6b: Other Social Effects (OSE), environmental justice Screening Criteria #6c: Other Social Effects (OSE), impact to people/society of raw sewage exposure Screening Criteria #7: Operability Screening Criteria #8: Performance Final Array of Alternatives Green = High Yellow = Med Red = Low Green = High Yellow = Med Red = Low Green = High Yellow = Med Red = Low Green = Yes Yellow = Complete for all but the very infrequent flood events where plant workers would leave due to safety and plant would shut down Red= No Green = High Yellow = Med Red = Low Green = No impacts to Cultural Resources Yellow = Medium impacts to cultural resources Red= High impacts Green = manages risk Orange = Unsure/medium Red = Negative Impact Green = Equitable benefits/damages and avoids impacts to vulnerable Orange = Unsure/medium Red = Negative or Unequitable Impact/Benefits Green = Equitable benefits/damages and avoids impacts to vulnerable Orange = Unsure/medium Red = Negative or Unequitable Impact/Benefits Green = High Yellow = Med Red = Low Green = High Yellow = Med Red = Low Alternative 1: North Floodwall + Ring Floodwall at Pump Station 4 with gate + flood warning system Alternative 2: North & South Floodwall + Ring Floodwall at Pump Station 4 with gate + flood warning system Alternative 3: Nonstructural Only - Raise electrical system + Flood proofing 23 structures + ring floodwall at Pump Station 4 + Flood warning system Table 3 summarizes the comprehensive benefit screening that the team performed to identify a plan that maximizes benefits across all benefit categories. The four benefit accounts that the USACE analyzes are National Economic Development (NED), Environmental Quality (EQ), Other Social Effects (OSE), and Regional Economic Development (RED). While the primary objectives of the study are all related to managing the risk of flooding due to coastal storms and tide driven events, the team looked to maximize the benefits that our alternatives could provide. OSE was an important benefit category for this project due to the serious impact to people and society that would come from large scale raw sewage exposure and contamination in homes and streets, which this project aims to manage the risk of. There were also life safety components to consider for plant operators, since an objective of the study is to keep the plant operational during a coastal storm, plant operators would need to be able to safety remain on site, without undue risk to their lives. Finally, much of the communities that this WQCP services are socially vulnerable communities who have been historically disadvantaged. Impacts to these communities can be harder to recover from as they may have less resources, options, and access to services. 73 12 Operability was included as the nonstructural alternative would alter the way the WQCP operates in both a normal and flood environment, and would require changes to how the operators move around the plant and between buildings, as well as how the electrical system functions. The work to elevate the electrical system may require periodic outages during construction, which would impact plant performance. Plant performance would also be impacted if the plant operators needed to evacuate the plant due to unsafe flooding, which is more likely in Alternatives 1 and 3. EQ analysis was broken into comparison of each plan to habitat EQ and cultural resources EQ, as they performed differently. Cultural resources EQ is negatively impacted by more ground disturbance, so Alternatives 1 and 2 which include structural work near the banks have the possibility of disturbing buried cultural artifacts or tribal human remains. The EQ benefits for habitat are tied to avoiding emergency releases of untreated effluent into Colma Creek and San Francisco Bay. In that sense, Alternatives 2 and 3 are more effective, than Alternative 1 which mitigates less risk than Alternatives 2 and 3. 7. Description of Likely Recommended Plan. The likely recommended plan is Alternative 2 which is the NED Plan and the plan that maximizes benefits across all four benefit accounts. It is also the preferred plan on the non-federal sponsor. Alternative 2 meets the CSRM objectives of managing risk to human life and safety by managing the risk of the WQCP and Pump Station 4 flooding, up to an extreme tide elevation of 12.34 ft during a 0.2% AEP event with 50 years at the Intermediate SLR rate from the base year of 2023, with a wall crest elevation of 13.5 ft. This prevents flooding through the low spots on the north side from the Colma Creek channel and through the low spots on the south side of the WQCP area. The WQCP is still susceptible to overland flow from the west, but this flooding was found to enter the WQCP area only at extreme tide elevations greater than 13 ft. This would allow plant operators to keep the plant operational and avoid emergency releases of raw sewage into Colma Creek and San Francisco Bay due to plant shutdowns. It would also manage the risk of coastal flooding causing raw sewage to back up into homes and streets if pump stations were to fail or the plant were to not be able to accept pumped sewage. Alternative 2 reduces economic damages that could occur annually by $774,843 and has annual net benefits of $340,612 and a benefit to cost ratio of 1.78. It improves resiliency to sea level rise for the project area region. The likely recommended plan also improves social justice by managing risk of impacts to human health and safety, as well as aesthetic impacts of raw sewage in socially disadvantaged communities. Finally, Alternative 2 is relatively straightforward and simple to implement, with the majority of construction and staging occurring on WQCP property, limited excavation required, and low and mitigatable impacts to habitat and cultural resources. Because the sheetpile I-walls with concrete caps proposed for Alternatives 1 and 2 cannot be raised later, they are not inherently adaptable. While Alternative 1 is still vulnerable to 0.2% AEP events with 20-50 years at the Intermediate SLR rate from the base year of 2023, Alternative 2 manages risk including 0.2% annual chance events with 50 years at the Intermediate SLR rate from the base year of 2023. Alternative 1 is vulnerable to 10% AEP events with 50 years at the High SLR rate and 0.2% AEP events with 25 years at the High SLR rate, while Alternative 2 is vulnerable only at 0.2% AEP events with 50 years at the High SLR rate. In this sense, Alternative 2 reduces the risk of needing future adaptation based on higher rates of future SLR, and is a more resilient plan. Because the additional cost for this added resiliency is not very high, the net benefits from the project increase with this added increment. Alternative 2 is also implementable within the CAP cost limit and authority. 8. As of the date of this fact sheet, are there any policy waivers required, including a waiver for deviation from the NED Plan? No 74 13 9. Schedule (key milestones): Execution of FCSA: November 2020 (A) Approval of Feasibility Study: September 2022 (S) Initial Construction Award (FY): September 2023 (S) 10. Study Authority. CAP Section 103 of the Rivers and Harbors Act of 1962, as amended (33 USC 426g), authorizes the USACE to study, adopt and construct continuing authority beach erosion control (coastal storm risk reduction) projects. Per ER 1105-2-100: “This authority may be used for protecting multiple public and private properties and facilities and single non-Federal public properties and facilities against damages caused by storm driven waves and currents.” The maximum total federal expenditure for a Section 103 project cannot exceed $10,000,000. This study was initiated by a request from the City of South San Francisco, CA, who is the non-federal sponsor. 11. Financial Information. Description Alt 1 ($FY21) Alt 2 ($FY21) Alt 3 ($FY21) Feasibility Study Cost $1,170,000 $1,170,000 $1,170,000 Federal Share $585,000 $585,000 $585,000 Non-Federal Share $585,000 $585,000 $585,000 Initial Construction Costs $10,235,000 $12,955,000 $72,041,199 Federal Share $6,652,750 $8,420,750 $46,826,799 Non-Federal Share $3,582,250 $4,534,250 $25,514,419 LERRD Costs TBD TBD TBD Total Federal Cost $7,237,750 $9,005,750 $47,411,779 Annual Net NED Benefits $182,989 $340,612 -$1,655,044 Benefit-Cost Ratio 1.53 1.78 0.31 Average Annual O&M Costs TBD TBD TBD 12. Complete Funding History / Projected Outlook by FY: FY21 - $100k (Initiate Feasibility – prepare FID & PMP/FCSA) FY22 - $585k (Feasibility) FY23 - $200K (Feasibility Report approval) FY24 - $9M (P&S, Contract award & construction) 13. Supplemental Information. a. Environmental Setting: Colma Creek in the study area is a tidal channel that has water in it year-round. It has hardened banks, bars with marsh vegetation and mudflats that are exposed at low tide. It provides habitat for mixed assemblage of native and nonnative fish, wildlife, plant and invertebrate species typical to the region. The project area marshes are isolated from larger contiguous marsh areas to the south and east. The National Oceanic and Atmospheric Administration’s National Marine Fisheries Service (NOAA 75 14 Fisheries) multispecies salmonid recovery plan does not identify Colma Creek as suitable or critical habitat for steelhead, Coho, or Chinook salmon (Oncorhynchus spp.). The project area consists entirely of previously developed or landscaped areas within the existing WQCP and is adjacent to tidal portions of Colma Creek, the San Bruno Slough, the San Bruno Canal and the San Francisco Bay shoreline. The surrounding land uses are generally industrial in nature. The proposed project components are not directly located in areas supporting special-status plants or wildlife or designated critical habitat. b. Real Estate: Land, Easements, Rights-of-Way, Relocation, and Disposal Areas (LERRDs): There are no impacted utilities/facilities that require relocation identified at this time. Lands include the WQCP and Pump Station #4 facilities. The real estate cost estimate for the TSP was developed in accordance with ER 405-1-12 and based upon footprints delineating project requirements developed for feasibility level design by the San Francisco District Engineering Division. The two variations for structural alternatives (Alternative 1 and Alternative 2) were reviewed for LERRDs requirements and include the types of acquisition as follows:  An estimated 0.33 acre is required for staging.  An estimated 0.27 acre is required for construction. The non-Federal sponsor will acquire the minimum interests in real estate to support the construction and subsequent operation and maintenance of the future USACE project. USACE Real Estate Division anticipates Perpetual and Temporary Easement acquisition will be required. Once the project partnership agreement (PPA) process is complete, the San Francisco District Engineering Division will prepare the final design for advertisement and construction. During this process the tract register, and tract maps will be updated to reflect any modifications to include final staging areas, access requirements, construction haul routes, and recreation features. This information will be used for review of future crediting purposes. c. Monitoring and O&M: The Operations & Maintenance (O&M) of this project will be at 100% non-federal expense, however USACE will perform inspections. The Inspection of Completed Works (ICW) program is an O&M program that provides for USACE inspections of federally constructed flood risk management projects. A draft O&M manual will be developed preceding a project’s final design state and used by the counties and the USACE to ensure that the project is maintained to USACE standards. Annual and periodic 5-year ICW inspections will be performed for the Lower Colma Creek Project which will be based on the O&M manual requirements and current USACE maintenance standards. The O&M manual will provide a detailed description of the management activities for the floodwall, channel, vegetation, sediment, debris, bank erosion, concrete surfaces, and other activities to provide the design flood risk management of the TSP. If the project is required to provide compensatory mitigation for unavoidable impacts, a mitigation and monitoring plan will be prepared prior to release of the draft report. 76 LOWER COLMA CREEK CAP 103 PROJECT SOUTH SAN FRANCISCO CITY COUNCIL BRIEFING ON TENTATIVELY SELECTED PLAN May 25, 2022 SPD Regional CAP Production Center San Francisco District City of South San Francisco City of South San Francisco and San Bruno Water Quality Control Plant 77 2 PROJECT AUTHORITIES Congressionally Authorized •General Investigation Studies (GI) Projects typically large & complex •Study & construction authorizations based in law (from Congress) •Requires appropriations for funding •Typically, 5+ years from initial funding of study to start of construction Delegated Authorities •Continuing Authorities Program (CAP) •Tribal Partnership Program (TPP) Smaller Projects:Start quickly & build sooner •Limited scope and complexity •Congress does not need to specifically authorize projects or provide project- specific funding •Typically, 3-5 years from initial funding of study to start of construction Tech. Assistance Programs •Flood Plain Management Studies (FPMS) •Planning Assistance to States (PAS) •Emergency Preparedness & Response Assistance only:No construction •General Technical Services •General Planning Assistance •No project construction PLANNING AND CONSTRUCTIONPLANNING & TECH ASSISTANCE78 3 THE CAP AUTHORITIES Authority (Section) Project Type Design & Implementation Cost Share (Federal / Non-Federal %) Federal Limit (Project)* 14 Emergency Stream Bank and Shoreline Protection 65% / 35%$5,000,000 103 Hurricane and Storm Damage Reduction; Beach Erosion 65% / 35%$10,000,000 107 Navigation Improvements Varies, based on depth $10,000,000 111 Mitigation to Shore Damage Attributable to Navigation Works Shared in same proportion as project causing damage $10,000,000 204 Regional Sediment Management 65% / 35%$10,000,000 205 Flood Damage Reduction 65% / 35%$10,000,000 206 Aquatic Ecosystem Restoration 65% / 35%$10,000,000 1135 Project Modifications for Improvements to the Environment 75% / 25%$10,000,000 *Only includes the statutory federal limit Feasibility cost is part of total allowable project cost 79 4 BRIEF PROJECT OVERVIEW •NFS City of South San Francisco / SSF WQCP •CAP Section 103 (Coastal, <$10 M fed, simple) o includes protecting single non-federal public properties and facilities against damages caused by storm driven waves and currents. •165,000 full time residents + the daily population of San Francisco International Airport rely on plant. •The WQCP plant & pump station 4 currently at risk for coastal flooding by storm driven waves •Flood risk is expected to increase over time due to the location in a low-lying coastal area & SLR •Coastal storm risk flood events could cause: ➢Damage to critical infrastructure ➢Disrupted wastewater treatment services/pumping ➢Raw sewage backups in homes, businesses, and streets ➢Release of untreated raw sewage into the Bay •Unpermitted discharges and mixing of contaminated water during flooding events could result in environmental degradation in nearby sensitive habitat PROJECT OVERVIEW 80 5 STUDY AREA MAP Lower Colma CAP 103 5 San Francisco Bay South San Francisco Wastewater Quality Control Plant (SSF WQCP) Pacific Ocean 81 6COASTAL WATER LEVELS –SEA LEVEL CHANGE (SLC) AND EXTREME WATER LEVELS (EWL) 5/10/2022 –USACE ER1100-2-8162 “Incorporating Sea Level Change in Civil Works Programs” –Basis for Lower Colma Creek Extreme Water Levels •BakerAECOM/FEMA 2016 Tidal Datum & Extreme Water Levels Study •Relative SLC Redwood City, CA NOAA tide gauge •USACE Sea-Level Change Curves (low, intermediate, high) –Max SLR elevation modeled was 14.09 ft NAVD88 in 2073, .2% AEP •Extreme water levels will be used as downstream boundary condition –Water Levels defined for 153 Scenarios •8 return period events; 100% (1-year) through 0.2% (500-year) events •2023(L/I/H), 2033(I/H), 2043(I/H), 2053(I/H), 2063(I/H), 2073(L/I/H) 82 7 EXISTING FLOOD HAZARD Base year (2023) 1% AEP Flood Inundation with Intermediate sea level rise, stage = 10.32 ft Pump Station 4 SSF WQCP Depth (ft NAVD88) 83 8 EXISTING FLOOD HAZARD Base year (2023) 0.2% AEP Flood Inundation with Intermediate sea level rise, stage = 11.42 ft Pump Station 4 Breakout occurs from north bank Depth (ft NAVD88) 84 9 EXISTING FLOOD HAZARD •Presents coastal flood risk to the SSF WQCF. •Colma Creek right bank is not expected to contain the 1% annual exceedance probability (AEP) coastal event. •This analysis was only for coastal events, does not include Colma Creek. •Flooding could be exacerbated by flows in Colma Creek. •New model uses 2017 San Mateo County LiDAR •New model uses Extreme Tide Elevations from USACE SLR curves and Redwood tide gauge. •Water overtops the north bank at 10.47 ft water elevation, at the South bank at 11.74 ft, and overland from the west at 13 ft. 50 years (2073) 1% AEP Flood Inundation with Intermediate sea level rise, stage = 11.24 ft SSF WQCP Breakout occurs from north bank Pump Station 9 Pump Station 4 Pump Station 11 Depth (ft NAVD88) 85 10 EXISTING FLOOD HAZARD 50 years (2073) 0.2% AEP Flood Inundation with Intermediate sea level rise, stage = 12.34 ft Pump Station 4 SSF WQCP Breakout occurs from north bank Breakout occurs from south bank Breakout occurs overland from west Depth (ft NAVD88) 86 11 Natural and Nature-Based Features (NNBFs) (structural) Screened Areas most suitable for NNBFs do not correlate well with where NNBFs would be needed for managing coastal storm risk Improvements to SF Bay Trail (recreation)Screened Routing the trail along the Bay adjacent to the WQCP poses an unacceptable safety /security threat to critical infrastructure. Alternative route identified has a high estimated cost and would not substantially improve recreational experience from the existing experience. Temporary /deployable flood barriers (structural)Screened Not cost effective compared to floodwalls. Storm surge barrier at the mouth of Colma Creek (structural) Screened Exceeds the cost limit of CAP Ecotone levee combo with floodwall (structural)Screened Insufficient space, would fill in the entire creek width in order to provide sufficient flood risk management CSRM Improvements to Finger Piers (storage and parking area) (structural) Screened Insufficient damages to support CSRM measures in this location. Good potential mitigation location if mitigation is required. Drainage pump system (structural as they would be implemented in combination with tide gates or storm surge barriers) Screened Exceeds the cost limit of CAP Standard Levee (structural)Screened Insufficient space Standard levee/floodwall combo (structural)Screened Insufficient space Dredging Colma Creek (structural)Screened Not effective in addressing coastal flood risk / meeting objectives Relocate entire treatment facility (non-structural)Screened Cost (in the billions of dollars) exceeds benefits and CAP cost limit Relocate structures of concerns (non-structural)Screened Infeasible/not cost efficient Leverage another treatment facility (non-structural)Screened Not effective as other nearby treatment facilities are also at risk for coastal flooding Tide gates (structural)Screened Exceeds the cost limit of CAP INITIAL SCREENING 87 12 Floodwall (structural)Retained There is sufficient space to site a floodwall and cost estimate is within CAP cost limit. Alignment can be pulled back from shoreline as much as possible to avoid impacts to adjacent marsh near bridge on north end of WQCP. Plant operability and performance is high up to design event. Can be made adaptable to sea level rise. Flood proofing of key structures (non- structural) Retained Depths of flooding are shallow and velocities are low, which makes flood proofing a viable potential measure. Cost is competitive compared to other measures. SLR adaptability would be to seal plant more frequently. May impact operability and performance of plant, which needs investigation. Operating during flood conditions could endanger workers at the plant, so a safety assessment is needed. Flood warning system (non-structural)Retained For the non-structural operation, the flood warning system is necessary to ensure flood proofing is sealed and in place, which is operated manually. Ring Levee (non-structural)Screened for main WQCP Retained for pump station 4 Insufficient space For pump station 4, there is room for a small retaining wall type concrete floodwall around the perimeter station, with a stop log gate for vehicular access. Cost is well within CAP cost limit. Raise critical assets in place (non-structural)Screened for most assets Retained for electrical system only Infeasible/not cost effective compared with floodproofing It is not feasible to floodproof the entire network of subterranean electrical system, which is particularly hazardous if flooded. Raising electrical only was retained. INITIAL SCREENING –RETAINED MEASURES 88 13 ALTERNATIVE 1 Alt 1: North floodwall (1BN plus 1AN), shown in left image, plus full perimeter concrete floodwall with stop log gate around pump station 4, and flood warning system, pictured right. Pump Station 4Main WQCP 89 14 ALTERNATIVE 2 Alt 2: North and south floodwall (1BN + 1AN+2S), plus full perimeter floodwall with stop log gate around pump station 4 and flood warning system 90 23 Buildings to be floodproofed Each structure /facility in a yellow box was individually assessed for flood risk based on their structure type, elevation, material, and contents. Structures that do not flood in the without project condition, or do not incur damages, or damages are negligible are marked in red and were excluded. Total = 23 structures to be floodproofed This alternative also includes raising the electrical system (next slide) and emergency exits/walkways (not costed/designed) ALTERNATIVE 3: NONSTRUCTURAL 91 16 EVALUATING THE ALTERNATIVES Team started off by looking at the four planning criteria— 1.Effectiveness 2.efficiency 3.completeness (whether the benefits can be realized without future action from others) 4.acceptability (whether it’s legally implementable) This evaluation informed iterative plan development, including adding electrical raising to the non-structural only plan to make it complete/ safe for plant operators. 92 17 Damages included in this analysis include: •A structural inventory of structures and contents within the WWTP facility. •All building characteristics considered in the evaluation, including information on: ➢foundation height, ➢values of building and its contents, ➢depreciation, ➢information about how the plant operates ➢and the number of sewer lateral connections •The second and largest source of damages are from the clean-up cost associated with a failure to the electrical components to the WWTP and/or to Pump Station #4. •I.e. back up of raw sewage to some or all of the lateral connections: »City of South San Francisco –Approximately 19,000 »City of San Bruno –Approximately 10,586 »City of Daly City –Approximately 471 »Town of Colma –Approximately 77 ECONOMIC DAMAGES •The Economic Period of Analysis is 50 years and was calculated using the FY 22 Federal Interest rate of 2.25% •Economic Computations used the Intermediate Sea Level Rise Curve 93 18 COMPREHENSIVE BENEFIT COMPARISON •Simple qualitative initial screening •Developed screening criteria through charettes, research, and team discussions, including with VT •Used information learned through formulation and analysis to support PDT comparison of each screening criteria •Maximal Benefit Plan = NED Plan •No need to perform more quantitative analysis to support TSP selection 94 19 -Site visit on November 4, 2021 with Fish and Wildlife Services -Resource agency meeting January 10, 2022 -Tribal and historical society letters sent March 8, 2022 -Colma Creek Citizen Advisory Committee presentation March 8, 2022 -Agency specific coordination held March-May 2022 -One Shoreline coordination, ongoing -Resource agency TSP presentation –coming soon -Public meeting will be held once Draft Report is released for comment AGENCY, TRIBAL, & STAKEHOLDER COORDINATION What stakeholder groups do you recommend we reach out to? How can we reach vulnerable communities in particular? 