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HomeMy WebLinkAboutAgenda Packet - CC - 2023.06.20• City of Burlingame BURLINGAME CITY HALL 501 PRIMROSE ROAD BURLINGAME F, BURLINGAME, CA 94010 Meeting Agenda - Final City Council Tuesday, June 20, 2023 7:00 PM Council Chambers/Zoom Consistent with Government Code Section 54953, this City Council Meeting will be held via Zoom in addition to in person. To maximize public safety while still maintaining transparency and public access, members of the public can observe the meeting from home or attend the meeting in person. Below is information on how the public may observe and participate in the meeting. To Attend the Meeting in Person: Location: 501 Primrose Road, Burlingame, California 94010 To Observe the Meeting via Zoom: To access the meeting by computer. Go to www.zoom.us/join Meeting ID: 849 0364 9322 Passcode:138293 To access the meeting by phone: Dial 1-669-900-6833 Meeting ID: 849 0364 9322 Passcode: 138293 To Provide Public Comment in Person: Members of the public wishing to speak will be asked to fill out a "Request to Speak" card located on the table by the door and then hand it to staff. The provision of a name, address, or other identifying information is optional. Speakers are limited to three minutes each, however, the Mayor may adjust the time limit in light of the number of anticipate speakers. To Provide Public Comment via Zoom: During the meeting, public comment may be made by members of the public joining the meeting via Zoom. Zoom access information is provided above. Use the "Raise Hand" feature (for those joining by phone, press "9" to "Raise Hand) during the public comment period for the agenda item you wish to address. The Zoom Host will call on people to speak by name provided or the last four digits of the phone number for dial -in attendees. Speakers are limited to three minutes each, however, the Mayor may adjust the time limit in light of the number of anticipated speakers. City of Burlingame Page 1 Printed on 611512023 City Council Meeting Agenda - Final June 20, 2023 To Provide Public Comment via Email: Members of the public may provide written comments by email to publiccomment@burlingame.org. Emailed comments should include the specific agenda item on which you are commenting. Note that your comment concerns an item that is not on the agenda. The length of the comment should be commensurate with the three minutes customarily allowed for verbal comments which is approximately 250 to 300 words. To ensure that your comment is received and read to the City Council for the appropriate agenda item, please submit your email no later than 5:00 p.m. on Monday, June 5, 2023. The City will make every effort to read emails received after that time but cannot guarantee such emails will be read into the record. Any emails received after the 5:00 p.m. deadline which are not read into the record will be provided to the City Council after the meeting. 1. CALL TO ORDER - 7:00 p.m. - Council Chambers/Online To access the meeting by computer: Go to www.zoom.us/join Meeting ID: 849 0364 9322 Passcode:138293 To access the meeting via phone: Dial 1-669-900-6833 Meeting ID: 849 0364 9322 Passcode:138293 2. PLEDGE OF ALLEGIANCE TO THE FLAG 3. ROLL CALL 4. REQUEST FOR AB 2449 REMOTE PARTICIPATION Announcements/consideration and approval of requests by Councilmembers to participate remotely pursuant to AB 2449 (Government Code Section 54943(f)) 5. REPORT OUT FROM CLOSED SESSION 6. UPCOMING EVENTS 7. DISCLOSURE OF SB 1439 CONFLICTS (Government Code Section 84308) 8. PRESENTATIONS a. Proclamation Recognizing Juneteenth b. Presentation on Bay Delta Plan from Peter Drekmeir of the Tuolumne River Trust City of Burlingame Page 2 Printed on 611512023 City Council Meeting Agenda - Final June 20, 2023 9. PUBLIC COMMENTS, NON -AGENDA Members of the public may speak about any item not on the agenda. Members of the public wishing to suggest an item for a future Council agenda may do so during this public comment period. The Ralph M. Brown Act (the State local agency open meeting law) prohibits the City Council from acting on any matter that is not on the agenda. 10. APPROVAL OF CONSENT CALENDAR Consent calendar items are usually approved in a single motion, unless pulled for separate discussion. Any member of the public wishing to comment on an item listed here may do so by submitting a speaker slip for that item in advance of the Council's consideration of the consent calendar. a. Approval of City Council Meeting Minutes for the June 5, 2023 Closed Session Attachments: Meeting Minutes b. Approval of City Council Meeting Minutes for the City Council Study Session on June 5, 2023 Attachments: Meeting Minutes C. Approval of the Citv Council Meetina Minutes for the June 5. 2023 Reaular Citv Council Meeting Attachments: Meeting Minutes d. Adoption of Resolutions Awarding a $3,092,560 Construction Contract to Cratus Inc. for the Burlingame Park Subdivision Water Main Replacement Protect, City Protect No. 84892, Water Service Replacement Program, City Project No. 86300 and Approving a $362,535 Professional Services Agreement with Coastland I DCCM for Construction Management Services Related to the Projects Attachments: Staff Report Resolution Awarding Construction Contract Resolution Approving Professional Services Agreement Bid Summary Construction Contract Professional Services Agreement Protect Location Map e. Adoption of a Resolution to Apply for the California Energy Commission (CEC) Energy Efficiency Conservation Assistance Act (ECAA) One Percent Interest (1.0%) Loan Program for the Solar Installation Project at Various Facilities, and Authorizing the City Manager to Execute the Application; CEQA Determination: Exempt Pursuant to State CEQA Guidelines Sections 15301, 15378 Attachments: Staff Report Resolution City of Burlingame Page 3 Printed on 611512023 City Council Meeting Agenda - Final June 20, 2023 f. Adoption of a Resolution Approving a Professional Services Agreement with SCS Engineers for Engineering and Regulatory Compliance Services Related to the Closed Burlingame Landfill in the Amount of $205,600 and Authorizing the City Manager to Execute the Agreement Attachments: Staff Report Resolution Professional Services Agreement Site Map g. Adoption of a Resolution Authorizing the City Manager to Negotiate and Execute an Extension of the Operations and Maintenance Agreement with Veolia Water West Operating Services Inc. in an Amount Not to Exceed $800,000 for the City of Burlingame Wastewater Treatment Plant Throuah Auaust 31. 2023 Attachments: Staff Report Resolution 2018 Agreement Agreement Extension 11. PUBLIC HEARINGS (Public Comment) a. Public Hearing and Introduction of an Ordinance to Establish the San Francisco Peninsula Tourism Marketing District Attachments: Staff Report Ordinance Management District Plan Resolution of Intention Resolution Requesting Consent 12. STAFF REPORTS AND COMMUNICATIONS (Public Comment) a. Consideration of HOPE Community Advisory Committee Report Attachments: Staff Report HOPE CAC Report FAQ Joint CC -PC Presentation Slides City Council Meeting Minutes Excerpt — July 1, 2019 City of Burlingame Page 4 Printed on 611512023 City Council Meeting Agenda - Final June 20, 2023 b. Discussion of Executing a New Five -Year Automated License Plate Reader (ALPR) Agreement with Flock Group, Inc. Attachments: Staff Report Agreement with Flock Group Inc. ALPR Statistics Report 13. COUNCIL COMMITTEE AND ACTIVITIES REPORTS AND ANNOUNCEMENTS Councilmembers report on committees and activities and make announcements. 14. FUTURE AGENDA ITEMS 15. ACKNOWLEDGMENTS The agendas, packets, and meeting minutes for the Planning Commission, Traffic Safety & Parking Commission, Beautification Commission, Parks & Recreation Commission, and the Library Board of Trustees are available online at www.burlingame.org. 16. ADJOURNMENT Notice: Any attendees who require assistance, a disability related modification, or language assistance in order to participate in the meeting should contact Meaghan Hassel -Shearer, City Clerk by 10:00 a.m. on Monday, June 5, 2023 at (650) 558-7203 or at mhasselshearer@burlingame.org. Any individual who wishes to request an alternate format for the agenda, meeting notice, or other writings that are distributed at the meeting should contact Meaghan Hassel -Shearer, City Clerk by 10:00 a.m. on Tuesday, June 20, 2023 at (650) 558-7203 or at mhasselshearer@burlingame.org. Notification in advance of the meeting will enable the City to make reasonable arrangements to ensure accessibility to the meeting, the materials related to it, and your ability to comment. NEXT CITY COUNCIL MEETING Regular City Council Meeting on Wednesday, July 5, 2023 at 7:00 p.m. VIEW REGULAR COUNCIL MEETING ONLINE www.burlingame.org/video Any writings or documents provided to a majority of the City Council regarding any item on this agenda will be made available for public inspection via www.burlingame.org or by emailing City Clerk Meaghan Hassel -Shearer at mhasselshearer@burlingame.org. If you are unable to obtain information via the City's website or through email, contact the City Clerk at (650) 558-7203. City of Burlingame Page 5 Printed on 611512023 81 CITY O BURLINGAME a 9 �9nTEo JVNE b BURLINGAME CITY COUNCIL Unapproved Minutes Closed Session on June 5, 2023 1. CALL TO ORDER Agenda Item: 10a Meeting Date: June 20, 2023 A duly noticed meeting of the Burlingame City Council was held on the above date in Conference Room A at 5:04 p.m. 2. ROLL CALL MEMBERS PRESENT: Beach*, Brownrigg, Colson, Ortiz**, Stevenson MEMBERS ABSENT: 3. REQUEST FOR AB 2449 REMOTE PARTICIPATION There was no request. 4. DISCLOSURE OF SB 1439 CONFLICTS When Councilmember Beach arrived for item 6b she stated that she was unaware of any contributions she received that were in conflict and therefore needed to be disclosed. She noted that if any member of the public was aware of a conflict they should write the City Clerk. 4. PUBLIC COMMENTS There was no public comment. 5. REPORT OUT FROM CLOSED SESSION F��L�PI��:14i,[�I��i�l��:�:Z�le��]:Z�I1�:i�7►h[�I���1e�l�I:�i1�1:��4e�►�it�Z�L�1�1�I:Zi,I► I4i,�i�L�I�7��X��[�I►1 54956.8 PROPERTY: 1200-1340 OLD BAYSHORE HIGHWAY, BURLINGAME, CALIFORNIA AGENCY NEGOTIATORS: CITY MANAGER LISA K. GOLDMAN, CITY ATTORNEY MICHAEL GUINA NEGOTIATING PARTIES: CITY OF BURLINGAME; DW BURLINGAME VENTURE, LLC — DIVCOWEST UNDER NEGOTIATIONS: PRICE AND TERMS OF REAL ESTATE NEGOTIATIONS * Councilmember Beach recused herself from item 6a due to an economic conflict of interest. She arrived for item 6b at 5:35pm ** Councilmember Ortiz arrived at the Closed Session at 5:15pm Agenda Item: 10a Meeting Date: June 20, 2023 Councilmember Beach recused herself from this item due to a conflict of economic interest. City Attorney Guina stated that direction was given but no reportable action was taken. b. CONFERENCE WITH LEGAL COUNSEL— POTENTIAL LITIGATION SIGNIFICANT EXPOSURE TO LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9(d)(2) — ONE POTENTIAL CASE City Attorney Guina stated that direction was given but no reportable action was taken. 6. ADJOURNMENT Mayor Brownrigg adjourned the meeting at 5:50 p.m. Respectfully submitted, Meaghan Hassel -Shearer, City Clerk * Councilmember Beach recused herself from item 6a due to an economic conflict of interest. She arrived for item 6b at 5:35pm ** Councilmember Ortiz arrived at the Closed Session at 5:15pm Agenda Item: 10 CITY 0 BURLINGAME BURLINGAME CITY COUNCIL Unapproved Minutes Study Session on June 5, 2023 1. CALL TO ORDER Meeting Date: June 20, 2023 A duly noticed meeting of the Burlingame City Council was held on the above date in person and via Zoom at 6:15 p.m. 2. ROLL CALL MEMBERS PRESENT: Beach, Brownrigg, Colson, Ortiz, Stevenson MEMBERS ABSENT: None 3. REQUEST FOR AB 2249 REMOTE PARTICIPATION There were no requests. 4. DISCLOSURE OF SB 1439 CONFLICTS (GOVERNMENT CODE SECTION 84308) Councilmember Beach stated that she is unaware of any contributions she has received that are in conflict and therefore need to be disclosed. She noted that if any member of the public is aware of a conflict, they should write the City Clerk. S. STUDY SESSION a. DISCUSSION OF GAS LEAF BLOWERS Sustainability Program Manager Michael stated that the purpose of the study session was to discuss whether amendments need to be made to the City's leaf blower ordinance and explore policies to reduce the use of gas leaf blowers. Sustainability Program Manager Michael stated that in July 2012, the City Council passed an ordinance regulating leaf blowers. She explained that the ordinance addresses the health risks of high decibel noise pollution and particulate matter blown into the air by leaf blowers by reducing the number of days blowers may be used in each neighborhood. She reviewed the following regulations included in the ordinance: Commercial blowers are permitted one day per week, per area, with an extra day for R3 and R4 buildings on Fridays Agenda Item: 10 Meeting Date: June 20, 2023 • Residents may use their own blowers on Saturdays from 9:00 a.m. to 2:00 p.m. and Sundays from 10:00 a.m. to 2:00 p.m. • No blowers operated in any of the zones on Mondays or Wednesdays • Fine of $50 for violations She noted that staff recommends that the City leave the schedule as is. Sustainability Program Manager Michael stated that pursuant to the ordinance, commercial blowers are required to display a sticker on their leaf blowers, issued by the Public Works Department, that certifies that the machinery is no louder than 65 decibels. She explained that staff found enforcing the 65-decibel requirement infeasible. She added that the City's Code Enforcement Officer and Public Works Department do not have the capacity or resources to verify every commercial leaf blower, and commercial landscapers are not aware of the ordinance requirement nor interested in getting their machinery verified. She noted that staff recommends removing the decibel limit. Sustainability Program Manager Michael reviewed the number of complaints that the City has received from the community about leaf blowers: • May 2022 to May 2023: 31 • May 2021 to May 2022: 8 • May 2020 to May 2021: 22 • May 2019 to May 2020: 9 • May 2018 to May 2019: 8 She explained that when a resident registers a complaint, the City's Code Enforcement Officer issues a letter of violation to the homeowners notifying them of the correct days leaf blowers are permitted to be used and, when possible, offers the commercial landscapers informational flyers in English and Spanish. Mayor Brownrigg stated that he believes that there are more complaints than what is registered with the City, but that the complaints are handled amongst the neighbors. Sustainability Program Manager Michael stated that gas leaf blowers emit particularly high levels of pollutants and greenhouse gas emissions that impact public health. She explained that the California Air Resources Board (ARB) estimates that the cumulative volume of emissions from small off -road engines exceeds pollution levels from passenger cars in California. She added that one hour of leaf blowing is equivalent to driving a 2017 Toyota Camry for one thousand miles. Sustainability Program Manager Michael explained that pursuant to AB 1346, beginning in January 2024, no new gas leaf blowers can be sold in California. She commented that ARB recently introduced the Clean Off -Road Equipment Voucher Incentive Program (CORE) under which commercial landscapers can receive a voucher of up to $400 for new electric leaf Agenda Item: 10 b Meeting Date: June 20, 2023 blowers. She added that six vouchers have been issued to individuals in the County, and the program is currently closed as it reached its funding cap. Sustainability Program Manager Michael stated that the City of San Mateo launched an electric leaf blower rebate program in 2021. She explained that the program provides a rebate of up to 75% (maximum rebate of $500) of the purchase price of an electric leaf blower for commercial landscapers and up to 50% (maximum rebate of $100) of the purchase price for residents. To date, San Mateo has issued six rebates to commercial landscapers at an average of $319.00 and 27 rebates to residents at an average of $76.00. Sustainability Program Manager Michael stated that several Bay Area cities banned the use of gas leaf blowers including: • Town of Portola Valley in January 2021 • City of Oakland in April 2021 • City of Alameda in January 2023 • City of Novato in July 2023 • City of Los Altos in 1991 • City of Palo Alto in 2005 She stated that Oakland was having a hard time enforcing the ban, as they did not have resources or staff time to dedicate to enforcement. She noted that the City of Palo Alto has a full-time code enforcement officer dedicated to leaf blower education and enforcement. Sustainability Program Manager Michael stated that the City's Parks staff have experimented with electric leaf blowers. She noted that the technology is not quite there yet and that staff mentioned the following issues: • More labor intensive • Problems during rain • Battery charging takes time • Harder to repair • Heavier Sustainability Program Manager Michael reviewed some of the challenges of making the ban/switch to electric leaf blowers: • Affordability • Equity considerations • Battery life • Noise and dust • Code enforcement • Outreach to landscapers and homeowners Sustainability Program Manager Michael reviewed the topics that staff wanted input from the Council on, including: Agenda Item: 10 Meeting Date: June 20, 2023 • Leave time of day restriction as is • Remove decibel requirements • Considerations for a gas leaf blower ban • Considerations for creating a rebate program for commercial and/or residents • Incentives such as electric equipment gets increased days of operations Councilmember Ortiz stated that he was interested in giving individuals extra days if they utilized electric leaf blowers. Councilmember Beach asked about the labor intensity of electric leaf blowers. Sustainability Program Manager Michael replied that the batteries add more complexity and are less powerful than the gas blowers. Parks and Recreation Director Glomstad added that it takes Parks staff an additional 45 minutes to blow the same surface area with an electric blower as it does with a gas blower. She added that Parks staff would be interested in utilizing electric blowers if it allowed them to leaf blow on more days of the week. She explained that it is tough for staff to get through their current schedule in the allotted time. Mayor Brownrigg opened the item up for public comment. JoAnneh Nagler spoke in favor of banning gas leaf blowers. She noted that she wouldn't be in favor of expanding the number of days that individuals with electric leaf blowers could utilize them. Jay Kershner spoke in favor of banning gas leaf blowers. Former Mayor Terry Nagel voiced support for banning gas leaf blowers. Mayor Brownrigg acknowledged that the following individuals sent in emails regarding gas leaf blowers and that the Council read each email prior to the meeting: Paula Crosatto, Don Donoughe, Pete Roddy, Kim Bentley, Amy Flanzer, Doug Bojack, and Steven Cady. Mayor Brownrigg closed public comment. Mayor Brownrigg spoke in favor of working on the next steps to facilitate a phase out of gas leaf blowers. Vice Mayor Colson suggested that staff review what other cities and entities are doing in the switch away from gas powered leaf blowers. She favored an incentive program, potentially working with Peninsula Clean Energy. She noted she has an electric leaf blower for her gardener to use. She also suggested education and outreach to property owners in order to work with them on purchasing equipment for their gardeners to use. Agenda Item: 10 Meeting Date: June 20, 2023 Councilmember Ortiz stated he would be in favor of a gas lead blower ban. He agreed with the Vice Mayor that the ban shouldn't be immediate, and time is needed for transition. Councilmember Beach stated she would be in favor of a gas leaf blower ban. She agreed with the Vice Mayor on incentives. She noted she wanted to hear from the gardening community as they would be most impacted by a ban. She added that she would be interested in seeing how the City could financially assist with the transition. Councilmember Stevenson stated he is in favor of a ban on gas leaf blowers. He echoed the need for community education and the need for a transition period. Sustainability Program Manager Michael thanked Council for their feedback. 6. ADJOURNMENT Mayor Brownrigg adjourned the meeting at 7:01 p.m. Respectfully submitted, Meaghan Hassel -Shearer City Clerk CITY c- BVRL{NGAM_E �e a 9 BURLINGAME CITY COUNCIL Unapproved Minutes Regular City Council Meeting on June 5, 2023 1. CALL TO ORDER Agenda Item: 10c Meeting Date: June 20, 2023 A duly noticed meeting of the Burlingame City Council was held on the above date in person and via Zoom at 7:04 p.m. 2. PLEDGE OF ALLEGIANCE TO THE FLAG The pledge of allegiance was led by Michael McCord. 3. ROLL CALL MEMBERS PRESENT: Beach, Brownrigg, Colson, Ortiz, Stevenson MEMBERS ABSENT: None 4. REQUEST FOR AB 2249 REMOTE PARTICIPATION There were no requests. 5. REPORT OUT FROM CLOSED SESSION a. CONFERENCE WITH REAL PROPERTY NEGOTIATORS PURSUANT TO GOVERNMENT CODE SECTION SagSh_R PROPERTY: 1200-1340 OLD BAYSHORE HIGHWAY. BURLINGAME. CALIFORNIA AGENCY NEGOTIATORS: CITY MANAGER LISA K. GOLDMAN, CITY ATTORNEY MICHAEL GUINA NEGOTIATING PARTIES: CITY OF BURLINGAME; DW BURLINGAME VENTURE, LLC — DIVCOWEST UNDER NEGOTIATIONS: PRICE AND TERMS OF REAL ESTATE NEGOTIATIONS Councilmember Beach recused herself from this item due to a conflict of economic interest. City Attorney Guina stated that direction was given but no reportable action was taken. b. CONFERENCE WITH LEGAL COUNSEL— POTENTIAL LITIGATION 1 Agenda Item: 10c Meeting Date: June 20, 2023 SIGNIFICANT EXPOSURE TO LIGIGATION PURUANT TO GOVERNMENT CODE SECTION 54956.9(D)(2) — ONE POTENTIAL CASE City Attorney Guina stated that direction was given, but no reportable action was taken. 6. UPCOMING EVENTS Mayor Brownrigg reviewed upcoming events in the city. 7. DISCLOSURE OF SB 1439 CONFLICTS (GOVERNMENT CODE SECTION 84308) Councilmember Beach stated that she is unaware of any contributions she has received that are in conflict and therefore need to be disclosed. However, she noted that if any member of the public is aware of a conflict, they should write the City Clerk. 8. PRESENTATIONS a. LIFE SAVING AWARD FOR OFFICER DANIEL THOMPSON Police Chief Matteucci stated that Officer Daniel Thompson responded to a medical call on Monday, April 3rd, regarding an individual bleeding from their leg due to a prior medical condition. He explained that due to Officer Thompson's quick and decisive actions, he was able to save the individual's life. Police Chief Matteucci presented Officer Thompson with the Burlingame Police Department's Life Saving Medal. The Council thanked Officer Thompson for his actions and thanked him for his service. b. PROCLAMATION RECOGNIZING JUNE 2023 AS LGBTQ+ PRIDE MONTH Mayor Brownrigg asked each Councilmember to speak about what Pride Month means to them. Councilmember Beach spoke about how grateful she is that the City takes the time to raise the Pride Flag. She noted how members of the community come together during the month at different events to celebrate pride and diversity. Councilmember Ortiz discussed the inclusivity and openness of the City in comparison to other places. He stated that he is very happy that the City raises the Pride Flag and stands by its LGBTQ+ family, friends, and neighbors. Councilmember Stevenson stated that Pride Month is a celebration of love, humanity, and tolerance. He noted he tries to practice those tenets every day and is grateful that the City celebrates Pride Month. Agenda Item: 10c Meeting Date: June 20, 2023 Vice Mayor Colson stated that the Pride Flag stands for equality and rights afforded to everyone. She loved that Gilbert Baker, the designer of the Pride Flag, never copyrighted the design so that it could be used all over the world. Mayor Brownrigg stated that Pride Month is a celebration of being able to love and be who you want to be. He added that Pride Month acknowledges that we should celebrate our differences, and he is grateful that Burlingame allows for the celebration. 9. PUBLIC COMMENTS AFSCME members spoke on behalf of the union regarding the City's current labor negotiations. The commentors included: Tony, Tim, Dickie, Mike, Nick, Robert, Dante, Joe, John, George, John, Rich, Adam, Tristan, Rod, Joseph, Stephanie, Jim. Their comments included: • The need for a livable wage • The need to increase wages to be equal with nearby cities • The cost of living has increased more than wages in the city • Inflation is more than the increase in city wages • Difficulty in hiring and retaining employees • Appreciation for work done, especially working throughout the pandemic • Employee turnover is high • Cost of living is moving employees farther away from Burlingame, which leads to longer response times for responding to watermain breaks 10. APPROVAL OF CONSENT CALENDAR Mayor Brownrigg asked the Councilmembers and the public if they wished to remove any item from the Consent Calendar. No item was pulled. Councilmember Ortiz made a motion to approve Consent Calendar; seconded by Councilmember Stevenson. The motion passed unanimously by roll call vote, 5-0. a. APPROVAL OF CITY COUNCIL MEETING MINUTES FOR THE MAY 10, 2023 FY 2023-24 BUDGET STUDY SESSION City Clerk Hassel -Shearer requested Council approve the City Council Meeting Minutes for the May 10, 2023 FY 2023-24 Budget Study Session. b. APPROVAL OF CITY COUNCIL MEETING MINUTES FOR THE MAY 15. 2023 CLOSED SESSION City Clerk Hassel -Shearer requested Council approve the City Council Meeting Minutes for the May 15, 2023 Closed Session. Agenda Item: 10c Meeting Date: June 20, 2023 c. APPROVAL OF CITY COUNCIL MEETING MINUTES FOR THE MAY 15, 2023 CITY COUNCIL MEETING City Clerk Hassel -Shearer requested Council approve the City Council Meeting Minutes for the May 15, 2023 City Council Meeting. d. ADOPTION OF A RESOLUTION ACCEPTING THE ALPINE PARK PLAYGROUND RENOVATION PROJECT NO. 86270 IN THE AMOUNT OF $735.061.66 Parks and Recreation Director Glomstad requested Council adopt Resolution Number 062-2023. e. ADOPTION OF A RESOLUTION APPROVING THE STREET RESURFACING PROJECT TO COMPLY WITH SENATE BILL NO. 1 FOR FISCAL YEAR 2023-24 DPW Murtuza requested Council adopt Resolution Number 063-2023. f. ADOPTION OF A RESOLUTION APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE A $227,097 AGREEMENT WITH ALL CITY MANAGEMENT SERVICES (ACMS) TO PROVIDE CROSSING GUARD SERVICES TO LOCAL SCHOOLS FOR FY 23-24 Chief of Police Matteucci requested Council adopt Resolution Number 064-2023. g. ADOPTION OF A RESOLUTION APPROVING AND AUTHORIZING THE CITY MANAGER TO EXERCISE THE OPTION TO EXTEND THE AGREEMENT WITH CAINE COMPUTER CONSULTING, LLC, TO PROVIDE INFORMATION TECHNOLOGY SERVICES TO THE POLICE DEPARTMENT FOR FISCAL YEARS 2023-24 AND 2024-25 FOR A TOTAL OF $264,504 Chief of Police Matteucci requested Council adopt Resolution Number 065-2023 h. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE A $278,210 AGREEMENT WITH TELECOMMUNICATIONS ENGINEERING ASSOCIATES (TEA) TO PROVIDE POLICE RADIO SYSTEM ENGINEERING AND MAINTENANCE SERVICES TO THE POLICE DEPARTMENT Chief of Police Matteucci requested Council adopt Resolution Number 066-2023 L ADOPTION OF A RESOLUTION ACCEPTING THE NEIGHBORHOOD STORM DRAIN PROJECT NO. 13 BY C211 ENGINEERING, INC., CITY PROJECT NO. 85890 DPW Murtuza requested Council adopt Resolution Number 067-2023. 4 Agenda Item: 10c Meeting Date: June 20, 2023 ADOPTION OF RESOLUTIONS CONFIRMING THE APPOINTMENT OF THE FINANCE DIRECTOR/TREASURER AND DESIGNATING CERTAIN EMPLOYEES AS OFFICIAL SIGNATORIES ON CITY BANKING AND INVESTMENT ACCOUNTS Finance Director Yu -Scott requested Council adopt Resolution Number 068-2023 and Resolution Number 069-2023. k. ADOPTION OF A RESOLUTION APPROVING THE ALLOCATION OF FUNDING FOR COMMUNITY SERVICE ORGANIZATIONS FOR FISCAL YEAR 2023-24 Finance Director Yu -Scott requested Council adopt Resolution Number 070-2023. I. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY ATTORNEY TO ENTER INTO A PROFESSIONAL SERVICES AGREEMENT WITH BURKE WILLIAMS & SORENSEN LLP FOR LEGAL SERVICES AS DIRECTED BY THE CITY ATTORNEY City Attorney Guina requested Council adopt Resolution Number 071-2023. m. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE AN AMENDMENT TO THE AGREEMENT WITH THE PENINSULA CONFLICT RESOLUTION CENTER FOR DISPUTE RESOLUTION SERVICES TO INCREASE THE NOT TO EXCEED AMOUNT TO $42,957.82 AND TO EXTEND THE TERM City Manager Goldman requested Council adopt Resolution Number 072-2023. n. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY ATTORNEY TO ENTER INTO A PROFESSIONAL SERVICES AGREEMENT WITH BEST JARVIS FAY LLP. FOR LEGAL SERVICES AS DIRECTED BY THE CITY ATTORNEY City Attorney Guina requested Council adopt Resolution Number 073-2023. o. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY ATTORNEY TO ENTER INTO A PROFESSIONAL SERVICES AGREEMENT WITH BEST BEST & KRIEGER LLP, FOR LEGAL SERVICES AS DIRECTED BY THE CITY ATTORNEY City Attorney Guina requested Council adopt Resolution Number 074-2023. p. ADOPTION OF A RESOLUTION AUTHORIZING THE CITY ATTORNEY TO ENTER INTO A PROFESSIONAL SERVICES AGREEMENT WITH GOLDFARB & LIPMAN. FOR LEGAL SERVICES AS DIRECTED BY THE CITY ATTORNEY City Attorney Guina requested Council adopt Resolution Number 075-2023. Agenda Item: 10c Meeting Date: June 20, 2023 q. ADOPTION OF A RESOLUTION AUTHORIZING NEW AND UPDATED JOB CLASSIFICATIONS Human Resources Director Saguisag-Sid requested Council adopt Resolution Number 076-2023 r. APPROVAL OF REVISIONS TO THE INVESTMENT POLICY FOR FISCAL YEAR 2023-24 Finance Director Yu -Scott requested Council approve the Investment Policy for Fiscal Year 2023-24. s. APPROVAL OF QUARTERLY INVESTMENT REPORT, PERIOD ENDING MARCH 31, 2023 Finance Director Yu -Scott requested Council approve the Quarterly Investment Report. t. APPROVAL OF CITY MANAGER'S OUT-OF-STATE TRAVEL City Manager Goldman requested Council approve out-of-state travel for the City Manager. 11. PUBLIC HEARINGS a. PUBLIC HEARING TO RENEW THE LEVY AND COLLECTION OF ASSESSMENTS FOR THE DOWNTOWN BURLINGAME AVENUE STREETSCAPE IMPROVEMENTS PROJECT FOR FISCAL YEAR 2023-24 DPW Murtuza explained that in 2012, the City Council initiated proceedings to form a Downtown Assessment District, with the intent to order landscape improvements and levy assessments. He stated that the total of assessments for fiscal year 2023-24 is $310,156, which reflects pre -payments by some property owners. He noted that there are no changes to the annual assessment from last year. He added that funds collected through assessments will be used as part of the debt payment for the Burlingame Avenue Streetscape bonds. Mayor Brownrigg opened the public hearing. No one spoke. Vice Mayor Colson made a motion to adopt Resolution Number 077-2023; seconded by Councilmember Beach. The motion passed unanimously by roll call vote, 5-0. b. PUBLIC HEARING AND ADOPTION OF RESOLUTIONS (1) ADOPTING THE FY2023-24 OPERATING AND CAPITAL BUDGETS AND AUTHORIZING THE FINANCE DIRECTOR TO ASSIGN USES OF FUND BALANCE AMOUNTS; (2) APPROVING THE GANN APPROPRIATION LIMIT; AND (3) APPROVING A CONTRIBUTION TO THE CITY'S PENSION BENEFIT TRUST ACCOUNT WITH PARS Finance Director Yu -Scott reviewed the FY 2023-24 budget highlights: • Economic Recovery Il Agenda Item: 10c Meeting Date: June 20, 2023 o Moderate revenue growth — property tax, sales tax, and TOT meeting or exceeding expectations o Operating deficit of $2.4 million o Continued reliance on reserves o Capital Investment Reserve totally earmarked ■ Grade Separation and El Camino Real Underground Project ■ $600,000 request this fiscal year to cover project costs • Temporary Focus on Short Term o Priority on quality municipal service delivery o Reduced governmental capital spending Finance Director Yu -Scott reviewed the changes staff made to the budget since the May 10, 2023 Budget Study Session: • Reallocated a Maintenance Worker position from the Sewer Enterprise Fund to the General Fund - $157,000 impact • Increase to the Library Department budget line items o Electric and gas - $150,000 impact o Water consumption - $12,500 impact • Included loan principal payments for the Sewer Enterprise Fund • Updated the Five -Year General Fund Forecast Finance Director Yu -Scott summarized the FY 2023-24 budget: • General Fund - $74.52 million (49.93% of budget) • Capital Improvements - $32.27 million (21.62% of budget) • Utilities (Water and Sewer) - $29.31 million (19.64% of budget) • Other Funds - $13.14 million — (8.80% of budget) She added that the total budget for FY 2023-24 is $149.24 million, which is $14.6 million more than FY 2022-23. Finance Director Yu -Scott reviewed the proposed FY 2022-23 General Fund Revenues: FY2023-24 Proposed General Fund Revenues Property Tax $31,644,580 Sales and Use Tax $17,458,222 Transient Occupancy Tax $17,919,000 Other Taxes Franchise Tax $1,748,000 Business Tax $1,500,000 Real Property Transfer Tax $500,000 State HOPTR $63,000 7 Agenda Item: 10c Meeting Date: June 20, 2023 Licenses & Permits $82,600 Fines, Forfeitures and Penalties $653,000 Use of Money & Property $210,000 Charges for Services $6,909,300 Other Revenue $77,000 State Subventions $215,000 Interest Income $1,530,000 Total General Fund Revenues Finance Director Yu -Scott stated that property tax, sales tax, and TOT make up approximately $67 million, or 83.3% of General Fund revenue. She explained that pre-COVID, General Fund revenue was approximately $84 million. Finance Director Yu -Scott reviewed the proposed General Fund expenditures for FY 2023-24: FY2022-23 Proposed General Fund Expenditures General Administration $8,188,642 Public Safety Fire +Disaster Preparedness $14,702,559 Police & Dispatch $19,292,052 Parking Enforcement $750,571 Public Works $8,757,334 Community Development $2,782,144 Leisure and Culture Aquatics Center $462,000 Library $6,353,406 Parks and Tree Maintenance $8,476,106 Recreation $4,753,820 Total General Fund Expenditure $74,518,635 She stated that General Fund expenditures increased 3.78% increase from last year, mainly due to personnel expenditures. Finance Director Yu -Scott reviewed the pension trust contributions by fund: Fund Name General Fund $868,00 Water Enterprise $87,000 Sewer Enterprise $71,800 Parking Enterprise $8,100 Solid Waste Enterprise $12,300 Landfill Fund $2,400 Building Enterprise $59,600 0 Agenda Item: 10c Meeting Date: June 20, 2023 Facilities $23,100 Fleet/Equipment $18,100 Admin/IT $7,700 Total $1,159,000 She noted that by the end of June 2023, the balance in the pension trust account will be approximately $17.4 million. Finance Director Yu -Scott reviewed the proposed FY 2023-24 General Fund operating budget: General Fund Revenues $80.51 million General Fund Expenditures $74.52 million Transfers: Support Capital Improvements $6.62 million Debt Service Obligations $3.62 million Cost Recovery $1.87 million Net Deficit $2.39 million Contribution to Pension Trust Fund $0.87 million Net (Deficit) After Contribution to Trust Fund $3.25 million Finance Director Yu -Scott reviewed the projected fund balances in the City's reserves: FY21-22 Actual FY22-23 Revised Budget FY23-24 Proposed Budget Economic Stability Reserve $16,44,1000 $18,118,000 $19,322,000 Catastrophic Reserve $2,000,000 $2,000,000 $2,000,000 Contingency Reserve $500,000 $500,000 $500,000 Subtotal, Assigned Fund Balance $18,94,1000 $20,618,000 $21,822,000 Add: Restricted for Pension Trust Fund (PARS) $15,251,760 $16,502,360 $17,370,360 Add: Unassigned Fund Balance $13,201,060 $6,850,230 $2,392,551 Total, Ending Fund Balance $47,393,820 $43,970,590 $41,584,911 Finance Director Yu -Scott noted the City will not be able to contribute to the Capital Investment Reserve until the City is fully recovered from the pandemic. Finance Director Yu -Scott reviewed the proposed Capital Improvement Program for FY 2023-24: Capital Improvement Program Streets 37.79% Parks and Trees 25.16% Water 14.10% Storm Drain 10.0% 9 Agenda Item: 10c Meeting Date: June 20, 2023 Sewer 8.7% Facilities 2.70% Parking and Garages 1.39% She noted that the proposed Capital Improvement Program for FY 2023-24 totals $32.3 million. She added that the General Fund is contributing $6.62 million towards the FY 2023-24 Capital Improvement Program. Finance Director Yu -Scott explained that based on the General Fund Five -Year Forecast, revenue is steadily increasing, but the increasing needs of the CIP Program will continue to put pressure on the General Fund balance. She stated that the City will continue to dip into its reserves in order to fund operations and capital needs. She noted that the General Fund Forecast projects deficit spending for FY 2024-25 and FY 2025-26, with a positive balance returning in FY2 2026-27 and beyond. Finance Director Yu -Scott thanked Karen Cao for all her help on the budget and the whole Finance Department for their continued support. She also thanked the Department Heads, City Manager Goldman, and the City Council for their assistance. Vice Mayor Colson asked how the City's recovery is going in comparison to its neighbors. City Manager Goldman replied that it's mixed as some cities are recovering better than others. She noted that Redwood City is facing challenges, but Millbrae is doing better. Vice Mayor Colson asked about TopGolf's progress and if it is included in the budget forecast. City Manager Goldman replied that TopGolf is not in the budget forecast as staff has always taken a more conservative approach and waits for projects to be completed prior to inclusion. Vice Mayor Colson stated that the City will have to be innovative in the coming years to meet the budgetary demands. She noted that housing might be a way the City can help staff and other public employees. She wanted to investigate how the City can create stable revenues in order to address inflation and the high cost of living in the city. Councilmember Beach stated that the operating budget is recovering, and she is proud of the City's continued investment in the Pension 115 Trust and into CIP projects. Mayor Brownrigg opened the hearing for public comment. No one spoke. Mayor Brownrigg agreed with Vice Mayor Colson's comments. He stated that the City has been able to weather the pandemic well and hoped to see the recovery continue to progress. He was proud that the City was not put into a position, like others, to undertake layoffs and furloughs during the pandemic. Councilmember Stevenson agreed with Vice Mayor Colson that the City needs to explore different revenue streams. 10 Agenda Item: 10c Meeting Date: June 20, 2023 Mayor Brownrigg stated that the City Council is committed to funding the City's pension obligations, and he wanted to see that through. He added that he hoped that once that obligation is met, wage demands can be addressed. Councilmember Beach made a motion to adopt Resolution 078-2026; seconded by Councilmember Ortiz. The motion passed unanimously by roll call vote, 5-0. Vice Mayor Colson made a motion to adopt Resolution 079-2023; seconded by Councilmember Ortiz. The motion passed unanimously by roll call vote, 5-0. Councilmember Ortiz made a motion to adopt Resolution 080-2023; seconded by Vice Mayor Colson. The motion passed unanimously by roll call vote, 5-0. 12. STAFF REPORTS AND COMMUNICATIONS There were no staff reports. 13. COUNCIL COMMITTEE AND ACTIVITIES REPORTS AND ANNOUNCEMENTS Council reviewed their committee appointments. 14. FUTURE AGENDA ITEMS Vice Mayor Colson discussed the revenues that PCE had to reinvest. She suggested scheduling a study session to review options and suggestions that the Council could give PCE. Mayor Brownrigg wanted to add exploring the homeless crisis in conjunction with Millbrae. i►1917AR4110LTA 1401110 The agendas, packets, and meeting minutes for the Planning Commission, Traffic, Safety & Parking Commission, Beautification Commission, Parks & Recreation Commission, and Library Board of Trustees are available online at www.burlingame.org. 16. ADJOURNMENT Mayor Brownrigg adjourned the meeting at 8:43 p.m. Respectfully submitted, Meaghan Hassel -Shearer City Clerk 11 BURLiNGAME AGENDA NO: 10d STAFF REPORT MEETING DATE: June 20 2023 To: Honorable Mayor and City Council Date: June 20, 2023 From: Syed Murtuza, Director of Public Works — (650) 558-7230 Weizhi Cheng, Associate Engineer — (650) 558-7230 Subject: Adoption of Resolutions Awarding a $3,092,560 Construction Contract to Cratus Inc. for the Burlingame Park Subdivision Water Main Replacement Project, City Project No. 84892, Water Service Replacement Program, City Project No. 86300; and Approving a $362,535 Professional Services Agreement with Coastland I DCCM for Construction Management Services Related to the Projects RECOMMENDATION Staff recommends that the City Council adopt the attached resolutions as follows: (1) Award a construction contract to Cratus Inc. for the Burlingame Park Subdivision Water Main Replacement Project, City Project No. 84892 and the Water Service Replacement Program, City Project No. 86300 in the amount of $3,092,560 and authorize the City Manager to execute the contract; and (2) Approve a professional services agreement with Coastland I DCCM (Coastland) in the amount of $362,535 for construction management services related to the projects, and authorize the City Manager to execute the same. BACKGROUND The City Council has implemented a robust Capital Improvement Program (CIP) to address the City's aging infrastructure. The Burlingame Park Subdivision was identified as one of the high priority locations because the existing cast iron water mains were installed nearly 100 years ago and have reached their intended service life. The work is necessary and will improve water quality, flow, and pressure to serve the residents in the area. In addition, the new water system will improve fire protection capability for the residents in the affected area. The project scope of work primarily consists of installation of 2,190 linear feet of new 8-inch and 3,410 linear feet of new 6-inch Ductile Iron Pipe (DIP) water main on Howard Avenue, Occidental Avenue, Chapin Avenue, Chapin Lane, and Ralston Avenue. Additionally, the project consists of installing new 1 and 2-inch diameter water services totaling approximately 2,900 linear feet for customer service connections. Furthermore, the Project will remove and replace eight fire hydrant 1 Award of Construction and Construction Management Contracts for the Burlingame June 20, 2023 Park Subdivision WM Replacement Project and Water Service Replacement Program assemblies. Utility trenching and asphalt and concrete restoration work will be included as part of the project. nisri issinm Construction Contract: The project was advertised for bids on May 1, 2023. On May 30, 2023, the City opened the four sealed bid proposals, with base bids ranging from $2,832,560 to $4,202,015. Cratus Inc. is the lowest responsible bidder with its base bid amount of $2,832,560, which is 7.9% lower than the engineer's estimate of $3,075,307. Additionally, due to favorable bid prices, staff recommends adding the bid alternate in the amount of $260,000, for a total contract award of $3,092,560. Staff has reviewed the proposal of Cratus Inc. and finds that the contractor has met all the project requirements and has a past history of performing similar work successfully for the City and other agencies. As a result, staff recommends that the City Council award the project to Cratus, Inc. and authorize the City Manager to execute the construction contract. Professional Services Agreement: Coastland was selected through a competitive RFP (Request for Proposal) process as the top qualified firm to provide professional services related to construction management and inspection. Coastland has extensive experience in construction management and inspection services for utility work and has successfully completed similar projects for the City in the past. Staff has negotiated a professional service fee with Coastland in the amount of $362,535 for the following scope of professional services: • Attend and manage pre -construction meetings between the City and contractor; • Perform daily construction inspections and provide construction management services for a 150 working day construction period; • Assemble project files and administer construction management procedures; • Prepare daily written construction reports and document photographic records of the project; • Attend weekly construction progress meetings, perform necessary field engineering work, and perform quality assurance assessments; • Provide written reports and documentation, including weekly statement of working days, meeting minutes, field directive log, and tracking change orders; • Perform construction management services including manage submittals, requests for information (RFI), labor compliance, and maintaining records; • Perform cost and schedule management including reviewing and advising the City on contractor's overall and weekly construction schedule as well as tracking work quantities' calculations; • Provide public relations and outreach services; • Provide conflict resolution and claims management services including negotiating claims, advising the City regarding liquidated damages, and final payment; and • Perform project close out inspection and develop final punch list. The professional service fee amount represents approximately 12% of the construction cost. The amount is consistent with industry standards for construction management and inspection services based on the scope and complexity of the project. 2 Award of Construction and Construction Management Contracts for the Burlingame June 20, 2023 Park Subdivision WM Replacement Project and Water Service Replacement Program The project construction is anticipated to begin in September 2023 and be completed by the summer of 2024. The anticipated construction date is conservatively scheduled for September because of concerns related to market conditions of supply and demand of materials, and lead time to procure them. FISCAL IMPACT Estimated Project Expenditures: The following are the estimated project construction expenditures. Construction $3,092,560 Construction Management $362,535 Construction Contingencies (15%) $518,264 Engineering Administration and Staff time $160,641 Total $4,134,000 Funding Availability: The City Council previously approved the project as part of the City's Capital Improvement Program (CIP). Adequate funding is available in the following CIP project accounts. CIP 326-84892 — Burlingame Park Subdivision WMR CIP 326-84891 — Glenwood Subdivision WMR CIP 326-86300 — Water Service Replacement Total Exhibits: • Resolution Awarding Construction Contract • Resolution Approving Professional Services Agreement • Bid Summary • Construction Contract • Professional Services Agreement • Project Location Map $3,774,000 $200,000 $160,000 $4,134, 000 3 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME AWARDING A CONSTRUCTION CONTRACT FOR THE BURLINGAME PARK SUBDIVISION WATER MAIN REPLACEMENT PROJECT AND WATER SERVICE REPLACEMENT PROGRAM TO CRATUS INC. AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE CONSTRUCTION CONTRACT CITY PROJECT NOS. 84892 & 86300 WHEREAS, on May 1, 2023, the City issued notice inviting bid proposals for the Burlingame Park Subdivision Water Main Replacement Project, City Project No. 84892, Water Service Replacement Program, City Project No. 86300; and WHEREAS, on May 30, 2023, all proposals were received and opened before the City Clerk and representatives of the Public Works Department; and WHEREAS, Cratus Inc. submitted the lowest responsible bid for the job with its base bid amount of $2,832,560; and WHEREAS, due to favorable bid prices, staff recommends adding the bid alternate in the amount of $260,000, for a total contract award of $3,092,560. NOW, THEREFORE, be it RESOLVED, and it is hereby ORDERED, that the Plans and Specifications, including all addenda, are approved and adopted; and BE IT FURTHER RESOLVED that the bid of Cratus Inc. for said project in the amount of $3,092,560, and the same hereby is accepted; and BE IT FURTHER RESOLVED THERETO that a contract be entered into between the successful bidder hereinabove referred to and the City of Burlingame for the performance of said work, and that the City Manager is authorized on behalf of the City of Burlingame to execute said contract and to approve the faithful performance bond and the labor materials bond required to be furnished by the contractor. Michael Brownrigg, Mayor I, Meaghan Hassel Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 201" day of June, 2023, and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Meaghan Hassel Shearer, City Clerk RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH COASTLAND DCCM FOR THE BURLINGAME PARK SUBDIVISION WATER MAIN REPLACEMENT PROJECT AND WATER SERVICE REPLACEMENT PROGRAM AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT CITY PROJECT NOS. 84892 & 86300 RESOLVED, by the CITY COUNCIL of the City of Burlingame, California which FINDS, ORDERS and DETERMINES AS FOLLOWS: 1. The public interest and convenience require execution of the agreement cited in the title above. 2. The City Manager is authorized to sign said agreement on behalf of the City of Burlingame. 3. The City Clerk is instructed to attest such signature. Michael Brownrigg, Mayor I, Meaghan Hassel Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 201" day of June, 2023 and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Meaghan Hassel Shearer, City Clerk Glenwood Park Subdivision Water Main Improvements, City Project No. 84891 Water Service Replacement Program, City Project No. 86300 BID SUMMARY BID OPENING: TUESDAY,MAY 30, 2023 at 2:30 P.M. Engineer's Estimate Cratus, Inc. Mitchell Engineering Golden Bay Construction JMB Construction ITEM ITEM DESCRIPTION No. CITY UNIT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT 1 Mobilization 1 LS $ 120,900.00 $ 110,000.00 $ 110,000.00 $ 150,000.00 $ 150,000.00 $ 160,000.00 $ 160,000.00 $ 275,000.00 $ 275,000.00 5% $ 35,000.00 $ 21,000.00 $ 40,000.00 $ 35,000.00 $ 40,000.00 $ 35,000.00 $ 58,000.00 $ 3,500.00 $ 58,000.00 $ 3,500.00 2 Traffic Control 1 LS $35,000 $ 350,000.00 $ 350,000.00 $ 244,000.00 $ 244,000.00 3 Sheeting, Shoring and Bracing 1 LS $ 420,000.00 $ 420,000.00 $ 90,000.00 $ 90,000.00 $21,0001 $ 8,000.00 $ 5,000.00 $ 5,000.00 $ 4,500.00 $ 4,500.00 4 Construction Staking and Survey 1 LS $ 25,000.00 $ 25,000.00 $ 30,000.00 $ 30,000.00 $8,000 $ 16,000.00 $ 20,000.00 $ 20,000.00 $ 10,000.00 $ 10,000.00 5 Site Investigation and Potholing 1 LS $ 150,000.00 $ 150,000.00 $ 40,000.00 $ 40,000.00 $16,000 $ 8,000.00 $ 12,500.00 $ 12,500.00 $ 2,100.00 $ 2,100.00 6 Storm Water Pollution Prevention 1 LS $ 10,000.00 $ 10,000.00 $ 42,000.00 $ 42,000.00 $8,000 $ 2,000.00 $ 20,000.00 $ 20,000.00 $ 6,683.00 $ 6,683.00 7 Encroachment Permit (Town of Hillsborough) 1 LS $ 1,500.00 $ 1,500.00 $ 3,000.00 $ 3,000.00 $2,000 $ 3,600.00 $ 300.00 $ 4,500.00 $ 293.00 $ 4,395.00 8 4" Water Main - DIP 15 LF $ 300.00 $ 4,500.00 $ 330.00 $ 4,950.00 $240 $ 735,000.00 $ 300.00 $ 882,000.00 $ 295.00 $ 867,300.00 9 6" Water Main - DIP 2,940 LF $ 320.00 $ 940,800.00 $ 230.00 $ 676,200.00 $250 $ 613,200.00 $ 310.00 $ 678,900.00 $ 306.00 $ 670,140.00 10 8Water Main - DIP 2,190 LF $ 340.00 $ 744,600.00 $ 255.00 $ 558,450.00 $280 $ 3,100.00 $ 500.00 $ 5,000.00 $ 410.00 $ 4,100.00 11 12" Water Main - DIP 10 LF $ 400.00 $ 4,000.00 $ 425.00 $ 4,250.00 $310 $ 760.00 $ 100.00 $ 200.00 $ 315.00 $ 630.00 12 2" Plug or Cap & Thrust Block 2 EA $ 500.00 $ 1,000.00 $ 1,500.00 $ 3,000.00 $380 $ 1,245.00 $ 100.00 $ 300.00 $ 473.00 $ 1,419.00 13 4" Plug or Cap & Thrust Block 3 EA $ 700.00 $ 2,100.00 $ 1,700.00 $ 5,100.00 $415 $ 9,030.00 $ 100.00 $ 2,100.00 $ 578.00 $ 12,138.00 14 6" Plug or Cap & Thrust Block 21 EA $ 800.00 $ 16,800.00 $ 2,000.00 $ 42,000.00 $430 $ 1,350.00 $ 100.00 $ 300.00 $ 700.00 $ 2,100.00 15 8" Plug or Cap & Thrust Block 3 EA $ 900.00 $ 2,700.00 $ 2,200.00 $ 6,600.00 $450 $ 800.00 $ 250.00 $ 250.00 $ 725.00 $ 725.00 16 12" PlUg .F Gap n Thr,ist Blerk 4 17 Fitting 6" 90 Degree Bend & Thrust Block 1 EA $ 700.00 $ 700.00 $ 1,100.00 $ 1,100.00 $800 $ 900.00 $ 250.00 $ 250.00 $ 725.00 $ 725.00 18 Fitting 8" 90 Degree Bend & Thrust Block 1 EA $ 800.00 $ 800.00 $ 1,500.00 $ 1,500.00 $900 $ 1,950.00 $ 250.00 $ 750.00 $ 394.00 $ 1,182.00 19 Fitting 4" 45 Degree Bend & Thrust Block 3 EA $ 500.00 $ 1,500.00 $ 800.00 $ 2,400.00 $650 $ 14,250.00 $ 250.00 $ 4,750.00 $ 683.00 $ 12,977.00 20 Fitting 6" 45 Degree Bend & Thrust Block 19 EA $ 700.00 $ 13,300.00 $ 1,100.00 $ 20,900.00 $750 $ 17,850.00 $ 250.00 $ 5,250.00 $ 710.00 $ 14,910.00 21 Fitting 8" 45 Degree Bend & Thrust Block 21 EA $ 800.00 $ 16,800.00 $ 1,600.00 $ 33,600.00 $850 $ 1,200.00 $ 250.00 $ 250.00 $ 710.00 $ 710.00 22 Fitting 8" 22.5 Degree Bend & Thrust Block 1 EA $ 800.00 $ 800.00 $ 1,400.00 $ 1,400.00 $1,200 $ 5,000.00 $ 250.00 $ 1,250.00 $ 710.00 $ 3,550.00 23 Fitting 6" 11.25 Degree Bend & Thrust Block 5 EA $ 700.00 $ 3,500.00 $ 1,100.00 $ 5,500.00 $1,000 $ 3,600.00 $ 250.00 $ 750.00 $ 710.00 $ 2,130.00 24 Fitting 8" 11.25 Degree Bend & Thrust Block 3 EA $ 800.00 $ 2,400.00 $ 2,000.00 $ 6,000.00 $1,200 $ 900.00 $ 250.00 $ 250.00 $ 630.00 $ 630.00 25 Fitting 6"A" Concentric Reducer 1 EA $ 700.00 $ 700.00 $ 1,400.00 $ 1,400.00 $900 $ 2,800.00 $ 250.00 $ 500.00 $ 788.00 $ 1,576.00 26 Fitting 8"x6" Concentric Reducer 2 EA $ 800.00 $ 1,600.00 $ 2,200.00 $ 4,400.00 $1,400 $ 1,650.00 $ 250.00 $ 250.00 $ 1,260.00 $ 1,260.00 27 Fitting 12"x6" Concentric Reducer 1 EA $ 900.00 $ 900.00 $ 2,600.00 $ 2,600.00 $1,650 $ 1,700.00 $ 250.00 $ 250.00 $ 1,470.00 $ 1,470.00 28 Fitting 12"x8" Concentric Reducer 1 EA $ 900.00 $ 900.00 $ 2,600.00 $ 2,600.00 $1,700 $ 4,600.00 $ 250.00 $ 1,000.00 $ 1,575.00 $ 6,300.00 29 Fitting 6"x6" Tee & Thrust Block 4 EA $ 800.00 $ 3,200.00 $ 2,100.00 $ 8,400.00 $1,150 $ 1,600.00 $ 250.00 $ 250.00 $ 1,365.00 $ 1,365.00 30 Fitting 8"x6" Tee & Thrust Block 1 EA $ 800.00 $ 800.00 $ 1,900.00 $ 1,900.00 $1,600 $ 4,400.00 $ 250.00 $ 500.00 $ 2,100.00 $ 4,200.00 31 Fitting 8"x8" Tee & Thrust Block 2 EA $ 800.00 $ 1,600.00 $ 3,000.00 $ 6,000.00 $2,200 $ 2,950.00 $ 250.00 $ 250.00 $ 2,000.00 $ 2,000.00 32 Fitting 12"x8" Tee & Thrust Block 1 EA $ 900.00 $ 900.00 $ 3,200.00 $ 3,200.00 $2 950 Page 1 of 3 Glenwood Park Subdivision Water Main Improvements, City Project No. 84891 Water Service Replacement Program, City Project No. 86300 BID SUMMARY BID OPENING: TUESDAY,MAY 30, 2023 at 2:30 P.M. Engineer's Estimate Cratus, Inc. Mitchell Engineering Golden Bay Construction JMB Construction ITEM ITEM DESCRIPTION No. CITY UNIT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT 33 Fitting 6"x6" Cross & Thrust Block 1 EA $ 1,400.00 $ 250.00 $ 250.00 $ 700.00 $ 700.00 $ 2,310.00 $ 2,310.00 $ 2,800.00 $ 2,800.00 $1,400 $ 38,400.00 $ 32,450.00 12,000.00 $ 150,000.00 $ 8,000.00 $ 4,500.00 $ 3,500.00 $ 15,000.00 $ 128,000.00 $ 49,500.00 $ 7,000.00 $ 150,000.00 $ 2,415.00 $ 2,940.00 $ 5,775.00 $ 18,113.00 $ 38,640.00 $ 32,340.00 $ 11,550.00 $ 181,130.00 34 6" Gate Valve 16 EA $2,400 $ 4,000.00 $ 64,000.00 $ 2,800.00 $ 44,800.00 35 8Gate Valve 11 EA $2,950 $ 4,600.00 $ 50,600.00 $ 3,900.00 $ 42,900.00 36 12" Butterfly Valve 2 EA $6,000$ $ 7,000.00 $ 14,000.00 $ 5,200.00 $ 10,400.00 37 Fire Hydrant Assembly 10 EA $ 22,000.00 $ 220,000.00 $ 20,000.00 $ 200,000.00 $15,000 $ 10,000.00 $ 500.00 $ 4,000.00 $ 3,780.00 $ 30,240.00 38 Remove Existing Fire Hydrant Assembly 8 EA $ 2,000.00 $ 16,000.00 $ 2,600.00 $ 20,800.00 $1,250 $ 5,000.00 $ 1,500.00 $ 1,500.00 $ 3,780.00 $ 3,780.00 39 Water Sampling Station Assembly 1 EA $ 4,400.00 $ 4,400.00 $ 6,200.00 $ 6,200.00 $5,000 $ 1,000.00 $ 1,500.00 $ 1,500.00 $ 1,260.00 $ 1,260.00 40 Remove Existing Water Sampling Station Assembly 1 EA $ 1,800.00 $ 1,800.00 $ 2,100.00 $ 2,100.00 $1,000 $ 96,800.00 $ 2,000.00 $ 88,000.00 $ 4,305.00 $ 189,420.00 41 1" Water Service Type K Copper Tubing Small (less than 1 Oft) 44 EA $ 1,600.00 $ 70,400.00 $ 2,000.00 $ 88,000.00 $2,200 $ 69,300.00 $ 2,200.00 $ 46,200.00 $ 4,830.00 $ 101,430.00 42 1" Water Service Type K Copper Tubing Medium (10- 25ft) 21 EA $ 2,000.00 $ 42,000.00 $ 4,000.00 $ 84,000.00 $3,300 $ 117,800.00 $ 2,700.00 $ 83,700.00 $ 5,775.00 $ 179,025.00 43 1" Water Service Type K Copper Tubing Large (more than 25ft) 31 EA $ 4,700.00 $ 145,700.00 $ 6,300.00 $ 195,300.00 $3,800 $ 7,000.00 $ 2,500.00 $ 5,000.00 $ 6,825.00 $ 13,650.00 44 2" Water Service Type K Copper Tubing & Assembly Medium (10-25ft) 2 EA $ 7,500.00 $ 15,000.00 $ 9,000.00 $ 18,000.00 $3,500 $ 4,000.00 $ 10,000.00 $ 10,000.00 $ 8,295.00 $ 8,295.00 45 2" Water Service Type K Copper Tubing & Assembly Large (more than 25ft) 1 EA $ 8,500.00 $ 8,500.00 $ 13,000.00 $ 13,000.00 $4,000 $ 42,550.00 $ 200.00 $ 7,400.00 $ 1,155.00 $ 42,735.00 46 1" Customer -Side Water Service Type K Copper Tubing Small (less than 1 Oft) 37 EA $ 1,100.00 $ 40,700.00 $ 1,200.00 $ 44,400.00 $1,150 $ 25,600.00 $ 500.00 $ 8,000.00 $ 1,470.00 $ 23,520.00 47 1" Customer -Side Water Service Type K Copper Tubing Medium (10-25ft) 16 EA $ 1,200.00 $ 19,200.00 $ 1,600.00 $ 25,600.00 $1,600 $ 2,700.00 $ 600.00 $ 1,200.00 $ 1,575.00 $ 3,150.00 48 2" Customer -Side Water Service Type K Copper Tubing Small (less than 1 Oft) 2 EA $ 4,500.00 $ 9,000.00 $ 2,500.00 $ 5,000.00 $1,350 $ 1,800.00 $ 1,000.00 $ 1,000.00 $ 1,785.00 $ 1,785.00 49 2" Customer -Side Water Service Type K Copper Tubing Medium (10-25ft) 1 EA $ 6,600.00 $ 6,600.00 $ 3,700.00 $ 3,700.00 $1,800 $ 38,130.00 $ 500.00 $ 46,500.00 $ 342.00 $ 31,806.00 50 Water Meter Box - B16 93 EA $ 800.00 $ 74,400.00 $ 650.00 $ 60,450.00 $410 $ 900.00 $ 1,000.00 $ 1,000.00 $ 735.00 $ 735.00 51 Water Meter Box - Traffic -Rated H2O 1 EA $ 1,200.00 $ 1,200.00 $ 1,400.00 $ 1,400.00 $900 $ 1,500.00 $ 1,000.00 $ 3,000.00 $ 1,785.00 $ 5,355.00 52 Water Meter Box - Large B36 3 EA $ 1,100.00 $ 3,300.00 $ 1,900.00 $ 5,700.00 $500 $ 19,400.00 $ 100.00 $ 9,700.00 $ 341.00 $ 33,077.00 53 Remove and Dispose of Water Meter Box and Salvage Meter 97 EA $ 200.00 $ 19,400.00 $ 250.00 $ 24,250.00 $200 $ 6,000.00 $ 8,000.00 $ 8,000.00 $ 7,140.00 $ 7,140.00 54 Connect to Existing Water 4" Main (incl. shut dawn, tie-in) 1 EA $ 6,000.00 $ 6,000.00 $ 2,800.00 $ 2,800.00 $6,000 $ 20,100.00 $ 9,000.00 $ 27,000.00 $ 8,295.00 $ 24,885.00 55 Connect to Existing Water 6" Main (incl. shut down, tie-in) 3 EA $ 9,000.00 $ 27,000.00 $ 4,500.00 $ 13,500.00 $6,700 $ 14,000.00 $ 11,000.00 $ 22,000.00 $ 10,728.00 $ 21,456.00 56 Connect to Existing Water 8" Main (incl. shut dawn, tie-in) 2 EA $ 6,700.00 $ 13,400.00 $ 5,200.00 $ 10,400.00 $7,000 $ 31,800.00 $ 14,000.00 $ 42,000.00 $ 11,000.00 $ 33,000.00 57 Connect to Existing Water 12" Main (incl. shut down, tie-in) 3 EA $ 6,500.00 $ 19,500.00 $ 7,500.00 $ 22,500.00 $10,600 $ 10,440.00 $ 250.00 $ 4,500.00 $ 315.00 $ 5,670.00 58 Abandon Existing Water Valve 18 EA $ 2,500.00 $ 45,000.00 $ 1,500.00 $ 27,000.00 $580 $ 12,600.00 $ 500.00 $ 7,000.00 $ 5,460.00 $ 76,440.00 59 Temporary Service Connections 14 EA $ 4,600.00 $ 64,400.00 $ 2,700.00 $ 37,800.00 $900 $ 3,000.00 $ 250.00 $ 750.00 $ 1,470.00 $ 4,410.00 60 Repair Sewer Crossing (5' section) 3 EA $ 1,000.00 $ 3,000.00 $ 2,400.00 $ 7,200.00 $1,000 $ 8,925.00 $ 50.00 $ 5,250.00 $ 39.00 $ 4,095.00 61 Miscellaneous Concrete Repair (Curb & Gutter, Wide Gutter Apron, etc.) 105 LF $ 58.00 $ 6,090.00 $ 175.00 $ 18,375.00 $85 $ 14,375.00 $ 20.00 $ 11,500.00 $ 23.00 $ 13,225.00 62 Remove and Replace Sidewalk 575 SF $ 17.00 $ 9,775.00 $ 23.00 $ 13,225.00 $25 $ 2,250.00 $ 30.00 $ 1,500.00 $ 32.00 $ 1,600.00 63 Remove and Replace Concrete Driveway Section 50 SF $ 17.00 $ 850.00 $ 33.00 $ 1,650.00 $45 $ 48,750.00 $ 100.00 $ 1,500.00 $ 5,100.00 $ 76,500.00 64 Hand Dig Section (1 Unit = 20LF) 15 Unit $ 2,500.00 $ 37,500.00 $ 4,800.00 $ 72,000.00 $3,250 $ 8,250.00 $ 2,000.00 $ 6,000.00 $ 788.00 $ 2,364.00 65 Remove and Replace Curb Drain 3 EA $ 290.00 $ 870.00 $ 1,900.00 $ 5,700.00 $2,750 $ 1,250.00 $ 2,000.00 $ 50,000.00 $ 100.00 $ 2,500.00 66 Remove and Replace Curb & Gutter 25 LF $ 46.00 $ 1,150.00 $ 170.00 $ 4,250.00 $50 $ 4,550.00 $ 100.00 $ 20.00 $ 6.00 $ 2,600.00 $ 60.00 $ 51.00 $ 18.00 $ 6,630.00 $ 180.00 67 Concrete Cap 130 SF $35 $ 136.00 $ 17,680.00 $ 17.00 $ 2,210.00 68 Allowance for Additional AC Pavement Lift (4" Max) 10 SF $ 50.00 $ 500.00 $ 25.00 $ 250.00 $10 $ 5,800.00 $ 3,000.00 $ 3,000.00 $ 6,100.00 $ 6,100.00 69 Allowance for Air Release Valve Assembly 1 EA $ 7,000.00 $ 7,000.00 $ 8,000.00 $ 8,000.00 $5,800 $ 6,000.00 $ 1,500.00 $ 3,000.00 $ 2,205.00 $ 4,410.00 70 Temporary Blow Off Valve Assembly 2 EA $ 6,000.00 $ 12,000.00 $ 3,300.00 $ 6,600.00 $3,000 $ 6,300.00 $ 150.00 $ 4,500.00 $ 80.00 $ 2,400.00 71 Contaminated Soil Removal Allowance 30 CY $ 300.00 $ 9,000.00 $ 170.00 $ 5,100.00 $210 $ 2,000.00 $ 10,000.00 $ 500.00 $ 20,000.00 $ 1,000.00 $ 2,000.00 $ 20,000.00 $ 1,000.00 $ 1,155.00 $ 6,300.00 $ 2,730.00 $ 4,620.00 $ 6,300.00 $ 2,730.00 72 Dielectric Blanket 4 EA $500 $ 1,000.00 $ 4,000.00 $ 500.00 $ 2,000.00 73 Striping & Signage 1 LS $10,000 $ 25,000.00 $ 25,000.00 $ 29,000.00 $ 29,000.00 74 Remove Ex Dead Man Rodded to 12" x 8" Reducer 1 EA $ 3,000.00 $ 2,000.00 $ 2,000.00 $ 1,000.00 $ 1,000.00 $3,000 Page 2 of 3 Glenwood Park Subdivision Water Main Improvements, City Project No. 84891 Water Service Replacement Program, City Project No. 86300 BID SUMMARY BID OPENING: TUESDAY,MAY 30, 2023 at 2:30 P.M. Engineer's Estimate Cratus, Inc. Mitchell Engineering Golden Bay Construction JMB Construction ITEM ITEM DESCRIPTION No. CITY I UNIT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT UNIT PRICE AMOUNT Burlingame Park Water Main Improvements Project (Schedule A) $ 2,991,410.24 $ 2,708,160.00 $ 4,012,015.00 $ 3,104,603.00 $ 3,316,810.00 Water Service Replacement Program, City Project No. 86300 (Schedule B) $ 83,896.56 $ 124,400.00 1 $ 190,000.00 1 $ 126,131.00 1 $ 165,250.00 Bid Alternate Ralston (Schedule C) $ 238,542.59 1 260,000.00 1 $ 383,610.00 1 $ 244,728.00 1 $ 316,130.00 TOTAL Base Bid (Schedule A + Schedule B) $ 3,075,306.80 $ 2,832,560.00 $ 4,202,015.00 $ 3,230,734.00 $ 3,482,060.00 PROJECT TOTAL (Schedule A + Schedule B+Schedule C) $ 3,313,849.39 $ 3,092,560.00 $ 4,585,625.00 $ 3,475,462.00 $ 3,798,190.00 Page 3 of 3 AGREEMENT FOR PUBLIC IMPROVEMENT BURLINGAME PARK SUBDIVISION WATER MAIN REPLACEMENT, CITY PROJECT NO. 84892 & WATER SERVICE REPLACEMENT PROGRAM, CITY PROJECT NO. 86300 THIS AGREEMENT, made in duplicate and entered into in the City of Burlingame, County of San Mateo, State of California on , 2023 by and between the CITY OF BURLINGAME, a Municipal Corporation, hereinafter called "City", and Cratus Inc. a California Corporation, hereinafter called "Contractor." WITNESSETH: WHEREAS, City has taken appropriate proceedings to authorize construction of the public work and improvements herein provided for and to authorize execution of this Contract; and WHEREAS, pursuant to State law and City requirements, a notice was duly published for bids for the contract for the improvement hereinafter described; and WHEREAS, on June 20, 2023, after notice duly given, the City of Burlingame awarded the contract for the construction of the improvements hereinafter described to Contractor, which the City found to be the lowest responsive, responsible bidder for these improvements; and WHEREAS, City and Contractor desire to enter into this Agreement for the construction of said improvements. NOW, THEREFORE, IT IS AGREED by the parties hereto as follows: 1. Scope of work. Contractor shall perform the work described in those Contract Documents entitled: BURLINGAME PARK SUBDIVISION WATER MAIN REPLACEMENT PROJECT CITY PROJECT NO. 84892 2. The Contract Documents. The complete contract between City and Contractor consists of the following documents: this Agreement; Notice Inviting Sealed Bids, attached hereto as Exhibit A; the accepted Bid Proposal, attached hereto as Exhibit B; the specifications, provisions, addenda, complete plans, profiles, and detailed drawings contained in the bid documents AGREEMENT-1 titled "Burlingame Park Subdivision Water Main Replacement Project, City Project No. 84892" attached as Exhibit C; the State of California Standard Specifications 2010, as promulgated by the California Department of Transportation; prevailing wage rates of the State of California applicable to this project by State law; and all bonds; which are collectively hereinafter referred to as the Contract Documents. All rights and obligations of City and Contractor are fully set forth and described in the Contract Documents, which are hereby incorporated as if fully set forth herein. All of the above described 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 3. Contract Price. The City shall pay, and the Contractor shall accept, in full, payment of the work above agreed to be done, the sum of three million, ninety-two thousand and five hundred sixty dollars ($3,092,560), called the "Contract Price". This price is determined by the lump sum and unit prices contained in Contractor's Bid. In the event authorized work is performed or materials furnished in addition to those set forth in Contractor's Bid and the Specifications, such work and materials will be paid for at the unit prices therein contained. Said amount shall be paid in progress payments as provided in the Contract Documents. 4. Termination At any time and with or without cause, the City may suspend the work or any portion of the work for a period of not more than 90 consecutive calendar days by notice in writing to Contractor that will fix the date on which work will be resumed. Contractor will be granted an adjustment to the Contract Price or an extension of the Time for Completion, or both, directly attributable to any such suspension if Contractor makes a claim therefor was provided in the Contract Documents. The occurrence of any one or more of the following events will justify termination of the contract by the City for cause: (1) Contractor's persistent failure to perform the work in accordance with the Contract Documents; (2) Contractor's disregard of Laws or Regulations of any public body having jurisdiction; (3) Contractor's disregard of the authority of the Engineer; or (4) Contractor's violation in any substantial way of any provision of the Contract Documents. In the case of any one or more of these events, the City, after giving Contractor and Contractor's sureties seven calendar days written notice of the intent to terminate Contractor's services, may initiate termination procedures under the provisions of the Performance Bond. Such termination will not affect any rights or remedies of City against Contractor then existing or that accrue thereafter. Any retention AGREEMENT-2 or payment of moneys due Contractor will not release Contractor from liability. At the City's sole discretion, Contractor's services may not be terminated if Contractor begins, within seven calendar days of receipt of such notice of intent to terminate, to correct its failure to perform and proceeds diligently to cure such failure within no more than 30 calendar days of such notice. Upon seven calendar days written notice to Contractor, City may, without cause and without prejudice to any other right or remedy of City, terminate the Contract for City's convenience. In such case, Contractor will be paid for (1) work satisfactorily completed prior the effective date of such termination, (2) furnishing of labor, equipment, and materials in accordance with the Contract Documents in connection with uncompleted work, (3) reasonable expenses directly attributable to termination, and (4) fair and reasonable compensation for associated overhead and profit. No payment will be made on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from such termination. 5. 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 the City. 6. Notices. All notices shall be in writing and delivered in person or transmitted by certified mail, postage prepaid. Notices required to be given to the City shall be addressed as follows: Kevin Okada, Senior Engineer City of Burlingame 501 Primrose Road Burlingame, California 94010 Notices required to be given to Contractor shall be addressed as follows: Liam Finnegan, CEO/President Cratus Inc. 945 Taraval Street #302 San Francisco, CA 94116 7. Interpretation As used herein, any gender includes the other gender and the singular includes the plural and vice versa. AGREEMENT-3 8. Waiver or Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the City and the Contractor. One or more waivers of any term, condition, or other provision of this Agreement by either party shall not be construed as a waiver of a subsequent breach of the same or any other provision. 9. Controllina Law. This Agreement is to be governed by and interpreted in accordance with the laws of the State of California. 10. Successors and Assianees. This Agreement is to be binding on the heirs, successors, and assigns of the parties hereto but may not be assigned by either party without first obtaining the written consent of the other party. 11. Severability. If any term or provision of this Agreement is deemed invalid, void, or unenforceable by any court of lawful jurisdiction, the remaining terms and provisions of the Agreement shall not be affected thereby and shall remain in full force and effect. 12. Insurance. 12.1 Time for Comaliance. Contractor shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Section. 12.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: AGREEMENT-4 (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another. (B) Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence and $2,000,000 aggregate for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 combined single limit for bodily injury and property damage; and (3) Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident for bodily injury or disease. Defense costs shall be paid in addition to the limits. (C) Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Contractor or the City may withhold amounts sufficient to pay premium from Contractor payments. In the alternative, the City may suspend or terminate this Agreement. (D) Additional Insured. The City of Burlingame, its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Contractor's and its subcontractors' policies of commercial general liability and automobile liability insurance AGREEMENT-5 using the endorsements and forms specified herein or exact equivalents. 12.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of Burlingame, its officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and complete operations performed by or on behalf of the Contractor, including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor's scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City's own primary insurance or self-insurance shall be called upon to protect it as a named insured. Any insurance or self-insurance maintained by the City, its officials, officers, employees, agents, and volunteers shall be excess of the Contractor's insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(A). (B) Automobile Liability. The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Contractor or for which the Contractor is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Contractor's scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its officials, officers, employees, agents, and volunteers shall be excess of the Contractor's insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section AGREEMENT-6 3.2.11.2(B), any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 3.2.11.3(B). (C) Workers' Compensation and Employer's Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Contractor. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, officers, employees, agents, and volunteers. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds. 12.4 Seaaration of Insureds: No Special Limitations: Waiver of Subroaation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its officials, officers, employees, agents, and volunteers. All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subcontractors. 12.5 Deductibles and Self -Insurance Retentions. Any deductibles or self - insured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the City, its officials, officers, employees, agents, and volunteers; or (2) the Contractor shall procure a bond AGREEMENT-7 guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 12.6 Subcontractor Insurance Requirements. Contractor shall not allow any subcontractors to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Contractor, the City may approve different scopes or minimum limits of insurance for particular subcontractors. The Contractor and the City shall be named as additional insureds on all subcontractors' policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad. 12.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating no less than A-:VIII, licensed to do business in California, and satisfactory to the City. 12.8 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 12.9 Reporting of Claims. Contractor shall report to the City, in addition to Contractor's insurer, any and all insurance claims submitted by Contractor in connection with the Services under this Agreement. 