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HomeMy WebLinkAboutSOUTH COAST AIR QUALITY MANAGEMENT DISTRICTSouth Coast(lean Contract No, ML18046 irCxnsportotlon Air Quality Management District Funfrom ding �� IRC 'D U ,OCT_2 4 2018 0 `— 5 �F AB 27661MSRC LOCAL GOVERNMENT PARTNERSHIP PROGRAM CONTRACT c),1',5 L-0,11 PARTIES The parties to this contract ("Contract") are the South Coast Air Quality Management District (referred to here as "SCAQMD") whose address is 21865 Copley Drive, Diamond Bar, California 917654178, and the City of Santa Ana (referred to here as "CONTRACTOR") whose address is 20 Civic Center Plaza, M-11, Santa Ana, California 92701, 2. RECITALS A. SCAQMD is the local agency with primary responsibility for regulating stationary source air pollution within the geographical boundaries of the South Coast Air Quality Management District in the State of California (State). SCAQMD is authorized under State Health & Safety Code Section 44225 (AB 2766) to levy a fee on motor vehicles for the purpose of reducing air pollution from such vehicles and to implement the California Clean Air Act, B, Under AB 2766, SCAQMD's Governing Board has authorized the Imposition of the statutorily set motor vehicle fee. By taking such action, the State's Department of Motor Vehicles (DMV) is required to collect such fee and remit it periodically to SCAQMD. C, AB 2766 further mandates that thirty J30) percent of such vehicle registration fees be placed by SCAQMD into a separate account for thy. sOPe=,purpose of implementing and monitoring programs to reduce air pollution from motor vehicles. " D. AB 2766 creates a regional Mobile Source Air"Polli1lon Reduction Review Committee (MSRC) to develop a work program to fund projects from the separate account. Pursuant to approval of the work program by SCAQMD's Governing Bo610, SCAQMD authorized this Contract with CONTRACTOR for equipment or services described in Att96hhTb ifl V6-ftit6ment of Work, expressly incorporated herein by this reference and made a part hereof of this Contract, E. CONTRACTOR has met the requirements for receipt of AB 2766 Discretionary Funds as set forth in CONTRACTOR's Local Government Partnership Program Proposal dated March 1, 2018, F, CONTRACTOR is authorized to do business in the State of California and attests that it is in good tax standing with the California Franchise Tax Board. G. All parties to this Contract have had the opportunity to have this Contract reviewed by their attorney. 3, DMV FEES CONTRACTOR acknowledges that SCAQMD cannot guarantee that the amount of fees to be collected under AB 2766 will be sufficient to fund this Contract. CONT RACTOR further acknowledges that payment under this Contract is contingent upon SCAQMD receiving sufficient funds from the DMV, and that SCAQMD assumes no responsibility for the collection and remittance of motor vehicle registration fees. 4, AUDIT AND RECORDS RETENTION A. CONTRACTOR shall, at least once every two years, or within two years of the termination of the Contract if the term is less than two years, be subject to an audit by SCAQMD or its authorized representative to determine if the revenues received by CONTRACTOR were spent for the reduction of pollution from motor vehicles pursuant to the Clean Air Act of 1988, B. CONTRACTOR agrees to maintain records related to this Contract during the Contract term and continue to retain these records for a period of two years beyond the Contract term, except that in no Contract No. ML16046 case shall CONTRACTOR be required to retain more than the most recent five years' records, SCAQMD shall coordinate such audit through CONTRACTOR'S audit staff. C, If an amount is found to be inappropriately expended, SCAQMD may withhold funding, or seek reimbursement, from CONTRACTOR in the amount equal to the amount that was inappropriately expended. Such withholding shall not be construed as SCAQMD's sole remedy and shall not relieve CONTRACTOR of its obligation to perform under the terms of this Contract. 5. TERM The term of this Contract is for ninety two (92) months from the date of execution by both parties, unless terminated earlier as provided for in the TERMINATION clause of this Contract, the EARLY TERMINATION clause, or the term is extended by amendment of this Contract in writing. No work shall commence prior to the Contract start date, except at CONTRACTOR's cost and risk, and no charges are authorized until this Contract Is fully executed, subject to the provisions stated in the PRE -CONTRACT COSTS clause of this Contract. 6. SUCCESSORS -IN -INTEREST This Contract, and the obligations arising under the Contract, shall be binding on and inure to the benefit of CONTRACTOR and their executors, administrators, successors, and assigns. 7. REPORTING CONTRACTOR shall submit reports to SCAQMD as outlined in Attachment 1 - Statement of Work. SCAQMD reserves the right to review, comment, and request changes to any report produced as a result of this Contract, 8. TERMINATION A. In the event any party fails to comply with ..any term, or condition of this Contract, or fails to provide services in the manner agreed upon b� theffpgg!