95 20 PATH TO THE FINAL REPORT APPROVAL MILESTONE /SCHEDULE •Tentatively Selected Milestone -March 31, 2022 (Met) •Finish Draft Detailed Project Report / Environmental Assessment (DPR/EA) –NLT April 22, 2022 (Met) •District Quality Control Review -Ongoing •Release Draft DPR/EA -Early Summer 2022 •Hold interagency coordination & public meeting •ATR/Public/Policy & Legal Reviews of Draft DPR/EA—Spring/Summer 2022 •Complete Final Report –January 23, 2023 •Final Report Milestone –March 7, 2023 96 21 DISCUSSION / QUESTIONS? 97 22 BACKUP SLIDES 98 23FUTURE SEA LEVEL RISE AND ANNUAL EXCEEDANCE PROBABILITY (AEP) SCENARIOS All extreme tide elevations scenarios modeled. Maximum 99 Electrical Raising–Overall Electrical Single-Line Diagram of the WQCP ALTERNATIVE 3: NONSTRUCTURAL (CONTINUED) 100 25 Problems For the following problem statements, flood risk is expected to increase in frequency and magnitude as a result of sea level change. 1.Storm driven waves and currents cause coastal flood risk to the SSF WQCP which risks economic damages resulting from damage to infrastructure and contents, plant service shutdown, and cleanup costs from the backup of untreated effluent in homes, businesses, and streets throughout the service area. 2.Should significant flooding occur at the SSF WQCP or at pump station 4, there is a risk of service disruption to their roughly 112,000 customers resulting in potential business and household economic losses. 3.Public and environmental health is at risk should coastal flooding cause the need for emergency releases of untreated effluent into Colma Creek and San Francisco Bay. 4.The coastal flood risk endangers human life and safety of the WQCP workers and operators should the plant flood. 5.Human safety is endangered from direct exposure to untreated sewage backing up in the sewer system and overflowing in toilets and manholes in the service area of the SSF WQCP in the event of a plant shutdown caused by coastal flooding. PLAN FORMULATION Opportunities 1.There is an opportunity to avoid or reduce discharges of untreated effluent into the Bay and avoid water quality degradation and associated impacts to human health and the environment. 2.Opportunities to improve habitat values and the aesthetic and recreational experience in the study area were also investigated. Constraints 1.The project cannot compromise the safety and security of the SSF WQCP, which is critical infrastructure for the region. 2.There is also the universal constraint that the project must comply with applicable federal laws, regulations and policies. Planning Objectives 1.Manage the risk of flooding at the SSF WQCP and its pump stations. 2.Manage risk to human life and safety due to flooding at the SSF WQCP and its pump stations. 3.Reduce the economic damages that result from flooding of the WQCP (including pump stations), and the associated potential service disruptions and/or plant shutdowns. 4.Reduce damages to the environment (people and other living things) that result from flooding and the associated releases of untreated effluent into Colma Creek or San Francisco Bay.101 26 FOCUSED ARRAY Alternative Formulation Strategy No Action Plan No Action Alt 1: North floodwall (1BN plus 1AN), plus full perimeter concrete floodwall with stop log gate around pump station 4 and flood warning system Cost Effectiveness Alt 2: North and south floodwall (1BN + 1AN+2S), plus full perimeter floodwall with stop log gate around pump station 4 and flood warning system Effectiveness/ Meeting Objectives Alt 3: Non-structural only. Floodproof 23 structures on main plant, ring floodwall with stop log gate around pump station 4, and flood warning system Maximize Nonstructural 102 27 TRIBAL COORDINATION Tribal Consultation Summary •Formal Section 106 tribal consultation letters sent out on 8 Mar 2022 •Consultation with the Ohlone Indian Tribe by phone on 17 Feb 2022. Requested subsurface testing to determine presence of CA-SMA-45. Tribal monitors requested for all ground disturbance work •No other responses from tribes received to date.No tribal attendance during the agency meeting Tribes and Section 106 Tribal Consulting Parties​ •The Ohlone Indian Tribe (consultation ongoing and occurred early on in April 2021)​ •The Amah Mutsun Tribal Band of Mission San Juan Bautista •The Costanoan Rumsen Carmel Tribe •Indian Canyon Mutsun Band of Costanoan •Muwekma Ohlone Indian Tribe of the SF Bay Area •Rumsen A:ma Tur:ataj Ohlone Tribes fall under these eight Ohlone cultural groups throughout the California Bay Area 103 28 Activity Status Fish and Wildlife Coordination Act Draft Coordination Act Report (CAR) received Clean Water Act Section 404(b)(1)Draft concurrent with draft report Clean Water Act Section 401 Draft application to be released with draft report Coastal Zone Management Act Draft consistency determination to be released with draft report Endangered Species Act Informal consultation to be initiated in early May National Environmental Policy Act Draft Integrated Detailed Project Report/ Environmental Assessment (DPR/EA) scheduled for release in May National Historic Preservation Act (Section 106) Section 106 initiated with SHPO agreement on Area of Potential Effects (APE), tribal consultation formally initiated ENVIRONMENTAL COMPLIANCE STATUS 104 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-268 Agenda Date:5/25/2022 Version:1 Item #:9. Report regarding a resolution approving a two-year professional services agreement with Flock Safety for the service and installation of twenty-eight automated license plate recognition cameras in the amount not to exceed $164,780 and authorizing the City Manager to execute the agreement.(Scott Campbell,Police Chief and Maryjo Nuñez, Lead for America Fellow, City Manager’s Office) RECOMMENDATION Staff recommends the City Council adopt a resolution approving a two-year professional services agreement with Flock Safety for the service and installation of twenty-eight automated license plate recognition cameras in the amount not to exceed $164,780 and authorizing the City Manager to execute the agreement. BACKGROUND/DISCUSSION On November 2,2021,City of South San Francisco (City)staff presented a report regarding the use of stationary automated license plate recognition (ALPR)cameras at the City Council special meeting.The consideration for this request was initiated by a letter received from the South San Francisco Chamber of Commerce.On January 26,2022,City staff presented the ALPR camera concept plan at the City Council study session and recommended that the Council review and authorize staff to move forward with the procurement and installation of thirty-one ALPR cameras across the City.After careful analysis of potential camera locations,it was determined that twenty-eight cameras would adequately meet the needs of the City resulting in a $7,500.00 per year savings.The ALPR camera is a valuable tool used by many cities in San Mateo County to help with investigations,real-time alerts,and deterrence of crime.After City Council discussion,Council approved a plan to move forward with the installation of the ALPR cameras. The South San Francisco Police Department has been researching ALPR technology for several years and found Flock Safety to be well established across the country and Bay Area.Flock Safety provides crime- fighting technology (cameras and software)on a subscription-based service model.Flock Safety's service is a flat annual fee and includes ALPR camera hardware,hardware maintenance,ALPR software,software updates, unlimited users,30 days of unlimited data storage,LTE connectivity,solar panels,optional utility poles, installation equipment and monitoring.Flock Safety provides all the supplies and equipment that are necessary for safe operation under standard operating procedures and meets all government regulations and workplace safety guidelines. Flock Safety is a public safety operating system that helps communities and law enforcement (in over one thousand cities nationwide)work together to eliminate crime,protect privacy,and mitigate bias.A majority of cities in San Mateo County are currently using Flock Safety or are in the process of acquiring the technology. Flock Safety is a fully integrated ALPR solution from camera production to delivery and installation.The camera uses motion capture to start and stop recording using machine learning and artificial intelligence, allowing Flock Safety to capture vehicle performance without the need for a reflective license plate.The cameras can capture and process 30,000 vehicles per day and capture two lanes of traffic simultaneously with a single camera from a vertical mass powered by solar energy.Flock Safety analyzes vehicle license plate, vehicle make,vehicle color and objects such as roof racks,dents,or unique hub caps.This is based on image City of South San Francisco Printed on 5/20/2022Page 1 of 4 powered by Legistar™105 File #:22-268 Agenda Date:5/25/2022 Version:1 Item #:9. analytics (not car registration data), so personal identifying information is protected. The software transmits alerts for "hot"license plates with the capability of the plate state match and can set up alerts based on vehicle description without the need for a license plate.The software makes actionable evidence available when needed that is easily searchable by vehicle type,make,color,timeframe,partial/full license plate,and object detection.This technology will allow the South San Francisco Police Department to detect and stop the actual vehicle used in a crime,instead of similar looking vehicles.This will not only save law enforcement time in the investigation of criminal activity,but it will also prevent the unnecessary stops and detentions of motorists who are driving vehicles which may look similar to wanted vehicles but are truly uninvolved in criminal activity associated with the vehicle. Flock Safety focuses on objective evidence (vehicle description and license plates)by capturing car features. Privacy is protected by not using facial recognition technology and not recording any personal identifiable information such as names,addresses,or phone numbers.The Department will own their data and Flock Safety does not sell the data to third parties.The camera footage is stored,secured,and encrypted in AWS Government Cloud and automatically deleted every thirty (30)days on a rolling basis.The camera only takes photos,and there is no live feed. The system is not monitored, and it is not used for surveillance purposes. Discussion of Privacy Concerns Maintaining the privacy of the data collected through ALPR cameras is a high priority.The use of data collected by ALPR cameras is regulated by state law.Pursuant to California Civil Code Section 1798.90.51,et seq.,the following requirements for ALPR operators and end-users are already in place in relation to the use of ALPR data: ·Maintain reasonable security procedures and practices, including operational, administrative, technical, and physical safeguards, to protect ALPR information from unauthorized access, destruction, use, modification, or disclosure, including but not limited to an annual audit to review ALPR end-user searches during the previous year; ·Implement a usage and privacy policy, available to the public in writing, and on the operator’s website, with information related to: ·The authorized purposes for using the ALPR system and collecting ALPR information, the job title or other designation of the employees and independent contractors authorized to use or access the ALPR system or to collect ALPR information; ·The training requirements necessary for authorized employees and independent contractors; ·How the ALPR system will be monitored to ensure the security of the information and compliance with applicable privacy laws; ·The purposes of, process for, and restrictions on, the sale, sharing, or transfer of ALPR information to other persons, title of the official custodian or owner of the ALPR system, the reasonable measures that will be used to ensure the accuracy of ALPR information and correct data errors; ·The length of time ALPR information will be retained, and the process the ALPR operator will utilize to determine if and when to destroy retained ALPR information. The following City policies are also consistent with Senate Bill 210 (SB 210),proposed by Senator Scott Weiner during the 2021 legislative session,which was considered when forming policies for South San City of South San Francisco Printed on 5/20/2022Page 2 of 4 powered by Legistar™106 File #:22-268 Agenda Date:5/25/2022 Version:1 Item #:9. Francisco to protect privacy and to ensure data is used only for authorized purposes: ·Limit access to collected data to those with a demonstrated “need to know,”documenting by name who has access to the data and an access log showing who has accessed the data and for what purpose; ·ALPR data that does not match hot list information will be destroyed within 30 days or less of collection; ·Data which does match hot list information or which is reasonably needed to investigate or assist with prosecution of criminal activity may be retained until the data is no longer needed or required to be retained, after which it will be destroyed; ·No data will be sold; ·ALPR camera data may only be shared with other law enforcement agencies for the purpose of investigating and/or prosecuting criminal activity.Data will not be shared with the Immigration Customs Enforcement Agency, either directly or indirectly; ·Measures will be used to ensure the accuracy of ALPR information and correct data errors,working with the City’s IT Department and the City’s ALPR camera contractor; ·Posting the City’s usage and privacy policy on the City website,making it easily accessible to the public; ·A quarterly audit will be held to review ALPR end-user searches during the year and determine if searches were compliant with the usage and privacy policy set forward and confirm that all ALPR data was destroyed on schedule; ·Creation of an ALPR Transparency Portal on the City website,which will include the usage and privacy policy, making it easily accessible to the public; ·Training of all Police Department personnel on the policies and restrictions concerning ALPR camera use and data. Services Agreement The South San Francisco Police Department is requesting that the services agreement of the Flock Safety system be authorized pursuant to the “sole source”procurement method under the South San Francisco Municipal Code.The “sole source”procurement method is used to describe instances where the products or services the City desires to obtain are available only from one vendor,and the City is procuring such product or service from that vendor instead of going through the open market procedure.South San Francisco Municipal Code 4.04.080(a)permits the City to dispense with open market procedures if a commodity can only be obtained from one vendor. Most San Mateo County cities are using the Flock Safety system, making it the only system in San Mateo County for providing the City with a comprehensive ALPR database and alerts. Utilizing the Flock Safety City of South San Francisco Printed on 5/20/2022Page 3 of 4 powered by Legistar™107 File #:22-268 Agenda Date:5/25/2022 Version:1 Item #:9. system allows the City to access the comprehensive Flock Safety database to better solve cases and also makes the City compatible with other jurisdictions in San Mateo County. Staff are not aware of any other company offering these same services, including a comprehensive database, in the County. The Flock Safety equipment has proprietary patented technology which makes the Flock Safety system unique as well as they are the sole manufacturer and distributor of the Flock Safety ALPR cameras. Flock Safety is also the sole provider of the comprehensive monitoring, processing, and machine vision services that integrate with the Flock Safety camera. Therefore, the services the City seeks here can only be obtained by utilizing the Flock Safety system and services. Flock Safety will provide twenty-eight ALPR cameras,installation,right-of-way poles if necessary,and will replace cameras for the latest technologies after two years.Furthermore,Flock Safety will replace any defective cameras at no additional cost. Below is the cost table: Description QTY Unit Cost Year 1 Year 2 Annual Subscription and Camera 28 $2500 $70,000 $70,000 On-time Installation Fee 1 $9,800 Total Cost $79,800 $70,000 FISCAL IMPACT The total cost of this project is $149,800 over two years.Staff also recommends Council approve an additional 10-percent contingency totaling $14,980 for a total project budget of $164,780.The Information Technology Department has requested funding for this project as part of the FY2022-23 budget request process.Funding for the first year is due to be appropriated when the citywide budget is taken to Council in June for consideration. Second year funding will be appropriated during the FY2023-24 budget process. RELATIONSHIP TO STRATEGIC PLAN This item meets the City’s strategic goals under Strategic Plan Priority: Public Safety. CONCLUSION Staff recommends that the City Council adopt a resolution approving a two-year professional services agreement with Flock Safety for the service and installation of twenty-eight automated license plate recognition cameras in the amount not to exceed $164,780 and authorizing the City Manager to execute the agreement. City of South San Francisco Printed on 5/20/2022Page 4 of 4 powered by Legistar™108 109 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-269 Agenda Date:5/25/2022 Version:1 Item #:9a. Resolution approving a two-year professional services agreement with Flock Safety for the service and installation of twenty-eight automated license plate recognition cameras in the amount not to exceed $164,780 and authorizing the City Manager to execute the agreement. WHEREAS, in November 2021 staff presented a report regarding the use of stationary automated license plate recognition (ALPR) cameras at the City Council special meeting; and WHEREAS, in January 2022 staff presented the ALPR camera concept plan at the City Council study session and recommended that Council review and authorize staff to move forward with the procurement and installation of thirty-one cameras in various locations throughout the City; and WHEREAS, after Council discussion, it was determined that twenty-eight cameras would adequately meet the needs of the City, and Council approved moving forward with the installation of ALPR cameras; and WHEREAS, the South San Francisco Police Department has researched ALPR technology for several years and Flock Safety is found to be well established across the country and in the Bay Area; and WHEREAS, Flock Safety provides cameras and software on a subscription-based service model, that is a flat annual fee and includes ALPR camera hardware, hardware maintenance, ALPR software, software updates, unlimited users, 30 days of unlimited data storage, LTE connectivity, solar panels, optional utility poles, installation equipment and monitoring; and WHEREAS, a majority of cities in San Mateo County are currently using Flock Safety or are in the process of acquiring the technology; and WHEREAS, Flock Safety focuses on objective evidence (vehicle description and license plates) by capturing car features, and privacy is protected by not using facial recognition technology and not recording any personal identifiable information such as names, addresses, or phone numbers; and WHEREAS, camera footage is stored, secured and encrypted in a cloud and automatically deleted every thirty (30) days on a rolling basis, the camera only takes photos, there is no live feed, and it is not used for surveillance purposes; and WHEREAS, the service and installation of the Flock Safety system is being conducted pursuant to the “sole source” procurement method under the South San Francisco Municipal Code 4.04.080 (a) which permits the City to dispense with open market procedures if a commodity can only be obtained from one vendor; and City of South San Francisco Printed on 5/26/2022Page 1 of 2 powered by Legistar™110 File #:22-269 Agenda Date:5/25/2022 Version:1 Item #:9a. WHEREAS, most San Mateo County cities are using the Flock Safety system, making it the only system in San Mateo County for providing the City with a comprehensive ALPR database and alerts; and WHEREAS, utilizing the Flock Safety system allows the City to access the comprehensive Flock Safety database to better solve cases and also makes the City compatible with other jurisdictions in San Mateo County; and WHEREAS, the Flock Safety equipment has proprietary patented technology which makes the Flock Safety system unique as well as they are the sole manufacturer and distributor of the Flock Safety ALPR cameras; and WHEREAS, Flock Safety is also the sole provider of the comprehensive monitoring, processing, and machine vision services that integrate with the Flock Safety camera; and WHEREAS, the ALPR services the City seeks can only be obtained by utilizing the Flock Safety system and services; and WHEREAS, Flock Safety will provide twenty-eight ALPR cameras, installation, right-of-way poles if necessary, and will replace cameras to the latest technologies after two years; and WHEREAS, staff requests the City Council to authorize a professional service agreement in an amount not to exceed $149,800 with an additional 10-percent contingency, totaling $164,780 for the project; and WHEREAS, the Information Technology Department has requested funding for this project as part of the FY2022-23 budget request process and second year funding will be appropriated during the FY2023-24 budget process. NOW, THEREFORE, BE IT RESOLVED, by the City Council of the City of South San Francisco that the City Council hereby approves a professional service agreement, attached herewith as Exhibit A, with Flock Safety, in an amount not to exceed $164,780. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the agreement on behalf of the City of South San Francisco, subject to approval as to form by the City Attorney. ***** City of South San Francisco Printed on 5/26/2022Page 2 of 2 powered by Legistar™111 FLOCK GROUP INC. SERVICES AGREEMENT ORDER FORM This Order Form together with the Terms (as defined herein) describe the relationship between Flock Group Inc. (“Flock”) and the customer identified below (“Agency”) (each of Flock and Customer, a ”Party”). This order form (“Order Form”) hereby incorporates and includes the “GOVERNMENT AGENCY AGREEMENT” attached (the “Terms”) which describe and set forth the general legal terms governing the relationship (collectively, the "Agreement" ). The Terms contain, among other things, warranty disclaimers, liability limitations and use limitations. The Agreement will become effective when this Order Form is executed by both Parties (the “Effective Date”). Agency: City of South San Francisco {r}\ Contact Name: Scott Campbell Address: 1 Chestnut Avenue South San Francisco, California 94080 Phone: (650) 87789309 E-Mail: scott.campbell@ssf.net Expected Payment Method: \FSExpectedPaymentMethod1\ Billing Contact: \Information Technology Department 400 Grand Ave, South San Francisco, CA 94080, itinvoices@ssf.net Initial Term: 24 months Renewal Term: 24 months Billing Term: Annual payment due Net 30 per terms and conditions 112 Name Price QTY Subtotal Flock Falcon Camera $2,500.00 28.00 $70,000.00 Professional Services - Falcon, Standard Implementation $350.00 28.00 $9,800.00 (Includes one-time fees) Year 1 Total: $79,800.00 Recurring Total: $70,000.00 Total two-year : $147,050.00 113 I have reviewed and agree to the Customer Implementation Guide on Schedule B at the end of this agreement. \FSInitials1\ By executing this Order Form, Agency represents and warrants that it has read and agrees to all of the terms and conditions contained in the Terms attached. The Parties have executed this Agreement as of the dates set forth below. FLOCK GROUP, INC. Agency: City of South San Francisco By: \FSSignature2\ By: \FSSignature1\ Name: \FSFullname2\ Name: \Mike Futrell Title: \FSTitle2\ Title: \FSTitle1\City Manager Date: \FSDateSigned2\ Date: \FSDateSigned1\ Approved As To Form City Attorney Attest City Clerk 114 GOVERNMENT AGENCY AGREEMENT This Government Agency Agreement (this “Agreement”) is entered into by and between Flock Group, Inc. with a place of business at 1170 Howell Mill Rd NW Suite 210, Atlanta, GA 30318 (“Flock”) and the City of South San Francisco (“Agency”) (each a “Party,” and together, the “Parties”). RECITALS WHEREAS, Flock offers a software and hardware solution for automatic license plate detection through Flock’s technology platform (the “Flock Service”), and upon detection, the Flock Services are capable of capturing audio, image, and recordings data of suspected vehicles (“Footage”) and can provide notifications to Agency upon the instructions of Non-Agency End User (“Notifications”); WHEREAS, Agency desires access to the Flock Service on existing cameras, provided by Agency, or Flock provided Hardware (as defined below) in order to create, view, search and archive Footage and receive Notifications, including those from non-Agency users of the Flock Service (where there is an investigative or bona fide lawful purpose) such as schools, neighborhood homeowners associations, businesses, and individual users; WHEREAS, Flock deletes all Footage on a rolling thirty (30) day basis, Agency is responsible for extracting, downloading and archiving Footage from the Flock System on its own storage devices for auditing for prosecutorial/administrative purposes; and WHEREAS, Flock desires to provide Agency the Flock Service and any access thereto, subject to the terms and conditions of this Agreement, solely for the awareness, prevention, and prosecution of crime, bona fide investigations by police departments, and archiving for evidence gathering (“Purpose”). AGREEMENT NOW, THEREFORE, Flock and Agency agree as follows and further agree to incorporate the Recitals into this Agreement. 