13. Indemnification. Contractor shall indemnify, defend, and hold the City, its directors, officers, employees, agents, and volunteers harmless from and against any and all liability, claims, suits, actions, damages, and causes of action arising out of, pertaining or relating to the actual or alleged negligence, recklessness or willful misconduct of Contractor, its employees, subcontractors, or agents, or on account of the performance or character of the services, except for any such claim arising out of the sole negligence or willful misconduct of the City, its officers, employees, agents, or volunteers. It is understood AGREEMENT-8 that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in section 2778 of the California Civil Code. Notwithstanding the foregoing, for any design professional services, the duty to defend and indemnify City shall be limited to that allowed by state law. Acceptance of insurance certificates and endorsements required under this Agreement does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages. AGREEMENT-9 IN WITNESS WHEREOF, two identical counterparts of this Agreement, consisting of five pages, including this page, each of which counterparts shall for all purposes be deemed an original of this Agreement, have been duly executed by the parties hereinabove named on the day and year first hereinabove written. CITY OF BURLINGAME, a Municipal Corporation By Lisa K. Goldman, City Manager Approved as to form: Michael Guina, City Attorney ATTEST: Meaghan Hassel -Shearer, City Clerk CONTRACTOR By Print Name: Company Name: Cratus Inc. AGREEMENT - 10 AGREEMENT FOR PROFESSIONAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES WITH COASTLAND I DCCM FOR THE BURLINGAME PARK SUBDIVISION WATER MAIN REPLACEMENT PROJECT & WATER SERVICE REPLACEMENT PROGRAM CITY PROJECT NOS. 84892 & 86300 THIS AGREEMENT is entered into this day of , 2023, by and between the City of Burlingame, State of California, herein called the "City", and Coastland I DCCM engaged in providing Professional Construction Management and Inspection services herein called the "Consultant". RECITALS A. The City is considering conducting activities for consultant to provide construction management and inspection services for the Burlingame Park Subdivision Water Main Replacement Project, City Project No. 84892 and Water Service Replacement Program, City Project No. 86300. B. The City desires to engage a professional engineering consultant to provide construction management and inspection services because of Consultant's experience and qualifications to perform the desired work, described in Exhibit A. C. The Consultant represents and affirms that it is qualified and willing to perform the desired work pursuant to this Agreement. AGREEMENTS NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 1. Scope of Services. The Consultant shall provide professional engineering services such as pre -construction meetings, site visits and documentation; daily field inspections; progress meetings; status reports; cost andschedule management; public relations and outreach; project closeout; and as detailed in "Scope of Services" of the attached Exhibit A of this agreement. 2. Time of Performance. The services of the Consultant are to commence upon the execution of this Agreement with completion of all work by December 31, 2024. Page 1 of 8 3. Compliance with Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Consultant represents and warrants to City that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession. Consultant shall maintain a City of Burlingame business license. 4. Sole Responsibility. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement. 5. Information/Report Handling. All documents furnished to Consultant by the City and all reports and supportive data prepared by the Consultant under this Agreement are the City's property and shall be delivered to the City upon the completion of Consultant's services or at the City's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the City to the public, and the Consultant shall not make any of these documents or information available to any individual or organization not employed by the Consultant or the City without the written consent of the City before such release. The City acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and City's use of the information contained in the reports prepared by the Consultant in connection with other projects shall be solely at City's risk, unless Consultant expressly consents to such use in writing. City further agrees that it will not appropriate any methodology or technique of Consultant which is and has been confirmed in writing by Consultant to be a trade secret of Consultant. 6. Compensation. Compensation for Consultant's professional services shall not exceed 362 535; and payment shall be based upon City approval of each task. Billing shall include current period and cumulative expenditures to date and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents or other pertinent materials shall be submitted for City review, even if only in partial or draft form. 7. Availability of Records. Consultant shall maintain the records supporting this billing for not less than three (3) years following completion of the work under this Page 2 of 8 Agreement. Consultant shall make these records available to authorized personnel of the City at the Consultant's offices during business hours upon written request of the City. 8. Project Manager. The Project Manager for the Consultant for the work under this Agreement shall be Mike Janet, Construction Department Manager. 9. Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant. No portion of these services shall be assigned or subcontracted without the written consent of the City. 10. Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to: To City: Kevin Okada, Senior Engineer City of Burlingame 501 Primrose Road Burlingame, CA 94010 To Consultant: Mike Janet, Construction Department Manager Coastland I DCCM 14000 Neotomas Avenue Santa Rosa, CA 95405 or personally delivered to Consultant to such address or such other address as Consultant designates in writing to City. 11. Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the City. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to City employee(s). With prior written consent, the Consultant may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Consultant agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Consultant shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought Page 3 of 8 by Consultant or is based on allegations of Consultant's negligent performance or wrongdoing. 12. Conflict of Interest. Consultant understands that its professional responsibilities is solely to the City. The Consultant has and shall not obtain any holding or interest within the City of Burlingame. Consultant has no business holdings or agreements with any individual member of the Staff or management of the City or its representatives nor shall it enter into any such holdings or agreements. In addition, Consultant warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the City in the subject of this Agreement, and it shall immediately disassociate itself from such an interest should it discover it has done so and shall, at the City's sole discretion, divest itself of such interest. Consultant shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify City of this employment relationship, and shall, at the City's sole discretion, sever any such employment relationship. 13. Equal Employment Opportunity. Consultant warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Consultant nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act. 14. Insurance. A. Minimum Scope of Insurance: Consultant agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: One million dollars ($1,000,000) combined single limit per occurrence and two million dollars ($2,000,000) aggregate for bodily injury, personal injury and property damage in a form at least as broad as ISO Occurrence Form CG 0001. Page 4 of 8 ii. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage. iii. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than two million dollars ($2,000,000) each claim/aggregate sufficient to insure Consultant for professional errors or omissions in the performance of the particular scope of work under this agreement. iv. Any deductibles or self -insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the City, its officers, officials, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. B. General and Automobile Liability Policies: The City, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of Consultant, premises owned or used by the Consultant. The endorsement providing this additional insured coverage shall be equal to or broader than ISO Form CG 20 10 11 85 and must cover joint negligence, completed operations, and the acts of subcontractors. This requirement does not apply to the professional liability insurance required for professional errors and omissions. ii. The Consultant's insurance coverage shall be endorsed to be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self -insurances maintained by the City, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. Page 5 of 8 iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its officers, officials, employees or volunteers. iv. The Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. C. Workers' Compensation and Employers Liability Coverage: In addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for their respective employees. ii. The insurer shall agree to waive all rights of subrogation against the City of Burlingame, its officers, officials, employees, or volunteers for losses arising from work performed by the Company for the City of Burlingame. D. All Coverages: Each insurance policy required in this item shall be endorsed to state that coverage shall not be canceled except after thirty (30) days' prior written notice by mail, has been given to the City (10 days for non-payment of premium). Current certification of such insurance shall be kept on file at all times during the term of this agreement with the City Clerk. E. Acceptability of Insurers: Insurance is to be placed with insurers with a Best's rating of no less than A-:VII and authorized to do business in the State of California. F. Verification of Coverage: Upon execution of this Agreement, Contractor shall furnish the City with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be on forms approved by the City. All certificates and endorsements are to be received and approved by the City before any work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. Page 6 of 8 15. Indemnification. To the fullest extent permitted by law, Consultant shall save, keep and hold harmless indemnify and defend the City, its officers, employees, authorized agents and volunteers from all damages, liabilities, penalties, costs, or expenses in law or equity, including but not limited to attorneys' fees, that may at any time arise, result from, relate to, or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or willful misconduct of Consultant, or any of the Consultant's officers, employees, or agents or any subconsultant. This provision shall not apply if the damage or injury is caused by the sole negligence, active negligence, or willful misconduct of the City, its officers, agents, employees, or volunteers. 16. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement. 17. Governing Law. This Agreement, regardless of where executed, shall be governed by and construed under the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of San Mateo. 18. Termination of Agreement. The City and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen (15) days written notice of termination. In the event of termination, the Consultant shall deliver to the City all plans, files, documents, reports, performed to date by the Consultant. In the event of such termination, City shall pay Consultant an amount that bears the same ratio to the maximum contract price as the work delivered to the City bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination. 19. Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the City and the Consultant. Page 7 of 8 20. Entire Agreement. This Agreement constitutes the complete and exclusive statement of the Agreement between the City and Consultant. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party. IN WITNESS WHEREOF, the City and Consultant have executed this Agreement as of the date indicated on page one (1). City of Burlingame Syed Murtuza Public Works Director Approved as to form: City Attorney — Michael Guina ATTEST: City Clerk - Meaghan Hassel -Shearer "Consultant" BV Coastland I DCCM Print Name: Title: Page 8 of 8 EXHIBIT A COASTLAND Y"ICI May 26, 2023 Weizhi Cheng, PE Associate Engineer City of Burlingame 501 Primrose Road Burlingame, CA 94010 Subject: Proposal for Construction Management and Inspection Services for the Burlingame Park Subdivision Water Main Replacement Project Dear Weizhi: Based on our conversations, Coastland I DCCM is pleased to provide you with this letter proposal to provide Construction Management (CM) and Inspection services to the City for the Burlingame Park Subdivision Water Main Replacement Project. PROJECT UNDERSTANDING The Burlingame Park Subdivision Water Main Improvements Project (Project) consists of installing new water mains in the City of Burlingame. Base Bid Schedule A includes approximately 10 linear feet of new 12-inch, 2,190 linear feet of new 8-inch, 2,940 linear feet of new 6-inch and 15 linear feet of new 4-inch Ductile Iron Pipe (DIP) water main on Howard Avenue, Occidental Avenue, Chapin Avenue, Ralston Avenue and the intersection of Ralston Avenue and Pepper Avenue. The existing water mains will be abandoned in place. The construction method is anticipated to be conventional open trench and the water main will typically be installed at three feet minimum cover. Water mains shall be DIP throughout the entire project. Work also consists of installing new 1 and 2-inch water services totaling approximately 2,800 linear feet and city furnished water meters for customer connections. Eight fire hydrant assemblies will be removed and replaced, and two new fire hydrant assemblies will be installed. One water sampling station will be removed and replaced. Miscellaneous concrete and asphalt work will be performed as needed, and will consist of approximately 575 square feet of sidewalk, 50 square feet of concrete driveway, and 130 square feet of concrete cap work. Work will also consist of traffic control and miscellaneous concrete and asphalt work for pavement restoration within the limits of the Town of Hillsborough, where an encroachment permit is required. Base Bid Schedule B includes work installing new 1-inch water services totaling approximately 325 linear feet and city furnished water meters for customer service connections at 13 locations outside of the Burlingame Park project area. Work will also consist of traffic control and miscellaneous concrete and asphalt work for pavement restoration at these select locations. Bid Alternate 1 Schedule C includes approximately 470 linear feet of new 6-inch DIP water main on Ralston Avenue and at the intersections of Ralston Avenue and Pepper Avenue and Ralston Avenue and Elm Avenue. The existing water mains will be abandoned in place. The construction method is anticipated to be conventional open trench and the water main will typically be installed at three feet minimum cover. Water mains shall be DIP throughout the entire project. Work also consists of installing new 1-inch water services, approximately 100 linear feet, and city furnished water meters for customer connections. One fire hydrant assembly will be removed and replaced. Miscellaneous concrete and asphalt work will be performed as Santa Rosa Auburn Pleasant Hill Fairfield 1400 Neotomas Avenue 11641 Blocker Drive, Ste. 170 3478 Buskirk Avenue, Ste. 1000 420 Executive Court North, Ste. G Santa Rosa, CA 95405 Auburn, CA 95603 Pleasant Hill, CA 94523 Fairfield, CA 94534 Tel:707.571.8005 Tel:530.888.9929 Tel:925.233.5333 Tel:707.702.1961 www.Coastland I DCCMcivil.com needed and will consist of approximately 50 linear feet of curb and gutter, and 10 square feet of valley gutter. Work shall be completed within 150 working days. The engineer's construction estimate is $3,230,000. SCOPE OF WORK Coastland I DCCM's overall approach to performing Construction Management and Inspection focuses on teaming with City forces to produce a high -quality, cost-effective project. Our Construction Manager and Inspector will keep the City informed regarding costs, changes, public relations, and construction progress. We will coordinate closely with the City and the property owners for the entire project duration. From the onset of the project, we will establish the lines of communication and decision -making roles with all project stakeholders. Based on our understanding of the project our scope of services is as follows: TASK 1 — PRE -CONSTRUCTION MEETING Immediately following the Notice to Proceed, our Construction Manager will schedule and administer the pre -construction meeting. During this meeting we will establish lines of communication and decision making roles with all project stakeholders. We will also discuss safety requirements, responsibilities of the project team members, working hours, quality control procedures, submittal requirements, project schedule, change order and potential claim procedures, and safety procedures. Coastland I DCCM will be responsible for generating pre -construction meeting invitations including the meeting agenda. Agenda items include lines of communication, public relations, safety, submittals, change procedures, payments, progress schedules, contract time, requests for information, and other applicable items. Coastland I DCCM will prepare and distribute meeting minutes to all parties. Following the pre -construction meeting, Coastland I DCCM will continue to work with the City team, contractor, and Coastland I DCCM's design team to ensure that all project issues are addressed promptly and that the City's best interests are considered at all times. TASK 2 — PRE -CONSTRUCTION SITE VISIT AND DOCUMENTATION Coastland I DCCM will take pre -construction digital photos of the construction site with special attention given to sensitive areas including any private residences and businesses adjacent to the project. Documenting the site prior to construction will help mitigate possible disputes between the City, contractor and property owners within or adjacent to the project limits. These photos will be logged and filed with the project files. TASK 3 — PROJECT START-UP Coastland I DCCM will assemble project files in accordance with the City's standard format. Coastland DCCM utilizes a centralized system for document control to create, store, organize, track, and link all project information. Our digital record -keeping will ensure the constant flow of documentation to a form that quickly and easily identifies trends and critical issues and will help keep the project moving as it helps document the work. TASK 4 - DAILY FIELD INSPECTIONS AND DOCUMENTATION A critical aspect of our services is maintaining close communication with City staff to ensure scheduling goals are met. To help maintain close communication, Coastland I DCCM's inspector will be accessible to the City at all times at the project site and through the use of email and cellular phones. Coastland I DCCM's on -site inspector will examine all construction activities to ensure that the contract work adheres to the contract documents, City standards and the established schedule. COASTLAND We will maintain records and provide documentation of the work in the form of daily reports, weekly summary of construction activities, deficiency lists, and progress photographs of construction activities. Daily reports will describe the contractor's level of effort, specific work being done, started, or finished, and relevant points raised by the contractor that may require consideration and response. We also document proposed change orders and claims, important conversations, safety issues or accidents, extra work in progress, materials testing performed, information for "as -built" drawings, quantities for progress payments, environmental concerns and hazardous materials. Coastland I DCCM will provide a digital photo logbook of construction activities, progress, and areas of concern or interest. The photo log will be compiled on a portable storage device (USB drive) and will identify the location and date of each photo. The log will be maintained through the duration of the project to assure continuity from one week to the next and will be submitted to the City at the close of the project. Coastland I DCCM will continually review the specifications and plans to ensure the work is of good quality and meets the requirements of the contract documents. Coastland I DCCM will immediately report any deviation from the approved contract documents. Our inspector will identify actual and potential problems and provide solutions. We will maintain daily documentation and resolve issues by proposing field changes and avoid any delays. Our inspector will review the Contractor's traffic control plan to make certain that access is maintained during construction. In summary, our Inspector's responsibilities include: • Represent the City in ensuring that the terms of the construction contract are followed throughout the term of the project. • Participate in regular meetings called by the Construction Manager. • Protect the interest of the City. • Daily inspection of the contractor's work for conformance to the contract documents, codes, regulations, and City standards. • Prepare and submit daily inspection reports that document all job site activities. • Serve as a daily contact for the contractor as to performance of the construction. • Respond promptly to City requests. • Verify construction material quantities. • Monitor traffic control procedures. • Distribute notifications to impacted public regarding the status of construction. • Document construction activities with photographs and maintain a photo log. • Respond to calls from the public promptly and log any complaints in a timely manner. • Work overtime as needed to assure presence on site during all construction activities. • Document and maintain complete field files containing construction period correspondences, changes, discussions with contractor, memos, reports, and other pertinent items. TASK 5 — PROGRESS MEETINGS Coastland I DCCM will conduct weekly coordination and progress meetings to focus on completed and upcoming work, any construction delays, schedule updates, proposed changes, change orders, contractor's questions, public relations, safety and other concerns that are identified by a project team member. We will work to foster honest, open communication at these weekly meetings which will help in timely resolution of any disputes and/or potential claims. COASTLAND TASK 6 — STATUS REPORTS AND DOCUMENTATION Task 6a — Reports Complete and accurate record keeping will be an essential component of this project. We will ensure project documents and certified payroll are complete and correct sub -contractors are used. We will keep the City informed and document all construction issues with the following: • Weekly Statement of Working Days • Progress Meeting Minutes • Field Directive Log • Change order tracking • Regular phone calls and a -mails Task 6b — Submittal Management Coastland I DCCM will coordinate all submittals and monitor the status of the submittals to assure the contractor provides timely response. At the pre -construction conference, we will provide the contractor with a log of all required submittals and due dates. Submittals will be stamped, logged and distributed to the designer for complete review and approval. Submittals will be filed numerically and approved copies will be distributed to the City, project members, and the contractor. Task 6c — Requests for Information (RFI) Coastland I DCCM will receive and log all Requests for Information (RFI's) from the contractor, and forward the RFI to the designer. Coastland I DCCM will track the status of all RFI's by generating a weekly RFI log that lists the "Balkin-court" status, description, and if an RFI results in a potential change order. Task 6d — Change Order Management In the event that a change order is required, Coastland I DCCM will negotiate the changes with the contractor and prepare documentation. All changes will be approved by the contractor, Coastland I DCCM and the City prior to starting work on the change. With the City's approval, Coastland I DCCM can negotiate with the contractor to produce the best construction method for the change at the lowest cost. If a change order requires input from the design engineer, our Construction Manager will coordinate with them to ensure it is reviewed. A Change Order Log will be created that will show Change Order number, description, status, approved date, start and completion dates and cost. TASK 7 — CONSTRUCTION MANAGEMENT Our goal is to ensure that construction and contract administration are performed in compliance with City requirements and standards, and the project plans and specifications. To accomplish this goal, our Construction Manager will manage the day-to-day construction activities with the contractor. He will be accessible to the City at all times. The Construction Manager will be responsible for keeping the City informed of the progress of the project, changes that may be needed, pay estimate input and releasing information to the public. In addition, our Construction Manager will complete all contract administration documentation in a timely, accurate and orderly fashion. In summary, our Construction Manager's responsibilities include: • Continuous communication and coordination with the contractor through regular progress meetings. • Review and routing of project submittals and RFIs. Prepare project pay estimates and maintain records associated with the project's federal funding requirements. Accept work performed or, if work is rejected, work with contractor to correct construction errors. Prepare and approve Contract Change Orders. • Provide claims management. COASTLAND • Monitor permit and environmental compliance. • Confirm labor compliance. • Develop a project punch list and make recommendations for project acceptance. • Prepare As -Built plans. • Maintain an up-to-date construction file containing all records associated with the construction of the project. TASK 8 — COST AND SCHEDULE MANAGEMENT Coastland I DCCM will continually review the construction progress and perform field measurements and quantity calculations. Each month, Coastland I DCCM will provide accurate calculations for all work items completed and accepted to provide progress payment recommendations to the City. Coastland I DCCM will review the contractor's progress pay estimate request and schedule of values to assess if they are reasonable, and will compare this to the field measurements and quantity calculations. We will continually monitor project costs and keep the City informed regularly. Coastland I DCCM will review the contractor's construction schedule for accuracy, reasonableness, and will verify that it meets the project schedule, order of work, and contract requirements. Progress schedules will be reviewed weekly to ensure the contractor is meeting the critical dates. If the contractor fails to meet critical dates, it will immediately be brought to his attention and remedies to get back on schedule will be accomplished. Schedule updates may be required once a month or more. We will negotiate any time extensions for the contractor due to change orders, weather, or other delays. Coastland I DCCM will also maintain an as -built progress schedule. TASK 9 - PUBLIC RELATIONS AND NOTIFICATIONS Coastland I DCCM will ensure every effort is made to keep residents and businesses informed of construction progress and minimize disruptions due to limited access and excessive noise. Our Construction Manager will proactively meet with property owners prior to and during construction to address any concerns from those affected by the project. We will monitor traffic control and flagging procedures to ensure construction proceeds smoothly and public impact is minimized. There may be traffic delays during peak traffic periods. Accordingly, we will keep all residents and businesses informed on construction status and impacts through the use of message boards and notification letters. Our Construction Manager will also make introductions to the affected properties and provide his 24-hour contact phone number as appropriate. Coastland I DCCM will ensure that Contractor provides advanced notice to residents and businesses, as required by the specifications, regarding roadwork and lane closures. Coastland I DCCM will log and respond to questions and concerns from the public in a timely manner and will record the contractor's activities as they relate to public safety and public convenience. Additionally, our inspector will accurately document pre -construction conditions with a photo log to verify the project area is restored to its original form following construction. TASK 10 — POST -CONSTRUCTION MEETING Following completion of the work, Coastland I DCCM will organize and conduct the post -construction meeting. The meeting will document all requirements necessary for final closeout and payment, and confirm all contract obligations have been met. Recommendations for improvement will be made and incorporated into future projects. The results of the meeting will be summarized in meeting minutes. COASTLAND TASK 11 — PROJECT CLOSEOUT Coastland I DCCM will verify completion of punch list items, issue notice of completion, prepare recommendations for final acceptance of the project, review as-builts for accuracy and completeness, prepare and recommend final payment, and transmit all construction documentation to the City. At the completion of the project, we will provide the City with the following: ■ All contract files and records (hard & electronic files) ■ Annotated journal of photos and CD of digital photos ■ As -built project schedule OPTIONAL TASKS If requested by the City, conflict resolution & claim management can be added under an amendment on a Time & Materials basis. SCHEDULE We understand that proper construction management is a priority for the City. Work is anticipated to commence in September 2023 and upon receipt of the Notice to Proceed and is expected to continue for 150 days. WORK ESTIMATE Based on the Scope of Work outlined in our proposal, we have prepared a comprehensive budget that identifies staffing rates, total hours and costs per task and direct expenses. Inspector rates are in compliance with current California General Prevailing Wage Rate Determinations. We propose to provide our services on a time -and -materials basis with a not -to -exceed amount. Our proposal is based on a project duration of 150 working days and part-time construction management as outlined in our work estimate. We propose to provide full-time inspection at 40 hours per week and estimate inspector overtime at 130 hours for typical overrun. Our proposal also includes factors such as attending meetings, project closeout and vehicle costs. Based on these items, we estimate the not -to -exceed fee to be $362,535 (see attached Work Estimate). If the contract time extends beyond 150 working days, or the scope or level of services change, our costs may also increase. Similarly, if the contract time is reduced, charges will decrease accordingly. This estimate has been created to show the overall cost for comprehensive Construction Management and Inspection services on the project. We welcome the opportunity to speak with you regarding the scope of services. Please feel free to contact us if you have any questions or concerns regarding this estimate. COASTLAND Coastland I DCCM maintains a current DI registration number (1000927467, exp. 6/30/2023). We greatly appreciate the opportunity to serve the City of Burlingame. Please let me know if you have questions. Sincerely, COASTLAND I DCCM CIVIL ENGINEERING, INC. John Wanger, PE CEO Mike Janet Construction Department Manager COABTLANO 1�5 WORK ESTIMATE Burlingame Park Subdivision Water Main Replacement PROPOSAL FOR CONSTRUCTION MANAGEMENT & INSPECTION SERVICES Cityof Burlingame Task No. Task Information Constructi°O Manager/RE Inspector Inspector oT Admin Direct Costs Total Hours Total Costs Comments $185 $160 $240 $100 1 Pre -Construction Meeting 4 4 111111111 8 $1,380 Agendas/conduct meeting 2 Slte Visit & Documentation 4 24 28 $4,580 Constructability Job walk / pholos/Meet with City 3 Project Start -Up 8 6 1 15 $2,540 Assemble filing / CM program 4 Daily Field Inspections & Documentation 866 866 $138,560 Based on 150 working days of field work 5 Progress Meetings & Coordination 90 60 150 $26,250 Assume attendance @ 30 milts 6 Status Reports & Documentation 50 50 1 101 $17,350 ReNew progress/documentabon 6a Reports 50 50 1 101 $17,350 Status/Daily updates to City 66 I Submittal Management 50 10 60 $10,850 Based on 25 Submittals 6c Requests For Information 60 20 1 81 $14,400 Based on 40 RFI's 6d Change Order Management 20 10 30 $5,300 Based on 5 change orders 7 Construction Management 188 188 $34,780 30 weeks at part time 8 lCost and Schedule Management 32 16 48 $8 480 Based on 8 monthly payrneTt 9 Public Relations & Notifications 24 48 72 $12,120 Notices/meeting/coordination etc 10 Utility Coordination 10 20 30 $5,050 Coordinaton/spot inspection 11 Post Construction Meeting 4 4 8 $1,380 Walk through 12 1 Compaction Testing $0 1 TBD $0 13 Project Closeout 6 12 1 19 $3,130 As-buills/files Photographs & video $125 $125 Vehicle/Equipment expenses $27,710 $27,710 1,630 hours x$17/hr-$25,840 Total Hours 600 1,200 130 5 1,935 Subtotal $111,000 $192,000 $31,200 $500 $27,835 1 $362,535 Project Total $111,000 $192,000 1 $31,200 $500 1 $27,835 $362, 535 NOTES: Coastland I DCCM reserves the right to adjust estimated hours should the Contractor schedule additional crews or overtime work. 1 Based on 150 working days. 2 Based on full time inspection at 40 hours per week for one inspector, and 130 hours of overtime for Inspection. 3 Based on part time construction management based on 20 hours per week. 3 Based on an estimated number of RFI's, change orders and submittals shown above. COASTLANO OCC&I.. 11 PROJECT LOCATION MAP BURLINGAME PARK SUBDIVSION WATER MAIN REPLACEMENT PROJECT CITY PROJECT NO. 84892 CITY OF HILLSBOROUGH 0 Burlingame Park Subdivision City Limits MP��G SPA � of File: H:\140-Burlingame\140 GENERAL\Park Project Phase Map. -2 '04:44:12 PM 13V�businger G17V G STAFF REPORT "I' To: Honorable Mayor and City Council Date: June 20, 2023 AGENDA NO: 10e MEETING DATE: June 20. 2023 From: Syed Murtuza, Director of Public Works — (650) 558-7230 Mahesh Yedluri, Senior Civil Engineer — (650) 558-7238 Subject: Adoption of a Resolution to Apply for the California Energy Commission (CEC) Energy Efficiency Conservation Assistance Act (ECAA) One Percent Interest (1.0%) Loan Program for the Solar Panels Installation Project at Various Facilities, and Authorizing the City Manager to Execute the Application; CEQA Determination: Exempt Pursuant to State CEQA Guidelines Sections 15301, 15378 RECOMMENDATION Staff recommends that the City Council adopt the attached resolution authorizing the City Manager or the City Manager's designee to execute and submit a California Energy Commission (CEC) Energy Conservation Assistance Act (ECAA) One Percent Interest (1.0%) Loan Program Application and all required supporting documentation on behalf of the City for the design and construction of energy efficiency and solar renewable energy generation systems at the Wastewater Treatment Facility, Donnelly Parking Garage (Main Library), Highland Parking Garage, Public Works Corporation Yard, and the Community Center, and execute CEC ECAA loan documentation agreements, and any necessary amendments with the CEC. BACKGROUND Electric costs over the last 30 years have averaged over a ten percent (10%+) increase annually in Pacific Gas & Electric (PG&E) serviced areas. The California Public Utilities Commission (CPUC) voted in December 2022 to sunset the Net Energy Metering (NEM) v2.0 Program, which offers high bill credits for solar produced onsite and exported to the utility grid through a bi- directional electric meter. The Net Energy Metering v2.0 Program sunsetted on April 15, 2023. With assistance from an outside consulting firm, staff has been working to develop a project to install solar panels at various City facilities, and get the City grandfathered into the Net Energy Metering (NEM) v2.0 Program. The preliminary scope of the project consists of undertaking various energy efficiency and renewable energy generation measures, such as solar panels and batteries, that will help the City reduce utility costs in the future, while also funding some facility improvements with respect to new LED lighting, HVAC replacements, and roof restorations at the 1 Resolution to Apply for the CEC Energy Conservation Assistance Act June 20, 2023 One Percent Interest (1.05/o) Loan Program Public Works Corp Yard, Wastewater Treatment Plant, Donnelly Parking Garage, Highland Parking Garage, and the Community Center. The CEC's ECAA offers one percent interest (1.0%) rate loans to public entities and California Native American Tribes. The CEC ECCA loans finance energy efficiency and renewable energy generation projects, energy storage systems, and electric vehicle charging infrastructure. The CEC ECAA loan is the first step in the funding strategy for the measures identified through an initial energy efficiency analysis. In summary, if approved and implemented, the project will be completely paid for through avoided PG&E utility costs and mostly financed through grants, rebates, incentives, and custom-tailored financing that includes the CEC ECAA One Percent Interest Loan Program. The project will result in significant savings to the City, while also upgrading some aging infrastructure without requiring capital outlay from the City. DISCUSSION Staff has performed preliminary investigations of the City -owned facilities identified above for energy conservation, cost reduction, and renewable energy generation solutions. The feasibility study and cost estimates are still being developed and will be presented to the City Council upon completion of the work. The current planning level estimate to complete the design and construction of the project is approximately $7.5 million. The estimate includes design, construction, construction management, engineering support during construction, and environmental support during design and construction. To implement the construction of this project, staff is pursuing a CEC loan in the amount of $3 million. The CEC loan has a one percent interest rate, and has a maximum limit of $3 million. Staff plans to cover the rest of the project costs through a combination of federal, state, and/or local grants available for such projects, and City funds as needed. The CEC loan approval is on a first -come, first -served basis. Therefore, staff is planning to apply for the loan at the earliest possible time. Several steps in the loan process will require Council action, including approval of the final loan amount and other related documents, and staff will return to the City Council accordingly. To finalize the CEC loan application, City Council adoption of the attached resolution is required. The adoption of the attached resolution will authorize the City Manager or the City Manager's designee to apply for a CEC loan for design, construction, and related costs for the Solar Installation Project under PGE's NEM 2.0 Program. The resolution also authorizes the City Manager or the City Manager's designee, to execute CEC loan financial assistance agreements and any amendments with the CEC. The CEC financial assistance agreements do not obligate the City to borrow the funding. 2 Resolution to Apply for the CEC Energy Conservation Assistance Act June 20, 2023 One Percent Interest (1.05/o) Loan Program The City finds that the proposed project is exempt under Guidelines of Title 14 California Code of Regulations, Sections 15260 and 15300 because the project consists of alterations to the existing public structures and/or facilities involving negligible or no expansion of use. For the Wastewater Treatment Plant, the City may need to perform additional studies to comply with CEQA requirements, and staff is committed to performing these studies as part of the project development and upon authorization of funds. Staff anticipates the following preliminary schedule for the CEC ECAA loan application process for this project: • Council adoption of the Authorization Resolution: June 20, 2023. • Deadline for the CEC ECAA Loan Application for next round of funding: June 30, 2023. • Determination of final loan amount: July 17, 2023 • Council approval of the final loan amount: August 21, 2023. FISCAL IMPACT There are no financial impacts associated with the adoption of this resolution. The funding is limited, and is on a first -come, first -served basis. With the recent changes in the Net Energy Metering Program, the appeal of the CEC loan has increased significantly. There is no cost to apply, and there are no penalties to withdraw an application. Applying for the CEC ECAA loan does not obligate the City to proceed with the project. Exhibit: • Resolution 3 RESOLUTION NO. RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING AND AUTHORIZING THE CITY MANAGER TO APPLY FOR AND EXECUTE AN ENERGY EFFICIENCY LOAN FROM THE CALIFORNIA ENERGY COMMISSION FOR FUNDING THE SOLAR PANELS INSTALLATION PROJECT WITHIN THE CITY; CEQA DETERMINATION: EXEMPT PURSUANT TO STATE CEQA GUIDELINES SECTIONS 15301, 15378 WHEREAS, the City of Burlingame (City) desires to seek a California Energy Commission loan to provide solar power to the City's Wastewater Treatment Plant, Highland Parking Garage, Donnelly Parking Garage (Main Library), and the Public Works Corporation Yard; and WHEREAS, the California Energy Commission provides loans to schools, hospitals, local governments, special districts, and public care institutions to finance energy efficiency improvements; and WHEREAS, the City Council is required to authorize this resolution before applying for a loan with the California Energy Commission. NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BURLINGAME RESOLVES AND ORDERS the following: 1. Authorizes the City to apply for an energy efficiency loan from the California Energy Commission to implement energy efficiency measures. 2. Understands that the project follows the California Environmental Quality Act (CEQA), the City finds that much of the project is exempt under Guidelines of Title 14 California Code of Regulations sections 15301 because the project consists of alterations to the existing public structures and/or facilities involving negligible or no expansion of use. For the wastewater treatment plant, the City may need to perform additional studies to comply with CEQA requirements and the City is committed to perform these studies and meet CEQA requirements. In the alternative, this resolution is exempt pursuant to section 15378 because it is not a "project." 3. If recommended for funding by the California Energy Commission, the City Council authorizes the City to accept a loan amount up to $3,000,000. 4. The amount of the loan will be paid in full, plus interest, under the terms and conditions of the Loan Agreement and Promissory Note of the California Energy Commission. 5. The City Manager or the City Manager's designee is hereby authorized to execute on behalf of the City all necessary documents to implement and carry out the purpose of this resolution and to take all actions necessary to fulfill the purpose of this Resolution. Michael Brownrigg, Mayor I, Meaghan Hassel Shearer, City Clerk of the City of Burlingame, do hereby certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 20th day of June, 2023, and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Meaghan Hassel -Shearer, City Clerk BURLiNGAME STAFF REPORT To: Honorable Mayor and City Council Date: June 20, 2023 AGENDA NO: 10f MEETING DATE: June 20, 2023 From: Syed Murtuza, Director of Public Works — (650) 558-7230 Art Morimoto, Assistant Director of Public Works — (650) 558-7230 Subject: Adoption of a Resolution Approving a Professional Services Agreement with SCS Engineers for Engineering and Regulatory Compliance Services Related to the Closed Burlingame Landfill in the Amount of $205,600 and Authorizing the City Manager to Execute the Agreement RECOMMENDATION Staff recommends that the City Council adopt the attached resolution approving a professional services agreement with SCS Engineers for engineering and regulatory compliance services related to the closed Burlingame Landfill in the amount of $205,600 and authorizing the City Manager to execute the same. BACKGROUND The closed Burlingame Landfill encompasses approximately 50 acres of land and is part of a larger 91-acre tract owned by the City. The landfill was closed over the period from 1995 through 1999. Closure construction activities included final grading and placement of a low -permeability soil cover and drainage systems, and installation of a landfill gas (LFG) system commonly referred to as a Gas Collection and Control System (GCCS). The landfill currently houses multiple amenities including a clubhouse/restaurant, soccer field, baseball field, dog park, pedestrian pathways, and an asphalt parking lot. Other facilities outside of the closed landfill on the City's 91-acre tract include the City's Bayside Park and Wastewater Treatment Facility (see the attached site plan for location of the landfill site). The site is currently undergoing regulatory approval for development of a Topgolf facility, which will replace the existing golf driving range. The GCCS consists of 18 vertical extraction wells, 13 horizontal collectors, seven perimeter migration monitoring probes, 12 condensate drain traps, nine building methane gas sensors (installed at the City recreational facility buildings), two passive migration vents, one flare, and appurtenant electrical panel and controls. The installation of three new perimeter probes is anticipated in 2023. A carbon canister is used as back-up for the LFG treatment if needed during flare down -time for scheduled or non-scheduled maintenance. The City is also responsible for calibration and testing of an automated methane gas detector system installed at the adjacent Crowne Plaza Hotel, which consists of six sensors. 1 Professional Services Agreement with SCS Engineers for Engineering and June 20, 2023 Regulatory Compliance Services for the Closed Burlingame Landfill The water quality monitoring system consists of eight monitoring wells completed into the upper sand unit around the site; two wells completed into the waste unit; one leachate line manhole sampling point; and two surface water sampling points. Water quality monitoring points are sampled and analyzed either semi-annually, or annually. Water level elevations are measured at selected points on a semi-annually basis. DISCUSSION In July 2017, the City selected SCS Engineers through a Request for Proposals (RFP) process to provide all landfill gas and groundwater monitoring regulatory compliance services for a three-year period. SCS Engineers has been successfully providing landfill GCCS monitoring and reporting services to the City for over 20 years and has a high degree of understanding of the overall requirements of the Burlingame Landfill. In addition, SCS Engineers has been one of the top firms assisting agencies statewide on landfill regulatory issues. Staff extended the SCS contract for the past three years and seeks to extend the contract for an additional year. SCS has been working with the City and Topgolf on submitting plans to regulatory agencies for review and permitting of the site with the proposed Topgolf development. SCS's continued involvement in the approval process is essential given their historical knowledge of the site and the proposed development. Staff has negotiated the attached scope of professional services with SCS Engineers in the amount of $205,600. The following are the key elements of the scope of services: • Task 1 — Routine monthly/quarterly LFG system O&M/reporting. • Task 2 — Bay Area Air Quality Management District (BAAQMD) Rule 8-34 and Landfill Methane Rule (LMR) annual compliance reporting. • Task 3 — Non -routine investigations, testing, and repair/emergency support services. • Task 4 — Non -routine engineering and permit support services. • Task 5 — Combustible gas detection system calibration, Crowne Plaza Hotel and City Rec. Facilities. • Task 6 — California Air Resources Board (CARB) AB 32 methane emissions monitoring. • Task 7 — Water quality monitoring, sampling, and analysis as required by the San Francisco Regional Water Quality Control Board (RWQCB). • Task 8 — Semi-annual compliance reporting to RWQCB San Francisco Region. Included in this proposal are items that make up a portion of the increased fees compared to last year due to new Waste Discharge Requirements (WDRs) that became effective in May 2023. Additional analytical costs and a Long -Term Flood Protection Plan are the result of the new WDRs. Also, installation of three new LFG perimeter probes including permitting, drilling, and surveying is a current County/CalRecycle requirement that is being addressed as part of the professional 2 Professional Services Agreement with SCS Engineers for Engineering and June 20, 2023 Regulatory Compliance Services for the Closed Burlingame Landfill services scope of work. These items, estimated at $54K, are not annual requirements and will be significantly less in future budgets. This scope is independent of the Topgolf project. Any changes to regulatory requirements resulting from the development will be amended at that time. FISCAL IMPACT The estimated costs for services: Professional Services $205,600 Contingency (10%) $20,560 Total $226,160 The adopted fiscal year 2023-24 budget includes $173,040 for contractual services in the Landfill Enterprise Fund. Staff will request an additional appropriation of $53,120 during the mid -year budget process. Exhibits: • Resolution • Professional Services Agreement • Site Map 3 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH SCS ENGINEERS FOR ENGINEERING AND REGULATORY COMPLIANCE SERVICES RELATED TO THE CLOSED BURLINGAME LANDFILL IN THE AMOUNT OF $205,600 AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT WHEREAS, the closed Burlingame Landfill encompasses approximately 50 acres of land and is part of a larger 91-acre tract owned by the City; and WHEREAS, the landfill was closed over the period from 1995 through 1999, and closure construction activities included final grading and placement of a low -permeability soil cover and drainage systems, and installation of a landfill gas (LFG) system commonly referred to as a Gas Collection and Control System (GCCS); and WHEREAS, in July 2017, the City selected SCS Engineers through a Request for Proposals (RFP) process to provide all landfill gas and groundwater monitoring regulatory compliance services for a three-year period; and WHEREAS, SCS Engineers has been successfully providing landfill GCCS monitoring and reporting services to the City for over 20 years, has a high degree of understanding of the overall requirements of the Burlingame Landfill, and has been one of the top firms assisting agencies statewide on landfill regulatory issues; and WHEREAS, staff extended the SCS contract for the past three years, and recommends extending the contract for an additional year as their historical knowledge of the site is essential to coordinate modifications to the landfill in light of the proposed Topgolf development, and assist the City in coordinating with regulatory agencies; and WHEREAS, staff has negotiated a scope of engineering services with SCS Engineers in the amount of $205,600. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Burlingame, California, which finds and orders as follows: 1. The public interest and convenience require execution of the agreement cited in the title above and attached hereto. 2. The City Manager is authorized to sign the agreement. 3. The City Clerk is instructed to attest such signature. Michael Brownrigg, Mayor I, Meaghan Hassel Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 201" day of June 2023 and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Meaghan Hassel -Shearer, City Clerk AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES WITH SCS ENGINEERS FOR REGULATORY COMPLIANCE SERVICES BURLINGAME LANDFILL FY 2023-2024 THIS AGREEMENT is entered into this day of )2023, by and between the City of Burlingame, State of California, herein called the "City", and SCS Engineers engaged in providing Professional Regulatory Compliance Services herein called the "Consultant". RECITALS A. The City is considering conducting activities for consultant engineering services for regulatory compliance services for the Burlingame Landfill. B. The City desires to engage a professional engineering consultant to provide regulatory compliance services because of Consultant's experience and qualifications to perform the desired work, described in Exhibit A. C. The Consultant represents and affirms that it is qualified and willing to perform the desired work pursuant to this Agreement. AGREEMENTS NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 1. Scope of Services. The Consultant shall provide professional engineering services such as landfill post -closure operation, monitoring maintenance, engineering, water quality monitoring, sampling, analysis, reporting and regulatory compliance support services for the landfill gas collection, flare, and monitoring systems at Burlingame Landfill, Bayside Park, and Crowne Plaza Hotel, and as detailed in "Scope of Services" of the attached Exhibit A of this agreement. 2. Time of Performance. The services of the Consultant are to commence upon the execution of this Agreement with completion of all work by June 30. 2024. 3. Compliance with Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Consultant represents and warrants to City that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Page 1 of 8 Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession. Consultant shall maintain a City of Burlingame business license. 4. Sole Responsibility. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement. 5. Information/Report Handling. All documents furnished to Consultant by the City and all reports and supportive data prepared by the Consultant under this Agreement are the City's property and shall be delivered to the City upon the completion of Consultant's services or at the City's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the City to the public, and the Consultant shall not make any of these documents or information available to any individual or organization not employed by the Consultant or the City without the written consent of the City before such release. The City acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and City's use of the information contained in the reports prepared by the Consultant in connection with other projects shall be solely at City's risk, unless Consultant expressly consents to such use in writing. City further agrees that it will not appropriate any methodology or technique of Consultant which is and has been confirmed in writing by Consultant to be a trade secret of Consultant. 6. Compensation. Compensation for Consultant's professional services shall not exceed 205 600; and payment shall be based upon City approval of each task. Billing shall include current period and cumulative expenditures to date and shall be accompanied by a detailed explanation of the work performed by whom at what rate and on what date. Also, plans, specifications, documents or other pertinent materials shall be submitted for City review, even if only in partial or draft form. 7. Availability of Records. Consultant shall maintain the records supporting this billing for not less than three (3) years following completion of the work under this Agreement. Consultant shall make these records available to authorized personnel of the City at the Consultant's offices during business hours upon written request of the City. Page 2 of 8 8. Project Manager. The Project Manager for the Consultant for the work under this Agreement shall be Ted Sison, Senior Project Manager. 9. Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant. No portion of these services shall be assigned or subcontracted without the written consent of the City. 10. Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to: To City: Art Morimoto, Assistant Director of Public Works City of Burlingame 501 Primrose Road Burlingame, CA 94010 To Consultant: Ted Sison, Senior Project Manager SCS Engineers 4683 Chabot Drive, Suite 200 Pleasanton, CA 94566 or personally delivered to Consultant to such address or such other address as Consultant designates in writing to City. 11. Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the City. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to City employee(s). With prior written consent, the Consultant may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Consultant agrees to testify in any litigation brought regarding the subject of the work to be performed under this Agreement. Consultant shall be compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Consultant or is based on allegations of Consultant's negligent performance or wrongdoing. Page 3 of 8 12. Conflict of Interest. Consultant understands that its professional responsibilities is solely to the City. The Consultant has and shall not obtain any holding or interest within the City of Burlingame. Consultant has no business holdings or agreements with any individual member of the Staff or management of the City or its representatives nor shall it enter into any such holdings or agreements. In addition, Consultant warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the City in the subject of this Agreement, and it shall immediately disassociate itself from such an interest should it discover it has done so and shall, at the City's sole discretion, divest itself of such interest. Consultant shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify City of this employment relationship, and shall, at the City's sole discretion, sever any such employment relationship. 13. Equal Employment Opportunity. Consultant warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. Neither Consultant nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act. 14. Insurance. A. Minimum Scope of Insurance: Consultant agrees to have and maintain, for the duration of the contract, General Liability insurance policies insuring him/her and his/her firm to an amount not less than: One million dollars ($1,000,000) combined single limit per occurrence and two million dollars ($2,000,000) aggregate for bodily injury, personal injury and property damage in a form at least as broad as ISO Occurrence Form CG 0001. ii. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her Page 4 of 8 and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage. iii. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than two million dollars ($2,000,000) each claim/aggregate sufficient to insure Consultant for professional errors or omissions in the performance of the particular scope of work under this agreement. iv. Any deductibles or self -insured retentions must be declared to and approved by the City. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects the City, its officers, officials, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. B. General and Automobile Liability Policies: The City, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of Consultant, premises owned or used by the Consultant. The endorsement providing this additional insured coverage shall be equal to or broader than ISO Form CG 20 10 11 85 and must cover joint negligence, completed operations, and the acts of subcontractors. This requirement does not apply to the professional liability insurance required for professional errors and omissions. ii. The Consultant's insurance coverage shall be endorsed to be primary insurance as respects the City, its officers, officials, employees and volunteers. Any insurance or self -insurances maintained by the City, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its officers, officials, employees or volunteers. Page 5 of 8 iv. The Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. C. Workers' Compensation and Employers Liability Coverage: In addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for their respective employees. ii. The insurer shall agree to waive all rights of subrogation against the City of Burlingame, its officers, officials, employees, or volunteers for losses arising from work performed by the Company for the City of Burlingame. D. All Coverages: Each insurance policy required in this item shall be endorsed to state that coverage shall not be canceled except after thirty (30) days' prior written notice by mail, has been given to the City (10 days for non-payment of premium). Current certification of such insurance shall be kept on file at all times during the term of this agreement with the City Clerk. E. Acceptability of Insurers: Insurance is to be placed with insurers with a Best's rating of no less than A-:VII and authorized to do business in the State of California. F. Verification of Coverage: Upon execution of this Agreement, Contractor shall furnish the City with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be on forms approved by the City. All certificates and endorsements are to be received and approved by the City before any work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 15. Indemnification. To the fullest extent permitted by law, Consultant shall save, keep and hold harmless indemnify and defend the City, its officers, employees, authorized agents and volunteers from all damages, liabilities, penalties, costs, or Page 6 of 8 expenses in law or equity, including but not limited to attorneys' fees, that may at any time arise, result from, relate to, or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or willful misconduct of Consultant, or any of the Consultant's officers, employees, or agents or any subconsultant. This provision shall not apply if the damage or injury is caused by the sole negligence, active negligence, or willful misconduct of the City, its officers, agents, employees, or volunteers. 16. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement. 17. Governing Law. This Agreement, regardless of where executed, shall be governed by and construed under the laws of the State of California. Venue for any action regarding this Agreement shall be in the Superior Court of the County of San Mateo. 18. Termination of Agreement. The City and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen (15) days written notice of termination. In the event of termination, the Consultant shall deliver to the City all plans, files, documents, reports, performed to date by the Consultant. In the event of such termination, City shall pay Consultant an amount that bears the same ratio to the maximum contract price as the work delivered to the City bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination. 19. Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the City and the Consultant. 20. Entire Agreement. This Agreement constitutes the complete and exclusive statement of the Agreement between the City and Consultant. No terms, conditions, understandings or agreements purporting to modify or vary this Page 7 of 8 Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party. IN WITNESS WHEREOF, the City and Consultant have executed this Agreement as of the date indicated on page one (1). City of Burlingame By Syed Murtuza Public Works Director Approved as to form: City Attorney — Michael Guina ATTEST: City Clerk - Meaghan Hassel -Shearer "Consultant" By SCS Engineers Print Name: Title: Page 8 of 8 Exhibit A Environmental Consultants & Contractors June 7, 2023 File No. 01201235.15 Mr. Art Morimoto City of Burlingame Department of Public Works 501 Primrose Road Burlingame, California 94010 Subject: Agreement for Professional Engineering and Regulatory Compliance Services, Burlingame Landfill, Burlingame, California Dear Art: This letter confirms our interest in extending the term of the subject agreement between SCS Engineers (SCS) and the City, dated July 11, 2017. The new agreement term would extend for one year, from July 1, 2023 through June 30, 2024. We understand the City will issue formal authorization via a new purchase order. SCS will provide landfill post -closure operation, monitoring, engineering and regulatory compliance support services for the Burlingame Landfill. Specific activities and task budgets will be as described in the attached Scope of Work (intended to serve as "Exhibit A" to the contract). The overall proposed budget amount is $205,600. Budget set -asides for non -routine investigations and engineering support (Tasks 3 and 4) are based on current budgets established by the City, with additional non -routine costs added. Included in this Proposal are three items listed below that make up a significant portion of our increased fees compared to last year. Items 1 and 3 are a direct results of new Waste Discharge Requirements (WDRs) thatjust became effective May 2023. Item 2 is a current LEA/CalRecycle requirement. Items 1 and 2 will NOT be included in next year's budget, and item 3 will be reduced following the 5-year constituents of concern (COC) sampling event (new requirement) to be performed in February 2024. Items 1 and 2 are included in the Task 4 budget and item 3 is included in the Task 8 budget (attached as Exhibit A). 1. Long -Term Flood Protection Plan (roughly $7K). 2. Installation of 3 new LFG perimeter probes including permitting, drilling and surveying (roughly $25K). 3. Additional analytical costs associated with new WDRs ($22K+ alone due to additional required lab tests including 5-year COC event during first quarter of 2024). These items will be billed on a Time and Materials (T&M) basis. Next year's budget shall be reduced as discussed. Other task amounts have increased from Fiscal Year 2022-2023 in the current contract to account for other additional requirements, cost of living, equipment and fuel rate increases. 