#%. igpIudIng, but not limited to, the requirements of Attachment 1 - Statement of Work, this failure shall constitute a breach of this Contract. The non - breaching party shall notify the breaching party that it must cure this breach or provide written notification of its intention to terminate this contract, Notification shall be provided in the manner set forth in the NOTICES clause of this Contract. The non -breaching party reserves all rights under law and equity to enforce this Contract and recover damages, B. SCAQMD reserves the right to terminate this Contract, in whole or in part, without cause, upon thirty (30) days' written notice. Once such notice has been given, CONTRACTOR shall, except as and to the extent or directed otherwise by SCAQMD, discontinue any Work being performed under this Contract and cancel any of CONTRACTOR's orders for materials, facilities, and supplies in connection with such Work, and shall use its best efforts to procure termination of existing subcontracts upon terms satisfactory to SCAQMD, Thereafter, CONTRACTOR shall perform only such services as may be necessary to preserve and protect any Work already in ,progress and to dispose of any property as requested by SCAQMD. C. CONTRACTOR shall be paid in accordance with this Contract for all Work performed before the effective date of termination under section B of the TERMINATION clause of this Contract. Before expiration of the thirty (30) days' written notice, CONTRACTOR shall promptly deliver to SCAQMD all copies of documents and other information and data prepared or developed by CONTRACTOR under this Contract with the exception of a record copy of such materials, which may be retained by CONTRACTOR. E Contract No, ML18046 9, EARLY TERMINATION This Contract may be terminated early due to the following circumstances: The infrastructure identified in Attachment 1, Statement of Work, becomes inoperable, and is either not technically able to be repaired, or is too costly to repair, and such failure is not caused by CONTRACTOR's negligence, misuse, or malfeasance. 10. STOP WORK SCAQMD may, at any time, by written notice to CONTRACTOR, require CONTRACTOR to stop all or any part of the Statement of Work tasks in this Contract. A stop work order may be issued for reasons including, but not limited to, the project exceeding the budget, out of scope work, delay in project schedule, or misrepresentations. Upon receipt of the stop work order, CONTRACTOR shall immediately take all necessary steps to comply with the order. CONTRACTOR shall resume the work only upon receipt of written instructions from SCAQMD cancelling the stop work order. CONTRACTOR agrees and understands that CONTRACTOR will not be paid for performing work while the stop work order is in effect, unless SCAQMD agrees to do so in its written cancellation of the stop work order. 11. INSURANCE CONTRACTOR represents that it is permissibly self-insured and will maintain such self-insurance in accordance with applicable provisions of California law throughout the term of this Contract. CONTRACTOR shall provide evidence of sufficient coverage during the term of this Contract and any extensions thereof that meet or exceed the minimum requirements set forth by the SCAQMD below. The certificate of self-insurance shall be mailed to: SCAQMD, 21865 Copley Drive, Diamond Bar, CA 91765.4178, Attention: Cynthia Ravenstein, MSRC Contracts Administrator;; The SCAQMD Contract Number must be included on the face of the certificate. If CONTRACTORsfails to maintain the required insurance coverage, SCAQMD reserves the right to terminate the Contractor purchase such, additional insurance and bill CONTRACTOR or deduct the cost thereof from any payments owed to CONTRACTOR. Minimum insurance coverages are as follows: A. Worker's compensation insurance m accordance with either California or other state's applicable statutory requirements. B. General Liability insurance with a limit of at least $1,000,000 per occurrence, and $2,000,000 in general aggregate. C. Automobile Liability insurance with limits of at least $100,000 per person and $300,000 per accident for bodily injuries and $50,000 in property damage, or $1,000,000 combined single limit for bodily injury or property damage. 12. INDEMNIFICATION CONTRACTOR agrees to hold harmless, defend and indemnify SCAQMD, its officers, employees, agents, representatives, and successors -in -interest against any and all loss, damage, costs, lawsuits, claims, demands, causes of action, judgments, attorney's fees, or any other expenses arising from or related to any third party claim against SCAQMD, its officers, employees, agents, representatives, or successors in interest that arise or result in whole or in part, from any actual or alleged act or omission of CONTRACTOR, its employees, subcontractors, agents or representatives in the performance of this Contract. This Indemnification Clause shall survive the expiration or termination (for any reason) of the Contract and shall remain in full force and effect, Contract No, MM18046 13. DISCLAIMER OF WARRANTY The purchase or lease of funded vehicles/equipment is the CONTRACTOR's decision. The SCAQMD does not make any express or implied warranty of merchantability, fitness for a particular purpose or otherwise, quality or usefulness of the technology or product. Without limiting the foregoing, the SCAQMD will not be financially responsible, or otherwise liable, for the installation or performance of the vehicle/equipment. 