1. DEFINITIONS Certain capitalized terms, not otherwise defined herein, have the meanings set forth or cross-referenced in this Section 1. 115 1.1 "Agency Data” will mean the data, media and content provided by Agency through the Services. For the avoidance of doubt, the Agency Data will include the Footage. 1.2. “Agency Hardware ” shall mean the third-party camera owned or provided by Agency and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Services. The term “Agency Hardware ” excludes the Embedded Software 1.3 “Authorized End User(s)” shall mean any individual employees, agents, or contractors of Agency accessing or using the Services through the Web Interface, under the rights granted to Agency pursuant to this Agreement. 1.4 “Documentation” will mean text and/or graphical documentation, whether in electronic or printed format, that describe the features, functions and operation of the Services which are provided by Flock to Agency in accordance with the terms of this Agreement. 1.5 “Embedded Software” will mean the software and/or firmware embedded or preinstalled on the Agency Hardware. 1.6 “Flock IP” will mean the Services, the Documentation, the Embedded Software, the Installation Services, and any and all intellectual property therein or otherwise provided to Agency and/or its Authorized End Users in connection with the foregoing. 1.7 “Footage” means still images captured by the Agency Hardware in the course of and provided via the Services. 1.8 “Hardware” or “Flock Hardware” shall mean the Flock cameras or device, pole, clamps, solar panel, installation components, and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Flock Services. The term “Hardware” excludes the Embedded Software. 1.9 “Implementation Fee(s)” means the monetary fees associated with the Installation Services, as defined in Section 1.10 below. 1.10 “Installation Services” means the services provided by Flock including any applicable installation of Embedded Software on Agency Hardware. 1.11 “Non-Agency End User(s)” shall mean any individual, entity, or derivative therefrom, authorized to use the Services through the Web Interface, under the rights granted to pursuant to the terms (or to those materially similar) of this Agreement. 1.12 “Services” or “Flock Services” means the provision, via the Web Interface, of Flock’s software application for automatic license plate detection, searching image records, and sharing Footage. 116 1.13 “Support Services” shall mean Monitoring Services, as defined in Section 2.9 below. 1.14 “Unit(s)” shall mean the Agency Hardware together with the Embedded Software. 1.15 “Usage Fee” means the subscription fees to be paid by the Agency for ongoing access to Services. 1.16 “Web Interface” means the website(s) or application(s) through which Agency and its Authorized End Users can access the Services in accordance with the terms of this Agreement. 2. SERVICES AND SUPPORT 2.1 Provision of Access. Subject to the terms of this Agreement, Flock hereby grants to Agency a non-exclusive, non-transferable right to access the features and functions of the Services via the Web Interface during the Service Term (as defined in Section 6.1 below), solely for the Authorized End Users. The Footage will be available for Agency ’s designated administrator, listed on the order form, and any Authorized End Users to access via the Web Interface for thirty (30) days. Authorized End Users will be required to sign up for an account and select a password and username (“User ID”). Flock will also provide Agency with the Documentation to be used in accessing and using the Services. Agency shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, if undertaken by Agency, would constitute a breach of this Agreement, shall be deemed a breach of this Agreement by Agency. Agency shall undertake reasonable efforts to make all Authorized End Users aware of the provisions of this Agreement as applicable to such Authorized End User’s use of the Services, and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Services, including without limitation using a third party to host the Web Interface which makes the Services available to Agency and Authorized End Users. Warranties provided by said third party service providers are the Agency’s sole and exclusive remedy and Flock’s sole and exclusive liability with regard to such third-party services, including without limitation hosting the web interface. To the extent practicable, and Agency must provide actual notice, Agency agrees to comply with any acceptable use policies and other terms of any third-party service provider that are provided or otherwise made available to Agency from time to time. 2.2 Embedded Software License. Subject to all terms of this Agreement, Flock grants Agency a limited, non- exclusive, non-transferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Embedded Software as installed on the Hardware or Agency Hardware; in each case, solely as necessary for Agency to use the Services. 2.3 Documentation License. Subject to the terms of this Agreement, Flock hereby grants to Agency a non- exclusive, non-transferable right and license to use the Documentation during the Service Term to Agency ’s in connection with its use of the Services as contemplated herein, and under Section 2.4 below. 117 2.4 Usage Restrictions. a. Flock IP. The purpose for usage of the Unit, Documentation, Services, support, and Flock IP are solely to facilitate gathering evidence that could be used in a lawful criminal investigation by the appropriate government agency and not for tracking activities that the system is not designed to capture (“Permitted Purpose”). Agency will not, and will not permit any Authorized End Users to, (i) copy or duplicate any of the Flock IP; (ii) decompile, disassemble, reverse engineer or otherwise attempt to obtain or perceive the source code from which any software component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the source code of any software included in the Flock IP, or attempt to do any of the foregoing, and Agency acknowledges that nothing in this Agreement will be construed to grant Agency any right to obtain or use such source code; (iii) modify, alter, tamper with or repair any of the Flock IP, or create any derivative product from any of the foregoing, or attempt to do any of the foregoing, except with the prior written consent of Flock; (iv) interfere or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, obscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within any of the Services or Flock IP; (vi) use the Services, support, Unit, Documentation or the Flock IP for anything other than the Permitted Purpose; or (vii) assign, sublicense, sell, resell, lease, rent or otherwise transfer or convey, or pledge as security or otherwise encumber, Agency’s rights under Sections 2.1, 2.2, or 2.3. b. Flock Hardware. Agency understands that all Flock Hardware is owned exclusively by Flock, and that title to any Flock Hardware does not pass to Agency upon execution of this Agreement. Agency is not permitted to remove, reposition, re-install, tamper with, alter, adjust or otherwise take possession or control of Flock Hardware. Notwithstanding the notice and cure period set for in Section 6.3, Agency agrees and understands that in the event Agency is found to engage in any of the restricted actions of this Section 2.4(b), all warranties herein shall be null and void, and this Agreement shall be subject to immediate termination (without opportunity to cure) for material breach by Agency. 2.5 Retained Rights; Ownership. As between the Parties, subject to the rights granted in this Agreement, Flock and its licensors retain all right, title and interest in and to the Flock IP and its components, and Agency acknowledges that it neither owns nor acquires any additional rights in and to the foregoing not expressly granted by this Agreement. Agency further acknowledges that Flock retains the right to use the foregoing for any purpose in Flock’s sole discretion. There are no implied rights. 2.6 Suspension. Notwithstanding anything to the contrary in this Agreement, Flock may temporarily suspend Agency’s and any Authorized End User’s access to any portion or all of the Flock IP or Flock Hardware if (i) Flock reasonably determines that (a) there is a threat or attack on any of the Flock IP; (b) Agency ’s or any Authorized End User’s use of the Flock IP disrupts or poses a security risk to the Flock IP or any other Agency or vendor of Flock; (c) Agency or any Authorized End User is/are using the Flock IP for fraudulent or illegal activities; (d) Flock’s provision of the Services to Agency or any Authorized End User is prohibited by applicable law; (e) any vendor of 118 Flock has suspended or terminated Flock’s access to or use of any third party services or products required to enable Agency to access the Flock IP; or (f) Agency has violated any term of this provision, including, but not limited to, utilizing the Services for anything other than the Permitted Purpose (each such suspension, in accordance with this Section 2.6, a “Service Suspension”). Flock will make commercially reasonable efforts, circumstances permitting, to provide written notice of any Service Suspension to Agency (including notices sent to Flock’s registered email address) and to provide updates regarding resumption of access to the Flock IP following any Service Suspension. Flock will use commercially reasonable efforts to resume providing access to the Service as soon as reasonably possible after the event giving rise to the Service Suspension is cured. Flock will have no liability for any damage, liabilities, losses (including any loss of data or profits) or any other consequences that Agency or any Authorized End User may incur as a result of a Service Suspension. To the extent that the Service Suspension is not caused by Agency’s direct actions or by the actions of parties associated with the Agency, the expiration of the Term will be tolled by the duration of any suspension (for any continuous suspension lasting at least one full day) prorated for the proportion of cameras on the Agency ’s account that have been impacted. 2.7 Installation Services. 2.7.1 Designated Locations. For installation of Flock Hardware, prior to performing the physical installation of the Units, Flock shall advise Agency on the location and positioning of the Units for optimal license plate image capture, as conditions and location allow. Flock may consider input from Agency regarding location, position and angle of the Units (each Unit location so designated by Agency, a “Designated Location”). Flock shall have final discretion on location of Units. Flock shall have no liability to Agency resulting from any poor performance, functionality or Footage resulting from or otherwise relating to the Designated Locations or delay in installation due to Agency’s delay in confirming Designated Locations, in ordering and/or having the Designated Location ready for installation including having all electrical work preinstalled and permits ready, if necessary. The deployment plan will confirm the Designated Location. After installation, any subsequent changes to the deployment plan (“Reinstalls”) will incur a charge for Flock’s then-current list price for Reinstalls, as listed in the then-current Reinstall Policy (available at https://www.flocksafety.com/reinstall-fee-schedule) and any equipment charges. These changes include but are not limited to camera re-positioning, adjusting of camera mounting, re-angling, removing foliage, camera replacement, changes to heights of poles, regardless of whether the need for Reinstalls related to vandalism, weather, theft, lack of criminal activity in view, and the like. Flock Safety shall have full discretion on decision to reinstall Flock Hardware. 2.7.2 Agency Installation Obligations. Agency agrees to allow Flock and its agents reasonable access in and near the Designated Locations at all reasonable times upon reasonable notice for the purpose of performing the installation work. Although the Units are designed to utilize solar power, certain Designated Locations may require a reliable source of 120V AC power, as described in the deployment plan. In the event adequate solar exposure is not available Agency is solely responsible for providing a reliable source of 120V AC power to the Units, if necessary. Additionally, Agency is solely responsible for (i) any permits or associated costs, and managing the 119 permitting process of installation of cameras or AC power; (ii) any federal, state or local taxes including property, license, privilege, sales, use, excise, gross receipts or other similar taxes which may now or hereafter become applicable to, measured by or imposed upon or with respect to the installation of the Hardware, its use (excluding tax exempt entities), or (iii) any other supplementary cost for services performed in connection with installation of the Hardware, including but not limited to contractor licensing, engineered drawings, rental of specialized equipment or vehicles, third-party personnel (i.e. Traffic Control Officers, Electricians, State DOT-approved poles, etc., if necessary), such costs to be approved by the Agency (“Agency Installation Obligations”). In the event that a Designated Location for a Unit requires permits, Flock will provide the Agency with a temporary alternate location for installation pending the permitting process. Once the required permits are obtained, Flock will relocate the Units from the temporary alternate location to the permitted location at no additional cost. Flock will provide options to supply power at each Designated Location. If Agency refuses alternative power supply options, Agency agrees and understands that Agency will not be subject to any reimbursement, tolling, or credit for any suspension period of Flock Services due to low solar. Flock will make all reasonable efforts within their control to minimize suspension of Flock Services. Any fees payable to Flock exclude the foregoing. Without being obligated or taking any responsibility for the foregoing, Flock may pay and invoice related costs to Agency if Agency did not address them prior to the execution of this Agreement or a third party requires Flock to pay. Agency represents and warrants that it has all necessary right title and authority and hereby authorizes Flock to install the Hardware at the Designated Locations and to make any necessary inspections or tests in connection with such installation. Flock is not responsible for installation of Agency Hardware. 2.7.3 Flock’s Obligations. Installation of any Flock Hardware shall be installed in a workmanlike manner in accordance with Flock’s standard installation procedures, and the installation will be completed within a reasonable time from the time that the Designated Locations are confirmed. Following the initial installation of the Hardware and any subsequent Reinstalls or maintenance operations, Flock’s obligation to perform installation work shall cease; however, for the sole purpose of validating installation, Flock will continue to monitor the performance of the Units for the length of the Term and will receive access to the Footage for a period of three (3) business days after the initial installation in order to monitor performance and provide any necessary maintenance solely as a measure of quality control. Agency understands and agrees that the Flock Services will not function without the Hardware. Labor may be provided by Flock or a third party. Flock is not obligated to install, reinstall, or provide physical maintenance to Agency Hardware. 2.7.4 Security Interest. Flock Hardware shall remain the personal property of Flock and will be removed upon the natural expiration of this Agreement at no additional cost to Agency. Agency shall not perform any acts which would interfere with the retention of title of the Hardware by Flock. Should Agency default on any payment of the Flock Services, Flock may remove Hardware at Flock’s discretion. Such removal, if made by Flock, shall not be deemed a waiver of Flock’s rights to any damages Flock may sustain as a result of Agency’s default and Flock shall have the right to enforce any other legal remedy or right. 120 2.8 Hazardous Conditions. Unless otherwise stated in the Agreement, Flock’s price for its services under this Agreement does not contemplate work in any areas that contain hazardous materials, or other hazardous conditions, including, without limit, asbestos, lead, toxic or flammable substances. In the event any such hazardous materials are discovered in the designated locations in which Flock is to perform services under this Agreement, Flock shall have the right to cease work immediately in the area affected until such materials are removed or rendered harmless. 2.9 Support Services. Subject to the payment of fees, Flock shall monitor the performance and functionality of Flock Services and may, from time to time, advise Agency on changes to the Flock Services, Installation Services, or the Designated Locations which may improve the performance or functionality of the Services or may improve the quality of the Footage. The work, its timing, and the fees payable relating to such work shall be agreed by the Parties prior to any alterations to or changes of the Services or the Designated Locations (“Monitoring Services”). Subject to the terms hereof, Flock will provide Agency with reasonable technical and on-site support and maintenance services (“On-Site Services”) in-person or by email at support@flocksafety.com. Flock will use commercially reasonable efforts to respond to requests for support. 2.10 Special Terms. From time to time, Flock may offer certain “Special Terms” related to guarantees, service and support which are indicated in the proposal and on the order form and will become part of this Agreement, upon Agency’s consent. To the extent that any terms of this agreement are inconsistent or conflict with the Special Terms, the Special Terms shall control. 2.11 Changes to Platform. Flock may, in its sole discretion, make any changes to any system or platform that it deems necessary or useful to (i) maintain or enhance (a) the quality or delivery of Flock’s products or services to its Agency s, (b) the competitive strength of, or market for, Flock’s products or services, (c) such platform or system’s cost efficiency or performance, or (ii) to comply with applicable law. These changes shall be at no additional cost to Agency. 3. RESTRICTIONS AND RESPONSIBILITIES 3.1 Agency Obligations. Flock will assist Agency end-users in the creation of a User ID. Agency agrees to provide Flock with accurate, complete, and updated registration information. Agency may not select as its User ID a name that Agency does not have the right to use, or another person’s name with the intent to impersonate that person. Agency may not transfer its account to anyone else without prior written permission of Flock. Agency will not share its account or password with anyone, and must protect the security of its account and password. Agency is responsible for any activity associated with its account. Agency shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services. Agency will, at its own expense, provide assistance to Flock, including, but not limited to, by means of access to, and use of, Agency facilities, as well as by means of assistance from Agency personnel, to the limited extent any of the foregoing may 121 be reasonably necessary to enable Flock to perform its obligations hereunder, including, without limitation, any obligations with respect to Support Services or any Installation Services. 3.2 Agency Representations and Warranties. Agency represents, covenants, and warrants that Agency will use the Services only in compliance with this Agreement and all applicable laws and regulations, including but not limited to any laws relating to the recording or sharing of video, photo, or audio content. Although Flock has no obligation to monitor Agency ’s use of the Services, Flock may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing. 4. CONFIDENTIALITY; AGENCY DATA 4.1 Confidentiality. To the extent allowable by applicable FOIA and state-specific Public Records Acts, including but not limited to the California Public Records Act, each Party (the “Receiving Party”) understands that the other Party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Flock includes non-public information regarding features, functionality and performance of the Services. Proprietary Information of Agency includes non-public data provided by Agency to Flock or collected by Flock via the Unit, including the Footage, to enable the provision of the Services, which includes but is not limited to geolocation information and environmental data collected by sensors built into the Units (“Agency Data”). To the extent allowable by applicable FOIA and state-specific Public Records Acts, including but not limited to the California Public Records Act, the Receiving Party agrees: (i) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the party takes with its own proprietary information, but in no event will a party apply less than reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. Flock’s use of the Proprietary Information may include processing the Proprietary Information to send Agency alerts, such as when a car exits Agency ’s neighborhood, or to analyze the data collected to identify motion or other events. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party. Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any judicial or governmental order, or lawful criminal or civil subpoenas, or to comply with any provision or obligation required by the California Public Records Act, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order or disclosure at the Disclosing Party’s sole cost and expense. For clarity, Flock may access, use, preserve and/or disclose the Footage to law enforcement authorities, government officials, and/or third parties, if legally required to do so or if Flock has a good faith belief that such access, use, preservation or disclosure is reasonably necessary to: (a) comply with a legal process or request; (b) enforce this Agreement, including 122 investigation of any potential violation thereof; (c) detect, prevent or otherwise address security, fraud or technical issues; or (d) protect the rights, property or safety of Flock, its users, a third party, or the public as required or permitted by law, including respond to an emergency situation. Where reasonable, Flock agrees to provide Agency with notice of such access, use, preservation and/or disclosure. Agency hereby expressly grants Flock a non- exclusive, worldwide, perpetual, royalty-free right and license (during and after the term hereof) to disclose the Agency Data (inclusive of any Footage) to enable law enforcement monitoring against law enforcement hotlists as well as provide Footage search access to law enforcement for investigative purposes only. Flock may store deleted Footage in order to comply with certain legal obligations but such retained Footage will not be retrievable without a valid court order. 