4683 Chabot Drive, Suite 200, Pleasanton, CA 94588 1 925-426-4003 Mr. Art Morimoto June 7, 2023 Page 2 SCS appreciates this opportunity to be of continued service to the City of Burlingame. If you have any questions, do not hesitate to contact us. Sincerely, Maura Dougherty, PE Project Director SCS Engineers (925) 922-5086 Attachments: Exhibit A - Cost Estimate Exhibit B - Scope of Work Ted Sison Senior Project Manager SCS Engineers (925) 413-5813 Tony Svorinich Vice President/Principal SCS Engineers (209) 345-2780 Mr. Art Morimoto June 7, 2023 Page 3 Exhibit A - Cost Estimate Table 1. Budget Estimate Professional Regulatory Compliance Services Closed Burlingame Landfill, Burlingame, California Contract term one year: July 1, 2023 through June 30, 2024 5/18/2023 LFG Control System Operation, Maint & Monitoring, and Engineering (AQMD, Title 27 and AB 32) 1 Routine Monthly/Quarterly LFG System O&M and Reporting $ 40,200 FF 2 Bay Area AQMD Rule 34 and Landfill Methane Rule (LMR) Annual Reporting $ 9,100 FF 3 Non -Routine Investigations, Testing, and Repair/Emergency Support Services $ 16,500 T&M 4 Non -Routine Engineering and Permit Support Services $ 66,600 T&M 5 Combustible Gas Detection System Calibration, Crowne Plaza and City Rec Facilities $ 6,400 FF 6 LMR Methane Emissions Testing $ 5,700 T&M 7 LMR Methane Destruction Efficiency Testing (OPTIONAL - $8,300) $ - T&M Subtotal 1-6 $ 144,500 Water Quality Monitoring & Reporting (WDR Requirements) 8 Water Quality Monitoring Sampling and Analyses $ 42,000 T&M 9 Semi -Annual Compliance Reporting to RWQCB $ 19,100 T&M Subtotal 7-8 $ 61,100 Annual Total: $ 205,600 1 Notes: NTE = Not to exceed amount FF = Fixed fee, percent complete billing T&M = Time and materials billing = Task 4 budget estimate includes the following NEW items: (1) new probe installations (1 time cost of roughly $25K) and (2) Long Term Flood Protection Plan (new 5 year requirement - roughly $7K). Each is requirement per new Waste Discharge Requirements (WDRs) that only became effective May 2023. Both will not be inlcuded in next years budget. = Task 8 budget estimate includes increased analytical costs (over $22K over previous) per new WDR requirements. This will be reduced next year following 5-year COC event in February 2024. Mr. Art Morimoto June 7, 2023 Page 4 Exhibit B - Scope of Work EXHIBIT A - SCOPE OF WORK OPERATION, MONITORING MAINTENANCE, ENGINEERING AND REGULATORY COMPLIANCE SERVICES, CLOSED BURLINGAME LANDFILL, CITY OF BURLINGAME, CALIFORNIA SCOPE OF SERVICES INTRODUCTION SCS Engineers (SCS) will provide operation, monitoring, maintenance (0&M), engineering, and regulatory compliance support services for the landfill gas (LFG) collection, flare, and monitoring systems at the Closed Burlingame Landfill, Bayside Park, and adjacent Crowne Plaza Hotel. In addition, SCS will provide water quality monitoring, sampling, analysis and reporting as required by the San Francisco Regional Water Quality Control Board or RWQCB in accordance with the new Waste Discharge Requirements (WDRs) Order No. R2-2023-0005 dated May 2023. Work will be for a one-year contract term extending July 1, 2023, through June 30, 2024, and includes the following tasks: • Task 1 - Routine Monthly/Quarterly LFG System O&M/Reporting. • Task 2 - Bay Area Air Quality Management District or BAAQMD Rule 8-34 and Landfill Methane Rule or LMR Annual Compliance Reporting. • Task 3 - Non -Routine Investigations, Testing, and Repair/Emergency Support Services. • Task 4 - Non -Routine Engineering and Permit Support Services. • Task 5 - Combustible Gas Detection System Calibration, Crowne Plaza Hotel. • Task 6 - California Air Resources Board or CARB AB 32 Methane Emissions Monitoring. • Task 7 - Water Quality Monitoring, Sampling and Analysis as required by the RWQCB. • Task 8 - Semi -Annual Compliance Reporting to RWQCB. SCOPE OF WORK Task 1 - Routine Weekly/Monthly/Quarterly LFG System O&M and Reporting SCS will implement the following bi-weekly/monthly/quarterly operation, monitoring and reporting program. Operation and monitoring will be accomplished via the following: Operation/Monitoring Bi-Weekly In order to maintain compliance with the revised permit to allow less -than -continuous collection/flare system operation, twice per month, the Blower/Flare Station (BFS) will be monitored. Data will be collected, recorded and stored in the SCSeTools® Data Management System for the following: • Date, time, and monitoring personnel. www.scsenaineers.com A-1 • Meteorological conditions (i.e. wind velocity, barometric pressure, ambient temperature, weather conditions, etc.). • Extraction blower operating inlet/outlet temperatures and pressures. • Methane, oxygen, carbon dioxide, and balance gas concentrations at flare inlet. • Flare exit gas temperature. • LFG flow rate to flare. • Flare combustion louver and flow control valve positions. • Flow meter reading to carbon vent systems. • Flare operational hours and cumulative total from the previous week will be obtained from the plant operations staff as required for submission to the BAAQMD in the annual report. Monthly • Once each month, the LFG extraction wells, two passive methane riser vents and BFS total flow will be monitored and adjusted as required to help control LFG migration, surface emissions, odors and to help meet specific site permit and regulatory agency requirements and conditions. In addition to the parameters below, SCS will document testing protocols and instrumentation calibration. Each extraction well will be tested, data collected, recorded and stored in the SCSeTools® Data Management System for the following: o Date, time, and monitoring personnel. o LFG temperature (where applicable). o Wellhead vacuum. o LFG flow (where applicable). o Methane, oxygen, carbon dioxide, and balance gas concentrations. • Once each month, the operation of LFG control system blowers, flame arresters, flares (including burner heads), well field, and strip chart recorders will be observed and checked for the following: o Proper operation. o Accessibility. o Vandalism. o Malfunctions. o Leaks. • Once each month, SCS will perform landfill surface and side slope integrity inspections and record observations as required by the BAAQMD. Quarterly • Once each quarter, on -site perimeter gas migration monitoring probes and passive vents will be tested in accordance with Title 27 of the California Code of Regulations (CCR). In addition to the parameters below, SCS will document testing protocols and instrumentation calibration. Data will be collected, recorded, and stored in the SCSeTools® Data Management System for the following: www.scsenaineers.com A-2 o Date, time, and monitoring personnel. o Meteorological conditions (i.e., wind velocity, barometric pressure, ambient temperature, weather conditions, etc.). o Relative pressure. o Methane, oxygen, carbon dioxide, and balance gas concentrations. • Once each quarter, the structures located in the Bayside Park area will be tested in accordance with 27 CCR requirements. In addition to the parameters below, SCS will document testing protocols and instrumentation calibration. Data will be collected, recorded, and stored in the SCSeTools® Data Management System for the following: o Date, time, and monitoring personnel. o Meteorological conditions (i.e., wind velocity, barometric pressure, ambient temperature, weather conditions, etc.). o Methane and oxygen gas concentrations. • Once each quarter, calibrate and adjust the nine (9) SafeTNet Type 100 (or equivalent) methane gas building sensors in accordance with the manufacturers' specifications. These sensors are located in the Golf Center clubhouse and baseball diamond scorekeeper's booth. In addition, to verify building interior compliance, our technician will carry a hand-held gas -detection meter during sensor calibration. Combustible gas readings will be recorded during the course of the sensor calibration activities. • Once each quarter, perform BFS, extraction well, control valve and vault emissions leak testing as required by BAAQMD Rule 8-34. Data will be recorded and submitted with our monthly reports and summarized in the Task 2 Annual Report to the BAAQMD. Additionally, in accordance with the LMR, the maximum allowable limit is now 500 parts per million by volume or ppmv. • Once each quarter, the BFS back-up carbon canister vent system will be tested for volatile organic compound or VOC breakthrough utilizing a photo ionization detector or PID as required in the BAAQMD Permit to Operate or PTO. Reporting • Once each month, SCS will prepare a detailed 0&M report for the City containing the data collected, equipment calibration logs, recommendations and a summary of activities performed on the project during the reporting period. Maintenance repairs and/or system modifications will be recommended as required. If required by the City, SCS will also send a copy of this report to the Burlingame Wastewater Treatment Plant Facility. • Once each quarter, SCS will prepare a report on behalf of the City for submittal to the designated regulatory agency (San Mateo County Department of Environmental Health - Local Enforcement Agency or LEA), containing perimeter probe and building combustible gas sensor calibration data, equipment calibrations logs and a summary of activities performed on the project during the reporting quarter. If required by the City, SCS will also send a copy of this report to the Burlingame Wastewater Treatment Plant Facility. www.scsenaineers.com A-3 Task 2 - BAAQMD Rule 8-34 and LMR Annual Compliance Reporting Annual Rule 8-34 Report SCS will prepare the annual monitoring report as required under Section 411 of BAAQMD Rule 8-34. The report will be developed in the format prescribed by the BAAQMD, and will summarize LFG system operating performance and maintenance records for the reporting period (based on data collected by SCS and/or provided by the City). A draft version of the report will be prepared and submitted to the City for review prior to final submittal to the BAAQMD. The Annual Report is due on December 31 of each year. The Annual Report will contain the following required information: • Operating Records Required by Rule 34, Section 501. o All LFG collection system downtime, including individual well shutdown times, length of time for shutdown, and the reason for the shutdown. All periods greater than five (5) days when the collection system was not operating will be documented. o All LFG control system downtime, length of time for shutdown, and the reason for the shutdown. Description and duration of all periods when the control device was not operating for greater than one (1) hour and the length of time that the device was not operating. o Continuous temperature records (chart recorder information) for flare with a listing of the dates/times when flare temperature went below limit allowed in the Permit to Operate or PTO and any times when temperature gauge was off-line or not operational. o Monthly LFG flow rate readings. o Records of Task 1 quarterly LFG system component leak testing, including monitoring dates, leak concentration if in excess of 500 ppmv, location of leak, date of discovery, the action taken to repair the leak, date of repair, date of any required re - monitoring, and the re -monitored concentration in ppmv. o An estimate of the amount of waste in place at the Burlingame Landfill (based on historic data). o Continuous gas flow rate records chart recorder information) with a listing of the dates/times when flow rate went above limit allowed in the PTO and any times when the flow meter was off-line or not operational. o For monthly wellhead monitoring (temperature, vacuum, and oxygen or nitrogen content), records of all monitoring dates and any excesses of the limits stated in Section 8-34-305 and below (or alternative limits approved in Design Plan), including well identification number, the measured excess, the action taken to repair the excess, and the date of repair, date of any required re -monitoring, and the re - monitored value. o Monthly recording of gauge pressure at all wellheads (all wells must operate under negative pressure conditions). • Calibration information for monitoring equipment used for the various monitoring activities listed above (e.g., FID, GEM-5000 unit, flow meter, temperature gauge, etc.). www.scsenaineers.com A-4 • If applicable, description and duration of all periods when the gas stream was diverted from the control device through a bypass line. • Data upon which the spacing of well and equipment sizing were based. We will utilize information previously provided regarding original LFG system design criteria. • LFG generation rate estimates. • If applicable, provisions for increasing LFG extraction capacity as gas generation increases (not anticipated for the closed Burlingame Landfill). • The provisions for the control of LFG migration (i.e., low -permeability cut-off trenches, deep gas extraction wells, and horizontal collectors at Bayside Park). The Annual Report will be prepared for the period December 1 through November 30, 2023. This is consistent with past reports submitted to the BAAQMD. Annual AB 32 Report An annual report summarizing AB 32 monitoring results will be prepared per agency requirements. The annual report will be suitable for submittal to the CARB and BAAQMD. The Annual Report will include the following information as required: • General site information. • Total volume of LFG collected (reported in standard cubic feet or scf). • Average composition of LFG collected over the reporting period (reported in percent methane and percent carbon dioxide by volume). • Gas control device type, installation, rating, fuel type, and total LFG combusted in each control device. • Date gas control and collection system GCCS installed. • Percent methane destruction efficiency. • Volume and composition of gas shipped off site. • Type and amount of supplemental fuels burned with the LFG. • Recent topographic map. • All required monitoring data. SCS will compile the required data (see list, above) into a report in a format suitable for submittal to the BAAQMD and CARB Executive Officer. SCS will provide a draft of the report to the City for review. This scope included one round of review and revision. After incorporating the City's comments, SCS will finalize for submittal. The Annual LMR Report will be prepared for the calendar period of January 1 through December 31. The annual reporting deadline for the AB 32 LMR is March 15 of each year. SCS will begin work on this task in January 2024, which will allow ample time to resolve any issues that may be identified prior to the March 15, 2024 submittal deadline. www.scsenaineers.com A-5 Task 3 - Non -Routine Investigations, Testing, and Repair/Emergency Support Services Non -routine scheduled maintenance consists of corrective repair or maintenance work identified during routine visits. This work consists of, but is not limited to, items such as repair of broken valves, replacement of torn flex hoses, repair of lateral pipelines, etc. This work is essential for proper system operation; however, it is considered the type of work that can be scheduled to allow for procurement of materials, equipment, scheduling of personnel, etc. Non -routine scheduled maintenance will only be performed subsequent to notification to and authorization from the City. Non -routine unscheduled emergency services include events that could require immediate response; these could include, but will not be limited to: • Call -out by the BFS automatic dialing system. • Clubhouse/scorekeeper building methane gas detection system alarm condition. • Repair of main pipeline breaks (resulting in no gas flow to the BFS). • Odor complaints. • Loss of flare ignition. • Surging vacuum in LFG collection system components. • Call -out related to testing or operation of the combustible gas monitoring system at the Crowne Plaza Hotel (exclusive of scheduled calibration events). • Confirmatory or follow-up LFG monitoring and sampling in response to regulatory requirements. • Repairs to LFG monitoring well probes, sample ports, or vault boxes. • Repairs to groundwater monitoring well monuments. • Follow-up testing in the event AB 32 surface emission or pressurized component pipe component monitoring results exceed regulatory thresholds. Response to the urgent nature of these items is such that they cannot be scheduled; SCS staff would respond to these conditions, as needed, 24 hours per day, 7 days per week. Non -routine unscheduled emergency services will only be performed on a time -and -materials or T&M basis subsequent to notification to and authorization from the City. Costs for one non -routine landfill gas monitoring task, installation of two new gas monitoring sensors within the restroom adjacent to the scorekeeper's box and in the equipment shed at Bayside Park. A letter to the City dated December 16, 2021, the LEA required that the operator identify structures not included in the monitoring report and ensure installation of gas sensors and routine monitoring of the two buildings. The costs for this task have been included in this proposal to accommodate additional work. Costs include installation of the new sensors. These sensors once installed will be added to the quarterly gas monitoring included in Task 5. A cost of $5,000 is included to the on -call budget to address this additional non -routine cost. Task 4 - Non -Routine Engineering and Permit Support Services SCS will provide engineering and regulatory/permit support services on an as -needed basis when requested by the City. Our services may include the following: www.scsenaineers.com A-6 • Consultation regarding landfill post -closure monitoring/maintenance and LFG system regulatory and permit requirements. SCS will assist the City in planning for anticipated changes in future regulations affecting post -closure monitoring and financial assurance. • Assistance with post -closure cost estimates and financial assurance reporting to regulatory agencies. • As -needed follow-up to regulatory inquiries, inspections or compliance orders. • Attendance at meetings with representatives of the City, Crowne Plaza Hotel, and/or regulatory agencies. • Preparation of correspondence, reports, or work plans for submittal to regulatory agencies. • Consultation regarding LFG control or monitoring system upgrades. • Installation of three new perimeter LFG probes including permitting and surveying. • Long -Term Flood Protection Plan (due July 9, 2023). • Investigation or research in support of proposed regulatory compliance actions. • Other services as requested by the City. • Negotiations with the BAAQMD on permit conditions for LFG system operation. • Support to the City regarding potential land uses or post -closure development by others at the Site. • Continued support to the City for BAAQMD renewal of Less Than Continuous (LTC) operation of the LFG flare (ongoing, submitted in 2020). Non -routine engineering and permitting services will only be performed when requested and authorized by the City, with a specific scope, budget, and schedule agreed to in advance. In a letter to the City dated May 4, 2022, CalRecycle required that additional evaluation of the Site's gas monitoring system be performed and that a report be prepared to document the evaluation. This report was submitted on December 5, 2022. A Work Plan to install three new LFG probes in underway and installation of the three new probes is anticipated in 2023. Costs are included herein to install these new probes. The BAAQMD granted a renewal of the LTC operation petition for the GCCS on September 19, 2018 pursuant to Regulation 8, Rule 34, Section 404. Section 8-34-404.5 states that an LTC petition must be renewed every three years or whenever the information submitted pursuant to Section 8-34- 404.1 changes. The most recent LTC authorization expired on December 20, 2020. A request for renewal was submitted by SCS on behalf to City on December 21, 2020 pursuant to the BAAQMD's requirement (Regulation 8, Rule 34, Section 404.5) that a LTC operation petition must be renewed every three years in order to maintain this authorization. After several iterations of additional requests for data and information from BAAQMD permitting staff, the renewal has not yet been approved. SCS continues to submit requested data and will continue efforts on the City's behalf to maintain authorization for LTC operation of the flare. www.scsenaineers.com A-7 Task 5 - Automated Combustible Gas Monitoring System Calibration, Crowne Plaza Hotel and Burlingame Recreational Center The City and Airport Boulevard LLC (Crowne Plaza Hotel) jointly installed an automated combustible gas detection system in the basement area of the hotel. There are also nine (9) sensors in the Golf Center clubhouse and other buildings at the Burlingame Recreational Center. Two (2) additional sensors remain anticipated to be installed within the restroom adjacent to the scorekeepers box and within the equipment shed at Bayside Park. Once each quarter, SCS will calibrate and adjust the six (6) General Monitors combustible gas building sensors at the Crowne Plaza Hotel in accordance with the manufacturer's specifications. These sensors are located in the hotel basement area and elevator pit. We will coordinate with Crowne Plaza engineering/maintenance personnel to arrange for calibration events. We will also test and calibrate sensors at the Recreational Facility buildings. Our technician will carry a hand-held gas - detecting meter during sensor calibration. Combustible gas readings will be recorded during the course of the sensor calibration activities. A report of calibration activities will be prepared, for submittal to the LEA. SCS will also assist with additional sensors related to the Top Golf project as needed. Task 6 - LMR Methane Emissions Monitoring Surface Emissions Monitoring Integrated SEM will be performed in accordance with LMR requirements. In accordance with the Rule, and based on historic results since 2016, SCS understands monitoring frequency will remain on an annual basis. SCS will perform integrated monitoring over the landfill surface area in the required 50,000-square- foot grid patterns. Monitoring will be performed a minimum of 72 hours after the latest rainfall and shall be performed when the average wind speed is less than 5 miles per hour and the instantaneous wind speed remains under 10 miles per hour (unless an alternative for wind speed is accepted by CARB). A portable wind station with recording capabilities will be set up prior to monitoring to verify meteorological conditions are maintained. Integrated monitoring will be performed concurrently with the instantaneous monitoring and will be performed on paths of approximately 100 feet apart over the landfill surface within the prescribed 50,000 square foot grid pattern. Monitoring will be performed with the detector inlet held within 3 inches above the ground surface. Grid locations exceeding 25 ppmv observed during integrated testing will be recorded and marked on the surface grid monitoring plan map, which shall be submitted to the City. Any locations exceeding 200 ppmv will be recorded. In addition, any locations exceeding the 500 ppmv limit will be recorded and stake -marked. These locations can then be Global Position Systems or GPS located/recorded and documented into an electronic format drawing for landfill surface or LFG system repairs. During these activities, the landfill cover/surface will be visually inspected for integrity, breaches, or erosion. Pressurized Pipe and Component Leak Monitoring GCCS component leak monitoring will be performed in accordance with LMR regulatory requirements. (Quarterly monitoring for the positive pressure will be performed during the BAAQMD component testing events described above.) SCS will perform LFG pressurized pipe and component leak monitoring at the flare station. Monitoring will be performed with the detector inlet held 1/2 www.scsenaineers.com A-8 inch from pressurized pipe and associated components. Any locations where methane readings exceed LMR thresholds will be recorded, tagged and the City will be notified. Note that, in accordance with the LMR, monitoring at the Burlingame Landfill may be performed on an annual basis on 100-foot parallel pathways. However, if any exceedance(s) are detected during the annual monitoring event and cannot be remediated or repaired within 10 calendar days, a return to quarterly SEM monitoring on a 25-foot spacing will be required. In addition, any exceedance(s) detected during compliance inspections will result in a return to quarterly monitoring of the landfill. Follow -Up Exceedance Monitoring Per LMR requirements, follow-up surface emissions, pressurized pipe and component leak monitoring is required if results of quarterly testing exceed the thresholds specified above. SCS will perform follow-up exceedance monitoring if required. Note that we have not included a budget for this work as it is considered outside of our baseline services. SCS can perform this work under Task 3 (Non -Routine Investigations, Testing, and Repair/Emergency Support Services). SCS will not proceed without a specified budget approved in advance by the City. Our scope provided below is for the City's consideration, if these services are needed. Surface Emissions Monitoring Within 10 calendar days from an initial instantaneous 500 ppmv or integrated 25 ppmv exceedance, SCS will mobilize to the site (following remediation or repairs) and perform re -monitoring in accordance with monitoring procedures described above. If re -monitoring results indicate no exceedance then no further follow up monitoring is required. If the re -monitoring results indicate a second exceedance within 10 calendar days, SCS will mobilize to the site (following remediation or repairs) and perform re -monitoring in accordance with monitoring procedures described above. If re -monitoring results indicate no exceedance then no further follow up monitoring is required. If the re -monitoring results indicate a third exceedance the City must install a new or replacement LFG extraction well as determined to achieve compliance within 120 calendar days from the third exceedance. SCS will mobilize to the site (following new or replacement well installation) and perform re -monitoring in accordance with monitoring procedures described above. If re -monitoring results indicate no exceedance then no further follow up monitoring is required. Pressurized Pipe and Component Leak Monitoring Within 10 calendar days from an initial pressurized pipe or component 500 ppmv exceedance, SCS will mobilize to the site (following remediation or repairs) and perform re -monitoring in accordance with monitoring procedures described above to verify repairs were successful. SEM Reporting A report summarizing the results of LMR monitoring activities will be provided to the City within 30 days of the surface emissions testing event. A draft report and documents will be delivered to the City for review. Final deliverables will incorporate City comments and be prepared in a format that for submittal to regulatory agencies. www.scsenaineers.com A-9 Task 7 - LMR Methane Destruction Efficiency Testing (Optional) LMR Flare Destruction Efficiency Testing (source test) is required every three years. The last source test was on June 8, 2021. The next flare source test event should be scheduled in year 2024, sometime between June 1 and September 30. These dates may fall within the one-year contract term which expires on June 30, 2024. Given the above, the source test will be needed during either this or the next contract term. However, we offer a scope and budget for this work as an option, should the City elect to perform the work earlier than required under the AQMD permit (before June 30, 2024) Under this task, SCS will conduct the methane destruction efficiency testing in accordance with the requirements of the LMR as administered by the BAAQMD as follows: A man lift or equivalent will be utilized to access the sampling ports. Three test runs will be performed for oxygen and methane (02 and CH4) using EPA Methods 3 and 18 at the flare inlet and exhaust simultaneously. Destruction efficiency for CH4 will be calculated using the inlet and outlet CH4 concentration and volumetric flow rate data Volumetric flow rate will be measured at the outlet of the flare using EPA Method 19. A single gas sample will be taken at each flare inlet for compliance with fuel gas analysis which includes Btu/ft3, HHV, C1- C6+ hydrocarbons, 02, CO2, N2 by ASTM D 1945/3588. Three copies of the technical compliance report will be submitted within approximately four weeks of testing. The report will present a test narrative, emission concentrations, emission rates and destruction efficiency for all relevant sampling parameters. Prior to submittal of the test report to BAAQMD, SCS will perform a review of the report and test results for accuracy and will note any potential compliance issues. (Note that this testing does not require notification to the AQMD prior to the work being performed.) Task 8 - Water Quality Monitoring, Sampling and Analysis Water quality monitoring activities in accordance with the WDRs Order Number R2-2007-0036, dated May 9, 2007 have been routinely performed at the Site. The RWQCB updated the WDRs and the new WDRs (Order No. R2-2023-0005, dated May 2023) are incorporated in the scope below, and proposed costing. • Semi-annually (February and August), record the fluid elevations in eight (8) "US" monitoring wells (US-1A, US-2A US-3A, US-5, US-6, US-7, US-8 and US-9) Fluid elevations will be measured from the surveyed reference point at each well. All water elevations will be measured to +/- 0.01 feet and shall be measured within a time window of two hours so as to minimize effects of tidal changes. Semi-annually, collect water samples from the eight (8) "US" wells using a portable sampling pump, such as a bladder pump. Samples will be collected using a "low -flow" sampling procedure, measuring the field parameters temperature, pH, electrical conductivity (EC), dissolved oxygen (DO), oxidation/reduction potential (ORP), and turbidity during well purging. Purging will continue until field parameters are stabilized. Samples will then be collected into laboratory -supplied sample containers. • Semi-annually, collect surface water grab samples from designated surface water monitoring points SW-1 and SW-2, including one-time measurement of field parameters. www.scsenaineers.com A-10 • Semi-annually, perform standard observations of the cover and drainage systems and receiving waters, as specified in the WDRs. This work will be concurrent with scheduled surface water sampling or LFG OM&M services. • Semi-annually, in addition to the samples collected at the "US" wells and surface water sampling points, collect one (1) duplicate sample for analysis of all parameters, plus one trip blank per day for analysis of VOCs only. • Annually (February), access monitoring point GR-3, GR-4 and GR-8 to collect liquid levels only. • Annually, collect leachate samples from the two (2) "GR" refuse/leachate monitoring wells (GR-3 and GR-4). Leachate samples will be collected using dedicated disposable PVC bailers and one set of field parameters will be collected per leachate well. • Purge water from all well purging activities will be containerized and disposed of at the Burlingame Wastewater Treatment Plant. • Sample analyses will be performed per the new Monitoring and Reporting Program (MRP) of the new WDRs include in Attachment 2. • Analytical requirements for this upcoming annual cycle will include 5-Year Constituents of Concern (COC) sampling and analysis to be performed in February 2024 per the updated MRP. • All portable equipment used for measurements and sampling, including water level meters and pumping equipment, will be thoroughly decontaminated prior to use at each measurement/sampling point. Decontamination water will be containerized and disposed of at the Burlingame Wastewater Treatment Plant. SCS will review all laboratory work orders immediately after sample receipt by the lab, prior to analysis, so as to confirm that the appropriate analysis work is planned. Task 9 - Semi -Annual Compliance Reporting to Regional Water Quality Control Board (RWQCB) - San Francisco Bay Region Semi-annually, SCS shall prepare a Monitoring Report that includes a description of activities conducted, and results obtained, for each semi-annual monitoring period. The First Semi -Annual Report is due to RWQCB on or before April 30 each year. The Second Semi -Annual Report is due to RWQCB on or before October 31 each year. Reports will be in a format acceptable to the City and the RWQCB Executive Officer. The First Semi -Annual Monitoring Report will also include annual reporting requirements, as required by RWQCB and applicable regulations. In addition, the First Semi -Annual Monitoring Report of 2024 will include an evaluation and reporting of 5-year COC parameters (new item per updated MRP). During the contract term, reports will be prepared for submittal on or before October 31, 2022 and April 30, 2023. The Semi-Annual/Annual Monitoring Reports will be prepared in draft form and transmitted to the City for review and comment before final submittal. SCS will incorporate City comments, as appropriate, and produce a final version of each report in Portable Document Format (PDF). The City will provide a cover letter to which the final report will be attached. The final PDF report version will be provided to the City, and uploaded to the State Geotracker system, no later than the report due date. www.scsenaineers.com A-1 1 COMPENSATION SCS's budgetary costs for the one-year contract term are presented in Table 1. Consistent with past practice, we understand that the City prefers that individual tasks be billed on a fixed -fee, or "percent of work completed" or a "time and materials" basis. This is reflected in Table 1. Our current fee schedule for time -and -materials billings is provided in Attachment 1. CLARIFICATIONS The scope of work and compensation reflect the following clarifications and assumptions: • The Burlingame Landfill LFG collection and flare system consists of 18 vertical extraction wells, 13 horizontal collectors, 7 perimeter probes (plus an anticipated 3 new probes to be installed in 2023), 12 condensate drain traps, 9 building methane gas sensors, 2 passive migration vents, 1 flare and appurtenant electrical panels and controls. • All routine operation, monitoring, and maintenance can be completed by a one-man field crew; all monitoring and adjustment of LFG extraction wells can be accomplished without entering vaults greater than four feet deep. The budget allocation for Task 3 (non -routine investigations, testing and repair/emergency support services) is generally consistent with previous amounts established by the City and contracted to SCS, with the addition of another non -routine task to install additional gas sensors. Non -routine repair and/or maintenance will only be performed when authorized by the City, with a specific scope, budget and schedule agreed in advance. The budget allocation for Task 4 (non -routine engineering and permit support services) is generally consistent with previous amounts established by the City, with the addition of the non -routine task to prepare a gas monitoring well evaluation report and continued permitting for the less than continuous operation of the flare. Non -routine engineering and permitting services will only be performed when requested and authorized by the City, with a specific scope, budget and schedule agreed in advance. • SCS will not take responsibility for the overall quality of the gas collected from the LFG control system with regard to trace components. • SCS takes no legal responsibility for any of the potential hazards associated with the LFG condensate. • Carbon system emission testing or other analysis that may be required by the BAAQMD or other regulatory agencies, can be performed under Task 3 of this proposal. • Meetings with BAAQMD or other regulatory agencies can be performed under Task 4 of this proposal. • Task 1 of this proposal does not include costs for repair and/or replacement spare parts or materials (e.g., valves, propane, chart paper, oil/grease, belts or filters). Components and/or materials can be procured under Task 3 of this proposal. • The City is responsible for ensuring that SCS and contracted City personnel are the only parties designated to operate or adjust the LFG control facilities. www.scsenaineers.com A-12 • Unrestricted site access for personnel, equipment, and materials to enable completion of work. It is understood that SCS personnel are required to sign in at the wastewater treatment plant when accessing the BFS. • All field work will be performed in in OSHA Level D protection (including hard hat and safety vest). Any additional health and safety requirements may cause an increase in our price. • At no time shall the title to any hazardous substances, solid wastes, petroleum contamination, or other regulated substances pass to SCS, nor shall any provision of an ensuing Agreement be interpreted to permit SCS to assume the status of a "generator," "transporter," or "treatment, storage, or disposal facility" under state or federal law. • The City will provide SCS, available information regarding manufacturer's 0&M documents, design engineer 0&M requirements, and any other applicable regulatory agency operating requirements. • SCS shall be responsible for providing the necessary portable field instrumentation and small hand tools required to support the performance of our Scope of Services. • Routine service will be performed during normal working hours (between the hours of 8:00 a.m. and 5:00 p.m.), 8 hours per day or 40 hours per week, 5 days per week, excluding holidays. • Utilization of non -union, non -prevailing wage labor rates is assumed for operations and monitoring field work. • BFS maintenance/lubrication services will be performed by City personnel. If requested by the City, this work can be performed by SCS under Task 3 of this proposal. • The City will be responsible for permit or document review fees required by the BAAQMD, RWQCB or other regulatory agencies. • The automated combustible gas detection system at the Crowne Plaza Hotel consists of a network of six combustible gas sensors, control panel and alarm systems. There are nine separate combustible gas sensors at the Burlingame Recreational Facility, with two additional sensors to be installed. Our testing is limited to accessible locations only and excludes moving or modifications to existing structures to allow access. • Confined space entry requirements will not be required for combustible gas sensor calibration at the Crowne Plaza Hotel. Our budget excludes special provisions for access to the gas sensor in the elevator pit at the Crowne Plaza Hotel; the owner of that facility will be responsible for elevator service and safety provisions to allow access. • SCS will coordinate with Crowne Plaza Hotel to schedule combustible gas sensor system calibration events. • The Task 6 annual surface emissions monitoring or SEM event can be completed by a one- to four -person field crew. • Any repairs of the landfill surface or LFG control system components at locations where AB 32 monitoring exceeds 500 ppmv or grid areas in excess of 25 ppmv are excluded from our proposal, and can be performed at additional cost if requested by the City. • Task 6 SEM costs assume that the annual event can be completed in one mobilization. Additional costs may be required if meteorological conditions or other factors outside of SCS's control require re -mobilization or extra time to complete the monitoring. www.scsenaineers.com A-13 • The Task 6 budget does not include costs for meeting with regulatory agency representatives during SEM events. • This proposal assumes that all overgrown vegetation along the Task 6 composite and SEM landfill surface pathways will be mowed or cleared by others prior to the monitoring events. • SCS services exclude installation of new mechanical blowers at the BFS. • The Task 6 budget excludes follow-up exceedance monitoring, should emissions measured during the annual event exceed California LMR thresholds. Exceedance monitoring would be performed under Task 3. • The scope of work excludes preparation of an AB 32 LMR Alternatives Compliance Option or ACO request for submittal to the BAAQMD. This has not been formally required for the Burlingame Landfill but has been required by the BAAQMD at other Bay Area landfills where less -than -continuous flare operation is allowed. The ACO request would petition for the same flare operating conditions under the AB 32 LMR. If requested, SCS will perform this if required under Task 4. • The water quality monitoring system consists of ten (10) groundwater monitoring wells; one (1) Ieachate line manhole, two Ieachate wells, and two (2) surface water sampling points. • The scope and budget for water quality monitoring and sampling is based on the new revised WDRs and MRP, with modified sampling and analysis details in the new MRP (Attachment 2) • Laboratory analysis of water samples will be on a standard turn -around basis per the contracted analytical laboratory. • The labor estimate assumes purge and decontamination water generated during sampling events can be disposed of at the Burlingame Waste Water Treatment Plant, at no charge to SCS. • All groundwater, Ieachate and LFG monitoring wells will remain accessible and in sound working order. Maintenance, repair or modifications to the sampling points, or surveys of reference point elevations would be performed under Task 3, or separate authorization if required. • Water quality monitoring and sampling for per- and polyfluoroalkyl substances or PFAS is part of the new revised WDRs/MRP. This is to be performed on a 5-year cycle with the first event to be performed during the first semi-annual period of 2024. A list of the PFAS compounds is included in the MRP in Attachment 2. • Additional PFAS testing is excluded from our baseline services. If requested by the RWQCB, this work can be performed by SCS under Task 3 of this proposal, or via a separate authorization. www.scsenaineers.com A-14 ATTACHMENT 1 FEE SCHEDULES www.scsengineers.com Environmental Consulting & Contracting Fee Schedule - 01 Northern California (Effective April 1, 2023 through March 31, 2024) Rate/Hour Clerical...................................................................................................................................................75 Ad m in istrative/Sec reta ri a I...................................................................................................................85 ProjectAdministrator............................................................................................................................95 Senior Project Administrator............................................................................................................. 130 Senior Office Services Manager........................................................................................................ 150 Technician.............................................................................................................................................98 Senior Engineering Technician I........................................................................................................ 105 Senior Engineering Technician II....................................................................................................... 115 TechnicalAssociate........................................................................................................................... 118 CADDrafter.........................................................................................................................................112 CADDesigner..................................................................................................................................... 135 Associate Staff Professional.............................................................................................................. 115 StaffProfessional I............................................................................................................................. 125 StaffProfessional II............................................................................................................................ 128 StaffProfessional III........................................................................................................................... 132 ProjectProfessional I......................................................................................................................... 135 ProjectProfessional II........................................................................................................................ 140 ProjectProfessional III....................................................................................................................... 145 Senior Project Professional I............................................................................................................. 155 Senior Project Professional II............................................................................................................ 160 Senior Project Professional III........................................................................................................... 165 ProjectManager I............................................................................................................................... 205 ProjectManager II.............................................................................................................................. 220 ProjectManager III............................................................................................................................. 230 Senior Certified Industrial Hygienist................................................................................................. 240 Senior Project Manager I................................................................................................................... 235 SeniorProject Manager II.................................................................................................................. 242 Senior Project Manager III................................................................................................................. 250 Senior Project Manager/Senior Project Advisor.............................................................................. 270 ProjectDirector I................................................................................................................................ 281 ProjectDirector II............................................................................................................................... 290 Principals.................................................................................................................................See Note 7 General Terms 1. Scheduled rates are effective through March 31, 2024. Work performed thereafter is subject to a new Fee Schedule. 2. Costs for outside consultants and subcontractors, equipment/supplies, and for job -related employee travel and subsistence, are billed at actual cost plus a 15 percent administrative fee. KIM 4683 Chabot Drive, Suite 200, Pleasanton, CA 94588 1 925-426-0080 1 eFax 562-427-0805 a SCS Fee Schedule April 1, 2023 Page 2 3. Charges for SCS engineering field equipment and instruments will be in accordance with SCS's Field Equipment Rental Rates Schedule in effect at the time the work is performed. Company trucks are charged at $70 for up to a half day (4 hours) of use, and $125 for up to a full day (company cars at $60/$100). These charges incorporate an allowance of 100 miles per job per day; a $0.655 per mile surcharge is applied for additional miles. Vehicle charges for long-term and/or high -mileage projects may be negotiated on a case -by -case basis. 4. Invoices will be prepared monthly or more frequently for work in progress, unless otherwise agreed. Invoices are due and payable upon receipt. Invoices not paid within 30 days are subject to a service charge of 1.5 percent per month on the unpaid balance. 5. Payment of SCS invoices for services performed will not be contingent upon the client's receipt of payment from other parties, unless otherwise agreed in writing. Client agrees to pay legal costs, including attorney's fees, incurred by SCS in collecting any amounts past due and owing on client's accounts. 6. For special situations such as expert court testimony and limited consultation, hourly rates will be on an individually negotiated basis. 7. Hourly rates for Principals will be on an individually negotiated basis. Typically, these rates are $298 for Principals, $315/hour for Vice Presidents, $365/hour for Senior Vice Presidents, and $380/hour for Senior Executives. Environmental Consulting & Contracting Fee Schedule: OM&M (Effective July 1, 2023 through June 30, 2024) Technical Field Personnel Rate ($)/Hour Laborer..................................................................................................................................................70 FusionTechnician.................................................................................................................................92 Technician...........................................................................................................................................105 SystemsSpecialist................................................................................................................................92 EquipmentOperator.............................................................................................................................98 Foreman................................................................................................................................................98 PlantOperator.......................................................................................................................................98 SeniorTechnician.............................................................................................................................. 128 Superintendent.................................................................................................................................. 135 Mechanic............................................................................................................................................ 135 ControlsSpecialist............................................................................................................................. 179 SeniorSuperintendent....................................................................................................................... 160 Technical Field Personnel Prevailing Wage Rate ($)/Hour Laborer/ Pipefitter/Fusion Technician.............................................................................................. 185 Equipment Operator/Supervisor....................................................................................................... 245 Management/Support Personnel Rate ($)/Hour Secretarial.............................................................................................................................................65 ProjectAdministrator............................................................................................................................85 FieldData Analyst.................................................................................................................................95 Senior Project Administrator............................................................................................................. 120 Administrative Coordinator................................................................................................................ 125 Designer/Drafter................................................................................................................................ 128 Project Coordinator/Accountant....................................................................................................... 138 FieldProject Coordinator................................................................................................................... 157 Project Professional/H&S Specialist................................................................................................ 169 Regional Field Compliance Auditor................................................................................................... 194 Controls & Instrument Engineer........................................................................................................ 197 Product Development Manager........................................................................................................208 System Integrator/Product Manager................................................................................................ 215 Project Manager/H&S/National Compliance Manager................................................................... 239 Senior Project Professional............................................................................................................... 244 SeniorProject Manager..................................................................................................................... 255 NationalRMC Director....................................................................................................................... 272 SeniorProject Advisor........................................................................................................................ 277 Regional Manager/Project Director.................................................................................................. 300 General Terms 1. Labor rates are in effect until June 30, 2024. Any work performed after that date is subject to a new Standard Fee Schedule. 3900 Kilroy Airport Way, Ste. 100, Long Beach, CA 90806 1 562-426-9544 1 eFax 562-492-6210 a SCS Field Services Fee Schedule July 1, 2023 through June 30, 2024 Page 2 2. The above rates include salary, overhead, and profit. Other direct charges, such as subcontractors, construction equipment, materials, air travel, freight, auto rental, permits, fees, taxes, tolls, and other costs incurred for the project, will be billed at cost plus 15 percent. The cost of equipment owned by SCS Field Services will not be subject to administrative mark-up. Automobile mileage cost is $0.54 per mile. Trucks will be charged at $22.00/hour. (No administrative mark-up will be applied to charges for company owned vehicles.) 3. Invoices will be prepared monthly for work in progress, unless otherwise agreed. Invoices are due and payable upon receipt. Any invoices not paid within 30 days of receipt are subject to a service charge of 1.5 percent per month on the unpaid balance. 4. Payment of SCS Field Services invoices for services performed will not be contingent upon the client's receipt of payment from other parties. The client agrees to pay legal costs, including attorney's fees, incurred by SCS Field Services in collecting any amounts past due and owing on the client's accounts. 5. Rates for Principals may be negotiated on a project -specific basis. For special situations, such as expert testimony or international assignments, hourly rates will be on an individually negotiated basis. 6. On short term or one-time assignments, services which require less than eight (8) hours, but more than four (4) hours, will be billed at eight (8) hours. A minimum of four (4) hours will be billed for any service requested which is not conducted in conjunction with an ongoing, long term project (including call -outs after normal work hours), and will be charged portal-to-portal from SCS Field Services offices. 7. For operation, construction, and/or repair work performed on weekends and/or nights (if work exceeds 8 hours in a day), the above rates will be marked up 50 percent. For work performed on Company recognized holidays or beyond 12 hours in a day, the above rates will be marked up 100 percent. 8. These rates are based on non -union, non -prevailing wage scales unless noted otherwise in above labor categories. 9. For long-term on -site project assignments, rates may be discounted on an individually negotiated basis. Long-term on -site personnel are permitted to return home every four (4) weeks. Travel expense shall be invoiced to the client at cost plus 15 percent. 10. For projects that are not local to a SCS Field Services office, thereby requiring crew mobilizations, lodging costs and a $55 per person per diem cost will be charged. Lodging and per diem costs will be marked up 15 percent. 11. For projects that require crews to mobilize from a local office and stay in a hotel local to a project site to efficiently perform client requested work, a $55 per day per person per diem cost will be charged to the project as well as a nightly hotel cost. Hotel costs typically range from $100 to $200 per night. SCS Field Services will make every effort to find the most cost efficient hotels. In some high expense locations, hotel rates may be above $200 per night. Hotel and per diem expense will be marked up 15 percent. SCS Field Services Fee Schedule July 1, 2023 through June 30, 2024 Page 3 12. Costs for equipment and analysis will be billed in accordance with the rates contained on SCS Field Services Standard Fee Schedule for Equipment and Analysis. Environmental Consultants & Contractors Fee Schedule: OM&M Equipment and Analysis (Effective July 1, 2023 through June 30, 2024) Rate ($) GEM 2000 NAV/5000 NAV/Envision Gas Analyzer(s): • Daily Rate..................................................................................................................... 185/day • Weekly Rate...............................................................................................................555/week • Monthly Rate........................................................................................................2,775/month GEM 5000 w/H2S/CO: • Daily Rate..................................................................................................................... 200/day • Weekly Rate...............................................................................................................600/week • Monthly Rate........................................................................................................3,000/month SEM 500/TVA 2020/TDL 500/ Site FID Emissions Monitor: • Daily Rate..................................................................................................................... 200/day • Weekly Rate...............................................................................................................600/week • Monthly Rate........................................................................................................3,000/month Q Rae Gas Analyzer 02/H2S/CO/Combustibles...............................................................................50/day Micro Max Gas Analyzer 02/H2S/CO/C01 Combustibles .................................................................50/day 4-Gas Meter........................................................................................................................................50/day Magnehelic Pressure Meter..............................................................................................................10/day Digital Readout Thermocouple..........................................................................................................25/day Dewatering Pump (Trash Pump).......................................................................................................45/day Drager Detector Tubes/Pump........................................................................................................ 20/each MiniRae 2000/3000 PID: • Daily Rate..................................................................................................................... 150/day • Weekly Rate...............................................................................................................450/week • Monthly Rate........................................................................................................ 2,250/month RKI Eagle II: • Daily Rate..................................................................................................................... 150/day • Weekly Rate...............................................................................................................450/week • Monthly Rate........................................................................................................ 2,250/month 3900 Kilroy Airport Way, Ste. 100, Long Beach, CA 90806 1 562-426-9544 1 eFax 562-492-6210 a SCS Field Services Fee Schedule: OM&M Equipment and Analysis July 1, 2023 through June 30, 2024 Page 2 Rate ($) Air Sampling Station: • Daily Rate........................................................................................................................50/day • Weekly Rate...............................................................................................................150/week • Monthly Rate........................................................................................................... 750/month Pipe Laser: • Daily Rate........................................................................................................................50/day • Weekly Rate...............................................................................................................150/week • Monthly Rate........................................................................................................... 750/month PAS 3000 Personal Air Sampling Pump...........................................................................................25/day TedlarBag (10-Liter)....................................................................................................................... 40/each Non -Contaminating Air Sampling Pump...........................................................................................25/day InterfaceProbe...................................................................................................................................50/day Handheld GPS: • Daily Rate........................................................................................................................25/day • Weekly Rate................................................................................................................. 75/week • Monthly Rate........................................................................................................... 375/month Submersible Pump: • Daily Rate........................................................................................................................50/day • Weekly Rate...............................................................................................................150/week • Monthly Rate........................................................................................................... 750/month Water Level Indicator: • Daily Rate........................................................................................................................20/day • Weekly Rate.................................................................................................................60/week • Monthly Rate........................................................................................................... 300/month Water Level Meter w/Temperature: • Daily Rate........................................................................................................................45/day • Weekly Rate...............................................................................................................135/week • Monthly Rate........................................................................................................... 675/month SCS Field Services Fee Schedule: OM&M Equipment and Analysis July 1, 2023 through June 30, 2024 Page 3 Rate ($) 100-Foot Temperature Probe: • Daily Rate........................................................................................................................15/day • Weekly Rate.................................................................................................................45/week • Monthly Rate........................................................................................................... 225/month TeflonWell Bailer............................................................................................................................ 25/each Vacuum Box/Carbon Canister and Blower.................................................................................... 150/day ToolTruck.........................................................................................................................................22/hour No. 14 P.E. Fusion Machine (1"-4"): • Daily Rate..................................................................................................................... 110/day • Weekly Rate...............................................................................................................330/week • Monthly Rate........................................................................................................ 1,650/month No. 26 P.E. Fusion Machine (2"-6"): • Daily Rate..................................................................................................................... 135/day • Weekly Rate...............................................................................................................405/week • Monthly Rate........................................................................................................ 2,025/month No. 28 P.E. Fusion Machine (2"-8") • Daily Rate..................................................................................................................... 180/day • Weekly Rate...............................................................................................................540/week • Monthly Rate........................................................................................................ 2,700/month No. 412 P.E. Fusion Machine (4"-12"): • Daily Rate..................................................................................................................... 275/day • Weekly Rate...............................................................................................................825/week • Monthly Rate........................................................................................................4,125/month No. 618 P.E. Fusion Machine (6"-18"): • Daily Rate..................................................................................................................... 475/day • Weekly Rate........................................................................................................... 1,425/week • Monthly Rate........................................................................................................ 7,125/month No. 824 P.E. Fusion Machine (8"-24"): • Daily Rate..................................................................................................................... 950/day • Weekly Rate........................................................................................................... 2,850/week • Monthly Rate......................................................................................................14,250/month SCS Field Services Fee Schedule: OM&M Equipment and Analysis July 1, 2023 through June 30, 2024 Page 4 Rate ($) Trackstar 500 Fusion Machine: • Daily Rate..................................................................................................................... 425/day WeeklyRate........................................................................................................... 1,275/week MonthlyRate........................................................................................................ 6,375/month Sidewinder Fusion Machine: • Daily Rate..................................................................................................................... 150/day • Weekly Rate...............................................................................................................450/week • Monthly Rate........................................................................................................ 2,250/month Electrofusion Processor Machine: • Daily Rate..................................................................................................................... 175/day • Weekly Rate...............................................................................................................525/week • Monthly Rate........................................................................................................2,625/month Leister Extrusion Welding Gun....................................................................................................... 150/day AirCompressor...................................................................................................................................60/day ArcWelder..........................................................................................................................................75/day Generator(3,500-Watt).....................................................................................................................60/day Generator(5,000-Watt).....................................................................................................................75/day Generator(6,000-Watt).....................................................................................................................80/day Generator(8,000-Watt).....................................................................................................................85/day Isolation Pinch -off Tool (1"-4"): • Daily Rate........................................................................................................................40/day • Weekly Rate...............................................................................................................120/week • Monthly Rate........................................................................................................... 600/month Isolation Pinch -off Tool (2"-8"): • Daily Rate........................................................................................................................60/day • Weekly Rate...............................................................................................................180/week • Monthly Rate........................................................................................................... 900/month Isolation Pinch -off Tool (8"-12"): • Daily Rate..................................................................................................................... 100/day • Weekly Rate...............................................................................................................300/week • Monthly Rate........................................................................................................1,500/month SCS Field Services Fee Schedule: OM&M Equipment and Analysis July 1, 2023 through June 30, 2024 Page 5 Rate ($) 4-Wheeler (ATV/UTV): • Daily Rate........................................................................................................................50/day • Weekly Rate...............................................................................................................150/week • Monthly Rate........................................................................................................... 750/month 4-Wheeler with 44" Mow Deck: • Daily Rate..................................................................................................................... 100/day • Weekly Rate...............................................................................................................300/week • Monthly Rate........................................................................................................1,500/month Riding Mower: • Daily Rate..................................................................................................................... 175/day • Weekly Rate...............................................................................................................525/week • Monthly Rate........................................................................................................ 2,625/month Chain Saw: • Daily Rate........................................................................................................................10/day • Weekly Rate................................................................................................................. 30/week • Monthly Rate........................................................................................................... 150/month Horiba Water Quality Meter: • Daily Rate........................................................................................................................50/day • Weekly Rate...............................................................................................................150/week • Monthly Rate........................................................................................................... 750/month Hydrogen Sulfide Meter: • Daily Rate..................................................................................................................... 190/day • Weekly Rate...............................................................................................................570/week • Monthly Rate........................................................................................................2,850/month Infrared Thermometer: • Daily Rate........................................................................................................................10/day • Weekly Rate.................................................................................................................30/week • Monthly Rate........................................................................................................... 150/month Micropurge Flow Cell (Groundwater): • Daily Rate..................................................................................................................... 100/day • Weekly Rate...............................................................................................................300/week • Monthly Rate........................................................................................................1,500/month SCS Field Services Fee Schedule: OM&M Equipment and Analysis July 1, 2023 through June 30, 2024 Page 6 Rate ($) Oiless Compressor and Control Box (Groundwater): • Daily Rate........................................................................................................................75/day • Weekly Rate...............................................................................................................225/week • Monthly Rate........................................................................................................ 1,125/month Earth/Resistance Tester: • Daily Rate..................................................................................................................... 100/day • Weekly Rate...............................................................................................................300/week • Monthly Rate........................................................................................................ 1,500/month Pitot Tube and Gauges: • Daily Rate........................................................................................................................10/day • Weekly Rate.................................................................................................................30/week • Monthly Rate........................................................................................................... 150/month Pressure Washer: • Daily Rate........................................................................................................................50/day • Weekly Rate...............................................................................................................150/week • Monthly Rate........................................................................................................... 750/month Turbidity Meter/Conductivity Meter: • Daily Rate........................................................................................................................25/day • Weekly Rate.................................................................................................................75/week • Monthly Rate........................................................................................................... 375/month Vacuum Air Pump: • Daily Rate..................................................................................................................... 100/day • Weekly Rate...............................................................................................................300/week • Monthly Rate........................................................................................................ 1,500/month Downhole Video Camera System................................................................................................... 200/day Weed Trimmer: • Daily Rate........................................................................................................................25/day • Weekly Rate.................................................................................................................75/week • Monthly Rate........................................................................................................... 375/month SCS Field Services Fee Schedule: OM&M Equipment and Analysis July 1, 2023 through June 30, 2024 Page 7 Safety Equipment: Tripod: Rate ($) • Tyvek Suit (each)......................................................................................................... 15/each • Polyethylene suit (each).............................................................................................. 20/each • Nitrile gloves (per pair)................................................................................................ 15/each • PVC Gloves (per pair)................................................................................................... 15/each • Rubber booties (per pair)............................................................................................ 15/each • Organic Vapor Cartridges (per pair)............................................................................ 20/each • Organic Vapor/Acid Cartridges (per pair)................................................................... 25/each • Cartridges pre -filters (per pair)................................................................................... 