14, PAYMENT A. SCAQMD shall reimburse CONTRACTOR up to a total amount of Three Hundred Eighty Five Thousand Dollars ($385,000) in accordance with Attachment 2 - Payment Schedule expressly incorporated herein by this reference and made a part hereof of the Contract. B. A withhold amount or percentage (if any) shall be identified in the Payment Schedule, and such amount shall be withheld from each invoice, Upon satisfactory completion of project and final acceptance of work and the final report, CONTRACTOR's invoice for the withheld amount shall be released. Proof of project completion shall include a Final Report detailing the project goals and accomplishments, data collected during project performance, if any, documentation of significant results, and emissions reduction input data needed for calculation of emissions reductions. C. Any funds not expended upon early Contract termination or Contract completion shall revert to the AB 2766 Discretionary Fund, Payment of charges shall be made by SCAQMD to CONTRACTOR within thirty (30) days after approval by SCAQMD of an itemized invoice prepared and furnished by CONTRACTOR, D. An invoice submitted to SCAQMD for payment must be prepared in duplicate, on company letterhead, and list SCAQMD's contract number, penod,covered by invoice, and CONTRACTOR's social security number or Employer Identification Num66r'ahtl"submitted to: South Coast Air Quality Management District 21865 Copley Drive Diamond Bar CAa9176 Attn: Cynthia Ravenstein, MSRC Contracts Administrator 1 Charges for equipment, material, and supply costs, travel expenses, subcontractors, and other charges, as applicable, must be itemized by CONTRACTOR. Reimbursement for equipment, material, supplies, subcontractors, and other charges, as applicable, shall be made at actual cost, Supporting documentation must be provided for all individual charges (with the exception of direct labor charges provided by CONTRACTOR). 2. SCAQMD shall pay CONTRACTOR for travel -related expenses only if such travel Is expressly set forth in Attachment 2 - Payment Schedule of this Contract or pre -authorized by SCAQMD in writing. 3. CONTRACTOR's failure to provide receipts shall be grounds for SCAQMD's non -reimbursement of such charges. CONTRACTOR may reduce payments on invoices by those charges for which receipts were not provided. 4, CONTRACTOR must submit final invoice no later than ninety (90) days after the termination date of this Contract or invoice may not be paid. 15, COMPLIANCE WITH APPLICABLE LAWS CONTRACTOR agrees to comply with all federal, state, and local laws, ordinances, codes and regulations and orders of public authorities in the performance of this Contract. CONTRACTOR must also ensure that the vehicles and/or equipment to be purchased, leased or installed in the performance of this Contract are in compliance with all applicable federal, state, and local air quality rules and regulations, and that it will Contract No. ML18046 maintain compliance for the full Contract term. CONTRACTCR shall ensure that the provisions of this clause are included in all subcontracts. 16. MOBILE SOURCE EMISSION REDUCTION CREDITS (MSERCs) A. The MSRC has adopted a policy that no MSERCs resulting from AB 2766 Discretionary Funds may be generated and/or sold, B. CONTRACTOR has the opportunity to generate MSERCs as a by-product of the project if a portion of the air quality benefits attributable to the project resulted from funding sources other than AB2766, These MSERCs, which are issued by SCAQMD, are based upon the quantified vehicle miles traveled (VMT) by project vehicles or other activity data as appropriate. Therefore, a portion of prospective MSERCs, generated as a result of AB 2766 Funds, must be retired. The portion of prospective credits funded by the AB 2766 program, and which are subject to retirement, shall be referred to as "AB 2766 MSERCs," C. The determination of AB 2766-1 Is to be prorated based upon the AB 2766 program's contribution to the cost associated with the air quality benefits. In the case where AB 2766 Discretionary Funds are used to pay for the full differential cost of a new alternative fuel vehicle or for the retrofitting or repowering of an existing vehicle, all MSERCs attributable to AB 2766 Discretionary Funds must be retired. The determination of AB 2766-MSERCs for infrastructure and other ancillary items is to be prorated based upon the AB 2766 program's contribution to the associated air quality benefits. Determination of the project's overall cost will be on a case-by-case basis at the time an MSERC application is submitted SCAQMD staff, at the time an MSERC application is submitted, will calculate total MSERCs and retire the AB 2766-MS;ERCs:._CONTRACTOR would then receive the balance of the MSERCs not associated with AB 2766 fundIng.::./,, 17. NOTICES All notices that are required under this Contract shall be provided in the manner set forth herein, unless specified otherwise. Notice to a party shall b@ ftlyered ia,.the attention of the person listed below, or to such other person or persons as may hereafter be deslgnated by that party in writing. Notice shall be in writing sent by email, VS. Mail, express, certified, return receipt requested, or a nationally recognized overnight courier service, In the case of email communications, valid notice shall be deemed to have been delivered upon sending, provided the sender obtained an electronic confirmation of delivery, Email communications shall be deemed to have been received on the date of such transmission, provided such date was a business day (Tuesday -Friday) and delivered prior to 5:30pm Pacific Standard Time. Otherwise, receipt of email communications shall be deemed to have occurred on the following business day, In the case of U,S. Mail notice, notice shall be deemed to be received when delivered or five (5) business days after deposit in the U. S. Mail, In the case of a nationally recognized overnight courier service, notice shall be deemed received when delivered (written receipt of delivery). SCAQMD; South Coast Air