4.2 Agency Data. As between Flock and Agency, all right, title and interest in the Agency Data, belong to and are retained solely by Agency. Agency hereby grants to Flock a limited, non-exclusive, royalty-free, worldwide license to use the Agency Data and perform all acts with respect to the Agency Data as may be necessary for Flock to provide the Flock Services to Agency, including without limitation the Support Services set forth in Section 2.9 above, and a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid license to use, reproduce, modify and distribute the Agency Data as a part of the Aggregated Data (as defined in Section 4.4 below).As between Agency and Non-Agency End Users that have prescribed access of Footage to Agency, each of Agency and Non-Agency End Users will share all right, title and interest in the Non-Agency End User Data. This Agreement does not by itself make any Non-Agency End User Data the sole property or the Proprietary Information of Agency. Flock will automatically delete Footage older than thirty (30) days. Agency has a thirty (30) day window to view, save and/or transmit Footage to the relevant government agency prior to its deletion. 4.3 Feedback. If Agency provides any suggestions, ideas, enhancement requests, feedback, recommendations or other information relating to the subject matter hereunder, Agency hereby assigns (and will cause its agents and representatives to assign) to Flock all right, title and interest (including intellectual property rights) with respect to or resulting from any of the foregoing. 4.4 Aggregated Data. Notwithstanding anything in this Agreement to the contrary, Flock shall have the right to collect and analyze data that does not refer to or identify Agency or any individuals or de-identifies such data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Agency Data and data derived therefrom). For the sake of clarity, Aggregated Data is compiled anonymous data which has been stripped of any personal identifying information. Agency acknowledges that Flock will be compiling anonymized and/or aggregated data based on Agency Data input into the Services (the “Aggregated Data”). Agency hereby grants Flock a non- exclusive, worldwide, perpetual, royalty-free right and license (during and after the Service Term hereof) to (i) use and distribute such Aggregated Data to improve and enhance the Services and for other development, diagnostic and corrective purposes, other Flock offerings, and crime prevention efforts, and (ii) disclose the Agency Data (both inclusive of any Footage) to enable law enforcement monitoring against law enforcement hotlists as well as provide 123 Footage search access to law enforcement for investigative purposes only. No rights or licenses are granted except as expressly set forth herein. Flock shall not sell Agency Data or Aggregated Data. 5. PAYMENT OF FEES 5.1a Wing Fees. For Wing products, the Agency will pay Flock the first Usage Fee and the Implementation Fee (as described on the Order Form attached hereto, together the “Initial Fees”) as set forth on the Order Form on or before the 30th day following the Effective Date of this Agreement. Flock shall have no liability resulting from any delay by the Agency in installing the Embedded Software on the Agency Hardware. If applicable, Agency shall pay the ongoing Usage Fees set forth on the Order Form with such Usage Fees due and payable thirty (30) days in advance of each payment period. All payments will be made by either ACH, check, or credit card. 5.1b Falcon Fees. For Falcon products during the Initial Term, Agency will pay Flock fifty percent (50%) of the first Usage Fee, the Implementation Fee and any fee for Hardware (as described on the Order Form attached hereto, together the “Initial Fees”) as set forth on the Order Form on or before the 30th day following receipt of initial invoice after Effective Date. Upon commencement of installation, Flock will issue an invoice for twenty-five percent (25%) of the Initial Fees, and Agency shall pay on or before 30th day following receipt of invoice. Upon completion of installation, Flock will issue an invoice for the remaining balance and Agency shall pay on or before 30th day following receipt of final invoice. Flock is not obligated to commence the Installation Services unless and until the first payment has been made and shall have no liability resulting from any delay related thereto. For a Renewal Term, as defined below, Agency shall pay the entire invoice on or before the 30th day following receipt of invoice. 5.2 Changes to Fees. Flock reserves the right to change the fees or applicable charges and to institute new charges and fees at the end of the Initial Term or any Renewal Term, upon sixty (60) days’ notice prior to the end of such Initial Term or Renewal Term (as applicable) to Agency (notice must be sent by mail, with return receipt). If Agency believes that Flock has billed Agency incorrectly, Agency must contact Flock no later than sixty (60) days after the closing date on the first billing statement in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to Flock’s Agency support department. Agency acknowledges and agrees that a failure to contact Flock within this sixty (60) day period will serve as a waiver of any claim Agency may have had as a result of such billing error. 5.3 Invoicing, Late Fees; Taxes. Flock may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by Flock thirty (30) days after the mailing date of the invoice. If Agency is a non-tax exempt entity, Agency shall be responsible for all taxes associated with Services other than U.S. taxes based on Flock’s net income. 124 6. TERM AND TERMINATION 6.1a Wing Term. Subject to earlier termination as provided below, the initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Initial Term”). The Term shall commence upon execution of this Agreement. Following the Initial Term, unless otherwise indicated on the Order Form, this Agreement may be renewed for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a “Renewal Term”, and together with the Initial Term, the “Service Term”) upon written notice of renewal prior to the end of the then-current term and written approval by Agency. 6.1b Falcon Term. Subject to earlier termination as provided below, the initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Initial Term”). The Term shall commence upon first installation and validation of a Unit. Following the Initial Term, unless otherwise indicated on the Order Form, this Agreement may be renewed for successive renewal terms for the length set forth on the Order Form (each, a “Renewal Term”, and together with the Initial Term, the “Service Term”) upon written notice of renewal prior to the end of the then-current term. 6.2 Termination for Convenience. At any time during the agreed upon Term, an Agency not fully satisfied with the service may self-elect to terminate this Agreement for convenience. Termination for convenience will result in a one-time fee of $500 per Flock Hardware. Upon termination for convenience, a refund will be provided for Falcon Cameras, prorated for any fees for the remaining Term length set forth previously. Agency will remain liable to pay the full outstanding fees for any Wing product on the effective date of termination of that Order Form. Flock will invoice, and Agency will pay, any unbilled fees and any unpaid fees covering the remainder of the term of that Order Form had it not been terminated. Termination for convenience of the Agreement by the Agency will be effective immediately. Flock will provide advanced written notice and remove all Flock Hardware at Flock’s own convenience, within a commercially reasonable period of time upon termination. 6.3 Termination. Notwithstanding the termination provisions in Section 2.4(b), in the event of any material breach of this Agreement, the non-breaching party may terminate this Agreement prior to the end of the Service Term by giving thirty (30) days prior written notice to the breaching party; provided, however, that this Agreement will not terminate if the breaching party has cured the breach prior to the expiration of such thirty (30) day period. Either party may terminate this Agreement, without notice, (i) upon the institution by or against the other party of insolvency, receivership or bankruptcy proceedings, (ii) upon the other party's making an assignment for the benefit of creditors, or (iii) upon the other party's dissolution or ceasing to do business. Upon termination for Flock’s material breach, Flock will refund to Agency a pro-rata portion of the pre-paid fees for Services not received due to such termination. 6.5 No-Fee Term. For the Term of this Agreement, Flock will provide Agency with complimentary access to ‘hot- list’ alerts, which may include ‘hot tags’, stolen vehicles, Amber Alerts, etc. (“No-Fee Term”). In the event a Non-125 Agency End User grants Agency access to Footage and/or Notifications from a Non-Agency End User Unit, Agency will have access to Non-Agency End User Footage and/or Notifications until deletion, subject to the thirty (30) day retention policy. Non-Agency End Users and Flock may, in their sole discretion, leave access open. The No-Fee Term will survive the Term of this Agreement. Flock, in its sole discretion, can determine not to provide additional No-Fee Terms or can impose a price per No-Fee Term upon thirty (30) days’ notice. Agency may terminate any No- Fee Term or access to future No-Fee Terms upon thirty (30) days’ notice. 6.6 Survival. The following Sections will survive termination: 2.4, 2.5, 3, 4, 5 (with respect to any accrued rights to payment), 6.5, 7.4, 8.1, 8.2, 8.3, 8.4, 8.5, 9.1 and 10.5. 7. REMEDY; WARRANTY AND DISCLAIMER 7.1 Remedy. Upon a malfunction or failure of Flock Hardware or Embedded Software (a “Defect”), Agency must notify Flock’s technical support as described in Section 2.9 above. If Flock is unable to correct the Defect, Flock shall, or shall instruct one of its contractors to repair or replace the Flock Hardware or Embedded Software suffering from the Defect. Flock reserves the right in their sole discretion to refuse or delay replacement or its choice of remedy for a Defect until after it has inspected and tested the affected Unit provided that such inspection and test shall occur within seventy-two (72) hours after Agency notifies Flock of a known Defect. In the event of a Defect, Flock will repair or replace the defective Unit at no additional cost. In the event that a Unit is lost, stolen, or damaged, Agency may request that Flock replace the Unit at a fee according to the then-current Reinstall Policy (https://www.flocksafety.com/reinstall-fee-schedule). Agency shall not be required to replace subsequently lost, damaged or stolen Units, however, Agency understands and agrees that functionality, including Footage, will be materially affected due to such subsequently lost, damaged or stolen Units and that Flock will have no liability to Agency regarding such affected functionality nor shall the Usage Fee or Implementation Fees owed be impacted. Flock is under no obligation to replace or repair Hardware. 7.2 Exclusions. Flock will not provide the remedy described in Section 7.1 if Agency is found to have misused the Flock Hardware, Agency Hardware or Embedded Software in any manner. 7.3 Warranty. Flock shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Installation Services in a professional and workmanlike manner. Upon completion of any installation or repair, Flock shall clean and leave the area in good condition. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Flock or by third-party providers, or because of other causes beyond Flock’s reasonable control, but Flock shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. 126 7.4 Disclaimer. THE REMEDY DESCRIBED IN SECTION 7.1 ABOVE IS AGENCY ’S SOLE REMEDY, AND FLOCK’S SOLE LIABILITY, WITH RESPECT TO DEFECTIVE EMBEDDED SOFTWARE. THE FLOCK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES ARE PROVIDED “AS IS” AND FLOCK DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THIS DISCLAIMER OF SECTION 7.4 ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE OF CALIFORNIA. 7.5 Insurance. Throughout the term of this Agreement, Flock (and any sub-consultants) shall, at Flock’s (or sub- consultant’s) sole cost and expense, furnish the Agency with certificates of insurance evidencing that Flock has obtained and maintains insurance in the following amounts: A. Workers’ Compensation that satisfies the minimum statutory limits. B. Commercial General Liability and Property Damage Insurance in an amount not less than ONE MILLION DOLLARS ($1,000,000) combined single limit per occurrence, TWO MILLION DOLLARS ($2,000,000) annual aggregate, for bodily injury, property damage, products, completed operations and contractual liability coverage. C. Contractor will not be using an automobile as part of the scope of services; therefore comprehensive automobile insurance is not required. D. Professional Liability Insurance in an amount not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals’ errors and omissions. All insurance policies shall be written on an occurrence basis and shall name the Agency Indemnitees as additional insureds with any Agency insurance shall be secondary and in excess to Flock’s insurance. If Flock’s insurance policy includes a self-insured retention that must be paid by a named insured as a precondition of the insurer’s liability, or which has the effect of providing that payments of the self-insured retention by others, including additional insureds or insurers do not serve to satisfy the self-insured retention, such provisions must be modified by special endorsement so as to not apply to the additional insured coverage required by this agreement so as to not prevent any of the parties to this agreement from satisfying or paying the self-insured retention required to be paid as a precondition to the insurer’s liability. Additionally, the certificates of insurance must note whether the policy does or does not include any self-insured retention and also must disclose the deductible. The certificates shall contain a statement of obligation on the part of the carrier to notify Agency of any material change, cancellation, termination or non-renewal of the coverage at least thirty (30) days in advance of the effective date of any such material change, cancellation, termination or non-renewal. The Agency’s Risk Manager may waive or modify any of the insurance requirements of this section. 127 7.6 Compliance with all Applicable Laws; Nondiscrimination. Flock shall comply with all applicable local, state and federal laws, regulations and ordinances in the performance of this Agreement. Flock shall not discriminate in the provision of service or in the employment of persons engaged in the performance of this Agreement on account of race, color, national origin, ancestry, religion, gender, marital status, sexual orientation, age, physical or mental disability in violation of any applicable local, state or federal laws or regulations. 7.7. Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes of laborers, workmen, or mechanics on the work contemplated by this Purchase Agreement, shall be not less than the prevailing rate for a day’s work in the same trade or occupation in the locality within the state where the work hereby contemplates to be performed as determined by the Director of Industrial Relations pursuant to the Director’s authority under Labor Code Section 1770, et seq. Each laborer, worker or mechanic employed by Flock or by any subcontractor shall receive the wages herein provided for. Flock shall pay two hundred dollars ($200), or whatever amount may be set by Labor Code Section 1775, as may be amended, per day penalty for each worker paid less than prevailing rate of per diem wages. The difference between the prevailing rate of per diem wages and the wage paid to each worker shall be paid by Flock to each worker. An error on the part of an awarding body does not relieve Flock from responsibility for payment of the prevailing rate of per diem wages and penalties pursuant to Labor Code Sections 1770-1775. The Agency will not recognize any claim for additional compensation because of the payment by Flock for any wage rate in excess of prevailing wage rate set forth. The possibility of wage increases is one of the elements to be considered by Flock. (A) Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, Flock shall post at appropriate conspicuous points at the site of the project a schedule showing all determined prevailing wage rates for the various classes of laborers and mechanics to be engaged in work on the project under this contract and all deductions, if any, required by law to be made from unpaid wages actually earned by the laborers and mechanics so engaged. 7.8. Tax Withholding. [Intentionally Omitted] 7.9 Force Majeure. Flock is not responsible nor liable for any delays or failures in performance from any cause beyond its control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, acts or omissions of third-party technology providers, riots, fires, earthquakes, floods, power blackouts, strikes, weather conditions or acts of hackers, internet service providers or any other third party or acts or omissions of Agency or any Authorized End User. 8. LIMITATION OF LIABILITY; NO FEE TERM; INDEMNITY 8.1 Limitation of Liability. NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES. NOTWITHSTANDING ANYTHING TO THE 128 CONTRARY, FLOCK AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL HARDWARE AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY, OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY, INCOMPLETENESS OR CORRUPTION OF DATA OR FOOTAGE OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B)FOR ANY MATTER BEYOND FLOCK’S ACTUAL KNOWLEDGE OR REASONABLE CONTROL INCLUDING REPEAT CRIMINAL ACTIVITY OR INABILITY TO CAPTURE FOOTAGE OR IDENTIFY AND/OR CORRELATE A LICENSE PLATE WITH THE FBI DATABASE; (C) FOR ANY PUBLIC DISCLOSURE OF PROPRIETARY INFORMATION REQUIRED BY LAW MADE IN GOOD FAITH; (D) FOR CRIME PREVENTION; OR (E) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED 2x THE FEES PAID AND/OR PAYABLE BY AGENCY TO FLOCK FOR THE SERVICES UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT OR OMISSION THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT FLOCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN THE EVENT OF AN EMERGENCY, AGENCY SHOULD CONTACT 911 AND SHOULD NOT RELY ON THE SERVICES. THIS LIMITATION OF LIABILITY OF SECTION 8 ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE OF CALIFORNIA. 8.2 Non-Liability of Officials, Employees and Agents. No officer, official, employee or agent of agency shall be personally liable to Flock in the event of any default or breach by Agency or for any amount which may become due to Flock pursuant to this Agreement. 8.3 Additional No-Fee Term Requirements. IN NO EVENT SHALL FLOCK’S AGGREGATE LIABILITY, IF ANY, ARISING OUT OF OR IN ANY WAY RELATED TO THE COMPLIMENTARY NO-FEE TERM AS DESCRIBED IN SECTION 6.5 EXCEED $100, WITHOUT REGARD TO WHETHER SUCH CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE. Parties acknowledge and agree that the essential purpose of this Section 8.3 is to allocate the risks under the No-Fee Term described in Section 6.5 and limit potential liability given the aforementioned complimentary service, which would have been substantially higher if Flock were to assume any further liability other than as set forth herein. Flock has relied on these limitations in determining whether to provide the complimentary No-Fee Term. The limitations set forth in this Section 8.3 shall not apply to claims or damages resulting from Flock’s other obligations under this Agreement. 129 8.4 Responsibility. Each Party to this Agreement shall assume the responsibility and liability for the acts and omissions of its own employees, deputies, officers, or agents, in connection with the performance of their official duties under this Agreement. Each Party to this Agreement shall be liable (if at all) only for the torts of its own officers, agents, or employees that occur within the scope of their official duties. Agency will not pursue any claims or actions against Flock’s suppliers. 8.5 Indemnity. Flock hereby agrees to indemnify and hold harmless Agency against any damages, losses, liabilities, settlements and expenses in connection with any claim or action that arises from (1) Flock’s installation and maintenance obligations under this Agreement, (2) any copyrighted material, patented or unpatented invention, articles, device or appliance manufactured or used in the performance of this Agreement,(3) any gross negligence by Flock, Flock employees or Flock agents in relation to this Agreement.. Agency hereby agrees to indemnify and hold harmless Flock against any damages, losses, liabilities, settlements and expenses in connection with any claim or action that arises from an alleged violation of Section 3.2, Agency’s Installation Obligations, Agency’s sharing of any data in connection with the Flock system, Flock employees or agent or Non-Agency End Users, or otherwise from Agency’s negligent use of the Services, Flock Hardware, Agency Hardware and any Embedded Software, including any claim that such actions violate any applicable law or third party right, unless such claim or action arises from the negligence or misconduct of Flock, Flock employees or Flock agents. Although Flock has no obligation to monitor Agency’s use of the Services, Flock may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of Section 3.2 or this Agreement. 9. RECORD RETENTION 9.1 Data Preservation. The Agency agrees to store Agency Data in compliance with all applicable local, state and federal laws, regulations, policies and ordinances and their associated record retention schedules. As part of Agency’s consideration for paid access and no-fee access to the Flock System, to the extent that Flock is required by local, state or federal law to preserve the Agency Data, Flock will notify Agency of the requirement and applicable retention period, and Agency agrees to preserve and securely store this data on Flock’s behalf so that should Flock be legally compelled by judicial or government order, Flock may retrieve the data from Agency upon reasonably advanced written notice. 10. MISCELLANEOUS 10.1 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. 130 10.2 Assignment. This Agreement is not assignable, transferable or sublicensable by Agency except with Flock’s prior written consent. Flock may only transfer and assign any of its rights and obligations, in whole or in part, under this Agreement upon providing Agency’s with notice. 10.3 Entire Agreement. This Agreement, together with the Order Form(s), the then-current Reinstall Policy (https://www.flocksafety.com/reinstall-fee-schedule), and Deployment Plan(s), are the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers, amendments and modifications must be in a writing signed by both parties, except as otherwise provided herein. None of Agency’s purchase orders, authorizations or similar documents will alter the terms of this Agreement, and any such conflicting terms are expressly rejected. In the event of a conflict or inconsistency between the text of the main body of this Agreement and any exhibits or separate documents, the text of the main body of this Agreement shall prevail. 10.4 Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Agency does not have any authority of any kind to bind Flock in any respect whatsoever. Flock does not have any authority of any kind to bind Agency to any contracts or obligations in any respect whatsoever. 10.5 Governing Law; Venue. This Agreement shall be governed by the laws of the State of California with venue in the County of San Mateo. The parties agree that the United Nations Convention for the International Sale of Goods is excluded in its entirety from this Agreement. 10.6 Publicity. Upon prior consent from Agency, Flock has the right to reference and use Agency’s name and trademarks and disclose the nature of the Services provided hereunder in each case in business and development and marketing efforts, including without limitation on Flock’s website. 