15/each • Half face respirator (each).............................................................................................20/day • Full face respirator (each).............................................................................................25/day • Ventilator/manhole blowers..........................................................................................25/day • Parachute harness.........................................................................................................10/day • Daily Rate........................................................................................................................75/day • Weekly Rate...............................................................................................................225/week • Monthly Rate........................................................................................................ 1,125/month SCBA................................................................................................................................................ 200/day General Terms 1. Rates are in effect until June 30, 2024. Any work performed after that date will be subject to a new Schedule of Fees. 2. Equipment usage rates are exclusive of freight charges to and from the project site. Freight is an additional expense chargeable to the client. 3. Shipping, supplies, equipment rental, materials, vehicle mileage, and other non -labor equipment costs or direct costs are billed at cost plus 15 percent. 4. Equipment rented will be charged portal-to-portal from SCS Field Services offices. Renter is responsible for return charges. 5. The cost of equipment owned by SCS Field Services will not be subject to administrative mark-up. ATTACHMENT 2 NEW WDRS AND MRP www.scsengineers.com A-16 CALIFORNIA REGIONAL WATER QUALITY CONTROL BOARD SAN FRANCISCO BAY REGION ORDER No. R2-2023-0005 UPDATED WASTE DISCHARGE REQUIREMENTS and RESCISSION OF ORDER Nos. 82-55, 95-130, and R2-2007-0039 for: CITY OF BURLINGAME SANITARY SOLID WASTE DISPOSAL SITE BURLINGAME, SAN MATEO COUNTY The California Regional Water Quality Control Board, San Francisco Bay Region (hereinafter the Regional Water Board or Board), finds that: DISCHARGER AND LOCATION This Order prescribes waste discharge requirements for the closed Burlingame Sanitary Solid Waste Disposal Site (Landfill) in San Mateo, California. The site is located in the City of Burlingame and is surrounded by Airport Boulevard and San Francisco Bay to the north, Doubletree Hotel to the east, and a marsh and the Burlingame Lagoon, a tributary to San Francisco Bay, to the south (Figure 1). A wastewater treatment plant and city park are located adjacent to the west of the site. The site is presently maintained as a community recreational facility, with multiple amenities including a golf driving range, clubhouse/restaurant, soccer field, baseball field, dog run and pedestrian pathways, and an asphalt parking lot. 2. The City of Burlingame (hereinafter, the Discharger) owned and operated the Landfill during its active life from 1957 to 1987, and until closure in 2002. The Discharger continues to own the Landfill and retains responsibility for managing and monitoring the Landfill and is responsible for compliance with this Order. PURPOSE OF ORDER UPDATE 3. The primary objectives of this Order are to: a. Acknowledge the planned post -closure land use (i.e., construction of a TopGolf commercial/recreational facility on top of the closed landfill where the current golf driving range resides), and planned upgrades to the Landfill cover and gas collection system; b. Specify groundwater monitoring requirements consistent with Title 27, Division 2 of the California Code of Regulations (CCR) and due to the change in post -closure land use; and c. Rescind Order Nos. 82-55, 95-130, and R2-2007-0039 as amended by R2-2022-0031, the previous Waste Discharge Requirements (WDRs) for the Landfill, to reflect the current state and planned development of the Landfill. Burlingame Landfill R2-2023-0005 REGULATORY HISTORY 4. The Regional Water Board regulates the Landfill under the authority of Title 27 CCR, Division 2, which prescribes requirements for the disposal of waste to land. In 1982, the Board adopted Order No. 82-55, which prescribed WDRs for the Landfill. The WDRs were updated in 1995 (Order No. 95-130) and amended in 2007 (Order No. R2-2007-0039). These orders established tasks necessary to characterize and contain landfill waste materials and to monitor and prevent impacts to water quality. 5. WDR Order No. R2-2007-0039 was amended in 2022 by Order No. R2-2022-0031 (Amendment to Waste Discharge Requirements for Long -Term Flood Protection Considerations at Closed and Operating Municipal Solid Waste Bayfront Landfills). This general amendment required the Burlingame Landfill (and other Bayfront landfills) to submit a Long -Term Flood Protection Plan that identifies strategies for the long-term protection of the Landfill from flooding and inundation due to sea level rise, groundwater rise, and extreme climate/weather events. LANDFILL OPERATION 6. Dates of Operation: The Landfill was in operation from 1957 until 1987 and accepted inorganic construction debris, concrete rubble, wood, plastic, garden refuse, metal, and clean soil. No household garbage or hazardous wastes were accepted. Soil and refuse fill reached a maximum thickness of approximately 53 feet. The final Landfill cap was completed in 2002 when recreation facilities were constructed on the site. GEOLOGICAL AND HYDROGEOLOGICAL SETTING 7. Geology: The Landfill is located on the western side of San Francisco Bay. The Bay occupies a major structural depression between the Coast Ranges and the Berkeley Hills. Subsurface geology is characterized by a series of continental and marine sediments overlying bedrock. Bedrock is exposed in the surrounding highlands. Most of the bedrock consists of Jurassic to Pliocene marine sediments with rocks of the Franciscan Complex predominating. 8. Local Seismic Setting: The Landfill is located in a seismically active area between three major northwest -trending faults that lie on either side of the Bay: the San Andreas Fault to the west and the Hayward and Calaveras Faults to the east. Tectonic activity along these faults and associated down -warping of the area between them are responsible for the formation of the Bay. The site is not located within an Alquist-Priolo Earthquake Fault Zone but is located within a liquefaction hazard zone. 9. Hydrogeology: The subsurface geology below the Landfill refuse is characterized by a series of interfingering sand, silt, and clay lenses that are primarily alluvial fan, stream, and outwash plain deposits. The stratigraphic sequence has been described as consisting of an upper clay, upper sand, lower clay, and lower sand unit. However, recent geologic investigations have not identified a lower sand unit in soil borings. The Young Bay Mud below the site has been found to be discontinuous across the site, likely due to regrading during Landfill operations. 'r� Burlingame Landfill R2-2023-0005 10.Ambient Groundwater Quality: Shallow groundwater at the Landfill is not used as a source of drinking water given its immediate proximity to the San Francisco Bay and the effects of saltwater mixing and intrusion. The natural electrical conductivity of the groundwater typically ranges from 4,000 to over 40,000 microsiemens per centimeter (pS/cm). Groundwater in the vicinity of the Landfill is tidally influenced and the chemistry resembles brackish water typically observed along the San Francisco Bay margins. 11. Surface Water Bodies and Sea Level Rise: Surface water bodies in the vicinity of the Landfill include the San Francisco Bay to the north and the Burlingame Lagoon, a tributary to the San Francisco Bay, to the south. The Landfill and the low-lying land around it are vulnerable to the effects of sea level rise, which could impact water quality. Therefore, Provision 9 of this Order requires the Discharger to submit a climate change vulnerability assessment and adaptation plan (Long -Term Flood Protection Plan) acceptable to the Executive Officer. This requirement was previously set forth in Order No. R2-2022-0031, which amended WDRs for Bayfront Landfills. CONSTRUCTION AND CLOSURE 12. Final Cover Construction: In 1987, a seepage barrier, leachate drain, and landfill gas (LFG) collection system were constructed along the east side of the Landfill in conjunction with the construction of a nearby hotel and the extension of Anza Boulevard. During the Airport Boulevard renovation in 1989 and 1990 a vertical clay containment barrier and Ieachate drain immediately north of the landfill also were constructed. The west end of the containment barrier was keyed into clean fill which had been placed there during construction of the existing adjacent wastewater treatment plant to the west of the Landfill. The east end was tied into the seepage barrier along the eastern perimeter. The barrier was keyed into at least two feet of Bay Mud. 13. Stormwater Drainage and Permit Requirements: Runoff from the relatively flat surface of the Landfill is conveyed as surface flow and collected in various drain inlets, which are connected to below -grade pipes that ultimately discharge to the City of Burlingame's stormwater system. Proposed enhancements to the lateral flow across the redevelopment area will be outlined in the amended Final Post -Closure Maintenance Plan (PCMP), scheduled for submittal in 2023. 14. LFG Collection and Removal System: The LFG collection system includes an extensive network of gas collection wells, which are connected to an extraction header via laterals to each LFG well. The details and operation of the LFG system will be detailed in the amended Final PCMP. 15.Operation and Maintenance Plan: SCS Engineers, on behalf of the City of Burlingame, is currently preparing an amended Final PCMP document to reflect the City of Burlingame's approval for further redevelopment of a portion of the Landfill by TopGolf, USA. This program details site operations and clarifies responsibilities for: Drainage system inspections and maintenance program; Vegetative cover inspections and maintenance program; Groundwater monitoring system inspections and maintenance program; 0 Burlingame Landfill R2-2023-0005 Leachate monitoring system inspections and maintenance program; and LFG control system inspections and maintenance program. POST -CLOSURE LAND USE AND PROPOSED DEVELOPMENT 16. The facility is divided into two areas, referred to as the lower deck and upper deck. Each area is underlain by a cap of either low -permeability clay or geosynthetic clay liner (GCL) (permeability of 1x10-6 cm/s or less). The lower deck area contains a baseball field, dog park, planting area, and a maintenance road/public walking trail. The top deck area consists of the golf driving range, soccer field, and practice area. The driving range is currently undergoing redevelopment in coordination with TopGolf, USA, to construct a new driving range recreational facility. The new development will entail replacement of the existing Landfill top deck driving range with a TopGolf commercial recreation and sports complex on an approximately 15-acre portion of the Landfill. The new facility will consist of the recreational building, outfield area, and parking lot. The proposed 71,024 square -foot, three -level building will include 102 climate -controlled hitting bays along with a restaurant, outdoor dining, and indoor event space. The building will be supported by foundation piles driven approximately 125 feet below grade extending through refuse and Young Bay Mud layers to the underlying alluvium. The lower level of the building will be constructed above grade on metal decking. The outfield area will be approximately 5 acres and will contain an approximately 240-yard driving range from the edge of the building to the net line. The redevelopment will also include 475 parking spaces surrounding the building and driving range. REQUIRED PROTECTIVE MEASURES FOR DEVELOPMENT 17. This Order sets forth numerous requirements to ensure that the proposed development sufficiently protects water quality, human health, and the environment and does not cause water quality impairment. These requirements are contained in the Prohibitions, Specifications, and Provisions in this Order. The need for these requirements is discussed below. 18. Penetrations of Landfill for Support Piles: The proposed redevelopment requires the installation of over one hundred structural support piles that will penetrate the Landfill final cover, buried waste, and the Landfill base and extend into the underlying geologic media that are saturated with groundwater. These penetrations have the potential to cause or allow migration of Landfill leachate into unimpacted groundwater. Prohibitions 1, 10, and 11 of this Order prohibit migration of contaminants from the Landfill. Specification 12 and Provision 5 of this Order require the Discharger to mitigate these concerns in project design. Nonetheless, leachate migration associated with these penetrations remains a possibility. Specification 1 and Provisions 3 and 4 require the Discharger to perform detection monitoring to identify any water quality impacts that may be caused by development activities, to control leachate migration, and to perform corrective actions if needed. MONITORING PROGRAMS 19. The Self -Monitoring Program (SMP) attached to this Order revises the groundwater monitoring program previously required by WDR Order No. R2-2007-0039. The groundwater CI Burlingame Landfill R2-2023-0005 monitoring network at the Burlingame Landfill includes eight groundwater monitoring wells, two leachate wells, one leachate line manhole, and two designated surface water sampling points. Groundwater samples obtained from monitoring wells are to be analyzed for field parameters (pH, specific conductance, water level, etc.), site specific detection monitoring parameters (total organic carbon, total Kjeldahl nitrogen, and volatile organic compounds [VOCs]), and additional parameters including per- and polyfluorinated alkyl substances (PFAS). See Tables B-1 and B-2 in the attached SMP. FINANCIAL ASSURANCE 20. The Discharger provides documentation every five years that adequate Financial Assurances (FA) exist for post -closure maintenance and potential water -related and non - water -related corrective action in accordance with Title 27 CCR, Division 2, Subdivision 1, Chapter 6. The Discharger must demonstrate adequate financial assurance until landfilled wastes no longer pose a threat to water quality. FA mechanisms and future updates of the FA mechanism shall consider groundwater rise as it relates to the stability of the saturated waste mass, integrity of the Landfill cap, structural stability of any building constructed on top of a landfill, and additional methane gas generation due to a wetter waste mass, including methane monitoring probes near the perimeter of the site and methane detection systems inside any overlying building. ANTIDEGRADATION POLICY 21. The State Water Resources Control Board (State Water Board) established California's antidegradation policy through State Water Board Resolution 68-16, which requires that existing high water quality be maintained unless degradation is justified based on specific findings. Adoption of this order will not result in lower water quality and complies with the antidegradation policy. It requires existing water quality in the vicinity of the Landfill to be maintained; directs the continued operation of the groundwater and LFG containment systems and maintenance of the Landfill cap; and requires verification that degradation has not occurred through regular monitoring and inspections. BASIN PLAN 22. The Water Quality Control Plan for the San Francisco Bay Basin (Basin Plan) is the Regional Water Board's master water quality control planning document. It designates beneficial uses and water quality objectives for waters of the State, including surface waters and groundwater. It also includes programs of implementation to achieve water quality objectives. The Basin Plan was duly adopted by the Regional Water Board and approved by the State Water Board, U.S. EPA, and the Office of Administrative Law, where required. BENEFICIAL USES AND SOURCES OF DRINKING WATER 23. The beneficial uses of Lower San Francisco Bay and Burlingame Lagoon are: a. Industrial Service Supply b. Commercial and sport fishing c. Shellfish Harvesting 5 Burlingame Landfill R2-2023-0005 d. Estuarine habitat e. Fish migration and spawning f. Preservation of rare and endangered species g. Wildlife Habitat h. Water contact recreation i. Non -contact water recreation Navigation 24. The existing and potential uses of shallow groundwater beneath and adjacent to the Burlingame Landfill in the lower sand are limited due to the highly saline nature of the water, reflecting proximity to the San Francisco Bay. HUMAN RIGHT TO WATER POLICY 25. Under Water Code section 106.3, the State of California's policy is that every human being has the right to safe, clean, affordable, and accessible water adequate for human consumption, cooking, and sanitary purposes. (Wat. Code, § 106.3; see also State Water Board Resolution No. 2016-0010.) The human right to water extends to all Californians, including disadvantaged individuals and groups and communities in rural and urban areas. This Order promotes the Human Right to Water Policy by prohibiting discharges of waste and leachate from the Landfill. CALIFORNIA ENVIRONMENTAL QUALITY ACT 26. This Order updates the existing waste discharge requirements for the Landfill to acknowledge a post -closure land use change and upgrades to the Landfill cover and gas collection system. The City of Burlingame approved the TopGolf development at the Landfill site through a Design Review and Conditional Use Permit on May 11, 2020. In connection with the approval, the City of Burlingame adopted a Mitigated Negative Declaration (MND) under the California Environmental Quality Act (Pub. Resources Code section 21000 et seq. CEQA), finding that the project, as mitigated, would not have any significant effect on the environment. The Regional Water Board, as a responsible agency under CEQA, considered the MND and finds that adoption of this Order will not have significant effects on the environment. Furthermore, this Order includes requirements to prevent significant water quality impacts as a result of the city -approved development. NOTIFICATIONS AND MEETING 27. The Regional Water Board has notified the Discharger and interested agencies and persons of its intent to amend the Landfill's WDRs and has provided them with an opportunity for a public hearing and an opportunity to submit their written views and recommendations. 28. The Regional Water Board, in a public meeting, heard and considered all comments pertaining to this amendment of WDRs. IT IS HEREBY ORDERED, pursuant to the authority in California Water Code (CWC) section 13263, and CCR, Title 27, Division 2, Subdivision 1, that the Discharger shall meet the applicable provisions contained in Title 27 and shall comply with the following: Al Burlingame Landfill R2-2023-0005 A. PROHIBITIONS Post -closure development of the Landfill shall not result in adverse impact to waters of the State. Wastes exposed temporarily during construction shall not be allowed to exist in any position where they can migrate from the Landfill to adjacent geologic materials or waters of the State. 2. The creation of any new waste management unit is prohibited. 3. No additional waste shall be deposited or stored at this Landfill, except for waste temporarily contained in trash receptacles at the recreational sites developed on the Landfill. Such waste may be stored temporarily, but not disposed of, at the Landfill. 4. Relocation of Landfill wastes is prohibited without prior Regional Water Board concurrence. 5. Waste materials shall not be exposed or relocated to any position where they can migrate from the Landfill to adjacent geologic materials, waters of the State, or waters of the United States during the post -closure maintenance period. 6. Untreated or inadequately treated groundwater or leachate shall not create a condition of pollution or nuisance nor degrade the quality of waters of the State or waters of the United States. 7. The Discharger shall not perform any intrusive activities, such as digging or trenching, on the Landfill surface that have the potential to negatively affect the integrity and proper function of the Landfill cap without prior Regional Water Board approval. The only exceptions to this prohibition are for routine maintenance or improvements as described in the PCMP or, in the event of an emergency, repair to the landfill gas collection system (LGCS) to protect human health and the environment. In addition, the Discharger may perform subsidence repairs if suitable soils and methods, as described in the PCMP, are utilized to repair the cap and maintain positive surface water flow. 8. The Discharger shall not damage the Landfill cap during vegetative growth control. 9. Excavation within, or reconfiguration of, any existing waste management unit is prohibited without prior written concurrence of Regional Water Board. Minor excavation or reconfiguration activities, such as replacement of LFG/leachate collection and control system elements, installation of signs or landscaping or for routine maintenance and repair, do not require prior staff concurrence. 10. Piers, piles, or columns placed through the Landfill's waste material shall not cause adverse impacts to groundwater quality, nor serve as a conduit for the downward migration of Landfill leachate or contaminants into underlying groundwater. Piers, piles, or columns shall not serve as a conduit for the upward migration of LFG that are not fully captured by the LFG control system, which protects buildings and structures above the Landfill cap. All wells and borings that are no longer being used at the site shall not pose 7 Burlingame Landfill R2-2023-0005 a threat of leachate or contaminant migration below the refuse or LFG migration above the cap. 11. Leachate, stormwater, or groundwater containing leachate or in contact with waste, shall not be discharged to waters of the State or waters of the United States. 12. Buildup of leachate levels within the Landfill that adversely impacts waters of the State is prohibited. 13. The Discharger shall not cause the following conditions to exist in waters of the State or waters of the United States at any place outside existing waste management units: a. Surface Waters: i. Floating, suspended, or deposited macroscopic particulate matter or foam; ii. Bottom deposits or aquatic growth; iii. Adverse changes in temperature, turbidity, or apparent color beyond natural background levels; iv. Visible, floating, suspended, or deposited oil, or other products of petroleum origin; or v. Toxic or other deleterious substances to exist in concentrations or quantities that may cause deleterious effects on aquatic biota, wildlife, or waterfowl, or that render any of these unfit for human consumption either at levels created in the receiving waters or as a result of biological concentrations. b. Groundwater: i. Degradation of groundwater quality; or ii. Significant migration of pollutants through subsurface transport. B. SPECIFICATIONS 1. The Discharger shall implement a Detection Monitoring Program (DMP) pursuant to Title 27, section 20420. The DMP shall be designed to identify any water quality impacts from the Landfill and demonstrate compliance with the Water Quality Protection Standard (WQPS), which is required pursuant to Title 27 CCR, section 20390. The SMP attached to this Order is intended to constitute the DMP for the Landfill. The WQPS for the Landfill shall include constituents of concern, concentration limits, point of compliance and all monitoring points. The WQPS shall establish and comply with all of the following: a. Constituents of Concern: Constituents of Concern (COCs) include "all waste constituents, reaction products, and hazardous constituents that are reasonably expected to be in or derived from waste contained in the Unit." (Cal. Code Regs., Title 27, § 20395[a].) COCs include monitoring parameters identified in the SMP attached to this Order or any future amendment thereof; Burlingame Landfill R2-2023-0005 b. Monitoring Parameters: Monitoring parameters (MPs), a subset of the COCs, are typically the most mobile and commonly detected COCs in groundwater at the site and are measured on a more frequent basis than the other COCs. The MPs for the site shall include, at a minimum, all constituents identified as such in the SMP. The Discharger may propose modification to the MPs as additional data become available concerning site -specific source characteristics and natural background water quality. However, modifications shall only be made upon written concurrence from the Executive Officer; c. Water Standard: The Water Standard for corrective action COCs at the specified points of compliance shall be set at the maximum contaminant level (MCL) specified in Title 22 CCR or 40 Code of Federal Regulations (CFR) parts 141 and 143, whichever is lower; d. Point of Compliance (POC): The POC is the "vertical surface located at the hydraulically downgradient limit of the Unit that extends through the uppermost aquifer underlying the Unit" (Cal. Code Regs., Title 27, § 20405[a].); and e. Monitoring Points: A Monitoring Point is "a well, device, or location specified in the waste discharge requirements at which monitoring is conducted and at which the water quality protection standard, under section 20390, applies." (Cal. Code Regs., Title 27 § 20164.). Background Monitoring Points: A Background Monitoring Point is "a well, device, or location specified in the waste discharge requirements at which monitoring for background water quality or background soil quality is conducted." (Cal. Code Regs., Title 27, § 20164.). 2. The Discharger shall conduct monitoring activities according to the SMP attached to this Order, and as may be amended by the Executive Officer, to verify the effectiveness of the Landfill's systems for monitoring, containment, collection, treatment, and removal of leachate and LFG. 3. All monitoring wells shall be constructed in a manner that maintains the integrity of the drill hole, prevents cross -contamination of saturated zones, and produces representative groundwater samples from discrete zones within the water -bearing zone each well is intended to monitor. 4. The Discharger shall repair or install new monitoring wells to replace any monitoring well designated as a Monitoring Points that is damaged, destroyed, or rendered non- functional during the Landfill's post -closure maintenance period. 5. The Discharger shall maintain all devices or designed features installed in accordance with this Order, and in accordance with the SMP, such that they continue to operate as intended without interruption. 6. The Discharger shall install any additional groundwater and leachate monitoring features required to fulfill the terms of the SMP. 9 Burlingame Landfill R2-2023-0005 7. All samples collected at the Landfill shall be analyzed by state -certified laboratories, or laboratories accepted by the Regional Water Board, using approved U.S. EPA methods for the type of analysis to be performed. All laboratories shall maintain quality assurance/quality control records for Regional Water Board review. This specification does not apply to analyses that can only be reasonably performed onsite (e.g., pH). 8. The Discharger shall maintain the Landfill to prevent a measurably significant increase in water quality parameters at points of compliance. 9. Whenever there is "measurable significant" evidence (as defined in CCR Title 27, section 20164) or significant physical evidence of a release, the Discharger shall be prepared to implement an Evaluation Monitoring Program (EMP) pursuant to CCR Title 27, section 20425, at the direction of the Executive Officer. In such a case, the Discharger shall continue implementing the DMP as prescribed in any SMP attached to this Order. If required, the EMP shall be implemented to determine the nature and extent of any release detected by the DMP. 10. The Discharger may file a written request (including supporting documentation) with the Executive Officer proposing modifications to the attached SMP. If the proposed modifications are acceptable, the Executive Officer will issue a letter of approval that incorporates the proposed revisions into the SMP. 11. The final cover system shall be graded and maintained to promote lateral runoff and prevent ponding and infiltration of water. 12. Landfill piles or piers shall be designed and constructed so as not to impact water quality, serve as conduits for leachate or LFG/VOCs, and be able to withstand stresses caused by settlement and seismic activity. Monitoring ports shall be installed through the platform structure to observe and measure settlement around the piles or columns. 13. The Discharger shall incorporate a contingency plan into all work plans for drilling through the refuse, whether for investigation purposes or for installation of wells, structural piles, or any excavation that may encounter waste. This contingency plan shall establish a protocol to implement if hazardous wastes are encountered during drilling. 14. The Landfill shall be protected from any washout or erosion of wastes from inundation. Provision 9 of this Order requires the Discharger to prepare and submit a Long -Term Flood Protection Plan. 15. The Discharger shall notify the Regional Water Board immediately of any failure occurring in the Landfill. Any failure that threatens the integrity of containment or control features or structures at the Landfill shall be promptly corrected after approval of the method and schedule by the Executive Officer. 16. The Discharger shall provide and maintain a minimum of two permanent, surveyed monuments near the Landfill from which the location and elevation of wastes, containment structures, and monitoring facilities can be determined throughout closure, and post -closure maintenance periods. These monuments shall be installed by a licensed 10 Burlingame Landfill R2-2023-0005 land surveyor or registered civil engineer. The data obtained from these monuments shall be evaluated with respect to sea level rise risk scenarios and incorporated into the Long - Term Flood Protection Plan. 17. Containment, collection, drainage, and monitoring systems constructed for groundwater, surface water, and leachate shall be maintained and operated as long as waste or leachate is present and poses a threat to water quality. 18. Methane and other LFG shall be adequately vented, removed from the Landfill, or otherwise controlled to minimize the danger of explosion, adverse health effects, nuisance conditions, and the impairment of beneficial uses of water due to LFG migration. 19. The Discharger shall assure that the structures that control leachate, surface drainage, erosion, and LFG are constructed and maintained to withstand conditions generated during the maximum probable earthquake. 20. The Discharger shall provide reasonable access to any property it owns or leases at the Landfill to allow for installation, sampling, and monitoring of all devices and equipment necessary for compliance with the requirements of this Order. 21. All reports submitted pursuant to this Order shall be prepared under the supervision of and signed by appropriately licensed professionals, such as a California professional civil engineer, professional geologist, and/or certified engineering geologist, and shall be acceptable to the Executive Officer. 22. The Discharger shall comply with all applicable provisions of Title 27 that are not specifically referred to in this Order. 23. If a seep from the Landfill is observed coming into contact with any bordering surface water body, the Discharger shall immediately notify the Regional Water Board. Sampling of upstream and downstream locations on that surface water body may be required on a schedule to be determined by Regional Water Board staff. 24. Surface drainage shall be intercepted and controlled to promote flow off the Landfill and prevent ponding during the post -closure period. C. PROVISIONS Duty to Comply: The Discharger shall comply immediately, or as prescribed by the time schedule below, with all Prohibitions, Specifications, and Provisions of this Order. All required submittals must be acceptable to the Executive Officer. The Discharger must also comply with all conditions of these waste discharge requirements. Violations may result in enforcement actions, including Regional Water Board orders or court orders requiring corrective action or imposing civil monetary liability, or in modification or revocation of these WDRs by the Regional Water Board. 11 Burlingame Landfill R2-2023-0005 2. Authority: All technical and monitoring reports required by this Order and the attached SMP are required pursuant to CWC section 13267. The Regional Water Board needs the reports to ensure the landfill containment system continues to be protective of water quality. The burden, including costs, of these reports bears a reasonable relationship to the need for the report and the benefits to be obtained from the reports. The estimated total cost to prepare a semi-annual monitoring report is from $5,000 to $75,000, which bears a reasonable relationship to the need for the report and the benefit monitoring and preventing any immediate threats to water quality. The evidence supporting requiring the reports is contained in the files for the Landfill. Failure to submit reports in accordance with schedules established by this Order or failure to submit a report of sufficient technical quality to be acceptable to the Executive Officer may subject the Discharger to enforcement action pursuant to CWC section 13268. 3. Self -Monitoring Program: The Discharger shall implement and comply with the SMP attached to this Order and any revisions issued by the Executive Officer. The attached SMP is designed to assess the effectiveness of the corrective action program and demonstrate compliance with the WQPS. The Discharger shall submit semi-annual monitoring reports, acceptable to the Executive Officer, no later than April 30 and October 31 of each year in accordance with the SMP. The Discharger may incorporate both semi-annual monitoring event data into one annual report to be submitted no later than January 31. The report shall include a section detailing repair and maintenance activities needed and performed during each semi-annual monitoring period and a section detailing compliance with maintaining hydraulic control of Landfill leachate. COMPLIANCE DATE: Immediately upon adoption of this Order REPORT DUE DATE: April 30 and October 31 (semi-annual) or January 31 (annual) each year. 4. Detection Monitoring Program Review: The Discharger shall evaluate and determine if changes are needed to ensure adequacy of the Landfill's DMP to promptly detect any releases to groundwater or surface water from the Landfill or any changes in water quality that may have been caused by post -closure development activities. Based on the results of the evaluation, the Discharger shall propose to the Executive Officer any improvements, such as new monitoring wells, that may be needed to identify water quality impacts from the Landfill and demonstrate compliance with the WQPS and Prohibition 1 of this Order. COMPLIANCE DATE: 60 days from the adoption of this Order 5. Pile Installation Work Plan: The Discharger shall submit a Work Plan acceptable to the Executive Offer detailing the method of pile installation to be used during redevelopment activities at the Landfill. The Work Plan must be specific as to the measures taken prior to, and during drilling and installation, that are protective of water quality. COMPLIANCE DATE: 60 days prior to pile installation iiPA Burlingame Landfill R2-2023-0005 6. Material Change in Post -Closure Land Use Reporting: The Discharger shall submit a technical report, acceptable to the Executive Officer, describing any material change in the proposed land use or post -closure development of the Landfill. The technical report shall describe the project, identify key changes to the design that may impact any portion of the Landfill, and specify components of the design necessary to maintain the integrity of the Landfill cover and prevent water quality impacts. No material changes to any portion of the Landfill shall be made without approval by the Regional Water Board. COMPLIANCE DATE: 120 days prior to any proposed material change 7. Construction -Related Stormwater Permit: For any proposed grading or development project greater than one acre in size, the Discharger shall submit a Notice of Intent to the State Water Board, submit a Storm Water Pollution Prevention Plan acceptable to the Executive Officer, and implement Best Management Practices for the control of stormwater in accordance with requirements specified in the State Water Board's General Permit for Storm Water Discharges Associated with Construction Activities (NPDES Permit No. CAS000001). The Discharger will be deemed in compliance with this Provision if another party constructing improvements on property owned by the Discharger has obtained coverage under the General Permit. COMPLIANCE DATE: 30 days prior to construction 8. Groundwater Well Installation or Destruction Report: The Discharger shall submit a technical report, acceptable to the Executive Officer, which provides well construction details, geologic boring logs, and well development logs for all new groundwater monitoring wells and LFG extraction wells installed or destroyed. REPORT DUE DATE: 60 days following well installation or destruction 9. Long -Term Flood Protection Plan: The Discharger shall submit a climate change vulnerability assessment and adaptation plan acceptable to the Executive Officer. The plan shall identify strategies for the long-term protection of the Landfill from flooding and inundation due to SLR, groundwater rise, and extreme climate/weather events. The plan shall: a. Be prepared by qualified experts and consider and reference the most current official State of California climate change guidance documents, including but not limited to the 2018 State of California Sea Level Rise Guidance developed by the Ocean Protection Council, the San Francisco Bay Shoreline Adaptation Atlas prepared by the San Francisco Estuary Institute (SFEI), the Bay Conservation and Development Commission's Bay Plan Climate Change Amendment, and the Coastal Storm Modeling System; b. Be based on providing protection from the estimated 100-year storm event, on top of the 2050 "medium -high" (0.5% probability of exceedance) or "extreme" risk aversion SLR scenarios as described in the most recent official state of California sea level rise guidance (e.g., the 2018 OPC Sea -Level Rise Guidance). The 100-year storm event shall take into account astronomical tides and storm surge as well as wave run-up, 1191 Burlingame Landfill R2-2023-0005 seasonal effects (e.g., El Nino conditions), and discharge from local tributaries (e.g., as modeled by the USGS CoSMoS tool); c. Describe how vulnerable features and infrastructure will be protected (such as landfill caps, monitoring wells, LFG wells, flares, levees, etc.), and how building uses, and public access will be protected prior to the projected timing of SLR, groundwater rise, and extreme storm event impacts (e.g., prior to projected flooding); d. Propose a phased adaptation strategy that briefly describes the potential future projects that may be necessary to provide for protection from the 2100 "medium -high" or "extreme" risk aversion SLR scenarios as described in the most recent official State of California sea level rise guidance, as well as potential accompanying changes in groundwater rise and extreme storm events. The strategy shall allow for a range of future actions at different climate change thresholds to address uncertainty and allow for flexibility over the long term; e. Provide technical justification for the selection of both the 2050 and 2100 sea level rise risk aversion scenarios; Identify baseline conditions for the Landfill and show at a minimum the following on a map(s): sitewide elevations, vulnerable infrastructure (i.e., waste containment features, wetlands, roads, buildings, remediation systems, piping, wells), existing groundwater levels, the degree of SLR, groundwater rise, and/or extreme storm event exposure already noted at the Landfill (if any), sea level elevations at which flooding will impact the Landfill, areas potentially vulnerable to groundwater rise; g. Be updated and submitted every five years with the most recently available and credible information and climate change adaptation guidance at the time of the update, including observed changes in sea levels, groundwater levels, and flooding measured at or as near as possible to the Landfill (e.g., from local tide gauges and monitoring wells), and any observed or potential changes in the adaptive capacity and risk tolerance of vulnerable infrastructure, including an implementation schedule with key milestones that have been or will be met in the future; and h. When preparing and implementing adaptive management plans, the Discharger shall take into consideration how rising shallow groundwater and any associated flooding may affect long-term cap stability, increase in leachate amounts, leachate and LFG migration, and post -closure monitoring and maintenance goals at the site. Groundwater monitoring data from the site should be used for the most accurate water level onsite; however, if groundwater wells are not present at the Landfill, databases such as GeoTracker can be used to access water table elevations nearby, using USGS, California Department of Water Resources, or other nearby cleanup site well observations. Additionally, information on shallow groundwater response to SLR across four Bay Area counties has been published by Pathways Climate Institute and SFEI, 2022. REPORT DUE DATE: The Long -Term Flood Protection Plan is due July 9, 2023, and shall be updated every five years thereafter M Burlingame Landfill R2-2023-0005 10. Earthquake Inspection: The Discharger shall immediately notify the Regional Water Board in the event of any earthquake generating ground shaking of magnitude 6 or greater at or within 30 miles of the Landfill or if an earthquake capable of generating ground motions exceeding a site peak ground acceleration (PGHA) of 0.15g occurs within 60 miles of the Landfill. The Discharger shall also submit a detailed Post - Earthquake Inspection Report, acceptable to the Executive Officer. The report shall describe the containment features, groundwater monitoring, and control facilities potentially impacted by seismic deformations of the Landfill. Damage to any waste containment facility that may impact waters of the State must be reported immediately to the Executive Officer. NOTIFICATION DUE: Immediately after qualifying earthquake WRITTEN REPORT DUE: Within 6 weeks of earthquake 11. Change in Site Conditions: The Discharger shall immediately notify the Regional Water Board of flooding, ponding, settlement, equipment failure, slope failure, exposure of waste, liner leakage, or other change in site conditions that could impair the integrity of the Landfill's cap, waste or leachate containment facilities, and/or drainage control structures and shall immediately make repairs. Within 30 days, the Discharger shall prepare and submit a technical report, acceptable to the Executive Officer, documenting the corrective measures taken. NOTIFICATION DUE: Immediately upon occurrence WRITTEN REPORT DUE: 30 days after initial notification 12.Availability: A copy of these WDRs shall be maintained by the Discharger and shall be made available by the Discharger to all employees or contractors performing work (maintenance, monitoring, repair, construction, etc.) at the Landfill. 13. Change in Ownership: Provided there is no material change in the operation of the site, this Order may be transferred to a new owner. The Discharger or new owner must request the transfer in writing and receive written approval from the Executive Officer. Such a request must be submitted to the Executive Officer at least 30 days prior to the transfer of ownership. The request must include a written agreement between the Discharger and the new owner containing a specific date for the transfer of this Order's responsibility and coverage between the Discharger and the proposed new owner. This agreement shall include an acknowledgment that the Discharger is liable for violations up to the transfer date and that the new owner is liable from the transfer date on. (CWC sections 13267 and 13263). The request must contain the requesting entity's full legal name, the address and telephone number of the persons responsible for contact with the Water Board and statement. The discharge of waste without waste discharge requirements is a violation of the California Water Code. 14. Information Correction: When a Discharger becomes aware that it failed to submit any relevant facts in a Report of Waste Discharge (ROWD) or submitted incorrect information in a ROWD or in any report to the Regional Water Board, it shall promptly submit such facts or information. 15 Burlingame Landfill R2-2023-0005 15. Revision: This Order is subject to review and revision by the Regional Water Board. 16. Vested Rights: This Order does not convey any property rights of any sort or any exclusive privileges. The requirements prescribed herein do not authorize the commission of any act causing injury to persons or property, do not protect the Discharger from liability under federal, State or local laws, nor do they create a vested right for the Discharger to continue the waste discharge. 17. Severability: Provisions of this Order are severable. If any provision of these WDRs is determined to be invalid by the State Water Resources Control Board or a court, the remainder of these requirements shall not be affected. 18.Operation and Maintenance: The Discharger shall, at all times, properly operate and maintain all facilities and systems of treatment and control (and related appurtenances) that are installed or used by the Discharger to achieve compliance with conditions of this Order. Proper operation and maintenance include effective performance, adequate funding, adequate operator staffing and training, and adequate laboratory and process controls, including appropriate quality assurance procedures. This provision requires the operation of backup or auxiliary facilities or similar systems only when necessary to achieve compliance with the conditions of this Order. 19. Reporting of Hazardous Substance Release: If any hazardous substance is discharged in or on any waters of the State, or discharged or deposited where it is, or probably will be, discharged into or on any waters of the State, the Discharger shall report such discharge to the Regional Water Board by calling (510) 622-2369. A written report shall be mailed or submitted electronically to the Regional Water Board within five business days. The report shall describe: the nature of the hazardous substance, estimated quantity involved, duration of incident, cause of release, estimated size of affected area, nature of effect, corrective actions taken or planned, schedule of corrective actions planned, and persons/agencies notified. 20. Entry and Inspection: The Discharger shall allow the Regional Water Board, or an authorized representative upon the presentation of credentials and other documents as may be required by law, to: a. Enter upon a Discharger's premises where a regulated facility or activity is located or conducted, or where records must be kept under the conditions of this Order; b. Have access to and copy, at reasonable times, any records that must be kept under the conditions of this Order; c. Inspect at reasonable times any facilities, equipment (including monitoring and control equipment), practices, or operations regulated or required under this Order; and d. Sample or monitor at reasonable times, for the purposes of assuring compliance with this Order or as otherwise authorized by the California Water Code, any substances or parameters at any location. 16 Burlingame Landfill R2-2023-0005 21. Analytical Methods: Unless otherwise permitted by the Regional Water Board Executive Officer, all analyses shall be conducted at a laboratory certified for such analyses by the State Water Resources Control Board, Division of Drinking Water. The Executive Officer may allow use of an uncertified laboratory under exceptional circumstances, such as when the closest laboratory to the monitoring location is outside the State boundaries and therefore not subject to certification. All analyses shall be required to be conducted in accordance with the latest edition of U.S. EPA SW-846 or other equivalent U.S. EPA Method. 22. Discharges to Navigable Waters: Any person discharging or proposing to discharge to navigable waters from a point source (except for discharge of dredged or fill material subject to section 404 of the Clean Water Act and discharges subject to a general NPDES permit) must file an NPDES permit application with the Regional Water Board. 23. Endangerment of Health or the Environment: The Discharger shall report any event of noncompliance that may endanger human health or the environment. Any such information shall be provided orally to the Regional Water Board within 24 hours of the time the Discharger becomes aware of the circumstances by calling (510) 622-2369. A written submission to the Regional Water Board shall also be provided within five days of the time a Discharger becomes aware of the circumstances. The written submission shall contain a description of the noncompliance and its cause; the period of noncompliance, including exact dates and times; and, if the noncompliance has not been corrected, the anticipated time it is expected to continue and steps taken or planned to reduce, eliminate, and prevent recurrence of the noncompliance. The Executive Officer, or his or her delegate, may waive the written report on a case -by -case basis if the oral report has been received within 24 hours. 24. Document Distribution: Copies of all correspondence, technical reports, and other documents pertaining to compliance with this Order shall be provided to the following agencies: a. Regional Water Board, and b. San Mateo County Health Department, Environmental Health Services Division (Local Enforcement Agency or LEA). The Executive Officer may modify this distribution list as needed. 25. Reporting Requirements: All reports submitted pursuant to this Order must be in accordance with the State Water Board -adopted regulations requiring electronic report and data submittal to the State's GeoTracker database (CCR §§ 3890-3895). Email notification should be provided to Regional Water Board staff whenever a file is uploaded to GeoTracker. In addition, the Discharger shall submit hard copies of reports to Regional Water Board staff upon request. a. The Discharger is responsible for submitting the following via GeoTracker: All chemical analytical results for water samples; 17 Burlingame Landfill R2-2023-0005 ii. The latitude and longitude of any sampling point for which data is reported, accurate to within one meter and referenced to a minimum of two reference points from the California Spatial Reference System, if available, unless specified in the SMP; iii. The surveyed elevation relative to a geodetic datum of any permanent sampling point for which data is reported; iv. The elevation of groundwater in any permanent monitoring well relative to the surveyed elevations for which data is reported; v. A site map or maps showing the location of all sampling points for which data is reported; vi. The depth of the sampling point or depth and length of screened interval for any permanent monitoring well for which data is reported; vii. PDF copies of boring logs; and viii. PDF copies of all reports, Work Plans, and other documents (the document, in its entirety [signature pages, text, figures, tables, etc.] must be saved to a single PDF file) including the signed transmittal letter and professional certification by a California professional civil engineer, certified engineering geologist, or a professional geologist. b. Upon request, monitoring results must also be provided electronically in Microsoft Excel to allow for ease of review of site data and to facilitate data computations and/or plotting that Regional Water Board staff may undertake during the review process. Such electronic tables shall include the following information unless directed otherwise by Water Board staff: i. Well designations; ii. Well location coordinates (latitude and longitude); iii. Well construction (including top of well casing elevation, total well depth, screen interval depth below ground surface, screen interval elevation, and a characterization of geology of subsurface the well is located in); iv. Groundwater depths and elevations (water levels); v. Current analytical results by constituent of concern (including detection limits for each constituent); vi. Historical analytical results (including the past five years unless otherwise requested); and vii. Measurement dates. Burlingame Landfill R2-2023-0005 26. This Order supersedes and rescinds WDR Order Nos. 82-55, 95-130, and R2-2007-0039 as amended by R2-2022-0031. 27. Under Water Code section 13320, a party aggrieved by the Regional Water Board's action or inaction on this Order may petition the State Water Resources Control Board for review within 30 days of such action or inaction. I, Eileen White, Executive Officer, do hereby certify that the foregoing is a full, complete, and correct copy of an order adopted by the California Regional Water Quality Control Board, San Francisco Bay Region, on May 10, 2023. Eileen White Executive Officer Figure 1 — Closed Burlingame Landfill Location and Site Layout Attachment: Self -Monitoring Program fi111067 Burlingame Landfill R2-2023-0005 FIGURE Burlingame Landfill R2-2023-0005 FIGURE 1. Site Plan Illustrating Monitoring Locations. (Figure based on Mactec Fourth Quarter 2004 Monitoring Report "Site Plan") GR-8 Landfill area;, US-Mj. uu a �c. 0 CALIFORNIA REGIONAL WATER QUALITY CONTROL BOARD SAN FRANCISCO BAY REGION SELF -MONITORING PROGRAM FOR CITY OF BURLINGAME CLOSED SANITARY SOLID WASTE DISPOSAL SITE ORDER NO. R2-2023-0005 CONSISTS OF PART A AND PART B Burlingame Landfill R2-2023-0005 PART A This Self -Monitoring Program (SMP) specifies monitoring and reporting requirements, including: • General monitoring requirements for landfills and waste management units (Part A); • Self -monitoring report content and format (Part A); • Self -monitoring report submittal frequency and schedule (Part B); • Monitoring locations and frequency (Part B); and • Monitoring parameters and analytes (Part B). A. AUTHORITY AND PURPOSE For discharges of waste to land, water quality monitoring is required pursuant to the California Code of Regulations (CCR), Title 27, sections 20380 through 20435. The principal purposes of an SMP are: (1) to document compliance with waste discharge requirements (WDRs) and prohibitions established by the Regional Water Board; (2) to facilitate self -policing by waste dischargers in the prevention and abatement of pollution arising from the waste discharge; (3) to develop or assist in the development of effluent standards of performance and toxicity standards; and (4) to assist dischargers in complying with the requirements of Title 27. B. MONITORING REQUIREMENTS Monitoring refers to the observation, inspection, measurement, and/or sampling of environmental media, the Landfill containment and control facilities, and waste disposed in the Landfill. The following defines the types of monitoring that may be required. Monitoring of Environmental Media The Regional Water Board may require monitoring of groundwater, surface water, leachate, LFG, and any other environmental media that may pose a threat to water quality or provide an indication of a water quality threat at the Landfill. Liquid measurements, sample collection, storage, and analyses shall be performed according to the most recent version of U.S. EPA -approved methods or in accordance with a sampling and analysis plan approved by Regional Water Board staff. Analytical testing of environmental media required by this SMP shall be performed by a State -approved laboratory for the required analyses. The director of the laboratory whose name appears on the certification shall be responsible for supervising all analytical work in his/her laboratory and shall have signing authority for all reports or may designate signing of all such work submitted to the Regional Water Board. All monitoring instruments and devices used to conduct monitoring in accordance with this SMP shall be maintained and calibrated as necessary to ensure their continued accuracy. All flow measurement devices shall be calibrated at least once every two years. 2 Burlingame Landfill R2-2023-0005 "Receiving waters" refers to any surface water that actually or potentially receives surface or groundwater that passes over, through, or under waste materials or impacted soils. In this case, the groundwater beneath and adjacent to the Landfill and the surface runoff from the site are considered "receiving waters." PFAS Sampling To ensure the sampling is consistent with State Water Board standards, the analytical laboratory performing PFAS analyses must be accredited by the California Environmental Laboratory Accreditation Program (ELAP) to perform the method compliant with Department of Defense Table B-15 of Quality Systems Manual (https://denix.osd.mil/edqw/documents/), Version 5.1 or later. The laboratory must be capable of quantifying the target PFAS analytes listed in Table B-2. A list of laboratories that are accredited by ELAP by analytical method can be found on the State Water Board PFAS webpage (https://www.waterboards.ca.gov/pfas/). Standard Observations "Standard observations" refers to observations within the limits of the Landfill, at the Landfill perimeter, and of the receiving waters. Standard observations to be performed and recorded include: 1. The Landfill: a. Evidence of ponded water on the Landfill, including a map of approximate locations, and an estimate of the size of the area affected and the volume of water; b. Evidence of odors, including presence or absence, characterization, source, and distance of travel from source; and c. Evidence of erosion and/or exposed waste, including a map of the approximate location and an assessment of the likelihood that soil or waste was discharged to the waters of the State. 2. Perimeter of the Landfill: a. Evidence of liquid leaving or entering the Landfill, including groundwater and leachate seeps, estimated size of affected area and flow rate (show affected area on map); b. Evidence of odors, including presence or absence, characterization, source, and distance of travel from source; c. Evidence of erosion and/or exposed waste; and d. Vegetation coverage. 3. Receiving Waters: a. Floating and suspended materials of waste originating from the Landfill, including their presence or absence, source, and size of affected area; b. Discoloration and turbidity: description of color, source, and size of affected area; 9 Burlingame Landfill R2-2023-0005 c. Evidence of odors, including presence or absence, characterization, source, and distance of travel from source; d. Evidence of beneficial use, such as presence of water associated with wildlife; e. Estimated flow rate; and f. Weather conditions, such as estimated wind direction and velocity, total precipitation. Facilities Inspections "Facilities inspections" refers to the inspection of all containment and control structures and devices associated with the Landfill. Containment and contro facilities include the following: 1. Final cover; 2. Stormwater management system elements such as perimeter drainage and diversion channels, ditches and down -chutes, and detention and sedimentation ponds or collection tanks; 3. LFG collection and control system; and 4. Leachate extraction system elements such as leachate storage tanks or sumps, piping, pumps, and control equipment. Quality Assurance/Quality Control Sample Monitoring The Discharger shall collect duplicate, field blank, equipment blank (if appropriate) and trip blank samples for each semiannual monitoring event at the following frequencies: 1. Duplicate sample — one sample per 20 regular samples; 2. Field blank — one per semiannual monitoring event; 3. Equipment blank —one sample per 10 monitoring stations (except where dedicated equipment is used); and 4. Trip blank — one sample per cooler. C. REPORTING REQUIREMENTS Reporting responsibilities of waste dischargers are specified in Water Code sections 13260, 13267 subdivision (b), and 13383, and this Regional Water Board's Resolution No.73-16 and Order No. 93-113. At a minimum, each Self -Monitoring Report (SMR) shall include the following information: Transmittal Letter: A cover letter transmitting the essential points of the monitoring report shall be included with each monitoring report. The transmittal letter must discuss any violations during the reporting period and actions taken or planned to correct the problem. The letter shall also certify the completion of all monitoring requirements. The letter shall be signed by the Discharger's principal executive officer, or his/her duly authorized representative, and shall include a statement by the official, under penalty of perjury, that the report is true and correct to the best of the official's knowledge. 12 Burlingame Landfill R2-2023-0005 2. Graphic Presentation: The following maps, figures, and graphs (if applicable) shall be included in each SMR to visually present data collected pursuant to this SMP: a. Plan -view maps showing all monitoring and sampling locations, waste management units, containment and control structures, treatment facilities, surface water bodies, and site/property boundaries; b. Leachate and groundwater level/piezometric surface contour maps for each groundwater -bearing zone of interest showing inferred groundwater gradients and flow directions under/around the Landfill based upon the past and present water level elevations and pertinent visual observations; and c. Any other maps, figures, photographs, cross -sections, graphs, and charts necessary to visually demonstrate the appropriateness and effectiveness of sampling, monitoring, characterization, investigation, or remediation activities relative to the goals of this SMP. 3. Tabular Presentation: The following data (if applicable) shall be presented in tabular form and included in each SMR to show a chronological history and allow easy reference: a. Well designation; b. Well location coordinates (latitude and longitude); c. Well construction (including top of well casing elevation, total well depth, screen interval depth below ground surface, and screen interval elevation); d. Groundwater depths; e. Groundwater elevations; f. Current analytical results (including analytical method and detection limits for each constituent); g. Historical analytical results (including at least the past five years unless otherwise requested); and h. Measurement dates. 4. Compliance Evaluation Summary and Discussion: a. A summary and certification of completion of all environmental media monitoring, standard observations, and facilities inspections; b. The signature of the laboratory director or his/her designee indicating that he/she has supervised all analytical work in his/her laboratory; and c. A discussion of the field and laboratory results that includes the following information: i. Data interpretations; ii. Conclusions; iii. Recommendations; iv. Newly implemented or planned investigations and remedial measures; v. Data anomalies; vi. Variations from protocols; 5 Burlingame Landfill R2-2023-0005 vii. Condition of wells; and viii. Effectiveness of leachate monitoring and control facilities. 5. Appendices: The following information shall be provided as appendices in electronic format only unless requested otherwise by Regional Water Board staff and unless the information is already contained in a sampling and analysis plan approved by Regional Water Board staff: a. New boring and well logs; b. Method and time of water level measurements; c. Purging methods and results, including: i. The type of pump used, pump placement in the well, and pumping rate; ii. The equipment and methods used to monitor field pH, temperature, and electrical conductivity; iii. The calibration of the field equipment used to measure pH, temperature, conductivity, and turbidity; and iv. The method of disposing of the purge water; d. Sampling procedures, field, equipment, and travel blanks, number and description of duplicate samples, type of sample containers and preservatives used, the date and time of sampling, the name of the person actually taking the samples, and any other relevant observations; and e. Documentation of laboratory results, analytical methods, detection limits (DLs) and reporting limits (RLs), and Quality Assurance/Quality Control (QA/QC) procedures for the required sampling. D. CONTINGENCY REPORTING 1. The Discharger shall report to the Regional Water Board by telephone (510-622- 2369) any measurably significant discharge from the Landfill immediately after it is discovered. The Discharger shall submit a written report to the Regional Water Board within five days of discovery of any discharge. The written report shall contain the following information: a. A map showing the location(s) of discharge; b. Approximate flow rate; c. Nature of effects (e.g., all pertinent observations and analyses); and d. Corrective measures underway or proposed. 2. The Discharger shall submit a written report to the Regional Water Board within seven days of determining that a statistically significant difference occurred between a SMP sample set and an approved Water Quality Protection Standard (WQPS). The written report shall indicate which WQPS(s) has been exceeded. If appropriate, within 30 days the Discharger shall resample at the compliance point(s) where this difference occurred. 3. If re -sampling and analysis confirms the earlier finding of a statistically significant 9 Burlingame Landfill R2-2023-0005 difference between SMP results and WQPS(s), the Discharger shall, upon determination by the Executive Officer, submit to the Regional Water Board an amended Report of Waste Discharge (ROWD) for establishment of an Evaluation Monitoring Program (EMP) meeting the requirements of Title 27, section 20425. E. REPORTING REQUIREMENTS The Discharger shall submit SMRs to Regional Water Board staff in accordance with the schedule indicated in Table B-1. Reports due at the same time may be combined into one report for convenience, as long as monitoring activities and results pertaining to each monitoring period are clearly distinguishable. Reports shall be submitted in accordance with Provisions 24 and 25 of the WDRs. SMR due dates will be: April 30 and October 31 (semi-annual) or January 31 (annual) each year. F. MAINTENANCE OF WRITTEN RECORDS The Discharger shall maintain information required pursuant to this SMP for at least five years. The five-year period of retention shall be extended during the course of any unresolved litigation regarding a discharge or when requested by the Regional Water Board. 7 Burlingame Landfill R2-2023-0005 PART B A. MONITORING LOCATIONS AND FREQUENCY Monitoring locations, frequencies, parameters, and analytes are specified in Table B-1 of this SMP and as indicated below. Monitoring locations are shown in Figure 1. 1. Environmental Media a. Groundwater: Groundwater shall be monitored at the locations specified in Table B-1 and shown on Figure 1. Monitoring frequencies, parameters, and analytes shall be in accordance with Table B-1. b. Leachate: Leachate elevations shall be monitored at the individual leachate wells, as specified in Table B-1. Monitoring frequencies, parameters, and analytes shall be in accordance with Table B-1. 2. Standard Observations Standard observations (described in Part A) shall be made within the Landfill, along the perimeter of the Landfill, and of the water courses and receiving waters beyond their limits. Standard observations shall be conducted during semi- annual monitoring activities. 3. Facilities Inspections The Discharger shall inspect all containment and control structures and devices associated with the Landfill in accordance with the PCMP, to ensure proper and safe operation. 4. Quality Assurance/Quality Control Samples The QA/QC samples shall be analyzed for VOCs (field blank, equipment blank and trip blank) or for the same tests as a regular sample (duplicate sample). B. REPORTING SCHEDULE The Discharger shall submit SMRs to Regional Water Board staff in accordance with the schedule indicated in Table B-1. Reports due at the same time may be combined into one report for convenience, as long as monitoring activities and results pertaining to each monitoring period are clearly distinguishable. Attachments: Table B-1 Self -Monitoring Program Table B-2 PFAS Analyte List n. Burlingame Landfill R2-2023-0005 Table B-1: Self -Monitoring Program Well No. GR-3 GR-4 GR-8 US-1A US-2A US-3A US-5 US-6 US-7 US-8 US-9 SW-1 SW-2 (Area (Leachate) (Leachate) (Leachate (Aquifer) (Aquifer) (Aquifer) (Aquifer) (Aquifer) (Aquifer) (Aquifer) (Aquifer) (Surface (Surface Monitored) Line Water) Water) Manhole) L_ Leachate Level A A A -- -- -- -- -- -- -- -- -- -- Field) Water Level A A -- SA SA SA SA SA SA SA SA -- -- (Field) Temperature A A -- SA SA SA SA SA SA SA SA SA SA (Field) Specific Cond. A A -- SA SA SA SA SA SA SA SA SA SA (Field) pH A (Field) A -- SA SA SA SA SA SA SA SA SA SA Turbidity A (Field) A -- SA SA SA SA SA SA SA SA SA SA Ammonia A A -- SA SA SA SA SA SA SA SA SA SA (350.1) VOCs (826013) A A -- SA SA SA SA SA SA SA SA SA SA SVOCs A A -- A A A A A A A A A A (8270) Total arsenic, Chromium, A A -- A A A A A A A A A A Zinc, Iron (6010) Cyanide A A -- A A A A A A A A A A (9010) Sulfide A A -- A A A A A A A A A A (9030) Constituents of Concern 5-year 5-year -- 5-year 5-year 5-year 5-year 5-year 5-year 5-year 5-year 5-year 5-year (3) Burlingame Landfill R2-2023-0005 Notes: 1. A: Annual (Performed during first semi-annual period of each year) 2. SA: Semi-annual 3. Next 5-year Constituents of Concern (chlorinated herbicides — EPA Method 8151, organochlorine pesticides and PCBs — EPA Method 8080, total CAM 17 metals — EPA Methods 6010/7470, PFAS — see Table B-2) event shall occur during the first sampling event of 2024. 4. All analytes listed, except Constituents of Concern, comprise the Monitoring Parameters as outlined in Specification B.1(a) of this Order. 5. SMR due dates: April 30 and October 31 (semi-annual) or January 31 (annual) each year. 10 Closed Burlingame Landfill R2-2023-0005 Table B-2: Target Reporting Limits' for LC/MS/MS analysis of Per- and Polyfluorinated Alkyl Acids by Department of Defense Quality Systems Manual (Version 5.3 or later) Chemical Name/ Abbreviation(s) GeoTracker PARLABEL Chemical Abstracts Service (CAS) No. Aqueous: Non -Drinking Water n /L Solid (ng/g) Perfluoroalkyl carboxylic acids Perfluorobutanoic acid (PFBA) PFBTA 375-22-4 6.4 0.8 Perfluoropentanoiic acid (PFPeA) PFPA 2706-90-3 3.2 0.4 Perfluorohexanoic acid (PFHxA) PFHA 307-24-4 1.6 0.2 Perfluoroheptanoic acid (PFHpA) PFHPA 375-85-9 1.6 0.2 Perfluorooutanoic acid (PFOA) PFOA 335-67-1 1.6 0.2 Perfluorononanoic acid (PFNA) PFNA 375-95-1 1.6 0.2 Perfluorodecanoic acid (PFDA) PFNDCA 335-76-2 1.6 0.2 Perfluoroundecanoic acid (PFUnDA, PFUda, PFUnA) PFUNDCA 2058-94-8 1.6 0.2 Perfluorododecanoic acid (PFDoDA, PFDoA) PFDOA 307-55-1 1.6 0.2 Perfluorotridecanoic acid (PFTrDA) PFTRIDA 72629-94-8 1.6 0.2 Perfluorotetradecanoic acid (PFTeDA, PFTA) PFTEDA 376-06-7 1.6 0.2 Perfluorohexadecanoic acid (PFHxDA) PFHXDA 67905-19-5 4 1 Perfluorooctadecanoic acid (PFODA) PFODA 16517-11-6 1.6 0.2 Perfluoroalkyl sulfonic acids Perfluorobutane sulfonic acid (PFBS) PFBSA 375-73-5 1.6 0.2 Perfluoropentane sulfonoic acid (PFPeS) PFPES 2706-91-4 1.6 0.2 Perfluorohexane sulfonic acid (PFHxS) PFHXSA 355-46-4 1.6 0.2 Perfluoroheptane sulfonic acid (PFHpS) PFHPSA 375-92-8 1.6 0.2 Perfluorooutane sulfonic acid (PFOS) PFOS 1763-23-1 1.6 0.2 Perfluorononane sulfonic acid (PFNS) PFNS 68259-12-1 1.6 0.2 Perfluoroalkyl sulfonic acids Perfluorodecane sulfonic acid (PFDS) PFDSA 335-77-3 1.6 0.2 Perfluorododecanesulfonic acid (PFDoS) PFDOS 79780-39-5 4.3 1 Fluorotelomer sulfonic acids 4:2 Fluorotelomer sulfonic acid (4:2 FTS) 4:2FTS 757124-72-4 6.4 0.8 6:2 Fluorotelomer sulfonic acid (6:2 FTS) 6:2FTS 27619-97-2 6.4 0.8 11 Closed Burlingame Landfill R2-2023-0005 Table B-2: Target Reporting Limits' for LUMS/MS analysis of Per- and Polyfluorinated Alkyl Acids by Department of Defense Quality Systems Manual (Version 5.3 or later) Chemical Name/ Abbreviation(s) GeoTracker PARLABEL Chemical Abstracts Service (CAS) No. Aqueous: Non -Drinking Water n /L Solid (ng/g) 8:2 Fluorotelomer sulfonic acid (8:2 FTS) 8:2FTS 39108-34-4 6.4 0.8 10:2 Fluorotelomer sulfonic acid (10:2 FTS) 10:2FTS 120226-60-0 7 1 Perfluorooctane sulfonamides Perfluorooctanesulfonamide (PFOSA, PFOSAm, FOSA) PFOSA 754-91-6 1.6 0.2 N-Methyl perfluorooctane sulfonamide (McFOSA, McFOSAm) MEFOSA 31506-32-8 1.6 0.2 N-Ethyl perfluorooctane sulfonamide (EtFOSA, EtFOSAm) ETFOSA 4151-50-2 1.6 0.2 Perfluorooctane sulfonamidoacetic acids N-Methyl perfluorooctane sulfonamidoacetic acid (NMeFOSAA) NMEFOSAA 2355-31-9 1.6 0.2 N-Ethyl perfluorooctane sulfonamidoacetic acid (NEtOSAA) NETFOSAA 2991-50-6 1.6 0.2 Perfluorooctane sulfonamide ethanols N-Methyl perfluorooctane sulfonamide ethan012 (McFOSE) MEFOSE 24448-09-7 16 2.0 N-Ethyl perfluorooctane sulfonamide ethanol (EtFOSE) ETFOSE 1691-99-2 16 2.0 Per- and Polyfluoroether carboxylic acids Hexafluoropropylene Oxide Dimer Acid (HFPO-DA) HFPA-DA 13252-13-6 6.4 0.8 4,8-Dioxa-3H-perfluorononanoic acid (ADONA) ADONA 919005-14-4 6.4 0.8 Per- and Polyfluoroether carboxylic acids Perfluoro-3-methoxypropanoic acid (PFMPA) PFMPA 377-73-1 3.2 0.4 Perfluoro-4-methoxybutanoic acid (PFMBA) PFMBA 863090-89-5 3.2 0.4 Nonafluoro-3,6-dioxaheptanoic acid (NFDHA) NFDHA 151772-58-6 3.2 0.4 Ether sulfonic acids MM 9-Chlorohexadecafluoro-3-oxanonane-1-sulfonic acid (9-CI-PF3ONS) 9CIPF3ONS 756426-58-1 6.4 0.8 11 -Chloroeicosafluoro-3-oxaundecane-1 -sulfonic acid 2(11-CI-PF30UdS) 11CIPF3OUdS 763051-92-9 6.4 0.8 Perfluoro(2-ethoxyethane) sulfonic acid (PFEESA) PFEESA 113507-82-7 3.2 0.4 Fluorotelomer carboxylic acids 2H,2H,3H,3H-Perfluorohexanoic acid (3:3 FTCA) 3:3FTCA 356-02-5 8.0 1.0 2H,2H,3H,3H-Perfluorooctanoic acid (5:3 FTCA) 5:3FTCA 914637-49-3 40 5.0 2H,2H,3H,3H-Perfluorodecanoic acid (7:3 FTCA) 7:3FTCA 812-70-4 40 5.0 12 Closed Burlingame Landfill R2-2023-0005 Abbreviations: ng/L = nanogram per liter ng/g = nanogram per gram Notes: • The laboratory must use the minimum standard data qualifiers provided in the DoD QSM. These data qualifiers must be included in the analytical electronic data format (EDF) submittal into GeoTracker. Refer to GeoTracker's data dictionary for the valid values for data qualifiers. A quick search option for data qualifiers (EDF/LNOTE), and other fields within the EDF submittal is available here. 1. These are the target reporting limits for the California Water Board Investigatory Orders and represent the highest reporting limits acceptable for reporting purposes. If a laboratory's reporting limit is lower than the target reporting limits listed, then the laboratory should report data using the laboratory's reporting limit. 