Quality Management District 21865 Copley Drive Diamond Bar, CA 91765-4178 Attn: Cynthia Ravenstein, MSRC Contracts Administrator, email: cravenstein@aamd gov CONTRACTOR: City of Santa Ana 20 Civic Center Plaza, M-11 Santa Ana, CA 92701 Contract No, ML18046 Attn: Chris Langenour, email: clangenour(@santa-ana,or 18, INDEPENDENT CONTRACTOR CONTRACTOR is an independent contractor. CONTRACTOR, its officers, employees, agents, representatives, or subcontractors shall in no sense be considered employees or agents of SCAQMD, nor shall CONTRACTOR, its officers, employees, agents, representatives, or subcontractors be entitled to or eligible to participate in any benefits, privileges, or plans, given or extended by SCAQMD to its employees. SCAQMD will not supervise, direct, or have control over, or be responsible for, CONTRACTOR's or subcontractor's means, methods, techniques, work sequences or procedures, or for the safety precautions and programs incident thereto, or for any failure by them to comply with any local, state, or federal laws, or rules or regulations, including state minimum wage laws and OSHA requirements, 19. SUBCONTRACTOR APPROVAL If CONTRACTOR intends to subcontract all or a portion of the work under this Contract, then CONTRACTOR must first obtain written approval from SCAQMD's Executive Officer or designee prior to subcontracting any work. Such prior approval applies only to subcontractors not already included in Attachment 1, Statement of Work. Any material changes to the subcontract(s) that affect the scope of work, deliverable schedule, and/or payment/cost schedule shall also require the prior written approval of the Executive Officer or designee, No subcontract charges will be reimbursed unless the required approvals have been obtained from SCAQMD. 20, OWNERSHIP Title and full ownership rights to any equipment purchased under this Contract shall at all times remain with CONTRACTOR, 21. SECURITY INTEREST CONTRACTOR hereby grants SCAQMD a securttyiteresl in any and all equipment purchased, in whole or in part, with funding provided by SCAQMD pursuant to this Contract. CONTRACTOR acknowledges and agrees that SCAQMD shall have all lien rights as a secured creditor on any and all equipment purchased in whole or in part by the CONTRACTOR, under this Contract or any amendments thereto, The SCAQMD shall have lien rights in effect until the CONTRACTOR satisfies all terms under the Contract, including but not limited to, the use and reporting requirements. Accordingly, CONTRACTOR further agrees that SCAQMD is authorized to file a UCC filing statement or similar security instrument to secure its interests in the equipment that is the subject of the Contract. In the event CONTRACTOR flies for bankruptcy protection, CONTRACTOR shall notify SCAQMD within 10 business days of such filing. 22. NON-DISCRIMINATION In the performance of this Contract, CONTRACTOR shall not unlawfully discriminate, harass or allow harassment, against any employee or applicant for employment on the basis of race, religious creed, color, national origin, ancestry, sex, sexual orientation, age, mental status, medical condition, physical or mental disability, denial of family and medical care leave, denial of pregnancy disability leave, or reasonable accommodations. CONTRACTOR shall comply with the provisions of the California Fair Employment & Housing Act (Government Code Section 12900 et seq), the Federal Civil Rights Act of 1964 (P.L. 88.352) and all amendments thereto, Executive Order No. 11246 (30 Federal Register 12319), and all administrative rules and regulations issued pursuant to said Acts and Order. Contract No. ML18046 23. CITIZENSHIP AND ALIEN STATUS A. CONTRACTOR warrants that it fully complies with all laws regarding the employment of aliens and others, and that its employees performing services hereunder meet the citizenship or alien status requirements contained in federal and state statutes and regulations including, but not limited to, the Immigration Reform and Control Act of 1986 (PL 99-603). CONTRACTOR shall obtain from all covered employees performing services hereunder all verification and other documentation of employees' eligibility status required by federal statutes and regulations as they currently exist and as they may be hereafter amended. CONTRACTOR shall have a continuing obligation to verify and document the continuing employment authorization and authorized alien status of employees performing services under this Contract to insure continued compliance with all federal statutes and regulations, Notwithstanding the above, CONTRACTOR, in the performance of this Contract, shall not discriminate against any person in violation of 8 USC Section 1324b. B. CONTRACTOR shall retain such documentation for all covered employees for the period described by law. CONTRACTOR shall indemnify, defend, and hold harmless SCAQMD, its officers and employees from employer sanctions and other liability which may be assessed against CONTRACTOR or SCAQMD, or both in connection with any alleged violation of federal statutes or regulations pertaining to the eligibility for employment of persons performing services under this Contract. 