10.7 Export. Agency may not remove or export from the United States or allow the export or re-export of the Flock IP or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the Services, the Hardware, the Embedded Software and Documentation are “commercial items” and according to DFAR section 252.2277014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use, modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement. 10.8 Headings. The headings are merely for organization and should not be construed as adding meaning to the Agreement or interpreting the associated Sections. 131 10.09 Authority. Each of the below signers of this Agreement represent that they understand this Agreement and have the authority to sign on behalf of and bind the organizations and individuals they are representing. 10.10 Notices. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e- mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. To Flock: 1170 Howell Mill Road NW, Ste 210 Atlanta, GA 30318 To Agency: 1 Chestnut Avenue, South San Francisco, California 94080 132 CUSTOMER IMPLEMENTATION GUIDE 22 133 CUSTOMER IMPLEMENTATION GUIDE 23 Customer Implementation Guide: Law Enforcement Let’s defeat crime together Contents Implementation Timeline . . . . . . . . . . . . . . . . . . . . . . . 2 Implementation Team . . . . . . . . . . . . . . . . . . . . . . . . . 3 Implementation Service brief: Standard VS Advanced . . . . . . . . 6 Standard Implementation . . . . . . . . . . . . . . . . . . . . . . . . . 6 Advanced Implementation . . . . . . . . . . . . . . . . . . . . . . . . 8 Things to Consider when Picking Locations . . . . . . . . . . . . .10 Customer Responsibilities: AC-Powered Cams . . . . . . . . . . . . 11 Electrician Handout . . . . . . . . . . . . . . . . . . . . . . . . . .12 Electrician Installation Steps . . . . . . . . . . . . . . . . . . . . . . .12 FAQs about AC-Powered Flock Cameras . . . . . . . . . . . . . . . .13 Installation Service Brief Summary . . . . . . . . . . . . . . . . . .15 Permitting: Pre-Install Questionnaire . . . . . . . . . . . . . . . . .16 1. Timeline . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 2. Right of Way . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 3. AC Power vs. Solar . . . . . . . . . . . . . . . . . . . . . . . . . . 16 4. Traffic Control & Installation Methods . . . . . . . . . . . . . . . 16 5. Paperwork & Required Forms . . . . . . . . . . . . . . . . . . . . .17 6. Contacts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .17 Professional Services Fee Schedule . . . . . . . . . . . . . . . . . .17 Billing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .18 Help Center . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .19 Customer Support . . . . . . . . . . . . . . . . . . . . . . . . . . .19 1 134 CUSTOMER IMPLEMENTATION GUIDE 24 Implementation Timeline This timeline provides general guidance and understanding of your installation process. While we typically complete installations 6-8 weeks after locations have been finalized, delays can occur as noted in the timeline below: 2 135 CUSTOMER IMPLEMENTATION GUIDE 25 Implementation Team How they will support you Project Manager Your Project Manager is your primary contact during camera installation. • Your project manager will guide you through the entire installation process, keeping you apprised of all implementation updates as well as answering any questions you have during this time. They will ensure that all the cameras are on the ground and operating for at least 48 hours before transitioning you to your Customer Success Manager. Field Operations Team • The Field Operations team is responsible for the physical installation and maintenance of cameras and associated equipment provided by Flock. This includes a large team of technicians, schedulers, and many others involved in ensuring the delivery of the product. • They take the technical plan you finalized with Product Implementation and work closely with other teams at Flock to make sure that the cameras are installed quickly and safely and in a way that maximizes the opportunity to solve crime at a specific location. • *Note*: For all Installation questions or concerns, please always direct them to your Customer Success Manager and not the technician. Product Implementation Specialist Your Product Implementation Specialist is your technical product expert. They will help translate your goal for using Flock Safety cameras into a technical plan that can be executed and enable you to solve crime. Your specialist will work your Sales Rep to: • Review the cameras in your deployment • Ensure that the deployment plan is set up for success from a technological standpoint in addition to meeting your goals for the product • If any of your locations require permits, a member of the Product Implementation team will assist you in packaging your application(s). Implementation Team 3 136 CUSTOMER IMPLEMENTATION GUIDE 26 Relationship Team How they will support you Customer Success Manager Your Customer Success Manager is your strategic partner for your lifetime as a Flock customer. While the cameras are getting installed, your CSM will help get your account set up and get all key users trained on the system. Post-Camera-Installation, your CSM will be your go-to for most account- related needs: You should reach out to them to: • Set up Account Training • Understand benefits of features • Learning best practices for getting relevant data • Identifying opportunities to expand the security network in your area • Provide feedback on your partnership with Flock Flock Safety Support The Flock Safety Support team is committed to answering all your day- to-day questions as quickly as possible. To get in touch with support, simply email support@flocksafety.com. Support can help you: • Request camera maintenance • Troubleshoot online platform • Contract / Billing questions • Update account information • Camera Sharing questions • Quick “How to” questions in your Flock Account Please Note: On some occasions, third parties outside of Flock Safety may be (or need to be) involved in your implementation. 4 137 CUSTOMER IMPLEMENTATION GUIDE 27 Outside Party When they may be involved Electrician/ Street Department If the Flock cameras need to be AC powered, you (customer) are responsible for providing an electrician to ensure power connectivity Public Works (LE)To weigh in on the use of public Rights of Way or property Department of Transportation (DOT), City, or County agencies If installation in your area requires permitting 5 138 CUSTOMER IMPLEMENTATION GUIDE 28 Standard Implementation Cost = $350 / camera (one time cost) Implementation Service brief: Standard VS Advanced Included in scope: Once Designated Locations are confirmed, as part of the Standard Implementation Service Flock will perform the following: • An in-person site survey to confirm the installation feasibility of a location (location assessment, solar assessment, visibility review, etc.) • Confirm that a location is safe for work by following State utility locating procedures. Work with local utilities to prevent service interruptions during the installation • Engage 811 ‘Call-before-you-Dig’ system to receive legal dig date • Apply approved markings Coordinate with 811 regarding any necessary high-risk dig clearances or required vendor meets • Each installation may include the following: • Installation of camera and solar panel with standard, 12’ above grade Flock breakaway pole • Installation of camera and solar panel on a suitable existing pole, no higher than 8-12’ (approval at Flock Safety’s discretion) • Installation of camera and AC adapter that a qualified electrician can connect to AC power on a suitable existing pole, no higher than 8-12’ (approval at Flock Safety’s discretion) • Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power following our electrical wiring requirements (link). Flock is unable to make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). Electrical work requiring a licensed electrician and associated costs, not included in the scope. • Access requiring up to a 14’ A-frame ladder • Standard MUTCD traffic control procedures performed by a Flock technician • Obtain a business license to operate in the City and State of camera location 6 139 CUSTOMER IMPLEMENTATION GUIDE 29 Not included in scope: Flock does not include the following as part of the Standard Implementation Service but can provide a quote for sourcing at an additional cost: • Cannot NCHRP 350 or MASH approved pole (as may be required for locations in DOT right of way) • A Bucket Truck for accessing horizontal/cross-beams • Site-specific engineered traffic plans • Third-party provided traffic control • State or City-specific specialty contractor licenses • Custom engineered drawings • Electrical work requires a licensed electrician. Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power but cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). • Private utility search for privately owned items not included in standard 811 procedures (communication, networking, sprinklers, etc.) • Upgrades to power sources to ready them for Flock power (additional fuses, switches, breakers, etc.) • Any fees or costs associated with filing for required City, County, or State permits 7 140 CUSTOMER IMPLEMENTATION GUIDE 30 Included in scope: Once Designated Locations are confirmed, as part of the Advanced Implementation Service, Flock will perform the following: • An in-person site survey to confirm the installation feasibility of a location (location assessment, solar assessment, visibility review, etc.) • Confirm that a location is safe for work by following State utility locating procedures. Work with local utilities to prevent service interruptions during the installation • Engage 811 ‘Call-before-you-Dig’ system to receive legal dig date • Apply approved markings Coordinate with 811 regarding any necessary high-risk dig clearances or required vendor meets • Each installation may include the following: • Installation of camera and solar panel with standard, 12’ above grade Flock breakaway pole • Installation of camera and solar panel on a suitable existing pole, no higher than 8-12’ (approval at Flock Safety’s discretion) or NCHRP 350 or MASH approved pole, if necessary. • Pole Options - Northern and Coastal • Pole Options - Non-Winterized, Non-Coastal • Pole Options - Georgia • Pole Options - Texas • Installation of camera and AC adapter that a qualified electrician can connect to AC power on a suitable existing pole, no higher than 8-12’ (approval at Flock Safety’s discretion) • Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power following our electrical wiring requirements (link). Flock cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). Electrical work requiring a licensed electrician and associated costs, not included in the scope. • Access requiring up to a 14’ A-frame ladder • Standard MUTCD traffic control procedures performed by a Flock technician • Obtain a business license to operate in the City and State of camera location Advanced Implementation Cost = $750 / camera (one time cost) 8 141 CUSTOMER IMPLEMENTATION GUIDE 31 Not included in scope: By default, Flock does not include the following as part of the Advanced Implementation Service but can optionally provide a quote for sourcing (additional cost): • A Bucket Truck for accessing horizontal/cross-beams • Site-specific engineered traffic plans • Third-party provided traffic control • State or City-specific specialty contractor licenses • Custom engineered drawings • Electrical work requires a licensed electrician. Flock will provide and mount an AC adapter that a qualified electrician can connect to AC power but cannot make any AC connections or boreholes in any material other than dirt, grass, loose gravel (or other non-diggable material). • Private utility search for privately owned items not included in standard 811 procedures (communication, networking, sprinklers, etc.) • Upgrades to power sources to ready them for Flock power (additional fuses, switches, breakers, etc.) Any fees or costs associated with filing for required City, County, or State permits 9 142 CUSTOMER IMPLEMENTATION GUIDE 32 Things to Consider when Picking Locations Falcon Cameras • Use Cases • Flock LPRs are designed to capture images of rear license plates aimed in the direction of traffic. • Flock LPRs are not designed to capture pedestrians, sidewalks, dumpsters, gates, other areas of non-vehicle traffic, intersections. • Placement • They capture vehicles driving away from an intersection. • They cannot point into the middle of an intersection. • They should be placed after the intersection to prevent stop and go motion activation or “stop and go” traffic. • Mounting • They can be mounted on existing utility, light, traffic signal poles, or 12 foot Flock poles. **NOTE** Permitting (or permission from pole owner) may be required to use existing infrastructure or install in specific areas, depending on local regulations & policies. • They should be mounted one per pole*. If using AC power, they can be mounted 2 per pole. • *Cameras need sufficient power. Since a solar panel is required per camera, it can prevent adequate solar power if two cameras and two solar panels are on a single pole (blocking visibility). Therefore if relying on solar power, only one camera can be installed per pole. • They can be powered with solar panels or direct wire-in AC Power (no outlets). **NOTE** Flock does not provide Electrical services. Once installed, the agency or community must work with an electrician to wire the cameras. Electrician services should be completed within two days of installation to prevent the camera from dying. • They will require adequate cellular service using AT&T or T-Mobile to be able to process & send images. Solar Panels • Solar panels need unobstructed southern-facing views. Pole • If a location requires a “DOT Pole” (i.e., not Flock standard pole), the implementation cost will be $750/camera. 10143 CUSTOMER IMPLEMENTATION GUIDE 33 Customer Responsibilities: AC-Powered Cams If the Flock cameras need to be AC-powered, the customer is responsible for acquiring an electrician and ensuring they connect the camera to power. See steps 2 and 6 below. Visit flocksafety.com/power-install for the complete plan, FAQs & to get started! 11 144 CUSTOMER IMPLEMENTATION GUIDE 34 Electrician Handout Electrician Installation Steps 1. Run AC cable and conduit to the box according to NEC Article 300 and any applicable local codes. The gland accepts 1/2” conduit. 2. Open the box using hinges. 3. Connect AC Mains per wiring diagram below: • Connect AC Neutral wire to the Surge Protector white Neutral wire using the open position on the lever nut. • Connect AC Line wire to the Surge Protector black Line wire using the open position on the lever nut. • Connect AC Ground wire to the Surge Protector green ground wire using the open position on the lever nut. 4. Verify that both the RED LED is lit on the front of the box 5. Close box and zip tie the box shut with the provided zip tie 6. While still on-site, call Flock, who will remotely verify that power is working correctly: Southeast Region - (678) 562-8766 West-Region - (804) 607-9213 Central & NE Region - (470) 868-4027 12145 CUSTOMER IMPLEMENTATION GUIDE 35 FAQs about AC-Powered Flock Cameras • What voltage is supported? The AC kit is designed to work with 120VAC infrastructure by default. A 240VAC version is available on request. • How much power does this consume? Peak current draw is 1.5 A at 120VAC. The average power draw is roughly 30W in high traffic conditions but maybe lower when fewer vehicles are present. • Who is responsible for contracting the electrician? The customer is responsible for contracting an electrician. We can help answer questions, but the customer is responsible for identifying and contracting an electrician. • Who is responsible for maintenance? Flock will handle all maintenance related to Flock’s camera and power equipment. However, any problems with the electrical supply are the customer’s responsibility. The AC junction box has two lights to indicate the presence of power and make it easy for quick diagnosis if there is a problem related to the AC power source. • If the camera indicates to Flock that there is a power supply problem, Flock will notify the customer and request that the customer verifies the lights on the AC junction box. If the AC Source light is illuminated, Flock will send a technician to investigate. If the AC source light is not illuminated, the customer should check any GFCI’s or breakers in the supply circuit or call the electrician who installed the power supply. • How much does it cost? Work required to bring AC power to each location will be different, so exact pricing is unavailable. Primary cost drivers include arrow boards and the distance from the camera location to the AC power source. • What information do I need to provide my electrician? The Flock deployment plan and these work instructions should be sufficient to secure a quote. It will be helpful if you know the location of the existing power infrastructure before creating the deployment plan. • Can you plug it into my existing power outlet? The Flock AC power adapter does not use a standard outlet plug but must be directly wired into the power mains. While using outlet plugs may be convenient, they can easily be unplugged, presenting a tampering risk to this critical safety infrastructure. The electrician can route power directly to the camera with a direct wire-in connection if an outlet is close to the camera. • How long does this process typically take? The installation process typically takes 6-8 weeks. To accelerate the process, be sure to have the electrician perform his work shortly after the Flock technician finishes installing the camera. • What kind of electrician should I look for? Any licensed electrician should perform this work, though we have found that those who advertise working with landscape lighting are most suited for this work. • What happens if the electrician damages the equipment? The customer is responsible for contracting the electrician. Any liability associated with this work would be assumed by the customer. If any future work is required at this site due to the electrical infrastructure or the work performed by the electrician would be the responsibility of the customer. 13146 CUSTOMER IMPLEMENTATION GUIDE 36 • When should the electrician perform his work? Once Flock installs the camera, you will receive an email alert letting you know that this has been completed. After this, you will need to schedule the electrician to route power to the pole. • What if my electrician has questions about Flock’s AC Kit? You should share the AC-Power Kit Details packet with the electrician if they have questions. • What if the AC power is on a timer? Sometimes the AC power will be on a timer (like used for exterior lighting). Flock requires that the AC power provided to the camera be constant. The source that the electrician uses must not be on a timing circuit. 14147 CUSTOMER IMPLEMENTATION GUIDE 37 What is covered by Flock What is NOT covered by Flock Special note Flock Cameras & Online Platform Traffic Control and any associated costs Mounting Poles *DOT Approved Pole cost Electrician & ongoing electrical costs AC Power Kit (as needed)Engineering Drawings Solar Panels (as needed)Relocation Fees Excluding changes during initial installation Site Surveys and Call 811 Scheduling Contractor licensing fees Installation Labor Costs Permit application processing fees Customer Support / Training Specialist mounting equipment Including, but not limited to, **MASH poles or adapters Cellular Data Coverage Bucket trucks Maintenance Fees (review Fees Sheet for more details) Loss, theft, damage to Flock equipment Data storage for 30 days Camera downtime due to power outage Only applicable for AC-powered cameras Below outlines the statement of work for the Flock Camera Installation: Installation Service Brief Summary *If a location requires a “DOT pole” (i.e., not our standard), the implementation cost will be $750/camera; This cost is applicable for installations in GA, IL, SC, TN, and CA. **MASH poles: Manual for Assessing Safety Hardware (MASH) presents uniform guidelines for crash testing permanent and temporary highway safety features and recommends evaluation criteria to assess test results 15148 CUSTOMER IMPLEMENTATION GUIDE 38 Permitting: Pre-Install Questionnaire 1. Timeline • In Flock Safety’s experience, in-depth permitting requirements can add 2+ months to the installation timeline. Law enforcement agencies and city governments can work with their local Public Works or Department of Transportation offices directly to help expedite the process. When Flock Safety customers manage the permitting processes, results tend to come more quickly. • Can your agency own the permitting process with Flock Safety’s assistance? 2. Right of Way • Will any Flock Safety cameras be installed on the city, state, or power company-owned poles or in the city, county, or state Right of Way (RoW)? • What is the RoW buffer? • Will additional permits or written permission be required from third-party entities (such as DOT, power companies, public works, etc.)? • Will any cameras be installed on city-owned traffic signal poles (vertical mass)? • If yes, please provide heights/photos to determine if a bucket truck is needed for the installation. • Note: A bucket truck is required if the height exceeds 15 feet tall. 3. AC Power vs. Solar • If AC powered, is there a 120V power source available, and is there access to an electrician who can connect the existing wire to the Flock Safety powered installation kit? (Link) • If solar-powered, consider the size of the solar panel and potential to impact the visibility of DOT signs/signals: • Single Panel: 21.25” x 14” x 2” (Length x Width x Depth) • Double Panel: 21.25” x 28” x 2” (LxWxD) 4. Traffic Control & Installation Methods • If a bucket truck is required, this typically necessitates an entire lane to be blocked in the direction of travel. Can you provide a patrol car escort, or will full traffic control be required? • Note: If traffic control is required, you may incur additional costs due to city/state requirements; Fees will be determined by quotes received. • If full traffic control is required (cones, arrow boards, etc.): • Will standard plans suffice, or are custom plans needed? Custom plans can double the cost, while standard plans can be pulled from the Manual of Uniform Traffic Control Devices (MUTCD). • Will a non-sealed copy of the traffic plan suffice? Or does the traffic plan need to be sealed and/or submitted by a professional engineer? • Are there state-specific special versions/variances that must be followed? 16149 CUSTOMER IMPLEMENTATION GUIDE 39 • If a bucket truck is not required, the shoulder or sidewalk should suffice and enable Flock Safety to proceed without traffic control systems in place. • Note: In some states (i.e., arrow boards), sidewalks may require signage. If signage is mandatory, Will your Public Works department be able to assist? 5. Paperwork & Required Forms • Flock Safety will need copies of paperwork to complete before proceeding (ex., business license applications, encroachment permit applications). We can save critical time by gathering these documents upfront. We appreciate your assistance in procuring these. 