2. The acceptable quality control limits for these analytes are not listed in Table C-44 Method PFAS by LCMSMS Compliant with QSM Table B-15 Aqueous Matrix or Table C-45 Method PFAS by LCMSMS Compliant with QSM Table B-15 Solid Matrix of the DoD Quality Systems Manual (QSM), Version 5.3. If a Water Board regulatory directive requires the analysis of these analytes, the laboratory must use in-house acceptance criteria for control samples for these analytes per the DoD QSM. 13 SITE MAP STAFF REPORT Honorable Mayor and City Council une 20, 2023 AGENDA NO: 10g MEETING DATE: June 20, 2023 yed Murtuza, Director of Public Works — (650) 558-7230 Mahesh Yedluri, Senior Civil Engineer — (650) 5588-7230 Subject: Adoption of a Resolution Authorizing the City Manager to Negotiate and Execute an Extension of the Operations and Maintenance Agreement with Veolia Water West Operating Services Inc. in an Amount Not to Exceed $800,000 for the City of Burlingame Wastewater Treatment Plant Through August 31, 2023 RECOMMENDATION Staff recommends that the City Council adopt the attached resolution authorizing the City Manager to negotiate and execute an extension to the operations and maintenance agreement with Veolia Water West Operating Services Inc. (VWOS) for the City's Wastewater Treatment Plant (WWTP) through August 31, 2023, for an amount not to exceed $800,000. Staff recommends that the City Council authorize the City Manager to negotiate and execute the extension with minor amendments to the terms, if necessary. BACKGROUND VWOS has operated and maintained Burlingame's WWTP facility for the last 50 years. Although there have been several corporate name changes over the years, this public -private partnership with VWOS has been continuous. The City entered into the current agreement with VWOS on July 1, 2018, and the agreement is set to expire on June 30, 2023. As a result, in accordance with the renewal provisions of the contract, staff has spent the last several months reviewing the operations, maintenance, and cost of providing WWTP services. Based on the review of operations and performance of the WWTP, staff finds that VWOS continues to meet the State and federal requirements for treatment and discharge of wastewater. Additionally, staff has completed a cost analysis to verify that VWOS services and costs are reasonable in comparison to other treatment plants in the area. Staff is currently negotiating a renewal agreement with VWOS. While this negotiation continues, staff requests that the City Council to grant a two -month extension for the VWOS services. DISCUSSION The proposed extension is a continuation of the same services provided by VWOS in the current agreement. The key terms of the agreement are: 1 Extension of Veolia Wastewater Treatment June 20, 2023 • Full turnkey operations and maintenance of processes at the treatment plant, as well as maintenance of facilities, buildings, equipment, and site compliance with state and federal regulations. • Full turnkey operations and maintenance of the 1079 Rollins Road Sewage Pump Station. • Compensation for the next two months be adjusted based on consumer price index for the San Francisco area. • Continuation of Storm Water Pollution Program responsibilities, including Sewer System, Overflow, and Illicit Discharge Prevention Program based on latest RWQCB requirements. • Industrial Waste Monitoring and Inspection Program. • Fats, Oil and Grease (FOG) Control Program. • Amalgam monitoring/filtering at dentistry clinics to prevent mercury discharge in the wastewater. • Plan checking and inspection of private development construction to ensure compliance with state regulations. • Community education about sewer science and pollution prevention programs. • Management of the annual Bayfront Cleanup event, including trash and litter cleanup along the shorelines and Burlingame Lagoon; and • Repair and replacement of machine and equipment parts and administration and coordination of large capital projects. The proposed contract extension is to expire on August 31, 2023, and will generally adhere to the contract language in the 2018 City of Burlingame agreement with VWOS for the operations and maintenance of the Burlingame Wastewater Treatment Facility (2018 Agreement) in its entirety. Staff will return to the City Council for the contract renewal prior to August 31, 2023, upon completion of negotiations. FISCAL IMPACT Estimated Cost: The costs associated with the extension of the agreement are not to exceed $800,000. This amount includes the costs for base contract services, facility maintenance, capital outlay, special projects, and a contingency to account for any additional costs for the duration of the extension. Additionally, the estimated cost includes CPI-W adjustment to the base contract services amount for FY 2022-23. Funding Availability: There are adequate funds available in the City Council approved FY 2023-24 Public Works Department Budget for the operations and maintenance of the Burlingame WWTP. Exhibits: • Resolution • 2018 Agreement • Agreement Extension 2 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE AN EXTENSION TO THE AGREEMENT WITH VEOLIA WATER WEST OPERATING SERVICES INC. IN THE AMOUNT OF $800,000 FOR THE OPERATIONS AND MAINTENANCE OF THE BURLINGAME WASTEWATER TREATMENT FACILTY WHEREAS, on May 21, 2018, the City of Burlingame entered into a five-year operations and maintenance agreement with Veolia Water West Operating Services Inc. (VWOS) to provide turnkey operations and maintenance for the City's wastewater treatment facility and 1099 Rollins Road Pump Station; and WHEREAS, the City intends to renegotiate the agreement for another five-year term with VWOS; and WHEREAS, the City seeks a two -month extension of the existing contract while the new contract negotiations between the City and VWOS are underway; and WHEREAS, the cost of this two -month extension shall not exceed $800,000 for base contractual services, facility maintenance, capital outlay, special projects, and contingency to account for any additional costs for the duration of the extension; and WHEREAS, this extension will expire on August 31, 2023; and WHEREAS, this extension will generally adhere to the contract language in the 2018 City of Burlingame agreement with VWOS for the operations and maintenance of the Burlingame Wastewater Treatment Facility (2018 Agreement) in its entirety; and WHEREAS, the City Council authorizes the City Manager to negotiate and execute the extension with minor changes to the terms of the original contract, as she deems necessary. NOW, THEREFORE, it is RESOLVED, and ORDERED, that the City Manager is authorized to negotiate and execute an extension of the 2018 Agreement with VWOS through August 31, 2023. This extension shall not exceed $800,000. Michael Brownrigg, Mayor I, Meaghan Hassel -Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council held on the 20t" day of June 2023, and was adopted thereafter by the following vote: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: Meaghan Hassel -Shearer, City Clerk Version 2.0 02/26/2018 City of Burlingame Agreement with Veolia Water West Operating Services Inc. for Operations and Maintenance of the City of Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 TABLE OF CONTENTS Section I. EMPLOYMENT................................................4 Section II. TERM.....................................................5 Section III. VWOS SHALL PROVIDE THE FOLLOWING SERVICES ...............5 A. Facility Scope................................................5 B. Staffing......................................................5 C. Technical Support.............................................6 D. Employee Programs.............................................6 E. Computer Systems..............................................6 G. Service Payments..............................................6 H. General Facility Maintenance System ...........................7 I. Capital Outlay Plan...........................................7 J. Capital Improvement Plan......................................7 K. Plant Loadings................................................7 L. Reports.......................................................8 M. Industrial Waste Program (IWP) and Storm Water Pollution Prevention Program (STOPPP)........................................8 N. Evidence of Insurance.........................................9 0. Compliance with Laws.........................................11 P. Laboratory...................................................11 Q. North Bayside System Unit (NBSU) .............................11 R. Conflicts of Interest........................................12 Section IV. CITY RESPONSIBILITIES...................................12 A. Compensation.................................................12 B. Audits.......................................................13 C. Easements and Liens..........................................13 D. Existing Inventories.........................................13 E. Capital Outlay and Capital Improvement Plan Reimbursements ...14 F. Emergency Repairs............................................14 G. Digester Cleaning............................................15 Section V. LIMITATIONS..............................................15 A. Influent Characteristics.......................................15 B. City Acts......................................................15 O&M Agreement i Burlingame WastewaterTreatment Facility Version 2.0 02/26/2018 C. Force Majuere..................................................16 D. Labor Conditions...............................................16 E. Changes in Law.................................................16 Section VI. INDUSTRIAL WASTE PROGRAM (IWP), and STORM WATER POLLUTION PREVENTION PROGRAM (STOPPP)...............................16 Section VII. ELECTRICAL PROGRAM.....................................17 Section VIII. GENERAL PROVISIONS....................................17 A. Renewal........................................................17 B. Termination....................................................18 C. Hold Harmless..................................................19 D. Water Quality Protection.......................................20 F. Insurance......................................................21 G. City Financial Review..........................................21 H. VWOS Capital...................................................21 I. VWOS Independent Contractor....................................21 J. Waiver of Rights...............................................21 K. Assignment.....................................................21 L. Equal Opportunity Employment...................................22 M. Agreement Limits...............................................22 0. Notices........................................................22 ATTACHMENT A........................................................24 A. Adjustments to Compensation..................................24 B. Annual Adjustments - CPI-W...................................24 C. Periodic Adjustments.........................................25 D. General Facility Maintenance Payments ........................27 E. Capital Outlay Payments......................................27 F. Capital Improvement Payments.................................27 ATTACHMENT B........................................................28 LIST OF VEHICLES AND EQUIPMENT......................................28 Laboratory Equipment................................................29 ATTACHMENT C........................................................32 INDUSTRIAL WASTE PROGRAM..........................................32 STORM WATER POLLUTION PREVENTION PROGRAM ..........................32 Reference Material A-1..............................................39 O&M Agreement i i Burlingame wastewater Treatment Facility Version 2.0 02/26/2018 ROLLING FIVE YEAR CAPITAL OUTLAY PLAN .............................39 Reference Material B-1..............................................40 ROLLING FIVE YEAR CAPITAL IMPROVEMENT PLAN ........................40 06M Agreement iii Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 Yh THIS AGREEMENT, entered into this 1� day of 2018 by and between: City of Burlingame, in the State of California (hereinafter called City) and Veolia Water West Operating Services Inc., holding California General Contractors License Number 866429, a Delaware Corporation with offices located at: 3731 Wilshire Blvd., Suite 600 Los Angeles, CA 90010 (hereinafter called VWOS) WHEREAS: CITY has jurisdiction over the wastewater treatment plant located in the City of Burlingame (hereinafter called the FACILITY); and WHEREAS: CITY is desirous that the FACILITY be operated and maintained in the most efficient and safe manner possible, while complying with all Federal and State laws; and WHEREAS: VWOS is a corporation specializing in the business of supplying operation, maintenance, and management services for such waste treatment plants; NOW, THEREFORE, in consideration of the promises and terms contained herein, the parties agree as follows: Section I. EMPLOYMENT The CITY engages VWOS to provide operations, maintenance, and management services for the wastewater treatment FACILITY under the jurisdiction of the CITY, and located at 1103 Airport Boulevard, valves, and force main between the FACILITY and the Rollins Road Pump Station, the Rollins Road lift station located at 1079 Rollins Road, and the landfill flare station located at the FACILITY. VWOS shall perform the stormwater inspection for the wastewater treatment facility. VWOS shall monitor the gas collection system at the landfill for proper operation and gas production of carbon dioxide and methane. VWOS shall ensure that no pipe breakages have occurred, and that condensate drain sumps remain functional. B�d-i1 P��@4Pe �as��€fir T4'P��E1RPtSt �&'a�g#¢}. Version 2.0 02/26/2018 Section II. TERM The contract term shall commence on July 1, 2018 and expire five (5) years thereafter unless renewed in accordance with Section VIII-A. Prior to each renewal, the City will work with VWOS in completing reasonableness cost review to verify that the City's wastewater treatment costs are comparable to other local communities with similar demographics and similar treatment plant facilities. This study will recognize value-added services provided to the City by VWOS. This contract may be renewed pursuant to provisions in Section VIII-A of this contract. Section III. VWOS SHALL PROVIDE THE FOLLOWING SERVICES A. Facility Scope VWOS shall operate and maintain the treatment processes that include, but are not limited to, screening, grit removal, primary clarification, activated sludge, secondary clarification, chlorination, gravity thickening, anaerobic biosolids digestion, solids dewatering, odor control systems, reclaim water system, and cogeneration facilities. Final effluent pumping and de - chlorination systems will be operated as necessary. VWOS shall also operate and maintain the Rollins Road pump station at 1079 Rollins Road and the valves and force main located between the Main Pump Station and the FACILITY. VWOS shall provide a complete assessment of the valves and force main located between the Main Pump Station and shall submit to the City a budget for all required repairs or replacements by second year of the five-year contract term. It is understood that all repairs and replacements will be successfully completed by VWOS either as a capital or maintenance repair project. B. Staffing VWOS shall staff the FACILITY with qualified employees experienced in wastewater treatment process control and maintenance procedures. It is the intention of VWOS to make operation of the Treatment Plant a model facility for the San Francisco Bay and surrounding area. VWOS shall provide the level of coverage needed to ensure monitoring of all routine wastewater treatment operations called for in this Agreement. VWOS shall staff the ZPS=ZZrF caulkemployees; that meet or exceed ttlitti tttq= wire l by goveznuuental agomoaez as Well &0 � Qasx 5 1willipgjNWfL k' PiT1E8M'j(Wsm $33'Luauty, '1 Version 2.0 02/26/2018 continued upgrading, education and training of these employees in modern wastewater control, safety, environmental compliance, and equipment maintenance. C. Technical Support VWOS shall provide, as necessary, resources and professionals with expertise and experience in process control, maintenance, management, and engineering from its affiliated companies and facilities located throughout North America. D. Employee Programs VWOS shall maintain an education and safety program for all employees. This program is to be patterned after the VWOS program currently utilized at all VWOS -operated facilities. The cost of this program will be the responsibility of VWOS. E. Computer Systems VWOS shall use a computer system and its proprietary software for the generation of process information for FACILITY control. In the event of contract termination, this software shall become the property of the CITY. F. Permit Conditions VWOS shall operate the permit (No. CA0037788, as and suspended solids are suspended solids. Should shall comply with new addressed according to ADJUSTMENTS." G. Service Payments FACILITY in compliance with the NPDES amended. Average monthly limits for BOD, currently at 30 mg/l BOD5 and 30 mg/1 any changes occur in a new permit, Veolia conditions and said changes will be Attachment A, Section C, "PERIODIC VWOS shall pay all expenses required for the normal operation and maintenance of the FACILITY, which includes (1) personnel costs, (2) utilities, (3) chemicals, (4) fuels and lubricants, (5) normal operating supplies, (6) all residuals, including bio-solids, grit, and screenings, and except as limited in "I and J" below, maintenance repairs and replacement of capital equipment. O&M Agreement 6 Burlingame Wastewater Treatment Facility version 2.0 02/26/2018 H. General Facility Maintenance System VWOS shall provide maintenance and repairs for the equipment, structures, and vehicles consistent with industry preventive maintenance standards and practices and/or manufacturer's specifications utilizing a computerized maintenance management system. The CITY shall have the right to inspect these maintenance records during normal business hours. The CITY shall have the right to engage a consultant to review maintenance at the FACILITY. I. Capital Outlay Plan VWOS shall annually develop and submit to the City by February 28 of each year a five (5) year rolling Capital Outlay plan. This Capital Outlay plan will be reviewed and approved by the City by June 30. See Reference Material A. It is agreed to by both parties that the City will retain all maintenance and repair funds developed with this rolling five 5) year Capital Outlay plan, but that VWOS shall direct and manage all projects within the Capital Outlay fund as required to ensure compliance with all water quality permits for the FACILITY for which VWOS is responsible. J. Capital Improvement Plan VWOS shall annually develop and submit to the City by February 28 a five (5) year rolling Capital Improvement plan. See Reference Material B-1. This Capital Improvement plan will be reviewed and approved by the City by June 30. It is agreed to by both parties that the City will retain funds developed with this rolling five(5) year Capital Improvement plan, but that VWOS shall direct and manage all projects within the fund as required to ensure compliance with all water quality permits for the FACILITY for which VWOS is responsible. R. Plant Loadings VWOS agrees to maintain copies of plant loading and performance data over the term of this Agreement. This data shall cover, at any given time during the execution of this Agreement, the previous five years of operation up to the current time. In the event of premature contract termination, these records will become the property of the CITY. O&M Agreement % Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 L. Reports 1) Monthly - VWOS shall provide the CITY with monthly reports that summarize capital outlay and capital improvement activities. VWOS shall provide an accounting summary of monthly capital outlay and capital improvement expenditures. 2) Annual - VWOS shall provide the CITY with an annual report by January 31 of each year that summarizes plant performance and major events and activities which affected the operation of the FACILITY. 3) NPDES - VWOS shall prepare all NPDES permit reports and submit these to the CITY for approval prior to transmittal to appropriate agencies. 4) An annual meeting will be held between the City and VWOS to review facility performance in relation to contractual indices and triggers. The meeting will be conducted prior to March 1 and will focus on data collected over the previous calendar year. VWOS shall prepare for City a report that reviews data collected over the preceding year and will summarize the emerging trends. The indices to be assessed include, but are not limited to, the following: a. Flow b. 5-Day Biochemical Oxygen Demand (BODE) loading c. Total Suspended Solids (TSS) loading d. Electrical consumption e. Electrical unit cost f. Biosolids quantities g. Biosolids unit disposal cost h. Grit and Screenings quantities i. Grit and Screenings unit disposal cost Should VWOS find that its costs are outstripping the adjustments authorized by this contact, it may meet with the City to review such items. The City and VWOS agree that they will negotiate in good faith to reach an equitable adjustment to compensation, including overhead and profit, reflecting such cost of increases or decreases. M. Industrial Waste Program (IWP) and Storm Water Pollution Prevention Program (STOPPP) VWOS shall provide the CITY with an Industrial Waste Program, and a Storm Water Pollution Prevention Program. These programs are 06M Agreement 8 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 discussed in more detail in Section 6 of this contract and Attachment C. N. Insurance VWOS shall maintain insurance during the life of this Agreement in compliance with the following provisions: 1. VWOS shall not commence work under this Agreement until it shall have obtained all insurance required under this SECTION which is reasonably commercially available and such insurance shall have been approved by CITY as to form, in the amounts specified herein , nor shall VWOS allow any subcontractor to commence work on its subcontract until all similar insurance required of the subcontractor shall have been so obtained and approved, or in such form and limits as the CITY shall otherwise reasonably approve prior to the commencement of such work by the subcontractor. 2. Compensation Insurance. VWOS shall take out and maintain, during the life of this Agreement, Workers Compensation insurance as required by State Law for all its employees employed at the FACILITY and in case any work is sublet, VWOS shall require its subcontractor similarly to provide Workers Compensation insurance for all of the latter's employees, unless such employees are covered by the protection afforded by VWOS. In case any class of employees engaged in work under this Agreement at the FACILITY is not protected under this Agreement at the FACILITY is not protected under any Workers Compensation law, VWOS shall provide, and shall cause each subcontractor to provide, adequate insurance for the protection of employees not otherwise protected. VWOS indemnifies CITY for any damage resulting to it from failure of either VWOS or any subcontractor to take out or maintain such insurance. 3. Commercial General Liability, Automobile Liability, Pollution Liability, and Professional Liability Insurance. VWOS shall take out and maintain during the life of this Agreement such commercial general liability, automobile liability, ,pollution liability, and professional liability insurance as shall protect CITY, its elective and appointive boards, officers, agents and employees, VWOS and any subcontractor performing work covered by this Agreement from claims for damages for personal injury, including death, as well as from claims for property damage which may arise from VWOS' or any subcontractor's operations under this Agreement, whether such operations be by VWOS or by any subcontractor, or by anyone O&M Agreement 9 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 directly or indirectly employed by either VWOS or any subcontractor provided, however, that VWOS is required to take out and maintain insurance only against claims to which VWOS' hold harmless of City set forth in Section VIIIC of this Agreement applies. The amounts of such insurance shall be as follows: a) Commercial General Liability Public Liability (Personal Injury and Property Damage) Insurance. In an amount not less than $2,000,000.00 (each occurrence) for injuries, including, but not limited to, death to any one person and, subject to the same limit for each person, in an amount not less than $4,000,000.00 general aggregate limit , and in a form at least as broad as ISO "Occurrence" Form CG 0001. b) Automobile Liability Insurance for Autos Owned or Managed by VWOS. In an amount not less than $2,000,000 combined single limit per accident for bodily injury and property damage. c) Pollution Liability Insurance. In an amount not less than $2,000,000 per claim for bodily injury or property damage because of a pollution event resulting from covered operations or completed operations. d) Professional Liability Insurance. In an amount not less than $1,000,000 per claim sufficient to insure VWOS for professional errors or omissions in the performance of the particular scope of work under this agreement. 4. Proof of Carriage of Insurance. VWOS shall furnish CITY, through the Public Works Director, concurrently with the execution hereof, with satisfactory proof of carriage of the insurance required, and that each carrier shall give CITY at least thirty days prior notice of the cancellation of any policy during the effective period of this Agreement. VWOS shall provide an endorsement to its commercial general liability automobile liability, and pollution liability insurance policy demonstrating that the CITY, its elective and appointive boards, officers, agents, and employees have been named as additional insured's to provide indemnity pursuant to subparagraph 3 above. All insurance shall be primary, and any insurance or self-insurance maintained by CITY shall be excess of VWOS' insurance and shall not contribute to it. VWOS' insurance shall apply separately to each insured against whom a claim is made or suit brought, except with respect to the limits of the insurer's liability. O&M Agreement 10 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 5. Deductibles. Any deductibles and self -insured retentions must be declared to and approved by CITY, such approval not to be unreasonably withheld. 6. Acceptability of Insurers. Insurance shall be placed with insurers with a Best's rating of no less than A-:VII and authorized to do business in the State of California. O. Compliance with Laws VWOS shall comply with all applicable state, federal and local laws and ordinances as they apply to the FACILITY. CONTRACTORS ARE REQUIRED BY LAW TO BE LICENSED AND REGULATED BY THE CONTRACTORS' STATE LICENSE BOARD, WHICH HAS JURISDICTION TO INVESTIGATE COMPLAINTS AGAINST CONTRACTORS IF A COMPLAINT REGARDING A PATENT ACT OR OMISSION IS FILED WITHIN FOUR YEARS OF THE DATE OF THE ALLEGED VIOLATION. A COMPLAINT REGARDING A LATENT ACT OR OMISSION PERTAINING TO STRUCTURAL DEFECTS MUST BE FILED WITHIN 10 YEARS OF THE DATE OF THE ALLEGED VIOLATION. ANY QUESTIONS CONCERNING A CONTRACTOR MAY BE REFERRED TO THE REGISTRAR, CONTRACTORS' STATE LICENSE BOARD, P.O. BOX 26000, SACRAMENTO, CA 95826. P. Laboratory 1) NPDES - VWOS will perform all laboratory sampling, testing, and analyses presently required by existing NPDES Permit No. CA 0037788, to be issued July 1, 2018, and provide a QA/QC program. Perform lab analysis for potable water samples for CITY on an as needed basis. The frequency for the analyses would be determined by an event or failure of lab services provided by others to the City. 2) Sampling - Perform the sampling and analysis for Priority Pollutants, Monthly Metals, Toxicity Testing, Semi -Annual Sludge Testing, and Waste Minimization Program. Sampling parameters and sampling frequency are provided in NPDES Permit No. CA 0037788. 3) Accreditation - Conduct four (4) sets of field testing and pay the required fees to attain accreditation for the laboratory at the FACILITY. Q. North Bayside System Unit (NBSU) O&M Agreement 1 1 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 The North Bayside System Unit (NBSU) is the Joint Powers Authority responsible for operation of certain shared transport and disposal facilities. The NBSU provides de -chlorination and effluent disposal services for four municipal wastewater treatment plants: Burlingame, Millbrae, SF Airport, and South San Francisco/San Bruno. The joint effluent is de -chlorinated prior to discharge into San Francisco Bay. VWOS shall monitor and report to the City any changes in the Joint Powers Authority. VWOS shall operate the Facility in a manner that conforms to effluent parameters set forth in the treatment plant's NPDES permit #CA0037788. VWOS shall attend NBSU meetings and keep the City appraised of pertinent issues. VWOS shall assist the City in the evaluation process involved with annual maintenance and repairs of the NBSU line. VWOS shall assist the City with development of SOP's for planned and emergency shutdown procedures of the NBSU line. R. Conflicts of Interest VWOS understands that its professional responsibilities are solely to the CITY. VWOS has not and shall not obtain any business holdings or financial interest in the City of Burlingame. VWOS has no business holdings or agreements with any individual member of the Staff or management of the CITY or its representatives nor shall it enter into any such holdings or agreements with such individuals. In addition, VWOS warrants that it does not presently and shall not acquire any direct or indirect financial interest adverse to those of the CITY in the subject of this Agreement, and it shall immediately disassociate itself from such an interest should it discover it has done so and shall, at the CITY' s sole discretion, divest itself of such interest. VWOS shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, VWOS discovers it has employed a person with such direct or indirect interest, VWOS shall promptly notify CITY of this employment relationship, and shall, at the CITY's sole discretion, sever any such employment relationship, or at the discretion of VWOS, no longer employ that individual in the performance of the Agreement. The term "financial interest," as used in this Paragraph, does not include this Agreement, or any obligations undertaken by VWOS pursuant to the Agreement, or any litigation, lawsuits or claims that may arise from VWOS's operations under this Agreement. Section IV. CITY RESPONSIBILITIES A. Compensation O&M Agreement 12 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 Effective July 1, 2018, the CITY shall pay to VWOS as compensation for the services performed, the sum of $281,363 based on 0.856 x 3.60% CPI-W increase for San Francisco Bay area as published for the month of February 2018 by the U.S. Department of Labor, Bureau of Labor Statistics. This compensation amount shall be payable at the first of each month the services are to be rendered. Compensation will be subject to annual adjustment as described in Attachment A. Payment to VWOS for this and all other compensation or reimbursement arising from other provisions of this Agreement shall be made within twenty (20) days after receipt of invoice. Late payments in excess of 20 days will be subject to a service charge of 1.5% per month or maximum legal rate, whichever is less. It is agreed and understood that the process for payment provided in this Agreement is intended to accommodate an ongoing system. Therefore, it is expected that the City shall pay compensation under this section that the City may dispute in either amount or extent, and that payment by the City shall not be interpreted to waive any rights the City may assert to dispute the amounts claimed by VWOS through the dispute resolution process of this Agreement or otherwise. To the extent that any portion of the compensation described herein violates applicable law or the terms of any existing debt, bonds, grants or other financing or debt incurred by the CITY prior to the effective date relating to any of the FACILITY, VWOS and the CITY shall adjust the compensation to comply with such applicable law or the terms of such existing debt, bonds, grants or other financing or debt, as applicable, in order to provide VWOS with the amount of compensation contemplated under this Agreement. B. Audits The CITY, at its own expense, shall have the right to audit VWOS costs at any time during the life of this Agreement. C. Easements and Liens VWOS shall maintain existing easements, licenses, and warranties for the mutual benefit of both parties. D. Existing Inventories The City shall provide vehicles and equipment listed in Attachment B for use by VWOS (as identified on February 26, 2018). This list shall be updated annually and included in the annual budget update O&M Agreement 13 Burlingame Wastewater Treatment Facility version 2.0 02/26/2018 report as an amendment to Attachment B. Said vehicles and equipment shall be in good and serviceable condition and shall comply with all OSHA and State licensing requirements. Should CITY elect to remove any item listed in Attachment B from use, CITY agrees to replace said item immediately with comparable vehicles or equipment, and the City shall be responsible for providing proper maintenance on said replacement vehicles or equipment. E. Capital Outlay and Capital Improvement Plan Reimbursements City shall pay for all capital outlay and capital improvement plan improvements so that the water quality and other performance guarantees are not compromised. Payment for these invoiced services is detailed in Attachment A - Section E. Capital Outlay/Improvement items that will improve productivity or other savings to the operator will not be approved unless the CITY will receive a satisfactory portion of the economic benefit. Capital Outlay/Improvement items related to personnel and public safety, facility protection, compliance with new permit requirements, expanded capacities, or product quality enhancement shall be evaluated on their particular merits and purchased in accordance with available funds; however, these capital Outlay/Improvement items remain the sole responsibility of the City. The City and VWOS understand that additional capital Outlay/Improvement items may be required at the facilities and that VWOS under a turnkey and financing approach can provide significant savings to the City. VWOS shall complete a detailed design, operation, and finance submittal for the City's review for each potential turnkey project. The City, at its sole discretion, can elect to proceed and would then adjust VWOS compensation and contract term to mutually agreeable payment terms. The CITY may also proceed to perform the work with its own forces or to contract otherwise to have the work performed. In such circumstances, VWOS shall have the option to review such CITY performed work for acceptability prior to assumption of responsibility for operation and maintenance. F. Emergency Repairs VWOS shall have the right to make emergency capital outlay expenditures, with prior notification to the City and City consent, if such expenditures are necessary to continue operation of the FACILITY in order to provide for employee public safety and environmental protection. The CITY will reimburse VWOS for these O&M Agreement 14 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 emergency capital outlay expenditures Attachment A -Section D. G. Digester Cleaning in accordance with Provide for digester cleaning since it is beyond normal maintenance practice and is not a normal operating expense. Digester cleaning budgeting will be accomplished in the annual capital plan process. Both parties recognize that plant upsets and unusual operations costs could be incurred by the limitations of the digester system during periods of digester cleaning. Any costs incurred by VWOS due to digester inadequacy during cleaning periods shall be the responsibility of the CITY. Section V. LIMITATIONS A. Influent Characteristics Should FACILITY influent wastewater characteristics exceed FACILITY design parameters as determined by the design engineer as outlined in the Design Engineer's Memorandum dated September 12, 1990 prepared by Black & Veatch, which states: Average Annual Daily Flow 4.5 MGD Biochemical Oxygen Demand (BOD) 10,320 lbs. per day Total Suspended Solids (TSS) 10,300 lbs. per day Or should influent contain abnormal, toxic or other substances which cannot be removed or treated by the existing FACILITY or contain discharges which violate the applicable sewage ordinances, VWOS does not accept responsibility for associated effluent characteristics or damages. VWOS shall advise the CITY in writing of the abnormal situation and planned course of action within 48 hours of occurrence. However, VWOS in such event agrees to return FACILITY effluent to contract limits within twenty (20) days after influent returns to acceptable limits. B. City Acts Wrongful, willful, or negligent acts of the CITY, through its officers, agents, or employees and wrongful, willful or negligent acts of third parties, or acts of God, which cause damage to the FACILITY or to other parties or properties, shall be the responsibility of the CITY. VWOS shall not be responsible for: O&M Agreement 15 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 • Wrongful, willful or negligent acts of the CITY, by its officers or employees or agents not affiliated with VWOS, and • Wrongful, willful, or negligent acts of third parties not affiliated with VWOS, and • Acts of God which cause damage to the FACILITY or damage or injury to other parties or properties. C. Force Majeure Extraordinary or unusual occurrences associated with flood, earthquakes, fire or acts of God which increase maintenance expense, repair costs, or other expense shall be the responsibility of the CITY. D. Labor Conditions In the event labor stoppage by employee groups (e.g., picketing) causes a disruption with VWOS' employees from entering and working at the treatment plant FACILITY, the CITY, with VWOS' assistance or VWOS at its own option shall seek appropriate legal injunctions or court orders. During such a designated period, VWOS shall operate the FACILITY on a best-efforts basis until labor relations are normalized and shall not be liable for any fines or penalties that are imposed as a result of such disruptions. The CITY retains the right to assume responsibility for the FACILITY should a labor stoppage endanger public health and safety. E. Changes in Law Changes in regulations or laws that require modification of treatment processes, addition of new or additional chemicals, or changes in staffing requirements will require modification of contract scope and may require increased payment by the City to VWOS per Attachment A, subparagraph 4. Section VI. INDUSTRIAL WASTE PROGRAM (IWP), and STORM WATER POLLUTION PREVENTION PROGRAM (STOPPP) VWOS shall use its best efforts to operate and manage the Industrial Waste Program (IWP) and the Storm Water Pollution Prevention Program (STOPPP) for the CITY. These programs shall consist of: investigating sources of unusual wastes entering the CITY's wastewater treatment plant, sewer system overflows, and winterization of construction projects; documentation of illicit discharge to the storm water collection system and all 06M Agreement 16 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 inspections; performing field monitoring; inspection of commercial, industrial, and construction sites (mostly non- residential) for stormwater and if applicable for grease trap conditions and maintenance; maintenance of equipment assigned to the program; sample collection and analysis, as per Attachment C; and laboratory work. All reports, monthly and annually, shall be prepared by VWOS in strict confidence and only submitted to the Director of Public Works or designate. The Director of Public Works shall, at all times, be the Director of the Programs. VWOS shall pay all expenses incurred in the operation and management of the IWP, and STOPPP including wages, salaries, and consumables - such as gasoline and laboratory chemicals - and industrial waste laboratory testing by an outside laboratory. VWOS shall staff the program with qualified personnel. A 150 increase or decrease in inspection, monitoring, sampling, or testing frequency time for a 12-month average period from the list described in Attachment C, shall be subject to the terms and conditions of Attachment A, Section D, "GENERAL PROVISION FOR ADJUSTMENTS." Section VII. ELECTRICAL PROGRAM It is the intent of the electrical program to provide a basis for all electrical costs. The program is keyed on an annualized cost per kilowatt-hour and annual total kilowatt-hour consumption. Adjustments to electrical costs shall be the result of (1) changes in electrical rates by the electrical utility, (2) major additions or deletions of plant equipment, and/or (3) events outside the control of VWOS that impact overall electrical consumption. Electric cost baseline information and adjustment terms are provided in Attachment A. Adjustments to the unit cost electrical component of the compensation shall be made annually during the annual review of project indices based on a 10% increase or decrease in the kWh unit price. Should overall electrical consumption over the monitoring period increase or decrease by 10% due to circumstances outside the control of VWOS, compensation shall be adjusted accordingly. Section VIII. GENERAL PROVISIONS A. Renewal 06M Agreement 17 Burlingame Wastewater Treatment Facility version 2.0 02/26/2018 This Agreement may be renewed for successive terms of five (5) years each as provided in this Section. If VWOS desires to renew this Agreement, it shall give written notice to the CITY no later than the January 1 preceding the July 1 termination date of the Agreement. If VWOS conditions the renewal of the Agreement on an increase in compensation above the price adjustment contained in Attachment A "ADJUSTMENTS TO COMPENSATION," VWOS shall include in the notice a clear statement of the increased compensation and a justification of the requested increase. Upon receipt of a written notice of renewal, the CITY and VWOS will prepare a reasonableness rate and cost report to compare the projected VWOS charges vs. wastewater charges and rates being paid by other municipalities for comparable wastewater treatment facilities in the surrounding area. The reasonableness report will be provided to the CITY no later than April 1 preceding the July 1 termination date. Any costs incurred in preparing the reasonableness report by an outside agency shall be paid by the CITY. Following receipt of the reasonableness report, the CITY may in its sole discretion determine whether to renew the Agreement on the terms offered by VWOS, negotiate a different agreement with VWOS, or take any other action that it determines appropriate. No later than June 1 preceding the July 1 termination date, CITY shall notify VWOS of its decision with regard to renewal. Should the CITY not provide this written notice, the Agreement will terminate on the July 1 termination date. If the Agreement is not renewed, VWOS shall continue to provide the current operations staff and perform services in accordance with this Agreement for one hundred eighty (180) days beyond the date of termination. During this extended period, CITY shall compensate VWOS based on VWOS' direct costs X overhead factor of 15% X 1.1 profit fee multiplier. B. Termination Either party to this Agreement may terminate this Agreement upon material breach by the other party providing that such terminating party first provide written notice of such breach to the other party and such breach is not corrected within ninety (90) days. In this event, VWOS shall continue to provide the current operations staff for a period of at least one hundred eighty (180) days beyond the set date of termination. CITY shall compensate VWOS O&M Agreement 18 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 based on VWOS' [(direct costs x [150] overhead factor) x 1.1 profit fee multiplier]. C. Hold Harmless VWOS hereby agrees to, and shall hold the 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 VWOS' operations under this Agreement, whether such operations be by VWOS or by any subcontractor or subcontractors; provided, however, it is understood that this Agreement does not apply to bodily injury or property damage arising out of the discharge, dispersal, release or escape of the FACILITY effluent into or upon land, the atmosphere or any water course or body of water unless as a result of the negligence or willful or wrongful misconduct of VWOS or any subcontractor of VWOS. Except as provided for above, VWOS 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) That CITY does not, and shall not, waive any rights against VWOS that it may have by reason of the aforesaid hold -harmless agreement, because of the acceptance by CITY, or the deposit with CITY by VWOS of any of the insurance policies hereinbefore described in Section III-N. b) That the aforesaid hold -harmless agreement by VWOS shall apply to all damages and claims for damages of every kind suffered by reason of any of the aforesaid operations of VWOS 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, except as provided in the second paragraph Section VIII-D. Notwithstanding anything to the contrary in this Agreement: (1) neither VWOS nor its subcontractors or vendors of any tier, nor their respective officers, directors, employees, agents or representatives, shall be liable to CITY for consequential, incidental, indirect or special damages or loss of actual or anticipated profits, cost in excess of estimated costs, or increased expenses of manufacturing, relating directly or indirectly to this Agreement; (2) CITY's exclusive remedies O&M Agreement 19 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 against VWOS and its subcontractors or vendors of any tier, and their respective officers, directors, employees, agents and representatives shall be only those expressly provided in this Agreement; (3) VWOS shall name the CITY as an additional insured on the comprehensive general liability insurance required to be carried under this Agreement, using as the endorsement the attached Exhibit A, with combined single limits of liability of $2 million per occurrence and $4 million aggregate; and (4) the cumulative liability of VWOS, its insurers, its subcontractors and vendors of any tier, and their respective officers, directors, employees, agents and representatives arising from or relating in any way to the Facility (exclusive of VWOS' liability under Section VIII C for reimbursement of fines and penalties)shall in no event exceed on an annual aggregate basis an amount equal to the limits of insurance required to be carried by VWOS under this Agreement, and CITY assumes any excess liability. The foregoing shall apply regardless of whether liability or remedies arise in contract, negligence, strict liability or otherwise. D. Water Quality Protection VWOS shall reimburse the CITY for those fines and civil penalties imposed by regulatory agency on CITY during the term of the AGREEMENT for violations of the CITY's NPDES Permit #CA0037788, issued on July 1, 2018, caused solely by VWOS' negligence or willful misconduct. VWOS shall be given full authority to contest such violations and CITY shall assist VWOS in all such proceedings. E. Dispute Resolution If the parties cannot agree upon the respective liabilities of the parties, either party shall notify the other that such a disagreement exists. Within ten (10) days after receipt of such notice, each party shall appoint an arbitrator. Within twenty (20) days after those arbitrators are named, they shall appoint a third arbitrator. The three arbitrators shall forthwith meet and determine the respective liabilities of the parties. Arbitration shall be conducted according to the rules of the American Arbitration Association, Construction Industries Section. The laws of the State of California regarding arbitration, insofar as applicable, shall govern any arbitration under this paragraph. The arbitrators may examine evidence and witnesses. The decision of at least two of the three arbitrators shall be final and binding upon the parties hereto. The decision of the arbitrators shall be in 06M Agreement 2 0 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 writing; and immediately upon its completion, one copy shall be transmitted to the CITY and one copy to VWOS. F. Fire Insurance CITY shall purchase and maintain standard fire insurance policies, including extended coverage to the full insurable value of the FACILITY; and VWOS shall be named as an additional insured under these policies during the life of this contract. VWOS shall have no liability to CITY with respect to loss, damage, or destruction covered by such policies. The City may also elect to provide all or part of such coverage through self-insurance or coverage provided by an insurance pool. G. City Financial Review VWOS agrees to make its books and records relative to the operation of the FACILITY available for inspection by CITY, its designated agent, or designated independent accountant for the specific purpose of determining the validity of any requested increase for compensation and for the general purpose of ascertaining compliance with the provisions of this Agreement. Such inspections shall be made during normal business hours. H. VWOS Capital Any capital equipment provided by VWOS during the term of this Agreement shall remain the property of VWOS. In the event VWOS sells such equipment, the CITY shall have first option to purchase. I. VWOS Independent Contractor It is understood that the relationship of VWOS to the CITY is that of an independent contractor and that none of the employees or agents of VWOS shall be considered employees of the CITY. J. Waiver of Rights The failure on the part of either party to enforce its rights as to any provision of the Agreement shall not be construed as a waiver of its rights to enforce such provision in the future. K. Assignment O&M Agreement 21 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 This Agreement shall not be assigned by either party without the prior written consent of the other unless such assignment shall be to an affiliate or successor of either party. L. Equal Opportunity Employment VWOS warrants that it is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity. VWOS does not and shall not discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment & Housing Act. In performing services under this Agreement, VWOS shall not discriminate against any permit holder or persons receiving or seeking service on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition. M. Agreement Limits This Agreement contains the entire Agreement between the CITY and VWOS and supersedes all previous or contemporaneous communications, representations, or agreements. This Agreement may be modified only by written amendment signed by both parties. N. City Access CITY public works staff shall have access to the FACILITY covered by this Agreement at all times, but shall be required to first sign in at the FACILITY main office. O. Notices All notices shall be in writing and delivered in person or transmitted by certified mail, return receipt requested, postage prepaid. Notices required to be given to VWOS shall be addressed as follows: Senior Vice President Veolia West Operating Services, Inc. 3731 Wilshire Blvd., Suite 600 Los Angeles, CA 90010 Notices required to be given to the CITY shall be addressed as follows: O&M Agreement 22 Burlingame Wastewater Treatment Facility version 2.0 02/26/2018 CITY MANAGER OF THE CITY OF BURLINGAME City Hall 501 Primrose Road Burlingame, CA 94010 or to such other address as may be specified in written notice. IN WITNESS WHEREOF, the CITY and VWOS have caused this Agreement to be duly executed as of the day and year first above written. By C TY MANA ER C Y ATTORNEY By(i/e; VEOLIA WEST OPERATING SERVICES,INC. O&M Agreement Burlingame Wastewater Treatment Facility 23 Version 2.0 02/26/2018 ATTACHMENT A ADJUSTMENTS TO COMPENSATION A. Adjustments to Compensation From commencement of the contract until the contract expires, compensation shall be adjusted to as per herein provided by this contract. It is the objective of this contract to minimize such adjustments. Examples of items that trigger contract adjustments are as follows: • Annual - Consumer Price Index (CPI-W) for all costs other than electricity. • Periodic - Electricity based on an increase or decrease of 10% in the 12 month average unit cost and/or the 12 month consumption of electricity in kilowatt hours. • Periodic - An increase or decrease of more than 10% in 12 month averages for flow and loading • Periodic - An increase or decrease of more than 10% in Biosolids and Grit and Screenings wet ton per year volumes and/or cost required for disposal. • Periodic - Other factors such as changes in regulatory requirements, approved VWOS turnkey project improvements, etc. The annual CPI adjustment shall be implemented on July 1 of each year based on the change in CPI from February 28 of the current year and February 28 of the previous year. All periodic adjustments shall be discussed during the annual meeting held prior to March 1 of each contract year. All adjustments shall be made retroactive to the date that the adjustment exceeded the upper or lower trigger values. Suitable substantiating information shall be provided by VWOS to demonstrate the need for the adjustment. Adjustments shall be based on cost exclusive of the annual changes in CPI and shall be billed or credited to the CITY by May I of that year. B. Annual Adjustments - CPI-W Compensation shall be increased or decreased annually according to the following U.S. Department of Labor, Bureau of Labor Statistics (B.L.S.) index: Consumer Price Index (CPI-W) (San Francisco -Oakland -San Jose, 1982-84 = 100). The first increase or decrease in compensation O&M agreement 24 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 shall be effective July 1, 2018 and shall be based on the sum total percentage change in the above -mentioned indices between February 28, 2017 and February 28, 2018. Each subsequent increase or decrease in compensation shall be effective each July 1 and shall be based on the prior February 28 to February 28 change in the B.L.S indices. Should the B.L.S index change the method and manner of the CPI-W then both parties agree to develop a new compensation standard, which equitably adjusts the annual compensation. The percentage increase or decrease in service compensation is to be calculated annually. WEIGHT INDEX CHANGE WEIGHTED % CHANGE (% Change in CPI-W 0.856 x San Francisco -Oakland- = WT. % CHANGE San Jose 1982-84 = 100) NOTE: Weighted factor is based on the percentage of overall basic compensation contract costs exclusive of electricity. C. Periodic Adjustments 1) Electricity Compensation shall be increased or decreased for utility rate changes and/or overall electrical consumption. Adjustments to the unit cost electrical component of the compensation shall be made annually during the annual review of project indices —based on a 10% increase or decrease in the annualized kilowatt-hour unit price. Should overall electrical consumption over the monitoring period increase or decrease by 10% due to circumstances outside the control of VWOS, compensation shall be adjusted accordingly. Adjustments shall be made retroactive to the date that the cost impact of the change was documented by electric bills. Initial baseline values for electrical unit cost and overall electrical consumption are as follows: $0.16 per kilowatt-hour (kWh), Monthly Rolling Average (MRA) = $0.1842 per kWh 5,800 kwh/day, MRA = 5,094 kwh/day O&M Agreement 25 Burlingame Wastewater Treatment Facility version 2.0 02/26/201B 2) Flow and Loading The Annual Fee for services under this AGREEMENT is based upon the following Project characteristics: Flow 3.9 mgd, BOD, 8,400 #/day, MRA = 9,009 #/day TSS 8,400 #/day, MRA = 9,135 #/day Any annualized (12-month average) increase or decrease of 10% in flow, BOD loading, or SS loading shall give either party the option to renegotiate service compensation upon 30 days written notification to the other party. All compensation adjustments shall be retroactive to the beginning of such 12-month period. BOD loading and SS loading for the purpose of this contract shall be calculated as follows: Monthly BOD, _ (monthly average of daily plant Loading influent BOD, in mg/1) x (monthly (lbs./day) average influent flow in million gallons per day) x (8.34 lbs./gallon) Monthly = (monthly average of daily plant Suspended Solids influent suspended solids in mg/1) x Loading (monthly average influent flow in (lbs./day) million gallons per day) x (8.34 lbs./gallon) 3) Residuals Disposal Residuals disposal, which includes screenings, grease, grit, and biosolids, shall be the responsibility of VWOS. The current baseline conditions for these residual amounts are: Biosolids 4,280 Wet Ton/Year and per ton cost of $46.17, Grit and Screenings 88 Wet Ton/Year per year and net per ton cost of $277.00. 4) General Provision for Adjustments In the event that any changes in the scope of operation for the FACILITY should occur (other than those discussed elsewhere in this Attachment), including but not limited to changes in flow or loadings, changes in governmental regulations, reporting requirements, and effluent standards which increase the cost of O&M Agreement 2 6 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 operating the FACILITY, or additions of turnkey capital or maintenance equipment by VWOS to the City, VWOS shall be entitled to additional compensation which would include reasonable amounts for overhead and profit. Such additional compensation will be: (1) negotiated by the parties within a reasonable period of time or, if no negotiated agreement can be achieved, (2) set as a compensation adjustment of [(direct costs x VWOS 15% overhead factor) x 1.1 profit fee multiplier]. D. General Facility Maintenance Payments The general Facility Maintenance fund encompasses a wide range of smaller repair and maintenance purchases made during the year. The contractually approved CPI-W for the San Francisco -Oakland -San Jose Bay Area is applied to the General Facility Maintenance fund for an annual increase/decrease depending on the results of the February B.L.S. index. VWOS shall provide a monthly invoice to the City for all General Facility Maintenance Expenditures. The invoice amounts will show the actual expense with 15% for overhead and 10% for profit. E. Capital Outlay Payments The City agrees to maintain throughout the contract year the maintenance plan funds that were approved on or before June 30. VWOS shall complete these repairs as required in a timely fashion. It is agreed that as these maintenance projects from the maintenance plan are completed, VWOS shall provide a monthly invoice to the City for all maintenance plan expenditures. The invoice amounts will show the actual expense with 15% for overhead and 10% for profit. F. Capital Improvement Payments The City agrees to maintain throughout the contract year the Capital Improvement plan funds that were approved on or before June 30. VWOS shall complete these repairs as required in a timely fashion. It is agreed that as these projects from the Capital Improvement plan are completed, VWOS shall provide a monthly invoice to the City for all Capital Improvement plan expenditures. The invoice amounts will show the actual expense with 5% for overhead and 8% for profit. Capital Improvement plan items shall exceed the Capital Outlay dollar limit of $50,000 and/or extend equipment life span. The CITY and VWOS will review the overhead and profit percentages for Capital Improvement work with respect to reasonableness during the annual review meeting held in March. 06M Agreement 27 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 ATTACHMENT B LIST OF VEHICLES AND EQUIPMENT i. Treatment Plant • ISCO Sampler: Model No. 3710-FR Serial No. 200M00528 • ISCO Sampler: Model No. 3710-FR Serial No. 02AO1505 • ISCO Sampler: Model No. 2900 Serial No. 197LO1654 ISCO Sampler: Model No. 3700 Serial No. 196L00588 ISCO Sampler: Model No. 3700FR Serial No. 09279249 • ISCO Sampler: Model No. 3700 Serial No. 82979291 • ISCO Sampler: Model No. 3710 Serial No. 196L00588 Backup Head (no case) ISCO Sampler: Model No. 4700 Serial No. 212HO2135 ISCO Sampler: Model No. 4700 Serial No. 212H00629 2003 Ford Pickup: License #1127674 VIN #1FTYR10E03PA32064 • Yard Jockey used for sludge trailer movement • 2006 Equipment Trailer: License 4HP9000 VIN #5NHUEX2196T605219 • Yale Forklift: Model No. GLP060VXNVSQ091 Serial No. B875VO3196G O&M Agreement 28 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 Laboratory Equipment • Coliform Incubator IC-62 Scientific products • BOD (Biological Incubator) by Hot Pack • Blue M-Fecal Coliform H,0 Bath, Model: Magni-Whirl • VWR Drying Oven, Model 1350F • Market -Forge Autoclave (for Sterilization) • Thermolyne 6000 Furnace • Hach 2100P Turbidimeter • MicroMaster Microscope -Fisher Scientific • Corning Stirrer/Hotplate • Tek Plate 20 (Hot Plate) • Aquafine UV Disinfection Unit • YSI DO Meter, Model 5000 • Hach DR2700 Spectrophotometer SN: 1364962 • Bioassay custom built skid (4- edition) • MasterFlex peristaltic bioassay feed pump, SN: L02006173 • Kenmore (4°C Refrigerator), SN 83675403 • Labconco Flask Scrubber (Steam Dishwasher) • YSI DO Meter, Model 550A, SN 05D2489 AE • Thermo Orion pH Meter, 4Star, SN 005355 • YSI DO Meter, Model 59, SN 90L022078 • Troemner Analytical Weights, SN 11255 Equipment/Instruments 2017 • OHAUS Pioneer Analytical Balance • Oxford Bacti cinerator • Blue M-Fecal Coliform H2O Bath, Model Magni-Whirl • BOD Incubator (Biological Incubator) by Hot Pack • Honeywell BOD Recorder temperature • Fisher Scientific Centrifuge-Accuspin tm 400 • EM Science Chemical treatment Spill Kit O&M Agreement 29 Burlingame Wastewater Treatment Facility version 2.0 02/26/2018 • American Scientific Products Coliform Incubator IC -62 Scientific products • Coors USA 02/Pyrex England Desiccator • Coors USA 02 Desiccator • Nalgene/Coors USA 5/32 K Desiccator • YSI-MultiLab IDS 4010-1 DO meter • YSI DO Meter Model 5000 • YSI DO meter model 550A SN 05D2489 AE • YSI DO meter model 59 SN 90L022078 • YSI Pro BOD IDS DO Meter Reader (sensor) • Haws Eye Washer • Labconco Flask Scrubber Steam Dishwasher • Hamilton Fume Hood • Hach 210ON Turbidimeter • Kenmore refrigerator (4`C), SN 83675403 • Market -Forge Sterilmatic Autoclave (for sterilization) • MasterFlex Model peristaltic Bioassay feed pump 7524-40 • MicroMaster Microscope - Fisher Scientific • Celestron Microscope • Ohaus Balance MB35 Halogen • Thermo Electron Corporation PH/Conductivity meter • Thermo Electron Corporation ORION 4 Star pH/Conductivity meter (sensor) • Toledo AG SN B149521085 pH/meter • Pump aerator • Pump aerator • Pump aerator • Emergency Shower • Spectrophotometer DR 3900 Hach, SN 1700592 • Spectrophotometer DR2700 Hach, SN 1364962 • Corning Stirrer/Hotplate (4 units) • Corning PC 420D Stirring -Heater plate O&M Agreement 30 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 • Thermolyne Furnace 6000 • Heusser Neweigh Thermometer NIST SP 1088 (00-1100C) • Heusser Neweigh Thermometer NIST SP 1088 (00-500C) • OHAUS Explorer Pro Top Loading Balance • Troemner Weights Lab, SN 11255 • Hach 2100 P ISO Turbidimeter Kit calibration • Aquafine UV Disinfection Unit • VWR Dryer Oven, model 1350F • VWR Dryer Oven, model 1350G O&M Agreement 3 1 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 ATTACHMENT C INDUSTRIAL WASTE PROGRAM In accordance with CITY Ordinance Number 1572,Veolia shall continue to implement the "Source Control Program" (also referred to as an "Industrial Pretreatment Program") as authorized by the City of Burlingame, CA to regulate the commercial and industrial wastewater discharges into the municipal sewer system. Veolia shall adhere to the requirements and conditions contained in CITY Ordinance Number 1572, 40 CFR Part 403, and San Francisco Bay Regional Water Quality Control Board Order No. R2-2017-0042, Amendment of Waste Discharge Requirements for Municipal and Industrial Wastewater Discharges. The number of industries covered under this program, as of the June 30, 2018 staff report is: Industry Type Number in Category 2018 Contract Light 125 Moderate 30 Heavy 20 Non -Conventional/ Groundwater 6 SIU 1 TOTAL 176 VWOS shall be responsible for all routine testing for the above industries. However, it is anticipated that additional retesting beyond that normally required will be necessary. In such circumstances, VWOS shall invoice the CITY for actual cost of these tests. STORM WATER POLLUTION PREVENTION PROGRAM In accordance with NPDES Permit No. CAS6120008 (aka the Municipal Regional Stormwater Permit and/or MRP), and NPDES Permit No. CAS000001, the annual number of commercial and industrial facilities to be covered under this program (or activity to be taken in support of the program) requiring site inspections, follow-up inspections, routine reports and reporting, assistance with enforcement actions, meetings, etc. is: 06M Agreement 32 Burlingame wastewater Treatment Facility Version 2.0 02/26/2018 City of Burlingame and Veolia Water Municipal Regional Stormwater NPDES Permit Scope of Work - Inspection Category Numbers Municipal Regional Permit Number in Category Section (or activity to be taken) C.3 - New Development and 130 Redevelopment C.4 - Industrial and 96 Commercial Site Controls C.5 - Illicit Discharge 25 Detection and Elimination C.6 - Construction Site 10 Control C.7 - Public Information and Annual Bay Shoreline Clean-up event Outreach coordination; and Burlingame on the Avenue event informational booth C.13 - Copper Controls (Assist City staff) C.15 - Exempted and (Assist City Staff) Conditionally Exempted Discharges Annual MRP Reporting Assist City staff) MRP-associated meetings and (Attend as required) conferences STOPPP regulatory review and (As required) commentary Wastewater Treatment Plant 1 Storm Water Permit Management and Compliance City Code Enforcement support (Assist City staff when STOPPP- related) OEM Agreement 33 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 City of Burlingame and Veolia Water Municipal Regional Stormwater NPDES Permit Scope of Work - Description Veolia Water will provide support to achieve compliance with the City of Burlingame's Municipal Regional Stormwater NPDES Permit (MRP) requirements. Technical support includes, but is not limited to, Provisions C.3 (New Development and Redevelopment), C.4 (Industrial and Commercial Site Controls), C.5 (Illicit Discharge Detection and Elimination), and C.6 (Construction Site Control). Veolia staff will also represent the City at the San Mateo Countywide Water Pollution Prevention Program (SMCWPPP) Committee meetings. Task 1: Review New Development and Redevelop Plans Provision C.3 of the MRP requires Permittees to use their planning authorities to include appropriate source control, site design, and stormwater treatment measures in new development and redevelopment projects to address stormwater runoff pollutant discharges and prevent increases in runoff flows from those projects. Veolia Water will help support the following tasks in Provision C.3 of the MRP: • Attend pre-planning/planning meetings to ensure applicant is aware of C.3 requirements. If not regulated by C.3, encourage green infrastructure and source control measures. (C.3.a) • Plan check of all submitted projects and upon request by City staff. Review projects to ensure C.3 compliance, encourage green infrastructure and source control measures when not regulated by C.3. (C.3/C.6) • Develop and maintain database (or spreadsheet) of regulated projects, special projects, and hydromodification management projects. (C.3.b.v/ C.3.e.ii/C.3.g.iv) • Implement the Operations and Maintenance (O&M) Verification Program for installed stormwater treatment systems; conduct O&M inspections per MRP using the O&M inspection form (C.3.h.) • Conduct enforcement actions consistent with the Enforcement Response Plan for all 0&M inspections. (C.3.h.ii.(7)) • Review site designs for small projects and detached single- family home projects. (C.3.i.) • Attend pertinent training. (C.3/C.6) O&M Agreement 34 Burlingame Wastewater Treatment Facility version 2.0 02/26/2018 • Assist with internal compliance assessments, program improvements, training, outreach, and other tasks upon request. (C.3) • Attend weekly Code Enforcement Meetings with City staff. • Attend quarterly SMCWPPP New Development committee meetings or notify the City if unable to attend. Task 2: Stormwater Business Inspections Provision C.4 of the MRP requires Permittees to implement an industrial and commercial site control program at all sites that could reasonably be considered to cause or contribute to pollution of stormwater runoff. Veolia Water will help support the following tasks in Provision C.4 of the MRP: • Conduct inspections for commercial and industrial businesses that have a reasonable likelihood of contributing to stormwater pollution. Conduct follow-up inspections for businesses that have potential or actual BMP violations. Document all site inspections on the C.4 Business Inspection Form electronically via CloudCompli or on paper. (C.4.b) • Following site inspections, assign or update business priority level (as established in c.4.b.ii.(2)(a)) for each facility, site contact information, change of ownership, closure, etc. in an electronic database. (i.e., CloudCompli) (C.4.b.ii) • Add new businesses to an electronic database (i.e., CloudCompli) that warrant inspections obtained from drive -by or monthly business license report. (C.4.b.ii.