24, ASSIGNMENT AND TRANSFER OF EQUIPMENT A. The rights and responsibilities granted hereby may not be assigned, sold, licensed, or otherwise transferred by CONTRACTOR without the prior written consent of SCAQMD, and any attempt by CONTRACTOR to do so shall be void upon inception B. CONTRACTOR agrees to obtain SCAQMD's,wntfen, consent to any assignment, sale, license or transfer of Equipment, if any, prior to completing the transaction. CONTRACTOR shall inform the proposed assignee, buyer, licensee or transferee (collectively referred to here as "Buyer") of the terms of this Contract. CONTRACTOR is responsible for establishing contact between SCAQMD and the Buyer and shall assist SCAQMD in facilitating the",_tYanster offh,Contract's terms and conditions to the Buyer. CONTRACTOR will not be relieved of the legal obligation to fulfill the terms and conditions of this Contract until and unless the Buyer has assumed responsibility of this Contract's terms and conditions through an executed contract with SCAQMD. 25. NON -EFFECT OF WAIVER The failure of CONTRACTOR or SCAQMD to insist upon the performance of any or all of the terms, covenants, or conditions of this Contract, or failure to exercise any rights or remedies hereunder, shall not be construed as a waiver or relinquishment of the future performance of any such terms, covenants, or conditions, or of the future exercise of such rights or remedies, unless otherwise provided for herein. 26. TAX IMPLICATIONS FROM RECEIPT OF MSRC FUNDS CONTRACTOR is advised to consult a tax attorney regarding potential tax implications from receipt of MSRC funds, 27. ATTORNEYS'FEES In the event any action is filed in connection with the enforcement or interpretation of this Contract, each party in said action shall pay its own attorneys' fees and costs. 28, FORCE MAJEURE A party shall not be liable or deemed to be in default for any delay or failure in performance under this Contract or interruption of services resulting, directly or indirectly, from acts of God, civil or military authority, Contract No. ML18046 acts of public enemy, war, strikes, labor disputes, shortages of suitable parts, materials, labor or transportation, or any similar cause beyond the party's reasonable control. 29. SEVERABILITY In the event that any one or more of the provisions contained in this Contract shall for any reason be held to be unenforceable in any respect by a court of competent jurisdiction, such holding shall not affect any other provisions of this Contract, and the Contract shall then be construed as if such unenforceable provisions are not a part hereof, 30, HEADINGS Headings on the clauses of this Contract are for convenience and reference only, and the words contained therein shall in no way be held to explain, modify, amplify, or aid in the interpretation, construction, or meaning of the provisions of this Contract. 31, DUPLICATE EXECUTION This Contract is executed in duplicate. Each signed copy shall have the force and effect of an original. 32. GOVERNING LAW This Contract shall be construed and interpreted and the legal relations created thereby shall be determined in accordance with the laws of the State of California. Venue for resolution of any disputes under this Contract shall be Los Angeles County, California. 33, PRE -CONTRACT COSTS Any costs incurred by CONTRACTOR pnor to CONTRACTOR receipt of a fully executed Contract shall be incurred solely at the risk of the CONTRACTOR. In the event that this Contract is not executed, neither the MSRC nor the SCAQMD shall be liable,fv any amounts expended in anticipation of a fully executed Contract. If this Contract is fully executed,,p q,-ga,L r„gpl,pps expenditures authorized by the Contract will be reimbursed in accordance with the Payment Schedule and payment provision of the Contract, 34. CHANGE TERMS Changes to any part of this Contract must be requested in writing by CONTRACTOR and approved by MSRC in accordance with MSRC policies and procedures. CONTRACTOR must make requests a minimum of 90 days prior to desired effective date of change. All modifications to this Contract shall be in writing and signed by the authorized representatives of the parties. Fueling station location changes shall not be approved under any circumstances. 35, PREVAILING WAGES CONTRACTOR is alerted to the prevailing wage requirements of California Labor Code section 1770 at seq., and the compliance monitoring and enforcement of such requirements by the Department of Industrial Relations ("DIR"), CONTRACTOR and all of CONTRACTOR's subcontractors must comply with the California Public Works Contractor Registration Program and, where applicable, must be registered with the DIR to participate in public works projects. CONTRACTOR shall be responsible for determining the applicability of the provisions of California Labor Code and complying with the same, including, without limitation, obtaining from the Director of the Department of Industrial Relations the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work, making the same available to any interested party upon request, paying any applicable prevailing rates, posting copies thereof at the job site and flowing all applicable prevailing wage rate requirements to its subcontractors. Proof of compliance with these requirements must be provided to SCAQMD upon request. CONTRACTOR shall indemnify, Contract No, ML18046 defend and hold harmless the South Coast Air Quality Management District against any and all claims, demands, damages, defense costs or liabilities based on failure to adhere to the above referenced statutes. 36. ENTIRE CONTRACT This Contract represents the entire agreement between CONTRACTOR and SCAQMD. There are no understandings, representations, or warranties of any kind except as expressly set forth herein. No waiver, alteration, or modification of any of the provisions herein shall be binding on any party unless in writing and signed by the authorized representative of the party against whom enforcement of such waiver, alteration, or modification is sought. 