6. Contacts • If Flock Safety needs to interface directly with the departments, please share the contact information of the following departments: • Permitting • Public Works • Traffic Department Professional Services Fee Schedule • Camera relocation, existing pole non-AC powered = $350 • Camera relocation, Flock pole and/or AC powered = $750 • Camera replacement as a result of vandalism, theft, or damage = $500 • Pole replacement as a result of vandalism, theft, or damage = $500 • Trip charge = $350 • Examples: • Angle adjustment (elective) • Install additional Flock signage 17150 CUSTOMER IMPLEMENTATION GUIDE 40 Billing 5.1b Falcon Fees. For Falcon products during the Initial Term, Agency will pay Flock fifty percent (50%) of the first Usage Fee, the Implementation Fee, and any fee for Hardware (as described on the Order Form, together with the “Initial Fees”) as set forth on the Order Form on or before the 30th day following receipt of initial invoice after Effective Date. Upon commencement of installation, Flock will issue an invoice for twenty-five percent (25%) of the Initial Fees. The Agency shall pay on or before the 30th day following receipt of the invoice. Upon completion of installation, Flock will issue an invoice for the remaining balance, and Agency shall pay on or before the 30th day following receipt of the final invoice. Flock is not obligated to commence the Installation Services unless and until the first payment has been made and shall have no liability resulting from any delay related thereto. For a Renewal Term, as defined below, Agency shall pay the entire invoice on or before the anniversary of the Effective Date. 6.1b Falcon Term. Subject to earlier termination as provided below, the initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Initial Term”). The Term shall commence upon first installation and validation of a Unit. Following the Initial Term, unless otherwise indicated on the Order Form, this Agreement will automatically renew for successive renewal terms for the length set forth on the Order Form (each, a “Renewal Term,” and together with the Initial Term, the “Service Term”) unless either party gives the other party notice of non-renewal at least thirty (30) days before the end of the then-current term. 18151 CUSTOMER IMPLEMENTATION GUIDE 41 Help Center Our Help Center is filled with many resources to help you navigate through the online platform. Below you will find some common questions and their relevant help article: How do I search camera footage? How do I add a user? How do I add a vehicle to my own Hot List? How do I enable browser notifications for Hot List alerts? How do I get text alerts for Hot List? How do I request camera access from other nearby agencies? How do I use the National Lookup to search for a plate? (National Lookup - network of law enforcement agencies that have opted to allow their network of Flock cameras to be used for searches) How do I reset my / another user’s password? Customer Support You can reach our customer support team anytime by emailing support@flocksafety.com. They can help answer any “How-To” questions you may have. 19152 CUSTOMER IMPLEMENTATION GUIDE 42 153 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-29 Agenda Date:5/25/2022 Version:1 Item #:10. Report regarding adoption of a resolution awarding a construction contract to CF Contracting,Inc.for the Grand Avenue and Airport Boulevard Streetscape Improvements Project (No.st1801,Bid No.2657)in an amount not to exceed $3,188,285,authorizing a total construction contract authority budget of $3,825,942. (Jeffrey Chou, Associate Civil Engineer) RECOMMENDATION Staff recommends that the City Council adopt a resolution awarding a construction contract to CF Contracting,Inc.of San Francisco,California for Grand Avenue and Airport Boulevard Streetscape Improvements Project (No.st1801,Bid No.2657)in an amount not to exceed $3,188,285,authorizing a total construction contract authority budget of $3,825,942,and authorizing the City Manager to execute the agreement on behalf of the City. BACKGROUND/DISCUSSION The Grand Avenue and Airport Boulevard Streetscape Improvements Project (Project)is part of a larger effort undertaken by the City to improve pedestrian and bicycle accessibility and safety for neighborhoods within the project's vicinity and the City’s downtown area. The Project will construct pedestrian and bicycle improvements that will close the gap between the West Plaza of the new South San Francisco Caltrain station and the pedestrian and bicycle connections in the City’s downtown areas. At the intersection of Grand Avenue and Airport Boulevard,the project will improve pedestrian and bicyclist safety by: ·Removing the concrete islands and “slip lane”and eliminating a free right turn movement at the southeast corner, which will require a “stop-on- red” before allowing vehicle to turn right; ·Installing curb extensions and ADA curb ramps at the southwest and southeast corners,which will shorten the crossing distance for pedestrians and improve the visibility of pedestrians and vehicles; and ·Replacing the existing standard crosswalk at the southern leg with high visibility striping and duo pedestrian and bicycle crosswalks. Along Airport Boulevard,the project will install dedicated Class II bike lanes in both directions from the Airport Boulevard &Miller Avenue intersection and connecting to the existing bike lane along eastbound Airport Boulevard. The project will close a significant gap in the City’s Bicycle and Pedestrian Master Plan,will improve safety for all users through a combination of off-street bicycle and pedestrian paths,and intersection,traffic signal and on road bicycle lanes improvements. Overview of City’s Procurement Process The City’s procurement process is governed by both state and local law.State law requires contracts for City of South San Francisco Printed on 5/20/2022Page 1 of 4 powered by Legistar™154 File #:22-29 Agenda Date:5/25/2022 Version:1 Item #:10. The City’s procurement process is governed by both state and local law.State law requires contracts for construction to be competitively bid pursuant to a set of specific,established rules.In particular,the City is required to award construction contracts to the “lowest responsible bidder”after providing notice in accordance with law. (Pub. Contract Code §§ 20162, 20164.) However,in awarding contracts for the purchase of professional services,equipment and supplies,the City has some latitude.State law requires the City to adopt regulations and policies to govern such service and supplies procurement,but otherwise provides the City flexibility in determining relevant requirements as long as they are consistent with applicable state law.(Gov.Code §54202.)Chapter 4.04 of the Municipal Code and the City’s Purchasing Procedures (Administrative Instruction Section IV,No.1)govern the City’s purchasing policies and contract procurement processes. The City’s purchasing ordinance distinguishes between three primary types of procurement methods as follows: 1.Competitive Bidding for Construction Projects Public projects are specifically defined under the Public Contract Code,and generally involve any construction project that is paid with public funds or those projects involving improvements, demolition or other work on public property or facility.Public projects are required to be procured through competitive bidding and the City must award the contract to the lowest bidder whose bid complies with all of the City’s solicitation requirements and demonstrates that the bidder is able to perform the work.Under the City’s policy,different levels of competitive bidding are required depending on the dollar limit of the underlying project. For these contracts,cost is generally the sole determining factor,and the lowest responsible bidder is awarded the project even if another bidder appears to be more skilled but is more expensive. 2.Open Market Procedures for Vendors (Supplies and Equipment) Open Market Procedures is the City’s vendor selection process for purchase of goods,supplies,and professional services.These rules do not apply to,and may not be used for,public construction projects. Contracts for the purchase of goods and services that exceed $10,000 requires staff to utilize open market procedures.If the contract is $25,000 or less,staff must obtain at least three quotes,which are informal offers to perform work at a stated price.If the contract is greater than $25,000,staff will be required to solicit the project,such as issuing a Request for Proposals (“RFPs”)and obtain at least three written responses. Under this vendor selection process,cost can be only one factor in determining which vendor the City will ultimately select for services,equipment,or supplies.This requirement is similarly reflected under SSFMC § 4.04.080. Thus,when utilizing the open market vendor selection process,the City is focused on the skill, ability,and expertise of the entity or person to be able to provide the service,equipment,or goods to the City.The selection is based on competence,professional qualifications,and overall value to the City with cost being only one factor in the determination of an award. Federally Funded Procurements for Vendors (Supplies and Equipment) City of South San Francisco Printed on 5/20/2022Page 2 of 4 powered by Legistar™155 File #:22-29 Agenda Date:5/25/2022 Version:1 Item #:10. Contracts that receive federal funding are required to incorporate and comply with additional terms and conditions.The City’s Purchasing Procedures also provide guidance on procuring supplies and equipment contracts that are federally funded.Federally funded procurements also require a written procedure for conducting evaluations and for selecting recipients and awarding the contract to the responsible firm whose proposal is most advantageous to the City with price being only one factor.It is also important to note that federally funded procurements do not include state or local geographical preferences unless specifically authorized by federal law.Each evaluation is a non-discrimination and equal opportunity for all vendors. 3.Open Market Procedures for Architectural and Engineering (A&E) Professional Services For certain professional services such as architectural,engineering,environmental,land surveying,or construction project management,the Government Code also specifically requires that such services not be awarded solely based on price,but instead based on demonstrated competence.(Gov.Code § 4526.)Both the state law provision and the City’s policy reflect the legislative view that when acquiring such services,the City does not necessarily receive the best value when it pays the lowest price. (See e.g., California Attorney General Op. No. 94-819 (February 9, 1995)). Current Project: Grand Avenue and Airport Boulevard Streetscape Improvements Project, ST1801, Bid No. 2657 This project falls under Procurement Type 1: Competitive Bidding for Construction Projects. Staff advertised a notice inviting bids for the project on March 22,and March 29,2022.On May 3,2022,staff received four (4)bid proposals in response to the notice inviting bids.Staff reviewed all bid proposals and identified that the lowest responsible bidder was CF Contracting,Inc.of San Francisco,California.Staff has verified the low bidder’s current contractor’s license with the California State Licensing Board and found it to be in good standing. The following is a summary of all bids received: Rank Contractor "Base Bid" Schedule Results 1 CF Contracting, Inc. of San Francisco, CA $3,188,285.00 2 Redgwick Construction Co. of Oakland, CA $3,456,161.00 3 Interstate Grading & Paving, Inc. of South San Francisco, CA $3,641,027.80 4 Ghilotti Bros, Inc. of San Rafael, CA $4,075,437.00 Engineers Estimate (BKF Engineers)$2,750,000.00 The project was advertised with a “Base Bid”schedule only with no alternatives.The selection of award of a contract is based on the lowest responsive bid for the Base Bid schedule. CF Contracting,Inc.’s bid of $3,188,250 is approximately 16%higher than the Engineers Estimate.The higher cost can be attributed to the rapid rise in material and fuel costs as well as overall inflation in the construction City of South San Francisco Printed on 5/20/2022Page 3 of 4 powered by Legistar™156 File #:22-29 Agenda Date:5/25/2022 Version:1 Item #:10. industry. The proposed project construction budget is: CF Contracting Inc. Construction Contract $ 3,188,285 Construction Contingency (20%)$ 637,657 Total Project Construction Budget $ 3,825,942 The construction contingency will be used for any additional costs related to design changes during the construction operations. FISCAL IMPACT This project (CIP No.ST1801)is included in the City of South San Francisco’s fiscal year 2021-2022 Capital Improvements Program.There are sufficient funds in FY 2021-2022 to cover the total construction contract costs. RELATIONSHIP TO STRATEGIC PLAN Approval of this action will contribute to the City’s Strategic Plan outcome of improved Quality of Life by maintaining and improving infrastructure to serve the public. CONCLUSION Awarding the construction contract to CF Contracting,Inc.of San Francisco,California,for the Grand Avenue and Airport Boulevard Streetscape Improvements Project will improve pedestrian and bicycle connections and safety from the West Plaza of the new South San Francisco Caltrain Station to Grand Avenue and the downtown area. Attachments: 1.Vicinity Map City of South San Francisco Printed on 5/20/2022Page 4 of 4 powered by Legistar™157 158 GRAND AVENUE & AIRPORT BLVD STREETSCAPE IMPROVEMENTS PROJECT May 25, 2022 159 2 IMPROVEMENTS N AIRPORT BLVD 160 3 VIEW FROM SE CORNER ( CALTRAIN PLAZA ) 161 4 VIEW FROM SW CORNER ( GAS STATION ) 162 5 VIEW FROM NW CORNER ( PEET’S COFFEE ) 163 6 CONTRACTOR BASE BID RANKING Engineer’s Estimate $2,750,000.00 X CF Contracting, Inc. $3,188,285.00 1 Redgwick Construction, Co. $3,456,161.00 2 Interstate Grading & Paving, Inc. $3,641,027.80 3 Ghilotti Bros, Inc. $4,075,437.00 4 BID RESULTS 6 Competitive Bidding for Construction Projects Cost is generally the sole determining factor 164 7BUDGET AND SCHEDULE Construction Contract $3,188,285 Construction Contingency (20%)$637,657 Total Project Construction Budget*$3,825,942 Contract Award Contract Executed NTP & Construction Start (Approx. Summer 2022) Construction Complete (Approx. Summer 2023)7 165 8 OUTREACH Spring 20210101 NOTIFICATIONS DURING DESIGN Summer 20220202 CONSTRUCTION ADVANCE NOTIFICATIONS Summer 20230303 CONSTRUCTION COMPLETE 166 Thank you! 99 167 VIA EMAIL – Jeffrey.chou@ssf.net May 17, 2022 Jeffrey Chou City of South San Francisco 315 Maple Avenue South San Francisco, CA 94083 RE: BID ADVISORY Low Bidder: CF Contracting, Inc. Awarding Agency: City of South San Francisco Project: Grand Ave and Airport Boulevard Streetscape Improvement Project FFC Case No.: 1007SJ Dear Mr. Chou: Please enter this formal bid advisory against the above-noted contractor as a matter of public record and circulate to all City Councilmembers. We respectfully request that CF Contracting, Inc. (CF) bid be rejected. The bid provided to the City by CF signifies that the contractor would not be able to successfully perform its duties on the above project, while fulfilling its obligations with the Rules and Regulations Governing the Payment of Prevailing Wages, at the bid amount provided due to the following: •ONGOING VIOLATIONS OF PREVAILING WAGE LAWS RESULTING IN WAGE THEFT CF has numerous infractions/violations which have resulted in willful circumvention of the Laws and Regulations Governing the Payment of Prevailing Wages, including, but not limited to, violations resulting in wage theft and non-compliance with apprenticeship laws. CF engaged in this pattern of unlawful activity on various public works prevailing wage projects. Civil Wage and Penalty Assessments have been issued to CF by the State of California, Division of Labor Standards Enforcement (DLSE), Labor Commissioner’s office. We have provided supporting documentation for your review. Furthermore, CF is currently under investigation by our offices and the State of California, Division of Labor Standards Enforcement (DLSE), Labor Commissioner’s office in connection with issues provided below. We have provided supporting documentation for your review. ▪Misclassifications resulting in underpayments. ▪Failure to comply with overtime requirements. ▪Failure to comply with apprenticeship requirements. ▪Failing to report all workers on certified payrolls. Government Code Section 54957.5 SB 343 Agenda: 5/25/2022 Reg CC Item # 10 168 Jeffrey Chou City of South San Francisco May 17, 2022 Page 2 • FAILURE TO COMPLY WITH WORKFORCE DEVELOPMENT AND FORMAL APPRENTICESHIP PROGRAMS CF has not made a good faith effort to participate and invest in Local Workforce Development, nor have they participated in local hiring of workers in the community through formal and recognized pre-apprenticeship programs and formal apprenticeship programs for specific apprenticeable crafts. They have failed to request, employ, train, and pay the proper prevailing wages to apprentices. • FAILURE TO PROVIDE REQUIRED APPRENTICESHIP TRAINING FUND CONTRIBUTIONS CF has failed to comply with the requirements set forth in Labor Code § 1777.5(m)(1) by omitting payments to either the California Apprenticeship Council or a state approved apprenticeship program. We have provided supporting documentation for your review. Please contact our office with questions, comments, or clarifications. Sincerely, Jesse Jimenez Executive Director Case: 1007SJ cc: City of South San Francisco – City Council Mark Nagales – Email: mark.nagales@ssf.net Buenaflor Nicolas – Email: flor.nicolas@ssf.net Mark Addiego – Email: mark.addiego@ssf.net James Coleman – Email: james.coleman@ssf.net Eddie Flores – Email: eddie.flores@ssf.net 169 170 Labor Commissioner, State of California Department of Industrial Relations Division of Labor Standards Enforcement Bureau of Field Enforcement- Public Works TEL: (916) 263-3305 EMA[L: Srustdir.ca.gov DATE: Gavin Newsom, Governor 44 ypo.141" In Reply Refer to Case No; CIVIL WAGE AND PENALTY ASSESSMENT Awarding Body City and County of San Francisco - Dept, of Public Works " Work Performed in Count)' of ALAMEDA Project Name Panhandle Playground Renovation Project No, DtR: 278136 DIR Project ID Io. 275136 Prime Contractor CF Contracting Inc ' ,r ' . CSLB License No, 967497 Contractor Registration (PWCR) No, 10000010918 Subcontractor(s) , CSLB License No. Contractor Registration (PWCR) No, Second orTtord-tter Subcontractor, if applicable . CSLB License No. Contractor Registration (PWCR) No. After an investigation concerning the payment of wages to workers employed in the execution of the contract for the above-named public works project, compliance with the apprenticeship standards found in Labor Code section 1777.5, or compliance with the registration requirements set forth in Labor Code section 1725.5, the Labor Commissioner has determined that violations of the California Labor Code have been committed by the contractor and/or subcontractor(s) identified above. In accordance with Labor Code section 1741, the Labor Commissioner hereby issues this Civil Wage and Penalty Assessment. I TOTAL ASSESSMENT: $4,670.40 I The nature of the violations of the Labor Code and the basis for the assessment are as follows: Wage Violations: Violation of Labor Code 1774 for failure to pay correct prevailing wages including predetermined increases effective 7/1/19 for 2018-2 wage determination for Northern California. Penalty assessed under LC §1775 at $40 per violation. The attached Audit Summary further details the basis for this Assessment and itemizes the calculation of wages and penalties due under Labor Code sections 1775 and 1813, if applicable. The Labor Commissioner has determined the total amount of wages due is: $1,310.40 The Labor Commissioner has determined the amount of penalties assessed under Labor Code section 1775 is: $3.360.00 The Labor Commissioner has determined the amount of penalties assessed under Labor Code section 1813 is: $O.O rM -1 (continued on next page) 00 STATE LABOR COMMISSIONER / By/-/1 , Susan Rust Auditor 1 Y h ' U1 - PW[ 373 Ownod- 12 16,19) c-n Page 1 of 6 171 Apprenticeship Violations: Failure to submit DAS 140 to the applicable apprentices/up commnioees on this project. 22/ days of DAS 140 violations. Applicable committees - Northern California District Council of Laborers and Associaled Builders & Comflmacios N. California U.A.C. The Labor Commissioner has determined the amount of penalties assessed under Labor Code section 1777.7 is: $0.00 Labor Code Section 1776 Violations: The Labor Commissioner has determined the amount of penalties assessed under Labor Code section 1776(h) against is: $0.00 Public Works Contractor Registration Violations: The Labor Commissioner has determined the amount of penalties assessed under Labor Code section 1771.1 against General contractor Subcontractor Second-tier subcontractor Third-tier subcontractor, if applicable Please refer to page 6 for specific withholding obligations pertaining to these amounts. (continued on next page) Page 2 of 6 is: $0.00 is: $0.00 is: $0.00 is: $0.00 172 Notice of Right to Obtain Review - Formal Hearing In accordance with Labor Code section 1742, an affected contractor or subcontractor may obtain review of this Civil Wage and Penalty Assessment by transmitting a written request to the office of the Labor Commissioner that appears below within 60 days after service of the assessment. To obtain a hearing, a written Request for Review must be transmitted to the following address: Labor Commissioner - State of California Civil Wage and Penalty Assessment Review Office P0 Box 255809 2801 Arden Way Sacramento, CA 95825 A Request for Review either shall clearly identify the Civil Wage and Penalty Assessment from which review is sought, including the date of the assessment, or it shall include a copy of the assessment as an attachment, and shall also set forth the basis upon which the assessment is being contested. In accordance with Labor Code section 1742, the contractor or subcontractor shall be provided an opportunity to review evidence to be utilized by the Labor Commissioner at the hearing within 20 days of the Labor Commissioner's receipt of the written Request for Review. Failure by a contractor or subcontractor to submit a timely Request for Review will result in a final order which shall be binding on the contractor and subcontractor, and which shall also be binding, with respect to the amount due, on a bonding company issuing a bond that secures the payment of wages and a surety on a bond. Labor Code section 1743. In accordance with Labor Code section 1742(d), a certified copy of a final order may be filed by the Labor Commissioner in the office of the clerk of the superior court in any county in which the affected contractor or subcontractor has property or has or had a place of business. The clerk, immediately upon the filing, shall enter judgment for the State against the person assessed in the amount shown on the certified order. (continued on next page) Page 3 of 6 173 Payment of Civil Wage and Penalty Assessment Payment of the assessed wages and/or penalties, including interest on all due and unpaid wages pursuant to Labor Code section 1741(b), must be made by check or money order payable to the Division of Labor Standards Enforcement and mailed to the following address along with a copy of this Civil Wage and Penalty Assessment: State of California - Department of Industrial Relations Division of Labor Standards Enforcement - Cashiering Unit 2031 Howe Avenue, Suite 100 Sacramento, CA 95825-0196 Opportunity for Settlement Meeting In accordance with Labor Code section 1742.1(c), the Labor Commissioner shall, upon receipt of a request from the affected contractor or subcontractor within 30 days following the service of this Civil Wage and Penalty Assessment, afford the contractor or subcontractor the opportunity to meet with the Labor Commissioner or his or her designee to attempt to settle a dispute regarding the assessment. The settlement meeting may be held in person or by telephone and shall take place before the expiration of the 60-day period for seeking a hearing as set forth under the heading Notice of Right to Obtain Review. No evidence of anything said or any admission made for the purpose of, in the course of, or pursuant to, the settlement meeting is admissible or subject to discovery in any administrative or civil proceeding. This opportunity to timely request an informal settlement meeting is in addition to the right to obtain a formal hearing, and a settlement meeting may be requested even if a written Request for Review has already been made. Requesting a settlement meeting, however, does not extend the 60-day period during which a formal hearing may be requested. A written request to meet with the Labor Commissioner or his or her designee to attempt to settle a dispute regarding this assessment must be transmitted to Susan Rust at the following address: State of California - Department of Industrial Relations Division of Labor Standards Enforcement - Public Works Unit 2031 Howe Avenue, Suite #100 Sacramento, CA 95825 (continued on next page) Page 4 of 6 174 Liquidated Damages In accordance with Labor Code section 