(2)(c)) • Develop, implement, and update the City's Business Inspection Plan annually. (C.4.b.) • Develop, implement, and update the City's Enforcement Response Plan as needed. (C.4.c.) • Conduct inspections per BIP and ERP to prevent stormwater pollution. Ensure that inspections are record using an inspection form and are uploaded to an electronic database (i.e., CloudCompli). (C.4.d.) • Attend pertinent staff training(s) as needed. (C.4.e.) • Attend quarterly SMCWPPP CII meetings or notify the City if unable to attend. O&M Agreement 35 Burlingame Wastewater Treatment Facility version 2.0 02/26/2018 Task 3: Illicit Discharge Follow-up Investigations Provision C.5 0£ the MRP requires Permittees to implement the illicit discharge prohibition and to ensure illicit discharges are detected and controlled that are not otherwise controlled under Provisions CA and C.6. Veolia Water will help support the following tasks in Provision C.5 of the MRP: • Develop, implement, and update the City's Enforcement Response Plan as needed. (C.5.b) • Conduct timely investigations for reports of illicit spills and dumping. (C.5.c.) • Update spill and discharge compliant tracking and enforcement database (i.e., CloudCompli). (C.5.d.) • Develop and implement standards and Best Management Practices (BMPs) for mobile businesses and enforcement strategy. Conduct outreach to mobile businesses and inspect as needed. (C.5.e.) Task 4: Construction Site Inspections Provision C.5 of the MRP requires Permittees to implement a construction site inspection and control program at all construction sites, with follow-up and enforcement consistent with each Permittee's respective ERP, to prevent construction site discharges of pollutants into the storm drains. Veolia Water will help support the following tasks in Provision C.6 of the MRP: • Develop, implement, and update the City's Enforcement Response Plan (ERP) as needed. Conduct associated enforcement per ERP. Ensure timely correction and follow-up of potential and actual non-stormwater discharges. (C.6.b.) • Conduct year-round construction inspection program to ensure BMPs are in place through all phases of construction until the site is fully stabilized by landscaping or the installation of permanent erosion control measures. Oversee, inspect, and require compliance and cleanup at all construction sites year-round. (C.6.c.) • Review applicant's Stormwater Pollution Prevention Plan (SWPPP) or erosion control plan to ensure compliance with the City's Municipal Code and BMP handbook. Verify that sites disturbing one acre or more of land have filed a Notice of Intent for permit coverage under the Construction General Permit. Provide educational materials to operators/developers, as appropriate. (C.6.d.) 05M Agreement 36 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 • By September lst each year, notify all site developers and/or owners disturbing one acre or more of soil to prepare for upcoming wet season; conduct monthly inspections during wet season at particular sites per MRP requirements; develop and maintain spreadsheet/database of inspections including frequency, compliance, priority, etc. on CloudCompli; provide appropriate educational materials; require timely corrections as necessary per ERP; and record all inspections on a written or electronic inspection form (via CloudCompli). (C.6.e.) • Attend staff training(s) at least every other year. (C.6.f.) Task 5: Support Copper Controls Provision C.13 of the MRP requires Permittees to implement the control measures and accomplish the reporting on those control measures according to the provisions described in C.13. The purpose of these provisions is to implement the control measures identified in the Basin Plan amendment necessary to support the copper site -specific objectives in San Francisco Bay. Veolia Water will help support the following tasks in Provision C.13 of the MRP: • Encourage use of appropriate BMPs for managing waste during post -construction; educate installers and operators on appropriate BMPs for managing copper -containing wastes; enforce against noncompliance. (C.13.a.) • Provide as -needed support through inspections and enforcement for illicit discharges from pools, spas, and fountains that contain copper -based chemicals. (C.13.b.) • Identify facilities likely to use copper or have sources of copper and include in inspection program plans; educate industrial inspectors on industrial facilities likely to use copper or have sources of copper and proper BMPs for them; and ensure that proper BMPs are in place at such facilities to minimize discharge of copper to storm drains including consideration of roof runoff that might accumulate copper deposits from ventilation systems on site. (C.13.c.) Task 6: Provide information for the MRP Annual Report The MRP Annual Report is due on September 30 of each year. Each Annual Report reports on the previous fiscal year beginning July 1 and ending June 30. O&M Agreement 37 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 Veolia Water will help support the following tasks: • Provide data, including information from Tasks 1-5, to the City in a timely manner for completion of the Annual Report. • Attend the Annual Report training hosted by SMCWPPP. Task 7: Organize Annual Bayfront Cleanup Day The Burlingame Bayfront Cleanup Day is an annual waterway and land cleanup held on the third Saturday of September. It overlaps with the California Coastal Cleanup Day, which is the largest volunteer event that brings the community together in removing trash from our waterways and protecting our marine environment. Veolia Water will help support the following tasks: • Serve as primary point of contact for event • Submit reporting forms as requested by the San Mateo County Environmental Health Services • Order materials for the event banner and deliver to or retrieve from the Recreation and Park Department in a timely manner • Assist with set up and tear down of event and provide additional support as needed O&M Agreement 3 6 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 Reference Material A-1 ROLLING FIVE YEAR CAPITAL OUTLAY PLAN OEM Agreement 39 Burlingame Wastewater Treatment Facility Version 2.0 02/26/2018 Reference Material B-1 ROLLING FIVE YEAR CAPITAL IMPROVEMENT PLAN O&M Agreement 4 0 Burlingame Wastewater Treatment Facility AGREEMENT FOR AN EXTENSION OF THE 2018 CITY OF BURLINGAME (CITY) AGREEMENT WITH VEOLIA WATER WEST OPERATING SERVICES INC. (VWOS) FOR THE OPERATIONS AND MAINTENANCE OF THE CITY'S WATEWATER TREATMENT FACILITY THIS EXTENSION AGREEMENT ("Extension"), made in duplicate and entered into effective on the day of , 2023, extends the agreement dated May 21, 2018 ("2018 Agreement") by and between the CITY OF BURLINGAME ("CITY") and VWOS ("CONSULTANT"). CITY and CONSULTANT are collectively referred to as the "Parties." RECITALS WHEREAS, on May 21, 2018, the City of Burlingame entered into a 5-year operations and maintenance agreement with VWOS for providing turnkey operations and maintenance for the City's wastewater treatment facility and 1099 Rollins Road pump station, which is attached; and WHEREAS, the City and the Consultant are in the process of finalizing the contract terms, the City wishes to provide a two month extension in the interim; and WHEREAS, the cost of this extension shall not exceed $800,000 for base contractual services, facility maintenance, capital outlay, and special projects aspects of the facility maintenance and operations; and WHEREAS, this extension will expire on August 31, 2023; and WHEREAS, this extension will adhere to the contract language from the 2018 — "City of Burlingame: Agreement with Veolia Water West Operating Services Inc. for the Operations and Maintenance of the City of Burlingame Wastewater Treatment Facility" (2018 Agreement) in its entirety; and NOW, THEREFORE, IT IS AGREED AS FOLLOWS: The 2018 Agreement dated May 21, 2023, will be extended for two months, 2. The CITY agrees that the compensation for all work associated with this extension shall not exceed $800,000. 3. This extension is through August 31, 2023. Page 1 of 2 4. In all other respects, the provisions of the 2018 Agreement dated May 21, 2018, shall remain in full force and effect to the extent they are not in conflict with this Extension. IN WITNESS WHEREOF, the Parties have executed this Agreement on the day and year first above written. CITY OF BURLINGAME A municipal corporation Lisa K. Goldman City Manager Approved as to form: Interim City Attorney — Scott Spansail ATTEST: City Clerk - Meaghan Hassel -Shearer Page 2 of 2 CONSULTANT VWOS Print Name: Title: BUR— �NGAME AGENDA NO: 11a STAFF REPORT MEETING DATE: June 20, 2023 To: Honorable Mayor and City Council Date: June 20, 2023 From: Lisa K. Goldman, City Manager — (650) 558-7243 Michael Guina, City Attorney — (650) 558-7204 Subject: Public Hearing and Introduction of an Ordinance Establishing Chapter 6.55, "San Francisco Peninsula Tourism Marketing District," of Title 6 of the Burlingame Municipal Code Regarding the Establishment of the San Francisco Peninsula Tourism Marketing District; CEQA Determination: Exempt Pursuant to State CEQA Guidelines Sections 15378 and 15061(b)(3) RECOMMENDATION Staff recommends that the City Council hold a Public Hearing to introduce the proposed Ordinance to form the San Francisco Peninsula Tourism Marketing District (SFPTMD). To introduce the Ordinance, staff recommends the following procedure: A. Receive the staff report and ask any questions of staff. B. Conduct a Public Hearing. C. Discuss the Ordinance and by motion determine whether to bring it back for second reading and adoption. If the Council is in favor of the Ordinance, direct the City Clerk to publish a summary of the Ordinance at least five days before its proposed adoption. BACKGROUND In 2001, the San Mateo County Tourism Business Improvement District (SMCTBID) was formed pursuant to the Parking and Business Improvement Area Law of 1989 (Streets & Highways Code section 36500 et. seq.) (89 Law) by Ordinance No. 1648. The San Mateo County/Silicon Valley Convention and Visitors Bureau dba The San Francisco Peninsula (SFP), and San Mateo County lodging businesses now seek to modernize the SMCTBID by forming a new District, the San Francisco Peninsula Tourism Marketing District (SFPTMD), pursuant to the Property and Business Improvement District Law of 1994 (Streets & Highways Code section 36600 et seq.) (94 Law). DISCUSSION The SFPTMD is a benefit assessment district proposed to create a revenue source to help fund marketing and sales promotion efforts for San Francisco Peninsula area lodging businesses. This F1 Ordinance re: Formation of SF Peninsula Tourism Marketing District June 20, 2023 approach has been used successfully in other destination areas throughout the state to improve tourism and drive additional room nights to assessed lodging businesses. The proposed SFPTMD includes all lodging businesses located within the boundaries of the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County. SFP and lodging business owners decided to pursue formation of the SFPTMD in order to create a revenue source devoted to marketing the San Francisco Peninsula area as a tourist, meeting, and event destination. If established, the SFPTMD would generate approximately $10,895,479 on an annual basis for promotion of travel and tourism specific to the San Francisco Peninsula area. TOURISM MARKETING DISTRICTS Tourism Marketing Districts (TMDs) utilize the efficiencies of private sector operation in the market - based promotion of tourism. These special assessment districts allow lodging business owners to organize their efforts to increase tourism. Lodging business owners within the TMD fund the TMD, and those funds are used to provide services that are desired by and benefit the lodging businesses within the TMD. TMD benefits: • Funds cannot be diverted for other government programs; • They are customized to fit the needs of each destination; • They allow for a wide range of services, including destination marketing, tourism promotion, and sales lead generation; • They are designed, created, and governed by those who will pay the assessment; and • They provide a stable funding source for tourism promotion. In California, TMDs are primarily formed pursuant to the Property and Business Improvement District Law of 1994 (94 Law). This law allows for the creation of a special benefit assessment district to raise funds within a specific geographic area. The key difference between TMDs and other special benefit assessment districts is that funds raised are returned to the private non-profit corporation governing the TMD. MANAGEMENT DISTRICT PLAN The attached Management District Plan includes the proposed boundary of the SFPTMD, a service plan and budget, and a proposed means of governance. The SFPTMD will include all lodging businesses located within the boundaries of the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County. Pa Ordinance re: Formation of SF Peninsula Tourism Marketing District June 20, 2023 The annual assessment rate is one- and one-half percent (1.5%) of gross short-term sleeping room rental revenue for lodging businesses with 5,000 square feet or more of dedicated meeting space, and 0.75% for all other lodging businesses within the SFPTMD's boundaries. Based on the benefit received, assessments will not be collected on stays of more than 30 consecutive days; stays provided to airline cockpit and/or cabin crews pursuant to an agreement between a hotel and an airline, which is in furtherance of or to facilitate such crews' performance of their jobs for the airline, including layovers between flights; employees of the state or federal government if room charges are paid directly by their employing agency and copies of official travel orders are submitted as applicable; and any properly credentialed officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty. The proposed SFPTMD will have a five-year life, beginning October 1, 2023, or as soon as possible thereafter, and ending five years from its start date. The assessment will be implemented beginning October 1, 2023, or as soon as possible thereafter. Once per year beginning on the anniversary of SFPTMD formation, there is a 30-day period in which business owners paying 50% or more of the assessment may protest and begin proceedings to terminate the SFPTMD. The City of Burlingame shall be responsible for collecting the assessments on a monthly basis (including any delinquencies, penalties, and interest) from each lodging business located in the boundaries of the SFPTMD. The City shall make all reasonable efforts to collect the assessments from each lodging business. The City shall be paid a fee equal to one percent (1 %) of the amount of assessment collected, or a flat fee of $60,000, whichever is greater, each year to cover its costs of collection and administration. SFPTMD FORMATION PROCESS May 15, 2023 RESOLUTION OF INTENTION HEARING & RESOLUTION REQUESTING CONSENT (COMPLETED) Upon the submission of a written petition, signed by the lodging business owners in the proposed district who will pay more than 50% of the assessments proposed to be levied, the City Council may initiate proceedings to establish a district by the adoption of a resolution expressing its intention to establish a district. Petition Status: Petitions in favor of SFPTMD formation were submitted by 65 lodging businesses, which represent 58.12% of the total SFPTMD assessment. This majority petition allowed the City Council to initiate proceedings for SFPTMD formation at the May 15, 2023 meeting. Upon adoption of the Resolution of Intention, the City Council adopted a resolution requesting consent from all jurisdictions to be included in the proposed SFPTMD. Consent must be received from the jurisdictions prior to 3 Ordinance re: Formation of SF Peninsula Tourism Marketing District June 20, 2023 the final public hearing for their jurisdiction to be included in the established SFPTMD. By May 21, 2023 NOTICE (COMPLETED) The 94 Law requires the City to mail written notice to the owners of all lodging businesses proposed to be within the SFPTMD. Mailing the notice begins a mandatory 45-day period in which owners may protest SFPTMD formation. June 20, 2023 PUBLIC HEARING AND INTRODUCTION/FIRST READING OF ORDINANCE Hold a Public Hearing and allow public testimony on the formation of the SFPTMD and levy of assessments. At the public hearing, the Council shall introduce and conduct the first reading of the Ordinance forming the SFPTMD and levying the assessment. July 5, 2023 FINAL PUBLIC HEARING AND SECOND READING/ADOPTION OF THE ORDINANCE; RESOLUTION OF FORMATION If written protests are received from the owners of lodging businesses in the proposed SFPTMD who will pay more than 50% of the assessments proposed to be levied, and protests are not withdrawn so as to reduce the protests to less than 50%, no further proceedings to levy the proposed assessment against such lodging businesses shall be taken for a period of one year from the date of the finding of a majority protest by the Council. If the Council, following the public hearing, decides to establish the proposed SFPTMD, the Council shall adopt a resolution of formation. Following a successful public hearing and first reading of the Ordinance, the Council shall convene to hold a second reading of the Ordinance establishing the SFPTMD and levying the assessment. Upon successful passage of the Ordinance, the SFPTMD shall be established, and the Ordinance shall go into effect thirty (30) days after successful passage of the Ordinance. Following establishment of the new district under the 94 Law, staff will bring an ordinance to the City Council for disestablishment of the prior, 89 Law district. FISCAL IMPACT There is no fiscal impact from this action. The City will receive a fee of 1 % of the amount collected, or a flat fee of $60,000, whichever is greater, each year to cover its costs of collection and administration. Because the SFPTMD programs are intended to increase visitation to the San C! Ordinance re: Formation of SF Peninsula Tourism Marketing District June 20, 2023 Fransisco Peninsula area, there may be an increase in transient occupancy tax and sales tax collections. Exhibits: • Ordinance establishing the SFPTMD and levying the assessment • Management District Plan • Resolution of intention to form the SFPTMD • Resolution requesting consent to form the SFPTMD 5 CITY OF BURLINGAME ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BURLINGAME ESTABLISHING CHAPTER 6.55, "SAN FRANCISCO PENINSULA TOURISM MARKETING DISTRICT," OF TITLE 6 OF THE BURLINGAME MUNICIPAL CODE REGARDING THE ESTABLISHMENT OF THE SAN FRANCISCO PENINSULA TOURISM MARKETING DISTRICT; CEQA DETERMINATION: EXEMPT PURSUANT TO STATE CEQA GUIDELINES SECTIONS 15378 AND 15061(b)(3) WHEREAS, in 2001, the San Mateo County Tourism Business Improvement District (SMCTBID) was formed pursuant to the Parking and Business Improvement Area Law of 1989 (Streets & Highways Code section 36500 et. seq.) (89 Law) by Ordinance No. 1648; and WHEREAS, the City of Burlingame (City), San Mateo County/Silicon Valley Convention and Visitors Bureau dba The San Francisco Peninsula (SFP), and San Mateo County lodging businesses seek to modernize the SMCTBID by forming a new District, the San Francisco Peninsula Tourism Marketing District (SFPTMD), pursuant to the Property and Business Improvement District Law of 1994 (Streets & Highways Code section 36600 et seq.) (94 Law); and WHEREAS, lodging businesses who will pay more than fifty percent (50%) of the proposed assessment have petitioned the Council to form the SFPTMD; and WHEREAS, included with the petitions was a Management District Plan (Plan) summary that describes the proposed assessment to be levied on lodging businesses to pay for sales and marketing, and other improvements and activities set forth in the Plan; and WHEREAS, the assessed lodging businesses within the SFPTMD will receive a specific benefit from the activities and improvements set forth in the Plan; and WHEREAS, on May 15, 2023, at a duly -notice public meeting, the Council adopted a Resolution of Intention, Resolution No. 049-2023, setting the time and place for a public hearing to consider formation of the SFPTMD; and WHEREAS, the public meeting and public hearing to consider the formation of the SFPTMD have been properly noticed in accordance with Streets and Highways Code §36623; and WHEREAS, on June 20, 2023, at 7:00 PM at Burlingame City Hall, 501 Primrose Road, Burlingame, CA 94010, the Council held a public hearing regarding the formation of the SFPTMD, held the first reading of this Ordinance to form the SFPTMD and implement the levy of assessments, and the Council heard and received objections and protests, if any, to the formation of the SFPTMD and the levy of the proposed assessment; and WHEREAS, on July 5, 2023 at 7:00 PM at the City Hall, 501 Primrose Road, Burlingame, CA 94010, the Council held a public hearing regarding the formation of the SFPTMD and the Council heard and received all objections and protests, if any, to the formation of the SFPTMD and the levy of the proposed assessment; and WHEREAS, on July 5, 2023, following the receipt of all objections and protests and the adoption of the Resolution of Formation, Resolution No. a second reading of this Ordinance to form the SFPTMD and levy the assessments was heard; and WHEREAS, the City Clerk has determined that there was no majority protest. A majority protest is defined as written protests received from owners of lodging businesses in the formed SFPTMD which would pay fifty percent (50%) or more of the assessments proposed to be levied. Protests are weighted based on the assessment proposed to be levied on each lodging business; and WHEREAS, pursuant to the Taxpayer Protection and Government Accountability Act (TPGAA), an initiative certified eligible for qualification for the November 5, 2024, general election ballot, the proposed assessment is an exempt charge as the SFPTMD is a tourism marketing district formed under the provisions of the Property and Business Improvement District Law of 1994, as set forth in the Streets and Highways Code §36600, et seq.; and WHEREAS, the amount of the proposed assessment for the entire SFPTMD will total approximately $10,895,479 in the first year. Pursuant to the TPGAA, the City has found the proposed assessment amount is reasonable given the scope of services to be provided and shall not exceed the actual cost of providing the SFPTMD services to the payors; WHEREAS, adoption of this Ordinance does not diminish the legal effect of the adoption of the Resolution of Formation; and NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BURLINGAME DOES HEREBY ORDAIN AS FOLLOWS: Section 1. Establishing Chapter. 6.55, "San Francisco Peninsula Tourism Marketing District," of Title 6 of the Burlingame Municipal Code. Chapter 6.55, "San Francisco Peninsula Tourism Marketing District," of Title 6 of the Burlingame City Code is hereby established to read as follows: 6.55. 010. Establishment. The City of Burlingame hereby establishes the San Francisco Peninsula Tourism Marketing District (SFPTMD), for a five (5) year life, beginning October 1, 2023, or as soon as possible thereafter, and end five (5) years from its start date, under the provisions of the Property and Business Improvement District Law of 1994, as set forth in the Streets and Highways Code of the state, Section 36600 et seq. 6.55.020. Management District Plan. The Management District Plan (Plan) dated January 23, 2023, incorporated herein, is hereby adopted and approved. 6.55.030. Activities and Improvements; Findings. The activities to be provided to benefit lodging businesses in the SFPTMD will be funded by the levy of the assessment. The revenue from the assessment levy shall not be used: to provide activities that directly benefit businesses outside the SFPTMD; to provide activities or improvements outside the SFPTMD; or for any purpose other than the purposes specified in this Ordinance, the Resolution of Intention, the Resolution of Formation, and the Plan. Notwithstanding the foregoing, improvements and activities that must be provided outside the SFPTMD boundaries to create a specific benefit to the assessed lodging businesses may be provided, but shall be limited to marketing or signage pointing to the SFPTMD. 1. The City Council finds as follows: a. The activities funded by the assessment will provide a specific benefit to assessed lodging businesses within the SFPTMD that is not provided to those not paying the assessment. b. The assessment is a charge imposed for a specific benefit conferred or privilege granted directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of conferring the benefit or granting the privilege. c. The assessment is a charge imposed for a specific government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of providing the service or product. d. Assessments imposed pursuant to the SFPTMD are levied solely upon the assessed lodging business, and the lodging business owner is solely responsible for payment of the assessment when due. If the owner chooses to collect any portion of the assessment from a transient or customer, that portion shall be specifically called out and identified for the transient or customer in any and all communications from the business owner as the "SFPTMD Assessment" or "Tourism Assessment" as specified in the Plan. 2. The assessments levied for the SFPTMD shall be applied toward sales and marketing programs, and other improvements and activities as set forth in the Plan. 3. Assessments levied on lodging businesses pursuant to this Ordinance shall be levied on the basis of benefit. Because the services provided are intended to increase room rentals, an assessment based on gross short term sleeping room rental revenue is the best measure of benefit. 6.55. 040. Reserved. 6.55.050. Bonds. Bonds shall not be issued to fund the SFPTMD. 6.55.060. Boundaries. The established SFPTMD includes all lodging businesses, existing and in the future, located within the boundaries of the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County, as described in the Plan. 6.55.070. Assessments. The annual assessment rate is one- and one-half percent (1.5%) of gross short-term sleeping room rental revenue for lodging businesses with 5,000 square feet or more of dedicated meeting space, and 0.75% for all other lodging businesses within the SFPTMD's boundaries. Based on the benefit received, assessments will not be collected on stays of more than thirty (30) consecutive days; stays provided to airline cockpit and/or cabin crews pursuant to an agreement between a hotel and an airline, which is in furtherance of or to facilitate such crews' performance of their jobs for the airline, including layovers between flights; employees of the state or federal government if room charges are paid directly by their employing agency and copies of official travel orders are submitted as applicable; and any properly credentialed officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty. The assessments shall be used for the purposes set forth herein and any funds remaining at the end of any year may be used in subsequent years in which the SFPTMD assessment is levied as long as they are used consistent with the requirements set forth herein. 6.55.080. Collections. The City of Burlingame shall be responsible for collecting the assessments on a monthly basis (including any delinquencies, penalties and interest) from each lodging business located in the boundaries of the SFPTMD. The City shall take all reasonable efforts to collect the assessments from each lodging business. 6.55.090. Owners' Association. The Council through adoption of this Ordinance and the Plan, has the right pursuant to Streets and Highways Code §36651, to identify the body that shall implement the proposed program, which shall be the Owners' Association of the SFPTMD as defined in Streets and Highways Code §36612. The City Council has determined that SFP shall be the SFPTMD Owners' Association. Pursuant to the Plan, SFP shall create a SFPTMD Committee tasked with determining how SFPTMD funds are spent, within the designated programs in the Plan, subject to final approval by the SFP Board. The SFPTMD Committee shall include lodging business owners or representatives paying the SFPTMD assessment. Passage of this Ordinance authorizes the City Council to contract with SFP to administer the SFPTMD. 6.55.100. Annual Report. The San Mateo County/Silicon Valley Convention and Visitors Bureau dba The San Francisco Peninsula (SFP), pursuant to Streets and Highways Code §36650, shall cause to be prepared a report for each fiscal year, except the first year, for which assessments are to be levied and collected to pay the costs of the improvement and activities described in the report. The first report shall be due after the first year of operation of the SFPTMD. 6.55.110. Amendments to Enabling Legislation. The SFPTMD formed pursuant to this Ordinance shall be subject to any amendments to the Property and Business Improvement District Law of 1994 (California Streets and Highways Code §36600 et. seq.). Section 2. Severability. If any section, subsection, sentence, clause or phrase or word of this Ordinance is for any reason held to be unconstitutional, unlawful or otherwise invalid by a court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The Council of the City of Burlingame declares that it would have passed and adopted this Ordinance and each and all provisions irrespective of the fact that any one or more of said provisions may be declared invalid or unconstitutional without regard to any such decision or preemptive legislation. Section 3. CEQA Determination. The City Council finds and determines this Ordinance is not a project within the meaning of section 15378 of the CEQA Guidelines because it has no potential for resulting in physical change in the environment, either directly or ultimately. In the event that this Ordinance is found to be a project under CEQA, it is subject to the CEQA exemption contained in CEQA Guidelines section 15061(b)(3) because it can be seen with certainty to have no possibility of a significant effect on the environment. Section 4. Effective Date. This Ordinance of the City of Burlingame shall be effective thirty (30) days after its passage, this Ordinance or a summary thereof, as provided in Government Code Section 36933, shall be published at least once in a newspaper of general circulation published and circulated in the City of Burlingame, along with the names of the Council voting for and against its passage. Section 5. Publication. The City Clerk is directed to publish this Ordinance in a manner as required by law. Section 6. Codification. Section 1 of this Ordinance shall be codified in the Burlingame Municipal Code. Sections 2, 3, 4, 5, and 6 shall not be so codified. I, MEAGHAN HASSEL-SHEARER, City Clerk of the City of Burlingame, certify that the foregoing ordinance was introduced at a regular meeting of the City Council held on 201" day of June 2023, and adopted thereafter at a regular meeting of the City Council held on the day of by the following votes: AYES: COUNCILMEMBERS: NOES: COUNCILMEMBERS: ABSENT: COUNCILMEMBERS: ATTEST: Meaghan Hassel - Shearer, City Clerk Pw", rMT-1, 4" e 4W � 47 5 TTX� - �T i, Vw S!Ai milm 2023-2028 January 23, 2023 Table of Contents I. OVERVIEW.............................................................................................................................................. 3 II. BACKGROUND....................................................................................................................................... 5 III. BOUNDARY.............................................................................................................................................6 IV. ASSESSMENT BUDGET AND SERVICES............................................................................................ 7 A. ANNUAL SERVICE PLAN...................................................................................................................................7 B. ANNUAL BUDGET............................................................................................................................................9 C. CALIFORNIA CONSTITUTIONAL COMPLIANCE..................................................................................................9 D. ASSESSMENT..................................................................................................................................................11 E. PENALTIES AND INTEREST............................................................................................................................. 12 F. TIME AND MANNER FOR COLLECTING ASSESSMENTS.................................................................................... 13 V. GOVERNANCE..................................................................................................................................... 14 A. OWNERS' ASSOCIATION................................................................................................................................. 14 B. BROWN ACT AND CALIFORNIA PUBLIC RECORDS ACT COMPLIANCE............................................................. 14 C. ANNUAL REPORT........................................................................................................................................... 14 APPENDIX1- LAW........................................................................................................................................ 15 APPENDIX 2 - ASSESSED BUSINESSES..................................................................................................... 26 APPENDIX 3 - BENEFITS BY BUSINESS CATEGORY............................................................................. 31 APPENDIX 4 - SMG CONSULTING ANALYSIS.......................................................................................... 33 TWF RAN FRANf:ISrA Peninsula Prepared by Civitas ♦ 0 CIVITAS PARTNERSHIPS • PROGRESS • VROSPEPITV (800)999-7781 www.civitasadvisors.com I. OVERVIEW Developed by the San Mateo County/Silicon Valley Convention and Visitors Bureau dba The San Francisco Peninsula (SFP) and San Mateo County lodging businesses, the San Francisco Peninsula Tourism Marketing District (SFPTMD) is an assessment district proposed to provide specific benefits to payors, by funding marketing and sales promotion efforts for assessed businesses. This approach has been used successfully in other destination areas throughout the country to provide the benefit of additional room night sales directly to payors. In 2001, the San Mateo County Tourism Business Improvement District (SMCTBID) was formed pursuant to the Parking and Business Improvement Area Law of 1989 (89 Law). This effort seeks to modernize the SMCTBID by disestablishing the 89 Law District and forming a new District, the SFPTMD, pursuant to the Property and Business Improvement District Law of 1994 (94 Law). Location: The SFPTMD includes all lodging businesses, existing and in the future, located within the boundaries of the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County, as shown on the map in Section III. Services: The SFPTMD is designed to provide specific benefits directly to payors by increasing awareness and demand for room night sales, meetings, and conventions. Sales and marketing programs will increase demand for overnight tourism and market payors as tourist, meeting and event destinations, thereby increasing demand for room night sales, meetings, and conventions. Budget: The total SFPTMD annual assessment budget for the initial year of its five (5) year operation is anticipated to be approximately $10,895,479. A similar budget is expected to apply to subsequent years, but this budget is expected to fluctuate as room sales do. Cost. The annual assessment rate is one- and one-half percent (1.51/o) of gross short-term sleeping room rental revenue for lodging businesses with 5,000 square feet or more of dedicated meeting space, and 0.75% for all other lodging businesses within the SFPTMD's boundaries. Based on the benefit received, assessments will not be collected on stays of more than thirty (30) consecutive days; stays provided to airline cockpit and/or cabin crews pursuant to an agreement between a hotel and an airline, which is in furtherance of or to facilitate such crews' performance of their jobs for the airline, including layovers between flights; employees of the state or federal government if room charges are paid directly by their employing agency and copies of official travel orders are submitted as applicable; and any properly credentialed officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty. Collection: The City of Burlingame shall be responsible for collecting the assessments on a monthly basis (including any delinquencies, penalties and interest) from each lodging business located in the boundaries of the SFPTMD. The City shall take all reasonable efforts to collect the assessments from each lodging business. SFPTMD Management District Plan January 23, 2023 Duration: The SFPTMD will have a five (5) year life, beginning October 1, 2023, or as soon as possible thereafter, and ending five (5) years from its start date. After five (5) years, the SFPTMD may be renewed pursuant to the 94 Law if business owners support continuing the SFPTMD programs. Once per year, beginning on the anniversary of SFPTMD formation, there is a thirty (30) day period in which owners paying fifty percent (501/6) or more of the assessment may protest and initiate a hearing on SFPTMD termination. Management: The San Mateo County/Silicon Valley Convention and Visitors Bureau dba The San Francisco Peninsula (SFP) shall serve as the SFPTMD's Owners' Association. The Owners' Association is charged with managing funds and implementing programs in accordance with this Plan, and must provide annual reports to the Burlingame City Council. The SFP shall create a SFPTMD Committee tasked with determining how SFPTMD funds are spent, within the designated programs in this Plan, subject to final approval by the SFP Board. The SFPTMD Committee shall include lodging business owners or representatives paying the SFPTMD assessment. SFPTMD Management District Plan January 23, 2023 II. BACKGROUND TMDs are an evolution of the traditional Business Improvement District. The first TMD was formed in West Hollywood, California in 1989. Since then, over 100 California destinations have followed suit. In recent years, other states have begun adopting the California model — Massachusetts, Montana, South Dakota, Washington, Colorado, Texas and Louisiana have adopted TMD laws. Several other states are in the process of adopting their own legislation. The cities of Wichita, Kansas and Newark, New Jersey used an existing business improvement district law to form a TMD. And, some cities, like Portland, Oregon and Memphis, Tennessee have utilized their home rule powers to create TMDs without a state law. California's TMDs collectively Number of Districts Operating in California raise over $300 million annually 120 109114 for local destination 9s 101 marketing. With competitors 100 raising their budgets, and 80 75 increasing rivalry for visitor 6i 64 dollars, it is important that San 60 46 Francisco Peninsula tourism sa businesses invest in stable, 40 zs 29 3z commerce -specific marketing 19 o 1 2 0 06 12 W W I I 1 1 programs. TMDs utilize the efficiencies private rivate sector operation in 1 ti ti ti ti ti ti ti ti ti ti ti ti ti ti ti ti ti v �� the market -based promotion of tourism districts. TMDs allow tourism business owners to organize their efforts to increase commerce. Tourism business owners within the TMD pay an assessment and those funds are used to provide services that increase commerce. In California, most TMDs are formed pursuant to the Property and Business Improvement District Law of 1994. This law allows for the creation of a benefit assessment district to raise funds within a specific geographic area. The key difference between TMDs and other benefit assessment districts is that unds raised are returned to the private non-pro�it corporation governing the district. There are many benefits to TMDs: • Funds must be spent on services and improvements that provide a specific benefit only to those who pay; • Funds cannot be diverted to general government programs; • They are customized to fit the needs of payors in each destination; • They allow for a wide range of services; • They are designed, created andgoverned by those who will pay the assessment; and • They provide a stable, long-term funding source for tourism promotion. SFPTMD Management District Plan January 23, 2023 III. BOUNDARY The SFPTMD includes all lodging businesses, existing and in the future, located within the boundaries of the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County, illustrated by the map below. "Lodging business" means: any hotel, motel, inn, bed and breakfast, or other similar structure or portion thereof that is rented for dwelling, lodging, or sleeping purposes on a transient basis. Tourist home or house, studio hotel, bachelor hotel, lodginghouse, roominghouse, apartment house, dormitory, public or private club, mobile home or house trailer at a fixed location, are not included in the definition of "lodging business." The boundary is shown on the map below. A list of lodging businesses proposed to be assessed in the SFPTMD can be found in Appendix 2. t ._._._._ ............. SF Peninsula TMD BRISBANE �oLM .• SOUTH SAN FRANCISCO URLINGAM FOSTER CITY r •. ��► BEIMONT,�� OWOOO CITY L11R S MENLO PARK•. HALQo NL L PACIFIC OCEAN I w 6.: S.. M. UI,II, U.. ebb 0 ��H tTor,� G�NI a mTMG � U ­ ..a wu* III TM. y cities m m. TMD I _ BE EM BURINNGAME I _ E45T PALO ALTO EOSTERGITY r_._____...: _ HA _ ME OPARK Y r.......1 _ MI _ FA I+ REOIOW000 CITY I SOUTH SAN FRANCISCO C I V I TAS SFPTMD Management District Plan January 23, 2023 IV. ASSESSMENT BUDGET AND SERVICES A. Annual Service Plan Assessment funds will be spent to provide specific benefits conferred or privileges granted directly to the payors that are not provided to those not charged, and which do not exceed the reasonable cost to the City of conferring the benefits or granting the privileges. The privileges and services provided with the SFPTMD funds are sales and marketing programs available only to assessed businesses. A service plan assessment budget has been developed to deliver services that benefit the assessed businesses. A detailed annual assessment budget will be developed and approved by the SFP. The table below illustrates the initial annual assessment budget allocations. These activities and allocations will also apply in subsequent years. The total initial assessment budget is $10,895,479. Initial Annual Assessment Budget: $10,895,479 Sales, Marketing, 8 Advocacy, $9,805,931 , 90% Administration & Operations, 638.8% Contingency/Reserve, $108,955 , 1% ;ollection Fee, 08,955 , 1% Although actual revenues will fluctuate due to market conditions, the proportional allocations of the budget shall remain the same. However, the City and the SFP board shall have the authority to adjust budget allocations between the categories by no more than twenty (20%) of the total budget per year. A description of the proposed improvements and activities for the initial year of operation is below. The same activities are proposed for subsequent years. In the event of a legal challenge against the SFPTMD, any and all assessment funds may be used for the costs of defending the SFPTMD. In the first year of operation, the costs of creating the SFPTMD may be repaid by deducting repayment funds proportionally from budget categories. Each budget category includes all costs related to providing that service. For example, the sales and marketing budget includes the cost of staff time dedicated to overseeing and implementing the sales and marketing program. Staff time dedicated purely to administrative tasks is allocated to the administrative portion of the budget. The costs of an individual staff member may be allocated to multiple budget categories. The staffing levels necessary to provide the services below will be determined by the SFP Board on an as- needed basis. SFPTMD Management District Plan January 23, 2023 Sales, Marketing, & Advocacy A sales and marketing program will promote assessed businesses as tourist, meeting, and event destinations. The sales and marketing program will have a central theme of promoting San Francisco Peninsula as a desirable place for overnight visits. The program will have the goal of increasing overnight visitation and room night sales at assessed businesses, and may include the following activities: • Funds to support group business to offset costs within the destination, thereby generating room nights for assessed businesses; • Payment of bid fees, incentives or other costs associated with bringing large scale events to the destination that generate room nights for assessed businesses; • Funds to support events and/or local partnerships that increase the public notoriety of the destination as a tourist, meetings, or event destination — thereby increasing consumer demand for assessed businesses; • Support of public relation strategies that increase the profile of the destination as a tourist, meetings, or event destination — thereby increasing consumer demand for assessed businesses; • Strategic partnerships, sponsorships, or other alliances that reinforce the destination within the travel marketplace and position the San Francisco Peninsula as a destination of choice for meetings, events, and leisure travel to assessed businesses; • Internet marketing efforts to increase awareness and optimize internet presence to drive overnight visitation and room sales to assessed businesses; • Print ads in magazines and newspapers, television ads, and radio ads targeted at potential visitors to drive overnight visitation and room sales to assessed businesses; • Attendance of trade shows to promote assessed businesses; • Familiarization tours of the destination and assessed businesses; • Preparation and production of collateral promotional materials such as brochures, flyers and maps featuring assessed businesses; • Attendance of professional industry conferences and affiliation events to promote assessed businesses; • Lead generation activities designed to attract tourists and group events to assessed businesses; • Director of Sales and General Manager meetings to plan and coordinate tourism promotion efforts for assessed businesses; • Education of hospitality staff on service and safety (related to alcohol and food) designed to create a visitor experience that will bring repeat visits to assessed businesses; • Education of lodging business management and the Owners' Association on advocacy and marketing strategies best suited to meet assessed businesses' needs; and • Other activities that increase the profile and notoriety of The San Francisco Peninsula as an overnight travel destination and promote greater room night sales for assessed businesses. Administration & Operations The administration and operations portion of the budget shall be utilized for administrative staffing costs, office costs, and other general administrative costs such as insurance, legal, and accounting fees. Contingency/Reserve The budget includes a contingency line item to account for uncollected assessments, if any. If there are contingency funds collected, they may be held in a reserve fund or utilized for other program, administration or renewal costs at the discretion of the SFP Board. Policies relating to contributions to the reserve fund, the target amount of the reserve fund, and expenditure of monies from the reserve SFPTMD Management District Plan January 23, 2023 fund shall be set by the SFP Board. Contingency/reserve funds may be spent on SFPTMD programs or administrative and renewal costs in such proportions as determined by the SFP Board. The reserve fund may be used for the costs of renewing the SFPTMD. City Collection Fee As lead agency, the City of Burlingame shall retain a fee equal to one percent (1%) of the amount of assessment collected or a flat fee of $60,000, whichever is greater each year, to cover their costs of collection and administration. B. Annual Budget The total five (5) year improvement and service plan budget is projected at approximately $10,895,479 annually, or $64,132,237 through 2028. A similar budget is expected to apply to subsequent years, but this budget is expected to fluctuate as room sales do. The following chart has been prepared based on a five-year projection developed by SMG Consulting. The full report can be found in Appendix 4. Fiscal Year Sales, Marketing, & Advocacy Administration & Operations Contingency / Reserve City Collection Fee Total 2023-24 $9,805,931 $871,638 $108,955 $108,955 $10,895,479 2024-25 1 $10,612,716 $943,353 $117,919 $117,919 $11,791,907 2025-26 $11,437,986 $1,016,710 $127,089 $127,089 $12,708,873 2026-27 $12,422,508 $1,104,223 $138,028 $138,028 $13,802,787 2027-28 $13,439,872 $1,194,655 $149,332 $149,332 $14,933,191 Total $57,719,013 $5,130,579 $641,322 $641,322 $64,132,237 C. California Constitutional Compliance The SFPTMD assessment is not a property -based assessment subject to the requirements of Proposition 218. Courts have found Proposition 218 limited the term `assessments' to levies on real property.' Rather, the SFPTMD assessment is a business -based assessment, and is subject to Proposition 26. Pursuant to Proposition 26 all levies are a tax unless they fit one of seven exceptions. Two of these exceptions apply to the SFPTMD, a "specific benefit" and a "specific government service." Both require that the costs of benefits or services do not exceed the reasonable costs to the City of conferring the benefits or providing the services. 1. Specific Benefit Proposition 26 requires that assessment funds be expended on, "a specific benefit conferred or privilege granted directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of conferring the benefit or granting the Jarvis v. the City of San Diego 72 Cal App. 4'h 230 SFPTMD Management District Plan January 23, 2023 privileges' The services in this Plan are designed to provide targeted benefits directly to assessed businesses, and are intended only to provide benefits and services directly to those businesses paying the assessment. These services are tailored not to serve the general public, businesses in general, or parcels of land, but rather to serve the specific businesses within the SFPTMD. The activities described in this Plan are specifically targeted to increase demand for room night sales for assessed lodging businesses within the boundaries of the SFPTMD, and are narrowly tailored. SFPTMD funds will be used exclusively to provide the specific benefit of increased demand for room night sales directly to the assessees. Assessment funds shall not be used to feature non -assessed lodging businesses in SFPTMD programs, or to directly generate sales for non -assessed businesses. The activities paid for from assessment revenues are business services constituting and providing specific benefits to the assessed businesses. Nothing in this Plan limits the ability of the SFP Corporation to enter into private contracts with non -assessed lodging businesses for the provision of services to those businesses. The assessment imposed by this SFPTMD is for a specific benefit conferred directly to the payors that is not provided to those not charged. The specific benefit conferred directly to the payors is an increase in demand for room tight sales. The specific benefit of an increase in demand for room night sales for assessed lodging businesses will be provided only to lodging businesses paying the district assessment, with marketing and sales programs promoting lodging businesses paying the SFPTMD assessment. The marketing and sales programs will be designed to increase room night sales at each assessed lodging businesses. Because they are necessary to provide the marketing and sales programs that specifically benefit the assessed lodging businesses, the administration and contingency services also provide the specific benefit of increased demand for room night sales to the assessed lodging businesses. Although the SFPTMD, in providing specific benefits to payors, may produce incidental benefits to non-paying businesses, the incidental benefit does not preclude the services from being considered a specific benefit. The legislature has found that, "A specific benefit is not excluded from classification as a `specific benefit' merely because an indirect benefit to a non-payor occurs incidentally and without cost to the payor as a consequence of providing the specific benefit to the payor."' 2. Specific Government Service The assessment may also be utilized to provide, "a specific government service or product provided directly to the payor that is not provided to those not charged, and which does not exceed the reasonable costs to the local government of providing the service or product."' The legislature has recognized that marketing and promotions services like those to be provided by the SFPTMD are government services within the meaning of Proposition 265. Further, the legislature has determined that "a specific government service is not excluded from classification as a `specific government service' merely because an indirect benefit to a nonpayor occurs incidentally and without cost to the payor as a consequence of providing the specific government service to the payor."' 3. Reasonable Cost SFPTMD services will be implemented carefully to ensure they do not exceed the reasonable cost of such services. The full amount assessed will be used to provide the services described herein. Funds will be managed by the SFP, and reports submitted on an annual basis to the City. Only assessed 'Cal. Const. artXIII C § 1(e)(1) s Government Code § 53758(a) ° Cal. Const. art XIII C § 1(e)(2) 5 Government Code § 53758(b) 6 Government Code § 53758(b) SFPTMD Management District Plan January 23, 2023 10 lodging businesses will be featured in marketing materials, receive sales leads generated from SFPTMD-funded activities, be featured in advertising campaigns, and benefit from other SFPTMD- funded services. Non -assessed lodging businesses will not receive these, nor any other, SFPTMD- funded services and benefits. The SFPTMD-funded programs are all targeted directly at and feature only assessed businesses. It is, however, possible that there will be a spill -over benefit to non -assessed businesses. If non -assessed lodging businesses receive incremental room nights, that portion of the promotion or program generating those room nights shall be paid with non-SFPTMD funds. SFPTMD funds shall only be spent to benefit the assessed businesses, and shall not be spent on that portion of any program which directly generates incidental room nights for non -assessed businesses. D. Assessment The annual assessment rate is one- and one-half percent (1.51/6) of gross short-term sleeping room rental revenue for lodging businesses with 5,000 square feet or more of dedicated meeting space, and 0.75% for all other lodging businesses within the SFPTMD's boundaries. Based on the benefit received, assessments will not be collected on stays of more than thirty (30) consecutive days; stays provided to airline cockpit and/or cabin crews pursuant to an agreement between a hotel and an airline, which is in furtherance of or to facilitate such crews' performance of their jobs for the airline, including layovers between flights; employees of the state or federal government if room charges are paid directly by their employing agency and copies of official travel orders are submitted as applicable; and any properly credentialed officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty. The services provided in the SFPTMD are all targeted to benefit payors, however, not all programs benefit payors equally. The determination of the assessment rates of one- and one-half percent (1.50/0) of gross short-term sleeping room rental revenue for lodging businesses with 5,000 square feet or more of dedicated meeting space, and 0.75% for all other lodging businesses within the SFPTMD's boundaries, was calculated based on benefit received by payors. SMG Consulting was engaged to conduct a Hotel Revenue Proportionality Estimate analysis to quantify the estimated benefit the lodging business types will receive from SFPTMD services. By analyzing the projected number of rooms sold and the total amount of revenue estimated to be generated from sales and marketing programs, SMG Consulting found that properties with 5,000 square feet or more of dedicated meeting space will receive approximately double the amount of benefit to all other lodging businesses. The SFPTMD Sales, Marketing, and Advocacy program included in the budget has services that are intended to drive convention and meetings to the SFPTMD. Since lodging businesses with 5,000 square feet or more of dedicated meeting space are uniquely suited to accommodate large conventions and will benefit from overnight stays as a result of SFPTMD services intended to bring such business activity to the SFPTMD, they are assessed at a higher rate than other lodging businesses in the SFPTMD. The term "dedicated meeting space" as used herein means: a permanent room or space whose primary use is dedicated for group and social meetings, meals, and/or functions. The space has been designed for and is marketed and sold as group or event function space. The term "gross sleeping room rental revenue" as used herein means: the consideration charged, whether or not received, for the occupancy of space in a lodging business valued in money, whether to be received in money, goods, labor or otherwise, including all receipts, cash, credits and property and services of any kind or nature, without any deduction therefrom whatsoever. Gross sleeping room rental revenue shall not include any federal, state, or local taxes collected, including but not SFPTMD Management District Plan 11 January 23, 2023 limited to transient occupancy taxes. Based on the benefit received, assessments will not be collected on stays of more than thirty (30) consecutive days; stays provided to airline cockpit and/or cabin crews pursuant to an agreement between a hotel and an airline, which is in furtherance of or to facilitate such crews' performance of their jobs for the airline, including layovers between flights; employees of the state or federal government if room charges are paid directly by their employing agency and copies of official travel orders are submitted as applicable; and any properly credentialed officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty. The assessment is levied upon and a direct obligation of the assessed lodging business. However, the assessed lodging business may, at its discretion, pass the assessment on to transients. The amount of assessment, if passed on to each transient, shall be disclosed in advance and separately stated from the amount of rent charged and any other applicable taxes, and each transient shall receive a receipt for payment from the business. If the SFPTMD assessment is identified separately it shall be disclosed as the "SFPTMD Assessment." As an alternative, the disclosure may include the amount of the SFPTMD assessment and the amount of the assessment imposed pursuant to the California Tourism Marketing Act, Government Code §13995 et seq. and shall be disclosed as the "Tourism Assessment." The assessment is imposed solely upon, and is the sole obligation of the assessed lodging business even if it is passed on to transients. The assessment shall not be considered revenue for any purpose, including calculation of transient occupancy taxes. Bonds shall not be issued. E. Penalties and Interest The SFPTMD shall reimburse the City of Burlingame for any costs associated with collecting unpaid assessments. If sums in excess of the delinquent SFPTMD assessment are sought to be recovered in the same collection action by the City, the SFPTMD shall bear its pro rata share of such collection costs. Assessed businesses which are delinquent in paying the assessment shall be responsible for paying: 1. Original Delinquency: Any lodging business that fails to remit any assessment imposed within the time required shall pay a penalty of five percent (59/o) of the amount of the assessment in addition to the amount of the assessment. 2. Continued Delinquency: Any lodging business that fails to remit any delinquent remittance on or before a period of fifteen (15) days following the date on which the remittance first became delinquent shall pay a second delinquency penalty of five percent (5%) of the amount of the assessment in addition to the amount of the assessment and the five percent (5%) penalty first imposed. An additional penalty of five percent (5%) shall be paid for each fifteen (15) days thereafter which the remittance is delinquent. 3. Fraud: If the City determines that the nonpayment of any remittance due under this chapter is due to fraud, a penalty of twenty-five percent (251/6) of the amount of the assessment shall be added thereto in addition to the penalties stated in subsections (1) and (2) of this section. 4. Interest In addition to the penalties imposed, any lodging business that fails to remit any assessment imposed shall pay interest at the rate of one percent (11/'o) per month or fraction thereof on the amount of the assessment, exclusive of penalties, from the date on which the remittance first became delinquent until paid. SFPTMD Management District Plan 12 January 23, 2023 F. Time and Manner for Collecting Assessments The SFPTMD assessment will be implemented beginning October 1, 2023, or as soon as possible thereafter, and ending five (5) years from its start date. The City of Burlingame shall be responsible for collecting the assessment on a monthly basis, (including any delinquencies, penalties and interest) from each lodging business located in the boundaries of the SFPTMD. The City shall take all reasonable efforts to collect the assessments from each lodging business. The City shall forward the assessments collected to the Owners' Association. SFPTMD Management District Plan 13 January 23, 2023 V. GOVERNANCE A. Owners' Association The Burlingame City Council, through adoption of this Management District Plan, has the right, pursuant to Streets and Highways Code §36651, to identify the body that shall implement the proposed program, which shall be the Owners' Association of the SFPTMD as defined in Streets and Highways Code §36612. The San Francisco Peninsula (SFP) will serve as the SFPTMD's Owners' Association. The Owners' Association is charged with managing funds and implementing programs in accordance with the Management District Plan, and must provide annual reports to Burlingame City Council. The SFP shall create a SFPTMD Committee tasked with determining how SFPTMD funds are spent, within the designated programs in this Plan, subject to final approval by the SFP Board. The SFPTMD Committee shall include lodging business owners or representatives paying the SFPTMD assessment. B. Brown Act and California Public Records Act Compliance An Owners' Association is a private entity and may not be considered a public entity for any purpose, nor may its board members or staff be considered to be public officials for any purpose. The Owners' Association is, however, subject to government regulations relating to transparency, namely the Ralph M. Brown Act and the California Public Records Act. These regulations are designed to promote public accountability. The Owners' Association acts as a legislative body under the Ralph M. Brown Act (Government Code §54950 et seq.). Thus, meetings of the SFP board and certain committees must be held in compliance with the public notice and other requirements of the Brown Act. The Owners' Association is also subject to the record keeping and disclosure requirements of the California Public Records Act. Accordingly, the Owners' Association shall publicly report any action taken and the vote or abstention on that action of each member present for the action. C. Annual Report The SFP shall present an annual report at the end of each year of operation to the City Council pursuant to Streets and Highways Code §36650 (see Appendix 1). The annual report shall include: • Any proposed changes in the boundaries of the improvement district or in any benefit zones or classification of businesses within the district. • The improvements and activities to be provided for that fiscal year. • An estimate of the cost of providing the improvements and the activities for that fiscal year. • The method and basis of levying the assessment in sufficient detail to allow each business owner to estimate the amount of the assessment to be levied against his or her business for that fiscal year. • The estimated amount of any surplus or deficit revenues to be carried over from a previous fiscal year. • The estimated amount of any contributions to be made from sources other than assessments levied pursuant to this part. SFPTMD Management District Plan 14 January 23, 2023 APPENDIX I - LAW *** THIS DOCUMENT IS CURRENT THROUGH THE 2022 SUPPLEMENT *** (ALL 2021 LEGISLATION STREETS AND HIGHWAYS CODE DIVISION 18. PARKING PART 7. PROPERTY AND BUSINESS IMPROVEMENT DISTRICT LAW OF 1994 CHAPTER 1. General Provisions ARTICLE 1. Declarations 36600. Citation of part This part shall be known and may be cited as the "Property and Business Improvement District Law of 1994." 36601. Legislative findings and declarations; Legislative guidance The Legislature finds and declares all of the following. (a) Businesses located and operating within business districts in some of this state's communities are economically disadvantaged, are underutilized, and are unable to attract customers due to inadequate facilities, services, and activities in the business districts. (b) It is in the public interest to promote the economic revitalization and physical maintenance of business districts in order to create jobs, attract new businesses, and prevent the erosion of the business districts. (c) It is of particular local benefit to allow business districts to fund business related improvements, maintenance, and activities through the levy of assessments upon the businesses or real property that receive benefits from those improvements. (d) Assessments levied for the purpose of conferring special benefit upon the real property or a specific benefit upon the businesses in a business district are not taxes for the general benefit of a city, even if property, businesses, or persons not assessed receive incidental or collateral effects that benefit them. (e) Property and business improvement districts formed throughout this state have conferred special benefits upon properties and businesses within their districts and have made those properties and businesses more useful by providing the following benefits: (1) Crime reduction. A study by the Rand Corporation has confirmed a 12-percent reduction in the incidence of robbery and an 8-percent reduction in the total incidence of violent crimes within the 30 districts studied. (2) Job creation. (3) Business attraction. (4) Business retention. (5) Economic growth. (6) New investments. (i) With the dissolution of redevelopment agencies throughout the state, property and business improvement districts have become even more important tools with which communities can combat blight, promote economic opportunities, and create a clean and safe environment. (g) Since the enactment of this act, the people of California have adopted Proposition 218, which added Article XIII D to the Constitution in order to place certain requirements and restrictions on the formation of, and activities, expenditures, and assessments by property -based districts. Article XIII D of the Constitution provides that property -based districts may only levy assessments for special benefits. (h) The act amending this section is intended to provide the Legislature's guidance with regard to this act, its interaction with the provisions of Article XIII D of the Constitution, and the determination of special benefits in property -based districts. (1) The lack of legislative guidance has resulted in uncertainty and inconsistent application of this act, which discourages the use of assessments to fund needed improvements, maintenance, and activities in property -based districts, contributing to blight and other underutilization of property. (2) Activities undertaken for the purpose of conferring special benefits upon property to be assessed inherently produce incidental or collateral effects that benefit property or persons not assessed. Therefore, for special benefits to exist as a separate and distinct category from general benefits, the incidental or collateral effects of those special benefits are inherently part of those special benefits. The SFPTMD Management District Plan 15 January 23, 2023 mere fact that special benefits produce incidental or collateral effects that benefit property or persons not assessed does not convert any portion of those special benefits or their incidental or collateral effects into general benefits. (3) It is of the utmost importance that property -based districts created under this act have clarity regarding restrictions on assessments they may levy and the proper determination of special benefits. Legislative clarity with regard to this act will provide districts with clear instructions and courts with legislative intent regarding restrictions on property -based assessments, and the manner in which special benefits should be determined. 36602. Purpose of part The purpose of this part is to supplement previously enacted provisions of law that authorize cities to levy assessments within property and business improvement districts, to ensure that those assessments conform to all constitutional requirements and are determined and assessed in accordance with the guidance set forth in this act. This part does not affect or limit any other provisions of law authorizing or providing for the furnishing of improvements or activities or the raising of revenue for these purposes. 36603. Preemption of authority or charter city to adopt ordinances levying assessments Nothing in this part is intended to preempt the authority of a charter city to adopt ordinances providing for a different method of levying assessments for similar or additional purposes from those set forth in this part. A property and business improvement district created pursuant to this part is expressly exempt from the provisions of the Special Assessment Investigation, Limitation and Majority Protest Act of 1931 (Division 4 (commencing with Section 2800)). 36603.5. Part prevails over conflicting provisions Any provision of this part that conflicts with any other provision of law shall prevail over the other provision of law, as to districts created under this part. 36604.Severability This part is intended to be construed liberally and, if any provision is held invalid, the remaining provisions shall remain in full force and effect. Assessments levied under this part are not special taxes. ARTICLE 2. Definitions 36606. "Activities" "Activities" means, but is not limited to, all of the following that benefit businesses or real property in the district: (a) Promotion of public events. (b) Furnishing of music in any public place. (c) Promotion of tourism within the district. (d) Marketing and economic development, including retail retention and recruitment. (e) Providing security, sanitation, graffiti removal, street and sidewalk cleaning, and other municipal services supplemental to those normally provided by the municipality. (f) Other services provided for the purpose of conferring special benefit upon assessed real property or specific benefits upon assessed businesses located in the district. 36606.5. "Assessment" "Assessment" means a levy for the purpose of acquiring, constructing, installing, or maintaining improvements and providing activities that will provide certain benefits to properties or businesses located within a property and business improvement district. 36607. "Business" "Business" means all types of businesses and includes financial institutions and professions. 36608. "City" SFPTMD Management District Plan 16 January 23, 2023 "City" means a city, county, city and county, or an agency or entity created pursuant to Article 1 (commencing with Section 6500) of Chapter 5 of Division 7 of Title 1 of the Government Code, the public member agencies of which includes only cities, counties, or a city and county, or the State of California. 36609. "City council" "City council" means the city council of a city or the board of supervisors of a county, or the agency, commission, or board created pursuant to a joint powers agreement and which is a city within the meaning of this part. 36609.4. "Clerk" "Clerk" means the clerk of the legislative body. 36609.5. "General benefit" "General benefit" means, for purposes of a property -based district, any benefit that is not a "special benefit" as defined in Section 36615.5. 36610. "Improvement" "Improvement" means the acquisition, construction, installation, or maintenance of any tangible property with an estimated useful life of five years or more including, but not limited to, the following. (a) Parking facilities. (b) Benches, booths, kiosks, display cases, pedestrian shelters and signs. (c) Trash receptacles and public restrooms. (d) Lighting and heating facilities. (e) Decorations. (f) Parks. (g) Fountains. (h) Planting areas. (i) Closing, opening, widening, or narrowing of existing streets. 