37. AUTHORITY The signator hereto represents and warrants that he or she is authorized and empowered and has the legal capacity to execute this Contract and to legally bind CONTRACTOR both in an operational and financial capacity and that the requirements and obligations under this Contract are legally enforceable and binding on CONTRACTOR. (THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK) Contract No. MLI 8046 IN WITNESS WHEREOF, the parties to this Contract have caused this Contract to be duly executed on their behalf by their authorized representatives, SOUTH COAST AIR QUALITY MANAGEMENT DISTRICT By: --__— Dr, Wiliam A, Burke, Chairman, Governing Board Date: ATTEST: Denise Garzaro, Clerk of the Board By: APPROVED AS TO FORM CITY OF SANTA ANA Name: Title: Raul Godinez II City Manager Date, AS TO FORM Attorney Bayron T. Gilchrist, General Counsel ATTEST: �y/f� By: By. &, rl ` / A l I Maria f he Co V L Q Clerk of the Council MARC Master Boitarplate Revlsed/lp@24, 2018 Return ORIGINAL Executed Copy to COTC (M -30/T11) 10 APPROVAL: Sergio Vid4® Acting Execu Iva Director, Finance and Management Services Agency Attachment 1 Statement of Work City of Santa Ana Contract Number ML18046 1. Project Elements A. The City of Santa Ana (hereinafter referred to as "CONTRACTOR") is to procure six on - road, light-duty (possessing a gross vehicle weight rating less than 8,501 pounds) zero emission vehicles (battery electric or fuel cell), Hybrid vehicles do not qualify as zero emission. B. CONTRACTOR is also to procure nine on -road, heavy-duty (possessing a gross vehicle weight rating greater than 14,000 pounds) near -zero emission vehicles (equipped with an engine certified by the California Air Resources Board to the Optional NOx standard of 0.02 g/bhp-hr). C. CONTRACTOR is also to install a total of two limited access "Level II" type EV charging stations at the City Corporate Yard at 215 S. Center Street. Stations shall meet current Society of Automotive Engineers J1772 standards. This location Is understood to be tentative; CONTRACTOR shall notify MSRC staff of any location changes. D. CONTRACTOR is also to install a total of four public access "Level II" type EV charging stations at parking structures within the City of Santa Ana. These stations shall be accessible to the public 24 hours per day, 7 days per week, Installations must include signage with information on whom to contact in the event that users encounter malfunctions. Stations shall meet current Society of Automotive Engineers J1772 standards. Prospective locations are shown in the table below: 310 N. Birch Street 420 N. Main Street 300 E. 5th Street These locations are understood to be tentative; CONTRACTOR shall notify MSRC staff of any location changes. CONTRACTOR shall be reimbursed according to Attachment 2— Payment Schedule, 2. Operation Reauirements and Reimbursement for Noncompliance: Light Duty Vehicles Light-duty vehicles are required to operate for a minimum of three years. CONTRACTOR is obligated to comply with the geographical restriction requirements as follows: A. Each of the vehicles funded under this Contract must accrue at least 85% of its annual mileage or engine hours of operation within the geographical boundaries of the South Coast Air Quality Management District for a period of no less than three (3) years from the date the vehicle enters service (new vehicles). Should CONTRACTOR deviate from or fall to comply with this obligation, CONTRACTOR shall reimburse SCAQMD for a prorated share of the funds provided for the vehicle as indicated in the table below: 1 Attachment 1 Statement of Work City of Santa Ana Contract Number ML18046 B. The appropriate reimbursable amount shall be paid to SCAQMD within sixty (60) days from the date the vehicle ceases to operate in accordance with the geographical restriction. C. Should CONTRACTOR sell, lease, transfer, assign or otherwise divest itself of the vehicles during the three year period referred to above, notice shall be provided to SCAQMD no less than 30 days preceding the daythe sale, lease, transfer, or assignment is effectuated. The agreement effectuating the sale, lease, transfer or assignment shall state that the SCAQMD is an intended third -party beneficiary of the agreement and shall include the following requirement: the obligation to accrue mileage within the South Coast Air Quality Management District shall be a continuing obligation of the subsequent purchaser, lessee, transferee, successor in interest, heir or assign and shall remain in full force and effect until the expiration of the three year operation period. This obligation shall be passed down to any subsequent purchaser, lessee or transferee during this three year term and SCAQMD shall be an intended third -party beneficiary of any subsequent agreement. Upon receiving notice of any subsequent sale, lease, transfer, assignment or other divestiture, SCAQMD may elect to either require the reimbursement specified above, or require the subsequent purchaser, lessee, transferee or assignee to comply with the continuing obligation to operate the vehicle for a period of no less than three (3) years from the date the vehicle entered service (new vehicles). Notice of SCAQMD's election of remedies shall be provided to CONTRACTOR and any subsequent purchaser, lessee, transferee or assignee in a timely fashion. 