1742.1(a), after 60 days following the service of this Civil Wage and Penalty Assessment, the affected contractor, subcontractor, and surety on a bond or bonds issued to secure the payment of wages covered by the assessment shall be liable for liquidated damages in an amount equal to the wages, or portion that still remain unpaid. If the assessment subsequently is overturned or modified after administrative or judicial review, liquidated damages shall be payable only on the wages found to be due and unpaid. Notwithstanding the above, in accordance with Labor Code section 1742.1(b), there shall be no liability for li qu id a t e d damages if the full amount of the assessment or notice, including penalties, has been deposited with the Department of Industrial Relations, within 60 days following service of the Assessment or Notice, for the Department to hold in escrow pending administrative and judicial review. The Department shall release such funds, plus any interest earned, at the conclusion of all administrative and judicial review to the persons and entities who are found to be entitled to such funds. The full amount of the assessment that should be deposited is: $4,670.40 Deposits must be made by check or money order payable to the Department of Industrial Relations with a cover letter and a copy of the Civil Wage and Penalty Assessment and mailed to: Department of Industrial Relations Attention Cashiering Unit P.O. Box 420603 San Francisco, CA 94142 (continued on next page) Page 5 of 6 175 Statutory Withholding Obligations 1.Awarding Body Withholding Obligations In accordance with Labor Code section 1727(a), before making payments to the contractor of money due under a contract for public work, the awarding body shall withhold and retain therefrom all amounts required to satisfy this Civil Wage and Penalty Assessment. The amount required to satisfy this Civil Wage and Penalty Assessment shall not be disbursed by the awarding body until receipt of final order that is no longer subject to judicial review. The amount which must be withheld and retained by the awarding body pursuant to this Civil Wage and Penalty Assessment is: Wages Due: $1,276.80 Training Funds Due: $33.60 Penalties Due Under Labor Code section 1775: $3,360.00 Penalties Due Under Labor Code section 1813: $0.00 Penalties Due Under Labor Code section 1777.7: $0.00 Penalties Due Under Labor Code section 1776(h) $0.00 Penalties Due Under Labor Code section 1771.1: $0.00 Total Withholding Amount: $4,670.40 2.Prime Contractor Withholding Obligations: In accordance with Labor Code section 1727(b), if the awarding body has not retained sufficient money under the contract to satisfy this Civil Wage and Penalty Assessment based on a subcontractor's violations, the contractor shall, upon the request of the Labor Commissioner, withhold sufficient money due the subcontractor under the contract to satisfy the assessment and transfer the money to the awarding body. This amount shall not be disbursed by the awarding body until receipt of a final order that is no longer subject to judicial review. FX]1f this box is checked, the Labor Commissioner hereby requests that the prime contractor withhold the following amount from money due the subcontractor and transfer the money to the awarding body to satisfy this assessment: Wages Due: Training Funds Due: Penalties Due Under Labor Code section 1775: Penalties Due Under Labor Code section 1813: Penalties Due Under Labor Code section 1777.7: Penalties Due Under Labor Code section 1776(h): Penalties Due Under Labor Code section 1771.1: Total Withholding Amount: Distribution: Awarding Body Surety(s) on Bond Prime Contractor Subcontractor(s) $1,276.80 $33.60 $3,360.00 $0.00 $0.00 $0.00 $0.00 $4,670.40 Page 6 of 6 176 177 PUBLIC WORKS AUDIT WORKSHEET TOTAL AMOUNT DUE/OWING 4670.40 EMPLOYER! FIRM DEPUTY OFFICE WAGES DUE AND OWING CF Contracting Inc Susan Rust Sacramento 127680 ADDRESS CITY PENALTIES DUE AND OWING 850 S. Van Ness Ave. #2 San Francisco, CA 94110 3360.00 PROJECT AWARDING BODY PRIME CASE NUMBER TRAINING FUND DUE/OWING Panhandle Playground R City and County of San Francin CF Contracting Inc 40-69973-678 33.60 PERIOD HOURS WORKED OTHER TOTAL PREVAILING WAGE REQUIREMENTS AMOUNT OWING PENALTIES 1PENALTIES TRNG. TOTAL EMPLOYEE CLASSIFICATION WORKED ST. 01. D. T. WAGES PAID WAGES PAID OTHER TOTAL WAGES AND UNPAID LC 177-; ILC 1813 FUND AMOUNT DUE 07119/19 - Hector Acosta Predetermined Increa 11/15/19 336 0 0 0.00 15191.04 0.00 18529.44 638.40 1680.00 0.00 16.80 2335.20 07119/19 - Juan EsguivelAndrade Predetermined Increa 11/15/19 336 0 0 0.00 18191.04 0_00 18829.44 638.40 1680.00 0.00 16.80 2335.20 01/01/18 - 06/24/19 0 0 0 0_00 0_00 0.00 0.00 0_00 0_00 0_00 0.00 0.00 01/01/18 - 06125/18 01 0 01 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0_00 0_00 01/01/18 - 06/25/18 0 0 0 0.00 0.00 0_00 0.00 0.00 0_00 0.00 0.00 0_00 01/01/18 - 06125/18 0 0 0 0.00 0_00 0.00 0.00 0.00 0_00 0.00 0_00 0.00 01/01118 - 06/25/18 0 0 0 0.00 0.00 0.00 0.00 0.00 0_00 0.00 0_00 0_00 01101/18 - 06/25118 01 o 01 0_00 0.00 0_00 0_00 0_00 0_00 0.00 0_00 0_00 01/01/18 - 06/25/18 0 0 0 0_00 0.00 0.00 0.00 0.00 0.00 0.00 0_00 0.00 01/01/18 - 06/25118 0 0 0 0.00 0.00 0.00 0_00 0_00 0.00 0.00 0.00 0.00 01/01/18 - 06125/18 0 0 0 0.00 0.001 0_00 0.00 0.00 0.00 0_00 0.00 0_00 01/01/18 - 06125118 0 0 01 0.00 0_00 0.00 0.00 0.00 0.00 0_00 0.00 0.00 01/01/18 - 06/25/18 0 0 0 0_00 0.00 0.00 0.00 0.00 0_00 0.00 0.00 0.00 01/01118 - 06125/18 0 0 0 0.001 0.00 0_00 0.00 0.001 0_00 0_00 0.00 0.00 01/01/18 - 06125/18 01 0 0 0.00 0.00 0.00 0.00 0.00 0.00 0_00 0.00 0.00 01/01/18 - 06/25/18 0 0 0 0.00 0.00 0.00 0.00 0.00 0_00 0_00 0_Do 0.00 Balance Brought forward from aud1t3 Summary - - 0_00 0_00 0_00 0.00 0.00 0.00 0_00 0.001 0.00 The following entries represent the amounts relied upon for O.00F 36382-081 0.00 37658.88 1276.80 3360.00 0.00 33.60 $4,670.40 calculating Labor Code 1775 and 1613 penalties. 11776 (h) Penalty Due I $ - I 1775 40.00 Per Day 1813 25.00 Per Day 11777.7 Penalty Due I $ - I 1776(h) 100.00 Per Day 17777 80.00 Per Day CiviIWage and Penalty Assessment Total Amount $4,670.40 I I 1777.7 221 Days I Summary Page 1 178 PREVAILING WAGE DETERMINATION SUMMARY CODE HOURLY HOLIDAY TRAVEL & Other hourly NO. CLASSIFICATION Effective Date RATE Contributions TRAiNING TIME 1/2 SUNDAY SUBSISTENCE Requirements IlLaborer Grp 2 Area 1 8/22/2018 30.640 23.500 0.450 45.960 61.280 II ININ [I l'IlilllI IIIi III 2 Predeterrmnod Increase 71 l,.1D 19 31,640 L4 4 00 0.500 47.460 6328 ill filF I I Ir IIII ILL WAGE DETERMINATION INFORMATION CODE NO. CLASSIFICATION WAGE DETERMINATION NO. I Laborer Grp 2 Area 1 NC-23-102-1-2018-2 2 Predetermined Increase I NC-23-102-1-2018-2 179 STATE OF CALIFORNIA DEPARTMENT OF INDUSTRIAL RELATIONS - DIVISION OF LABOR STANDARDS ENFORCEMENT CERTIFICATION OF SERVICE BY MAIL (C.C.P. 1013a) OR CERTIFIED MAIL I, Susan Rust do hereby certify that I am a resident of or employed in the County of Sacramento over 18 years of age, and not a party to the within action, and that I am employed at and my business address is: Division of Labor Standards Enforcement Bureau of Field Enforcement 2031 Howe Ave. Suite 100 Sacramento, CA. 95825 On January 22, 2021 , I served the within: (1) Civil Wage and Penalty Assessment by placing a true copy thereof in an envelope addressed as follows: Francisco - Dept. of Public Works CF Contracting Inc 1155 Market Street 4th Floor, 850 S. Van Ness Ave. #21 San Francisco,CA 94103 San Francisco, CA 94110 lAttention: Jacob Friedman RMO and then sealing the envelope and with postage and certified mail fees (if applicable) thereon fully prepaid, and then depositing it in the United States mail in Sacramento by: X Ordinary first class mail X Certified mail Registered mail I certify tinder penalty of perjury that the foregoing is true (111(1 correct Executed , at January 22, 2021 , at SIGNATURE STATE CASE NO. 40-69973-678 P \V 34 (Rid 4/2/2/22) Sacramento , County of Sacramento , California 180 5/17/22, 3:59 PM California Apprenticeship Council - Public works training fund contributions https://www.dir.ca.gov/CAC/TrainingFund/TFLetter.asp 1/1 STATE OF CALIFORNIA Gavin Newsom, Governor CALIFORNIA APPRENTICESHIP COUNCIL P.O. Box 420603 San Francisco, CA 94142-0603 (415) 703-4920 To whom it may concern: According to transactions recorded as of May 16, 2022, no contributions have been received for Contractors License number 967497 in the past four years. If you have any questions please contact the Division of Apprenticeship Standards. trainingfund@dir.ca.gov Glen Forman for the Secretary, California Apprenticeship Council 181 545337.1 415.956.2828 (t) Robert Dollar Building 415.956.6457 (f) 311 California Street, 10th Flr. San Francisco CA 94104 202.777.8950 (t) 1500 K Street, NW, Suite 800 202.347.8429 (f) Washington DC 20005 www.rjo.com ROGERS JOSEPH O'DONNELL May 20, 2022 VIA EMAIL & OVERNIGHT MAIL Jeffrey.Chou@ssf.net Jeff Chou, P. E. Associate Engineer City of South San Francisco, Engineering Division 315 Maple Avenue South San Francisco, CA 94080 Re: Grand Avenue and Airport Blvd Streetscape Improvement Project PROJECT NO. ST1801, BID NO. 2671 RESPONSE TO MAY 17 LETTER Dear Mr. Chou: We represent CF Contracting (CFC) related to this matter. As you know, CFC was the lowest responsive bidder, and the City of South San Francisco was intending to award the Project to CF Contracting next week. There were no bid protests within the allotted time allowed by the specifications, and therefore the City should ignore the allegations made by the letter received from The Foundation for Fair Contracting (FFC), and award the contract to CFC as the lowest responsive, responsible bidder. I.ARGUMENT According to its own specifications, the City must award this project to the lowest responsive, responsible bidder. Notice Inviting Bids; #5 (Bids will be publicly opened, examined, and declared in accordance with item 1, and thereafter referred to the City Council for award, at a regular scheduled meeting, to the lowest responsive and responsible bidder, based on the Total Base Bid Price.”)(emphasis added). There is no question that CFC’s bid was responsive; thus, the only question before the City is whether CFC is a responsible contractor – whether it can “perform the contract as promised.” Taylor Bus Service, Inc. v. San Diego Bd. of Education (1987) 195 Cal.App.3d 1331, 1341. FFC makes baseless allegations without any documentary support – because mere allegations without evidence are impossible to rebut, the City should ignore the baseless claims. If the City has any doubt that CFC is a responsible contractor, I request that CFC be allowed to present evidence of its responsibility and to rebut any claims on which the City is relying. A Professional Law Corporation Richard M. Harris 415.365.5306 (d) rharris@rjo.com Government Code Section 54957.5 SB 343 Agenda: 5/25/2022 Reg CC Item # 10 182 www.rjo.com ROGERS JOSEPH O'DONNELL Jeffrey Chou Associate Engineer City of South San Francisco, Engineering Division May 20, 2022 Page 2 545337.1 A Professional Law Corporation FFC only provides documentation for three specific allegations – these are the only allegations to which CFC can directly respond. A review of the documents shows that none of these would cause any doubt that CFC can perform the contract as promised. As requested, I provide details on these allegations below. A. The March 2022 Case Assignment Letter FFC attaches a “case assignment letter” from March 2022 related to a project in Sausalito. This is the first that CFC has heard of any investigation (possibly because the investigator has found no merit to the allegations), and believes it appropriately paid all workers on that project. Curiously, FFC does not provide the underlying allegations; only a document stating that as of two months ago, an investigation is ongoing. CFC is confident that workers were paid correctly on the Sausalito project, and will respond to the investigation if the labor commissioner investigator believes the allegations rise to the level of requiring a response from CFC. This is no basis to believe that CFC will not complete the City’s project as expected. B. Penalty Assessment from February 2021 In 2020, due to a minor oversight, CFC failed to update the wages of certain employees on a single project. Upon becoming aware of the issue, CFC quickly paid both the back wages and the penalty. Note that in the decades of public work that CFC has completed, this is the only reference that FFC could find claiming that CFC failed to pay correct wages. This one error that was rectified upon notice is no basis to deny CFC a finding of responsibility. C. Alleged Failure to Pay Apprenticeship Fees Contrary to FFC’s claims, CFC is connected with a certified apprenticeship program through the Association of Building Contractors and the Operating Engineer’s trust fund. CFC, therefore, does not pay apprenticeship fees to the California Apprenticeship Council directly. Thus, FFC’s letter from the California Apprenticeship Council provides no evidence that CFC is not responsible; CFC’s fees are required to go to a different organization per Cal. Lab. Code § 1777.5(m) (payments can be made to the California Apprenticeship Council or an “approved apprenticeship program”). None of this bears any weight on whether CFC can complete the work of the project as promised. 183 www.rjo.com ROGERS JOSEPH O'DONNELL Jeffrey Chou Associate Engineer City of South San Francisco, Engineering Division May 20, 2022 Page 3 545337.1 A Professional Law Corporation II. CONCLUSION FFC’s letter is untimely, it makes unsupported allegations, and it relies on documents which do not support its position. The City is therefore left with its original position: CFC is a responsive, responsible bidder, and the City should award the project. Argonaut Insurance Company agrees, and has provided a performance bond for the work and a payment bond for subcontractors. I trust that the City will award the project to CFC and receive a successful project as required by the specifications and the law. Please contact me if you have any questions. Very truly yours, Richard M. Harris RMH:sci Enclosure 184 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-30 Agenda Date:5/25/2022 Version:1 Item #:10a. Resolution awarding a construction contract to CF Contracting,Inc.of San Francisco,California for the Grand Avenue and Airport Boulevard Streetscape Improvements Project (No.ST1801,Bid No.2657)in an amount not to exceed $3,188,285,authorizing a total construction contract authority budget of $3,825,942,and authorizing the City Manager to execute the agreement on behalf of the City. WHEREAS,the Grand Avenue and Airport Boulevard Streetscape Improvements Project (“Project”)will improve pedestrian and bicycle connections and safety from the West Plaza of the new South San Francisco Caltrain Station to Grand Ave and the Downtown area; and WHEREAS,the City issued a notice inviting bids for the project on March 22,and March 29,2022,and on May 3, 2022, staff received four (4) bid proposals in response; and WHEREAS,CF Contracting,Inc.of San Francisco,California was the lowest responsible bidder and provided competitive unit prices; and WHEREAS,staff recommends awarding the construction contract to CF Contracting,Inc.of San Francisco, California in an amount not to exceed $3,188,285, which is the total for the base bid; and WHEREAS,staff also requests the City Council to authorize a construction contract authority budget of $3,188,285,with additional $637,657 contingency,totaling a construction budget of $3,825,942 for the Project; and WHEREAS,the Project is included in the City of South San Francisco’s fiscal year (FY)2021-22 Capital Improvement Program (Project No.ST1801)with sufficient funds in FY 2021-2022 to cover the initial construction costs through the end of the current fiscal year. NOW,THEREFORE,BE IT RESOLVED,by the City Council of the City of South San Francisco that the City Council hereby awards a construction contract,a draft of which is attached hereto and incorporated herein as Exhibit A,for the Grand Avenue and Airport Boulevard Streetscape Improvements Project to CF Contracting, Inc.of San Francisco,California,in an amount not to exceed $3,188,285 conditioned on CF Contracting,Inc.’s timely execution of the Project contract and submission of all required documents,including but not limited to, certificates of insurance and endorsement, in accordance with the Project documents. BE IT FURTHER RESOLVED the City Council authorizes a total construction contract authority budget of $3,825,942 and authorizes the City Manager to utilize unspent amount of the total Project budget,if necessary, towards additional construction contingency budget. BE IT FURTHER RESOLVED that the City Engineer is hereby authorized to approve the plans and specifications for said project on behalf of the City. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the construction contract City of South San Francisco Printed on 5/26/2022Page 1 of 2 powered by Legistar™185 File #:22-30 Agenda Date:5/25/2022 Version:1 Item #:10a. BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the construction contract in substantially the same form as Exhibit A and any other related documents on behalf of the City upon timely submission by CF Contracting,Inc.of the signed contract and all other documents,subject to approval by the City Attorney. BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to take any other related actions consistent with the intention of the staff report or resolution. City of South San Francisco Printed on 5/26/2022Page 2 of 2 powered by Legistar™186 EXHIBIT A – DRAFT AGREEMENT FOR PUBLIC IMPROVEMENTS Page A-1 of 12 AGREEMENT FOR PUBLIC IMPROVEMENTS THIS AGREEMENT made and entered into this ____, day of ______, _____, between the CITY OF SOUTH SAN FRANCISCO, a municipal corporation and political subdivision of the State of California, hereinafter called “CITY”, and CF CONTRACTING, INC., hereinafter called “CONTRACTOR”1. W I T N E S S E T H: WHEREAS, City has taken appropriate proceedings to authorize construction of the public work and improvements herein provided and execution of this contract. WHEREAS, a notice was duly published for bids for the contract for the improvements hereinafter described. WHEREAS, on May 25th, 2022, notice duly given, the City Council (“Council”) of said City awarded the contract for the construction of the improvements hereinafter described to the Contractor, which Contractor said Council found to be the lowest responsible bidder for said improvements. WHEREAS, City and Contractor desire to enter into this agreement for the construction of said improvements pursuant to the terms, definitions, and conditions set forth in the General Provisions and other Contract Documents. IT IS AGREED as follows: 1. Scope of Work. Contractor shall perform the Work described briefly as follows: The Work consists of the furnishing of all labor, materials, tools, equipment, and services necessary for the construction of the GRAND AVENUE AND AIRPORT BLVD STREETSCAPE IMPROVEMENT PROJECT; PROJECT NO.ST1801; BID NO. 2671; in accordance with the Contract Documents. Also included are any such other items or details not mentioned above that are required by the Contract Documents, which are to be constructed or furnished and installed as shown on the plans, as specified herein and as directed by the Engineer. The aforementioned improvements are further described in the "Contract Documents" hereinafter referred to. 2. The Contract Documents. The complete Contract consists of the following documents: (A) Notice Inviting Bids (B) Part I – Submitted Proposal (as accepted) (C) This Agreement, including Contractor’s Payment Bond, Faithful Performance Bond and Guaranty Bond. (D) Part II – General Conditions 1. 1The term "Contractor" as used herein is employed without distinction as to either number or gender and shall include whenever the context shall permit all agents, representatives, employees, servants, subcontractors and business or social invitees. 187 Page A-2 of 9 (E) Part III – Special Provisions: Special Conditions and Technical Specifications, including State Standard Specifications dated 2018, sections 10-99, as revised in Revised Standard Specifications (RSS) dated October 15, 2021 (F) Part IV – Project Plans, approved March 22, 2022 (G) Administrative subsections of the State Standard Specifications dated 2018, as specifically referenced in contract Parts I-IV and as revised in RSS dated October 15, 2021. All rights and obligations of City and Contractor are fully set forth and described in the contract documents. All of the above-named documents are intended to cooperate, so that any work called for in one and not mentioned in the other, or vice versa, is to be executed the same as if mentioned in all said documents. The documents comprising the complete contract will hereinafter be referred to as “the Contract Documents.” 3. Equipment - Performance of Work. Contractor shall furnish all tools, equipment, apparatus, facilities, labor, and materials necessary to perform and complete in a good and workmanlike manner the Work of general construction as called for, and for the manner designated in, and in strict conformity with, the plans and specifications for said Work entitled: GRAND AVENUE AND AIRPORT BLVD STREETSCAPE IMPROVEMENT PROJECT PROJECT NO.ST1801; BID NO. 2671 The equipment, apparatus, facilities, labor, and materials shall be furnished and said Work performed and completed as required in said plans and specifications under the direction and supervision and subject to the approval of the Engineer of said City or the Engineer’s designated assistant. 4. Contract Price. City shall pay, and Contractor shall accept, in full payment for the Work agreed to be done the sum of THREE MILLION ONE HUNDRED EIGHTY-EIGHT THOUSAND TWO HUNDRED EIGHTY-FIVE DOLLARS ($3,188,285). Said price is determined by the lump sum price contained in Contractor's bid proposal (“Bid”). The lump sum price and unit prices are set forth in the completed Bid forms attached hereto and made a part hereof as if set forth herein verbatim. In the event work is performed or materials furnished in addition to those set forth in Contractor's bid and the specifications herein, such work and materials will be paid for at the unit prices therein contained. Said amount shall be paid in installments as hereinafter provided. 5. Rights of City to Increase Working Days. If such Work is not completed within the time specified, the Engineer shall have the right to increase the number of working days in the amount it may determine will best serve the interest of the City. If it desires to increase said number of working days, it shall have the further right to charge to Contractor and deduct from the final payment for the Work the actual cost of engineering, inspection, superintendence, and other overhead expenses which are directly chargeable to Contractor and which accrue during the period of such extension, except that the cost of the final service and preparation of the final estimates shall not be included in such charges, provided, however, that no extension of time for the completion of such Work shall be allowed unless at least twenty (20) calendar days prior to the time herein fixed for the completion thereof or the time fixed by the Engineer for such completion as extended, Contractor shall have filed application for extension thereof, in writing with the Engineer. 