0) Facilities or equipment, or both, to enhance security of persons and property within the district. (k) Ramps, sidewalks, plazas, and pedestrian malls. 0) Rehabilitation or removal of existing structures. 36611. "Management district plan"; "Plan" "Management district plan" or "plan" means a proposal as defined in Section 36622. 36612. "Owners' association" "Owners' association" means a private nonprofit entity that is under contract with a city to administer or implement improvements, maintenance, and activities specified in the management district plan. An owners' association may be an existing nonprofit entity or a newly formed nonprofit entity. An owners' association is a private entity and may not be considered a public entity for any purpose, nor may its board members or staff be considered to be public officials for any purpose. Notwithstanding this section, an owners' association shall comply with the Ralph M. Brown Act (Chapter 9 (commencing with Section 54950) of Part 1 of Division 2 of Title 5 of the Government Code), at all times when matters within the subject matter of the district are heard, discussed, or deliberated, and with the California Public Records Act (Division 10 (commencing with Section 7920.000) of Title 1 of the Government Code), for all records relating to activities of the district. 36614. "Property" "Property" means real property situated within a district. 36614.5. "Property and business improvement district"; "District" "Property and business improvement district," or "district," means a property and business improvement district established pursuant to this part. SFPTMD Management District Plan 17 January 23, 2023 36614.6. "Property -based assessment" "Property -based assessment" means any assessment made pursuant to this part upon real property 36614.7. "Property -based district" "Property -based district" means any district in which a city levies a property -based assessment. 36615. "Property owner"; "Business owner"; "Owner" "Property owner" means any person shown as the owner of land on the last equalized assessment roll or otherwise known to be the owner of land by the city council. "Business owner" means any person recognized by the city as the owner of the business. "Owner" means either a business owner or a property owner. The city council has no obligation to obtain other information as to the ownership of land or businesses, and its determination of ownership shall be final and conclusive for the purposes of this part. Wherever this part requires the signature of the property owner, the signature of the authorized agent of the property owner shall be sufficient. Wherever this part requires the signature of the business owner, the signature of the authorized agent of the business owner shall be sufficient. 36615.5. "Special benefit' "Special benefit" means, for purposes of a property -based district, a particular and distinct benefit over and above general benefits conferred on real property located in a district or to the public at large. Special benefit includes incidental or collateral effects that arise from the improvements, maintenance, or activities of property -based districts even if those incidental or collateral effects benefit property or persons not assessed. Special benefit excludes general enhancement of property value. 36616. "Tenant' "Tenant" means an occupant pursuant to a lease of commercial space or a dwelling unit, other than an owner ARTICLE 3. Prior Law 36617. Alternate method of financing certain improvements and activities; Effect on other provisions This part provides an alternative method of financing certain improvements and activities. The provisions of this part shall not affect or limit any other provisions of law authorizing or providing for the furnishing of improvements or activities or the raising of revenue for these purposes. Every improvement area established pursuant to the Parking and Business Improvement Area Law of 1989 (Part 6 (commencing with Section 36500) of this division) is valid and effective and is unaffected by this part. CHAPTER 2. Establishment 36620. Establishment of property and business improvement district A property and business improvement district may be established as provided in this chapter. 36620.5. Requirement of consent of city council A county may not form a district within the territorial jurisdiction of a city without the consent of the city council of that city. A city may not form a district within the unincorporated territory of a county without the consent of the board of supervisors of that county. A city may not form a district within the territorial jurisdiction of another city without the consent of the city council of the other city. 36621. Initiation of proceedings; Petition of property or business owners in proposed district (a) Upon the submission of a written petition, signed by the property or business owners in the proposed district who will pay more than 50 percent of the assessments proposed to be levied, the city council may initiate proceedings to form a district by the adoption of a resolution expressing its intention to form a district. The amount of assessment attributable to property or a business owned by the same property or business owner that is in excess of 40 percent of the amount of all assessments proposed to be levied, shall not be included in SFPTMD Management District Plan 18 January 23, 2023 determining whether the petition is signed by property or business owners who will pay more than 50 percent of the total amount of assessments proposed to be levied. (b) The petition of property or business owners required under subdivision (a) shall include a summary of the management district plan. That summary shall include all of the following: (1) A map showing the boundaries of the district. (2) Information specifying where the complete management district plan can be obtained. (3) Information specifying that the complete management district plan shall be furnished upon request. (c) The resolution of intention described in subdivision (a) shall contain all of the following: (1) A brief description of the proposed improvements, maintenance, and activities, the amount of the proposed assessment, a statement as to whether the assessment will be levied on property or businesses within the district, a statement as to whether bonds will be issued, and a description of the exterior boundaries of the proposed district, which may be made by reference to any plan or map that is on file with the clerk. The descriptions and statements do not need to be detailed and shall be sufficient if they enable an owner to generally identify the nature and extent of the improvements, maintenance, and activities, and the location and extent of the proposed district. (2) A time and place for a public hearing on the establishment of the property and business improvement district and the levy of assessments, which shall be consistent with the requirements of Section 36623. 36622. Contents of management district plan The management district plan shall include, but is not limited to, all of the following: (a) If the assessment will be levied on property, a map of the district in sufficient detail to locate each parcel of property and, if businesses are to be assessed, each business within the district. If the assessment will be levied on businesses, a map that identifies the district boundaries in sufficient detail to allow a business owner to reasonably detemune whether a business is located within the district boundaries. If the assessment will be levied on property and businesses, a map of the district in sufficient detail to locate each parcel of property and to allow a business owner to reasonably determine whether a business is located within the district boundaries. (b) The name of the proposed district. (c) A description of the boundaries of the district, including the boundaries of benefit zones, proposed for establishment or extension in a manner sufficient to identify the affected property and businesses included, which may be made by reference to any plan or map that is on file with the clerk. The boundaries of a proposed property assessment district shall not overlap with the boundaries of another existing property assessment district created pursuant to this part. This part does not prohibit the boundaries of a district created pursuant to this part to overlap with other assessment districts established pursuant to other provisions of law, including, but not limited to, the Parking and Business Improvement Area Law of 1989 (Part 6 (commencing with Section 36500)). This part does not prohibit the boundaries of a business assessment district created pursuant to this part to overlap with another business assessment district created pursuant to this part. This part does not prohibit the boundaries of a business assessment district created pursuant to this part to overlap with a property assessment district created pursuant to this part. (d) The improvements, maintenance, and activities proposed for each year of operation of the district and the maximum cost thereof. If the improvements, maintenance, and activities proposed for each year of operation are the same, a description of the first year's proposed improvements, maintenance, and activities and a statement that the same improvements, maintenance, and activities are proposed for subsequent years shall satisfy the requirements of this subdivision. (e) The total annual amount proposed to be expended for improvements, maintenance, or activities, and debt service in each year of operation of the district. If the assessment is levied on businesses, this amount may be estimated based upon the assessment rate. If the total annual amount proposed to be expended in each year of operation of the district is not significantly different, the amount proposed to be expended in the initial year and a statement that a similar amount applies to subsequent years shall satisfy the requirements of this subdivision. (f The proposed source or sources of financing, including the proposed method and basis of levying the assessment in sufficient detail to allow each property or business owner to calculate the amount of the assessment to be levied against his or her property or business. The plan also shall state whether bonds will be issued to finance improvements. (g) The time and manner of collecting the assessments. (h) The specific number of years in which assessments will be levied. In a new district, the maximum number of years shall be five. Upon renewal, a district shall have a term not to exceed 10 years. Notwithstanding these limitations, a district created pursuant to this part to finance capital improvements with bonds may levy assessments until the maximum maturity of the bonds. The management district plan may set forth specific increases in assessments for each year of operation of the district. SFPTMD Management District Plan 19 January 23, 2023 (i) The proposed time for implementation and completion of the management district plan. 0) Any proposed rules and regulations to be applicable to the district. (k) (1) A list of the properties or businesses to be assessed, including the assessor's parcel numbers for properties to be assessed, and a statement of the method or methods by which the expenses of a district will be imposed upon benefited real property or businesses, in proportion to the benefit received by the property or business, to defray the cost thereof. (2) In a property -based district, the proportionate special benefit derived by each identified parcel shall be determined exclusively in relationship to the entirety of the capital cost of a public improvement, the maintenance and operation expenses of a public improvement, or the cost of the activities. An assessment shall not be imposed on any parcel that exceeds the reasonable cost of the proportional special benefit conferred on that parcel. Only special benefits are assessable, and a property -based district shall separate the general benefits, if any, from the special benefits conferred on a parcel. Parcels within a property -based district that are owned or used by any city, public agency, the State of California, or the United States shall not be exempt from assessment unless the governmental entity can demonstrate by clear and convincing evidence that those publicly owned parcels in fact receive no special benefit. The value of any incidental, secondary, or collateral effects that arise from the improvements, maintenance, or activities of a property -based district and that benefit property or persons not assessed shall not be deducted from the entirety of the cost of any special benefit or affect the proportionate special benefit derived by each identified parcel. (1) In a property -based district, the total amount of all special benefits to be conferred upon the properties located within the property -based district. (m) In a property -based district, the total amount of general benefits, if any. (n) In a property -based district, a detailed engineer's report prepared by a registered professional engineer certified by the State of California supporting all assessments contemplated by the management district plan. (o) Any other item or matter required to be incorporated therein by the city council. 36623. Procedure to levy assessment (a) If a city council proposes to levy a new or increased property assessment, the notice and protest and hearing procedure shall comply with Section 53753 of the Government Code. (b) If a city council proposes to levy a new or increased business assessment, the notice and protest and hearing procedure shall comply with Section 54954.6 of the Government Code, except that notice shall be mailed to the owners of the businesses proposed to be assessed. A protest may be made orally or in writing by any interested person. Every written protest shall be filed with the clerk at or before the time fixed for the public hearing. The city council may waive any irregularity in the form or content of any written protest. A written protest may be withdrawn in writing at any time before the conclusion of the public hearing. Each written protest shall contain a description of the business in which the person subscribing the protest is interested sufficient to identify the business and, if a person subscribing is not shown on the official records of the city as the owner of the business, the protest shall contain or be accompanied by written evidence that the person subscribing is the owner of the business or the authorized representative. A written protest that does not comply with this section shall not be counted in determining a majority protest. If written protests are received from the owners or authorized representatives of businesses in the proposed district that will pay 50 percent or more of the assessments proposed to be levied and protests are not withdrawn so as to reduce the protests to less than 50 percent, no further proceedings to levy the proposed assessment against such businesses, as contained in the resolution of intention, shall be taken for a period of one year from the date of the finding of a majority protest by the city council. (c) If a city council proposes to conduct a single proceeding to levy both a new or increased property assessment and a new or increased business assessment, the notice and protest and hearing procedure for the property assessment shall comply with subdivision (a), and the notice and protest and hearing procedure for the business assessment shall comply with subdivision (b). If a majority protest is received from either the property or business owners, that respective portion of the assessment shall not be levied. The remaining portion of the assessment may be levied unless the improvement or other special benefit was proposed to be funded by assessing both property and business owners. 36624. Changes to proposed assessments At the conclusion of the public hearing to establish the district, the city council may adopt, revise, change, reduce, or modify the proposed assessment or the type or types of improvements, maintenance, and activities to be funded with the SFPTMD Management District Plan 20 January 23, 2023 revenues from the assessments. Proposed assessments may only be revised by reducing any or all of them. At the public hearing, the city council may only make changes in, to, or from the boundaries of the proposed property and business improvement district that will exclude territory that will not benefit from the proposed improvements, maintenance, and activities. Any modifications, revisions, reductions, or changes to the proposed assessment district shall be reflected in the notice and map recorded pursuant to Section 36627. 36625. Resolution of formation (a) If the city council, following the public hearing, decides to establish a proposed property and business improvement district, the city council shall adopt a resolution of formation that shall include, but is not limited to, all of the following: (1) A brief description of the proposed improvements, maintenance, and activities, the amount of the proposed assessment, a statement as to whether the assessment will be levied on property, businesses, or both within the district, a statement on whether bonds will be issued, and a description of the exterior boundaries of the proposed district, which may be made by reference to any plan or map that is on file with the clerk. The descriptions and statements need not be detailed and shall be sufficient if they enable an owner to generally identify the nature and extent of the improvements, maintenance, and activities and the location and extent of the proposed district. (2) The number, date of adoption, and title of the resolution of intention. (3) The time and place where the public hearing was held concerning the establishment of the district. (4) A determination regarding any protests received. The city shall not establish the district or levy assessments if a majority protest was received. (5) A statement that the properties, businesses, or properties and businesses in the district established by the resolution shall be subject to any amendments to this part. (6) A statement that the improvements, maintenance, and activities to be conferred on businesses and properties in the district will be funded by the levy of the assessments. The revenue from the levy of assessments within a district shall not be used to provide improvements, maintenance, or activities outside the district or for any purpose other than the purposes specified in the resolution of intention, as modified by the city council at the hearing concerning establishment of the district. Notwithstanding the foregoing, improvements and activities that must be provided outside the district boundaries to create a special or specific benefit to the assessed parcels or businesses may be provided, but shall be limited to marketing or signage pointing to the district. (7) A finding that the property or businesses within the area of the property and business improvement district will be benefited by the improvements, maintenance, and activities funded by the proposed assessments, and, for a property -based district, that property within the district will receive a special benefit. (8) In a property -based district, the total amount of all special benefits to be conferred on the properties within the property -based district. (b) The adoption of the resolution of formation and, if required, recordation of the notice and map pursuant to Section 36627 shall constitute the levy of an assessment in each of the fiscal years referred to in the management district plan. 36627. Notice and assessment diagram Following adoption of the resolution establishing district assessments on properties pursuant to Section 36625, the clerk shall record a notice and an assessment diagram pursuant to Section 3114. No other provision of Division 4.5 (commencing with Section 3100) applies to an assessment district created pursuant to this part. 36628. Establishment of separate benefit zones within district; Categories of businesses The city council may establish one or more separate benefit zones within the district based upon the degree of benefit derived from the improvements or activities to be provided within the benefit zone and may impose a different assessment within each benefit zone. If the assessment is to be levied on businesses, the city council may also define categories of businesses based upon the degree of benefit that each will derive from the improvements or activities to be provided within the district and may impose a different assessment or rate of assessment on each category of business, or on each category of business within each zone. 36628.5. Assessments on businesses or property owners SFPTMD Management District Plan 21 January 23, 2023 The city council may levy assessments on businesses or on property owners, or a combination of the two, pursuant to this part. The city council shall structure the assessments in whatever manner it determines corresponds with the distribution of benefits from the proposed improvements, maintenance, and activities, provided that any property -based assessment conforms with the requirements set forth in paragraph (2) of subdivision (k) of Section 36622. 36629. Provisions and procedures applicable to benefit zones and business categories All provisions of this part applicable to the establishment, modification, or disestablishment of a property and business improvement district apply to the establishment, modification, or disestablishment of benefit zones or categories of business. The city council shall, to establish, modify, or disestablish a benefit zone or category of business, follow the procedure to establish, modify, or disestablish a property and business improvement district. 36630. Expiration of district; Creation of new district If a property and business improvement district expires due to the time limit set pursuant to subdivision (h) of Section 36622, a new management district plan may be created and the district may be renewed pursuant to this part. CHAPTER 3. Assessments 36631. Time and manner of collection of assessments; Delinquent payments The collection of the assessments levied pursuant to this part shall be made at the time and in the manner set forth by the city council in the resolution levying the assessment. Assessments levied on real property may be collected at the same time and in the same manner as for the ad valorem property tax, and may provide for the same lien priority and penalties for delinquent payment. All delinquent payments for assessments levied pursuant to this part may be charged interest and penalties. 36632. Assessments to be based on estimated benefit; Classification of real property and businesses; Exclusion of residential and agricultural property (a) The assessments levied on real property pursuant to this part shall be levied on the basis of the estimated benefit to the real property within the property and business improvement district. The city council may classify properties for purposes of determining the benefit to property of the improvements and activities provided pursuant to this part. (b) Assessments levied on businesses pursuant to this part shall be levied on the basis of the estimated benefit to the businesses within the property and business improvement district. The city council may classify businesses for purposes of determining the benefit to the businesses of the improvements and activities provided pursuant to this part. (c) Properties zoned solely for residential use, or that are zoned for agricultural use, are conclusively presumed not to benefit from the improvements and service funded through these assessments, and shall not be subject to any assessment pursuant to this part. 36633. Time for contesting validity of assessment The validity of an assessment levied under this part shall not be contested in an action or proceeding unless the action or proceeding is commenced within 30 days after the resolution levying the assessment is adopted pursuant to Section 36625. An appeal from a final judgment in an action or proceeding shall be perfected within 30 days after the entry of judgment. 36634. Service contracts authorized to establish levels of city services The city council may execute baseline service contracts that would establish levels of city services that would continue after a property and business improvement district has been formed. 36635. Request to modify management district plan The owners' association may, at any time, request that the city council modify the management district plan. Any modification of the management district plan shall be made pursuant to this chapter. 36636. Modification of plan by resolution after public hearing; Adoption of resolution of intention SFPTMD Management District Plan 22 January 23, 2023 (a) Upon the written request of the owners' association, the city council may modify the management district plan after conducting one public hearing on the proposed modifications. The city council may modify the improvements and activities to be funded with the revenue derived from the levy of the assessments by adopting a resolution determining to make the modifications after holding a public hearing on the proposed modifications. If the modification includes the levy of a new or increased assessment, the city council shall comply with Section 36623. Notice of all other public hearings pursuant to this section shall comply with both of the following: (1) The resolution of intention shall be published in a newspaper of general circulation in the city once at least seven days before the public hearing. (2) A complete copy of the resolution of intention shall be mailed by first class mail, at least 10 days before the public hearing, to each business owner or property owner affected by the proposed modification. (b) The city council shall adopt a resolution of intention which states the proposed modification prior to the public hearing required by this section. The public hearing shall be held not more than 90 days after the adoption of the resolution of intention. 36637. Reflection of modification in notices recorded and maps Any subsequent modification of the resolution shall be reflected in subsequent notices and maps recorded pursuant to Division 4.5 (commencing with Section 3100), in a manner consistent with the provisions of Section 36627. CHAPTER 3.5. Financing 36640. Bonds authorized; Procedure; Restriction on reduction or termination of assessments (a)The city council may, by resolution, determine and declare that bonds shall be issued to finance the estimated cost of some or all of the proposed improvements described in the resolution of formation adopted pursuant to Section 36625, if the resolution of formation adopted pursuant to that section provides for the issuance of bonds, under the Improvement Bond Act of 1915 (Division 10 (commencing with Section 8500)) or in conjunction with Marks -Roos Local Bond Pooling Act of 1985 (Article 4 (commencing with Section 6584) of Chapter 5 of Division 7 of Title 1 of the Government Code). Either act, as the case may be, shall govern the proceedings relating to the issuance of bonds, although proceedings under the Bond Act of 1915 may be modified by the city council as necessary to accommodate assessments levied upon business pursuant to this part. (b) The resolution adopted pursuant to subdivision (a) shall generally describe the proposed improvements specified in the resolution of formation adopted pursuant to Section 36625, set forth the estimated cost of those improvements, specify the number of annual installments and the fiscal years during which they are to be collected. The amount of debt service to retire the bonds shall not exceed the amount of revenue estimated to be raised from assessments over 30 years. (c) Notwithstanding any other provision of this part, assessments levied to pay the principal and interest on any bond issued pursuant to this section shall not be reduced or terminated if doing so would interfere with the timely retirement of the debt. CHAPTER 4. Governance 36650. Report by owners' association; Approval or modification by city council (a) The owners' association shall cause to be prepared a report for each fiscal year, except the first year, for which assessments are to be levied and collected to pay the costs of the improvements, maintenance, and activities described in the report. The owners' association's first report shall be due after the first year of operation of the district. The report may propose changes, including, but not limited to, the boundaries of the property and business improvement district or any benefit zones within the district, the basis and method of levying the assessments, and any changes in the classification of property, including any categories of business, if a classification is used. (b) The report shall be filed with the clerk and shall refer to the property and business improvement district by name, specify the fiscal year to which the report applies, and, with respect to that fiscal year, shall contain all of the following information: (1) Any proposed changes in the boundaries of the property and business improvement district or in any benefit zones or classification of property or businesses within the district. (2) The improvements, maintenance, and activities to be provided for that fiscal year. SFPTMD Management District Plan 23 January 23, 2023 (3) An estimate of the cost of providing the improvements, maintenance, and activities for that fiscal year. (4) The method and basis of levying the assessment in sufficient detail to allow each real property or business owner, as appropriate, to estimate the amount of the assessment to be levied against his or her property or business for that fiscal year. (5) The estimated amount of any surplus or deficit revenues to be carried over from a previous fiscal year. (6) The estimated amount of any contributions to be made from sources other than assessments levied pursuant to this part. (c) The city council may approve the report as filed by the owners' association or may modify any particular contained in the report and approve it as modified. Any modification shall be made pursuant to Sections 36635 and 36636. The city council shall not approve a change in the basis and method of levying assessments that would impair an authorized or executed contract to be paid from the revenues derived from the levy of assessments, including any commitment to pay principal and interest on any bonds issued on behalf of the district. 36651. Designation of owners' association to provide improvements, maintenance, and activities The management district plan may, but is not required to, state that an owners' association will provide the improvements, maintenance, and activities described in the management district plan. If the management district plan designates an owners' association, the city shall contract with the designated nonprofit corporation to provide services. CHAPTER 5. Renewal 36660. Renewal of district; Transfer or refund of remaining revenues; District term limit (a) Any district previously established whose term has expired, or will expire, may be renewed by following the procedures for establishment as provided in this chapter. (b) Upon renewal, any remaining revenues derived from the levy of assessments, or any revenues derived from the sale of assets acquired with the revenues, shall be transferred to the renewed district. If the renewed district includes additional parcels or businesses not included in the prior district, the remaining revenues shall be spent to benefit only the parcels or businesses in the prior district. If the renewed district does not include parcels or businesses included in the prior district, the remaining revenues attributable to these parcels shall be refunded to the owners of these parcels or businesses. (c) Upon renewal, a district shall have a term not to exceed 10 years, or, if the district is authorized to issue bonds, until the maximum maturity of those bonds. There is no requirement that the boundaries, assessments, improvements, or activities of a renewed district be the same as the original or prior district. CHAPTER 6. Disestablishment 36670. Circumstances permitting disestablishment of district; Procedure (a) Any district established or extended pursuant to the provisions of this part, where there is no indebtedness, outstanding and unpaid, incurred to accomplish any of the purposes of the district, may be disestablished by resolution by the city council in either of the following circumstances: (1) If the city council finds there has been misappropriation of funds, malfeasance, or a violation of law in connection with the management of the district, it shall notice a hearing on disestablishment. (2) During the operation of the district, there shall be a 30-day period each year in which assessees may request disestablishment of the district. The first such period shall begin one year after the date of establishment of the district and shall continue for 30 days. The next such 30-day period shall begin two years after the date of the establishment of the district. Each successive year of operation of the district shall have such a 30-day period. Upon the written petition of the owners or authorized representatives of real property or the owners or authorized representatives of businesses in the district who pay 50 percent or more of the assessments levied, the city council shall pass a resolution of intention to disestablish the district. The city council shall notice a hearing on disestablishment. (b) The city council shall adopt a resolution of intention to disestablish the district prior to the public hearing required by this section. The resolution shall state the reason for the disestablishment, shall state the time and place of the public hearing, and shall contain a proposal to dispose of any assets acquired with the revenues of the assessments levied within the property and business improvement district. The notice of the hearing on disestablishment required by this section shall be given by mail to the property owner of each parcel or to the SFPTMD Management District Plan 24 January 23, 2023 owner of each business subject to assessment in the district, as appropriate. The city shall conduct the public hearing not less than 30 days after mailing the notice to the property or business owners. The public hearing shall be held not more than 60 days after the adoption of the resolution of intention. 36671. Refund of remaining revenues upon disestablishment or expiration without renewal of district; Calculation of refund; Use of outstanding revenue collected after disestablishment of district (a) Upon the disestablishment or expiration without renewal of a district, any remaining revenues, after all outstanding debts are paid, derived from the levy of assessments, or derived from the sale of assets acquired with the revenues, or from bond reserve or construction funds, shall be refunded to the owners of the property or businesses then located and operating within the district in which assessments were levied by applying the same method and basis that was used to calculate the assessments levied in the fiscal year in which the district is disestablished or expires. All outstanding assessment revenue collected after disestablishment shall be spent on improvements and activities specified in the management district plan. (b) If the disestablishment occurs before an assessment is levied for the fiscal year, the method and basis that was used to calculate the assessments levied in the immediate prior fiscal year shall be used to calculate the amount of any refund. SFPTMD Management District Plan 25 January 23, 2023 APPENDIX 2 - ASSESSED BUSINESSES HOTEL NAME SITE ADDRESS CITY ST ZIP AC HOTEL SAN FRANCISCO AIRPORT/OYSTER POINT WATERFRONT 1333 Veterans Blvd So. San Francisco CA 94080 AIRPORT INN 751 Airport Blvd So. San Francisco CA 94080 ALL SEASONS LODGE 800 El Camino Real So. San Francisco CA 94080 ALOFT SAN FRANCISCO AIRPORT 401 E. Millbrae Ave Millbrae CA 94030 AMERICANA INN MOTEL 760 El Camino Real So. San Francisco CA 94080 AMERICAS BEST VALUE INN - PACIFICA 2160 Francisco Blvd Pacifica CA 94044 ANCHOR INN PACIFICA 500 San Pedro Ave Pacifica CA 94044 ARISTOCRAT HOTEL, BW SIGNATURE COLLECTION 1410 Cabrillo Hwy S Half Moon Bay CA 94019 ATHERTON INN 1201 W Selby Lane Redwood City CA 94061 ATHERTON PARK INN & SUITES 2834 El Camino Real Redwood City CA 94061 BAY LANDING HOTEL 1550 Ba shore Hwy Burlingame CA 94010 BAYHILL INN 950 El Camino Real San Bruno CA 94066 BEACH HOUSE HOTEL 4100 Cabrillo Hwy N Half Moon Bay CA 94019 BELMONT PALMS 700 El Camino Real Belmont CA 94002 BEST WESTERN COYOTE POINT 480 N Ba shore Blvd San Mateo CA 94401 BEST WESTERN INN 316 El Camino Real Redwood City CA 94062 BEST WESTERN PLUS EXECUTIVE SUITES 25 5th Ave Redwood City CA 94063 BEST WESTERN PLUS GROSVENOR HOTEL 380 S Airport Blvd So. San Francisco CA 94080 BUDGET INN 2526 El Camino Real Redwood City CA 94061 CANYON RANCH WELLNESS RETREAT 16350 Skyline Blvd Woodside CA 94062 CAPRI MOTEL 2380 El Camino Real Redwood City CA 94063 THE CATRINA HOTEL 2110 S El Camino Real San Mateo CA 94403 COMFORT INN & SUITES - SAN BRUNO 611 San Bruno Ave E San Bruno CA 94066 COMFORT INN & SUITES SFO NORTH 121 E. Grand Ave So. San Francisco CA 94080 COSTANOA LODGE+CAMP+RESORT 2001 Rossi Rd Pescadero CA 94060 COUNTRY INN & SUITES BY RADISSON 251 El Camino Real San Carlos CA 94070 COURTYARD REDWOOD CITY 600 Bair Island Rd Redwood City CA 94063 COURTYARD SAN FRANCISCO AIRPORT 1050 Ba hill Dr San Bruno CA 94066 COURTYARD SAN MATED FOSTER CITY 550 Shell Blvd Foster City CA 94404 CROWNE PLAZA FOSTER CITY-SAN MATEO 1221 Chess Dr Foster City CA 94404 CROWNE PLAZA S.F. AIRPORT 1177 Airport Blvd Burlingame CA 94010 CYPRESS INN ON MIRAMAR BEACH 407 Mirada Rd Half Moon Bay CA 94019 DAYS INN - REDWOOD CITY 2650 El Camino Real Redwood City CA 94061 DAYS INN S.F. AIRPORT -OYSTER POINT - SSF 1113 Airport Blvd So. San Francisco CA 94080 DELUXE INN - REDWOOD CITY 1402 Stafford St Redwood City CA 94062 SFPTMD Management District Plan 26 January 23, 2023 DELUXE INN - SSF 920 El Camino Real So. San Francisco CA 94080 DOUBT ETREE BY HILTON S.F. AIRPORT 835 Airport Blvd Burlingame CA 94010 DOUBLETREE BY HILTON S.F. AIRPORT NORTH 5000 Sierra Point Parkway Brisbane CA 94005 DOUBLETREE BY HILTON SF / SOUTH AIRPORT BLVD 275 S Airport Blvd So. San Francisco CA 94080 THE DYLAN HOTEL AT SFO 110 S El Camino Real Millbrae CA 94030 EMBASSY SUITES S.F. AIRPORT SOUTH SAN FRANCISCO 250 Gateway Blvd So. San Francisco CA 94080 EMBASSY SUITES S.F. AIRPORT - WATERFRONT 150 Anza Blvd Burlingame CA 94010 EXTENDED STAY AMERICA - BELMONT 120 Sem Lane Belmont CA 94002 EXTENDED STAY AMERICA - SAN CARLOS 3 Circle Star Way San Carlos CA 94070 EXTENDED STAY AMERICA - SAN MATEO 1830 Gateway Dr San Mateo CA 94404 FAIRFIELD INN & SUITES SAN FRANCISCO PACIFICA 500 Old County Rd Pacifica CA 94044 FAIRFIELD INN & SUITES SAN FRANCISCO SAN CARLOS 555 Skyway Rd San Carlos CA 94070 FAIRFIELD INN & SUITES SFO OYSTER POINT AREA 127 W. Harris Avenue So. San Francisco CA 94080 FOUR POINTS BY SHERATON HOTEL & SUITES 264 S Airport Blvd So. San Francisco CA 94080 FOUR SEASONS HOTEL SILICON VALLEY 2050 University Ave East Palo Alto CA 94303 GARDEN MOTEL 1690 Broadway Redwood City CA 94063 GATEWAY INN & SUITES 516 El Camino Real San Bruno CA 94066 GOOD LIVING INN 1562 El Camino Real San Carlos CA 94070 GOOD NITE INN 485 Veterans Blvd Redwood City CA 94063 GRAND BAY SAN FRANCISCO 223 Twin Dolphin Dr Redwood City CA 94065 GRAND HYATT AT SFO 55 S. McDonnell Road San Francisco CA 94128 HALF MOON BAY INN 401 Main St Half Moon Bay CA 94019 HALF MOON BAY LODGE 2400 Cabrillo Hwy S Half Moon Bay CA 94019 HAMPTON INN & SUITES SFO SOUTH - BURLINGAME 1755 Ba shore Hwy Burlingame CA 94010 HAMPTON INN & SUITES - SAN MATEO 2940 S. Norfolk St. San Mateo CA 94403 HAMPTON INN SFO NORTH - SSF 300 Gateway Blvd So. San Francisco CA 94080 HARBOR VIEW INN 51 Ave Alhambra El Granada CA 94018 HILTON GARDEN INN SAN MATEO 2000 Brid e oint Circle San Mateo CA 94404 HILTON GARDEN INN SFO - BURLINGAME 765 Airport Blvd Burlingame CA 94010 HILTON GARDEN INN - SFO NORTH - SSF 670 Gateway Blvd So. San Francisco CA 94080 HILTON S.F. AIRPORT BAYFRONT 600 Airport Blvd Burlingame CA 94010 HOLIDAY INN & SUITES SAN MATEO-SF SFO 330 N Ba shore Blvd San Mateo CA 94401 HOLIDAY INN EXPRESS & SUITES BELMONT 1650 El Camino Real Belmont CA 94002 HOLIDAY INN EXPRESS REDWOOD CITY CENTRAL 1836 El Camino Real Redwood City CA 94063 HOLIDAY INN EXPRESS SFO NORTH - SSF 373 S Airport Blvd So. San Francisco CA 94080 SFPTMD Management District Plan 27 January 23, 2023 HOLIDAY INN EXPRESS SFO SOUTH - BURLINGAME 1250 Ba shore Hwy Burlingame CA 94010 HOME2 SUITES BY HILTON SFO NORTH 550 Gateway Blvd So. San Francisco CA 94080 HOMEWOOD SUITES BY HILTON BELMONT 1201 Shoreway Road Belmont CA 94002 HOMEWOOD SUITES BY HILTON SFO AIRPORT NORTH 2O00 Shoreline Court Brisbane CA 94005 HOTEL 1550 1550 El Camino Real San Bruno CA 94066 HOTEL ALUXOR 500 El Camino Real San Bruno CA 94066 HOTEL AURA SFO 190 El Camino Real San Bruno CA 94066 HOTEL BELMONT 560 El Camino Real Belmont CA 94002 HOTEL FOCUS SFO 111 Mitchell Ave So. San Francisco CA 94080 HOTEL NOVA SFO BY FAIRBRIDGE 410 S Airport Blvd So. San Francisco CA 94080 HOTEL V 222 S Airport Blvd So. San Francisco CA 94080 HYATT HOUSE BELMONT/REDWOOD SHORES 400 Concourse Dr Belmont CA 94002 HYATT PLACE SAN CARLOS 26 El Camino Real San Carlos CA 94070 HYATT REGENCY SAN FRANCISCO AIRPORT 1333 Ba shore Hwy Burlingame CA 94010 INN @ BAYSHORE 140 N Ba shore Blvd San Mateo CA 94401 INN AT MAVERICKS 346 Princeton Ave El Granada CA 94018 INN AT ROCKAWAY 200 Rockaway Beach Ave Pacifica CA 94044 INN BY THE SFO 701 Airport Blvd So. San Francisco CA 94080 LA QUINTA INN & SUITES S.F. AIRPORT WEST 1390 El Camino Real Millbrae CA 94030 LA QUINTA INN S.F. AIRPORT NORTH 20 Airport Blvd So. San Francisco CA 94080 LARKSPUR LANDING HOTEL SSF 690 Gateway Blvd So. San Francisco CA 94080 LIA HOTEL 950 El Camino Real San Carlos CA 94070 LIGHTHOUSE HOTEL 105 Rockaway Beach Ave Pacifica CA 94044 MARRIOTT FAIRFIELD INN & SUITES SFO 250 El Camino Real Millbrae CA 94030 MILL ROSE INN 615 Mill St Half Moon Bay CA 94019 MILLWOOD INN & SUITES 1375 El Camino Real Millbrae CA 94030 THE MIRAMAR INN & SUITES 3020 Cabrillo Hwy N Half Moon Bay CA 94019 MOTEL 6 - BELMONT 1101 Shoreway Rd Belmont CA 94002 NANTUCKET WHALE INN 779 Main St Half Moon Bay CA 94019 NICHE HOTEL 868 Main St Redwood City CA 94063 OCEAN VIEW INN 8425 Cabrillo Hwy Momara CA 94037 THE OCEANFRONT HOTEL 211 Mirada Rd Half Moon Bay CA 94019 OCEANO HOTEL & SPA 280 Capistrano Rd Half Moon Bay CA 94019 PACIFICA BEACH HOTEL 525 Cres i Dr Pacifica CA 94044 PARK POINTE HOTEL 245 S. Airport Blvd So. San Francisco CA 94080 PESCADERO CREEK INN 393 Stage Rd Pescadero CA 94060 SFPTMD Management District Plan 28 January 23, 2023 QUALITY INN HALF MOON BAY 2930 Cabrillo Hwy N Half Moon Bay CA 94019 RAMADA LIMITED SUITES 721 Airport Blvd So. San Francisco CA 94080 REDWOOD CREEK INN 1090 El Camino Real Redwood City CA 94063 REDWOOD MOTOR COURT 3706 Rolison Rd Redwood City CA 94063 REGENCY INN SFO 411 San Bruno Ave E San Bruno CA 94066 RESIDENCE INN SAN FRANCISCO AIRPORT/MILLBRAE 161 N. Rollins Road Millbrae CA 94030 RESIDENCE INN REDWOOD CITY SAN CARLOS 800 E. San Carlos Ave San Carlos CA 94070 RESIDENCE INN SAN FRANCISCO AIRPORT/SAN MATEO 2000 Winward Way San Mateo CA 94404 THE RITZ-CARLTON, HALF MOON BAY One Miramontes Point Rd Half Moon Bay CA 94019 RITZ INN 151 El Camino Real San Bruno CA 94066 ROYAL INN 120 Hickey Blvd So. San Francisco CA 94080 SAN BENITO HOUSE 356 Main St Half Moon Bay CA 94019 SAN CARLOS INN 1140 Morse Blvd San Carlos CA 94070 SAN FRANCISCO AIRPORT MARRIOTT WATERFRONT 1800 Old Ba shore Hwy Burlingame CA 94010 SAN MATEO MARRIOTT 1770 So. Am hlett Blvd San Mateo CA 94402 SEA BREEZE MOTEL 100 Rockaway Beach Ave Pacifica CA 94044 SEAL COVE INN 221 Cypress Ave Moss Beach CA 94038 SEQUOIA INN 526 El Camino Real Redwood City CA 94063 SFO AIRPORT HOTEL, EL RANCHO INN 1100 El Camino Real Millbrae CA 94030 SILICON VALLEY INN 630 El Camino Real Belmont CA 94002 SONESTA ES SUITES SFO SAN BRUNO 1350 Huntington San Bruno CA 94066 SONESTA ES SUITES SFO OYSTER POINT WATERFRONT 1350 Veterans Blvd So. San Francisco CA 94080 SONESTA SELECT SFO OYSTER POINT WATERFRONT 1300 Veterans Blvd So. San Francisco CA 94080 SPRINGHILL SUITES BELMONT REDWOOD SHORES 1401 Shoreway Rd Belmont CA 94002 SUPER 8 S.F. AIRPORT - SAN BRUNO 421 El Camino Real San Bruno CA 94066 TOWNEPLACE SUITES SAN MATEO FOSTER CITY 1299 Chess Drive Foster City CA 94404 TRAVELERS INN 100 Hickey Blvd So. San Francisco CA 94080 TRAVELODGE SFO NORTH 326 S Airport Blvd So. San Francisco CA 94080 VAGABOND INN EXECUTIVE S.F. AIRPORT BAYFRONT 1640 Old Ba shore Hwy Burlingame CA 94010 VILLA MONTES HOTEL, ASCEND HOTEL COLLECTION 620 El Camino Real San Bruno CA 94066 THE WESTIN S.F. AIRPORT 1 Old Ba shore Hwy Millbrae CA 94030 ZABALLA HOUSE BED & BREAKFAST 324 Main St Half Moon Bay CA 94019 Hotel Nia 200Independence Drive Menlo Park CA 94025 Park ames 1400 El Camino Real Menlo Park CA 94025 Rosewood Sand Hill 2825 Sand Hill Road Menlo Park CA 94025 SFPTMD Management District Plan 29 January 23, 2023 Stanford Park Hotel 100 El Camino Real Menlo Park CA 94025 Residence Inn 555 Glenwood Avenue Menlo Park CA 94025 Best Western Plus Riviera 15 El Camino Real Menlo Park CA 94025 Hotel Lucent 727 El Camino Real Menlo Park CA 94025 Menlo Park Inn 1315 El Camino Real Menlo Park CA 94025 Red Cottage Inn 1704 El Camino Real Menlo Park CA 94025 SFPTMD Management District Plan 30 January 23, 2023 APPENDIX 3 - BENEFITS BY BUSINESS CATEGORY Tier 1 Tier 2 Program Service 1.5% 0.75% General Listing on www.thesanfranciscopeninsula.com with link to hotel booking page X X X X General Inclusion in Sales, Marketing and Promotional Opportunities X X General Inclusion in SFP's Consumer Brochures X X General Access to SFP's research reports and insights X X General Represented by SFP at industry conferences and events Access to California Hotel Lodging Association's industry advocacy efforts and training X X General materials X X Consumer Opportunity to participate in Consumer Marketing Campaigns X X Consumer Public Relations participation opportunities X X Consumer Familiarization Tour(Press and Influencer) Opportunities X X Consumer I Inclusion Opportunity in Social Media Efforts X X Consumer Inclusion Opportunity in Destination Video and Photo Shoots X X Consumer New project andspecial event opportunities X X Travel Trade Trade Show Opportunities X X Travel Trade I Sales Mission Opportunities X X Travel Trade Lead Opportunities X X Travel Trade Familiarization Tour Leads(Press and Travel Trade Opportunities X Meetings Lead Distribution X Meetings I Site Inspections X Meetings Convention Services Support X Meetings Opportunity to participate in Sales Missions X Meetings Opportunity to participate in Client Events X Meetings Industry tradeshow participation X Meetings Participation in local industry chapter meetings and events X Meetings Familiarization Tours X Meetings Marketing Campaigns X Meetings Inclusion in Meetings Market Brochures X Meetings Opportunity for Sponsorship of Group Events Custom Event Landing Page for Groups: Things To Do Nearby With Your Selected X Meetings Venue(Itinerary) I SFPTMD Management District Plan 31 January 23, 2023 X Meetings Distribution of hot rates and dates to planners X Meetings Co-op advertising opportunities in key meeting publications X Meetings Social media mentions/posts promoting groups space X Meetings Inclusion on Meeting Planner section of website X Meetings O portunity to be highlighted in meeting planner newsletter X Meetings Access to SF Travel group leads via our alliance with SFr SFPTMD Management District Plan 32 January 23, 2023 APPENDIX 4 - SMG CONSULTING ANALYSIS SFPTMD Management District Plan 33 January 23, 2023 SF Peninsula Tourism Business Improvement District Pro Forma Review SMGConsulting TAKE ANOTHER PATH. SFPTMD Management District Plan 34 January 23, 2023 Overview In 2001, the Organization established a Tourism Business Improvement District (TBID) under the Parking and Business Improvement Area Law of 1989 ('89 Law) and now wishes to convert to a Tourism Marketing District (TMD) under the Property and Business Improvement District Law of 1994 ('94 Law). The organization is moving forward with a Tourism Business Improvement District (TBID) transition that will increase its funding above $6 million annually to be available for tourism promotion efforts. The TBID contribution is a significant budget increase for the organization. In developing the proposal for the TBID renewal and the subsequent approval of the lodging industry, the organization staff has prepared a TMD Benefits Proforma to estimate the potential return on investment from the new TBID funds. This staff assessment includes the proposed allocation and use of new funds for different tourism promotion efforts (sales, advertising, public relations, social media, etc.) and the projected return on investment for those funds. Proforma Review The TMD Benefits Proforma review includes a review of the staff proforma to check the assumptions and estimates and make suggestions and recommendations. Scope of Work The following is a review of the proforma developed for the TBID renewal. The analysis was done using the information supplied by The San Francisco Peninsula CVB. Project elements include the following: I. DEVELOP SMITH TRAVEL RESEARCH TRENDLINE AND ANNUAL GROWTH RATE FOR LODGING REVENUE. DEVELOP MULTI -YEAR FORECAST. DETERMINE THE PROJECTABLE RATE OF GROWTH. • REVIEW STAFF DRAFT PROFORMA, INCLUDING ASSUMPTIONS AND FINAL ESTIMATES. I. COMPARE PROFORMA ESTIMATES WITH TRENDLINE AND ASSESS WITH POTENTIALLY DIFFERENT SCENARIOS (HIGH, MEDIUM, AND LOW ESTIMATES). Limiting Conditions The following analysis and estimates are based on the best information and time available. The results and opinions provided are a guide for consideration, and we do not claim as to the accuracy of the final results. SFPTMD Management District Plan 35 January 23, 2023 Model Development We developed an SF Peninsula Tourism Economic Model to develop lodging revenue and room night projections with the addition of new properties and the potential of Menlo Park Inclusion. The model was developed utilizing the past ten years of monthly lodging data from Smith Travel Research. The model measures a variety of economic activities, including the following: II. LODGING REVENUE PROJECTIONS THROUGH 2O27 III. ROOM NIGHT PROJECTION THROUGH 2O27 IV. TBID REVENUE WITHOUT MENLO PARK V. TBID REVENUE WITH MENLO PARK VI. TBIB REVENUE WITH NEW PROPERTIES VII. TBID REVENUE WITHOUT NEW PROPERTIES. The SF Peninsula Tourism Economic Model can be adjusted to test or consider different scenarios. Model Methodology The future growth of ADR and room nights is using a Bayesian Structural Times Series (BSTS) model, a technique for fitting historical data and forecasting future trends (Scott and Varian, Predicting the Present with Bayesian Structural Time Series 2013). BSTS was chosen for its ability to forecast future trends, including seasonal variation, using robust time series data. In this case, data is available in monthly intervals from July 2012. This model was fit by specifying a semi -local linear trend. Confidence intervals bound a mean forecast to quantify the degree of uncertainty in the future (Scott, Fitting Bayesian structural time series with the bsts R package 2017). Rather than having the pandemic disruption influence the forecasts, only data from July 2012 through December 2019 was taken as input. Revenue is simply forecast as the product of ADR and room nights. Given the fact that the STR reports track all cities in San Mateo County, the revenue forecast is reduced in proportion to the number of room nights in the TMD (15,699/17,190) or 91.3 percent. TMD fee revenue is also forecast in proportion to available rooms, with 42 percent A -level property rooms paying 1.5 percent of gross room revenue. The balance is paid by B-level property rooms at 0.75 percent. Construction of three new B-level properties is underway and will bring 451 rooms online. These rooms are assumed to be available from January 2023. There are 533 A -level property rooms and 338 B-level property rooms in Menlo Park. Potential gross room and TMD fee revenue is forecast on the basis of room count proportionality. Model Assumptions The model forecasts mean values of ADR and room nights along with 2.5 percent confidence intervals. This report is based on mean values. By constructing the model in this manner, we are SFPTMD Management District Plan 36 January 23, 2023 assuming that the conditions supporting ADR and room night growth prior to the pandemic will continue from 2023 forward. Sources of variation include the impact of macroeconomic conditions, actual timing of new construction (planned and unplanned), promotions and policies such as airline crew waivers. Model Limitations The baseline SF Peninsula Tourism Economic Model provides a static look based on a given set of assumptions. Forecasts of future events are inherently uncertain as the recent pandemic reminded us. As noted above, the model can be adjusted to estimate specific scenarios in detail in which case the relative differences generally provide the most value. Findings Table 1 below summarizes Room Nights, Revenue, and Average Daily Rate (ADR) projections. Table 1: Room Night, Revenue, and Average Daily Rate Projections 2021-2027 i Room nights 3,201,672 3,273,894 3,356,784 3,470,192 3,592,148 3,720,575 3,824,263 RN annual growth 2.3% 2.5% 3.4% 3.5% 3.6% 2.8% Revenue (thousands) $430,563 $784,357 $1,053,955 $1,140,669 $1,229,371 $1,335,188 $1,444,536 Rev annual growth 82.2% 34.4% 8.2% 7.8% 8.6% 8.2% ADR $134 $240 $314 $329 $342 $359 $378 ADR annual growth 78.2% 31.1% 4.7% 4.1% 4.9% 5.3% A. THE MODEL INCLUDES GROWTH RATE PROJECTIONS FOR EACH OF THOSE CATEGORIES. NOTE THE SIGNIFICANT REVENUE GROWTH PROJECTION IN 2022 AND 2023, AFTER WHICH THE GROWTH SLOWS DOWN INTO A MORE CONSISTENT PATTERN AFTER 2023. (SEE TABLE 1 ABOVE) B. THE TMD BENEFITS PROFORMA DEVELOPED BY STAFF HAS LODGING RATES BETWEEN $200 AND $293, WHICH IS WITHIN ESTIMATES OR THE PROJECTED AVERAGE DAILY RATE OF THE SF PENINSULA TOURISM ECONOMIC MODEL. (SEE TABLE 2) A. REGARDING TBID REVENUE PROJECTION, THE TMD BENEFITS PROFORMA ANTICIPATES TBID REVENUE OF APPROXIMATELY $6M. BASED ON THE SF PENINSULA TOURISM ECONOMIC MODEL'S ASSUMPTIONS, TBID COLLECTIONS COULD BE HIGHER STARTING IN 2022 (APPROXIMATELY $8M). (SEE TABLE 2) B. THE MODEL CONSIDERS THE NEW CONSTRUCTION OF HOTELS (451 UNITS) WHICH INCREASES THE POTENTIAL TBID REVENUE GENERATION BY APPROXIMATELY $207,000. (SEE TABLE 2) C. ADDITIONALLY, THE MODEL CONSIDERS THE POTENTIAL ADDITION OF MENLO PARK HOTELS BEING A PART OF THE TBID. THE ADDITION OF MENLO PARK HOTELS WOULD INCREASE TBID CONTRIBUTIONS BY APPROXIMATELY $638,000 STARTING IN 2023. (SEE TABLE 2) SFPTMD Management District Plan 37 January 23, 2023 Table 2: TMD Room Revenue and Fee Projections Field Cade 's 6607 _ Base Year a va i l able 15699 TB ID Projection A Revenue $101,204,557 $330,100,605 $405,089,050 $438,417,832 $472,510,240 $513, 181,465 $555,�03,395 1.50% $2,718,068 $4,951,509 $6,076,336 $6,576,267 $7,087,654 $7,697,7221 $8428,141 e Revenue $249,358,533 $454,256,803 $557,449,620 $603,313,899 $650,229,026 $706,197,349 $764,032,666 0.75% Total TBID/TMD $4,588,257 $8,358,435 $10,257,208 $11,101,122 $11,964,371 $12,994,202 $14,058,366 Ne Construction Ne v rooms 2023 (B) 45 Total w/new hotels $10,464,S96 $11,325,573 $12,206,276 $13,256,929 $14,342,629 %i icrease in 5.0% Me Ao Park Ne r ms 2023 (A) 533 %i icrease in 8.1% Ne v rooms 2023 (B) 338 % i icreasen B 3.5% Total w/Menlo $10,895,479 $31,791,907, $12,708,873 $13,802,787 $14,933,191 Inventory Notes: Changes in Hotel Inventory 318 rooms lost to Project Home Key (housing the un-housed) during 2020/2021 Possibly December 15, 2022 or early 2023 Red Roof Inn, Burlingame 213 Rooms Possibly in 2023 El Rancho Inn, Millbrae 219 Rooms 2023 (Buyer is getting financing together, no set month for demolishing.) Holiday Inn Express, Burlingame 148 Rooms Possibly 2023 (Entitlements approved Sept 2022. No word when developer will start work.) Comfort Inn & Suites, South San Francisco 166 Rooms SFPTMD Management District Plan 38 January 23, 2023 Appendix SFPTMD Management District Plan 39 January 23, 2023 Appendix 1: San Mateo County Room Revenue Annual San Mateo County Room Revenue Historic STR Report Values through October 2022 and Forecast to 2027 $1,600,000,000 $1,400,000,000 $1,200,000,000 $1,000,000,000 $800,000,000 $600,000,000 $400,000,000 $200,000,000 $0 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 Source: STR Reports and Consulting Team. SFPTMD Management District Plan 40 January 23, 2023 Appendix 2: San Mateo County ADR $900 $800 $700 $600 $500 $400 $300 $200 $100 $0 Monthly San Mateo County ADR Forecast to 2034 N V vt r` W 01 O O N M M V r1 r0 cp r` r0 rl rl ci rl ti ci c-I N N N N N N N N N N N N N N M M M M M M � � i i � � Q O Q O Q O Q O— Q 9 O— Q 9 0 0 0 Q -Historical -97.5%quantile -Forecast mean -2.5%quantile I Source: STIR Reports and Consulting Team. SFPTMD Management District Plan 41 January 23, 2023 Appendix 3: San Mateo County Room Nights Monthly San Mateo County Room Night Forecast to 2034 1,200,000 — 1,000,000 800,000 600,000 400,000 200,000 0 N M V V Vl �O r` r` W T O O rl N M M V �l1 tp tD r` W Ot 01 O .-I N N M V % rl '4 N N N N N N N N N N N N N N M M M M M M C +' % a, o¢ 9 o a- o¢ 9 o a o¢ 9 o a o —Historical —97.5%quantile —Forecast mean —2.5%quantile Source: STR Reports and Consulting Team. SFPTMD Management District Plan 42 January 23, 2023 DocuSign Envelope ID: 72BCEE96-8B4D-43A3-8C06-E6F3ED870850 RESOLUTION NO. 049-2023 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME DECLARING ITS INTENTION TO ESTABLISH THE SAN FRANCISCO PENINSULA TOURISM MARKETING DISTRICT (SFPTMD) AND FIXING THE TIME AND PLACE OF A PUBLIC MEETING AND A PUBLIC HEARING THEREON AND GIVING NOTICE THEREOF WHEREAS, in 2001, the San Mateo County Tourism Business Improvement District (SMCTBID) was formed pursuant to the Parking and Business Improvement Area Law of 1989 (89 Law) by Resolution No. 074-2001; and WHEREAS, the City of Burlingame (City), San Mateo County/Silicon Valley Convention and Visitors Bureau dba The San Francisco Peninsula (SFP), and San Mateo County lodging businesses seek to modernize the SMCTBID by forming a new District, the San Francisco Peninsula Tourism Marketing District (SFPTMD), pursuant to the Property and Business Improvement District Law of 1994; and WHEREAS, the Property and Business Improvement Law of 1994, Streets and Highways Code § 36600 et seq., authorizes the City to establish business improvement districts for the purposes of promoting tourism; and WHEREAS, lodging business owners, and representatives from the City of Burlingame have met to consider the formation of the SFPTMD; and WHEREAS, SFP has drafted a Management District Plan (Plan) that sets forth the proposed boundary of the SFPTMD, a service plan and budget, and a proposed means of governance; and WHEREAS, the proposed SFPTMD includes all lodging businesses, existing and in future, in the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County; and WHEREAS, consent to include lodging businesses in their respective jurisdictions will be requested from the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County; and WHEREAS, lodging businesses who will pay more than fifty percent (50%) of the assessment under the SFPTMD have petitioned the City Council to establish the SFPTMD. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL THAT: The recitals set forth herein are true and correct. 2. The City Council finds that lodging businesses that will pay more than fifty percent (50%) of the assessment proposed in the Plan have signed and submitted petitions in support of the formation of the SFPTMD. The City Council accepts the petitions and adopts this Resolution of Intention to establish the SFPTMD and to levy an assessment on certain lodging businesses within the SFPTMD boundaries in accordance with the Property and Business Improvement District Law of 1994. DocuSign Envelope ID: 72BCEE96-8B4D-43A3-8C06-E6F3ED870850 3. The City Council finds that the Plan satisfies all requirements of Streets and Highways Code § 36622. 4. The City Council declares its intention to establish the SFPTMD and to levy and collect assessments on lodging businesses within the SFPTMD boundaries pursuant to the Property and Business Improvement District Law of 1994. 5. The SFPTMD shall include all lodging businesses, existing and in the future, located within the boundaries of the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County as shown in the map attached as Exhibit A. 6. The name of the district shall be San Francisco Peninsula Tourism Marketing District (SFPTMD). 7. The annual assessment rate is one- and one-half percent (1.5%) of gross short-term sleeping room rental revenue for lodging businesses with 5,000 square feet or more of dedicated meeting space, and 0.75% for all other lodging businesses within the SFPTMD's boundaries. Based on the benefit received, assessments will not be collected on stays of more than thirty (30) consecutive days; stays provided to airline cockpit and/or cabin crews pursuant to an agreement between a hotel and an airline, which is in furtherance of or to facilitate such crews' performance of theirjobs for the airline, including layovers between flights; employees of the state or federal government if room charges are paid directly by their employing agency and copies of official travel orders are submitted as applicable; and any properly credentialed officer or employee of a foreign government who is exempt by reason of express provision of federal law or international treaty. 8. The assessments levied for the SFPTMD shall be applied toward sales and marketing programs to market assessed lodging businesses in the San Francisco Peninsula area as tourist, meeting, and event destinations, as described in the Plan. Funds remaining at the end of any year may be used in subsequent years in which SFPTMD assessments are levied as long as they are used consistent with the requirements of this resolution and the Plan. 9. The proposed SFPTMD will have a five (5) year life, beginning October 1, 2023, or as soon as possible thereafter, and ending five (5) years from its start date, unless renewed pursuant to Streets and Highways Code § 36660. 10. Bonds shall not be issued. 11. The time and place for the public meeting to hear testimony on establishing the SFPTMD and levying assessments are set for June 20, 2023, at 7:00 PM, or as soon thereafter as the matter may be heard, at City Hall, 501 Primrose Road, Burlingame, CA 94010. 12. The time and place for the public hearing to establish the SFPTMD and the levy of assessments are set for July 5, 2023, at 7:00 PM, or as soon thereafter as the matter may be heard, at City Hall, 501 Primrose Road, Burlingame, CA 94010. The City Clerk is directed to provide written notice to the lodging businesses subject to assessment of the DocuSign Envelope ID: 72BCEE96-8B4D-43A3-8C06-E6F3ED870850 date and time of the meeting and hearing, and to provide that notice as required by Streets and Highways Code § 36623, no later than May 21, 2023. 13. At the public meeting and hearing, the testimony of all interested persons for or against the establishment of the SFPTMD may be received. If at the conclusion of the public hearing, there are of record written protests by the owners of the lodging businesses within the proposed SFPTMD that will pay more than fifty percent (50%) of the estimated total assessment of the entire SFPTMD, no further proceedings to establish the SFPTMD shall occur for a period of one (1) year. 14. The complete Plan is on file with the City Clerk and may be reviewed upon request. 15. This resolution shall take effect immediately upon its adoption by the City Council. Michael Brownrigg, Mayor I, Meaghan Hassel -Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council on the 15th day of May, 2023, and was adopted thereafter by the following vote: AYES: Councilmembers: BEACH, BROWNRIGG, COLSON, ORTIZ, STEVENSON NOES: Councilmembers: NONE ABSENT: Councilmembers: NONE Meaghan Hassel -Shearer, City Clerk DocuSign Envelope ID: 72BCEE96-8B4D-43A3-8C06-E6F3ED870850 EXHIBIT A District Boundaries DocuSign Envelope ID: 72BCEE96-8B4D-43A3-8C06-E6F3ED870850 RESOLUTION NO. 050-2023 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF BURLINGAME REQUESTING CONSENT OF THE CITIES OF BELMONT, BRISBANE, EAST PALO ALTO, FOSTER CITY, HALF MOON BAY, MENLO PARK, MILLBRAE, PACIFICA, REDWOOD CITY, SAN BRUNO, SAN CARLOS, SAN MATEO, SOUTH SAN FRANCISCO, AND THE UNINCORPORATED AREA OF SAN MATEO COUNTY TO FORM THE SAN FRANCISCO PENINSULA TOURISM MARKETING DISTRICT WHEREAS, the City Council of the City of Burlingame (the Council) desires to begin proceedings to form the San Francisco Peninsula Tourism Marketing District (SFPTMD); and WHEREAS, certain lodging business owners have requested that the Council form the SFPTMD; and WHEREAS, a portion of the territory proposed to be included in the SFPTMD lies within the boundaries of the cities of Belmont, Brisbane, Burlingame, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County (the Cities and County), as shown on the map attached hereto as Exhibit A and incorporated herein by such attachment; and WHEREAS, the area of the Cities and County that lies within the boundaries of the proposed SFPTMD will, in the opinion of the Council, be benefited by the improvements and activities, and the purpose sought to be accomplished by the work can best be accomplished by a single comprehensive scheme of work. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF BURLINGAME that: Section 1: The above recitals are true and correct. Section 2: Consent of the cities of Belmont, Brisbane, East Palo Alto, Foster City, Half Moon Bay, Menlo Park, Millbrae, Pacifica, Redwood City, San Bruno, San Carlos, San Mateo, South San Francisco, and the unincorporated area of San Mateo County, through their City Councils and Board of Supervisors, is hereby requested to form the SFPTMD, and to grant to the Council of the City of Burlingame jurisdiction for all the purposes in connection with the creation, operation, and future renewals of the proposed SFPTMD. Section 3: The Burlingame City Clerk is hereby directed to transmit a certified copy of this Resolution to the clerks of the Granting Cities and County. Michael Brownrigg, Mayor DocuSign Envelope ID: 72BCEE96-8B4D-43A3-8C06-E6F3ED870850 I, Meaghan Hassel -Shearer, City Clerk of the City of Burlingame, certify that the foregoing Resolution was introduced at a regular meeting of the City Council on the 15th day of May, 2023, and was adopted thereafter by the following vote: AYES: Councilmembers: BEACH, BROWNRIGG, COLSON, ORTIZ, STEVENSON NOES: Councilmembers: NONE ABSENT: Councilmembers: NONE 11uaff,a., 4ssel-S4ea Meaghan Hassel -Shearer, City Clerk 2 DocuSign Envelope ID: 72BCEE96-8B4D-43A3-8C06-E6F3ED870850 o_rati., - PACIFIC OCEAN 16 i San Matero County Lines City f Town Outside ofTMD Unincorporated County in the TMD Cities in the TMD BELMONT BRISBANE BURLINGAME EAST PALO ALTO i FOSTER CITY jM HALF MOON BAY _ MENLO PARK _ MILLBRAE _ PACIFICA REDWOOD CITY _ SAN BRUNO _ SAN CARLOS SAN MATEO SOUTH SAN FRANCISCO Exhibit A Boundary Map SF Peninsula TMD BRISBANL SOUTH SAN FRANCISCO FOSTER CITY �! HIL seoRouG MATEO r, REDWOOD CITY BELMONT SAN CARLOS `J t.+ 1' MENLO PARK EAST HLIPI ON me CIVITAS 3 STAFF REPORT AGENDA NO: 12a MEETING DATE: June 20, 2023 Honorable Mayor, City Council, and Planning Commission Date: June 20, 2023 From: Kevin Gardiner, Community Development Director — (650) 558-7253 Joseph Sanfilippo, Economic Development & Housing Specialist — (650) 558-7264 Subject: Consideration of HOPE Community Advisory Committee Report RECOMMENDATION Staff recommends that the City Council review the findings of the Housing, Opportunity, Priorities and Education (HOPE) Community Advisory Committee and provide direction on potential uses of the affordable housing funds. BACKGROUND Affordable housing impact fees are used to support and build new homes for lower -income residents. The fees can be charged to developers of new residential projects and used for land purchase, construction costs, or site rehabilitation related to providing workforce housing. On June 19, 2017, the City Council adopted Ordinance No. 1943 establishing commercial linkage fees for new commercial development in Burlingame, and on April 1, 2019, it adopted Ordinance No. 1961, establishing residential impact fees for new residential development in Burlingame. Both fees were re -adopted as part of Ordinance 2000, when the City Council adopted the updated Zoning Ordinance in 2021. Over time, these fees will provide a dedicated source of funding for programs supporting workforce housing in Burlingame. The City Council first discussed possible use of affordable housing funds on July 1, 2019 (meeting minutes attached). At that time, the Council reviewed a memo from Bill Lowell, who had experience with the County of San Mateo Department of Housing (DOH), as well as the Home for All initiative. Mr. Lowell has since retired. As funds began to accrue, an ad hoc subcommittee of the City Council was formed with the intent to direct policies and programs for use of the commercial linkage fees and residential impact fees that have been collected from new development projects. Mayor Brownrigg and Vice Mayor Colson comprise the Ad Hoc Subcommittee. Given the potentially large sums and the many possible uses of the affordable housing funds, the Ad Hoc Subcommittee indicated interest in forming a citizens' advisory committee to discuss the use and prioritization of housing funds. In a study session on October 3, 2022, the City Council 1 HOPE Committee - Affordable Housing Funds June 20, 2023 considered the suggestion and provided input and direction on the formation of the advisory committee. The advisory committee was proposed to convene over a series of meetings that would involve a range of community members who have interests in housing matters. The advisory committee was named the HOPE Committee, and it met four times from January to May 2023. Susan Clark of Common Knowledge, who also facilitated the "Burlingame Talks Together About Housing" series in 2018, facilitated the HOPE Committee meetings, with technical support provided by Sandy Council of Good City Company. A summary of the committee's work and its findings is attached. A Frequently Asked Questions (FAQ) was also prepared for the committee and is also attached. An overview of the HOPE Committee's work and findings was presented at the Joint City Council/Planning Commission meeting on June 14, 2023. Presentation slides from that meeting are attached for reference. nisri issinm For new commercial development, the adopted linkage fees are $7.00 per square foot for new retail development, $12.00 per square foot for new hotel development, $18.00 per square foot for office projects of 50,000 square feet or less, and $25.00 per square foot for office greater than 50,000 square feet. For developers who utilize prevailing wages or area standard wages, the fees are $5.00 per square foot for new retail development, $10.00 per square foot for new hotel development, $15.00 per square foot for office of 50,000 square feet or less, and $20.00 per square foot for office greater than 50,000 square feet. For new residential development, the adopted residential impact fees vary from $14.00 to $45.00 per square foot, depending on residential density (units per acre) and whether the project is rental or for sale. There is also an "in -lieu" option where the developer can choose to provide an affordable unit or units on site in lieu of submitting the impact fee: • For Rental Multifamily projects, at least ten percent (10%) of the units on site must be affordable to moderate income households (in this instance 80% - 120% AMI) for a period of 55 years in order to waive the residential impact fee. • For Sale Multifamily (Townhome/Condominium) projects, ten percent (10%) of the units on site must be affordable to above -moderate income households (in this instance 120% - 150% AMI, with the price set at the 135% AMI level) for a period of 55 years in order to waive the residential impact fee. Staff has been working with Seifel Consultants to evaluate the residential impact fees and in -lieu program. The study will be completed by the end of this summer. Fund Balance and Proiections: The Affordable Housing Fund currently has a net balance of approximately $7,200,000, resulting from commercial linkage fees collected from the 250 California Drive, 220 Park Road (former Post Office), and 567 Airport Boulevard development projects. (Technically, the balance is approximately $8,700,000, but $1,432,000 has been allocated to the Eucalyptus Grove affordable housing development at 1875 California Drive.) There are a number of development projects in various stages of review that will contribute 2 HOPE Committee - Affordable Housing Funds June 20, 2023 additional fees. Fees are collected prior to the issuance of the building permit for the project. The development project at 1669 Bayshore Highway/810 Malcolm Road is furthest ahead and will submit $9,073,800 when the building permit for the superstructure is issued in the coming months. This will bring the next balance of the affordable housing fund to approximately $15,820,000 this year. The table below indicates projects subject to commercial linkage fees that are currently approved or under review. Because collection of fees is linked to building permit issuance, it can be difficult to anticipate the timing of receiving fees, but estimates are provided in the table based on current project status and typical permitting timelines: TABLE 1: PROPOSED PROJECTS SUBJECT TO COMMERCIAL LINKAGE FEES JUNE 2023 Project Application Square Feet Linkage Fee Potential Building Permit Issuance/Collection of Fees Base With Prevailing / Area Wage 1699 Ba shore Highway & 810 Malcom Road — under construction Office/R&D 431,000 $ 11,342,250 $9,073,800 2023 Top Golf — approved Restaurant/Retail Entertainment 71,074 $355,3701 $355,370 2023 777 Airport Boulevard — approved Office/R&D 403,425 $9,370,369 $7,465,855 2023 620 Airport Boulevard — under review Office/R&D 1481,660 $12,084,500 $9,667,600 2024 1200-1340 Ba shore Highway — under review Office/R&D 1 1,420,000 $31,045,200 $24,836,190 20242 1499 Ba shore Highway — under review Office/R&D 304,354 $6,023,325 $4,821,860 2025 Total $70,221,014 $56,220,675 Based on experience with large commercial projects currently under construction, staff anticipates that most if not all of the above projects will utilize prevailing/area wages. This is due to the scale and complexity of the construction, and the necessary labor expertise. Therefore, staff suggests that the figure of $56,220,675 is more likely provided all projects are approved and advance to construction. To date, all residential projects subject to residential impact fees have utilized the on -site in -lieu option. However, at least one developer has indicated they typically pay fees rather than build the affordable units on site. Such fees would be above and beyond those projected from commercial projects. Prevailing/Area Wage to be used per agreement. A portion of the fees noted here will offset other community benefits as negotiated in the term sheet adopted previously by Council. 