3. Operation Requirements and Reimbursement for Noncompliance: Medium -and Heavy -Duty vehicles Medium- and heavy-duty vehicles are required to operate for a minimum of five years. CONTRACTOR is obligated to comply with the geographical restriction requirements as follows: A. Each of the vehicles funded under this Contract must accrue at least 85% of its annual mileage or engine hours of operation within the geographical boundaries of the South Coast Air Quality Management District for a period of no less than five (5) years from the date the vehicle enters service (new vehicles) or returns to service (repowered vehicles). Should CONTRACTOR deviate from or fail to comply with this obligation, CONTRACTOR shall reimburse SCAQMD for a prorated share of the funds provided for the vehicle as indicated in the table below: 2 Attachment 1 Statement of Work City of Santa Ana Contract Number ML18046 �S�'�ai�� rats sE0 at i' feel' f� �t Within Year 1 100% Between Years 1-2 80% Between Years 2-3 60% Between Years 3-4 400/ Between Years 4-5 20% After Year 5 0% B. The appropriate reimbursable amount shall: be paid to SCAQMD within sixty (60) days from the date the vehicle ceases to operate in accordance with the geographical restriction. C. Should CONTRACTOR sell, lease, transfer, assign or otherwise divest itself of the vehicles during the five year period referred to above, notice shall be provided to SCAQMD no less than 30 days preceding the day the sale, lease, transfer, or assignment is effectuated. The agreement effectuating the sale, lease, transfer or assignment shall state that the SCAQMD is an Intended third -party beneficiary of the agreement and shall Include the following requirement: the obligation to accrue mileage within the South Coast Air Quality Management District shall be a continuing obligation of the subsequent purchaser, lessee; transferee, successor In interest, heir or assign and shall remain in full force and effect until the expiration of the five year operation period. This obligation shall be passed down to any subsequent purchaser,_ lessee or transferee during this five year term and SCAQMD shall be an Intended third -party beneficiary of any subsequent agreement. Upon receiving notice of any subsequent sale, lease, transfer, assignment or other divestiture, SCAQMD may elect to either require the reimbursement specified above, or require the subsequent purchaser, lessee, -transferee or assignee to comply with the continuing obligation to operate the vehicle for a period of no less than five (5) years from the date the vehicle entered service (new vehicles) or re -service (re -powered vehicles). Notice of SCAQMD's election of remedies shall be provided to CONTRACTOR and any subsequent purchaser, lessee, transferee or assignee in a timely fashion. 4. Operation Requirements and Reimbursement for Noncompliance. EV Charging Stations CONTRACTOR is obligated to comply with the Operational Availability requirements set forth as follows: A. CONTRACTOR commits to ensuring Level II charging stations remain operational in the original location for a period of no less than three (3) years from the date the station begins operations in either its Initial or expanded capacity. Should CONTRACTOR desire to deviate from this obligation, for reasons other than those stated in the EARLY TERMINATION clause of this Contract, CONTRACTOR shall reimburse SCAQMD for a prorated share of the funds provided for fueling/charging facilities as indicated in the table below: CE Attachment 1 Statement of Work City of Santa Ana Contract Number ML18046 yQa"r Oper2tiona(Avail�a,bdity ,Pe'rcentage of MSRC Fur}ds to Obh.gat on Termination be Reimbursed OGCt{P'S F - Within Year 1 100% Between Years 1-2 66% Between Years 2.3 33% After Year 3 0% B. The appropriate reimbursable amount shall be paid to SCAQMD within sixty (60) days from the date the station ceases operation. CONTRACTOR shall not be responsible for any reimbursement to SCAQMD if the obligation is terminated as a result of one or more reasons set forth in the EARLY TERMINATION clause of this Contract, C. The obligations of this section shall survive the expiration of the Contract and continue in full force and effect until the applicable operational availability period set forth above has been satisfied. 5. Display of MSRC Logo CONTRACTOR agrees to permanently display one MSRC decal in a prominent location on each vehicle purchased pursuant to this Contract. Decals will be provided by SCAQMD upon notification that each subject vehicle becomes operational. Decals are approximately twelve (12) inches in height and eighteen (18) inches in width (Note: a smaller decal may be provided if CONTRACTOR demonstrates that application of the standard decal is not feasible). CONTRACTOR shall maintain the decal for the life of the equipment subject to this Contract. Should any decal become damaged, faded, or otherwise unreadable, CONTRACTOR shall request a replacement decal from SCAQMD and apply the new decal in the same or other prominent location. SCAQMD shall not be responsible for damage to paint or other surfaces arising from application or removal of decals, 6. Promotion CONTRACTOR shall prepare and submit a proposed Public Outreach Plan to promote the MSRC's co -funding of the vehicles and EV charging stations. Acceptable outreach may include, but is not limited to, notices in CONTRACTOR mailings to residents, newspaper notices, flyers, and Information items at CONTRACTOR Board meetings and community events. The Public Outreach Plan shall automatically be deemed approved 30 days following receipt by SCAQMD staff, unless SCAQMD staff notify CONTRACTOR in writing of a Public