188 Page A-3 of 9 6. Option of City to Terminate Agreement in Event of Failure to Complete Work. If at any time in the opinion of the Engineer, the Contractor has refused or failed to prosecute the Work or any severable part thereof, with such diligence as will insure its work, or any completion within the time specified, or any extensions thereof, or shall have failed to complete said work within such time, or if Contractor should be adjudged a bankrupt, or if Contractor should make a general assignment for the benefit of Contractor's creditors, or if a receiver should be appointed in the event of Contractor's insolvency, or if Contractor, or any Subcontractor, should violate any of the provisions of this Agreement, the Engineer may give written notice to Contractor, and Contractor's sureties of its intention to terminate this Agreement, such notice to contain the reasons for such intention to terminate this Agreement, and unless within five calendar (5) days after the serving of such notice, such violation shall cease and satisfactory arrangements for the correction thereof be made, this Agreement may, at the option of City, upon expiration of said time, cease and terminate. Any excess of cost arising therefrom over and above the contract price will be charged against the Contractor and the Contractor’s sureties who will be liable therefore. In the event of such termination, all money due the Contractor or retained under the terms of this contract shall be forfeited to the City; but such forfeiture will not release the Contractor or the Contractor’s sureties from liability or failure to fulfill the contract. The Contractor and the Contractor’s sureties will be credited with the amount of money so forfeited toward any excess of cost over and above the contract price, arising from the suspension termination of the operations of the contract and the completion of the Work by the City as above provided, and the Contractor will be so credited with any surplus remaining after all just claims for such completion have been paid. In the determination of the question whether there has been any such noncompliance with the contract as to warrant the suspension termination or annulment thereof, the decision of the Engineer shall be binding on all parties to the contract. 7. Termination of Contract for Convenience. The City also reserves the right to terminate the contract at any time upon a determination by the Engineer in the Engineer's sole discretion that termination of the contract is in the best interest of the City. If the City elects to terminate the contract for convenience, the termination of the contract and the total compensation payable to the Contractor shall be governed by the following: (A) The City will issue the Contractor a written notice signed by the Engineer, specifying that the contract is terminated. Upon receipt of said written notice, the Contractor will be relieved of further responsibility for damage to the Work (excluding materials) as specified in Section VII-17, "Contractor's Responsibility for the Work," of the General Conditions and, except as otherwise directed in writing by the Engineer, the Contractor shall: (1) Stop all work under the contract except that specifically directed to be completed prior to acceptance. (2) Perform work the Engineer deems necessary to secure the project for termination. (3) Remove equipment and plant from the site of the Work. (4) Take such action as is necessary to protect materials from damage. (5) Notify all subcontractors and suppliers that the contract is being terminated and that their contracts or orders are not to be further performed unless otherwise authorized in writing by the Engineer. 189 Page A-4 of 9 (6) Provide the Engineer with an inventory list of all materials previously produced, purchased or ordered from suppliers for use in the Work and not yet used in the Work, including its storage location, and such other information as the Engineer may request. (7) Dispose of materials not yet used in the Work as directed by the Engineer. It shall be the Contractor's responsibility to provide the City with good title to all materials purchased by the City hereunder, including materials for which partial payment has been made as provided in Section IX-2, “Progress Payments,” of the General Conditions and with bills of sale or other documents of title for such materials. (8) Subject to the prior written approval of the Engineer, settle all outstanding liabilities and all claims arising out of subcontracts or orders for materials terminated hereunder. To the extent directed by the Engineer, the Contractor shall assign to the City all the right, title, and interest of the Contractor under subcontracts or orders for materials terminated hereunder. (9) Furnish the Engineer with the documentation required to be furnished by the Contractor under the provisions of the contract, including, on projects as to which Federal and State funds are involved, all documentation required under the Federal and State requirements included in the contract. (10) Take such other actions as the Engineer may direct. (B) Acceptance of the contract as hereinafter specified shall not relieve the Contractor of responsibility for damage to materials. The Contractor shall continue to be responsible for damage to materials after issuance of the Notice of Termination, except as follows: (1) The Contractor’s responsibility for damage to materials for which partial payment has been made as provided in Section IX-2, “Progress Payments,” of the General Conditions and for materials furnished by the City for use in the Work and unused shall terminate when the Engineer certifies that such materials have been stored in the manner and at the locations the Engineer has directed. (2) The Contractor’s responsibility for damage to materials purchased by the City subsequent to the issuance of the notice that the contract is to be terminated shall terminate when title and delivery of such materials has been taken by the City. (3) When the Engineer determines that the Contractor has completed the Work under the contract directed to be completed prior to termination and such other work as may have been ordered to secure the project for termination, the Contractor will recommend that the Engineer formally accept the contract to the extent performed, and immediately upon and after such acceptance by the Engineer, the Contractor will not be required to perform any further Work thereon and shall be relieved of the Contractor's contractual responsibilities for injury to persons or property which occurs after the formal acceptance of the project by the Engineer. (C) Termination of the contract shall not relieve the surety of its obligation for any just claims arising out of the work performed. (D) The total compensation to be paid to the Contractor shall be determined by the Engineer on the basis of the following: 190 Page A-5 of 9 (1) The reasonable cost to the Contractor, without profit, for all work performed under the contract, including mobilization, demobilization and work done to secure the project for termination. In determining the reasonable cost, deductions will be made for the cost of materials to be retained by the Contractor, amounts realized by the sale of materials, and for other appropriate credits against the cost of the work. When, in the opinion of the Engineer, the cost of a contract item of work is excessively high due to costs incurred to remedy or replace defective or rejected work, the reasonable cost to be allowed will be the estimated reasonable cost of performing such work in compliance with the requirements of the plans and specifications and the excessive actual cost shall be disallowed. (2) A reasonable allowance for profit on the cost of the work performed as determined under Subsection (1), provided the Contractor establishes to the satisfaction of the Engineer that it is reasonably probable that the Contractor would have made a profit had the contract been completed and provided further, that the profit allowed shall in no event exceed four (4) percent of said cost. (3) The reasonable cost to the Contractor of handling material returned to the vendor, delivered to the City, or otherwise disposed of as directed by the Engineer. (4) A reasonable allowance for the Contractor’s administrative costs in determining the amount payable due to termination of the contract. (5) A reasonable credit to the City for defective or incomplete work not corrected. All records of the Contractor and subcontractors necessary to determine compensation in accordance with the provisions of this Section 5 shall be open to inspection or audit by representatives of the City at all times after issuance of the Notice of Termination and for a period of three (3) years, thereafter, and such records shall be retained for that period. After acceptance of the Work by the Engineer, the Engineer may make payments on the basis of interim estimates pending issuance of the Final Estimate in accordance with Section IX-7, “Final Payment,” of the General Conditions when, in the Engineer's opinion, the amount thus paid, together with all amounts previously paid or allowed, will not result in total compensation in excess of that to which the Contractor will be entitled. All payments, including payment upon the Final Estimate shall be subject to deduction for prior payments and amounts, if any, to be kept or retained under the provisions of the contract. If this contract is terminated by the City for cause, and it is later determined that the proper basis for a termination for cause did not exist, the termination shall be deemed to have been a termination for convenience and governed by the terms of this contract dealing with such termination. If the contract is terminated by the City for cause or convenience, such termination shall neither act as a waiver by the City of its right to require the Contractor to correct defects in the Work performed by the Contractor nor void any warranties applicable to the Work performed under the contract. The provisions of this Section 5 shall be included in all subcontracts. In the event of conflict between the termination provisions of this Section 8 and any other provision or the contract, this Section 5 shall prevail. 191 Page A-6 of 9 8. Performance by Sureties. In the event of any termination as herein before provided, City shall immediately give written notice thereof to Contractor and Contractor's sureties and the sureties shall have the right to take over and perform the Agreement, provided, however, that if the sureties, within five (5) working days after giving them said notice of termination, do not give the City written notice of their intention to take over the performance of the Agreement and do not commence performance thereof within five (5) working days after notice to the City of such election, City may take over the Work and prosecute the same to completion by contract or by any other method it may deem advisable, for the account, and at the expense, of Contractor, and the sureties shall be liable to City for any excess cost or damages occasioned City thereby; and, in such event, City may, without liability for so doing, take possession of and utilize in completing the Work such materials, appliances, plant, and other property belonging to Contractor as may be on the site of the Work and necessary therefore. Should Contractor contract in an individual capacity, the surety bond shall contain the following provision: “Should Contractor contract in the Contractor’s individual capacity, the death of the Contractor shall not relieve the surety of its obligations.” 9. Hold-Harmless Agreement and Contractor's Insurance. Contractor agrees to, and shall, hold City, its elective and appointive boards, officers, agents, and employees harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for property damage which may arise from Contractor's or any of Subcontractor's operations under this Agreement, whether such operations be by Contractor or by any Subcontractor or Subcontractors, or by any one or more persons directly or indirectly employed by, or acting as agent for, Contractor or any Subcontractor or Subcontractors. Contractor agrees to, and shall, defend City and its elective and appointive boards, officers, agents, and employees from any suits or actions at law or in equity for damages caused, or alleged to have been caused, by reason of any of the aforesaid operations, provided as follows: (A) The City does not, and shall not, waive any rights against Contractor which it may have by reason of the aforesaid hold-harmless agreement, because of the acceptance by City, or the deposit with City by Contractor, of any of the insurance policies hereinafter described in Paragraph 15, “Insurance” hereof. (B) That the aforesaid hold-harmless agreement by Contractor shall apply to all damages and claims for damages of every kind suffered, or alleged to have been suffered, by reason of any of the aforesaid operations of Contractor or any Subcontractor, regardless of whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages. 10. Insurance. The Contractor shall take out and maintain during the life of this Agreement the following policies of insurance: (A) Workers' Compensation and Employers' Liability Insurance providing full statutory coverage. In signing this Agreement, the Contractor makes the following certification, required by Section 1861 of the California Labor Code: "I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work of this contract". 192 Page A-7 of 9 (B) Comprehensive General Liability Insurance. Public Liability Insurance (includes premises, elevator - if applicable, products, completed operations, personal injury and contractual): (1) Bodily Injury Liability: $ 500,000 each person $1,000,000 each occurrence (2) Property Damage Liability [includes XCU (explosion, collapse, and underground damage); water damage and broad form property damage or third party liability]: $ 500,000 per occurrence (C) Comprehensive Automobile Liability Insurance (includes owned, non-owned, and hired vehicles): (1) Bodily Injury Liability: $ 500,000 per person $1,000,000 each occurrence (2) Property Damage Liability: $ 500,000 each occurrence (D) It is agreed that the insurance required by Subsections B and C, in an aggregate amount of not less than ONE MILLION FIVE HUNDRED THOUSAND DOLLARS ($1,500,000), shall be extended to include as additional insured the City of South San Francisco, its elective and appointive boards, commissions, officers, agents, employees, with respect to operations performed by the Contractor, as described herein. Evidence of this insurance described above shall be provided to City upon execution of this Agreement and shall be subject to approval of the City Attorney as to form, amount, and carrier. The policy of insurance shall also contain a provision indicating that such insurance shall not be reduced or cancelled except upon thirty (30) calendar days written notice to City. In addition, the following endorsement shall be made on said policy of insurance: "The following are named as additional insured on the above policies: The City of South San Francisco, its elective and appointive boards, officers, agents, and employees." "Notwithstanding any other provision in this policy, the insurance afforded hereunder to the City of South San Francisco shall be primary as to any other insurance or re-insurance covering or available to the City of South San Francisco, and such other insurance or reinsurance shall not be required to contribute to any liability or loss until and unless the approximate limit of liability afforded hereunder is exhausted." The above requirements that the City be named as additional insured, that the insurance shall be primary to any other, and that the insurance not be cancelled without notice, shall be provided in the form of an endorsement signed by an authorized representative of the insurance company providing coverage, who shall declare his or her authority to sign on behalf of the insurer. 11. Proof of Carriage of Insurance. Contractor shall furnish City through the Engineer, concurrently with the execution hereof, with satisfactory proof of carriage of the insurance required and 193 Page A-8 of 9 that each carrier shall give City at least thirty (30) calendar days prior notice of the cancellation or change of any policy during the effective period of this contract. Further, if the Contractor’s insurance policy includes a self-insured retention that must be paid by a named insured as a precondition of the insurer’s liability, or which has the effect of providing that payments of the self-insured retention by others, including additional insureds or insurers do not serve to satisfy the self-insured retention, such provisions must be modified by special endorsement so as to not apply to the additional insured coverage required by this agreement so as to not prevent any of the parties to this agreement from satisfying or paying the self- insured retention required to be paid as a precondition to the insurer’s liability. Additionally, the certificates of insurance must note whether the policy does or does not include any self-insured retention and also must disclose the deductible. 12. Provisions Cumulative. The provisions of this Agreement are cumulative, and in addition to and not in limitation of, any other rights or remedies available to City. 13. Notices. All notices shall be in writing and delivered in person or transmitted by certified mail, postage prepaid. Notices required to be given to City shall be addressed as follows: City Clerk City Hall, 400 Grand Avenue South San Francisco, California 94080 Notices required to be given to Contractor shall be addressed as follows: _________________________________________________________________________ _________________________________________________________________________ Notices required to be given sureties of Contractor shall be addressed as follows: _________________________________________________________________________ Notices required to be given to the Escrow Agent of Contractor, if any, shall be addressed as follows: _________________________________________________________________________ 14. Interpretation. As used herein, any gender includes each other gender, the singular includes the plural, and vice versa. IN WITNESS WHEREOF, two (2) identical counterparts of this Agreement, consisting of nine (9) pages (being pages A-1 through A 9), each of which counterparts shall for all purposes be deemed an original of said Agreement, have been duly executed by the parties hereinabove named, on the day and year first hereinabove written. 194 Page A-9 of 9 CITY: City of South San Francisco, CONTRACTOR:_CF Contracting, Inc._ a municipal corporation __________________________________ By: _____________________________ By:_______________________________ Mike Futrell, City Manager NAME AND TITLE (If Contractor is an individual, so state. If Contractor is a Corporation, a corporate seal or signatures of the President or Vice President and the Secretary Treasurer are required). APPROVED AS TO FORM: _______________________________ City Attorney ATTEST: _______________________________ City Clerk 195 ATTACHMENT A ESCROW AGREEMENT FOR SECURITY DEPOSITS IN LIEU OF RETENTION THIS ESCROW AGREEMENT is made and entered into by and between the City of South San Francisco whose address is 400 Grand Ave., P.O. Box 711, South San Francisco, CA 94083, hereinafter referred to as "City" or “Owner,” and ____________________________________,whose address is ___________________________________________________________, hereinafter called “Contractor” and ______________________________________________________________,whose address is ___________________________________________________________, hereinafter called “Escrow Agent.” For the consideration hereinafter set forth, the Owner, Contractor, and Escrow Agent agree as follows: 1. Pursuant to Section 22300 of the Public Contract Code of the State of California, Contractor has the option to deposit securities with Escrow Agent as a substitute for retention earnings required to be withheld by Owner pursuant to the Construction Contract entered into between the Owner and Contractor for __________________ in the amount of _______________dollars ($_____) dated ___________ (hereinafter referred to as the “Contract”). Alternately, on written request of the Contractor, the Owner shall make payments of the retention earnings directly to the Escrow Agent. When the Contractor deposits the securities as a substitute for Contract earnings, the Escrow Agent shall notify the Owner within 10 working days of the deposit. The market value of the securities at the time of the substitution shall be at least equal to the cash amount then required to be withheld as retention under the terms of the Contract between the Owner and Contractor. Securities shall be held in the name of _______________, and shall designate the Contractor as the beneficial owner. 2. The Owner shall make progress payments to the Contractor for those funds which otherwise would be withheld from progress payments pursuant to the Contract provisions, provided that the Escrow Agent holds securities in the form and amount specified above. 3. When the Owner makes payment of retentions earned directly to the Escrow Agent, the Escrow Agent shall hold them for the benefit of the Contractor until the time that the escrow created under this contract is terminated. The Contractor may direct the investment of the payments into securities. All terms and conditions of this agreement and the rights and responsibilities of the parties shall be equally applicable and binding when the Owner pays the Escrow Agent directly. 4. Contractor shall be responsible for paying all fees for the expenses incurred by Escrow Agent in administering the Escrow Account and all expenses of the Owner. These expenses and payment terms shall be determined by the Owner, Contractor, and Escrow Agent. 5. The interest earned on the securities or the money market accounts held in escrow and all interest earned on that interest shall be for the sole account of Contractor and shall be subject to withdrawal by Contractor at any time and from time to time without notice to the Owner. 6. Contractor shall have the right to withdraw all or any part of the principal in the Escrow Account only by written notice to Escrow Agent accompanied by written authorization from the Owner to the Escrow Agent that Owner consents to the withdrawal of the amount sought to be withdrawn by Contractor. 7. The Owner shall have a right to draw upon the securities in the event of default by the Contractor. Upon seven day’s written notice to the Escrow Agent from the Owner of the default, the Escrow Agent shall immediately convert the securities to cash and shall distribute the cash as instructed by the Owner. 196 8. Upon receipt of written notification from the Owner certifying that the Contract is final and complete, and that the Contractor has complied with all requirements and procedures applicable to the Contract, Escrow Agent shall release to Contractor all securities and interest on deposit less escrow fees and charges of the Escrow Account. The escrow shall be closed immediately upon disbursement of all moneys and securities on deposit and payments of fees and charges. 9. Escrow Agent shall rely on the written notifications from the Owner and the Contractor pursuant to Sections (5) to (8), inclusive, of this Agreement, and the Owner and Contractor shall hold Escrow Agent harmless from Escrow Agent’s release and disbursement of the securities and interest as set forth above. 10. The names of the persons who are authorized to give written notice or to receive written notice on behalf of the Owner and on behalf of Contractor in connection with the foregoing, and exemplars of their respective signatures are as follows: On behalf of Owner: On behalf of Contractor: __________________________________ __________________________________ Title Title __________________________________ __________________________________ Name Name __________________________________ __________________________________ Signature Signature __________________________________ __________________________________ Address Address On behalf of Escrow Agent: __________________________________ Title __________________________________ Name __________________________________ Signature __________________________________ Address At the time the Escrow Account is opened, the Owner and Contractor shall deliver to the Escrow Agent a fully executed counterpart of this Agreement. 197 IN WITNESS WHEREOF, the parties have executed this Agreement by their proper officers on the date first set forth above. Owner: Contractor: __________________________________ __________________________________ Title Title __________________________________ __________________________________ Name Name __________________________________ __________________________________ Signature Signature Approved as to form: Attest: _____________________________________ __________________________________ City Attorney Date City Clerk 198 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:22-436 Agenda Date:5/25/2022 Version:1 Item #:11. City of South San Francisco Printed on 5/20/2022Page 1 of 1 powered by Legistar™199