2 Timing of Housing Fund payments may be phased over several years depending on structure of Development Agreement. 3 HOPE Committee - Affordable Housing Funds June 20, 2023 HOPE Committee Meetings: The HOPE Committee met on January 25t", February 15t", March 29t" and April 12t" of this year. Each meeting included a detailed slide presentation providing information on potential uses of housing funds, financing of affordable housing, regulatory programs such as State Density Bonus, and determining priorities. Presentation slides may be found at www.burlingame.org/HOPE. The web page also includes the FAQ attached to this staff report, as well as earlier meeting summaries. The HOPE Committee began its work by reviewing some potential uses of funds that had been identified by the City Council in 2019 and subsequently through the update of the Housing Element. These included: • Acquisition and preservation of existing "naturally affordable" housing (likely in tandem with an RFP to manage property acquisition/management, and possibly as part of a land banking strategy) • Gap financing for affordable housing projects (suggested rotating "facilitation loan") • Funding disbursement to non -profits such as Samaritan House, HIP Housing, LifeMoves, etc. that offer financial assistance to renters and homeless (either emergency assistance, and/or securing housing with deposits and move -in costs) • Renovation fund for soft -story seismic retrofits or electrification in exchange for affordability deed restrictions • Buying down existing units or proposed units (e.g. increasing the percentages of affordable units beyond those currently required) • Subsidizing ADU construction in exchange for affordability deed restrictions • Housing in conjunction with the City Hall redevelopment, to provide essential worker housing However, so that the engagement would be authentic, HOPE Committee members were given license to consider their own ideas as well, with the understanding that ultimately the Committee's findings would be advisory to the City Council. Early on, Committee members prioritized investment of affordable housing funds, and had concerns with any recurring programs given that the fees themselves are not recurring. Committee members were particularly interested in the nexus between new jobs being created and the need for additional new housing units or the pressure on rents in existing buildings. As indicated in the findings report, the scenarios that generated the greatest interest among the CAC members were: • Purchasing existing multi -unit housing in Burlingame to be able to preserve low rents and/or reduce rents • Developing City -owned land or land owned by other public agencies (e.g., possibly the school district or health care district) FISCAL IMPACT The Affordable Housing Fund currently has a balance of approximately $7,200,000, which is expected to increase to at least $15,820,000 this calendar year. As shown in Table 1 above, commercial linkage fees of slightly more than $56M might be collected if projects currently under review are approved and built. The figure may be higher if projects do C HOPE Committee - Affordable Housing Funds June 20, 2023 not receive the discount for prevailing/area wages, but based on experience with large commercial projects currently under construction, staff anticipates that most if not all new commercial projects will utilize prevailing/area wages. Additional funds may be generated from residential impact fees. Those revenues are less certain, as residential projects are able to provide below -market units on site in lieu of the residential impact fees. To date, all residential projects subject to residential impact fees have utilized the on -site in - lieu option. With both commercial linkage fees and residential impact fees, revenues are directed into a dedicated housing fund to be used for the creation and support of affordable workforce housing in the city. Exhibits: • HOPE Community Advisory Committee Members' Input to Burlingame City Council • Frequently Asked Questions (FAQ) • Joint City Council/Planning Commission Meeting Presentation Slides — June 14, 2023 • City Council Meeting Minutes Excerpt — July 1, 2019 5 HOPE Community Advisory Committee Members' Input to Burlingame City Council June 9, 2023 The City of Burlingame convened a Community Advisory Committee (CAC), known as the "Housing Opportunity, Priorities, and Education (HOPE)" committee, to help the Burlingame City Council shape guidelines for the disbursement of the City's housing funds. The Council Housing Fund Subcommittee, comprised of Mayor Michael Brownrigg and Vice Mayor Donna Colson, identified community members representing a range of experiences and relationships with different parts of the Burlingame community. Over a dozen community members participated in some part of the HOPE Committee's proceedings. Nine CAC members have chosen to be part of an ongoing discussion with staff and the Council Subcommittee. The following report shares highlights from the Committee's four public meetings. BACKGROUND: THE OPPORTUNITY & CONTEXT The City's housing funds are generated by commercial linkage fees, which are a non -recurring source of revenue, tied to what commercial development projects get approved and built. These funds complement other ways that affordable housing can be provided in Burlingame for people who have incomes below the Area Median Income (AMI) — such as affordable units built as part of market rate residential developments in lieu of impact fees or "naturally occurring affordable housing" from landlords who charge rents below market rate. Another current example of a way to stimulate affordable housing is the Village at Burlingame where the City donated land to a development instead of direct financial support. The City of Burlingame recently completed its first draft Housing Element for the 2023-2031 cycle. Providing access to homes for people with very low and extremely low income was identified as a priority. During the HOPE CAC discussions and with support from industry experts, it has been clarified that the housing funds generated by commercial linkage fees need to have a use that relates to providing housing for Burlingame's workforce, based on the premise that commercial development generates new jobs and, by extension, increased housing demand. Therefore, to be clear about intent, the Committee referred these funds as funds affordable workforce housing. Burlingame HOPE Community Advisory Committee Report June 2023 1 HOPE COMMUNITY ADVISORY COMMITTEE INPUT Committee members were invited in to join the HOPE Community Advisory Committee in January 2023. The first two meetings were conducted on Zoom (January 25 and February 15) and the third and fourth meetings were in person on March 29 and April 12 at the Burlingame Community Center. The HOPE CAC has a webpage and Q&A resources (www.burlingame.org/HOPE). While the group was not charged with reaching consensus, many interests and perspectives overlapped through the four meetings. 1— CLARIFYING PURPOSE — The Who and Why Committee members were presented with the demographics of who lives and works in Burlingame, as well as information about pay rates for different types of jobs compared to Adjusted Area Median Income (AMI). Affordable housing policy and financing uses the nomenclature of Extremely Low Income (ELI), Very Low income (VL), Low and Moderate. Across the Committee, there was broad confirmation of a deep-seated interest in helping Burlingame both retain and increase socio-economic and occupational diversity. Multiple voices explicitly stated respect for the value and dignity of all professions, independent of pay scale. When asked whether they wanted to prioritize housing opportunities for ELI, VL, Low or Moderate income, a majority of Committee members expressed an interest in wanting to help all of those categories. Some were particularly dedicated to helping extremely low and very low-income households because they need the most assistance. A few others specifically indicated that they wanted to include housing opportunities for people earning closer to the median income because they see a "missing middle" in terms of housing supply. Burlingame HOPE Community Advisory Committee Report June 2023 Several of the meetings included discussion of specific types of households and work categories that could be supported. Examples of what was shared: - People making less than $50,000 (<50% of Area Median Income (AMI)) - Households making 60-80% of AMI (income range for professions such as teachers, public service employees, etc.) - Low-income families (single head of household as well as other family configurations) — a recurring theme was to provide children with a stable home with access to good schools and expanded opportunities - Essential workers making minimum wage — e.g., caregivers; early childhood educators - Employees that sustain small businesses — retail, restaurants - Low -wage workers for larger employers, such as housekeepers at hotels, to reduce long commutes By the fourth CAC meeting, after several specific types of potential residents were discussed, a majority of the Committee landed on a broad priority category of "people who work in Burlingame" as long as they met the income criteria. Some specifically called out public employees as a first priority, but most preferred a less restrictive criteria screen since the need for workforce housing crosses all sectors of employment. For a given set of affordable homes that would be offered, some suggested an eligibility hierarchy of: - People who work in Burlingame - People who live in Burlingame - People who work in San Mateo County - People who live in San Mateo County The above were discussed as criteria for eligibility to be offered and move into an affordable home. After that, Committee members did not want residents to have to move out if they got a raise, got married or increased their income in other ways. Several on the HOPE CAC articulated different approaches to give people a chance to improve their opportunities. For example, if household income increased, hold rent stable to enable savings to add to education tuition and/or build a nest egg for future home ownership. Another way the Committee thought through the "who" for these affordable housing funds was to discuss the "why" of how Burlingame as a community will benefit. Across the four meetings CAC members identified these important benefits from providing more accessible housing for the priority groups: - Community diversity - Social and economic diversity - Inclusion - Sustaining the labor pool that sustains small businesses and/or local businesses - Greater responsiveness and stability in public services - Burlingame can continue to be a model for pro -housing practices - Providing current/new residents with low income more access to quality schools and pathways to success - Reducing long commutes and associated negative impacts on the environment and also on social/emotional well-being Burlingame HOPE Community Advisory Committee Report June 2023 2 — BALANCING PRIORITIES — The What: Preferred Possibilities Many approaches were considered about how to achieve community value from these funds for affordable workforce housing. During the committee meetings, staff and members shared examples that clustered into these basic categories: Contributing to Building of new housing - Multi -unit, 100% affordable - Multi -unit, mixed rate developments - ADUs on Single Family Properties if able to be Deed Restricted for low income workers Buying existing multi -unit housing Leveraging/partnering with other resources and funds, especially including publicly owned land. Any given project will have a lot of technical details and unknowns. During the Committee's discussions, participants acknowledged that they knew they were not recommending any specific project or scenario, but instead creating considerations and guidelines as future opportunities for affordable housing for workers are pursued and/or are presented to the City. While considering different options, the entire Committee indicated interest in a mix of possibilities, balancing projects the City could actively pursue and complete more quickly, as well as those which would require more collaboration with a longer time frame. Two types of scenarios generated the greatest interest among the CAC members: - Purchasing existing multi -unit housing in Burlingame to be able to preserve low rents and/or reduce rents - Developing City -owned land or land owned by other public agencies (e.g., possibly the school district or health care district) CAC members noted that the City purchasing existing multi -family housing would likely provide fewer units at a higher cost per unit, as opposed to a gap financing scenario where the City contributes funding to a project led by an outside developer. Some in the group envisioned an additional longer -term outcome from the City purchasing existing housing: once the City owned the land, it could redevelop it into more units overall. And it was again acknowledged that everything would be on a case -by -case basis as specific opportunities are identified. The second of the two preferred scenarios, developing multi -unit housing on public land, was a high priority for the Committee because of how it could take advantage of underutilized resources and possibly allow the City to have more control over the levels of income provided in the development. It should be noted that the Committee did not engage in any discussion of specific parcels owned by other public agencies that might be available for collaboration. That is an example of a future discussion for the Council Housing Fund Subcommittee. Of additional interest to the CAC members were scenarios of working with developers to create 100% percent affordable housing developments, or affordable housing in a mixed rate development. The housing funds generated from Burlingame's commercial linkage fees have already contributed to one of these types of projects, Eucalyptus Grove Apartments, which presented a very favorable "gap financing" Burlingame HOPE Community Advisory Committee Report June 2023 4 way for the City to leverage $1.43 million to achieve 69 very low-income (VLI) and extremely low-income (ELI) units. During the discussions, it seemed that CAC members were better able to visualize the scenarios where the City was in a leadership role as a purchaser or collaborator on development. There were many more unknowns about the wide variety of rules, regulations, pools of layered financing and developer incentives that could come together to make a developer -led promising project. Yet, if another favorable gap financing opportunity appeared, it could likely meet the group's criteria. There was also thoughtful discussion about subsidizing building of ADUs by single-family homeowners. Many on the Committee expressed concern about spending public funds to subsidize private gain (i.e., subsidizing ADUs for homeowners who are in a high enough income bracket that they would be able to afford to build one anyway). Yet during the conversation about this possible option, a few members were interested in pursuing this to determine interest in a scenario where a homeowner on a constraining fixed income could receive financing to build an ADU on their property if the owner would move into it themselves, and then rent the larger main home to a low-income family. In multiple meetings, some CAC members spoke to the idea of using the housing funds to support homeownership. They liked the idea of helping low income households build equity. Other CAC members indicated that they thought that other funds, rather than the commercial linkage housing fees, would be better for that goal. The committee found more common ground on the approach mentioned above of not raising rents as income increases so that people could build savings. One idea was to help people "bank" part of their rent in an account dedicated toward a future Burlingame home. 3 — SHAPING PROCESS — The How of Creating/Responding to Priorities As noted, the dynamic nature of these housing funds is such that the Community Advisory Committee understood that they were not in a position to define specific housing projects but instead had been asked to provide criteria for how to evaluate opportunities as they arise. In addition to guidance on the "who, why and what", across the four meetings, the following types of "how" criteria have emerged for the City Council, subcommittee and staff to take into consideration for these housing funds: Burlingame HOPE Community Advisory Committee Report June 2023 Agile/responsive to changing market conditions and government policies - Attend to Cost/Unit and the total number of new homes that can be created, supporting the City's housing goals - Amount of leverage, and what kind of "good deal for the money" the City can arrange - Temper focus on cost per unit with attention to whether the City is gaining a long-term asset with future development possibilities Regarding timing, many CAC members urged the City to begin utilizing funds as soon as possible because the need is great. At the same time, there was discussion that speed should not lead to overpaying if market conditions are not yet right. Some committee members expressed interest in a possibility of using other City funds as an advance loan (for future commercial linkage fees not yet realized) if the right project presents itself. Several spoke to different ways that the City could proactively explore possibilities rather than waiting for affordable workforce housing project opportunities to arise. Regarding implementation, the HOPE Community Advisory Committee did not envision the City acting as a landlord in any scenario. If a property was purchased, there was Committee discussion about how the City of Burlingame should engage a competent cost-effective entity to manage the property. CAC members were particularly attentive to who might be displaced and urged the City to be extremely thoughtful about how people are asked to move to make new housing available. At the end of the fourth meeting on April 12, many CAC members shared their gratitude for being invited to participate in this Committee and how much they learned through the process as they Burlingame HOPE Community Advisory Committee Report June 2023 6 grappled with potential trade-offs. In turn, Council Housing Fund Subcommittee members Brownrigg and Colson expressed their gratitude to the group and what was gained through the successive discussions. As future decisions arise, the Council Housing Fund Subcommittee indicated that it may contact HOPE CAC members for additional guidance and that Committee members will be invited to milestone events for Burlingame housing. HOPE Community Advisory Committee Members: Many of these committee members have multiple affiliations. What is shown is for identification purposes. CAC members were invited to serve based on their care for the community and low-income workers in Burlingame. Rhovy Lyn Antonio & Angelina Soldatos, California Apartment Association Susan Baker, resident and SFO/Burlingame Chamber of Commerce Elizabeth Barnard, resident and Housing for All Burlingame Cathy Baylock, resident and former Councilmember Tish Busselle, St. Paul's Episcopal Church Burlingame and Samaritan House Board Member Heather Cleary, Peninsula Family Service Dave Hopkins, resident and Sares Regis Athan Rebelos, resident and Traffic, Safety and Parking Commissioner Walker Shores, newer resident and newly appointed Planning Commissioner Burlingame City Council Subcommittee: Mayor Michael Brownrigg Vice Mayor Donna Colson City staff Kevin Gardiner, Community Development Director Joseph Sanfilippo, Economic Development & Housing Specialist Consultant support: Affordable Housing Programs Consultant: Sandy Council, Good City Company Meeting Process Design & Facilitation: Susan Stuart Clark, Common Knowledge Burlingame HOPE Community Advisory Committee Report June 2023 7 An Overview of Burlingame's Housing Trust Funds for the HOPE Community Advisory Committee February 8, 2023 1. What is the purpose of the Housing, Opportunity, Priorities and Education (HOPE) Community Advisory Committee? The purpose of the HOPE committee is to help prioritize investments in affordable housing that use funds collected from fees on commercial development (aka the "Housing Fund"). 2. Where did these new funds come from? How much money is it? Fees are assessed on new commercial development. The fees vary depending on the type of commercial development (office, retail, hotel, etc.). The Current balance is $7.3 million. It could grow to $62+million by 2025 if all projects currently under review are built. These are one-time funds and are not a regular stream of income. 3. What are these funds intended to be used for? The primary intent is to create homes that are for workers in Burlingame whose wages cannot cover market rate rents or home prices. Some examples (not necessarily exhaustive): • People who work here now and have to commute in from a location with a lower cost of living • People who live here now and are precariously housed due to high cost of rents compared to their wages • People who lived or worked in Burlingame previously 4. Have any of the funds been allocated so far? Yes. The City has provided funds towards a project called Eucalyptus Grove Apartments that will have 69 units that will be affordable to households at 50% of Area Median Income 1 (AMI) or less. The City is investing approximately $1.5M to allow the project to be fully - funded (an example of "gap financing"). This is about $21,739 contributed by the City per unit. 5. How is "affordable" defined? What types of affordability will the CAC consider? The County of San Mateo established rates for Average Median Income (AMI). These rates change each year based on the incomes in the county. In 2022 the AMIs for San Mateo County were: • $116,200 household of 1 • $123,800 household of 2 • $149,400 household of 3 • $166,000 household of 4 Housing that would be affordable at the AMI would be classified as "100% AMI' and would be included in the "Moderate Income" category. The Moderate Income category spans from 80% AMI to 120% AMI. Housing that is above the 120% AMI level is termed 'Above Moderate" and can also be termed "Market Rate." More specifically, the term "Market Rate" refers to units that are not deed -restricted in terms of setting rent levels or sales prices, so are therefore priced at what the market can bear. Discussion of income levels can seem abstract when referencing the various percentages of AMI. To provide better understanding, attached to this document is a table providing occupation salary examples for a single wage earner. Some examples: • Hotel Housekeeper - $30,000 (in the range of the Extremely Low Income/30% AMI category) • Office Assistant - $62,000 (in the range of the Very Low Income/50% AMI category) • Police Officer - $107,000 (in the range of the Median Income/100% AMI category) • Finance Services Manager - $136,000 (in the range of the Moderate Income/120% AMI category) 6. What are the levels of affordability in projects currently under construction or approved in Burlingame? There are currently 2,412 units either under construction, approved (but not yet issued building permits), or under review in Burlingame. Together, these are referred to as the "pipeline" as they indicate the units that could be completed in coming years. 2 For the upcoming Housing Element, the City is obligated to provide sufficient zoning capacity for 3,257 units at a range of income levels. The table below indicates the Housing Element allocation, the units in the "pipeline," and the unmet need per the Housing Element allocations: Income Level Housing OE� mim Very Low Income (50% AMI) Element 863 Pipeline" Unmet I 147 Nee 716 Low Income (60% AMI) 497 188 309 Moderate Income (80% AMI) 529 72 457 Above Moderate Income (120% AMI) 1,368 2005 - 637 7. What makes it difficult to have more affordable housing for current workers in occupations with wages below the San Mateo County/Silicon Valley Region averages? Both rents and sales prices of homes on the Peninsula and in California have risen significantly faster than incomes. While the City of Burlingame's policies can help encourage the supply of more affordable housing, the City does not currently build housing or serve as a landlord for residential buildings (though this can be explored, similar to the partnership in building the Village at Burlingame). What types of housing are available are determined by private investments and/or non-profit organizations. Developers of residential properties need to cover their costs and most also need to make a profit to stay in business. The cost to build a new unit of housing with prevailing material costs and wages can be three or four times as expensive as what a person with very low income can spend on rent or a mortgage. That is a big disparity. Plus, the cost of a down payment for purchase is out of reach for many households. Home purchases have become increasingly unaffordable for larger percentages of the population, compared to decades past. The Burlingame housing funds present an opportunity to provide more homes that are below market rate. 3 B. How can these funds be used? The intent of the funds is to provide housing to serve increased demand from new commercial development. Funds may be used for either new construction or existing structures, or a mix of both. If funds are used for existing structures, it would likely be for multi -family buildings. However, it is also possible to create incentives for single family homeowners to build Accessory Dwelling Units (ADUs) with below market rents, provided those ADUs are deed - restricted at affordable rents for a specified period of time). As potential examples for types of investments, the City could use the funds: • As a co -investor with other partners — aka providing 'gap" on financing new construction (such as Eucalyptus Grove Apartments). • As a purchaser of a existing housing that some other entity would likely manage) • As a purchaser of land • To increase the share of affordable units in new developments (e.g. subsidizing units to increase the number of affordable units in a project, or similar financing mechanisms) • To provide incentives for existing properties to provide below market rents 9. What kinds of considerations and trade-offs will this committee be exploring? Each potential use of funds has benefits and shortcomings. The committee will be exploring these as it develops recommendations for the prioritization of funds. These may include: • Which kinds of use of funds/incentives will attract willing partners (e.g., among developers, current property owners and other kinds of collaborators)? • What are examples of innovative/effective/sustained affordable housing from other communities? • How many new homes can be supported at what level of affordability? • What level of income does the City hope to target? Particular sectors can also be targeted (people with developmental disabilities, public sector workforce, etc.) • Do these new homes also provide services/amenities for the residents? For the community? 51 San Mateo County Area Median Incomes (AMI) May 2022 Occupation Salary Examples Single Wage Earner 1 Person HH 2 Person HH 3 Person HH $39,150 Bank Teller (38K)* Medical Reception (38K)* Hotel Housekeeper (30K)* $44, 750 Janitorial Supervisor (42K)* Hotel Clerk (40K)* Phlebotomist (44K)* $50,350 Bookkeeper (50K)* Retail Mgr. (50K)* Case Worker (49K)* $63,250 Library Assist I (63K) Office Assist I (62K) Rec Coordinator I (62K) $74,600 Acct Assist II (71 K) Parking Enforce Officer (70K) Police Clerk II (71 K) $83, 900 Elem Teacher (80K) Admin Assist (79K) Street Maint Work (75K) * Zip Recruiter - Averages for Burlingame All other: Mid range salaries from City of Burlingame, BSD or SMUHSD $104,400 HS Teacher (104K) Librarian II (91 K) Accountant II (94K) $119,300 School Occup Therapist (1 15K) HR Analyst II (1 1 OK) City Arborist (1 18K) $134,200 Middle School Dean (133K) Police Services Mgr. (134K) Assoc Engineer (122K) $116,200 School Social Worker (109K) Bldg Inspector 1 (105K) Police Officer (107K) $132,800 Police Sergeant (130K) Water Div Mgr. (128K) Fleet Mgr. (125K) $149,400 Deputy Finance Dir. (149K) Transport Program Mgr. (136K) Vice Prin Elem School (149K) $139,450 Rec Superindentent (135K) Finance Service Mgr. (136K) Library Services Mgr. (135K) $159,350 Chief Bldg Official (158K) Planing Mgr. (153K) Elementary Principal (159K) $179,300 City Engineer (169K) Assist City Attorney (166K) HS Assist Principal (174K) Burlingame HOPE CommunityAdvisory Committee Housing, Opportunity, Priorities and Education Joint City Council/Planning Commission Meeting June 14, 2023 4 5 The Housing, Opportunity, Priorities and Education (HOPE) Community Advisory Committee has been created to help prioritize investments in affordable j"ordable housing that use funds collected from fees on commercial development. The primary intent is to create homes for workers and their families in Burlingame whose wages cannot cover market rate rents or home prices. Committee Members Rhovy Lyn Antonio & Angelina Soldatos, California Apartment Association Susan Baker, resident and SFO/Burlingame Chamber of Commerce Elizabeth Barnard, resident and Housing for All Burlingame Cathy Baylock, resident and former Councilmember Tish Busselle, St. Paul's Episcopal Church Burlingame and Samaritan House Board Member Heather Cleary, Peninsula Family Service Dave Hopkins, resident and Sares Regis Athan Rebelos, resident and Traffic, Safety and Parking Commissioner Walker Shores, newer resident and newly appointed Planning Commissioner City Council Ad Hoc Subcommittee for Housing • Michael Brownrigg, Mayor • Donna Colson,Vice Mayor Consultant Support • Sandy Council, Good City Company —Affordable Housing Programs Consultant • Susan Stuart Clark, Common Knowledge — Meeting Process Design & Facilitation City Staff • Kevin Gardiner, Community Development Director • Joseph Sanfilippo, Economic Development & Housing Specialist UPE GAG Meeting be Meeting 3 • Trade -Offs Meeting 2 and "Baskets" • Values and Options Meeting 1 • Intros & Orientation Meeting 4 • Shaping Recommendations Who Lives Here.? ■ Total Population 31,386 (2020) 40k 30k 2Qk 10k Ok 1970 1975 1980 1985 1990 1995 2000 2005 2010 Source: U.S. Census Bureau Who Lives Here.? $200,000or more 26% $150,000 to $199,999 10% $100,000 to $149,999 15% Under $25,000 13% $25,000 t❑ $34,999 4% Median Household Income $138,344 Median Individual Income $80,579 $35,000 t❑ $49,999 8% $50,000 to $74,999 12% $75,000 to $99,999 12% Source: US Census Bureau (2020) Who Lives Here.? Rent: Own: 49.7% 50.3% Aopp,,P- 2 Source: 2020 American Community Survey Who Works Here.? a a a ■ People working in Burlingame 28,367 Source: 2019 US Census on the Map About the Burlingame Community AMI = Area Median Income % 1 1 W9A.. $122,500 household of I % 1 �9w $140,000 household of 2 $157,500 household of 3 $175,000 household of 4 Based on Federal Income Limits for San Mateo County, effective 61612023 Commercial Linkage Fees and the HousingTrust Fund a a a a y NEW brings creates COMMERCIAL NEW JOBS DEMAND FOR DEVELOPMENT HOUSING Current Balance (approx.) Eucalyptus Grove Apartments Remaining Balance $897009000 ($ 194329138) $792679862 y , M w,�r ti -_-rl-ti Commercial Linkage Fees and the HousineTrust Fund Potential Commercial Linkage Fees 1669-99 Bayshore Hwy Topgolf 777 Airport Blvd 620 Airport Blvd 1200-1340 Bayshore Hwy 1499 Bayshore Hwy TOTALS $1 1,342,250 $355,370 $1090859000 $993709369 $3190459200 $690239325 $68,2211514 $896209000 2023 $3559370 2023 $990739800 2023 $794659855 2024 $24,8369190 2024 $498219860 2025 $5591739075 Housing Development Costs • Direct Costs (labor/materials) • Soft Costs (arch/engineering, entitlements, marketing, etc.) • Land • Profit (or Fee) • Operating Costs — (Rental projects if �Ilaws Affordable Housing Financing Gap - Rental Capital Required $162,000,000 Bank $72,000,000 Unfunded $9090009000 Bank and Tax Credits Bank $729000,000 Tax Credits $749000,000 Gap $16,000,000 Eucalyptus Grove Apartments • 69 units for Extremely Low Income and Low Income households (up to 50%AMI) • Example of leveraging funds: City has committed $1,432,138 towards the project's financing r' • Other funding from County, _ plus Federal funds • Cost to the City: $20,756 per unit 1 Comparative Costs to Support Affordable Housing -New Rental Construction Recent Examples: • The Village at Burlingame (132 units) $91 K/Unit VLI, LI, MI • Eucalyptus Grove Apartments (69 units) $21 K/Unit ELI,VLI • Kil<u Crossing, San Mateo (225 units) $56K/Unit ELI,VLI, LI i - ' � � . # '' Gap Financing Upsides: • High leverage of funds • Relatively low cost per unit compared to full construction cost Downsides: • Lengthy process from project inception to completion • Requires relatively large scale to be financially viable Property Acquisition - Naturally Occurring Affordable Housing (NOAH) Burlingame Market Sample 30 Paloma $2.7M 4-plex (3 I BR, 12BR) Assume I BR $1,870 2 BR $2, 100 Option I Option 2 $297009000 $194009000 $1,300,000 $6759000 $3509000 $85,000 Income applied to loan Property Acquisition Upsides: 11 Immediate impact Potential for land banking and future redevelopment —zoning would allow at least 6 units (or more with Density Bonus) Revenue stream from rents Dispersion of affordable units Downsides: High initial cost per unit Benefits smaller number of households Considerations • How many new homes can be supported at what level of affordability? • What level of income does the City hope to target? Particular sectors can also be targeted (people with developmental disabilities, public sector workforce, etc.) • Do these new homes also provide services/amenities for the residents? For the community? Preference Criteria Priority I Persons who are salaried employees of the City of Burlingame, Central County Fire Department, Burlingame School District, or Burlingame HS Priority 2 Persons who live in the City of Burlingame Priority 3 Persons who are employed in the City of Burlingame Priority 4 Persons who live or work in San Mateo County '17 Priority I Persons who are employed in the City of Burlingame Priority 2 Persons who live in the City of Burlingame Priority 3 Members of the general public Priority I Persons who are employed in the City of Burlingame Priority 2 Persons who live in the City of Burlingame Priority 3 Members of the general public Land Donation Requests for Proposals (RFP) Notice of Funding Availability (NOFA) Property Acquisition �P rc Project Financing Assistance Partnerships Notice of Funding Availability (N O FA) Property Acquisition Kespon ie-. Reams' ►, l�cr. lco�onyr/ l�rov'drn VMIT f� "p.s ia� �rc�xaxr+. a�Hnr.� J J 3 ex�sT�N$ rylCtr�T��it6 A9U't x iLzp:_ NO Quick Deployment Purchasing existing multi -unit housing in Burlingame to be able to preserve low rents and/or reduce rents Longer Term Developing City -owned land or land owned by other public agencies Ff NEW 11 .71 �� THAN KYO V la - I -M� MN�.PL L% . ON pol, Lieutenant Kiely suggested that the applicant hire crossing guards to assist with the procession crossing the street. Councilmember Keighran amended her motion to deny the special event permit but to allow the applicant to utilize the alternatives outlined in the staff report and Councilmember Brownrigg's suggestion. She added that the applicant should work with BPD and determine how best to assure the safety of all, which may include hiring crossing guards. Councilmember Ortiz seconded the motion. The motion passed by voice vote, 4-1. (Vice Mayor Beach voted no). b. ADOPTION OF A RESOLUTION APPROVING THE VACATION OF A 10-FOOT WIDE PUBLIC UTILITY EASEMENT AT 1568 ALTURAS DRIVE DPW Murtuza stated that there is an existing public utility easement located within the private property of 1568 Alturas Drive. He stated that the easement was accepted by the City in 1953, and there are no public or private utilities currently existing in this easement. He explained that the owner has asked that the City vacate the easement. Mayor Colson opened the public hearing. No one spoke. Councilmember Brownrigg made a motion to adopt Resolution Number 84-2019; seconded by Councilmember Ortiz. The motion passed unanimously by voice vote, 5-0. 10. STAFF REPORTS a. DISCUSSION OF AFFORDABLE HOUSING FUND PROGRAMS CDD Gardiner stated that in 2017, the City Council adopted commercial linkage fees for all new commercial developments, and earlier this year, the Council adopted residential linkage fees for new residential development. He explained that over time, these fees will provide a dedicated source of funding for programs supporting workforce housing in Burlingame. CDD Gardiner stated that the Council has discussed a number of options for how to use the fees to support workforce housing. He noted that the City has yet to collect any fees. However, there are many projects in the works, including a mixed used office development, Topgolf, and a new hotel that will generate fees for the City. He explained that it is estimated that the City will collect between $3.5 and $4.3 million from these projects in linkage fees. He added that the residential impact fees are harder to predict as the developer has the choice of either paying the fee or building affordable units in lieu of paying the fee. CDD Gardiner stated that the City hired Bill Lowell, a consultant, who has worked with the County of San Mateo Department of Housing and the Home for All initiative, to help the Council determine how best to utilize the collected fees. He explained that attached to the staff report is a memo from Mr. Lowell providing an overview of the potential housing fund policies and programs, including information on the approaches of other jurisdictions. 9 Burlingame City Council July 1, 2019 Approved Minutes Mr. Lowell explained that he focused on what types of policies other municipalities have adopted for their affordable housing funds and what processes were enacted to carry out their policies. He stated that 16 cities in the county currently have ordinances that provide mechanisms for generating affordable housing funds. The mechanisms include in -lieu fees, dedicated hotel occupancy taxes, and impact fees. He noted that in reviewing the different cities' policies, most included a brief description of examples of potential uses but no direction for eligibility or prioritization of uses. Mr. Lowell stated that he spoke with HEART Executive Director Armando Sanchez and 21 Elements representative Josh Abrams to get their opinions on how the City should proceed. He explained that both cautioned against adoption of overly specific policies and instead encouraged the City to adopt "guiding principles" with a list of eligible uses. He stated that this was because opportunities change quickly, community needs evolve, and the market conditions change. Therefore, the City needs to be able to adapt. Mr. Lowell discussed Redwood City's recently adopted policy regarding the allocation of affordable housing funds. He stated that Redwood City adopted four guiding principles and priorities: 1. New affordable construction including site acquisition 2. Acquisition with or without rehabilitation of existing multi -family housing, which would become deed restricted 3. Money can be used for rehabilitation for existing deed restricted housing in the city 4. Need to refinance an existing deed restricting property where the deed is expiring. Mr. Lowell discussed the need to develop a process for the distribution of the funds. He noted that this could be done in a variety of ways: 1. Notice of Funding Availability ("NOFA") — This is used when a significant amount of funding is available for well-defined projects. He noted that this process is time consuming and has a fixed time schedule. He gave the example of the County's Department of Housing that issues a NOFA once a year for developers of large affordable multi -family projects. He added that the County recently issued a new NOFA for $27 million. 2. RFP Process — He explained that this process is best for services and small projects. He noted that the relative informality of the RFP enables the City and the applicant to develop the service or project together. 3. Over -the -Counter Process — He explained that this option provides the most flexibility. Applications can be received at any time and, within guidelines and eligibility criteria, for any type of proposed use. He stated that appropriate City oversight can be protected by setting financial limits on the size of programs that can be approved by the Department Head/City Manager versus items that require Council approval. Mr. Lowell stated that attached to his memorandum are three documents: 1. Attachment A: Potential Priority Goals/Strategies 2. Attachment B: Homelessness Prevention Programs 3. Attachment C: Use of NOFA Process Mr. Lowell discussed the City's in -lieu option and stated that with this option, Council is addressing the City's need for moderate income units. Therefore, the affordable housing funds could be used to address 10 Burlingame City Council July 1, 2019 Approved Minutes low-income and very low-income housing. He noted that the Council should also consider whether the funds could be leveraged for a larger project. Mr. Lowell discussed several sources of funding that are available to developers of affordable housing projects. He stated that it is important to recognize that the City's funds could be just a piece of the puzzle for a project. He explained how the City could limit its contribution to a project on a per unit basis. He noted that the County had previously limited its contribution to $50,000 per unit and now contributes up to $100,000 per unit. Mr. Lowell explained that based on discussions with staff, he included Attachment B, which addresses funding for homelessness prevention programs. He stated that the San Mateo County Human Services Agency ("HSA") contracts with Samaritan to serve as the "front door" for residents needing assistance. He explained that emergency financial assistance, commonly known as "homelessness prevention," can provide payments for rent, utilities, and other items that prevent a household from losing their home. He stated that the logic for providing the assistance is that keeping a family housed prevents the onset of a tremendous number of other costly and debilitating problems. He noted that Samaritan works with each family to help the individuals review available assistance to prevent further need. Mr. Lowell stated that Samaritan will provide financial and statistical data to the City in order to help the City understand the scope of the issues and the funding requirements. He noted that the initial approximate estimate of the average cost of assistance during a single episode is $1,700. However, he explained that there is a feeling that this is moving quickly to the $2,000 to $3,000 range given rising costs. Councilmember Keighran discussed the homelessness prevention program and asked how it worked and whether assistance could be given two months in a row. Mr. Lowell stated that Samaritan will review the family's financials and help them create a plan. He added that Samaritan's emergency assistance isn't for monthly assistance but rather is a short-term cure. Councilmember Keighran asked if Samaritan would work with the City and if the landlord is brought into the emergency assistance discussions. Mr. Lowell stated that the City could provide additional funding to Samaritan for usage in Burlingame. He explained that Samaritan would make the rental payment directly to the landlord. Mayor Colson asked if Samaritan is part of the City's annual Community Service Funding. City Manager Goldman replied in the affirmative. Councilmember Ortiz voiced his opinion that affordable housing funds should be utilized on creating new units and reaching lower income levels. Mr. Lowell replied that prioritizing new affordable housing construction is critical. Councilmember Ortiz asked if the City utilized affordable housing funds to rehabilitate units and impose deed restrictions, would these units then count towards the City's RHNA numbers. CDD Gardiner explained that he would need to review this as RHNA is usually based on new construction. 11 Burlingame City Council July 1, 2019 Approved Minutes Vice Mayor Beach noted that Mr. Lowell's memorandum states that: "research leads to the conclusion that funding homelessness prevention is the most effective and underfunded area related to affordable housing preservation." She discussed the importance of an emergency assistance program and how it helps to prevent an even larger problem. She explained that an additional benefit of Samaritan is that because it is an established program with a proven record, the City wouldn't need to create its own system. Vice Mayor Beach stated that she believed it was important to also consider preserving existing housing stock. She asked if she was correct that dollar for dollar, whether the City purchases the units or a nonprofit purchases them, you have to purchase the whole thing. Therefore, you might not get as much bang for the buck. Mr. Lowell replied in the affirmative. He explained that if there was $4 million available and the City put in $100,000 per unit, that is 40 new units. However, if the City has to purchase those units at $400,000 each, it is only 10 new units. He noted that in this sense it is the most expensive solution as there is no Federal or County fund to help with this. Vice Mayor Beach discussed the importance of providing below market rate housing as it helps to keep the local critical workforce including teachers, home healthcare aids, and retail workers. She asked if below market rate units are built with tax credits, is the City able to establish a preference for certain critical workforces. Mr. Lowell stated that this is tricky. He explained that under State and Federal law, preferences can't have unintended discriminatory effects. He stated that the City could establish a preference for individuals that live and work in Burlingame. However, if the City began to narrow this preference, for example to individuals that live in a particular neighborhood, the preference could be seen to disadvantage a protected class of people. Vice Mayor Beach asked if the project had Federal tax credits, could the City's preference be for those that live and work in Burlingame. Mr. Lowell replied in the affirmative and added that it is a preference and not a requirement. City Attorney Kane explained that the City needs to be careful that it doesn't inadvertently discriminate against a class of people when creating preferences. She noted that there is a lack of case law on this matter. Councilmember Brownrigg stated that he didn't believe the Council would be able to come to decisions on what the principles and processes should be for the City. He discussed the expected $4 million that the City would soon be receiving in commercial linkage fees. He suggested that the Council hold a meeting to determine how best to allocate the $4 million. Councilmember Brownrigg stated that he wanted the City to invest the funds in programs that are likely to result in a return/ "recycling" of the funds. He gave the example of a first-time homebuyer's program. He suggested a first-time homebuyer's program for teachers. Councilmember Ortiz asked if an opportunity comes about and the City has not yet received the predicted commercial linkage fee funds, is there a way that the City can borrow funds based on the expected fees. Finance Director Augustine stated that the City would need to establish a policy first. 12 Burlingame City Council July 1, 2019 Approved Minutes Councilmember Keighran stated that she thought it was important for the Council to discuss what the City's short-term and long-term goals are for the affordable housing fund prior to allocating funds. She explained that she agreed with Councilmember Brownrigg that it was important to consider a first-time homebuyer's program as a way to retain teachers. She noted that it was also important for the City to retain healthcare providers, especially because of the large senior citizen population in the county. Councilmember Brownrigg concurred with Councilmember Keighran. He stated that he wanted the Council to discuss the $4 million in terms of percentages. He gave the example of allocating 25% to homelessness prevention. Mayor Colson stated that HEART has a recycling loan program. She explained that the City would lend HEART funds to bridge the gap in an affordable housing project, and later the funds would be returned to the City. Mr. Lowell stated that rehabilitation programs and new construction funding are both structured as loans. Therefore, he explained to Councilmember Brownrigg's point there would be a "recycling" of funds. Mayor Colson stated that she agreed with Mr. Lowell's suggestion that the City should create guiding principles. She added that PCE is undertaking a similar project to Samaritan to assist the public in paying for their utility bill. Vice Mayor Beach asked about utilizing the funds for necessary safety improvements to existing multi -unit buildings in exchange for keeping the existing units at specified affordability levels. Mr. Lowell stated that he would need to get back to Council with more information. Councilmember Ortiz asked that the Council schedule a discussion to review the commercial linkage fees and determine if they should be increased. CDD Gardiner explained that because many cities established commercial linkage fees a few years ago it has been discussed that the nexus study should be revisited. He noted that 21 Elements is gathering interest from municipalities in participating in an updated nexus study, and the City has expressed interest in joining that effort. Vice Mayor Beach noted that nexus fee studies take time and asked if there was room within the current nexus study to increase fees. She agreed with Councilmember Ortiz that a discussion should be scheduled. Mayor Colson asked that staff schedule a discussion on this topic in the fall. Mayor Colson then opened the item up for public comment. Burlingame resident Lucy discussed her experience as a renter in Burlingame and asked the Council to enact renter protections. Burlingame resident Cindy Cornell discussed the need for renter protections and asked for an emergency rent cap. 13 Burlingame City Council July 1, 2019 Approved Minutes Burlingame resident Jack Easterbrook asked the Council to consider individuals that have disabilities and their need for affordable housing assistance. Burlingame resident Tom Payne asked the Council to encourage developers to create in -lieu units instead of paying the fees. Mayor Colson closed public comment. Councilmember Brownrigg stated that when the City was debating residential impact fees, the Council set them high to encourage in -lieu units. Vice Mayor Beach stated that she has heard that even $3 or $4 million can allow for a project to move forward, if land is available. Mr. Lowell replied in the affirmative. Vice Mayor Beach stated that the City doesn't have to wait until there is $25 million to undertake a project; it could utilize City funds as seed money for a project. Mayor Colson discussed hotel occupancy taxes and how these taxes were being utilized to assist cities with creating affordable housing. She stated that this could be an option in the future for sea level rise and/or affordable housing. She stressed that it was important to continue to allow the thoughtful development of commercial building in the city as it provided for local jobs and was another revenue source for the City. Mayor Colson asked if staff had been provided adequate direction. CDD Gardiner replied in the affirmative. He explained that staff would bring back to Council options for general policy decisions. b. UPDATE ON THE NEW COMMUNITY CENTER PROJECT Parks and Recreation Director Glomstad gave an update on the City's Community Center project. Parks and Recreation Director Glomstad explained that in order to keep the cost under the requested $50 million, certain items have been removed from the project including: • Reduced extent of concrete seat walls • Removed retaining wall and seat wall around Community Hall lawn • Reduced concrete leaf imprint area (limited to Community Hall) • Reduced extent of glazing • Removed motorized operable windows • Removed selected skylights • Removed elevator #2 • Reduced furniture, fixtures, and equipment budget by reusing existing furniture and equipment where feasible 14 Burlingame City Council July 1, 2019 Approved Minutes I BURLINGAMESTAFF • R Avovw To: Honorable Mayor and City Council Date: June 20, 2023 From: Mike Matteucci, Chief of Police /_CelA\IDLE\Ce�Papi MEETING DATE: June 20, 2023 Subject: Discussion of Executing a New Five -Year Automated License Plate Reader (ALPR) Agreement with Flock Group, Inc. RECOMMENDATION Staff recommends that the City Council discuss whether it wishes to enter into a new five-year agreement with Flock Group Inc. to provide Automated License Plate Readers (ALPRs) to the City of Burlingame, until 2028. BACKGROUND On April 4, 2022, the City Council approved the deployment of Automated License Plate Readers (ALPRs) in Burlingame. On May 31, 2022, the City signed an agreement with Flock Group Inc. (attached) to provide ALPR services at a rate of $2,500 per ALPR, per year. The initial term of the agreement is for two years, until 2024, with an optional renewal term of two additional years, until 2026. Either party may terminate the agreement after the initial term. DISCUSSION Flock Group Inc. has advised the Police Department that the price will increase to $3,000 per ALPR, per year, upon the expiration of the current, initial term in 2024. Although there is a two-year extension clause (up to 2026) in the current agreement, Flock Group Inc. advised that they will not extend the current agreement at the current rate beyond the initial term, which expires in 2024. However, Flock Group Inc. has offered to keep the rate of $2,500 per ALPR, per year, if the City enters into a new five-year agreement that would begin in 2023 and terminate in 2028. The new agreement would replace the current agreement. All of the terms and conditions, other than the agreement length, would remain the same. Thus far the ALPR program in Burlingame has been quite successful (see attached statistics), with no incidents of concern, and Flock Group Inc.'s products and customer service have been excellent. Should the City Council wish to take advantage of the discounted pricing, then staff will return to the Council for approval of the new agreement. 1 Automated License Plate Reader (ALPR) Agreement Discussion June 20, 2023 FISCAL IMPACT There is no fiscal impact associated with this report. However, should the City Council approve entering into a new five-year agreement with Flock Group Inc., the total cost of the five-year agreement would be $242,500. The City would save approximately $36,000 over the life of the new agreement verses the amount it would expend should the City enter into a new agreement at the higher per ALPR cost upon the termination of the current agreement next year. Exhibit: • Agreement with Flock Group Inc. • ALPR Statistics Report 2 DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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: CA - Burlingame PD Legal Entity Name: Address: I I I I Trousdale Dr Burlingame, California 94010 Expected Payment Method: Contact Name: Bob Boll Phone: (650) 777-4177 E-Mail: boll@burlingamepolice.org Billing Contact: (if different than above) Initial Term: 24 months Billing Term: Annual payment due Net 30 per terms Renewal Term: 24 months and conditions DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F Name Price QTY Subtotal Flock Safety Advanced Search <25 Falcons $2,500.00 1.00 $2,500.00 Professional Services - Falcon, Standard Implementation $350.00 12.00 $4,200.00 Falcon Camera $2,500.00 17.00 $42,500.00 Professional Services - Falcon/Sparrow, Advanced Implementation $750.00 5.00 $3,750.00 (Includes one-time fees) Year 1 Total $52,9500.00 Recurring Total: $45,000.00 Special terms: • N/A DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F I have reviewed and agree to the Customer Implementation Guide on Schedule B at the end of this agreement. By executing this Order Form, Agency represents and warrants that it has read and agrees 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: CA - Burlingame PD DocuSigned by: DocuSigned by: E aV� �w1i�%, �S& k i bkj M, By: ACSC931454C24F3.. By: Mark Smith Lisa K. Goldman Name: Name: General Counsel Title: 5/31/2022 Date: Title: City Manager 5/31/2022 Date: By: DocuSigned by: h G l.abl, Meaghan Hassel -Shearer Name: Title: City Clerk 5/31/2022 Date: DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F frock safety 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 police department or government agency identified in the signature block of the order form ("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 DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F Certain capitalized terms, not otherwise defined herein, have the meanings set forth or cross-referenced in this Section 1. 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. 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. 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. 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. However, Agency may take appropriate action to remove the hardware in an emergency situation. In any such instance, Agency will provide notice to Flock regarding such action within 72 hours. 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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 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 effortsto 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 provide written notice to Agency if such suspension is due to provisions (c), (d) or (e) noted above. Flock will make 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; however, Agency may, in their sole discretion, decline to place a camera at any location.. 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 DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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 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 agrees to review all proposed Designated Locations, and Agency's agreement to a location is a representation that Agency has the authority to place the Hardware at that specific Designated Location. . 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. 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 supportAflocksafety.co . 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. 2.10 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 DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. 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 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, each Party (the "Receiving Parry") 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"). 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 DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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 in the investigation or pursuit of ordinary law enforcement activity by the Agency. Should Flock determine that Proprietary Information of the Agency need to be released, Flock will give Agency reasonable prior notice of the disclosure to contest such order. 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 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. 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 law enforcement 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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 Footage search access to law enforcement for law enforcement 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 301h 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 30'h 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 30'h 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 (which may be sent by email). If Agency believes that Flock has billed Agency incorrectly, Agency must contact Flock no later than sixty (60) days after the closing date DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. 6. TERM AND TERMINATION 6.la 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 will automatically renew 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") unless either parry gives the other party notice of non -renewal at least thirty (30) days prior to the end of the then -current term. 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 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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 - 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), 5.4, 6.5, 7.4, 8.1, 8.2, 8.3, 8.4, 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 the 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. 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 MENTIONED IN SECTION 10.6, OR IF NO STATE IS MENTIONED IN SECTION 10.6, BY THE LAW OF THE STATE OF GEORGIA. 7.5 Insurance. Flock will maintain commercial general liability policies with policy limits reasonably commensurate with the magnitude of Flock's business risk. Certificates of Insurance can be provided upon request. 7.6 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. NOTWITHSTANDING ANYTHING TO THE 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 DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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 INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) 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; (D) FOR ANY PUBLIC DISCLOSURE OF PROPRIETARY INFORMATION MADE IN GOOD FAITH; (E) FOR CRIME PREVENTION; OR (F) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED 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 MENTIONED IN SECTION 10.6, OR IF NO STATE IS MENTIONED IN SECTION 10.6, BY THE LAW OF THE STATE OF GEORGIA. 8.2 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 8.2 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 8.2 shall not apply to claims or damages resulting from Flock's other obligations under this Agreement. 8.3 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. 8.4 Indemnity. 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, a breach of this Agreement, 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 use of the Services, DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F Flock Hardware, Agency Hardware and any Embedded Software, including any claim that such actions violate any applicable law or third party right. 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 demand. 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. 10.2 Assignment. This Agreement is not assignable, transferable or sublicensable by Agency except with Flock's prior written consent. Flock may transfer and assign any of its rights and obligations, in whole or in part, under this Agreement without consent. 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 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. 10.5 Governing Law; Venue. This Agreement shall be governed by the laws of the State in which the Agency is located. The parties hereto agree that venue would be proper in the chosen courts of the State of which the Agency is located. 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. Only upon prior written consent from Agency, Flock may have 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. 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F 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. DocuSign Envelope ID: F57CDE9E-389A-4B18-A71E-C78EDA14BE9F ALPR Statistics Report Evil Iilk rem. A • 91 Alerts (85 stolen vehicles, 6 felony -want vehicles): o Unable to locate: 77 o Located parked and unoccupied: 4 (all vehicles recovered) o Located parked and occupied: 7 (all vehicles recovered, all but one driver arrested, and no incidents of force) o Located driving and occupied: 3 (all vehicles stopped without incident, all vehicles recovered, all but one driver arrested, and no incidents of force). • 2,475 Investigative Searches: o Criminal Investigations: 2,332 o Missing Persons: 38 o Other (lost vehicle, lost plates, etc.): 105 Monthly Averages: • 23 Alerts (21 stolen vehicles, 2 felony -want vehicles): o Unable to locate: 19 o Located parked and unoccupied: 1 o Located parked and occupied: 2 o Located driving and occupied: 1 • 619 Investigative Searches: o Criminal Investigations: 583 o Missing Persons: 10 o Other (lost vehicle, lost plates, etc.): 26 Break Down by Month: February: • 11 Alerts (9 stolen vehicles, 2 felony -want vehicles): o Unable to locate: 8 o Located parked and unoccupied: 2 (both stolen vehicles recovered) o Located parked and occupied: 1 (driver fled on foot and was not located/apprehended, stolen vehicle recovered) • 532 Investigative Searches: o Criminal Investigations: 499 o Missing Persons: 1 o Other (lost vehicle, lost plates, etc.): 32 • Success Stories: o On February 7t", a hit and run collision occurred near Rollins Rd and Broadway. The victim was able to provide a vehicle description but was unable to obtain the license plate. An ALPR search of the area for similar vehicles revealed a license plate of possible suspect vehicle. The vehicle was later located parked in front of the registered owner's residence having damage consistent with the hit and run collision. The registered owner was contacted and subsequently admitted to being involved in the collision. The case has been forwarded to the DA for potential prosecution. The suspect vehicle probably never would have been found without ALPRs. o On February 26t', officers were advised of an ALPR hit for a stolen vehicle near the area of Rollins Rd and Broadway. The vehicle was located parked in a nearby gas station with a subject standing nearby. The subject fled from officers on foot and was never found. The vehicle; however, was recovered along with tools commonly used to steal catalytic converters. This ALPR hit probably saved several Burlingame residents from later catalytic converter thefts. March: • 18 Alerts (all stolen vehicles): o Unable to locate: 16 o Located parked and unoccupied: 1 (vehicle recovered) o Located parked and occupied: 1 (driver arrested without incident and vehicle recovered)* • 752 Investigative Searches: o Criminal Investigations: 705 o Missing Persons: 15 o Other (lost vehicle, lost plates, etc.): 32 • Success Stories: o *On March 30', officers were advised of an ALPR hit for a stolen vehicle in the area of Broadway and Rollins Rd. Patrol officers located the vehicle parked and occupied by two individuals. The driver was subsequently arrested for possession of the stolen vehicle and possession of illegal narcotics (found during a search incident to arrest). April: • 33 Alerts (31 stolen vehicles, 2 felony -want vehicles): o Unable to locate: 30 o Located parked and occupied: 1 (vehicle plate recovered, no arrest made) o Located driving and occupied: 1 (driver arrested without incident and vehicle recovered)* o Located parked and occupied: 1 (driver arrested without incident and vehicle recovered)** • 380 Investigative Searches: o Criminal Investigations: 360 o Missing Persons: 4 o Other (lost vehicle, lost plates, etc.): 16 • Success Stories: o *On April 11t", officers were advised of an ALPR hit for a stolen vehicle in the area of Murchison Dr and California Dr. Patrol officers located the vehicle travelling in the 800 block of California Dr. The vehicle was stopped and the driver was arrested without incident for possession of the stolen vehicle and other drug related charges. o **On April 19t", officers were advised of an ALPR hit for a stolen vehicle in the area of Beach Rd and Airport Blvd. Patrol officers located the vehicle parked and occupied in the 1000 block of Airport Blvd. The driver was contacted and arrested without incident for possession of the stolen vehicle. May: • 29 Alerts (27 stolen vehicles, 2 felony -want vehicles): o Unable to locate: 23 o Located parked and unoccupied: 1 (vehicle recovered) o Located parked and occupied: 3 (all drivers arrested and all vehicles recovered) o Located driving and occupied: 2 (one driver arrested without incident, one driver released without incident (no crime) and both vehicles recovered) • 811 Investigative Searches: o Criminal Investigations: 768 o Missing Persons: 18 o Other (lost vehicle, lost plates, etc.): 25 • Success Stories: o On May 3rd, officers received an ALPR alert that a stolen vehicle entered Burlingame at Bayshore Hwy and Cowan Blvd. The vehicle was located parked nearby and a high risk stop was initiated by responding units; however, the suspect refused to exit the vehicle. Officers talked with the suspect for approximately 1-hour and he eventually exited the vehicle without incident. He was placed under arrest for possession of the stolen vehicle, warrants, and possession of drug paraphernalia. This incident could easily have been escalated unnecessarily, and possibly ended tragically, if not for the patience and good judgement displayed by the responding officers. o On May 16t", officers received an ALPR alert of a stolen vehicle in the area of Rollins Rd and Guittard Rd. Officers located the vehicle driving in that area, affected a traffic stop, took the driver into custody without incident, and recovered the vehicle. o On May 16t", officers received an ALPR alert that a stolen vehicle entered Burlingame at California Dr and Peninsula Ave. Officers located the vehicle driving in that area and affected a traffic stop. After a short investigation it was determined the driver was the victim of a fraud as it related to the purchase of the vehicle. He was released at the scene without incident and the vehicle was recovered. o On May 23rd, officers received an ALPR alert of a stolen vehicle in the area of Broadway and Rollins Rd. Officers located the vehicle parked and occupied in that area. The driver was contacted and arrested without incident for possession of the stolen vehicle and additional drug related charges. o On May 28th, officers received an ALPR alert that a stolen vehicle entered Burlingame at California Dr and Peninsula Ave. Officers located the vehicle parked and occupied in the area. The driver was contacted and subsequently arrested without incident for possession of the stolen vehicle, additional drug related charges and possession of additional stolen items. o On May 30t", Officers received an ALPR alert that a stolen vehicle entered Burlingame at Airport Blvd and Beach Rd. The vehicle was located parked and unoccupied in the area. The vehicle was subsequently recovered.