Outreach Plan deficiency. CONTRACTOR shall implement the approved Public Outreach Plan in accordance with the Project Schedule below, 7. Reports Quarterly Reports: Until vehicles are placed into service and EV charging stations commence operation, CONTRACTOR shall provide quarterly progress reports that summarize the project results to date including, but not limited to: tasks completed, issues or problems encountered, I0 Attachment 1 Statement of Work City of Santa Ana Contract Number ML18046 resolutions Implemented, and progress to date, Progress reports that do not comply will be returned to the CONTRACTOR as Inadequate, Final Report: A Final Report shall be submitted by the CONTRACTOR in the format provided by SCAQMD staff. The Final Report shall Include, at a minimum; a) Ian executive summary; and b) a detailed discussion of the results and conclusions about this project. CONTRACTOR will identify any barriers encountered and solutions developed to overcome the barriers, and impact of project on future electric vehicle projects. B. Project Schedule CONTRACTOR shall comply with the increments of progress Identified in the following chart. The completion month for each task is based on the date of Contract execution. Task Completion Order light-duty zero -emission vehicles Month 7 Submit Public Outreach Plan Month.7 Award contract(s) for EV station installations Month Place light-duty zero -emission vehicles Into service __7 Month 9 Complete EV station installations and enter Into service Month 11 Solicit bids for near -zero emission vehicles Month 11 Place near -zero emission vehicles Into service Month 29 Implement Public Outreach Plan Month 31 Quarterly reports Quarterly beginning with Month 4, until all installations are complete and all vehicles are In service Final Report Month 32 5 Attachment 2 Payment schedule City of Santa Ana Contract Number ML18046 Cost Breakdown No funds shall be paid out to CONTRACTOR pursuant to this Contract, until the project described In Attachment 1 is completed and proof of completion is provided to SCAQMD. If the project described in Attachment 1 isnot completed and satisfactory proof of completion is not provided to SCAQMD, no monies shall be due and payable to CONTRACTOR. No funds shall be paid to CONTRACTOR pursuant to this Contract for a Project Element, until the Project Element is completed and proof of completion is provided to SCAQMD. Proof of completion shall include: • For vehicles: o Proof of vehicle delivery, vehicle acceptance, and placement of vehicle into service; and o Documentation of the specific vehicle purchased, including the year, manufacturer, engine (if applicable) and model For EV charging stations: o Representative photos of completed stations; o A report signed by a responsible official certifyingthat the station has been completed as described in Attachment 1; and Maximum AB2766 CONTRACTOR Additional Discretionary AB2766 Other Funds Project Co - Purchase Funds Subvention Applied to Funding (not Total Cost Category payable Funds Match counted as underthis Applied match) Contract On -road light- duty zero $60,000 $180,000 $0 $0 $240,000 emission vehicles On -road heavy-duty near -zero $225,000 $0 $225,000 $1,905,000 $2,355,000 emission vehicles EV Charging Stations— $17,500 $17,500 $0 $0 $35,000 Limited Access EV Charging Stations— $82,500 $27,500 $0 $0 $110,000 Public Access Totals $385,000 $225,000 $225,000 $1,905,000 $2,740,000 No funds shall be paid out to CONTRACTOR pursuant to this Contract, until the project described In Attachment 1 is completed and proof of completion is provided to SCAQMD. If the project described in Attachment 1 isnot completed and satisfactory proof of completion is not provided to SCAQMD, no monies shall be due and payable to CONTRACTOR. No funds shall be paid to CONTRACTOR pursuant to this Contract for a Project Element, until the Project Element is completed and proof of completion is provided to SCAQMD. Proof of completion shall include: • For vehicles: o Proof of vehicle delivery, vehicle acceptance, and placement of vehicle into service; and o Documentation of the specific vehicle purchased, including the year, manufacturer, engine (if applicable) and model For EV charging stations: o Representative photos of completed stations; o A report signed by a responsible official certifyingthat the station has been completed as described in Attachment 1; and Attachment 2 Payment Schedule City of Santa Ana Contract Number ML18046 o Receipts for equipment and/or invoice(s) from subcontractor(s) performing the Installations, If any. If, at the completion of the Project, the expenditures are less than the Total Cost amount above, the actual amount of AB 2766 Discretionary Funds reimbursed to CONTRACTOR shall be adjusted on a prorated basis, as follows: • For vehicles, the amount reimbursed to CONTRACTOR shall not exceed the actual amount of AB 2766 Subvention and other funds applied, up to a maximum of $10,000 per light- duty zero emission vehicle, $25,000 per heavy-duty near -zero emission vehicle, and $100,000 per medium -duty zero emission vehicle; and • For the EV charging stations, the amount reimbursed to CONTRACTOR shall not exceed the actual amount of AB 2766 Subvention and other funds applied for limited access stations, and thrice the actual amount of AB 2766 Subvention and other funds applied for public access stations Additional AB 2766 Discretionary Match Funds will not be available to fund project cost overruns. Any project cost overruns must be funded from other than AB 2766 Discretionary Funds. 7